Exhibit 99.2
Supplemental Financial Information
For the three and twelve months ended December 31, 2020
Exhibit 99.2
Supplemental Financial Information
For the three and twelve months ended December 31, 2020
The Macerich Company
Supplemental Financial and Operating Information
Table of Contents
All information included in this supplemental financial package is unaudited, unless otherwise indicated.
| Page No. | ||||
| Corporate Overview |
1-4 | |||
| Overview |
1-2 | |||
| Capital Information and Market Capitalization |
3 | |||
| Changes in Total Common and Equivalent Shares/Units |
4 | |||
| Financial Data |
5-12 | |||
| Consolidated Statements of Operations (Unaudited) |
5 | |||
| Consolidated Balance Sheet (Unaudited) |
6 | |||
| Non-GAAP Pro Rata Financial Information (Unaudited) |
7-9 | |||
| 2021 Earnings Guidance |
10 | |||
| Supplemental FFO Information |
11 | |||
| Capital Expenditures |
12 | |||
| Operational Data |
13-21 | |||
| Occupancy |
13 | |||
| Average Base Rent Per Square Foot |
14 | |||
| Percentage of Net Operating Income by State |
15 | |||
| Property Listing |
16-19 | |||
| Joint Venture List |
20-21 | |||
| Debt Tables |
22-24 | |||
| Debt Summary |
22 | |||
| Outstanding Debt by Maturity Date |
23-24 | |||
| Development Pipeline |
25-26 | |||
| Corporate Information |
27 | |||
This Supplemental Financial Information should be read in connection with the Company’s fourth quarter 2020 earnings announcement (included as Exhibit 99.1 of the Company’s Current Report on 8-K, event date February 11, 2021, as certain disclosures, definitions and reconciliations in such announcement have not been included in this Supplemental Financial Information.
The Macerich Company
Supplemental Financial and Operating Information
Overview
The Macerich Company (the “Company”) is involved in the acquisition, ownership, development, redevelopment, management and leasing of regional shopping centers located in the United States in many of the country’s most attractive, densely populated markets with significant presence on the West Coast, Arizona, Chicago and the Metro New York to Washington, DC corridor. A recognized leader in sustainability, Macerich has earned CDP A List status for five years and achieved the GRESB Green Star rating in the North American Retail Sector for six consecutive years, 2015-2020.
The Company is the sole general partner of, and owns a majority of the ownership interests in, The Macerich Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”).
As of December 31, 2020, the Operating Partnership owned or had an ownership interest in 50 million square feet of gross leasable area (“GLA”) consisting primarily of interests in 47 regional shopping centers and five community/power shopping centers. These 52 centers (which include any related office space) are referred to hereinafter as the “Centers”, unless the context requires otherwise.
The Company is a self-administered and self-managed real estate investment trust (“REIT”) and conducts all of its operations through the Operating Partnership and the Company’s management companies (collectively, the “Management Companies”).
All references to the Company in this Exhibit include the Company, those entities owned or controlled by the Company and predecessors of the Company, unless the context indicates otherwise.
The Company presents certain measures in this Exhibit on a pro rata basis which represents (i) the measure on a consolidated basis, minus the Company’s partners’ share of the measure from its consolidated joint ventures (calculated based upon the partners’ percentage ownership interest); plus (ii) the Company’s share of the measure from its unconsolidated joint ventures (calculated based upon the Company’s percentage ownership interest). Management believes that these measures provide useful information to investors regarding its financial condition and/or results of operations because they include the Company’s share of the applicable amount from unconsolidated joint ventures and exclude the Company’s partners’ share from consolidated joint ventures, in each case presented on the same basis. The Company has several significant joint ventures and the Company believes that presenting various measures in this manner can help investors better understand the Company’s financial condition and/or results of operations after taking into account its economic interest in these joint ventures. Management also uses these measures to evaluate regional property level performance and to make decisions about resource allocations. The Company’s economic interest (as distinct from its legal ownership interest) in certain of its joint ventures could fluctuate from time to time and may not wholly align with its legal ownership interests because of provisions in certain joint venture agreements regarding distributions of cash flow based on capital account balances, allocations of profits and losses, payments of preferred returns and control over major decisions. Additionally, the Company does not control its unconsolidated joint ventures and the presentation of certain items, such as assets, liabilities, revenues and expenses, from these unconsolidated joint ventures does not represent the Company’s legal claim to such items.
This document contains information constituting forward-looking statements and includes expectations regarding the Company’s future operational results as well as development, redevelopment and expansion activities. Stockholders are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks, uncertainties and other factors that may cause actual results, performance or achievements of the Company or the industry to differ materially from the Company’s future results, performance or achievements, or those of the industry, expressed or implied in such forward-looking statements. Such factors include, among others, general industry, as well as national, regional and local economic and
1
business conditions, which will, among other things, affect demand for retail space or retail goods, availability and creditworthiness of current and prospective tenants, anchor or tenant bankruptcies, closures, mergers or consolidations, lease rates, terms and payments, interest rate fluctuations, availability, terms and cost of financing and operating expenses; adverse changes in the real estate markets including, among other things, competition from other companies, retail formats and technology, risks of real estate development and redevelopment, and acquisitions and dispositions; the continuing adverse impact of the novel coronavirus (COVID-19) on the U.S., regional and global economies and the financial condition and results of operations of the Company and its tenants; the liquidity of real estate investments; governmental actions and initiatives (including legislative and regulatory changes); environmental and safety requirements; and terrorist activities or other acts of violence which could adversely affect all of the above factors. You are urged to carefully review the disclosures we make concerning risks and other factors that may affect our business and operating results, including those made in “Item 1A. Risk Factors” and of our Annual Report on Form 10-K for the year ended December 31, 2019, and our Quarterly Report on Form 10-Q for the quarter ended September 30, 2020 filed on November 5, 2020 as well as our other reports filed with the Securities and Exchange Commission (“SEC”), which disclosures are incorporated herein by reference. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this document. The Company does not intend, and undertakes no obligation, to update any forward-looking information to reflect events or circumstances after the date of this document or to reflect the occurrence of unanticipated events, unless required by law to do so.
2
The Macerich Company
Supplemental Financial and Operating Information (unaudited)
Capital Information and Market Capitalization
| Period Ended | ||||||||||||
| 12/31/2020 | 12/31/2019 | 12/31/2018 | ||||||||||
| dollars in thousands, except per share data | ||||||||||||
| Closing common stock price per share |
$ | 10.67 | $ | 26.92 | $ | 43.28 | ||||||
| 52 week high |
$ | 26.98 | $ | 47.05 | $ | 69.73 | ||||||
| 52 week low |
$ | 4.81 | $ | 25.53 | $ | 40.90 | ||||||
| Shares outstanding at end of period |
||||||||||||
| Class A non-participating convertible preferred units |
103,235 | 90,619 | 90,619 | |||||||||
| Common shares and partnership units |
160,751,189 | 151,892,138 | 151,655,147 | |||||||||
|
|
|
|
|
|
|
|||||||
| Total common and equivalent shares/units outstanding |
160,854,424 | 151,982,757 | 151,745,766 | |||||||||
|
|
|
|
|
|
|
|||||||
| Portfolio capitalization data |
||||||||||||
| Total portfolio debt, including joint ventures at pro rata |
$ | 8,675,076 | $ | 8,074,867 | $ | 7,850,669 | ||||||
| Equity market capitalization |
1,716,317 | 4,091,376 | 6,567,557 | |||||||||
|
|
|
|
|
|
|
|||||||
| Total market capitalization |
$ | 10,391,393 | $ | 12,166,243 | $ | 14,418,226 | ||||||
|
|
|
|
|
|
|
|||||||
| Debt as a percentage of total market capitalization |
83.5 | % | 66.4 | % | 54.5 | % | ||||||
Portfolio Capitalization at December 31, 2020
3
The Macerich Company
Supplemental Financial and Operating Information (unaudited)
Changes in Total Common and Equivalent Shares/Units
| Partnership Units |
Company Common Shares |
Class A Non-Participating Convertible Preferred Units |
Total Common and Equivalent Shares/ Units |
|||||||||||||
| Balance as of December 31, 2019 |
10,484,488 | 141,407,650 | 90,619 | 151,982,757 | ||||||||||||
| Conversion of partnership units to cash |
(168 | ) | — | — | (168 | ) | ||||||||||
| Conversion of partnership units to common shares |
(83,722 | ) | 83,722 | — | — | |||||||||||
| Issuance of stock/partnership units from restricted stock issuance or other share or unit-based plans |
3,408 | 80,917 | — | 84,325 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Balance as of March 31, 2020 |
10,404,006 | 141,572,289 | 90,619 | 152,066,914 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Conversion of partnership units to cash |
(1,554 | ) | — | — | (1,554 | ) | ||||||||||
| Conversion of partnership units to common shares |
(82,856 | ) | 82,856 | — | — | |||||||||||
| Issuance of stock/partnership units from restricted stock issuance or other share or unit-based plans |
570 | 186,739 | — | 187,309 | ||||||||||||
| Issuance of stock/partnership units from stock dividends |
581,091 | 7,759,280 | 12,616 | 8,352,987 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Balance as of June 30, 2020 |
10,901,257 | 149,601,164 | 103,235 | 160,605,656 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Conversion of partnership units to cash |
(1,143 | ) | — | — | (1,143 | ) | ||||||||||
| Conversion of partnership units to common shares |
(20,213 | ) | 20,213 | — | — | |||||||||||
| Issuance of stock/partnership units from restricted stock issuance or other share or unit-based plans |
1,464 | 16,903 | — | 18,367 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Balance as of September 30, 2020 |
10,881,365 | 149,638,280 | 103,235 | 160,622,880 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Conversion of partnership units to cash |
(94 | ) | — | — | (94 | ) | ||||||||||
| Issuance of stock/partnership units from restricted stock issuance or other share or unit-based plans |
99,343 | 132,295 | — | 231,638 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Balance as of December 31, 2020 |
10,980,614 | 149,770,575 | 103,235 | 160,854,424 | ||||||||||||
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|
|
|
|
|
|
|
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4
THE MACERICH COMPANY
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
(Dollars in thousands)
| For the Three Months Ended December 31, 2020 |
For the Twelve Months Ended December 31, 2020 |
|||||||
| Revenues: |
||||||||
| Leasing revenue |
$ | 185,342 | $ | 740,323 | ||||
| Other income |
5,647 | 22,242 | ||||||
| Management Companies’ revenues |
3,654 | 23,461 | ||||||
|
|
|
|
|
|||||
| Total revenues |
194,643 | 786,026 | ||||||
|
|
|
|
|
|||||
| Expenses: |
||||||||
| Shopping center and operating expenses |
64,674 | 257,212 | ||||||
| Management Companies’ operating expenses |
19,879 | 65,576 | ||||||
| Leasing expenses |
5,569 | 25,191 | ||||||
| REIT general and administrative expenses |
7,687 | 30,339 | ||||||
| Depreciation and amortization |
78,507 | 319,619 | ||||||
| Interest expense |
10,258 | 75,550 | ||||||
|
|
|
|
|
|||||
| Total expenses |
186,574 | 773,487 | ||||||
| Equity in loss of unconsolidated joint ventures |
(10,050 | ) | (27,038 | ) | ||||
| Income tax (expense) benefit |
(237 | ) | 447 | |||||
| Loss on remeasurement of assets |
(163,298 | ) | (163,298 | ) | ||||
| Loss on sale or write down of assets, net |
(39,328 | ) | (68,112 | ) | ||||
|
|
|
|
|
|||||
| Net loss |
(204,844 | ) | (245,462 | ) | ||||
| Less net loss attributable to noncontrolling interests |
(14,426 | ) | (15,259 | ) | ||||
|
|
|
|
|
|||||
| Net loss attributable to the Company |
$ | (190,418 | ) | $ | (230,203 | ) | ||
|
|
|
|
|
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5
TH MACERICH COMPANY
CONSOLIDATED BALANCE SHEET (UNAUDITED)
AS OF DECEMBER 31, 2020
(Dollars in thousands)
| ASSETS: |
||||
| Property, net (a) |
$ | 6,694,579 | ||
| Cash and cash equivalents |
465,297 | |||
| Restricted cash |
17,362 | |||
| Tenant and other receivables, net |
239,194 | |||
| Right-of-use assets, net |
118,355 | |||
| Deferred charges and other assets, net |
306,959 | |||
| Due from affiliates |
1,612 | |||
| Investments in unconsolidated joint ventures |
1,340,647 | |||
|
|
|
|||
| Total assets |
$ | 9,184,005 | ||
|
|
|
|||
| LIABILITIES AND EQUITY: |
||||
| Mortgage notes payable |
$ | 4,560,810 | ||
| Bank and other notes payable |
1,477,540 | |||
| Accounts payable and accrued expenses |
68,825 | |||
| Lease liabilities |
90,216 | |||
| Other accrued liabilities |
298,594 | |||
| Distributions in excess of investments in unconsolidated joint ventures |
108,381 | |||
| Financing arrangement obligation |
134,379 | |||
|
|
|
|||
| Total liabilities |
6,738,745 | |||
|
|
|
|||
| Commitments and contingencies |
||||
| Equity: |
||||
| Stockholders’ equity: |
||||
| Common stock |
1,498 | |||
| Additional paid-in capital |
4,603,378 | |||
| Accumulated deficit |
(2,339,619 | ) | ||
| Accumulated other comprehensive loss |
(8,208 | ) | ||
|
|
|
|||
| Total stockholders’ equity |
2,257,049 | |||
| Noncontrolling interests |
188,211 | |||
|
|
|
|||
| Total equity |
2,445,260 | |||
|
|
|
|||
| Total liabilities and equity |
$ | 9,184,005 | ||
|
|
|
|||
| (a) | Includes construction in progress of $153,253. |
6
THE MACERICH COMPANY
NON-GAAP PRO RATA FINANCIAL INFORMATION (UNAUDITED)
(DOLLARS IN THOUSANDS)
| For the Three Months Ended December 31, 2020 |
For the Twelve Months Ended December 31, 2020 |
|||||||||||||||
| Noncontrolling Interests of Consolidated Joint Ventures (a) |
Company’s Share of Unconsolidated Joint Ventures |
Noncontrolling Interests of Consolidated Joint Ventures (a) |
Company’s Share of Unconsolidated Joint Ventures |
|||||||||||||
| Revenues: |
||||||||||||||||
| Leasing revenue |
$ | (11,477 | ) | $ | 105,772 | $ | (45,042 | ) | $ | 418,192 | ||||||
| Other income |
(871 | ) | 3,129 | (2,546 | ) | 6,033 | ||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Total revenues |
(12,348 | ) | 108,901 | (47,588 | ) | 424,225 | ||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Expenses: |
||||||||||||||||
| Shopping center and operating expenses |
(3,587 | ) | 37,156 | (13,665 | ) | 140,338 | ||||||||||
| Leasing expenses |
(142 | ) | 772 | (484 | ) | 2,924 | ||||||||||
| Depreciation and amortization |
(4,045 | ) | 52,978 | (15,517 | ) | 199,680 | ||||||||||
| Interest expense |
(4,041 | ) | 28,128 | (16,239 | ) | 108,327 | ||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Total expenses |
(11,815 | ) | 119,034 | (45,905 | ) | 451,269 | ||||||||||
| Equity in loss of unconsolidated joint ventures |
— | 10,050 | — | 27,038 | ||||||||||||
| Loss on sale or write down of assets, net |
1,049 | 83 | 120 | 6 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Net income |
516 | — | (1,563 | ) | — | |||||||||||
| Less net income attributable to noncontrolling interests |
516 | — | (1,563 | ) | — | |||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Net income attributable to the Company |
$ | — | $ | — | $ | — | $ | — | ||||||||
|
|
|
|
|
|
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|
|
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| (a) | Represents the Company’s partners’ share of consolidated joint ventures. |
7
THE MACERICH COMPANY
NON-GAAP PRO RATA FINANCIAL INFORMATION (UNAUDITED)
(DOLLARS IN THOUSANDS)
| As of December 31, 2020 | ||||||||
| Noncontrolling Interests of Consolidated Joint Ventures (a) |
Company’s Share of Unconsolidated Joint Ventures |
|||||||
| ASSETS: |
||||||||
| Property, net (b) |
$ | (490,704 | ) | $ | 4,163,480 | |||
| Cash and cash equivalents |
(15,938 | ) | 78,591 | |||||
| Restricted cash |
(2,210 | ) | 12,401 | |||||
| Tenant and other receivables, net |
(15,307 | ) | 111,644 | |||||
| Right-of-use assets, net |
(704 | ) | 59,770 | |||||
| Deferred charges and other assets, net |
(30,721 | ) | 103,814 | |||||
| Due from affiliates |
6 | (1,168 | ) | |||||
| Investments in unconsolidated joint ventures, at equity |
— | (1,340,647 | ) | |||||
|
|
|
|
|
|||||
| Total assets |
$ | (555,578 | ) | $ | 3,187,885 | |||
|
|
|
|
|
|||||
| LIABILITIES AND EQUITY: |
||||||||
| Mortgage notes payable |
$ | (459,817 | ) | $ | 3,063,616 | |||
| Bank and other notes payable |
— | 32,927 | ||||||
| Accounts payable and accrued expenses |
(7,091 | ) | 42,216 | |||||
| Lease liabilities |
(2,745 | ) | 60,163 | |||||
| Other accrued liabilities |
(31,076 | ) | 97,344 | |||||
| Distributions in excess of investments in unconsolidated joint ventures |
— | (108,381 | ) | |||||
| Financing arrangement obligation |
(134,379 | ) | — | |||||
|
|
|
|
|
|||||
| Total liabilities |
(635,108 | ) | 3,187,885 | |||||
|
|
|
|
|
|||||
| Equity: |
||||||||
| Stockholders’ equity |
102,284 | — | ||||||
| Noncontrolling interests |
(22,754 | ) | — | |||||
|
|
|
|
|
|||||
| Total equity |
79,530 | — | ||||||
|
|
|
|
|
|||||
| Total liabilities and equity |
$ | (555,578 | ) | $ | 3,187,885 | |||
|
|
|
|
|
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| (a) | Represents the Company’s partners’ share of consolidated joint ventures. |
| (b) | This includes $6,660 of construction in progress relating to the Company’s partners’ share from consolidated joint ventures and $319,088 of construction in progress relating to the Company’s share from unconsolidated joint ventures. |
8
THE MACERICH COMPANY
NON-GAAP PRO RATA SCHEDULE OF LEASING REVENUE (UNAUDITED)
(Dollars in thousands)
| For the Three Months Ended December 31, 2020 | ||||||||||||||||||||
| Consolidated | Non- Controlling Interests (a) |
Company’s Consolidated Share |
Company’s Share of Unconsolidated Joint Ventures |
Company’s Total Share |
||||||||||||||||
| Revenues: |
||||||||||||||||||||
| Minimum rents |
$ |
119,634 |
|
$ |
(6,710 |
) |
$ |
112,924 |
|
$ |
67,381 |
|
$ |
180,305 |
| |||||
| Percentage rents |
|
9,006 |
|
|
(573 |
) |
|
8,433 |
|
|
4,486 |
|
|
12,919 |
| |||||
| Tenant recoveries |
|
56,585 |
|
|
(3,908 |
) |
|
52,677 |
|
|
29,299 |
|
|
81,976 |
| |||||
| Other |
|
5,119 |
|
|
(341 |
) |
|
4,778 |
|
|
2,417 |
|
|
7,195 |
| |||||
| Less: Bad debt expense |
|
(5,002 |
) |
|
55 |
|
|
(4,947 |
) |
|
2,189 |
|
|
(2,758 |
) | |||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Total leasing revenue |
$ |
185,342 |
|
$ |
(11,477 |
) |
$ |
173,865 |
|
$ |
105,772 |
|
$ |
279,637 |
| |||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| For the Twelve Months Ended December 31, 2020 | ||||||||||||||||||||
| Consolidated | Non- Controlling Interests (a) |
Company’s Consolidated Share |
Company’s Share of Unconsolidated Joint Ventures |
Company’s Total Share |
||||||||||||||||
| Revenues: |
||||||||||||||||||||
| Minimum rents |
$ |
517,841 |
|
$ |
(30,366 |
) |
$ |
487,475 |
|
$ |
305,654 |
|
$ |
793,129 |
| |||||
| Percentage rents |
|
15,523 |
|
|
(965 |
) |
|
14,558 |
|
|
8,153 |
|
|
22,711 |
| |||||
| Tenant recoveries |
|
232,112 |
|
|
(14,670 |
) |
|
217,442 |
|
|
115,961 |
|
|
333,403 |
| |||||
| Other |
|
19,097 |
|
|
(1,191 |
) |
|
17,906 |
|
|
8,400 |
|
|
26,306 |
| |||||
| Less: Bad debt expense |
|
(44,250 |
) |
|
2,150 |
|
|
(42,100 |
) |
|
(19,976 |
) |
|
(62,076 |
) | |||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Total leasing revenue |
$ |
740,323 |
|
$ |
(45,042 |
) |
$ |
695,281 |
|
$ |
418,192 |
|
$ |
1,113,473 |
| |||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| (a) | Represents the Company’s partners’ share of consolidated joint ventures. |
9
The Macerich Company
2021 Earnings Guidance (Unaudited)
The Company is providing its 2021 guidance for estimated EPS-diluted and Funds from Operations (“FFO”) per share-diluted. A reconciliation of estimated EPS-diluted to FFO per share-diluted follows:
| Year 2021 Guidance | ||
| Earnings per share-diluted |
($0.90 - $0.70) | |
| Plus: real estate depreciation and amortization |
$2.95 - $2.95 | |
|
| ||
| FFO per share-diluted |
$2.05 - $2.25 | |
|
|
FFO guidance does not assume any dispositions or issuance of common equity.
This guidance range assumes no further government mandated shutdowns of our retail properties.
| Underlying Assumptions to 2021 Guidance: |
| Year 2021 ($ millions)(a) |
Year 2021 FFO / Share Impact | |||||
| Lease termination income |
$15 | $0.09 | ||||
| Bad debt expense |
($10) | ($0.06) | ||||
| Amortization of acquired above and below-market leases (net-revenue) |
$4 | $0.02 | ||||
| Interest expense(b) |
$302 | $1.88 | ||||
| Capitalized interest |
$23 | $0.14 | ||||
| (a) | All joint venture amounts included at pro rata. |
| (b) | This amount represents the Company’s pro rata share of interest expense, excluding any financing expense in connection with Chandler Freehold, and is reduced by capitalized interest. |
10
The Macerich Company
Supplemental Financial and Operating Information (unaudited)
Supplemental FFO Information(a)
| As of December 31, | ||||||||
| 2020 | 2019 | |||||||
| dollars in millions | ||||||||
| Straight-line rent receivable |
$ | 160.2 | $ | 127.5 | ||||
| For the Three Months Ended December 31, |
For the Twelve Months Ended December 31, |
|||||||||||||||
| 2020 | 2019 | 2020 | 2019 | |||||||||||||
| dollars in millions | ||||||||||||||||
| Lease termination income |
$ | 2.1 | $ | 0.4 | $ | 14.9 | $ | 5.7 | ||||||||
| Straight-line rental income |
$ | 25.1 | $ | 5.5 | $ | 33.7 | $ | 16.0 | ||||||||
| Business development and parking income (b) |
$ | 11.8 | $ | 21.2 | $ | 41.7 | $ | 66.0 | ||||||||
| (Loss) gain on sales or write down of undepreciated assets |
$ | (4.6 | ) | $ | 3.2 | $ | 7.8 | $ | 3.8 | |||||||
| Amortization of acquired above and below-market leases (net revenue) |
$ | 2.1 | $ | 1.6 | $ | 16.2 | $ | 14.7 | ||||||||
| Amortization of debt premiums |
$ | 0.1 | $ | 0.2 | $ | 0.8 | $ | 0.9 | ||||||||
| Bad debt expense (c) |
$ | 2.7 | $ | 1.7 | $ | 62.1 | $ | 10.5 | ||||||||
| Leasing expenses |
$ | 6.2 | $ | 8.1 | $ | 27.6 | $ | 33.3 | ||||||||
| Interest capitalized |
$ | 4.2 | $ | 6.1 | $ | 21.1 | $ | 28.8 | ||||||||
| Chandler Freehold financing arrangement (d): |
||||||||||||||||
| Distributions equal to partners’ share of net income |
$ | 0.3 | $ | 2.0 | $ | 1.1 | 7.2 | |||||||||
| Distributions in excess of partners’ share of net (loss) income (e) |
(0.3 | ) | 0.9 | 3.1 | 6.9 | |||||||||||
| Fair value adjustment (e) |
(42.7 | ) | (5.7 | ) | (139.5 | ) | (76.6 | ) | ||||||||
|
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|
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|
|||||||||
| Total Chandler Freehold financing arrangement (income) expense (d) |
$ | (42.7 | ) | $ | (2.8 | ) | $ | (135.3 | ) | $ | (62.5 | ) | ||||
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| (a) | All joint venture amounts included at pro rata. |
| (b) | Included in leasing revenue and other income. |
| (c) | Included in leasing revenue for the three and twelve months ended December 31, 2020 and 2019. |
| (d) | Included in interest expense. |
| (e) | The Company presents Funds from Operations (“FFO”) excluding the expenses related to changes in fair value of the financing arrangement and the payments to such joint venture partner less than or in excess of their pro rata share of net income. |
11
The Macerich Company
Supplemental Financial and Operating Information (unaudited)
Capital Expenditures(a)
| Year Ended 12/31/2020 |
Year Ended 12/31/2019 |
Year Ended 12/31/2018 |
||||||||||
| dollars in millions |
||||||||||||
| Consolidated Centers |
||||||||||||
| Acquisitions of property, building improvement and equipment |
$ | 9.6 | $ | 34.8 | $ | 53.4 | ||||||
| Development, redevelopment, expansions and renovations of Centers |
38.4 | 112.3 | 173.3 | |||||||||
| Tenant allowances |
12.4 | 18.9 | 12.6 | |||||||||
| Deferred leasing charges |
3.0 | 3.2 | 17.3 | |||||||||
|
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| Total |
$ | 63.4 | $ | 169.2 | $ | 256.6 | ||||||
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| Unconsolidated Joint Venture Centers |
||||||||||||
| Acquisitions of property, building improvement and equipment |
$ | 6.5 | $ | 12.3 | $ | 15.7 | ||||||
| Development, redevelopment, expansions and renovations of Centers |
109.9 | 210.6 | 145.9 | |||||||||
| Tenant allowances |
4.8 | 9.3 | 8.7 | |||||||||
| Deferred leasing charges |
2.1 | 3.4 | 10.9 | |||||||||
|
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|||||||
| Total |
$ | 123.3 | $ | 235.6 | $ | 181.2 | ||||||
|
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| (a) | All joint venture amounts at pro rata. |
12
The Macerich Company
Supplemental Financial and Operating Information (unaudited)
Occupancy(a)
| Regional Shopping Centers: |
Consolidated Centers |
Unconsolidated Joint Venture Centers |
Total Centers |
|||||||||
| 12/31/2020 |
89.6 | % | 89.8 | % | 89.7 | % | ||||||
| 12/31/2019 |
93.7 | % | 94.4 | % | 94.0 | % | ||||||
| 12/31/2018 |
95.2 | % | 95.6 | % | 95.4 | % | ||||||
| (a) | Occupancy is the percentage of mall and freestanding GLA leased as of the last day of the reporting period. Occupancy excludes Centers under development and redevelopment. |
13
The Macerich Company
Supplemental Financial and Operating Information (unaudited)
Average Base Rent Per Square Foot(a)
| Average Base Rent PSF(b) |
Average Base Rent PSF on Leases Executed during the trailing twelve months ended(c) |
Average Base Rent PSF on Leases Expiring during the trailing twelve months ended(d) |
||||||||||
| Consolidated Centers |
||||||||||||
| 12/31/2020 |
$ | 59.63 | $ | 48.06 | $ | 52.60 | ||||||
| 12/31/2019 |
$ | 58.76 | $ | 53.29 | $ | 53.20 | ||||||
| 12/31/2018 |
$ | 56.82 | $ | 54.00 | $ | 49.07 | ||||||
| Unconsolidated Joint Venture Centers |
||||||||||||
| 12/31/2020 |
$ | 66.34 | $ | 57.23 | $ | 52.62 | ||||||
| 12/31/2019 |
$ | 65.67 | $ | 73.05 | $ | 65.22 | ||||||
| 12/31/2018 |
$ | 63.84 | $ | 66.95 | $ | 59.49 | ||||||
| All Regional Shopping Centers |
||||||||||||
| 12/31/2020 |
$ | 61.87 | $ | 50.69 | $ | 52.60 | ||||||
| 12/31/2019 |
$ | 61.06 | $ | 59.15 | $ | 56.50 | ||||||
| 12/31/2018 |
$ | 59.09 | $ | 57.55 | $ | 51.80 | ||||||
| (a) | Average base rent per square foot is based on spaces 10,000 square feet and under. All joint venture amounts are included at pro rata. Centers under development and redevelopment are excluded. |
| (b) | Average base rent per square foot gives effect to the terms of each lease in effect, as of the applicable date, including any concessions, abatements and other adjustments or allowances that have been granted to the tenants. |
| (c) | The average base rent per square foot on leases executed during the period represents the actual rent to be paid during the first twelve months. |
| (d) | The average base rent per square foot on leases expiring during the period represents the final year minimum rent on a cash basis. |
14
The Macerich Company
Supplemental Financial and Operating Information (unaudited)
Percentage of Net Operating Income by State
| State |
% of Portfolio 2020 Real Estate Pro Rata NOI(a) |
|||
| California |
25.8 | % | ||
| New York |
23.1 | % | ||
| Arizona |
17.6 | % | ||
| Pennsylvania & Virginia |
9.1 | % | ||
| Colorado, Illinois & Missouri |
8.8 | % | ||
| New Jersey & Connecticut |
6.7 | % | ||
| Oregon |
4.6 | % | ||
| Other(b) |
4.3 | % | ||
|
|
|
|||
| Total |
100.0 | % | ||
|
|
|
|||
| (a) | The percentage of Portfolio 2020 Real Estate Pro Rata NOI excludes lease termination revenue, straight-line and above/below market adjustments to minimum rents. Portfolio 2020 Real Estate Pro Rata NOI excludes REIT general and administrative expenses, management company revenues, management company expenses and leasing expenses (including joint ventures at pro rata). |
| (b) | “Other” includes Indiana, Iowa, Kentucky, North Dakota and Texas. |
15
The Macerich Company
Property Listing
December 31, 2020
The following table sets forth certain information regarding the Centers and other locations that are wholly owned or partly owned by the Company.
| Count |
Company’s Ownership(a) |
Name of |
Year of Original Construction/ Acquisition |
Year of Most Recent Expansion/ Renovation |
Total GLA(b) |
|||||||||||
| CONSOLIDATED CENTERS: |
|
|||||||||||||||
| 1 | 50.1% | Chandler Fashion Center |
2001/2002 | ongoing | 1,318,000 | |||||||||||
| 2 | 100% | Danbury Fair Mall |
1986/2005 | 2016 | 1,226,000 | |||||||||||
| 3 | 100% | Desert Sky Mall |
1981/2002 | 2007 | 720,000 | |||||||||||
| 4 | 100% | Eastland Mall(c) |
1978/1998 | 1996 | 1,025,000 | |||||||||||
| 5 | 100% | Fashion Outlets of Chicago |
2013/— | — | 538,000 | |||||||||||
| 6 | 100% | Fashion Outlets of Niagara Falls USA |
1982/2011 | 2014 | 689,000 | |||||||||||
| 7 | 50.1% | Freehold Raceway Mall |
1990/2005 | 2007 | 1,552,000 | |||||||||||
| 8 | 100% | Fresno Fashion Fair |
1970/1996 | 2006 | 990,000 | |||||||||||
| 9 | 100% | Green Acres Mall(c) |
1956/2013 | 2016 | 2,069,000 | |||||||||||
| 10 | 100% | Inland Center |
1966/2004 | 2016 | 627,000 | |||||||||||
| 11 | 100% | Kings Plaza Shopping Center(c) |
1971/2012 | 2018 | 1,137,000 | |||||||||||
| 12 | 100% | La Cumbre Plaza(c) |
1967/2004 | 1989 | 492,000 | |||||||||||
| 13 | 100% | NorthPark Mall |
1973/1998 | 2001 | 929,000 | |||||||||||
| 14 | 100% | Oaks, The |
1978/2002 | 2017 | 1,205,000 | |||||||||||
| 15 | 100% | Pacific View |
1965/1996 | 2001 | 886,000 | |||||||||||
| 16 | 100% | Queens Center(c) |
1973/1995 | 2004 | 965,000 | |||||||||||
| 17 | 100% | Santa Monica Place |
1980/1999 | 2015 | 527,000 | |||||||||||
| 18 | 84.9% | SanTan Village Regional Center |
2007/— | 2018 | 1,151,000 | |||||||||||
| 19 | 100% | SouthPark Mall |
1974/1998 | 2015 | 860,000 | |||||||||||
| 20 | 100% | Stonewood Center(c) |
1953/1997 | 1991 | 932,000 | |||||||||||
| 21 | 100% | Superstition Springs Center |
1990/2002 | 2002 | 917,000 | |||||||||||
| 22 | 100% | Towne Mall |
1985/2005 | 1989 | 350,000 | |||||||||||
16
The Macerich Company
Property Listing
December 31, 2020
| Count |
Company’s Ownership(a) |
Name of |
Year of Original Construction/ Acquisition |
Year of Most Recent Expansion/ Renovation |
Total GLA(b) |
|||||||||
| 23 |
100% | Tucson La Encantada |
2002/2002 | 2005 | 246,000 | |||||||||
| 24 |
100% | Valley Mall |
1978/1998 | 1992 | 505,000 | |||||||||
| 25 |
100% | Valley River Center |
1969/2006 | 2007 | 808,000 | |||||||||
| 26 |
100% | Victor Valley, Mall of |
1986/2004 | 2012 | 580,000 | |||||||||
| 27 |
100% | Vintage Faire Mall |
1977/1996 | ongoing | 914,000 | |||||||||
| 28 |
100% | Wilton Mall |
1990/2005 | 1998 | 709,000 | |||||||||
|
|
|
|||||||||||||
| Total Consolidated Centers | 24,867,000 | |||||||||||||
|
|
|
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| UNCONSOLIDATED JOINT VENTURE CENTERS: |
|
|||||||||||||
| 29 |
60% | Arrowhead Towne Center |
1993/2002 | 2015 | 1,076,000 | |||||||||
| 30 |
50% | Biltmore Fashion Park |
1963/2003 | 2020 | 597,000 | |||||||||
| 31 |
50% | Broadway Plaza |
1951/1985 | 2016 | 920,000 | |||||||||
| 32 |
50.1% | Corte Madera, The Village at |
1985/1998 | 2020 | 500,000 | |||||||||
| 33 |
50% | Country Club Plaza |
1922/2016 | 2015 | 947,000 | |||||||||
| 34 |
51% | Deptford Mall |
1975/2006 | 2020 | 950,000 | |||||||||
| 35 |
51% | FlatIron Crossing |
2000/2002 | 2009 | 1,428,000 | |||||||||
| 36 |
50% | Kierland Commons |
1999/2005 | 2003 | 437,000 | |||||||||
| 37 |
60% | Lakewood Center |
1953/1975 | 2008 | 2,071,000 | |||||||||
| 38 |
60% | Los Cerritos Center |
1971/1999 | 2016 | 1,022,000 | |||||||||
| 39 |
50% | North Bridge, The Shops at(c) |
1998/2008 | — | 669,000 | |||||||||
| 40 |
50% | Scottsdale Fashion Square |
1961/2002 | 2020 | 1,843,000 | |||||||||
| 41 |
60% | South Plains Mall |
1972/1998 | 2017 | 1,145,000 | |||||||||
| 42 |
51% | Twenty Ninth Street(c) |
1963/1979 | 2007 | 845,000 | |||||||||
| 43 |
50% | Tysons Corner Center |
1968/2005 | 2014 | 1,971,000 | |||||||||
| 44 |
60% | Washington Square |
1974/1999 | 2005 | 1,296,000 | |||||||||
| 45 |
19% | West Acres |
1972/1986 | 2001 | 693,000 | |||||||||
|
|
|
|||||||||||||
| Total Unconsolidated Joint Venture Centers | 18,410,000 | |||||||||||||
|
|
|
|||||||||||||
17
The Macerich Company
Property Listing
December 31, 2020
| Count |
Company’s Ownership(a) |
Name of |
Year of Original Construction/ Acquisition |
Year of Most Recent Expansion/ Renovation |
Total GLA(b) |
|||||||||||
| REGIONAL SHOPPING CENTERS UNDER REDEVELOPMENT: |
|
|||||||||||||||
| 46 |
50% | Fashion District Philadelphia(c)(d)(e) |
1977/2014 | 2019 | 850,000 | |||||||||||
| 47 |
100% | Paradise Valley Mall(d) |
1979/2002 | 2009 | 1,198,000 | |||||||||||
|
|
|
|||||||||||||||
| Total Regional Shopping Centers | 45,325,000 | |||||||||||||||
|
|
|
|||||||||||||||
| COMMUNITY / POWER CENTERS: |
|
|||||||||||||||
| 1 |
50% | Atlas Park, The Shops at(f) |
2006/2011 | 2013 | 374,000 | |||||||||||
| 2 |
50% | Boulevard Shops(f) |
2001/2002 | 2004 | 184,000 | |||||||||||
| 3 |
100% | Southridge Center(d) |
1975/1998 | 2013 | 803,000 | |||||||||||
| 4 |
100% | Superstition Springs Power Center(d) |
1990/2002 | — | 206,000 | |||||||||||
| 5 |
100% | The Marketplace at Flagstaff(c)(d) |
2007/— | — | 268,000 | |||||||||||
|
|
|
|||||||||||||||
| Total Community / Power Centers | 1,835,000 | |||||||||||||||
|
|
|
|||||||||||||||
| OTHER ASSETS: |
||||||||||||||||
| 100% | Various(d)(g) |
— | — | 427,000 | ||||||||||||
| 83.2% | Estrella Falls(d) |
2016 | 2016 | 79,000 | ||||||||||||
| 50% | Scottsdale Fashion Square-Office(f) |
1984/2002 | 2016 | 123,000 | ||||||||||||
| 50% | Tysons Corner Center-Office(f) |
1999/2005 | 2012 | 174,000 | ||||||||||||
| 50% | Hyatt Regency Tysons Corner Center(f) |
2015 | 2015 | 290,000 | ||||||||||||
| 50% | VITA Tysons Corner Center(f) |
2015 | 2015 | 510,000 | ||||||||||||
| 50% | Tysons Tower(f) |
2014 | 2014 | 529,000 | ||||||||||||
| OTHER ASSETS UNDER REDEVELOPMENT: |
||||||||||||||||
| 25% | One Westside(f)(h) |
1985/1998 | ongoing | 680,000 | ||||||||||||
|
|
|
|||||||||||||||
| Total Other Assets | 2,812,000 | |||||||||||||||
|
|
|
|||||||||||||||
| Grand Total | 49,972,000 | |||||||||||||||
|
|
|
|||||||||||||||
| (a) | The Company’s ownership interest in this table reflects its legal ownership interest. See footnotes (a) and (b) on pages 20 and 21 regarding the legal versus economic ownership of joint venture entities. |
| (b) | Includes GLA attributable to anchors (whether owned or non-owned) and mall and freestanding stores. |
| (c) | Portions of the land on which the Center is situated are subject to one or more long-term ground leases. With respect to 42 Centers, the underlying land controlled by the Company is owned in fee entirely by the Company, or, in the case of jointly-owned Centers, by the joint venture property partnership or limited liability company. |
| (d) | Included in Consolidated Centers. |
18
The Macerich Company
Property Listing
December 31, 2020
| (e) | On September 19, 2019, the Company’s joint venture opened Fashion District Philadelphia in downtown Philadelphia. |
| (f) | Included in Unconsolidated Joint Venture Centers. |
| (g) | The Company owns an office building and five stores located at shopping centers not owned by the Company. Of the five stores, one is leased to Kohl’s, one is vacant, and three have been leased for non-Anchor uses. With respect to the office building and two of the five stores, the underlying land is owned in fee entirely by the Company. With respect to the remaining three stores, the underlying land is owned by third parties and leased to the Company pursuant to long-term building or ground leases. |
| (h) | Construction is underway to convert former Regional Shopping Center Westside Pavilion, which closed in January 2019, into an approximately 584,000 square foot Class A creative office campus called One Westside leased solely to Google, while maintaining approximately 96,000 square feet of adjacent entertainment and retail space at 10850 Pico Boulevard. |
19
The Macerich Company
Joint Venture List as of December 31, 2020
The following table sets forth certain information regarding the Centers and other operating properties that are not wholly owned by the Company. This list of properties includes unconsolidated joint ventures, consolidated joint ventures, and financing arrangements. The percentages shown are the effective legal ownership and economic ownership interests of the Company as of December 31, 2020.
| Properties |
Legal Ownership(a) |
Economic Ownership(b) |
Joint Venture |
Total GLA(c) | ||||||||||
| Arrowhead Towne Center |
60 | % | 60 | % | New River Associates LLC | 1,076,000 | ||||||||
| Atlas Park, The Shops at |
50 | % | 50 | % | WMAP, L.L.C. | 374,000 | ||||||||
| Biltmore Fashion Park |
50 | % | 50 | % | Biltmore Shopping Center Partners LLC | 597,000 | ||||||||
| Boulevard Shops |
50 | % | 50 | % | Propcor II Associates, LLC | 184,000 | ||||||||
| Broadway Plaza(e) |
50 | % | 50 | % | Macerich HHF Broadway Plaza LLC | 920,000 | ||||||||
| Chandler Fashion Center(d)(f) |
50.1 | % | 50.1 | % | Freehold Chandler Holdings LP | 1,318,000 | ||||||||
| Corte Madera, The Village at |
50.1 | % | 50.1 | % | Corte Madera Village, LLC | 500,000 | ||||||||
| Country Club Plaza |
50 | % | 50 | % | Country Club Plaza KC Partners LLC | 947,000 | ||||||||
| Deptford Mall(d) |
51 | % | 51 | % | Macerich HHF Centers LLC | 950,000 | ||||||||
| Estrella Falls |
83.2 | % | 83.2 | % | Westcor Goodyear RSC LLC | 79,000 | ||||||||
| Fashion District Philadelphia |
50 | % | (g | ) | Various Entities | 850,000 | ||||||||
| FlatIron Crossing |
51 | % | 51 | % | Macerich HHF Centers LLC | 1,428,000 | ||||||||
| Freehold Raceway Mall(d)(f) |
50.1 | % | 50.1 | % | Freehold Chandler Holdings LP | 1,552,000 | ||||||||
| Hyatt Regency Tysons Corner Center |
50 | % | 50 | % | Tysons Corner Hotel I LLC | 290,000 | ||||||||
| Kierland Commons |
50 | % | 50 | % | Kierland Commons Investment LLC | 437,000 | ||||||||
| Lakewood Center |
60 | % | 60 | % | Pacific Premier Retail LLC | 2,071,000 | ||||||||
| Los Angeles Premium Outlets |
50 | % | 50 | % | CAM-CARSON LLC | — | ||||||||
| Los Cerritos Center(d) |
60 | % | 60 | % | Pacific Premier Retail LLC | 1,022,000 | ||||||||
| North Bridge, The Shops at |
50 | % | 50 | % | North Bridge Chicago LLC | 669,000 | ||||||||
| SanTan Village Regional Center |
84.9 | % | 84.9 | % | Westcor SanTan Village LLC | 1,151,000 | ||||||||
| Scottsdale Fashion Square |
50 | % | 50 | % | Scottsdale Fashion Square Partnership | 1,843,000 | ||||||||
| Scottsdale Fashion Square-Office |
50 | % | 50 | % | Scottsdale Fashion Square Partnership | 123,000 | ||||||||
| Macerich Seritage Portfolio(h) |
50 | % | 50 | % | MS Portfolio LLC | 795,000 | ||||||||
| South Plains Mall |
60 | % | 60 | % | Pacific Premier Retail LLC | 1,145,000 | ||||||||
| Twenty Ninth Street |
51 | % | 51 | % | Macerich HHF Centers LLC | 845,000 | ||||||||
| Tysons Corner Center |
50 | % | 50 | % | Tysons Corner LLC | 1,971,000 | ||||||||
| Tysons Corner Center-Office |
50 | % | 50 | % | Tysons Corner Property LLC | 174,000 | ||||||||
| Tysons Tower |
50 | % | 50 | % | Tysons Corner Property LLC | 529,000 | ||||||||
| VITA Tysons Corner Center |
50 | % | 50 | % | Tysons Corner Property LLC | 510,000 | ||||||||
| Washington Square(d) |
60 | % | 60 | % | Pacific Premier Retail LLC | 1,296,000 | ||||||||
| West Acres |
19 | % | 19 | % | West Acres Development, LLP | 693,000 | ||||||||
| One Westside(i) |
25 | % | 25 | % | HPP-MAC WSP, LLC | 680,000 | ||||||||
| (a) | This column reflects the Company’s legal ownership in the listed properties as of December 31, 2020. Legal ownership may, at times, not equal the Company’s economic interest in the listed properties because of various provisions in certain joint venture agreements regarding distributions of cash flow based on capital account balances, allocations of profits and losses and payments of preferred returns. As a result, the Company’s actual economic interest (as distinct from its legal ownership interest) in certain of the properties could fluctuate from time to time and may not wholly align with its legal ownership interests. Substantially all of the Company’s joint venture agreements contain rights of first refusal, buy-sell provisions, exit rights, default dilution remedies and/or other break up provisions or remedies which are customary in real estate joint venture agreements and which may, positively or negatively, affect the ultimate realization of cash flow and/or capital or liquidation proceeds. |
20
The Macerich Company
Joint Venture List as of December 31, 2020
| (b) | Economic ownership represents the allocation of cash flow to the Company as of December 31, 2020, except as noted below. In cases where the Company receives a current cash distribution greater than its legal ownership percentage due to a capital account greater than its legal ownership percentage, only the legal ownership percentage is shown in this column. The Company’s economic ownership of these properties may fluctuate based on a number of factors, including mortgage refinancings, partnership capital contributions and distributions, and proceeds and gains or losses from asset sales, and the matters set forth in the preceding paragraph. |
| (c) | Includes GLA attributable to anchors (whether owned or non-owned) and mall and freestanding stores as of December 31, 2020. |
| (d) | These centers have a former Sears store which is owned by MS Portfolio LLC, see footnote (h) below. The GLA of the former Sears store, or tenant replacing the former Sears store, at the five centers indicated with footnote (d) in the table above is included in Total GLA at the center level. The GLA for the former Sears store at these five centers plus the GLA of the former Sears store at two wholly owned centers, Danbury Fair Mall and Vintage Faire Mall, are also aggregated into the 795,000 square feet in the MS Portfolio LLC above. |
| (e) | In October 2018, the Company’s joint venture partner in Broadway Plaza sold its 50% interest to a third party investor. Thereafter, the joint venture restated its governing documents and changed its name to Macerich HHF Broadway Plaza LLC. |
| (f) | The joint venture entity was formed in September 2009. Upon liquidation of the partnership, distributions are made in the following order: to the third-party partner until it receives a 13% internal rate of return on and of its aggregate unreturned capital contributions; to the Company until it receives a 13% internal rate of return on and of its aggregate unreturned capital contributions; and, thereafter, pro rata 35% to the third-party partner and 65% to the Company. |
| (g) | On December 10, 2020, the Company made a loan (the Partnership Loan) to the 50/50 joint venture that owns Fashion District Philadelphia to fund the entirety of a $100 million repayment to reduce the mortgage loan on Fashion District Philadelphia from $301 million to $201 million. Pursuant to the joint venture partnership agreement, the Partnership Loan plus 15% accrued interest must first be repaid prior to the resumption of 50/50 cash distributions to the Company and its joint venture partner. |
| (h) | On April 30, 2015, Sears Holdings Corporation (“Sears”) and the Company announced that they had formed a joint venture, MS Portfolio LLC. Sears contributed nine stores (located at Arrowhead Towne Center, Chandler Fashion Center, Danbury Fair Mall, Deptford Mall, Freehold Raceway Mall, Los Cerritos Center, South Plains Mall, Vintage Faire Mall and Washington Square) to the joint venture and the Company contributed $150 million in cash to the joint venture. On July 7, 2015, Sears assigned its ownership interest in MS Portfolio LLC to Seritage MS Holdings LLC. On December 31, 2020, the Company traded its 50% interest in the former Sears parcel at Arrowhead Towne Center for its partner’s 50% interest in the former Sears parcel at South Plains Mall, such that the Company now owns 100% of the former Sears parcel at South Plains Mall. The Company expects to create additional value through re-leasing the former Sears boxes. For example, Primark has leased space in portions of the Sears stores at Danbury Fair Mall and Freehold Raceway Mall. Refer to the Development Pipeline Forecast on page 26 for details of the Former Sears Redevelopments at these properties. |
| (i) | Construction is underway to convert former Regional Shopping Center Westside Pavilion, which closed in January 2019, into an approximately 584,000 square foot Class A creative office campus called One Westside leased solely to Google, while maintaining approximately 96,000 square feet of adjacent entertainment and retail space at 10850 Pico Boulevard. The Company contributed the existing buildings and land valued at $190.0 million to the joint venture on August 31, 2018. |
21
The Macerich Company
Supplemental Financial and Operating Information (Unaudited)
Debt Summary (at Company’s pro rata share) (a)
| As of December 31, 2020 | ||||||||||||
| Fixed Rate | Floating Rate |
Total | ||||||||||
| (Dollars in thousands) | ||||||||||||
| Mortgage notes payable |
$ | 3,931,397 | $ | 629,413 | $ | 4,560,810 | ||||||
| Bank and other notes payable |
400,000 | 1,077,540 | 1,477,540 | |||||||||
|
|
|
|
|
|
|
|||||||
| Total debt per Consolidated Balance Sheet |
4,331,397 | 1,706,953 | 6,038,350 | |||||||||
| Adjustments: |
||||||||||||
| Less: Noncontrolling interests or financing arrangement share of debt from consolidated joint ventures |
(359,317 | ) | (100,500 | ) | (459,817 | ) | ||||||
|
|
|
|
|
|
|
|||||||
| Adjusted Consolidated Debt |
3,972,080 | 1,606,453 | 5,578,533 | |||||||||
| Add: Company’s share of debt from unconsolidated joint ventures |
3,027,286 | 69,257 | 3,096,543 | |||||||||
|
|
|
|
|
|
|
|||||||
| Total Company’s Pro Rata Share of Debt |
$ | 6,999,366 | $ | 1,675,710 | $ | 8,675,076 | ||||||
|
|
|
|
|
|
|
|||||||
| Weighted average interest rate |
3.98 | % | 2.27 | % | 3.65 | % | ||||||
| Weighted average maturity (years) |
4.21 | |||||||||||
| (a) | The Company’s pro rata share of debt represents (i) consolidated debt, minus the Company’s partners’ share of the amount from consolidated joint ventures (calculated based upon the partners’ percentage ownership interest); plus (ii) the Company’s share of debt from unconsolidated joint ventures (calculated based upon the Company’s percentage ownership interest). Management believes that this measure provides useful information to investors regarding the Company’s financial condition because it includes the Company’s share of debt from unconsolidated joint ventures and, for consolidated debt, excludes the Company’s partners’ share from consolidated joint ventures, in each case presented on the same basis. The Company has several significant joint ventures and presenting its pro rata share of debt in this manner can help investors better understand the Company’s financial condition after taking into account the Company’s economic interest in these joint ventures. The Company’s pro rata share of debt should not be considered as a substitute to the Company’s total debt determined in accordance with GAAP or any other GAAP financial measures and should only be considered together with and as a supplement to the Company’s financial information prepared in accordance with GAAP. |
22
The Macerich Company
Supplemental Financial and Operating Information (Unaudited)
Outstanding Debt by Maturity Date
| As of December 31, 2020 | ||||||||||||||||||||
| Center/Entity (dollars in thousands) |
Maturity Date | Effective Interest Rate (a) |
Fixed | Floating | Total Debt Balance (a) |
|||||||||||||||
| I. Consolidated Assets: |
||||||||||||||||||||
| Green Acres Mall (b) |
02/03/21 | 3.61 | % | $ | 270,570 | — | $ | 270,570 | ||||||||||||
| Danbury Fair Mall |
04/01/21 | 5.56 | % | 186,741 | — | 186,741 | ||||||||||||||
| The Macerich Partnership, L.P. - Line of Credit (c) |
07/06/21 | 4.30 | % | 400,000 | — | 400,000 | ||||||||||||||
| Tucson La Encantada |
03/01/22 | 4.23 | % | 62,018 | — | 62,018 | ||||||||||||||
| Pacific View |
04/01/22 | 4.08 | % | 114,909 | — | 114,909 | ||||||||||||||
| Oaks, The |
06/05/22 | 4.14 | % | 183,108 | — | 183,108 | ||||||||||||||
| Towne Mall |
11/01/22 | 4.48 | % | 19,815 | — | 19,815 | ||||||||||||||
| Fashion Outlets of Niagara Falls USA |
10/06/23 | 6.45 | % | 101,463 | — | 101,463 | ||||||||||||||
| Chandler Fashion Center (d) |
07/05/24 | 4.18 | % | 127,936 | — | 127,936 | ||||||||||||||
| Victor Valley, Mall of |
09/01/24 | 4.00 | % | 114,791 | — | 114,791 | ||||||||||||||
| Queens Center |
01/01/25 | 3.49 | % | 600,000 | — | 600,000 | ||||||||||||||
| Vintage Faire Mall |
03/06/26 | 3.55 | % | 246,380 | — | 246,380 | ||||||||||||||
| Fresno Fashion Fair |
11/01/26 | 3.67 | % | 323,857 | — | 323,857 | ||||||||||||||
| SanTan Village Regional Center (e) |
07/01/29 | 4.34 | % | 186,215 | — | 186,215 | ||||||||||||||
| Freehold Raceway Mall (d) |
11/01/29 | 3.94 | % | 199,671 | — | 199,671 | ||||||||||||||
| Kings Plaza Shopping Center |
01/01/30 | 3.71 | % | 535,413 | — | 535,413 | ||||||||||||||
| Fashion Outlets of Chicago |
02/01/31 | 4.61 | % | 299,193 | — | 299,193 | ||||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||||||
| Total Fixed Rate Debt for Consolidated Assets |
4.05 | % | $ | 3,972,080 | $ | — | $ | 3,972,080 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||||||
| Green Acres Commons |
03/29/21 | 2.87 | % | $ | — | $ | 129,847 | $ | 129,847 | |||||||||||
| The Macerich Partnership, L.P. - Line of Credit (c) |
07/06/21 | 2.14 | % | — | 1,077,540 | 1,077,540 | ||||||||||||||
| Santa Monica Place (f) |
12/09/22 | 1.88 | % | — | 298,566 | 298,566 | ||||||||||||||
| Fashion District Philadelphia (f) (g) |
01/22/24 | 4.00 | % | — | 100,500 | 100,500 | ||||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||||||
| Total Floating Rate Debt for Consolidated Assets |
2.26 | % | $ | — | $ | 1,606,453 | $ | 1,606,453 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||||||
| Total Debt for Consolidated Assets |
3.53 | % | $ | 3,972,080 | $ | 1,606,453 | $ | 5,578,533 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||||||
| II. Unconsolidated Assets (At Company’s pro rata share): |
|
|||||||||||||||||||
| FlatIron Crossing (51%) |
01/05/22 | 4.38 | % | $ | 102,598 | $ | — | $ | 102,598 | |||||||||||
| One Westside - defeased (25%) |
10/01/22 | 4.77 | % | 32,927 | — | 32,927 | ||||||||||||||
| Washington Square Mall (60%) |
11/01/22 | 3.65 | % | 323,302 | — | 323,302 | ||||||||||||||
| Deptford Mall (51%) |
04/03/23 | 3.55 | % | 87,936 | — | 87,936 | ||||||||||||||
| Scottsdale Fashion Square (50%) |
04/03/23 | 3.02 | % | 217,444 | — | 217,444 | ||||||||||||||
| Tysons Corner Center (50%) |
01/01/24 | 4.13 | % | 364,167 | — | 364,167 | ||||||||||||||
| South Plains Mall (60%) |
11/06/25 | 4.22 | % | 120,000 | — | 120,000 | ||||||||||||||
| Twenty Ninth Street (51%) |
02/06/26 | 4.10 | % | 76,500 | — | 76,500 | ||||||||||||||
| Country Club Plaza (50%) |
04/01/26 | 3.88 | % | 154,868 | — | 154,868 | ||||||||||||||
| Lakewood Center (60%) |
06/01/26 | 4.15 | % | 210,653 | — | 210,653 | ||||||||||||||
| Kierland Commons (50%) |
04/01/27 | 3.98 | % | 104,749 | — | 104,749 | ||||||||||||||
| Los Cerritos Center (60%) |
11/01/27 | 4.00 | % | 315,000 | — | 315,000 | ||||||||||||||
23
The Macerich Company
Supplemental Financial and Operating Information (Unaudited)
Outstanding Debt by Maturity Date
| As of December 31, 2020 | ||||||||||||||||||||
| Center/Entity (dollars in thousands) |
Maturity Date | Effective Interest Rate (a) |
Fixed | Floating | Total Debt Balance (a) |
|||||||||||||||
| Arrowhead Towne Center (60%) |
02/01/28 | 4.05 | % | 240,000 | — | 240,000 | ||||||||||||||
| North Bridge, The Shops at (50%) |
06/01/28 | 3.71 | % | 187,099 | — | 187,099 | ||||||||||||||
| Corte Madera, The Village at (50.1%) |
09/01/28 | 3.53 | % | 112,425 | — | 112,425 | ||||||||||||||
| West Acres - Development (19%) |
10/10/29 | 3.72 | % | 431 | — | 431 | ||||||||||||||
| Tysons Tower (50%) |
11/11/29 | 3.38 | % | 94,442 | — | 94,442 | ||||||||||||||
| Tysons VITA (50%) |
01/01/30 | 3.43 | % | 44,409 | — | 44,409 | ||||||||||||||
| Broadway Plaza (50%) |
04/01/30 | 4.19 | % | 224,515 | — | 224,515 | ||||||||||||||
| West Acres (19%) |
03/01/32 | 4.61 | % | 13,821 | — | 13,821 | ||||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||||||
| Total Fixed Rate Debt for Unconsolidated Assets |
3.89 | % | $ | 3,027,286 | $ | — | $ | 3,027,286 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||||||
| Atlas Park (50%) |
10/28/21 | 2.43 | % | $ | — | $ | 34,157 | $ | 34,157 | |||||||||||
| Boulevard Shops (50%) |
12/05/23 | 2.33 | % | — | 9,633 | 9,633 | ||||||||||||||
| One Westside - Development (25%) (f) |
12/18/24 | 2.18 | % | — | 25,467 | 25,467 | ||||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||||||
| Total Floating Rate Debt for Unconsolidated Assets |
2.32 | % | $ | — | $ | 69,257 | $ | 69,257 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||||||
| Total Debt for Unconsolidated Assets |
3.85 | % | $ | 3,027,286 | $ | 69,257 | $ | 3,096,543 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||||||
| Total Debt |
3.65 | % | $ | 6,999,366 | $ | 1,675,710 | $ | 8,675,076 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||||||
| Percentage to Total |
80.68 | % | 19.32 | % | 100.00 | % | ||||||||||||||
| (a) | The debt balances include the unamortized debt premiums/discounts and loan finance costs. Debt premiums/discounts represent the excess of the fair value of debt over the principal value of debt assumed in various acquisitions. Debt premiums/discounts and loan finance costs are amortized into interest expense over the remaining term of the related debt in a manner that approximates the effective interest method. The annual interest rate in the table represents the effective interest rate, including the debt premiums/discounts and loan finance costs. |
| (b) | On January 22, 2021, the Company closed on a one-year extension of the loan to February 3, 2022, which also includes a one-year extension option to February 3, 2023. The interest rate remained unchanged, and the Company repaid $9 million of the outstanding loan balance at closing. |
| (c) | The revolving line of credit includes an interest rate swap that effectively converts $400 million of the outstanding balance to fixed rate debt through September 30, 2021. |
| (d) | The property is owned by a consolidated joint venture. The loan amount represents the Company’s pro rata share of 50.1%. |
| (e) | The property is owned by a consolidated joint venture. The loan amount represents the Company’s pro rata share of 84.9%. |
| (f) | The maturity date assumes that all available extension options are fully exercised and that the Company and/or its affiliates do not opt to refinance the debt prior to these dates. |
| (g) | The property is owned by a consolidated joint venture. The loan amount represents the Company’s pro rata share of 50.0%. |
24
The Macerich Company
Supplemental Financial and Operating Information (Unaudited)
Development Pipeline Forecast
(Dollars in millions)
as of December 31, 2020
In-Process Developments and Redevelopments:
| Property |
Project Type |
Total Cost(a)(b) |
Ownership |
Total Cost(a)(b) |
Pro Rata Capitalized Costs(b) Incurred-to-date 12/31/2020 |
Expected |
Stabilized | |||||||||
| One Westside fka Westside Pavilion |
Redevelopment of an existing retail center into an approximately 584,000 sf Class A creative office campus leased solely to Google | $500 - $550(d) |
25.0% | $125 - $138(d) |
$ | 78 | Q3 2022(e) |
7.50% - 8.00%(d) | ||||||||
| (a) | Much of this information is estimated and may change from time to time. See the Company’s forward-looking disclosure on pages 1 and 2 for factors that may affect the information provided in this table. |
| (b) | This excludes GAAP allocations of non cash and indirect costs. |
| (c) | Stabilized Yield is calculated based on stabilized income after development divided by project direct costs excluding GAAP allocations of non cash and indirect costs. |
| (d) | Includes $140 million ($35 million at the Company’s share), which is an allocable share of the total $190 million purchase price paid by the joint venture in August 2018 for the existing buildings and land. |
| (e) | Monthly base rent payments are anticipated to commence during the third quarter of 2022, with base rent abatements from the second through ninth month following rent commencement. |
25
The Macerich Company
Supplemental Financial and Operating Information (Unaudited)
Development Pipeline Forecast (Continued)
(Dollars in millions)
as of December 31, 2020
Pipeline of Former Sears Redevelopments:
| Project Type |
Ownership | Total Cost (a)(b) Pro rata |
Pro
rata Capitalized Costs 12/31/20 Incurred-to-Date(b) |
Stabilized Yield(a)(b)(c) | ||||||||||
| Retail Redevelopment | $75 - $90 | $ | 34 | 8.0% - 9.0% | ||||||||||
| Mixed-Use Densification |
|
55 - 70 | 4 | 9.0% - 10.5% | ||||||||||
| (d) |
Future Phases | TBD | 0 | TBD | ||||||||||
|
|
|
|
||||||||||||
| Total | various | $130 - $160 | $ | 38 | ||||||||||
|
|
|
|
||||||||||||
| Property |
Description |
Delivered/ Expected Delivery(e) |
||||||
| Retail Redevelopment: | ||||||||
| (f) | Chandler Fashion Center | Redevelop existing store for a Harkins entertainment concept and additional retail uses | TBD | |||||
| (f) | Deptford Mall | Redevelop existing store for: Dick’s Sporting Goods Round 1 additional retail uses |
|
Q3-2020 Q4-2020 TBD |
| |||
| South Plains Mall | Demolish box; site densification with retail and restaurants uses | TBD | ||||||
| (f) | Vintage Faire Mall | Redevelop existing store for: | ||||||
| Dick’s Sporting Goods |
Q4-2020 | |||||||
| Dave & Busters and additional retail uses |
TBD | |||||||
| Wilton Mall | Redevelop existing store with a medical center/medical office use | Q1-2020 | ||||||
| Mixed-Use Densification: | ||||||||
| (f) | Los Cerritos Center | Demolish box; site densification with residential, hotel and restaurant uses | TBD | |||||
| (f) | Washington Square | Demolish box; site densification with hotel, entertainment and restaurant uses | TBD | |||||
| (a) | Much of this information is estimated and may change from time to time. See the Company’s forward-looking disclosure on pages 1 and 2 for factors that may affect the information provided in this table. This estimated range of incremental redevelopment costs could increase if the Company and its joint ventures decide to expand the scope as the redevelopment plans get refined. |
| (b) | This excludes GAAP allocations of non cash and indirect costs. |
| (c) | Stabilized Yield represents estimated replacement net operating income at stabilization divided by direct redevelopment costs, excluding GAAP allocations of non cash and indirect costs. |
| (d) | Future demand-driven development phases are possible at Los Cerritos Center and Washington Square. |
| (e) | Given the uncertainties resulting from the COVID-19 pandemic, the expected delivery dates for many of these projects are not currently determinable. |
| (f) | These former Sears stores are owned by a 50/50 joint venture between the Company and Seritage Growth Properties. |
26
The Macerich Company
Corporate Information
Stock Exchange Listing
New York Stock Exchange
Symbol: MAC
The following table shows high and low sales prices per share of common stock during each quarter in 2020, 2019 and 2018 and dividends per share of common stock declared and paid by quarter:
| Market Quotation per Share |
Dividends | |||||||||||
| Quarter Ended: |
High | Low | Declared and Paid |
|||||||||
| March 31, 2018 |
$ | 69.73 | $ | 54.35 | $ | 0.74 | ||||||
| June 30, 2018 |
$ | 60.00 | $ | 53.55 | $ | 0.74 | ||||||
| September 30, 2018 |
$ | 60.95 | $ | 54.36 | $ | 0.74 | ||||||
| December 31, 2018 |
$ | 55.54 | $ | 40.90 | $ | 0.75 | ||||||
| March 31, 2019 |
$ | 47.05 | $ | 41.63 | $ | 0.75 | ||||||
| June 30, 2019 |
$ | 44.73 | $ | 32.04 | $ | 0.75 | ||||||
| September 30, 2019 |
$ | 34.15 | $ | 27.54 | $ | 0.75 | ||||||
| December 31, 2019 |
$ | 31.77 | $ | 25.53 | $ | 0.75 | ||||||
| March 31, 2020 |
$ | 26.98 | $ | 5.49 | $ | 0.75 | ||||||
| June 30, 2020 |
$ | 13.18 | $ | 4.81 | $ | 0.50 | (a) | |||||
| September 30, 2020 |
$ | 9.24 | $ | 6.55 | $ | 0.15 | ||||||
| December 31, 2020 |
$ | 12.47 | $ | 6.42 | $ | 0.15 | ||||||
| (a) | The dividend of $0.50 per share of the Company’s common stock declared on March 16, 2020, consisted of a combination of 80% shares of common stock and 20% in cash. |
Dividend Reinvestment Plan
Stockholders may automatically reinvest their dividends in additional common stock of the Company through the Direct Investment Program, which also provides for purchase by voluntary cash contributions. For additional information, please contact Computershare Trust Company, N.A. at 877-373-6374.
| Corporate Headquarters The Macerich Company 401 Wilshire Boulevard, Suite 700 Santa Monica, California 90401 310-394-6000 www.macerich.com |
Transfer Agent Computershare P.O. Box 30170 College Station, TX 77842-3170 877-373-6374 www.computershare.com |
Macerich Website
For an electronic version of our annual report, our SEC filings and documents relating to Corporate Governance, please visit macerich.com.
Investor Relations
| Jean Wood Vice President, Investor Relations Phone: 424-229-3366 jean.wood@macerich.com |
27