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General Growth Properties Reports Third Quarter Results



           General Growth Properties Reports Third Quarter Results

Mall NOI Increases 4.0%

PR Newswire

CHICAGO, Oct. 31, 2012

CHICAGO, Oct. 31, 2012 /PRNewswire/ -- General Growth Properties, Inc. (the
"Company") (NYSE: GGP) today reported results for the three and nine months
ended September 30, 2012.

Financial Results

For the Three Months Ended September 30, 2012

Funds From Operations ("Total Company FFO") increased 8.8% to $231.3 million,
or $0.23 per diluted share, from $212.6 million, or $0.22 per diluted share,
in the prior year period.

Earnings Before Interest, Taxes, Depreciation and Amortization ("Company
EBITDA") increased 5.1% to $489.7 million from $465.7 million in the prior
year period.

Net Operating Income for the mall portfolio ("Mall NOI") increased 4.0% to
$515.2 million from $495.5 million in the prior year period. 

Net loss attributable to common stockholders, which is impacted primarily by
depreciation expense, provisions for impairment and a non-cash accounting
adjustment for outstanding warrants, was $207.9 million, or $0.23 loss per
diluted share, as compared to net income of $252.1 million, or $0.08 loss per
diluted share, in the prior year period. The non-cash accounting adjustment
for outstanding warrants reduced income from continuing operations in the
current period by $123.4 million whereas the adjustment in the prior period
increased income from continuing operations by $337.8 million.

For the Nine Months Ended September 30, 2012

Total Company FFO increased 10.1% to $681.9 million, or $0.68 per diluted
share, from $619.3 million, or $0.62 per diluted share, in the prior year
period.

Company EBITDA increased 5.8% to $1,449.1 million from $1,370.1 million in the
prior year period.

Mall NOI increased 4.8% to $1,529.9 million from $1,459.8 million in the prior
year period.

Net loss attributable to common stockholders, which is impacted primarily by
depreciation expense, provisions for impairment and a non-cash accounting
adjustment for outstanding warrants, was $513.4 million, or $0.55 loss per
diluted share, as compared to net income of $54.7 million, or $0.27 loss per
diluted share, in the prior year period. The non-cash accounting adjustment
for outstanding warrants reduced income from continuing operations in the
current period by $413.1 million whereas the adjustment in the prior period
increased income from continuing operations by $319.5 million.

Operational Highlights

  o Tenant sales increased 8.2% to $541 per square foot on a trailing 12-month
    basis.
  o Regional mall leased percentage was 95.5% at quarter end, an increase of
    130 basis points from September 30, 2011.
  o Initial rental rates for leases commencing in 2012 on a suite-to-suite
    basis increased 10.4%, or $5.73 per square foot, to $60.92 per square foot
    when compared to the rental rate for expiring leases. 

Guidance

Total Company FFO for full year 2012 is expected to be $0.96 to $0.98 per
diluted share. Total Company FFO for the fourth quarter is expected to be
$0.28 to $0.30 per diluted share.

The following table provides a reconciliation of the range of estimated
diluted net income (loss) attributable to common stockholders per share to
estimated diluted FFO per share and diluted Total Company FFO per share.

                                  For the three months           For the year
                                  ended                ended

                                  December 31, 2012               December 31,
                                                       2012
                                  Low End   High End   Low End     High End
  Total Company FFO per diluted   $0.28     $0.30      $0.96       $0.98
share
   Warrant adjustments and other  (0.01)    (0.01)     (0.41)      (0.41)
(1)
FFO                               0.27      0.29       0.55        0.57
   Depreciation, including share  (0.25)    (0.25)     (1.05)      (1.05)
of joint ventures
  Gain/loss on property           0.00      0.00       (0.07)      (0.07)
dispositions and other (2)
Net income (loss) attributable to $0.02     $0.04      $(0.57)     $(0.55)
common stockholders

    Refer to the Supplemental Information package for the nature of
(1) adjustments to reconcile FFO to Company FFO; adjustments for the year
    ended December 31, 2012, include actual warrant adjustment amounts
    recognized year to date through September 30, 2012 which equated to a loss
    of $0.41 per diluted share. The Supplemental Information package is
    available in the Investors section of the Company's website at
    www.ggp.com.
(2) This includes gain/loss on property dispositions as well as impairment
    charges taken during the period.

The guidance estimate reflects management's view of current and future market
conditions, including assumptions with respect to rental rates, occupancy
levels and the earnings impact of the events referenced in this release and
previously disclosed. The guidance also reflects management's view of capital
market conditions. The estimates do not include possible future gains or
losses or the impact on operating results from other possible future property
acquisitions or dispositions or capital markets activity. Earnings per share
estimates may be subject to fluctuations as a result of several factors,
including any gains or losses associated with disposition activity. By
definition, FFO and Company FFO do not include real estate-related
depreciation and amortization, provisions for impairment, or gains or losses
associated with property disposition activities. This guidance is a
forward-looking statement and is subject to the risks and other factors
described elsewhere in this release.

Capital Markets

Unsecured Notes

Certain subsidiaries of the Company intend to redeem all of their 6.75%
unsecured notes due May 1, 2013 (approximately $600.0 million). The redemption
notification will be made by GGP-TRC, LLC (formerly known as The Rouse Company
LP) and TRC Co-Issuer, Inc., the co-issuers of these notes. The redemption
will occur on December 3, 2012, at the "Make-Whole Price," as defined in the
applicable indenture.

During the three months ended September 30, 2012, the Company repaid $349.5
million of 7.20% unsecured notes upon their maturity.

Property-Level Debt

During the three months ended September 30, 2012, the Company obtained $2.7
billion ($2.3 billion at share) of property-level debt with a weighted-average
interest rate of 4.44% and term-to-maturity of 9.4 years. The prior loans had
a weighted-average interest rate of 6.11% and a remaining term-to-maturity of
1.2 years. The transactions generated approximately $361 million of net
proceeds.

During the nine months ended September 30, 2012, the Company obtained $5.9
billion ($5.2 billion at share) of property-level debt with a weighted-average
interest rate of 4.33% and term-to-maturity of 9.2 years. The prior loans had
a weighted-average interest rate of 5.63% and a remaining term-to-maturity of
2.5 years. The transactions generated approximately $664 million of net
proceeds and eliminated approximately $640 million of recourse to the Company.

In October, the Company obtained an $835.0 million loan secured by Fashion
Show located in Las Vegas, Nevada. The property-level debt bears interest at
4.03% and matures in November 2024. The prior loan had a variable interest
rate and matured in May 2017. The transaction generated approximately $223
million of net proceeds and eliminated approximately $612 million of recourse
to the Company.

Acquisitions and Dispositions

Acquisitions

During the three months ended September 30, 2012, the Company acquired a
198,000 square foot anchor box at Fashion Show in Las Vegas, Nevada, for $10.0
million.

During the nine months ended September 30, 2012, the Company acquired an
interest in approximately 3.9 million square feet of gross leasable area for
approximately $497.8 million, including the assumption of $93.7 million of
property-level debt.

Dispositions

During the three months ended September 30, 2012, the Company disposed of
assets comprising approximately 2.7 million square feet of gross leasable area
for $219.3 million. The transactions generated approximately $113.2 million of
net proceeds after repayment of property-level debt.

During the nine months ended September 30, 2012, the Company disposed of
approximately 3.9 million square feet of gross leasable area for approximately
$311.3 million. The transactions generated approximately $143.2 million of net
proceeds after repayment of property-level debt. Malls

Development Activity

Year to date the Company has commenced redevelopment activities totaling
$770.0 million of capital investment (at share), encompassing 19 properties,
with double-digit returns.

Investor Conference Call

On Thursday, November 1, 2012, the Company will host a conference call at 9:00
a.m. CDT (10:00 a.m. EDT). The conference call will be accessible by telephone
and through the Internet. Interested parties can access the call by dialing
877.845.1018 (international 707.287.9345). A live webcast of the conference
call will be available in listen-only mode in the Investors section at
www.ggp.com. Interested parties should access the conference call or website
10 minutes prior to the beginning of the call in order to register.

For those unable to listen to the call live, a replay will be available
beginning at 1:00 p.m. EDT on November 1, 2012. To access the replay, dial
855.859.2056 (international 404.537.3406) conference ID 33319344. A replay of
the call will be available on the Company's website in the Investors section.

Supplemental Information

The Company has prepared a supplemental information report available on
www.ggp.com in the Investors section. This information also has been furnished
with the Securities and Exchange Commission as an exhibit on Form 8-K.

Forward-Looking Statements

Certain statements made in this press release may be deemed "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995. Although the Company believes the expectations reflected in any
forward-looking statement are based on reasonable assumption, it can give no
assurance that its expectations will be attained, and it is possible that
actual results may differ materially from those indicated by these
forward-looking statements due to a variety of risks, uncertainties and other
factors. Such factors include, but are not limited to,  the Company's ability
to refinance, extend, restructure or repay near and intermediate term debt,
its indebtedness, its ability to raise capital through equity issuances, asset
sales or the incurrence of new debt, retail and credit market conditions,
impairments, its liquidity demands, retail and economic conditions. The
Company discusses these and other risks and uncertainties in its annual and
quarterly periodic reports filed with the Securities and Exchange Commission.
The Company may update that discussion in its periodic reports, but otherwise
takes no duty or obligation to update or revise these forward-looking
statements, whether as a result of new information, future developments, or
otherwise.

General Growth Properties, Inc.

General Growth Properties, Inc. is a fully integrated, self-managed and
self-administered real estate investment trust focused on owning, managing,
leasing, and redeveloping regional malls throughout the United States and
Brazil. GGP currently owns, or has an interest in, 145 regional shopping malls
comprising approximately 136 million square feet of gross leasable area. GGP
is headquartered in Chicago, Illinois, and publicly traded on the NYSE under
the symbol GGP.  For further information please visit www.GGP.com.

Investor Relations Contact: Media Contact:
Kevin Berry                 David Keating
VP Investor Relations       VP Corporate Communications
(312) 960-5529              (312) 960-6325
kevin.berry@ggp.com         david.keating@ggp.com    

NON-GAAP SUPPLEMENTAL FINANCIAL MEASURES AND DEFINITIONS

REAL ESTATE PROPERTY NET OPERATING INCOME (NOI) AND COMPANY NOI

The Company believes NOI is a useful supplemental measure of the Company's
operating performance.  The Company defines NOI as operating revenues (rental
income, tenant recoveries and other income) less property and related expenses
(real estate taxes, property maintenance costs, marketing, other property
expenses and provision for doubtful accounts).  NOI has been reflected on a
proportionate basis (at the Company's ownership share).  Other REITs may use
different methodologies for calculating NOI, and accordingly, the Company's
NOI may not be comparable to other REITs.  Because NOI excludes general and
administrative expenses, interest expense, retail investment property
impairment or non-recoverable development costs, depreciation and
amortization, gains and losses from property dispositions, allocations to
noncontrolling interests, strategic initiatives, provision for income taxes,
discontinued operations and extraordinary items, it provides a performance
measure that, when compared year over year, reflects the revenues and expenses
directly associated with owning and operating commercial real estate
properties and the impact on operations from trends in occupancy rates, rental
rates and operating costs.  This measure provides an operating perspective not
immediately apparent from GAAP operating or net income (loss) attributable to
common stockholders. The Company uses NOI to evaluate its operating
performance on a property-by-property basis because NOI allows the Company to
evaluate the impact that factors such as lease structure, lease rates and
tenant base, which vary by property, have on the Company's operating results,
gross margins and investment returns.

In addition, management believes NOI provides useful information to the
investment community about the Company's operating performance.  However, due
to the exclusions noted above, NOI should only be used as an alternative
measure of the Company's financial performance.    

Company NOI excludes the NOI impacts of non-cash and certain non-comparable
items such as straight-line rent and intangible asset and liability
amortization resulting from acquisition accounting. Mall NOI is Company NOI
for our mall portfolio. We present Company NOI, and Company EBITDA and Company
FFO as below, as we believe certain investors and other users of our financial
information use them as measures of the Company's historical operating
performance.

EARNINGS BEFORE INTEREST, TAXES, DEPRECIATION AND AMORTIZATION (EBITDA) AND
COMPANY EBITDA

EBITDA is defined as net income (loss) attributable to common stockholders,
adjusted to exclude interest expense net of interest income, warrant
adjustment, income tax provision (benefit), discontinued operations,
allocations to noncontrolling interests, depreciation and amortization.
 EBITDA has been reflected on a proportionate basis. Company EBITDA comprises
EBITDA as defined immediately above and excludes certain non-cash and certain
non-recurring items such as our Company NOI adjustments described above,
provisions for impairment, emergence reorganization items, strategic
initiatives and certain management and administration costs. 

FUNDS FROM OPERATIONS ("FFO") AND COMPANY FFO

The Company determines FFO based upon the definition set forth by National
Association of Real Estate Investment Trusts ("NAREIT"). The Company
determines FFO to be our share of consolidated net income (loss) computed in
accordance with GAAP, excluding real estate related depreciation and
amortization, excluding gains and losses from extraordinary items, excluding
cumulative effects of accounting changes, excluding gains and losses from the
sales of, or any impairment charges related to, previously depreciated
operating properties, plus the allocable portion of FFO of unconsolidated
joint ventures based upon our economic ownership interest, and all determined
on a consistent basis in accordance with GAAP.  As with our presentation of
NOI and EBITDA, FFO has been reflected on a proportionate basis.

The Company considers FFO a supplemental measure for equity REITs and a
complement to GAAP measures because it facilitates an understanding of the
operating performance of the Company's properties.  FFO does not give effect
to real estate depreciation and amortization since these amounts are computed
to allocate the cost of a property over its useful life.  Since values for
well-maintained real estate assets have historically increased or decreased
based upon prevailing market conditions, the Company believes that FFO
provides investors with a clearer view of the Company's operating performance.
  As with our presentation of Company NOI and Company EBITDA, Company FFO
excludes from FFO certain items that are non-cash and certain non-comparable
items such as our Company NOI adjustments, Company EBITDA adjustments, and FFO
items such as FFO from discontinued operations, warrant liability adjustment,
and interest expense on debt repaid or settled, all as a result of our
emergence, acquisition accounting and other capital contribution or
restructuring events. Total Company FFO is Company FFO including Company FFO
from discontinued operations excluding the Company FFO from the spin-off of
Rouse Properties, Inc., which is also included in discontinued operations.

RECONCILIATIONS OF NON-GAAP SUPPLEMENTAL FINANCIAL MEASURES TO GAAP FINANCIAL
MEASURES

The Company presents EBITDA and FFO as they are financial measures widely used
in the REIT industry.  In order to provide a better understanding of the
relationship between our non-GAAP Supplemental Financial measures of NOI,
Company NOI, EBITDA, Company EBITDA, FFO and Company FFO, reconciliations have
been provided as follows: a reconciliation of NOI and Company NOI to GAAP
Operating Income (loss); a reconciliation of EBITDA and Company EBITDA to GAAP
net income (loss) attributable to common stockholders; a reconciliation of
Company FFO and FFO to GAAP net income (loss) attributable to common
stockholders has been provided.  None of our non-GAAP Supplemental Financial
measures represents cash flow from operating activities in accordance with
GAAP, none should be considered as an alternative to GAAP net income (loss)
attributable to common stockholders and none are necessarily indicative of
cash available to fund cash needs.  In addition, the Company has presented
such financial measures on a consolidated and unconsolidated basis (at the
Company's ownership share) as the Company believes that given the significance
of the Company's operations that are owned through investments accounted for
on the equity method of accounting, the detail of the operations of the
Company's unconsolidated properties provides important insights into the
income and FFO produced by such investments for the Company as a whole.

 

FINANCIAL OVERVIEW

 

Consolidated Statements of Operations^1
(In thousands, except per share)

 
                          Three Months Ended          Nine Months Ended
                          September 30,  September    September    September
                          2012           30, 2011     30, 2012     30, 2011
Revenues:
                          $              $            $            $          
     Minimum rents                                                        
                           401,259        383,541      1,175,365    1,158,479
     Tenant recoveries    184,869        189,942      542,784      547,157
     Overage rents        12,835         12,823       34,230       29,291
     Management fees and
other corporate           17,823         14,188       55,646       43,775
revenues 
     Other                16,387         16,488       49,802       47,357
Total revenues            633,173        616,982      1,857,827    1,826,059
Expenses:
     Real estate taxes    59,258         56,530       174,797      173,898
     Property             18,758         21,419       62,102       71,128
maintenance costs
     Marketing            8,085          7,639        22,497       19,937
     Other property       101,890        107,631      286,170      290,629
operating costs
     Provision for        1,370          1,078        3,097        2,295
doubtful accounts
     Property management  38,903         45,455       119,350      137,517
and other costs
     General and          10,045         15,441       31,675       18,067
administrative
     Provision for        98,288         -            98,288       -
impairment
     Depreciation and     208,833        226,360      612,188      675,536
amortization
Total expenses            545,430        481,553      1,410,164    1,389,007
Operating income          87,743         135,429      447,663      437,052
Interest income           766            680          2,307        1,912
Interest expense          (204,917)      (218,932)    (607,915)    (672,936)
Warrant liability         (123,381)      337,781      (413,081)    319,460
adjustment
Gain from change in
control of investment     -              -            18,547       -
properties
(Loss) income before
income taxes, equity in
income (loss) of
Unconsolidated Real       (239,789)      254,958      (552,479)    85,488
Estate Affiliates,
discontinued operations
and allocation to
noncontrolling interests
Provision for income      (2,449)        (3,954)      (5,553)      (7,882)
taxes
Equity in income (loss)
of Unconsolidated Real    22,054         9,833        39,849       (2,534)
Estate Affiliates
(Loss) income from        (220,184)      260,837      (518,183)    75,072
continuing operations
Discontinued operations   13,576         (4,276)      10,982       (13,688)
Net (loss) income         (206,608)      256,561      (507,201)    61,384
Allocation to             (1,279)        (4,511)      (6,236)      (6,718)
noncontrolling interests
Net (loss) income         $              $            $            $          
attributable to common                                                        
stockholders               (207,887)      252,050      (513,437)       54,666
Basic (Loss) Earnings
Per Share:
                          $              $            $            $          
     Continuing                                                               
operations                    (0.24)                                        
                                         0.27         (0.56)       0.07
     Discontinued         0.01           -            0.01         (0.01)
operations
                          $              $            $            $          
Total basic (loss)                                                            
earnings per share            (0.23)                                        
                                         0.27         (0.55)       0.06
Diluted Loss Per Share:
                          $              $            $            $          
     Continuing                                                               
operations                    (0.24)                                      
                                         (0.08)       (0.56)       (0.26)
     Discontinued         0.01           -            0.01         (0.01)
operations
                          $              $            $            $          
Total diluted loss per                                                        
share                         (0.23)                                      
                                         (0.08)       (0.55)       (0.27)
1  Presented in accordance with GAAP.

 

FINANCIAL OVERVIEW

 

Consolidated Balance Sheets^1
(In thousands)

 
                                        September 30, 2012   December 31, 2011
Assets:
Investment in real estate:
  Land                                  $                    $                
                                         4,303,329            4,623,944
  Buildings and equipment               18,847,928           19,837,750
  Less accumulated depreciation         (1,286,753)          (974,185)
  Construction in progress              383,977              135,807
       Net property and equipment       22,248,481           23,623,316
  Investment in and loans to/from
  Unconsolidated Real Estate            2,717,079            3,052,973
  Affiliates
       Net investment in real estate    24,965,560           26,676,289
Cash and cash equivalents               637,946              572,872
Accounts and notes receivable, net      243,503              218,749
Deferred expenses, net                  176,377              170,012
Prepaid expenses and other assets       1,398,494            1,805,535
Assets held for disposition             -                    74,694
       Total assets                     $                    $              
                                        27,421,880           29,518,151
Liabilities:
Mortgages, notes and loans payable      $                    $              
                                        16,074,015           17,143,014
Accounts payable and accrued expenses   1,271,364            1,445,738
Dividend payable                        106,312              526,332
Deferred tax liabilities                22,520               29,220
Tax indemnification liability           303,750              303,750
Junior Subordinated Notes               206,200              206,200
Warrant liability                       1,399,043            985,962
Liabilities held for disposition        -                    74,795
       Total liabilities                19,383,204           20,715,011
 Redeemable noncontrolling
interests:  
  Preferred                             134,531              120,756
  Common                                132,020              103,039
       Total redeemable noncontrolling  266,551              223,795
       interests
 Equity: 
       Total stockholders' equity       7,683,259            8,483,329
  Noncontrolling interests in           88,866               96,016
  consolidated real estate affiliates
       Total equity                     7,772,125            8,579,345
       Total liabilities and equity     $                    $              
                                        27,421,880           29,518,151
1 Presented in accordance with GAAP.

 

PROPORTIONATE FINANCIAL SCHEDULES

 

Reconciliation of NOI, EBITDA, and FFO
For the Three Months Ended September 30, 2012 and 2011
(In thousands)

 
                     Three Months Ended September 30,    Three Months Ended September 30,
                     2012                                2011
                     Pro Rata    Adjustments  Company    Pro Rata   Adjustments  Company
                     Basis                               Basis
Property revenues:
     Minimum rents   $          $             $          $          $            $
                      489,947    4,913         494,860    468,149    8,118        476,267
     Tenant          219,845    -             219,845    223,549    -            223,549
recoveries
     Overage rents   15,961     -             15,961     15,055     -            15,055
     Other revenue   23,294     -             23,294     22,969     -            22,969
 Total property      749,047    4,913         753,960    729,722    8,118        737,840
revenues 
Property operating
expenses:
     Real estate     70,468     (1,578)       68,890     66,437     (1,578)      64,859
taxes
     Property        22,944     -             22,944     25,780     -            25,780
maintenance costs
     Marketing       9,971      -             9,971      9,576      -            9,576
     Other property  125,114    (1,592)       123,522    128,906    (1,604)      127,302
operating costs
     Provision for   1,776      -             1,776      2,213      -            2,213
doubtful accounts
Total property
operating            230,273    (3,170)       227,103    232,912    (3,182)      229,730
expenses  
NOI                  $          $             $          $          $            $
                      518,774    8,083         526,857    496,810   11,300        508,110
Management fees and
other corporate      19,378     -             19,378     15,338     (11)         15,327
revenues
Property management  (44,275)   (424)         (44,699)   (49,960)   5,308        (44,652)
and other costs
General and          (11,831)   -             (11,831)   (17,067)   4,015        (13,052)
administrative
EBITDA               $          $             $          $          $            $
                      482,046    7,659         489,705    445,121   20,612        465,733
Depreciation on
non-income           (2,869)    -             (2,869)    (2,268)    -            (2,268)
producing assets
Preferred unit       (2,335)    -             (2,335)    (2,336)    -            (2,336)
distributions
Interest income      1,527      -             1,527      2,322      -            2,322
Interest expense:
     Default         (1,657)    1,657         -          109        (109)        -
interest
     Interest
expense relating to  -          -             -          (1,374)    1,374        -
extinguished debt
     Mark-to-market  2,900      (2,900)       -          1,131      (1,131)      -
adjustments on debt
     Write-off of
mark-to-market       10,394     (10,394)      -          2,394      (2,394)      -
adjustments on
extinguished debt
     Debt
extinguishment       -          -             -          -          -            -
expenses
     Interest on     (255,034)  -             (255,034)  (256,991)  -            (256,991)
existing debt
Warrant liability    (123,381)  123,381       -          337,781    (337,781)    -
adjustment
Provision for        (2,537)    2,537         -          (3,919)    3,919        -
income taxes
FFO from
discontinued         1,275      (1,275)       -          18,335     (18,335)     -
operations
FFO                  $          $             $          $          $            $
                      110,329   120,665        230,994    540,305   (333,845)     206,460

 

PROPORTIONATE FINANCIAL SCHEDULES

 

Reconciliation of NOI, EBITDA, and FFO
For the Nine Months Ended September 30, 2012 and 2011
(In thousands)

 
                     Nine Months Ended September 30,      Nine Months Ended September 30,
                     2012                                 2011
                     Pro Rata    Adjustments  Company     Pro Rata    Adjustments  Company
                     Basis                                Basis
Property revenues:
     Minimum rents   $           $            $           $           $            $
                      1,448,133  19,457        1,467,590   1,410,675   6,479        1,417,154
     Tenant          648,577     -            648,577     648,967     -            648,967
recoveries
     Overage rents   43,362      -            43,362      34,535      -            34,535
     Other revenue   68,889      -            68,889      58,944      -            58,944
 Total property      2,208,961   19,457       2,228,418   2,153,121   6,479        2,159,600
revenues 
Property operating
expenses:
     Real estate     208,451     (4,734)      203,717     205,276     (4,734)      200,542
taxes
     Property        74,728      -            74,728      85,867      -            85,867
maintenance costs
     Marketing       27,525      -            27,525      24,812      -            24,812
     Other property  357,829     (4,787)      353,042     348,773     (4,841)      343,932
operating costs
     Provision for   3,796       -            3,796       5,211       -            5,211
doubtful accounts
Total property
operating            672,329     (9,521)      662,808     669,939     (9,575)      660,364
expenses  
NOI                  $           $            $           $           $            $
                      1,536,632  28,978        1,565,610   1,483,182  16,054        1,499,236
Management fees and
other corporate      61,018      -            61,018      47,684      (412)        47,272
revenues
Property management  (136,320)   (1,272)      (137,592)   (152,070)   15,704       (136,366)
and other costs
General and          (39,978)    -            (39,978)    (24,543)    (15,485)     (40,028)
administrative
EBITDA               $           $            $           $           $            $
                      1,421,352  27,706        1,449,058   1,354,253  15,861        1,370,114
Depreciation on
non-income           (6,573)     -            (6,573)     (4,582)     -            (4,582)
producing assets
Preferred unit       (10,104)    3,098        (7,006)     (7,007)     -            (7,007)
distributions
Interest income      4,891       -            4,891       6,975       -            6,975
Interest expense:
     Default         (4,760)     4,760        -           (60,958)    60,958       -
interest
     Interest
expense relating to  -           -            -           (11,045)    11,045       -
extinguished debt
     Mark-to-market  13,165      (13,165)     -           11,357      (11,357)     -
adjustments on debt
     Write-off of
mark-to-market       33,356      (33,356)     -           45,491      (45,491)     -
adjustments on
extinguished debt
     Debt
extinguishment       (190)       190          -           (12)        12           -
expenses
     Interest on     (762,785)   -            (762,785)   (771,341)   -            (771,341)
existing debt
Warrant liability    (413,081)   413,081      -           319,460     (319,460)    -
adjustment
Provision for        (5,823)     5,823        -           (7,991)     7,991        -
income taxes
FFO from
discontinued         17,476      (17,476)     -           64,376      (64,376)     -
operations
FFO                  $           $            $           $           $            $    
                     286,924     390,661      677,585     938,976     (344,817)    594,159

 

RECONCILIATIONS

 

Reconciliation of Non-GAAP to GAAP Financial Measures
(In thousands)

 
                                  Three Months Ended     Nine Months Ended
                                  September   September  September  September
                                  30, 2012    30, 2011   30, 2012   30, 2011
Reconciliation of NOI to GAAP
Operating Income
NOI:
    Pro Rata basis                $           $          $          $
                                   518,774     496,810    1,536,632  1,483,182
    Unconsolidated Properties     (95,253)    (91,905)   (292,116)  (268,371)
    Consolidated Properties       423,521     404,905    1,244,516  1,214,811
Management fees and other         17,823      14,188     55,646     43,775
corporate revenues
Property management and other     (38,903)    (45,455)   (119,350)  (137,517)
costs
General and administrative        (10,045)    (15,441)   (31,675)   (18,065)
Provisions for impairment         (98,288)    -          (98,288)   -
Depreciation and amortization     (208,833)   (226,360)  (612,188)  (675,536)
Noncontrolling interest in
operating income of Consolidated  2,468       3,592      9,002      9,584
Properties and other
Operating income                  $           $          $          $    
                                   87,743      135,429   447,663    437,052
Reconciliation of EBITDA to GAAP Net (Loss)
Income Attributable to Common Stockholders
EBITDA:
    Pro Rata basis                $           $          $          $
                                   482,046     445,121    1,421,352  1,354,253
    Unconsolidated Properties     (89,505)    (85,912)   (271,636)  (249,406)
    Consolidated Properties       392,541     359,209    1,149,716  1,104,847
Depreciation and amortization     (208,833)   (226,360)  (612,188)  (675,536)
Noncontrolling interest in NOI    2,468       3,592      9,002      9,584
of Consolidated Properties
Interest income                   766         680        2,307      1,912
Interest expense                  (204,917)   (217,173)  (605,253)  (667,326)
Warrant liability adjustment      (123,381)   337,781    (413,081)  319,460
Provision for income taxes        (2,449)     (3,954)    (5,553)    (7,882)
Provision for impairment          (98,288)    -          (98,288)   -
excluded from FFO
Equity in income (loss) of
Unconsolidated Real Estate        22,054      9,833      39,849     (2,534)
Affiliates
Discontinued operations           13,576      (4,276)    10,982     (13,688)
Gain from change in control of    -           -          18,547     -
investment properties
Allocation to noncontrolling      (1,424)     (7,282)    (9,477)    (14,171)
interests
Net (loss) income attributable    $ (207,887) $          $          $      
to common stockholders                         252,050   (513,437)   54,666
Reconciliation of FFO to GAAP Net (Loss)
Income Attributable to Common Stockholders
FFO:
    Consolidated Properties       $           $          $          $    
                                   61,863      493,288   137,358    811,971
    Unconsolidated Properties     48,466      47,017     149,566    127,005
    and Noncontrolling Interests
    Pro Rata basis                110,329     540,305    286,924    938,976
Depreciation and amortization of  (234,548)   (268,297)  (727,760)  (815,455)
capitalized real estate costs
Gain from change in control of    -           -          18,547     -
investment properties
Gains (losses) on sales of        12,302      5,799      17,634     8,423
investment properties 
Noncontrolling interests in
depreciation of Consolidated      1,624       1,559      5,347      5,569
Properties
Provision for impairment          (98,288)    -          (98,288)   -
excluded from FFO
Provision for impairment
excluded from FFO of              -           -          (10,393)   -
discontinued operations
Redeemable noncontrolling         1,603       (1,810)    3,753      (386)
interests
Depreciation and amortization of  (909)       (25,506)   (9,201)    (82,461)
discontinued operations
Net (loss) income attributable    $ (207,887) $          $          $      
to common stockholders                         252,050   (513,437)   54,666
Reconciliation of Equity in NOI of Unconsolidated Properties to GAAP Equity in
Income (Loss) of Unconsolidated Real Estate Affiliates
Equity in Unconsolidated
Properties:
    NOI                           $           $          $          $    
                                   95,253      91,905    292,116    268,371
    Net property management fees  (3,962)     (4,367)    (12,162)   (12,487)
    and costs
    Net interest expense          (38,774)    (34,767)   (113,965)  (112,107)
    General and administrative,
    provisions for
    impairment, income taxes and  (1,891)     (1,727)    (8,637)    (6,758)
    noncontrolling interest in
    FFO
    FFO of discontinued           -           (434)      -          (432)
    Unconsolidated Properties
FFO of Unconsolidated Properties  50,626      50,610     157,352    136,587
Depreciation and amortization of  (28,583)    (44,229)   (122,145)  (145,782)
capitalized real estate costs
Other, including gain on sales    11          3,452      4,642      6,661
of investment properties 
Equity in income (loss) of        $           $          $          $      
Unconsolidated Real Estate         22,054      9,833      39,849     (2,534)
Affiliates

 

SOURCE General Growth Properties, Inc.

Website: http://www.ggp.com
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