General Growth Properties, Inc. (NYSE: GGP) (the Company) announced
today its results of operations for the fourth quarter of 2008. Core
Funds From Operations (Core FFO) per fully diluted share for the fourth
quarter of 2008 were $0.72, Funds From Operations (FFO) per fully
diluted share were $0.70 and Earnings per share – diluted (EPS) were
zero. For the full year 2008 Core FFO was $2.83, FFO was $2.72 and EPS
was $0.10. Although FFO per fully diluted share for the fourth quarter
of 2008 increased from the $0.64 of FFO per fully diluted share for the
fourth quarter of 2007, both Core FFO and EPS declined in the fourth
quarter of 2008, as compared to the fourth quarter of 2007. Both the
quarterly and annual 2008 and 2007 comparable periods had significant
items that affected FFO comparability, including provisions for
impairment, tax restructuring benefit and strategic review costs. A
supplemental schedule showing such items and their impact on 2008 and
2007 FFO is provided with this release.
FINANCIAL AND OPERATIONAL HIGHLIGHTS
-
Core FFO is defined as Funds From Operations excluding the Real
Estate Property Net Operating Income (NOI) from the Master Planned
Communities segment and the (provision for) benefit from income taxes.
Core FFO for the fourth quarter of 2008 was $231.0 million, or $0.72
per fully diluted share, as compared to $271.2 million, or $0.92 per
fully diluted share, for the fourth quarter of 2007. While the
aggregate of minimum rents and tenant recoveries remained essentially
flat for the quarter, overall declines in the general economy, and the
retail market specifically , impacted our retail properties causing
revenue reductions in overage rents and other income (for items
including promotion, sponsorship, and parking income). Cost reductions
in marketing, repairs and maintenance, supplies, contracted services,
security, landscaping and personnel costs did not fully offset our
revenue declines.
-
FFO was $222.2 million in the fourth quarter of 2008 as
compared to $190.4 million in the fourth quarter of 2007, an
increase of approximately $31.8 million. FFO was significantly
impacted by items as detailed in the attached supplemental schedule.
Excluding such items, FFO declined in the fourth quarter of 2008 as
compared to the fourth quarter of 2007 as a result of lower comparable
NOI in the retail and other segment and higher interest expense.
-
EPS were zero in the fourth quarter of 2008 compared to $0.24
in the fourth quarter of 2007, substantially all of which was due to
the items listed in the attached supplemental schedule and the matters
affecting Core FFO and FFO described above.
2009 Maturing Debt and Liquidity Concerns
We are primarily focused on our near and intermediate term loan
maturities. The refinancing market remains at a standstill. We are
considering all strategic alternatives and are continuing our
discussions with our lenders. In addition, we have suspended our cash
dividend, halted or slowed nearly all of our development and
redevelopment projects, systematically engaged in certain cost reduction
or efficiency programs, reduced our workforce by over 20% and sold
certain non-mall assets. We currently have approximately $1.179 billion
of past due debt and approximately $4.09 billion of debt that could be
accelerated. However, our lenders have not yet exercised any of their
remedy rights with respect to such debt. In addition, we have an
additional $1.44 billion of consolidated mortgage debt and approximately
$595 million of unsecured bonds scheduled to mature in the balance of
2009 that remains to be refinanced, repaid or extended. In the event
that we are unable to extend or refinance our near and intermediate term
loan maturities, we may be required to seek legal protection from our
creditors.
Given the uncertainties concerning our ability to refinance maturing
loans and the impact of potential strategic alternatives, we will not
provide Core FFO guidance for 2009 at this time.
SEGMENT RESULTS
Retail and Other Segment
-
NOI declined 2.4% from the $718.9 million reported for the
fourth quarter of 2007 to $701.8 million for the fourth quarter of
2008. This reduction in NOI is primarily due to decreased revenue
primarily due to declines in overage rents and other income.
-
Comparable NOI from consolidated properties decreased 4.1% in
the fourth quarter of 2008 versus the fourth quarter of 2007.
-
Comparable NOI from unconsolidated properties at the Company’s
ownership share for the fourth quarter of 2008 declined by
approximately 10.0% compared to the fourth quarter of 2007. Declines
in termination income in 2008 (due to certain individually large
terminations in 2007) and foreign currency translation rate
differences between periods caused the comparable NOI decline for
unconsolidated properties to be significantly larger than that of the
comparable consolidated properties.
-
Revenues from consolidated properties declined approximately
3.2% for the fourth quarter of 2008, or approximately $27.5
million, to $840.5 million as compared to $868.0 million for the same
period in 2007 primarily due to declines in overage rent and other
income.
-
Revenues from unconsolidated properties at the Company’s
ownership share declined slightly for the fourth quarter 2008 as
compared to the fourth quarter of 2007, to $162.2 million from $163.2
million, as increased minimum rents from certain expansions and
renovations opened since late 2007 and certain ownership increases in
properties owned through our international joint ventures were more
than offset by overage and other income declines across the segment.
-
Comparable tenant sales, on a trailing twelve month basis,
decreased 3.8% compared to the same period last year.
-
Sales per square foot, on a trailing twelve month basis,
decreased 4.2% compared to the same period last year.
-
Retail Center occupancy decreased to 92.5% at December 31, 2008
from 93.8% at December 31, 2007.
Master Planned Communities Segment
-
Land sale revenues for the fourth quarter of 2008 were $35.5
million for consolidated properties and $18.1 million for
unconsolidated properties, compared to $31.5 million and $15.5
million, respectively, for the fourth quarter of 2007. Increases in
land sale revenues reflect bulk sales of lots in 2008 as overall
demand for individual lots remained weak, a condition that is expected
to continue into 2009.
-
NOI, before the provision for impairment, from the Master
Planned Communities segment for the fourth quarter of 2008 was $5.7
million for consolidated properties and $7.9 million for
unconsolidated properties, as compared to $7.7 million and $2.2
million, respectively, in the fourth quarter of 2007. Excluding the
aggregate $127.6 million provisions for impairment recognized in the
fourth quarter of 2007 at our Columbia and Fairwood communities as
detailed in the attached supplemental schedule, sales margins in 2008
were below 2007 levels as completed land sales in 2008 were primarily
bulk lot sales.
GGP INFORMATION/WEBSITE
The Company currently has ownership interest in, or management
responsibility for, over 200 regional shopping malls in 44 states, as
well as ownership in master planned community developments and
commercial office buildings. The Company’s portfolio totals
approximately 200 million square feet of retail space and includes over
24,000 retail stores nationwide. The Company is listed on the New York
Stock Exchange under the symbol GGP. For more information, please visit
the Company website at http://www.ggp.com.
NON-GAAP SUPPLEMENTAL FINANCIAL MEASURES AND DEFINITIONS
FUNDS FROM OPERATIONS AND CORE FFO
The Company, consistent with real estate industry and investment
community preferences, uses FFO as a supplemental measure of operating
performance for a Real Estate Investment Trust (REIT). The National
Association of Real Estate Investment Trusts (NAREIT) defines FFO as net
income (loss) (computed in accordance with Generally Accepted Accounting
Principles (GAAP)), excluding gains (or losses) from cumulative effects
of accounting changes, extraordinary items and sales of properties, plus
real estate related depreciation and amortization and including
adjustments for unconsolidated partnerships and joint ventures.
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. However, we believe that FFO is a less
meaningful supplemental measure for the Master Planned Communities
segment of our business. FFO does not facilitate an understanding of the
operating performance of the Master Planned Communities segment of our
business as our primary strategy in this segment is to develop and sell
land in a manner that increases the value of the remaining land. In
addition, the Master Planned Communities segment of our business is
operated within taxable REIT subsidiaries and therefore our (provision
for) benefit from income tax expense is largely attributable to this
segment of the business. To isolate these parts of the Company from the
Retail and Other segment, for which FFO is a relevant measure of
operating performance, the Company also uses Core FFO as an operating
measure. Core FFO is defined as FFO excluding the NOI from the Master
Planned Communities segment and the (provision for) benefit from income
taxes.
In order to provide a better understanding of the relationship between
Core FFO, FFO and GAAP net income, a reconciliation of Core FFO and FFO
to GAAP net income has been provided. Neither Core FFO nor FFO represent
cash flow from operating activities in accordance with GAAP, neither
should be considered as an alternative to GAAP net income and neither is
necessarily indicative of cash available to fund cash needs. In
addition, the Company has presented FFO 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.
REAL ESTATE PROPERTY NET OPERATING INCOME (NOI) AND COMPARABLE NOI
The Company believes that NOI is a useful supplemental measure of the
Company’s operating performance. The Company defines NOI as operating
revenues (rental income, land sales, tenant recoveries and other income)
less property and related expenses (real estate taxes, land sales
operating costs, repairs and maintenance, marketing and other property
expenses). As with FFO described above, NOI has been reflected on a
consolidated and unconsolidated 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 other non-recoverable
development costs, depreciation and amortization, gains and losses from
property dispositions, minority interest in consolidated joint ventures,
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, land values (with respect to the Master Planned Communities) and
operating costs. This measure thereby provides an operating perspective
not immediately apparent from GAAP operating or net income. 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 that 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. For
reference, and as an aid in understanding management’s computation of
NOI, a reconciliation of NOI to consolidated operating income as
computed in accordance with GAAP has been presented.
Comparable NOI excludes from both years the NOI of properties with
significant physical or merchandising changes and those properties
acquired or opened during the relevant comparative accounting periods.
PROPERTY INFORMATION
The Company has presented information on its consolidated and
unconsolidated properties separately in the accompanying financial
schedules. As a significant portion of the Company’s total operations
are structured as joint venture arrangements which are unconsolidated,
management of the Company believes that operating data with respect to
all properties owned provides important insights into the income
produced by such investments for the Company as a whole. In addition,
the individual items of revenue and expense for the unconsolidated
properties have been presented at the Company’s ownership share of such
unconsolidated ventures. As substantially all of the management
operating philosophies and strategies are the same regardless of
ownership structure, an aggregate presentation of NOI and other
operating statistics yields a more accurate representation of the
relative size and significance of such elements of the Company’s overall
operations.
FORWARD LOOKING STATEMENTS
This press release contains forward-looking statements. Actual results
may differ materially from the results suggested by these
forward-looking statements, for a number of reasons, including, but not
limited to, a potential bankruptcy filing, our ability to refinance our
near and intermediate term debt, tenant occupancy and tenant
bankruptcies, our level of indebtedness and interest rates, retail and
credit market conditions, impairments, land sales in the Master Planned
Communities segment, the cost and success of development and
re-development projects and our ability to successfully manage our
strategic and financial review and our liquidity demands. Readers are
referred to the documents filed by General Growth Properties, Inc. with
the Securities and Exchange Commission, which further identify the
important risk factors which could cause actual results to differ
materially from the forward-looking statements in this release. The
Company disclaims any obligation to update any forward-looking
statements.
|
|
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GENERAL GROWTH PROPERTIES, INC.
|
|
OVERVIEW
|
|
(In thousands, except per share amounts)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Twelve Months Ended
|
|
|
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
|
|
|
2008
|
|
2007
|
|
2008
|
|
2007
|
|
|
Funds From Operations ("FFO")
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company stockholders
|
|
$
|
186,759
|
|
$
|
157,034
|
|
$
|
717,731
|
|
$
|
907,010
|
|
|
Operating Partnership unitholders
|
|
|
35,446
|
|
|
33,388
|
|
|
141,132
|
|
|
193,798
|
|
|
Operating Partnership
|
|
$
|
222,205
|
|
$
|
190,422
|
|
$
|
858,863
|
|
$
|
1,100,808
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase (decrease) in FFO over comparable prior year period
|
|
|
16.7
|
%
|
|
(36.8)
|
%
|
|
(22.0)
|
%
|
|
22.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FFO per share:
|
|
|
|
|
|
|
|
|
|
|
|
Company stockholders - basic
|
|
$
|
0.70
|
|
$
|
0.64
|
|
$
|
2.74
|
|
$
|
3.72
|
|
|
|
Operating Partnership - basic
|
|
|
0.70
|
|
|
0.64
|
|
|
2.74
|
|
|
3.72
|
|
|
|
Operating Partnership - diluted
|
|
|
0.70
|
|
|
0.64
|
|
|
2.72
|
|
|
3.71
|
|
|
Increase (decrease) in diluted FFO per share over comparable
|
|
|
|
|
|
|
|
|
|
|
|
prior year period
|
|
|
9.4
|
%
|
|
(37.3)
|
%
|
|
(26.7)
|
%
|
|
21.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Core Funds From Operations ("Core FFO")
|
|
|
|
|
|
|
|
|
|
|
Core FFO
|
|
$
|
231,024
|
|
$
|
271,232
|
|
$
|
891,801
|
|
$
|
880,933
|
|
|
(Decrease) increase in Core FFO over comparable prior year period
|
|
|
(14.8)
|
%
|
|
(7.1)
|
%
|
|
1.2
|
%
|
|
1.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Core FFO per share - diluted
|
|
|
0.72
|
|
|
0.92
|
|
|
2.83
|
|
|
2.97
|
|
|
(Decrease) increase in diluted Core FFO per share over comparable
|
|
|
|
|
|
|
|
|
|
|
|
prior year period
|
|
|
(21.7)
|
%
|
|
(7.1)
|
%
|
|
(4.7)
|
%
|
|
0.3
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends
|
|
|
|
|
|
|
|
|
|
|
Dividends paid per share
|
|
$
|
-
|
|
$
|
0.50
|
|
$
|
1.50
|
|
$
|
1.85
|
|
|
Payout ratio (% of diluted FFO paid out)
|
|
|
-
|
%
|
|
78.1
|
%
|
|
55.1
|
%
|
|
49.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real Estate Property Net Operating Income ("NOI")
|
|
|
|
|
|
|
|
|
|
|
Retail and Other:
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated
|
|
$
|
594,149
|
|
$
|
613,809
|
|
$
|
2,190,725
|
|
$
|
2,056,996
|
|
|
|
Unconsolidated
|
|
|
107,607
|
|
|
105,122
|
|
|
397,133
|
|
|
419,427
|
|
|
|
Total Retail and Other
|
|
|
701,756
|
|
|
718,931
|
|
|
2,587,858
|
|
|
2,476,423
|
|
|
Master Planned Communities:
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated
|
|
|
5,682
|
|
|
(119,924)
|
|
|
(37,230)
|
|
|
(98,659)
|
|
|
|
Unconsolidated
|
|
|
7,930
|
|
|
2,163
|
|
|
25,878
|
|
|
27,204
|
|
|
|
Total Master Planned Communities
|
|
|
13,612
|
|
|
(117,761)
|
|
|
(11,352)
|
|
|
(71,455)
|
|
|
Total Real estate property net operating income
|
|
$
|
715,368
|
|
$
|
601,170
|
|
$
|
2,576,506
|
|
$
|
2,404,968
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
|
|
|
Selected Balance Sheet Information
|
|
2008
|
|
2007
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
168,993
|
|
$
|
99,534
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment in real estate:
|
|
|
|
|
|
|
|
|
|
|
|
Net land, buildings and equipment
|
|
$
|
22,723,390
|
|
$
|
22,359,249
|
|
|
|
|
|
|
|
Developments in progress
|
|
|
1,076,675
|
|
|
987,936
|
|
|
|
|
|
|
|
Net investment in and loans to/from
|
|
|
|
|
|
|
|
|
|
|
|
|
Unconsolidated Real Estate Affiliates
|
|
|
1,837,635
|
|
|
1,803,366
|
|
|
|
|
|
|
|
Investment property and property held for development and sale
|
|
|
1,823,362
|
|
|
1,639,372
|
|
|
|
|
|
|
Net investment in real estate
|
|
$
|
27,461,062
|
|
$
|
26,789,923
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
$
|
29,557,330
|
|
$
|
28,814,319
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Mortgage, notes and loans payable
|
|
$
|
24,853,313
|
|
$
|
24,282,139
|
|
|
|
|
|
|
Minority interest - Preferred
|
|
|
121,232
|
|
|
121,482
|
|
|
|
|
|
|
Minority interest - Common
|
|
|
387,616
|
|
|
351,362
|
|
|
|
|
|
|
Stockholders' equity
|
|
|
1,754,748
|
|
|
1,456,696
|
|
|
|
|
|
|
Total capitalization (at cost)
|
|
$
|
27,116,909
|
|
$
|
26,211,679
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Properties
|
|
Unconsolidated Properties (a)
|
|
|
|
|
|
|
|
|
Average
|
|
|
|
Average
|
|
|
|
|
|
|
Outstanding
|
|
Interest
|
|
Outstanding
|
|
Interest
|
|
|
Summarized Debt Information
|
|
Balance
|
|
Rate
|
(d)
|
Balance
|
|
Rate
|
(d)
|
|
Fixed rate (c)
|
|
$
|
20,221,745
|
|
|
5.63
|
%
|
$
|
2,848,954
|
|
|
5.69
|
%
|
|
Variable rate (c)
|
|
|
4,441,137
|
|
|
6.49
|
|
|
314,790
|
|
|
6.91
|
|
|
Totals
|
|
|
$
|
24,662,882
|
(b)
|
|
5.79
|
%
|
$
|
3,163,744
|
|
|
5.81
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)
|
Reflects the Company's share of debt relating to the properties
owned by the Unconsolidated Real Estate Affiliates.
|
|
(b)
|
Excludes liabilities to special improvement districts of $69.9
million, minority interest adjustment of $71.0 million and
purchase accounting mark-to-market adjustments of $49.5 million.
|
|
(c)
|
Includes the effects of interest rate swaps.
|
|
(d)
|
Rates include the effects of deferred finance costs and the effect
of a 360 day rate applied over a 365 day period.
|
|
|
|
GENERAL GROWTH PROPERTIES, INC.
|
|
CONSOLIDATED STATEMENTS OF INCOME
|
|
(In thousands, except per share amounts)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Twelve Months Ended
|
|
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
|
|
2008
|
|
2007
|
|
2008
|
|
2007
|
|
Revenues:
|
|
|
|
|
|
|
|
|
|
|
Minimum rents
|
|
$
|
539,531
|
|
|
$
|
544,440
|
|
|
$
|
2,085,758
|
|
|
$
|
1,933,674
|
|
|
|
Tenant recoveries
|
|
|
232,605
|
|
|
|
233,548
|
|
|
|
927,332
|
|
|
|
859,801
|
|
|
|
Overage rents
|
|
|
33,910
|
|
|
|
46,438
|
|
|
|
72,882
|
|
|
|
89,016
|
|
|
|
Land sales
|
|
|
35,478
|
|
|
|
31,538
|
|
|
|
66,557
|
|
|
|
145,649
|
|
|
|
Management and other fees
|
|
|
22,055
|
|
|
|
26,180
|
|
|
|
85,773
|
|
|
|
106,584
|
|
|
|
Other
|
|
|
37,304
|
|
|
|
46,524
|
|
|
|
123,223
|
|
|
|
127,077
|
|
|
|
|
Total revenues
|
|
|
900,883
|
|
|
|
928,668
|
|
|
|
3,361,525
|
|
|
|
3,261,801
|
|
|
Expenses:
|
|
|
|
|
|
|
|
|
|
|
Real estate taxes
|
|
|
68,536
|
|
|
|
66,480
|
|
|
|
274,317
|
|
|
|
246,484
|
|
|
|
Repairs and maintenance
|
|
|
58,165
|
|
|
|
65,022
|
|
|
|
234,987
|
|
|
|
216,536
|
|
|
|
Marketing
|
|
|
11,949
|
|
|
|
19,134
|
|
|
|
43,426
|
|
|
|
54,664
|
|
|
|
Other property operating costs
|
|
|
104,757
|
|
|
|
108,233
|
|
|
|
436,804
|
|
|
|
418,295
|
|
|
|
Land sales operations
|
|
|
29,796
|
|
|
|
23,862
|
|
|
|
63,441
|
|
|
|
116,708
|
|
|
|
Provision for (benefit from) doubtful accounts
|
|
|
2,939
|
|
|
|
(4,640
|
)
|
|
|
17,873
|
|
|
|
5,426
|
|
|
|
Property management and other costs
|
|
|
38,983
|
|
|
|
43,770
|
|
|
|
184,738
|
|
|
|
198,610
|
|
|
|
General and administrative
|
|
|
40,198
|
|
|
|
16,076
|
|
|
|
57,972
|
|
|
|
37,005
|
|
|
|
Provisions for impairment
|
|
|
60,487
|
|
|
|
127,903
|
|
|
|
116,611
|
|
|
|
130,533
|
|
|
|
Litigation (benefit) provision
|
|
|
(57,145
|
)
|
|
|
89,225
|
|
|
|
(57,145
|
)
|
|
|
89,225
|
|
|
|
Depreciation and amortization
|
|
|
194,043
|
|
|
|
142,610
|
|
|
|
759,930
|
|
|
|
670,454
|
|
|
|
|
Total expenses
|
|
|
552,708
|
|
|
|
697,675
|
|
|
|
2,132,954
|
|
|
|
2,183,940
|
|
|
Operating income
|
|
|
348,175
|
|
|
|
230,993
|
|
|
|
1,228,571
|
|
|
|
1,077,861
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income
|
|
|
241
|
|
|
|
1,637
|
|
|
|
3,197
|
|
|
|
8,641
|
|
|
Interest expense
|
|
|
(342,964
|
)
|
|
|
(319,333
|
)
|
|
|
(1,299,496
|
)
|
|
|
(1,174,097
|
)
|
|
Income (loss) before income taxes, minority interest and equity
|
|
|
|
|
|
|
|
|
|
|
in income of Unconsolidated Real Estate Affiliates
|
|
|
5,452
|
|
|
|
(86,703
|
)
|
|
|
(67,728
|
)
|
|
|
(87,595
|
)
|
|
(Provision for) benefit from income taxes
|
|
|
(22,045
|
)
|
|
|
37,709
|
|
|
|
(23,461
|
)
|
|
|
294,160
|
|
|
Minority interest
|
|
|
(3,113
|
)
|
|
|
(16,241
|
)
|
|
|
(9,145
|
)
|
|
|
(77,012
|
)
|
|
Equity in income of Unconsolidated Real Estate Affiliates
|
|
|
18,682
|
|
|
|
123,961
|
|
|
|
80,594
|
|
|
|
158,401
|
|
|
(Loss) income from continuing operations
|
|
|
(1,024
|
)
|
|
|
58,726
|
|
|
|
(19,740
|
)
|
|
|
287,954
|
|
|
Discontinued operations, net of minority interest - gains on
dispositions
|
|
|
59
|
|
|
|
-
|
|
|
|
46,000
|
|
|
|
-
|
|
|
Net (loss) income
|
|
$
|
(965
|
)
|
|
$
|
58,726
|
|
|
$
|
26,260
|
|
|
$
|
287,954
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and Diluted Earnings (Loss) Per Share:
|
|
|
|
|
|
|
|
|
|
|
Continuing operations
|
|
$
|
0.00
|
|
|
$
|
0.24
|
|
|
$
|
(0.08
|
)
|
|
$
|
1.18
|
|
|
|
Discontinued operations
|
|
|
0.00
|
|
|
|
-
|
|
|
|
0.18
|
|
|
|
-
|
|
|
|
|
Total basic and diluted earnings per share
|
|
$
|
0.00
|
|
|
$
|
0.24
|
|
|
$
|
0.10
|
|
|
$
|
1.18
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted Earnings (Loss) Per Share:
|
|
|
|
|
|
|
|
|
|
|
Continuing operations
|
|
$
|
0.00
|
|
|
$
|
0.24
|
|
|
$
|
(0.07
|
)
|
|
$
|
1.18
|
|
|
|
Discontinued operations
|
|
|
0.00
|
|
|
|
-
|
|
|
|
0.17
|
|
|
|
-
|
|
|
|
|
Total diluted earnings per share
|
|
$
|
0.00
|
|
|
$
|
0.24
|
|
|
$
|
0.10
|
|
|
$
|
1.18
|
|
|
|
|
GENERAL GROWTH PROPERTIES, INC.
|
|
PORTFOLIO RESULTS AND FUNDS FROM OPERATIONS ("FFO")
|
|
(In thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31, 2008
|
|
|
|
|
|
Consolidated
|
|
Unconsolidated
|
|
Segment
|
|
Retail and Other
|
|
Properties
|
|
Properties
|
|
Basis
|
|
Property revenues:
|
|
|
|
|
|
|
|
|
Minimum rents
|
|
$
|
539,531
|
|
|
$
|
99,617
|
|
|
$
|
639,148
|
|
|
|
Tenant recoveries
|
|
|
232,605
|
|
|
|
40,517
|
|
|
|
273,122
|
|
|
|
Overage rents
|
|
|
33,910
|
|
|
|
4,424
|
|
|
|
38,334
|
|
|
|
Other, including minority interest
|
|
|
34,449
|
|
|
|
17,688
|
|
|
|
52,137
|
|
|
|
|
Total property revenues
|
|
|
840,495
|
|
|
|
162,246
|
|
|
|
1,002,741
|
|
|
Property operating expenses:
|
|
|
|
|
|
|
|
|
Real estate taxes
|
|
|
68,536
|
|
|
|
11,005
|
|
|
|
79,541
|
|
|
|
Repairs and maintenance
|
|
|
58,165
|
|
|
|
9,791
|
|
|
|
67,956
|
|
|
|
Marketing
|
|
|
11,949
|
|
|
|
2,783
|
|
|
|
14,732
|
|
|
|
Other property operating costs
|
|
|
104,757
|
|
|
|
29,630
|
|
|
|
134,387
|
|
|
|
Provision for doubtful accounts
|
|
|
2,939
|
|
|
|
1,430
|
|
|
|
4,369
|
|
|
|
|
Total property operating expenses
|
|
|
246,346
|
|
|
|
54,639
|
|
|
|
300,985
|
|
|
|
|
Retail and other net operating income
|
|
|
594,149
|
|
|
|
107,607
|
|
|
|
701,756
|
|
|
|
|
|
|
|
|
|
|
|
|
Master Planned Communities
|
|
|
|
|
|
|
|
Land sales
|
|
|
35,478
|
|
|
|
18,126
|
|
|
|
53,604
|
|
|
Land sales operations
|
|
|
(29,796
|
)
|
|
|
(10,196
|
)
|
|
|
(39,992
|
)
|
|
|
Master Planned Communities net operating income
|
|
|
5,682
|
|
|
|
7,930
|
|
|
|
13,612
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate property net operating income
|
|
|
599,831
|
|
|
|
115,537
|
|
|
$
|
715,368
|
|
|
|
|
|
|
|
|
|
|
|
|
Management and other fees
|
|
|
22,055
|
|
|
|
1,018
|
|
|
|
|
Property management and other costs
|
|
|
(38,983
|
)
|
|
|
(9,490
|
)
|
|
|
|
General and administrative
|
|
|
(40,198
|
)
|
|
|
(13,498
|
)
|
|
|
|
Provisions for impairment
|
|
|
(60,487
|
)
|
|
|
(328
|
)
|
|
|
|
Litigation benefit
|
|
|
57,145
|
|
|
|
-
|
|
|
|
|
Depreciation on non-income producing assets, including headquarters
building
|
|
|
(2,445
|
)
|
|
|
(1
|
)
|
|
|
|
Interest income
|
|
|
241
|
|
|
|
1,249
|
|
|
|
|
Interest expense
|
|
|
(342,964
|
)
|
|
|
(42,830
|
)
|
|
|
|
Provision for income taxes
|
|
|
(22,045
|
)
|
|
|
(386
|
)
|
|
|
|
Preferred unit distributions
|
|
|
(2,427
|
)
|
|
|
-
|
|
|
|
|
Other FFO from minority interest
|
|
|
1,181
|
|
|
|
30
|
|
|
|
|
FFO
|
|
|
170,904
|
|
|
|
51,301
|
|
|
|
|
Equity in FFO of Unconsolidated Properties
|
|
|
51,301
|
|
|
|
(51,301
|
)
|
|
|
|
Operating Partnership FFO
|
|
$
|
222,205
|
|
|
$
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31, 2007
|
|
|
|
|
|
Consolidated
|
|
Unconsolidated
|
|
Segment
|
|
Retail and Other
|
|
Properties
|
|
Properties
|
|
Basis
|
|
Property revenues:
|
|
|
|
|
|
|
|
|
Minimum rents
|
|
$
|
544,440
|
|
|
$
|
96,337
|
|
|
$
|
640,777
|
|
|
|
Tenant recoveries
|
|
|
233,548
|
|
|
|
39,098
|
|
|
|
272,646
|
|
|
|
Overage rents
|
|
|
46,438
|
|
|
|
6,360
|
|
|
|
52,798
|
|
|
|
Other, including minority interest
|
|
|
43,613
|
|
|
|
21,440
|
|
|
|
65,053
|
|
|
|
|
Total property revenues
|
|
|
868,039
|
|
|
|
163,235
|
|
|
|
1,031,274
|
|
|
Property operating expenses:
|
|
|
|
|
|
|
|
|
Real estate taxes
|
|
|
66,480
|
|
|
|
9,863
|
|
|
|
76,343
|
|
|
|
Repairs and maintenance
|
|
|
65,022
|
|
|
|
10,443
|
|
|
|
75,465
|
|
|
|
Marketing
|
|
|
19,134
|
|
|
|
3,609
|
|
|
|
22,743
|
|
|
|
Other property operating costs
|
|
|
108,234
|
|
|
|
34,162
|
|
|
|
142,396
|
|
|
|
(Recovery of) provision for doubtful accounts
|
|
|
(4,640
|
)
|
|
|
36
|
|
|
|
(4,604
|
)
|
|
|
|
Total property operating expenses
|
|
|
254,230
|
|
|
|
58,113
|
|
|
|
312,343
|
|
|
|
|
Retail and other net operating income
|
|
|
613,809
|
|
|
|
105,122
|
|
|
|
718,931
|
|
|
|
|
|
|
|
|
|
|
|
|
Master Planned Communities
|
|
|
|
|
|
|
|
Land sales
|
|
|
31,538
|
|
|
|
15,459
|
|
|
|
46,997
|
|
|
Land sales operations
|
|
|
(23,862
|
)
|
|
|
(13,296
|
)
|
|
|
(37,158
|
)
|
|
|
Master Planned Communities net operating income before
|
|
|
|
|
|
|
|
|
|
provision for impairment
|
|
|
7,676
|
|
|
|
2,163
|
|
|
|
9,839
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision for impairment
|
|
|
(127,600
|
)
|
|
|
-
|
|
|
|
(127,600
|
)
|
|
|
Master Planned Communities net operating (loss) income
|
|
|
(119,924
|
)
|
|
|
2,163
|
|
|
|
(117,761
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate property net operating income
|
|
|
493,885
|
|
|
|
107,285
|
|
|
$
|
601,170
|
|
|
|
|
|
|
|
|
|
|
|
|
Management and other fees
|
|
|
26,180
|
|
|
|
7,046
|
|
|
|
|
Property management and other costs
|
|
|
(43,770
|
)
|
|
|
(11,532
|
)
|
|
|
|
General and administrative
|
|
|
(16,076
|
)
|
|
|
199
|
|
|
|
|
Provisions for impairment
|
|
|
(302
|
)
|
|
|
(14
|
)
|
|
|
|
Litigation (provision) benefit
|
|
|
(89,225
|
)
|
|
|
37,112
|
|
|
|
|
Depreciation on non-income producing assets, including headquarters
building
|
|
|
(2,800
|
)
|
|
|
-
|
|
|
|
|
Interest income
|
|
|
1,637
|
|
|
|
2,616
|
|
|
|
|
Interest expense
|
|
|
(319,333
|
)
|
|
|
(37,972
|
)
|
|
|
|
Benefit from (provision for) income taxes
|
|
|
37,709
|
|
|
|
(758
|
)
|
|
|
|
Preferred unit distributions
|
|
|
(2,947
|
)
|
|
|
-
|
|
|
|
|
Other FFO from minority interest
|
|
|
1,451
|
|
|
|
31
|
|
|
|
|
FFO
|
|
|
86,409
|
|
|
|
104,013
|
|
|
|
|
Equity in FFO of Unconsolidated Properties
|
|
|
104,013
|
|
|
|
(104,013
|
)
|
|
|
|
Operating Partnership FFO
|
|
$
|
190,422
|
|
|
$
|
-
|
|
|
|
|
|
|
GENERAL GROWTH PROPERTIES, INC.
|
|
PORTFOLIO RESULTS AND FUNDS FROM OPERATIONS ("FFO")
|
|
(In thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Twelve Months Ended December 31, 2008
|
|
|
|
|
|
Consolidated
|
|
Unconsolidated
|
|
Segment
|
|
Retail and Other
|
|
Properties
|
|
Properties
|
|
Basis
|
|
Property revenues:
|
|
|
|
|
|
|
|
|
Minimum rents
|
|
$
|
2,085,758
|
|
|
$
|
383,003
|
|
|
$
|
2,468,761
|
|
|
|
Tenant recoveries
|
|
|
927,332
|
|
|
|
159,499
|
|
|
|
1,086,831
|
|
|
|
Overage rents
|
|
|
72,882
|
|
|
|
9,461
|
|
|
|
82,343
|
|
|
|
Other, including minority interest
|
|
|
112,160
|
|
|
|
62,081
|
|
|
|
174,241
|
|
|
|
|
Total property revenues
|
|
|
3,198,132
|
|
|
|
614,044
|
|
|
|
3,812,176
|
|
|
Property operating expenses:
|
|
|
|
|
|
|
|
|
Real estate taxes
|
|
|
274,317
|
|
|
|
44,934
|
|
|
|
319,251
|
|
|
|
Repairs and maintenance
|
|
|
234,987
|
|
|
|
36,800
|
|
|
|
271,787
|
|
|
|
Marketing
|
|
|
43,426
|
|
|
|
8,501
|
|
|
|
51,927
|
|
|
|
Other property operating costs
|
|
|
436,804
|
|
|
|
123,234
|
|
|
|
560,038
|
|
|
|
Provision for doubtful accounts
|
|
|
17,873
|
|
|
|
3,442
|
|
|
|
21,315
|
|
|
|
|
Total property operating expenses
|
|
|
1,007,407
|
|
|
|
216,911
|
|
|
|
1,224,318
|
|
|
|
|
Retail and other net operating income
|
|
|
2,190,725
|
|
|
|
397,133
|
|
|
|
2,587,858
|
|
|
|
|
|
|
|
|
|
|
|
|
Master Planned Communities
|
|
|
|
|
|
|
|
Land sales
|
|
|
66,557
|
|
|
|
72,189
|
|
|
|
138,746
|
|
|
Land sales operations
|
|
|
(63,441
|
)
|
|
|
(46,311
|
)
|
|
|
(109,752
|
)
|
|
|
Master Planned Communities net operating income before
|
|
|
|
|
|
|
|
|
|
provision for impairment
|
|
|
3,116
|
|
|
|
25,878
|
|
|
|
28,994
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision for impairment
|
|
|
(40,346
|
)
|
|
|
-
|
|
|
|
(40,346
|
)
|
|
|
Master Planned Communities net operating (loss) income
|
|
|
(37,230
|
)
|
|
|
25,878
|
|
|
|
(11,352
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate property net operating income
|
|
|
2,153,495
|
|
|
|
423,011
|
|
|
$
|
2,576,506
|
|
|
|
|
|
|
|
|
|
|
|
|
Management and other fees
|
|
|
85,773
|
|
|
|
16,969
|
|
|
|
|
Property management and other costs
|
|
|
(184,738
|
)
|
|
|
(41,549
|
)
|
|
|
|
General and administrative
|
|
|
(57,972
|
)
|
|
|
(21,215
|
)
|
|
|
|
Provisions for impairment
|
|
|
(76,265
|
)
|
|
|
(389
|
)
|
|
|
|
Litigation benefit
|
|
|
57,145
|
|
|
|
-
|
|
|
|
|
Depreciation on non-income producing assets, including headquarters
building
|
|
|
(10,361
|
)
|
|
|
-
|
|
|
|
|
Interest income
|
|
|
3,197
|
|
|
|
5,973
|
|
|
|
|
Interest expense
|
|
|
(1,299,496
|
)
|
|
|
(168,025
|
)
|
|
|
|
(Provision for) benefit from income taxes
|
|
|
(23,461
|
)
|
|
|
1,875
|
|
|
|
|
Preferred unit distributions
|
|
|
(10,572
|
)
|
|
|
-
|
|
|
|
|
Other FFO from minority interest
|
|
|
5,348
|
|
|
|
120
|
|
|
|
|
FFO
|
|
|
642,093
|
|
|
|
216,770
|
|
|
|
|
Equity in FFO of Unconsolidated Properties
|
|
|
216,770
|
|
|
|
(216,770
|
)
|
|
|
|
Operating Partnership FFO
|
|
$
|
858,863
|
|
|
$
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Twelve Months Ended December 31, 2007
|
|
|
|
|
|
Consolidated
|
|
Unconsolidated
|
|
Segment
|
|
Retail and Other
|
|
Properties
|
|
Properties
|
|
Basis
|
|
Property revenues:
|
|
|
|
|
|
|
|
|
Minimum rents
|
|
$
|
1,933,674
|
|
|
$
|
406,241
|
|
|
$
|
2,339,915
|
|
|
|
Tenant recoveries
|
|
|
859,801
|
|
|
|
173,486
|
|
|
|
1,033,287
|
|
|
|
Overage rents
|
|
|
89,016
|
|
|
|
12,213
|
|
|
|
101,229
|
|
|
|
Other, including minority interest
|
|
|
115,910
|
|
|
|
82,884
|
|
|
|
198,794
|
|
|
|
|
Total property revenues
|
|
|
2,998,401
|
|
|
|
674,824
|
|
|
|
3,673,225
|
|
|
Property operating expenses:
|
|
|
|
|
|
|
|
|
Real estate taxes
|
|
|
246,484
|
|
|
|
50,478
|
|
|
|
296,962
|
|
|
|
Repairs and maintenance
|
|
|
216,536
|
|
|
|
40,559
|
|
|
|
257,095
|
|
|
|
Marketing
|
|
|
54,664
|
|
|
|
12,233
|
|
|
|
66,897
|
|
|
|
Other property operating costs
|
|
|
418,295
|
|
|
|
150,149
|
|
|
|
568,444
|
|
|
|
Provision for doubtful accounts
|
|
|
5,426
|
|
|
|
1,978
|
|
|
|
7,404
|
|
|
|
|
Total property operating expenses
|
|
|
941,405
|
|
|
|
255,397
|
|
|
|
1,196,802
|
|
|
|
|
Retail and other net operating income
|
|
|
2,056,996
|
|
|
|
419,427
|
|
|
|
2,476,423
|
|
|
|
|
|
|
|
|
|
|
|
|
Master Planned Communities
|
|
|
|
|
|
|
|
Land sales
|
|
|
145,649
|
|
|
|
85,017
|
|
|
|
230,666
|
|
|
Land sales operations
|
|
|
(116,708
|
)
|
|
|
(57,813
|
)
|
|
|
(174,521
|
)
|
|
|
Master Planned Communities net operating income before
|
|
|
|
|
|
|
|
|
|
provision for impairment
|
|
|
28,941
|
|
|
|
27,204
|
|
|
|
56,145
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision for impairment
|
|
|
(127,600
|
)
|
|
|
-
|
|
|
|
(127,600
|
)
|
|
|
Master Planned Communities net operating (loss) income
|
|
|
(98,659
|
)
|
|
|
27,204
|
|
|
|
(71,455
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real estate property net operating income
|
|
|
1,958,337
|
|
|
|
446,631
|
|
|
$
|
2,404,968
|
|
|
|
|
|
|
|
|
|
|
|
|
Management and other fees
|
|
|
106,584
|
|
|
|
19,869
|
|
|
|
|
Property management and other costs
|
|
|
(198,610
|
)
|
|
|
(44,994
|
)
|
|
|
|
General and administrative
|
|
|
(37,005
|
)
|
|
|
(3,700
|
)
|
|
|
|
Provisions for impairment
|
|
|
(2,933
|
)
|
|
|
(232
|
)
|
|
|
|
Litigation provision
|
|
|
(89,225
|
)
|
|
|
-
|
|
|
|
|
Depreciation on non-income producing assets, including headquarters
building
|
|
|
(12,006
|
)
|
|
|
-
|
|
|
|
|
Interest income
|
|
|
8,641
|
|
|
|
16,417
|
|
|
|
|
Interest expense
|
|
|
(1,174,097
|
)
|
|
|
(176,937
|
)
|
|
|
|
Benefit from (provision for) income taxes
|
|
|
294,160
|
|
|
|
(2,830
|
)
|
|
|
|
Preferred unit distributions
|
|
|
(12,963
|
)
|
|
|
-
|
|
|
|
|
Other FFO from minority interest
|
|
|
5,639
|
|
|
|
62
|
|
|
|
|
FFO
|
|
|
846,522
|
|
|
|
254,286
|
|
|
|
|
Equity in FFO of Unconsolidated Properties
|
|
|
254,286
|
|
|
|
(254,286
|
)
|
|
|
|
Operating Partnership FFO
|
|
$
|
1,100,808
|
|
|
$
|
-
|
|
|
|
|
|
|
GENERAL GROWTH PROPERTIES, INC.
|
|
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES TO GAAP FINANCIAL
MEASURES
|
|
(In thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Twelve Months Ended
|
|
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
|
|
2008
|
|
2007
|
|
2008
|
|
2007
|
|
Reconciliation of Real Estate Property Net Operating
|
|
|
|
|
|
|
|
|
|
Income ("NOI") to GAAP Operating Income
|
|
|
|
|
|
|
|
|
|
Real estate property net operating income:
|
|
|
|
|
|
|
|
|
|
|
Segment basis
|
|
$
|
715,368
|
|
|
$
|
601,170
|
|
|
$
|
2,576,506
|
|
|
$
|
2,404,968
|
|
|
|
Unconsolidated Properties
|
|
|
(115,537
|
)
|
|
|
(107,285
|
)
|
|
|
(423,011
|
)
|
|
|
(446,631
|
)
|
|
|
Consolidated Properties
|
|
|
599,831
|
|
|
|
493,885
|
|
|
|
2,153,495
|
|
|
|
1,958,337
|
|
|
Management and other fees
|
|
|
22,055
|
|
|
|
26,180
|
|
|
|
85,773
|
|
|
|
106,584
|
|
|
Property management and other costs
|
|
|
(38,983
|
)
|
|
|
(43,770
|
)
|
|
|
(184,738
|
)
|
|
|
(198,610
|
)
|
|
General and administrative
|
|
|
(40,198
|
)
|
|
|
(16,076
|
)
|
|
|
(57,972
|
)
|
|
|
(37,005
|
)
|
|
Provisions for impairment
|
|
|
(60,487
|
)
|
|
|
(302
|
)
|
|
|
(76,265
|
)
|
|
|
(2,933
|
)
|
|
Litigation benefit (provision)
|
|
|
57,145
|
|
|
|
(89,225
|
)
|
|
|
57,145
|
|
|
|
(89,225
|
)
|
|
Depreciation and amortization
|
|
|
(194,043
|
)
|
|
|
(142,610
|
)
|
|
|
(759,930
|
)
|
|
|
(670,454
|
)
|
|
Minority interest in NOI of Consolidated Properties and other
|
|
|
2,855
|
|
|
|
2,911
|
|
|
|
11,063
|
|
|
|
11,167
|
|
|
Operating income
|
|
$
|
348,175
|
|
|
$
|
230,993
|
|
|
$
|
1,228,571
|
|
|
$
|
1,077,861
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of Core FFO to Funds From Operations ("FFO")
|
|
|
|
|
|
|
|
|
|
and to GAAP Net Income
|
|
|
|
|
|
|
|
|
|
|
Core FFO
|
|
$
|
231,024
|
|
|
$
|
271,232
|
|
|
$
|
891,801
|
|
|
$
|
880,933
|
|
|
|
Master Planned Communities net operating income (loss)
|
|
|
13,612
|
|
|
|
(117,761
|
)
|
|
|
(11,352
|
)
|
|
|
(71,455
|
)
|
|
|
(Provision for) benefit from income taxes
|
|
|
(22,431
|
)
|
|
|
36,951
|
|
|
|
(21,586
|
)
|
|
|
291,330
|
|
|
|
Funds From Operations - Operating Partnership
|
|
|
222,205
|
|
|
|
190,422
|
|
|
|
858,863
|
|
|
|
1,100,808
|
|
|
Depreciation and amortization of capitalized real estate costs
|
|
|
(224,230
|
)
|
|
|
(164,438
|
)
|
|
|
(885,814
|
)
|
|
|
(797,189
|
)
|
|
Minority interest in depreciation of Consolidated Properties and
other
|
|
|
847
|
|
|
|
811
|
|
|
|
3,330
|
|
|
|
3,199
|
|
|
Gains and losses on dispositions from Unconsolidated Real Estate
Affiliates
|
|
|
-
|
|
|
|
44,481
|
|
|
|
-
|
|
|
|
42,745
|
|
|
Minority interest to Operating Partnership unitholders
|
|
|
154
|
|
|
|
(12,550
|
)
|
|
|
3,881
|
|
|
|
(61,609
|
)
|
|
(Loss) income from continuing operations
|
|
|
(1,024
|
)
|
|
|
58,726
|
|
|
|
(19,740
|
)
|
|
|
287,954
|
|
|
Discontinued operations, net of minority interest - gains on
dispositions
|
|
|
59
|
|
|
|
-
|
|
|
|
46,000
|
|
|
|
-
|
|
|
Net (loss) income
|
|
$
|
(965
|
)
|
|
$
|
58,726
|
|
|
$
|
26,260
|
|
|
$
|
287,954
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of Equity in NOI of Unconsolidated Properties
|
|
|
|
|
|
|
|
|
|
to GAAP Equity in Income of Unconsolidated Affiliates
|
|
|
|
|
|
|
|
|
|
Equity in Unconsolidated Properties:
|
|
|
|
|
|
|
|
|
|
|
NOI
|
|
$
|
115,537
|
|
|
$
|
107,285
|
|
|
$
|
423,011
|
|
|
$
|
446,631
|
|
|
|
Net property management fees and costs
|
|
|
(8,472
|
)
|
|
|
(4,486
|
)
|
|
|
(24,580
|
)
|
|
|
(25,125
|
)
|
|
|
Net interest expense
|
|
|
(41,581
|
)
|
|
|
(35,356
|
)
|
|
|
(162,052
|
)
|
|
|
(160,520
|
)
|
|
|
Litigation benefit
|
|
|
-
|
|
|
|
37,112
|
|
|
|
-
|
|
|
|
-
|
|
|
|
Headquarters, general and administrative, provisions for impairment
|
|
|
|
|
|
|
|
|
|
|
|
income taxes and minority interest in FFO
|
|
|
(14,182
|
)
|
|
|
(542
|
)
|
|
|
(19,609
|
)
|
|
|
(6,700
|
)
|
|
FFO of unconsolidated properties
|
|
|
51,302
|
|
|
|
104,013
|
|
|
|
216,770
|
|
|
|
254,286
|
|
|
Depreciation and amortization of capitalized real estate costs
|
|
|
(32,632
|
)
|
|
|
(24,628
|
)
|
|
|
(136,245
|
)
|
|
|
(138,741
|
)
|
|
Other, including gains on sales of investment properties
|
|
|
12
|
|
|
|
44,576
|
|
|
|
69
|
|
|
|
42,856
|
|
|
Equity in income of unconsolidated real estate affiliates
|
|
$
|
18,682
|
|
|
$
|
123,961
|
|
|
$
|
80,594
|
|
|
$
|
158,401
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of Weighted Average Shares Outstanding
|
|
|
|
|
|
|
|
|
|
Basic:
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of shares outstanding - FFO per share
|
|
|
319,543
|
|
|
|
295,718
|
|
|
|
313,752
|
|
|
|
296,125
|
|
|
|
Conversion of Operating Partnership units
|
|
|
(50,974
|
)
|
|
|
(51,851
|
)
|
|
|
(51,557
|
)
|
|
|
(52,133
|
)
|
|
|
Weighted average number of Company shares outstanding - GAAP EPS
|
|
|
268,569
|
|
|
|
243,867
|
|
|
|
262,195
|
|
|
|
243,992
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted:
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of shares outstanding - FFO per share
|
|
|
319,543
|
|
|
|
296,109
|
|
|
|
315,375
|
|
|
|
296,671
|
|
|
|
Conversion of Operating Partnership units
|
|
|
(50,974
|
)
|
|
|
(51,851
|
)
|
|
|
(51,557
|
)
|
|
|
(52,133
|
)
|
|
|
Weighted average number of Company shares outstanding - GAAP EPS
|
|
|
268,569
|
|
|
|
244,258
|
|
|
|
263,818
|
|
|
|
244,538
|
|
|
|
|
GENERAL GROWTH PROPERTIES, INC.
|
|
SUPPLEMENTAL DISCLOSURE OF CERTAIN NON-CASH REVENUES AND EXPENSES
|
|
REFLECTED IN FFO
|
|
(In thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Three Months Ended
|
|
|
|
|
December 31, 2008
|
|
December 31, 2007
|
|
|
|
|
Consolidated
|
|
Unconsolidated
|
|
Consolidated
|
|
Unconsolidated
|
|
|
|
|
Properties
|
|
Properties
|
|
Properties
|
|
Properties
|
|
Minimum rents:
|
|
|
|
|
|
|
|
|
|
|
Above- and below-market tenant leases, net
|
|
$
|
3,674
|
|
|
$
|
1,014
|
|
|
$
|
2,485
|
|
|
$
|
2,716
|
|
|
|
Straight-line rent
|
|
|
(5,329
|
)
|
|
|
(346
|
)
|
|
|
(2,315
|
)
|
|
|
289
|
|
|
Real estate taxes:
|
|
|
|
|
|
|
|
|
|
|
Real estate tax stabilization agreement
|
|
|
(981
|
)
|
|
|
-
|
|
|
|
(981
|
)
|
|
|
-
|
|
|
Other property operating costs:
|
|
|
|
|
|
|
|
|
|
|
Non-cash ground rent expense
|
|
|
(1,699
|
)
|
|
|
(231
|
)
|
|
|
(2,694
|
)
|
|
|
(193
|
)
|
|
Interest expense:
|
|
|
|
|
|
|
|
|
|
|
Mark-to-market adjustments on debt
|
|
|
3,167
|
|
|
|
637
|
|
|
|
4,063
|
|
|
|
765
|
|
|
|
Amortization of deferred finance costs
|
|
|
(23,324
|
)
|
|
|
(434
|
)
|
|
|
(5,288
|
)
|
|
|
(344
|
)
|
|
|
Debt extinguishment costs:
|
|
|
|
|
|
|
|
|
|
|
Write-off of mark-to-market adjustments
|
|
|
2,393
|
|
|
|
-
|
|
|
|
1,167
|
|
|
|
-
|
|
|
|
Write-off of deferred finance costs
|
|
|
(7,756
|
)
|
|
|
(13
|
)
|
|
|
(154
|
)
|
|
|
(2
|
)
|
|
|
Totals
|
|
$
|
(29,855
|
)
|
|
$
|
627
|
|
|
$
|
(3,717
|
)
|
|
$
|
3,231
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Twelve Months Ended
|
|
Twelve Months Ended
|
|
|
|
|
December 31, 2008
|
|
December 31, 2007
|
|
|
|
|
Consolidated
|
|
Unconsolidated
|
|
Consolidated
|
|
Unconsolidated
|
|
|
|
|
Properties
|
|
Properties
|
|
Properties
|
|
Properties
|
|
Minimum rents:
|
|
|
|
|
|
|
|
|
|
|
Above- and below-market tenant leases, net
|
|
$
|
15,612
|
|
|
$
|
7,446
|
|
|
$
|
30,988
|
|
|
$
|
9,791
|
|
|
|
Straight-line rent
|
|
|
27,827
|
|
|
|
6,644
|
|
|
|
24,334
|
|
|
|
7,445
|
|
|
Real estate taxes:
|
|
|
|
|
|
|
|
|
|
|
Real estate tax stabilization agreement
|
|
|
(3,924
|
)
|
|
|
-
|
|
|
|
(3,924
|
)
|
|
|
-
|
|
|
Other property operating costs:
|
|
|
|
|
|
|
|
|
|
|
Non-cash ground rent expense
|
|
|
(6,958
|
)
|
|
|
(924
|
)
|
|
|
(7,479
|
)
|
|
|
(769
|
)
|
|
Interest expense:
|
|
|
|
|
|
|
|
|
|
|
Mark-to-market adjustments on debt
|
|
|
15,309
|
|
|
|
2,841
|
|
|
|
28,536
|
|
|
|
3,916
|
|
|
|
Amortization of deferred finance costs
|
|
|
(46,034
|
)
|
|
|
(1,930
|
)
|
|
|
(18,916
|
)
|
|
|
(1,658
|
)
|
|
|
Debt extinguishment costs:
|
|
|
|
|
|
|
|
|
|
|
Write-off of mark-to-market adjustments
|
|
|
2,605
|
|
|
|
-
|
|
|
|
4,932
|
|
|
|
-
|
|
|
|
Write-off of deferred finance costs
|
|
|
(7,599
|
)
|
|
|
(13
|
)
|
|
|
(3,255
|
)
|
|
|
(2
|
)
|
|
|
Totals
|
|
$
|
(3,162
|
)
|
|
$
|
14,064
|
|
|
$
|
55,216
|
|
|
$
|
18,723
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WEIGHTED AVERAGE SHARES
|
|
(In thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Twelve Months Ended
|
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
|
2008
|
|
2007
|
|
2008
|
|
2007
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
268,569
|
|
|
|
243,867
|
|
|
|
262,195
|
|
|
|
243,992
|
|
|
Diluted
|
|
|
268,569
|
|
|
|
244,258
|
|
|
|
263,818
|
|
|
|
244,538
|
|
|
Assuming full conversion of Operating Partnership units:
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
319,543
|
|
|
|
295,718
|
|
|
|
313,752
|
|
|
|
296,125
|
|
|
|
Diluted
|
|
|
319,543
|
|
|
|
296,109
|
|
|
|
315,375
|
|
|
|
296,671
|
|
|
|
|
GENERAL GROWTH PROPERTIES, INC.
|
|
SUPPLEMENTAL SCHEDULE OF SIGNIFICANT FFO ITEMS THAT IMPACT
COMPARABILITY
|
|
(In thousands, except per share amounts)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Twelve Months Ended
|
|
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2008
|
|
2007
|
|
2008
|
|
2007
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Partnership FFO
|
|
$
|
222,205
|
|
|
$
|
190,422
|
|
|
$
|
858,863
|
|
|
$
|
1,100,808
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Partnership FFO per share - diluted
|
|
$
|
0.70
|
|
|
$
|
0.64
|
|
|
$
|
2.72
|
|
|
$
|
3.71
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Significant items that affect comparability
|
|
|
|
|
|
|
|
|
|
|
|
increase (decrease)
|
|
|
|
|
|
|
|
|
|
|
|
Business interruption insurance recovery (a)
|
|
|
(11,901
|
)
|
|
|
(8,608
|
)
|
|
|
(11,901
|
)
|
|
|
(20,255
|
)
|
|
|
|
Deemed compensation expense - officer loans (b)
|
|
|
15,372
|
|
|
|
-
|
|
|
|
15,372
|
|
|
|
-
|
|
|
|
|
Strategic initiatives (c)
|
|
|
30,017
|
|
|
|
-
|
|
|
|
30,017
|
|
|
|
-
|
|
|
|
|
Provisions for impairment:
|
|
|
|
|
|
|
|
|
|
|
|
Operating properties
|
|
|
3,951
|
|
|
|
-
|
|
|
|
11,751
|
|
|
|
-
|
|
|
|
|
Non-recoverable development costs
|
|
|
23,736
|
|
|
|
316
|
|
|
|
31,714
|
|
|
|
3,165
|
|
|
|
|
Goodwill
|
|
|
32,800
|
|
|
|
-
|
|
|
|
32,800
|
|
|
|
-
|
|
|
|
|
Master planned communities-Columbia and Fairwood, net of tax
|
|
|
-
|
|
|
|
77,134
|
|
|
|
-
|
|
|
|
77,134
|
|
|
|
|
Master planned communities-Nouvelle at Natick, net of tax
|
|
|
-
|
|
|
|
-
|
|
|
|
25,088
|
|
|
|
-
|
|
|
|
|
Litigation (benefit) provision (d)
|
|
|
(50,021
|
)
|
|
|
52,113
|
|
|
|
(50,021
|
)
|
|
|
89,225
|
|
|
|
|
Tax restructuring benefit (e)
|
|
|
-
|
|
|
|
(22,944
|
)
|
|
|
-
|
|
|
|
(320,470
|
)
|
|
Operating Partnership FFO
|
|
|
|
|
|
|
|
|
|
|
|
as adjusted for comparability
|
|
$
|
266,159
|
|
|
$
|
288,433
|
|
|
$
|
943,683
|
|
|
$
|
929,607
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted Operating Partnership
|
|
|
|
|
|
|
|
|
|
|
|
FFO per share - diluted
|
|
$
|
0.83
|
|
|
$
|
0.97
|
|
|
$
|
2.99
|
|
|
$
|
3.13
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a)
|
|
Business interruption insurance recovery amounts reflect separate
Hurricane Katrina settlements reached with individual insurance
carriers in June 2007 (Riverwalk) and in December 2007 and October
2008 (Oakwood).
|
|
(b)
|
|
The deemed compensation expense - officer loans is the cumulative
amount recognized in the fourth quarter of 2008 to reflect the
benefit to the Company deemed to have occurred as a result of the
2007 - 2008 extension of a series of loans to Bernard Freibaum,
former CFO, and Robert Michaels, former President, by an entity
related to an affiliate of a Bucksbaum family trust, a major
shareholder of the Company. Such amount is a non-cash charge and
the lending entity was deemed to make a capital contribution to
the Company in an equal amount for no incremental equity interest
in the Company.
|
|
(c)
|
|
The strategic initiatives amounts reflect fees and expenses
incurred for various consultants and advisors assisting in the
development of our strategic alternatives to address our current
liquidity and financing situation, as well as fees associated with
debt extensions.
|
|
(d)
|
|
The litigation (benefit) provision amounts reflect the accrual of
damages, interest and costs related to the November 2007 adverse
judgment regarding the Glendale matter and the reduction of such
accruals upon settlement of such matter in December 2008.
|
|
(e)
|
|
The tax restructuring item for the twelve months ended December
31, 2007 is the tax benefit of a March 31, 2007 ownership
reorganization of certain of our private REIT and taxable REIT
subsidiaries, yielding the elimination of previously recognized
deferred tax liabilities.
|
|
|
|
General Growth Properties, Inc.
Tim Goebel
(312) 960-5199