Document and Entity Information
Document and Entity Information | 3 Months Ended |
Mar. 31, 2022$ / sharesshares | |
Document Information | |
Entity Registrant Name | SIMON PROPERTY GROUP, INC. |
Entity Central Index Key | 0001063761 |
Document Type | 10-Q |
Document Quarterly Report | true |
Document Transition Report | false |
Document Period End Date | Mar. 31, 2022 |
Entity File Number | 001-14469 |
Entity Tax Identification Number | 04-6268599 |
Entity Incorporation, State or Country Code | DE |
Entity Address, Address Line One | 225 West Washington Street |
Entity Address, City or Town | Indianapolis |
Entity Address, State or Province | IN |
Entity Address, Postal Zip Code | 46204 |
City Area Code | 317 |
Local Phone Number | 636-1600 |
Amendment Flag | false |
Current Fiscal Year End Date | --12-31 |
Entity Current Reporting Status | Yes |
Entity Interactive Data Current | Yes |
Entity Filer Category | Large Accelerated Filer |
Entity Small Business | false |
Entity Emerging Growth Company | false |
Entity Shell Company | false |
Document Fiscal Year Focus | 2022 |
Document Fiscal Period Focus | Q1 |
Common stock | |
Document Information | |
Title of 12(b) Security | Common stock, $0.0001 par value |
Trading Symbol | SPG |
Security Exchange Name | NYSE |
Entity Common Stock, Shares Outstanding | shares | 328,638,595 |
Entity Listing, Par Value Per Share | $ / shares | $ 0.0001 |
Class B common stock | |
Document Information | |
Entity Common Stock, Shares Outstanding | shares | 8,000 |
Entity Listing, Par Value Per Share | $ / shares | $ 0.0001 |
Series J Preferred stock | |
Document Information | |
Title of 12(b) Security | 83/8% Series J Cumulative Redeemable Preferred Stock, $0.0001 par value |
Trading Symbol | SPGJ |
Security Exchange Name | NYSE |
Simon Property Group, L.P. | |
Document Information | |
Entity Registrant Name | SIMON PROPERTY GROUP, L.P. |
Entity Central Index Key | 0001022344 |
Document Type | 10-Q |
Document Quarterly Report | true |
Document Transition Report | false |
Document Period End Date | Mar. 31, 2022 |
Entity File Number | 001-36110 |
Entity Tax Identification Number | 34-1755769 |
Entity Incorporation, State or Country Code | DE |
Entity Address, Address Line One | 225 West Washington Street |
Entity Address, City or Town | Indianapolis |
Entity Address, State or Province | IN |
Entity Address, Postal Zip Code | 46204 |
City Area Code | 317 |
Local Phone Number | 636-1600 |
Amendment Flag | false |
Current Fiscal Year End Date | --12-31 |
Entity Current Reporting Status | Yes |
Entity Interactive Data Current | Yes |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | false |
Entity Emerging Growth Company | false |
Entity Shell Company | false |
Document Fiscal Year Focus | 2022 |
Document Fiscal Period Focus | Q1 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
ASSETS: | ||
Investment properties, at cost | $ 37,903,758 | $ 37,932,366 |
Less - accumulated depreciation | 15,804,885 | 15,621,127 |
Investment properties, at cost, net | 22,098,873 | 22,311,239 |
Cash and cash equivalents | 514,929 | 533,936 |
Tenant receivables and accrued revenue, net | 819,829 | 919,654 |
Right-of-use assets, net | 501,910 | 504,119 |
Investments held in trust - special purpose acquisition company | 345,000 | 345,000 |
Deferred costs and other assets | 1,130,747 | 1,121,011 |
Total assets | 33,451,427 | 33,777,379 |
LIABILITIES: | ||
Mortgages and unsecured indebtedness | 25,169,837 | 25,321,022 |
Accounts payable, accrued expenses, intangibles, and deferred revenues | 1,208,643 | 1,433,216 |
Cash distributions and losses in unconsolidated entities, at equity | 1,749,692 | 1,573,105 |
Dividend payable | 1,850 | 1,468 |
Lease liabilities | 504,684 | 506,931 |
Other liabilities | 525,849 | 540,912 |
Total liabilities | 29,160,555 | 29,376,654 |
Commitments and contingencies | ||
Limited partners' preferred interest in the Operating Partnership and noncontrolling redeemable interests | 558,305 | 547,740 |
Capital stock (850,000,000 total shares authorized, $0.0001 par value, 238,000,000 shares of excess common stock, 100,000,000 authorized shares of preferred stock): | ||
Series J 83/8% cumulative redeemable preferred stock, 1,000,000 shares authorized, 796,948 issued and outstanding with a liquidation value of $39,847 | 41,681 | 41,763 |
Capital in excess of par value | 11,213,621 | 11,212,990 |
Accumulated deficit | (5,948,261) | (5,823,708) |
Accumulated other comprehensive loss | (170,094) | (185,186) |
Common stock held in treasury, at cost, 14,266,824 and 14,295,983 shares, respectively | (1,881,334) | (1,884,441) |
Total stockholders' equity | 3,255,647 | 3,361,452 |
Noncontrolling interests | 476,920 | 491,533 |
Total equity | 3,732,567 | 3,852,985 |
Total liabilities and partners' deficit | 33,451,427 | 33,777,379 |
TRG | ||
ASSETS: | ||
Investment, in equity | 3,276,296 | 3,305,102 |
Klepierre | ||
ASSETS: | ||
Investment, in equity | 1,636,946 | 1,661,943 |
Unconsolidated Investments excluding Klepierre and TRG | ||
ASSETS: | ||
Investment, in equity | 3,126,897 | 3,075,375 |
Simon Property Group, L.P. | ||
ASSETS: | ||
Investment properties, at cost | 37,903,758 | 37,932,366 |
Less - accumulated depreciation | 15,804,885 | 15,621,127 |
Investment properties, at cost, net | 22,098,873 | 22,311,239 |
Cash and cash equivalents | 514,929 | 533,936 |
Tenant receivables and accrued revenue, net | 819,829 | 919,654 |
Right-of-use assets, net | 501,910 | 504,119 |
Investments held in trust - special purpose acquisition company | 345,000 | 345,000 |
Deferred costs and other assets | 1,130,747 | 1,121,011 |
Total assets | 33,451,427 | 33,777,379 |
LIABILITIES: | ||
Mortgages and unsecured indebtedness | 25,169,837 | 25,321,022 |
Accounts payable, accrued expenses, intangibles, and deferred revenues | 1,208,643 | 1,433,216 |
Cash distributions and losses in unconsolidated entities, at equity | 1,749,692 | 1,573,105 |
Dividend payable | 1,850 | 1,468 |
Lease liabilities | 504,684 | 506,931 |
Other liabilities | 525,849 | 540,912 |
Total liabilities | 29,160,555 | 29,376,654 |
Commitments and contingencies | ||
Limited partners' preferred interest in the Operating Partnership and noncontrolling redeemable interests | 558,305 | 547,740 |
Capital stock (850,000,000 total shares authorized, $0.0001 par value, 238,000,000 shares of excess common stock, 100,000,000 authorized shares of preferred stock): | ||
Preferred units, 796,948 units outstanding. Liquidation value of $39,847 | 41,681 | 41,763 |
General Partner, 328,646,595 and 328,619,625 units outstanding, respectively | 3,213,966 | 3,319,689 |
Limited Partners, 47,316,698 and 47,247,936 units outstanding, respectively | 462,726 | 477,292 |
Total partners' equity | 3,718,373 | 3,838,744 |
Nonredeemable noncontrolling interests in properties, net | 14,194 | 14,241 |
Total equity | 3,732,567 | 3,852,985 |
Total liabilities and partners' deficit | 33,451,427 | 33,777,379 |
Simon Property Group, L.P. | TRG | ||
ASSETS: | ||
Investment, in equity | 3,276,296 | 3,305,102 |
Simon Property Group, L.P. | Klepierre | ||
ASSETS: | ||
Investment, in equity | 1,636,946 | 1,661,943 |
Simon Property Group, L.P. | Unconsolidated Investments excluding Klepierre and TRG | ||
ASSETS: | ||
Investment, in equity | 3,126,897 | 3,075,375 |
Common stock | ||
Capital stock (850,000,000 total shares authorized, $0.0001 par value, 238,000,000 shares of excess common stock, 100,000,000 authorized shares of preferred stock): | ||
Common stock | $ 34 | $ 34 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Capital stock, total shares authorized | 850,000,000 | 850,000,000 |
Capital stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Capital stock, shares of excess common stock | 238,000,000 | 238,000,000 |
Capital stock, authorized shares of preferred stock | 100,000,000 | 100,000,000 |
Common stock held in treasury, shares | 14,266,824 | 14,295,983 |
Series J Preferred stock | ||
Preferred stock stated dividend rate (as a percent) | 8.375% | 8.375% |
Series J 8 3/8% cumulative redeemable preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Series J 8 3/8% cumulative redeemable preferred stock, shares issued | 796,948 | 796,948 |
Series J 8 3/8% cumulative redeemable preferred stock, shares outstanding | 796,948 | 796,948 |
Preferred units, Liquidation value (in dollars) | $ 39,847 | $ 39,847 |
Common stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 511,990,000 | 511,990,000 |
Common stock, shares issued | 342,905,419 | 342,907,608 |
Common stock, shares outstanding | 342,905,419 | 342,907,608 |
Class B common stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 10,000 | 10,000 |
Common stock, shares issued | 8,000 | 8,000 |
Common stock, shares outstanding | 8,000 | 8,000 |
Simon Property Group, L.P. | ||
Preferred units, units outstanding | 796,948 | 796,948 |
Preferred units, Liquidation value (in dollars) | $ 39,847 | $ 39,847 |
General Partner, units outstanding | 328,646,595 | 328,619,625 |
Limited Partners, units outstanding | 47,316,698 | 47,247,936 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
REVENUE: | ||
Lease income | $ 1,207,867 | $ 1,145,058 |
Management fees and other revenues | 27,587 | 25,296 |
Other income | 60,468 | 69,597 |
Total revenue | 1,295,922 | 1,239,951 |
EXPENSES: | ||
Property operating | 103,664 | 86,619 |
Depreciation and amortization | 310,163 | 315,738 |
Real estate taxes | 111,691 | 116,012 |
Repairs and maintenance | 22,304 | 21,355 |
Advertising and promotion | 25,263 | 29,486 |
Home and regional office costs | 52,197 | 35,999 |
General and administrative | 7,833 | 6,576 |
Other | 42,416 | 23,554 |
Total operating expenses | 675,531 | 635,339 |
Operating Income Before Other Items | 620,391 | 604,612 |
Interest expense | (185,159) | (202,016) |
Loss on extinguishment of debt | (2,959) | |
Income and other tax benefit | 1,435 | 5,898 |
Income from unconsolidated entities | 81,184 | 15,069 |
Unrealized losses in fair value of equity instruments | (31,032) | (3,201) |
Gain on acquisition of controlling interest, sale or disposal of, or recovery on, assets and interests in unconsolidated entities and impairment, net | 1,491 | 93,057 |
Net Income | 488,310 | 510,460 |
Net (loss) income attributable to noncontrolling interests | 60,846 | 63,766 |
Preferred dividends | 834 | 834 |
NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS | $ 426,630 | $ 445,860 |
BASIC AND DILUTED EARNINGS PER COMMON SHARE: | ||
Net income attributable to common stockholders - basic (in dollars per share) | $ 1.30 | $ 1.36 |
Net income attributable to common stockholders - diluted (in dollars per share) | $ 1.30 | $ 1.36 |
Consolidated Net Income | $ 488,310 | $ 510,460 |
Unrealized gain on derivative hedge agreements | 16,833 | 35,847 |
Net gain reclassified from accumulated other comprehensive loss into earnings | (387) | (6,143) |
Currency translation adjustments | 1,305 | (23,883) |
Changes in available-for-sale securities and other | (521) | (316) |
Comprehensive income | 505,540 | 515,965 |
Comprehensive income (loss) attributable to noncontrolling interests | 62,982 | 64,462 |
Comprehensive income attributable to common stockholders | 442,558 | 451,503 |
Simon Property Group, L.P. | ||
REVENUE: | ||
Lease income | 1,207,867 | 1,145,058 |
Management fees and other revenues | 27,587 | 25,296 |
Other income | 60,468 | 69,597 |
Total revenue | 1,295,922 | 1,239,951 |
EXPENSES: | ||
Property operating | 103,664 | 86,619 |
Depreciation and amortization | 310,163 | 315,738 |
Real estate taxes | 111,691 | 116,012 |
Repairs and maintenance | 22,304 | 21,355 |
Advertising and promotion | 25,263 | 29,486 |
Home and regional office costs | 52,197 | 35,999 |
General and administrative | 7,833 | 6,576 |
Other | 42,416 | 23,554 |
Total operating expenses | 675,531 | 635,339 |
Operating Income Before Other Items | 620,391 | 604,612 |
Interest expense | (185,159) | (202,016) |
Loss on extinguishment of debt | (2,959) | |
Income and other tax benefit | 1,435 | 5,898 |
Income from unconsolidated entities | 81,184 | 15,069 |
Unrealized losses in fair value of equity instruments | (31,032) | (3,201) |
Gain on acquisition of controlling interest, sale or disposal of, or recovery on, assets and interests in unconsolidated entities and impairment, net | 1,491 | 93,057 |
Net Income | 488,310 | 510,460 |
Net (loss) income attributable to noncontrolling interests | (996) | (938) |
Preferred dividends | 1,313 | 1,313 |
NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS | 487,993 | 510,085 |
NET INCOME ATTRIBUTABLE TO UNITHOLDERS ATTRIBUTABLE TO: | ||
General Partner | 426,630 | 445,860 |
Limited Partners | $ 61,363 | $ 64,225 |
BASIC AND DILUTED EARNINGS PER COMMON SHARE: | ||
Net income attributable to common stockholders - basic (in dollars per share) | $ 1.30 | $ 1.36 |
Net income attributable to common stockholders - diluted (in dollars per share) | $ 1.30 | $ 1.36 |
Consolidated Net Income | $ 488,310 | $ 510,460 |
Unrealized gain on derivative hedge agreements | 16,833 | 35,847 |
Net gain reclassified from accumulated other comprehensive loss into earnings | (387) | (6,143) |
Currency translation adjustments | 1,305 | (23,883) |
Changes in available-for-sale securities and other | (521) | (316) |
Comprehensive income | 505,540 | 515,965 |
Comprehensive income (loss) attributable to noncontrolling interests | 273 | (41) |
Comprehensive income attributable to common stockholders | $ 505,267 | $ 516,006 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Consolidated Net Income | $ 488,310 | $ 510,460 |
Adjustments to reconcile consolidated net income to net cash provided by operating activities | ||
Depreciation and amortization | 324,124 | 331,820 |
Loss on debt extinguishment | 2,959 | |
Gain on acquisition of controlling interests, sale or disposal of, or recovery on, assets and interests in unconsolidated entities, and impairment, net | (1,491) | (93,057) |
Unrealized losses in fair value of equity instruments | 31,032 | 3,201 |
Straight-line lease loss (income) | 9,254 | 5,928 |
Equity in income of unconsolidated entities | (81,184) | (15,069) |
Distributions of income from unconsolidated entities | 121,448 | 62,888 |
Changes in assets and liabilities | ||
Tenant receivables and accrued revenue, net | 89,958 | 203,703 |
Deferred costs and other assets | (41,214) | (38,016) |
Accounts payable, accrued expenses, intangibles, deferred revenues and other | (148,368) | (99,055) |
Net cash provided by operating activities | 791,869 | 875,762 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Acquisitions | (56,250) | |
Funding of loans to related parties | (125,357) | (494) |
Repayments of loans to related parties | 71,930 | 285 |
Capital expenditures, net | (154,649) | (114,808) |
Cash impact from the consolidation of properties | 5,595 | |
Investments in unconsolidated entities | (124,429) | (19,511) |
Purchase of equity instruments | (6,390) | (556) |
Proceeds from sales of equity instruments | 25,986 | |
Insurance proceeds for property restoration | 6,400 | |
Distributions of capital from unconsolidated entities and other | 213,010 | 41,287 |
Net cash used in investing activities | (99,899) | (138,052) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from sales of common stock and other, net of transaction costs | (82) | (82) |
Purchase of shares related to stock grant recipients' tax withholdings | (3,757) | |
Redemption of limited partner units | (147) | (37) |
Proceeds from the special purpose acquisition company IPO, net of transaction costs | 338,121 | |
Establishment of trust account for special purpose acquisition company | (345,000) | |
Distributions to noncontrolling interest holders in properties | (1,205) | (2,029) |
Contributions from noncontrolling interest holders in properties | 4,833 | |
Preferred distributions of the Operating Partnership | (479) | (479) |
Distributions to stockholders and preferred dividends | (543,010) | (427,472) |
Distributions to limited partners | (78,024) | (60,324) |
Cash paid to extinguish debt | (2,959) | |
Proceeds from issuance of debt, net of transaction costs | 2,433,167 | 3,576,224 |
Repayments of debt | (2,522,273) | (3,889,449) |
Net cash (used in) provided by financing activities | (710,977) | (813,486) |
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | (19,007) | (75,776) |
CASH AND CASH EQUIVALENTS, beginning of period | 533,936 | 1,011,613 |
CASH AND CASH EQUIVALENTS, end of period | 514,929 | 935,837 |
Simon Property Group, L.P. | ||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Consolidated Net Income | 488,310 | 510,460 |
Adjustments to reconcile consolidated net income to net cash provided by operating activities | ||
Depreciation and amortization | 324,124 | 331,820 |
Loss on debt extinguishment | 2,959 | |
Gain on acquisition of controlling interests, sale or disposal of, or recovery on, assets and interests in unconsolidated entities, and impairment, net | (1,491) | (93,057) |
Unrealized losses in fair value of equity instruments | 31,032 | 3,201 |
Straight-line lease loss (income) | 9,254 | 5,928 |
Equity in income of unconsolidated entities | (81,184) | (15,069) |
Distributions of income from unconsolidated entities | 121,448 | 62,888 |
Changes in assets and liabilities | ||
Tenant receivables and accrued revenue, net | 89,958 | 203,703 |
Deferred costs and other assets | (41,214) | (38,016) |
Accounts payable, accrued expenses, intangibles, deferred revenues and other | (148,368) | (99,055) |
Net cash provided by operating activities | 791,869 | 875,762 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Acquisitions | (56,250) | |
Funding of loans to related parties | (125,357) | (494) |
Repayments of loans to related parties | 71,930 | 285 |
Capital expenditures, net | (154,649) | (114,808) |
Cash impact from the consolidation of properties | 5,595 | |
Investments in unconsolidated entities | (124,429) | (19,511) |
Purchase of equity instruments | (6,390) | (556) |
Proceeds from sales of equity instruments | 25,986 | |
Insurance proceeds for property restoration | 6,400 | |
Distributions of capital from unconsolidated entities and other | 213,010 | 41,287 |
Net cash used in investing activities | (99,899) | (138,052) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from sales of common stock and other, net of transaction costs | (82) | (82) |
Purchase of shares related to stock grant recipients' tax withholdings | (3,757) | |
Redemption of limited partner units | (147) | (37) |
Proceeds from the special purpose acquisition company IPO, net of transaction costs | 338,121 | |
Establishment of trust account for special purpose acquisition company | (345,000) | |
Distributions to noncontrolling interest holders in properties | (1,205) | (2,029) |
Contributions from noncontrolling interest holders in properties | 4,833 | |
Preferred distributions of the Operating Partnership | (621,513) | (488,275) |
Cash paid to extinguish debt | (2,959) | |
Proceeds from issuance of debt, net of transaction costs | 2,433,167 | 3,576,224 |
Repayments of debt | (2,522,273) | (3,889,449) |
Net cash (used in) provided by financing activities | (710,977) | (813,486) |
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | (19,007) | (75,776) |
CASH AND CASH EQUIVALENTS, beginning of period | 533,936 | 1,011,613 |
CASH AND CASH EQUIVALENTS, end of period | $ 514,929 | $ 935,837 |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) $ in Thousands | Simon Property Group, L.P.Simon (Managing General Partner) | Simon Property Group, L.P.Limited Partners | Simon Property Group, L.P.Preferred Stock | Simon Property Group, L.P.Noncontrolling Interests | Simon Property Group, L.P. | Preferred Stock | Common Stock. | Accumulated Other Comprehensive Income (Loss) | Capital in Excess of Par Value | Accumulated Deficit | Common Stock Held in Treasury | Noncontrolling Interests | Total |
Balance at Dec. 31, 2020 | $ 42,091 | $ 34 | $ (188,675) | $ 11,179,688 | $ (6,102,314) | $ (1,891,352) | $ 432,874 | $ 3,472,346 | |||||
Balance at Dec. 31, 2020 | $ 2,997,381 | $ 431,784 | $ 42,091 | $ 1,090 | $ 3,472,346 | ||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||
Series J preferred stock premium amortization | (82) | (82) | (82) | (82) | |||||||||
Stock incentive program | (7,214) | 7,214 | |||||||||||
Amortization of stock incentive | 4,231 | 4,231 | 4,231 | 4,231 | |||||||||
Redemption of limited partner units | (34) | (3) | (37) | (34) | (3) | (37) | |||||||
Long-term incentive performance units | 5,014 | 5,014 | 5,014 | 5,014 | |||||||||
Issuance of unit equivalents and other | (6,994) | 15,822 | 8,828 | (4,313) | (2,681) | 15,822 | 8,828 | ||||||
Unrealized gain on hedging activities | 31,333 | 4,514 | 35,847 | 31,333 | 4,514 | 35,847 | |||||||
Currency translation adjustments | (20,878) | (3,005) | (23,883) | (20,878) | (3,005) | (23,883) | |||||||
Changes in available-for-sale securities and other | (276) | (40) | (316) | (276) | (40) | (316) | |||||||
Net gain reclassified from accumulated other comprehensive loss into earnings | (5,370) | (773) | (6,143) | (5,370) | (773) | (6,143) | |||||||
Other comprehensive income | 4,809 | 696 | 5,505 | 4,809 | 696 | 5,505 | |||||||
Adjustment to limited partners' interest from change in ownership in the Operating Partnership | 4,849 | (4,849) | 4,849 | (4,849) | |||||||||
Distributions to common stockholders and limited partners, excluding Operating Partnership preferred interests | (428,712) | (61,558) | (490,270) | ||||||||||
Distributions to other noncontrolling interest partners | (577) | (577) | |||||||||||
Distributions to limited partners, excluding preferred interests classified as temporary equity | (427,878) | (61,558) | (834) | (577) | (490,847) | ||||||||
Net income, excluding preferred distributions on temporary equity preferred units and amounts attributable to noncontrolling redeemable interests in properties | 445,860 | 64,225 | 834 | (41) | 510,878 | 446,694 | 64,184 | 510,878 | |||||
Balance at Mar. 31, 2021 | 42,009 | 34 | (183,866) | 11,177,207 | (6,087,013) | (1,884,138) | 451,603 | 3,515,836 | |||||
Balance at Mar. 31, 2021 | 3,022,224 | 435,309 | 42,009 | 16,294 | 3,515,836 | ||||||||
Balance at Dec. 31, 2021 | 41,763 | 34 | (185,186) | 11,212,990 | (5,823,708) | (1,884,441) | 491,533 | 3,852,985 | |||||
Balance at Dec. 31, 2021 | 3,319,689 | 477,292 | 41,763 | 14,241 | 3,852,985 | ||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||
Exchange of limited partner units | 27 | (27) | |||||||||||
Issuance of limited partner units | 27 | (27) | |||||||||||
Series J preferred stock premium amortization | (82) | (82) | (82) | (82) | |||||||||
Stock incentive program | (6,864) | 6,864 | |||||||||||
Amortization of stock incentive | 3,705 | 3,705 | 3,705 | 3,705 | |||||||||
Redemption of limited partner units | (137) | (10) | (147) | (137) | (10) | (147) | |||||||
Long-term incentive performance units | 3,895 | 3,895 | 3,895 | 3,895 | |||||||||
Issuance of unit equivalents and other | (12,763) | (2) | (260) | (13,025) | 1 | (9,007) | (3,757) | (262) | (13,025) | ||||
Unrealized gain on hedging activities | 14,715 | 2,118 | 16,833 | 14,715 | 2,118 | 16,833 | |||||||
Currency translation adjustments | 1,170 | 135 | 1,305 | 1,170 | 135 | 1,305 | |||||||
Changes in available-for-sale securities and other | (455) | (66) | (521) | (455) | (66) | (521) | |||||||
Net gain reclassified from accumulated other comprehensive loss into earnings | (338) | (49) | (387) | (338) | (49) | (387) | |||||||
Other comprehensive income | 15,092 | 2,138 | 17,230 | 15,092 | 2,138 | 17,230 | |||||||
Adjustment to limited partners' interest from change in ownership in the Operating Partnership | 3,899 | (3,899) | 3,899 | (3,899) | |||||||||
Distributions to common stockholders and limited partners, excluding Operating Partnership preferred interests | (543,010) | (78,024) | (621,034) | ||||||||||
Distributions to other noncontrolling interest partners | (60) | (60) | |||||||||||
Distributions to limited partners, excluding preferred interests classified as temporary equity | (542,176) | (78,024) | (834) | (60) | (621,094) | ||||||||
Net income, excluding preferred distributions on temporary equity preferred units and amounts attributable to noncontrolling redeemable interests in properties | 426,630 | 61,363 | 834 | 273 | 489,100 | 427,464 | 61,636 | 489,100 | |||||
Balance at Mar. 31, 2022 | $ 41,681 | $ 34 | $ (170,094) | $ 11,213,621 | $ (5,948,261) | $ (1,881,334) | $ 476,920 | $ 3,732,567 | |||||
Balance at Mar. 31, 2022 | $ 3,213,966 | $ 462,726 | $ 41,681 | $ 14,194 | $ 3,732,567 |
Consolidated Statements of Eq_2
Consolidated Statements of Equity (Parenthetical) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Exchange of limited partner units, (in shares) | 2,680 | |
Stock incentive program, units, net - shares forfeited | 47,804 | 37,976 |
Redemption of Limited Partner Units | 1,000 | 316 |
Shares repurchased | 23,514 | |
Net income attributable to preferred interests in the Operating Partnership (in dollars) | $ 479,000 | $ 479,000 |
Net loss attributable to noncontrolling redeemable interests in properties (in dollars) | $ 1,269,000 | $ 897,000 |
Simon Property Group, L.P. | ||
Limited partner units exchanged to common units | 2,680 | |
Stock incentive program, units, net - shares forfeited | 47,804 | 37,976 |
Redemption of Limited Partner Units | 1,000 | 316 |
Issuance of equivalents units | 72,442 | |
Issuance of common units | $ 23,514 | |
Net income, attributable to preferred distributions on temporary equity preferred units (in dollars) | 479,000 | $ 479,000 |
Net loss attributable to noncontrolling redeemable interests in properties (in dollars) | $ 1,269,000 | $ 897,000 |
Organization
Organization | 3 Months Ended |
Mar. 31, 2022 | |
Organization | |
Organization | 1. Organization Simon Property Group, Inc. is a Delaware corporation that operates as a self-administered and self-managed real estate investment trust, or REIT, under the Internal Revenue Code of 1986, as amended, or the Internal Revenue Code. REITs will generally not be liable for U.S. federal corporate income taxes as long as they distribute not less than 100% of their REIT taxable income. Simon Property Group, L.P. is our majority-owned Delaware partnership subsidiary that owns all of our real estate properties and other assets. According to the Operating Partnership’s partnership agreement, the Operating Partnership is required to pay all expenses of Simon. In these condensed notes to the consolidated financial statements, unless stated otherwise or the context otherwise requires, references to "Simon" mean Simon Property Group, Inc. and references to the "Operating Partnership" mean Simon Property Group, L.P. References to "we," "us" and "our" mean collectively Simon, the Operating Partnership and those entities/subsidiaries owned or controlled by Simon and/or the Operating Partnership. Unless otherwise indicated, these condensed notes to consolidated financial statements apply to both Simon and the Operating Partnership. We own, develop and manage premier shopping, dining, entertainment and mixed-use destinations, which consist primarily of malls, Premium Outlets ® ® |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2022 | |
Basis of Presentation | |
Basis of Presentation | 2. Basis of Presentation The accompanying unaudited consolidated financial statements include the accounts of all controlled subsidiaries, and all significant intercompany amounts have been eliminated. Due to the seasonal nature of certain operational activities, the results for the interim periods ended March 31, 2022 are not necessarily indicative of the results to be expected for the full year. These consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and include all of the information and disclosures required by accounting principles generally accepted in the United States (GAAP) for interim reporting. Accordingly, they do not include all of the disclosures required by GAAP for complete financial statements. In the opinion of management, all adjustments necessary for a fair presentation (including normal recurring accruals) have been included. The consolidated financial statements in this Form 10-Q should be read in conjunction with the audited consolidated financial statements and related notes contained in the combined 2021 Annual Report on Form 10-K of Simon and the Operating Partnership. Certain reclassifications considered necessary for a fair presentation have been made to the prior period financial statements in order to conform to the current year presentation. These reclassifications have not changed the results of operations. As of March 31, 2022, we consolidated 131 wholly-owned properties and 17 additional properties that are less than wholly-owned, but which we control or for which we are the primary beneficiary. We apply the equity method of accounting to the other 84 properties (the joint venture properties) and our investments in Klépierre (a publicly traded, Paris-based real estate company) and TRG, as well as our investments in certain retail operations, such as J.C. Penney and SPARC Group; intellectual property and licensing ventures, such as Authentic Brands Group, LLC, or ABG, and Eddie Bauer Ipco; and an e-commerce venture, Rue Gilt Groupe, or RGG, (collectively, our other platform investments). We manage the day-to-day operations of 52 of the 84 joint venture properties, but have determined that our partner or partners have substantive participating rights with respect to the assets and operations of these joint venture properties. Our investments in joint ventures in Japan, South Korea, Mexico, Malaysia, Thailand, Canada, Spain, and the United Kingdom comprise 23 of the remaining 32 properties. These international properties are managed by joint ventures in which we share control. Preferred distributions of the Operating Partnership are accrued at declaration and represent distributions on outstanding preferred units of partnership interests, or preferred units, and are included in net income attributable to noncontrolling interests. We allocate net operating results of the Operating Partnership after preferred distributions to limited partners and to Simon based on the partners’ respective weighted average ownership interests in the Operating Partnership. Net operating results of the Operating Partnership attributable to limited partners are reflected in net income attributable to noncontrolling interests. Simon’s weighted average ownership interest in the Operating Partnership was 87.4% for both the three months ended March 31, 2022 and 2021. As of March 31, 2022 and December 31, 2021, Simon’s ownership interest in the Operating Partnership was 87.4%. We adjust the noncontrolling limited partners’ interests at the end of each period to reflect their interest in the net assets of the Operating Partnership. Preferred unit requirements in the Operating Partnership’s accompanying consolidated statements of operations and comprehensive income represent distributions on outstanding preferred units and are recorded when declared. |
Significant Accounting Policies
Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2022 | |
Significant Accounting Policies | |
Significant Accounting Policies | 3. Significant Accounting Policies Cash and Cash Equivalents We consider all highly liquid investments purchased with an original maturity of 90 days or less to be cash and cash equivalents. Cash equivalents are carried at cost, which approximates fair value. Cash equivalents generally consist of commercial paper, bankers’ acceptances, Eurodollars, repurchase agreements, and money market deposits or securities. Financial instruments that potentially subject us to concentrations of credit risk include our cash and cash equivalents and our trade accounts receivable. We place our cash and cash equivalents with institutions of high credit quality. However, at certain times, such cash and cash equivalents are in excess of Federal Deposit Insurance Corporation and Securities Investor Protection Corporation insurance limits. Equity Instruments and Debt Securities Equity instruments and debt securities consist primarily of equity instruments, our deferred compensation plan investments, the debt securities of our captive insurance subsidiary, and certain investments held to fund the debt service requirements of debt previously secured by investment properties. At March 31, 2022 and December 31, 2021, we had equity instruments with readily determinable fair values of $109.0 million and $142.2 million, respectively. Changes in the fair value of these equity instruments are recorded in unrealized losses in fair value of equity instruments in our consolidated statements of operations and comprehensive income. At March 31, 2022 and December 31, 2021, we had equity instruments without readily determinable fair values of $223.0 million and $217.2 million, respectively, for which we have elected the measurement alternative. We regularly evaluate these investments for any impairment in their estimated fair value, as well as any observable price changes for an identical or similar equity instrument of the same issuer, and determined that no material adjustment in the carrying value was required for the three months ended March 31, 2022 and 2021. Our deferred compensation plan equity instruments are valued based upon quoted market prices. The investments have a matching liability as the amounts are fully payable to the employees that earned the compensation. Changes in value of these securities and changes to the matching liability to employees are both recognized in earnings and, as a result, there is no impact to consolidated net income. At March 31, 2022 and December 31, 2021, we held debt securities of $34.9 million and $60.9 million, respectively, in our captive insurance subsidiary. The types of securities included in the investment portfolio of our captive insurance subsidiary are typically U.S. Treasury or other U.S. government securities as well as corporate debt securities with maturities ranging from less than one year to ten years. These securities are classified as available-for-sale and are valued based upon quoted market prices or other observable inputs when quoted market prices are not available. The amortized cost of debt securities, which approximates fair value, held by our captive insurance subsidiary is adjusted for amortization of premiums and accretion of discounts to maturity. Changes in the values of these securities are recognized in accumulated other comprehensive income (loss) until the gain or loss is realized or until any unrealized loss is deemed to be other-than-temporary. We review any declines in value of these securities for other-than-temporary impairment and consider the severity and duration of any decline in value. To the extent an other-than-temporary impairment is deemed to have occurred, an impairment is recorded and a new cost basis is established. Our captive insurance subsidiary is required to maintain statutory minimum capital and surplus as well as maintain a minimum liquidity ratio. Therefore, our access to these securities may be limited. Fair Value Measurements Level 1 fair value inputs are quoted prices for identical items in active, liquid and visible markets such as stock exchanges. Level 2 fair value inputs are observable information for similar items in active or inactive markets, and appropriately consider counterparty creditworthiness in the valuations. Level 3 fair value inputs reflect our best estimate of inputs and assumptions market participants would use in pricing an asset or liability at the measurement date. The inputs are unobservable in the market and significant to the valuation estimate. We have no investments for which fair value is measured on a recurring basis using Level 3 inputs. The equity instruments with readily determinable fair values we held at March 31, 2022 and December 31, 2021 were primarily classified as having Level 1 fair value inputs. In addition, we had derivative instruments which were classified as having Level 2 inputs, which consist primarily of foreign currency forward contracts and interest rate swap agreements with an asset balance of $8.2 million at March 31, 2022 and $6.2 million at December 31, 2021, and a liability balance of $1.5 million at March 31, 2022 and December 31, 2021. Note 7 includes a discussion of the fair value of debt measured using Level 2 inputs. Level 3 inputs to our purchase accounting and impairment analyses include our estimations of net operating results of the property, capitalization rates and discount rates. Noncontrolling Interests Simon Details of the carrying amount of our noncontrolling interests are as follows: As of As of March 31, December 31, 2022 2021 Limited partners’ interests in the Operating Partnership $ 462,726 $ 477,292 Nonredeemable noncontrolling interests in properties, net 14,194 14,241 Total noncontrolling interests reflected in equity $ 476,920 $ 491,533 Net income attributable to noncontrolling interests (which includes nonredeemable and redeemable noncontrolling interests in consolidated properties, limited partners’ interests in the Operating Partnership and preferred distributions payable by the Operating Partnership on its outstanding preferred units) is a component of consolidated net income. In addition, the individual components of other comprehensive income (loss) are presented in the aggregate for both controlling and noncontrolling interests, with the portion attributable to noncontrolling interests deducted from comprehensive income attributable to common stockholders. The Operating Partnership Our evaluation of the appropriateness of classifying the Operating Partnership’s common units of partnership interest, or units, held by Simon and the Operating Partnership's limited partners within permanent equity considered several significant factors. First, as a limited partnership, all decisions relating to the Operating Partnership’s operations and distributions are made by Simon, acting as the Operating Partnership’s sole general partner. The decisions of the general partner are made by Simon's Board of Directors or management. The Operating Partnership has no other governance structure. Secondly, the sole asset of Simon is its interest in the Operating Partnership. As a result, a share of common stock of Simon, or common stock, if owned by the Operating Partnership, is best characterized as being similar to a treasury share and thus not an asset of the Operating Partnership. Limited partners of the Operating Partnership have the right under the Operating Partnership’s partnership agreement to exchange their units for shares of common stock or cash, as selected by Simon as the sole general partner. Accordingly, we classify units held by limited partners in permanent equity because Simon may elect to issue shares of common stock to limited partners exercising their exchange rights rather than using cash. Under the Operating Partnership’s partnership agreement, the Operating Partnership is required to redeem units held by Simon only when Simon has repurchased shares of common stock. We classify units held by Simon in permanent equity because the decision to redeem those units would be made by Simon. Net income attributable to noncontrolling interests (which includes nonredeemable and redeemable noncontrolling interests in consolidated properties) is a component of consolidated net income. Accumulated Other Comprehensive Income (Loss) Simon The total accumulated other comprehensive income (loss) related to Simon’s currency translation adjustment was ($173.9) million and ($175.1) million as of March 31, 2022 and December 31, 2021, respectively. The reclassifications out of accumulated other comprehensive income (loss) consisted of the following: For the Three Months Ended March 31, 2022 2021 Affected line item where net income is presented Currency translation adjustments $ — $ 5,660 Gain on acquisition of controlling interest, sale or disposal of, or recovery on, assets and interests in unconsolidated entities and impairment, net — (712) Net income attributable to noncontrolling interests $ — $ 4,948 Accumulated derivative gains, net $ 387 $ 483 Interest expense (49) (61) Net income attributable to noncontrolling interests $ 338 $ 422 The Operating Partnership The total accumulated other comprehensive income (loss) related to the Operating Partnership’s currency translation adjustment was ($198.9) million and ($200.2) million as of March 31, 2022 and December 31, 2021, respectively. The reclassifications out of accumulated other comprehensive income (loss) consisted of the following: For the Three Months Ended March 31, 2022 2021 Affected line item where net income is presented Currency translation adjustments $ — $ 5,660 Gain on acquisition of controlling interest, sale or disposal of, or recovery on, assets and interests in unconsolidated entities and impairment, net Accumulated derivative gains, net $ 387 $ 483 Interest expense New Accounting Pronouncements In March 2020, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2020-04, “Reference Rate Reform,” which provides temporary optional expedients and exceptions to the US GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens of the expected market transition from LIBOR and other interbank offered rates to alternative reference rates. Additional optional expedients, exceptions, and clarifications were created in ASU 2021-01. The guidance is effective upon issuance and generally can be applied to any contract modifications or existing and new hedging relationships through December 31, 2022. We elected the expedients in conjunction with transitioning certain debt instruments, as discussed in note 7, to alternative benchmark indices. There was no impact on our consolidated financial statements at adoption. |
Real Estate Acquisitions and Di
Real Estate Acquisitions and Dispositions | 3 Months Ended |
Mar. 31, 2022 | |
Real Estate Acquisitions and Dispositions | |
Real Estate Acquisitions and Dispositions | 4. Real Estate Acquisitions and Dispositions Unless otherwise noted, gains and losses on property transactions are included in gain on acquisition of controlling interest, sale or disposal of, or recovery on, assets and interests in unconsolidated entities and impairment, net in the accompanying consolidated statements of operations and comprehensive income. We capitalize asset acquisition costs and expense costs related to business combinations, as well as disposition related costs as they are incurred. We incurred a minimal amount of transaction expenses during the three months ended March 31, 2022 and 2021. 2021 Dispositions During 2021, we recorded net gains of $176.8 million primarily related to disposition activity which included the foreclosure of three consolidated retail properties in satisfaction of their respective $180.0 million, $120.9 million and $100.0 million non-recourse mortgage loans. |
Per Share and Per Unit Data
Per Share and Per Unit Data | 3 Months Ended |
Mar. 31, 2022 | |
Per Share and Per Unit Data | |
Per Share and Per Unit Data | 5. Per Share and Per Unit Data We determine basic earnings per share and basic earnings per unit based on the weighted average number of shares of common stock or units, as applicable, outstanding during the period and we consider any participating securities for purposes of applying the two-class method. We determine diluted earnings per share and diluted earnings per unit based on the weighted average number of shares of common stock or units, as applicable, outstanding combined with the incremental weighted average number of shares or units, as applicable, that would have been outstanding assuming all potentially dilutive securities were converted into shares of common stock or units, as applicable, at the earliest date possible. The following tables set forth the components of basic and diluted earnings per share and basic and diluted earnings per unit. Simon For the Three Months Ended March 31, 2022 2021 Net Income attributable to Common Stockholders — Basic and Diluted $ 426,630 $ 445,860 Weighted Average Shares Outstanding — Basic and Diluted 328,606,352 328,514,497 For the three months ended March 31, 2022, potentially dilutive securities include units that are exchangeable for common stock and long-term incentive performance units, or LTIP units, granted under our long-term incentive performance programs that are convertible into units and exchangeable for common stock. No securities had a material dilutive effect for the three months ended March 31, 2022 and 2021. We have not adjusted net income attributable to common stockholders and weighted average shares outstanding for income allocable to limited partners or units, respectively, as doing so would have no dilutive impact. We accrue dividends when they are declared. The Operating Partnership For the Three Months Ended March 31, 2022 2021 Net Income attributable to Unitholders — Basic and Diluted $ 487,993 $ 510,085 Weighted Average Units Outstanding — Basic and Diluted 375,870,183 375,836,653 For the three months ended March 31, 2022, potentially dilutive securities include LTIP units. No securities had a material dilutive effect for the three months ended March 31, 2022 and 2021. We accrue distributions when they are declared. |
Investments in Unconsolidated E
Investments in Unconsolidated Entities and International Investments | 3 Months Ended |
Mar. 31, 2022 | |
Investments in Unconsolidated Entities and International Investments | |
Investments in Unconsolidated Entities and International Investments | 6. Investment in Unconsolidated Entities and International Investments Real Estate Joint Ventures and Investments Joint ventures are common in the real estate industry. We use joint ventures to finance properties, develop new properties and diversify our risk in a particular property or portfolio of properties. As discussed in note 2, we held joint venture interests in 84 properties as of March 31, 2022. Certain of our joint venture properties are subject to various rights of first refusal, buy-sell provisions, put and call rights, or other sale or marketing rights for partners which are customary in real estate joint venture agreements and the industry. We and our partners in these joint ventures may initiate these provisions (subject to any applicable lock up or similar restrictions), which may result in either the sale of our interest or the use of available cash or borrowings, or the use of limited partnership interests in the Operating Partnership, to acquire the joint venture interest from our partner. We may provide financing to joint venture properties primarily in the form of interest bearing construction loans. As of March 31, 2022 and December 31, 2021, we had construction loans and other advances to these related parties totaling $131.7 million and $88.4 million, respectively, which are included in deferred costs and other assets in the accompanying consolidated balance sheets. Unconsolidated Entity Transactions On July 1, 2021, we contributed to ABG all of our interests in both the Forever 21 and Brooks Brothers licensing ventures in exchange for additional interests in ABG. As a result, in the third quarter of 2021, we recognized a non-cash, pre-tax gain of $159.8 million representing the difference between the fair value of the interests received determined using Level 3 inputs and the carrying value of the intellectual property licensing ventures less costs to sell. In connection with this transaction, we recorded deferred taxes of $47.9 million. On December 20, 2021, we sold a portion of our interest in ABG, resulting in a pre-tax gain of $18.8 million. In connection with this transaction, we recorded tax expense of $8.0 million. Subsequently, we acquired additional interests in ABG for cash consideration of $100.0 million. At March 31, 2022, our interest in ABG was approximately 10.4%. During the fourth quarter of 2021, we disposed of our interest in an unconsolidated property resulting in a gain of $3.4 million. Our share of the proceeds from this transaction was $3.0 million. On June 1, 2021, we and our partner, ABG, acquired the licensing rights of Eddie Bauer. Our non-controlling interest in the licensing venture, Eddie Bauer Ipco, is 49% and was acquired for cash consideration of $100.8 million. During the second quarter of 2021, we sold our interest in one multi-family residential investment resulting in a gain of $14.9 million. Our share of the gross proceeds from this transaction was $27.1 million. On December 29, 2020, we completed the acquisition of an 80% noncontrolling ownership interest in TRG, which has an interest in 24 regional, super-regional, and outlet malls in the U.S. and Asia. Under the terms of the transaction, we, through the Operating Partnership, acquired all of Taubman Centers, Inc., or Taubman, common stock for $43.00 per share in cash. Total consideration for the acquisition, including the redemption of Taubman’s $192.5 million 6.5% Series J Cumulative Preferred Shares and its $170.00 million 6.25% Series K Cumulative Preferred Shares, and the issuance of 955,705 Operating Partnership units, was approximately $3.5 billion. Our investment includes the 6.38% Series A Cumulative Redeemable Preferred Units for $362.5 million issued to us. Our share of net losses was ($18.5 million) for the three months ended March 31, 2022 and ($24.8 million) for the three months ended March 31, 2021, which includes amortization of our excess investment of $49.0 million and $31.6 million, for the same periods. Substantially all of our investment has been allocated to investment property based upon fair values determined at the acquisition date using Level 2 and 3 inputs. TRG’s total revenue, operating income before other items and consolidated net income were approximately $162.6 million, $61.9 million, and $38.7 million, respectively, for the three months ended March 31, 2022 and $135.4 million, $36.8 million, and $8.7 million, respectively, for the three months ended March 31, 2021, before consideration of the amortization of our excess investment. On February 19, 2020, we and a group of co-investors acquired certain assets and liabilities of Forever 21, a retailer of apparel and accessories, out of bankruptcy. The interests were acquired through two separate joint ventures, a licensing venture and an operating venture. Our aggregate investment in the ventures was $67.6 million. In connection with the acquisition of our interest, the Forever 21 joint venture recorded a non-cash bargain purchase gain in the second quarter of 2020, of which our share was $35.0 million pre-tax. In the first quarter of 2021, we and our partner, ABG, each acquired additional 12.5% interests in the licensing and operations of Forever 21, our share of which was $56.3 million, bringing our respective interests to 50%. Subsequently, the Forever 21 operations were merged into SPARC Group. In 2016, we and a group of co-investors acquired certain assets and liabilities of Aéropostale, a retailer of apparel and accessories, out of bankruptcy, and subsequently renamed SPARC Group. The interests were acquired through two separate joint ventures, a licensing venture and an operating venture. In April 2018, we contributed our entire interest in the licensing venture in exchange for additional interests in ABG. In January 2020, we acquired additional interests of 5.05% and 1.37% in SPARC Group and ABG, respectively, for $6.7 million and $33.5 million, respectively. During the third quarter of 2020, SPARC Group acquired certain assets and operations of Brooks Brothers and Lucky Brands out of bankruptcy. During the second quarter of 2021, SPARC Group acquired certain assets and operations of Eddie Bauer. During the first quarter of 2022, SPARC Group acquired certain assets and operations of Reebok and entered into a long-term strategic partnership agreement with ABG to become the core licensee and operating partner for Reebok in the United States. At March 31, 2022, our noncontrolling equity method interests in SPARC Group was 50.0%. European Investments At March 31, 2022, we owned 63,924,148 shares, or approximately 22.4%, of Klépierre, which had a quoted market price of $26.88 per share. Our share of net income (loss), net of amortization of our excess investment, was $8.7 million and ($7.8 million) for the three months ended March 31, 2022 and 2021, respectively. Based on applicable Euro:USD exchange rates and after our conversion of Klépierre’s results to GAAP, Klépierre’s total revenues, operating income before other items and consolidated net income (loss) were approximately $293.3 million, $75.9 million and $46.4 million, respectively, for the three months ended March 31, 2022 and $277.8 million, $51.0 million and ($15.2 million), respectively, for the three months ended March 31, 2021. We have an interest in a European investee that had interests in 11 Designer Outlet properties as of March 31, 2022 and December 31, 2021, seven of which are consolidated by us as of March 31, 2022. As of March 31, 2022, our legal percentage ownership interests in these properties ranged from 23% to 94%. On January 1, 2021 our European investee gained control of Ochtrup Designer Outlets as a result of the expiration of certain participating rights held by a venture partner. This resulted in the consolidation of the property, requiring a remeasurement of our previously held equity interest to fair value and the recognition of a non-cash gain of $3.7 million in earnings during the first quarter of 2021, which includes amounts reclassified from accumulated other comprehensive income (loss) related to the currency translation adjustment previously recorded on our investment. The gain is included in gain on acquisition of controlling interest, sale or disposal of, or recovery on, assets and interests in unconsolidated entities and impairment, net in the accompanying consolidated statements of operations and comprehensive income. The determination of the fair value consisted of Level 2 and 3 inputs and was predominately allocated to investment property. In addition, we have a 50.0% noncontrolling interest in a European property management and development company that provides services to the Designer Outlet properties. We also have minority interests in Value Retail PLC and affiliated entities, which own or have interests in and operate nine luxury outlets located throughout Europe and we also have a direct minority ownership in three of those outlets. At March 31, 2022 and December 31, 2021, the carrying value of these equity instruments without readily determinable fair values was $140.8 million and is included in deferred costs and other assets. Asian Joint Ventures We conduct our international Premium Outlet operations in Japan through a joint venture with Mitsubishi Estate Co., Ltd. We have a 40% noncontrolling ownership interest in this joint venture. The carrying amount of our investment in this joint venture was $209.7 million and $206.1 million as of March 31, 2022 and December 31, 2021, respectively, including all related components of accumulated other comprehensive income (loss). We conduct our international Premium Outlet operations in South Korea through a joint venture with Shinsegae International Co. We have a 50% noncontrolling ownership interest in this joint venture. The carrying amount of our investment in this joint venture was $199.9 million and $194.9 million as of March 31, 2022 and December 31, 2021, respectively, including all related components of accumulated other comprehensive income (loss). Summary Financial Information A summary of the combined balance sheets and statements of operations of our equity method investments and share of income from such investments, excluding our investments in Klépierre and TRG as well as our other platform investments. COMBINED BALANCE SHEETS March 31, December 31, 2022 2021 Assets: Investment properties, at cost $ 19,533,151 $ 19,724,242 Less - accumulated depreciation 8,255,410 8,330,891 11,277,741 11,393,351 Cash and cash equivalents 1,392,710 1,481,287 Tenant receivables and accrued revenue, net 517,657 591,369 Right-of-use assets, net 161,471 154,561 Deferred costs and other assets 369,541 394,691 Total assets $ 13,719,120 $ 14,015,259 Liabilities and Partners’ Deficit: Mortgages $ 15,075,434 $ 15,223,710 Accounts payable, accrued expenses, intangibles, and deferred revenue 823,553 995,392 Lease liabilities 149,194 158,372 Other liabilities 414,084 383,018 Total liabilities 16,462,265 16,760,492 Preferred units 67,450 67,450 Partners’ deficit (2,810,595) (2,812,683) Total liabilities and partners’ deficit $ 13,719,120 $ 14,015,259 Our Share of: Partners’ deficit $ (1,260,901) $ (1,207,396) Add: Excess Investment 1,267,144 1,283,645 Our net Investment in unconsolidated entities, at equity $ 6,243 $ 76,249 “Excess Investment” represents the unamortized difference of our investment over our share of the equity in the underlying net assets of the joint ventures or other investments acquired and has been determined to relate to the fair value of the investment properties, intangible assets, including goodwill, and debt premiums and discounts. We amortize excess investment over the life of the related depreciable components of assets acquired, typically no greater than 40 years, the terms of the applicable leases, the estimated useful lives of the finite lived intangibles, and the applicable debt maturity, respectively. The amortization is included in the reported amount of income from unconsolidated entities. COMBINED STATEMENTS OF OPERATIONS For the Three Months Ended March 31, 2022 2021 REVENUE: Lease income $ 717,768 $ 652,754 Other income 112,585 72,599 Total revenue 830,353 725,353 OPERATING EXPENSES: Property operating 149,515 133,037 Depreciation and amortization 170,562 171,154 Real estate taxes 65,324 68,897 Repairs and maintenance 21,481 19,046 Advertising and promotion 19,318 19,444 Other 48,843 31,988 Total operating expenses 475,043 443,566 Operating Income Before Other Items 355,310 281,787 Interest expense (144,448) (146,196) Net Income $ 210,862 $ 135,591 Third-Party Investors’ Share of Net Income $ 104,657 $ 68,141 Our Share of Net Income 106,205 67,450 Amortization of Excess Investment (15,139) (19,327) Income from Unconsolidated Entities $ 91,066 $ 48,123 Our share of income from unconsolidated entities in the above table, aggregated with our share of results from our investments in Klépierre and TRG as well as our other platform investments, is presented in income from unconsolidated entities in the accompanying consolidated statements of operations and comprehensive income. Unless otherwise noted, our share of the gain on acquisition of controlling interest sale or disposal of assets and interests in unconsolidated entities, net is reflected within gain (loss) on sale or disposal of, or recovery on, assets and interests in unconsolidated entities and impairment, net in the accompanying consolidated statements of operations and comprehensive income. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2022 | |
Indebtedness | |
Debt | 7. Debt Unsecured Debt At March 31, 2022, our unsecured debt consisted of $19.5 billion of senior unsecured notes of the Operating Partnership, $125.0 million outstanding under the Operating Partnership’s $4.0 billion unsecured revolving credit facility, or Credit Facility, and $239.7 million outstanding under the Operating Partnership’s global unsecured commercial paper note program, or Commercial Paper program. At March 31, 2022, we had an aggregate available borrowing capacity of $7.1 billion under the Credit Facility and the Operating Partnership’s $3.5 billion unsecured revolving credit facility, or Supplemental Facility, and together with the Credit Facility, the Credit Facilities. The maximum aggregate outstanding balance under the Credit Facilities, during the three months ended March 31, 2022 was $1.2 billion and the weighted average outstanding balance was $265.0 million. Letters of credit of $10.1 million were outstanding under the Credit Facilities as of March 31, 2022. The Credit Facility can be increased in the form of additional commitments in an aggregate not to exceed $1.0 billion, for a total aggregate size of $5.0 billion, subject to obtaining additional lender commitments and satisfying certain customary conditions precedent. Borrowings may be denominated in U.S. dollars, Euro, Yen, Pounds Sterling, Canadian dollars and Australian dollars. Borrowings in currencies other than the U.S. dollar are limited to 95% of the maximum revolving credit amount, as defined. The initial maturity date of the Credit Facility is June 30, 2024. The Credit Facility can be extended for two additional six-month periods to June 30, 2025, at our sole option, subject to satisfying certain customary conditions precedent. Borrowings under the Credit Facility bear interest, at our election, at either (i) (x) for Term Benchmark Loans, the Adjusted Term SOFR Rate, the applicable Local Rate, the Adjusted EURIBOR Rate, or the Adjusted TIBOR Rate, (y) for RFR Loans, if denominated in Sterling, SONIA plus a benchmark adjustment and if denominated in Dollars, Daily Simple SOFR plus a benchmark adjustment, or (z) for Daily SOFR Loans, the Adjusted Floating Overnight Daily SOFR Rate, in each case of clauses (x) through (z) above, plus a margin determined by our corporate credit rating of between 0.650% and 1.400% or (ii) for loans denominated in U.S. Dollars only, the base rate (which rate is equal to the greatest of the prime rate, the federal funds effective rate plus 0.500% or Adjusted Term SOFR Rate for one month plus 1.000%) (the “Base Rate”), plus a margin determined by our corporate credit rating of between 0.000% and 0.400%. The Credit Facility includes a facility fee determined by our corporate credit rating of between 0.100% and 0.300% on the aggregate revolving commitments under the Credit Facility. Based upon our current credit ratings, the interest rate on the Credit Facility is SOFR plus 72.5 basis points, plus a spread adjustment to account for the transition from LIBOR to SOFR. The Supplemental Facility’s borrowing capacity of $3.5 billion may be increased to $4.5 billion during its term and provides for borrowings denominated in U.S. dollars, Euro, Yen, Pounds, Sterling, Canadian dollars and Australian dollars. Borrowings in currencies other than the U.S. dollar are limited to 100% of the maximum revolving credit amount, as defined. The initial maturity date of the Supplemental Facility is January 31, 2026 and can be extended for an additional year to January 31, 2027 at our sole option, subject to satisfying certain customary conditions precedent. Borrowings under the Supplemental Facility bear interest, at the Company’s election, at either (i) (x) for Term Benchmark Loans, the Adjusted Term SOFR Rate, the applicable Local Rate, the Adjusted EURIBOR Rate, or the Adjusted TIBOR Rate, (y) for RFR Loans, if denominated in Sterling, SONIA plus a benchmark adjustment and if denominated in Dollars, Daily Simple SOFR plus a benchmark adjustment, or (z) for Daily SOFR Loans, the Adjusted Floating Overnight Daily SOFR Rate, in each case of clauses (x) through (z) above, plus a margin determined by our corporate credit rating of between 0.650% and 1.400% or (ii) for loans denominated in U.S. Dollars only, the base rate (which rate is equal to the greatest of the prime rate, the federal funds effective rate plus 0.500% or Adjusted Term SOFR Rate for one month plus 1.000%) (the “Base Rate”), plus a margin determined by our corporate credit rating of between 0.000% and 0.400%. The Supplemental Facility includes a facility fee determined by our corporate credit rating of between 0.100% and 0.300% on the aggregate revolving commitments under the Supplemental Facility. Based upon our current credit ratings, the interest rate on the Supplemental Facility is SOFR plus 72.5 basis points, plus a spread adjustment to account for the transition from LIBOR to SOFR. The Operating Partnership also has available a Commercial Paper program of $2.0 billion, or the non-U.S. dollar equivalent thereof. The Operating Partnership may issue unsecured commercial paper notes, denominated in U.S. dollars, Euro and other currencies. Notes issued in non-U.S. currencies may be issued by one or more subsidiaries of the Operating Partnership and are guaranteed by the Operating Partnership. Notes are sold under customary terms in the U.S. and Euro commercial paper note markets and rank (either by themselves or as a result of the guarantee described above) pari passu with the Operating Partnership’s other unsecured senior indebtedness. The Commercial Paper program is supported by the Credit Facilities and if necessary or appropriate, we may make one or more draws under either of the Credit Facilities to pay amounts outstanding from time to time on the Commercial Paper program. On March 31, 2022, we had $239.7 million outstanding under the Commercial Paper program, fully comprised of U.S. dollar-denominated notes with a weighted average interest rate of 0.30%. These borrowings have a weighted average maturity date of April 6, 2022 and reduce amounts otherwise available under the Credit Facilities. On January 11, 2022, the Operating Partnership completed the issuance of the following senior unsecured notes: $500 million with a floating interest rate of SOFR plus 43 basis points, and $700 million with a fixed interest rate of 2.650%, with maturity dates of January 11, 2024 and February 1, 2032, respectively. The proceeds were used to repay $1.05 billion outstanding under the Supplemental Facility on January 12, 2022. Mortgage Debt Total mortgage indebtedness was $5.4 billion at March 31, 2022 and December 31, 2021, respectively. Covenants Our unsecured debt agreements contain financial covenants and other non-financial covenants. The Facilities contain ongoing covenants relating to total and secured leverage to capitalization value, minimum earnings before interest, taxes, depreciation, and amortization, or EBITDA, and unencumbered EBITDA coverage requirements. Payment under the Facilities can be accelerated if the Operating Partnership or Simon is subject to bankruptcy proceedings or upon the occurrence of certain other events. If we were to fail to comply with these covenants, after the expiration of the applicable cure periods, the debt maturity could be accelerated or other remedies could be sought by the lender, including adjustments to the applicable interest rate. As of March 31, 2022, we were in compliance with all covenants of our unsecured debt. At March 31, 2022, our consolidated subsidiaries were the borrowers under 36 non-recourse mortgage notes secured by mortgages on 39 properties and other assets, including two separate pools of cross-defaulted and cross-collateralized mortgages encumbering a total of five properties. Under these cross-default provisions, a default under any mortgage included in the cross-defaulted pool may constitute a default under all mortgages within that pool and may lead to acceleration of the indebtedness due on each property within the pool. Certain of our secured debt instruments contain financial and other non-financial covenants which are specific to the properties that serve as collateral for that debt. If the applicable borrower under these non-recourse mortgage notes were to fail to comply with these covenants, the lender could accelerate the debt and enforce its rights against their collateral. At March 31, 2022, the applicable borrowers under these non-recourse mortgage notes were in compliance with all covenants where non-compliance could individually or in the aggregate, giving effect to applicable cross-default provisions, have a material adverse effect on our financial condition, liquidity or results of operations. Fair Value of Debt The carrying value of our variable-rate mortgages and other loans approximates their fair values. We estimate the fair values of consolidated fixed rate mortgages using cash flows discounted at current borrowing rates and other indebtedness using cash flows discounted at current market rates. We estimate the fair values of consolidated fixed rate unsecured notes using quoted market prices, or, if no quoted market prices are available, we use quoted market prices for securities with similar terms and maturities. The book value of our consolidated fixed rate mortgages and unsecured indebtedness including commercial paper was $23.7 billion and $23.3 billion as of March 31, 2022 and December 31, 2021, respectively. The fair values of these financial instruments and the related discount rate assumptions as of March 31, 2022 and December 31, 2021 are summarized as follows: March 31, December 31, 2022 2021 Fair value of consolidated fixed rate mortgages and unsecured indebtedness (in millions) $ 23,310 $ 24,597 Weighted average discount rates assumed in calculation of fair value for fixed rate mortgages 4.28 % 3.17 % Weighted average discount rates assumed in calculation of fair value for unsecured indebtedness 4.19 % 3.33 % |
Equity
Equity | 3 Months Ended |
Mar. 31, 2022 | |
Equity | |
Equity | 8. Equity During the three months ended March 31, 2022, Simon issued 2,680 shares of common stock to two limited partners of the Operating Partnership in exchange for an equal number of units pursuant to the partnership agreement of the Operating Partnership. During the three months ended March 31, 2022, the Operating Partnership redeemed 1,000 units from a limited partner for $0.1 million. These transactions increased Simon’s ownership interest in the Operating Partnership. On May 9, 2022, Simon's Board of Directors authorized a common stock repurchase plan. Under the plan, Simon may repurchase up to $2.0 billion of its common stock during the two-year We paid a common stock dividend of $1.65 per share for the three months ended March 31, 2022. We paid a common stock dividend of $1.30 per share for the first quarter of 2021 May 9, 2022 Temporary Equity Simon Simon classifies as temporary equity those securities for which there is the possibility that Simon could be required to redeem the security for cash irrespective of the probability of such a possibility. As a result, Simon classifies one series of preferred units in the Operating Partnership and noncontrolling redeemable interests in properties in temporary equity. Each of these securities is discussed further below. Limited Partners’ Preferred Interest in the Operating Partnership and Noncontrolling Redeemable Interests in Properties redeemable at amounts in excess of fair value as of March 31, 2022 and December 31, 2021. The following table summarizes the preferred units in the Operating Partnership and the amount of the noncontrolling redeemable interests in properties as follows: As of As of March 31, December 31, 2022 2021 7.50% Cumulative Redeemable Preferred Units, 260,000 units authorized, 255,373 issued and outstanding $ 25,537 $ 25,537 Other noncontrolling redeemable interests 532,768 522,203 Limited partners’ preferred interest in the Operating Partnership and noncontrolling redeemable interests in properties $ 558,305 $ 547,740 The Operating Partnership The Operating Partnership classifies as temporary equity those securities for which there is the possibility that the Operating Partnership could be required to redeem the security for cash, irrespective of the probability of such a possibility. As a result, the Operating Partnership classifies one series of preferred units and noncontrolling redeemable interests in properties in temporary equity. The following table summarizes the preferred units and the amount of the noncontrolling redeemable interests in properties as follows: As of As of March 31, December 31, 2022 2021 7.50% Cumulative Redeemable Preferred Units, 260,000 units authorized, 255,373 issued and outstanding $ 25,537 $ 25,537 Other noncontrolling redeemable interests 532,768 522,203 Total preferred units, at liquidation value, and noncontrolling redeemable interests in properties $ 558,305 $ 547,740 Stock-Based Compensation Our long-term incentive compensation awards under our stock-based compensation plans primarily take the form of LTIP units, restricted stock units, and restricted stock. The substantial majority of these awards are market condition or performance-based, and are based on various market, corporate and business unit performance measures as further described below. The expense related to these programs, net of amounts capitalized, is included within home and regional office costs and general and administrative costs in the accompanying statements of operations and comprehensive income. LTIP units are a form of limited partnership interest issued by the Operating Partnership, which are subject to the participant maintaining employment with us through certain dates and other conditions as described in the applicable award agreements. Awarded LTIP units not earned in accordance with the conditions set forth in the applicable award agreements are forfeited. Earned and fully vested LTIP units are equivalent to units of the Operating Partnership. Participants are entitled to receive distributions on the awarded LTIP units, as defined, equal to 10% of the regular quarterly distributions paid on a unit of the Operating Partnership. As a result, we account for these LTIP units as participating securities under the two class method of computing earnings per share. These are granted under The Simon Property Group, L.P. 2019 Stock Incentive Plan, or the 2019 Plan. The grant date fair values of any LTIP units that are market-based awards are estimated using a Monte Carlo model, and the resulting fixed expense is recorded regardless of whether the market condition criteria are achieved if the participant performs the required service period. The grant date fair values of the market-based awards are being amortized into expense over the performance period, which is the grant date through the date at which the awards, if earned, become vested. The expense of the performance-based award is recorded over the performance period, which is the grant date through the date at which the awards, if earned, become vested, based on our assessment as to whether it is probable that the performance criteria will be achieved during the applicable performance periods. The grant date fair values of any restricted stock unit awards are recognized as expense over the vesting period. 2019 LTIP Program 2020 LTI Program. One-third three-year 2021 LTI Program. three-year 2022 LTI Program. These awards will vest on March 11, 2025 and March 18, 2025. The $6.9 million grant date fair value of these awards is being recognized as expense over the three-year The Compensation and Human Capital Committee approved LTIP unit grants as shown in the table below. The extent to which LTIP units were determined by the Compensation and Human Capital Committee’s to have been earned, and the aggregate grant date fair value, are as follows: LTIP Program LTIP Units Earned Grant Date Fair Value of TSR Award Grant Date Target Value of Performance-Based Awards 2019 LTIP program 72,442 $9.5 million $14.7 million 2021 LTIP program To be determined in 2024 $5.7 million $12.2 million 2022 LTIP program To be determined in 2025 — $13.7 million We recorded compensation expense, net of capitalization, related to the aforementioned LTIP and LTI programs of approximately $5.8 million and $4.6 million for the three months ended March 31, 2022 and 2021, respectively. Restricted Stock. three-year We recorded compensation expense, net of capitalization, related to restricted stock of approximately $2.4 million and $1.9 million for the three months ended March 31, 2022 and 2021, respectively. |
Lease Income
Lease Income | 3 Months Ended |
Mar. 31, 2022 | |
Lease Income | |
Lease Income | 9. Lease Income Fixed lease income under our operating leases includes fixed minimum lease consideration and fixed CAM reimbursements recorded on a straight-line basis. Variable lease income includes consideration based on sales, as well as reimbursements for real estate taxes, utilities, marketing, and certain other items including negative variable lease income as discussed below. For the Three Months Ended March 31, 2022 2021 Fixed lease income $ 959,630 $ 937,489 Variable lease income 248,237 207,569 Total lease income $ 1,207,867 $ 1,145,058 Tenant receivables and accrued revenue in the accompanying consolidated balance sheets includes straight-line receivables of $559.5 million and $568.7 million on March 31, 2022, and December 31, 2021, respectively. In April 2020, the FASB staff released guidance focused on treatment of concessions related to the effects of COVID-19 on the application of lease modification guidance in Accounting Standards Codification (ASC) 842, “Leases.” The guidance provides a practical expedient to forgo the associated reassessments required by ASC 842 when changes to a lease result in similar or lower future consideration. We have elected to generally account for rent abatements as negative variable lease consideration in the period granted, or in the period we determine we expect to grant an abatement. Further abatements granted in the future will reduce lease income in the period we grant, or determine we expect to grant, an abatement. We have agreed to deferral or abatement arrangements with a number of our tenants as a result of the COVID-19 pandemic. In addition, uncollected rent due from certain of our tenants is subject to ongoing litigation, the outcome of which may affect our ability to collect in full the associated outstanding receivable balances. In connection with rent deferrals or other accruals of unpaid rent payments, if we determine that rent payments are probable of collection, we will continue to recognize lease income on a straight-line basis over the lease term along with associated tenant receivables. However, if we determine that such deferred rent payments or other accrued but unpaid rent payments are not probable of collection, lease income will be recorded on the cash basis, with the corresponding tenant receivable and deferred rent receivable balances charged as a direct write-off against lease income in the period of the change in our collectability determination. Additionally, our assessment of collectability incorporates information regarding a tenant’s financial condition that is obtained from available financial data, the expected outcome of contractual disputes and other matters, and our communications and negotiations with the tenant. When a tenant seeks to reorganize its operations through bankruptcy proceedings, we assess the collectability of receivable balances. Our ongoing assessment incorporates, among other things, the timing of a tenant’s bankruptcy filing and our expectations of the assumptions by the tenant in bankruptcy proceedings of leases at the Company’s properties on substantially similar terms. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies. | |
Commitments and Contingencies | 10. Commitments and Contingencies Litigation We are involved from time-to-time in various legal and regulatory proceedings that arise in the ordinary course of our business, including, but not limited to, commercial disputes, environmental matters, and litigation in connection with transactions such as acquisitions and divestitures. We believe that current proceedings will not have a material adverse effect on our financial condition, liquidity, or results of operations. We record a liability when a loss is considered probable and the amount can be reasonably estimated. Lease Commitments As of March 31, 2022, we are subject to ground leases that cover all or a portion of 23 of our consolidated properties with termination dates extending through 2090, including periods for which exercising an extension option is reasonably assured. These ground leases generally require us to make fixed annual rental payments, or a fixed annual rental payment plus a percentage rent component based upon the revenues or total sales of the property. In addition, we have several regional office locations that are subject to leases with termination dates ranging from 2023 to 2028. These office leases generally require us to make fixed annual rental payments plus pay our share of common area, real estate taxes, and utility expenses. Some of our ground and office leases include escalation clauses. All of our lease arrangements are classified as operating leases. We incurred ground lease expense and office lease expense, which are included in other expense and home office and regional expense, respectively, as follows: For the Three Months Ended March 31, 2022 2021 Operating Lease Cost Fixed lease cost $ 8,095 $ 8,118 Variable lease cost 4,269 4,078 Sublease income — (186) Total operating lease cost $ 12,364 $ 12,010 For the Three Months Ended March 31, 2022 2021 Other Information Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 12,339 $ 12,166 Weighted-average remaining lease term - operating leases 33.3 years 34.2 years Weighted-average discount rate - operating leases 4.87% 4.87% Minimum lease payments due under these leases for years ending December 31, excluding applicable extension options and renewal options unless reasonably certain of exercise and any sublease income, are as follows: 2022 $ 33,120 2023 33,261 2024 33,395 2025 33,406 2026 33,420 Thereafter 857,686 $ 1,024,288 Impact of discounting (519,604) Operating lease liabilities $ 504,684 Guarantees of Indebtedness Joint venture debt is the liability of the joint venture and is typically secured by the joint venture property, which is non-recourse to us. As of March 31, 2022 and December 31, 2021, the Operating Partnership guaranteed joint venture related mortgage indebtedness of $155.5 million and $209.9 million, respectively Mortgages guaranteed by the Operating Partnership are secured by the property of the joint venture which could be sold in order to satisfy the outstanding obligation and which has an estimated fair value in excess of the guaranteed amount. Concentration of Credit Risk Our U.S. Malls, Premium Outlets, and The Mills rely upon anchor tenants to attract customers; however, anchors do not contribute materially to our financial results as many anchors own their spaces. All material operations are within the United States and no customer or tenant accounts for 5% or more of our consolidated revenues. Hurricane Impacts During the third quarter of 2020, one of our properties located in Texas experienced property damage and business interruption as a result of Hurricane Hanna. We wrote-off assets of approximately $9.6 million, and recorded an insurance recovery receivable, and have received $14.0 million of insurance proceeds from third-party carriers. The proceeds were used for property restoration and remediation and reduced the insurance recovery receivable. During the third quarter of 2020, one of our properties located in Louisiana experienced property damage and business interruption as a result of Hurricane Laura. We wrote-off assets of approximately $11.1 million and recorded an insurance recovery receivable, and have received $27.5 million of insurance proceeds from third-party carriers. The proceeds were used for property restoration and remediation and reduced the insurance recovery receivable. COVID-19 On March 11, 2020, the World Health Organization declared the novel strain of coronavirus, or COVID-19, a global pandemic and recommended containment and mitigation measures worldwide. The COVID-19 pandemic has had a material negative impact on economic and market conditions around the world, and, notwithstanding the fact that vaccines are being administered in the United States and elsewhere, the pandemic continues to adversely impact economic activity in retail real estate. The impact of the COVID-19 pandemic continues to evolve and governments and other authorities, including where we own or hold interests in properties, have at times imposed measures intended to control its spread, including restrictions on freedom of movement, group gatherings and business operations such as travel bans, border closings, business closures, quarantines, stay-at-home, shelter-in-place orders, density limitations and social distancing measures. As a result of the COVID-19 pandemic and these measures, the Company has experienced and may continue to experience material impacts including changes in the ability to recognize revenue due to changes in our assessment of the probability of collection of lease income and asset impairment charges as a result of changing cash flows generated by our properties and investments. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Significant Accounting Policies | |
Cash and Cash Equivalents | Cash and Cash Equivalents We consider all highly liquid investments purchased with an original maturity of 90 days or less to be cash and cash equivalents. Cash equivalents are carried at cost, which approximates fair value. Cash equivalents generally consist of commercial paper, bankers’ acceptances, Eurodollars, repurchase agreements, and money market deposits or securities. Financial instruments that potentially subject us to concentrations of credit risk include our cash and cash equivalents and our trade accounts receivable. We place our cash and cash equivalents with institutions of high credit quality. However, at certain times, such cash and cash equivalents are in excess of Federal Deposit Insurance Corporation and Securities Investor Protection Corporation insurance limits. |
Equity Instruments and Debt Securities | Equity Instruments and Debt Securities Equity instruments and debt securities consist primarily of equity instruments, our deferred compensation plan investments, the debt securities of our captive insurance subsidiary, and certain investments held to fund the debt service requirements of debt previously secured by investment properties. At March 31, 2022 and December 31, 2021, we had equity instruments with readily determinable fair values of $109.0 million and $142.2 million, respectively. Changes in the fair value of these equity instruments are recorded in unrealized losses in fair value of equity instruments in our consolidated statements of operations and comprehensive income. At March 31, 2022 and December 31, 2021, we had equity instruments without readily determinable fair values of $223.0 million and $217.2 million, respectively, for which we have elected the measurement alternative. We regularly evaluate these investments for any impairment in their estimated fair value, as well as any observable price changes for an identical or similar equity instrument of the same issuer, and determined that no material adjustment in the carrying value was required for the three months ended March 31, 2022 and 2021. Our deferred compensation plan equity instruments are valued based upon quoted market prices. The investments have a matching liability as the amounts are fully payable to the employees that earned the compensation. Changes in value of these securities and changes to the matching liability to employees are both recognized in earnings and, as a result, there is no impact to consolidated net income. At March 31, 2022 and December 31, 2021, we held debt securities of $34.9 million and $60.9 million, respectively, in our captive insurance subsidiary. The types of securities included in the investment portfolio of our captive insurance subsidiary are typically U.S. Treasury or other U.S. government securities as well as corporate debt securities with maturities ranging from less than one year to ten years. These securities are classified as available-for-sale and are valued based upon quoted market prices or other observable inputs when quoted market prices are not available. The amortized cost of debt securities, which approximates fair value, held by our captive insurance subsidiary is adjusted for amortization of premiums and accretion of discounts to maturity. Changes in the values of these securities are recognized in accumulated other comprehensive income (loss) until the gain or loss is realized or until any unrealized loss is deemed to be other-than-temporary. We review any declines in value of these securities for other-than-temporary impairment and consider the severity and duration of any decline in value. To the extent an other-than-temporary impairment is deemed to have occurred, an impairment is recorded and a new cost basis is established. Our captive insurance subsidiary is required to maintain statutory minimum capital and surplus as well as maintain a minimum liquidity ratio. Therefore, our access to these securities may be limited. |
Fair Value Measurements | Fair Value Measurements Level 1 fair value inputs are quoted prices for identical items in active, liquid and visible markets such as stock exchanges. Level 2 fair value inputs are observable information for similar items in active or inactive markets, and appropriately consider counterparty creditworthiness in the valuations. Level 3 fair value inputs reflect our best estimate of inputs and assumptions market participants would use in pricing an asset or liability at the measurement date. The inputs are unobservable in the market and significant to the valuation estimate. We have no investments for which fair value is measured on a recurring basis using Level 3 inputs. The equity instruments with readily determinable fair values we held at March 31, 2022 and December 31, 2021 were primarily classified as having Level 1 fair value inputs. In addition, we had derivative instruments which were classified as having Level 2 inputs, which consist primarily of foreign currency forward contracts and interest rate swap agreements with an asset balance of $8.2 million at March 31, 2022 and $6.2 million at December 31, 2021, and a liability balance of $1.5 million at March 31, 2022 and December 31, 2021. Note 7 includes a discussion of the fair value of debt measured using Level 2 inputs. Level 3 inputs to our purchase accounting and impairment analyses include our estimations of net operating results of the property, capitalization rates and discount rates. |
Noncontrolling Interests | Noncontrolling Interests Simon Details of the carrying amount of our noncontrolling interests are as follows: As of As of March 31, December 31, 2022 2021 Limited partners’ interests in the Operating Partnership $ 462,726 $ 477,292 Nonredeemable noncontrolling interests in properties, net 14,194 14,241 Total noncontrolling interests reflected in equity $ 476,920 $ 491,533 Net income attributable to noncontrolling interests (which includes nonredeemable and redeemable noncontrolling interests in consolidated properties, limited partners’ interests in the Operating Partnership and preferred distributions payable by the Operating Partnership on its outstanding preferred units) is a component of consolidated net income. In addition, the individual components of other comprehensive income (loss) are presented in the aggregate for both controlling and noncontrolling interests, with the portion attributable to noncontrolling interests deducted from comprehensive income attributable to common stockholders. The Operating Partnership Our evaluation of the appropriateness of classifying the Operating Partnership’s common units of partnership interest, or units, held by Simon and the Operating Partnership's limited partners within permanent equity considered several significant factors. First, as a limited partnership, all decisions relating to the Operating Partnership’s operations and distributions are made by Simon, acting as the Operating Partnership’s sole general partner. The decisions of the general partner are made by Simon's Board of Directors or management. The Operating Partnership has no other governance structure. Secondly, the sole asset of Simon is its interest in the Operating Partnership. As a result, a share of common stock of Simon, or common stock, if owned by the Operating Partnership, is best characterized as being similar to a treasury share and thus not an asset of the Operating Partnership. Limited partners of the Operating Partnership have the right under the Operating Partnership’s partnership agreement to exchange their units for shares of common stock or cash, as selected by Simon as the sole general partner. Accordingly, we classify units held by limited partners in permanent equity because Simon may elect to issue shares of common stock to limited partners exercising their exchange rights rather than using cash. Under the Operating Partnership’s partnership agreement, the Operating Partnership is required to redeem units held by Simon only when Simon has repurchased shares of common stock. We classify units held by Simon in permanent equity because the decision to redeem those units would be made by Simon. Net income attributable to noncontrolling interests (which includes nonredeemable and redeemable noncontrolling interests in consolidated properties) is a component of consolidated net income. |
Derivative Financial Instruments | Derivative Financial Instruments We record all derivatives on our consolidated balance sheets at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether we have designated a derivative as a hedge and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. We may use a variety of derivative financial instruments in the normal course of business to selectively manage or hedge a portion of the risks associated with our indebtedness and interest payments. Our objectives in using interest rate derivatives are to add stability to interest expense and to manage our exposure to interest rate movements. To accomplish this objective, we primarily use interest rate swaps and caps. We require that hedging derivative instruments be highly effective in reducing the risk exposure that they are designated to hedge. We formally designate any instrument that meets these hedging criteria as a hedge at the inception of the derivative contract. We have no credit-risk-related hedging or derivative activities. As of March 31, 2022, we had no outstanding interest rate derivatives. As of December 31, 2021, we had the following outstanding interest rate derivatives related to managing our interest rate risk: Number of Notional Interest Rate Derivative Instruments Amount Interest Rate Swaps 2 $ 375.0 million The carrying value of our interest rate swap agreements, at fair value, as of December 31, 2021 was a net asset balance of $0.6 million and is included in deferred costs and other assets. We generally do not apply hedge accounting to interest rate caps which had an insignificant value of March 31, 2022 and December 31, 2021, respectively. We may enter into treasury lock agreements as part of an anticipated debt issuance. Upon completion of the debt issuance, the fair value of these instruments that had been recorded as part of accumulated other comprehensive income (loss) is amortized to interest expense over the life of the debt agreement. The unamortized gain on our treasury locks and terminated hedges recorded in accumulated other comprehensive income was $12.1 million as of March 31, 2022, compared to an unamortized gain of $6.9 million as of December 31, 2021. Within the next 12 months, we expect to reclassify to earnings approximately $1.0 million of gains related to terminated interest rate swaps from the current balance held in accumulated other comprehensive income. We are also exposed to foreign currency risk on financings of certain foreign operations. Our intent is to offset gains and losses that occur on the underlying exposures, with gains and losses on the derivative contracts hedging these exposures. We do not enter into either interest rate protection or foreign currency rate protection agreements for speculative purposes. We are also exposed to fluctuations in foreign exchange rates on financial instruments which are denominated in foreign currencies, primarily in Yen and Euro. We use currency forward contracts, cross currency swap contracts and foreign currency denominated debt to manage our exposure to changes in foreign exchange rates on certain Yen and Euro-denominated receivables and net investments. Currency forward contracts involve fixing the Yen:USD or Euro:USD exchange rate for delivery of a specified amount of foreign currency on a specified date. The currency forward contracts are typically cash settled in U.S. dollars for their fair value at or close to their settlement date. We had the following Euro:USD forward contracts designated as net investment hedges at March 31, 2022 and December 31, 2021 (in millions): Asset (Liability) Value as of March 31, December 31, Notional Value Maturity Date 2022 2021 € 60.0 March 15, 2022 — 2.8 € 25.0 June 15, 2022 (0.2) — € 25.0 June 15, 2022 (0.2) — € 25.0 June 15, 2022 (0.2) — € 25.0 June 15, 2022 (0.2) — € 8.7 June 15, 2022 (0.1) — € 62.0 September 15, 2022 4.7 2.8 € 44.5 September 15, 2022 1.0 (0.3) € 44.5 September 15, 2022 1.0 (0.4) € 89.0 December 16, 2022 1.6 (0.8) € 15.0 March 15, 2023 (0.2) — € 15.0 March 15, 2023 (0.2) — € 30.0 March 15, 2024 (0.4) — Asset balances in the above table are included in deferred costs and other assets. Liability balances in the above table are included in other liabilities. We have designated certain currency forward contracts and the cross-currency swap as net investment hedges. Accordingly, we report the changes in fair value in other comprehensive income (loss). Changes in the value of these forward contracts are offset by changes in the underlying hedged Euro-denominated joint venture investments. The total accumulated other comprehensive income (loss) related to Simon’s derivative activities, including our share of other comprehensive income (loss) from unconsolidated entities, was $4.4 million and ($10.0) million as of March 31, 2022 and December 31, 2021, respectively. The total accumulated other comprehensive income (loss) related to the Operating Partnership’s derivative activities, including our share of other comprehensive income (loss) from unconsolidated entities, was $5.0 million and ($11.4) million as of March 31, 2022 and December 31, 2021, respectively. |
New Accounting Pronouncements | New Accounting Pronouncements In March 2020, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2020-04, “Reference Rate Reform,” which provides temporary optional expedients and exceptions to the US GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens of the expected market transition from LIBOR and other interbank offered rates to alternative reference rates. Additional optional expedients, exceptions, and clarifications were created in ASU 2021-01. The guidance is effective upon issuance and generally can be applied to any contract modifications or existing and new hedging relationships through December 31, 2022. We elected the expedients in conjunction with transitioning certain debt instruments, as discussed in note 7, to alternative benchmark indices. There was no impact on our consolidated financial statements at adoption. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Significant Accounting Policies | |
Schedule of Interest Rate Derivatives | Number of Notional Interest Rate Derivative Instruments Amount Interest Rate Swaps 2 $ 375.0 million |
Schedule of Euro:USD forward contracts | We had the following Euro:USD forward contracts designated as net investment hedges at March 31, 2022 and December 31, 2021 (in millions): Asset (Liability) Value as of March 31, December 31, Notional Value Maturity Date 2022 2021 € 60.0 March 15, 2022 — 2.8 € 25.0 June 15, 2022 (0.2) — € 25.0 June 15, 2022 (0.2) — € 25.0 June 15, 2022 (0.2) — € 25.0 June 15, 2022 (0.2) — € 8.7 June 15, 2022 (0.1) — € 62.0 September 15, 2022 4.7 2.8 € 44.5 September 15, 2022 1.0 (0.3) € 44.5 September 15, 2022 1.0 (0.4) € 89.0 December 16, 2022 1.6 (0.8) € 15.0 March 15, 2023 (0.2) — € 15.0 March 15, 2023 (0.2) — € 30.0 March 15, 2024 (0.4) — |
Schedule of carrying amount of noncontrolling interests | As of As of March 31, December 31, 2022 2021 Limited partners’ interests in the Operating Partnership $ 462,726 $ 477,292 Nonredeemable noncontrolling interests in properties, net 14,194 14,241 Total noncontrolling interests reflected in equity $ 476,920 $ 491,533 |
Schedule of reclassifications out of accumulated other comprehensive income (loss) | For the Three Months Ended March 31, 2022 2021 Affected line item where net income is presented Currency translation adjustments $ — $ 5,660 Gain on acquisition of controlling interest, sale or disposal of, or recovery on, assets and interests in unconsolidated entities and impairment, net — (712) Net income attributable to noncontrolling interests $ — $ 4,948 Accumulated derivative gains, net $ 387 $ 483 Interest expense (49) (61) Net income attributable to noncontrolling interests $ 338 $ 422 |
Simon Property Group, L.P. | |
Significant Accounting Policies | |
Schedule of reclassifications out of accumulated other comprehensive income (loss) | For the Three Months Ended March 31, 2022 2021 Affected line item where net income is presented Currency translation adjustments $ — $ 5,660 Gain on acquisition of controlling interest, sale or disposal of, or recovery on, assets and interests in unconsolidated entities and impairment, net Accumulated derivative gains, net $ 387 $ 483 Interest expense |
Per Share and Per Unit Data (Ta
Per Share and Per Unit Data (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Per Share And Per Unit Data | |
Schedule of computation of basic and diluted earnings per share and basic and diluted earnings per unit | For the Three Months Ended March 31, 2022 2021 Net Income attributable to Common Stockholders — Basic and Diluted $ 426,630 $ 445,860 Weighted Average Shares Outstanding — Basic and Diluted 328,606,352 328,514,497 |
Simon Property Group, L.P. | |
Per Share And Per Unit Data | |
Schedule of computation of basic and diluted earnings per share and basic and diluted earnings per unit | For the Three Months Ended March 31, 2022 2021 Net Income attributable to Unitholders — Basic and Diluted $ 487,993 $ 510,085 Weighted Average Units Outstanding — Basic and Diluted 375,870,183 375,836,653 |
Investments in Unconsolidated_2
Investments in Unconsolidated Entities and International Investments (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Investments in Unconsolidated Entities and International Investments | |
Summary of equity method investments and share of income from such investments, balance sheet | March 31, December 31, 2022 2021 Assets: Investment properties, at cost $ 19,533,151 $ 19,724,242 Less - accumulated depreciation 8,255,410 8,330,891 11,277,741 11,393,351 Cash and cash equivalents 1,392,710 1,481,287 Tenant receivables and accrued revenue, net 517,657 591,369 Right-of-use assets, net 161,471 154,561 Deferred costs and other assets 369,541 394,691 Total assets $ 13,719,120 $ 14,015,259 Liabilities and Partners’ Deficit: Mortgages $ 15,075,434 $ 15,223,710 Accounts payable, accrued expenses, intangibles, and deferred revenue 823,553 995,392 Lease liabilities 149,194 158,372 Other liabilities 414,084 383,018 Total liabilities 16,462,265 16,760,492 Preferred units 67,450 67,450 Partners’ deficit (2,810,595) (2,812,683) Total liabilities and partners’ deficit $ 13,719,120 $ 14,015,259 Our Share of: Partners’ deficit $ (1,260,901) $ (1,207,396) Add: Excess Investment 1,267,144 1,283,645 Our net Investment in unconsolidated entities, at equity $ 6,243 $ 76,249 |
Summary of equity method investments and share of income from such investments, statements of operations | For the Three Months Ended March 31, 2022 2021 REVENUE: Lease income $ 717,768 $ 652,754 Other income 112,585 72,599 Total revenue 830,353 725,353 OPERATING EXPENSES: Property operating 149,515 133,037 Depreciation and amortization 170,562 171,154 Real estate taxes 65,324 68,897 Repairs and maintenance 21,481 19,046 Advertising and promotion 19,318 19,444 Other 48,843 31,988 Total operating expenses 475,043 443,566 Operating Income Before Other Items 355,310 281,787 Interest expense (144,448) (146,196) Net Income $ 210,862 $ 135,591 Third-Party Investors’ Share of Net Income $ 104,657 $ 68,141 Our Share of Net Income 106,205 67,450 Amortization of Excess Investment (15,139) (19,327) Income from Unconsolidated Entities $ 91,066 $ 48,123 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Indebtedness | |
Schedule of fair value of financial instruments and the related discount rate assumptions | March 31, December 31, 2022 2021 Fair value of consolidated fixed rate mortgages and unsecured indebtedness (in millions) $ 23,310 $ 24,597 Weighted average discount rates assumed in calculation of fair value for fixed rate mortgages 4.28 % 3.17 % Weighted average discount rates assumed in calculation of fair value for unsecured indebtedness 4.19 % 3.33 % |
Equity (Tables)
Equity (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Schedule of preferred units of the Operating Partnership and the amount of the noncontrolling redeemable interests in properties | As of As of March 31, December 31, 2022 2021 7.50% Cumulative Redeemable Preferred Units, 260,000 units authorized, 255,373 issued and outstanding $ 25,537 $ 25,537 Other noncontrolling redeemable interests 532,768 522,203 Limited partners’ preferred interest in the Operating Partnership and noncontrolling redeemable interests in properties $ 558,305 $ 547,740 |
Schedule of LTIP units earned and aggregate grant date fair values adjusted for estimated forfeitures | LTIP Program LTIP Units Earned Grant Date Fair Value of TSR Award Grant Date Target Value of Performance-Based Awards 2019 LTIP program 72,442 $9.5 million $14.7 million 2021 LTIP program To be determined in 2024 $5.7 million $12.2 million 2022 LTIP program To be determined in 2025 — $13.7 million |
Simon Property Group, L.P. | |
Schedule of preferred units of the Operating Partnership and the amount of the noncontrolling redeemable interests in properties | As of As of March 31, December 31, 2022 2021 7.50% Cumulative Redeemable Preferred Units, 260,000 units authorized, 255,373 issued and outstanding $ 25,537 $ 25,537 Other noncontrolling redeemable interests 532,768 522,203 Total preferred units, at liquidation value, and noncontrolling redeemable interests in properties $ 558,305 $ 547,740 |
Lease Income (Tables)
Lease Income (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Lease Income | |
Schedule of lease income | For the Three Months Ended March 31, 2022 2021 Fixed lease income $ 959,630 $ 937,489 Variable lease income 248,237 207,569 Total lease income $ 1,207,867 $ 1,145,058 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies. | |
Schedule of lease cost | For the Three Months Ended March 31, 2022 2021 Operating Lease Cost Fixed lease cost $ 8,095 $ 8,118 Variable lease cost 4,269 4,078 Sublease income — (186) Total operating lease cost $ 12,364 $ 12,010 |
Schedule of other lease information | For the Three Months Ended March 31, 2022 2021 Other Information Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 12,339 $ 12,166 Weighted-average remaining lease term - operating leases 33.3 years 34.2 years Weighted-average discount rate - operating leases 4.87% 4.87% |
Schedule of future minimum lease payments due | 2022 $ 33,120 2023 33,261 2024 33,395 2025 33,406 2026 33,420 Thereafter 857,686 $ 1,024,288 Impact of discounting (519,604) Operating lease liabilities $ 504,684 |
Organization (Details)
Organization (Details) | Mar. 31, 2022propertystatecountry | Dec. 29, 2020property |
TRG | ||
Real Estate Properties | ||
Ownership percentage | 80.00% | 80.00% |
TRG | TRG | ||
Real Estate Properties | ||
Number of regional, super regional and outlet malls | 24 | 24 |
U.S. and Puerto Rico | ||
Real Estate Properties | ||
Number of properties | 199 | |
Number of U.S. states containing property locations | state | 37 | |
U.S. and Puerto Rico | Malls | ||
Real Estate Properties | ||
Number of properties | 95 | |
U.S. and Puerto Rico | Premium Outlets | ||
Real Estate Properties | ||
Number of properties | 69 | |
U.S. and Puerto Rico | The Mills | ||
Real Estate Properties | ||
Number of properties | 14 | |
U.S. and Puerto Rico | Community/Lifestyle Centers | ||
Real Estate Properties | ||
Number of properties | 6 | |
U.S. and Puerto Rico | Other shopping centers or outlet centers | ||
Real Estate Properties | ||
Number of properties | 15 | |
Asia, Europe and Canada | Premium and Designer Outlets | ||
Real Estate Properties | ||
Number of properties | state | 33 | |
Europe | Klepierre | ||
Real Estate Properties | ||
Ownership percentage | 22.40% | |
Number of countries | country | 14 |
Basis of Presentation (Details)
Basis of Presentation (Details) - property | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Real Estate Properties | |||
Total number of joint venture properties | 84 | ||
Number of joint venture properties managed by the entity | 52 | ||
Number of International joint venture properties | 23 | ||
Number of joint venture properties managed by others | 32 | ||
Simon Property Group, L.P. | |||
Ownership interest: | |||
Ownership interest in the Operating Partnership (as a percent) | 87.40% | 87.40% | |
Simon Property Group, L.P. | Weighted average | |||
Ownership interest: | |||
Ownership interest in the Operating Partnership (as a percent) | 87.40% | 87.40% | |
Wholly owned properties | |||
Real Estate Properties | |||
Number of properties | 131 | ||
Partially owned properties | |||
Real Estate Properties | |||
Number of properties | 17 |
Significant Accounting Polici_4
Significant Accounting Policies - Equity Instruments and Investments (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Equity Instruments and Investments | ||
Equity instruments with readily determinable fair value | $ 109 | $ 142.2 |
Equity instruments without readily determinable fair values | 223 | 217.2 |
Debt securities of our captive insurance companies | $ 34.9 | $ 60.9 |
Debt Securities | Securities in captive insurance subsidiary portfolio | Maximum | ||
Equity Instruments and Investments | ||
Short-term investment maturity period | 1 year | |
Investment maturity period | 10 years |
Significant Accounting Polici_5
Significant Accounting Policies - Fair Value Measurements (Details) $ in Millions | Mar. 31, 2022USD ($)item | Dec. 31, 2021USD ($) |
Fair Value Measurements | ||
Number of investments for which fair value is measured on a recurring basis using Level 3 inputs | item | 0 | |
Level 2 | Recurring | ||
Fair Value Measurements | ||
Interest rate swap agreements and foreign currency forward contracts, gross asset balance | $ 8.2 | $ 6.2 |
Interest rate swap agreements and foreign currency forward contracts, gross liability balance | $ 1.5 | $ 1.5 |
Significant Accounting Polici_6
Significant Accounting Policies - Noncontrolling Interests, Simon Property Group, Inc. (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Significant Accounting Policies | ||
Limited partners' interests in the Operating Partnership | $ 462,726 | $ 477,292 |
Nonredeemable noncontrolling interests in properties, net | 14,194 | 14,241 |
Total noncontrolling interests reflected in equity | $ 476,920 | $ 491,533 |
Significant Accounting Polici_7
Significant Accounting Policies - Reclassification Out of AOCI, Simon Property Group, Inc. (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Significant Accounting Policies | |||
Total accumulated other comprehensive income (loss) | $ (173,900) | $ (175,100) | |
Gain on acquisition of controlling interest, sale or disposal of, or recovery on, assets and interests in unconsolidated entities and impairment, net | 1,491 | $ 93,057 | |
Interest expense | (185,159) | (202,016) | |
Loss on extinguishment of debt | (2,959) | ||
Net income attributable to noncontrolling interests | (60,846) | (63,766) | |
NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS | 426,630 | 445,860 | |
Currency translation adjustments | Amount reclassified from accumulated other comprehensive income (loss) | |||
Significant Accounting Policies | |||
Gain on acquisition of controlling interest, sale or disposal of, or recovery on, assets and interests in unconsolidated entities and impairment, net | 5,660 | ||
Currency translation adjustments, attributable to noncontrolling interests | Amount reclassified from accumulated other comprehensive income (loss) | |||
Significant Accounting Policies | |||
Net income attributable to noncontrolling interests | (712) | ||
Currency translation adjustments. | Amount reclassified from accumulated other comprehensive income (loss) | |||
Significant Accounting Policies | |||
NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS | 4,948 | ||
Accumulated derivative losses, net, including noncontrolling interests | Amount reclassified from accumulated other comprehensive income (loss) | |||
Significant Accounting Policies | |||
Interest expense | 387 | 483 | |
Accumulated derivative losses, attributable to noncontrolling interests | Amount reclassified from accumulated other comprehensive income (loss) | |||
Significant Accounting Policies | |||
Net income attributable to noncontrolling interests | (49) | (61) | |
Accumulated derivative gains (losses), net | Amount reclassified from accumulated other comprehensive income (loss) | |||
Significant Accounting Policies | |||
NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS | $ 338 | $ 422 |
Significant Accounting Polici_8
Significant Accounting Policies - Reclassification Out Of AOCI, Simon Property Group, L.P. (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Significant Accounting Policies | |||
Total accumulated other comprehensive income (loss) | $ (173,900) | $ (175,100) | |
Gain on acquisition of controlling interest, sale or disposal of, or recovery on, assets and interests in unconsolidated entities and impairment, net | 1,491 | $ 93,057 | |
Interest expense | (185,159) | (202,016) | |
Loss on extinguishment of debt | (2,959) | ||
Net Income attributable to Common Stockholders - Basic | 426,630 | 445,860 | |
Simon Property Group, L.P. | |||
Significant Accounting Policies | |||
Total accumulated other comprehensive income (loss) | (198,900) | $ (200,200) | |
Gain on acquisition of controlling interest, sale or disposal of, or recovery on, assets and interests in unconsolidated entities and impairment, net | 1,491 | 93,057 | |
Interest expense | (185,159) | (202,016) | |
Loss on extinguishment of debt | (2,959) | ||
Net Income attributable to Common Stockholders - Basic | 487,993 | 510,085 | |
Currency translation adjustments. | Amount reclassified from accumulated other comprehensive income (loss) | |||
Significant Accounting Policies | |||
Net Income attributable to Common Stockholders - Basic | 4,948 | ||
Currency translation adjustments. | Simon Property Group, L.P. | Amount reclassified from accumulated other comprehensive income (loss) | |||
Significant Accounting Policies | |||
Gain on acquisition of controlling interest, sale or disposal of, or recovery on, assets and interests in unconsolidated entities and impairment, net | 5,660 | ||
Accumulated derivative gains (losses), net | Amount reclassified from accumulated other comprehensive income (loss) | |||
Significant Accounting Policies | |||
Net Income attributable to Common Stockholders - Basic | 338 | 422 | |
Accumulated derivative gains (losses), net | Simon Property Group, L.P. | Amount reclassified from accumulated other comprehensive income (loss) | |||
Significant Accounting Policies | |||
Interest expense | $ 387 | $ 483 |
Significant Accounting Polici_9
Significant Accounting Policies - Derivative Financial Instruments (Details) € in Millions, $ in Millions | Mar. 31, 2022USD ($)DerivativeInstrument | Mar. 31, 2022EUR (€)DerivativeInstrument | Dec. 31, 2021USD ($)DerivativeInstrument | Dec. 31, 2021EUR (€)DerivativeInstrument |
Derivative Financial Instruments | ||||
Number of credit-risk-related hedging or derivative activities | DerivativeInstrument | 0 | 0 | ||
Unamortized gain on treasury locks and terminated hedges | $ 12.1 | $ 6.9 | ||
Amount expected to be reclassified from accumulated other comprehensive loss to earnings within the next year | 1 | |||
Gross accumulated other comprehensive income (loss) related to derivative activities | $ 4.4 | $ (10) | ||
Interest rate swap | ||||
Derivative Financial Instruments | ||||
Number of Instruments | DerivativeInstrument | 0 | 0 | 2 | 2 |
Notional Amount | $ 375 | |||
Interest rate swap | Deferred costs and other assets | ||||
Derivative Financial Instruments | ||||
Interest rate derivative liabilities, fair value | 0.6 | |||
USD-Euro currency forward contract | March 15, 2022 | Net Investment Hedging | Designated as Hedging Instrument | ||||
Derivative Financial Instruments | ||||
Notional Amount | € | € 60 | |||
Forward contract net, fair value | 2.8 | |||
USD-Euro currency forward contract | June 15,2022 | Net Investment Hedging | Designated as Hedging Instrument | ||||
Derivative Financial Instruments | ||||
Notional Amount | € | € 25 | |||
Forward contract net, fair value | $ (0.2) | |||
USD-Euro currency forward contract | June 15 2022. | Net Investment Hedging | Designated as Hedging Instrument | ||||
Derivative Financial Instruments | ||||
Notional Amount | € | 25 | |||
Forward contract net, fair value | (0.2) | |||
USD-Euro currency forward contract | June 15, 2022 | Net Investment Hedging | Designated as Hedging Instrument | ||||
Derivative Financial Instruments | ||||
Notional Amount | € | 25 | |||
Forward contract net, fair value | (0.2) | |||
USD-Euro currency forward contract | June 15, 2022 | Net Investment Hedging | Designated as Hedging Instrument | ||||
Derivative Financial Instruments | ||||
Notional Amount | € | 25 | |||
Forward contract net, fair value | (0.2) | |||
USD-Euro currency forward contract | June 15 2022 | Net Investment Hedging | Designated as Hedging Instrument | ||||
Derivative Financial Instruments | ||||
Notional Amount | € | 8.7 | |||
Forward contract net, fair value | (0.1) | |||
USD-Euro currency forward contract | September 15, 2022 | Net Investment Hedging | Designated as Hedging Instrument | ||||
Derivative Financial Instruments | ||||
Notional Amount | € | 62 | 62 | ||
Forward contract net, fair value | 4.7 | 2.8 | ||
USD-Euro currency forward contract | September 15,2022. | Net Investment Hedging | Designated as Hedging Instrument | ||||
Derivative Financial Instruments | ||||
Notional Amount | € | 44.5 | 44.5 | ||
Forward contract net, fair value | 1 | (0.3) | ||
USD-Euro currency forward contract | September 15 2022 | Net Investment Hedging | Designated as Hedging Instrument | ||||
Derivative Financial Instruments | ||||
Notional Amount | € | 44.5 | 44.5 | ||
Forward contract net, fair value | 1 | (0.4) | ||
USD-Euro currency forward contract | December 16, 2022 | Net Investment Hedging | Designated as Hedging Instrument | ||||
Derivative Financial Instruments | ||||
Notional Amount | € | 89 | € 89 | ||
Forward contract net, fair value | 1.6 | (0.8) | ||
USD-Euro currency forward contract | March 15, 2023 | Net Investment Hedging | Designated as Hedging Instrument | ||||
Derivative Financial Instruments | ||||
Notional Amount | € | 15 | |||
Forward contract net, fair value | (0.2) | |||
USD-Euro currency forward contract | March 15, 2023. | Net Investment Hedging | Designated as Hedging Instrument | ||||
Derivative Financial Instruments | ||||
Notional Amount | € | 15 | |||
Forward contract net, fair value | (0.2) | |||
USD-Euro currency forward contract | March 15, 2024 | Net Investment Hedging | Designated as Hedging Instrument | ||||
Derivative Financial Instruments | ||||
Notional Amount | € | € 30 | |||
Forward contract net, fair value | (0.4) | |||
Simon Property Group, L.P. | ||||
Derivative Financial Instruments | ||||
Gross accumulated other comprehensive income (loss) related to derivative activities | $ 5 | $ (11.4) |
Real Estate Acquisitions and _2
Real Estate Acquisitions and Dispositions (Details) - Consolidated properties - Retail properties - Disposed of by Sales And Means Other than Sale $ in Millions | 12 Months Ended |
Dec. 31, 2021USD ($)property | |
Dispositions | |
Nets gains on disposition | $ 176.8 |
Number of properties disposed of during the period | property | 3 |
Non-recourse $180M Mortgage | |
Dispositions | |
Non-recourse mortgage | $ 180 |
Non-recourse $120.9M Mortgage | |
Dispositions | |
Non-recourse mortgage | 120.9 |
Non-recourse $100M Mortgage | |
Dispositions | |
Non-recourse mortgage | $ 100 |
Per Share and Per Unit Data (De
Per Share and Per Unit Data (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Per Share And Per Unit Data | ||
Net Income attributable to Common Stockholders - Basic | $ 426,630 | $ 445,860 |
Net Income attributable to Common Stockholders - Diluted | $ 426,630 | $ 445,860 |
Weighted Average Shares Outstanding - Basic | 328,606,352 | 328,514,497 |
Weighted Average Shares Outstanding - Diluted | 328,606,352 | 328,514,497 |
Dividends | ||
Total dividends/distributions paid per common share/unit | $ 1.65 | $ 1.30 |
Simon Property Group, L.P. | ||
Per Share And Per Unit Data | ||
Net Income attributable to Common Stockholders - Basic | $ 487,993 | $ 510,085 |
Net Income attributable to Common Stockholders - Diluted | $ 487,993 | $ 510,085 |
Weighted Average Shares Outstanding - Basic | 375,870,183 | 375,836,653 |
Weighted Average Shares Outstanding - Diluted | 375,870,183 | 375,836,653 |
Investments in Unconsolidated_3
Investments in Unconsolidated Entities and International Investments - Real Estate Joint Ventures and Investments (Details) $ in Millions | Mar. 31, 2022USD ($)property | Dec. 31, 2021USD ($) |
Investment in Unconsolidated Entities | ||
Total number of joint venture properties | property | 84 | |
Construction and other related party loans | ||
Investment in Unconsolidated Entities | ||
Loans to related party | $ | $ 131.7 | $ 88.4 |
Investments in Unconsolidated_4
Investments in Unconsolidated Entities and International Investments - Unconsolidated Entity Transactions (Details) $ / shares in Units, $ in Thousands | Dec. 20, 2021USD ($) | Jun. 01, 2021USD ($) | Dec. 29, 2020USD ($)property$ / sharesshares | Feb. 19, 2020USD ($)item | Jan. 31, 2020USD ($) | Dec. 31, 2016item | Mar. 31, 2022USD ($)property | Dec. 31, 2021USD ($) | Sep. 30, 2021USD ($) | Jun. 30, 2021USD ($)item | Mar. 31, 2021USD ($) | Jun. 30, 2020USD ($) |
Investment in Unconsolidated Entities | ||||||||||||
Payments for acquisitions | $ 56,250 | |||||||||||
Income from unconsolidated entities | $ 81,184 | 15,069 | ||||||||||
Total revenue | 1,295,922 | 1,239,951 | ||||||||||
Operating Income | 620,391 | 604,612 | ||||||||||
Consolidated net income | 488,310 | 510,460 | ||||||||||
Simon Property Group, L.P. | ||||||||||||
Investment in Unconsolidated Entities | ||||||||||||
Payments for acquisitions | 56,250 | |||||||||||
Income from unconsolidated entities | 81,184 | 15,069 | ||||||||||
Total revenue | 1,295,922 | 1,239,951 | ||||||||||
Operating Income | 620,391 | 604,612 | ||||||||||
Consolidated net income | 488,310 | 510,460 | ||||||||||
TRG | TRG | ||||||||||||
Investment in Unconsolidated Entities | ||||||||||||
Total revenue | 162,600 | 135,400 | ||||||||||
Operating Income | 61,900 | 36,800 | ||||||||||
Consolidated net income | $ 38,700 | 8,700 | ||||||||||
TRG | ||||||||||||
Investment in Unconsolidated Entities | ||||||||||||
Ownership interest (as a percent) | 80.00% | 80.00% | ||||||||||
Share price (in dollars per share) | $ / shares | $ 43 | |||||||||||
Payments for acquisitions | $ 3,500,000 | |||||||||||
Income from unconsolidated entities | $ (18,500) | (24,800) | ||||||||||
Aggregate investment in ventures | 3,276,296 | $ 3,305,102 | ||||||||||
Amortization of Excess Investment | 49,000 | $ 31,600 | ||||||||||
TRG | Series J Cumulative Preferred Shares | ||||||||||||
Investment in Unconsolidated Entities | ||||||||||||
Redemption of preferred shares | $ 192,500 | |||||||||||
Preferred stock stated dividend rate (as a percent) | 6.50% | |||||||||||
TRG | Series K Cumulative Preferred Shares | ||||||||||||
Investment in Unconsolidated Entities | ||||||||||||
Redemption of preferred shares | $ 170,000 | |||||||||||
Preferred stock stated dividend rate (as a percent) | 6.25% | |||||||||||
TRG | Series A Cumulative Preferred Shares | ||||||||||||
Investment in Unconsolidated Entities | ||||||||||||
Preferred stock stated dividend rate (as a percent) | 6.38% | |||||||||||
Issuance of preferred units | $ 362,500 | |||||||||||
TRG | Simon Property Group, L.P. | ||||||||||||
Investment in Unconsolidated Entities | ||||||||||||
Number of units issued in connection with acquisition | shares | 955,705 | |||||||||||
Aggregate investment in ventures | $ 3,276,296 | 3,305,102 | ||||||||||
TRG | TRG | ||||||||||||
Investment in Unconsolidated Entities | ||||||||||||
Number of regional, super regional and outlet malls | property | 24 | 24 | ||||||||||
Eddie Bauer | ||||||||||||
Investment in Unconsolidated Entities | ||||||||||||
Ownership interest (as a percent) | 49.00% | |||||||||||
Payments for acquisitions | $ 100,800 | |||||||||||
Forever 21 | ||||||||||||
Investment in Unconsolidated Entities | ||||||||||||
Ownership interest (as a percent) | 50.00% | |||||||||||
Payments for acquisitions | $ 56,300 | |||||||||||
Number of joint ventures | item | 2 | |||||||||||
Aggregate investment in ventures | $ 67,600 | |||||||||||
Bargain purchase gain | $ 35,000 | |||||||||||
Additional noncontrolling interest purchased | 12.50% | |||||||||||
SPARC Group | ||||||||||||
Investment in Unconsolidated Entities | ||||||||||||
Number of joint ventures | item | 2 | |||||||||||
SPARC Group Retail Operations | ||||||||||||
Investment in Unconsolidated Entities | ||||||||||||
Ownership interest (as a percent) | 50.00% | |||||||||||
Payments for acquisitions | $ 6,700 | |||||||||||
Additional noncontrolling interest purchased | 5.05% | |||||||||||
Authentic Brands Group LLC | ||||||||||||
Investment in Unconsolidated Entities | ||||||||||||
Payments for acquisitions | $ 33,500 | |||||||||||
Additional noncontrolling interest purchased | 1.37% | |||||||||||
ABG | ||||||||||||
Investment in Unconsolidated Entities | ||||||||||||
Ownership interest (as a percent) | 10.40% | |||||||||||
Gain on exchange of equity interests | $ 159,800 | |||||||||||
Deferred Taxes | $ 47,900 | |||||||||||
Pre-tax gain | $ 18,800 | |||||||||||
Tax expense | 8,000 | |||||||||||
Purchase price of business acquired | $ 100,000 | |||||||||||
Unconsolidated properties | Disposed by Sales | Retail properties | ||||||||||||
Investment in Unconsolidated Entities | ||||||||||||
Proceeds from sale or disposal of real estate assets | 3,000 | |||||||||||
Gain (loss) on disposition of interest in properties | $ 3,400 | |||||||||||
Unconsolidated properties | Disposed by Sales | Multi family residential property | ||||||||||||
Investment in Unconsolidated Entities | ||||||||||||
Proceeds from sale or disposal of real estate assets | $ 27,100 | |||||||||||
Gain (loss) on disposition of interest in properties | $ 14,900 | |||||||||||
Number of properties disposed of during the period | item | 1 |
Investments in Unconsolidated_5
Investments in Unconsolidated Entities and International Investments - European Investments (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022USD ($)property$ / sharesshares | Mar. 31, 2021USD ($) | Dec. 31, 2021USD ($) | |
Investment in Unconsolidated Entities | |||
Income from unconsolidated entities | $ 81,184 | $ 15,069 | |
Total revenue | 1,295,922 | 1,239,951 | |
Operating Income | 620,391 | 604,612 | |
Consolidated Net Income | $ 488,310 | 510,460 | |
European Joint Venture | Designer Outlet properties | |||
Investment in Unconsolidated Entities | |||
Number of properties | property | 11 | ||
European Joint Venture | Designer Outlet properties | Minimum | |||
Investment in Unconsolidated Entities | |||
Ownership interest (as a percent) | 23.00% | ||
European Joint Venture | Designer Outlet properties | Maximum | |||
Investment in Unconsolidated Entities | |||
Ownership interest (as a percent) | 94.00% | ||
European Property Management and Development | Designer Outlet properties | |||
Investment in Unconsolidated Entities | |||
Ownership interest (as a percent) | 50.00% | ||
Europe | Outlet Center In Ochtrup | |||
Investment in Unconsolidated Entities | |||
Non-cash gain on remeasurement of equity interest to fair value | 3,700 | ||
Europe | Designer Outlet properties | |||
Investment in Unconsolidated Entities | |||
Number of properties consolidated by entity | property | 7 | ||
Europe | Klepierre | |||
Investment in Unconsolidated Entities | |||
Shares owned | shares | 63,924,148 | ||
Ownership interest (as a percent) | 22.40% | ||
Quoted market price per share (in dollars per share) | $ / shares | $ 26.88 | ||
Income from unconsolidated entities | $ 8,700 | (7,800) | |
Europe | Value Retail PLC | |||
Investment in Unconsolidated Entities | |||
Number of luxury outlets owned and operated | property | 9 | ||
Number of outlets in which the entity has a minority direct ownership | property | 3 | ||
Europe | Value Retail PLC | Deferred costs and other assets | |||
Investment in Unconsolidated Entities | |||
Value of equity instruments | $ 140,800 | $ 140,800 | |
Europe | Klepierre | Klepierre | |||
Investment in Unconsolidated Entities | |||
Total revenue | 293,300 | 277,800 | |
Operating Income | 75,900 | 51,000 | |
Consolidated Net Income | $ 46,400 | $ (15,200) |
Investments in Unconsolidated_6
Investments in Unconsolidated Entities and International Investments - Asian Joint Ventures (Details) - Premium Outlets - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Japan | Mitsubishi Estate Co., Ltd. | ||
Investment in Unconsolidated Entities | ||
Ownership percentage | 40.00% | 40.00% |
Our net Investment in unconsolidated entities, at equity | $ 209.7 | $ 206.1 |
South Korea | Shinsegae International Co | ||
Investment in Unconsolidated Entities | ||
Ownership percentage | 50.00% | 50.00% |
Our net Investment in unconsolidated entities, at equity | $ 199.9 | $ 194.9 |
Investments in Unconsolidated_7
Investments in Unconsolidated Entities and International Investments - Combined Balance Sheets (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
ASSETS: | ||
Investment properties, at cost | $ 37,903,758 | $ 37,932,366 |
Less - accumulated depreciation | 15,804,885 | 15,621,127 |
Investment properties, at cost, net | 22,098,873 | 22,311,239 |
Cash and cash equivalents | 514,929 | 533,936 |
Tenant receivables and accrued revenue, net | 819,829 | 919,654 |
Right-of-use assets, net | 501,910 | 504,119 |
Deferred costs and other assets | 1,130,747 | 1,121,011 |
Total assets | 33,451,427 | 33,777,379 |
Liabilities and Partners' Deficit: | ||
Mortgages | 25,169,837 | 25,321,022 |
Accounts payable, accrued expenses, intangibles, and deferred revenues | 1,208,643 | 1,433,216 |
Lease liabilities | 504,684 | 506,931 |
Other liabilities | 525,849 | 540,912 |
Total liabilities | 29,160,555 | 29,376,654 |
Preferred units | 558,305 | 547,740 |
Total liabilities and partners' deficit | 33,451,427 | 33,777,379 |
Unconsolidated properties | Equity Method Investees excluding Klepierre and TRG and other platform investments | ||
Our Share of: | ||
Partners' deficit | (1,260,901) | (1,207,396) |
Add: Excess Investment | 1,267,144 | 1,283,645 |
Our net Investment in unconsolidated entities, at equity | 6,243 | 76,249 |
Unconsolidated properties | Equity Method Investees excluding Klepierre and TRG and other platform investments | ||
ASSETS: | ||
Investment properties, at cost | 19,533,151 | 19,724,242 |
Less - accumulated depreciation | 8,255,410 | 8,330,891 |
Investment properties, at cost, net | 11,277,741 | 11,393,351 |
Cash and cash equivalents | 1,392,710 | 1,481,287 |
Tenant receivables and accrued revenue, net | 517,657 | 591,369 |
Right-of-use assets, net | 161,471 | 154,561 |
Deferred costs and other assets | 369,541 | 394,691 |
Total assets | 13,719,120 | 14,015,259 |
Liabilities and Partners' Deficit: | ||
Mortgages | 15,075,434 | 15,223,710 |
Accounts payable, accrued expenses, intangibles, and deferred revenues | 823,553 | 995,392 |
Lease liabilities | 149,194 | 158,372 |
Other liabilities | 414,084 | 383,018 |
Total liabilities | 16,462,265 | 16,760,492 |
Preferred units | 67,450 | 67,450 |
Partners' deficit | (2,810,595) | (2,812,683) |
Total liabilities and partners' deficit | $ 13,719,120 | $ 14,015,259 |
Unconsolidated properties | Maximum | ||
Our Share of: | ||
Estimated life of investment property | 40 years |
Investments in Unconsolidated_8
Investments in Unconsolidated Entities and International Investments - Combined Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
REVENUE: | ||
Lease income | $ 1,207,867 | $ 1,145,058 |
Other income | 60,468 | 69,597 |
Total revenue | 1,295,922 | 1,239,951 |
EXPENSES: | ||
Property operating | 103,664 | 86,619 |
Depreciation and amortization | 310,163 | 315,738 |
Real estate taxes | 111,691 | 116,012 |
Repairs and maintenance | 22,304 | 21,355 |
Advertising and promotion | 25,263 | 29,486 |
Other | 42,416 | 23,554 |
Total operating expenses | 675,531 | 635,339 |
Operating Income Before Other Items | 620,391 | 604,612 |
Interest expense | (185,159) | (202,016) |
Net Income | 488,310 | 510,460 |
Income from Unconsolidated Entities | 81,184 | 15,069 |
Unconsolidated properties | Equity Method Investees excluding Klepierre and TRG and other platform investments | ||
EXPENSES: | ||
Third-Party Investors' Share of Net Income | 104,657 | 68,141 |
Our Share of Net Income | 106,205 | 67,450 |
Amortization of Excess Investment | (15,139) | (19,327) |
Income from Unconsolidated Entities | 91,066 | 48,123 |
Unconsolidated properties | Equity Method Investees excluding Klepierre and TRG and other platform investments | ||
REVENUE: | ||
Lease income | 717,768 | 652,754 |
Other income | 112,585 | 72,599 |
Total revenue | 830,353 | 725,353 |
EXPENSES: | ||
Property operating | 149,515 | 133,037 |
Depreciation and amortization | 170,562 | 171,154 |
Real estate taxes | 65,324 | 68,897 |
Repairs and maintenance | 21,481 | 19,046 |
Advertising and promotion | 19,318 | 19,444 |
Other | 48,843 | 31,988 |
Total operating expenses | 475,043 | 443,566 |
Operating Income Before Other Items | 355,310 | 281,787 |
Interest expense | (144,448) | (146,196) |
Net Income | $ 210,862 | $ 135,591 |
Debt - Narrative (Details)
Debt - Narrative (Details) $ in Thousands | Jan. 12, 2022USD ($) | Jan. 11, 2022USD ($) | Mar. 31, 2022USD ($)itemproperty | Mar. 31, 2021USD ($) | Dec. 31, 2021USD ($) |
Debt | |||||
Long-term debt | $ 25,169,837 | $ 25,321,022 | |||
Loss on debt extinguishment | $ 2,959 | ||||
Simon Property Group, L.P. | |||||
Debt | |||||
Long-term debt | 25,169,837 | 25,321,022 | |||
Loss on debt extinguishment | $ 2,959 | ||||
Secured Debt | Mortgages | |||||
Debt | |||||
Long-term debt | $ 5,400,000 | $ 5,400,000 | |||
Debt covenants | |||||
Number of non-recourse mortgage notes under which the Company and subsidiaries are borrowers | item | 36 | ||||
Number of properties pledged as collateral | property | 39 | ||||
Number of cross-defaulted and cross-collateralized mortgage pools | item | 2 | ||||
Total number of properties pledged as collateral for cross defaulted and cross collateralized mortgages | property | 5 | ||||
Unsecured Debt | Senior unsecured notes | Simon Property Group, L.P. | |||||
Debt | |||||
Long-term debt | $ 19,500,000 | ||||
Unsecured Debt | Senior Unsecured Notes Maturing February 2032 | Simon Property Group, L.P. | |||||
Debt | |||||
Debt issued | $ 700,000 | ||||
Interest rate on debt (as a percent) | 2.65% | ||||
Unsecured Debt | Senior Unsecured Notes Maturing January 2024 | Simon Property Group, L.P. | |||||
Debt | |||||
Debt issued | $ 500,000 | ||||
Unsecured Debt | Senior Unsecured Notes Maturing January 2024 | Simon Property Group, L.P. | SOFR | |||||
Debt | |||||
Interest rate (as a percent) | 0.43% | ||||
Unsecured Debt | Commercial Paper | Simon Property Group, L.P. | |||||
Debt | |||||
Credit facility, amount outstanding | 239,700 | ||||
Maximum borrowing capacity | 2,000,000 | ||||
Unsecured Debt | U.S Dollar Denominated Notes | Simon Property Group, L.P. | |||||
Debt | |||||
Credit facility, amount outstanding | $ 239,700 | ||||
Weighted average interest rate (as a percent) | 0.30% | ||||
Unsecured Debt | Credit Facilities | Simon Property Group, L.P. | |||||
Debt | |||||
Available borrowing capacity | $ 7,100,000 | ||||
Maximum amount outstanding during period | 1,200,000 | ||||
Credit facility, weighted average amount outstanding | 265,000 | ||||
Letters of credit outstanding | 10,100 | ||||
Unsecured Debt | Credit Facility and Term Facility | Simon Property Group, L.P. | |||||
Debt | |||||
Maximum borrowing capacity | 5,000,000 | ||||
Additional borrowing capacity | $ 1,000,000 | ||||
Additional extension period | item | 2 | ||||
Debt extension period | 6 months | ||||
Unsecured Debt | Credit Facility and Term Facility | Maximum | Simon Property Group, L.P. | |||||
Debt | |||||
Percentage of borrowings in currencies other than the U.S. dollar | 95.00% | ||||
Unsecured Debt | Credit Facility | SOFR | |||||
Debt | |||||
Interest rate (as a percent) | 1.00% | ||||
Unsecured Debt | Credit Facility | Simon Property Group, L.P. | |||||
Debt | |||||
Credit facility, amount outstanding | $ 125,000 | ||||
Maximum borrowing capacity | $ 4,000,000 | ||||
Unsecured Debt | Credit Facility | Simon Property Group, L.P. | Fed Funds Effective Rate | |||||
Debt | |||||
Interest rate (as a percent) | 0.50% | ||||
Unsecured Debt | Credit Facility | Simon Property Group, L.P. | SOFR | |||||
Debt | |||||
Interest rate (as a percent) | 0.725% | ||||
Unsecured Debt | Credit Facility | Minimum | Simon Property Group, L.P. | |||||
Debt | |||||
Interest rate (as a percent) | 0.00% | ||||
Facility fee (in percentage) | 0.10% | ||||
Unsecured Debt | Credit Facility | Minimum | Simon Property Group, L.P. | SOFR | |||||
Debt | |||||
Interest rate (as a percent) | 0.65% | ||||
Unsecured Debt | Credit Facility | Maximum | Simon Property Group, L.P. | |||||
Debt | |||||
Interest rate (as a percent) | 0.40% | ||||
Facility fee (in percentage) | 0.30% | ||||
Unsecured Debt | Credit Facility | Maximum | Simon Property Group, L.P. | SOFR | |||||
Debt | |||||
Interest rate (as a percent) | 1.40% | ||||
Unsecured Debt | Supplemental Facility | Simon Property Group, L.P. | |||||
Debt | |||||
Maximum borrowing capacity | $ 3,500,000 | ||||
Credit facility, amount repaid | $ 1,050,000 | ||||
Optional expanded maximum borrowing capacity | $ 4,500,000 | ||||
Unsecured Debt | Supplemental Facility | Simon Property Group, L.P. | SOFR | |||||
Debt | |||||
Interest rate (as a percent) | 0.725% | ||||
Unsecured Debt | Supplemental Facility | Simon Property Group, L.P. | USD | Fed Funds Effective Rate | |||||
Debt | |||||
Interest rate on debt (as a percent) | 0.50% | ||||
Unsecured Debt | Supplemental Facility | Simon Property Group, L.P. | USD | SOFR | |||||
Debt | |||||
Interest rate (as a percent) | 1.00% | ||||
Unsecured Debt | Supplemental Facility | Minimum | Simon Property Group, L.P. | |||||
Debt | |||||
Interest rate (as a percent) | 0.65% | ||||
Facility fee (in percentage) | 0.10% | ||||
Unsecured Debt | Supplemental Facility | Minimum | Simon Property Group, L.P. | USD | Base Rate | |||||
Debt | |||||
Interest rate (as a percent) | 0.00% | ||||
Unsecured Debt | Supplemental Facility | Maximum | Simon Property Group, L.P. | |||||
Debt | |||||
Interest rate (as a percent) | 1.40% | ||||
Facility fee (in percentage) | 0.30% | ||||
Unsecured Debt | Supplemental Facility | Maximum | Simon Property Group, L.P. | SOFR | |||||
Debt | |||||
Percentage of borrowings in currencies other than the U.S. dollar | 100.00% | ||||
Unsecured Debt | Supplemental Facility | Maximum | Simon Property Group, L.P. | USD | Base Rate | |||||
Debt | |||||
Interest rate (as a percent) | 0.40% |
Debt - Fair Value (Details)
Debt - Fair Value (Details) $ in Millions | Mar. 31, 2022USD ($)item | Dec. 31, 2021USD ($)item |
Fixed rate mortgages and unsecured indebtedness | Book value | ||
Fair Value of Debt | ||
Fair value of consolidated fixed rate mortgages and unsecured indebtedness | $ | $ 23,700 | $ 23,300 |
Fixed rate mortgages and unsecured indebtedness | Fair value | ||
Fair Value of Debt | ||
Fair value of consolidated fixed rate mortgages and unsecured indebtedness | $ | $ 23,310 | $ 24,597 |
Discount Rate | Weighted average | Fixed rate mortgages | ||
Fair Value of Debt | ||
Debt percentage- measurement input | item | 0.0428 | 0.0317 |
Discount Rate | Weighted average | Unsecured Debt | ||
Fair Value of Debt | ||
Debt percentage- measurement input | item | 0.0419 | 0.0333 |
Equity - Shares or Units Activi
Equity - Shares or Units Activity (Details) $ / shares in Units, $ in Thousands | May 09, 2022USD ($)$ / shares | Mar. 31, 2022USD ($)item$ / sharesshares | Mar. 31, 2021$ / sharesshares |
Equity | |||
Redemption of units | 1,000 | 316 | |
Common stock dividends paid (in dollars per share) | $ / shares | $ 1.65 | $ 1.30 | |
Subsequent Event | |||
Equity | |||
Common stock authorized for repurchase | $ | $ 2,000,000 | ||
Period common stock is authorized to repurchase | 2 years | ||
Dividends declared per common share (in dollars per share) | $ / shares | $ 1.70 | ||
Simon Property Group, L.P. | |||
Equity | |||
Redemption of units | 1,000 | 316 | |
Distributions paid per unit (in dollars per unit) | $ / shares | $ 1.65 | $ 1.30 | |
Simon Property Group, L.P. | Limited Partners | |||
Equity | |||
Units issued | 2,680 | ||
Number of limited partners who received common stock | item | 2 | ||
Redemption of units | 1,000 | ||
Value of units redeemed | $ | $ 100 |
Equity - Temporary Equity (Deta
Equity - Temporary Equity (Details) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022USD ($)itemshares | Dec. 31, 2021USD ($)itemshares | |
Redeemable preferred stock | ||
Limited partners' preferred interest in the Operating Partnership and noncontrolling redeemable interests | $ | $ 558,305 | $ 547,740 |
Simon Property Group, L.P. | ||
Redeemable preferred stock | ||
Limited partners' preferred interest in the Operating Partnership and noncontrolling redeemable interests | $ | $ 558,305 | $ 547,740 |
7.5% Cumulative Redeemable Preferred Units | ||
Redeemable preferred stock | ||
Number of series of units classified into temporary equity | item | 1 | |
Noncontrolling interests redeemable at amounts in excess of fair value | item | 0 | 0 |
Preferred stock stated dividend rate (as a percent) | 7.50% | 7.50% |
Temporary equity, shares authorized | shares | 260,000 | 260,000 |
Temporary equity, shares issued | shares | 255,373 | 255,373 |
Temporary equity, shares outstanding | shares | 255,373 | 255,373 |
Limited partners' preferred interest in the Operating Partnership and noncontrolling redeemable interests | $ | $ 25,537 | $ 25,537 |
7.5% Cumulative Redeemable Preferred Units | Simon Property Group, L.P. | ||
Redeemable preferred stock | ||
Number of series of units classified into temporary equity | item | 1 | 1 |
Preferred stock stated dividend rate (as a percent) | 7.50% | 7.50% |
Temporary equity, shares authorized | shares | 260,000 | 260,000 |
Temporary equity, shares issued | shares | 255,373 | 255,373 |
Temporary equity, shares outstanding | shares | 255,373 | 255,373 |
Limited partners' preferred interest in the Operating Partnership and noncontrolling redeemable interests | $ | $ 25,537 | $ 25,537 |
Other noncontrolling redeemable interest | ||
Redeemable preferred stock | ||
Limited partners' preferred interest in the Operating Partnership and noncontrolling redeemable interests | $ | 532,768 | 522,203 |
Other noncontrolling redeemable interest | Simon Property Group, L.P. | ||
Redeemable preferred stock | ||
Limited partners' preferred interest in the Operating Partnership and noncontrolling redeemable interests | $ | $ 532,768 | $ 522,203 |
Equity - Stock Based Compensati
Equity - Stock Based Compensation (Details) - USD ($) $ / shares in Units, $ in Millions | Apr. 01, 2022 | Mar. 18, 2022 | Mar. 11, 2022 | Mar. 31, 2022 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 |
Restricted stock | ||||||||
Stock-based incentive plan awards | ||||||||
Compensation expense, net of capitalization | $ 2.4 | $ 1.9 | ||||||
Restricted Stock and Restricted Stock Units | Employees | Subsequent Event | ||||||||
Stock-based incentive plan awards | ||||||||
Vesting service period | 3 years | |||||||
Awards granted (in units) | 143,518 | |||||||
Weighted average fair value of shares granted during the year (in dollars per share) | $ 131.56 | |||||||
2019 Stock Incentive Plan | Time Based Restricted Stock Units | ||||||||
Stock-based incentive plan awards | ||||||||
Vesting rights each year beginning 2022 (as a percent) | 33.33% | |||||||
Vesting service period | 3 years | 3 years | 3 years | |||||
Awards granted (in units) | 52,673 | 37,976 | 312,263 | |||||
Grant Date Fair Value | $ 6.9 | $ 4.3 | $ 26.3 | |||||
Weighted average fair value of shares granted during the year (in dollars per share) | $ 130.84 | $ 130.05 | $ 112.92 | $ 84.37 | ||||
LTIP programs | ||||||||
Stock-based incentive plan awards | ||||||||
Percent of distributions of Operating Partnership that participants are entitled to receive during performance period | 10.00% | |||||||
Compensation expense, net of capitalization | $ 5.8 | $ 4.6 | ||||||
2019 LTIP program | LTIP Units | ||||||||
Stock-based incentive plan awards | ||||||||
Performance period | 3 years | |||||||
Awards granted (in units) | 72,442 | 72,442 | ||||||
Grant Date Fair Value | $ 9.5 | |||||||
Grant Date Target Value | $ 14.7 | |||||||
2021 LTIP program | LTIP Units | ||||||||
Stock-based incentive plan awards | ||||||||
Performance period | 3 years | |||||||
Grant Date Fair Value | $ 5.7 | |||||||
Grant Date Target Value | $ 12.2 | |||||||
2021 LTIP program | Time Based Restricted Stock Units | Maximum | ||||||||
Stock-based incentive plan awards | ||||||||
Grant Date Fair Value | $ 18.4 | |||||||
2022 LTIP program | LTIP Units | ||||||||
Stock-based incentive plan awards | ||||||||
Performance period | 3 years | |||||||
Grant Date Target Value | $ 13.7 | |||||||
2022 LTIP program | LTIP Units | Maximum | ||||||||
Stock-based incentive plan awards | ||||||||
Grant Date Fair Value | $ 20.6 |
Lease Income (Details)
Lease Income (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Lessor, Lease, Description [Line Items] | |||
Fixed-lease income | $ 959,630 | $ 937,489 | |
Variable lease income | 248,237 | 207,569 | |
Total lease income | 1,207,867 | $ 1,145,058 | |
Tenant receivables and accrued revenue | |||
Lessor, Lease, Description [Line Items] | |||
Straight-line receivables | $ 559,500 | $ 568,700 |
Commitments and Contingencies -
Commitments and Contingencies - Lease Commitments (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022USD ($)property | Mar. 31, 2021USD ($) | Dec. 31, 2021USD ($) | |
Lease Commitments | |||
Properties subject to ground leases | property | 23 | ||
Lease Cost | |||
Fixed lease cost | $ 8,095 | $ 8,118 | |
Variable lease cost | 4,269 | 4,078 | |
Sublease income | (186) | ||
Total operating lease cost | 12,364 | 12,010 | |
Cash paid for amounts included in the measurement of lease liabilities | |||
Operating cash flows from operating leases | $ 12,339 | $ 12,166 | |
Weighted-average remaining lease term - operating leases | 33 years 3 months 18 days | 34 years 2 months 12 days | |
Weighted-average discount rate - operating leases | 4.87% | 4.87% | |
Operating Lease Liabilities | |||
2022 | $ 33,120 | ||
2023 | 33,261 | ||
2024 | 33,395 | ||
2025 | 33,406 | ||
2026 | 33,420 | ||
Thereafter | 857,686 | ||
Future minimum gross lease payments | 1,024,288 | ||
Impact of discounting | (519,604) | ||
Operating lease liabilities | $ 504,684 | $ 506,931 |
Commitments and Contingencies_2
Commitments and Contingencies - Guarantees of Indebtedness (Details) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Joint Venture Mortgage and Indebtedness | ||
Guarantees of Joint Venture Indebtedness: | ||
Loan guarantee | $ 155.5 | $ 209.9 |
Commitments and Contingencies_3
Commitments and Contingencies - Concentration of Credit Risk (Details) | 3 Months Ended |
Mar. 31, 2022 | |
Consolidated revenues | Concentration of credit risk | Maximum | |
Concentration of Credit Risk | |
Percentage of consolidated revenues from a single customer or tenant | 5.00% |
Commitments and Contingencies_4
Commitments and Contingencies - Hurricane Impacts (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021USD ($) | Sep. 30, 2020USD ($)property | |
Hurricane Impact | ||
Insurance proceeds for property restoration | $ 6,400 | |
Loss from Catastrophes | TEXAS | ||
Hurricane Impact | ||
Number of properties significantly damaged | property | 1 | |
Asset write-offs | $ 9,600 | |
Insurance proceeds for property restoration | $ 14,000 | |
Loss from Catastrophes | LOUISIANA | ||
Hurricane Impact | ||
Number of properties significantly damaged | property | 1 | |
Asset write-offs | $ 11,100 | |
Insurance proceeds for property restoration | $ 27,500 |