Condensed Consolidating Financial Information | Condensed Consolidating Financial Information Many of our subsidiaries that are 100% owned, either directly or indirectly, have guaranteed our indebtedness under our unsecured senior notes and our term loan and revolving credit facilities. The guarantees are joint and several and full and unconditional. The following statements set forth consolidating financial information with respect to guarantors of our unsecured senior notes: Condensed Consolidating Balance Sheet Equity One, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated (In thousands) ASSETS Properties, net $ 138,050 $ 1,505,152 $ 1,332,892 $ (83 ) $ 2,976,011 Investment in affiliates 2,795,308 — — (2,795,308 ) — Other assets 234,859 103,050 814,702 (819,894 ) 332,717 TOTAL ASSETS $ 3,168,217 $ 1,608,202 $ 2,147,594 $ (3,615,285 ) $ 3,308,728 LIABILITIES Total notes payable $ 1,566,517 $ 121,013 $ 350,457 $ (760,600 ) $ 1,277,387 Other liabilities 27,207 104,458 178,415 (59,377 ) 250,703 TOTAL LIABILITIES 1,593,724 225,471 528,872 (819,977 ) 1,528,090 EQUITY 1,574,493 1,382,731 1,618,722 (2,795,308 ) 1,780,638 TOTAL LIABILITIES AND EQUITY $ 3,168,217 $ 1,608,202 $ 2,147,594 $ (3,615,285 ) $ 3,308,728 Condensed Consolidating Balance Sheet Equity One, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated (In thousands) ASSETS Properties, net $ 138,293 $ 1,503,390 $ 1,266,820 $ (83 ) $ 2,908,420 Investment in affiliates 2,760,512 — — (2,760,512 ) — Other assets 225,509 97,820 840,654 (810,178 ) 353,805 TOTAL ASSETS $ 3,124,314 $ 1,601,210 $ 2,107,474 $ (3,570,773 ) $ 3,262,225 LIABILITIES Total notes payable $ 1,616,764 $ 122,580 $ 354,297 $ (760,600 ) $ 1,333,041 Other liabilities 24,130 102,988 161,118 (49,661 ) 238,575 TOTAL LIABILITIES 1,640,894 225,568 515,415 (810,261 ) 1,571,616 EQUITY 1,483,420 1,375,642 1,592,059 (2,760,512 ) 1,690,609 TOTAL LIABILITIES AND EQUITY $ 3,124,314 $ 1,601,210 $ 2,107,474 $ (3,570,773 ) $ 3,262,225 Condensed Consolidating Statement of Comprehensive Income Equity One, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated (In thousands) Total revenue $ 6,002 $ 48,292 $ 36,145 $ — $ 90,439 Equity in subsidiaries' earnings 36,129 — — (36,129 ) — Total costs and expenses 11,537 25,471 22,233 (238 ) 59,003 INCOME BEFORE OTHER INCOME AND EXPENSE AND TAX 30,594 22,821 13,912 (35,891 ) 31,436 Other income and (expense) (13,859 ) (1,255 ) 3,674 (1,155 ) (12,595 ) INCOME FROM CONTINUING OPERATIONS BEFORE TAX 16,735 21,566 17,586 (37,046 ) 18,841 Income tax benefit (provision) of taxable REIT subsidiaries — 815 (197 ) — 618 NET INCOME 16,735 22,381 17,389 (37,046 ) 19,459 Other comprehensive loss (2,570 ) — (226 ) — (2,796 ) COMPREHENSIVE INCOME 14,165 22,381 17,163 (37,046 ) 16,663 Comprehensive income attributable to noncontrolling interests — — (2,498 ) — (2,498 ) COMPREHENSIVE INCOME ATTRIBUTABLE TO EQUITY ONE, INC. $ 14,165 $ 22,381 $ 14,665 $ (37,046 ) $ 14,165 Condensed Consolidating Statement of Comprehensive Income Equity One, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminating Entries Consolidated (In thousands) Total revenue $ 5,631 $ 45,740 $ 35,006 $ — $ 86,377 Equity in subsidiaries' earnings 46,680 — — (46,680 ) — Total costs and expenses 15,965 24,634 19,486 (259 ) 59,826 INCOME BEFORE OTHER INCOME AND 36,346 21,106 15,520 (46,421 ) 26,551 Other income and (expense) (18,073 ) 3,135 9,695 (243 ) (5,486 ) INCOME FROM CONTINUING OPERATIONS BEFORE TAX AND DISCONTINUED OPERATIONS 18,273 24,241 25,215 (46,664 ) 21,065 Income tax provision of taxable REIT — (70 ) (98 ) — (168 ) INCOME FROM CONTINUING OPERATIONS 18,273 24,171 25,117 (46,664 ) 20,897 Income (loss) from discontinued operations 35 (15 ) (117 ) 1 (96 ) NET INCOME 18,308 24,156 25,000 (46,663 ) 20,801 Other comprehensive income 1,857 — 1 — 1,858 COMPREHENSIVE INCOME 20,165 24,156 25,001 (46,663 ) 22,659 Comprehensive income attributable to — — (2,494 ) — (2,494 ) COMPREHENSIVE INCOME ATTRIBUTABLE TO EQUITY ONE, INC. $ 20,165 $ 24,156 $ 22,507 $ (46,663 ) $ 20,165 Condensed Consolidating Statement of Comprehensive Income Equity One, Inc. Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminating Entries Consolidated (In thousands) Total revenue $ 17,414 $ 144,405 $ 107,834 $ — $ 269,653 Equity in subsidiaries' earnings 130,049 — — (130,049 ) — Total costs and expenses 32,680 72,889 61,521 (779 ) 166,311 INCOME BEFORE OTHER INCOME AND 114,783 71,516 46,313 (129,270 ) 103,342 Other income and (expense) (62,930 ) (4,436 ) 24,740 (1,655 ) (44,281 ) INCOME FROM CONTINUING OPERATIONS 51,853 67,080 71,053 (130,925 ) 59,061 Income tax benefit (provision) of taxable REIT — 1,036 (569 ) — 467 NET INCOME 51,853 68,116 70,484 (130,925 ) 59,528 Other comprehensive loss (4,110 ) — (168 ) — (4,278 ) COMPREHENSIVE INCOME 47,743 68,116 70,316 (130,925 ) 55,250 Comprehensive income attributable to — — (7,507 ) — (7,507 ) COMPREHENSIVE INCOME ATTRIBUTABLE TO EQUITY ONE, INC. $ 47,743 $ 68,116 $ 62,809 $ (130,925 ) $ 47,743 Condensed Consolidating Statement of Comprehensive Income Equity One, Inc. Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminating Entries Consolidated (In thousands) Total revenue $ 18,348 $ 143,903 $ 104,390 $ — $ 266,641 Equity in subsidiaries' earnings 124,939 — — (124,939 ) — Total costs and expenses 39,410 76,135 63,145 (746 ) 177,944 INCOME BEFORE OTHER INCOME AND EXPENSE, TAX AND DISCONTINUED OPERATIONS 103,877 67,768 41,245 (124,193 ) 88,697 Other income and (expense) (61,939 ) (3,450 ) 27,084 (728 ) (39,033 ) INCOME FROM CONTINUING OPERATIONS BEFORE TAX AND DISCONTINUED OPERATIONS 41,938 64,318 68,329 (124,921 ) 49,664 Income tax provision of taxable REIT — (63 ) (717 ) — (780 ) INCOME FROM CONTINUING OPERATIONS 41,938 64,255 67,612 (124,921 ) 48,884 Income (loss) from discontinued operations 42 3,042 (100 ) 7 2,991 NET INCOME 41,980 67,297 67,512 (124,914 ) 51,875 Other comprehensive loss (1,166 ) — (192 ) — (1,358 ) COMPREHENSIVE INCOME 40,814 67,297 67,320 (124,914 ) 50,517 Comprehensive income attributable to — — (9,703 ) — (9,703 ) COMPREHENSIVE INCOME ATTRIBUTABLE TO EQUITY ONE, INC. $ 40,814 $ 67,297 $ 57,617 $ (124,914 ) $ 40,814 Condensed Consolidating Statement of Cash Flows Equity One, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidated (In thousands) Net cash (used in) provided by operating activities $ (69,697 ) $ 99,146 $ 100,563 $ 130,012 INVESTING ACTIVITIES: Acquisition of income producing properties — — (11,800 ) (11,800 ) Additions to income producing properties (1,753 ) (7,985 ) (5,270 ) (15,008 ) Acquisition of land — (1,350 ) — (1,350 ) Additions to construction in progress (5,696 ) (24,717 ) (17,742 ) (48,155 ) Deposits for the acquisition of income producing properties (2,610 ) — — (2,610 ) Proceeds from sale of real estate and rental properties — 4,527 1,282 5,809 Increase in deferred leasing costs and lease intangibles (1,011 ) (2,527 ) (1,462 ) (5,000 ) Investment in joint ventures (284 ) — (23,611 ) (23,895 ) Advances to joint ventures — — (16 ) (16 ) Distributions from joint ventures — — 7,829 7,829 Collection of development costs tax credit — 1,542 — 1,542 Repayments from subsidiaries, net 85,016 (67,064 ) (17,952 ) — Net cash provided by (used in) investing activities 73,662 (97,574 ) (68,742 ) (92,654 ) FINANCING ACTIVITIES: Repayments of mortgage notes payable — (1,572 ) (23,102 ) (24,674 ) Net borrowings under revolving credit facilities 57,000 — — 57,000 Repayment of senior notes payable (110,122 ) — — (110,122 ) Payment of deferred financing costs (10 ) — — (10 ) Proceeds from issuance of common stock 124,870 — — 124,870 Repurchase of common stock (298 ) — — (298 ) Stock issuance costs (624 ) — — (624 ) Dividends paid to stockholders (84,466 ) — — (84,466 ) Purchase of noncontrolling interests — — (1,216 ) (1,216 ) Distributions to noncontrolling interests — — (7,503 ) (7,503 ) Net cash used in financing activities (13,650 ) (1,572 ) (31,821 ) (47,043 ) Net decrease in cash and cash equivalents (9,685 ) — — (9,685 ) Cash and cash equivalents at beginning of the period 27,469 — — 27,469 Cash and cash equivalents at end of the period $ 17,784 $ — $ — $ 17,784 Condensed Consolidating Statement of Cash Flows Equity One, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Consolidated (In thousands) Net cash (used in) provided by operating activities $ (76,340 ) $ 96,730 $ 94,940 $ 115,330 INVESTING ACTIVITIES: Acquisition of income producing properties — (80,350 ) (10,797 ) (91,147 ) Additions to income producing properties (1,422 ) (7,182 ) (6,279 ) (14,883 ) Additions to construction in progress (3,181 ) (37,776 ) (12,541 ) (53,498 ) Deposits for the acquisition of income producing properties (225 ) — — (225 ) Proceeds from sale of real estate and rental properties 35,009 56,609 27,425 119,043 Decrease in cash held in escrow 10,662 — — 10,662 Increase in deferred leasing costs and lease intangibles (488 ) (2,706 ) (2,693 ) (5,887 ) Investment in joint ventures — — (2,129 ) (2,129 ) Advances to joint ventures — — (177 ) (177 ) Distributions from joint ventures — — 15,537 15,537 Repayment of loans receivable — — 60,526 60,526 Repayments from subsidiaries, net 142,828 (14,995 ) (127,833 ) — Net cash provided by (used in) investing activities 183,183 (86,400 ) (58,961 ) 37,822 FINANCING ACTIVITIES: Repayments of mortgage notes payable — (8,139 ) (25,790 ) (33,929 ) Net repayments under revolving credit facilities (91,000 ) — — (91,000 ) Proceeds from issuance of common stock 112,870 — — 112,870 Repurchase of common stock (1,076 ) — — (1,076 ) Stock issuance costs (294 ) — — (294 ) Dividends paid to stockholders (79,355 ) — — (79,355 ) Purchase of noncontrolling interests — (2,191 ) (763 ) (2,954 ) Distributions to noncontrolling interests — — (9,426 ) (9,426 ) Net cash used in financing activities (58,855 ) (10,330 ) (35,979 ) (105,164 ) Net increase in cash and cash equivalents 47,988 — — 47,988 Cash and cash equivalents at beginning of the period 25,583 — — 25,583 Cash and cash equivalents at end of the period $ 73,571 $ — $ — $ 73,571 |