Exhibit 99.1
INVESTORS: |
| MEDIA: |
Kevin Berry |
| David Keating |
kevin.berry@ggp.com |
| david.keating@ggp.com |
(312) 960-5529 |
| (312) 960-6325 |
GENERAL GROWTH PROPERTIES REPORTS
FOURTH QUARTER RESULTS
Strong Net Operating Income Growth
Chicago, Illinois, February 8, 2012 – General Growth Properties, Inc. (NYSE: GGP) (“GGP” or the “Company”) today reported financial and operational results for the three months ended December 31, 2011.
RESULTS FOR THE FOURTH QUARTER 2011
Core Funds From Operations (“Core FFO”) was $279.8 million or $0.29 per diluted share for the fourth quarter 2011 compared to $230.1 million or $0.23 per diluted share for the fourth quarter 2010. Net loss attributable to common stockholders was $367.8 million or $0.39 per diluted share for the fourth quarter 2011 compared to a net loss of $1.14 billion for the fourth quarter 2010. Excluding the results attributable to Rouse Properties, Inc. (“RPI”), Core FFO was $254.0 million or $0.26 per diluted share for the fourth quarter 2011 compared to $207.7 million or $0.21 per diluted share for the fourth quarter 2010.
RESULTS FOR THE YEAR ENDED 2011
Core FFO was $937.0 million or $0.95 per diluted share for 2011 compared to $869.2 million or $0.87 per diluted share for 2010. Net loss attributable to common stockholders was $313.2 million or $0.37 per diluted share for 2011 compared to a net loss of $1.44 billion for 2010. Excluding the results attributable to RPI, Core FFO was $847.8 million or $0.86 per diluted share for 2011 compared to $784.7 million or $0.79 per diluted share for 2010.
OPERATIONAL HIGHLIGHTS
· Comparable tenant sales were $505 per square foot on a trailing 12 month basis as of year-end 2011, a 7.9% increase over year-end 2010. Comparable tenant sales have now increased for eight consecutive quarters.
· Regional mall percentage leased was 94.6% at year-end 2011, an increase of 110 basis points over year-end 2010.
· The initial rent on leases executed in 2011 was $65.67 per square foot representing an increase of 8.3% or $5.04 per square foot compared to the expiring rent on comparable leases.
· Core Net Operating Income (“Core NOI”), excluding the results attributable to RPI, for the fourth quarter 2011 increased 7.6% compared to the fourth quarter 2010 and increased 2.9% for the full year comparison.
CAPITAL MARKETS ACTIVITY
· During the fourth quarter of 2011, $1.3 billion ($609 million at share) of mortgage notes were refinanced at a weighted average interest rate of 4.62% and an average term of 9.9 years. The average interest rate of the original loans was 5.74% and the remaining term-to-maturity was 0.2 years.
· During 2011, $4.2 billion ($3.2 billion at share) of mortgage notes were refinanced at a weighted average interest rate of 5.06% and average term of 10.1 years. The average interest rate of the original loans was 5.83% and the remaining term-to-maturity was 2.2 years. Approximately $1.8 billion of the original loans were refinanced upon their maturity and $2.4 billion were refinanced prior to their scheduled maturities.
· As of December 31, 2011, the Company had $745 million of cash and cash equivalents, including $174 million held in joint ventures. GGP’s $750 million corporate line of credit remains undrawn.
ACQUISITION AND DISPOSITION ACTIVITY
· On January 12, 2012, GGP distributed approximately 0.0375 shares of RPI common stock for each GGP common share to holders of record on December 30, 2011. In accordance with U.S. GAAP, the results of operations of RPI are classified as continuing operations for the three months and year ended December 31, 2011, and 2010, respectively. As of December 31, 2011, RPI’s total assets were $1.57 billion and total liabilities were $1.15 billion and are included in GGP’s consolidated balance sheet. In addition, RPI contributed core FFO of $0.03 and $0.09 per diluted share for
the three months and year ended December 31, 2011, respectively, and $0.02 and $0.08 per diluted share for the three months and year ended December 31, 2010, respectively. See “RPI Information” below.
· GGP and Kimco Realty previously announced a joint venture partnership in which both companies would own 50% interest of Owings Mills Mall in Owings Mills, Maryland. GGP and Kimco will co-lead a redevelopment of the one-million square foot regional mall. GGP previously owned 100% interest in the property.
· During the fourth quarter, GGP acquired whole or partial interests in several anchor pads and big boxes comprising approximately 1.25 million square feet of gross leasable area for $12.6 million. During 2011, GGP acquired whole or partial interests in approximately 2.45 million square feet of gross leasable area for $168.4 million including the assumption of $34.7 million of property-level debt. (Figures represent GGP’s share).
· During the fourth quarter, GGP sold, or transferred to the mortgage holder, whole or partial interests in several properties comprising approximately 2.8 million square feet for $251.0 million including property level debt of $166.3 million. During 2011, GGP sold, or transferred to the mortgage holder, whole or partial interests in approximately 11.5 million square feet of gross leasable area for $879.9 million including property level debt of $752.7 million. (Figures represent GGP’s share).
DEVELOPMENT ACTIVITY
· During 2011, the Company opened 28 new anchor/big boxes across its nationwide regional mall portfolio totaling approximately 920,000 square feet, including Crate & Barrel, Nordstrom Rack, Bed Bath & Beyond, L.L. Bean, Cabela’s, Kohl’s, H.H. Gregg and Ulta.
· During 2011, the Company opened three department stores totaling approximately 402,000 square feet – two Nordstrom stores and one Von Maur. GGP has an additional four department stores totaling approximately 516,000 square feet scheduled to open in 2012 and 2013, including Von Maur, Lord & Taylor, Herberger’s and Bloomingdale’s.
2012 GUIDANCE
GGP reaffirms its previously issued 2012 Core FFO guidance of $0.90 to $0.94 per diluted share. Core FFO for 2011, excluding the results attributable to RPI, was $0.86 per diluted share. In addition, Core FFO for the first quarter 2012 is estimated to be $0.21 to $0.23 per diluted share. The following table provides a reconciliation of the range of estimated diluted net income attributable to common stockholders per share to estimated diluted FFO per share and diluted Core FFO per share.
|
| For the three months ended |
| For the year ended |
| ||||
|
| Low End |
| High End |
| Low End |
| High End |
|
Net income attributable to common stockholders |
| $(0.01) |
| 0.01 |
| $(0.05) |
| $(0.01) |
|
Depreciation, including share of joint ventures |
| 0.20 |
| 0.20 |
| 0.92 |
| 0.92 |
|
Gain / loss on property dispositions |
| – |
| – |
| – |
| – |
|
Impact of dilutive securities |
| – |
| – |
| (0.02) |
| (0.02) |
|
Funds From Operations |
| $0.19 |
| $0.21 |
| 0.85 |
| 0.89 |
|
Other Core FFO Adjustments (1) |
| 0.02 |
| 0.02 |
| 0.05 |
| 0.05 |
|
Core Funds From Operations |
| $0.21 |
| $0.23 |
| $0.90 |
| $0.94 |
|
(1) Refer to the Supplemental Information package for the nature of adjustments to reconcile FFO to Core FFO. The Supplemental Information package is available in the Investors section of the Company’s website at www.ggp.com.
The 2012 guidance estimates reflects management’s view of current and future market conditions, including assumptions with respect to rental rates, occupancy levels and the earnings impact of the events referenced in this release and previously disclosed. The guidance also reflects management’s view of future capital market conditions, which is generally consistent with the current forward rates for LIBOR and U.S. Treasury bonds. The estimates do not include possible future gains or losses or the impact on operating results from other possible future property acquisitions or dispositions, capital markets activity or impairment charges. Earnings per share estimates may be subject to fluctuations as a result of several factors, including changes in the recognition of depreciation and amortization expense and any gains or losses associated with disposition activity. By definition, Core FFO does not include real estate-related depreciation and amortization or gains or losses associated with property disposition activities. This guidance is a forward-looking statement and is subject to the risks and other factors described elsewhere in this release.
INVESTOR CONFERENCE CALL
On February 9, 2012, GGP will host a conference call at 9:00 a.m. Eastern Time. The conference call will be accessible by telephone and through the Internet. Interested parties can access the call by dialing 877.845.1018 (international 707.287.9345). A live webcast of the conference call will be available in listen-only mode in the Investors section at www.ggp.com. Interested parties should access the conference call or website 10 minutes prior to the beginning of the call in order to register.
For those unable to listen to the call live, a replay will be available beginning at 1:00 p.m. EST on February 9, 2012, through February 23, 2012. To access the replay, dial 855.859.2056 (international 404.537.3406) conference ID 43425840. A replay of the call will be available on the Company’s website in the Investors section.
SUPPLEMENTAL INFORMATION
GGP has prepared a supplemental information report available on www.ggp.com in the Investors section. This information also has been filed with the Securities and Exchange Commission as an exhibit on Form 8-K.
RPI INFORMATION
In December 2011, the Board of Directors approved the spin-off to holders of GGP’s common stock, in the form of a special taxable dividend, shares of the newly formed RPI. The spin-off was consummated on January 12, 2012. For every share of GGP’s common stock, such holder received approximately 0.0375 shares of RPI common stock. As the spin-off transaction did not occur until 2012, the assets, liabilities and results of operations of RPI are included in the consolidated financial statements of GGP as of December 31, 2011.
This earnings release includes certain financial information with and without RPI for the three and twelve months ended December 31, 2011. GGP has provided this information in order to illustrate the impact that the spin-off would have had on GGP’s 2011 results and to provide more meaningful information about GGP’s ongoing operations. Any RPI information included in this earnings release (i) is derived solely from the consolidating financial information included in GGP’s consolidated financial results, (ii) has not been audited by RPI’s auditors and (iii) has not been reviewed or adopted by RPI. Accordingly, the RPI information included herein may differ from the information that is publicly reported by RPI following completion of its audit for the year ended December 31, 2011.
FORWARD-LOOKING STATEMENTS
Certain statements made in this press release may be deemed “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Although GGP believes the expectations reflected in any forward-looking statement are based on reasonable assumption, it can give no assurance that its expectations will be attained, and it is possible that actual results may differ materially from those indicated by these forward-looking statements due to a variety of risks, uncertainties and other factors. Such factors include, but are not limited to, GGP’s ability to refinance, extend, restructure or repay near and intermediate term debt, its indebtedness, its ability to raise capital through equity issuances, asset sales or the incurrence of new debt, retail and credit market conditions, impairments, its liquidity demands, retail and economic conditions. GGP discusses these and other risks and uncertainties in its annual and quarterly periodic reports filed with the Securities and Exchange Commission. GGP may update that discussion in its periodic reports, but otherwise takes no duty or obligation to update or revise these forward-looking statements, whether as a result of new information, future developments, or otherwise.
ABOUT GGP
General Growth Properties, Inc. owns or has an interest in 136 regional shopping malls comprising approximately 140 million square feet of gross leasable area in the United States. GGP is headquartered in Chicago, Illinois, and publicly traded on the NYSE under the symbol GGP. For further information please visit the GGP website at www.GGP.com.
NON-GAAP SUPPLEMENTAL FINANCIAL MEASURES AND DEFINITIONS
REAL ESTATE PROPERTY NET OPERATING INCOME (NOI) AND CORE NOI
The Company believes NOI is a useful supplemental measure of the Company’s operating performance. The Company defines NOI as operating revenues (rental income, tenant recoveries and other income) less property and related expenses (real estate taxes, property maintenance costs, marketing, other property expenses and provision for doubtful accounts). NOI has been reflected on a proportionate basis (at the Company’s ownership share). Other REITs may use different methodologies for calculating NOI, and accordingly, the Company’s NOI may not be comparable to other REITs. Because NOI excludes general and administrative expenses, interest expense, retail investment property impairment or non-recoverable development costs, depreciation and amortization, gains and losses from property dispositions, allocations to noncontrolling interests, reorganization items, strategic initiatives, provision for income taxes, discontinued operations and extraordinary items, it provides a performance measure that, when compared year over year, reflects the revenues and expenses directly associated with owning and operating commercial real estate properties and the impact on operations from trends in occupancy rates, rental rates and operating costs. This measure provides an operating perspective not immediately apparent from GAAP operating or net income (loss) attributable to common stockholders. The Company uses NOI to evaluate its operating performance on a property-by-property basis because NOI allows the Company to evaluate the impact that factors such as lease structure, lease rates and tenant base, which vary by property, have on the Company’s operating results, gross margins and investment returns.
In addition, management believes NOI provides useful information to the investment community about the Company’s operating performance. However, due to the exclusions noted above, NOI should only be used as an alternative measure of the Company’s financial performance.
CORE NOI excludes the NOI impacts of non-cash and certain non-comparable items such as straight-line rent and intangible asset and liability amortization resulting from acquisition accounting. We present Core NOI, and Core EBITDA and Core FFO as below, as we believe certain investors and other users of our financial information use them as measures of the Company’s historical operating performance.
EARNINGS BEFORE INTEREST, TAXES, DEPRECIATION AND AMORTIZATION (EBITDA) AND CORE EBITDA
EBITDA is defined as net income (loss) attributable to common stockholders, adjusted to exclude interest expense net of interest income, warrant adjustment, income tax provision (benefit), discontinued operations, allocations to noncontrolling interests, depreciation and amortization. “Core EBITDA” comprises EBITDA as defined immediately above and excludes certain non-cash and certain non-recurring items such as our Core NOI adjustments described above, provisions for impairment, emergence reorganization items, strategic initiatives and certain management and administration costs.
FUNDS FROM OPERATIONS (“FFO”) AND CORE FFO
The Company, consistent with real estate industry and investment community preferences, uses FFO as a supplemental measure of operating performance for a Real Estate Investment Trust (REIT). FFO is defined as net income (loss) attributable to common stockholders in accordance with GAAP, excluding impairment write-downs on depreciable real estate, gains (or losses) from cumulative effects of accounting changes, extraordinary items and sales of properties, plus real estate related depreciation and amortization and including adjustments for unconsolidated partnerships and joint ventures. We believe our definition of FFO is consistent with the definition of FFO as established by NAREIT.
The Company considers FFO a supplemental measure for equity REITs and a complement to GAAP measures because it facilitates an understanding of the operating performance of the Company’s properties. FFO does not give effect to real estate depreciation and amortization since these amounts are computed to allocate the cost of a property over its useful life. Since values for well-maintained real estate assets have historically increased or decreased based upon prevailing market conditions, the Company believes that FFO provides investors with a clearer view of the Company’s operating performance. As with our presentation of Core NOI and Core EBITDA, Core FFO excludes from FFO certain items that are non-cash and certain non-comparable items such as our Core NOI adjustments, Core EBITDA adjustments, and FFO items such as FFO from discontinued operations, Permanent Warrant expense, and interest expense on debt repaid or settled, all as a result of our emergence, acquisition accounting and other capital contribution or restructuring events.
RECONCILIATIONS OF NON-GAAP SUPPLEMENTAL FINANCIAL MEASURES TO GAAP FINANCIAL MEASURES
In order to provide a better understanding of the relationship between our non-GAAP Supplemental Financial measures of NOI, Core NOI, EBITDA, Core EBITDA, FFO and Core FFO, reconciliations have been provided as follows: a reconciliation of NOI and Core NOI to GAAP Operating Income (loss); a reconciliation of EBITDA and Core EBITDA to GAAP net income (loss) attributable to common stockholders; a reconciliation of Core FFO and FFO to GAAP net income (loss) attributable to common stockholders has been provided. None of our non-GAAP Supplemental Financial measures represents cash flow from operating activities in accordance with GAAP, none should be considered as an alternative to GAAP net income (loss) attributable to common stockholders and none are necessarily indicative of cash available to fund cash needs. In addition, the Company has presented such financial measures on a consolidated and unconsolidated basis (at the Company’s ownership share) as the Company believes that given the significance of the Company’s operations that are owned through investments accounted for on the equity method of accounting, the detail of the operations of the Company’s unconsolidated properties provides important insights into the income and FFO produced by such investments for the Company as a whole.
General Growth Properties, Inc. Consolidated Statements of Income(1) (in thousands, except per share) |
|
|
| Three Months Ended |
| ||||||||||
|
| Successor |
| Successor |
| Predecessor |
| Combined |
| ||||
|
| December 31, 2011 |
| Period from November 10, 2010 |
| Period from October 1, 2010 |
| December 31, 2010 |
| ||||
Revenues: |
|
|
|
|
|
|
|
|
| ||||
Minimum rents |
| $ | 446,509 |
| $ | 255,599 |
| $ | 196,381 |
| $ | 451,980 |
|
Tenant recoveries |
| 190,020 |
| 108,994 |
| 84,495 |
| 193,489 |
| ||||
Overage rents |
| 35,417 |
| 19,691 |
| 9,217 |
| 28,908 |
| ||||
Management fees and other corporate revenues |
| 17,398 |
| 8,887 |
| 6,288 |
| 15,175 |
| ||||
Other |
| 30,248 |
| 15,946 |
| 7,885 |
| 23,831 |
| ||||
Total revenues |
| 719,592 |
| 409,117 |
| 304,266 |
| 713,383 |
| ||||
Expenses: |
|
|
|
|
|
|
|
|
| ||||
Real estate taxes |
| 59,535 |
| 35,712 |
| 25,893 |
| 61,605 |
| ||||
Property maintenance costs |
| 27,048 |
| 20,030 |
| 11,571 |
| 31,601 |
| ||||
Marketing |
| 15,937 |
| 12,300 |
| 3,411 |
| 15,711 |
| ||||
Other property operating costs |
| 113,479 |
| 67,135 |
| 53,221 |
| 120,356 |
| ||||
Provision for doubtful accounts |
| 2,572 |
| 471 |
| 2,137 |
| 2,608 |
| ||||
Property management and other costs |
| 62,186 |
| 29,837 |
| 12,473 |
| 42,310 |
| ||||
General and administrative |
| 15,558 |
| 22,262 |
| 2,206 |
| 24,468 |
| ||||
Provisions for impairment |
| 64,337 |
| — |
| — |
| — |
| ||||
Depreciation and amortization |
| 235,098 |
| 136,207 |
| 70,444 |
| 206,651 |
| ||||
Total expenses |
| 595,750 |
| 323,954 |
| 181,356 |
| 505,310 |
| ||||
Operating income |
| 123,842 |
| 85,163 |
| 122,910 |
| 208,073 |
| ||||
Interest income |
| 537 |
| 723 |
| 562 |
| 1,285 |
| ||||
Interest expense |
| (232,013 | ) | (139,171 | ) | (203,163 | ) | (342,334 | ) | ||||
Warrant adjustment |
| (264,418 | ) | (205,252 | ) | — |
| (205,252 | ) | ||||
Loss before income taxes, equity in income (loss) of Unconsolidated Real Estate Affiliates, reorganization items and noncontrolling interests |
| (372,052 | ) | (258,537 | ) | (79,691 | ) | (338,228 | ) | ||||
(Provision for) benefit from income taxes |
| (989 | ) | 8,909 |
| 61,900 |
| 70,809 |
| ||||
Equity in income (loss) of Unconsolidated Real Estate Affiliates |
| 5,432 |
| (504 | ) | (32,190 | ) | (32,694 | ) | ||||
Reorganization items |
| — |
| — |
| (227,987 | ) | (227,987 | ) | ||||
Loss from continuing operations |
| (367,609 | ) | (250,132 | ) | (277,968 | ) | (528,100 | ) | ||||
Discontinued operations |
| (656 | ) | (5,952 | ) | (638,863 | ) | (644,815 | ) | ||||
Net loss |
| (368,265 | ) | (256,084 | ) | (916,831 | ) | (1,172,915 | ) | ||||
Allocation to noncontrolling interests |
| 427 |
| 1,868 |
| 28,129 |
| 29,997 |
| ||||
Net loss attributable to common stockholders |
| $ | (367,838 | ) | $ | (254,216 | ) | $ | (888,702 | ) | $ | (1,142,918 | ) |
Basic Loss Per Share: |
|
|
|
|
|
|
|
|
| ||||
Continuing operations |
| $ | (0.39 | ) | $ | (0.26 | ) | $ | (0.83 | ) |
|
| |
Discontinued operations |
| — |
| (0.01 | ) | (1.97 | ) |
|
| ||||
Total basic loss per share |
| $ | (0.39 | ) | $ | (0.27 | ) | $ | (2.80 | ) |
|
| |
Diluted Loss Per Share: |
|
|
|
|
|
|
|
|
| ||||
Continuing operations |
| $ | (0.39 | ) | $ | (0.26 | ) | $ | (0.83 | ) |
|
| |
Discontinued operations |
| — |
| (0.01 | ) | (1.97 | ) |
|
| ||||
Total diluted loss per share |
| $ | (0.39 | ) | $ | (0.27 | ) | $ | (2.80 | ) |
|
| |
(1) Amounts presented in accordance with GAAP.
General Growth Properties, Inc. |
|
|
|
| Twelve Months Ended |
| ||||||||||
|
| Successor |
| Successor |
| Predecessor |
| Combined |
| ||||
|
| December 31, 2011 |
| Period from November 10, 2010 |
| Period from January 1, 2010 |
| December 31, 2010 |
| ||||
Revenues: |
|
|
|
|
|
|
|
|
| ||||
Minimum rents |
| $ | 1,738,246 |
| $ | 255,599 |
| $ | 1,522,703 |
| $ | 1,778,302 |
|
Tenant recoveries |
| 794,378 |
| 108,994 |
| 690,292 |
| 799,286 |
| ||||
Overage rents |
| 67,309 |
| 19,691 |
| 34,540 |
| 54,231 |
| ||||
Management fees and other corporate revenues |
| 61,173 |
| 8,887 |
| 54,351 |
| 63,238 |
| ||||
Other |
| 81,836 |
| 15,946 |
| 61,069 |
| 77,015 |
| ||||
Total revenues |
| 2,742,942 |
| 409,117 |
| 2,362,955 |
| 2,772,072 |
| ||||
Expenses: |
|
|
|
|
|
|
|
|
| ||||
Real estate taxes |
| 254,253 |
| 35,712 |
| 217,270 |
| 252,982 |
| ||||
Property maintenance costs |
| 110,052 |
| 20,030 |
| 89,551 |
| 109,581 |
| ||||
Marketing |
| 38,447 |
| 12,300 |
| 24,185 |
| 36,485 |
| ||||
Other property operating costs |
| 455,611 |
| 67,135 |
| 385,325 |
| 452,460 |
| ||||
Provision for doubtful accounts |
| 6,223 |
| 471 |
| 15,603 |
| 16,074 |
| ||||
Property management and other costs |
| 205,759 |
| 29,837 |
| 136,787 |
| 166,624 |
| ||||
General and administrative |
| 36,003 |
| 22,262 |
| 24,895 |
| 47,157 |
| ||||
Provisions for impairment |
| 64,337 |
| — |
| 4,516 |
| 4,516 |
| ||||
Depreciation and amortization |
| 979,328 |
| 136,207 |
| 561,861 |
| 698,068 |
| ||||
Total expenses |
| 2,150,013 |
| 323,954 |
| 1,459,993 |
| 1,783,947 |
| ||||
Operating income |
| 592,929 |
| 85,163 |
| 902,962 |
| 988,125 |
| ||||
Interest income |
| 2,464 |
| 723 |
| 1,524 |
| 2,247 |
| ||||
Interest expense |
| (958,612 | ) | (139,171 | ) | (1,259,275 | ) | (1,398,446 | ) | ||||
Warrant adjustment |
| 55,042 |
| (205,252 | ) | — |
| (205,252 | ) | ||||
Loss before income taxes, equity in income (loss) of Unconsolidated Real Estate Affiliates, reorganization items and noncontrolling interests |
| (308,177 | ) | (258,537 | ) | (354,789 | ) | (613,326 | ) | ||||
(Provision for) benefit from income taxes |
| (9,256 | ) | 8,909 |
| 60,456 |
| 69,365 |
| ||||
Equity in income (loss) of Unconsolidated Real Estate Affiliates |
| 2,898 |
| (504 | ) | 21,857 |
| 21,353 |
| ||||
Reorganization items |
| — |
| — |
| (339,314 | ) | (339,314 | ) | ||||
Loss from continuing operations |
| (314,535 | ) | (250,132 | ) | (611,790 | ) | (861,922 | ) | ||||
Discontinued operations |
| 7,654 |
| (5,952 | ) | (600,618 | ) | (606,570 | ) | ||||
Net loss |
| (306,881 | ) | (256,084 | ) | (1,212,408 | ) | (1,468,492 | ) | ||||
Allocation to noncontrolling interests |
| (6,291 | ) | 1,868 |
| 26,650 |
| 28,518 |
| ||||
Net loss attributable to common stockholders |
| $ | (313,172 | ) | $ | (254,216 | ) | $ | (1,185,758 | ) | $ | (1,439,974 | ) |
Basic Loss Per Share: |
|
|
|
|
|
|
|
|
| ||||
Continuing operations |
| $ | (0.34 | ) | $ | (0.26 | ) | $ | (1.89 | ) |
|
| |
Discontinued operations |
| 0.01 |
| (0.01 | ) | (1.85 | ) |
|
| ||||
Total basic loss per share |
| $ | (0.33 | ) | $ | (0.27 | ) | $ | (3.74 | ) |
|
| |
Diluted Loss Per Share: |
|
|
|
|
|
|
|
|
| ||||
Continuing operations |
| $ | (0.38 | ) | $ | (0.26 | ) | $ | (1.89 | ) |
|
| |
Discontinued operations |
| 0.01 |
| (0.01 | ) | (1.85 | ) |
|
| ||||
Total diluted loss per share |
| $ | (0.37 | ) | $ | (0.27 | ) | $ | (3.74 | ) |
|
| |
(1) Amounts presented in accordance with GAAP.
General Growth Properties, Inc. |
|
|
|
| December 31, 2011 |
| December 31, 2010 |
| ||
Assets: |
|
|
|
|
| ||
Investment in real estate: |
|
|
|
|
| ||
Land |
| $ | 4,608,021 |
| $ | 4,722,674 |
|
Buildings and equipment |
| 19,813,510 |
| 20,300,355 |
| ||
Less accumulated depreciation |
| (973,027 | ) | (129,794 | ) | ||
Developments in progress |
| 135,807 |
| 117,137 |
| ||
Net property and equipment |
| 23,584,311 |
| 25,010,372 |
| ||
Investment in and loans to/from Unconsolidated Real Estate Affiliates |
| 3,052,973 |
| 3,153,698 |
| ||
Net investment in real estate |
| 26,637,284 |
| 28,164,070 |
| ||
Cash and cash equivalents |
| 572,872 |
| 1,021,311 |
| ||
Accounts and notes receivable, net |
| 218,455 |
| 114,099 |
| ||
Deferred expenses, net |
| 169,545 |
| 175,669 |
| ||
Prepaid expenses and other assets |
| 1,803,796 |
| 2,300,452 |
| ||
Assets held for disposition |
| 116,199 |
| 591,778 |
| ||
Total Assets |
| $ | 29,518,151 |
| $ | 32,367,379 |
|
|
|
|
|
|
| ||
Liabilities: |
|
|
|
|
| ||
Mortgages, notes and loans payable |
| $ | 17,129,506 |
| $ | 17,841,757 |
|
Accounts payable and accrued expenses |
| 1,444,280 |
| 1,893,571 |
| ||
Distribution payable |
| 526,332 |
| 38,399 |
| ||
Deferred tax liabilities |
| 29,220 |
| 36,463 |
| ||
Tax indemnification liability |
| 303,750 |
| 303,750 |
| ||
Junior Subordinated Notes |
| 206,200 |
| 206,200 |
| ||
Warrant liability |
| 985,962 |
| 1,041,004 |
| ||
Liabilities held for disposition |
| 89,761 |
| 592,122 |
| ||
Total Liabilities |
| 20,715,011 |
| 21,953,266 |
| ||
Redeemable noncontrolling interests: |
|
|
|
|
| ||
Preferred |
| 120,756 |
| 120,756 |
| ||
Common |
| 103,039 |
| 111,608 |
| ||
Total Redeemable Noncontrolling Interests |
| 223,795 |
| 232,364 |
| ||
Equity: |
|
|
|
|
| ||
Total stockholders’ equity |
| 8,483,329 |
| 10,079,102 |
| ||
Noncontrolling interests in consolidated real estate affiliates |
| 96,016 |
| 102,647 |
| ||
Total Equity |
| 8,579,345 |
| 10,181,749 |
| ||
Total Liabilities and Equity |
| $ | 29,518,151 |
| $ | 32,367,379 |
|
(1) Presented in accordance with GAAP.
General Growth Properties, Inc. |
|
|
|
| Three Months Ended December 31, 2011 |
| Three Months Ended December 31, 2010 |
| ||||||||||||||
|
| Successor |
| Successor |
| Successor |
| Combined |
| Combined |
| Combined |
| ||||||
|
| Pro Rata Basis |
| Core Adjustments |
| Core |
| Pro Rata Basis |
| Core Adjustments |
| Core |
| ||||||
|
| December 31, 2011 |
| Dec 31, 2011 |
| Dec 31, 2011 |
| December 31, 2010 |
| Dec 31, 2010 |
| Dec 31, 2010 |
| ||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Property revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Minimum rents |
| $ | 540,495 |
| $ | 29,541 |
| $ | 570,036 |
| $ | 541,370 |
| $ | 11,383 |
| $ | 552,753 |
|
Tenant recoveries |
| 228,003 |
| — |
| 228,003 |
| 225,782 |
| — |
| 225,782 |
| ||||||
Overage rents |
| 42,790 |
| — |
| 42,790 |
| 33,004 |
| — |
| 33,004 |
| ||||||
Other, including noncontrolling interests |
| 31,285 |
| — |
| 31,285 |
| 25,971 |
| — |
| 25,971 |
| ||||||
Total property revenues |
| 842,573 |
| 29,541 |
| 872,114 |
| 826,127 |
| 11,383 |
| 837,510 |
| ||||||
Property operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Real estate taxes |
| 74,904 |
| (1,578 | ) | 73,326 |
| 69,814 |
| (1,324 | ) | 68,490 |
| ||||||
Property maintenance costs |
| 32,359 |
| — |
| 32,359 |
| 37,065 |
| — |
| 37,065 |
| ||||||
Marketing |
| 19,417 |
| — |
| 19,417 |
| 18,947 |
| — |
| 18,947 |
| ||||||
Other property operating costs |
| 134,310 |
| (1,643 | ) | 132,667 |
| 140,669 |
| (1,596 | ) | 139,073 |
| ||||||
Provision for doubtful accounts |
| 2,715 |
| — |
| 2,715 |
| 2,509 |
| — |
| 2,509 |
| ||||||
Total property operating expenses |
| 263,705 |
| (3,221 | ) | 260,484 |
| 269,004 |
| (2,920 | ) | 266,084 |
| ||||||
NOI |
| $ | 578,868 |
| $ | 32,762 |
| $ | 611,630 |
| $ | 557,123 |
| $ | 14,303 |
| $ | 571,426 |
|
Management fees and other corporate revenues |
| 18,629 |
| (9 | ) | 18,620 |
| 16,908 |
| (1,005 | ) | 15,903 |
| ||||||
Property management and other costs |
| (68,538 | ) | 14,317 |
| (54,221 | ) | (48,770 | ) | (562 | ) | (49,332 | ) | ||||||
General and administrative |
| (19,704 | ) | 88 |
| (19,616 | ) | (33,402 | ) | 4,547 |
| (28,855 | ) | ||||||
Preferred unit distributions |
| (2,648 | ) | — |
| (2,648 | ) | (2,838 | ) | — |
| (2,838 | ) | ||||||
EBITDA before reorganization items |
| $ | 506,607 |
| $ | 47,158 |
| $ | 553,765 |
| $ | 489,021 |
| $ | 17,283 |
| $ | 506,304 |
|
Provisions for impairment |
| (916 | ) | 916 |
| — |
| — |
| — |
| — |
| ||||||
Reorganization items |
| — |
| — |
| — |
| (227,987 | ) | 227,987 |
| — |
| ||||||
EBITDA |
| $ | 505,691 |
| $ | 48,074 |
| $ | 553,765 |
| $ | 261,034 |
| $ | 245,270 |
| $ | 506,304 |
|
Depreciation on non-income producing assets |
| (1,978 | ) | — |
| (1,978 | ) | (1,743 | ) | — |
| (1,743 | ) | ||||||
Interest income |
| 1,479 |
| — |
| 1,479 |
| 3,785 |
| — |
| 3,785 |
| ||||||
Interest expense: |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Default interest |
| (1,132 | ) | 1,132 |
| — |
| (48,006 | ) | 48,006 |
| — |
| ||||||
Interest expense relating to extinguished debt |
| — |
| — |
| — |
| (33,527 | ) | 33,527 |
| — |
| ||||||
Mark-to-market adjustments on debt |
| 3,420 |
| (3,420 | ) | — |
| (19,913 | ) | 19,913 |
| — |
| ||||||
Write-off of mark-to-market adjustments on extinguished debt |
| 148 |
| (148 | ) | — |
| — |
| — |
| — |
| ||||||
Debt extinguishment expenses |
| 36 |
| (36 | ) | — |
| (1 | ) | 1 |
| — |
| ||||||
Interest on existing debt |
| (273,031 | ) | — |
| (273,031 | ) | (279,390 | ) | — |
| (279,390 | ) | ||||||
Warrant adjustment |
| (264,418 | ) | 264,418 |
| — |
| (205,252 | ) | 205,252 |
| — |
| ||||||
(Provision for) benefit from income taxes |
| (1,082 | ) | 1,082 |
| — |
| 70,693 |
| (70,693 | ) | — |
| ||||||
Other FFO from noncontrolling interests |
| (426 | ) | — |
| (426 | ) | 1,171 |
| — |
| 1,171 |
| ||||||
FFO from discontinued operations |
| 478 |
| (478 | ) | — |
| 481,734 |
| (481,734 | ) | — |
| ||||||
|
| (30,815 | ) | 310,624 |
| 279,809 |
| 230,585 |
| (458 | ) | 230,127 |
| ||||||
Equity in FFO of Unconsolidated Properties |
| — |
| — |
| — |
| — |
| — |
| — |
| ||||||
FFO |
| $ | (30,815 | ) | $ | 310,624 |
| $ | 279,809 |
| $ | 230,585 |
| $ | (458 | ) | $ | 230,127 |
|
General Growth Properties, Inc. |
|
|
|
| Twelve Months Ended December 31, 2011 |
| Twelve Months Ended December 31, 2010 |
| ||||||||||||||
|
| Successor |
| Successor |
| Successor |
| Combined |
| Combined |
| Combined |
| ||||||
|
| Pro Rata Basis |
| Core Adjustments |
| Core |
| Pro Rata Basis |
| Core Adjustments |
| Core |
| ||||||
|
| December 31, 2011 |
| December 31, 2011 |
| December 31, 2011 |
| December 31, 2010 |
| December 31, 2010 |
| December 31, 2010 |
| ||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Property revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Minimum rents |
| $ | 2,092,791 |
| $ | 49,579 |
| $ | 2,142,370 |
| $ | 2,134,891 |
| $ | (26,546 | ) | $ | 2,108,345 |
|
Tenant recoveries |
| 937,146 |
| — |
| 937,146 |
| 938,343 |
| — |
| 938,343 |
| ||||||
Overage rents |
| 80,193 |
| — |
| 80,193 |
| 61,431 |
| — |
| 61,431 |
| ||||||
Other, including noncontrolling interests |
| 85,054 |
| — |
| 85,054 |
| 79,733 |
| — |
| 79,733 |
| ||||||
Total property revenues |
| 3,195,184 |
| 49,579 |
| 3,244,763 |
| 3,214,398 |
| (26,546 | ) | 3,187,852 |
| ||||||
Property operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Real estate taxes |
| 302,268 |
| (6,312 | ) | 295,956 |
| 294,028 |
| (4,267 | ) | 289,761 |
| ||||||
Property maintenance costs |
| 129,280 |
| — |
| 129,280 |
| 128,140 |
| — |
| 128,140 |
| ||||||
Marketing |
| 46,983 |
| — |
| 46,983 |
| 44,086 |
| — |
| 44,086 |
| ||||||
Other property operating costs |
| 536,256 |
| (6,621 | ) | 529,635 |
| 532,626 |
| (6,290 | ) | 526,336 |
| ||||||
Provision for doubtful accounts |
| 9,308 |
| — |
| 9,308 |
| 18,962 |
| — |
| 18,962 |
| ||||||
Total property operating expenses |
| 1,024,095 |
| (12,933 | ) | 1,011,162 |
| 1,017,842 |
| (10,557 | ) | 1,007,285 |
| ||||||
NOI |
| $ | 2,171,089 |
| $ | 62,512 |
| $ | 2,233,601 |
| $ | 2,196,556 |
| $ | (15,989 | ) | $ | 2,180,567 |
|
Management fees and other corporate revenues |
| 66,312 |
| (421 | ) | 65,891 |
| 79,196 |
| (13,083 | ) | 66,113 |
| ||||||
Property management and other costs |
| (228,507 | ) | 31,395 |
| (197,112 | ) | (199,227 | ) | 16,814 |
| (182,413 | ) | ||||||
General and administrative |
| (46,626 | ) | (13,217 | ) | (59,843 | ) | (61,365 | ) | 2,428 |
| (58,937 | ) | ||||||
Preferred unit distributions |
| (9,654 | ) | — |
| (9,654 | ) | (9,844 | ) | — |
| (9,844 | ) | ||||||
EBITDA before reorganization items |
| $ | 1,952,614 |
| $ | 80,269 |
| $ | 2,032,883 |
| $ | 2,005,316 |
| $ | (9,830 | ) | $ | 1,995,486 |
|
Provisions for impairment |
| (916 | ) | 916 |
| — |
| — |
| — |
| — |
| ||||||
Reorganization items |
| — |
| — |
| — |
| (339,319 | ) | 339,319 |
| — |
| ||||||
EBITDA |
| $ | 1,951,698 |
| $ | 81,185 |
| $ | 2,032,883 |
| $ | 1,665,997 |
| $ | 329,489 |
| $ | 1,995,486 |
|
Depreciation on non-income producing assets |
| (6,561 | ) | — |
| (6,561 | ) | (8,168 | ) | — |
| (8,168 | ) | ||||||
Interest income |
| 8,534 |
| — |
| 8,534 |
| 9,084 |
| — |
| 9,084 |
| ||||||
Interest expense: |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Default interest |
| (62,089 | ) | 62,089 |
| — |
| (131,745 | ) | 131,745 |
| — |
| ||||||
Interest expense relating to extinguished debt |
| (11,045 | ) | 11,045 |
| — |
| (234,162 | ) | 234,162 |
| — |
| ||||||
Mark-to-market adjustments on debt |
| 15,725 |
| (15,725 | ) | — |
| (54,984 | ) | 54,984 |
| — |
| ||||||
Write-off of mark-to-market adjustments on extinguished debt |
| 47,614 |
| (47,614 | ) | — |
| — |
| — |
| — |
| ||||||
Debt extinguishment expenses |
| (1,565 | ) | 1,565 |
| — |
| (99 | ) | 99 |
| — |
| ||||||
Interest on existing debt |
| (1,103,096 | ) | — |
| (1,103,096 | ) | (1,131,305 | ) | — |
| (1,131,305 | ) | ||||||
Warrant adjustment |
| 55,042 |
| (55,042 | ) | — |
| (205,252 | ) | 205,252 |
| — |
| ||||||
(Provision for) benefit from income taxes |
| (9,630 | ) | 9,630 |
| — |
| 69,332 |
| (69,332 | ) | — |
| ||||||
Other FFO from noncontrolling interests |
| 5,248 |
| — |
| 5,248 |
| 4,097 |
| — |
| 4,097 |
| ||||||
FFO from discontinued operations |
| 18,278 |
| (18,278 | ) | — |
| 629,882 |
| (629,882 | ) | — |
| ||||||
|
| 908,153 |
| 28,855 |
| 937,008 |
| 612,677 |
| 256,517 |
| 869,194 |
| ||||||
Equity in FFO of Unconsolidated Properties |
| — |
| — |
| — |
| — |
| — |
| — |
| ||||||
FFO |
| $ | 908,153 |
| $ | 28,855 |
| $ | 937,008 |
| $ | 612,677 |
| $ | 256,517 |
| $ | 869,194 |
|
General Growth Properties, Inc. |
|
|
|
| Three Months Ended |
| Twelve Months Ended |
| ||||||||
|
| December 31, 2011 |
| December 31, 2010 |
| December 31, 2011 |
| December 31, 2010 |
| ||||
Reconciliation of NOI to GAAP Operating Income |
|
|
|
|
|
|
|
|
| ||||
NOI: |
|
|
|
|
|
|
|
|
| ||||
Pro Rata basis |
| $ | 578,868 |
| $ | 557,123 |
| $ | 2,171,089 |
| $ | 2,196,556 |
|
Unconsolidated Properties |
| (100,477 | ) | (93,465 | ) | (368,848 | ) | (367,087 | ) | ||||
Consolidated Properties |
| 478,391 |
| 463,658 |
| 1,802,241 |
| 1,829,469 |
| ||||
Management fees and other corporate revenues |
| 17,398 |
| 15,175 |
| 61,173 |
| 63,238 |
| ||||
Property management and other costs |
| (62,186 | ) | (42,310 | ) | (205,759 | ) | (166,624 | ) | ||||
General and administrative |
| (15,558 | ) | (24,468 | ) | (36,003 | ) | (47,157 | ) | ||||
Provisions for impairment |
| (64,337 | ) | — |
| (64,337 | ) | (4,516 | ) | ||||
Depreciation and amortization |
| (235,098 | ) | (206,651 | ) | (979,328 | ) | (698,068 | ) | ||||
Noncontrolling interest in NOI of Consolidated Properties |
| 5,232 |
| 2,669 |
| 14,942 |
| 11,783 |
| ||||
Operating income |
| $ | 123,842 |
| $ | 208,073 |
| $ | 592,929 |
| $ | 988,125 |
|
|
|
|
|
|
|
|
|
|
| ||||
Reconciliation of EBITDA to GAAP Net Loss Attributable to Common Stockholders |
|
|
|
|
|
|
|
|
| ||||
EBITDA: |
|
|
|
|
|
|
|
|
| ||||
Pro Rata basis |
| $ | 505,691 |
| $ | 261,034 |
| $ | 1,951,698 |
| $ | 1,665,997 |
|
Unconsolidated Properties |
| (91,210 | ) | (79,804 | ) | (340,616 | ) | (336,229 | ) | ||||
Consolidated Properties |
| 414,481 |
| 181,230 |
| 1,611,082 |
| 1,329,768 |
| ||||
Preferred unit distributions |
| 2,648 |
| 2,838 |
| 9,654 |
| 9,844 |
| ||||
Depreciation and amortization |
| (235,098 | ) | (206,651 | ) | (979,328 | ) | (698,068 | ) | ||||
Noncontrolling interest in NOI of Consolidated Properties |
| 5,232 |
| 2,669 |
| 14,942 |
| 11,783 |
| ||||
Interest income |
| 537 |
| 1,285 |
| 2,464 |
| 2,247 |
| ||||
Interest expense |
| (232,013 | ) | (342,334 | ) | (958,612 | ) | (1,398,446 | ) | ||||
Warrant adjustment |
| (264,418 | ) | (205,252 | ) | 55,042 |
| (205,252 | ) | ||||
Provision for income taxes |
| (989 | ) | 70,809 |
| (9,256 | ) | 69,365 |
| ||||
Provision for impairment excluded from FFO |
| (63,421 | ) | — |
| (63,421 | ) | (4,516 | ) | ||||
Equity in (loss) income of Unconsolidated Real Estate Affiliates |
| 5,432 |
| (32,694 | ) | 2,898 |
| 21,353 |
| ||||
Discontinued operations |
| (656 | ) | (644,815 | ) | 7,654 |
| (606,570 | ) | ||||
Allocation to noncontrolling interests |
| 427 |
| 29,997 |
| (6,291 | ) | 28,518 |
| ||||
Net loss attributable to common stockholders |
| $ | (367,838 | ) | $ | (1,142,918 | ) | $ | (313,172 | ) | $ | (1,439,974 | ) |
|
|
|
|
|
|
|
|
|
| ||||
Reconciliation of FFO to GAAP Net Loss Attributable to Common Stockholders |
|
|
|
|
|
|
|
|
| ||||
FFO: |
|
|
|
|
|
|
|
|
| ||||
Pro Rata basis |
| $ | (30,815 | ) | $ | 230,585 |
| $ | 908,153 |
| $ | 612,677 |
|
Unconsolidated Properties |
| — |
| — |
| — |
| — |
| ||||
Consolidated Properties |
| (30,815 | ) | 230,585 |
| 908,153 |
| 612,677 |
| ||||
Depreciation and amortization of capitalized real estate costs |
| (283,652 | ) | (245,701 | ) | (1,167,799 | ) | (835,630 | ) | ||||
Gains (losses) on sales of investment properties |
| 8,136 |
| (1,116,011 | ) | 16,559 |
| (1,134,687 | ) | ||||
Noncontrolling interests in depreciation of Consolidated Properties |
| 3,764 |
| 815 |
| 9,339 |
| 4,511 |
| ||||
Provision for impairment excluded from FFO |
| (63,421 | ) | — |
| (63,421 | ) | (4,516 | ) | ||||
Provision for impairment excluded from FFO of discontinued operations |
| (4,045 | ) | (31,867 | ) | (4,045 | ) | (62,640 | ) | ||||
Redeemable noncontrolling interests |
| 2,598 |
| 33,560 |
| 2,212 |
| 40,396 |
| ||||
Depreciation and amortization of discontinued operations |
| (403 | ) | (14,299 | ) | (14,170 | ) | (60,085 | ) | ||||
Net loss attributable to common stockholders |
| $ | (367,838 | ) | $ | (1,142,918 | ) | $ | (313,172 | ) | $ | (1,439,974 | ) |
|
|
|
|
|
|
|
|
|
| ||||
Reconciliation of Equity in NOI of Unconsolidated Properties to GAAP Equity in Income (Loss) Income of Unconsolidated Real Estate Affiliates |
|
|
|
|
|
|
|
|
| ||||
Equity in Unconsolidated Properties: |
|
|
|
|
|
|
|
|
| ||||
NOI |
| $ | 100,477 |
| $ | 93,465 |
| $ | 368,848 |
| $ | 367,087 |
|
Net property management fees and costs |
| (5,121 | ) | (4,727 | ) | (17,609 | ) | (16,645 | ) | ||||
Net interest expense |
| (37,604 | ) | (36,003 | ) | (149,774 | ) | (147,012 | ) | ||||
General and administrative, provisions for impairment, income taxes and noncontrolling interest in FFO |
| (4,223 | ) | (9,028 | ) | (10,917 | ) | (14,163 | ) | ||||
FFO of discontinued Unconsolidated Properties |
| (773 | ) | (1,700 | ) | (1,203 | ) | 41,612 |
| ||||
FFO of Unconsolidated Properties |
| 52,756 |
| 42,007 |
| 189,345 |
| 230,879 |
| ||||
Depreciation and amortization of capitalized real estate costs |
| (50,562 | ) | (43,113 | ) | (196,344 | ) | (158,017 | ) | ||||
Provision for impairment excluded from FFO |
| — |
| — |
| — |
| — |
| ||||
Provision for impairment excluded from FFO of discontinued operations |
| — |
| (31,856 | ) | — |
| (31,856 | ) | ||||
Other, including gain on sales of investment properties |
| 3,238 |
| 268 |
| 9,897 |
| (19,653 | ) | ||||
Equity in income (loss) of Unconsolidated Real Estate Affiliates |
| $ | 5,432 |
| $ | (32,694 | ) | $ | 2,898 |
| $ | 21,353 |
|