Supplemental Information
for the Quarter Ended December 31, 2014
Basis of Presentation 
Background
Rouse is a publicly traded real estate investment trust (REIT) focused on the management, redevelopment, repositioning and acquisition of regional malls and the portfolio at the end of the quarter consisted of 36 geographically diverse enclosed malls, encompassing over 25.5 million square feet in 23 states. On January 12, 2012, General Growth Properties, Inc. (NYSE: GGP) completed the spin-off of Rouse Properties, Inc. (NYSE: RSE) through the distribution of shares of Rouse common stock to holders of GGP common stock. On March 26, 2012, Rouse completed its rights offering and issued 13,333,333 shares of common stock for $191.6 million of net proceeds. On January 13, 2014, Rouse issued 8,050,000 shares of common stock in its equity offering for $150.7 million of net proceeds before deducting for offering expenses.
General Information
Unless the context indicates otherwise, references in the accompanying financial information (the "Supplemental") to the "Corporation", "Rouse", or the "Company" refer to Rouse Properties Inc. Additionally, where reference is made to "GAAP", this refers to accounting principles generally accepted in the United States.
Non-GAAP Measures
The Company makes reference to net operating income (“NOI”) and funds from operations (“FFO”). NOI is defined as operating revenues (minimum rents, including lease termination fees, tenant recoveries, overage rents, and other income) less property and related expenses (property operating expenses, real estate taxes, repairs and maintenance, marketing, other property operating costs, and provision for doubtful accounts). 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.
In order to present operations in a manner most relevant to its future operations, Core FFO and Core NOI have been presented to exclude certain non-cash and non-recurring revenue and expenses. A reconciliation of NOI to Core NOI and FFO to Core FFO has been included in the "Reconciliation of Core NOI and Core FFO" schedule included within.
NOI, FFO and derivations thereof, are not alternatives to GAAP operating income (loss) or net income (loss) available to common stockholders. For reference, as an aid in understanding management's computation of NOI and FFO, a reconciliation of NOI to operating income and FFO to net income (loss) in accordance with GAAP has been included in the "Reconciliation of Non-GAAP to GAAP Financial Measures" schedule.
Table of Contents
|
| | |
| | | Page |
| Company Information | | |
| | | |
| Financial Overview | | |
| Consolidated Balance Sheets | | |
| Consolidated and Combined Statements of Operations and Comprehensive Loss | | |
| | | |
| Financial Schedules | | |
| Reconciliation of Core NOI and Core FFO - For the Three Month Periods Ended | | |
| Reconciliation of Core NOI and Core FFO - For the Years Ended | | |
| Core NOI Summary | | |
| Reconciliation of Non-GAAP to GAAP Financial Measures | | |
| Mortgages, Notes and Loans Payable | | |
| Prepaid Expenses and Other Assets and Accounts Payable and Accrued Expenses | | |
| | | |
| Portfolio Operating Metrics | | |
| Capital Expenditures | | |
| Key Operating Performance Indicators | | |
| Summary of Properties | | |
| Lease Expiration Schedule | | |
| Top Ten Tenants | | |
| Leasing Activity | | |
| | | |
| Glossary of Terms | | |
The presentation contains forward-looking statements. Actual results may differ materially from the results suggested by these forward-looking statements, for a number of reasons. Readers are referred to the documents filed by Rouse Properties, Inc. with the Securities and Exchange Commission, which further identify the important risk factors which could cause actual results to differ materially from the forward-looking statements in the Supplemental. The Company disclaims any obligation to update any forward-looking statements.
Company Information
Company Contacts
|
| | | |
| Andrew Silberfein | Chief Executive Officer | | |
| Benjamin Schall | Chief Operating Officer | | |
| Brian Harper | Executive Vice President, Leasing | | |
| Susan Elman | Executive Vice President, General Counsel | | |
| John Wain | Chief Financial Officer | | |
| Michael Grant | Chief Accounting Officer | | |
| Timothy Salvemini | Chief Administrative Officer | | |
| Brad Cohen/Steve Swett | ICR, Investor Relations and Communications | ir@rouseproperties.com | (212) 608-5108 |
Research Coverage
|
| | | |
| Daniel Busch | Green Street Advisors | dbusch@greenstreetadvisors.com | (949) 640-8780 |
| Nathan Isbee | Stifel Nicolaus | isbeen@stifel.com | (443) 224-1346 |
| Richard Moore | RBC | rich.moore@rbccm.com | (440) 715-2646 |
| Paul Morgan | MLV | pmorgan@mlvco.com | (415) 325-4187 |
| Craig Schmidt | Bank of America/Merrill Lynch | craig.schmidt@baml.com | (646) 855-3640 |
| Todd Thomas | KeyBanc | tthomas@key.com | (917) 368-2286 |
Dividend
| |
| • | Current policy as of February 26, 2015, quarterly dividend of $0.18 per share ($0.72 per share annualized). |
| |
| • | The Board of Directors declared a common stock dividend of $0.18 per share payable on April 30, 2015 to stockholders of record on April 15, 2015. |
Common Share Trading Statistics
|
| | | | | | | | | | | | | | | | |
| | | December 31, 2014 | | September 30, 2014 | | June 30, 2014 | | March 31, 2014 |
| High | | $ | 18.65 |
| | $ | 17.87 |
| | $ | 17.46 |
| | $ | 22.03 |
|
| Low | | $ | 15.83 |
| | $ | 16.17 |
| | $ | 15.93 |
| | $ | 16.39 |
|
| Close | | $ | 18.52 |
| | $ | 16.17 |
| | $ | 17.11 |
| | $ | 17.24 |
|
| Volume | | 21,406,700 |
| | 17,227,800 |
| | 19,452,500 |
| | 35,390,200 |
|
|
| | |
| Q4 2014 Supplemental Package | | 3 |
Shares Outstanding
|
| | | | | | | | | | | |
| | Three Months Ended | | Years Ended |
| | December 31, 2014 | | December 31, 2013 | | December 31, 2014 | | December 31, 2013 |
| Total common shares outstanding | 57,743,981 |
| | 49,648,436 |
| | 57,743,981 |
| | 49,648,436 |
|
Net number of common shares issuable assuming exercise of stock options (1) | 573,373 |
| | 742,453 |
| | 573,273 |
| | 742,453 |
|
| Total common shares - diluted | 58,317,354 |
| | 50,390,889 |
| | 58,317,254 |
| | 50,390,889 |
|
Weighted average common shares outstanding - diluted (FFO)(2) | 58,105,232 |
| | 50,390,889 |
| | 57,742,725 |
| | 50,390,889 |
|
Weighted average common shares outstanding - basic (3) | 57,531,859 |
| | 49,358,281 |
| | 57,203,196 |
| | 49,344,927 |
|
Weighted average common shares outstanding - diluted (3)(4) | 57,531,859 |
| | 49,358,281 |
| | 57,203,196 |
| | 49,344,927 |
|
(1) Based upon the weighted average stock price for the three months and years ended December 31, 2014 and 2013.
(2) Utilized for Funds From Operations (FFO) and Core Funds From Operations (Core FFO) purposes.
(3) Calculated in accordance with GAAP for the three and twelve months ended December 31, 2014 and 2013.
(4) Dilutive shares are excluded as the Company is in a net loss from continuing operations position and their effects are anti-dilutive.
|
| | |
| Q4 2014 Supplemental Package | | 4 |
Financial Overview
Consolidated Balance Sheets
|
| | | | | | | | |
| (In thousands) |
| December 31, 2014 (Unaudited) |
| December 31, 2013 (Unaudited) |
| |
|
|
|
|
| Assets: |
| |
|
| |
|
| Investment in real estate: |
| |
|
| |
|
| Land |
| $ | 371,363 |
|
| $ | 353,061 |
|
| Buildings and equipment |
| 1,820,072 |
|
| 1,595,070 |
|
| Less accumulated depreciation |
| (189,838 | ) |
| (142,432 | ) |
| Net investment in real estate |
| 2,001,597 |
| | 1,805,699 |
|
| Cash and cash equivalents |
| 14,308 |
|
| 14,224 |
|
| Restricted cash | | 48,055 |
| | 46,836 |
|
| Accounts receivable, net |
| 35,492 |
|
| 30,444 |
|
| Deferred expenses, net |
| 52,611 |
|
| 46,055 |
|
| Prepaid expenses and other assets, net |
| 62,690 |
|
| 76,252 |
|
| Assets of property held for sale | | 55,647 |
| | — |
|
| Total assets |
| $ | 2,270,400 |
| | $ | 2,019,510 |
|
|
|
|
|
|
|
|
| Liabilities: |
| |
|
| |
|
| Mortgages, notes and loans payable |
| $ | 1,584,499 |
|
| $ | 1,454,546 |
|
| Accounts payable and accrued expenses, net |
| 113,976 |
|
| 109,683 |
|
| Liabilities of property held for sale | | 38,590 |
| | — |
|
| Total liabilities |
| 1,737,065 |
| | 1,564,229 |
|
|
|
|
|
|
|
|
| Commitments and contingencies |
| — |
|
| — |
|
|
|
|
|
|
|
|
| Equity: |
| |
|
| |
|
Preferred Stock (1) | | — |
| | — |
|
Common stock (2) |
| 578 |
|
| 497 |
|
Class B common stock (3) |
| — |
|
| — |
|
| Additional paid-in capital |
| 679,275 |
|
| 565,798 |
|
| Accumulated deficit |
| (162,881 | ) |
| (111,125 | ) |
| Accumulated other comprehensive loss | | (482 | ) | | — |
|
| Total stockholders' equity |
| 516,490 |
|
| 455,170 |
|
| Non-controlling interest |
| 16,845 |
|
| 111 |
|
| Total equity |
| 533,335 |
|
| 455,281 |
|
| Total liabilities and equity |
| $ | 2,270,400 |
|
| $ | 2,019,510 |
|
(1) Preferred stock: $0.01 par value; 50,000,000 shares authorized, 0 issued and outstanding at December 31, 2014 and 2013.
(2) Common stock: $0.01 par value; 500,000,000 shares authorized, 57,748,141 issued and 57,743,981 outstanding at December 31, 2014 and 49,652,596 issued and 49,648,436 outstanding at December 31, 2013.
(3) Class B common stock: $0.01 par value; 1,000,000 shares authorized, 0 issued and outstanding at December 31, 2014 and 2013.
|
| | |
| Q4 2014 Supplemental Package | | 5 |
Financial Overview Consolidated Statements of Operations and Comprehensive Loss |
| | | | | | | | | | | | | | | |
| Three Months Ended | | Years Ended |
| (In thousands, except per share amounts) | December 31, 2014 (Unaudited) | | December 31, 2013 (Unaudited) |
| December 31, 2014 (Unaudited) | | December 31, 2013 (Unaudited) |
| Revenues: | |
| | |
| | | | |
| Minimum rents | $ | 55,747 |
| | $ | 45,800 |
| | $ | 200,354 |
| | $ | 165,097 |
|
| Tenant recoveries | 19,149 |
| | 15,807 |
| | 77,580 |
| | 66,061 |
|
| Overage rents | 3,806 |
| | 3,463 |
| | 6,470 |
| | 5,943 |
|
| Other | 3,013 |
| | 2,280 |
| | 7,723 |
| | 6,441 |
|
| Total revenues | 81,715 |
| | 67,350 |
| | 292,127 |
| | 243,542 |
|
| Expenses: | |
| | |
| | | | |
| Property operating costs | 17,734 |
| | 16,456 |
| | 70,269 |
| | 60,288 |
|
| Real estate taxes | 7,018 |
| | 3,789 |
| | 26,571 |
| | 22,089 |
|
| Property maintenance costs | 3,161 |
| | 3,085 |
| | 11,331 |
| | 11,446 |
|
| Marketing | 1,603 |
| | 1,702 |
| | 3,257 |
| | 3,734 |
|
| Provision for doubtful accounts | 569 |
| | 524 |
| | 1,228 |
| | 887 |
|
| General and administrative | 7,716 |
| | 6,297 |
| | 26,329 |
| | 21,971 |
|
| Provision for impairment | 5,300 |
| | 15,159 |
| | 15,965 |
| | 15,159 |
|
| Depreciation and amortization | 28,708 |
| | 19,079 |
| | 100,302 |
| | 66,497 |
|
| Other | 2,805 |
| | 2,171 |
| | 5,437 |
| | 4,223 |
|
| Total expenses | 74,614 |
| | 68,262 |
| | 260,689 |
| | 206,294 |
|
| Operating income (loss) | 7,101 |
| | (912 | ) | | 31,438 |
| | 37,248 |
|
| | | | | | | | |
| Interest income | 12 |
| | 55 |
| | 323 |
| | 548 |
|
| Interest expense | (19,670 | ) | | (23,226 | ) | | (82,909 | ) | | (82,534 | ) |
| Loss before income taxes and discontinued operations | (12,557 | ) | | (24,083 | ) | | (51,148 | ) | | (44,738 | ) |
| Provision for income taxes | (154 | ) | | (609 | ) | | (537 | ) | | (844 | ) |
| Loss from continuing operations | (12,711 | ) | | (24,692 | ) | | (51,685 | ) | | (45,582 | ) |
| Discontinued operations: | | | | | | | |
| Loss from discontinued operations | — |
| | — |
| | — |
| | (23,158 | ) |
| Gain on extinguishment of debt | — |
| | — |
| | — |
| | 13,995 |
|
| Discontinued operations, net | — |
| | — |
| | — |
| | (9,163 | ) |
| Net loss | $ | (12,711 | ) | | $ | (24,692 | ) | | $ | (51,685 | ) | | $ | (54,745 | ) |
| Net (income) loss attributable to noncontrolling interest | 122 |
| | — |
| | (71 | ) | | — |
|
| Net loss attributable to Rouse Properties Inc. | $ | (12,589 | ) | | $ | (24,692 | ) | | $ | (51,756 | ) | | $ | (54,745 | ) |
| | | | | | | | |
Loss from continuing operations per share attributable to Rouse Properties Inc - Basic and Diluted (1) | $ | (0.22 | ) | | $ | (0.50 | ) | | $ | (0.90 | ) | | $ | (0.92 | ) |
| | | | | | | | |
Net loss per share attributable to Rouse Properties Inc - Basic and Diluted(1) | $ | (0.22 | ) | | $ | (0.50 | ) | | $ | (0.90 | ) | | $ | (1.11 | ) |
| | | | | | | | |
| Dividends declared per share | $ | 0.17 |
| | $ | 0.13 |
| | $ | 0.68 |
| | $ | 0.52 |
|
| | | | | | | | |
| Comprehensive loss: | | | | | | | |
| Net loss | $ | (12,711 | ) | | $ | (24,692 | ) | | $ | (51,685 | ) | | $ | (54,745 | ) |
| Other comprehensive loss: | | | | | | | |
| Net unrealized (loss) on financial instrument | (252 | ) | | — |
| | (482 | ) | | — |
|
| Comprehensive loss | $ | (12,963 | ) | | $ | (24,692 | ) | | $ | (52,167 | ) | | $ | (54,745 | ) |
(1) Calculated using weighted average number of shares of 57,531,859 and 49,358,281 for the three months ended December 31, 2014 and 2013, respectively and 57,203,196 and 49,344,927 for the years ended December 31, 2014 and 2013, respectively.
|
| | |
| Q4 2014 Supplemental Package | | 6 |
Financial Schedules
Reconciliation of Core NOI and Core FFO - For the Three Month Periods Ended |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
|
| December 31, 2014 | | December 31, 2013 |
| (In thousands) |
| (Unaudited) | | (Unaudited) |
|
| Consolidated |
| Discontinued Operations |
| Noncontrolling Interest(1) | | Rouse Total |
| Core Adjustments |
| Core NOI / FFO | | Consolidated |
| Discontinued Operations |
| Noncontrolling Interest(1) | | Rouse Total |
| Core Adjustments |
| Core NOI / FFO |
| | | | | | | | | | | | | | | | | | | | | | | | | |
| Revenues: |
|
|
|
|
| | |
|
|
|
|
| |
|
|
|
| | |
|
|
|
|
|
Minimum rents (2) |
| $ | 55,747 |
|
| $ | — |
|
| $ | (1,129 | ) | | $ | 54,618 |
|
| $ | 2,670 |
|
| $ | 57,288 |
| | $ | 45,800 |
|
| $ | — |
|
| $ | — |
| | $ | 45,800 |
|
| $ | 2,787 |
|
| $ | 48,587 |
|
| Tenant recoveries |
| 19,149 |
|
| — |
|
| (312 | ) | | 18,837 |
|
| — |
|
| 18,837 |
| | 15,807 |
|
| — |
|
| — |
| | 15,807 |
|
| — |
|
| 15,807 |
|
| Overage rents |
| 3,806 |
|
| — |
|
| (26 | ) | | 3,780 |
|
| — |
|
| 3,780 |
| | 3,463 |
|
| — |
|
| — |
| | 3,463 |
|
| — |
|
| 3,463 |
|
| Other |
| 3,013 |
|
| — |
|
| (33 | ) | | 2,980 |
|
| — |
|
| 2,980 |
| | 2,280 |
|
| — |
|
| — |
| | 2,280 |
|
| — |
|
| 2,280 |
|
| Total revenues |
| 81,715 |
|
| — |
|
| (1,500 | ) | | 80,215 |
|
| 2,670 |
|
| 82,885 |
|
| 67,350 |
|
| — |
|
| — |
| | 67,350 |
|
| 2,787 |
|
| 70,137 |
|
| Operating Expenses: |
|
|
|
|
| | |
|
|
|
|
| |
|
|
|
| | |
|
|
|
|
|
Property operating costs (3) | | 17,734 |
| | — |
| | (214 | ) | | 17,520 |
| | (39 | ) | | 17,481 |
| | 16,456 |
| | — |
| | — |
| | 16,456 |
| | (31 | ) | | 16,425 |
|
| Real estate taxes |
| 7,018 |
|
| — |
|
| (178 | ) | | 6,840 |
|
| — |
|
| 6,840 |
| | 3,789 |
|
| — |
|
| — |
| | 3,789 |
|
| — |
|
| 3,789 |
|
| Property maintenance costs |
| 3,161 |
|
| — |
|
| (55 | ) | | 3,106 |
|
| — |
|
| 3,106 |
| | 3,085 |
|
| — |
|
| — |
| | 3,085 |
|
| — |
|
| 3,085 |
|
| Marketing |
| 1,603 |
|
| — |
|
| (22 | ) | | 1,581 |
|
| — |
|
| 1,581 |
| | 1,702 |
|
| — |
|
| — |
| | 1,702 |
|
| — |
|
| 1,702 |
|
| Provision for doubtful accounts |
| 569 |
|
| — |
|
| 16 |
| | 585 |
|
| — |
|
| 585 |
| | 524 |
|
| — |
|
| — |
| | 524 |
|
| — |
|
| 524 |
|
| Total operating expenses |
| 30,085 |
|
| — |
|
| (453 | ) | | 29,632 |
|
| (39 | ) |
| 29,593 |
| | 25,556 |
|
| — |
|
| — |
| | 25,556 |
|
| (31 | ) |
| 25,525 |
|
| | | | | | | | | | | | | | | | | | | | | | | | | |
| Net operating income |
| 51,630 |
|
| — |
|
| (1,047 | ) | | 50,583 |
|
| 2,709 |
|
| 53,292 |
| | 41,794 |
|
| — |
|
| — |
| | 41,794 |
|
| 2,818 |
|
| 44,612 |
|
| | |
| | | | | | | | | |
| |
| | | | | | | | | |
|
General and administrative (4)(5) |
| 7,716 |
|
| — |
|
| — |
| | 7,716 |
|
| — |
|
| 7,716 |
| | 6,297 |
|
| — |
|
| — |
| | 6,297 |
|
| (16 | ) |
| 6,281 |
|
Other (6) |
| 2,805 |
|
| — |
|
| — |
| | 2,805 |
|
| (2,805 | ) |
| — |
| | 2,171 |
|
| — |
|
| — |
| | 2,171 |
|
| (2,171 | ) |
| — |
|
| Subtotal |
| 41,109 |
|
| — |
|
| (1,047 | ) | | 40,062 |
|
| 5,514 |
|
| 45,576 |
| | 33,326 |
|
| — |
|
| — |
| | 33,326 |
|
| 5,005 |
|
| 38,331 |
|
| | |
| | | | | | | | | |
| |
| | | | | | | | | |
|
| Interest income |
| 12 |
|
| — |
|
| — |
| | 12 |
|
| — |
|
| 12 |
| | 55 |
|
| — |
|
| — |
| | 55 |
|
| — |
|
| 55 |
|
| Interest expense |
|
| | | | | | | | | |
| |
| | | | | | | | | |
|
| Amortization and write-off of market rate adjustments |
| 138 |
|
| — |
|
| — |
| | 138 |
|
| (138 | ) |
| — |
| | (1,706 | ) |
| — |
|
| — |
| | (1,706 | ) |
| 1,706 |
|
| — |
|
| Amortization and write-off of deferred financing costs |
| (789 | ) |
| — |
|
| — |
| | (789 | ) |
| 789 |
|
| — |
| | (5,834 | ) |
| — |
|
| — |
| | (5,834 | ) |
| 5,834 |
|
| — |
|
| Debt extinguishment costs |
| — |
|
| — |
|
| — |
| | — |
|
| — |
|
| — |
| | (390 | ) |
| — |
|
| — |
| | (390 | ) |
| 390 |
|
| — |
|
| Interest on debt |
| (19,019 | ) |
| — |
|
| 416 |
| | (18,603 | ) |
| — |
|
| (18,603 | ) | | (15,296 | ) |
| — |
|
| — |
| | (15,296 | ) |
| — |
|
| (15,296 | ) |
| Provision for income taxes |
| (154 | ) |
| — |
|
| — |
| | (154 | ) |
| 154 |
|
| — |
| | (609 | ) |
| — |
|
| — |
| | (609 | ) |
| 609 |
|
| — |
|
| Funds from operations |
| $ | 21,297 |
|
| $ | — |
|
| $ | (631 | ) | | $ | 20,666 |
|
| $ | 6,319 |
|
| $ | 26,985 |
| | $ | 9,546 |
|
| $ | — |
|
| $ | — |
| | $ | 9,546 |
|
| $ | 13,544 |
|
| $ | 23,090 |
|
Funds from operations per share - basic and diluted (7) |
|
|
|
|
| | |
|
|
|
| $ | 0.47 |
| |
|
|
|
| | |
|
|
|
| $ | 0.47 |
|
Funds from operations per share - diluted (8) |
|
|
|
|
| | |
|
|
|
| $ | 0.46 |
| |
|
|
|
| | |
|
|
|
| $ | 0.46 |
|
(1) Represents our partner's share of operations from consolidated properties.
(2) Core adjustments include the aggregate amounts for consolidated and discontinued operations for straight-line rent of $(574) and $(981), above / below market lease amortization of $3,237 and $3,518 and tenant inducement amortization of $7 and $250 for the three months ended December 31, 2014 and 2013, respectively.
(3) Core adjustments include above / below market ground lease amortization of $39 and $31 for the three months ended December 31, 2014 and 2013, respectively..
(4) General and administrative costs include $962 and $770 of non-cash stock compensation expense for the three months ended December 31, 2014 and 2013, respectively.
(5) Core adjustments include amounts for the corporate and regional office straight-line rent of $0 and $16 for the three months ended December 31, 2014 and 2013, respectively.
(6) Core adjustments include property acquisition costs and non-recurring costs related to the transition from Brookfield financial service center.
(7) Calculated using weighted average number of shares of 57,531,859 and 49,358,281 for the three months ended December 31, 2014 and 2013, respectively.
(8) Assumes 58,105,232 and 50,390,889 of diluted common shares for the three months ended December 31, 2014 and 2013, respectively.
|
| | |
| Q4 2014 Supplemental Package | | 7 |
Financial Schedules
Reconciliation of Core NOI and Core FFO - For the Years Ended |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | December 31, 2014 | | December 31, 2013 |
| (In thousands) | | (Unaudited) | | (Unaudited) |
| | Consolidated | | Discontinued Operations | | Noncontrolling Interest(1) | | Rouse Total | | Core Adjustments | | Core NOI / FFO | | Consolidated | | Discontinued Operations | | Noncontrolling Interest(1) | | Rouse Total | | Core Adjustments | | Core NOI / FFO |
| | | | | | | | | | | | | | | | | | | | | | | | | |
| Revenues: | | | | | | | | | | | | | | | | | | | | | | | | |
Minimum rents (2) | | $ | 200,354 |
| | $ | — |
| | $ | (1,498 | ) | | $ | 198,856 |
| | $ | 11,336 |
| | $ | 210,192 |
| | $ | 165,097 |
| | $ | 3,117 |
| | $ | — |
| | $ | 168,214 |
| | $ | 13,331 |
| | $ | 181,545 |
|
| Tenant recoveries | | 77,580 |
| | — |
| | (433 | ) | | 77,147 |
| | — |
| | 77,147 |
| | 66,061 |
| | 1,475 |
| | — |
| | 67,536 |
| | — |
| | 67,536 |
|
| Overage rents | | 6,470 |
| | — |
| | (28 | ) | | 6,442 |
| | — |
| | 6,442 |
| | 5,943 |
| | 72 |
| | — |
| | 6,015 |
| | — |
| | 6,015 |
|
| Other | | 7,723 |
| | — |
| | (35 | ) | | 7,688 |
| | — |
| | 7,688 |
| | 6,441 |
| | 148 |
| | — |
| | 6,589 |
| | — |
| | 6,589 |
|
| Total revenues | | 292,127 |
| | — |
| | (1,994 | ) | | 290,133 |
| | 11,336 |
| | 301,469 |
| | 243,542 |
| | 4,812 |
| | — |
| | 248,354 |
| | 13,331 |
| | 261,685 |
|
| Operating Expenses: | | | | | | | | | | | | | | | | | | | | | | | | |
Property operating costs (3) | | 70,269 |
| | — |
| | (274 | ) | | 69,995 |
| | (145 | ) | | 69,850 |
| | 60,288 |
| | 1,676 |
| | — |
| | 61,964 |
| | (125 | ) | | 61,839 |
|
| Real estate taxes | | 26,571 |
| | — |
| | (236 | ) | | 26,335 |
| | — |
| | 26,335 |
| | 22,089 |
| | 301 |
| | — |
| | 22,390 |
| | — |
| | 22,390 |
|
| Property maintenance costs | | 11,331 |
| | — |
| | (60 | ) | | 11,271 |
| | — |
| | 11,271 |
| | 11,446 |
| | 292 |
| | — |
| | 11,738 |
| | — |
| | 11,738 |
|
| Marketing | | 3,257 |
| | — |
| | (23 | ) | | 3,234 |
| | — |
| | 3,234 |
| | 3,734 |
| | 49 |
| | — |
| | 3,783 |
| | — |
| | 3,783 |
|
| Provision for doubtful accounts | | 1,228 |
| | — |
| | 16 |
| | 1,244 |
| | — |
| | 1,244 |
| | 887 |
| | 1 |
| | — |
| | 888 |
| | — |
| | 888 |
|
| Total operating expenses | | 112,656 |
| | — |
| | (577 | ) | | 112,079 |
| | (145 | ) | | 111,934 |
| | 98,444 |
| | 2,319 |
| | — |
| | 100,763 |
| | (125 | ) | | 100,638 |
|
| | | | | | | | | | | | | | | | | | | | | | | | | |
| Net operating income | | 179,471 |
| | — |
| | (1,417 | ) | | 178,054 |
| | 11,481 |
| | 189,535 |
| | 145,098 |
| | 2,493 |
| | — |
| | 147,591 |
| | 13,456 |
| | 161,047 |
|
| | |
| | | | | | | | | |
| |
| | | | | | | | | |
|
General and administrative (4)(5) | | 26,329 |
| | — |
| — |
| — |
| | 26,329 |
| | (56 | ) | | 26,273 |
| | 21,971 |
| | — |
| | — |
| | 21,971 |
| | (83 | ) | | 21,888 |
|
Other (6) | | 5,437 |
| | — |
| | — |
| | 5,437 |
| | (5,437 | ) | | — |
| | 4,223 |
| | — |
| | — |
| | 4,223 |
| | (4,223 | ) | | — |
|
| Subtotal | | 147,705 |
| | — |
| | (1,417 | ) | | 146,288 |
| | 16,974 |
| | 163,262 |
| | 118,904 |
| | 2,493 |
| | — |
| | 121,397 |
| | 17,762 |
| | 139,159 |
|
| | |
| | | | | | | | | |
| |
| | | | | | | | | |
|
| Interest income | | 323 |
| | — |
| | | | 323 |
| | — |
| | 323 |
| | 548 |
| | — |
| | — |
| | 548 |
| | — |
| | 548 |
|
| Interest expense | |
| |
|
| | | |
| |
| |
| |
| |
| | | |
| |
| |
|
| Amortization and write-off of market rate adjustments | | (8,878 | ) | | — |
| | — |
| | (8,878 | ) | | 8,878 |
| | — |
| | (7,624 | ) | | (1,131 | ) | | — |
| | (8,755 | ) | | 8,755 |
| | — |
|
| Amortization and write-off of deferred financing costs | | (4,209 | ) | | — |
| | — |
| | (4,209 | ) | | 4,209 |
| | — |
| | (12,441 | ) | | (103 | ) | | — |
| | (12,544 | ) | | 12,544 |
| | — |
|
| Debt extinguishment costs | | (259 | ) | | — |
| | — |
| | (259 | ) | | 259 |
| | — |
| | (2,276 | ) | | — |
| | — |
| | (2,276 | ) | | 2,276 |
| | — |
|
| Interest on debt | | (69,563 | ) | | — |
| | 494 |
| | (69,069 | ) | | — |
| | (69,069 | ) | | (60,193 | ) | | (1,993 | ) | | — |
| | (62,186 | ) | | — |
| | (62,186 | ) |
| Provision for income taxes | | (537 | ) | | — |
| | — |
| | (537 | ) | | 537 |
| | — |
| | (844 | ) | | — |
| | — |
| | (844 | ) | | 844 |
| | — |
|
| Funds from operations | | $ | 64,582 |
| | $ | — |
| | $ | (923 | ) | | $ | 63,659 |
| | $ | 30,857 |
| | $ | 94,516 |
| | $ | 36,074 |
| | $ | (734 | ) | | $ | — |
| | $ | 35,340 |
| | $ | 42,181 |
| | $ | 77,521 |
|
Funds from operations per share - basic and diluted (7) | |
| |
| | | |
| |
| | $ | 1.65 |
| |
| |
| | | |
| |
| | $ | 1.57 |
|
Funds from operations per share - diluted (8) | |
| |
| | | |
| |
| | $ | 1.64 |
| |
| |
| | | |
| |
| | $ | 1.54 |
|
(1) Represents our partner's share of operations from consolidated properties.
(2) Core adjustments includes the aggregate amounts for consolidated and discontinued operations for straight-line rent of $(1,757) and $(3,517), above / below market lease amortization of $13,066 and $15,848 and tenant inducement amortization of $28 and $1,000 for the years ended December 31, 2014 and 2013, respectively.
(3) Core adjustments include above / below market ground lease amortization of $145 and $125 for each of the years ended December 31, 2014 and 2013, respectively.
(4) General and administrative costs include $3,699 and $3,018 of non-cash stock compensation expense for the years ended December 31, 2014 and 2013, respectively.
(5) Core adjustments include amounts for the corporate and regional office straight-line rent of $56 and $83 for the years ended December 31, 2014 and 2013, respectively.
(6) Core adjustments include property acquisition costs and non-recurring costs related to the transition from Brookfield financial service center.
(7) Calculated using weighted average number of shares of 57,203,196 and 49,344,927 for the years ended December 31, 2014 and 2013, respectively.
(8) Assumes 57,742,725 and 50,390,889 of diluted common shares for the years ended December 31, 2014 and 2013, respectively.
|
| | |
| Q4 2014 Supplemental Package | | 8 |
Financial Schedules
Core NOI Summary
|
| | | | | | | | | | | | | | | | |
| | | Three Months Ended | | Years Ended |
| (In thousands) | | December 31, 2014 (Unaudited) | | December 31, 2013 (Unaudited) |
| December 31, 2014 (Unaudited) | | December 31, 2013 (Unaudited) |
| | | | | | | | | |
| Consolidated net operating income |
| $ | 51,630 |
|
| $ | 41,794 |
|
| $ | 179,471 |
|
| $ | 145,098 |
|
| Add / (less) : |
|
|
|
|
|
|
|
|
|
| Discontinued operations |
| — |
|
| — |
|
| — |
|
| 2,493 |
|
| Non-controlling interests |
| (1,047 | ) |
| — |
|
| (1,417 | ) |
| — |
|
| Core NOI adjustments |
| 2,709 |
|
| 2,818 |
|
| 11,481 |
|
| 13,456 |
|
| Rouse core net operating income |
| $ | 53,292 |
|
| $ | 44,612 |
|
| $ | 189,535 |
|
| $ | 161,047 |
|
| Add / (less): |
|
|
|
|
|
|
|
|
|
Non same property assets (1) |
| (15,853 | ) |
| (9,518 | ) |
| (56,792 | ) |
| (32,501 | ) |
| Lease termination income and other |
| (847 | ) |
| (111 | ) |
| (2,203 | ) |
| (414 | ) |
| Same Property core net operating income |
| $ | 36,592 |
|
| $ | 34,983 |
|
| $ | 130,540 |
|
| $ | 128,132 |
|
| Adjust for legacy litigation expenses and (recoveries) |
| (16 | ) |
| — |
|
| 836 |
|
| (528 | ) |
| Same Property core net operating income, as adjusted |
| $ | 36,576 |
|
| $ | 34,983 |
|
| $ | 131,376 |
|
| $ | 127,604 |
|
Same Property change %, as adjusted |
| 4.55 | % |
|
|
| 2.96 | % |
|
|
(1) The Same Property portfolio for 2014 excludes acquisitions completed after January 1, 2014, the disposition of Boulevard Mall, properties that were undergoing redevelopment with significant disruption (Knollwood Mall and Gateway Mall) and the properties which have been designated as special consideration assets (Steeplegate Mall, Vista Ridge Mall and Collin Creek Mall). An asset is designated as special consideration when a property has a heightened probability of being conveyed to its lender absent substantive renegotiation.
|
| | |
| Q4 2014 Supplemental Package | | 9 |
Financial Schedules
Reconciliation of Non-GAAP to GAAP Financial Measures
|
| | | | | | | | | | | | | | | |
| Three Months Ended | | Years Ended |
| (In thousands) | December 31, 2014 (Unaudited) | | December 31, 2013 (Unaudited) | | December 31, 2014 (Unaudited) | | December 31, 2013 (Unaudited) |
| | | | |
| |
|
| Reconciliation of NOI to GAAP Operating Income (Loss) | | | | |
| |
|
| Rouse NOI | $ | 50,583 |
| | $ | 41,794 |
| | $ | 178,054 |
| | $ | 147,591 |
|
| Discontinued operations | — |
| | — |
| | — |
| | (2,493 | ) |
| Non-controlling interests | 1,047 |
| | — |
| | 1,417 |
| | — |
|
| General and administrative | (7,716 | ) | | (6,297 | ) | | (26,329 | ) | | (21,971 | ) |
| Other | (2,805 | ) | | (2,171 | ) | | (5,437 | ) | | (4,223 | ) |
| Depreciation and amortization | (28,708 | ) | | (19,079 | ) | | (100,302 | ) | | (66,497 | ) |
| Provision for impairment | (5,300 | ) | | (15,159 | ) | | (15,965 | ) | | (15,159 | ) |
| Operating income (loss) | $ | 7,101 |
| | $ | (912 | ) | | $ | 31,438 |
| | $ | 37,248 |
|
| | | | |
| |
|
| Reconciliation of FFO to GAAP Net loss attributable to Rouse Properties Inc. | | | | |
| |
|
| FFO | $ | 20,666 |
| | $ | 9,546 |
| | $ | 63,659 |
| | $ | 35,340 |
|
| Discontinued operations | — |
| | — |
| | — |
| | (22,424 | ) |
| Non-controlling interests - Depreciation and amortization/Other | 753 |
| | — |
| | 852 |
| | — |
|
| Depreciation and amortization | (28,708 | ) | | (19,079 | ) | | (100,302 | ) | | (66,497 | ) |
| Provision for impairment | (5,300 | ) | | (15,159 | ) | | (15,965 | ) | | (15,159 | ) |
| Gain on extinguishment of debt | — |
| | — |
| | — |
| | 13,995 |
|
| Net loss attributable to Rouse Properties Inc. | $ | (12,589 | ) | | $ | (24,692 | ) | | $ | (51,756 | ) | | $ | (54,745 | ) |
| | | | |
| |
|
| Weighted average number of shares outstanding | 57,531,859 |
| | 49,358,281 |
| | 57,203,196 |
| | 49,344,927 |
|
| Net loss per share attributable to Rouse Properties Inc. | $ | (0.22 | ) | | $ | (0.50 | ) | | $ | (0.90 | ) | | $ | (1.11 | ) |
|
| | |
| Q4 2014 Supplemental Package | | 10 |
Financial Schedules
Mortgages, Notes, and Loans Payable (1)
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| (In thousands) | Ownership | Maturity | | | | Outstanding Balance | | Balloon Payment at Maturity | | Amortization | |
| | % | Month | Year | | Rate | | | 2015 | 2016 | 2017 | 2018 | 2019 | After | Mortgage Details |
Steeplegate Mall (2) | 100% | Aug | 2014 |
| 4.94 |
| | $ | 45,858 |
| | $ | 45,858 |
| | $ | — |
| $ | — |
| $ | — |
| $ | — |
| $ | — |
| $ | — |
| Non-recourse / fixed |
| Bel Air Mall | 100% | Dec | 2015 |
| 5.30 |
| | 111,276 |
| | 109,045 |
| | 2,231 |
| — |
| — |
| — |
| — |
| — |
| Non-recourse / fixed |
| Greenville Mall | 100% | Dec | 2015 |
| 5.29 |
| | 40,602 |
| | 39,857 |
| | 744 |
| — |
| — |
| — |
| — |
| — |
| Non-recourse / fixed |
Vista Ridge Mall (3) | 100% | Apr | 2016 |
| 6.87 |
| | 68,537 |
| | 64,660 |
| | 2,926 |
| 951 |
| — |
| — |
| — |
| — |
| Non-recourse / fixed |
Washington Park Mall (3) | 100% | Apr | 2016 |
| 5.35 |
| | 10,505 |
| | 9,988 |
| | 387 |
| 130 |
| — |
| — |
| — |
| — |
| Non-recourse / fixed |
The Centre at Salisbury (4) | 100% | May | 2016 |
| 5.79 |
| | 115,000 |
| | 115,000 |
| | — |
| — |
| — |
| — |
| — |
| — |
| Partial recourse / fixed (3) |
| The Mall at Turtle Creek | 100% | Jun | 2016 |
| 6.54 |
| | 77,648 |
| | 76,079 |
| | 1,033 |
| 536 |
| — |
| — |
| — |
| — |
| Non-recourse / fixed |
Collin Creek Mall (3) | 100% | Jul | 2016 |
| 6.78 |
| | 58,128 |
| | 54,423 |
| | 2,226 |
| 1,478 |
| — |
| — |
| — |
| — |
| Non-recourse / fixed |
Grand Traverse Mall (3) | 100% | Feb | 2017 |
| 5.02 |
| | 59,479 |
| | 57,266 |
| | 999 |
| 1,043 |
| 171 |
| — |
| — |
| — |
| Non-recourse / fixed |
NewPark Mall (5) | 100% | May | 2017 |
| 3.42 |
| | 65,304 |
| | 63,050 |
| | 860 |
| 915 |
| 479 |
| — |
| — |
| — |
| Non-recourse / floating |
West Valley Mall (6) | 100% | Sep | 2018 |
| 3.24 |
| | 59,000 |
| | 56,790 |
| | — |
| 188 |
| 1,147 |
| 874 |
| — |
| — |
| Non-recourse / fixed |
| Pierre Bossier Mall | 100% | May | 2022 |
| 4.94 |
| | 46,654 |
| | 39,891 |
| | 784 |
| 818 |
| 866 |
| 911 |
| 957 |
| 2,426 |
| Non-recourse / fixed |
| Pierre Bossier Anchor | 100% | May | 2022 |
| 4.85 |
| | 3,637 |
| | 2,894 |
| | 86 |
| 90 |
| 95 |
| 100 |
| 105 |
| 266 |
| Non-recourse / fixed |
| Southland Center (MI) | 100% | Jul | 2022 |
| 5.09 |
| | 76,037 |
| | 65,085 |
| | 1,230 |
| 1,284 |
| 1,363 |
| 1,435 |
| 1,511 |
| 4,129 |
| Non-recourse / fixed |
| Chesterfield Towne Center | 100% | Oct | 2022 |
| 4.75 |
| | 107,967 |
| | 92,380 |
| | 1,587 |
| 1,789 |
| 1,892 |
| 1,985 |
| 2,082 |
| 6,252 |
| Non-recourse / fixed |
| Animas Valley Mall | 100% | Nov | 2022 |
| 4.41 |
| | 50,053 |
| | 41,844 |
| | 897 |
| 931 |
| 980 |
| 1,025 |
| 1,072 |
| 3,304 |
| Non-recourse / fixed |
| Lakeland Square | 100% | Mar | 2023 |
| 4.17 |
| | 68,053 |
| | 55,951 |
| | 1,239 |
| 1,285 |
| 1,348 |
| 1,406 |
| 1,467 |
| 5,358 |
| Non-recourse / fixed |
| Valley Hills Mall | 100% | July | 2023 |
| 4.47 |
| | 66,492 |
| | 54,921 |
| | 1,130 |
| 1,174 |
| 1,237 |
| 1,294 |
| 1,354 |
| 5,383 |
| Non-recourse / fixed |
Chula Vista Center (7) | 100% | July | 2024 |
| 4.18 |
| | 70,000 |
| | 60,814 |
| | — |
| — |
| 467 |
| 1,175 |
| 1,225 |
| 6,319 |
| Non-recourse / fixed |
| The Mall at Barnes Crossing | 100% | Sep | 2024 |
| 4.29 |
| | 67,000 |
| | 58,361 |
| | — |
| — |
| 268 |
| 1,093 |
| 1,142 |
| 6,136 |
| Non-recourse / fixed |
| Bayshore Mall | 100% | Oct | 2024 |
| 3.96 |
| | 46,500 |
| | 40,185 |
| | — |
| — |
| 130 |
| 804 |
| 837 |
| 4,544 |
| Non-recourse / fixed |
| | | | | | | | | | | | | | | | | | |
| Total Property Level debt | | | | | 4.99 |
| | $ | 1,313,730 |
| | $ | 1,204,342 |
| | $ | 18,359 |
| $ | 12,612 |
| $ | 10,443 |
| $ | 12,102 |
| $ | 11,752 |
| $ | 44,117 |
| |
| | | | | | | | | | | | | | | | | | |
2013 Term Loan (8) (9) | | Nov | 2018 |
| 2.92 |
| | 260,000 |
| | 260,000 |
| | — |
| — |
| — |
| — |
| — |
| — |
| Recourse / floating |
2013 Revolver (8) (9) (10) | | Nov | 2017 |
| 2.92 |
| | 10,000 |
| | 10,000 |
| | — |
| — |
| — |
| — |
| — |
| — |
| Recourse / floating |
| | | | | | | | | | | | | | | | | | |
| Total Corporate Level debt | | | | | | | 270,000 |
| | 270,000 |
|
| — |
| — |
| — |
| — |
| — |
| — |
| |
Total Debt Outstanding (11) | | | | | 4.64 | % | | $ | 1,583,730 |
| | $ | 1,474,342 |
| | $ | 18,359 |
| $ | 12,612 |
| $ | 10,443 |
| $ | 12,102 |
| $ | 11,752 |
| $ | 44,117 |
| |
| | | | | | | | | | | | | | | | | | |
| Market rate adjustment | | | | | | | 769 |
| | | | | | | | | | |
| Total Debt Outstanding | | | | | | | $ | 1,584,499 |
| | | | | | | | | | |
| Less: Non controlling interest share of debt | | | | |
|
|
|
| | | | | | | | | | |
| The Mall at Barnes Crossing | | Sep | 2024 | | 4.29 |
|
| (32,830 | ) | | | | | | | | | | |
| Company's Share of Consolidated Debt | | | | | 4.66 |
|
| $ | 1,551,669 |
| | | | | | | | | | |
(1) As of December 31, 2014, the loan of $33.5 million on Knollwood Mall is shown as a component of "Liabilities of property held for sale" on the Consolidated Balance Sheet. The loan was defeased upon the sale of the property in January 2015.
(2)The loan matured on August 1, 2014 and was not repaid. As such the loan is in default. The loan is expected to be satisfied by deed in lieu of foreclosure during the year ending 2015.
(3) Prepayable without a penalty.
|
| | |
| Q4 2014 Supplemental Package | | 11 |
Financial Schedules
Mortgages, Notes, and Loans Payable
(4) In conjunction with the acquisition of The Centre at Salisbury the Company guaranteed a maximum amount of $3.5 million until certain financial covenants are met for two consecutive years.
(5) During July 2014, the Company reduced the spread from LIBOR (30 day) plus 405 basis points to LIBOR (30 day) plus 325 points.
(6) As of December 31, 2013, the loan related to West Valley Mall was at LIBOR plus 175 basis points. During the year ended December 31, 2014, the Company entered into a swap transaction which fixed the interest rate on the loan for this property to 3.24%.
(7)On July 1, 2014, the Company removed Chula Vista Center from the 2013 Senior Facility collateral pool and placed a new non-recourse mortgage loan on the property. The Sikes Senter mortgage loan was paid off on July 1, 2014 with proceeds from the Chula Vista Center refinancing and upon repayment Sikes Senter was added to the 2013 Senior Facility collateral pool with no change to the outstanding loan amount under the 2013 Senior Facility.
(8) LIBOR (30 day) plus 275 basis points.
(9) The following properties were allocated to our 2013 Senior Facility collateral pool as of December 31, 2014:
|
| | | | |
| Birchwood Mall | Gateway Mall | Mall St. Vincent | Silver Lake Mall | Three Rivers Mall |
| Cache Valley Mall | Lansing Mall | North Plains Mall | Spring Hill Mall | Westwood Mall |
| Colony Square Mall | The Mall at Sierra Vista | Sikes Senter | Southland Mall | White Mountain Mall |
(10) As of December 31, 2014, the Company had $10.0 million outstanding on the 2013 Revolver.
(11) Approximately 79% or $1.25 billion of the Rouse debt had a fixed interest rate and 21% or $335.00 million of the Rouse debt had a variable interest rate.
|
| | | | | | | | | | | | | | | | | | | | | |
| (In thousands) | 2015(1) | 2016 | 2017 | 2018 | 2019 | After | Total |
Balloon payment (1) | $ | 194,760 |
| $ | 320,150 |
| $ | 130,316 |
| $ | 316,790 |
| $ | — |
| $ | 512,326 |
| $ | 1,474,342 |
|
| Amortization | 18,359 |
| 12,612 |
| 10,443 |
| 12,102 |
| 11,752 |
| 44,120 |
| 109,388 |
|
| Debt maturity and amortization | $ | 213,119 |
| $ | 332,762 |
| $ | 140,759 |
| $ | 328,892 |
| $ | 11,752 |
| $ | 556,446 |
| $ | 1,583,730 |
|
| Weighted average interest rate of expiring debt | 6.82 | % | 6.34 | % | 4.08 | % | 2.98 | % | — | % | 4.51 | % | 4.64 | % |
(1) Includes $45.9 million related to the Steeplegate Mall mortgage loan which is expected to be satisfied by deed in lieu of foreclosure during the year ending 2015. |
|
| | | | | | | | | | | | | | | | |
| (In thousands) | | Property-Level Debt | | Term Loan | | Revolver | | Total |
| Beginning balance as of January 1, 2014 | | $ | 1,156,129 |
| | $ | 260,000 |
| | $ | 48,000 |
| | $ | 1,464.129 |
|
| Bayshore Mall payoff | | (27,639 | ) | | — |
| | — |
| | (27,639 | ) |
| Bel Air Mall Acquisition (Assumed debt) | | 112,504 |
| | — |
| | — |
| | 112,504 |
|
| The Mall at Barnes Crossing Acquisition (New Financing) at 51% | | 67,000 |
| | — |
| | — |
| | 67,000 |
|
| Sikes Senter payoff | | (54,618 | ) | | — |
| | — |
| | (54,618 | ) |
| Chula Vista Center (New Financing) | | 70,000 |
| | — |
| | — |
| | 70,000 |
|
| Bayshore Refinancing | | 46,500 |
| | — |
| | — |
| | 46,500 |
|
| Drawdowns on 2013 Revolver | | — |
| | — |
| | 55,000 |
| | 55,000 |
|
| Repayments on 2013 Revolver | | — |
| | — |
| | (93,000 | ) | | (93,000 | ) |
| 2014 Mortgage loan amortization | | (20,691 | ) | | — |
| | — |
| | (20,691 | ) |
| Knollwood Mall - Asset of property held for sale | | (35,455 | ) | | — |
| | — |
| | (35,455 | ) |
| Ending balance as of December 31, 2014 | | $ | 1,313,730 |
| | $ | 260,000 |
| | $ | 10,000 |
| | $ | 1,583,730 |
|
| | | | | | | | | |
| Weighted Average Balance | | $ | 1,220,820 |
| | $ | 260,000 |
| | $ | 6,066 |
| | $ | 1,486,886 |
|
|
| | |
| Q4 2014 Supplemental Package | | 12 |
Financial Schedules
Prepaid Expenses and Other Assets, Net
|
| | | | | | | |
| (In thousands) | December 31, 2014 (Unaudited) | | December 31, 2013 (Unaudited) |
| | | | |
| Above-market tenant leases, net | $ | 50,996 |
| | $ | 68,683 |
|
| Prepaid expenses | 4,755 |
| | 4,776 |
|
| Below-market ground leases, net | 3,145 |
| | 1,781 |
|
| Deposits | 1,447 |
| | 682 |
|
| Other | 2,347 |
| | 330 |
|
| Total prepaid expenses and other assets, net | $ | 62,690 |
| | $ | 76,252 |
|
Accounts Payable and Accrued Expenses, Net
|
| | | | | | | |
| (In thousands) | December 31, 2014 (Unaudited) | | December 31, 2013 (Unaudited) |
| | | | |
| Below-market tenant leases, net | $ | 43,292 |
| | $ | 40,247 |
|
| Construction payable | 16,272 |
| | 21,821 |
|
| Accounts payable and accrued expenses | 9,901 |
| | 10,310 |
|
| Accrued payroll and other employee liabilities | 9,352 |
| | 7,942 |
|
| Deferred income | 5,471 |
| | 6,539 |
|
| Accrued dividend | 9,885 |
| | 6,454 |
|
| Accrued real estate taxes | 9,028 |
| | 5,640 |
|
| Asset retirement obligation liability | 4,545 |
| | 4,745 |
|
| Accrued interest | 4,380 |
| | 4,213 |
|
| Tenant and other deposits | 1,336 |
| | 1,249 |
|
| Other | 514 |
| | 523 |
|
| Total accounts payable and accrued expenses, net | $ | 113,976 |
| | $ | 109,683 |
|
|
| | |
| Q4 2014 Supplemental Package | | 13 |
Portfolio Operating Metrics
Strategic Capital Redevelopment Projects:
($ In thousands)
|
| | | | | | | | | | | | | | |
| Property | | Description | | Total Project Square Feet | | Total Estimated Project Cost | | Cost to Date | | Estimated Yield | | Construction Start Date | | Substantial Completion Date |
| Three Rivers Mall | | Convert anchors and unproductive space to Regal Cinemas, Sportsman's Warehouse and fitness club. | | 116,000 | | $18,400 | | $15,390 | | 9.2% | | Q4 2013 | | Q4 2014 |
| Kelso, WA | | | | | | | | | | | | | | |
| Knollwood Mall | | De-mall and construct new exterior facing junior boxes including Nordstrom Rack, small shops, and a new outparcel building. | | 118,000 | | $32,200 | | $21,150 | | 9 - 10% | | Q4 2013 | | Q1 2015 |
| St. Louis Park, MN | | | | | | | | | | | | | | |
| NewPark Mall | | 140,000 SF of new entertainment, including AMC Theater and a two level restaurant pavilion with patio seating. | | 175,000 | | $52,500 (1) | | $13,428 | | 9.5 - 10.5% | | Q3 2014 | | Q4 2015 |
| Newark, CA | | | | | | | | | | | | | | |
| Gateway Mall | | De-mall and construct new exterior facing junior boxes including Marshall's, Hobby Lobby, Petco and new outparcels. | | 288,000 | | $43,300 | | $6,841 | | 8 - 9% | | Q3 2014 | | Q4 2015 |
| Springfield, OR | | | | | | | | | | | | | | |
(1) After deducting the estimated benefit of the NPV of municipal incentives.
Operating Property Capital Expenditures:
|
| | | | |
| | | Year Ended |
| (In thousands) | | December 31, 2014 |
Ordinary capital expenditures (1) | | $ | 8,007 |
|
| Cosmetic capital expenditures | | 6,678 |
|
Tenant improvements and allowances (2) | | 26,304 |
|
| Total | | $ | 40,989 |
|
(1) Includes non-tenant recurring and non-recurring capital expenditures.
(2) Includes tenant improvements and allowances on current operating properties, excluding anchors and strategic projects.
|
| | |
| Q4 2014 Supplemental Package | | 14 |
Portfolio Operating Metrics
Key Operating Performance Indicators
As of December 31, 2014
|
| | | | | | | | | | |
GLA Summary (1) |
| (In thousands) | | Number of Properties | | Mall and Freestanding GLA | | Anchor GLA (Rouse Owned) | | Anchor GLA (Tenant Owned) | | Total Area |
| Total Rouse Properties Portfolio | | 36 | | 11,972 | | 6,372 | | 7,184 | | 25,528 |
| | | | | | | | | | | |
|
| | | | |
Operating Metrics (1) |
| | | Tenant Sales (2) | | Occupancy Costs (3) |
| Total Rouse Properties Portfolio | | $316 | | 12.1% |
| | | | | |
| Total Operating Portfolio | | $322 | | 11.9% |
|
| | | |
| | Total Portfolio |
| | In-Place Rent < 10k SF (4) |
| | December 31, 2014 | | December 31, 2013 |
| Freestanding | $20.81 | | $19.00 |
| Mall | 39.76 | | 39.08 |
| Total Portfolio | $37.69 | | $37.02 |
|
| | | |
| | Same Property Portfolio |
| | In-Place Rent < 10k SF (4) |
| | December 31, 2014 | | December 31, 2013 |
| Freestanding | $19.71 | | $18.60 |
| Mall | 39.33 | | 38.12 |
| Total Same Property Portfolio | $37.15 | | $35.99 |
(1) See Property Schedule on page 16 for individual details.
(2) Trailing twelve month tenant sales for mall and freestanding stores less than 10,000 square feet for those tenants reporting.
(3) Represents mall and freestanding tenants less than 10,000 square feet utilizing comparative tenant sales.
(4) Weighted average rent of mall and freestanding stores as of December 31, 2014 and 2013. Rent is presented on a cash basis and consists of base minimum rent,
common area costs, and real estate taxes.
|
| | |
| Q4 2014 Supplemental Package | | 15 |
Portfolio Operating Metrics
Summary of Properties (1)
As of December 31, 2014 |
| | | | | | | | | | | | | | |
| Property Name | Location | Anchors / Major Tenants | Mall and Freestanding GLA | Anchor GLA (Rouse Owned) | Anchor GLA (Tenant Owned) | Total GLA | % Leased | % Occupied |
| Animas Valley Mall | Farmington, NM | Dillard's, jcpenney, Sears | 280,672 |
| 188,817 |
| — |
| 469,489 |
| 91.1 | % | 90.3 | % |
| Barnes Crossing, The Mall at | Tupelo, MS | Belk Home, jcpenney, Sears, Belk, Dick's Sporting Goods | 384,688 |
| 250,965 |
| 100,954 |
| 736,607 |
| 93.8 |
| 93.8 |
|
| Bayshore Mall | Eureka, CA | Sears, Kohl's, Walmart | 349,256 |
| 161,209 |
| 59,235 |
| 569,700 |
| 89.7 |
| 83.6 |
|
| Bel Air Mall | Mobile, AL | Belk, jcpenney, Sears, Dillard's, Target | 444,636 |
| 558,023 |
| 333,990 |
| 1,336,649 |
| 93.0 |
| 92.5 |
|
| Birchwood Mall | Port Huron, MI | Sears, Carson's, Macy's, Target, jcpenney | 304,805 |
| 161,216 |
| 264,918 |
| 730,939 |
| 94.4 |
| 94.2 |
|
| Cache Valley Mall | Logan, UT | jcpenney, Herbergers | 277,554 |
| 109,476 |
| — |
| 387,030 |
| 95.6 |
| 89.3 |
|
| Chesterfield Towne Center | Richmond, VA | Macy's, jcpenney, Sears, Garden Ridge | 484,877 |
| 543,572 |
| — |
| 1,028,449 |
| 94.6 |
| 91.6 |
|
| Chula Vista Center | Chula Vista, CA | Macy's, jcpenney, Sears, Burlington Coat, AMC | 320,844 |
| 163,232 |
| 377,600 |
| 861,676 |
| 93.9 |
| 93.9 |
|
| Colony Square Mall | Zanesville, OH | Elder-Beerman, jcpenney, Dunham's Sports, Cinemark | 352,136 |
| 78,440 |
| 58,997 |
| 489,573 |
| 80.4 |
| 80.4 |
|
| Grand Traverse Mall | Traverse City, MI | jcpenney, Macy's, Target | 307,851 |
| — |
| 283,349 |
| 591,200 |
| 90.7 |
| 89.9 |
|
| Greenville Mall | Greenville, NC | jcpenney, Belk Ladies, Belk, Dunham's Sports | 227,749 |
| 178,510 |
| 46,051 |
| 452,310 |
| 94.6 |
| 92.9 |
|
| Lakeland Square | Lakeland, FL | jcpenney, Dillard's, Sears, Macy's, Burlington Coat, Cinemark | 351,432 |
| 276,358 |
| 257,353 |
| 885,143 |
| 93.9 |
| 93.9 |
|
| Lansing Mall | Lansing, MI | jcpenney, Younkers, Macy's, Regal Cinema | 489,441 |
| 210,900 |
| 103,000 |
| 803,341 |
| 91.0 |
| 90.0 |
|
| Mall St. Vincent | Shreveport, LA | Dillard's, Sears | 195,603 |
| — |
| 348,000 |
| 543,603 |
| 80.9 |
| 80.1 |
|
| NewPark Mall | Newark, CA | Macy's, jcpenney, Sears, Burlington Coat, AMC | 484,443 |
| 207,372 |
| 335,870 |
| 1,027,685 |
| 94.0 |
| 85.7 |
|
| North Plains Mall | Clovis, NM | Dillard's, jcpenney, Sears, Beall's | 131,234 |
| 170,496 |
| — |
| 301,730 |
| 96.1 |
| 96.1 |
|
| Pierre Bossier Mall | Bossier City, LA | jcpenney, Sears, Dillard's, Virginia College | 265,680 |
| 59,156 |
| 288,328 |
| 613,164 |
| 90.4 |
| 90.4 |
|
| Salisbury, The Centre at | Salisbury, MD | Boscov's, jcpenney, Sears, Macy's, Dick's, Regal Cinema | 359,265 |
| 357,416 |
| 140,000 |
| 856,681 |
| 98.4 |
| 98.4 |
|
| Sierra Vista, The Mall at | Sierra Vista, AZ | Dillard's, Sears, Cinemark | 174,064 |
| — |
| 196,492 |
| 370,556 |
| 97.3 |
| 96.3 |
|
| Sikes Senter | Wichita Falls, TX | Dillard's, jcpenney, Sears, Dillard's Men's and Home | 291,945 |
| 374,690 |
| — |
| 666,635 |
| 95.3 |
| 96.9 |
|
| Silver Lake Mall | Coeur D' Alene, ID | jcpenney, Macy's, Sears, Sports Authority | 147,586 |
| 172,253 |
| — |
| 319,839 |
| 87.3 |
| 87.3 |
|
| Southland Center | Taylor, MI | jcpenney, Macy's, Cinemark | 374,180 |
| 215,787 |
| 292,377 |
| 882,344 |
| 95.1 |
| 92.4 |
|
| Southland Mall | Hayward, CA | jcpenney, Kohl's, Macy's, Sears | 560,197 |
| 445,896 |
| 292,000 |
| 1,298,093 |
| 95.9 |
| 83.1 |
|
| Spring Hill Mall | West Dundee, IL | Kohl's, Carson Pirie Scott, Sears, Macy's, Regal Cinema | 484,045 |
| 134,148 |
| 547,432 |
| 1,165,625 |
| 80.7 |
| 78.4 |
|
| Three Rivers Mall | Kelso, WA | jcpenney, Macy's, Sportsman's Warehouse | 317,558 |
| 98,566 |
| — |
| 416,124 |
| 83.2 |
| 80.1 |
|
| Turtle Creek, The Mall at | Jonesboro, AR | Dillard's, jcpenney, Target | 363,248 |
| — |
| 364,199 |
| 727,447 |
| 88.9 |
| 89.3 |
|
| Valley Hills Mall | Hickory, NC | Belk, Dillard's, jcpenney, Sears | 325,835 |
| — |
| 611,516 |
| 937,351 |
| 89.0 |
| 88.3 |
|
| Washington Park Mall | Bartlesville, OK | jcpenney, Sears, Dillard's | 161,894 |
| 122,894 |
| 71,402 |
| 356,190 |
| 95.4 |
| 95.1 |
|
| West Valley Mall | Tracy, CA | jcpenney, Macy's, Sears, Target, Cinemark | 537,402 |
| 236,454 |
| 111,836 |
| 885,692 |
| 95.1 |
| 95.5 |
|
| Westwood Mall | Jackson, MI | Younkers, Wal-Mart, jcpenney | 145,187 |
| 70,500 |
| 301,188 |
| 516,875 |
| 88.8 |
| 88.7 |
|
| White Mountain Mall | Rock Springs, WY | Herberger's, jcpenney | 244,616 |
| 94,482 |
| — |
| 339,098 |
| 94.0 |
| 91.5 |
|
| Total Operating Portfolio | | | 10,139,923 |
| 5,640,828 |
| 5,786,087 |
| 21,566,838 |
| 91.8 | % | 89.7 | % |
| Collin Creek Mall | Plano, TX | Sears, jcpenney, Macy's | 328,028 |
| 176,259 |
| 613,824 |
| 1,118,111 |
| 82.9 |
| 82.9 |
|
| Gateway Mall | Springfield, OR | Kohl's, Sears, Target, Cabella's, Walmart, Cinema 6 | 495,038 |
| 218,055 |
| 113,613 |
| 826,706 |
| 83.0 |
| 57.4 |
|
| Knollwood Mall | St. Louis Park, MN | Kohl's, TJ Maxx, Cub Foods | 393,355 |
| 80,684 |
| — |
| 474,039 |
| 88.3 |
| 71.8 |
|
| Steeplegate Mall | Concord, NH | Bon Ton, jcpenney, Sears | 223,773 |
| 256,347 |
| — |
| 480,120 |
| 66.3 |
| 66.3 |
|
| Vista Ridge Mall | Lewisville, TX | Dillard's, jcpenney, Macy's, Sears, Cinemark | 392,102 |
| — |
| 670,210 |
| 1,062,312 |
| 94.4 |
| 94.4 |
|
| Redevelopment and special consideration assets | 1,832,296 |
| 731,345 |
| 1,397,647 |
| 3,961,288 |
| 84.5 | % | 74.1 | % |
| Total Rouse Portfolio |
| | 11,972,219 |
| 6,372,173 |
| 7,183,734 |
| 25,528,126 |
| 90.7 | % | 87.3 | % |
(1) All properties are 100% owned by Rouse Properties Inc., and subsidiaries with the exception of The Mall at Barnes Crossing of which Rouse owns a 51% controlling interest.
|
| | |
| Q4 2014 Supplemental Package | | 16 |
Portfolio Operating Metrics
Lease Expiration Schedule (1)
As of December 31, 2014
|
| | | | | | | | | | | | |
| Year | | Number of Expiring Leases | | Expiring GLA | | Expiring Rates ($ psf) (2) | | Percent of Total Gross Rent |
Specialty Leasing (3) | | 495 | | 1,133,147 |
| | $ | 12.79 |
| | |
| Permanent Leasing | | | | | | | | |
| 2014 and prior | | 25 | | 81,654 |
| | 40.23 |
| | 1.16 | % |
| 2015 | | 301 | | 731,996 |
| | 35.16 |
| | 9.09 | % |
| 2016 | | 406 | | 1,369,907 |
| | 31.00 |
| | 15.00 | % |
| 2017 | | 365 | | 1,237,087 |
| | 33.23 |
| | 14.52 | % |
| 2018 | | 228 | | 1,095,310 |
| | 32.32 |
| | 12.50 | % |
| 2019 | | 138 | | 779,778 |
| | 28.82 |
| | 7.94 | % |
| 2020 | | 93 | | 557,982 |
| | 23.59 |
| | 4.63 | % |
| 2021 | | 91 | | 671,508 |
| | 24.07 |
| | 5.71 | % |
| 2022 | | 97 | | 454,323 |
| | 32.46 |
| | 5.21 | % |
| 2023 | | 82 | | 382,686 |
| | 32.48 |
| | 4.39 | % |
| 2024 | | 105 | | 717,957 |
| | 23.91 |
| | 6.06 | % |
| 2025 | | 68 | | 798,277 |
| | 23.17 |
| | 6.53 | % |
| 2026 and thereafter | | 39 | | 838,600 |
| | 24.48 |
| | 7.26 | % |
| Total Permanent Leasing | | 2,038 | | 9,717,065 |
| | $ | 29.22 |
| | 100.00 | % |
| Total Leasing | | 2,533 | | 10,850,212 |
| | | | |
(1) Represents contractual obligations for space in regional malls and excludes traditional anchor stores.
(2) Excluded from the Expiring Rates are freestanding spaces, kiosks and leases paying percent rent in lieu of base minimum rent.
(3) Includes Specialty Leasing license agreements with terms in excess of 12 months.
|
| | |
| Q4 2014 Supplemental Package | | 17 |
Portfolio Operating Metrics
Top Ten Tenants
As of December 31, 2014
|
| | | | | | | | | | |
| | | | | | | | | Locations |
| Retail Portfolio | | Primary DBA | | Percent of Minimum Rent, Tenant Recoveries and Other (1) | | Square Footage (000's) | | Total | | Rouse Owned |
| L Brands, Inc. | | Bath & Body Works, Victoria's Secret, White Barn Candle Co. | | 4.2% | | 281 | | 68 | | 68 |
| Signet Jewelers, Ltd | | Belden Jewelers, JB Robinson Jewelers, Kay Jewelers, Osterman Jewelers, Weisfields Jewelers | | 3.6 | | 99 | | 75 | | 75 |
| Foot Locker, Inc. | | Champs Sports, Footaction USA,Foot Locker, Kids Foot Locker, Lady Foot Locker | | 3.2 | | 232 | | 56 | | 56 |
| jcpenney Company, Inc. | | jcpenney | | 2.5 | | 2,817 | | 30 | | 19(2) |
| Cinemark USA, Inc. | | Cinemark, Movies | | 2.3 | | 356 | | 8 | | 8 |
| American Eagle Outfitters, Inc. | | Aerie, American Eagle Outfitters | | 1.9 | | 132 | | 23 | | 23 |
| Sears Holdings Corporation | | Sears | | 1.9 | | 3,326 | | 25 | | 14 |
| Macy's Inc. | | Macy's | | 1.8 | | 2,187 | | 16 | | 5 |
| Ascena Retail Group, Inc. | | Dressbarn, Justice, Limited Too, Maurices, Lane Bryant | | 1.6 | | 234 | | 45 | | 45 |
| Luxottica Retail North America Inc. | | Lenscrafters, Pearle Vision, Pearle Vision Express, Sunglass Hut, Watch Station | | 1.6 | | 87 | | 40 | | 40 |
| Totals | | | | 24.6% | | 9,751 | | 386 | | 353 |
(1) Represents the trailing twelve months of minimum rent, tenant recoveries and other.
(2) Does not include three locations in which Rouse owns the land which is ground leased to jcpenney.
|
| | |
| Q4 2014 Supplemental Package | | 18 |
Portfolio Operating Metrics
Leasing Activity
As of December 31, 2014
|
| | | | | | | | | | | |
| | TOTAL LEASING ACTIVITY (1) |
| New Leases | Number of Leases | Square Feet | Term | | Initial Inline Rent PSF (2) | | Initial Freestanding Rent PSF | | Average Inline Rent PSF | | Average Freestanding Rent PSF |
| Under 10,000 sq. ft. | 25 | 50,547 | 7.6 | | $45.53 | | $39.88 | | $49.22 | | $44.82 |
| Over 10,000 sq. ft. | 3 | 59,991 | 6.7 | | 10.25 | | — | | 10.44 | | — |
| Total New Leases | 28 | 110,538 | 7.1 | | 24.80 | | 39.88 | | 26.43 | | 44.82 |
| | | | | | | | | | | | |
| Renewal Leases | | | | | | | | | | | |
| Under 10,000 sq. ft. | 90 | 241,672 | 3.1 | | $31.95 | | $26.06 | | $32.66 | | $26.56 |
| Over 10,000 sq. ft. | 5 | 118,836 | 3.7 | | 11.40 | | — | | 11.42 | | — |
| Total Renewal Leases | 95 | 360,508 | 3.3 | | 24.78 | | 26.06 | | 25.25 | | 26.56 |
| | | | | | | | | | | | |
| Sub-Total | 123 | 471,046 | 4.2 | | 24.79 | | 30.19 | | 25.52 | | 32.02 |
| | | | | | | | | | | | |
| Percent in Lieu | 20 | 59,116 | n.a. | | n.a | | n.a | | n.a | | n.a |
| | | | | | | | | | | | |
| Total Q4 2014 | 143 | 530,162 | 4.2 | | $24.79 | | $30.19 | | $25.52 | | $32.02 |
| Total Q3 2014 | 115 | 587,882 | | | | | | | | | |
| Total Q2 2014 | 128 | 565,373 | | | | | | | | | |
| Total Q1 2014 | 109 | 529,122 | | | | | | | | | |
| Total 2014 | 495 | 2,212,539 | | | | | | | | | |
|
| | | | | | | | | | | | | | | | | | | | |
| SUITE TO SUITE - NEW & RENEWAL LEASE SPREAD (4) |
| | | | | | | | | | Initial Rent Spread | | Average Rent Spread |
| | Number of Leases | Square Feet | Term | Initial Rent PSF (2) | Average Rent PSF (3) | | Expiring Rent PSF (5) | | $ | % | | $ | % |
| Total Q4 2014 | 84 | 311,653 |
| 4.1 | $ | 27.22 |
| $ | 28.08 |
| | $ | 24.37 |
| | $2.85 | 11.7% | | $3.71 | 15.2% |
| | | | | | | | | | | | | | |
| Total YTD 2014 | 294 | 1,142,306 |
| 4.2 | $ | 25.87 |
| $ | 26.72 |
| | $ | 23.56 |
| | $2.30 | 9.8% | | $3.15 | 13.4% |
(1) Excluding anchors and specialty leasing.
(2) Represents initial rent at time of rent commencement consisting of base minimum rent, common area costs, and real estate taxes.
(3) Represents average rent over the lease term consisting of base minimum rent, common area costs, and real estate taxes.
(4) Excluding anchors, percent in lieu, and specialty leasing.
(5) Represents expiring rent at end of lease consisting of base minimum rent, common area costs, and real estate taxes.
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| Q4 2014 Supplemental Package | | 19 |
Glossary of Terms
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| Anchor/Traditional Anchor | Department stores and discount department stores in traditional anchor spaces whose merchandise appeals to a broad range of shoppers or spaces which are greater than 70,000 square feet. |
| Average Rent | Represents average rent over the term consisting of base minimum rent, common area costs, and real estate taxes. |
| Average Rent Spread | Dollar spread between Average Rent and Expiring Rent. |
| Expiring Rent | Represents rent at the end of the lease consisting of base minimum rent, common area costs, and real estate taxes. |
| Freestanding | Outparcel retail locations (locations that are not attached to the primary complex of buildings that comprise a shopping center). Excludes anchor stores. |
| Gross Leasable Area (GLA) | Total gross leasable space at 100%. |
| In-Place Rent | Weighted average rental rate of mall stores as of a point in time. Rent is presented on a cash basis and consists of base minimum rent, common area costs, and real estate taxes. |
| Initial Rent | Represents initial rent at the beginning of the term consisting of base minimum rent, common area costs, and real estate taxes. |
| Initial Rent Spread | Dollar spread between Initial Rent and Expiring Rent. |
| Leased Area | Leased area represents the sum of: (1) tenant occupied space lease and (2) all leases signed for currently vacant space and (3) tenants no longer occupying space, but still paying rent for all inline mall shop and freestanding retail locations, excluding anchors (Leased Area). Leased percentage is the Leased Area over the mall and Freestanding Area. |
| Mall | All mall shop locations exclude anchor and freestanding stores. |
| Occupancy Cost | Ratio of total tenant charges (rent and reimbursement of common area charges, real estate tax and insurance) to comparative sales for tenants less than 10,000 square feet. |
| Occupied Area | Occupied area represents the sum of: (1) tenant occupied space under lease and (2) tenants no longer occupying space, but still paying rent for all inline mall shop and freestanding retail locations, excluding anchors (Occupied Area). Occupied percentage is the Occupied Area over the Mall and Freestanding Area. |
| Operating Portfolio | Portfolio excluding properties undergoing substantial redevelopment and special consideration properties. |
| Specialty Leasing | Temporary tenants typically on license agreements with terms in excess of twelve months and are generally cancellable by the Company with notice ranging from 30-90 days. |
| Tenant Sales | Rolling twelve month sales for mall and freestanding stores less than 10,000 square feet for those tenants reporting. |
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| Q4 2014 Supplemental Package | | 20 |
