EXHIBIT 99.1
DEVELOPERS DIVERSIFIED REALTY CORPORATION
For Immediate Release:
| | | | | |
| Contact: | | Scott A. Wolstein | | Michelle A. Mahue Dawson |
| | Chairman | | Vice President of Investor Relations |
| | Chief Executive Officer | | 216-755-5455 |
| | 216-755-5500 | | |
DEVELOPERS DIVERSIFIED REALTY REPORTS A 24.1%
INCREASE IN FFO PER SHARE FOR THE THIRD QUARTER
ENDED SEPTEMBER 30, 2004
CLEVELAND, OHIO, October 28, 2004- Developers Diversified Realty Corporation (NYSE: DDR), a real estate investment trust (“REIT”), today announced that third quarter 2004 Funds From Operations (“FFO”), a widely accepted measure of REIT performance, on a per share basis was $0.72 (diluted and basic) as compared to $0.58 (diluted) and $0.59 (basic) per share for the same period in the previous year, a per share increase of 24.1% diluted and 22.0% basic. FFO available to common shareholders reached $74.9 million for the quarter ended September 30, 2004, as compared to $51.3 million for 2003, an increase of 46.0%. Net income available to common shareholders for the quarter ended September 30, 2004 increased 24.5% to $30.5 million compared $24.5 million for 2003, or $0.30 per share (diluted) and $0.30 (basic) in 2004 compared to $0.28 per share (diluted) and $0.29 (basic) for the same period in 2003. The increase in net income for the quarter ended September 30, 2004 is primarily related to the results from operations attributable to the acquisition of the assets from Benderson Development Company, Inc. (“Benderson”), and an increase in net gain on sales of real estate assets offset, to some extent, by the sale of assets to the joint venture with MDT in the fourth quarter of 2003 and the second quarter of 2004.
On a per share basis, FFO (diluted) was $2.26 and $1.83 for the nine month periods ended September 30, 2004 and 2003, respectively, an increase of 23.5%. The 2003 results were as adjusted down by $0.03 (diluted) per share to reflect a prior impairment charge previously not included in FFO in accordance with a SEC comment letter. FFO available to common shareholders for the nine months ended September 30, 2004 was $219.3 million compared to $151.5 million for 2003. Net income available to common shareholders for the nine month period ended September 30, 2004 was $145.0 million, or $1.52 per share (diluted) and $1.53 (basic) in 2004, compared to net income available to common shareholders of $108.2 million, or $1.32 per share (diluted) and $1.34 (basic) for the prior comparable period. The increase in net income is primarily attributable to the merger with JDN on March 13, 2003, the acquisition of the assets from Benderson, an increase in net gain on sales of real estate assets, and a reduction in minority interest expense associated with preferred operating partnership units, which were redeemed in 2003. This increase is offset by the sale of assets to the joint venture with MDT in the fourth quarter of 2003 and second quarter of 2004.
Scott Wolstein, DDR’s Chairman and Chief Executive Officer stated, “We are pleased to announce our third quarter results, which demonstrate outstanding earnings growth and consistent financial performance. Our portfolio showed strong leasing activity and occupancy gains, reflecting the health and growth of our expanding tenant base. We were gratified to be added to the S&P MidCap 400 Index and with the expansion of our senior unsecured line to $1 billion, which underscored the market’s confidence in our investment strategy.”
FFO is a supplemental non-GAAP financial measurement used as a standard in the real estate industry. Management believes that FFO provides an additional indicator of the financial performance of a REIT. The Company also believes that FFO more appropriately measures the core operations of the Company and provides a benchmark to its peer group. FFO does not represent cash generated from operating activities in
accordance with generally accepted accounting principles and is not necessarily indicative of cash available to fund cash needs and should not be considered as an alternative to net income and an indicator of the Company’s operating performance or as an alternative to cash flow as a measure of liquidity. FFO available to common shareholders is defined and calculated by the Company as net income, adjusted to exclude: (i) preferred dividends, (ii) gains (or losses) from sales of depreciable real estate property, except for those sold through the Company’s merchant building program, which are presented net of taxes, (iii) sales of securities, (iv) extraordinary items, (v) cumulative effect of changes in accounting standards and (vi) certain non-cash items. These non-cash items principally include real property depreciation and amortization of intangibles, equity income from joint ventures and equity income from minority equity investments and adding the Company’s proportionate share of FFO from its unconsolidated joint ventures and minority equity investments, determined on a consistent basis. Other real estate companies may calculate FFO in a different manner. A reconciliation of net income to FFO is presented in the financial highlights section.
Leasing:
Leasing activity continues to be strong throughout the portfolio. During the third quarter of 2004, the Company executed 129 new leases aggregating 679,000 square feet and 231 renewals aggregating 1,292,000 square feet. Rental rates on new leases increased by 17.9% to $10.42 per square foot and rental rates on renewals increased by 8.9% to $9.92 per square foot as compared to previously occupied rental rates. On a blended basis, rental rates for new leases and renewals increased by 10.4% to $10.10 per square foot.
At September 30, 2004, the average annualized base rent per occupied square foot, including those properties owned through joint ventures, was $10.69. Excluding the impact of the properties acquired from Benderson, the average annualized base rent per occupied square foot for the portfolio was $11.02, as compared to $10.95 at September 30, 2003.
At September 30, 2004, the portfolio was 95.3% leased. Excluding the impact of the properties acquired from Benderson, the portfolio was 95.4% leased, as compared to 94.6% at September 30, 2003. These percentages include tenants for which signed leases have been executed and occupancy has not occurred. Based on tenants in place and responsible for paying rent as of September 30, 2004, the portfolio was 94.6% occupied. Excluding the impact of the properties acquired from Benderson, the portfolio was 94.5% occupied, as compared to 94.0% at September 30, 2003.
Same Store NOI relating to Core Portfolio Properties (i.e., shopping center properties owned since January 1, 2003 and since April 1, 2003 with regard to JDN assets, excluding properties under redevelopment) increased approximately $4.2 million (or 1.8%) for the nine month period ended September 30, 2004, compared to the same period in 2003.
Strategic Real Estate Transactions:
Prudential Joint Venture
In October 2004, the Company completed a $128 million joint venture transaction with Prudential Real Estate Investors (“PREI”). The Company contributed 12 neighborhood grocery anchored retail properties to the joint venture, eight of which were acquired by the Company from Benderson and four of which were acquired from JDN. The joint venture assumed approximately $12 million of secured, non-recourse financing associated with two properties.
The Company maintains a 10% ownership in the properties and continues day-to-day management of the assets. The Company earns fees for property management, leasing, and development. The Company
expects to record a gain of approximately $4.3 million on the contribution of the assets to the joint venture. This gain will be excluded from FFO.
Benderson Transaction
In March 2004, the Company announced that it entered into an agreement to purchase interests in 110 retail real estate assets with approximately 18.8 million square feet of GLA, from Benderson. Through October 28, 2004, the Company completed the purchase of 104 properties, including 14 purchased directly by our MDT joint venture. The Company expects to acquire four additional assets during November.
Coventry II
In July 2004, the Company, through its joint venture with Coventry II, acquired an effective 10% interest in a development partnership with David Berndt Interests to develop a new shopping center in San Antonio, Texas, known as Westover Marketplace. The joint venture partnership acquired approximately 63 acres of land for $10.6 million and sold approximately 16 acres for $2.5 million to Target. DDR anticipates that this shopping center will be completed in Fall 2005.
Expansions:
For the nine month period ended September 30, 2004, the Company completed six expansion and redevelopment projects located in North Little Rock, Arkansas; Brandon, Florida; Aurora, Ohio; Tiffin, Ohio; Monaca, Pennsylvania and Chattanooga, Tennessee at an aggregate cost of approximately $23.7 million. The Company is currently expanding/redeveloping eleven shopping centers located in Gadsden, Alabama; Tallahassee, Florida; Suwanee, Georgia; Ottumwa, Iowa; Gaylord, Michigan; Starkville, Mississippi; Princeton, New Jersey; Hendersonville, North Carolina; Allentown, Pennsylvania; Brentwood, Tennessee and Johnson City, Tennessee at a projected incremental cost of approximately $32.9 million. The Company is also scheduled to commence construction on three additional expansion and redevelopment projects located in Amherst, New York; Tonawanda, New York and Erie, Pennsylvania.
For the nine month period ended September 30, 2004, a joint venture of the Company completed the expansion of its shopping center located in Deer Park, Illinois at an aggregate cost of $13.9 million. The Company’s joint ventures are currently expanding/redeveloping three shopping centers located in Lancaster, California; Merriam, Kansas and Kansas City, Missouri at a projected incremental cost of approximately $25.9 million. The Company’s joint ventures are also scheduled to commence two additional expansion/redevelopment projects at shopping centers located in Phoenix, Arizona and Kirkland, Washington.
Acquisitions:
In July 2004, one of the Company’s equity affiliates, through a joint venture with PREI, purchased its development partner’s 50% interest, at a shopping center property located in Austin, Texas for approximately $4.9 million.
Development (Consolidated):
During the nine month period ended September 30, 2004, the Company substantially completed the construction of a 506,000 square foot shopping center located in Hamilton, New Jersey and a 312,000 square foot shopping center located in Irving, Texas.
The Company currently has twelve shopping center projects under construction. These projects are located in Long Beach, California; Fort Collins, Colorado; Miami, Florida; Overland Park, Kansas;
Chesterfield, Michigan; Lansing, Michigan; St. Louis, Missouri; Freehold, New Jersey; Mount Laurel, New Jersey; Apex, North Carolina; Pittsburgh, Pennsylvania and Mesquite, Texas. These projects are scheduled for completion from 2004 through 2006 at a projected aggregate cost of approximately $437.6 million and will create an additional 3.7 million square feet of retail space.
The Company anticipates commencing construction in 2004 on two additional shopping centers located in Norwood, Massachusetts and McKinney, Texas.
Development (Joint Ventures):
The Company has joint venture development agreements for four shopping center projects. These projects have an aggregate projected cost of approximately $121.2 million. These projects are located in Jefferson Country (St. Louis, Missouri); Apex, North Carolina (Phases III and IV), adjacent to a wholly-owned development project; and San Antonio, Texas. The project located in Jefferson County (St. Louis, Missouri) will be substantially completed in 2004. The remaining projects are scheduled for completion in 2005 and 2006. At September 30, 2004, approximately $19.6 million of costs were incurred in relation to these development projects.
Dispositions
In the third quarter of 2004, the Company sold six non-core assets for an aggregate sales price of approximately $26.8 million and recorded an initial aggregate net loss of $1.3 million. In connection with the third quarter sales, the Company anticipates additional earnout income over the next several years in excess of $3.0 million. Also included in discontinued operations is one business center property, considered held for sale at September 30, 2004, which was sold in October 2004 for a sale price of $7.5 million resulting in a gain of $2.6 million in the fourth quarter of 2004. The Company sold several outparcels during the third quarter generating income of approximately $3.8 million.
In September 2004, one of the Company’s joint ventures with Prudential Real Estate Investors sold a portion of the CityPlace shopping center in Long Beach, California for approximately $16.6 million at a cap rate of 6.2%. The portion that was sold was approximately 58,100 square feet of GLA. The joint venture recorded an aggregate merchant build gain of $4.6 million of which the Company’s net share is approximately $0.6 million.
Financings:
In September 2004, the Company was included in the S&P MidCap 400 Index.
In September 2004, the Company went effective on a $1.0 billion shelf registration statement with the Securities and Exchange Commission under which debt securities, preferred shares or common shares may be issued.
In July 2004, the Company expanded it unsecured revolving credit facility from $650 million to $1.0 billion, of which $550 million was outstanding at September 30, 2004.
Developers Diversified Realty Corporation currently owns and manages over 460 retail operating and development properties in 44 states comprising approximately 102 million square feet of real estate. DDR is a self-administered and self-managed real estate investment trust (REIT) operating as a fully integrated real estate company which acquires, develops, leases and manages shopping centers.
A copy of the Company’s Supplemental Financial/Operational package is available to all interested parties upon request at our corporate office to Michelle A. Mahue Dawson, Vice President of Investor Relations, Developers Diversified Realty Corporation, 3300 Enterprise Parkway, Beachwood, OH 44122 or on our Website which is located at http://www.ddr.com.
Developers Diversified Realty Corporation considers portions of this information to be forward-looking statements within the meaning of Section 27A of the Securities Exchange Act of 1933 and Section 21E of the Securities Exchange Act of 1934, both as amended, with respect to the Company’s expectation for future periods. Although the Company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, it can give no assurance that its expectations will be achieved. For this purpose, any statements contained herein that are not historical fact may be deemed to be forward-looking statements. There are a number of important factors that could cause the results of the Company to differ materially from those indicated by such forward-looking statements, including, among other factors, local conditions such as oversupply of space or a reduction in demand for real estate in the area, competition from other available space, dependence on rental income from real property, the loss of a major tenant or inability to enter into definitive agreements with regard to our financing arrangements or our failure to satisfy conditions to the completion of these arrangements. For more details on the risk factors, please refer to the Company’s Form on 10-K as of December 31, 2003.
DEVELOPERS DIVERSIFIED REALTY CORPORATION
Financial Highlights
(In thousands — except per share data)
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| | | Three Month Period | | Nine Month Period |
| | | Ended September 30,
| | Ended September 30,
|
Revenues:
| | 2004
| | 2003
| | 2004
| | 2003
|
| Minimum rent (A) | | $ | 122,013 | | | $ | 89,037 | | | $ | 314,600 | | | $ | 252,847 | |
| Percentage and overage rents (A) | | | 1,565 | | | | 769 | | | | 4,693 | | | | 3,247 | |
| Recoveries from tenants | | | 32,415 | | | | 24,760 | | | | 87,995 | | | | 67,368 | |
| Ancillary income | | | 897 | | | | 535 | | | | 2,280 | | | | 1,314 | |
| Other property related income | | | 1,329 | | | | 358 | | | | 3,391 | | | | 665 | |
| Management fee income | | | 3,761 | | | | 2,601 | | | | 10,463 | | | | 7,733 | |
| Development fees | | | 930 | | | | 303 | | | | 1,724 | | | | 976 | |
| Other (B) | | | 2,189 | | | | 3,832 | | | | 12,244 | | | | 10,003 | |
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| | | | 165,099 | | | | 122,195 | | | | 437,390 | | | | 344,153 | |
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Expenses: | | | | | | | | | | | | | | | | |
| Operating and maintenance | | | 17,054 | | | | 15,461 | | | | 49,134 | | | | 43,484 | |
| Real estate taxes | | | 21,875 | | | | 15,787 | | | | 57,518 | | | | 42,090 | |
| General and administrative (C) | | | 11,486 | | | | 9,088 | | | | 32,980 | | | | 28,001 | |
| Other expense (D) | | | 2,013 | | | | 233 | | | | 2,045 | | | | 483 | |
| Depreciation and amortization | | | 37,561 | | | | 24,480 | | | | 94,336 | | | | 68,016 | |
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| | | | 89,989 | | | | 65,049 | | | | 236,013 | | | | 182,074 | |
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Other income/(expense) | | | | | | | | | | | | | | | | |
| Interest income | | | 812 | | | | 1,132 | | | | 3,169 | | | | 3,892 | |
| Interest expense | | | (37,142 | ) | | | (23,308 | ) | | | (92,663 | ) | | | (65,121 | ) |
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| |
| | | | (36,330 | ) | | | (22,176 | ) | | | (89,494 | ) | | | (61,229 | ) |
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| |
| Income before equity in net income of joint ventures, minority equity interests, income tax of taxable REIT subsidiaries and franchise taxes, discontinued operations, gain on sales of real estate and real estate investments and cumulative effect of adoption of a new accounting standard | | | 38,780 | | | | 34,970 | | | | 111,883 | | | | 100,850 | |
| Equity in net income of joint ventures (E) | | | 5,322 | | | | 6,852 | | | | 30,486 | | | | 23,749 | |
| Minority equity interests (F) | | | (1,184 | ) | | | (864 | ) | | | (3,295 | ) | | | (4,802 | ) |
| Income tax of taxable REIT subsidiaries and franchise taxes | | | (1,365 | ) | | | (130 | ) | | | (2,257 | ) | | | (130 | ) |
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| Income from continuing operations | | | 41,553 | | | | 40,828 | | | | 136,817 | | | | 119,667 | |
| Income (loss) from discontinued operations (G) | | | 1,648 | | | | 263 | | | | 1,606 | | | | (34 | ) |
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| Income before gain on sales of real estate and real estate investments and cumulative effect of adoption of a new accounting standard | | | 43,201 | | | | 41,091 | | | | 138,423 | | | | 119,633 | |
| Gain on sales of real estate and real estate investments, net of tax | | | 1,115 | | | | 897 | | | | 46,492 | | | | 29,142 | |
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| Income before cumulative effect of adoption of a new accounting standard | | | 44,316 | | | | 41,988 | | | | 184,915 | | | | 148,775 | |
| Cumulative effect of adoption of a new accounting standard (I) | | | — | | | | — | | | | (3,001 | ) | | | — | |
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Net income | | $ | 44,316 | | | $ | 41,988 | | | $ | 181,914 | | | $ | 148,775 | |
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Net income, applicable to common shareholders | | $ | 30,524 | | | $ | 24,525 | | | $ | 145,000 | | | $ | 108,175 | |
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Funds From Operations (“FFO”): | | | | | | | | | | | | | | | | |
| Net income applicable to common shareholders | | $ | 30,524 | | | $ | 24,525 | | | $ | 145,000 | | | $ | 108,175 | |
| Depreciation and amortization of real estate investments | | | 36,925 | | | | 24,319 | | | | 92,890 | | | | 68,013 | |
| Equity in net income of joint ventures | | | (5,322 | ) | | | (6,852 | ) | | | (30,486 | ) | | | (23,748 | ) |
| Joint ventures’ FFO (D) | | | 10,642 | | | | 8,872 | | | | 34,384 | | | | 24,815 | |
| Minority equity interests (OP Units) | | | 719 | | | | 444 | | | | 1,916 | | | | 1,303 | |
| Loss (gain) on sales of depreciable real estate and real estate investments, net (H) | | | 1,399 | | | | — | | | | (27,400 | ) | | | (27,017 | ) |
| Cumulative effect of adoption of a new accounting standard (I) | | | — | | | | — | | | | 3,001 | | | | — | |
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| FFO available to common shareholders | | | 74,887 | | | | 51,308 | | | | 219,305 | | | | 151,541 | |
| Preferred dividends | | | 13,792 | | | | 17,463 | | | | 36,914 | | | | 40,600 | |
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| FFO | | $ | 88,679 | | | $ | 68,771 | | | $ | 256,219 | | | $ | 192,141 | |
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| Per share data: | | | | | | | | | | | | | | | | |
| Earnings per common share | | | | | | | | | | | | | | | | |
| Basic | | $ | 0.30 | | | $ | 0.29 | | | $ | 1.53 | | | $ | 1.34 | |
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| Diluted | | $ | 0.30 | | | $ | 0.28 | | | $ | 1.52 | | | $ | 1.32 | |
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| Dividends Declared | | $ | 0.51 | | | $ | 0.41 | | | $ | 1.43 | | | $ | 1.23 | |
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| Funds From Operations — Basic (J) | | $ | 0.72 | | | $ | 0.59 | | | $ | 2.28 | | | $ | 1.85 | |
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| Funds From Operations — Diluted (J) | | $ | 0.72 | | | $ | 0.58 | | | $ | 2.26 | | | $ | 1.83 | |
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| Basic — average shares outstanding (thousands) (J) | | | 102.079 | | | | 85,997 | | | | 94,509 | | | | 80,447 | |
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| Diluted — average shares outstanding (thousands) (J) | | | 103,030 | | | | 87,066 | | | | 96,921 | | | | 82,756 | |
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DEVELOPERS DIVERSIFIED REALTY CORPORATION
Financial Highlights
(In thousands — except per share data)
| (A) | | Increases in base and percentage rental revenues for the nine month period ended September 30, 2004 as compared to 2003, aggregated $62.7 million consisting of $2.4 million related to leasing of core portfolio properties (an increase of 1.4% from 2003), $9.9 million from the acquisition of four shopping centers in 2003 and 2004, $50.7 million from the properties acquired from Benderson, $19.8 million from the JDN merger, $2.2 million from the consolidation of a joint venture interest due to the adoption of FIN 46 and $0.4 million related to developments and redevelopments. These amounts were offset by a decrease of $0.1 million relating to the business center properties and $22.6 million due to the sale of properties to joint ventures in 2003 and 2004. Included in the rental revenues for the nine month periods ended September 30, 2004 and 2003 is approximately $5.3 million and $4.8 million, respectively, of revenue resulting from the recognition of straight line rents. |
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| (B) | | Other income for the nine month periods ended September 30, 2004 and 2003 was comprised of the following (in millions): |
| | | | | | | | | | | | | | | | | |
| | | Three Month Period | | Nine Month Period |
| | | Ended September 30,
| | Ended September 30,
|
| | | 2004
| | 2003
| | 2004
| | 2003
|
| Lease termination and bankruptcy settlements | | $ | 2.2 | | | $ | 3.7 | | | $ | 9.1 | | | $ | 6.5 | |
| Acquisition and finance fees | | | — | | | | — | | | | 3.0 | | | | — | |
| Settlement of call option (1) | | | — | | | | — | | | | — | | | | 2.4 | |
| Sale of option rights and other miscellaneous | | | — | | | | 0.1 | | | | 0.1 | | | | 1.1 | |
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| | | $ | 2.2 | | | $ | 3.8 | | | $ | 12.2 | | | $ | 10.0 | |
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| (1) | | Settlement of a call option on March 31, 2003 relating to the MOPPRS debt assumed from JDN, principally arising from an increase in interest rates from the date of acquisition, March 13, 2003, to the date of settlement. |
| (C) | | General and administrative expenses include internal leasing salaries, legal salaries and related expenses associated with the releasing of space, which are charged to operations as incurred. For the nine month periods ended September 30, 2004 and 2003, general and administrative expenses were approximately 4.7% and 5.1%, respectively, of total revenues, including joint venture revenues, for each period. |
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| (D) | | Other expense is comprised of the following (in millions): |
| | | | | | | | | | | | | | | | | |
| | | Three Month Period | | Nine Month Period |
| | | Ended September 30,
| | Ended September 30,
|
| | | 2004
| | 2003
| | 2004
| | 2003
|
| Abandon acquisition and development projects | | $ | 1.4 | | | $ | 0.2 | | | $ | 1.4 | | | $ | 0.5 | |
| Impairment charge | | | 0.6 | | | | — | | | | 0.6 | | | | — | |
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| | | $ | 2.0 | | | $ | 0.2 | | | $ | 2.0 | | | $ | 0.5 | |
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DEVELOPERS DIVERSIFIED REALTY CORPORATION
Financial Highlights
(In thousands — except per share data)
| (E) | | The following is a summary of the Company’s share of the combined operating results relating to its joint ventures (in thousands): |
| | | | | | | | | | | | | | | | | |
| | | Three month period | | Nine month period |
| | | Ended September 30,
| | Ended September 30,
|
| | | 2004
| | 2003
| | 2004
| | 2003
|
| Revenues from operations (a) | | $ | 87,772 | | | $ | 61,566 | | | $ | 246,885 | | | $ | 179,586 | |
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| Operating expense | | | 30,838 | | | | 22,096 | | | | 86,516 | | | | 64,063 | |
| Depreciation and amortization of real estate investments | | | 21,794 | | | | 10,824 | | | | 46,886 | | | | 30,057 | |
| Interest expense | | | 20,939 | | | | 17,756 | | | | 57,271 | | | | 54,722 | |
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| | | | 73,571 | | | | 50,676 | | | | 190,673 | | | | 148,842 | |
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| Income from operations before gain on sale of real estate and real estate investments and discontinued operations | | | 14,201 | | | | 10,890 | | | | 56,212 | | | | 30,744 | |
| Gain (loss) on sale of real estate and real estate investments | | | 4,834 | | | | (3 | ) | | | 4,826 | | | | 570 | |
| Loss from discontinued operations, net of tax | | | (352 | ) | | | (157 | ) | | | (832 | ) | | | (1,237 | ) |
| Gain on sale of discontinued operations, net of tax | | | 993 | | | | 15,115 | | | | 24,885 | | | | 57,761 | |
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| Net income | | $ | 19,676 | | | $ | 25,845 | | | $ | 85,091 | | | $ | 87,838 | |
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| DDR Ownership interests (b) | | $ | 6,061 | | | $ | 7,148 | | | $ | 31,426 | | | $ | 24,678 | |
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| Funds From Operations from joint ventures are summarized as follows: | | | | | | | | | | | | | | | | |
| Net income | | $ | 19,676 | | | $ | 25,845 | | | $ | 85,091 | | | $ | 87,838 | |
| Gain on sale of real estate and real estate investments, including discontinued operations | | | (4,834 | ) | | | (12,181 | ) | | | (24,250 | ) | | | (53,069 | ) |
| Depreciation and amortization of real estate investments | | | 21,827 | | | | 11,627 | | | | 46,263 | | | | 33,109 | |
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| | | |
| | | |
| | | |
| |
| | | $ | 36,669 | | | $ | 25,291 | | | $ | 107,104 | | | $ | 67,878 | |
| | | |
| | | |
| | | |
| | | |
| |
| DDR Ownership interests (b) | | $ | 10,642 | | | $ | 8,872 | | | $ | 34,384 | | | $ | 24,815 | |
| | | |
| | | |
| | | |
| | | |
| |
| DDR Partnership distributions received, net | | $ | 12,866 | | | $ | 19,940 | | | $ | 61,920 | | | $ | 54,149 | |
| | | |
| | | |
| | | |
| | | |
| |
| | (a) | | Revenues for the three month periods ended September 30, 2004 and 2003 included approximately $1.7 million and $0.9 million, respectively, resulting from the recognition of straight line rents of which the Company’s proportionate share is $0.5 million and $0.3 million, respectively. Revenues for the nine month periods ended September 30, 2004 and 2003 included approximately $4.4 million and $2.5 million, respectively, resulting from the recognition of straight line rents of which the Company’s proportionate share is $1.0 million and $0.6 million, respectively. |
| | (b) | | Included in equity in net income of joint ventures for the nine months ended September 30, 2004, is approximately $3.2 million of previously deferred gain related to the sale of joint venture property at the end of 2003. This amount was deferred until certain construction and leasing obligations were achieved. |
| |
| | | | The Company’s share of joint venture net income has been reduced by $0.7 million and $0.2 million for the three month periods ended September 30, 2004 and 2003, respectively, and by $1.0 million and $0.9 million for the nine month periods ended September 30, 2004 and 2003, respectively, to reflect additional basis depreciation. |
| |
| | | | At September 30, 2004 and 2003, the Company owned joint venture interests relating to 74 and 52 shopping center properties, respectively. In addition, at September 30, 2004 and 2003, the Company, through a joint venture, owned an interest of approximately 25% in 66 and 75 shopping center sites, respectively, formerly owned by Service Merchandise. |
DEVELOPERS DIVERSIFIED REALTY CORPORATION
Financial Highlights
(In thousands — except per share data)
| (F) | | Minority Equity Interests are comprised of the following (in thousands): |
| | | | | | | | | | | | | | | | | |
| | | Three Month Period | | Nine Month Period |
| | | Ended September 30,
| | Ended September 30,
|
| | | 2004
| | 2003
| | 2004
| | 2003
|
| Minority interests | | $ | 465 | | | $ | 420 | | | $ | 1,379 | | | $ | 1,263 | |
| Preferred Operating Partnership Units | | | — | | | | — | | | | — | | | | 2,236 | |
| Operating Partnership Units | | | 719 | | | | 444 | | | | 1,916 | | | | 1,303 | |
| | | |
| | | |
| | | |
| | | |
| |
| | | $ | 1,184 | | | $ | 864 | | | $ | 3,295 | | | $ | 4,802 | |
| | | |
| | | |
| | | |
| | | |
| |
| (G) | | The operating results relating to assets classified as discontinued operations are summarized as follows (in thousands): |
| | | | | | | | | | | | | | | | | |
| | | Three Month Period | | Nine Month Period |
| | | Ended September 30,
| | Ended September 30,
|
| | | 2004
| | 2003
| | 2004
| | 2003
|
| Revenues | | $ | 728 | | | $ | 1,216 | | | $ | 2,308 | | | $ | 4,310 | |
| | | |
| | | |
| | | |
| | | |
| |
| Expenses: | | | | | | | | | | | | | | | | |
| Operating | | | 218 | | | | 437 | | | | 675 | | | | 3,696 | |
| Interest | | | 60 | | | | 219 | | | | 226 | | | | 708 | |
| Depreciation | | | 122 | | | | 297 | | | | 416 | | | | 1,146 | |
| | | |
| | | |
| | | |
| | | |
| |
| | | | 400 | | | | 953 | | | | 1,317 | | | | 5,550 | |
| | | |
| | | |
| | | |
| | | |
| |
| | | | 328 | | | | 263 | | | | 991 | | | | (1,240 | ) |
| Minority interests | | | — | | | | — | | | | (4 | ) | | | — | |
| Gain on sales of real estate | | | 1,320 | | | | — | | | | 619 | | | | 1,206 | |
| | | |
| | | |
| | | |
| | | |
| |
| | | $ | 1,648 | | | $ | 263 | | | $ | 1,606 | | | $ | (34 | ) |
| | | |
| | | |
| | | |
| | | |
| |
| (H) | | For the nine month period ended September 30, 2003, the Company previously reported an impairment charge of $2.6 million, now reclassified as discontinued operating expenses, in “G” above, which was reflected as an add back to FFO similar to a loss on sale of real estate. In accordance with comments received from the SEC, this charge has been reflected in FFO available to common shareholders as the Company previously reported FFO of $194.8 million or $1.89 per share (basic) and $1.86 per share (diluted) for the nine month period ended September 30, 2003. |
| |
| (I) | | The cumulative effect of adoption of a new accounting standard (FIN 46) of approximately $3.0 million is attributable to the consolidation of a 50% owned shopping center property in Martinsville, Virginia and the minority partner’s share of cumulative losses. |
| |
| (J) | | For purposes of computing FFO per share (basic), the weighted average shares outstanding were adjusted to reflect the conversion, on a weighted average basis of 1.4 million and 1.1 million Operating Partnership Units (OP Units) outstanding at September 30, 2004 and 2003 into 1.4 million and 1.1 million common shares of the Company for the three month periods ended September 30, 2004 and 2003, respectively and 1.3 million and 1.1 million for the nine month periods ended September 30, 2004 and 2003. The weighted average diluted shares and OP Units outstanding were 104.6 million and 88.3 million for the three month periods ended September 30, 2004 and 2003, respectively, and 97.1 million and 82.9 million for the nine month periods ended September 2004 and 2003, respectively. |
DEVELOPERS DIVERSIFIED REALTY CORPORATION
Financial Highlights
(In thousands)
Selected Balance Sheet Data:
| | | | | | | | | |
| | | September 30, 2004
| | December 31, 2003
|
Assets: | | | | | | | | |
| Real estate and rental property: | | | | | | | | |
| Land | | $ | 1,363,066 | | | $ | 821,893 | |
| Buildings | | | 4,182,158 | | | | 2,719,764 | |
| Fixtures and tenant improvements | | | 119,240 | | | | 90,384 | |
| Construction in progress | | | 270,252 | | | | 252,870 | |
| | | |
| | | |
| |
| | | | 5,934,716 | | | | 3,884,911 | |
| Less accumulated depreciation | | | (552,095 | ) | | | (458,213 | ) |
| | | |
| | | |
| |
| Real estate, net | | | 5,382,621 | | | | 3,426,698 | |
| Cash | | | 23,697 | | | | 11,693 | |
| Restricted cash | | | — | | | | 99,340 | |
| Advances to and investments in joint ventures | | | 256,343 | | | | 260,143 | |
| Notes receivable | | | 17,176 | | | | 11,741 | |
| Receivables, including straight line rent, net | | | 90,813 | | | | 76,509 | |
| Other assets, net | | | 98,810 | | | | 55,027 | |
| Real estate property held for sale, net | | | 4,330 | | | | — | |
| | | |
| | | |
| |
| | | $ | 5,873,790 | | | $ | 3,941,151 | |
| | | |
| | | |
| |
Liabilities: | | | | | | | | |
| Indebtedness: | | | | | | | | |
| Revolving credit facilities | | $ | 570,500 | | | $ | 186,500 | |
| Variable rate unsecured term debt | | | 350,000 | | | | 300,000 | |
| Unsecured debt | | | 1,269,151 | | | | 838,996 | |
| Mortgage and other secured debt | | | 1,090,603 | | | | 757,635 | |
| | | |
| | | |
| |
| | | | 3,280,254 | | | | 2,083,131 | |
| Dividends payable | | | 59,148 | | | | 43,520 | |
| Other liabilities | | | 189,406 | | | | 152,992 | |
| | | |
| | | |
| |
| | | | 3,528,808 | | | | 2,279,643 | |
| Minority interests | | | 57,495 | | | | 47,438 | |
| Shareholders’ equity | | | 2,287,487 | | | | 1,614,070 | |
| | | |
| | | |
| |
| | | $ | 5,873,790 | | | $ | 3,941,151 | |
| | | |
| | | |
| |
DEVELOPERS DIVERSIFIED REALTY CORPORATION
Financial Highlights
(in thousands)
Selected Balance Sheet Data (Continued):
Combined condensed balance sheets relating to the Company’s joint ventures are as follows:
| | | | | | | | | |
| | | September 30, | | December 31, |
| | | 2004
| | 2003
|
| Land | | $ | 695,563 | | | $ | 519,846 | |
| Buildings | | | 1,914,271 | | | | 1,692,367 | |
| Fixtures and tenant improvements | | | 37,492 | | | | 24,985 | |
| Construction in progress | | | 26,809 | | | | 38,018 | |
| | | |
| | | |
| |
| | | | 2,674,135 | | | | 2,275,216 | |
| Accumulated depreciation | | | (127,058 | ) | | | (118,755 | ) |
| | | |
| | | |
| |
| Real estate, net | | | 2,547,077 | | | | 2,156,461 | |
| Receivables, including straight line rent, net | | | 58,469 | | | | 47,165 | |
| Leasehold interests | | | 30,168 | | | | 28,895 | |
| Other assets | | | 108,489 | | | | 83,776 | |
| | | |
| | | |
| |
| | | $ | 2,744,203 | | | $ | 2,316,297 | |
| | | |
| | | |
| |
| Mortgage debt (a) | | $ | 1,578,924 | | | $ | 1,321,117 | |
| Notes and accrued interest payable to DDRC | | | 19,656 | | | | 31,683 | |
| Amounts payable to other partners | | | 43,875 | | | | 32,121 | |
| Other liabilities | | | 68,623 | | | | 80,681 | |
| | | |
| | | |
| |
| | | | 1,711,078 | | | | 1,465,602 | |
| Accumulated equity | | | 1,033,125 | | | | 850,695 | |
| | | |
| | | |
| |
| | | $ | 2,744,203 | | | $ | 2,316,297 | |
| | | |
| | | |
| |
| (a) | | The Company’s proportionate share of joint venture debt aggregated approximately $377.3 million and $368.5 million at September 30, 2004 and December 31, 2003, respectively. |
