Exhibit 99.2
MACQUARIE COUNTRYWIDE-REGENCY II, LLC ACQUISITION PROPERTIES
Combined Historical Summaries
December 31, 2004
MACQUARIE COUNTRYWIDE-REGENCY II, LLC ACQUISITION PROPERTIES
Index
December 31, 2004
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Report of Independent Auditors | | 1 |
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Historical Summaries | | |
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Combined Revenue and Certain Expenses For the Year Ended December 31, 2004 | | 2 |
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Combined Revenue and Certain Expenses For the Three Months Ended March 31, 2005 and 2004 (unaudited) | | 3 |
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Notes to Combined Historical Summaries | | 4-5 |
MACQUARIE COUNTRYWIDE-REGENCY II, LLC ACQUISITION PROPERTIES
Combined Historical Summary of Revenue and Certain Expenses
For the year ended December 31, 2004
(In thousands)
Report of Independent Auditors
To the Board of Directors and Shareholders of Regency Centers Corporation:
We have audited the accompanying combined historical summary of revenue and certain expenses for the year ended December 31, 2004 of the Macquarie Countrywide-Regency II, LLC Acquisition Properties (the “Properties”) as defined in Note 1. This combined historical summary is the responsibility of the Properties’ management. Our responsibility is to express an opinion on this combined historical summary based on our audit.
We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the combined historical summary is free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the combined historical summary. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the combined historical summary. We believe that our audit provides a reasonable basis for our opinion.
The accompanying combined historical summary was prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission (for inclusion in the Current Report on Form 8-K of Regency Centers Corporation) as described in Note 2 and is not intended to be a complete presentation of the Properties’ revenue and expenses.
In our opinion, the combined historical summary referred to above presents fairly, in all material respects, the revenue and certain expenses of the Properties for the year ended December 31, 2004 in conformity with accounting principles generally accepted in the United States of America.
/s/ PricewaterhouseCoopers LLP
July 6, 2005
McLean, VA
1
MACQUARIE COUNTRYWIDE-REGENCY II, LLC ACQUISITION PROPERTIES
Combined Historical Summary of Revenue and Certain Expenses
For the year ended December 31, 2004
(In thousands)
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Revenue | | | |
Base rents | | $ | 160,956 |
Tenant reimbursement revenue | | | 50,267 |
Percentage rental income | | | 3,526 |
Other revenue from real estate and improvements | | | 1,902 |
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Total revenue | | | 216,651 |
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Certain expenses | | | |
Property taxes | | | 24,240 |
Other operating expenses | | | 18,797 |
Property management | | | 6,421 |
Utilities | | | 4,182 |
Insurance | | | 3,407 |
Bad debt | | | 2,160 |
Repairs and maintenance | | | 2,112 |
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Total certain expenses | | | 61,319 |
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Revenue in excess of certain expenses | | $ | 155,332 |
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2
MACQUARIE COUNTRYWIDE-REGENCY II, LLC ACQUISITION PROPERTIES
Combined Historical Summaries of Revenue and Certain Expenses
For the three months ended March 31, 2005 and 2004
(In thousands)
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| | | Unaudited
March 31, 2005
| | Unaudited
March 31, 2004
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Revenue | | | | | | |
Base rents | | $ | 42,260 | | $ | 39,065 |
Tenant reimbursement revenue | | | 14,908 | | | 12,469 |
Percentage rental income | | | 331 | | | 644 |
Other revenue from real estate and improvements | | | 359 | | | 345 |
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| | | | 57,858 | | | 52,523 |
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Certain expenses | | | | | | |
Property taxes | | | 6,425 | | | 5,719 |
Other operating | | | 6,603 | | | 4,776 |
Property management | | | 1,710 | | | 1,551 |
Utilities | | | 1,142 | | | 1,002 |
Insurance | | | 797 | | | 917 |
Bad debt | | | 637 | | | 539 |
Repairs and maintenance | | | 607 | | | 568 |
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| | | | 17,921 | | | 15,072 |
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Revenue in excess of certain expenses | | $ | 39,937 | | $ | 37,451 |
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3
MACQUARIE COUNTRYWIDE-REGENCY II, LLC ACQUISITION PROPERTIES
Notes to Combined Historical Summaries
December 31, 2004
(In thousands)
The accompanying combined historical summaries of revenue and certain expenses relates to the operations of the 100 properties (the “Macquarie Countrywide-Regency II, LLC Acquisition Properties” or the “Properties”) acquired for approximately $2.68 billion by Macquarie CountryWide-Regency II, LLC (the “Venture”) which is owned 35% by Regency Centers Corporation (“Regency”), a public company traded on the NYSE, and 65% by Macquarie CountryWide Trust of Australia (“Macquarie”). The Properties contain approximately 12.8 million square feet (unaudited) of gross leaseable area. Anchor tenants include national and regional supermarket chains such as Giant Food (Ahold), Safeway, Kroger, Food Lion, Albertson’s, and Shoppers Food Warehouse (Supervalu). Other anchor tenants include major drug store chains such as CVS/Pharmacy, Eckerds, Bel Air Mart, Rite Aid, Walgreens, and Longs Drugs.
| 2. | Summary of Significant Accounting Policies |
Basis of Presentation
Due to the acquisition of the Properties from entities under common control, the historical summaries of the Properties have been presented on a combined basis. The combined historical summaries include the accounts of the Properties. All significant intercompany balances and transactions have been eliminated.
The accompanying combined historical summaries of revenue and certain expenses were prepared for the purpose of complying with the rules and regulations of the Securities and Exchange Commission in conjunction with the Venture’s acquisition of the Properties. The combined historical summaries are not representative of the actual operations of the Properties for the period presented nor indicative of future operations as certain expenses, primarily depreciation, amortization, and interest expense, which may not be comparable to the expenses expected to be incurred by the Venture in future operations of the Property, have been excluded.
Unaudited Historical Interim Information
The combined historical summaries of revenue and certain expenses for the three months ended March 31, 2005 and 2004 are unaudited. As a result, the interim combined historical summaries should be read in conjunction with the combined historical summary of revenue and certain expenses and the accompanying notes for the year ended December 31, 2004. The interim combined historical summaries reflect all adjustments which management believes are necessary for the fair presentation of the combined historical summaries of revenue and certain expenses for the interim periods presented. These adjustments are of a normal recurring nature. The historical summary of revenue and certain expenses for such interim period is not necessarily indicative of the results for a full year.
Revenue and Expense Recognition
Revenue is recognized on a straight-line basis over the terms of the related lease. Tenant reimbursement revenue includes payments from tenants as reimbursement for property operating expenses as stipulated in the leases. Expenses are recognized in the period in which they are incurred. Revenue from percentage rents is recognized when the tenant has reported sales in excess of the established levels of sales. Percentage rents for the Properties recognized during the year ended December 31, 2004 totaled $3,526. Most leases provide for tenant reimbursement of common area maintenance and other operating expenses, with related revenue recognized in the year the expenses are incurred. Recognition of tenant revenues is discontinued if the tenant prematurely vacates the space and ceases paying rent.
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MACQUARIE COUNTRYWIDE-REGENCY II, LLC ACQUISITION PROPERTIES
Notes to Combined Historical Summaries
December 31, 2004
(In thousands)
A provision for bad debts has been provided against the portion of revenues which is estimated to be uncollectible. The Company determines the provision based on historical experience.
There are no individual tenants that represent more than 10% of tenant receivables or revenues from real estate investments for the year ended December 31, 2004.
Use of Estimates
The preparation of this combined historical summary in conformity with generally accepted accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of revenue and expenses during the reporting period. Actual results may differ from these estimates.
Income and Expense Recognition
Income and expenses are recorded on the accrual basis of accounting.
Property Tax Expense
Property tax expenses are recognized in the period in which they are incurred.
The Properties are leased to tenants with initial lease terms expiring through the year 2030. The leases provide that tenants will share in operating expenses and real estate taxes on a pro rata basis, as defined in the leases. Many of the leases are renewable for three to five years at the lessee’s option. Future minimum rentals as of December 31, 2004 to be received under these non-cancelable operating leases are as follows:
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2005 | | $ | 162,870 |
2006 | | | 146,394 |
2007 | | | 126,394 |
2008 | | | 103,854 |
2009 | | | 82,501 |
Thereafter | | | 351,123 |
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| | | $ | 973,136 |
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