<Page>
EXHIBIT 99.6
PENNSYLVANIA REAL ESTATE INVESTMENT TRUST
PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
INDEX TO FINANCIAL STATEMENTS
<Table>
<Caption>
PAGE
INTRODUCTORY NOTE.................................................................... F-2
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Pro Forma Condensed Consolidated Balance Sheet as of March 31, 2003............... F-3
Pro Forma Condensed Consolidated Income Statements for the three months
ended March 31, 2003 and the year ended December 31, 2002..................... F-4
Notes to Pro Forma Condensed Consolidated Financial Statements.................... F-6
</Table>
F-1
<Page>
UNAUDITED PRO FORMA
CONSOLIDATED FINANCIAL INFORMATION
The following unaudited pro forma consolidated financial information
sets forth:
o the historical financial information as of March 31, 2003, for
the three months ended March 31, 2003 and for the year ended
December 31, 2002 derived from PREIT's and Crown's audited and
unaudited financial statements;
o adjustments to give effect to the acquisition of six enclosed
shopping malls from the Rouse Company that took place in the
second quarter of 2003 (the "Completed Transactions");
o the sale of 15 wholly-owned multifamily properties and the
interests in two joint ventures owning multifamily properties
that took place in the second and third quarters of 2003
o adjustments to give effect to the merger of Crown with and
into PREIT, including (i) the acquisition of the assets and
liabilities of Crown American, including 26 wholly-owned
enclosed shopping malls and a 50% partnership interest in a
shopping mall, (ii) the issuance of 11,512,780 PREIT shares of
beneficial interest, (iii) the issuance of 2,475,000 PREIT
preferred shares, and (iv) the issuance of 2,044,511 Operating
Partnership units; and
o The pro forma, as adjusted, unaudited condensed consolidated
balance sheet as of March 31, 2003 and the pro forma, as
adjusted, unaudited condensed consolidated combined statement
of income for the three months ended March 31, 2003 and for
the year ended December 31, 2002, as adjusted to give effect
to PREIT's recently completed transactions and the merger of
Crown with and into PREIT.
The unaudited pro forma condensed consolidated financial information
is presented for information purposes only, and PREIT management does not
expect that this information will reflect PREIT's future results of
operations or financial position. The unaudited pro forma adjustments are
based on available information and upon assumptions that PREIT believes are
reasonable. The purchase accounting allocations made by management in
connection with the unaudited pro forma financial information are based on
the assumptions and estimates of management, and are subject to reallocation
when the final purchase accounting takes place after the completion of the
merger of Crown with and into PREIT. The unaudited pro forma condensed
consolidated financial information assumes that the completed transactions
and the merger of Crown with and into PREIT were completed as of March 31,
2003 for the purposes of the unaudited pro forma condensed consolidated
balance sheet and as of the beginning of the periods presented for purposes
of the unaudited pro forma condensed consolidated statements of income.
F-2
<Page>
Pennsylvania Real Estate Investment Trust Pro Forma Condensed Consolidated
Balance Sheet As of March 31, 2003
(Unaudited)
(In thousands)
<Table>
<Caption>
MULTI- COMPANY PRO
PREIT ROUSE FAMILY PREIT CROWN PRO FORMA FORMA AS
HISTORICAL(a) PROPERTIES(b) SALES ADJUSTED HISTORICAL(g) ADJUSTMENTS(h)(i) ADJUSTED
ASSETS
Investments in real
estate, net:........... $404,128 $512,268 (c) $-- $916,396 $784,441 $520,266 (j) $2,221,103
Investments in and
advances to
partnerships and joint
ventures, at equity.... 25,556 -- 2,712 (f) 28,268 2,958 (3,137)(k) 28,089
429,684 512,268 2,712 944,664 787,399 517,129 2,249,192
Other assets:
Assets held for sale...... 205,021 -- (205,021)(f) -- -- -- --
Cash and cash equivalents. 8,115 (1,259)(d) -- 6,856 19,118 340 (i) 26,314
Rents and sundry
receivables............ 9,829 975 (d) 1,350 (f) 12,154 15,489 (8,633)(l) 19,010
Deferred costs, prepaid
real estate taxes and
expenses, net.......... 46,598 42,137 (d) (7,638)(f) 81,097 14,979 59,707 (m) 155,783
$699,247 $554,121 $(208,597) $1,044,771 $836,985 $568,543 $2,450,299
LIABILITIES AND
SHAREHOLDERS' EQUITY
Mortgage notes payable.... $126,193 $379,413 (d) $-- $505,606 $753,705 $7,720 (n) $1,267,031
Bank loans payable........ 146,900 140,547 (d) (205,839)(f) 81,608 -- 72,528 (n) 154,136
Liabilities related to
assets held for sale... 190,679 -- (190,679)(f) -- -- -- --
Tenants' deposits and
deferred rents......... 1,633 3,284 (d) -- 4,917 -- 155 (i) 5,072
Accrued expenses and
other liabilities...... 16,172 8,386 (d) 4,525 (f) 29,083 36,548 41,129 (o) 106,760
481,577 531,630 (391,993) 621,214 790,253 121,532 1,532,999
Minority interest:
Minority interest in
properties............. -- 5,347 (d) -- 5,347 -- 39,234 (p) 44,581
Minority interest in
Operating Partnership.. 32,236 17,144 (e) -- 49,380 (525) 57,771 (p) 106,626
Total Minority interest... 32,236 22,491 -- 54,727 (525) 97,005 151,207
Shareholders' equity:
Preferred Shares.......... -- 25 -- (p) 25
Shares of beneficial
interest............... 16,754 -- -- 16,754 320 11,193 (p) 28,267
Capital contributed in
excess of par.......... 218,158 -- -- 218,158 349,998 43,509 (p) 611,665
Deferred compensation..... (3,579) -- -- (3,579) -- -- (3,579)
Accumulated other
comprehensive loss..... (3,845) -- -- (3,845) -- -- (3,845)
Retained earnings
(distributions in
excess of net income).. (42,054) -- 183,396 (f) 141,342 (303,086) 295,304 (p) 133,560
Total shareholders' equity 185,434 -- 183,396 368,830 47,257 350,006 766,093
$699,247 $554,121 $(208,597) $1,044,771 $836,985 $568,543 $2,450,299
</Table>
F-3
<Page>
Pennsylvania Real Estate Investment Trust Pro Forma Condensed Consolidated
Statement of Income For the Three Months Ended March 31, 2003
(Unaudited)
(In thousands, except per share amounts)
<Table>
<Caption>
COMPLETED
TRANSACTIONS COMPANY
PREIT COMPLETED PRO FORMA PREIT CROWN PRO FORMA PRO FORMA AS
HISTORICAL(q) TRANSACTIONS ADJUSTMENTS ADJUSTED HISTORICAL(x) ADJUSTMENTS(y)(z) ADJUSTED
REVENUES
Real estate revenue
Base rent............... $11,924 $15,069 (r) $376 (s) $27,369 $32,967 $1,661 (aa) $61,997
Expense reimbursements.. 3,902 10,113 (r) -- 14,015 14,974 405 (bb) 29,394
Percentage rent......... 273 497 (r) -- 770 1,716 8 (cc) 2,494
Lease termination
revenue.............. 259 84 (r) -- 343 -- -- 343
Other real estate
revenue.............. 334 588 (r) -- 922 -- 45 (dd) 967
Total real estate revenue.. 16,692 26,351 376 43,419 49,657 2,119 95,195
Management company revenue. 2,181 -- (233)(t) 1,948 780 (67)(ee) 2,661
Interest and other income.. 142 -- -- 142 -- 142
Total revenues....... 19,015 26,351 143 45,509 50,437 2,052 97,998
EXPENSES
Property operating expenses 4,899 12,278 (r) 115 (t) 17,292 19,595 462 (ff) 37,349
Depreciation and
amortization............ 3,513 -- 5,158 (u) 8,671 11,671 23 (gg) 20,365
General and administrative
expenses................ 6,326 -- -- 6,326 2,848 (123)(hh) 9,051
Interest expense........... 4,046 -- 7,250 (v) 11,296 12,668 (2,488)(ii) 21,476
Total expenses....... 18,784 12,278 12,523 43,585 46,782 (2,126) 88,241
231 14,073 (12,380) 1,924 3,655 4,178 9,757
Equity in income of
partnerships and joint
ventures................ 1,593 -- -- 1,593 -- (206)(y) 1,387
Gains on sales of
interests in real estate 1,191 -- -- 1,191 54 -- 1,245
Income from continuing
operations before
minority interest....... 3,015 14,073 (12,380) 4,708 3,709 3,972 12,389
Minority interest in
properties.............. -- -- (310)(w) (310) -- -- (310)
Minority interest in
Operating Partnership... (287) -- (258)(w) (545) (931) 305 (jj) (1,171)
Income from continuing
operations.............. $2,728 $14,073 $(12,948) $3,853 $2,778 $4,277 $10,908
Basic income from
continuing operations
per share............... $0.16 $0.27 (kk)
Diluted income from
continuing operations
per share............... $0.16 $0.26 (kk)
Weighted average number of
shares outstanding:
Basic................... 16,545 28,058 (kk)
Diluted................. 16,818 28,482 (kk)
</Table>
F-4
<Page>
Pennsylvania Real Estate Investment Trust Pro Forma Condensed Consolidated
Statement of Income For the Year Ended December 31, 2002
(Unadudited)
(In thousands, except per share amounts)
<Table>
<Caption>
COMPLETED
TRANSACTIONS COMPANY
PREIT COMPLETED PRO FORMA PREIT CROWN PRO FORMA PRO FORMA
HISTORICAL(q) TRANSACTIONS ADJUSTMENTS ADJUSTED HISTORICAL(x) ADJUSTMENTS(y)(z) AS ADJUSTED
REVENUES
Real estate revenue
Base rent................. $46,022 $61,560 (r) $2,292 (s) $109,874 $126,022 $14,077 (aa) $249,973
Expense
reimbursements.... 12,959 37,136 (r) -- 50,095 50,891 5,402 (bb) 106,388
Percentage rent..... 1,948 1,583 (r) -- 3,531 6,650 195 (cc) 10,376
Lease termination
revenue........... 754 2,638 (r) -- 3,392 -- 35 (y) 3,427
Other real estate
revenue........... 1,658 1,879 (r) -- 3,537 -- 472 (dd) 4,009
Total real estate
revenue........... 63,341 104,796 2,292 170,429 183,563 20,181 374,173
Management company
revenue........... 11,003 -- (868)(t) 10,135 2,441 (250)(ee) 12,326
Interest and other
income............ 711 -- -- 711 -- -- 711
Total revenues...... 75,055 104,796 1,424 181,275 186,004 19,931 387,210
Expenses
Property operating
expenses.......... 16,265 44,666 (r) 425 (t) 61,356 66,756 6,479 (ff) 134,591
Depreciation and
amortization...... 12,969 -- 20,633 (u) 33,602 44,375 2,384 (gg) 80,361
General and
administrative
expenses.......... 24,747 -- -- 24,747 6,822 (490)(hh) 31,079
Interest expense.... 15,378 -- 27,411 (v) 42,789 55,050 (8,459)(ii) 89,380
Total expenses...... 69,359 44,666 48,469 162,494 173,003 (86) 335,411
5,696 60,130 (47,045) 18,781 13,001 20,017 51,799
Equity in income of
partnerships and joint
ventures............... 7,449 -- -- 7,449 -- (872)(y) 6,577
Gains on sales of
interests in real
estate................. -- -- -- -- 369 -- 369
Income before minority
interest and
discontinued operations 13,145 60,130 (47,045) 26,230 13,370 19,145 58,745
Minority interest in
properties............. -- -- (1,244)(w) (1,244) -- -- (1,244)
Minority interest in
Operating Partnership.. (1,307) -- (1,891)(w) (3,198) (5,351) 2,492 (jj) (6,057)
Income from continuing
operations............. $11,838 $60,130 $(50,180) $21,788 $8,019 $21,637 $51,444
Basic income from
continuing operations
per share.............. $0.73 $1.37 (kk)
Diluted income from
continuing operations
per share.............. $0.72 $1.35 (kk)
Weighted average number of
shares outstanding:
Basic............... 16,162 27,675 (kk)
Diluted............. 16,388 28,052 (kk)
</Table>
F-5
<Page>
NOTES TO PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
1. Adjustments to the Pro Forma Condensed Consolidated Balance Sheet
a. Reflects PREIT's historical balance sheet as of March 31,
2003.
b. The Rouse Properties acquisition consists of the acquisition
of The Gallery at Market East, Moorestown Mall, Exton Square
Mall, Echelon Mall, Plymouth Meeting Mall and a 73% joint
venture partnership interest in New Castle Associates. New
Castle Associates, which acquired Cherry Hill Mall in a
transaction that immediately preceded the Company's
acquisition of the New Castle Associates partnership interest.
Such interest is consolidated for accounting purposes. These
acquisitions are collectively referred to as the "Completed
Transactions." The Gallery at Market East, Moorestown Mall,
Exton Square Mall and the interest in New Castle Associates
were acquired on April 28, 2003. Echelon Mall and Plymouth
Meeting Mall were acquired on June 5, 2003.
The adjustments reflect the allocation of our purchase price
in each Completed Transaction to the assets acquired and
liabilities assumed based on their respective estimated fair
values.
c. Amounts allocated to land, building and intangible assets are
based on management's preliminary estimates of the relative
fair value of the acquired properties based on management's
pre-acquisition due diligence performed in connection with the
purchase of the respective properties. The purchase price
allocation for Cherry Hill Mall is equal to 73% of the fair
value of the property acquired (reflecting the Company's 73%
acquired ownership interest) plus the remaining 27% carryover
basis, which is based on the historical basis of New Castle
Associates.
The value of intangible assets acquired is measured based on
the difference between (i) acquired prices of the properties
and (ii) the properties valued as if vacant. Factors
considered by management in their analysis of the "as-if
vacant" value include lost rentals at market rates during an
expected lease-up period, which primarily ranges from two to
six months, and costs to execute similar leases including
leasing commissions, legal and other related expenses.
The total amount of other intangible assets acquired is
allocated to in-place lease values and above-market and
below-market lease values. No value has been allocated to
customer relationship intangibles as the Company has
pre-existing business relationships with substantially all of
the major retailers in the properties acquired and the
properties acquired provide no incremental value over such
existing relationships.
The value of in-place leases is amortized to expense over the
remaining portion of the current term of the respective
leases, primarily ranging from two to ten years. Should a
tenant terminate its lease, the unamortized portion of the
in-place lease value would be charged to expense.
Above-market and below-market in-place lease values for
acquired properties are recorded based on the present value
(using an interest rate that reflects the risks associated
with the property acquired) of the difference between (i) the
contractual amounts to be paid pursuant to the in-place leases
and (ii) management's estimates of fair market lease rates for
the corresponding in-place leases, measured over a period
equal to the remaining non-cancelable term of the lease. The
capitalized above-market lease values are amortized as a
reduction of rental income over the remaining non-cancelable
terms of the respective leases. The capitalized below-market
lease values (presented in the accompanying balance sheet as
acquired below market leases) are amortized as an increase to
rental income over the initial term and any fixed-rate renewal
periods of the respective leases.
<Table>
<Caption>
($000'S)
Land.............................................................................. $92,908
Building.......................................................................... 419,360
Total investment in real estate................................................... 512,268
Intangible assets
In-place lease intangibles (see note d)........................................... 32,387
Above-market lease intangibles (see note d)....................................... 5,775
Below-market lease intangibles (see note d)....................................... (4,368)
Net intangible assets............................................................. 33,794
Total purchase price........................................................... $546,062
</Table>
F-6
<Page>
In-place lease intangibles and above-market lease intangibles
are reflected in deferred costs, prepaid real estate taxes and
expenses, net on the accompanying pro forma condensed
consolidated balance sheet. Below-market lease intangibles are
reflected in accrued expenses and other liabilities in the
accompanying pro forma condensed consolidated balance sheet.
See note d for a reconciliation of the pro forma adjustments
related to these balance sheet line items.
d. Reflects the financing transactions to fund the purchase price
and other assets and liabilities acquired or assumed in
connection with the Completed Transactions. Financing activity
includes (i) the debt premium recorded in connection with two
of the mortgages assumed at settlement of the Completed
Transactions and (ii) deferred financing costs incurred in
connection with long-term borrowings. The debt premium was
calculated based on management's estimates of market interest
rates and recently completed mortgage transactions. Also
reflects balance sheet impact of other assets purchased and
other liabilities assumed at settlement of the Completed
Transactions, including the minority interest in New Castle
Associates for the 27% of partnership interests not acquired.
<Table>
<Caption>
(000'S)
Mortgages assumed.............................................................. $(368,838)
Debt premium................................................................... (10,575)
$(379,413)
Line of credit borrowings...................................................... $(140,547)
Cash paid...................................................................... $(1,259)
Accounts receivable............................................................ $975
In-place lease intangibles (see note c)........................................ $32,387
Acquired above-market lease intangibles (see note c)........................... 5,775
Escrows and other credits received at settlement............................... 3,975
Deferred costs, prepaid real estate taxes and expenses, net.................... $42,137
Tenants' deposits and deferred rents........................................... $3,284
Accrued expenses assumed at settlement......................................... $4,018
Acquired below-market lease intangibles (see note c)........................... 4,368
Accrued expenses and other liabilities......................................... $8,386
Minority interest in New Castle Associates..................................... $5,347
</Table>
e. Reflects the issuance of 585,422 PREIT Operating Partnership
units in connection with the acquisition of the interest in
New Castle Associates on April 28, 2003 at a price of $29.285
per unit. The Company expects to issue an additional 609,317
units in 2004 to purchase the remaining 27% minority interest
in the partnership.
<Table>
<Caption>
ISSUED AT
(DOLLAR AMOUNTS IN 000'S, EXCEPT UNITS AND ISSUE PRICE) SETTLEMENT
Number of units issued......................................................... 585,422
Issue price.................................................................... $29.285
$17,144
</Table>
F-7
<Page>
f. Reflects the sale of 15 wholly-owned multifamily properties
and the interests in two joint ventures owning multifamily
properties. Such sales of properties and joint venture
interests took place after March 31, 2003.
<Table>
<Caption>
(000'S)
Selling price.................................................................. $411,010
Liabilities related to assets held for sale.................................... (190,679)
Closing costs.................................................................. (14,492)
Cash proceeds.................................................................. 205,839
Assets held for sale........................................................... (205,021)
Retirement of goodwill......................................................... (7,638)
Note receivable from buyer..................................................... 1,350
Investments in joint ventures (deficit balance)................................ 2,712
Liabilities related to assets held for sale.................................... 190,679
Net assets..................................................................... (17,918)
Gain on sale of investments in real estate..................................... 187,921
Portion of gain deferred until repayment of note receivable.................... 4,525
Gain received at settlement.................................................... $183,396
</Table>
Subsequent to settlement, the Company used the cash proceeds
from these property sales to reduce amounts outstanding under
the bank loans payable.
The $4.5 million gain on the sale of Countrywood Apartments, a
joint venture multifamily property that was sold in the second
quarter of 2003, was deferred, and is expected to be
recognized after the repayment of a $1.4 million note
receivable that is due in December 2003.
g. Reflects Crown's historical balance sheet as of March 31,
2003. Certain amounts were reclassified to conform to PREIT's
balance sheet presentation.
h. Reflects the adjustments to step-up Crown's assets and
liabilities to estimated fair value. The purchase price,
purchase-price allocation and financing of the transaction are
summarized as follows:
<Table>
<Caption>
(000'S)
Preferred stock................................................................... $123,750 See note p
Shares of beneficial interest..................................................... 322,358 See note p
Operating Partnership units....................................................... 57,246 See note p
Options to purchase shares of beneficial interest................................. 2,703 See note p
Impact of minority interest carryover basis....................................... (4,532) See note p
Total purchase consideration...................................................... $501,525
</Table>
F-8
<Page>
The Company has allocated the purchase price to the estimated
fair value of the net assets acquired and liabilities assumed
as follows:
<Table>
<Caption>
Investments in real estate........................................................ $ 511,418 See note j
Above-market lease intangibles.................................................... 8,005 See note m
In-place lease intangibles........................................................ 53,723 See note m
Deferred financing costs.......................................................... 5,141 See note m
Total assets...................................................................... 578,287
Debt premium...................................................................... (61,722) See note n
Palmer Park mortgage.............................................................. (9,263) See note i
Other accrued liabilities for transaction costs................................... (27,128) See note o
Below-market lease intangibles.................................................... (7,280) See note o
Other working capital, net........................................................ (18,626)
Total liabilities assumed......................................................... (124,019)
Net fair value adjustments........................................................ 454,268
Crown's net book value of assets acquired......................................... 47,257
Total net assets acquired......................................................... $501,525
</Table>
Crown expects to incur non-capitalizable expenses totaling
approximately $7.8 million in connection with the merger.
These costs are reflected as an increase to accrued expenses
and other liabilities (see note o) and a decrease to retained
earnings/ (distributions in excess of net income) (see
note p).
PREIT will acquire an 89% interest in Crown's properties that
are located in Pennsylvania. The remaining 11% is expected to
be purchased by PREIT three years and one day after the merger
date. The minority interest value assigned to the 11% minority
interest reflects 11% of the historical carrying value in the
Pennsylvania properties of $39.2 million. This amount is
reflected as an increase in minority interest in properties
and a decrease in capital contributed in excess of par. If
PREIT acquires the remaining 11% of the Pennsylvania
properties, the remaining 11% property basis will be
stepped-up to fair value, for an expected increase to
investments in real estate of approximately $4.5 million.
F-9
<Page>
i. Reflects pro forma adjustments to consolidate PREIT's 50%
interest in Palmer Park Mall ("Palmer Park"). PREIT accounts
for Palmer Park under the equity method of accounting. Crown
owns the remaining 50% interest in Palmer Park. After the
merger with Crown, PREIT will own a 100% interest in Palmer
Park, and it will be consolidated for financial reporting
purposes. PREIT will retain its historical carryover basis in
50% of the consolidated assets and liabilities of Palmer Park.
The 50% portion of Palmer Park that PREIT will acquire in
connection with the merger with Crown will be stepped-up to
fair value, as described in note h. The effect of
consolidating PREIT's historical share of its investment in
Palmer Park, including its portion of assets and liabilities
of the venture as of March 31, 2003 are as follows:
<Table>
Investment in real estate, at cost................................................. $14,118
Accumulated depreciation........................................................... (5,270)
Investment in real estate, net..................................................... 8,848 See note j
Cash and cash equivalents.......................................................... 340
Rents and sundry receivables....................................................... 40 See note l
Deferred costs, prepaid real estate taxes and expenses, net........................ 456 See note m
Total assets....................................................................... $9,684
Mortgage note payable(1)........................................................... $(9,263)
Tenants' deposits and deferred rents............................................... (155)
Accrued expenses and other liabilities............................................. (87) See note o
Total liabilities.................................................................. $(9,505)
Net equity investment in Palmer Park............................................... $(179) See note k
</Table>
(1) The total mortgage for Palmer Park Mall is $18.5 million. The
50% portion of the mortgage balance shown in this note
reflects the consolidation of PREIT's equity interest in
Palmer Park. The other 50% portion of the mortgage balance
reflected in note h reflects the additional mortgage that
PREIT will assume as a result of the Crown merger. The total
mortgage balance of $18.5 million is included in the net pro
forma mortgage payable adjustment (see note n).
j. Reflects pro forma adjustments to investments in real estate
and accumulated depreciation. Amounts allocated to land and
building are based on management's estimates of the estimated
relative fair value of the acquired properties based on
management's pre-acquisition due diligence performed in
connection with the purchase of the respective properties.
Intangible asset allocations are reflected in note h.
<Table>
<Caption>
(000'S)
Investments in real estate
Step-up of historical Crown cost to fair value (see note h)....................... $511,418
Consolidation of PREIT's investment in Palmer Park real estate, net (see note i).. 8,848
$520,266
</Table>
The cost and accumulated depreciation of PREIT's and Crown's
investments in real estate, on historical and pro forma bases
are as follows:
<Table>
<Caption>
INVESTMENTS
IN REAL ESTATE, ACCUMULATED NET BOOK
AT COST DEPRECIATION VALUE
PREIT historical...................... $960,432 $(44,036) $916,396
Palmer Park Mall...................... 14,118 (5,270) 8,848
Crown historical...................... 1,272,309 (487,868) 784,441
Allocation of fair value.............. 23,550 487,868 511,418
Total................................. $2,270,409 $(49,306) $2,221,103
</Table>
The acquired Crown real estate assets and the allocation of
fair value are allocated to land and building as follows:
<Table>
<Caption>
Land........................................................................... $259,172
Building....................................................................... 1,036,687
$1,295,859
</Table>
k. Reflects pro forma adjustments to investments in partnerships
and joint ventures to consolidate Palmer Park Mall.
<Table>
<Caption>
(000'S)
Elimination of Crown's equity investment in Palmer Park (see note h).............. $(2,958)
Elimination of PREIT's equity investment in Palmer Park (see note i).............. (179)
$(3,137)
</Table>
F-10
<Page>
l. Reflects pro forma adjustments to rents and sundry
receivables.
<Table>
<Caption>
(000'S)
Adjustment to adjust Crown's historical accounts receivable to fair value by
eliminating straight-line rent................................................. $(8,673)
Consolidation of Palmer Park accounts receivable (see note i)..................... 40
$(8,633)
</Table>
m. Reflects pro forma adjustments to deferred costs, prepaid real
estate taxes and expenses, net. Costs of $5.1 million are
expected to be incurred in connection with financing
activities related to the Crown merger.
<Table>
<Caption>
(000'S)
Adjustment to record Crown's in-place lease value (see note h)..................... $53,723
Adjustment to record Crown's above-market leases (see note h)...................... 8,005
Adjustment to record financing costs (see note h).................................. 5,141
Adjustment to adjust Crown's historical deferred costs and prepaid expenses to fair
value by eliminating deferred financing costs................................... (7,618)
Adjustment to record Palmer Park historical deferred costs and prepaid expenses (see
note i)......................................................................... 456
$59,707
</Table>
n. Reflects the pro forma adjustments to mortgage notes payable
and bank loans payable. PREIT anticipates new long-term
borrowings of $169.8 million consisting of mortgage borrowings
of $97.3 million at an interest rate of 6.25% and additional
line of credit borrowings of $72.5 million at a rate of 3.30%
that will pay off existing Crown debt.
The fixed interest rates on the mortgage notes payable that
PREIT will assume upon the completion of the merger with Crown
are above market rates. PREIT will record a debt premium
adjustment of $61.7 million to account for the difference
between the fixed interest rates and the market interest rates
for those borrowings. The debt premium was calculated based on
management's estimates of market interest rates on similar
completed mortgage transactions. PREIT determined that the
market interest rates for these four borrowings were between
4.99% and 5.75%, compared with existing fixed interest rates
between 6.15% and 7.61%.
<Table>
<Caption>
(000'S)
Mortgage notes payable
Adjustment to record Palmer Park mortgage note (see note i).................... $18,526
Repayment of existing Crown mortgage notes..................................... (169,847)
New mortgage note borrowings resulting from Crown merger....................... 97,319
Adjustment to record debt premium (see note h)................................. 61,722
$7,720
Bank loans payable
Additional bank loan borrowings resulting from Crown merger.................... $72,528
</Table>
F-11
<Page>
o. Reflects pro forma adjustments to accrued expenses and other
liabilities.
<Table>
<Caption>
(000'S)
Adjustment to record Crown's below-market leases (see note h)...................... $7,280
Adjustment to eliminate certain of Crown's historical accrued expenses not acquired (1,148)
Liabilities and restructuring accruals (see note h)................................ 27,128
Adjustment to accrue Crown merger costs (see note h)............................... 7,782
Adjustment to record Palmer Park historical deferred costs and prepaid expenses (see
note i)......................................................................... 87
$41,129
</Table>
The liabilities and restructuring accruals aggregate $27.1
million and are comprised of $10.9 million related to payments
to employees for severance and relocation costs, $10.3 million
of professional fees, $5.1 million of deferred financing costs
and $0.8 million of prepayment and lender fees. The Company
has also estimated that it will have to make cash expenditures
of an additional $21.1 million for costs associated with the
Crown merger that are expected to be non-recurring.
Adjustments for such costs have not been included in the pro
forma balance sheet or statements of income.
p. In connection with this offering, we will issue 0.3589 PREIT
shares of beneficial interest for each outstanding common
share of Crown. This will result in the issuance of 11,512,780
PREIT shares at an aggregate par value of approximately $11.5
million and additional paid-in capital of approximately $310.8
million based on a share price of $28.00 at May 13, 2003.
Also in connection with this offering, we will issue 0.2053
Operating Partnership ("OP") units in PREIT Associates for
each outstanding operating partnership unit of Crown American
Associates. This will result in the issuance of 2,044,511 OP
Units at a value of approximately $57.2 million based on a
share price of $28.00 at May 13, 2003.
Also in connection with this offering, we will issue new
preferred shares to the current holders of Crown's
non-convertible senior preferred shares. A total of 2,475,000
preferred shares will be issued at a par value of $0.01 per
share and a liquidation value of $50.00 per share, or
approximately $123.8 million.
Also in connection with this offering, we will issue options
to purchase 522,797 PREIT shares of beneficial interest in
exchange for vested Crown options outstanding. The options
have a value of $5.17 per PREIT option at May 13, 2003 based
on a Black-Scholes option valuation model, for an approximate
total value of $2,703,000.
F-12
<Page>
The following table summarizes the pro forma impact
of the equity transactions noted above, as well as the
elimination of Crown's historical minority interest and
shareholders' equity accounts.
<Table>
<Caption>
RETAINED
MINORITY EARNINGS/
MINORITY INTEREST IN SHARES OF CAPITAL (DISTRIBUTIONS IN
INTEREST IN OPERATING PREFERRED BENEFICIAL CONTRIBUTED IN EXCESS OF NET
(000'S) PROPERTIES PARTNERSHIP SHARES INTEREST EXCESS OF PAR INCOME) TOTAL
- ------- ---------- ----------- ------ -------- ------------- ------- -----
Issuance of shares of
beneficial interest....... $-- $-- $-- $11,513 $310,845 $-- $322,358
Issuance of OP Units......... -- 57,246 -- -- -- -- 57,246
Issuance of preferred shares. -- -- 25 -- 123,725 -- 123,750
Issuance of options to
purchase shares of
beneficial interest....... -- -- -- -- 2,703 -- 2,703
Adjustment to record
minority interest on
Pennsylvania properties
(see note h).............. 39,234 -- -- -- (39,234) -- --
Impact of minority interest
carryover basis........... -- -- -- -- (4,532) -- (4,532)
Adjustment to record Crown
merger costs.............. -- -- -- -- -- (7,782) (7,782)
Elimination of Crown's
historical minority
interest and
shareholders' equity
accounts.................. -- 525 (25) (320) (349,998) 303,086 (46,732)
$39,234 $57,771 $-- $11,193 $43,509 $295,304 $447,011
</Table>
2. Adjustments to the Pro Forma Condensed Consolidated Statements of
Income--Three Month Period Ended March 31, 2003 and Year Ended December
31, 2002
q. Reflects PREIT's historical results of operations for the
three months ended March 31, 2003 (unaudited) and the year
ended December 31, 2002.
r. Reflects the historical results of operations for properties
acquired by PREIT in Completed Transactions for the three
months ended March 31, 2003 (unaudited) and the year ended
December 31, 2002.
s. Reflects the additional revenue associated with straight-line
rent adjustments and amortization of leases to market as a
result of Completed Transactions.
<Table>
<Caption>
YEAR ENDED THREE MONTHS ENDED
(000'S) DECEMBER 31, 2002 MARCH 31, 2003
- ------- ----------------- --------------
Straight-line rent................................... $2,751 $491
Amortization of above/below market rents............. (459) (115)
$2,292 $376
</Table>
t. Reflects the pro forma adjustments resulting from changes in
properties managed by PREIT-RUBIN, Inc. as the result of
Completed Transactions. PREIT-RUBIN, Inc. will no longer
manage Christiana Mall. PREIT-RUBIN, Inc. will manage Cherry
Hill Mall for a management fee equal to 5.25% of Cherry Hill
Mall's revenues. The pro forma adjustment for Cherry Hill Mall
reflects only the portion of the management fee that is
attributable to our partner's 27% minority interest in the
property as the remaining amount will be eliminated in
consolidation.
F-13
<Page>
<Table>
<Caption>
YEAR ENDED THREE MONTHS ENDED
(000'S) DECEMBER 31, 2002 MARCH 31, 2003
- ------- ----------------- --------------
Proforma management fees for Cherry Hill Mall........ $425 $115
Historical management fees for Christiana Mall....... (1,293) (348)
$(868) $(233)
</Table>
u. Reflects depreciation expense on properties acquired in
Completed Transactions and amortization expense on intangible
assets acquired in Completed Transactions, as further
described in note c. Depreciation expense is calculated using
a 30 year blended life for buildings and improvements. The
value of in-place leases is amortized on a straight-line basis
over the remaining term of the respective leases.
<Table>
<Caption>
ASSET INFORMATION
(000'S) DATE BUILDINGS AND IN-PLACE
PROPERTY ACQUIRED IMPROVEMENTS LEASE VALUE
Moorestown Mall...................... April 28, 2003 $55,816 $5,156
The Gallery at Market East........... April 28, 2003 47,724 2,382
Exton Square Mall.................... April 28, 2003 111,086 7,702
Cherry Hill Mall..................... April 28, 2003 147,474 8,752
Echelon Mall......................... June 5, 2003 11,156 4,258
Plymouth Meeting Mall................ June 5, 2003 46,104 4,137
$419,360 $32,387
</Table>
<Table>
<Caption>
FOR THE YEAR ENDED FOR THE THREE MONTHS ENDED
DECEMBER 31, 2002 MARCH 31, 2003
----------------- --------------
EXPENSE INFORMATION
(000'S)
PROPERTY DEPRECIATION AMORTIZATION TOTAL DEPRECIATION AMORTIZATION TOTAL
- -------- ------------ ------------ ----- ------------ ------------ -----
Moorestown Mall................ $1,861 $879 $2,740 $465 $220 $685
The Gallery at Market East..... 1,591 654 2,245 398 163 561
Exton Square Mall.............. 3,703 879 4,582 926 220 1,146
Cherry Hill Mall............... 4,916 2,445 7,361 1,229 611 1,840
Echelon Mall................... 372 1,163 1,535 93 291 384
Plymouth Meeting Mall.......... 1,537 633 2,170 384 158 542
$13,980 $6,653 $20,633 $3,495 $1,663 $5,158
</Table>
F-14
<Page>
v. Reflects interest expense, including amortization of financing
costs, on indebtedness used to finance the purchase of
properties acquired in Completed Transactions. The balances
amortize over varying periods. In May 2003, the Moorestown
Mall and Dartmouth Mall mortgages were refinanced at a fixed
interest rate of 4.95%. The bank loan borrowing interest rate
is based on the Company's bridge loan financing, which bears
an interest rate at LIBOR plus 300 basis points, or 4.30% at
March 31, 2003. A variance of a 1/8 percent increase or
decrease in interest rates would result in an increase or
decrease in pro forma interest expense, respectively, of
$176,000 and $44,000 for the year ended December 31, 2002 and
the three months ended March 31, 2003, respectively.
<Table>
<Caption>
YEAR ENDED THREE MONTHS ENDED
(000'S) DECEMBER 31, 2002 MARCH 31, 2003
- ------- ----------------- --------------
Mortgage Borrowings:
Moorestown Mall $64.3 million at 4.95%............... $3,159 $794
Exton Square Mall $100.5 million at 6.95%............ 6,947 1,737
Cherry Hill Mall $73.7 million at 10.6%.............. 7,447 1,862
Cherry Hill Mall $60.4 million at 5.0%............... 3,000 750
Dartmouth Mall $70.0 million at 4.95%................ 3,500 884
Total mortgage expense......................... 24,053 6,027
Bank loan borrowing of $140.5 million at 4.30%....... 6,044 1,511
Amortization of debt premium......................... (4,236) (1,063)
Amortization of deferred financing costs related to
the borrowings noted above........................ 1,550 775
$27,411 $7,250
</Table>
w. Reflects adjustment to minority interest as a result of the
preferred return due to our minority interest partners in New
Castle Associates. Our minority partners receive a preferred
return of $1.2 million annually and $0.3 million per quarter,
which is equal to a return of 6.97% per annum on the fair
market value of their minority interest, which was $17.8
million at the acquisition date.
Also reflects minority interest adjustment to reflect the
impact of 585,422 PREIT Operating Partnership Units that were
issued in connection with the Completed Transactions (see note
e) and the minority interest adjustment to the PREIT Adjusted
column. The additional units outstanding increased the
minority interest percentage to 12.8% and 12.4% for the year
ended December 31, 2002 and the three months ended March 31,
2003, respectively.
<Table>
<Caption>
YEAR ENDED THREE MONTHS ENDED
DECEMBER 31, 2002 MARCH 31, 2003
Income from continuing operations before minority
interest.......................................... $26,230 $4,708
Less: minority interest in properties................ (1,244) (310)
24,986 4,398
Pro forma minority interest percentage for PREIT
Adjusted column................................... 12.8% 12.4%
Minority interest in Operating Partnership........... 3,198 545
Less: PREIT historical minority interest............. (1,307) (287)
$1,891 $258
</Table>
x. Reflects Crown historical results of operations for the three
months ended March 31, 2003 (unaudited) and the year ended
December 31, 2002. Certain amounts were combined to conform to
PREIT's income statement presentation. The amounts that are
presented for minority interest in Operating Partnership of
approximately $5.4 million and $0.9 million for the year ended
December 31, 2002 and the three months ended March 31, 2003
represent the portion of minority interest that relates only
to Crown's continuing operations based on the historical
weighted average minority ownership percentages for the time
periods presented.
F-15
<Page>
y. Reflects the adjustments to eliminate the equity in income of
Palmer Park recorded by PREIT and Crown and to consolidate the
operations of Palmer Park for the year ended December 31, 2002
and the three months ended March 31, 2003.
<Table>
<Caption>
YEAR ENDED THREE MONTHS ENDED
(000'S) DECEMBER 31, 2002 MARCH 31, 2003
- ------- ----------------- --------------
Base rent............................................ $3,553 $879 See note aa
Expense reimbursements............................... 1,419 405 See note bb
Percentage rent...................................... 164 8 See note cc
Lease termination revenue............................ 35 --
Other real estate revenues........................... 255 45 See note dd
Total real estate revenues........................... 5,426 1,337
Property operating expenses.......................... 2,146 529 See note ff
Depreciation and amortization........................ 1,093 277 See note gg
Interest expense..................................... 1,315 325 See note ii
Total expenses....................................... 4,554 1,131
Equity in income of Palmer Park...................... $872 $206
</Table>
z. Reflects the pro forma adjustments for two properties, Valley
View and Wiregrass Commons, acquired by Crown in the third and
fourth quarters of 2002, respectively, to reflect the
acquisitions as if they occurred on January 1, 2002. No
adjustments are needed for the three months ended March 31,
2003 because they are included in Crown's historical March 31,
2003 results.
<Table>
<Caption>
YEAR ENDED
(000'S) DECEMBER 31, 2002
-----------------
Base rent................................................................... $7,949 See note aa
Expense reimbursements...................................................... 3,983 See note bb
Percentage rent............................................................. 31 See note cc
Other real estate revenues.................................................. 217 See note dd
Total real estate revenues.................................................. 12,180
Property operating expenses................................................. 4,583 See note ff
Interest expense............................................................ 3,272 See note ii
Total pro forma expenses.................................................... 7,855
$4,325
</Table>
aa. Reflects the pro forma adjustments to base rents for
properties acquired by us in connection with the Crown merger.
<Table>
<Caption>
YEAR ENDED THREE MONTHS ENDED
(000'S) DECEMBER 31, 2002 MARCH 31, 2003
- ------- ----------------- --------------
Straight-line rent adjustment........................ $2,221 $693
Amortization of above-market and below-market leases. 354 89
Consolidation of Palmer Park base rents (see note y). 3,553 879
Pro forma adjustments for Valley View and Wiregrass
Commons (see note z).............................. 7,949 --
$14,077 $1,661
</Table>
F-16
<Page>
bb. Reflects the pro forma adjustments to expense reimbursements
for properties acquired by us in connection with the Crown
merger.
<Table>
<Caption>
YEAR ENDED THREE MONTHS ENDED
(000'S) DECEMBER 31, 2002 MARCH 31, 2003
- ------- ----------------- --------------
Consolidation of Palmer Park expense reimbursements
(see note y)...................................... $1,419 $405
Proforma adjustments for Valley View and Wiregrass
Commons (see note z).............................. 3,983 --
$5,402 $405
</Table>
cc. Reflects the pro forma adjustments to percentage rent for
properties acquired by us in connection with the Crown merger.
<Table>
<Caption>
YEAR ENDED THREE MONTHS ENDED
(000'S) DECEMBER 31, 2002 MARCH 31, 2003
- ------- ----------------- --------------
Consolidation of Palmer Park percentage rent
(see note y)................................................ $164 $8
Pro forma adjustments for Valley View and Wiregrass
Commons (see note z).............................. 31 --
$195 $8
</Table>
dd. Reflects the pro forma adjustments to other real estate
revenue for properties acquired by us in connection with the
Crown merger.
<Table>
<Caption>
YEAR ENDED THREE MONTHS ENDED
(000'S) DECEMBER 31, 2002 MARCH 31, 2003
- ------- ----------------- --------------
Consolidation of Palmer Park other real estate revenue
(see note y)...................................... $255 $45
Pro forma adjustments for Valley View and Wiregrass
Commons (see note z).............................. 217 --
$472 $45
</Table>
ee. Reflects decrease in management fee income that will result
because PREIT-RUBIN, Inc. will no longer charge management
fees to Palmer Park Mall after the completion of the merger
with Crown. Palmer Park Mall is currently owned 50% by PREIT
and 50% by Crown, and was not previously consolidated for
financial reporting purposes. Management fees for Palmer Park
were $67,000 for the three months ended March 31, 2003 and
$250,000 for the year ended December 31, 2002.
ff. Reflects adjustments to property operating expenses as a
result of the merger with Crown.
<Table>
<Caption>
YEAR ENDED THREE MONTHS ENDED
(000'S) DECEMBER 31, 2002 MARCH 31, 2003
- ------- ----------------- --------------
Consolidation of Palmer Park property operating
expenses (see note y)............................. $2,146 $529
Elimination of Palmer Park management fee (see note ee) (250) (67)
Pro forma adjustments for Valley View and Wiregrass
Commons (see note z).............................. 4,583 --
$6,479 $462
</Table>
F-17
<Page>
gg. Reflects adjustments to depreciation expense and amortization
expense on intangible assets in connection with the Crown
merger. Depreciation expense is calculated using a 30-year
blended life for buildings and improvements. The value of
in-place leases is amortized on a straight-line basis over the
remaining term of the respective leases.
<Table>
<Caption>
YEAR ENDED THREE MONTHS ENDED
(000'S) DECEMBER 31, 2002 MARCH 31, 2003
- ------- ----------------- --------------
Depreciation expense
Depreciation on Crown investments in real estate at
stepped-up basis.................................. $34,556 $8,639
Consolidation of Palmer Park depreciation expense (see
note y)........................................... 1,093 277
Elimination of Crown historical depreciation expense. (44,375) (11,671)
(8,726) (2,755)
Amortization expense
Amortization of in-place lease value................. 11,110 2,778
$2,384 $23
</Table>
hh. Reflects an adjustment to decrease general and administrative
expenses on a pro forma basis as a result of the merger
transaction with Crown. PREIT anticipates that general and
administrative expenses will decrease by $490,000 annually and
by $123,000 for three months, as a result of reduction in
compensation expense. Also, PREIT's management has estimated
there will be further reductions of general and administrative
expenses as a result of the merger of approximately $6.5
million annually on a pro forma basis. The additional general
and administrative expense savings have not been included in
the unaudited pro forma condensed consolidated statements of
income. There can be no assurance that PREIT will be
successful in realizing these anticipated cost savings.
ii. Reflects the adjustments to interest expense resulting from
the Crown merger. A variance of a 1/8 percent increase or
decrease in interest rates would result in an increase or
decrease in proforma interest expense, respectively, of
$216,000 and $54,000 for the year ended December 31, 2002 and
the three months ended March 31, 2003, respectively.
<Table>
<Caption>
YEAR ENDED THREE MONTHS ENDED
(000'S) DECEMBER 31, 2002 MARCH 31, 2003
- ------- ----------------- --------------
Crown historical expenses that will not be incurred
post-merger
Line of credit borrowings......................... $(6,360) $(1,284)
Schuylkill Mall mortgage interest expense......... (2,662) (499)
Amortization of deferred financing fees........... (1,756) (463)
Pro forma borrowings
Mortgage borrowings............................... 5,000 1,250
Line of credit borrowings......................... 2,393 598
Amortization of debt premium...................... (10,689) (2,672)
Amortization of deferred financing fees........... 1,028 257
Consolidation of Palmer Park interest expense (see
note y)........................................... 1,315 325
Pro forma adjustments for Valley View and Wiregrass
Commons (see note z).............................. 3,272 --
$(8,459) $(2,488)
</Table>
F-18
<Page>
jj. Reflects adjustment to minority interest as a result of the
issuance of additional units of our operating partnership and
the change in net income in connection with Completed
Transactions and the merger with Crown. As a result of the
additional operating partnership units issued, minority
interest in the operating partnership increased from 9.6% to
13.5% for the three months ended March 31, 2003 and from 10.0%
to 13.8% for the year ended December 31, 2002. Also reflects
elimination of Crown's historical minority interest account.
<Table>
<Caption>
YEAR ENDED THREE MONTHS ENDED
(DOLLAR AMOUNTS IN 000'S) DECEMBER 31, 2002 MARCH 31, 2003
- ------------------------- ----------------- --------------
Pro forma income from continuing operations before
minority interest................................. $58,745 $12,389
Dividends on preferred shares........................ (13,613) (3,403)
Minority interest in New Castle Associates........... (1,244) (310)
43,888 8,676
Minority interest percentage......................... 13.8% 13.5%
Minority interest in Operating Partnership........... (6,057) (1,171)
PREIT historical minority interest................... 3,198 545
Crown historical minority interest................... 5,351 931
$2,492 $305
</Table>
kk. Reflects adjustment to weighted average shares outstanding
(basic and diluted) and income from continuing operations per
share (basic and diluted).
<Table>
<Caption>
YEAR ENDED THREE MONTHS ENDED
(000'S) DECEMBER 31, 2002 MARCH 31, 2003
- ------- ----------------- --------------
Pro forma income from continuing operations before
minority interest................................. $58,745 $12,389
Minority interest in New Castle Associates........... (1,244) (310)
Minority interest in Pennsylvania properties......... -- --
Minority interest in Operating Partnership........... (6,057) (1,171)
Pro forma income from continuing operations.......... $51,444 $10,908
Dividends on preferred shares........................ (13,613) (3,403)
Pro forma income from continuing operations available
to common shares.................................. $37,831 $7,505
Weighted average shares outstanding
Historical weighted average shares outstanding--basic. 16,162 16,545
Impact of common share offering (see note p)......... 11,513 11,513
Pro forma weighted average shares outstanding--basic.. 27,675 28,058
Historical weighted average shares outstanding--diluted 16,388 16,818
Impact of common share offering (see note p)......... 11,513 11,513
Impact of newly issued options to purchase shares of
beneficial interest............................... 151 151
Pro forma weighted average shares outstanding--diluted 28,052 28,482
Income from continuing operations per share
Historical income from continuing operations per
share--basic....................................... $0.73 $0.16
Impact of pro forma adjustments...................... 0.64 0.11
Pro forma income from continuing operations per
share--basic....................................... $1.37 $0.27
Historical income from continuing operations per
share--diluted..................................... $0.72 $0.16
Impact of pro forma adjustments...................... 0.63 0.10
Pro forma income from continuing operations per
share--diluted..................................... $1.35 $0.26
</Table>
F-19