Exhibit 99.1 Forest City Reports Fiscal 2005 First-Quarter Results CLEVELAND--(BUSINESS WIRE)--June 8, 2005--Forest City Enterprises, Inc. (NYSE:FCEA) (NYSE:FCEB) today announced increases in revenues, net earnings and EBDT for the fiscal first quarter ended April 30, 2005. The second-quarter dividend is expected to be declared at the quarterly Board meeting on June 21, 2005. The Company reported first-quarter consolidated revenues increased 29 percent to $309.3 million compared with $239.9 million a year earlier. Fiscal first-quarter net earnings were $22.2 million, or $0.43 per share, compared with $7.2 million, or $0.14 per share, in 2004. EBDT (Earnings Before Depreciation, Amortization and Deferred Taxes) was $67.7 million, or $1.32 per share, a 22 percent increase on a per share basis over last year's fiscal first-quarter EBDT of $55.1 million, or $1.08 per share. The 22 percent increase in EBDT was driven by an 8 percent increase in the Company's operating portfolio, and large increases in land sales in both the investment real estate business and in the Land Development Group. A portion of these increases were offset by two factors: Lumber Trading Group EBDT in the first quarter of last year with no corresponding EBDT in 2005 due to the sale of this business unit in the fourth quarter of 2004; and a first-quarter 2005 loss for The Nets (NBA basketball team) segment, which the Company did not own in the first quarter of 2004. In addition to these items, net earnings increased in the first quarter of 2005 due to a first-quarter 2004 charge resulting from a change in an accounting principle, which did not recur. EBDT and EBDT per share are non-Generally Accepted Accounting Principle (GAAP) measures. A reconciliation of net earnings (the most directly comparable GAAP measure to EBDT) to EBDT is provided in the Financial Highlights table in this news release. Discussion of Results Charles A. Ratner, president and chief executive officer of Forest City Enterprises, said, "We completed two projects during the fiscal first quarter and one acquisition early in the second quarter, and we expect to open eight additional projects during the balance of the year. Total project openings for 2005 will represent $486.7 million of cost on a full consolidation basis and $559.7 million of cost at the Company's pro-rata share." Comparable property net operating income (NOI) - defined as NOI from properties operated during the fiscal first quarters of both 2005 and 2004 -- increased 3.1 percent in 2005 compared with the prior year's first quarter. Comparable property NOI for the retail and office portfolios was up 3.3 percent and 0.7 percent, respectively. In the residential portfolio, comparable property NOI increased 3.5 percent, following a 1.3 percent increase in the fourth quarter of 2004 - the first time in three years that comparable NOI has increased in two consecutive quarters. Comparable property NOI, a non-GAAP financial measure, is based on the pro-rata consolidation method, also a non-GAAP financial measure. Included in this news release is an exhibit that presents comparable property NOI on the full consolidation method. Fiscal 2005 first-quarter comparable occupancies were up portfolio-wide compared with the same period a year ago. Retail occupancies were 94 percent compared with 92 percent last year; office was 94 percent compared to 92 percent in the prior year first quarter; and residential increased to 92 percent from 91 percent. The Land Development Group, which includes Denver Stapleton, Chicago Central Station and other projects throughout the country, has remained strong, generating $13.9 million in net earnings and $14.7 million of EBDT in the first quarter. Sales of land in the investment real estate portfolio contributed an additional $10.6 million in net earnings and EBDT during the first quarter. These transactions occur when the Company chooses to sell rather than lease land, as part of major real estate development projects. Financing Activity Forest City continues to take advantage of current low interest rates and attractive debt markets for its project financings, with primary emphasis on locking in fixed-rate nonrecourse mortgages. During the first fiscal quarter, Forest City closed on transactions totaling $266.4 million in nonrecourse mortgage financings, including $67.7 million for new development projects and acquisitions, $170.4 million in refinancings, and $28.4 million in loan extensions and other fundings. As of April 30, 2005, the Company's weighted average cost of mortgage debt increased to 5.94 percent from 5.66 percent at April 30, 2004, primarily due to the increase in variable interest rates. The variable-rate mortgage debt increased from 3.56 percent at April 30, 2004 to 4.85 percent at April 30, 2005. More significantly, fixed-rate mortgage debt, which represented 69 percent of the Company's total nonrecourse mortgage debt, decreased from 6.64 percent at April 30, 2004 to 6.43 percent at April 30, 2005. Dispositions During the fiscal first quarter, the Company sold the Showcase specialty retail center in Las Vegas as well as the ground lease and expansion rights to the property, which generated a pre-tax gain of approximately $17.7 million and cash proceeds of $26 million. Also during the quarter, Forest City disposed of Colony Place, a 300-unit residential community in Fort Myers, Florida, for a $5.4 million pre-tax gain and $6.6 million in cash proceeds. Acquisition and Development Highlights More than 70 percent of the Company's portfolio is concentrated in the following major markets: New York City/Philadelphia metropolitan area, Boston, Greater Washington D.C./Baltimore, Denver, and California. Both of the projects opened and 88 percent of the projects under construction during the first quarter are located in these major markets. A schedule of the Company's project openings and the pipeline of projects under construction are included in this news release. Highlighted below are several of those properties. Openings and Acquisition During the first quarter, Forest City opened two projects, representing a total cost of $49.2 million. Among the first-quarter openings was 23 Sidney, one of the final buildings to be completed at the Company's University Park at MIT life sciences office park in Cambridge, Massachusetts. 23 Sidney features 51 loft apartments and serves as the "front door" for the entire 27-acre mixed-use project. Also in the first quarter, Forest City opened the $31 million, 359,000-square-foot first phase of Saddle Rock Village retail center in Aurora, Colorado. The retail center will feature Super Target, Jo-Ann Stores, OfficeMax and PETsMART as anchor tenants. Early in the second quarter, Forest City acquired Ballston Common Office Center in Arlington, Virginia for $62.9 million. The 176,000-square-foot office building is 99 percent leased to three existing tenants - the largest of which is the U.S. Coast Guard. The office building sits above the Company's existing Ballston Common Mall, a four-level, 578,000-square-foot urban retail center. Projects Under Construction and Scheduled to Open in Fiscal 2005 As of the end of the first quarter, Forest City's pipeline included 15 projects under construction or to be acquired, representing a cost of $805.4 million on a full consolidation basis and $1.2 billion of cost at the Company's pro-rata share. Including the two projects opened in the first quarter, a total of 11 projects - three retail properties, one office building, six apartment communities and one condominium building - are scheduled to open in 2005. See attached exhibit, which includes comparable project costs on both a pro-rata share and full consolidation basis. Commercial/Mixed-Use Projects Retail centers currently under construction and scheduled to open in 2005 include: -- Simi Valley Town Center - The 600,000-square-foot, $138 million open-air regional lifestyle center in Southern California will feature anchor stores Macy's and Robinsons-May, and as many as 120 specialty shops and restaurants. -- NorthField at Stapleton - This 1.1-million-square-foot regional lifestyle center at the Company's Denver Stapleton development will feature anchors Super Target, Foley's, Harkins Theatres and Bass Pro Shops. The first phase will open later in fiscal 2005 with subsequent openings throughout fiscal 2006. This project represents a cost of $173 million on a full consolidation basis and $156 million of cost at the Company's pro-rata share. Residential Projects As of the end of the first quarter, Forest City has approximately 3,700 rental residential units at eight properties under construction. In addition to the already-opened 23 Sidney, five apartment communities, representing $209.2 million on a full consolidation basis and $234.9 million of cost at the Company's pro-rata share, are scheduled to open in 2005. The use of federal and state historic tax credits, affordable-housing tax credits, and tax-exempt financing for many residential projects has enabled the Company to maximize its returns, even under difficult market conditions. Downtown Los Angeles is a growing market for residential development, and the Company has two apartment communities there currently under construction and scheduled to open during fiscal 2005. The 264-unit Met Lofts is located in Los Angeles' growing South Park neighborhood. Meanwhile, at Metro 417, Forest City is redeveloping the former Subway Terminal train station and office building into 277 loft apartments. Other rental residential projects under construction and scheduled to open in fiscal 2005 are the 203-unit 100 Landsdowne at University Park at MIT near Boston; Ashton Mill, which is being transformed from an Industrial Revolution-era cotton mill into more than 190 apartment units near Providence, Rhode Island; and Sterling Glen of Lynbrook, a 100-unit senior-housing community in the New York City metropolitan area. Condominiums Forest City is continuing its involvement in the condominium market. In downtown Los Angeles, the Company currently has under construction a 37-story condominium at 1100 Wilshire, originally a 1980s-era office building that was never finished or opened by the former owner. Forest City expects to begin delivering the first of the 228 for-sale residential units in late fiscal 2005. During the first quarter of fiscal 2005, Forest City acquired a second building in Los Angeles, 3800 Wilshire, a former office building that will be converted into a 22-story, 260-unit condominium. Projects Under Development At the end of the first quarter, Forest City had more than 25 projects under development, representing approximately $2 billion. Forest City anticipates that more than 10 of these projects will begin construction by late 2005. During the first fiscal quarter, Forest City announced two new life sciences development opportunities. In Skokie, Illinois, the Company acquired from Pfizer, Inc. the redevelopment rights to a 22-acre technology and research park to be called the Illinois Technology Innovation Campus. The site currently includes a million square feet of office space in nine buildings, consisting of high-quality facilities as well as future development opportunities. In East Baltimore, Maryland, Forest City was chosen as the lead developer for the first phase of an 80-acre mixed-use community adjacent to the Johns Hopkins University medical campus, which will include approximately 1 million square feet of life sciences space. These two new projects enable the Company to capitalize on its experience at its University Park at MIT development and a recently completed life sciences research facility at the University of Pennsylvania. Also in the first fiscal quarter, Forest City announced the achievement of milestones at three open-air regional lifestyle centers currently under development: -- The Orchard Town Center, a $114 million, approximately 900,000-square-foot retail and residential project in the Denver suburb of Westminster, recently announced a Foley's department store will join JC Penney and AMC Theatres as anchors. -- At the $103 million, approximately 1-million-square-foot Promenade at Bolingbrook retail center near Chicago, Forest City announced that Marshall Field's will join Bass Pro Shops as anchors for a second phase of development; IKEA is the anchor for phase one. -- In Tampa, Florida, Forest City announced that the 707,000-square-foot Shops at Wiregrass Ranch will be anchored by Florida's first prototype, stand-alone JC Penney store, which is currently under construction. In addition, Forest City has two major retail centers under development in its New York City core market - the $297 million, 1.2-million-square-foot Ridge Hill retail center in Yonkers; and the 532,000-square-foot East River Plaza in Manhattan. Both projects are scheduled to begin construction in early 2006 and open in fiscal 2007. In the residential business in Manhattan, Forest City has the Beekman project under development. Beekman is an approximately $600 million residential development, where construction is anticipated to begin in early fiscal 2006, with completion targeted for late fiscal 2008 for approximately 500 rental units, a 100,000-square-foot "K-8" school, and 200 condominium units. In fiscal 2005, Forest City signed a memorandum of understanding to pursue Brooklyn Atlantic Yards. This long-term development project's main attraction and catalyst will be a new 850,000-square-foot arena for the Nets NBA basketball team, in which the Company is an investor. As anticipated, The Nets recorded a loss in the first quarter, and additional losses are expected in this segment for the balance of the year. Forest City's long-term objectives are to build a great franchise, move it to Brooklyn, and develop a large-scale, mixed-use real estate project. The Company is currently in the process of pursuing the appropriate entitlements and acquiring land. During the first fiscal quarter, the U.S. Navy selected Forest City Military Communities to participate in exclusive negotiations for a housing contract covering the Navy's Great Lakes Region. The project will involve owning, operating, managing, maintaining and renovating nearly 1,900 residential units in Illinois and Indiana. The Midwest project would be Forest City's second military family housing project with the U.S. Navy. The first one involves the ownership, redevelopment and management of approximately 1,950 family housing units at five existing Navy communities in Hawaii. Early in the second quarter, Forest City signed an agreement with the federal government for the 42-acre redevelopment of Southeast Federal Center to create a mixed-use community on the site of a former military supply depot in Washington, D.C. The project is expected to include up to 2,800 housing units; approximately 2 million square feet of commercial, retail and cultural space; and parks and open space. Outlook Ratner said, "The increases in our comparable NOI and the projects we have opened and acquired in recent years continue to drive our near-term growth. Our current development pipeline contains more than three dozen projects under construction and under development that will be an ongoing source of long-term growth. While we have remained committed to our core businesses, we have 'pushed the envelope,' as evidenced by the recent expansion of our life sciences and condominium businesses, and our new efforts in military family housing. We are very pleased with the short-term and long-term growth prospects stemming from our development pipeline. "Forest City is a relationship company. Our success is dependent on our ability to become involved in the cities where we do business, and to demonstrate our expertise in developing large projects with a variety of uses. Our success also depends on the fact that we deliver what we promise. As a matter of fact, a Rancho Cucamonga, California city official recently said at the grand opening of the Victoria Gardens open-air lifestyle center that 'Forest City under-promises and over-delivers.' As a result, we are constantly presented with exciting new real estate development opportunities, which we expect will continue to drive our long-term growth. "We are cognizant of the risks inherent in our business and remain confident in our ability to execute our plans even as the nation's economy continues to send mixed signals. We look forward to a strong year and expect that 2005 will be our 26th consecutive year of EBDT growth." Corporate Description Forest City Enterprises, Inc. is a $7.4 billion NYSE-listed national real estate company. The Company is principally engaged in the ownership, development, acquisition and management of mixed-use projects, retail centers, apartment communities, office buildings and land development projects throughout the United States. Supplemental Package Please refer to the Investor Relations section of the Company's website at www.forestcity.net for a Supplemental Package, which the Company will also furnish to the Securities and Exchange Commission on Form 8-K. This Supplemental Package includes operating and financial information for the first quarter ended April 30, 2005, with reconciliations of non-GAAP financial measures, such as comparable net operating income and pro-rata financial statements, to their most directly comparable GAAP financial measures. EBDT The Company uses an additional measure, along with net earnings, to report its operating results. This non-GAAP measure, referred to as Earnings Before Depreciation, Amortization and Deferred Taxes, is not a measure of operating results or cash flows from operations as defined by GAAP and may not be directly comparable to similarly titled measures reported by other companies. The Company believes that EBDT provides additional information about its core operations and, along with net earnings, is necessary to understand its operating results. EBDT is used by the chief operating decision maker and management in assessing operating performance and to consider capital requirements and allocation of resources by segment and on a consolidated basis. The Company believes EBDT is important to investors because it provides another method for the investor to measure its long-term operating performance, as net earnings can vary from year to year due to property dispositions, acquisitions and other factors that have a short-term impact. EBDT is defined as net earnings excluding the following items: i) gain (loss) on disposition of rental properties, divisions and other investments (net of tax); ii) the adjustment to recognize rental revenues and rental expense using the straight-line method; iii) non-cash charges from real estate operations of Forest City Rental Properties Corporation, a wholly owned subsidiary of Forest City Enterprises, Inc., for depreciation, amortization (including amortization of mortgage procurement costs) and deferred income taxes; iv) provision for decline in real estate (net of tax); v) extraordinary items (net of tax); and vi) cumulative effect of change in accounting principle (net of tax). Unlike the real estate segments, EBDT for the Nets segment equals net earnings of the equity method investment. EBDT is reconciled to net earnings, the most comparable financial measure calculated in accordance with GAAP, in the table titled Financial Highlights below and in the Company's Supplemental Package, which the Company will also furnish to the SEC on Form 8-K. The adjustment to recognize rental revenues and rental expenses on the straight-line method is excluded because it is management's opinion that rental revenues and expenses should be recognized when due from the tenants or due to the landlord. The Company excludes depreciation and amortization expense related to real estate operations from EBDT because it believes the values of its properties, in general, have appreciated over time in excess of their original cost. Deferred taxes from real estate operations, which are the result of timing differences of certain net expense items deducted in a future year for federal income tax purposes, are excluded until the year in which they are reflected in our current tax provision. The provision for decline in real estate is excluded from EBDT because it varies from year to year based on factors unrelated to our overall financial performance and is related to the ultimate gain on dispositions of operating properties. Our EBDT may not be directly comparable to similarly titled measures reported by other companies. Pro-Rata Consolidation Method This press release contains certain financial measures prepared in accordance with GAAP under the full consolidation accounting method and certain financial measures prepared in accordance with the pro-rata consolidation method, a non-GAAP financial measure. The Company presents certain financial amounts under the pro-rata method because it believes this information is useful to investors as this method reflects the manner in which the Company operates its business. In line with industry practice, the Company has made a large number of investments in which its economic ownership is less than 100 percent as a means of procuring opportunities and sharing risk. Under the pro-rata consolidation method, the Company presents its investments proportionate to its share of ownership. Under GAAP, the full consolidation method is used to report partnership assets and liabilities as consolidated at 100 percent if deemed to be under its control or if the Company is deemed to be the primary beneficiary of the variable interest entities ("VIE"), even if its ownership is not 100 percent. The Company provides reconciliations from the full consolidation method to the pro-rata consolidation method, in the exhibits below and throughout its Supplemental Package, which the Company will also furnish to the SEC on Form 8-K. Safe Harbor Language Statements made in this news release that state the Company or management's intentions, hopes, beliefs, expectations or predictions of the future are forward-looking statements. It is important to note that the Company's actual results could differ materially from those projected in such forward-looking statements. Additional information concerning factors that could cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, real estate development and investment risks, economic conditions in the Company's target markets, reliance on major tenants, the impact of terrorist acts, the Company's substantial leverage and the ability to service debt, guarantees under the Company's credit facility, changes in interest rates, continued availability of tax-exempt government financing, the sustainability of substantial operations at the subsidiary level, significant geographic concentration, illiquidity of real estate investments, dependence on rental income from real property, conflicts of interest, competition, potential liability from syndicated properties, effects of uninsured loss, environmental liabilities, partnership risks, litigation risks, risks associated with an investment in a professional sports franchise, and other risk factors as disclosed from time to time in the Company's SEC filings, including, but not limited to, the Company's Annual Report on Form 10-K for the fiscal year ended January 31, 2005. Forest City Enterprises, Inc. and Subsidiaries Financial Highlights Three Months Ended April 30, 2005 and 2004 (dollars in thousands, except per share data) Three Months Ended Increase April 30, (Decrease) ---------------------- ---------------- 2005 2004 Amount Percent ---------------------- -------- ------- Operating Results: Earnings from continuing operations $22,216 $3,668 $18,548 Discontinued operations, net of tax and minority interest(1) - 14,796 (14,796) Cumulative effect of change in accounting principle, net of tax - (11,261) 11,261 ---------------------- -------- Net earnings $22,216 $7,203 $15,013 ====================== ======== Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT)(2) $67,662 $55,121 $12,541 22.8% ====================== ======== Reconciliation of Net Earnings to Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT)(2): Net Earnings $22,216 $7,203 $15,013 Depreciation and amortization - Real Estate Groups(5) 46,272 42,431 3,841 Depreciation and amortization - equity method investments(3) - 237 (237) Amortization of mortgage procurement costs - Real Estate Groups 2,731 2,486 245 Deferred income tax expense - Real Estate Groups(6) 7,984 9,078 (1,094) Deferred income tax expense - Non-Real Estate Groups:(6) Gain on disposition of other investments 178 - 178 Current income tax expense on non-operating earnings:(6) Gain on disposition of other investments 62 - 62 Gain on disposition recorded on equity method 8,114 - 8,114 Straight-line rent adjustment(4) (2,996) 1,924 (4,920) Provision for decline in real estate 1,500 - 1,500 Provision for decline in real estate recorded on equity method 704 - 704 Gain on disposition recorded on equity method (18,497) - (18,497) Gain on disposition of other investments (606) - (606) Discontinued operations:(1) Gain on disposition of rental properties - (19,499) 19,499 Cumulative effect of change in accounting principle, net of tax - 11,261 (11,261) ---------------------- -------- Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT)(2) $67,662 $55,121 $12,541 22.8% ====================== ======== Diluted Earnings per Common Share: Earnings from continuing operations $0.43 $0.07 $0.36 Discontinued operations, net of tax and minority interest(1) - 0.29 (0.29) Cumulative effect of change in accounting principle, net of tax - (0.22) 0.22 ---------------------- -------- Net earnings $0.43 $0.14 $0.29 ====================== ======== Earnings Before Depreciation, Amortization and Deferred Taxes (EBDT)(2) $1.32 $1.08 $0.24 22.2% ====================== ======== Operating earnings, net of tax (a non-GAAP financial measure) $0.29 $0.28 $0.01 Provision for decline in real estate, net of tax (0.03) - (0.03) Gain on disposition of rental properties and other investments, net of tax 0.23 0.23 - Minority interest (0.06) (0.15) 0.09 Cumulative effect of change in accounting principle, net of tax - (0.22) 0.22 ---------------------- -------- Net earnings $0.43 $0.14 $0.29 ====================== ======== Diluted weighted average shares outstanding 51,148,339 50,870,134 278,205 ====================== ======== Forest City Enterprises, Inc. and Subsidiaries Financial Highlights Three Months Ended April 30, 2005 and 2004 (dollars in thousands) Three Months Ended, Increase April 30, (Decrease) -------------------- --------------- 2005 2004 Amount Percent -------------------- --------------- Operating Earnings (a non-GAAP financial measure) and Reconciliation to Net Earnings: Revenues from real estate operations Commercial Group $219,699 $161,414 $58,285 Residential Group 53,950 47,120 6,830 Land Development Group 35,654 31,329 4,325 -------------------- -------- Total Revenues 309,303 239,863 69,440 28.9% Operating expenses (176,422) (137,363) (39,059) Interest expense, including early extinguishment of debt (71,229) (56,899) (14,330) Amortization of mortgage procurement costs(5) (3,266) (2,486) (780) Depreciation and amortization(5) (43,974) (36,976) (6,998) Interest income 6,969 1,839 5,130 Equity in earnings of unconsolidated entities 20,036 6,244 13,792 Provision for decline in real estate recorded on equity method 704 - 704 Gain on disposition recorded on equity method (18,497) - (18,497) Revenues from discontinued operations(1) - 47,313 (47,313) Expenses from discontinued operations(1) - (42,100) 42,100 -------------------- -------- Operating earnings (a non-GAAP financial measure) 23,624 19,435 4,189 -------------------- -------- Income tax expense(6) (15,437) (3,367) (12,070) Income tax expense from discontinued operations(1)(6) - (9,775) 9,775 Income tax expense on non- operating earnings items (see below) 6,684 7,712 (1,028) -------------------- -------- Operating earnings, net of tax (a non-GAAP financial measure) 14,871 14,005 866 -------------------- -------- Provision for decline in real estate (1,500) - (1,500) Provision for decline in real estate recorded on equity method (704) - (704) Gain on disposition recorded on equity method 18,497 - 18,497 Gain on disposition of other investments 606 - 606 Gain on disposition of rental properties included in discontinued operations(1) - 19,499 (19,499) Income tax benefit (expense) on non-operating earnings:(6) Provision for decline in real estate 872 - 872 Gain on disposition of other investments (240) - (240) Gain on disposition recorded on equity method (7,316) - (7,316) Gain on disposition of rental properties included in discontinued operations - (7,712) 7,712 -------------------- -------- Income tax expense on non- operating earnings (see above) (6,684) (7,712) 1,028 -------------------- -------- Minority interest in continuing operations (2,870) (7,187) 4,317 Minority interest in discontinued operations:(1) Operating earnings - (141) 141 -------------------- -------- - (141) 141 -------------------- -------- Minority interest (2,870) (7,328) 4,458 -------------------- -------- Cumulative effect of change in accounting principle, net of tax - (11,261) 11,261 -------------------- -------- Net earnings $22,216 $7,203 $15,013 ==================== ======== Forest City Enterprises, Inc. and Subsidiaries Financial Highlights Three Months Ended April 30, 2005 and 2004 (in thousands) 1) Pursuant to the definition of a component of an entity of SFAS No. 144, assuming no significant continuing involvement, all earnings of properties and a divison which have been sold or held for sale are reported as discontinued operations. 2) The Company uses an additional measure, along with net earnings, to report its operating results. This measure, referred to as Earnings Before Depreciation, Amortization and Deferred Taxes ("EBDT"), is not a measure of operating results as defined by generally accepted accounting principles and may not be directly comparable to similarly-titled measures reported by other companies. The Company believes that EBDT provides additional information about its operations, and along with net earnings, is necessary to understand its operating results. EBDT is defined as net earnings excluding the following items: i) gain (loss) on disposition of operating properties, divisions and other investments (net of tax); ii) the adjustment to recognize rental revenues and rental expense using the straight-line method; iii) noncash charges from Forest City Rental Properties Corporation, a wholly-owned subsidiary of Forest City Enterprises, Inc., for depreciation, amortization (including amortization of mortgage procurement costs) and deferred income taxes; iv) provision for decline in real estate (net of tax); v) extraordinary items (net of tax); and vi) cumulative effect of change in accounting principle (net of tax). See our discussion of EBDT in the news release. 3) Amount represents depreciation expense for certain syndicated properties accounted for on the equity method of accounting under both full consolidation and pro-rata consolidation (a non-GAAP financial measure). See our discussion of pro-rata consolidation in the news release. 4) The Company recognizes minimum rents on a straight-line basis over the term of the related lease pursuant to the provision of SFAS No. 13, "Accounting for Leases." The straight-line rent adjustment is recorded as an increase or decrease to revenue from Forest City Rental Properties Corporation, a wholly-owned subsidiary of Forest City Enterprises, Inc., with the applicable offset to either accounts receivable or accounts payable, as appropriate. 5) The following table provides detail of Depreciation and Amortization and Amortization of mortgage procurement costs. The Company's Real Estate Groups are owned by Forest City Rental Properties Corporation, a wholly-owned subsidiary engaged in the ownership, development, acquisition and management of real estate projects, including apartment complexes, regional malls and retail centers, hotels, office buildings and mixed-use facilities, as well as large land development projects. Amortization of Depreciation and mortgage amortization procurement costs -------------------- ------------------ Three Months Ended Three Months April 30, Ended April 30, -------------------- ----------------- 2005 2004 2005 2004 -------------------- ----------------- Full Consolidation $43,974 $36,976 $3,266 $2,486 Non-Real Estate Groups (548) (490) (68) (60) -------------------- ----------------- Real Estate Groups Full Consolidation 43,426 36,486 3,198 2,426 Real Estate Groups related to minority interest (4,329) (1,545) (766) (523) Real Estate Groups Equity Method 7,175 6,754 299 279 Real Estate Groups Discontinued Operations - 736 - 304 -------------------- ----------------- Real Estate Groups Pro-Rata Consolidation $46,272 $42,431 $2,731 $2,486 ==================== ================= Three Months Ended April 30, -------------------- 2005 2004 -------------------- (6) The following table (in thousands) provides detail of Income Tax Expense (Benefit): (A) Operating earnings Current $(1,898) $1,028 Deferred 10,651 2,339 -------------------- 8,753 3,367 -------------------- (B) Provision for decline in real estate Deferred (593) - -------------------- Deferred - Equity method investment (279) - -------------------- (872) - -------------------- (C) Gain on disposition of other investments Current - Non-Real Estate Groups 62 - Deferred - Non-Real Estate Groups 178 - -------------------- 240 - -------------------- (D) Gain on disposition recorded on equity method Current 8,114 - Deferred (798) - -------------------- 7,316 - -------------------- Subtotal(A)(B)(C)(D) Current 6,278 1,028 Deferred 9,159 2,339 -------------------- Income tax expense 15,437 3,367 -------------------- (E) Discontinued operations - Rental Properties Operating earnings Current - (11) Deferred - 287 -------------------- - 276 Gain on disposition of rental properties Current - - Deferred - 7,712 -------------------- - 7,712 -------------------- - 7,988 -------------------- Subtotal(A)(B)(C)(D)(E) Current 6,278 1,017 Deferred 9,159 10,338 -------------------- $15,437 $11,355 -------------------- (F) Discontinued operations - Lumber Group Operating earnings Current - 692 Deferred - 1,095 -------------------- - 1,787 -------------------- Subtotal(E)(F) - 9,775 -------------------- Grand Total(A)(B)(C)(D)(E)(F) Current 6,278 1,709 Deferred 9,159 11,433 -------------------- 15,437 13,142 -------------------- Recap of Grand Total: Real Estate Groups Current 11,178 3,008 Deferred 7,984 9,078 -------------------- 19,162 12,086 Non-Real Estate Groups Current (4,900) (1,299) Deferred 1,175 2,355 -------------------- (3,725) 1,056 -------------------- Grand Total $15,437 $13,142 ==================== Development Pipeline April 30, 2005 2005 Openings (2) Cost at FCE Pro- Cost at Rata Pro- Full Share FCE Rata Con- Total (Non- Square Dev Date Legal FCE solid- Cost GAAP) Feet/ (D) Opened/ Owner- % ation at (b) Number Property/ Acq Ac- ship% (i) (GAAP) 100% (2)x of Location (A) quired (i)(1) (2) (a) (3) (3) Units - ---------------------------------------------------------------- (in millions) --------------------- Retail Centers: Saddle Rock Village/ Aurora, CO D Q1-05 80.0% 100.0% $31.5 $31.5 $31.5 359,000 --------------------------- Residential: 23 Sidney Street/ Cambridge, MA D Q1-05 100.0% 100.0% $17.7 $17.7 $17.7 51 --------------------------- ------------------- Total 2005 Openings (b) $49.2 $49.2 $49.2 =================== - ---------------------------------------------------------------- Residential Phased-In Units Opened in (c)(e): '05/Total ---------- Newport Landing/ Coventry, OH D 2002-05 50.0% 50.0% $0.0 $16.0 $8.0 36/336 Arbor Glen/ Twinsburg, OH D 2004-07 50.0% 50.0% 0.0 18.4 9.2 48/288 Woodgate/ Evergreen Farms/ Olmsted Township, OH D 2004-07 33.0% 33.0% 0.0 22.9 7.6 96/348 Pine Ridge Expansion/ Willoughby, OH D 2005-06 50.0% 50.0% 0.0 16.4 8.2 100/162 --------------------------- Total(b)(f) $0.0 $73.7 $33.0 280/1,134 =========================== - ---------------------------------------------------------------- See attached 2005 footnotes. Development Pipeline April 30, 2005 Under Construction or to be Acquired (15) Cost at Cost Pro- Full at FCE Anti- FCE Rata Con- Pro-Rata Pro- Dev cipat Legal FCE solid- Share Square Pre- perty/ (D) ed Owner- % ation Total (Non-GAAP) Feet/ lea- Loc- Acq Open- ship% (i) (GAAP) Cost at (b)(2)x Number sed ation (A) ing (i)(1) (2) (a) 100%(3) (3) of Units % - ---------------------------------------------------------------------- (in millions) ------------------------ Retail Centers: Simi Valley Town Center/ Simi Valley, CA D Q3-05 85.0% 100.0% $138.4 $138.4 $138.4 600,000 84% Short Pump Expansion/ Richmond, VA D Q3-05 50.0% 100.0% 27.0 27.0 27.0 88,000 73% Northfield at Stapleton (p)/ Q4-05/ Denver, Q1-06/ CO D Q3-06 90.0% 90.0% 173.3 173.3 156.0 1,142,000 56% (n) San Francisco Centre - Emporium (c)(j)/ San Francisco, CA D Q3-06 50.0% 50.0% 0.0 425.0 212.5 964,000 8% (o) ---------------------------------- $338.7 $763.7 $533.9 2,794,000 ---------------------------------- Office: Ballston Common Office Center/ Arlington, VA A Q2-05 50.0% 100.0% $62.9 $62.9 $62.9 176,000 99% New York Times(c)/ Manhattan, NY D Q2-07 28.0% 40.0% 0.0 415.0 166.0 734,000 0% ---------------------------------- $62.9 $477.9 $228.9 910,000 ---------------------------------- Residential: Metro 417 (m)/ Los Angeles, CA D Q2-05 100.0% 100.0% $74.5 $74.5 $74.5 277 Met Lofts (c)/ Los Angeles, CA D Q2-05 50.0% 50.0% 0.0 63.0 31.5 264 Ashton Mill/ Providence, RI D Q2-05 100.0% 100.0% 41.7 41.7 41.7 193 Sterling Glen of Lynbrook (g)(k)/ Lynbrook, NY D Q2-05 80.0% 80.0% 29.1 29.1 23.3 100 100 Landsdowne Street/ Cambridge, MA D Q3-05 100.0% 100.0% 63.9 63.9 63.9 203 Central Station Apartments/ Chicago, IL D Q1-06 100.0% 100.0% 120.7 120.7 120.7 502 Sterling Glen of Roslyn (l)(g)/ Roslyn, NY D Q2-06 80.0% 80.0% 73.9 73.9 59.1 158 Ohana Military Communities (c)(e)/ Honolulu, 2005- HI D 2008 7.0% 7.0% 0.0 316.5 22.2 1,952 ---------------------------------- $403.8 $783.3 $436.9 3,649 ------------------------========== Condominiums: 1100 Wilshire Condominiums (c)/ Los Angeles, CA D Q2-05 40.0% 40.0% $0.0 $118.2 $47.3 228 ---------------------------------- $0.0 $118.2 $47.3 228 ------------------------========== Total Under Construction (b)(h) $805.4 $2,143.1 $1,247.0 ======================== LESS: Above properties to be sold as condominiums $0.0 $118.2 $47.3 ------------------------ Under Construction less condominiums $805.4 $2,024.9 $1,199.7 ======================== --------------------------------------------------------------------- Residential Phased-In Units Under Under Construction(c)(e): Const./Total ------------ Newport Landing/ Coventry, 2002- OH D 05 50.0% 50.0% $0.0 $16.0 $8.0 24/336 Arbor Glen/ Twinsburg, 2004- OH D 07 50.0% 50.0% 0.0 18.4 9.2 96/288 Woodgate/ Evergreen Farms/ Olmsted Township, 2004- OH D 07 33.0% 33.0% 0.0 22.9 7.6 48/348 Pine Ridge Expansion/ Willoughby, 2005- OH D 06 50.0% 50.0% 0.0 16.4 8.2 62/162 ----------------------------------- Total(b)(f) $0.0 $73.7 $33.0 230/1,134 =================================== - ---------------------------------------------------------------------- See attached 2005 footnotes. 2005 FOOTNOTES - ---------------------------------------------------------------------- (a) Amounts are presented on the full consolidation method of accounting, a GAAP measure. Under full consolidation, costs are reported as consolidated at 100 percent if we are deemed to have control or to be the primary beneficiary of our investments in the variable interest entity ("VIE"). (b) Cost at pro-rata share represents Forest City's share of cost, based on the Company's pro-rata ownership of each property (a Non-GAAP measure). Under the pro-rata consolidation method of accounting the Company determines its pro-rata share by multiplying its pro-rata ownership by the total cost of the applicable property. (c) Reported under the equity method of accounting. This method represents a GAAP measure for investments in which the Company is not deemed to have control or to be the primary beneficiary of our investments in a VIE. (d) Not used. (e) Phased-in openings. Costs are representative of the total project. (f) The difference between the full consolidation amount (GAAP) of $0.0 million of cost to the Company's pro-rata share (a non-GAAP measure) of $33.0 million of cost consists of the Company's share of cost for unconsolidated investments of $33.0 million. (g) Supported-living property. (h) The difference between the full consolidation amount (GAAP) of $805.4 million of cost to the Company's pro-rata share (a non-GAAP measure) of $1,247.0 million of cost consists of a reduction to full consolidation for minority interest of $37.9 million of cost and the addition of its share of cost for unconsolidated investments of $479.5 million. (i) As is customary within the real estate industry, the Company invests in certain real estate projects through joint ventures. For these projects, the Company provides funding for certain of its partners' equity contributions. The Company consolidates its investments in these projects in accordance with FIN No. 46(R) at a consolidation percentage that is reflected in the Pro-Rata FCE % column. These advances entitle the Company to a preferred return on investment, which is payable from cash flows of each respective property. At the point the Company is no longer entitled to a preferred return on a particular joint venture because the partner's advance has been repaid in full, the Company's net assets will be adjusted to its intended ownership percentage (reflected in the FCE Legal Ownership % column) by recording a minority interest to reflect the amount of the partner's claim on those net assets. (j) This project will also include the acquisition of an adjacent retail center totaling 508,000 square feet. (k) Formerly Tanglewood Crest. (l) Formerly Bryant Landing. (m) Formerly Subway Terminal. (n) Includes 30,000 square feet of office space. (o) Includes 235,000 square feet of office space. (p) Phased opening: Phase I opens Q4-05, Phase II opens Q1-06, Phase III opens Q3-06 Reconciliation of Net Operating Income (non-GAAP) to Net Earnings (GAAP) (in thousands): Three Months Ended April 30, 2005 -------------------------------------------------- Plus Unconsol- idated Full Less Invest- Pro-Rata Consol- Minority ments at Consol- idation Interest Pro-Rata idation ---------------------------------------- Revenues from real estate operations $309,303 $32,686 $75,425 $352,042 Exclude straight- line rent adjustment(1) (4,922) - - (4,922) ---------------------------------------- Adjusted revenues 304,381 32,686 75,425 347,120 Operating expenses 176,422 17,362 47,278 206,338 Add back depreciation and amortization for non-Real Estate Groups(b) 548 - 7,578 8,126 Add back amortization of mortgage procurement costs for non-Real Estate Groups(d) 68 - 90 158 Exclude straight- line rent adjustment(2) (1,926) - - (1,926) ---------------------------------------- Adjusted operating expenses 175,112 17,362 54,946 212,696 Add interest income 6,969 578 120 6,511 Add equity in earnings of unconsolidated entities 20,036 - (17,987) 2,049 Remove gain on disposition recorded on equity method (18,497) - 18,497 - Add back provision for decline recorded on equity method 704 - (704) - Add back equity method depreciation and amortization expense (see below) 7,474 - (7,474) - ---------------------------------------- Net Operating Income 145,955 15,902 12,931 142,984 Interest expense, including early extinguishment of debt (71,229) (7,937) (12,931) (76,223) Gain on disposition of equity method rental properties(e) 18,497 - - 18,497 Gain on disposition of rental properties and other investments 606 - - 606 Provision for decline in real estate (1,500) - - (1,500) Provision for decline in real estate of equity method rental properties (704) - - (704) Depreciation and amortization - Real Estate Groups(a) (43,426) (4,329) (7,175) (46,272) Amortization of mortgage procurement costs - Real Estate Groups(c) (3,198) (766) (299) (2,731) Straight-line rent adjustment(1)+(2) 2,996 - - 2,996 Equity method depreciation and amortization expense (see above) (7,474) - 7,474 - ---------------------------------------- Earnings before income taxes 40,523 2,870 - 37,653 Income tax provision (15,437) - - (15,437) ---------------------------------------- Earnings before minority interest, discontinued operations and cumulative effect of change in accounting principle 25,086 2,870 - 22,216 Minority Interest (2,870) (2,870) - - ---------------------------------------- Earnings from continuing operations 22,216 - - 22,216 Discontinued operations, net of tax and minority interest: Operating earnings from Lumber Group - - - - Operating earnings from rental properties - - - - Gain on disposition of rental properties - - - - ---------------------------------------- - - - - ---------------------------------------- Cumulative effect of change in accounting principle, net of tax - - - - ---------------------------------------- Net earnings $22,216 $- $- $22,216 ======================================== (a) Depreciation and amortization - Real Estate Groups $43,426 $4,329 $7,175 $46,272 (b) Depreciation and amortization - Non-Real Estate Groups 548 - 7,578 8,126 ---------------------------------------- Total depreciation and amortization $43,974 $4,329 $14,753 $54,398 ======================================== (c) Amortization of mortgage procurement costs - Real Estate Groups $3,198 $766 $299 $2,731 (d) Amortization of mortgage procurement costs - Non-Real Estate Groups 68 - 90 158 ---------------------------------------- Total depreciation and amortization $3,266 $766 $389 $2,889 ======================================== (e) Properties accounted for on the equity method do not meet the definition of a component of an entity under SFAS No. 144 and therefore are reported in continuing operations when sold. For the three months ended April 30, 2005, two equity method investments were sold including Showcase and Colony Place, resulting in a gain on disposition of $18,497. Reconciliation of Net Operating Income (non-GAAP) to Net Earnings (GAAP) (in thousands): Three Months Ended April 30, 2004 ------------------------------------------------ Plus Unconsol- idated Plus Full Less Invest- Discont- Pro-Rata Consol- Minority ments at inued Consol- idation Interest Pro-Rata Operations idation ------------------------------------------------ Revenues from real estate operations $239,863 $37,576 $62,634 $6,504 $271,425 Exclude straight-line rent adjustment(1) (2,042) - - (322) (2,364) ------------------------------------------------ Adjusted revenues 237,821 37,576 62,634 6,182 269,061 Operating expenses 137,363 19,254 37,398 2,648 158,155 Add back depreciation and amortization for non-Real Estate Groups(b) 490 - 33 - 523 Add back amortization of mortgage procurement costs for non-Real Estate Groups(d) 60 - 54 - 114 Exclude straight-line rent adjustment(2) (4,281) - - (7) (4,288) ------------------------------------------------ Adjusted operating expenses 133,632 19,254 37,485 2,641 154,504 Add interest income 1,839 624 339 32 1,586 Add equity in earnings of unconsolidated entities 6,244 (4) (5,894) - 354 Remove gain on disposition recorded on equity method - - - - - Add back provision for decline recorded on equity method - - - - - Add back equity method depreciation and amortization expense (see below) 7,270 - (7,033) - 237 ------------------------------------------------ Net Operating Income 119,542 18,942 12,561 3,573 116,734 Interest expense, including early extinguishment of debt (56,899) (9,687) (12,561) (2,147) (61,920) Gain on disposition of equity method rental properties(e) - - - - - Gain on disposition of rental properties and other investments - - - 19,499 19,499 Provision for decline in real estate - - - - - Provision for decline in real estate of equity method rental properties - - - - - Depreciation and amortization - Real Estate Groups(a) (36,486) (1,545) (6,754) (736) (42,431) Amortization of mortgage procurement costs - Real Estate Groups(c) (2,426) (523) (279) (304) (2,486) Straight-line rent adjustment(1)+(2) (2,239) - - 315 (1,924) Equity method depreciation and amortization expense (see above) (7,270) - 7,033 - (237) ------------------------------------------------ Earnings before income taxes 14,222 7,187 - 20,200 27,235 Income tax provision (3,367) - - (7,988) (11,355) ------------------------------------------------ Earnings before minority interest, discontinued operations and cumulative effect of change in accounting principle 10,855 7,187 - 12,212 15,880 Minority Interest (7,187) (7,187) - - - ------------------------------------------------ Earnings from continuing operations 3,668 - - 12,212 15,880 Discontinued operations, net of tax and minority interest: Operating earnings from Lumber Group 2,584 - - - 2,584 Operating earnings from rental properties 425 - - (425) - Gain on disposition of rental properties 11,787 - - (11,787) - ------------------------------------------------ 14,796 - - (12,212) 2,584 ------------------------------------------------ Cumulative effect of change in accounting principle, net of tax (11,261) - - - (11,261) ------------------------------------------------ Net earnings $7,203 $- $- $- $7,203 ================================================ (a) Depreciation and amortization - Real Estate Groups $36,486 $1,545 $6,754 $736 $42,431 (b) Depreciation and amortization - Non- Real Estate Groups 490 - 33 - 523 ------------------------------------------------ Total depreciation and amortization $36,976 $1,545 $6,787 $736 $42,954 ================================================ (c) Amortization of mortgage procurement costs - Real Estate Groups $2,426 $523 $279 $304 $2,486 (d) Amortization of mortgage procurement costs - Non-Real Estate Groups 60 - 54 - 114 ------------------------------------------------ Total depreciation and amortization $2,486 $523 $333 $304 $2,600 ================================================ Net Operating Income (in thousands) ------------------------------------------------- Three Months Ended April 30, 2005 ------------------------------------------------- Plus Unconsol- idated Full Less Invest- Pro-Rata Consol- Minority ments at Consol- idation Interest Pro-Rata idation ------------------------------------------------- Commercial Group Retail Comparable $36,945 $4,258 $2,871 $35,558 --------------------------------------------------------------------- Total 44,755 5,113 3,002 42,644 Office Buildings Comparable 35,476 4,911 1,054 31,619 --------------------------------------------------------------------- Total 43,015 5,286 1,054 38,783 Hotels Comparable 4,019 1,123 517 3,413 --------------------------------------------------------------------- Total 4,019 1,123 517 3,413 Earnings from Commercial Land Sales 19,352 1,752 - 17,600 Development Fees & Other (381) 89 22 (448) Total Commercial Group Comparable 76,440 10,292 4,442 70,590 --------------------------------------------------------------------- Total 110,760 13,363 4,595 101,992 Residential Group Apartments Comparable 24,126 992 5,994 29,128 --------------------------------------------------------------------- Total 26,542 1,095 7,562 33,009 Total Real Estate Groups Comparable 100,566 11,284 10,436 99,718 --------------------------------------------------------------------- Total 137,302 14,458 12,157 135,001 Land Development Group 26,448 1,444 105 25,109 The Nets (8,596) - 669 (7,927) Corporate Activities (9,199) - - (9,199) - ---------------------------------------------------------------------- Grand Total $145,955 $15,902 $12,931 $142,984 Net Operating Income (in thousands) -------------------------------------------------- Three Months Ended April 30, 2004 -------------------------------------------------- Plus Unconsol- idated Plus Full Less Invest- Discont- Pro-Rata Consol- Minority ments at inued Consol- idation Interest Pro-Rata Operations idation ------------------------------------------------ Commercial Group Retail Comparable $35,668 $4,188 $2,955 $- $34,435 ------------------------------------------------------------------- Total 40,156 6,595 3,644 678 37,883 Office Buildings Comparable 35,505 5,182 1,071 - 31,394 ------------------------------------------------------------------- Total 40,346 7,180 1,071 906 35,143 Hotels Comparable 3,044 886 623 - 2,781 ------------------------------------------------------------------- Total 3,044 886 623 - 2,781 Earnings from Commercial Land Sales (19) - - - (19) Development Fees & Other 1,725 2,077 62 (2) (292) Total Commercial Group Comparable 74,217 10,256 4,649 - 68,610 ------------------------------------------------------------------- Total 85,252 16,738 5,400 1,582 75,496 Residential Group Apartments Comparable 23,163 1,141 6,120 - 28,142 ------------------------------------------------------------------- Total 26,372 1,265 6,990 1,991 34,088 Total Real Estate Groups Comparable 97,380 11,397 10,769 - 96,752 ------------------------------------------------------------------- Total 111,624 18,003 12,390 3,573 109,584 Land Development Group 14,990 939 171 - 14,222 The Nets - - - - - Corporate Activities (7,072) - - - (7,072) - -------------------------------------------------------------------- Grand Total $119,542 $18,942 $12,561 $3,573 $116,734 Net Operating Income (in thousands) ------------------- % Change ------------------- Full Pro-Rata Consol- Consol- idation idation ------------------- Commercial Group Retail Comparable 3.6% 3.3% -------------------------------- Total Office Buildings Comparable -0.1% 0.7% -------------------------------- Total Hotels Comparable 32.0% 22.7% -------------------------------- Total Earnings from Commercial Land Sales Development Fees & Other Total Commercial Group Comparable 3.0% 2.9% -------------------------------- Total Residential Group Apartments Comparable 4.2% 3.5% -------------------------------- Total Total Real Estate Groups Comparable 3.3% 3.1% -------------------------------- Total Land Development Group The Nets Corporate Activities - --------------------------------- Grand Total CONTACT: Forest City Enterprises, Inc. Thomas G. Smith or Thomas T. Kmiecik, 216-621-6060 On the Web: www.forestcity.net