GGP Ggp Inc. (delisted)

General Growth Properties, Inc. (NYSE: GGP) announced today second quarter 2007 operating results. For the second quarter of 2007, Core Funds From Operations (Core FFO) per fully diluted share were $0.73. Core FFO per fully diluted share for the comparable period in 2006 was $0.62. Funds From Operations (FFO) per fully diluted share were $0.71 for the second quarter of 2007, as compared to $0.62 of FFO per fully diluted share reported in the comparable period of 2006. Earnings per share � diluted (EPS) were $0.03 and a loss of $0.11, respectively, for the second quarters of 2007 and 2006. �Our double-digit Core FFO growth was driven by the excellent operating metrics of our core real estate business,� said John Bucksbaum, the Chief Executive Officer of GGP. �With many very exciting projects in our pipeline, I am confident that there is a bright future for our Company.� FINANCIAL AND OPERATIONAL HIGHLIGHTS Core FFO is defined as Funds From Operations excluding the Real Estate Property Net Operating Income (NOI) from the Master Planned Communities segment and the provision for income taxes. Core FFO for the second quarter of 2007 was $216.6 million or $0.73 per fully diluted share as compared to $184.1 million or $0.62 per fully diluted share in the second quarter of 2006. Straight-line rent resulted in approximately $10.9 million or $0.04 of Core FFO per fully diluted share in the second quarter of 2007, versus $14.4 million or $0.05 of Core FFO in the same period of 2006. Core FFO for the second quarter of 2007 also includes approximately $2.3 million of additional costs related to debt extinguishment yielding approximately $0.01 less of Core FFO per fully diluted share as compared to second quarter of 2006. FFO per fully diluted share increased to $0.71 in the second quarter of 2007 from $0.62 in the second quarter of 2006. FFO for the quarter was $210.3 million, an increase of approximately $28.3 million, or approximately 15.5%, from $182.0 million in the second quarter of 2006, primarily as a result of higher operating income in 2007 in both our operating segments as detailed below in our segment results. EPS in the second quarter of 2007 were $0.03, a $0.14 increase from the comparable 2006 quarter. The higher operating income as described above and in the segment results below was partially offset by a higher provision for income taxes in 2007. Core FFO per share guidance - As indicated in previous public communications, FFO guidance per share for the full year 2007 and beyond will be solely for Core FFO per share, which is defined as FFO per share excluding 100% of the Real Estate Property Net Operating Income from the Master Planned Communities segment and 100% of the Company provision for income taxes. Operating results for our Master Planned Communities segment, and our income tax expense that is largely a function of such operations, are very difficult to estimate in advance. In addition, we believe that FFO is a less meaningful supplemental measure for the Master Planned Communities segment of our business because it does not facilitate an understanding of the operating performance of this business as our primary strategy in this segment is to develop and sell land in a manner that increases the value of the remaining land. Actual EPS, FFO (including these excluded items), NOI and Core FFO will be provided each quarter. Full year per share guidance will also be provided on a quarterly basis; however, such guidance will only be given for Core FFO. We currently project 2007 Core FFO per share to be in the range of $3.25 to $3.27 per share, approximately 10% above the Core FFO per share amount of $2.96 for 2006. SEGMENT RESULTS Retail and Other Segment Real estate property net operating income (NOI) for the Retail and Other Segment increased to $580.3 million for the second quarter of 2007, 7.1% above the $541.9 million reported for the second quarter of 2006. Included in 2007 NOI is approximately $12.0 million of business interruption insurance coverage recovery (reflected primarily in minimum rents and as an offset to bad debt expense as substantially all of the amount paid was for tenant rents lost in previous periods) which was recognized as a result of a final settlement received for the September 2005 damage to our Riverwalk (New Orleans, Louisiana) property. Revenues from consolidated properties were $674.6 million for the second quarter of 2007, an increase of 4.2% compared to $647.7 million for the same period in 2006. Revenues from unconsolidated properties, at the Company�s ownership share, for the quarter increased 8.5% to $184.4 million, compared to $170.0 million in the second quarter of 2006. Comparable NOI from consolidated properties in the second quarter of 2007 increased by 3.3% compared to the same period last year. Comparable NOI from unconsolidated properties at the Company�s ownership share for the quarter increased by approximately 5.1% compared to the second quarter of 2006. Retail Center occupancy was 92.9% at June 30, 2007 as compared to 91.2% at June 30, 2006. Sales per square foot for second quarter 2007 (on a trailing 12 month basis) were $458 versus $448 in the second quarter of 2006. Master Planned Communities Segment NOI for the second quarter of 2007 for the Master Planned Communities segment was $6.6 million for consolidated properties and $7.9 million for unconsolidated properties at the Company�s ownership share as compared to $7.9 million and $4.7 million, respectively, in 2006. Land sale revenues for the second quarter of 2007 were $36.1 million for consolidated properties and $22.7 million for unconsolidated properties at the Company�s ownership share, compared to $33.0 million and $20.3 million, respectively, for the second quarter of 2006. Although land sale revenues for second quarter 2007 exceeded the 2006 amounts, the sales pace of land for standard residential lots has declined in recent months (as reflected in a comparison of the six month total revenue amounts), a trend expected to continue for the balance of 2007. CONFERENCE CALL/WEBCAST General Growth Properties, Inc. will host a live Webcast of its conference call regarding this announcement on our website, www.ggp.com. This Webcast will take place on Wednesday, August 1, 2007, at 9:00 a.m. Eastern Time (8:00 a.m. CT, 6:00 a.m. PT). The Webcast can be accessed by selecting the conference call icon on the GGP home page (special information section). General Growth Properties, Inc. is one of the largest U.S.-based publicly traded Real Estate Investment Trusts (REIT) based upon market capitalization. General Growth currently has ownership interest in, or management responsibility for, a portfolio of more than 200 regional shopping malls in 45 states, as well as ownership in master planned community developments and commercial office buildings. The Company�s portfolio totals approximately 200 million square feet and includes over 24,000 retail stores nationwide. The Company is listed on the New York Stock Exchange under the symbol GGP. For more information, please visit the Company website at http://www.ggp.com. NON-GAAP SUPPLEMENTAL FINANCIAL MEASURES AND DEFINITIONS FUNDS FROM OPERATIONS (FFO) AND CORE FFO The Company, consistent with real estate industry and investment community preferences, uses FFO as a supplemental measure of operating performance for a REIT. The National Association of Real Estate Investment Trusts (NAREIT) defines FFO as net income (loss) (computed in accordance with Generally Accepted Accounting Principles (GAAP)), excluding gains (or losses) from cumulative effects of accounting changes, extraordinary items and sales of properties, plus real estate related depreciation and amortization and after adjustments for unconsolidated partnerships and joint ventures. The Company considers FFO a supplemental measure for equity REITs and a complement to GAAP measures because it facilitates an understanding of the operating performance of the Company�s properties. FFO does not give effect to real estate depreciation and amortization since these amounts are computed to allocate the cost of a property over its useful life. Since values for well-maintained real estate assets have historically increased or decreased based upon prevailing market conditions, the Company believes that FFO provides investors with a clearer view of the Company�s operating performance. However, we believe that Funds From Operations is a less meaningful supplemental measure for the Master Planned Communities segment of our business. Funds From Operations does not facilitate an understanding of the operating performance of the Master Planned Communities segment of our business as our primary strategy in this segment is to develop and sell land in a manner that increases the value of the remaining land. In addition, the Master Planned Communities segment of our business is operated within taxable REIT subsidiaries and therefore our income tax expense is largely attributable to this segment of the business. To isolate these parts of the Company from the Retail and Other segment for which Funds From Operations is a relevant measure of operating performance, the Company also uses Core FFO as an operating measure. Core FFO is defined as Funds From Operations excluding the Real Estate Property Net Operating Income from the Master Planned Communities segment and the provision for income taxes. In order to provide a better understanding of the relationship between Core FFO, Funds From Operations and GAAP net income, a reconciliation of Core FFO and Funds from Operations to GAAP net income has been provided. Neither Core FFO nor Funds From Operations represent cash flow from operating activities in accordance with GAAP, neither should be considered as an alternative to GAAP net income and neither is necessarily indicative of cash available to fund cash needs. In addition, the Company has presented Funds From Operations on a consolidated and unconsolidated basis (at the Company�s ownership share) as the Company believes that given the significance of the Company�s operations that are owned through investments accounted for on the equity method of accounting, the detail of the operations of the Company�s unconsolidated properties provides important insights into the income and Funds From Operations produced by such investments for the Company as a whole. REAL ESTATE PROPERTY NET OPERATING INCOME (NOI) AND COMPARABLE NOI The Company believes that Real Estate Property Net Operating Income (NOI) is a useful supplemental measure of the Company�s operating performance. The Company defines NOI as operating revenues (rental income, land sales, tenant recoveries and other income) less property and related expenses (real estate taxes, land sales operating costs, repairs and maintenance, marketing and other property expenses). As with Funds From Operations described above, NOI has been reflected on a consolidated and unconsolidated basis (at the Company�s ownership share). Other REITs may use different methodologies for calculating NOI, and accordingly, the Company�s NOI may not be comparable to other REITs. Because NOI excludes general and administrative expenses, interest expense, depreciation and amortization, gains and losses from property dispositions, minority interest in consolidated joint ventures, and extraordinary items, it provides a performance measure that, when compared year over year, reflects the revenues and expenses directly associated with owning and operating commercial real estate properties and the impact on operations from trends in occupancy rates, rental rates, land values and operating costs. This measure thereby provides an operating perspective not immediately apparent from GAAP operating or net income. The Company uses NOI to evaluate its operating performance on a property-by-property basis because NOI allows the Company to evaluate the impact that factors such as lease structure, lease rates and tenant base, which vary by property, have on the Company�s operating results, gross margins and investment returns. In addition, management believes that NOI provides useful information to the investment community about the Company�s operating performance. However, due to the exclusions noted above, NOI should only be used as an alternative measure of the Company�s financial performance. For reference, and as an aid in understanding management�s computation of NOI, a reconciliation of NOI to consolidated operating income as computed in accordance with GAAP has been presented. Comparable NOI excludes from both years the NOI of properties with significant physical or merchandising changes and those properties acquired or opened during the relevant comparative accounting periods. PROPERTY INFORMATION The Company has presented information on its consolidated and unconsolidated properties separately in the accompanying financial schedules. As a significant portion of the Company�s total operations are structured as joint venture arrangements which are unconsolidated, management of the Company believes that operating data with respect to all properties owned provides important insights into the income produced by such investments for the Company as a whole. In addition, the individual items of revenue and expense for the unconsolidated properties have been presented at the Company�s ownership share of such unconsolidated ventures. As substantially all of the management operating philosophies and strategies are the same regardless of ownership structure, an aggregate presentation of NOI and other operating statistics yields an additional representation of the relative size and significance of the elements of the Company�s overall operations. FORWARD LOOKING STATEMENTS This press release contains forward-looking statements, including our 2007 Core FFO per fully diluted share guidance. Actual results may differ materially from the results suggested by these forward-looking statements, for a number of reasons, including, but not limited to, the retail market, tenant occupancy and tenant bankruptcies, the level of indebtedness and interest rates, market conditions, land sales in the Master Planned Communities segment, the cost and success of development and re-development projects and our ability to successfully manage growth. Readers are referred to the documents filed by General Growth Properties, Inc. with the SEC, specifically the most recent report on Form 10-K, which further identify the important risk factors which could cause actual results to differ materially from the forward-looking statements in this release. The Company disclaims any obligation to update any forward-looking statements. GENERAL GROWTH PROPERTIES, INC. OVERVIEW (In thousands, except per share amounts) � Three Months Ended Six Months Ended June 30, June 30, 2007 2006 2007 2006 Funds From Operations ("FFO") � Company stockholders $ 173,359 $ 149,477 $ 577,890 $ 335,956 Operating Partnership unitholders � 36,917 � 32,528 � � 124,053 � 73,318 � Operating Partnership $ 210,276 $ 182,005 � $ 701,943 $ 409,274 � � Increase (decrease) in FFO over comparable prior year period � 15.5 % � (12.2 ) % � 71.5 % � (1.9 ) % � FFO per share: Company stockholders - basic $ 0.71 $ 0.62 $ 2.37 $ 1.39 Operating Partnership - basic 0.71 0.62 2.37 1.39 Operating Partnership - diluted 0.71 0.62 2.36 1.39 Increase (decrease) in diluted FFO over comparable prior year period 14.5 % (12.7 ) % 69.8 % (2.8 ) % � Core Funds From Operations ("Core FFO") Core FFO $ 216,562 $ 184,071 $ 408,975 $ 393,148 Core FFO per share - diluted 0.73 0.62 1.38 1.33 Increase (decrease) in Core FFO over comparable prior year period 17.7 % (4.6 ) % 4.0 % 0.5 % � Dividends Dividends paid per share $ 0.45 $ 0.41 $ 0.90 $ 0.82 Payout ratio (% of diluted FFO paid out) 63.4 % 66.1 % 38.1 % 59.0 % � Real Estate Property Net Operating Income ("NOI") Retail and Other: Consolidated $ 464,980 $ 435,200 $ 913,664 $ 887,257 Unconsolidated � 115,302 � 106,661 � � 225,333 � 215,945 � Total Retail and Other � 580,282 � 541,861 � � 1,138,997 � 1,103,202 � Master Planned Communities: Consolidated 6,588 7,933 10,237 46,556 Unconsolidated � 7,895 � 4,719 � � 13,561 � 10,849 � Total Master Planned Communities � 14,483 � 12,652 � � 23,798 � 57,405 � Total Real estate property net operating income $ 594,765 $ 554,513 � $ 1,162,795 $ 1,160,607 � � June 30, December 31, Selected Balance Sheet Information 2007 2006 Cash and cash equivalents $ 65,199 $ 97,139 Investment in real estate: Net land, buildings and equipment $ 19,431,743 $ 19,564,992 Developments in progress 888,535 673,900 � Investment in and loans to/from Unconsolidated Real Estate Affiliates 1,657,103 1,499,036 Investment land and land held for development and sale � 1,711,291 � 1,655,838 � Net investment in real estate $ 23,688,672 $ 23,393,766 � Total assets $ 25,502,598 $ 25,241,445 � � Mortgage and other property debt payable $ 21,223,153 $ 20,521,967 Minority interest - Preferred 121,436 182,828 Minority interest - Common 386,599 347,753 Stockholders' equity � 1,614,283 � 1,664,079 � Total capitalization (at cost) $ 23,345,471 $ 22,716,627 � � Consolidated Properties Unconsolidated Properties (a) � Average Average Outstanding Interest Outstanding Interest Summarized Debt Information Balance Rate (d) Balance Rate (d) Fixed rate (c) $ 18,716,206 5.54 % $ 3,554,158 5.61 % Variable rate (c) � 2,287,787 � 7.01 � � 296,003 � 7.35 � Totals $ 21,003,993 (b) � 5.70 � % $ 3,850,161 � 5.75 � % � (a) Reflects the Company's share of debt relating to the properties owned by the Unconsolidated Real Estate Affiliates. (b) Excludes special improvement districts liability of $57.5 million, minority interest adjustment of $66.0 million and purchase accounting mark-to-market adjustments of $95.6 million. (c) Includes the effects of interest rate swaps. (d) Rates include the effects of deferred finance costs and the effect of a 360 day rate applied over a 365 day period. GENERAL GROWTH PROPERTIES, INC. CONSOLIDATED STATEMENTS OF INCOME (In thousands, except per share amounts) � Three Months Ended Six Months Ended June 30, June 30, 2007 2006 2007 2006 Revenues: Minimum rents $ 443,432 $ 425,052 $ 879,474 $ 862,784 Tenant recoveries 195,403 190,733 394,858 376,176 Overage rents 10,876 8,603 26,456 22,829 Land sales 36,130 33,035 59,923 170,255 Management and other fees 26,348 24,650 53,920 53,362 Other � 27,893 � � 27,736 � � 54,244 � � 53,022 � Total revenues � 740,082 � � 709,809 � � 1,468,875 � � 1,538,428 � Expenses: Real estate taxes 55,089 54,551 111,949 109,515 Repairs and maintenance 47,918 48,762 98,891 95,817 Marketing 10,713 11,639 23,294 23,669 Other property operating costs 97,609 90,412 197,645 176,860 Land sales operations 29,542 25,102 49,686 123,699 Provision for doubtful accounts (1,701 ) 7,106 3,791 13,319 Property management and other costs 56,447 44,569 109,589 89,629 General and administrative 4,030 3,848 16,299 9,007 Depreciation and amortization � 163,289 � � 178,372 � � 338,408 � � 343,718 � Total expenses � 462,936 � � 464,361 � � 949,552 � � 985,233 � Operating income 277,146 245,448 519,323 553,195 � Interest income 2,944 1,469 4,977 4,690 Interest expense � (275,547 ) � (278,611 ) � (543,896 ) � (557,404 ) Income (loss) before income taxes and minority interest and equity in income of unconsolidated affiliates � 4,543 (31,694 ) (19,596 ) 481 Benefit (provision) for income taxes (17,647 ) (14,490 ) 270,744 (40,894 ) Minority interest (5,085 ) (638 ) (59,502 ) (11,862 ) Equity in income of unconsolidated real estate affiliates � 26,581 � � 21,009 � � 46,940 � � 49,476 � Net income (loss) $ 8,392 � $ (25,813 ) $ 238,586 � $ (2,799 ) � Basic Earnings Per Share $ 0.03 $ (0.11 ) � $ 0.98 $ (0.01 ) Diluted Earnings Per Share 0.03 (0.11 ) � 0.97 (0.01 ) GENERAL GROWTH PROPERTIES, INC. PORTFOLIO RESULTS AND FUNDS FROM OPERATIONS ("FFO") (In thousands) � Three Months Ended June 30, 2007 Consolidated Unconsolidated Segment Retail and Other Properties Properties Basis Property revenues: Minimum rents $ 443,432 $ 112,053 $ 555,485 Tenant recoveries 195,403 47,684 243,087 Overage rents 10,876 1,467 12,343 Other, including minority interest � 24,897 � � 23,197 � � 48,094 � Total property revenues � 674,608 � � 184,401 � � 859,009 � Property operating expenses: Real estate taxes 55,089 14,392 69,481 Repairs and maintenance 47,918 10,640 58,558 Marketing 10,713 2,874 13,587 Other property operating costs 97,609 40,796 138,405 Provision for doubtful accounts � (1,701 ) � 397 � � (1,304 ) Total property operating expenses � 209,628 � � 69,099 � � 278,727 � Retail and other net operating income � 464,980 � � 115,302 � � 580,282 � � Master Planned Communities Land sales 36,130 22,661 58,791 Land sales operations � (29,542 ) � (14,766 ) � (44,308 ) Master Planned Communities net operating income 6,588 7,895 14,483 � � � Real estate property net operating income 471,568 123,197 $ 594,765 � � Management and other fees 26,348 4,074 Property management and other costs (18,714 ) (779 ) Headquarters/regional costs (37,733 ) (10,865 ) General and administrative (4,030 ) (1,423 ) Depreciation on non-income producing assets, including headquarters building (3,076 ) - Interest income 2,944 8,046 Interest expense (275,547 ) (51,304 ) Provision for income taxes (17,647 ) (3,122 ) Preferred unit distributions (3,055 ) - Other FFO from minority interest � 1,394 � � - � FFO 142,452 67,824 Equity in FFO of Unconsolidated Properties � 67,824 � � (67,824 ) Operating Partnership FFO $ 210,276 � $ - � � � Three Months Ended June 30, 2006 Consolidated Unconsolidated Segment Retail and Other Properties Properties Basis Property revenues: Minimum rents $ 425,052 $ 103,691 $ 528,743 Tenant recoveries 190,733 45,886 236,619 Overage rents 8,603 1,387 9,990 Other, including minority interest � 23,282 � � 19,065 � � 42,347 � Total property revenues � 647,670 � � 170,029 � � 817,699 � Property operating expenses: Real estate taxes 54,551 14,643 69,194 Repairs and maintenance 48,762 10,441 59,203 Marketing 11,639 2,958 14,597 Other property operating costs 90,412 34,509 124,921 Provision for doubtful accounts � 7,106 � � 817 � � 7,923 � Total property operating expenses � 212,470 � � 63,368 � � 275,838 � Retail and other net operating income � 435,200 � � 106,661 � � 541,861 � � Master Planned Communities Land sales 33,035 20,250 53,285 Land sales operations � (25,102 ) � (15,531 ) � (40,633 ) Master Planned Communities net operating income 7,933 4,719 12,652 � � � Real estate property net operating income 443,133 111,380 $ 554,513 � � Management and other fees 24,650 942 Property management and other costs (19,997 ) - Headquarters/regional costs (24,572 ) (8,278 ) General and administrative (3,848 ) (540 ) Depreciation on non-income producing assets, including headquarters building (3,397 ) - Interest income 1,469 2,883 Interest expense (278,611 ) (45,873 ) Provision for income taxes (14,490 ) (228 ) Preferred unit distributions (4,315 ) - Other FFO from minority interest � 1,697 � � - � FFO 121,719 60,286 Equity in FFO of Unconsolidated Properties � 60,286 � � (60,286 ) Operating Partnership FFO $ 182,005 � $ - � GENERAL GROWTH PROPERTIES, INC. PORTFOLIO RESULTS AND FUNDS FROM OPERATIONS ("FFO") (In thousands) � Six Months Ended June 30, 2007 Consolidated Unconsolidated Segment Retail and Other Properties � Properties Basis Property revenues: Minimum rents $ 879,474 $ 221,219 $ 1,100,693 Tenant recoveries 394,858 95,944 490,802 Overage rents 26,456 3,934 30,390 Other, including minority interest � 48,446 � � 44,655 � � 93,101 � Total property revenues � 1,349,234 � � 365,752 � � 1,714,986 � Property operating expenses: Real estate taxes 111,949 29,521 141,470 Repairs and maintenance 98,891 21,761 120,652 Marketing 23,294 6,246 29,540 Other property operating costs 197,645 81,643 279,288 Provision for doubtful accounts � 3,791 � � 1,248 � � 5,039 � Total property operating expenses � 435,570 � � 140,419 � � 575,989 � Retail and other net operating income � 913,664 � � 225,333 � � 1,138,997 � � Master Planned Communities Land sales 59,923 36,022 95,945 Land sales operations � (49,686 ) � (22,461 ) � (72,147 ) Master Planned Communities net operating income 10,237 13,561 23,798 � � � Real estate property net operating income 923,901 238,894 $ 1,162,795 � � Management and other fees 53,920 8,162 Property management and other costs (45,273 ) (1,578 ) Headquarters/regional costs (64,316 ) (21,992 ) General and administrative (16,299 ) (1,558 ) Depreciation on non-income producing assets, including headquarters building (6,191 ) - Interest income 4,977 11,723 Interest expense (543,896 ) (103,388 ) Benefit (provision) for income taxes 270,744 (1,574 ) Preferred unit distributions (7,113 ) - Other FFO from minority interest � 2,800 � � - � FFO 573,254 128,689 Equity in FFO of Unconsolidated Properties � 128,689 � � (128,689 ) Operating Partnership FFO $ 701,943 � $ - � � � Six Months Ended June 30, 2006 Consolidated Unconsolidated Segment Retail and Other Properties Properties Basis Property revenues: Minimum rents $ 862,784 $ 209,020 $ 1,071,804 Tenant recoveries 376,176 92,453 468,629 Overage rents 22,829 3,735 26,564 Other, including minority interest � 44,648 � � 41,095 � � 85,743 � Total property revenues � 1,306,437 � � 346,303 � � 1,652,740 � Property operating expenses: Real estate taxes 109,515 29,509 139,024 Repairs and maintenance 95,817 20,998 116,815 Marketing 23,669 6,464 30,133 Other property operating costs 176,860 72,479 249,339 Provision for doubtful accounts � 13,319 � � 908 � � 14,227 � Total property operating expenses � 419,180 � � 130,358 � � 549,538 � Retail and other net operating income � 887,257 � � 215,945 � � 1,103,202 � � Master Planned Communities Land sales 170,255 38,799 209,054 Land sales operations � (123,699 ) � (27,950 ) � (151,649 ) Master Planned Communities net operating income 46,556 10,849 57,405 � � � Real estate property net operating income 933,813 226,794 $ 1,160,607 � � Management and other fees 53,362 942 Property management and other costs (43,840 ) - Headquarters/regional costs (45,789 ) (16,284 ) General and administrative (9,007 ) (1,425 ) Depreciation on non-income producing assets, including headquarters building (6,731 ) - Interest income 4,690 5,860 Interest expense (557,404 ) (88,961 ) Provision for income taxes (40,894 ) (385 ) Preferred unit distributions (8,630 ) - Other FFO from minority interest and discontinued operations � 3,163 � � - � FFO 282,733 126,541 Equity in FFO of Unconsolidated Properties � 126,541 � � (126,541 ) Operating Partnership FFO $ 409,274 � $ - � GENERAL GROWTH PROPERTIES, INC. SUPPLEMENTAL DISCLOSURE OF CERTAIN REVENUES AND EXPENSES REFLECTED IN FFO (In thousands) � Three Months Ended Three Months Ended June 30, 2007 June 30, 2006 Consolidated Unconsolidated Consolidated Unconsolidated Properties Properties Properties Properties Minimum rents: Above- and below-market tenant leases, net $ 8,517 $ 2,367 $ 10,742 $ 2,418 Straight-line rent 8,347 2,507 11,736 2,661 Other property operating costs: Non-cash ground rent expense (1,589 ) (193 ) (948 ) (289 ) Real estate taxes: Real estate tax stabiliza-tion agreement (981 ) - (1,297 ) - Interest expense: Mark-to-market adjustments on debt 7,531 1,076 8,519 1,055 Amortization of deferred finance costs (4,539 ) (461 ) (4,874 ) (354 ) Debt extinguish-ment costs: Write-off of mark-to-market adjustments 112 - - - Write-off of deferred finance costs � (2,387 ) � - � � (5 ) � (10 ) Totals $ 15,011 � $ 5,296 � $ 23,873 � $ 5,481 � � � Six Months Ended Six Months Ended June 30, 2007 June 30, 2006 Consolidated Unconsolidated Consolidated Unconsolidated Properties Properties Properties Properties Minimum rents: Above- and below-market tenant leases, net $ 18,057 $ 4,734 $ 19,846 $ 4,905 Straight-line rent 17,755 5,486 24,267 5,368 Other property operating costs: Non-cash ground rent expense (3,178 ) (385 ) (2,668 ) (429 ) Real estate taxes: Real estate tax stabiliza-tion agreement (1,962 ) - (2,140 ) - Interest expense: Mark-to-market adjustments on debt 18,037 2,070 16,458 1,908 Amortization of deferred finance costs (8,070 ) (913 ) (7,580 ) (975 ) Debt extinguish-ment costs: Write-off of mark-to-market adjustments 112 - 3,143 - Write-off of deferred finance costs � (2,387 ) � - � � (4,903 ) � (10 ) Totals $ 38,364 � $ 10,992 � $ 46,423 � $ 10,767 � � � � � � � � � � � � WEIGHTED AVERAGE SHARES (In thousands) � Three Months Ended Six Months Ended June 30, June 30, � 2007 � � 2006 � � 2007 � � 2006 � � Basic 244,960 241,330 244,165 240,978 Diluted 245,627 241,330 244,850 240,978 Assuming full conversion of Operating Partnership units: Basic 297,125 294,016 296,579 293,755 Diluted 297,792 294,799 297,264 294,611 GENERAL GROWTH PROPERTIES, INC. RECONCILIATION OF NON-GAAP FINANCIAL MEASURES TO GAAP FINANCIAL MEASURES (In thousands) � Three Months Ended Six Months Ended June 30, June 30, � 2007 � � 2006 � � 2007 � � 2006 � Reconciliation of Real Estate Property Net Operating Income ("NOI") to GAAP Operating Income Real estate property net operating income: Segment basis $ 594,765 $ 554,513 $ 1,162,795 $ 1,160,607 Unconsolidated Properties � (123,197 ) � (111,380 ) � (238,894 ) � (226,794 ) Consolidated Properties 471,568 443,133 923,901 933,813 Management and other fees 26,348 24,650 53,920 53,362 Property management and other costs (18,714 ) (19,997 ) (45,273 ) (43,840 ) Headquarters/regional costs (37,733 ) (24,572 ) (64,316 ) (45,789 ) General and administrative (4,030 ) (3,848 ) (16,299 ) (9,007 ) Depreciation and amortization (163,289 ) (178,372 ) (338,408 ) (343,718 ) Minority interest in NOI of Consolidated Properties and other � 2,996 � � 4,454 � � 5,798 � � 8,374 � Operating income $ 277,146 � $ 245,448 � $ 519,323 � $ 553,195 � � � � Reconciliation of Core FFO to Funds From Operations ("FFO") and to GAAP Net Income Core FFO $ 216,562 $ 184,071 $ 408,975 $ 393,148 Master Planned Communities net operating income 14,483 12,652 23,798 57,405 Benefit (provision) for income taxes � (20,769 ) � (14,718 ) � 269,170 � � (41,279 ) Funds From Operations - Operating Partnership 210,276 182,005 701,943 409,274 Depreciation and amortization of capitalized real estate costs (200,471 ) (214,613 ) (412,983 ) (414,415 ) Minority interest in depreciation of Consolidated Properties and other 47 938 842 1,729 Minority interest to Operating Partnership unitholders � (1,460 ) � 5,857 � � (51,216 ) � 613 � Net income (loss) $ 8,392 � $ (25,813 ) $ 238,586 � $ (2,799 ) � � � Reconciliation of Equity in NOI of Unconsolidated Properties to GAAP Equity in Income of Unconsolidated Affiliates Equity in Unconsolidated Properties: NOI $ 123,197 $ 111,380 $ 238,894 $ 226,794 Net property management fees and costs 3,295 942 6,584 942 Net interest expense (43,258 ) (42,990 ) (91,665 ) (83,101 ) Headquarters, general and administrative and income taxes � (15,410 ) � (9,046 ) � (25,124 ) � (18,094 ) FFO of unconsolidated properties 67,824 60,286 128,689 126,541 Depreciation and amortization of capitalized real estate costs (40,258 ) (39,643 ) (80,766 ) (77,431 ) Other, including gain (loss) on sales of investment properties � (985 ) � 366 � � (983 ) � 366 � Equity in income of unconsolidated real estate affiliates $ 26,581 � $ 21,009 � $ 46,940 � $ 49,476 � � � � Reconciliation of Weighted Average Shares Outstanding Basic: Weighted average number of shares outstanding - FFO per share 297,125 294,016 296,579 293,755 Conversion of Operating Partnership units � (52,165 ) � (52,686 ) � (52,414 ) � (52,777 ) Weighted average number of Company shares outstanding - GAAP EPS � 244,960 � � 241,330 � � 244,165 � � 240,978 � � Diluted: Weighted average number of shares outstanding - FFO per share 297,792 294,799 297,264 294,611 Conversion of Operating Partnership units (52,165 ) (52,686 ) (52,414 ) (52,777 ) Anti-dilutive common stock equivalents for GAAP EPS � - � � (783 ) � - � � (856 ) Weighted average number of Company shares outstanding - GAAP EPS � 245,627 � � 241,330 � � 244,850 � � 240,978 �