CHICAGO, Feb. 8, 2012 /PRNewswire/ -- General Growth
Properties, Inc. (NYSE: GGP) (“GGP” or the “Company”) today
reported financial and operational results for the three months
ended December 31, 2011.
Results for the Fourth Quarter 2011
Core Funds From Operations (“Core FFO”) was $279.8 million or $0.29 per diluted share for the fourth quarter
2011 compared to $230.1 million or
$0.23 per diluted share for the
fourth quarter 2010. Net loss attributable to common stockholders
was $367.8 million or $0.39 per diluted share for the fourth quarter
2011 compared to a net loss of $1.14
billion for the fourth quarter 2010. Excluding the results
attributable to Rouse Properties, Inc. (“RPI”), Core FFO was
$254.0 million or $0.26 per diluted share for the fourth quarter
2011 compared to $207.7 million or
$0.21 per diluted share for the
fourth quarter 2010.
Results for the Year Ended 2011
Core FFO was $937.0 million or
$0.95 per diluted share for 2011
compared to $869.2 million or
$0.87 per diluted share for 2010. Net
loss attributable to common stockholders was $313.2 million or $0.37 per diluted share for 2011 compared to a
net loss of $1.44 billion for 2010.
Excluding the results attributable to RPI, Core FFO was
$847.8 million or $0.86 per diluted share for 2011 compared to
$784.7 million or $0.79 per diluted share for 2010.
OPERATIONAL HIGHLIGHTS
- Comparable tenant sales were $505
per square foot on a trailing 12 month basis as of year-end 2011, a
7.9% increase over year-end 2010. Comparable tenant sales have now
increased for eight consecutive quarters.
- Regional mall percentage leased was 94.6% at year-end 2011, an
increase of 110 basis points over year-end 2010.
- The initial rent on leases executed in 2011 was $65.67 per square foot representing an increase
of 8.3% or $5.04 per square foot
compared to the expiring rent on comparable leases.
- Core Net Operating Income (“Core NOI”), excluding the results
attributable to RPI, for the fourth quarter 2011 increased 7.6%
compared to the fourth quarter 2010 and increased 2.9% for the full
year comparison.
CAPITAL MARKETS ACTIVITY
- During the fourth quarter of 2011, $1.3
billion ($609 million at
share) of mortgage notes were refinanced at a weighted average
interest rate of 4.62% and an average term of 9.9 years. The
average interest rate of the original loans was 5.74% and the
remaining term-to-maturity was 0.2 years.
- During 2011, $4.2 billion
($3.2 billion at share) of mortgage
notes were refinanced at a weighted average interest rate of 5.06%
and average term of 10.1 years. The average interest rate of the
original loans was 5.83% and the remaining term-to-maturity was 2.2
years. Approximately $1.8 billion of
the original loans were refinanced upon their maturity and
$2.4 billion were refinanced prior to
their scheduled maturities.
- As of December 31, 2011, the
Company had $745 million of cash and
cash equivalents, including $174
million held in joint ventures. GGP’s $750 million corporate line of credit remains
undrawn.
ACQUISITION AND DISPOSITION ACTIVITY
- On January 12, 2012, GGP
distributed approximately 0.0375 shares of RPI common stock for
each GGP common share to holders of record on December 30, 2011. In accordance with U.S. GAAP,
the results of operations of RPI are classified as continuing
operations for the three months and year ended December 31, 2011, and 2010, respectively. As of
December 31, 2011, RPI’s total assets
were $1.57 billion and total
liabilities were $1.15 billion and
are included in GGP’s consolidated balance sheet. In addition, RPI
contributed Core FFO of $0.03 and
$0.09 per diluted share for the three
months and year ended December 31,
2011, respectively, and $0.02
and $0.08 per diluted share for the
three months and year ended December 31,
2010, respectively. See “RPI Information” below.
- GGP and Kimco Realty previously announced a joint venture
partnership in which both companies would own 50% interest of
Owings Mills Mall in Owings Mills,
Maryland. GGP and Kimco will co-lead a redevelopment of the
one-million square foot regional mall. GGP previously owned 100%
interest in the property.
- During the fourth quarter, GGP acquired whole or partial
interests in several anchor pads and big boxes comprising
approximately 1.25 million square feet of gross leasable area for
$12.6 million. During 2011, GGP
acquired whole or partial interests in approximately 2.45 million
square feet of gross leasable area for $168.4 million including the assumption of
$34.7 million of property-level debt.
(Figures represent GGP’s share).
- During the fourth quarter, GGP sold, or transferred to the
mortgage holder, whole or partial interests in several properties
comprising approximately 2.8 million square feet for $251.0 million including property level debt of
$166.3 million. During 2011, GGP
sold, or transferred to the mortgage holder, whole or partial
interests in approximately 11.5 million square feet of gross
leasable area for $879.7 million
including property level debt of $752.1
million. (Figures represent GGP’s share).
DEVELOPMENT ACTIVITY
- During 2011, the Company opened 28 new anchor/big boxes across
its nationwide regional mall portfolio totaling approximately
920,000 square feet, including Crate & Barrel, Nordstrom Rack, Bed Bath & Beyond,
L.L. Bean, Cabela’s, Kohl’s, H.H.
Gregg and Ulta.
- During 2011, the Company opened three department stores
totaling approximately 402,000 square feet – two Nordstrom stores
and one Von Maur. GGP has an
additional four department stores totaling approximately 516,000
square feet scheduled to open in 2012 and 2013, including
Von Maur, Lord & Taylor,
Herberger’s and Bloomingdale’s.
2012 GUIDANCE
GGP reaffirms its previously issued 2012 Core FFO guidance of
$0.90 to $0.94 per diluted share.
Core FFO for 2011, excluding the results attributable to RPI, was
$0.86 per diluted share. In addition,
Core FFO for the first quarter 2012 is estimated to be $0.21 to $0.23 per diluted share. The following
table provides a reconciliation of the range of estimated diluted
net income attributable to common stockholders per share to
estimated diluted FFO per share and diluted Core FFO per share.
|
For the
three months ended
March 31,
2012
|
For the year
ended
December 31,
2012
|
|
|
Low
End
|
High
End
|
Low
End
|
High
End
|
|
Net income (loss) attributable
to common stockholders
|
$(0.01)
|
$0.01
|
$(0.05)
|
$(0.01)
|
|
Depreciation, including
share of joint ventures
|
0.20
|
0.20
|
0.92
|
0.92
|
|
Gain / loss on property
dispositions
|
--
|
--
|
--
|
--
|
|
Impact of dilutive
securities
|
--
|
--
|
(0.02)
|
(0.02)
|
|
Funds From
Operations
|
0.19
|
0.21
|
0.85
|
0.89
|
|
Other Core FFO Adjustments
(1)
|
0.02
|
0.02
|
0.05
|
0.05
|
|
Core Funds From
Operations
|
$0.21
|
$0.23
|
$0.90
|
$0.94
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Refer to the Supplemental
Information package for the nature of adjustments to reconcile FFO
to Core FFO. The Supplemental Information package is available in
the Investors section of the Company’s website at
www.ggp.com.
|
|
|
|
The 2012 guidance estimates reflects management’s view of
current and future market conditions, including assumptions with
respect to rental rates, occupancy levels and the earnings impact
of the events referenced in this release and previously disclosed.
The guidance also reflects management’s view of future capital
market conditions, which is generally consistent with the current
forward rates for LIBOR and U.S. Treasury bonds. The estimates do
not include possible future gains or losses or the impact on
operating results from other possible future property acquisitions
or dispositions, capital markets activity or impairment charges.
Earnings per share estimates may be subject to fluctuations as a
result of several factors, including changes in the recognition of
depreciation and amortization expense and any gains or losses
associated with disposition activity. By definition, Core FFO does
not include real estate-related depreciation and amortization or
gains or losses associated with property disposition activities.
This guidance is a forward-looking statement and is subject to the
risks and other factors described elsewhere in this release.
INVESTOR CONFERENCE CALL
On February 9, 2012, GGP will host
a conference call at 9:00 a.m. Eastern
Time. The conference call will be accessible by telephone
and through the Internet. Interested parties can access the call by
dialing 877.845.1018 (international 707.287.9345). A live webcast
of the conference call will be available in listen-only mode in the
Investors section at www.ggp.com. Interested parties should access
the conference call or website 10 minutes prior to the beginning of
the call in order to register.
For those unable to listen to the call live, a replay will be
available beginning at 1:00 p.m. EST
on February 9, 2012, through
February 23, 2012. To access the
replay, dial 855.859.2056 (international 404.537.3406) conference
ID 43425840. A replay of the call will be available on the
Company’s website in the Investors section.
SUPPLEMENTAL INFORMATION
GGP has prepared a supplemental information report available on
www.ggp.com in the Investors section. This information also has
been filed with the Securities and Exchange Commission as an
exhibit on Form 8-K.
RPI INFORMATION
In December 2011, the Board of
Directors approved the spin-off to holders of GGP’s common stock,
in the form of a special taxable dividend, shares of the newly
formed RPI. The spin-off was consummated on January 12, 2012. For every share of GGP’s common
stock, such holder received approximately 0.0375 shares of RPI
common stock. As the spin-off transaction did not occur until 2012,
the assets, liabilities and results of operations of RPI are
included in the consolidated financial statements of GGP as of
December 31, 2011.
This earnings release includes certain financial information
with and without RPI for the three and twelve months ended
December 31, 2011. GGP has provided
this information in order to illustrate the impact that the
spin-off would have had on GGP’s 2011 results and to provide more
meaningful information about GGP’s ongoing operations. Any RPI
information included in this earnings release (i) is derived solely
from the consolidating financial information included in GGP’s
consolidated financial results, (ii) has not been audited by RPI’s
auditors and (iii) has not been reviewed or adopted by RPI.
Accordingly, the RPI information included herein may differ from
the information that is publicly reported by RPI following
completion of its audit for the year ended December 31, 2011.
FORWARD-LOOKING STATEMENTS
Certain statements made in this press release may be deemed
“forward-looking statements” within the meaning of the Private
Securities Litigation Reform Act of 1995. Although GGP believes the
expectations reflected in any forward-looking statement are based
on reasonable assumption, it can give no assurance that its
expectations will be attained, and it is possible that actual
results may differ materially from those indicated by these
forward-looking statements due to a variety of risks, uncertainties
and other factors. Such factors include, but are not limited to,
GGP’s ability to refinance, extend, restructure or repay near
and intermediate term debt, its indebtedness, its ability to raise
capital through equity issuances, asset sales or the incurrence of
new debt, retail and credit market conditions, impairments, its
liquidity demands, retail and economic conditions. GGP discusses
these and other risks and uncertainties in its annual and quarterly
periodic reports filed with the Securities and Exchange Commission.
GGP may update that discussion in its periodic reports, but
otherwise takes no duty or obligation to update or revise these
forward-looking statements, whether as a result of new information,
future developments, or otherwise.
ABOUT GGP
General Growth Properties, Inc. owns or has an interest in 136
regional shopping malls comprising approximately 140 million square
feet of gross leasable area in the United
States. GGP is headquartered in Chicago, Illinois, and publicly traded on the
NYSE under the symbol GGP. For further information please
visit the GGP website at www.GGP.com.
NON-GAAP SUPPLEMENTAL FINANCIAL MEASURES AND
DEFINITIONS
REAL ESTATE PROPERTY NET OPERATING INCOME (NOI) AND CORE
NOI
The Company believes NOI is a useful supplemental measure of the
Company’s operating performance. The Company defines NOI as
operating revenues (rental income, tenant recoveries and other
income) less property and related expenses (real estate taxes,
property maintenance costs, marketing, other property expenses and
provision for doubtful accounts). NOI has been reflected on a
proportionate 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, retail investment property impairment
or non-recoverable development costs, depreciation and
amortization, gains and losses from property dispositions,
allocations to noncontrolling interests, reorganization items,
strategic initiatives, provision for income taxes, discontinued
operations 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 and operating costs.
This measure provides an operating perspective not
immediately apparent from GAAP operating or net income (loss)
attributable to common stockholders. 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 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.
CORE NOI excludes the NOI impacts of non-cash and certain
non-comparable items such as straight-line rent and intangible
asset and liability amortization resulting from acquisition
accounting. We present Core NOI, and Core EBITDA and Core FFO
as below, as we believe certain investors and other users of our
financial information use them as measures of the Company’s
historical operating performance.
EARNINGS BEFORE INTEREST, TAXES, DEPRECIATION AND
AMORTIZATION (EBITDA) AND CORE EBITDA
EBITDA is defined as net income (loss) attributable to common
stockholders, adjusted to exclude interest expense net of interest
income, warrant adjustment, income tax provision (benefit),
discontinued operations, allocations to noncontrolling interests,
depreciation and amortization. “Core EBITDA” comprises EBITDA
as defined immediately above and excludes certain non-cash and
certain non-recurring items such as our Core NOI adjustments
described above, provisions for impairment, emergence
reorganization items, strategic initiatives and certain management
and administration costs.
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 Real Estate Investment Trust (REIT).
FFO is defined as net income (loss) attributable to common
stockholders in accordance with GAAP, excluding impairment
write-downs on depreciable real estate, gains (or losses) from
cumulative effects of accounting changes, extraordinary items and
sales of properties, plus real estate related depreciation and
amortization and including adjustments for unconsolidated
partnerships and joint ventures. We believe our definition of FFO
is consistent with the definition of FFO as established by
NAREIT.
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. As with our
presentation of Core NOI and Core EBITDA, Core FFO excludes from
FFO certain items that are non-cash and certain non-comparable
items such as our Core NOI adjustments, Core EBITDA adjustments,
and FFO items such as FFO from discontinued operations, Permanent
Warrant expense, and interest expense on debt repaid or settled,
all as a result of our emergence, acquisition accounting and other
capital contribution or restructuring events.
RECONCILIATIONS OF NON-GAAP SUPPLEMENTAL FINANCIAL MEASURES
TO GAAP FINANCIAL MEASURES
In order to provide a better understanding of the relationship
between our non-GAAP Supplemental Financial measures of NOI, Core
NOI, EBITDA, Core EBITDA, FFO and Core FFO, reconciliations have
been provided as follows: a reconciliation of NOI and Core NOI to
GAAP Operating Income (loss); a reconciliation of EBITDA and Core
EBITDA to GAAP net income (loss) attributable to common
stockholders; a reconciliation of Core FFO and FFO to GAAP net
income (loss) attributable to common stockholders has been
provided. None of our non-GAAP Supplemental Financial
measures represents cash flow from operating activities in
accordance with GAAP, none should be considered as an alternative
to GAAP net income (loss) attributable to common stockholders and
none are necessarily indicative of cash available to fund cash
needs. In addition, the Company has presented such financial
measures 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 FFO produced by
such investments for the Company as a whole.
INVESTORS:
|
MEDIA:
|
|
Kevin Berry
|
David Keating
|
|
kevin.berry@ggp.com
|
david.keating@ggp.com
|
|
(312) 960-5529
|
(312) 960-6325
|
|
|
|
General Growth Properties,
Inc.
Consolidated Statements of
Income(1)
(in thousands, except per
share)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
|
|
Successor
|
Successor
|
Predecessor
|
Combined
|
|
|
|
December 31,
2011
|
Period from
November 10, 2010 through December 31, 2010
|
Period from
October 1, 2010 through November 9, 2010
|
December 31, 2010
|
|
Revenues:
|
|
|
|
|
|
|
Minimum rents
|
|
$
446,509
|
$
255,599
|
$
196,381
|
$
451,980
|
|
Tenant
recoveries
|
|
190,020
|
108,994
|
84,495
|
193,489
|
|
Overage rents
|
|
35,417
|
19,691
|
9,217
|
28,908
|
|
Management fees and other
corporate revenues
|
|
17,398
|
8,887
|
6,288
|
15,175
|
|
Other
|
|
30,248
|
15,946
|
7,885
|
23,831
|
|
Total revenues
|
|
719,592
|
409,117
|
304,266
|
713,383
|
|
Expenses:
|
|
|
|
|
|
|
Real estate
taxes
|
|
59,535
|
35,712
|
25,893
|
61,605
|
|
Property maintenance
costs
|
|
27,048
|
20,030
|
11,571
|
31,601
|
|
Marketing
|
|
15,937
|
12,300
|
3,411
|
15,711
|
|
Other property operating
costs
|
|
113,479
|
67,135
|
53,221
|
120,356
|
|
Provision for doubtful
accounts
|
|
2,572
|
471
|
2,137
|
2,608
|
|
Property management and
other costs
|
|
62,186
|
29,837
|
12,473
|
42,310
|
|
General and
administrative
|
|
15,558
|
22,262
|
2,206
|
24,468
|
|
Provisions for
impairment
|
|
64,337
|
-
|
-
|
-
|
|
Depreciation and
amortization
|
|
235,098
|
136,207
|
70,444
|
206,651
|
|
Total expenses
|
|
595,750
|
323,954
|
181,356
|
505,310
|
|
Operating income
|
|
123,842
|
85,163
|
122,910
|
208,073
|
|
Interest income
|
|
537
|
723
|
562
|
1,285
|
|
Interest expense
|
|
(232,013)
|
(139,171)
|
(203,163)
|
(342,334)
|
|
Warrant adjustment
|
|
(264,418)
|
(205,252)
|
-
|
(205,252)
|
|
Loss before income taxes, equity
in income (loss) of Unconsolidated Real Estate Affiliates,
reorganization items and noncontrolling interests
|
|
(372,052)
|
(258,537)
|
(79,691)
|
(338,228)
|
|
(Provision for) benefit from
income taxes
|
|
(989)
|
8,909
|
61,900
|
70,809
|
|
Equity in income (loss) of
Unconsolidated Real Estate Affiliates
|
|
5,432
|
(504)
|
(32,190)
|
(32,694)
|
|
Reorganization items
|
|
-
|
-
|
(227,987)
|
(227,987)
|
|
Loss from continuing
operations
|
|
(367,609)
|
(250,132)
|
(277,968)
|
(528,100)
|
|
Discontinued
operations
|
|
(656)
|
(5,952)
|
(638,863)
|
(644,815)
|
|
Net loss
|
|
(368,265)
|
(256,084)
|
(916,831)
|
(1,172,915)
|
|
Allocation to noncontrolling
interests
|
|
427
|
1,868
|
28,129
|
29,997
|
|
Net loss attributable to common
stockholders
|
|
$
(367,838)
|
$
(254,216)
|
$
(888,702)
|
$
(1,142,918)
|
|
Basic Loss Per
Share:
|
|
|
|
|
|
|
Continuing
operations
|
|
$
(0.39)
|
$
(0.26)
|
$
(0.83)
|
|
|
Discontinued
operations
|
|
-
|
(0.01)
|
(1.97)
|
|
|
Total basic loss per
share
|
|
$
(0.39)
|
$
(0.27)
|
$
(2.80)
|
|
|
Diluted Loss Per
Share:
|
|
|
|
|
|
|
Continuing
operations
|
|
$
(0.39)
|
$
(0.26)
|
$
(0.83)
|
|
|
Discontinued
operations
|
|
-
|
(0.01)
|
(1.97)
|
|
|
Total diluted loss per
share
|
|
$
(0.39)
|
$
(0.27)
|
$
(2.80)
|
|
|
|
|
|
|
|
|
|
(1) Amounts presented in
accordance with GAAP.
|
|
|
|
|
|
|
|
|
|
General Growth Properties,
Inc.
Consolidated Statements of
Income(1)
(in thousands, except per
share)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Twelve
Months Ended
|
|
|
|
Successor
|
Successor
|
Predecessor
|
Combined
|
|
|
|
December 31,
2011
|
Period from
November 10, 2010 through December 31, 2010
|
Period from
January 1, 2010 through November 9, 2010
|
December 31,
2010
|
|
Revenues:
|
|
|
|
|
|
|
Minimum rents
|
|
$
1,738,246
|
$
255,599
|
$
1,522,703
|
$
1,778,302
|
|
Tenant
recoveries
|
|
794,378
|
108,994
|
690,292
|
799,286
|
|
Overage rents
|
|
67,309
|
19,691
|
34,540
|
54,231
|
|
Management fees and other
corporate revenues
|
|
61,173
|
8,887
|
54,351
|
63,238
|
|
Other
|
|
81,836
|
15,946
|
61,069
|
77,015
|
|
Total revenues
|
|
2,742,942
|
409,117
|
2,362,955
|
2,772,072
|
|
Expenses:
|
|
|
|
|
|
|
Real estate
taxes
|
|
254,253
|
35,712
|
217,270
|
252,982
|
|
Property maintenance
costs
|
|
110,052
|
20,030
|
89,551
|
109,581
|
|
Marketing
|
|
38,447
|
12,300
|
24,185
|
36,485
|
|
Other property operating
costs
|
|
455,611
|
67,135
|
385,325
|
452,460
|
|
Provision for doubtful
accounts
|
|
6,223
|
471
|
15,603
|
16,074
|
|
Property management and
other costs
|
|
205,759
|
29,837
|
136,787
|
166,624
|
|
General and
administrative
|
|
36,003
|
22,262
|
24,895
|
47,157
|
|
Provisions for
impairment
|
|
64,337
|
-
|
4,516
|
4,516
|
|
Depreciation and
amortization
|
|
979,328
|
136,207
|
561,861
|
698,068
|
|
Total expenses
|
|
2,150,013
|
323,954
|
1,459,993
|
1,783,947
|
|
Operating income
|
|
592,929
|
85,163
|
902,962
|
988,125
|
|
Interest income
|
|
2,464
|
723
|
1,524
|
2,247
|
|
Interest expense
|
|
(958,612)
|
(139,171)
|
(1,259,275)
|
(1,398,446)
|
|
Warrant adjustment
|
|
55,042
|
(205,252)
|
-
|
(205,252)
|
|
Loss before income taxes, equity
in income (loss) of Unconsolidated Real Estate Affiliates,
reorganization items and noncontrolling interests
|
|
(308,177)
|
(258,537)
|
(354,789)
|
(613,326)
|
|
(Provision for) benefit from
income taxes
|
|
(9,256)
|
8,909
|
60,456
|
69,365
|
|
Equity in income (loss) of
Unconsolidated Real Estate Affiliates
|
|
2,898
|
(504)
|
21,857
|
21,353
|
|
Reorganization items
|
|
-
|
-
|
(339,314)
|
(339,314)
|
|
Loss from continuing
operations
|
|
(314,535)
|
(250,132)
|
(611,790)
|
(861,922)
|
|
Discontinued
operations
|
|
7,654
|
(5,952)
|
(600,618)
|
(606,570)
|
|
Net loss
|
|
(306,881)
|
(256,084)
|
(1,212,408)
|
(1,468,492)
|
|
Allocation to noncontrolling
interests
|
|
(6,291)
|
1,868
|
26,650
|
28,518
|
|
Net loss attributable to common
stockholders
|
|
$
(313,172)
|
$
(254,216)
|
$
(1,185,758)
|
$
(1,439,974)
|
|
Basic Loss Per
Share:
|
|
|
|
|
|
|
Continuing
operations
|
|
$
(0.34)
|
$
(0.26)
|
$
(1.89)
|
|
|
Discontinued
operations
|
|
0.01
|
(0.01)
|
(1.85)
|
|
|
Total basic loss per
share
|
|
$
(0.33)
|
$
(0.27)
|
$
(3.74)
|
|
|
Diluted Loss Per
Share:
|
|
|
|
|
|
|
Continuing
operations
|
|
$
(0.38)
|
$
(0.26)
|
$
(1.89)
|
|
|
Discontinued
operations
|
|
0.01
|
(0.01)
|
(1.85)
|
|
|
Total diluted loss per
share
|
|
$
(0.37)
|
$
(0.27)
|
$
(3.74)
|
|
|
|
|
|
|
|
|
|
(1) Amounts presented in
accordance with GAAP.
|
|
|
|
|
|
|
|
|
|
General Growth Properties,
Inc.
Consolidated Balance
Sheets(1)
(in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31,
2011
|
|
December 31,
2010
|
|
Assets:
|
|
|
|
|
|
Investment in real
estate:
|
|
|
|
|
|
|
Land
|
|
$
4,608,021
|
|
$
4,722,674
|
|
|
Buildings and
equipment
|
|
19,813,510
|
|
20,300,355
|
|
|
Less accumulated
depreciation
|
|
(973,027)
|
|
(129,794)
|
|
|
Developments in
progress
|
|
135,807
|
|
117,137
|
|
|
|
Net property and
equipment
|
|
23,584,311
|
|
25,010,372
|
|
|
Investment in and loans to/from
Unconsolidated Real Estate Affiliates
|
|
3,052,973
|
|
3,153,698
|
|
|
|
Net investment in real
estate
|
|
26,637,284
|
|
28,164,070
|
|
Cash and cash
equivalents
|
|
572,872
|
|
1,021,311
|
|
Accounts and notes receivable,
net
|
|
218,455
|
|
114,099
|
|
Deferred expenses,
net
|
|
169,545
|
|
175,669
|
|
Prepaid expenses and other
assets
|
|
1,803,796
|
|
2,300,452
|
|
Assets held for
disposition
|
|
116,199
|
|
591,778
|
|
|
|
Total Assets
|
|
$
29,518,151
|
|
$
32,367,379
|
|
|
|
|
|
|
|
|
|
Liabilities:
|
|
|
|
|
|
Mortgages, notes and loans
payable
|
|
$
17,129,506
|
|
$
17,841,757
|
|
Accounts payable and accrued
expenses
|
|
1,444,280
|
|
1,893,571
|
|
Distribution payable
|
|
526,332
|
|
38,399
|
|
Deferred tax
liabilities
|
|
29,220
|
|
36,463
|
|
Tax indemnification
liability
|
|
303,750
|
|
303,750
|
|
Junior Subordinated
Notes
|
|
206,200
|
|
206,200
|
|
Warrant liability
|
|
985,962
|
|
1,041,004
|
|
Liabilities held for
disposition
|
|
89,761
|
|
592,122
|
|
|
|
Total Liabilities
|
|
20,715,011
|
|
21,953,266
|
|
Redeemable noncontrolling
interests:
|
|
|
|
|
|
|
Preferred
|
|
120,756
|
|
120,756
|
|
|
Common
|
|
|
103,039
|
|
111,608
|
|
|
|
Total Redeemable Noncontrolling
Interests
|
|
223,795
|
|
232,364
|
|
Equity:
|
|
|
|
|
|
|
|
Total stockholders'
equity
|
|
8,483,329
|
|
10,079,102
|
|
|
Noncontrolling interests in
consolidated real estate affiliates
|
|
96,016
|
|
102,647
|
|
|
|
Total Equity
|
|
8,579,345
|
|
10,181,749
|
|
|
|
Total Liabilities and
Equity
|
|
$
29,518,151
|
|
$
32,367,379
|
|
|
|
|
|
|
|
|
|
(1)
|
Presented in accordance with
GAAP.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
General Growth Properties,
Inc.
Reconciliation of Core NOI, Core
EBITDA and Core FFO, at share
(in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
2011
|
|
Three Months Ended December 31,
2010
|
|
|
|
Successor
|
|
Successor
|
Successor
|
|
Combined
|
|
Combined
|
Combined
|
|
|
|
Pro Rata
Basis
|
|
Core
Adjustments
|
Core
|
|
Pro Rata
Basis
|
|
Core
Adjustments
|
Core
|
|
|
|
December 31,
2011
|
|
Dec 31,
2011
|
Dec 31,
2011
|
|
December 31,
2010
|
|
Dec 31,
2010
|
Dec 31,
2010
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property
revenues:
|
|
|
|
|
|
|
|
|
|
|
|
Minimum rents
|
|
$
540,495
|
|
$
29,541
|
$
570,036
|
|
$
541,370
|
|
$
11,383
|
$
552,753
|
|
Tenant
recoveries
|
|
228,003
|
|
-
|
228,003
|
|
225,782
|
|
-
|
225,782
|
|
Overage rents
|
|
42,790
|
|
-
|
42,790
|
|
33,004
|
|
-
|
33,004
|
|
Other, including
noncontrolling interests
|
|
31,285
|
|
-
|
31,285
|
|
25,971
|
|
-
|
25,971
|
|
Total property
revenues
|
|
842,573
|
|
29,541
|
872,114
|
|
826,127
|
|
11,383
|
837,510
|
|
Property operating
expenses:
|
|
|
|
|
|
|
|
|
|
|
|
Real estate
taxes
|
|
74,904
|
|
(1,578)
|
73,326
|
|
69,814
|
|
(1,324)
|
68,490
|
|
Property maintenance
costs
|
|
32,359
|
|
-
|
32,359
|
|
37,065
|
|
-
|
37,065
|
|
Marketing
|
|
19,417
|
|
-
|
19,417
|
|
18,947
|
|
-
|
18,947
|
|
Other property operating
costs
|
|
134,310
|
|
(1,643)
|
132,667
|
|
140,669
|
|
(1,596)
|
139,073
|
|
Provision for doubtful
accounts
|
|
2,715
|
|
-
|
2,715
|
|
2,509
|
|
-
|
2,509
|
|
Total property operating
expenses
|
|
263,705
|
|
(3,221)
|
260,484
|
|
269,004
|
|
(2,920)
|
266,084
|
|
NOI
|
|
$
578,868
|
|
$
32,762
|
$
611,630
|
|
$
557,123
|
|
$
14,303
|
$
571,426
|
|
Management fees and other
corporate revenues
|
|
18,629
|
|
(9)
|
18,620
|
|
16,908
|
|
(1,005)
|
15,903
|
|
Property management and other
costs
|
|
(68,538)
|
|
14,317
|
(54,221)
|
|
(48,770)
|
|
(562)
|
(49,332)
|
|
General and
administrative
|
|
(19,704)
|
|
88
|
(19,616)
|
|
(33,402)
|
|
4,547
|
(28,855)
|
|
Preferred unit
distributions
|
|
(2,648)
|
|
-
|
(2,648)
|
|
(2,838)
|
|
-
|
(2,838)
|
|
EBITDA before reorganization
items
|
|
$
506,607
|
|
$
47,158
|
$
553,765
|
|
$
489,021
|
|
$
17,283
|
$
506,304
|
|
Provisions for
impairment
|
|
(916)
|
|
916
|
-
|
|
-
|
|
-
|
-
|
|
Reorganization items
|
|
-
|
|
-
|
-
|
|
(227,987)
|
|
227,987
|
-
|
|
EBITDA
|
|
$
505,691
|
|
$
48,074
|
$
553,765
|
|
$
261,034
|
|
$
245,270
|
$
506,304
|
|
Depreciation on non-income
producing assets
|
|
(1,978)
|
|
-
|
(1,978)
|
|
(1,743)
|
|
-
|
(1,743)
|
|
Interest income
|
|
1,479
|
|
-
|
1,479
|
|
3,785
|
|
-
|
3,785
|
|
Interest expense:
|
|
|
|
|
|
|
|
|
|
|
|
Default
interest
|
|
(1,132)
|
|
1,132
|
-
|
|
(48,006)
|
|
48,006
|
-
|
|
Interest expense relating
to extinguished debt
|
|
-
|
|
-
|
-
|
|
(33,527)
|
|
33,527
|
-
|
|
Mark-to-market adjustments
on debt
|
|
3,420
|
|
(3,420)
|
-
|
|
(19,913)
|
|
19,913
|
-
|
|
Write-off of
mark-to-market adjustments on extinguished debt
|
|
148
|
|
(148)
|
-
|
|
-
|
|
-
|
-
|
|
Debt extinguishment
expenses
|
|
36
|
|
(36)
|
-
|
|
(1)
|
|
1
|
-
|
|
Interest on existing
debt
|
|
(273,031)
|
|
-
|
(273,031)
|
|
(279,390)
|
|
-
|
(279,390)
|
|
Warrant adjustment
|
|
(264,418)
|
|
264,418
|
-
|
|
(205,252)
|
|
205,252
|
-
|
|
(Provision for) benefit from
income taxes
|
|
(1,082)
|
|
1,082
|
-
|
|
70,693
|
|
(70,693)
|
-
|
|
Other FFO from noncontrolling
interests
|
|
(426)
|
|
-
|
(426)
|
|
1,171
|
|
-
|
1,171
|
|
FFO from discontinued
operations
|
|
478
|
|
(478)
|
-
|
|
481,734
|
|
(481,734)
|
-
|
|
|
|
(30,815)
|
|
310,624
|
279,809
|
|
230,585
|
|
(458)
|
230,127
|
|
Equity in FFO of Unconsolidated
Properties
|
|
-
|
|
-
|
-
|
|
-
|
|
-
|
-
|
|
FFO
|
|
$
(30,815)
|
|
$
310,624
|
$
279,809
|
|
$
230,585
|
|
$
(458)
|
$
230,127
|
|
|
|
|
|
|
|
|
|
|
|
|
General Growth Properties,
Inc.
Reconciliation of Core NOI, Core
EBITDA and Core FFO, at share
(in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Twelve Months Ended December 31,
2011
|
|
Twelve Months Ended December 31,
2010
|
|
|
|
Successor
|
|
Successor
|
Successor
|
|
Combined
|
|
Combined
|
Combined
|
|
|
|
Pro Rata
Basis
|
|
Core
Adjustments
|
Core
|
|
Pro Rata
Basis
|
|
Core
Adjustments
|
Core
|
|
|
|
December 31,
2011
|
|
December 31,
2011
|
December 31,
2011
|
|
December 31,
2010
|
|
December 31,
2010
|
December 31,
2010
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property
revenues:
|
|
|
|
|
|
|
|
|
|
|
|
Minimum rents
|
|
$
2,092,791
|
|
$
49,579
|
$
2,142,370
|
|
$
2,134,891
|
|
$
(26,546)
|
$
2,108,345
|
|
Tenant
recoveries
|
|
937,146
|
|
-
|
937,146
|
|
938,343
|
|
-
|
938,343
|
|
Overage rents
|
|
80,193
|
|
-
|
80,193
|
|
61,431
|
|
-
|
61,431
|
|
Other, including
noncontrolling interests
|
|
85,054
|
|
-
|
85,054
|
|
79,733
|
|
-
|
79,733
|
|
Total property
revenues
|
|
3,195,184
|
|
49,579
|
3,244,763
|
|
3,214,398
|
|
(26,546)
|
3,187,852
|
|
Property operating
expenses:
|
|
|
|
|
|
|
|
|
|
|
|
Real estate
taxes
|
|
302,268
|
|
(6,312)
|
295,956
|
|
294,028
|
|
(4,267)
|
289,761
|
|
Property maintenance
costs
|
|
129,280
|
|
-
|
129,280
|
|
128,140
|
|
-
|
128,140
|
|
Marketing
|
|
46,983
|
|
-
|
46,983
|
|
44,086
|
|
-
|
44,086
|
|
Other property operating
costs
|
|
536,256
|
|
(6,621)
|
529,635
|
|
532,626
|
|
(6,290)
|
526,336
|
|
Provision for doubtful
accounts
|
|
9,308
|
|
-
|
9,308
|
|
18,962
|
|
-
|
18,962
|
|
Total property operating
expenses
|
|
1,024,095
|
|
(12,933)
|
1,011,162
|
|
1,017,842
|
|
(10,557)
|
1,007,285
|
|
NOI
|
|
$
2,171,089
|
|
$
62,512
|
$
2,233,601
|
|
$
2,196,556
|
|
$
(15,989)
|
$
2,180,567
|
|
Management fees and other
corporate revenues
|
|
66,312
|
|
(421)
|
65,891
|
|
79,196
|
|
(13,083)
|
66,113
|
|
Property management and other
costs
|
|
(228,507)
|
|
31,395
|
(197,112)
|
|
(199,227)
|
|
16,814
|
(182,413)
|
|
General and
administrative
|
|
(46,626)
|
|
(13,217)
|
(59,843)
|
|
(61,365)
|
|
2,428
|
(58,937)
|
|
Preferred unit
distributions
|
|
(9,654)
|
|
-
|
(9,654)
|
|
(9,844)
|
|
-
|
(9,844)
|
|
EBITDA before reorganization
items
|
|
$
1,952,614
|
|
$
80,269
|
$
2,032,883
|
|
$
2,005,316
|
|
$
(9,830)
|
$
1,995,486
|
|
Provisions for
impairment
|
|
(916)
|
|
916
|
-
|
|
-
|
|
-
|
-
|
|
Reorganization items
|
|
-
|
|
-
|
-
|
|
(339,319)
|
|
339,319
|
-
|
|
EBITDA
|
|
$
1,951,698
|
|
$
81,185
|
$
2,032,883
|
|
$
1,665,997
|
|
$
329,489
|
$
1,995,486
|
|
Depreciation on non-income
producing assets
|
|
(6,561)
|
|
-
|
(6,561)
|
|
(8,168)
|
|
-
|
(8,168)
|
|
Interest income
|
|
8,534
|
|
-
|
8,534
|
|
9,084
|
|
-
|
9,084
|
|
Interest expense:
|
|
|
|
|
|
|
|
|
|
|
|
Default
interest
|
|
(62,089)
|
|
62,089
|
-
|
|
(131,745)
|
|
131,745
|
-
|
|
Interest expense relating
to extinguished debt
|
|
(11,045)
|
|
11,045
|
-
|
|
(234,162)
|
|
234,162
|
-
|
|
Mark-to-market adjustments
on debt
|
|
15,725
|
|
(15,725)
|
-
|
|
(54,984)
|
|
54,984
|
-
|
|
Write-off of
mark-to-market adjustments on extinguished debt
|
|
47,614
|
|
(47,614)
|
-
|
|
-
|
|
-
|
-
|
|
Debt extinguishment
expenses
|
|
(1,565)
|
|
1,565
|
-
|
|
(99)
|
|
99
|
-
|
|
Interest on existing
debt
|
|
(1,103,096)
|
|
-
|
(1,103,096)
|
|
(1,131,305)
|
|
-
|
(1,131,305)
|
|
Warrant adjustment
|
|
55,042
|
|
(55,042)
|
-
|
|
(205,252)
|
|
205,252
|
-
|
|
(Provision for) benefit from
income taxes
|
|
(9,630)
|
|
9,630
|
-
|
|
69,332
|
|
(69,332)
|
-
|
|
Other FFO from noncontrolling
interests
|
|
5,248
|
|
-
|
5,248
|
|
4,097
|
|
-
|
4,097
|
|
FFO from discontinued
operations
|
|
18,278
|
|
(18,278)
|
-
|
|
629,882
|
|
(629,882)
|
-
|
|
|
|
908,153
|
|
28,855
|
937,008
|
|
612,677
|
|
256,517
|
869,194
|
|
Equity in FFO of Unconsolidated
Properties
|
|
-
|
|
-
|
-
|
|
-
|
|
-
|
-
|
|
FFO
|
|
$
908,153
|
|
$
28,855
|
$
937,008
|
|
$
612,677
|
|
$
256,517
|
$
869,194
|
|
|
|
|
|
|
|
|
|
|
|
|
General Growth Properties,
Inc.
Reconciliation of Non-GAAP to
GAAP Financial Measures
(in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Twelve
Months Ended
|
|
|
|
|
|
December 31,
2011
|
December 31,
2010
|
|
December 31,
2011
|
December 31,
2010
|
|
Reconciliation of NOI to GAAP
Operating Income
|
|
|
|
|
|
|
|
NOI:
|
|
|
|
|
|
|
|
|
|
Pro Rata basis
|
|
$
578,868
|
$
557,123
|
|
$
2,171,089
|
$
2,196,556
|
|
|
Unconsolidated
Properties
|
|
(100,477)
|
(93,465)
|
|
(368,848)
|
(367,087)
|
|
|
Consolidated
Properties
|
|
478,391
|
463,658
|
|
1,802,241
|
1,829,469
|
|
Management fees and other
corporate revenues
|
|
17,398
|
15,175
|
|
61,173
|
63,238
|
|
Property management and other
costs
|
|
(62,186)
|
(42,310)
|
|
(205,759)
|
(166,624)
|
|
General and
administrative
|
|
(15,558)
|
(24,468)
|
|
(36,003)
|
(47,157)
|
|
Provisions for
impairment
|
|
(64,337)
|
-
|
|
(64,337)
|
(4,516)
|
|
Depreciation and
amortization
|
|
(235,098)
|
(206,651)
|
|
(979,328)
|
(698,068)
|
|
Noncontrolling interest in NOI
of Consolidated Properties
|
|
5,232
|
2,669
|
|
14,942
|
11,783
|
|
Operating income
|
|
$
123,842
|
$
208,073
|
|
$
592,929
|
$
988,125
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of EBITDA to
GAAP
Net Loss Attributable to
Common
Stockholders
|
|
|
|
|
|
EBITDA:
|
|
|
|
|
|
|
|
|
Pro Rata basis
|
|
$
505,691
|
$
261,034
|
|
$
1,951,698
|
$
1,665,997
|
|
|
Unconsolidated
Properties
|
|
(91,210)
|
(79,804)
|
|
(340,616)
|
(336,229)
|
|
|
Consolidated
Properties
|
|
414,481
|
181,230
|
|
1,611,082
|
1,329,768
|
|
Preferred unit
distributions
|
|
2,648
|
2,838
|
|
9,654
|
9,844
|
|
Noncontrolling interest in NOI
of Consolidated Properties
|
|
5,232
|
2,669
|
|
14,942
|
11,783
|
|
Interest income
|
|
537
|
1,285
|
|
2,464
|
2,247
|
|
Interest expense
|
|
(232,013)
|
(342,334)
|
|
(958,612)
|
(1,398,446)
|
|
Warrant adjustment
|
|
(264,418)
|
(205,252)
|
|
55,042
|
(205,252)
|
|
Provision for income
taxes
|
|
(989)
|
70,809
|
|
(9,256)
|
69,365
|
|
Provision for impairment
excluded from FFO
|
|
(63,421)
|
-
|
|
(63,421)
|
(4,516)
|
|
Equity in (loss) income of
Unconsolidated Real Estate Affiliates
|
|
5,432
|
(32,694)
|
|
2,898
|
21,353
|
|
Discontinued
operations
|
|
(656)
|
(644,815)
|
|
7,654
|
(606,570)
|
|
Allocation to noncontrolling
interests
|
|
427
|
29,997
|
|
(6,291)
|
28,518
|
|
Net loss attributable to common
stockholders
|
|
$
(367,838)
|
$
(1,142,918)
|
|
$
(313,172)
|
$
(1,439,974)
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of FFO to
GAAP
Net Loss Attributable to
Common
Stockholders
|
|
|
|
|
|
FFO:
|
|
|
|
|
|
|
|
|
|
Pro Rata basis
|
|
$
(30,815)
|
$
230,585
|
|
$
908,153
|
$
612,677
|
|
|
Unconsolidated
Properties
|
|
-
|
-
|
|
-
|
-
|
|
|
Consolidated
Properties
|
|
(30,815)
|
230,585
|
|
908,153
|
612,677
|
|
Depreciation and amortization of
capitalized real estate costs
|
|
(283,652)
|
(245,701)
|
|
(1,167,799)
|
(835,630)
|
|
Noncontrolling interests in
depreciation of Consolidated Properties
|
|
3,764
|
815
|
|
9,339
|
4,511
|
|
Provision for impairment
excluded from FFO
|
|
(63,421)
|
-
|
|
(63,421)
|
(4,516)
|
|
Provision for impairment
excluded from FFO of discontinued operations
|
|
(4,045)
|
(31,867)
|
|
(4,045)
|
(62,640)
|
|
Redeemable noncontrolling
interests
|
|
2,598
|
33,560
|
|
2,212
|
40,396
|
|
Depreciation and amortization of
discontinued operations
|
|
(403)
|
(14,299)
|
|
(14,170)
|
(60,085)
|
|
Net loss attributable to common
stockholders
|
|
$
(367,838)
|
$
(1,142,918)
|
|
$
(313,172)
|
$
(1,439,974)
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of Equity in NOI
of
Unconsolidated Properties to
GAAP
Equity in Income (Loss) Income
of
Unconsolidated Real Estate
Affiliates
|
|
|
Equity in Unconsolidated
Properties:
|
|
|
|
|
|
|
|
|
NOI
|
|
|
$
100,477
|
$
93,465
|
|
$
368,848
|
$
367,087
|
|
|
Net property management fees and
costs
|
|
(5,121)
|
(4,727)
|
|
(17,609)
|
(16,645)
|
|
|
Net interest expense
|
|
(37,604)
|
(36,003)
|
|
(149,774)
|
(147,012)
|
|
|
General and administrative,
provisions for impairment,
|
|
|
|
|
|
|
|
|
FFO of discontinued
Unconsolidated Properties
|
|
(773)
|
(1,700)
|
|
(1,203)
|
41,612
|
|
FFO of Unconsolidated
Properties
|
|
52,756
|
42,007
|
|
189,345
|
230,879
|
|
Depreciation and amortization of
capitalized real estate costs
|
|
(50,562)
|
(43,113)
|
|
(196,344)
|
(158,017)
|
|
Provision for impairment
excluded from FFO
|
|
-
|
-
|
|
-
|
-
|
|
Provision for impairment
excluded from FFO of discontinued operations
|
|
-
|
(31,856)
|
|
-
|
(31,856)
|
|
Other, including gain on sales
of investment properties
|
|
3,238
|
268
|
|
9,897
|
(19,653)
|
|
Equity in income (loss) of
Unconsolidated Real Estate Affiliates
|
|
$
5,432
|
$
(32,694)
|
|
$
2,898
|
$
21,353
|
|
|
|
|
|
|
|
|
|
|
SOURCE General Growth Properties, Inc.