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GGP Reports Full Year 2013 Results

Same Store NOI Increases 6.0%; Company EBITDA Increases 4.3%

CHICAGO, Feb. 3, 2014 /PRNewswire/ -- General Growth Properties, Inc. (the "Company" or "GGP") (NYSE: GGP) today reported results for the three and twelve months ended December 31, 2013.

Financial Results

For the Three Months Ended December 31, 2013                
Company Funds from Operations ("Company FFO") per share increased 17.0% to $0.36 per diluted share from $0.31 per diluted share in the prior year period. Company FFO increased 11.3% to $347 million from $311 million in the prior year period.

Company Earnings Before Interest, Taxes, Depreciation and Amortization ("Company EBITDA") increased 3.7% to $556 million from $536 million in the prior year period.

Comparable Net Operating Income ("Same Store NOI") increased 6.2% to $582 million from $548 million in the prior year period.

Net income attributable to GGP, which is impacted primarily by depreciation expense, provisions for impairment and a gain from change in control of investment properties, was $77 million, or $0.07 per diluted share, as compared to $32 million, or $0.04 per diluted share, in the prior year period.

For the Twelve Months Ended December 31, 2013                 
Company FFO per share increased 18.2% to $1.16 per diluted share from $0.98 per diluted share in the prior year period. Company FFO increased 15.7% to $1,148 million from $992 million in the prior year period.

Company EBITDA increased 4.3% to $2,015 million from $1,932 million in the prior year period.

Same Store NOI increased 6.0% to $2,112 million from $1,993 million in the prior year period.

Net income attributable to GGP, which is impacted primarily by depreciation expense, a gain from change in control of investment properties and a non-cash accounting adjustment for outstanding warrants, was $303 million, or $0.31 per diluted share, as compared to a Net loss attributable to GGP of $481 million, or $0.52 loss per diluted share, in the prior year period.

Operational Highlights for the Regional Mall Portfolio

  • Tenant sales increased 3.6% to $564 per square foot on a trailing 12-month basis.
  • Mall leased percentage was 97.1% at quarter end, an increase of 100 basis points from December 31, 2012.
  • Initial rental rates for executed leases commencing in 2013 on a suite-to-suite basis increased 12.3%, or $7.05 per square foot, to $64.29 per square foot when compared to the rental rate for expiring leases.

Financing Activities

Property-Level Debt                                 
During the three months ended December 31, 2013, the Company obtained $649 million ($592 million at share) of property-level debt with a weighted-average interest rate of 3.76% (3.79% at share) and weighted-average term-to-maturity of 7.5 years (7.7 years at share). The prior loans had a weighted-average interest rate of 5.00% (5.02% at share) and a remaining term-to-maturity of 2.3 years (2.1 years at share). The transactions generated approximately $167 million of net proceeds.

Investment Activities

Acquisitions                       
During the three months ended December 31, 2013, the Company acquired two properties for $315 million and land for development for $35 million.

Dispositions                    
During the three months ended December 31, 2013, the Company sold three malls for gross proceeds of $134 million.

Development            
The Company has development and redevelopment activities totaling approximately $2.1 billion of which approximately $285 million has opened.

Guidance

Company FFO for the year ending December 31, 2014, is expected to be $1.27 to $1.31 per diluted share. Company FFO for the first quarter 2014 is expected to be $0.29 to $0.30 per diluted share.

The following table provides a reconciliation of the range of estimated diluted net income attributable to GGP per share to estimated FFO per diluted share and Company FFO per diluted share.


For the year ending

December 31, 2014

For the three months ending

March 31, 2014


Low End

High End

Low End

High End






Company FFO per diluted share

$1.27

$1.31

$0.29

$0.30

Adjustments (1)

(0.04)

(0.04)

(0.01)

(0.01)

FFO

1.23

1.27

0.28

0.29

Depreciation, including share of joint ventures

(0.91)

(0.91)

(0.22)

(0.22)

Net income attributable to common stockholders

0.32

0.36

0.06

0.07

Preferred stock dividends

0.02

0.02

-

-

Net income attributable to GGP

$0.34

$0.38

$0.06

$0.07






(1) Includes impact of straight-line rent, above/below market rent, ground rent amortization and debt market rate adjustments.

The guidance estimate reflects management's view of current and future market conditions, including assumptions with respect to rental rates, occupancy levels, retail sales, variable expenses, interest rates and the earnings impact of the events referenced in this release and previously disclosed. The guidance also reflects management's view of capital market conditions. The estimates do not include possible future gains or losses or the impact on operating results from other possible future property acquisitions or dispositions or capital markets activity. Earnings per share estimates may be subject to fluctuations as a result of several factors, including any gains or losses associated with disposition activity. By definition, FFO and Company FFO do not include real estate-related depreciation and amortization, provisions for impairment, 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 and in the Company's annual and quarterly periodic reports filed with the Securities and Exchange Commission.

Investor Conference Call

On Tuesday, February 4, 2014, the Company will host a conference call at 9:00 a.m. CST (10:00 a.m. EST). 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 for approximately two weeks after the conference call event. To access the replay, dial 855.859.2056 (international 404.537.3406) conference ID 27702464.

Supplemental Information

The Company has prepared a supplemental information report available on www.ggp.com in the Investors section. This information also has been furnished with the Securities and Exchange Commission as an exhibit on Form 8-K.

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 the Company 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,  the Company'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. The Company discusses these and other risks and uncertainties in its annual and quarterly periodic reports filed with the Securities and Exchange Commission. The Company 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.

Investors and others should note that we post our current Investor Presentation on the Investors page of our website at ggp.com.  From time to time, we update that Investor Presentation and when we do, it will be posted on the Investors page of our website at ggp.com.  It is possible that the updates could include information deemed to be material information.  Therefore, we encourage investors, the media and others interested in our company to review the information we post on the Investors page of our website at ggp.com from time to time.

General Growth Properties, Inc.

General Growth Properties, Inc. is an S&P 500 company focused exclusively on owning, managing, leasing, and redeveloping high-quality retail properties throughout the United States. GGP's portfolio is comprised of 120 retail properties in the United States comprising approximately 125 million square feet. GGP is headquartered in Chicago, Illinois, and publicly traded on the NYSE under the symbol GGP.

Investor Relations Contact:

Media Contact:

Kevin Berry 

David Keating

VP Investor Relations 

VP Corporate Communications

(312) 960-5529

(312) 960-6325

[email protected]

[email protected]

Non-GAAP Supplemental Financial Measures and Definitions

Net Operating Income ("NOI") and Company NOI          
The Company defines NOI as income from property operations after operating expenses have been deducted, but prior to deducting financing, administrative and income tax expenses.  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.  The Company considers NOI a helpful supplemental measure of its operating performance because it is a direct measure of the actual results of the Company's properties.  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, provision for income taxes, discontinued operations, preferred stock dividends, 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. 

The Company also considers Company NOI to be a helpful supplemental measure of its operating performance because it excludes from NOI certain non-cash and non-comparable items such as straight-line rent and intangible asset and liability amortization, which are a result of the Company's acquisition accounting and other capital contribution or restructuring events. However, due to the exclusions noted, Company NOI should only be used as an alternative measure of the Company's financial performance.  The Company presents Company NOI and Company FFO (as defined below), as management of the Company believes certain investors and other users of the Company's financial information use them as measures of the Company's historical operating performance.

Funds From Operations ("FFO") and Company FFO               
The Company determines FFO based upon the definition set forth by National Association of Real Estate Investment Trusts ("NAREIT").  The Company determines FFO to be its share of consolidated net income (loss) computed in accordance with GAAP, excluding real estate related depreciation and amortization, excluding gains and losses from extraordinary items, excluding cumulative effects of accounting changes, excluding gains and losses from the sales of, or any impairment charges related to, previously depreciated operating properties, plus the allocable portion of FFO of unconsolidated joint ventures based upon the Company's economic ownership interest, and all determined on a consistent basis in accordance with GAAP.  As with the Company's presentation of NOI, FFO has been reflected on a proportionate basis.

The Company considers FFO a helpful supplemental measure of the operating performance for equity REITs and a complement to GAAP measures because it is a recognized measure of performance by the real estate industry.  FFO facilitates an understanding of the operating performance of the Company's properties between periods because it 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 the Company's presentation of Company NOI, the Company also considers Company FFO to be a helpful supplemental measure of the operating performance for equity REITs because it excludes from FFO certain items that are non-cash and certain non-comparable items such as Company NOI adjustments, and FFO items such as FFO from discontinued operations related to the spin-off of Rouse Properties, Inc, mark-to-market adjustments on debt and gains on the extinguishment of debt, warrant liability adjustment, and interest expense on debt repaid or settled all which are a result of the Company's acquisition accounting and other capital contribution or restructuring events.

Reconciliation of Non-GAAP Financial Measures to GAAP Financial Measures          
The Company presents NOI and FFO as they are financial measures widely used in the REIT industry.  In order to provide a better understanding of the relationship between the Company's non-GAAP financial measures of NOI, Company NOI, FFO and Company FFO, reconciliations have been provided as follows: a reconciliation of GAAP operating income to NOI and Company NOI and a reconciliation of net loss attributable to GGP to FFO and Company FFO.  None of the Company's non-GAAP 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 GGP 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.

 

FINANCIAL OVERVIEW

GGP










Consolidated Statements of Operations

(In thousands, except per share)



Three Months Ended


Twelve Months Ended



December 31,
2013


December 31,
2012


December 31,
2013


December 31,
2012










Revenues:









Minimum rents

$ 414,870


$ 409,922


$ 1,588,883


$ 1,549,933


Tenant recoveries

184,610


176,077


723,634


700,914


Overage rents

28,659


35,413


56,212


69,756


Management fees and other corporate revenues

18,218


16,303


68,792


71,949


Other

35,006


26,045


89,866


74,286

Total revenues

681,363


663,760


2,527,387


2,466,838

Expenses:









Real estate taxes

64,212


52,957


243,941


219,139


Property maintenance costs

19,006


21,917


71,334


76,139


Marketing

8,155


11,662


26,214


33,263


Other property operating costs

84,952


88,506


352,466


361,345


Provision for doubtful accounts

571


1,373


4,068


4,017


Property management and other costs

41,432


40,641


164,777


159,600


General and administrative

14,658


7,602


49,237


39,120


Provisions for impairment

18,361


-


18,361


32,100


Depreciation and amortization

192,365


188,245


764,830


782,552

Total expenses

443,712


412,903


1,695,228


1,707,275

Operating income

237,651


250,857


832,159


759,563

Interest income

6,423


470


7,699


2,374

Interest expense

(176,351)


(206,342)


(736,560)


(794,550)

Loss on foreign currency

(7,312)


-


(7,312)


-

Warrant liability adjustment

-


(89,153)


(40,546)


(502,234)

Gains from changes in control of investment properties

-


-


219,784


18,547

Loss on extinguishment of debt

-


(15,007)


(36,479)


(15,007)

Income (loss) before income taxes, equity in income of Unconsolidated Real Estate Affiliates, discontinued operations, noncontrolling interests and preferred stock dividends

60,411


(59,175)


238,745


(531,307)

Benefit from (provision for) income taxes

891


(3,538)


(345)


(9,091)

Equity in income of Unconsolidated Real Estate Affiliates

17,754


15,135


58,919


54,984

Equity in income of Unconsolidated Real Estate Affiliates - gain on investment

9,189


23,358


9,837


23,358

Income (loss) from continuing operations

88,245


(24,220)


307,156


(462,056)

Discontinued operations:








(Loss) gain from discontinued operations, including gains (losses) on dispositions

(7,084)


9,120


(15,851)


(60,242)

Gain on extinguishment of debt

-


50,765


25,894


50,765

Discontinued operations, net

(7,084)


59,885


10,043


(9,477)

Net income (loss)

81,161


35,665


317,199


(471,533)

Allocation to noncontrolling interests

(3,964)


(3,464)


(14,671)


(9,700)

Net income (loss) attributable to GGP

77,197


32,201


302,528


(481,233)

Preferred stock dividends

(3,984)


-


(14,078)


-

Net income (loss) attributable to common stockholders

$ 73,213


$ 32,201


$ 288,450


$ (481,233)

Basic Income (Loss) Per Share:









Continuing operations

$ 0.09


$ (0.02)


$ 0.30


$ (0.51)


Discontinued operations

(0.01)


0.06


0.01


(0.01)

Total basic income (loss) per share

$ 0.08


$ 0.04


$ 0.31


$ (0.52)

Diluted Income (Loss) Per Share:









Continuing operations

$ 0.08


$ (0.02)


$ 0.30


$ (0.51)


Discontinued operations

(0.01)


0.06


0.01


(0.01)

Total diluted income (loss) per share

$ 0.07


$ 0.04


$ 0.31


$ (0.52)










 

FINANCIAL OVERVIEW

GGP


Consolidated Balance Sheets

(In thousands)






December 31,
2013


December 31,
2012

Assets:





Investment in real estate:






Land


$  4,320,597


$ 4,278,471


Buildings and equipment


18,270,748


18,806,858


Less accumulated depreciation


(1,884,861)


(1,440,301)


Construction in progress


406,930


376,529



Net property and equipment


21,113,414


22,021,557


Investment in and loans to/from Unconsolidated Real Estate Affiliates


2,407,698


2,865,871



Net investment in real estate


23,521,112


24,887,428

Cash and cash equivalents


577,271


624,815

Accounts and notes receivable, net


478,899


260,860

Deferred expenses, net


189,452


179,837

Prepaid expenses and other assets


995,569


1,329,465



Total assets


$ 25,762,303


$ 27,282,405

Liabilities:





Mortgages, notes and loans payable


$ 15,672,437


$ 15,966,866

Investment in Unconsolidated Real Estate Affiliates


17,405


-

Accounts payable and accrued expenses


989,367


1,212,231

Dividend payable 


134,476


103,749

Deferred tax liabilities


24,667


28,174

Tax indemnification liability


303,586


303,750

Junior Subordinated Notes


206,200


206,200

Warrant liability


-


1,488,196



Total liabilities


17,348,138


19,309,166

Redeemable noncontrolling interests:  






     Preferred


131,881


136,008


     Common 


97,021


132,211



Total redeemable noncontrolling interests


228,902


268,219

Equity: 






Preferred stock


242,042


-


Stockholders' equity


7,861,079


7,621,698


Noncontrolling interests in consolidated real estate affiliates


82,142


83,322



Total equity


8,185,263


7,705,020



Total liabilities and equity


$ 25,762,303


$ 27,282,405








 

PROPORTIONATE FINANCIAL STATEMENTS

GGP





Company NOI, EBITDA and FFO

For the Three Months Ended December 31, 2013 and 2012

(In thousands)













Three Months Ended December 31, 2013


Three Months Ended December 31, 2012



Consolidated Properties

Noncontrolling Interests

Unconsolidated Properties

Proportionate

Adjustments

Company


Consolidated Properties

Noncontrolling Interests

Unconsolidated Properties

Proportionate

Adjustments

Company
















Property revenues:















     Minimum rents


$ 414,870

$ (3,463)

$ 97,500

$ 508,907

$ 5,426

$ 514,333


$ 409,922

$ (3,468)

$ 84,242

$ 490,696

$ 10,646

$ 501,342

     Tenant recoveries


184,610

(1,254)

40,709

224,065

-

224,065


176,077

(1,178)

35,118

210,017

-

210,017

     Overage rents


28,659

(241)

8,369

36,787

-

36,787


35,413

(181)

6,596

41,828

-

41,828

     Other revenue


35,006

(147)

5,122

39,981

-

39,981


26,045

(126)

5,563

31,482

-

31,482

 Total property revenues 


663,145

(5,105)

151,700

809,740

5,426

815,166


647,457

(4,953)

131,519

774,023

10,646

784,669

Property operating expenses:















     Real estate taxes


64,212

(531)

12,792

76,473

(1,578)

74,895


52,957

(523)

11,683

64,117

(1,578)

62,539

     Property maintenance costs


19,006

(128)

5,107

23,985

-

23,985


21,917

(147)

4,856

26,626

-

26,626

     Marketing


8,155

(91)

2,782

10,846

-

10,846


11,662

(106)

2,755

14,311

-

14,311

     Other property operating costs


84,952

(424)

20,129

104,657

(1,347)

103,310


88,506

(582)

18,064

105,988

(1,384)

104,604

     Provision for doubtful accounts


571

7

(196)

382

-

382


1,373

48

508

1,929

-

1,929

Total property operating expenses  


176,896

(1,167)

40,614

216,343

(2,925)

213,418


176,415

(1,310)

37,866

212,971

(2,962)

210,009

NOI


$ 486,249

$ (3,938)

$ 111,086

$ 593,397

$ 8,351

$ 601,748


$ 471,042

$ (3,643)

$ 93,653

$ 561,052

$ 13,608

$ 574,660

Management fees and other corporate revenues


18,218

-

-

18,218

-

18,218


16,303

-

-

16,303

-

16,303

Property management and other costs


(41,432)

172

(7,037)

(48,297)

(395)

(48,692)


(40,641)

156

(6,127)

(46,612)

(424)

(47,036)

General and administrative


(14,658)

-

(242)

(14,900)

-

(14,900)


(7,602)

-

20

(7,582)

-

(7,582)

EBITDA


$ 448,377

$ (3,766)

$ 103,807

$ 548,418

$ 7,956

$ 556,374


$ 439,102

$ (3,487)

$ 87,546

$ 523,161

$ 13,184

$ 536,345

Depreciation on non-income producing assets


(3,192)

-

-

(3,192)

-

(3,192)


(1,630)

-

-

(1,630)

-

(1,630)

Interest income


6,423

-

184

6,607

-

6,607


470

(1)

84

553

-

553

Preferred unit distributions


(2,280)

-

-

(2,280)

-

(2,280)


(2,310)

-

-

(2,310)

-

(2,310)

Preferred stock dividends


(3,984)

-

-

(3,984)

-

(3,984)


-

-

-

-

-

-

Interest expense:















     Default interest


(680)

-

-

(680)

680

-


(1,157)

-

-

(1,157)

1,157

-

     Mark-to-market adjustments on debt


(1,912)

(95)

363

(1,644)

1,644

-


(2,326)

(90)

218

(2,198)

2,198

-

     Write-off of mark-to-market adjustments on extinguished debt

(275)

-

(3,924)

(4,199)

4,199

-


(287)

-

-

(287)

287

-

     Interest on existing debt


(173,484)

1,111

(35,883)

(208,256)

-

(208,256)


(202,572)

1,137

(32,996)

(234,431)

-

(234,431)

Loss on foreign currency


(7,312)

-

-

(7,312)

7,312

-


-

-

-

-

-

-

Warrant liability adjustment


-

-

-

-

-

-


(89,153)

-

-

(89,153)

89,153

-

Loss on extinguishment of debt


-

-

-

-

-

-


(15,007)

-

-

(15,007)

15,007

-

Provision for income taxes


891

19

8

918

(1,499)

(581)


(3,538)

10

(122)

(3,650)

3,171

(479)

FFO from discontinued operations


1,544

-

1

1,545

430

1,975


52,838

-

7,461

60,299

(46,974)

13,325



264,116

(2,731)

64,556

325,941

20,722

346,663


174,430

(2,431)

62,191

234,190

77,183

311,373

Equity in FFO of Unconsolidated Properties and Noncontrolling Interests

61,825

2,731

(64,556)

-

-

-


59,760

2,431

(62,191)

-

-

-

FFO


$ 325,941

$ -

$ -

$ 325,941

$  20,722

$ 346,663


$ 234,190

$ -

$ -

$ 234,190

$ 77,183

$ 311,373
















Company FFO per diluted share







$ 0.36







$ 0.31
















 

PROPORTIONATE FINANCIAL STATEMENTS


GGP






Company NOI, EBITDA and FFO



For the Twelve Months Ended December 31, 2013 and 2012



(In thousands)










Twelve Months Ended December 31, 2013


Twelve Months Ended December 31, 2012



Consolidated Properties

Noncontrolling Interests

Unconsolidated Properties

Proportionate

Adjustments

Company


Consolidated Properties

Noncontrolling Interests

Unconsolidated Properties

Proportionate

Adjustments

Company
















Property revenues:















     Minimum rents


$ 1,588,883

$ (14,143)

$ 363,346

$ 1,938,086

$ 27,918

$ 1,966,004


$ 1,549,933

$ (12,152)

$ 335,494

$ 1,873,275

$ 24,555

$ 1,897,830

     Tenant recoveries


723,634

(4,841)

159,579

878,372

-

878,372


700,914

(4,505)

143,940

840,349

-

840,349

     Overage rents


56,212

(486)

15,829

71,555

-

71,555


69,756

(392)

12,196

81,560

-

81,560

     Other revenue


89,866

(440)

15,677

105,103

-

105,103


74,286

(372)

14,903

88,817

-

88,817

 Total property revenues 


2,458,595

(19,910)

554,431

2,993,116

27,918

3,021,034


2,394,889

(17,421)

506,533

2,884,001

24,555

2,908,556

Property operating expenses:















     Real estate taxes


243,941

(2,126)

51,542

293,357

(6,312)

287,045


219,139

(2,063)

46,917

263,993

(6,312)

257,681

     Property maintenance costs


71,334

(406)

17,107

88,035

-

88,035


76,139

(425)

17,084

92,798

-

92,798

     Marketing


26,214

(263)

7,840

33,791

-

33,791


33,263

(318)

7,994

40,939

-

40,939

     Other property operating costs


352,466

(2,066)

78,491

428,891

(10,121)

418,770


361,345

(2,218)

74,366

433,493

(5,668)

427,825

     Provision for doubtful accounts


4,068

(29)

743

4,782

-

4,782


4,017

15

982

5,014

-

5,014

Total property operating expenses  


698,023

(4,890)

155,723

848,856

(16,433)

832,423


693,903

(5,009)

147,343

836,237

(11,980)

824,257

NOI


$ 1,760,572

$ (15,020)

$ 398,708

$ 2,144,260

$ 44,351

$ 2,188,611


$ 1,700,986

$ (12,412)

$ 359,190

$ 2,047,764

$ 36,535

$ 2,084,299

Management fees and other corporate revenues


68,792

-

-

68,792

-

68,792


71,949

-

-

71,949

-

71,949

Property management and other costs


(164,777)

638

(25,959)

(190,098)

(1,698)

(191,796)


(159,600)

575

(23,660)

(182,685)

(1,696)

(184,381)

General and administrative 


(49,237)

-

(991)

(50,228)

-

(50,228)


(39,120)

15

(754)

(39,859)

-

(39,859)

EBITDA


$ 1,615,350

$ (14,382)

$ 371,758

$ 1,972,726

$ 42,653

$ 2,015,379


$ 1,574,215

$ (11,822)

$ 334,776

$ 1,897,169

$ 34,839

$ 1,932,008

Depreciation on non-income producing assets


(12,232)

-

-

(12,232)

-

(12,232)


(8,240)

-

-

(8,240)

-

(8,240)

Interest income


7,699

(1)

533

8,231

-

8,231


2,374

(3)

285

2,656

-

2,656

Preferred unit distributions


(9,287)

-

-

(9,287)

-

(9,287)


(12,414)

-

-

(12,414)

3,098

(9,316)

Preferred stock dividends


(14,078)

-

-

(14,078)

-

(14,078)


-

-

-

-

-

-

Interest expense:















     Default interest


(3,735)

-

-

(3,735)

3,735

-


(4,602)

-

(309)

(4,911)

4,911

-

     Mark-to-market adjustments on debt


(12,834)

(373)

(590)

(13,797)

13,797

-


11,204

(365)

2,035

12,874

(12,874)

-

     Write-off of mark-to-market adjustments on extinguished debt

5,696

-

(3,513)

2,183

(2,183)

-


33,069

1

-

33,070

(33,070)

-

     Debt extinguishment expenses


-

-

-

-

-

-


(186)

-

(4)

(190)

190

-

     Interest on existing debt


(725,687)

4,478

(138,944)

(860,153)

-

(860,153)


(834,035)

4,662

(137,819)

(967,192)

-

(967,192)

Loss on foreign currency


(7,312)

-

-

(7,312)

7,312

-


-

-

-

-

-

-

Warrant liability adjustment


(40,546)

-

-

(40,546)

40,546

-


(502,234)

-

-

(502,234)

502,234

-

Loss on extinguishment of debt


(36,479)

-

-

(36,479)

36,479

-


(15,007)

-

-

(15,007)

15,007

-

Provision for income taxes


(345)

72

(202)

(475)

(1,756)

(2,231)


(9,091)

58

(441)

(9,474)

7,372

(2,102)

FFO from discontinued operations


31,853

-

13,953

45,806

(23,764)

22,042


73,953

-

21,020

94,973

(51,071)

43,902



798,063

(10,206)

242,995

1,030,852

116,819

1,147,671


309,006

(7,469)

219,543

521,080

470,636

991,716

Equity in FFO of Unconsolidated Properties and Noncontrolling Interests

232,789

10,206

(242,995)

-

-

-


212,074

7,469

(219,543)

-

-

-

FFO


$ 1,030,852

$ -

$ -

$ 1,030,852

$ 116,819

$ 1,147,671


$ 521,080

$ -

$ -

$ 521,080

$ 470,636

$ 991,716
















Company FFO per diluted share







$ 1.16







$ 0.98
















 

 

PROPORTIONATE FINANCIAL STATEMENTS

GGP

Reconciliation of Non-GAAP to GAAP Financial Measures

(In thousands)








Three Months Ended


Twelve Months Ended





December 31,
2013

December 31,
2012


December 31,
2013

December 31,
2012










Reconciliation of Company NOI to GAAP Operating Income







Company NOI:


$ 601,748

$ 574,660


$ 2,188,611

$ 2,084,299


Adjustments for minimum rents, real estate taxes and other property operating costs


(8,351)

(13,608)


(44,351)

(36,535)


Proportionate NOI


593,397

561,052


2,144,260

2,047,764


Unconsolidated Properties


(111,086)

(93,653)


(398,708)

(359,190)


Consolidated Properties


482,311

467,399


1,745,552

1,688,574

Management fees and other corporate revenues


18,218

16,303


68,792

71,949

Property management and other costs


(41,432)

(40,641)


(164,777)

(159,600)

General and administrative


(14,658)

(7,602)


(49,237)

(39,120)

Provisions for impairment


(18,361)

-


(18,361)

(32,100)

Depreciation and amortization


(192,365)

(188,245)


(764,830)

(782,552)

Noncontrolling interest in operating income of Consolidated Properties and other


3,938

3,643


15,020

12,412

Operating income


$ 237,651

$ 250,857


$ 832,159

$ 759,563










Reconciliation of Company EBITDA to GAAP Net Income (Loss) Attributable to GGP







Company EBITDA


$ 556,374

$ 536,345


$ 2,015,379

$ 1,932,008


Adjustments for minimum rents, property operating expenses and property management and other costs


(7,956)

(13,184)


(42,653)

(34,839)


Proportionate EBITDA


548,418

523,161


1,972,726

1,897,169


Unconsolidated Properties


(103,807)

(87,546)


(371,758)

(334,776)


Consolidated Properties


444,611

435,615


1,600,968

1,562,393

Depreciation and amortization


(192,365)

(188,245)


(764,830)

(782,552)

Noncontrolling interest in NOI of Consolidated Properties


3,938

3,643


15,020

12,412

Interest income


6,423

470


7,699

2,374

Interest expense


(176,351)

(206,342)


(736,560)

(794,550)

Loss on foreign currency


(7,312)

-


(7,312)

-

Warrant liability adjustment


-

(89,153)


(40,546)

(502,234)

(Provision for) benefit from income taxes


891

(3,538)


(345)

(9,091)

Provision for impairment excluded from FFO


(18,361)

-


(18,361)

(32,100)

Equity in income of Unconsolidated Real Estate Affiliates


17,754

15,135


58,919

54,984

Equity in income of Unconsolidated Real Estate Affiliates - gain on investment


9,189

23,358


9,837

23,358

Discontinued operations


(7,084)

59,885


10,043

(9,477)

Gains from changes in control of investment properties


-

-


219,784

18,547

Loss on extinguishment of debt


-

(15,007)


(36,479)

(15,007)

Allocation to noncontrolling interests


(4,136)

(3,620)


(15,309)

(10,290)

Net income (loss) attributable to GGP


$ 77,197

$ 32,201


$ 302,528

$ (481,233)










Reconciliation of Company FFO to GAAP Net Income (Loss) Attributable to GGP







Company FFO


$ 346,663

$ 311,373


$ 1,147,671

$ 991,716


Adjustments for minimum rents, property operating expenses and property management and other costs, market rate adjustments, debt extinguishment, income taxes and FFO from discontinued operations


(20,722)

(77,183)


(116,819)

(470,636)


Proportionate FFO


325,941

234,190


1,030,852

521,080

Depreciation and amortization of capitalized real estate costs


(235,990)

(230,116)


(930,704)

(932,704)

Gains from changes in control of investment properties


-

-


219,784

18,547

Preferred stock dividends


3,984

-


14,078

-

Gains on sales of investment properties 


9,216

34,747


9,026

47,884

Noncontrolling interests in depreciation of Consolidated Properties


1,788

1,520


7,151

6,870

Provision for impairment excluded from FFO


(18,361)

-


(18,361)

(32,100)

Provision for impairment excluded from FFO of discontinued operations


(7,599)

-


(12,574)

(76,581)

Redeemable noncontrolling interests


(726)

(261)


(2,289)

3,492

Depreciation and amortization of discontinued operations


(1,056)

(7,879)


(14,435)

(37,721)

Net income (loss) attributable to GGP


$ 77,197

$ 32,201


$ 302,528

$(481,233)










Reconciliation of Equity in NOI of Unconsolidated Properties to GAAP Equity in Income of Unconsolidated Real Estate Affiliates






Equity in Unconsolidated Properties:








NOI


$ 111,086

$ 93,653


$ 398,708

$ 359,190


Net property management fees and costs


(7,037)

(6,127)


(25,959)

$ (23,660)


General and administrative and provisions for impairment


(242)

20


(991)

(754)


EBITDA


103,807

87,546


371,758

334,776


Net interest expense


(39,260)

(32,694)


(142,514)

(135,812)


Provision for income taxes


8

(122)


(202)

(441)


FFO of discontinued Unconsolidated Properties


1

7,461


13,953

21,020

FFO of Unconsolidated Properties


64,556

62,191


242,995

219,543

Depreciation and amortization of capitalized real estate costs


(46,817)

(47,058)


(184,115)

(164,711)

Other, including gain on sales of investment properties 


15

2


39

152

Equity in income of Unconsolidated Real Estate Affiliates


$ 17,754

$ 15,135


$ 58,919

$ 54,984










 

SOURCE General Growth Properties, Inc.

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