UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant
to Section 13 OR 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) October 27, 2014
DDR Corp.
(Exact name
of registrant as specified in its charter)
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Ohio |
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1-11690 |
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34-1723097 |
(State or other jurisdiction |
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(Commission |
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(IRS Employer |
of incorporation) |
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File Number) |
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Identification No.) |
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3300 Enterprise Parkway, Beachwood, Ohio |
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44122 |
(Address of principal executive offices) |
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(Zip Code) |
Registrants telephone number, including area code (216) 755-5500
Not Applicable
(Former
name or former address, if changed since last report.)
Check the appropriate box below
if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
¨ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02 Results of Operations and Financial Condition.
On October 27, 2014, DDR Corp. (the Company) issued a News Release containing financial results of the Company (the News Release)
and a quarterly financial supplement containing financial and property information of the Company (Quarterly Supplement) for the three- and nine- month periods ended September 30, 2014. Among other things, the News Release reports
net income of $0.17 and $0.30 per diluted share for the three- and nine-month periods ended September 30, 2014, respectively, as compared to net loss of $0.02 and $0.14 per diluted share for the three-and nine-month periods ended
September 30, 2013, respectively. A copy of the News Release is attached hereto as Exhibit 99.1 and a copy of the Quarterly Financial Supplement is attached hereto as Exhibit 99.2 and are each incorporated herein by reference. This information
shall not be deemed to be filed for the purposes of Section 18 of the Securities Exchange Act of 1934 (the Exchange Act) or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference
into a filing under the Securities Act of 1933 (the Securities Act) or the Exchange Act, except as shall be set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit
No. |
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Description |
99.1 |
|
News release dated as of October 27, 2014. |
99.2 |
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Quarterly financial supplement dated as of September 30, 2014. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
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DDR CORP. |
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By: |
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/s/ Christa A. Vesy |
Name: |
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Christa A. Vesy |
Title: |
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Executive Vice President and Chief Accounting Officer |
Date: October 27, 2014
EXHIBIT INDEX
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Exhibit No. |
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Description |
99.1 |
|
News release dated as of October 27, 2014. |
99.2 |
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Quarterly financial supplement dated as of September 30, 2014. |
Exhibit 99.1
For immediate release:
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Media Contact: |
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Investor Contact: |
Matt Schuler |
|
Matt Lougee |
mschuler@ddr.com |
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mlougee@ddr.com |
216.755.5500 |
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216.755.5500 |
DDR REPORTS OPERATING FFO PER DILUTED SHARE OF $0.29
FOR THE QUARTER ENDED SEPTEMBER 30, 2014
BEACHWOOD, OHIO, October 27, 2014 DDR Corp. (NYSE: DDR) today announced operating results for the third quarter ended September 30,
2014.
Significant Third Quarter Activity
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Generated Operating FFO of $0.29 per diluted share, a 3.6% increase from the third quarter of 2013 |
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Executed 342 new leases and renewals for 2.7 million square feet |
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Increased the U.S. portfolio leased rate by 30 basis points to 95.6% from 95.3% at June 30, 2014 and by 80 basis points from 94.8% at September 30, 2013 |
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Generated positive new leasing spreads of 23.6% on a pro rata basis, and positive renewal leasing spreads of 8.2% on a pro rata basis |
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Generated same store net operating income growth of 3.1% at 100% ownership and on a pro rata basis compared to the prior year |
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Acquired sole ownership of eight prime power centers, including seven from an existing joint venture with Blackstone, for $409 million at DDRs share |
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Sold $297 million of assets; DDRs pro rata gross proceeds were $290 million |
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In October, closed on a new unconsolidated joint venture with Blackstone that acquired a portfolio of 71 shopping centers with a total cost of $1.93 billion |
The continued execution of our strategic plan has resulted in another consistently strong quarter, commented Daniel B. Hurwitz, DDRs chief
executive officer. Our portfolio and operating platform continue to perform at a high level and the outlook for our business remains robust.
Financial Highlights
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|
Third quarter operating funds from operations attributable to common shareholders (Operating FFO) increased $16.2 million to $106.2 million, or $0.29 per diluted share, compared to $90.0 million, or $0.28
per diluted share, for the prior-year comparable period. |
|
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Third quarter net income attributable to common shareholders was $63.0 million, or $0.17 per diluted share, which compares to net loss of $7.0 million, or $0.02 per diluted share, for the prior-year comparable period.
|
Significant Third Quarter Operating Activity
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Executed 148 new leases totaling 0.7 million square feet at positive spreads of 23.6% on a pro rata basis |
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Executed 194 renewal leases totaling 2.0 million square feet at positive spreads of 8.2% on a pro rata basis |
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Increased the annualized base rent per occupied square foot to $13.65 at September 30, 2014 as compared to $13.19 at September 30, 2013 |
Significant Third Quarter Transactional Activity
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Acquired sole ownership of a portfolio of seven prime power centers totaling 2.3 million square feet that were previously owned in a joint venture with Blackstone for $377 million at DDRs share. The
investment was funded through a combination of preferred equity repayment, the assumption of existing mortgage debt and cash. |
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Acquired one consolidated prime power center totaling 0.2 million square feet for $31.5 million. |
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Sold seven consolidated operating shopping centers totaling 2.0 million square feet and two land parcels generating gross proceeds of $263 million. A net gain of $59.4 million was recorded related to these sales.
One of the land parcels sold was the entire remaining acreage of land held for development in Russia. The Company no longer has any real estate investments in Russia. |
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In October, acquired (through a joint venture with partner, Blackstone) a portfolio of 71 shopping centers from American Realty Capital Properties, Inc. The joint venture assumed approximately $437 million of senior
non-recourse debt and has also originated an additional $800 million non-recourse loan facility. The Companys investment includes $20 million of common equity and $300 million in preferred equity with a fixed dividend rate of 8.5% and the
Company will provide customary leasing and management services. An affiliate of Blackstone owns 95% of the common equity of the joint venture and an affiliate of DDR owns the remaining 5%. DDR has the right of first offer to acquire ten of the
assets under specified conditions consistent with past transactions with Blackstone. |
CEO Succession
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As previously announced, Daniel B. Hurwitz, chief executive officer, and the Board of Directors agreed not to renew Mr. Hurwitzs employment agreement, which expires December 31, 2015. The Board of
Directors has retained an executive search firm to assist in the process of securing Mr. Hurwitzs successor. |
2014 Guidance
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The Company is revising its 2014 guidance for Operating FFO to a range between $1.15 to $1.17 per diluted share from $1.14 to $1.18 per diluted share. |
Non-GAAP Disclosures
FFO is a supplemental non-GAAP
financial measurement used as a standard in the real estate industry and a widely accepted measure of real estate investment trust (REIT) performance. Management believes that FFO and Operating FFO provide additional indicators of the
financial performance of a REIT. The Company also believes that FFO and Operating FFO more appropriately measure the core operations of the Company and provide benchmarks to its peer group. Neither FFO nor Operating FFO represents cash generated
from operating activities in accordance with generally accepted accounting principles (GAAP), is necessarily indicative of cash available to fund cash needs and should be considered as an alternative to net income computed in accordance
with GAAP as an indicator of the Companys operating performance or as an alternative to cash flow as a measure of liquidity.
FFO is defined and
calculated by the Company as net income, adjusted to exclude: (i) preferred share dividends, (ii) gains and losses from disposition of depreciable real estate property, which are presented net of taxes, (iii) impairment charges on
depreciable real estate property and related investments, (iv) extraordinary items and (v) certain non-cash items. These non-cash items principally include real property depreciation and amortization of intangibles, equity income from
joint ventures and equity income from non-controlling interests and the Companys proportionate share of FFO from its unconsolidated joint ventures and non-controlling interests, determined on a consistent basis. The Company calculates
Operating FFO by excluding the non-operating charges and gains described below. The Company computes FFO in accordance with the NAREIT definition. Other real estate companies may calculate FFO and Operating FFO in a different manner. Operating FFO
is useful to investors as the Company removes these charges and gains to analyze the results of its operations and assess performance of the core operating real estate portfolio. A reconciliation of net income (loss) to FFO and Operating FFO is
presented herein.
Safe Harbor
DDR Corp. considers
portions of the information in this press release to be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, both as amended, with respect to the
Companys expectation for future periods. Although the Company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, it can give no assurance that its expectations will be achieved.
For this purpose, any statements contained herein that are not historical fact may be deemed to be forward-looking statements. There are a number of important factors that could cause our results to differ materially from those indicated by such
forward-looking statements, including, among other factors, local conditions such as oversupply of space or a reduction in demand for real estate in the area; competition from other available space; dependence on rental income from real property;
the loss of, significant downsizing of or bankruptcy of a major tenant; constructing properties or expansions that produce a desired yield on investment; our ability to buy or sell assets on commercially reasonable terms; our ability to complete
acquisitions or dispositions of assets under contract; our ability to secure equity or debt financing on commercially acceptable terms or at all; our ability to enter into definitive agreements with regard to our financing and joint venture
arrangements or our failure to satisfy conditions to the completion of these arrangements; the success of our capital recycling strategy; and the finalization of the financial statements for the three-month period ended September 30, 2014. For
additional factors that could cause the results of the Company to differ materially from those indicated in the forward-looking statements, please refer to the Companys Form 10-K for the year ended December 31, 2013, as amended. The
Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof.
About DDR Corp.
DDR is an owner and manager of 456 value-oriented shopping centers representing 125 million square feet in 42 states and Puerto Rico. The Companys
assets are concentrated in high barrier-to-entry markets with stable populations and high growth potential and its portfolio is actively managed to create long-term shareholder value. DDR is a self-administered and self-managed REIT operating as a
fully integrated real estate company, and is publicly traded on the New York Stock Exchange under the ticker symbol DDR. Additional information about the Company is available at www.ddr.com, as well as on Twitter, LinkedIn and
Facebook.
Conference Call and Supplemental Information
A copy of the Companys Supplemental package is available upon request to Brooke Vanek at the Companys corporate office, 3300 Enterprise Parkway,
Beachwood, Ohio 44122 or at www.ddr.com.
The Company will hold its quarterly conference call tomorrow, October 28, 2014, at 10:00 a.m.
Eastern Time. To participate, please dial 866.318.8614 (domestic) or 617.399.5133 (international) at least ten minutes prior to the scheduled start of the call. When prompted, provide the passcode: 73809437. The conference call webcast will be
recorded and available for replay beginning at 12:00 p.m. ET on October 28, 2014 through the Investors portion of DDRs website, http://ir.ddr.com/events.cfm.
DDR Corp.
Income Statement: Consolidated Interests
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$ in thousands, except per share |
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3Q14 |
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3Q13 |
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9M14 |
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9M13 |
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Revenues: |
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|
Minimum rents (1) |
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$ |
175,771 |
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$ |
140,389 |
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$ |
518,838 |
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|
$ |
406,274 |
|
Percentage rent |
|
|
519 |
|
|
|
854 |
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|
|
2,810 |
|
|
|
3,116 |
|
Recoveries |
|
|
59,261 |
|
|
|
45,963 |
|
|
|
175,353 |
|
|
|
133,234 |
|
Ancillary income |
|
|
6,476 |
|
|
|
7,795 |
|
|
|
18,829 |
|
|
|
20,698 |
|
Other revenues (2) |
|
|
922 |
|
|
|
1,116 |
|
|
|
5,403 |
|
|
|
6,626 |
|
|
|
|
|
|
|
|
|
|
|
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|
|
|
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242,949 |
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196,117 |
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|
721,233 |
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|
569,948 |
|
Expenses (3): |
|
|
|
|
|
|
|
|
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|
|
|
|
|
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Operating and maintenance |
|
|
37,311 |
|
|
|
33,107 |
|
|
|
109,448 |
|
|
|
96,257 |
|
Real estate taxes |
|
|
35,681 |
|
|
|
26,694 |
|
|
|
106,132 |
|
|
|
77,434 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
72,992 |
|
|
|
59,801 |
|
|
|
215,580 |
|
|
|
173,691 |
|
|
|
|
|
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Net operating income |
|
|
169,957 |
|
|
|
136,316 |
|
|
|
505,653 |
|
|
|
396,257 |
|
|
|
|
|
|
Other income (expense): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fee income |
|
|
7,594 |
|
|
|
10,283 |
|
|
|
23,696 |
|
|
|
31,195 |
|
Interest income |
|
|
2,652 |
|
|
|
6,692 |
|
|
|
8,937 |
|
|
|
20,365 |
|
Interest expense (4) |
|
|
(58,115 |
) |
|
|
(54,740 |
) |
|
|
(179,908 |
) |
|
|
(157,346 |
) |
Depreciation and amortization |
|
|
(99,480 |
) |
|
|
(70,015 |
) |
|
|
(302,901 |
) |
|
|
(198,609 |
) |
General and administrative (5) |
|
|
(19,540 |
) |
|
|
(19,246 |
) |
|
|
(58,878 |
) |
|
|
(59,123 |
) |
Other income (expense), net (6) |
|
|
(2,758 |
) |
|
|
(2,282 |
) |
|
|
(11,881 |
) |
|
|
(3,287 |
) |
Impairment charges (7) |
|
|
(1,813 |
) |
|
|
(9,260 |
) |
|
|
(18,898 |
) |
|
|
(22,902 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
(Loss) income before earnings from equity method investments and other items |
|
|
(1,503 |
) |
|
|
(2,252 |
) |
|
|
(34,180 |
) |
|
|
6,550 |
|
Equity in net income of joint ventures |
|
|
3,620 |
|
|
|
3,780 |
|
|
|
10,241 |
|
|
|
5,543 |
|
Impairment of joint venture investments |
|
|
0 |
|
|
|
0 |
|
|
|
(9,100 |
) |
|
|
0 |
|
Gain on sale and change in control of interests, net |
|
|
3,984 |
|
|
|
0 |
|
|
|
87,814 |
|
|
|
1,066 |
|
Income (loss) from discontinued operations (8) |
|
|
57,906 |
|
|
|
(3,258 |
) |
|
|
68,697 |
|
|
|
(27,872 |
) |
Tax benefit (expense) |
|
|
212 |
|
|
|
(404 |
) |
|
|
(1,120 |
) |
|
|
(2,463 |
) |
Gain on disposition of real estate, net of tax |
|
|
2,262 |
|
|
|
1,929 |
|
|
|
2,645 |
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|
|
347 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Net income (loss) |
|
|
66,481 |
|
|
|
(205 |
) |
|
|
124,997 |
|
|
|
(16,829 |
) |
Income (loss) attributable to non-controlling interests |
|
|
2,125 |
|
|
|
(170 |
) |
|
|
2,985 |
|
|
|
(556 |
) |
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|
|
|
|
|
|
|
|
|
|
|
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|
|
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Net income (loss) attributable to DDR |
|
|
68,606 |
|
|
|
(375 |
) |
|
|
127,982 |
|
|
|
(17,385 |
) |
Write-off of preferred share original issuance costs |
|
|
0 |
|
|
|
0 |
|
|
|
(1,943 |
) |
|
|
(5,246 |
) |
Preferred dividends |
|
|
(5,594 |
) |
|
|
(6,608 |
) |
|
|
(18,460 |
) |
|
|
(21,113 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) attributable to Common Shareholders |
|
|
63,012 |
|
|
|
(6,983 |
) |
|
|
107,579 |
|
|
|
(43,744 |
) |
|
|
|
|
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FFO: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) attributable to common shareholders |
|
|
63,012 |
|
|
|
(6,983 |
) |
|
|
107,579 |
|
|
|
(43,744 |
) |
Depreciation and amortization of real estate investments |
|
|
99,542 |
|
|
|
72,421 |
|
|
|
304,286 |
|
|
|
207,560 |
|
Equity in net income of joint ventures |
|
|
(3,620 |
) |
|
|
(3,780 |
) |
|
|
(10,241 |
) |
|
|
(5,543 |
) |
Joint ventures FFO |
|
|
8,387 |
|
|
|
12,731 |
|
|
|
24,507 |
|
|
|
37,103 |
|
Non-controlling interests (OP units) |
|
|
223 |
|
|
|
54 |
|
|
|
509 |
|
|
|
162 |
|
Impairment of depreciable real estate |
|
|
365 |
|
|
|
24,136 |
|
|
|
11,856 |
|
|
|
64,237 |
|
Gain on disposition of depreciable real estate, net |
|
|
(57,105 |
) |
|
|
(8,701 |
) |
|
|
(159,753 |
) |
|
|
(7,417 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FFO attributable to Common Shareholders |
|
|
110,804 |
|
|
|
89,878 |
|
|
|
278,743 |
|
|
|
252,358 |
|
Non-operating items, net (9) |
|
|
(4,589 |
) |
|
|
147 |
|
|
|
29,445 |
|
|
|
9,814 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating FFO |
|
$ |
106,215 |
|
|
$ |
90,025 |
|
|
$ |
308,188 |
|
|
$ |
262,172 |
|
|
|
|
|
|
FFO per share Diluted (10) |
|
$ |
0.31 |
|
|
$ |
0.28 |
|
|
$ |
0.77 |
|
|
$ |
0.79 |
|
Operating FFO per share Diluted (10) |
|
$ |
0.29 |
|
|
$ |
0.28 |
|
|
$ |
0.85 |
|
|
$ |
0.82 |
|
DDR Corp.
Balance Sheet: Consolidated Interests
|
|
|
|
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|
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$ in thousands |
|
At Quarter End |
|
|
|
3Q14 |
|
|
4Q13 |
|
Assets: |
|
|
|
|
|
|
|
|
Land |
|
$ |
2,251,513 |
|
|
$ |
2,209,970 |
|
Buildings |
|
|
7,167,118 |
|
|
|
6,949,440 |
|
Fixtures and tenant improvements |
|
|
628,407 |
|
|
|
599,221 |
|
|
|
|
|
|
|
|
|
|
|
|
|
10,047,038 |
|
|
|
9,758,631 |
|
Less: Accumulated depreciation |
|
|
(1,893,315 |
) |
|
|
(1,823,199 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
8,153,723 |
|
|
|
7,935,432 |
|
Land held for development and construction in progress |
|
|
449,822 |
|
|
|
452,980 |
|
Real estate held for sale, net |
|
|
0 |
|
|
|
12,670 |
|
|
|
|
|
|
|
|
|
|
Real estate, net |
|
|
8,603,545 |
|
|
|
8,401,082 |
|
|
|
|
Investments in and advances to joint ventures |
|
|
161,737 |
|
|
|
448,008 |
|
Cash |
|
|
134,320 |
|
|
|
86,664 |
|
Restricted cash |
|
|
8,250 |
|
|
|
33,476 |
|
Notes receivable, net |
|
|
57,645 |
|
|
|
78,338 |
|
Receivables, including straight-line rent, net |
|
|
128,414 |
|
|
|
129,513 |
|
Other assets, net (11) |
|
|
531,780 |
|
|
|
515,992 |
|
|
|
|
|
|
|
|
|
|
Total Assets |
|
|
9,625,691 |
|
|
|
9,693,073 |
|
|
|
|
Liabilities and Equity: |
|
|
|
|
|
|
|
|
Revolving credit facilities |
|
|
23,457 |
|
|
|
29,133 |
|
Unsecured debt |
|
|
2,762,893 |
|
|
|
2,754,120 |
|
Unsecured term loan |
|
|
350,000 |
|
|
|
350,000 |
|
Mortgage and other secured debt |
|
|
2,099,694 |
|
|
|
2,161,421 |
|
|
|
|
|
|
|
|
|
|
|
|
|
5,236,044 |
|
|
|
5,294,674 |
|
Dividends payable |
|
|
61,323 |
|
|
|
55,107 |
|
Other liabilities (12) |
|
|
459,787 |
|
|
|
415,413 |
|
|
|
|
|
|
|
|
|
|
Total Liabilities |
|
|
5,757,154 |
|
|
|
5,765,194 |
|
|
|
|
Preferred shares |
|
|
350,000 |
|
|
|
405,000 |
|
Common shares |
|
|
36,034 |
|
|
|
35,938 |
|
Paid-in-capital |
|
|
5,434,217 |
|
|
|
5,417,363 |
|
Accumulated distributions in excess of net income |
|
|
(1,975,043 |
) |
|
|
(1,915,638 |
) |
Deferred compensation obligation |
|
|
17,057 |
|
|
|
16,702 |
|
Accumulated other comprehensive income |
|
|
(8,445 |
) |
|
|
(36,493 |
) |
Less: Common shares in treasury at cost |
|
|
(18,475 |
) |
|
|
(18,211 |
) |
Non-controlling interests |
|
|
33,192 |
|
|
|
23,218 |
|
|
|
|
|
|
|
|
|
|
Total Equity |
|
|
3,868,537 |
|
|
|
3,927,879 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Liabilities and Equity |
|
$ |
9,625,691 |
|
|
$ |
9,693,073 |
|
DDR Corp.
Income Statement: Unconsolidated Interests at 100%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ in thousands |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3Q14 |
|
|
3Q13 |
|
|
9M14 |
|
|
9M13 |
|
Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Minimum rents |
|
$ |
87,526 |
|
|
$ |
127,576 |
|
|
$ |
286,974 |
|
|
$ |
383,650 |
|
Percentage rent |
|
|
315 |
|
|
|
393 |
|
|
|
1,090 |
|
|
|
1,451 |
|
Recoveries |
|
|
24,056 |
|
|
|
31,288 |
|
|
|
72,668 |
|
|
|
93,817 |
|
Other revenues |
|
|
8,076 |
|
|
|
16,744 |
|
|
|
31,791 |
|
|
|
48,881 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
119,973 |
|
|
|
176,001 |
|
|
|
392,523 |
|
|
|
527,799 |
|
Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating and maintenance |
|
|
25,535 |
|
|
|
40,750 |
|
|
|
94,260 |
|
|
|
120,884 |
|
Real estate taxes |
|
|
14,489 |
|
|
|
20,349 |
|
|
|
43,527 |
|
|
|
61,246 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
40,024 |
|
|
|
61,099 |
|
|
|
137,787 |
|
|
|
182,130 |
|
|
|
|
|
|
Net operating income |
|
|
79,949 |
|
|
|
114,902 |
|
|
|
254,736 |
|
|
|
345,669 |
|
|
|
|
|
|
Other income (expense): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense |
|
|
(41,764 |
) |
|
|
(56,453 |
) |
|
|
(141,776 |
) |
|
|
(169,935 |
) |
Depreciation and amortization |
|
|
(35,579 |
) |
|
|
(56,502 |
) |
|
|
(119,641 |
) |
|
|
(173,333 |
) |
Impairment charges |
|
|
(11,093 |
) |
|
|
(13,390 |
) |
|
|
(11,693 |
) |
|
|
(51,713 |
) |
Tax expense |
|
|
0 |
|
|
|
(6,446 |
) |
|
|
(6,565 |
) |
|
|
(20,299 |
) |
Other expense, net |
|
|
(188 |
) |
|
|
(1,916 |
) |
|
|
(3,024 |
) |
|
|
(2,229 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(88,624 |
) |
|
|
(134,707 |
) |
|
|
(282,699 |
) |
|
|
(417,509 |
) |
|
|
|
|
|
Loss from continuing operations |
|
|
(8,675 |
) |
|
|
(19,805 |
) |
|
|
(27,963 |
) |
|
|
(71,840 |
) |
Loss from discontinued operations |
|
|
(55 |
) |
|
|
(11,196 |
) |
|
|
(844 |
) |
|
|
(22,604 |
) |
Gain (loss) on disposition of discontinued operations, net |
|
|
4,713 |
|
|
|
(21,228 |
) |
|
|
28,224 |
|
|
|
(27,133 |
) |
Gain on disposition of real estate, net |
|
|
3,833 |
|
|
|
151 |
|
|
|
3,833 |
|
|
|
794 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (loss) income |
|
|
(184 |
) |
|
|
(52,078 |
) |
|
|
3,250 |
|
|
|
(120,783 |
) |
Loss attributable to non-controlling interests |
|
|
0 |
|
|
|
(5,800 |
) |
|
|
(2,023 |
) |
|
|
(19,715 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (loss) income attributable to unconsolidated joint ventures |
|
|
(184 |
) |
|
|
(57,878 |
) |
|
|
1,227 |
|
|
|
(140,498 |
) |
Depreciation and amortization of real estate investments |
|
|
35,574 |
|
|
|
58,544 |
|
|
|
118,020 |
|
|
|
180,909 |
|
Impairment of depreciable real estate |
|
|
11,093 |
|
|
|
21,874 |
|
|
|
11,693 |
|
|
|
66,437 |
|
(Gain) loss on disposition of depreciable real estate, net |
|
|
(8,546 |
) |
|
|
21,228 |
|
|
|
(31,965 |
) |
|
|
26,655 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FFO |
|
|
37,937 |
|
|
|
43,768 |
|
|
|
98,975 |
|
|
|
133,503 |
|
FFO at DDRs ownership interests |
|
|
8,387 |
|
|
|
12,731 |
|
|
|
24,507 |
|
|
|
37,103 |
|
Operating FFO at DDRs ownership interests |
|
|
8,387 |
|
|
|
12,331 |
|
|
|
24,643 |
|
|
|
36,413 |
|
|
|
|
|
|
Net income at DDRs ownership interests |
|
|
3,316 |
|
|
|
2,800 |
|
|
|
9,483 |
|
|
|
4,328 |
|
Basis differences |
|
|
304 |
|
|
|
980 |
|
|
|
758 |
|
|
|
1,215 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity in net income of joint ventures |
|
$ |
3,620 |
|
|
$ |
3,780 |
|
|
$ |
10,241 |
|
|
$ |
5,543 |
|
DDR Corp.
Balance Sheet: Unconsolidated Interests at 100%
|
|
|
|
|
|
|
|
|
$ in thousands |
|
At Quarter End |
|
|
|
3Q14 |
|
|
4Q13 |
|
Assets: |
|
|
|
|
|
|
|
|
Land |
|
$ |
1,080,086 |
|
|
$ |
1,275,232 |
|
Buildings |
|
|
2,917,565 |
|
|
|
3,940,806 |
|
Fixtures and tenant improvements |
|
|
168,575 |
|
|
|
266,851 |
|
|
|
|
|
|
|
|
|
|
|
|
|
4,166,226 |
|
|
|
5,482,889 |
|
Less: Accumulated depreciation |
|
|
(814,365 |
) |
|
|
(839,867 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
3,351,861 |
|
|
|
4,643,022 |
|
Land held for development and construction in progress |
|
|
56,713 |
|
|
|
116,088 |
|
|
|
|
|
|
|
|
|
|
Real estate, net |
|
|
3,408,574 |
|
|
|
4,759,110 |
|
Cash and restricted cash |
|
|
95,768 |
|
|
|
282,866 |
|
Receivables, including straight-line rent, net |
|
|
68,951 |
|
|
|
101,003 |
|
Other assets, net |
|
|
97,959 |
|
|
|
196,615 |
|
|
|
|
|
|
|
|
|
|
Total Assets |
|
|
3,671,252 |
|
|
|
5,339,594 |
|
|
|
|
Liabilities and Equity: |
|
|
|
|
|
|
|
|
Mortgage debt |
|
|
2,572,521 |
|
|
|
3,282,643 |
|
Notes and accrued interest payable to DDR |
|
|
142,502 |
|
|
|
127,679 |
|
Other liabilities |
|
|
142,521 |
|
|
|
245,368 |
|
|
|
|
|
|
|
|
|
|
Total Liabilities |
|
|
2,857,544 |
|
|
|
3,655,690 |
|
|
|
|
Redeemable preferred equity |
|
|
38,635 |
|
|
|
71,771 |
|
Accumulated equity |
|
|
775,073 |
|
|
|
1,612,133 |
|
|
|
|
|
|
|
|
|
|
Total Liabilities and Equity |
|
$ |
3,671,252 |
|
|
$ |
5,339,594 |
|
DDR Corp.
Financial Statements: Footnotes
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ in millions, except per share |
|
|
|
|
|
|
|
|
|
Includes discontinued operations |
|
3Q14 |
|
|
3Q13 |
|
|
9M14 |
|
|
9M13 |
|
|
|
|
|
|
|
(1) |
|
Minimum rents: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Straight-line rent, net |
|
$ |
1.5 |
|
|
$ |
1.2 |
|
|
$ |
4.0 |
|
|
$ |
4.3 |
|
|
|
Below-market rent, net |
|
|
0.3 |
|
|
|
0.3 |
|
|
|
0.8 |
|
|
|
0.2 |
|
|
|
Ground lease revenue |
|
|
8.5 |
|
|
|
6.5 |
|
|
|
24.5 |
|
|
|
18.1 |
|
|
|
|
|
|
|
(2) |
|
Other revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Lease termination fees |
|
|
0.7 |
|
|
|
1.0 |
|
|
|
4.1 |
|
|
|
6.2 |
|
|
|
Other miscellaneous |
|
|
0.2 |
|
|
|
0.1 |
|
|
|
1.3 |
|
|
|
0.4 |
|
|
|
|
|
|
|
(3) |
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Recoverable expenses (excludes discontinued operations) |
|
|
(65.5 |
) |
|
|
(51.3 |
) |
|
|
(193.5 |
) |
|
|
(148.6 |
) |
|
|
Non-recoverable expenses (excludes discontinued operations) |
|
|
(7.5 |
) |
|
|
(8.5 |
) |
|
|
(22.1 |
) |
|
|
(25.1 |
) |
|
|
Straight-line ground rent expense |
|
|
(0.2 |
) |
|
|
(0.3 |
) |
|
|
(0.8 |
) |
|
|
(0.9 |
) |
|
|
Expensed costs of suspended developments |
|
|
(0.1 |
) |
|
|
(0.6 |
) |
|
|
(0.8 |
) |
|
|
(1.7 |
) |
|
|
|
|
|
|
(4) |
|
Non-cash interest expense: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Convertible debt accretion |
|
|
(2.9 |
) |
|
|
(2.7 |
) |
|
|
(8.5 |
) |
|
|
(8.0 |
) |
|
|
Debt fair value amortization |
|
|
4.1 |
|
|
|
1.3 |
|
|
|
12.5 |
|
|
|
2.5 |
|
|
|
Loan cost amortization |
|
|
(3.1 |
) |
|
|
(3.0 |
) |
|
|
(9.5 |
) |
|
|
(9.0 |
) |
|
|
Interest expense (capitalized) |
|
|
2.7 |
|
|
|
2.0 |
|
|
|
6.6 |
|
|
|
6.8 |
|
|
|
|
|
|
|
(5) |
|
General and administrative expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock compensation expenses |
|
|
(1.9 |
) |
|
|
(1.9 |
) |
|
|
(5.8 |
) |
|
|
(5.6 |
) |
|
|
Internal leasing expenses |
|
|
(1.7 |
) |
|
|
(1.8 |
) |
|
|
(5.6 |
) |
|
|
(5.7 |
) |
|
|
Construction administrative costs (capitalized) |
|
|
2.5 |
|
|
|
2.4 |
|
|
|
7.3 |
|
|
|
6.9 |
|
|
|
|
|
|
|
(6) |
|
Other income (expense): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Transactions and other |
|
|
(1.6 |
) |
|
|
(1.9 |
) |
|
|
(9.7 |
) |
|
|
(2.4 |
) |
|
|
Litigation expenses |
|
|
(1.2 |
) |
|
|
(0.4 |
) |
|
|
(2.2 |
) |
|
|
(1.2 |
) |
|
|
Debt extinguishment, net |
|
|
0.0 |
|
|
|
0.0 |
|
|
|
0.0 |
|
|
|
0.3 |
|
|
|
|
|
|
|
(7) |
|
Impairment charges: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Land held for development |
|
|
0.0 |
|
|
|
0.0 |
|
|
|
13.2 |
|
|
|
0.0 |
|
|
|
Undeveloped land |
|
|
1.4 |
|
|
|
0.0 |
|
|
|
1.8 |
|
|
|
2.6 |
|
|
|
Assets marketed for sale |
|
|
0.4 |
|
|
|
9.2 |
|
|
|
3.9 |
|
|
|
20.3 |
|
|
|
|
|
|
|
(8) |
|
Discontinued operations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues |
|
|
5.6 |
|
|
|
15.1 |
|
|
|
21.2 |
|
|
|
50.9 |
|
|
|
Expenses |
|
|
(4.8 |
) |
|
|
(12.2 |
) |
|
|
(18.7 |
) |
|
|
(42.1 |
) |
|
|
Impairments |
|
|
(0.0 |
) |
|
|
(14.9 |
) |
|
|
(8.1 |
) |
|
|
(43.9 |
) |
|
|
Gain on disposition of real estate, net |
|
|
57.1 |
|
|
|
8.7 |
|
|
|
74.3 |
|
|
|
7.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
|
57.9 |
|
|
|
(3.3 |
) |
|
|
68.7 |
|
|
|
(27.9 |
) |
DDR Corp.
Financial Statements: Footnotes
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ in millions, except per share |
|
|
|
|
|
|
Includes discontinued operations |
|
3Q14 |
|
|
3Q13 |
|
|
9M14 |
|
|
9M13 |
|
|
|
|
|
|
|
(9) |
|
Non-operating items excluded from Operating FFO: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-cash impairment charges non-depreciable assets |
|
$ |
1.4 |
|
|
$ |
0.0 |
|
|
$ |
24.2 |
|
|
$ |
2.6 |
|
|
|
Transaction, litigation, debt extinguishment costs, other |
|
|
2.8 |
|
|
|
2.4 |
|
|
|
12.1 |
|
|
|
4.0 |
|
|
|
Joint ventures currency, other |
|
|
0.0 |
|
|
|
(0.4 |
) |
|
|
0.1 |
|
|
|
(0.7 |
) |
|
|
Non-cash gain on sale of non-depreciable real estate, net of non-controlling interests and foreign currency |
|
|
(4.8 |
) |
|
|
(1.9 |
) |
|
|
(4.9 |
) |
|
|
(0.2 |
) |
|
|
Non-cash gain on sale and change in control of interests, net |
|
|
(4.0 |
) |
|
|
0.0 |
|
|
|
(4.0 |
) |
|
|
(1.1 |
) |
|
|
Non-cash write-off of preferred share original issuance costs |
|
|
0.0 |
|
|
|
0.0 |
|
|
|
1.9 |
|
|
|
5.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(4.6 |
) |
|
|
0.1 |
|
|
|
29.4 |
|
|
|
9.8 |
|
(10) |
|
Outstanding per share information: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common shares (at quarter end) |
|
|
360.2 |
|
|
|
324.1 |
|
|
|
360.2 |
|
|
|
324.1 |
|
|
|
OP units (at quarter end) |
|
|
1.4 |
|
|
|
0.4 |
|
|
|
1.4 |
|
|
|
0.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total shares and units (at quarter end) |
|
|
361.6 |
|
|
|
324.5 |
|
|
|
361.6 |
|
|
|
324.5 |
|
|
|
Weighted average shares and units Basic EPS |
|
|
358.0 |
|
|
|
318.2 |
|
|
|
357.8 |
|
|
|
316.1 |
|
|
|
Assumed conversion of dilutive securities |
|
|
0.5 |
|
|
|
0.0 |
|
|
|
0.5 |
|
|
|
0.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares and units Diluted EPS |
|
|
358.5 |
|
|
|
318.2 |
|
|
|
358.3 |
|
|
|
316.1 |
|
|
|
Weighted average shares and units Basic FFO & OFFO |
|
|
361.0 |
|
|
|
320.6 |
|
|
|
360.2 |
|
|
|
318.7 |
|
|
|
Assumed conversion of dilutive securities |
|
|
0.5 |
|
|
|
0.5 |
|
|
|
0.5 |
|
|
|
0.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares and units Diluted FFO & OFFO |
|
|
361.5 |
|
|
|
321.1 |
|
|
|
360.7 |
|
|
|
319.2 |
|
|
|
Earnings per common share Basic |
|
$ |
0.17 |
|
|
$ |
(0.02 |
) |
|
$ |
0.30 |
|
|
$ |
(0.14 |
) |
|
|
Earnings per common share Diluted |
|
$ |
0.17 |
|
|
$ |
(0.02 |
) |
|
$ |
0.30 |
|
|
$ |
(0.14 |
) |
|
|
FFO per share Basic |
|
$ |
0.31 |
|
|
$ |
0.28 |
|
|
$ |
0.77 |
|
|
$ |
0.79 |
|
|
|
FFO per share Diluted |
|
$ |
0.31 |
|
|
$ |
0.28 |
|
|
$ |
0.77 |
|
|
$ |
0.79 |
|
|
|
Operating FFO per share Diluted |
|
$ |
0.29 |
|
|
$ |
0.28 |
|
|
$ |
0.85 |
|
|
$ |
0.82 |
|
|
|
Common stock dividends declared, per share |
|
$ |
0.155 |
|
|
$ |
0.135 |
|
|
$ |
0.465 |
|
|
$ |
0.405 |
|
|
|
|
|
|
|
(11) |
|
Intangible assets, net (at quarter and year end) |
|
|
|
|
|
|
|
|
|
|
428.1 |
|
|
|
409.6 |
|
|
|
|
|
|
|
(12) |
|
Below-market leases, net (at quarter and year end) |
|
|
|
|
|
|
|
|
|
|
139.6 |
|
|
|
123.9 |
|
|
|
|
|
|
Additional financial information: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital expenditures (DDR share): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Leasing |
|
$ |
9.8 |
|
|
$ |
9.2 |
|
|
$ |
30.5 |
|
|
$ |
29.5 |
|
|
|
Maintenance total |
|
|
6.0 |
|
|
|
2.9 |
|
|
|
9.2 |
|
|
|
5.4 |
|
|
|
Maintenance PSF of owned GLA non reimbursable |
|
|
|
|
|
|
|
|
|
|
0.16 |
|
|
|
0.10 |
|
|
|
|
|
|
|
|
|
Miscellaneous (DDR share): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Est. value of land owned adjacent to existing centers (at 12/31/13) |
|
|
|
|
|
|
|
|
|
$ |
35.0 |
|
|
|
|
|
|
|
Cost basis of headquarters (non-income producing, at quarter end) |
|
|
|
|
|
|
|
|
|
|
40.0 |
|
|
|
|
|
Exhibit 99.2
Quarterly Financial Supplement FOR THE QUARTER ENDED SEPTEMBER 30, 2014
DDR Corp.
Table of Contents
|
|
|
|
|
Section |
|
Page |
|
Earnings Release & Financial Statements |
|
|
|
|
Press Release |
|
|
1 - 9 |
|
|
|
Joint Ventures |
|
|
|
|
Summary |
|
|
10 |
|
Income Statement |
|
|
11 |
|
Balance Sheet |
|
|
12 |
|
|
|
Investments |
|
|
|
|
Transactions |
|
|
13 |
|
Developments |
|
|
14 |
|
|
|
Asset Summary |
|
|
|
|
Portfolio Summary |
|
|
15 |
|
Portfolio Detail |
|
|
16 |
|
Leasing Summary |
|
|
17 - 18 |
|
Top 50 Tenants |
|
|
19 |
|
|
|
Balance Sheet Summary |
|
|
|
|
Capital Structure |
|
|
20 |
|
Debt / EBITDA |
|
|
21 |
|
Debt Summary |
|
|
22 |
|
Consolidated Debt Detail |
|
|
23 - 25 |
|
Unconsolidated Debt Detail |
|
|
26 - 27 |
|
|
|
Analyst Information and Reporting Policies |
|
|
|
|
Analyst Coverage |
|
|
28 |
|
Notable Policies |
|
|
29 - 30 |
|
Property list available online at http://www.ddr.com
DDR considers portions of this information to be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934, both as amended, with respect to the Companys expectations for future periods. Although the Company believes that the expectations reflected in such forward-looking statements are based
upon reasonable assumptions, it can give no assurance that its expectations will be achieved. For this purpose, any statements contained herein that are not historical fact may be deemed to be forward-looking statements. There are a number of
important factors that could cause the results of the Company to differ materially from those indicated by such forward-looking statements, including among other factors, local conditions such as oversupply of space or a reduction in demand for real
estate in the area, competition from other available space, dependence on rental income from real property; the loss of, significant downsizing of or bankruptcy of a major tenant; constructing properties or expansions that produce a desired yield on
investment; ability to sell assets on commercially reasonable terms; ability to secure equity or debt financing on commercially acceptable terms or at all; or ability to enter into definitive agreements with regard to our financing and joint venture
arrangements or our failure to satisfy conditions to the completion of these arrangements; and the finalization of the financial statements for the three month period ended September 30, 2014. For additional factors that could cause the results
of the Company to differ materially from these indicated in the forward-looking statements, please refer to the Companys Form 10-K for the year ended December 31, 2013, as amended. The Company undertakes no obligation to publicly revise
these forward-looking statements to reflect events or circumstances that arise after the date hereof.
For immediate release:
|
|
|
Media Contact: |
|
Investor Contact: |
Matt Schuler |
|
Matt Lougee |
mschuler@ddr.com |
|
mlougee@ddr.com |
216.755.5500 |
|
216.755.5500 |
DDR REPORTS OPERATING FFO PER DILUTED SHARE OF $0.29
FOR THE QUARTER ENDED SEPTEMBER 30, 2014
BEACHWOOD, OHIO, October 27, 2014 DDR Corp. (NYSE: DDR) today announced operating results for the third quarter ended September 30,
2014.
Significant Third Quarter Activity
|
|
|
Generated Operating FFO of $0.29 per diluted share, a 3.6% increase from the third quarter of 2013 |
|
|
|
Executed 342 new leases and renewals for 2.7 million square feet |
|
|
|
Increased the U.S. portfolio leased rate by 30 basis points to 95.6% from 95.3% at June 30, 2014 and by 80 basis points from 94.8% at September 30, 2013 |
|
|
|
Generated positive new leasing spreads of 23.6% on a pro rata basis, and positive renewal leasing spreads of 8.2% on a pro rata basis |
|
|
|
Generated same store net operating income growth of 3.1% at 100% ownership and on a pro rata basis compared to the prior year |
|
|
|
Acquired sole ownership of eight prime power centers, including seven from an existing joint venture with Blackstone, for $409 million at DDRs share |
|
|
|
Sold $297 million of assets; DDRs pro rata gross proceeds were $290 million |
|
|
|
In October, closed on a new unconsolidated joint venture with Blackstone that acquired a portfolio of 71 shopping centers with a total cost of $1.93 billion |
The continued execution of our strategic plan has resulted in another consistently strong quarter, commented Daniel B. Hurwitz, DDRs chief
executive officer. Our portfolio and operating platform continue to perform at a high level and the outlook for our business remains robust.
Financial Highlights
|
|
|
Third quarter operating funds from operations attributable to common shareholders (Operating FFO) increased $16.2 million to $106.2 million, or $0.29 per diluted share, compared to $90.0 million, or $0.28
per diluted share, for the prior-year comparable period. |
|
|
|
Third quarter net income attributable to common shareholders was $63.0 million, or $0.17 per diluted share, which compares to net loss of $7.0 million, or $0.02 per diluted share, for the prior-year comparable period.
|
Significant Third Quarter Operating Activity
|
|
|
Executed 148 new leases totaling 0.7 million square feet at positive spreads of 23.6% on a pro rata basis |
|
|
|
Executed 194 renewal leases totaling 2.0 million square feet at positive spreads of 8.2% on a pro rata basis |
|
|
|
Increased the annualized base rent per occupied square foot to $13.65 at September 30, 2014 as compared to $13.19 at September 30, 2013 |
Significant Third Quarter Transactional Activity
|
|
|
Acquired sole ownership of a portfolio of seven prime power centers totaling 2.3 million square feet that were previously owned in a joint venture with Blackstone for $377 million at DDRs share. The
investment was funded through a combination of preferred equity repayment, the assumption of existing mortgage debt and cash. |
|
|
|
Acquired one consolidated prime power center totaling 0.2 million square feet for $31.5 million. |
|
|
|
Sold seven consolidated operating shopping centers totaling 2.0 million square feet and two land parcels generating gross proceeds of $263 million. A net gain of $59.4 million was recorded related to these sales.
One of the land parcels sold was the entire remaining acreage of land held for development in Russia. The Company no longer has any real estate investments in Russia. |
1
|
|
|
In October, acquired (through a joint venture with partner, Blackstone) a portfolio of 71 shopping centers from American Realty Capital Properties, Inc. The joint venture assumed approximately $437 million of senior
non-recourse debt and has also originated an additional $800 million non-recourse loan facility. The Companys investment includes $20 million of common equity and $300 million in preferred equity with a fixed dividend rate of 8.5% and the
Company will provide customary leasing and management services. An affiliate of Blackstone owns 95% of the common equity of the joint venture and an affiliate of DDR owns the remaining 5%. DDR has the right of first offer to acquire ten of the
assets under specified conditions consistent with past transactions with Blackstone. |
CEO Succession
|
|
|
As previously announced, Daniel B. Hurwitz, chief executive officer, and the Board of Directors agreed not to renew Mr. Hurwitzs employment agreement, which expires December 31, 2015. The Board of
Directors has retained an executive search firm to assist in the process of securing Mr. Hurwitzs successor. |
2014 Guidance
|
|
|
The Company is revising its 2014 guidance for Operating FFO to a range between $1.15 to $1.17 per diluted share from $1.14 to $1.18 per diluted share. |
Non-GAAP Disclosures
FFO is a supplemental non-GAAP
financial measurement used as a standard in the real estate industry and a widely accepted measure of real estate investment trust (REIT) performance. Management believes that FFO and Operating FFO provide additional indicators of the
financial performance of a REIT. The Company also believes that FFO and Operating FFO more appropriately measure the core operations of the Company and provide benchmarks to its peer group. Neither FFO nor Operating FFO represents cash generated
from operating activities in accordance with generally accepted accounting principles (GAAP), is necessarily indicative of cash available to fund cash needs and should be considered as an alternative to net income computed in accordance
with GAAP as an indicator of the Companys operating performance or as an alternative to cash flow as a measure of liquidity.
FFO is defined and
calculated by the Company as net income, adjusted to exclude: (i) preferred share dividends, (ii) gains and losses from disposition of depreciable real estate property, which are presented net of taxes, (iii) impairment charges on
depreciable real estate property and related investments, (iv) extraordinary items and (v) certain non-cash items. These non-cash items principally include real property depreciation and amortization of intangibles, equity income from
joint ventures and equity income from non-controlling interests and the Companys proportionate share of FFO from its unconsolidated joint ventures and non-controlling interests, determined on a consistent basis. The Company calculates
Operating FFO by excluding the non-operating charges and gains described below. The Company computes FFO in accordance with the NAREIT definition. Other real estate companies may calculate FFO and Operating FFO in a different manner. Operating FFO
is useful to investors as the Company removes these charges and gains to analyze the results of its operations and assess performance of the core operating real estate portfolio. A reconciliation of net income (loss) to FFO and Operating FFO is
presented herein.
Safe Harbor
DDR Corp. considers
portions of the information in this press release to be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, both as amended, with respect to the
Companys expectation for future periods. Although the Company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, it can give no assurance that its expectations will be achieved.
For this purpose, any statements contained herein that are not historical fact may be deemed to be forward-looking statements. There are a number of important factors that could cause our results to differ materially from those indicated by such
forward-looking statements, including, among other factors, local conditions such as oversupply of space or a reduction in demand for real estate in the area; competition from other available space; dependence on rental income from real property;
the loss of, significant downsizing of or bankruptcy of a major tenant; constructing properties or expansions that produce a desired yield on investment; our ability to buy or sell assets on commercially reasonable terms; our ability to complete
acquisitions or dispositions of assets under contract; our ability to secure equity or debt financing on commercially acceptable terms or at all; our ability to enter into definitive agreements with regard to our financing and joint venture
arrangements or our failure to satisfy conditions to the completion of these arrangements; the success of our capital recycling strategy; and the finalization of the financial statements for the three-month period ended September 30, 2014. For
additional factors that could cause the results of the Company to differ materially from those indicated in the forward-looking statements, please refer to the Companys Form 10-K for the year ended December 31, 2013, as amended. The
Company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof.
2
About DDR Corp.
DDR is an owner and manager of 456 value-oriented shopping centers representing 125 million square feet in 42 states and Puerto Rico. The Companys
assets are concentrated in high barrier-to-entry markets with stable populations and high growth potential and its portfolio is actively managed to create long-term shareholder value. DDR is a self-administered and self-managed REIT operating as a
fully integrated real estate company, and is publicly traded on the New York Stock Exchange under the ticker symbol DDR. Additional information about the Company is available at www.ddr.com, as well as on Twitter, LinkedIn and
Facebook.
Conference Call and Supplemental Information
A copy of the Companys Supplemental package is available upon request to Brooke Vanek at the Companys corporate office, 3300 Enterprise Parkway,
Beachwood, Ohio 44122 or at www.ddr.com.
The Company will hold its quarterly conference call tomorrow, October 28, 2014, at 10:00 a.m.
Eastern Time. To participate, please dial 866.318.8614 (domestic) or 617.399.5133 (international) at least ten minutes prior to the scheduled start of the call. When prompted, provide the passcode: 73809437. The conference call webcast will be
recorded and available for replay beginning at 12:00 p.m. ET on October 28, 2014 through the Investors portion of DDRs website, http://ir.ddr.com/events.cfm.
3
DDR Corp.
Income Statement: Consolidated Interests
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ in thousands, except per share |
|
|
|
|
|
|
|
|
3Q14 |
|
|
3Q13 |
|
|
9M14 |
|
|
9M13 |
|
Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Minimum rents (1) |
|
$ |
175,771 |
|
|
$ |
140,389 |
|
|
$ |
518,838 |
|
|
$ |
406,274 |
|
Percentage rent |
|
|
519 |
|
|
|
854 |
|
|
|
2,810 |
|
|
|
3,116 |
|
Recoveries |
|
|
59,261 |
|
|
|
45,963 |
|
|
|
175,353 |
|
|
|
133,234 |
|
Ancillary income |
|
|
6,476 |
|
|
|
7,795 |
|
|
|
18,829 |
|
|
|
20,698 |
|
Other revenues (2) |
|
|
922 |
|
|
|
1,116 |
|
|
|
5,403 |
|
|
|
6,626 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
242,949 |
|
|
|
196,117 |
|
|
|
721,233 |
|
|
|
569,948 |
|
Expenses (3): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating and maintenance |
|
|
37,311 |
|
|
|
33,107 |
|
|
|
109,448 |
|
|
|
96,257 |
|
Real estate taxes |
|
|
35,681 |
|
|
|
26,694 |
|
|
|
106,132 |
|
|
|
77,434 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
72,992 |
|
|
|
59,801 |
|
|
|
215,580 |
|
|
|
173,691 |
|
|
|
|
|
|
Net operating income |
|
|
169,957 |
|
|
|
136,316 |
|
|
|
505,653 |
|
|
|
396,257 |
|
|
|
|
|
|
Other income (expense): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fee income |
|
|
7,594 |
|
|
|
10,283 |
|
|
|
23,696 |
|
|
|
31,195 |
|
Interest income |
|
|
2,652 |
|
|
|
6,692 |
|
|
|
8,937 |
|
|
|
20,365 |
|
Interest expense (4) |
|
|
(58,115 |
) |
|
|
(54,740 |
) |
|
|
(179,908 |
) |
|
|
(157,346 |
) |
Depreciation and amortization |
|
|
(99,480 |
) |
|
|
(70,015 |
) |
|
|
(302,901 |
) |
|
|
(198,609 |
) |
General and administrative (5) |
|
|
(19,540 |
) |
|
|
(19,246 |
) |
|
|
(58,878 |
) |
|
|
(59,123 |
) |
Other income (expense), net (6) |
|
|
(2,758 |
) |
|
|
(2,282 |
) |
|
|
(11,881 |
) |
|
|
(3,287 |
) |
Impairment charges (7) |
|
|
(1,813 |
) |
|
|
(9,260 |
) |
|
|
(18,898 |
) |
|
|
(22,902 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) income before earnings from equity method investments and other items |
|
|
(1,503 |
) |
|
|
(2,252 |
) |
|
|
(34,180 |
) |
|
|
6,550 |
|
Equity in net income of joint ventures |
|
|
3,620 |
|
|
|
3,780 |
|
|
|
10,241 |
|
|
|
5,543 |
|
Impairment of joint venture investments |
|
|
0 |
|
|
|
0 |
|
|
|
(9,100 |
) |
|
|
0 |
|
Gain on sale and change in control of interests, net |
|
|
3,984 |
|
|
|
0 |
|
|
|
87,814 |
|
|
|
1,066 |
|
Income (loss) from discontinued operations (8) |
|
|
57,906 |
|
|
|
(3,258 |
) |
|
|
68,697 |
|
|
|
(27,872 |
) |
Tax benefit (expense) |
|
|
212 |
|
|
|
(404 |
) |
|
|
(1,120 |
) |
|
|
(2,463 |
) |
Gain on disposition of real estate, net of tax |
|
|
2,262 |
|
|
|
1,929 |
|
|
|
2,645 |
|
|
|
347 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
|
66,481 |
|
|
|
(205 |
) |
|
|
124,997 |
|
|
|
(16,829 |
) |
Income (loss) attributable to non-controlling interests |
|
|
2,125 |
|
|
|
(170 |
) |
|
|
2,985 |
|
|
|
(556 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) attributable to DDR |
|
|
68,606 |
|
|
|
(375 |
) |
|
|
127,982 |
|
|
|
(17,385 |
) |
Write-off of preferred share original issuance costs |
|
|
0 |
|
|
|
0 |
|
|
|
(1,943 |
) |
|
|
(5,246 |
) |
Preferred dividends |
|
|
(5,594 |
) |
|
|
(6,608 |
) |
|
|
(18,460 |
) |
|
|
(21,113 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) attributable to Common Shareholders |
|
|
63,012 |
|
|
|
(6,983 |
) |
|
|
107,579 |
|
|
|
(43,744 |
) |
|
|
|
|
|
FFO: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) attributable to common shareholders |
|
|
63,012 |
|
|
|
(6,983 |
) |
|
|
107,579 |
|
|
|
(43,744 |
) |
Depreciation and amortization of real estate investments |
|
|
99,542 |
|
|
|
72,421 |
|
|
|
304,286 |
|
|
|
207,560 |
|
Equity in net income of joint ventures |
|
|
(3,620 |
) |
|
|
(3,780 |
) |
|
|
(10,241 |
) |
|
|
(5,543 |
) |
Joint ventures FFO |
|
|
8,387 |
|
|
|
12,731 |
|
|
|
24,507 |
|
|
|
37,103 |
|
Non-controlling interests (OP units) |
|
|
223 |
|
|
|
54 |
|
|
|
509 |
|
|
|
162 |
|
Impairment of depreciable real estate |
|
|
365 |
|
|
|
24,136 |
|
|
|
11,856 |
|
|
|
64,237 |
|
Gain on disposition of depreciable real estate, net |
|
|
(57,105 |
) |
|
|
(8,701 |
) |
|
|
(159,753 |
) |
|
|
(7,417 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FFO attributable to Common Shareholders |
|
|
110,804 |
|
|
|
89,878 |
|
|
|
278,743 |
|
|
|
252,358 |
|
Non-operating items, net (9) |
|
|
(4,589 |
) |
|
|
147 |
|
|
|
29,445 |
|
|
|
9,814 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating FFO |
|
$ |
106,215 |
|
|
$ |
90,025 |
|
|
$ |
308,188 |
|
|
$ |
262,172 |
|
|
|
|
|
|
FFO per share Diluted (10) |
|
$ |
0.31 |
|
|
$ |
0.28 |
|
|
$ |
0.77 |
|
|
$ |
0.79 |
|
Operating FFO per share Diluted (10) |
|
$ |
0.29 |
|
|
$ |
0.28 |
|
|
$ |
0.85 |
|
|
$ |
0.82 |
|
4
DDR Corp.
Balance Sheet: Consolidated Interests
|
|
|
|
|
|
|
|
|
$ in thousands |
|
At Quarter End |
|
|
|
3Q14 |
|
|
4Q13 |
|
Assets: |
|
|
|
|
|
|
|
|
Land |
|
$ |
2,251,513 |
|
|
$ |
2,209,970 |
|
Buildings |
|
|
7,167,118 |
|
|
|
6,949,440 |
|
Fixtures and tenant improvements |
|
|
628,407 |
|
|
|
599,221 |
|
|
|
|
|
|
|
|
|
|
|
|
|
10,047,038 |
|
|
|
9,758,631 |
|
Less: Accumulated depreciation |
|
|
(1,893,315 |
) |
|
|
(1,823,199 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
8,153,723 |
|
|
|
7,935,432 |
|
Land held for development and construction in progress |
|
|
449,822 |
|
|
|
452,980 |
|
Real estate held for sale, net |
|
|
0 |
|
|
|
12,670 |
|
|
|
|
|
|
|
|
|
|
Real estate, net |
|
|
8,603,545 |
|
|
|
8,401,082 |
|
|
|
|
Investments in and advances to joint ventures |
|
|
161,737 |
|
|
|
448,008 |
|
Cash |
|
|
134,320 |
|
|
|
86,664 |
|
Restricted cash |
|
|
8,250 |
|
|
|
33,476 |
|
Notes receivable, net |
|
|
57,645 |
|
|
|
78,338 |
|
Receivables, including straight-line rent, net |
|
|
128,414 |
|
|
|
129,513 |
|
Other assets, net (11) |
|
|
531,780 |
|
|
|
515,992 |
|
|
|
|
|
|
|
|
|
|
Total Assets |
|
|
9,625,691 |
|
|
|
9,693,073 |
|
|
|
|
Liabilities and Equity: |
|
|
|
|
|
|
|
|
Revolving credit facilities |
|
|
23,457 |
|
|
|
29,133 |
|
Unsecured debt |
|
|
2,762,893 |
|
|
|
2,754,120 |
|
Unsecured term loan |
|
|
350,000 |
|
|
|
350,000 |
|
Mortgage and other secured debt |
|
|
2,099,694 |
|
|
|
2,161,421 |
|
|
|
|
|
|
|
|
|
|
|
|
|
5,236,044 |
|
|
|
5,294,674 |
|
Dividends payable |
|
|
61,323 |
|
|
|
55,107 |
|
Other liabilities (12) |
|
|
459,787 |
|
|
|
415,413 |
|
|
|
|
|
|
|
|
|
|
Total Liabilities |
|
|
5,757,154 |
|
|
|
5,765,194 |
|
|
|
|
Preferred shares |
|
|
350,000 |
|
|
|
405,000 |
|
Common shares |
|
|
36,034 |
|
|
|
35,938 |
|
Paid-in-capital |
|
|
5,434,217 |
|
|
|
5,417,363 |
|
Accumulated distributions in excess of net income |
|
|
(1,975,043 |
) |
|
|
(1,915,638 |
) |
Deferred compensation obligation |
|
|
17,057 |
|
|
|
16,702 |
|
Accumulated other comprehensive income |
|
|
(8,445 |
) |
|
|
(36,493 |
) |
Less: Common shares in treasury at cost |
|
|
(18,475 |
) |
|
|
(18,211 |
) |
Non-controlling interests |
|
|
33,192 |
|
|
|
23,218 |
|
|
|
|
|
|
|
|
|
|
Total Equity |
|
|
3,868,537 |
|
|
|
3,927,879 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Liabilities and Equity |
|
$ |
9,625,691 |
|
|
$ |
9,693,073 |
|
5
DDR Corp.
Income Statement: Unconsolidated Interests at 100%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ in thousands |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3Q14 |
|
|
3Q13 |
|
|
9M14 |
|
|
9M13 |
|
Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Minimum rents |
|
$ |
87,526 |
|
|
$ |
127,576 |
|
|
$ |
286,974 |
|
|
$ |
383,650 |
|
Percentage rent |
|
|
315 |
|
|
|
393 |
|
|
|
1,090 |
|
|
|
1,451 |
|
Recoveries |
|
|
24,056 |
|
|
|
31,288 |
|
|
|
72,668 |
|
|
|
93,817 |
|
Other revenues |
|
|
8,076 |
|
|
|
16,744 |
|
|
|
31,791 |
|
|
|
48,881 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
119,973 |
|
|
|
176,001 |
|
|
|
392,523 |
|
|
|
527,799 |
|
Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating and maintenance |
|
|
25,535 |
|
|
|
40,750 |
|
|
|
94,260 |
|
|
|
120,884 |
|
Real estate taxes |
|
|
14,489 |
|
|
|
20,349 |
|
|
|
43,527 |
|
|
|
61,246 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
40,024 |
|
|
|
61,099 |
|
|
|
137,787 |
|
|
|
182,130 |
|
|
|
|
|
|
Net operating income |
|
|
79,949 |
|
|
|
114,902 |
|
|
|
254,736 |
|
|
|
345,669 |
|
|
|
|
|
|
Other income (expense): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense |
|
|
(41,764 |
) |
|
|
(56,453 |
) |
|
|
(141,776 |
) |
|
|
(169,935 |
) |
Depreciation and amortization |
|
|
(35,579 |
) |
|
|
(56,502 |
) |
|
|
(119,641 |
) |
|
|
(173,333 |
) |
Impairment charges |
|
|
(11,093 |
) |
|
|
(13,390 |
) |
|
|
(11,693 |
) |
|
|
(51,713 |
) |
Tax expense |
|
|
0 |
|
|
|
(6,446 |
) |
|
|
(6,565 |
) |
|
|
(20,299 |
) |
Other expense, net |
|
|
(188 |
) |
|
|
(1,916 |
) |
|
|
(3,024 |
) |
|
|
(2,229 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(88,624 |
) |
|
|
(134,707 |
) |
|
|
(282,699 |
) |
|
|
(417,509 |
) |
|
|
|
|
|
Loss from continuing operations |
|
|
(8,675 |
) |
|
|
(19,805 |
) |
|
|
(27,963 |
) |
|
|
(71,840 |
) |
Loss from discontinued operations |
|
|
(55 |
) |
|
|
(11,196 |
) |
|
|
(844 |
) |
|
|
(22,604 |
) |
Gain (loss) on disposition of discontinued operations, net |
|
|
4,713 |
|
|
|
(21,228 |
) |
|
|
28,224 |
|
|
|
(27,133 |
) |
Gain on disposition of real estate, net |
|
|
3,833 |
|
|
|
151 |
|
|
|
3,833 |
|
|
|
794 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (loss) income |
|
|
(184 |
) |
|
|
(52,078 |
) |
|
|
3,250 |
|
|
|
(120,783 |
) |
Loss attributable to non-controlling interests |
|
|
0 |
|
|
|
(5,800 |
) |
|
|
(2,023 |
) |
|
|
(19,715 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (loss) income attributable to unconsolidated joint ventures |
|
|
(184 |
) |
|
|
(57,878 |
) |
|
|
1,227 |
|
|
|
(140,498 |
) |
Depreciation and amortization of real estate investments |
|
|
35,574 |
|
|
|
58,544 |
|
|
|
118,020 |
|
|
|
180,909 |
|
Impairment of depreciable real estate |
|
|
11,093 |
|
|
|
21,874 |
|
|
|
11,693 |
|
|
|
66,437 |
|
(Gain) loss on disposition of depreciable real estate, net |
|
|
(8,546 |
) |
|
|
21,228 |
|
|
|
(31,965 |
) |
|
|
26,655 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FFO |
|
|
37,937 |
|
|
|
43,768 |
|
|
|
98,975 |
|
|
|
133,503 |
|
FFO at DDRs ownership interests |
|
|
8,387 |
|
|
|
12,731 |
|
|
|
24,507 |
|
|
|
37,103 |
|
Operating FFO at DDRs ownership interests |
|
|
8,387 |
|
|
|
12,331 |
|
|
|
24,643 |
|
|
|
36,413 |
|
|
|
|
|
|
Net income at DDRs ownership interests |
|
|
3,316 |
|
|
|
2,800 |
|
|
|
9,483 |
|
|
|
4,328 |
|
Basis differences |
|
|
304 |
|
|
|
980 |
|
|
|
758 |
|
|
|
1,215 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity in net income of joint ventures |
|
$ |
3,620 |
|
|
$ |
3,780 |
|
|
$ |
10,241 |
|
|
$ |
5,543 |
|
6
DDR Corp.
Balance Sheet: Unconsolidated Interests at 100%
|
|
|
|
|
|
|
|
|
$ in thousands |
|
At Quarter End |
|
|
|
3Q14 |
|
|
4Q13 |
|
Assets: |
|
|
|
|
|
|
|
|
Land |
|
$ |
1,080,086 |
|
|
$ |
1,275,232 |
|
Buildings |
|
|
2,917,565 |
|
|
|
3,940,806 |
|
Fixtures and tenant improvements |
|
|
168,575 |
|
|
|
266,851 |
|
|
|
|
|
|
|
|
|
|
|
|
|
4,166,226 |
|
|
|
5,482,889 |
|
Less: Accumulated depreciation |
|
|
(814,365 |
) |
|
|
(839,867 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
3,351,861 |
|
|
|
4,643,022 |
|
Land held for development and construction in progress |
|
|
56,713 |
|
|
|
116,088 |
|
|
|
|
|
|
|
|
|
|
Real estate, net |
|
|
3,408,574 |
|
|
|
4,759,110 |
|
Cash and restricted cash |
|
|
95,768 |
|
|
|
282,866 |
|
Receivables, including straight-line rent, net |
|
|
68,951 |
|
|
|
101,003 |
|
Other assets, net |
|
|
97,959 |
|
|
|
196,615 |
|
|
|
|
|
|
|
|
|
|
Total Assets |
|
|
3,671,252 |
|
|
|
5,339,594 |
|
|
|
|
Liabilities and Equity: |
|
|
|
|
|
|
|
|
Mortgage debt |
|
|
2,572,521 |
|
|
|
3,282,643 |
|
Notes and accrued interest payable to DDR |
|
|
142,502 |
|
|
|
127,679 |
|
Other liabilities |
|
|
142,521 |
|
|
|
245,368 |
|
|
|
|
|
|
|
|
|
|
Total Liabilities |
|
|
2,857,544 |
|
|
|
3,655,690 |
|
|
|
|
Redeemable preferred equity |
|
|
38,635 |
|
|
|
71,771 |
|
Accumulated equity |
|
|
775,073 |
|
|
|
1,612,133 |
|
|
|
|
|
|
|
|
|
|
Total Liabilities and Equity |
|
$ |
3,671,252 |
|
|
$ |
5,339,594 |
|
7
DDR Corp.
Financial Statements: Footnotes
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ in millions, except per share |
|
|
|
|
|
|
|
|
|
Includes discontinued operations |
|
3Q14 |
|
|
3Q13 |
|
|
9M14 |
|
|
9M13 |
|
|
|
|
|
|
|
(1) |
|
Minimum rents: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Straight-line rent, net |
|
$ |
1.5 |
|
|
$ |
1.2 |
|
|
$ |
4.0 |
|
|
$ |
4.3 |
|
|
|
Below-market rent, net |
|
|
0.3 |
|
|
|
0.3 |
|
|
|
0.8 |
|
|
|
0.2 |
|
|
|
Ground lease revenue |
|
|
8.5 |
|
|
|
6.5 |
|
|
|
24.5 |
|
|
|
18.1 |
|
|
|
|
|
|
|
(2) |
|
Other revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Lease termination fees |
|
|
0.7 |
|
|
|
1.0 |
|
|
|
4.1 |
|
|
|
6.2 |
|
|
|
Other miscellaneous |
|
|
0.2 |
|
|
|
0.1 |
|
|
|
1.3 |
|
|
|
0.4 |
|
|
|
|
|
|
|
(3) |
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Recoverable expenses (excludes discontinued operations) |
|
|
(65.5 |
) |
|
|
(51.3 |
) |
|
|
(193.5 |
) |
|
|
(148.6 |
) |
|
|
Non-recoverable expenses (excludes discontinued operations) |
|
|
(7.5 |
) |
|
|
(8.5 |
) |
|
|
(22.1 |
) |
|
|
(25.1 |
) |
|
|
Straight-line ground rent expense |
|
|
(0.2 |
) |
|
|
(0.3 |
) |
|
|
(0.8 |
) |
|
|
(0.9 |
) |
|
|
Expensed costs of suspended developments |
|
|
(0.1 |
) |
|
|
(0.6 |
) |
|
|
(0.8 |
) |
|
|
(1.7 |
) |
|
|
|
|
|
|
(4) |
|
Non-cash interest expense: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Convertible debt accretion |
|
|
(2.9 |
) |
|
|
(2.7 |
) |
|
|
(8.5 |
) |
|
|
(8.0 |
) |
|
|
Debt fair value amortization |
|
|
4.1 |
|
|
|
1.3 |
|
|
|
12.5 |
|
|
|
2.5 |
|
|
|
Loan cost amortization |
|
|
(3.1 |
) |
|
|
(3.0 |
) |
|
|
(9.5 |
) |
|
|
(9.0 |
) |
|
|
Interest expense (capitalized) |
|
|
2.7 |
|
|
|
2.0 |
|
|
|
6.6 |
|
|
|
6.8 |
|
|
|
|
|
|
|
(5) |
|
General and administrative expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock compensation expenses |
|
|
(1.9 |
) |
|
|
(1.9 |
) |
|
|
(5.8 |
) |
|
|
(5.6 |
) |
|
|
Internal leasing expenses |
|
|
(1.7 |
) |
|
|
(1.8 |
) |
|
|
(5.6 |
) |
|
|
(5.7 |
) |
|
|
Construction administrative costs (capitalized) |
|
|
2.5 |
|
|
|
2.4 |
|
|
|
7.3 |
|
|
|
6.9 |
|
|
|
|
|
|
|
(6) |
|
Other income (expense): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Transactions and other |
|
|
(1.6 |
) |
|
|
(1.9 |
) |
|
|
(9.7 |
) |
|
|
(2.4 |
) |
|
|
Litigation expenses |
|
|
(1.2 |
) |
|
|
(0.4 |
) |
|
|
(2.2 |
) |
|
|
(1.2 |
) |
|
|
Debt extinguishment, net |
|
|
0.0 |
|
|
|
0.0 |
|
|
|
0.0 |
|
|
|
0.3 |
|
|
|
|
|
|
|
(7) |
|
Impairment charges: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Land held for development |
|
|
0.0 |
|
|
|
0.0 |
|
|
|
13.2 |
|
|
|
0.0 |
|
|
|
Undeveloped land |
|
|
1.4 |
|
|
|
0.0 |
|
|
|
1.8 |
|
|
|
2.6 |
|
|
|
Assets marketed for sale |
|
|
0.4 |
|
|
|
9.2 |
|
|
|
3.9 |
|
|
|
20.3 |
|
|
|
|
|
|
|
(8) |
|
Discontinued operations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues |
|
|
5.6 |
|
|
|
15.1 |
|
|
|
21.2 |
|
|
|
50.9 |
|
|
|
Expenses |
|
|
(4.8 |
) |
|
|
(12.2 |
) |
|
|
(18.7 |
) |
|
|
(42.1 |
) |
|
|
Impairments |
|
|
(0.0 |
) |
|
|
(14.9 |
) |
|
|
(8.1 |
) |
|
|
(43.9 |
) |
|
|
Gain on disposition of real estate, net |
|
|
57.1 |
|
|
|
8.7 |
|
|
|
74.3 |
|
|
|
7.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
|
57.9 |
|
|
|
(3.3 |
) |
|
|
68.7 |
|
|
|
(27.9 |
) |
8
DDR Corp.
Financial Statements: Footnotes
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ in millions, except per share |
|
|
|
|
|
|
Includes discontinued operations |
|
3Q14 |
|
|
3Q13 |
|
|
9M14 |
|
|
9M13 |
|
|
|
|
|
|
|
(9) |
|
Non-operating items excluded from Operating FFO: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-cash impairment charges non-depreciable assets |
|
$ |
1.4 |
|
|
$ |
0.0 |
|
|
$ |
24.2 |
|
|
$ |
2.6 |
|
|
|
Transaction, litigation, debt extinguishment costs, other |
|
|
2.8 |
|
|
|
2.4 |
|
|
|
12.1 |
|
|
|
4.0 |
|
|
|
Joint ventures currency, other |
|
|
0.0 |
|
|
|
(0.4 |
) |
|
|
0.1 |
|
|
|
(0.7 |
) |
|
|
Non-cash gain on sale of non-depreciable real estate, net of non-controlling interests and foreign currency |
|
|
(4.8 |
) |
|
|
(1.9 |
) |
|
|
(4.9 |
) |
|
|
(0.2 |
) |
|
|
Non-cash gain on sale and change in control of interests, net |
|
|
(4.0 |
) |
|
|
0.0 |
|
|
|
(4.0 |
) |
|
|
(1.1 |
) |
|
|
Non-cash write-off of preferred share original issuance costs |
|
|
0.0 |
|
|
|
0.0 |
|
|
|
1.9 |
|
|
|
5.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(4.6 |
) |
|
|
0.1 |
|
|
|
29.4 |
|
|
|
9.8 |
|
(10) |
|
Outstanding per share information: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common shares (at quarter end) |
|
|
360.2 |
|
|
|
324.1 |
|
|
|
360.2 |
|
|
|
324.1 |
|
|
|
OP units (at quarter end) |
|
|
1.4 |
|
|
|
0.4 |
|
|
|
1.4 |
|
|
|
0.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total shares and units (at quarter end) |
|
|
361.6 |
|
|
|
324.5 |
|
|
|
361.6 |
|
|
|
324.5 |
|
|
|
Weighted average shares and units Basic EPS |
|
|
358.0 |
|
|
|
318.2 |
|
|
|
357.8 |
|
|
|
316.1 |
|
|
|
Assumed conversion of dilutive securities |
|
|
0.5 |
|
|
|
0.0 |
|
|
|
0.5 |
|
|
|
0.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares and units Diluted EPS |
|
|
358.5 |
|
|
|
318.2 |
|
|
|
358.3 |
|
|
|
316.1 |
|
|
|
Weighted average shares and units Basic FFO & OFFO |
|
|
361.0 |
|
|
|
320.6 |
|
|
|
360.2 |
|
|
|
318.7 |
|
|
|
Assumed conversion of dilutive securities |
|
|
0.5 |
|
|
|
0.5 |
|
|
|
0.5 |
|
|
|
0.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares and units Diluted FFO & OFFO |
|
|
361.5 |
|
|
|
321.1 |
|
|
|
360.7 |
|
|
|
319.2 |
|
|
|
Earnings per common share Basic |
|
$ |
0.17 |
|
|
$ |
(0.02 |
) |
|
$ |
0.30 |
|
|
$ |
(0.14 |
) |
|
|
Earnings per common share Diluted |
|
$ |
0.17 |
|
|
$ |
(0.02 |
) |
|
$ |
0.30 |
|
|
$ |
(0.14 |
) |
|
|
FFO per share Basic |
|
$ |
0.31 |
|
|
$ |
0.28 |
|
|
$ |
0.77 |
|
|
$ |
0.79 |
|
|
|
FFO per share Diluted |
|
$ |
0.31 |
|
|
$ |
0.28 |
|
|
$ |
0.77 |
|
|
$ |
0.79 |
|
|
|
Operating FFO per share Diluted |
|
$ |
0.29 |
|
|
$ |
0.28 |
|
|
$ |
0.85 |
|
|
$ |
0.82 |
|
|
|
Common stock dividends declared, per share |
|
$ |
0.155 |
|
|
$ |
0.135 |
|
|
$ |
0.465 |
|
|
$ |
0.405 |
|
|
|
|
|
|
|
(11) |
|
Intangible assets, net (at quarter and year end) |
|
|
|
|
|
|
|
|
|
|
428.1 |
|
|
|
409.6 |
|
|
|
|
|
|
|
(12) |
|
Below-market leases, net (at quarter and year end) |
|
|
|
|
|
|
|
|
|
|
139.6 |
|
|
|
123.9 |
|
|
|
|
|
|
Additional financial information: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital expenditures (DDR share): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Leasing |
|
$ |
9.8 |
|
|
$ |
9.2 |
|
|
$ |
30.5 |
|
|
$ |
29.5 |
|
|
|
Maintenance total |
|
|
6.0 |
|
|
|
2.9 |
|
|
|
9.2 |
|
|
|
5.4 |
|
|
|
Maintenance PSF of owned GLA non reimbursable |
|
|
|
|
|
|
|
|
|
|
0.16 |
|
|
|
0.10 |
|
|
|
|
|
|
|
|
|
Miscellaneous (DDR share): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Est. value of land owned adjacent to existing centers (at 12/31/13) |
|
|
|
|
|
|
|
|
|
$ |
35.0 |
|
|
|
|
|
|
|
Cost basis of headquarters (non-income producing, at quarter end) |
|
|
|
|
|
|
|
|
|
|
40.0 |
|
|
|
|
|
9
DDR Corp.
Unconsolidated Joint Ventures
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$, GLA in millions |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross |
|
|
|
|
|
|
|
|
DDR |
|
|
Operating |
|
|
Owned |
|
|
|
|
|
Book |
|
|
|
|
|
|
Partner |
|
Own % |
|
|
Properties |
|
|
GLA |
|
|
ABR |
|
|
Value |
|
|
Debt |
|
DDRTC Core Retail Fund |
|
TIAA-CREF |
|
|
15 |
% |
|
|
26 |
|
|
|
8.4 |
|
|
$ |
103.6 |
|
|
$ |
1,544.5 |
|
|
$ |
815.0 |
|
DDR Domestic Retail Fund I |
|
Various |
|
|
20 |
% |
|
|
57 |
|
|
|
8.0 |
|
|
|
89.1 |
|
|
|
1,401.9 |
|
|
|
920.3 |
|
DDR-SAU Retail Fund |
|
State of Utah |
|
|
20 |
% |
|
|
27 |
|
|
|
2.4 |
|
|
|
25.4 |
|
|
|
311.4 |
|
|
|
177.7 |
|
DDR Markaz II |
|
Kuwait Financial Centre |
|
|
20 |
% |
|
|
11 |
|
|
|
1.4 |
|
|
|
15.1 |
|
|
|
186.5 |
|
|
|
135.4 |
|
BRE DDR Retail Holdings I |
|
Blackstone Real Estate Partners VII |
|
|
5 |
% |
|
|
13 |
|
|
|
1.9 |
|
|
|
17.8 |
|
|
|
160.1 |
|
|
|
110.8 |
|
Other |
|
Various |
|
|
Various |
|
|
|
13 |
|
|
|
2.0 |
|
|
|
20.1 |
|
|
|
246.5 |
|
|
|
141.0 |
|
Coventry II (1) |
|
Coventry II Fund |
|
|
10% - 20% |
|
|
|
21 |
|
|
|
3.1 |
|
|
|
29.6 |
|
|
|
372.0 |
|
|
|
272.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
168 |
|
|
|
27.2 |
|
|
$ |
300.7 |
|
|
$ |
4,222.9 |
|
|
$ |
2,572.5 |
|
(1) |
Includes 18 assets in which the Company does not have an economic interest. |
10
DDR Corp.
Joint Venture Income Statement
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 100% |
|
|
At DDR Share |
|
|
|
9M14 |
|
|
3Q14 |
|
|
3Q14 |
|
Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
Minimum rents (1) |
|
$ |
287.0 |
|
|
$ |
87.5 |
|
|
$ |
15.7 |
|
Percentage rent |
|
|
1.1 |
|
|
|
0.3 |
|
|
|
0.1 |
|
Recoveries |
|
|
72.6 |
|
|
|
24.1 |
|
|
|
4.4 |
|
Other revenues |
|
|
31.8 |
|
|
|
8.1 |
|
|
|
1.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
392.5 |
|
|
|
120.0 |
|
|
|
21.8 |
|
Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
Operating and maintenance |
|
|
94.3 |
|
|
|
25.5 |
|
|
|
4.2 |
|
Real estate taxes |
|
|
43.5 |
|
|
|
14.5 |
|
|
|
2.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
137.8 |
|
|
|
40.0 |
|
|
|
6.9 |
|
|
|
|
|
Net operating income |
|
|
254.7 |
|
|
|
80.0 |
|
|
|
14.9 |
|
|
|
|
|
Other income (expense): |
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense (2) |
|
|
(141.8 |
) |
|
|
(41.8 |
) |
|
|
(6.5 |
) |
Depreciation and amortization |
|
|
(119.6 |
) |
|
|
(35.6 |
) |
|
|
(5.7 |
) |
Impairment charges |
|
|
(11.7 |
) |
|
|
(11.1 |
) |
|
|
(0.8 |
) |
Tax expense |
|
|
(6.6 |
) |
|
|
0.0 |
|
|
|
0.0 |
|
Other expense, net |
|
|
(3.0 |
) |
|
|
(0.2 |
) |
|
|
0.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(282.7 |
) |
|
|
(88.7 |
) |
|
|
(13.0 |
) |
(Loss) income from continuing operations |
|
|
(28.0 |
) |
|
|
(8.7 |
) |
|
|
1.9 |
|
Loss from discontinued operations |
|
|
(0.8 |
) |
|
|
0.0 |
|
|
|
0.0 |
|
Gain on disposition of discontinued operations, net |
|
|
28.2 |
|
|
|
4.7 |
|
|
|
0.9 |
|
Gain on disposition of real estate, net |
|
|
3.8 |
|
|
|
3.8 |
|
|
|
0.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
|
3.2 |
|
|
|
(0.2 |
) |
|
|
3.3 |
|
Loss attributable to non-controlling interests |
|
|
(2.0 |
) |
|
|
0.0 |
|
|
|
0.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) attributable to unconsolidated joint ventures |
|
|
1.2 |
|
|
|
(0.2 |
) |
|
|
3.3 |
|
Depreciation and amortization of real estate investments |
|
|
118.0 |
|
|
|
35.5 |
|
|
|
5.7 |
|
Impairment of depreciable real estate |
|
|
11.7 |
|
|
|
11.1 |
|
|
|
0.8 |
|
Gain on disposition of depreciable real estate, net |
|
|
(31.9 |
) |
|
|
(8.5 |
) |
|
|
(1.4 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Funds From Operations: |
|
$ |
99.0 |
|
|
$ |
37.9 |
|
|
$ |
8.4 |
|
|
|
|
|
Net income at DDR ownership interests |
|
$ |
9.5 |
|
|
$ |
3.3 |
|
|
$ |
3.3 |
|
Basis differences |
|
|
0.7 |
|
|
|
0.3 |
|
|
|
0.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity in net income of joint ventures |
|
|
10.2 |
|
|
|
3.6 |
|
|
|
3.6 |
|
FFO at DDR's ownership interests |
|
$ |
24.5 |
|
|
$ |
8.4 |
|
|
|
|
|
Operating FFO at DDR's ownership interests |
|
$ |
24.6 |
|
|
$ |
8.4 |
|
|
|
|
|
|
|
|
|
(1) Straight-line rent, net |
|
|
2.4 |
|
|
|
0.3 |
|
|
|
0.0 |
|
(2) Non-cash interest expense |
|
|
(2.9 |
) |
|
|
(1.0 |
) |
|
|
(0.1 |
) |
11
DDR Corp.
Joint Venture Balance Sheet (1)
|
|
|
|
|
|
|
|
|
|
|
At 100% |
|
|
|
3Q14 |
|
|
4Q13 |
|
Land |
|
$ |
1,080.1 |
|
|
$ |
1,275.2 |
|
Buildings |
|
|
2,917.6 |
|
|
|
3,940.8 |
|
Fixtures and tenant improvements |
|
|
168.6 |
|
|
|
266.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
4,166.3 |
|
|
|
5,482.9 |
|
Less: Accumulated depreciation |
|
|
(814.4 |
) |
|
|
(839.9 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
3,351.9 |
|
|
|
4,643.0 |
|
Land held for development and construction in progress |
|
|
56.7 |
|
|
|
116.1 |
|
|
|
|
|
|
|
|
|
|
Real estate, net |
|
|
3,408.6 |
|
|
|
4,759.1 |
|
|
|
|
|
|
|
|
|
|
Cash and restricted cash (2) |
|
|
95.8 |
|
|
|
282.9 |
|
Receivables, including straight-line rent, net |
|
|
68.9 |
|
|
|
101.0 |
|
Other assets, net |
|
|
97.9 |
|
|
|
196.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
3,671.2 |
|
|
|
5,339.6 |
|
|
|
|
Mortgage debt |
|
|
2,572.5 |
|
|
|
3,282.6 |
|
Notes and accrued interest payable to DDR |
|
|
142.5 |
|
|
|
127.7 |
|
Other liabilities |
|
|
142.5 |
|
|
|
245.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
2,857.5 |
|
|
|
3,655.7 |
|
Redeemable preferred equity |
|
|
38.6 |
|
|
|
71.8 |
|
Accumulated equity |
|
|
775.1 |
|
|
|
1,612.1 |
|
|
|
|
|
|
|
|
|
|
|
|
$ |
3,671.2 |
|
|
$ |
5,339.6 |
|
|
|
|
|
At DDR Share |
|
|
|
3Q14 |
|
|
4Q13 |
|
Land |
|
$ |
193.5 |
|
|
$ |
234.1 |
|
Buildings |
|
|
537.3 |
|
|
|
800.8 |
|
Fixtures and tenant improvements |
|
|
31.0 |
|
|
|
64.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
761.8 |
|
|
|
1,099.3 |
|
|
|
|
Less: Accumulated depreciation |
|
|
(158.2 |
) |
|
|
(174.5 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
603.6 |
|
|
|
924.8 |
|
Land held for development and construction in progress |
|
|
5.9 |
|
|
|
25.4 |
|
|
|
|
|
|
|
|
|
|
Real estate, net |
|
|
609.5 |
|
|
|
950.2 |
|
|
|
|
|
|
|
|
|
|
Cash and restricted cash |
|
|
18.8 |
|
|
|
81.0 |
|
Receivables, including straight-line rent, net |
|
|
14.8 |
|
|
|
27.5 |
|
Other assets, net (3) |
|
|
14.5 |
|
|
|
32.3 |
|
Disproportionate share of equity (4) |
|
|
34.6 |
|
|
|
63.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
692.2 |
|
|
|
1,154.4 |
|
|
|
|
Mortgage debt (5) (6) |
|
|
479.4 |
|
|
|
630.1 |
|
Notes and accrued interest payable to DDR |
|
|
14.6 |
|
|
|
13.0 |
|
Other liabilities |
|
|
24.4 |
|
|
|
57.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
518.4 |
|
|
|
700.3 |
|
Redeemable preferred equity |
|
|
38.6 |
|
|
|
71.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
557.0 |
|
|
|
772.1 |
|
Accumulated equity |
|
|
137.3 |
|
|
|
387.0 |
|
Disproportionate share of equity (4) |
|
|
(2.1 |
) |
|
|
(4.7 |
) |
|
|
|
|
|
|
|
|
|
|
|
$ |
692.2 |
|
|
$ |
1,154.4 |
|
|
|
|
(1) Exchange rate of BRL / USD at year
end 2013 |
|
|
N/A |
|
|
|
2.35 |
|
(2) Amount attributable to SSB BV Sarl at
year end 2013 |
|
|
N/A |
|
|
|
191.9 |
|
(3) Intangible assets at DDR
share |
|
|
6.2 |
|
|
|
12.1 |
|
(4) Adjustments represent promoted equity
and minority interests |
|
|
|
|
|
|
|
|
(5) Fair market value of debt adjustment
at DDR's share |
|
|
0.1 |
|
|
|
0.6 |
|
(6) Non-recourse mortgage debt with a
zero basis at DDR's share |
|
$ |
18.8 |
|
|
$ |
20.9 |
|
12
DDR Corp.
Transactions
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ in millions, GLA in thousands |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
DDR |
|
|
Total |
|
|
At 100% |
|
|
At DDR Share |
|
|
|
Date |
|
Location |
|
Own. % |
|
|
GLA |
|
|
Price |
|
|
Debt |
|
|
Price |
|
|
Debt |
|
|
Anchors |
|
|
|
|
|
|
|
|
|
Acquisitions |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4/14 |
|
Colorado Springs, CO |
|
|
100 |
% |
|
|
225.1 |
|
|
$ |
30.6 |
|
|
$ |
12.9 |
|
|
$ |
30.6 |
|
|
$ |
12.9 |
|
|
Natural Grocers, Ross Dress for Less, PetSmart, Golfsmith, 24 Hour Fitness, Sports Authority |
5/14 |
|
Cincinnati, OH |
|
|
100 |
% |
|
|
429.7 |
|
|
|
29.5 |
|
|
|
0.0 |
|
|
|
29.5 |
|
|
|
0.0 |
|
|
Costco, Target, Barnes & Noble, Best Buy, Michaels |
5/14 |
|
Sacramento, CA |
|
|
100 |
% |
|
|
275.2 |
|
|
|
86.3 |
|
|
|
0.0 |
|
|
|
86.3 |
|
|
|
0.0 |
|
|
REI, Bed Bath & Beyond, buybuy Baby, Cost Plus World Market, Macy's Furniture Gallery |
6/14 |
|
Chicago, IL |
|
|
100 |
% |
|
|
240.1 |
|
|
|
118.4 |
|
|
|
35.5 |
|
|
|
118.4 |
|
|
|
35.5 |
|
|
Nordstrom Rack, Dick's Sporting Goods, T.J. Maxx, Burlington |
8/14 |
|
Philadelphia, PA |
|
|
100 |
% |
|
|
167.7 |
|
|
|
31.5 |
|
|
|
0.0 |
|
|
|
31.5 |
|
|
|
0.0 |
|
|
Bed Bath & Beyond, Stein Mart, PetSmart, AFC Fitness |
9/14 |
|
Portfolio of 7 former Blackstone Assets (1) |
|
|
100 |
% |
|
|
2,288.1 |
|
|
|
397.2 |
|
|
|
205.3 |
|
|
|
377.3 |
|
|
|
205.3 |
|
|
Target, Walmart, Wegmans, Kohl's, Dick's Sporting Goods, T.J. Maxx, Ross Dress For Less, Bed Bath & Beyond |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,625.9 |
|
|
$ |
693.5 |
|
|
$ |
253.7 |
|
|
$ |
673.6 |
|
|
$ |
253.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dispositions |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1/14 |
|
Norcross, GA |
|
|
100 |
% |
|
|
83.4 |
|
|
$ |
10.0 |
|
|
$ |
0.0 |
|
|
$ |
10.0 |
|
|
$ |
0.0 |
|
|
Ingles |
1/14 |
|
Tonawanda, NY |
|
|
100 |
% |
|
|
121.8 |
|
|
|
5.0 |
|
|
|
0.0 |
|
|
|
5.0 |
|
|
|
0.0 |
|
|
Best Fitness |
1/14 |
|
Camp Hill, PA |
|
|
100 |
% |
|
|
62.9 |
|
|
|
3.0 |
|
|
|
0.0 |
|
|
|
3.0 |
|
|
|
0.0 |
|
|
Michaels |
1/14 |
|
Hagerstown, MD |
|
|
100 |
% |
|
|
89.9 |
|
|
|
12.7 |
|
|
|
0.0 |
|
|
|
12.7 |
|
|
|
0.0 |
|
|
Hobby Lobby |
2/14 |
|
Longview, TX |
|
|
20 |
% |
|
|
40.5 |
|
|
|
3.9 |
|
|
|
3.7 |
|
|
|
0.8 |
|
|
|
0.7 |
|
|
|
2/14 |
|
Charleston, SC |
|
|
100 |
% |
|
|
236.3 |
|
|
|
16.0 |
|
|
|
0.0 |
|
|
|
16.0 |
|
|
|
0.0 |
|
|
Home Décor Liquidators, Northern Tool |
2/14 |
|
Fenton, MO |
|
|
100 |
% |
|
|
100.4 |
|
|
|
10.3 |
|
|
|
0.0 |
|
|
|
10.3 |
|
|
|
0.0 |
|
|
Aldi |
2/14 |
|
Riverdale, UT |
|
|
93 |
% |
|
|
427.8 |
|
|
|
54.3 |
|
|
|
0.0 |
|
|
|
50.5 |
|
|
|
0.0 |
|
|
Best Buy, Gordman's, Jo-Ann |
3/14 |
|
Victor, NY |
|
|
100 |
% |
|
|
55.9 |
|
|
|
5.5 |
|
|
|
0.0 |
|
|
|
5.5 |
|
|
|
0.0 |
|
|
|
3/14 |
|
Greensboro, NC |
|
|
100 |
% |
|
|
151.4 |
|
|
|
7.2 |
|
|
|
0.0 |
|
|
|
7.2 |
|
|
|
0.0 |
|
|
Food Lion, Staples |
3/14 |
|
San Antonio, TX |
|
|
20 |
% |
|
|
230.7 |
|
|
|
49.7 |
|
|
|
20.0 |
|
|
|
9.9 |
|
|
|
4.0 |
|
|
Ross Dress for Less, PetSmart, Office Depot |
3/14 |
|
Goodlettsville, TN |
|
|
20 |
% |
|
|
84.4 |
|
|
|
7.4 |
|
|
|
6.4 |
|
|
|
1.5 |
|
|
|
1.3 |
|
|
Kroger |
3/14 |
|
Oxford, MS |
|
|
20 |
% |
|
|
71.9 |
|
|
|
4.7 |
|
|
|
0.0 |
|
|
|
0.9 |
|
|
|
0.0 |
|
|
Kroger |
4/14 |
|
St. John, MO |
|
|
100 |
% |
|
|
94.2 |
|
|
|
12.8 |
|
|
|
0.0 |
|
|
|
12.8 |
|
|
|
0.0 |
|
|
Shop 'N Save |
4/14 |
|
Dunkirk, NY |
|
|
100 |
% |
|
|
10.9 |
|
|
|
1.4 |
|
|
|
0.0 |
|
|
|
1.4 |
|
|
|
0.0 |
|
|
|
4/14 |
|
Houston, TX |
|
|
100 |
% |
|
|
131.6 |
|
|
|
14.7 |
|
|
|
0.0 |
|
|
|
14.7 |
|
|
|
0.0 |
|
|
Lowe's |
4/14 |
|
Erie, PA |
|
|
100 |
% |
|
|
10.9 |
|
|
|
1.1 |
|
|
|
0.0 |
|
|
|
1.1 |
|
|
|
0.0 |
|
|
|
4/14 |
|
Cheektowaga, NY |
|
|
5 |
% |
|
|
170.5 |
|
|
|
3.3 |
|
|
|
0.0 |
|
|
|
0.2 |
|
|
|
0.0 |
|
|
|
5/14 |
|
Olympia, WA |
|
|
100 |
% |
|
|
35.8 |
|
|
|
3.7 |
|
|
|
0.0 |
|
|
|
3.7 |
|
|
|
0.0 |
|
|
Big Lots |
5/14 |
|
Highland Ranch, CO |
|
|
100 |
% |
|
|
43.5 |
|
|
|
4.8 |
|
|
|
0.0 |
|
|
|
4.8 |
|
|
|
0.0 |
|
|
Savers |
5/14 |
|
Orlando, FL |
|
|
20 |
% |
|
|
52.0 |
|
|
|
1.2 |
|
|
|
1.9 |
|
|
|
0.2 |
|
|
|
0.4 |
|
|
|
6/14 |
|
Lake Wales, FL |
|
|
20 |
% |
|
|
116.0 |
|
|
|
17.9 |
|
|
|
0.0 |
|
|
|
3.6 |
|
|
|
0.0 |
|
|
Publix |
6/14 |
|
Davie, FL |
|
|
20 |
% |
|
|
70.3 |
|
|
|
11.6 |
|
|
|
5.9 |
|
|
|
2.3 |
|
|
|
1.2 |
|
|
Publix |
6/14 |
|
Westland, MI |
|
|
100 |
% |
|
|
13.9 |
|
|
|
3.1 |
|
|
|
0.0 |
|
|
|
3.1 |
|
|
|
0.0 |
|
|
|
7/14 |
|
Worcester, MA |
|
|
100 |
% |
|
|
107.9 |
|
|
|
3.2 |
|
|
|
0.0 |
|
|
|
3.2 |
|
|
|
0.0 |
|
|
|
7/14 |
|
Lakeland, FL |
|
|
100 |
% |
|
|
77.6 |
|
|
|
7.5 |
|
|
|
0.0 |
|
|
|
7.5 |
|
|
|
0.0 |
|
|
Bealls |
8/14 |
|
Starkville, MS |
|
|
100 |
% |
|
|
133.7 |
|
|
|
9.2 |
|
|
|
0.0 |
|
|
|
9.2 |
|
|
|
0.0 |
|
|
JCPenney, Kroger |
9/14 |
|
Boiling Springs, SC |
|
|
100 |
% |
|
|
102.3 |
|
|
|
5.8 |
|
|
|
0.0 |
|
|
|
5.8 |
|
|
|
0.0 |
|
|
Ingles |
9/14 |
|
Utah Portfolio |
|
|
100 |
% |
|
|
1,618.8 |
|
|
|
222.7 |
|
|
|
0.0 |
|
|
|
222.7 |
|
|
|
0.0 |
|
|
Walmart, Dicks Sporting Goods, Babies "R" Us, Bed Bath & Beyond, Jo-Ann |
|
|
Land sales |
|
|
|
|
|
|
0.0 |
|
|
|
30.1 |
|
|
|
0.0 |
|
|
|
23.6 |
|
|
|
0.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Dispositions |
|
|
|
4,547.2 |
|
|
$ |
543.8 |
|
|
$ |
37.9 |
|
|
$ |
453.2 |
|
|
$ |
7.6 |
|
|
|
|
|
|
|
|
|
|
Total Dispositions - Q3 2014 |
|
|
|
2,040.3 |
|
|
$ |
267.3 |
|
|
$ |
0.0 |
|
|
$ |
260.7 |
|
|
$ |
0.0 |
|
|
|
|
|
|
|
|
|
JV Interest Disposition (SSB) - Q2 2014 |
|
|
$ |
409.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
DDR acquired its partner's 95% ownership interest in these assets. |
13
DDR Corp.
Developments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ in millions, GLA in thousands |
|
At Quarter End |
|
|
YTD Activity |
|
|
|
|
|
|
|
|
|
|
|
|
Net |
|
|
Placed |
|
|
|
Land |
|
|
CIP |
|
|
Total |
|
|
Spend |
|
|
in Service |
|
Consolidated |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ground up Projects in Progress |
|
$ |
35.6 |
|
|
$ |
67.9 |
|
|
$ |
103.5 |
|
|
$ |
40.5 |
|
|
$ |
101.3 |
|
Land Held for Development (1) |
|
|
107.5 |
|
|
|
55.6 |
|
|
|
163.1 |
|
|
|
(13.9 |
) |
|
|
0.0 |
|
Substantially Completed Pending Lease Up |
|
|
26.0 |
|
|
|
34.0 |
|
|
|
60.0 |
|
|
|
(0.1 |
) |
|
|
0.1 |
|
Redevelopment Projects |
|
|
31.2 |
|
|
|
86.0 |
|
|
|
117.2 |
|
|
|
82.0 |
|
|
|
56.3 |
|
Leasing Capital Expenditures |
|
|
0.0 |
|
|
|
6.0 |
|
|
|
6.0 |
|
|
|
28.1 |
|
|
|
26.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
200.3 |
|
|
$ |
249.5 |
|
|
$ |
449.8 |
|
|
$ |
136.6 |
|
|
$ |
184.3 |
|
Unconsolidated at 100% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Land Held for Development |
|
$ |
50.2 |
|
|
$ |
4.5 |
|
|
$ |
54.7 |
|
|
$ |
1.7 |
|
|
$ |
0.0 |
|
Redevelopment Projects |
|
|
0.0 |
|
|
|
0.7 |
|
|
|
0.7 |
|
|
|
8.4 |
|
|
|
8.2 |
|
Leasing Capital Expenditures |
|
|
0.0 |
|
|
|
1.3 |
|
|
|
1.3 |
|
|
|
14.2 |
|
|
|
14.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
50.2 |
|
|
$ |
6.5 |
|
|
$ |
56.7 |
|
|
$ |
24.3 |
|
|
$ |
22.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Estimated |
|
|
|
|
|
|
|
|
|
|
|
|
|
Anchor |
|
|
Total |
|
|
Owned |
|
|
Net |
|
|
Incurred |
|
|
Placed |
|
|
|
|
|
|
|
Opening |
|
|
GLA (2) |
|
|
GLA (2) |
|
|
Cost (3) |
|
|
to Date |
|
|
in Service |
|
|
Anchors |
Development |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Chicago, IL |
|
|
2Q14 |
|
|
|
240.1 |
|
|
|
240.1 |
|
|
$ |
118.4 |
|
|
$ |
115.9 |
|
|
$ |
107.2 |
|
|
Dick's Sporting Goods, Nordstrom Rack, T.J. Maxx |
|
|
Orlando, FL |
|
|
4Q15 |
|
|
|
402.9 |
|
|
|
367.1 |
|
|
|
100.8 |
|
|
|
28.0 |
|
|
|
0.0 |
|
|
Epic Theater |
|
|
Seabrook, NH |
|
|
2Q14 |
|
|
|
368.4 |
|
|
|
173.2 |
|
|
|
89.5 |
|
|
|
76.9 |
|
|
|
49.6 |
|
|
Walmart, Dick's Sporting Goods, PetSmart, Michaels, Ulta |
|
|
New Haven, CT |
|
|
4Q15 |
|
|
|
130.2 |
|
|
|
130.2 |
|
|
|
62.7 |
|
|
|
25.1 |
|
|
|
0.0 |
|
|
|
|
|
Kansas City, KS |
|
|
3Q14 |
|
|
|
419.0 |
|
|
|
60.0 |
|
|
|
20.2 |
|
|
|
15.9 |
|
|
|
1.5 |
|
|
IKEA, Hobby Lobby |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,560.6 |
|
|
|
970.6 |
|
|
$ |
391.6 |
|
|
$ |
261.8 |
|
|
$ |
158.3 |
|
|
|
|
|
Redevelopment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
San Juan, PR |
|
|
|
|
|
|
88.5 |
|
|
|
88.5 |
|
|
$ |
27.7 |
|
|
$ |
26.7 |
|
|
$ |
21.5 |
|
|
Food court, Victoria's Secret, Aeropostale |
|
|
Tampa, FL |
|
|
|
|
|
|
126.9 |
|
|
|
119.9 |
|
|
|
17.4 |
|
|
|
11.8 |
|
|
|
9.5 |
|
|
Ross Dress for Less, Marshalls, Michaels, PetSmart, Five Below |
|
|
Phoenix, AZ |
|
|
|
|
|
|
203.6 |
|
|
|
203.6 |
|
|
|
14.4 |
|
|
|
9.3 |
|
|
|
7.9 |
|
|
Sprouts, Michaels, Marshalls, PetSmart |
|
|
Richmond, VA |
|
|
|
|
|
|
129.5 |
|
|
|
62.8 |
|
|
|
13.7 |
|
|
|
4.6 |
|
|
|
0.5 |
|
|
Martin's, Petco |
|
|
Fajardo, PR |
|
|
|
|
|
|
36.3 |
|
|
|
36.3 |
|
|
|
8.8 |
|
|
|
8.2 |
|
|
|
8.0 |
|
|
PetSmart, Shoe Carnival |
|
|
Columbia, SC |
|
|
|
|
|
|
47.1 |
|
|
|
47.1 |
|
|
|
8.6 |
|
|
|
5.8 |
|
|
|
0.2 |
|
|
Nordstrom Rack |
|
|
Chicago, IL |
|
|
|
|
|
|
12.7 |
|
|
|
12.7 |
|
|
|
5.0 |
|
|
|
4.8 |
|
|
|
1.5 |
|
|
Trader Joe's |
|
|
Tampa, FL |
|
|
|
|
|
|
35.7 |
|
|
|
35.7 |
|
|
|
2.8 |
|
|
|
1.9 |
|
|
|
0.3 |
|
|
Nordstrom Rack |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
680.3 |
|
|
|
606.6 |
|
|
$ |
98.4 |
|
|
$ |
73.1 |
|
|
$ |
49.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
DDR's |
|
|
Total |
|
|
DDR Share |
|
|
|
|
DDR's |
|
|
Total |
|
|
DDR Share |
|
Land Held (1) |
|
Own. % |
|
|
Acreage |
|
|
Acreage |
|
|
Land Held (1) |
|
Own. % |
|
|
Acreage |
|
|
Acreage |
|
Chicago, IL |
|
|
50 |
% |
|
|
106 |
|
|
|
53 |
|
|
Toronto, CAN |
|
|
50 |
% |
|
|
31 |
|
|
|
15 |
|
Gulfport, MS |
|
|
100 |
% |
|
|
86 |
|
|
|
86 |
|
|
Toronto, CAN |
|
|
50 |
% |
|
|
29 |
|
|
|
14 |
|
Ukiah, CA |
|
|
50 |
% |
|
|
66 |
|
|
|
33 |
|
|
Isabela, PR |
|
|
80 |
% |
|
|
11 |
|
|
|
9 |
|
Raleigh, NC |
|
|
100 |
% |
|
|
38 |
|
|
|
38 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
Basis at DDR share is $131.5 million. |
(2) |
Includes only the expansion or redevelopment GLA. |
(3) |
Includes receipts and expected future reductions from land sales and reimbursements. |
14
DDR Corp.
Portfolio Summary
$, GLA in millions, except PSF
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
Prime |
|
|
Puerto Rico |
|
At 100% |
|
|
|
|
|
|
|
|
|
|
|
|
Operating Centers |
|
|
385 |
|
|
|
283 |
|
|
|
15 |
|
Owned GLA |
|
|
75.7 |
|
|
|
64.8 |
|
|
|
4.1 |
|
Ground Lease GLA |
|
|
5.9 |
|
|
|
5.5 |
|
|
|
0.7 |
|
Additional Unowned |
|
|
24.7 |
|
|
|
22.4 |
|
|
|
0.3 |
|
Base Rent PSF |
|
$ |
13.65 |
|
|
$ |
14.14 |
|
|
|
$19.62 |
|
Leased Rate |
|
|
95.6 |
% |
|
|
96.3 |
% |
|
|
96.0 |
% |
Commenced Rate |
|
|
94.4 |
% |
|
|
95.5 |
% |
|
|
95.6 |
% |
|
|
|
|
Metrics at DDR Share |
|
|
|
|
|
|
|
|
|
|
|
|
Owned GLA |
|
|
56.8 |
|
|
|
50.3 |
|
|
|
4.1 |
|
Ground Lease GLA |
|
|
5.0 |
|
|
|
4.8 |
|
|
|
0.7 |
|
Base Rent PSF |
|
$ |
13.98 |
|
|
$ |
14.34 |
|
|
|
$19.62 |
|
Leased Rate |
|
|
96.0 |
% |
|
|
96.6 |
% |
|
|
96.0 |
% |
% of NOI |
|
|
|
|
|
|
93.8 |
% |
|
|
13.5 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Same Store NOI at 100% |
|
|
|
|
Same Store NOI at DDR Share |
|
|
|
3Q14 |
|
|
3Q13 |
|
|
Change |
|
|
|
|
3Q14 |
|
|
3Q13 |
|
|
Change |
|
Same Store Leased Rate |
|
|
95.5 |
% |
|
|
95.3 |
% |
|
|
0.2 |
% |
|
|
|
|
96.0 |
% |
|
|
96.0 |
% |
|
|
0.0 |
% |
|
|
|
|
|
|
|
|
Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Base Rents |
|
$ |
218.0 |
|
|
$ |
212.7 |
|
|
|
2.5 |
% |
|
|
|
$ |
165.1 |
|
|
$ |
160.9 |
|
|
|
2.6 |
% |
Recoveries |
|
|
71.8 |
|
|
|
69.3 |
|
|
|
3.5 |
% |
|
|
|
|
56.4 |
|
|
|
54.7 |
|
|
|
3.1 |
% |
Other |
|
|
5.4 |
|
|
|
5.2 |
|
|
|
3.6 |
% |
|
|
|
|
4.5 |
|
|
|
4.4 |
|
|
|
2.7 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
295.2 |
|
|
|
287.2 |
|
|
|
2.7 |
% |
|
|
|
|
226.0 |
|
|
|
220.0 |
|
|
|
2.7 |
% |
Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating |
|
|
(51.3 |
) |
|
|
(50.5 |
) |
|
|
1.5 |
% |
|
|
|
|
(39.1 |
) |
|
|
(38.5 |
) |
|
|
1.3 |
% |
Real Estate Taxes |
|
|
(42.0 |
) |
|
|
(40.8 |
) |
|
|
3.1 |
% |
|
|
|
|
(32.8 |
) |
|
|
(31.9 |
) |
|
|
2.8 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(93.3 |
) |
|
|
(91.3 |
) |
|
|
2.2 |
% |
|
|
|
|
(71.8 |
) |
|
|
(70.4 |
) |
|
|
2.0 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Same Store NOI |
|
$ |
201.9 |
|
|
$ |
195.9 |
|
|
|
3.1 |
% |
|
|
|
$ |
154.2 |
|
|
$ |
149.6 |
|
|
|
3.1 |
% |
Non-Same Store NOI (1) |
|
|
48.0 |
|
|
|
55.3 |
|
|
|
|
|
|
|
|
|
30.3 |
|
|
|
8.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
249.9 |
|
|
$ |
251.2 |
|
|
|
|
|
|
|
|
$ |
184.5 |
|
|
$ |
158.5 |
|
|
|
|
|
|
Same Store NOI Reconciliation to Income Statement |
|
|
|
|
|
|
|
|
|
Consolidated at 100%: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated at DDR Share: |
|
|
|
|
|
|
|
|
|
|
|
|
Revenues |
|
$ |
243.0 |
|
|
$ |
196.1 |
|
|
|
|
|
|
DDR Share |
|
$ |
170.0 |
|
|
$ |
136.3 |
|
|
|
|
|
Expenses |
|
|
(73.0 |
) |
|
|
(59.8 |
) |
|
|
|
|
|
JV Share |
|
|
(0.4 |
) |
|
|
(0.4 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
170.0 |
|
|
$ |
136.3 |
|
|
|
|
|
|
|
|
$ |
169.6 |
|
|
$ |
135.9 |
|
|
|
|
|
Unconsolidated at 100%: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Unconsolidated at DDR Share: |
|
|
|
|
|
|
|
|
|
|
|
|
Revenues |
|
$ |
119.9 |
|
|
$ |
176.0 |
|
|
|
|
|
|
Revenues |
|
$ |
21.8 |
|
|
$ |
32.6 |
|
|
|
|
|
Expenses |
|
|
(40.0 |
) |
|
|
(61.1 |
) |
|
|
|
|
|
Expenses |
|
|
(6.9 |
) |
|
|
(10.0 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
79.9 |
|
|
$ |
114.9 |
|
|
|
|
|
|
|
|
$ |
14.9 |
|
|
$ |
22.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
249.9 |
|
|
$ |
251.2 |
|
|
|
|
|
|
Total |
|
$ |
184.5 |
|
|
$ |
158.5 |
|
|
|
|
|
(1) |
Brazil is excluded from the same-store pool. |
15
DDR Corp.
Portfolio Detail (at 100%)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Lease Expiration Schedule |
|
|
|
Greater than 10,000 SF |
|
|
Less than 10,000 SF |
|
|
|
|
|
|
ABR |
|
|
Rent |
|
|
% of |
|
|
|
|
|
ABR |
|
|
Rent |
|
|
% of |
|
Year |
|
Leases |
|
|
(mil) |
|
|
PSF |
|
|
ABR |
|
|
Leases |
|
|
(mil) |
|
|
PSF |
|
|
ABR |
|
2014 |
|
|
12 |
|
|
$ |
2.9 |
|
|
$ |
10.51 |
|
|
|
0.3 |
% |
|
|
190 |
|
|
$ |
9.5 |
|
|
$ |
20.72 |
|
|
|
1.0 |
% |
2015 |
|
|
134 |
|
|
|
42.5 |
|
|
|
10.44 |
|
|
|
4.5 |
% |
|
|
855 |
|
|
|
46.8 |
|
|
|
21.84 |
|
|
|
5.0 |
% |
2016 |
|
|
218 |
|
|
|
74.2 |
|
|
|
11.18 |
|
|
|
7.9 |
% |
|
|
909 |
|
|
|
54.1 |
|
|
|
22.26 |
|
|
|
5.8 |
% |
2017 |
|
|
217 |
|
|
|
82.9 |
|
|
|
10.68 |
|
|
|
8.8 |
% |
|
|
853 |
|
|
|
50.1 |
|
|
|
22.09 |
|
|
|
5.3 |
% |
2018 |
|
|
214 |
|
|
|
76.5 |
|
|
|
11.09 |
|
|
|
8.2 |
% |
|
|
796 |
|
|
|
55.4 |
|
|
|
23.36 |
|
|
|
5.9 |
% |
2019 |
|
|
215 |
|
|
|
84.9 |
|
|
|
10.79 |
|
|
|
9.0 |
% |
|
|
537 |
|
|
|
36.2 |
|
|
|
22.76 |
|
|
|
3.9 |
% |
2020 |
|
|
131 |
|
|
|
46.7 |
|
|
|
11.08 |
|
|
|
5.0 |
% |
|
|
166 |
|
|
|
13.0 |
|
|
|
22.34 |
|
|
|
1.4 |
% |
2021 |
|
|
102 |
|
|
|
41.9 |
|
|
|
10.55 |
|
|
|
4.5 |
% |
|
|
167 |
|
|
|
13.9 |
|
|
|
25.06 |
|
|
|
1.5 |
% |
2022 |
|
|
98 |
|
|
|
42.0 |
|
|
|
11.04 |
|
|
|
4.5 |
% |
|
|
189 |
|
|
|
16.4 |
|
|
|
25.11 |
|
|
|
1.7 |
% |
2023 |
|
|
103 |
|
|
|
38.1 |
|
|
|
10.82 |
|
|
|
4.1 |
% |
|
|
175 |
|
|
|
16.5 |
|
|
|
23.02 |
|
|
|
1.8 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014-2023 |
|
|
1,444 |
|
|
$ |
532.6 |
|
|
$ |
10.82 |
|
|
|
56.8 |
% |
|
|
4,837 |
|
|
$ |
311.9 |
|
|
$ |
22.86 |
|
|
|
33.2 |
% |
Total Rent Roll |
|
|
1,587 |
|
|
$ |
598.0 |
|
|
$ |
11.07 |
|
|
|
63.7 |
% |
|
|
5,234 |
|
|
$ |
340.2 |
|
|
$ |
22.67 |
|
|
|
36.3 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
Annual Metrics |
|
Period |
|
|
|
|
Leased |
|
|
ABR |
|
Ending |
|
Centers |
|
|
Rate |
|
|
PSF |
|
3Q 2014 |
|
|
385 |
|
|
|
95.6 |
% |
|
$ |
13.65 |
|
YE 2013 |
|
|
406 |
|
|
|
95.0 |
% |
|
|
13.35 |
|
YE 2012 |
|
|
444 |
|
|
|
94.1 |
% |
|
|
12.77 |
|
YE 2011 |
|
|
422 |
|
|
|
93.3 |
% |
|
|
12.54 |
|
YE 2010 |
|
|
476 |
|
|
|
92.3 |
% |
|
|
12.46 |
|
YE 2009 |
|
|
534 |
|
|
|
91.2 |
% |
|
|
12.27 |
|
YE 2008 |
|
|
611 |
|
|
|
92.6 |
% |
|
|
12.34 |
|
YE 2007 |
|
|
619 |
|
|
|
95.8 |
% |
|
|
12.22 |
|
YE 2006 |
|
|
370 |
|
|
|
96.2 |
% |
|
|
11.57 |
|
YE 2005 |
|
|
379 |
|
|
|
96.3 |
% |
|
|
11.30 |
|
YE 2004 |
|
|
373 |
|
|
|
95.4 |
% |
|
|
11.13 |
|
YE 2003 |
|
|
274 |
|
|
|
95.1 |
% |
|
|
10.82 |
|
YE 2002 |
|
|
189 |
|
|
|
95.9 |
% |
|
|
10.58 |
|
YE 2001 |
|
|
192 |
|
|
|
95.4 |
% |
|
|
10.03 |
|
YE 2000 |
|
|
190 |
|
|
|
96.9 |
% |
|
|
9.66 |
|
YE 1999 |
|
|
186 |
|
|
|
95.7 |
% |
|
|
9.20 |
|
YE 1998 |
|
|
159 |
|
|
|
96.5 |
% |
|
|
8.99 |
|
YE 1997 |
|
|
123 |
|
|
|
96.1 |
% |
|
|
8.49 |
|
YE 1996 |
|
|
112 |
|
|
|
94.8 |
% |
|
|
7.85 |
|
YE 1995 |
|
|
106 |
|
|
|
96.3 |
% |
|
|
7.60 |
|
YE 1994 |
|
|
84 |
|
|
|
97.1 |
% |
|
|
5.89 |
|
YE 1993 |
|
|
69 |
|
|
|
96.2 |
% |
|
|
5.60 |
|
YE 1992 |
|
|
53 |
|
|
|
95.4 |
% |
|
|
5.37 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Leased Rate Breakdown |
|
|
|
Leased |
|
|
% of |
|
|
% of |
|
SF |
|
Rate |
|
|
GLA |
|
|
Vacancy |
|
< 5,000 |
|
|
85.7 |
% |
|
|
15.0 |
% |
|
|
48.2 |
% |
5,000-9,999 |
|
|
91.3 |
% |
|
|
8.8 |
% |
|
|
17.3 |
% |
> 10,000 |
|
|
98.0 |
% |
|
|
76.2 |
% |
|
|
34.5 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
95.6 |
% |
|
|
100.0 |
% |
|
|
100.0 |
% |
|
Portfolio Concentration |
|
|
|
% of |
|
|
|
|
|
% of |
|
|
|
ABR |
|
|
MSF |
|
|
GLA |
|
Florida |
|
|
10.6 |
% |
|
|
9.3 |
|
|
|
11.4 |
% |
Georgia |
|
|
9.3 |
% |
|
|
8.6 |
|
|
|
10.6 |
% |
Puerto Rico |
|
|
8.6 |
% |
|
|
4.8 |
|
|
|
5.9 |
% |
Ohio |
|
|
7.7 |
% |
|
|
6.9 |
|
|
|
8.4 |
% |
N. Carolina |
|
|
7.6 |
% |
|
|
5.8 |
|
|
|
7.1 |
% |
New York |
|
|
6.4 |
% |
|
|
6.8 |
|
|
|
8.3 |
% |
New Jersey |
|
|
5.0 |
% |
|
|
3.2 |
|
|
|
4.0 |
% |
Illinois |
|
|
4.3 |
% |
|
|
2.5 |
|
|
|
3.1 |
% |
California |
|
|
3.8 |
% |
|
|
2.2 |
|
|
|
2.8 |
% |
Arizona |
|
|
3.3 |
% |
|
|
2.2 |
|
|
|
2.7 |
% |
16
DDR Corp.
Leasing Summary
3Q14
GLA in thousands
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
New |
|
|
Prior |
|
|
|
|
|
|
|
|
|
|
|
|
# of |
|
|
|
|
|
Rent |
|
|
Rent |
|
|
|
|
|
Wtd Avg |
|
|
TA |
|
|
|
Leases |
|
|
GLA |
|
|
PSF |
|
|
PSF |
|
|
Spread |
|
|
Term (Yrs) |
|
|
PSF |
|
Current Quarter at 100% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
New Leases |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comparable |
|
|
79 |
|
|
|
349 |
|
|
$ |
19.12 |
|
|
$ |
15.91 |
|
|
|
20.2 |
% |
|
|
8.4 |
|
|
$ |
18.25 |
|
Non-comp |
|
|
69 |
|
|
|
402 |
|
|
|
15.57 |
|
|
|
N/A |
|
|
|
N/A |
|
|
|
11.1 |
|
|
|
13.46 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
New Leases - Total |
|
|
148 |
|
|
|
751 |
|
|
|
17.22 |
|
|
|
N/A |
|
|
|
20.2 |
% |
|
|
9.8 |
|
|
|
15.71 |
|
Renewals |
|
|
194 |
|
|
|
1,959 |
|
|
|
13.91 |
|
|
|
12.88 |
|
|
|
8.0 |
% |
|
|
5.6 |
|
|
|
0.34 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
342 |
|
|
|
2,710 |
|
|
$ |
14.83 |
|
|
$ |
13.34 |
|
|
|
10.2 |
% |
|
|
6.8 |
|
|
$ |
4.85 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current Quarter at DDR Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
New Leases |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comparable |
|
|
79 |
|
|
|
286 |
|
|
$ |
20.00 |
|
|
$ |
16.18 |
|
|
|
23.6 |
% |
|
|
8.7 |
|
|
$ |
20.67 |
|
Non-comp |
|
|
69 |
|
|
|
291 |
|
|
|
17.51 |
|
|
|
N/A |
|
|
|
N/A |
|
|
|
11.2 |
|
|
|
8.22 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
New Leases - Total |
|
|
148 |
|
|
|
577 |
|
|
|
18.74 |
|
|
|
N/A |
|
|
|
23.6 |
% |
|
|
9.9 |
|
|
|
14.46 |
|
Renewals |
|
|
194 |
|
|
|
1,610 |
|
|
|
14.05 |
|
|
|
12.98 |
|
|
|
8.2 |
% |
|
|
5.8 |
|
|
|
0.40 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
342 |
|
|
|
2,187 |
|
|
$ |
15.28 |
|
|
$ |
13.46 |
|
|
|
11.0 |
% |
|
|
6.9 |
|
|
$ |
4.35 |
|
|
|
|
|
|
|
|
|
|
Net Effective Rents |
|
New |
|
|
Renewals |
|
|
|
3Q14 |
|
|
3Q14 |
|
Square footage |
|
|
751 |
|
|
|
1,959 |
|
Base rent |
|
$ |
18.54 |
|
|
$ |
14.04 |
|
Tenant allowance |
|
|
(1.61 |
) |
|
|
(0.06 |
) |
Landlord work |
|
|
(1.09 |
) |
|
|
0.00 |
|
Third party leasing commissions |
|
|
(0.18 |
) |
|
|
0.00 |
|
|
|
|
|
|
|
|
|
|
Equivalent net effective rent |
|
$ |
15.66 |
|
|
$ |
13.98 |
|
Weighted average term in years |
|
|
9.5 |
|
|
|
5.4 |
|
17
DDR Corp.
Leasing Summary
9M14
GLA in thousands
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
New |
|
|
Prior |
|
|
|
|
|
|
|
|
|
|
|
|
# of |
|
|
|
|
|
Rent |
|
|
Rent |
|
|
|
|
|
Wtd Avg |
|
|
TA |
|
|
|
Leases |
|
|
GLA |
|
|
PSF |
|
|
PSF |
|
|
Spread |
|
|
Term (Yrs) |
|
|
PSF |
|
YTD at 100% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
New Leases |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comparable |
|
|
214 |
|
|
|
936 |
|
|
$ |
17.75 |
|
|
$ |
15.15 |
|
|
|
17.2 |
% |
|
|
8.3 |
|
|
$ |
17.03 |
|
Non-comp |
|
|
222 |
|
|
|
1,295 |
|
|
|
15.05 |
|
|
|
N/A |
|
|
|
N/A |
|
|
|
10.0 |
|
|
|
15.10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
New Leases - Total |
|
|
436 |
|
|
|
2,231 |
|
|
|
16.18 |
|
|
|
N/A |
|
|
|
17.2 |
% |
|
|
9.3 |
|
|
|
15.87 |
|
Renewals |
|
|
648 |
|
|
|
6,606 |
|
|
|
13.62 |
|
|
|
12.70 |
|
|
|
7.2 |
% |
|
|
5.6 |
|
|
|
0.21 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
1,084 |
|
|
|
8,837 |
|
|
$ |
14.27 |
|
|
$ |
13.01 |
|
|
|
8.7 |
% |
|
|
6.5 |
|
|
$ |
4.61 |
|
|
|
|
|
|
|
|
|
YTD at DDR Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
New Leases |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comparable |
|
|
214 |
|
|
|
753 |
|
|
$ |
18.14 |
|
|
$ |
14.98 |
|
|
|
21.1 |
% |
|
|
8.5 |
|
|
$ |
19.36 |
|
Non-comp |
|
|
222 |
|
|
|
938 |
|
|
|
16.39 |
|
|
|
N/A |
|
|
|
N/A |
|
|
|
10.5 |
|
|
|
14.27 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
New Leases - Total |
|
|
436 |
|
|
|
1,691 |
|
|
|
17.21 |
|
|
|
N/A |
|
|
|
21.1 |
% |
|
|
9.6 |
|
|
|
16.52 |
|
Renewals |
|
|
648 |
|
|
|
4,818 |
|
|
|
14.18 |
|
|
|
13.16 |
|
|
|
7.8 |
% |
|
|
5.6 |
|
|
|
0.21 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
1,084 |
|
|
|
6,509 |
|
|
$ |
14.96 |
|
|
$ |
13.41 |
|
|
|
9.8 |
% |
|
|
6.7 |
|
|
$ |
4.93 |
|
|
|
|
|
|
|
|
|
|
Net Effective Rents |
|
New |
|
|
Renewals |
|
|
|
9M14 |
|
|
9M14 |
|
Square footage |
|
|
2,231 |
|
|
|
6,606 |
|
Base rent |
|
$ |
17.15 |
|
|
$ |
13.76 |
|
Tenant allowance |
|
|
(1.71 |
) |
|
|
(0.04 |
) |
Landlord work |
|
|
(1.45 |
) |
|
|
0.00 |
|
Third party leasing commissions |
|
|
(0.20 |
) |
|
|
0.00 |
|
|
|
|
|
|
|
|
|
|
Equivalent net effective rent |
|
$ |
13.79 |
|
|
$ |
13.72 |
|
Weighted average term in years |
|
|
9.0 |
|
|
|
5.6 |
|
18
DDR Corp.
Top 50 Tenants
$, GLA in millions
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
# of Units |
|
|
Base Rent |
|
|
GLA |
|
|
Credit Ratings |
|
|
Tenant |
|
Owned |
|
|
Total |
|
|
at 100% |
|
|
% of Total |
|
|
Pro Rata |
|
|
at 100% |
|
|
% of Total |
|
|
Pro Rata |
|
|
(S&P/Moody's/Fitch) |
1 |
|
TJX Companies (1) |
|
|
95 |
|
|
|
96 |
|
|
$ |
31.9 |
|
|
|
3.2 |
% |
|
$ |
26.2 |
|
|
|
3.0 |
|
|
|
3.7 |
% |
|
|
2.4 |
|
|
A+ / A3 / NR |
2 |
|
Bed Bath & Beyond (2) |
|
|
78 |
|
|
|
79 |
|
|
|
27.8 |
|
|
|
2.8 |
% |
|
|
22.5 |
|
|
|
2.2 |
|
|
|
2.7 |
% |
|
|
1.7 |
|
|
A- / Baa1 / NR |
3 |
|
Walmart (3) |
|
|
28 |
|
|
|
68 |
|
|
|
27.1 |
|
|
|
2.7 |
% |
|
|
24.8 |
|
|
|
4.3 |
|
|
|
5.3 |
% |
|
|
4.0 |
|
|
AA / Aa2 / AA |
4 |
|
PetSmart |
|
|
84 |
|
|
|
85 |
|
|
|
25.7 |
|
|
|
2.6 |
% |
|
|
21.1 |
|
|
|
1.8 |
|
|
|
2.2 |
% |
|
|
1.4 |
|
|
BB+ / NR / NR |
5 |
|
Kohl's |
|
|
36 |
|
|
|
45 |
|
|
|
22.6 |
|
|
|
2.3 |
% |
|
|
17.4 |
|
|
|
3.2 |
|
|
|
3.9 |
% |
|
|
2.5 |
|
|
BBB+ / Baa1 / BBB+ |
6 |
|
Dick's Sporting Goods (4) |
|
|
32 |
|
|
|
32 |
|
|
|
19.0 |
|
|
|
1.9 |
% |
|
|
13.5 |
|
|
|
1.5 |
|
|
|
1.8 |
% |
|
|
1.1 |
|
|
NR |
7 |
|
Best Buy |
|
|
31 |
|
|
|
36 |
|
|
|
18.7 |
|
|
|
1.9 |
% |
|
|
15.5 |
|
|
|
1.3 |
|
|
|
1.6 |
% |
|
|
1.1 |
|
|
BB / Baa2 / BB- |
8 |
|
Ross Stores (5) |
|
|
58 |
|
|
|
58 |
|
|
|
18.5 |
|
|
|
1.9 |
% |
|
|
13.7 |
|
|
|
1.7 |
|
|
|
2.1 |
% |
|
|
1.2 |
|
|
A- / NR / NR |
9 |
|
Michaels |
|
|
62 |
|
|
|
63 |
|
|
|
17.7 |
|
|
|
1.8 |
% |
|
|
13.9 |
|
|
|
1.4 |
|
|
|
1.7 |
% |
|
|
1.1 |
|
|
NR / B3 / NR |
10 |
|
Office Depot (6) |
|
|
60 |
|
|
|
63 |
|
|
|
17.0 |
|
|
|
1.7 |
% |
|
|
13.5 |
|
|
|
1.4 |
|
|
|
1.7 |
% |
|
|
1.1 |
|
|
B- / B2 / NR |
11 |
|
AMC Theatres |
|
|
9 |
|
|
|
10 |
|
|
|
16.4 |
|
|
|
1.7 |
% |
|
|
11.5 |
|
|
|
0.7 |
|
|
|
0.9 |
% |
|
|
0.5 |
|
|
B / NR / NR |
12 |
|
Publix |
|
|
37 |
|
|
|
40 |
|
|
|
15.4 |
|
|
|
1.6 |
% |
|
|
4.0 |
|
|
|
1.8 |
|
|
|
2.2 |
% |
|
|
0.5 |
|
|
NR |
13 |
|
Gap (7) |
|
|
58 |
|
|
|
58 |
|
|
|
14.8 |
|
|
|
1.5 |
% |
|
|
12.4 |
|
|
|
0.9 |
|
|
|
1.1 |
% |
|
|
0.8 |
|
|
BBB- / Baa3 / BBB- |
14 |
|
Kroger (8) |
|
|
31 |
|
|
|
32 |
|
|
|
13.5 |
|
|
|
1.4 |
% |
|
|
5.5 |
|
|
|
1.6 |
|
|
|
2.0 |
% |
|
|
0.6 |
|
|
BBB / Baa2 / BBB |
15 |
|
Ascena (9) |
|
|
104 |
|
|
|
104 |
|
|
|
11.5 |
|
|
|
1.2 |
% |
|
|
9.1 |
|
|
|
0.6 |
|
|
|
0.7 |
% |
|
|
0.5 |
|
|
NR |
16 |
|
Lowe's |
|
|
13 |
|
|
|
30 |
|
|
|
11.1 |
|
|
|
1.1 |
% |
|
|
10.4 |
|
|
|
1.7 |
|
|
|
2.1 |
% |
|
|
1.6 |
|
|
A- / A3 / NR |
17 |
|
Jo-Ann |
|
|
36 |
|
|
|
36 |
|
|
|
10.7 |
|
|
|
1.1 |
% |
|
|
8.9 |
|
|
|
1.0 |
|
|
|
1.2 |
% |
|
|
0.8 |
|
|
B / Caa1 / NR |
18 |
|
Regal Cinemas |
|
|
12 |
|
|
|
13 |
|
|
|
10.5 |
|
|
|
1.1 |
% |
|
|
8.1 |
|
|
|
0.7 |
|
|
|
0.9 |
% |
|
|
0.6 |
|
|
B+ / B1 / B+ |
19 |
|
Ulta |
|
|
43 |
|
|
|
44 |
|
|
|
10.3 |
|
|
|
1.0 |
% |
|
|
8.4 |
|
|
|
0.5 |
|
|
|
0.6 |
% |
|
|
0.4 |
|
|
NR |
20 |
|
Barnes & Noble |
|
|
24 |
|
|
|
26 |
|
|
|
10.0 |
|
|
|
1.0 |
% |
|
|
8.3 |
|
|
|
0.6 |
|
|
|
0.7 |
% |
|
|
0.5 |
|
|
NR |
21 |
|
Cinemark |
|
|
12 |
|
|
|
12 |
|
|
|
9.9 |
|
|
|
1.0 |
% |
|
|
8.0 |
|
|
|
0.7 |
|
|
|
0.9 |
% |
|
|
0.5 |
|
|
BB- / NR / NR |
22 |
|
Sports Authority |
|
|
17 |
|
|
|
18 |
|
|
|
9.5 |
|
|
|
1.0 |
% |
|
|
9.5 |
|
|
|
0.7 |
|
|
|
0.9 |
% |
|
|
0.7 |
|
|
NR / B3 / NR |
23 |
|
Home Depot |
|
|
10 |
|
|
|
37 |
|
|
|
9.2 |
|
|
|
0.9 |
% |
|
|
9.0 |
|
|
|
1.1 |
|
|
|
1.3 |
% |
|
|
1.0 |
|
|
A / A2 / A- |
24 |
|
Dollar Tree Stores |
|
|
84 |
|
|
|
86 |
|
|
|
8.9 |
|
|
|
0.9 |
% |
|
|
6.4 |
|
|
|
0.8 |
|
|
|
1.0 |
% |
|
|
0.6 |
|
|
NR |
25 |
|
Toys "R" Us (10) |
|
|
25 |
|
|
|
29 |
|
|
|
8.7 |
|
|
|
0.9 |
% |
|
|
7.8 |
|
|
|
1.0 |
|
|
|
1.2 |
% |
|
|
0.9 |
|
|
B- / B3 / CCC |
26 |
|
Tops Markets (11) |
|
|
12 |
|
|
|
12 |
|
|
|
8.7 |
|
|
|
0.9 |
% |
|
|
4.5 |
|
|
|
0.8 |
|
|
|
1.0 |
% |
|
|
0.4 |
|
|
B / NR / NR |
27 |
|
Staples |
|
|
30 |
|
|
|
31 |
|
|
|
8.5 |
|
|
|
0.9 |
% |
|
|
6.5 |
|
|
|
0.6 |
|
|
|
0.7 |
% |
|
|
0.5 |
|
|
BBB- / Baa2 / BBB- |
28 |
|
Petco |
|
|
33 |
|
|
|
35 |
|
|
|
8.1 |
|
|
|
0.8 |
% |
|
|
6.7 |
|
|
|
0.5 |
|
|
|
0.6 |
% |
|
|
0.4 |
|
|
B / B2 / NR |
29 |
|
Party City |
|
|
40 |
|
|
|
41 |
|
|
|
7.8 |
|
|
|
0.8 |
% |
|
|
6.2 |
|
|
|
0.5 |
|
|
|
0.6 |
% |
|
|
0.4 |
|
|
B / B3 / NR |
30 |
|
DSW |
|
|
20 |
|
|
|
20 |
|
|
|
7.6 |
|
|
|
0.8 |
% |
|
|
6.1 |
|
|
|
0.5 |
|
|
|
0.6 |
% |
|
|
0.4 |
|
|
NR |
31 |
|
Pier 1 Imports |
|
|
34 |
|
|
|
37 |
|
|
|
7.1 |
|
|
|
0.7 |
% |
|
|
5.5 |
|
|
|
0.3 |
|
|
|
0.4 |
% |
|
|
0.3 |
|
|
NR |
32 |
|
Hobby Lobby |
|
|
16 |
|
|
|
19 |
|
|
|
6.3 |
|
|
|
0.6 |
% |
|
|
4.6 |
|
|
|
0.9 |
|
|
|
1.1 |
% |
|
|
0.7 |
|
|
NR |
33 |
|
hhgregg |
|
|
19 |
|
|
|
19 |
|
|
|
6.1 |
|
|
|
0.6 |
% |
|
|
4.9 |
|
|
|
0.6 |
|
|
|
0.7 |
% |
|
|
0.5 |
|
|
NR |
34 |
|
Sears (12) |
|
|
15 |
|
|
|
16 |
|
|
|
5.7 |
|
|
|
0.6 |
% |
|
|
4.5 |
|
|
|
1.4 |
|
|
|
1.7 |
% |
|
|
1.1 |
|
|
CCC+ / Caa1 / CCC |
35 |
|
Burlington |
|
|
11 |
|
|
|
11 |
|
|
|
5.6 |
|
|
|
0.6 |
% |
|
|
5.0 |
|
|
|
0.9 |
|
|
|
1.1 |
% |
|
|
0.7 |
|
|
B / B2 / NR |
36 |
|
LA Fitness |
|
|
9 |
|
|
|
10 |
|
|
|
5.6 |
|
|
|
0.6 |
% |
|
|
5.3 |
|
|
|
0.4 |
|
|
|
0.5 |
% |
|
|
0.4 |
|
|
NR |
37 |
|
Nordstrom Rack |
|
|
8 |
|
|
|
9 |
|
|
|
5.4 |
|
|
|
0.5 |
% |
|
|
4.4 |
|
|
|
0.3 |
|
|
|
0.4 |
% |
|
|
0.2 |
|
|
A- / Baa1 / A- |
38 |
|
Whole Foods |
|
|
5 |
|
|
|
5 |
|
|
|
5.3 |
|
|
|
0.5 |
% |
|
|
4.6 |
|
|
|
0.3 |
|
|
|
0.4 |
% |
|
|
0.2 |
|
|
BBB- / NR / NR |
39 |
|
Famous Footwear |
|
|
38 |
|
|
|
38 |
|
|
|
5.2 |
|
|
|
0.5 |
% |
|
|
4.3 |
|
|
|
0.3 |
|
|
|
0.4 |
% |
|
|
0.2 |
|
|
B+ / B1 / BB+ |
40 |
|
Five Below |
|
|
39 |
|
|
|
39 |
|
|
|
5.2 |
|
|
|
0.5 |
% |
|
|
4.1 |
|
|
|
0.3 |
|
|
|
0.4 |
% |
|
|
0.3 |
|
|
NR |
41 |
|
Beall's |
|
|
17 |
|
|
|
17 |
|
|
|
5.1 |
|
|
|
0.5 |
% |
|
|
2.6 |
|
|
|
0.7 |
|
|
|
0.9 |
% |
|
|
0.4 |
|
|
NR |
42 |
|
Royal Ahold (13) |
|
|
7 |
|
|
|
7 |
|
|
|
4.9 |
|
|
|
0.5 |
% |
|
|
2.8 |
|
|
|
0.4 |
|
|
|
0.5 |
% |
|
|
0.2 |
|
|
BBB / Baa3 / BBB |
43 |
|
Gamestop |
|
|
97 |
|
|
|
97 |
|
|
|
4.7 |
|
|
|
0.5 |
% |
|
|
3.8 |
|
|
|
0.2 |
|
|
|
0.2 |
% |
|
|
0.1 |
|
|
NR |
44 |
|
Shoe Carnival |
|
|
30 |
|
|
|
30 |
|
|
|
4.7 |
|
|
|
0.5 |
% |
|
|
3.2 |
|
|
|
0.4 |
|
|
|
0.5 |
% |
|
|
0.2 |
|
|
NR |
45 |
|
AT&T |
|
|
49 |
|
|
|
49 |
|
|
|
4.6 |
|
|
|
0.5 |
% |
|
|
4.0 |
|
|
|
0.1 |
|
|
|
0.1 |
% |
|
|
0.1 |
|
|
A- / A3 / A |
46 |
|
Panera |
|
|
34 |
|
|
|
34 |
|
|
|
4.5 |
|
|
|
0.5 |
% |
|
|
3.4 |
|
|
|
0.2 |
|
|
|
0.2 |
% |
|
|
0.1 |
|
|
NR |
47 |
|
Rainbow Apparel (14) |
|
|
38 |
|
|
|
38 |
|
|
|
4.4 |
|
|
|
0.4 |
% |
|
|
4.0 |
|
|
|
0.2 |
|
|
|
0.2 |
% |
|
|
0.2 |
|
|
NR |
48 |
|
Stein Mart |
|
|
17 |
|
|
|
17 |
|
|
|
4.3 |
|
|
|
0.4 |
% |
|
|
2.6 |
|
|
|
0.6 |
|
|
|
0.7 |
% |
|
|
0.3 |
|
|
NR |
49 |
|
Giant Eagle |
|
|
5 |
|
|
|
5 |
|
|
|
4.2 |
|
|
|
0.4 |
% |
|
|
3.1 |
|
|
|
0.4 |
|
|
|
0.5 |
% |
|
|
0.3 |
|
|
NR |
50 |
|
Hallmark |
|
|
45 |
|
|
|
45 |
|
|
|
4.1 |
|
|
|
0.4 |
% |
|
|
3.0 |
|
|
|
0.2 |
|
|
|
0.2 |
% |
|
|
0.2 |
|
|
NR |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Top 50 Total |
|
|
1,747 |
|
|
|
1,881 |
|
|
$ |
540.1 |
|
|
|
54.4 |
% |
|
$ |
419.1 |
|
|
|
48.2 |
|
|
|
59.1 |
% |
|
|
36.9 |
|
|
|
|
|
Total Portfolio |
|
|
|
|
|
|
|
|
|
$ |
993.1 |
|
|
|
100.0 |
% |
|
$ |
771.0 |
|
|
|
81.6 |
|
|
|
100.0 |
% |
|
|
61.8 |
|
|
|
(1) |
T.J. Maxx (46) / Marshalls (35) / HomeGoods (14) |
(2) |
Bed Bath (48) / World Market (20) / buybuy Baby (9) / CTS (1) |
(3) |
Walmart (22) / Sam's Club (4) / Neighborhood Market (2) |
(4) |
Dick's Sporting Goods (30) / Golf Galaxy (2) |
(5) |
Ross Dress For Less (56) / dd's Discounts (2) |
(6) |
Office Depot (16) / OfficeMax (44) |
(7) |
Gap (4) / Old Navy (51) / Banana Republic (3) |
(8) |
Kroger (24) / Harris Teeter (6) / King Soopers (1)
|
(9) |
Catherine's (10) / Dress Barn (30) / Justice (25) / Lane Bryant (27) / Maurice's (12) |
(10) |
Toys "R" Us (6) / Babies "R" Us (14) / Toys-Babies Combo (5) |
(11) |
7 leases are guaranteed by Koninklijke Ahold NV, Rated BBB / Baa3 / BBB |
(12) |
Sears (4) / Kmart (11) |
(13) |
Stop & Shop (3) / Martin's (2) / Others (2) |
(14) |
Rainbow (23) / 5-7-9 (6) / Marianne (9) |
19
DDR Corp.
Capital Structure
$, shares and units in
millions, except per share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2014 |
|
|
September 30, 2013 |
|
|
|
Amount |
|
|
% of Total |
|
|
Amount |
|
|
% of Total |
|
Capital Structure |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Shares Equity |
|
$ |
6,050.4 |
|
|
|
52 |
% |
|
$ |
5,097.8 |
|
|
|
50 |
% |
Perpetual Preferred Stock |
|
|
350.0 |
|
|
|
3 |
% |
|
|
405.0 |
|
|
|
4 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
6,400.4 |
|
|
|
55 |
% |
|
|
5,502.8 |
|
|
|
54 |
% |
Unsecured Credit Facilities |
|
|
23.5 |
|
|
|
0 |
% |
|
|
42.9 |
|
|
|
0 |
% |
Unsecured Term Loan |
|
|
350.0 |
|
|
|
3 |
% |
|
|
350.0 |
|
|
|
4 |
% |
Unsecured Public Debt |
|
|
2,775.8 |
|
|
|
24 |
% |
|
|
2,477.4 |
|
|
|
25 |
% |
Secured Term Loan |
|
|
400.0 |
|
|
|
3 |
% |
|
|
400.0 |
|
|
|
4 |
% |
Fixed Rate Mortgage Debt |
|
|
1,568.6 |
|
|
|
14 |
% |
|
|
1,237.2 |
|
|
|
12 |
% |
Variable Rate Mortgage Debt |
|
|
95.5 |
|
|
|
1 |
% |
|
|
97.1 |
|
|
|
1 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
5,213.4 |
|
|
|
45 |
% |
|
|
4,604.6 |
|
|
|
46 |
% |
|
|
|
|
|
|
|
|
|
Total |
|
$ |
11,613.8 |
|
|
|
100 |
% |
|
$ |
10,107.4 |
|
|
|
100 |
% |
|
|
|
|
|
Capital Structure Detail |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt to Market Capitalization |
|
|
44.9 |
% |
|
|
|
|
|
|
45.6 |
% |
|
|
|
|
Common Shares Outstanding |
|
|
360.2 |
|
|
|
|
|
|
|
324.1 |
|
|
|
|
|
Operating Partnership Units |
|
|
1.4 |
|
|
|
|
|
|
|
0.4 |
|
|
|
|
|
Market Value per Share |
|
$ |
16.73 |
|
|
|
|
|
|
$ |
15.71 |
|
|
|
|
|
Accretion on Convertible Notes (excluded above) |
|
$ |
12.9 |
|
|
|
|
|
|
$ |
24.1 |
|
|
|
|
|
Partners' Share of Consolidated Debt (included above) |
|
$ |
9.9 |
|
|
|
|
|
|
$ |
19.6 |
|
|
|
|
|
DDR Share of Unconsolidated Debt (excluded above) |
|
$ |
479.4 |
|
|
|
|
|
|
$ |
692.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Credit Ratings |
|
|
|
|
|
Covenants |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Covenant |
|
|
Actual |
|
|
|
Debt Rating |
|
Outlook |
|
|
|
Threshold |
|
|
Covenant |
|
|
|
|
|
|
|
|
|
|
Moody's |
|
Baa2 |
|
Stable |
|
Total Debt to Real Estate Assets Ratio |
|
|
£ 65 |
% |
|
|
49 |
% |
S&P |
|
BBB- |
|
Stable |
|
Secured Debt to Assets Ratio |
|
|
£ 40 |
% |
|
|
18 |
% |
Fitch |
|
BBB- |
|
Stable |
|
Unencumbered Assets to Unsecured Debt |
|
|
³ 135 |
% |
|
|
222 |
% |
|
|
|
|
|
|
Fixed Charge Coverage Ratio |
|
|
³ 1.5x |
|
|
|
2.1x |
|
20
DDR Corp.
Debt / EBITDA
|
|
|
|
|
|
|
|
|
$ in millions |
|
|
|
|
|
|
|
|
3Q14 |
|
|
3Q13 |
|
Consolidated |
|
|
|
|
|
|
|
|
Net income (loss) to DDR |
|
$ |
68.6 |
|
|
($ |
0.4 |
) |
Impairments |
|
|
1.8 |
|
|
|
9.3 |
|
Depreciation and amortization |
|
|
99.5 |
|
|
|
70.0 |
|
Interest expense |
|
|
58.1 |
|
|
|
54.7 |
|
Gain on change in control of interests, net |
|
|
(4.0 |
) |
|
|
0.0 |
|
Other expenses (income), net |
|
|
2.8 |
|
|
|
2.5 |
|
Equity in net income of JVs |
|
|
(3.6 |
) |
|
|
(3.8 |
) |
Income tax (benefit) expense |
|
|
(0.2 |
) |
|
|
0.4 |
|
EBITDA adjustments from discontinued operations |
|
|
(53.5 |
) |
|
|
14.4 |
|
Gain on disposition of real estate, net |
|
|
(2.3 |
) |
|
|
(1.9 |
) |
Adjustments for non-controlling interests |
|
|
(2.7 |
) |
|
|
(0.2 |
) |
JV FFO (at DDR share) |
|
|
8.4 |
|
|
|
12.7 |
|
Other JV adjustments (at DDR share) |
|
|
0.0 |
|
|
|
(0.4 |
) |
|
|
|
|
|
|
|
|
|
EBITDA - current quarter |
|
|
172.9 |
|
|
|
157.3 |
|
EBITDA - annualized |
|
|
691.6 |
|
|
|
629.2 |
|
|
|
|
Consolidated debt |
|
|
5,236.1 |
|
|
|
4,596.1 |
|
Partner share of consolidated debt |
|
|
(9.9 |
) |
|
|
(19.6 |
) |
Face value adjustments |
|
|
(22.7 |
) |
|
|
8.5 |
|
Cash and restricted cash |
|
|
(141.7 |
) |
|
|
(60.3 |
) |
|
|
|
|
|
|
|
|
|
Net adjusted debt |
|
$ |
5,061.8 |
|
|
$ |
4,524.7 |
|
|
|
|
Debt / EBITDA - Consolidated (1) |
|
|
7.32x |
|
|
|
7.19x |
|
|
|
|
Pro rata including JVs |
|
|
|
|
|
|
|
|
EBITDA - current quarter |
|
|
179.3 |
|
|
|
168.9 |
|
EBITDA - annualized |
|
|
717.2 |
|
|
|
675.6 |
|
|
|
|
Consolidated net debt |
|
|
5,061.8 |
|
|
|
4,524.7 |
|
JV debt (at DDR share) |
|
|
479.4 |
|
|
|
691.5 |
|
Cash and restricted cash |
|
|
(18.8 |
) |
|
|
(97.6 |
) |
|
|
|
|
|
|
|
|
|
Net adjusted debt |
|
$ |
5,522.4 |
|
|
$ |
5,118.6 |
|
|
|
|
Debt / EBITDA - Pro rata (1) |
|
|
7.70x |
|
|
|
7.58x |
|
(1) |
Acquisition of partners interest in joint venture that owned seven assets occurred on September 30, 2014, contributing zero EBITDA for 3Q14. |
21
DDR Corp.
Debt Summary
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ in millions |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated |
|
|
Unconsolidated |
|
|
|
|
|
|
|
|
|
Interest |
|
|
|
|
|
|
|
|
Interest |
|
|
|
Total |
|
|
Total |
|
|
Rate |
|
|
Total |
|
|
Total |
|
|
Rate |
|
|
|
100% |
|
|
DDR Share |
|
|
DDR Share |
|
|
100% |
|
|
DDR Share |
|
|
DDR Share |
|
Debt Composition |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unsecured Credit Facilities |
|
$ |
23.5 |
|
|
$ |
23.5 |
|
|
|
2.37 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
Unsecured Term Loan |
|
|
350.0 |
|
|
|
350.0 |
|
|
|
3.05 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
Unsecured Public Debt |
|
|
2,762.9 |
|
|
|
2,762.9 |
|
|
|
5.26 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
Secured Term Loan |
|
|
400.0 |
|
|
|
400.0 |
|
|
|
1.60 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
Fixed Rate Mortgage Loans |
|
|
1,568.6 |
|
|
|
1,558.7 |
|
|
|
5.38 |
% |
|
$ |
2,027.3 |
|
|
$ |
394.0 |
|
|
|
5.49 |
% |
Variable Rate Mortgage Loans |
|
|
95.5 |
|
|
|
95.5 |
|
|
|
2.05 |
% |
|
|
543.9 |
|
|
|
85.3 |
|
|
|
3.61 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Subtotal |
|
|
5,200.5 |
|
|
|
5,190.6 |
|
|
|
4.79 |
% |
|
|
2,571.2 |
|
|
|
479.3 |
|
|
|
5.16 |
% |
Fair Market Value Adjustment |
|
|
35.6 |
|
|
|
35.6 |
|
|
|
|
|
|
|
1.3 |
|
|
|
0.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
5,236.1 |
|
|
$ |
5,226.2 |
|
|
|
4.79 |
% |
|
$ |
2,572.5 |
|
|
$ |
479.4 |
|
|
|
5.16 |
% |
|
|
|
|
|
|
|
|
|
Scheduled |
|
|
Secured |
|
|
Unsecured |
|
|
|
|
|
|
|
|
Interest |
|
|
|
Principal |
|
|
Debt |
|
|
Debt |
|
|
Total |
|
|
Total |
|
|
Rate |
|
|
|
Payments |
|
|
Maturities |
|
|
Maturities |
|
|
100% |
|
|
Pro Rata |
|
|
Pro Rata |
|
Consolidated Maturity Schedule (1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
$ |
8.1 |
|
|
$ |
0.0 |
|
|
$ |
0.0 |
|
|
$ |
8.1 |
|
|
$ |
8.1 |
|
|
|
0.00 |
% |
2015 |
|
|
36.7 |
|
|
|
429.1 |
|
|
|
503.0 |
|
|
|
968.8 |
|
|
|
968.8 |
|
|
|
4.51 |
% |
2016 |
|
|
30.7 |
|
|
|
140.1 |
|
|
|
240.0 |
|
|
|
410.8 |
|
|
|
410.8 |
|
|
|
7.99 |
% |
2017 |
|
|
29.7 |
|
|
|
216.9 |
|
|
|
373.5 |
|
|
|
620.1 |
|
|
|
620.1 |
|
|
|
6.17 |
% |
2018 |
|
|
22.7 |
|
|
|
487.6 |
|
|
|
382.2 |
|
|
|
892.5 |
|
|
|
892.5 |
|
|
|
3.60 |
% |
2019 |
|
|
16.5 |
|
|
|
169.3 |
|
|
|
300.0 |
|
|
|
485.8 |
|
|
|
485.8 |
|
|
|
4.05 |
% |
2020 |
|
|
7.3 |
|
|
|
280.2 |
|
|
|
300.0 |
|
|
|
587.5 |
|
|
|
587.5 |
|
|
|
6.11 |
% |
2021 |
|
|
4.4 |
|
|
|
126.5 |
|
|
|
300.0 |
|
|
|
430.9 |
|
|
|
430.9 |
|
|
|
3.93 |
% |
2022 |
|
|
0.1 |
|
|
|
42.8 |
|
|
|
450.0 |
|
|
|
492.9 |
|
|
|
483.0 |
|
|
|
4.67 |
% |
2023 and beyond |
|
|
0.0 |
|
|
|
15.4 |
|
|
|
300.0 |
|
|
|
315.4 |
|
|
|
315.4 |
|
|
|
3.23 |
% |
Unsecured debt discount |
|
|
|
|
|
|
|
|
|
|
(12.3 |
) |
|
|
(12.3 |
) |
|
|
(12.3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
156.2 |
|
|
$ |
1,907.9 |
|
|
$ |
3,136.4 |
|
|
$ |
5,200.5 |
|
|
$ |
5,190.6 |
|
|
|
4.79 |
% |
Unconsolidated Maturity Schedule (1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
$ |
2.5 |
|
|
$ |
196.6 |
|
|
$ |
0.0 |
|
|
$ |
199.1 |
|
|
$ |
35.5 |
|
|
|
6.69 |
% |
2015 |
|
|
9.0 |
|
|
|
120.4 |
|
|
|
0.0 |
|
|
|
129.4 |
|
|
|
26.0 |
|
|
|
6.45 |
% |
2016 |
|
|
7.6 |
|
|
|
133.1 |
|
|
|
0.0 |
|
|
|
140.7 |
|
|
|
12.4 |
|
|
|
6.00 |
% |
2017 |
|
|
7.3 |
|
|
|
1,361.8 |
|
|
|
0.0 |
|
|
|
1,369.1 |
|
|
|
264.7 |
|
|
|
5.50 |
% |
2018 |
|
|
4.4 |
|
|
|
143.2 |
|
|
|
0.0 |
|
|
|
147.6 |
|
|
|
29.8 |
|
|
|
4.60 |
% |
2019 |
|
|
4.0 |
|
|
|
382.3 |
|
|
|
0.0 |
|
|
|
386.3 |
|
|
|
58.5 |
|
|
|
2.24 |
% |
2020 |
|
|
4.2 |
|
|
|
19.9 |
|
|
|
0.0 |
|
|
|
24.1 |
|
|
|
6.2 |
|
|
|
5.25 |
% |
2021 |
|
|
3.4 |
|
|
|
80.5 |
|
|
|
0.0 |
|
|
|
83.9 |
|
|
|
31.7 |
|
|
|
5.41 |
% |
2022 |
|
|
2.2 |
|
|
|
0.0 |
|
|
|
0.0 |
|
|
|
2.2 |
|
|
|
0.4 |
|
|
|
0.00 |
% |
2023 and beyond |
|
|
2.4 |
|
|
|
86.4 |
|
|
|
0.0 |
|
|
|
88.8 |
|
|
|
14.1 |
|
|
|
4.43 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
47.0 |
|
|
$ |
2,524.2 |
|
|
$ |
0.0 |
|
|
$ |
2,571.2 |
|
|
$ |
479.3 |
|
|
|
5.16 |
% |
|
|
|
|
|
|
|
% of Total |
|
Consolidated |
|
|
|
|
|
|
|
|
Unconsolidated |
|
|
|
|
|
|
|
Fixed |
|
|
91.9 |
% |
|
|
|
|
|
|
|
|
|
|
78.8 |
% |
|
|
|
|
|
|
|
|
Variable |
|
|
8.1 |
% |
|
|
|
|
|
|
|
|
|
|
21.2 |
% |
|
|
|
|
|
|
|
|
Recourse to DDR |
|
|
69.5 |
% |
|
|
|
|
|
|
|
|
|
|
0.0 |
% |
|
|
|
|
|
|
|
|
Non-recourse to DDR |
|
|
30.5 |
% |
|
|
|
|
|
|
|
|
|
|
100.0 |
% |
|
|
|
|
|
|
|
|
(1) |
Assumes borrower extension options are exercised. |
22
DDR Corp.
Consolidated Debt Detail
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ in millions |
|
Balance |
|
|
Balance |
|
|
Maturity |
|
|
Interest |
|
|
|
100% |
|
|
DDR Share |
|
|
Date (1) |
|
|
Rate (2) (3) |
|
Senior Debt: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unsecured Revolver ($750m) |
|
$ |
23.5 |
|
|
$ |
23.5 |
|
|
|
04/18 |
|
|
|
L + 115 |
|
Unsecured Revolver ($65m) |
|
|
0.0 |
|
|
|
0.0 |
|
|
|
04/18 |
|
|
|
L + 115 |
|
Unsecured Term Loan ($50m) |
|
|
50.0 |
|
|
|
50.0 |
|
|
|
01/17 |
|
|
|
L + 150 |
|
Unsecured Term Loan ($300m) |
|
|
300.0 |
|
|
|
300.0 |
|
|
|
01/19 |
|
|
|
L + 190 |
|
Secured Term Loan ($400m) |
|
|
400.0 |
|
|
|
400.0 |
|
|
|
04/18 |
|
|
|
L + 135 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
773.5 |
|
|
$ |
773.5 |
|
|
|
|
|
|
|
|
|
Public Debt: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unsecured Notes |
|
$ |
153.0 |
|
|
$ |
153.0 |
|
|
|
05/15 |
|
|
|
5.50 |
% |
Convertible Notes (4) |
|
|
337.1 |
|
|
|
337.1 |
|
|
|
11/15 |
|
|
|
1.75 |
% |
Unsecured Notes |
|
|
239.7 |
|
|
|
239.7 |
|
|
|
03/16 |
|
|
|
9.63 |
% |
Unsecured Notes |
|
|
300.0 |
|
|
|
300.0 |
|
|
|
04/17 |
|
|
|
7.50 |
% |
Unsecured Notes |
|
|
299.0 |
|
|
|
299.0 |
|
|
|
04/18 |
|
|
|
4.75 |
% |
Unsecured Notes |
|
|
82.2 |
|
|
|
82.2 |
|
|
|
07/18 |
|
|
|
7.50 |
% |
Unsecured Notes |
|
|
298.5 |
|
|
|
298.5 |
|
|
|
09/20 |
|
|
|
7.88 |
% |
Unsecured Notes |
|
|
298.2 |
|
|
|
298.2 |
|
|
|
01/21 |
|
|
|
3.50 |
% |
Unsecured Notes |
|
|
456.8 |
|
|
|
456.8 |
|
|
|
07/22 |
|
|
|
4.63 |
% |
Unsecured Notes |
|
|
298.4 |
|
|
|
298.4 |
|
|
|
05/23 |
|
|
|
3.38 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
2,762.9 |
|
|
$ |
2,762.9 |
|
|
|
|
|
|
|
|
|
Mortgage Debt: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Hamilton Commons, NJ |
|
|
1.9 |
|
|
|
1.9 |
|
|
|
09/15 |
|
|
|
4.70 |
% |
Woodfield Village Green, IL |
|
|
65.6 |
|
|
|
65.6 |
|
|
|
09/15 |
|
|
|
6.40 |
% |
Carillon Place, FL |
|
|
25.7 |
|
|
|
25.7 |
|
|
|
09/15 |
|
|
|
6.40 |
% |
Fairfax Towne Center, VA |
|
|
39.0 |
|
|
|
39.0 |
|
|
|
09/15 |
|
|
|
6.40 |
% |
Shoppers World, MA |
|
|
127.9 |
|
|
|
127.9 |
|
|
|
09/15 |
|
|
|
6.40 |
% |
Winter Garden Village, FL |
|
|
104.1 |
|
|
|
104.1 |
|
|
|
10/15 |
|
|
|
6.10 |
% |
Cumming Town Center, GA |
|
|
33.8 |
|
|
|
33.8 |
|
|
|
10/15 |
|
|
|
6.10 |
% |
Silver Spring Square, PA |
|
|
38.0 |
|
|
|
38.0 |
|
|
|
10/15 |
|
|
|
6.35 |
% |
|
|
|
|
|
Tops Plaza, NY |
|
|
2.4 |
|
|
|
2.4 |
|
|
|
01/16 |
|
|
|
8.00 |
% |
The Maxwell, IL |
|
|
51.1 |
|
|
|
51.1 |
|
|
|
08/16 |
|
|
|
L + 285 |
|
Freedom Plaza, NY |
|
|
0.9 |
|
|
|
0.9 |
|
|
|
09/16 |
|
|
|
7.85 |
% |
Sycamore Crossing, OH |
|
|
63.7 |
|
|
|
63.7 |
|
|
|
12/16 |
|
|
|
5.81 |
% |
|
|
|
|
|
Falcon Ridge Town Center, CA |
|
|
43.5 |
|
|
|
43.5 |
|
|
|
01/17 |
|
|
|
5.68 |
% |
Vista Village, CA |
|
|
33.2 |
|
|
|
33.2 |
|
|
|
04/17 |
|
|
|
5.71 |
% |
Walmart Supercenter, NC |
|
|
3.7 |
|
|
|
3.7 |
|
|
|
08/17 |
|
|
|
6.00 |
% |
Connecticut Commons, CT |
|
|
47.6 |
|
|
|
47.6 |
|
|
|
10/17 |
|
|
|
5.01 |
% |
Riverdale Village, MN |
|
|
26.1 |
|
|
|
26.1 |
|
|
|
10/17 |
|
|
|
5.01 |
% |
Riverdale Village Perimeter, MN |
|
|
32.7 |
|
|
|
32.7 |
|
|
|
10/17 |
|
|
|
5.01 |
% |
Lake Brandon Village, FL |
|
|
9.4 |
|
|
|
9.4 |
|
|
|
10/17 |
|
|
|
5.01 |
% |
23
DDR Corp.
Consolidated Debt Detail
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ in millions |
|
Balance |
|
|
Balance |
|
|
Maturity |
|
|
Interest |
|
|
|
100% |
|
|
DDR Share |
|
|
Date (1) |
|
|
Rate (2) (3) |
|
Shoppers World Brookfield, WI |
|
|
5.9 |
|
|
|
5.9 |
|
|
|
10/17 |
|
|
|
5.01 |
% |
Marketplace Of Brown Deer, WI |
|
|
4.2 |
|
|
|
4.2 |
|
|
|
10/17 |
|
|
|
5.01 |
% |
Brown Deer Center, WI |
|
|
7.9 |
|
|
|
7.9 |
|
|
|
10/17 |
|
|
|
5.01 |
% |
Thruway Plaza (Walmart), NY |
|
|
1.7 |
|
|
|
1.7 |
|
|
|
10/17 |
|
|
|
6.78 |
% |
|
|
|
|
|
Tops Plaza, NY |
|
|
7.1 |
|
|
|
7.1 |
|
|
|
01/18 |
|
|
|
7.05 |
% |
Falcon Ridge Town Center, CA |
|
|
14.8 |
|
|
|
14.8 |
|
|
|
01/18 |
|
|
|
5.91 |
% |
Walmart Supercenter, SC |
|
|
3.8 |
|
|
|
3.8 |
|
|
|
01/18 |
|
|
|
6.00 |
% |
Fortuna Center, VA |
|
|
12.1 |
|
|
|
12.1 |
|
|
|
02/18 |
|
|
|
6.18 |
% |
Johns Creek Town Center, GA |
|
|
24.6 |
|
|
|
24.6 |
|
|
|
03/18 |
|
|
|
5.06 |
% |
Southland Crossings, OH |
|
|
24.6 |
|
|
|
24.6 |
|
|
|
03/18 |
|
|
|
5.06 |
% |
The Promenade at Brentwood, MO |
|
|
31.2 |
|
|
|
31.2 |
|
|
|
03/18 |
|
|
|
5.06 |
% |
DDR Headquarters, OH |
|
|
29.1 |
|
|
|
29.1 |
|
|
|
03/18 |
|
|
|
L + 105 |
|
Mohawk Commons, NY |
|
|
10.3 |
|
|
|
10.3 |
|
|
|
12/18 |
|
|
|
5.75 |
% |
|
|
|
|
|
Lowes, TN |
|
|
4.2 |
|
|
|
4.2 |
|
|
|
01/19 |
|
|
|
7.66 |
% |
Nassau Park Pavilion, NJ |
|
|
57.0 |
|
|
|
57.0 |
|
|
|
02/19 |
|
|
|
3.40 |
% |
Bandera Pointe, TX |
|
|
24.8 |
|
|
|
24.8 |
|
|
|
02/19 |
|
|
|
3.40 |
% |
Presidential Commons, GA |
|
|
21.2 |
|
|
|
21.2 |
|
|
|
02/19 |
|
|
|
3.40 |
% |
Plaza Cayey, PR |
|
|
21.0 |
|
|
|
21.0 |
|
|
|
06/19 |
|
|
|
7.59 |
% |
Plaza Fajardo, PR |
|
|
25.2 |
|
|
|
25.2 |
|
|
|
06/19 |
|
|
|
7.59 |
% |
Plaza Isabela, PR |
|
|
22.2 |
|
|
|
22.2 |
|
|
|
06/19 |
|
|
|
7.59 |
% |
Plaza Walmart, PR |
|
|
11.8 |
|
|
|
11.8 |
|
|
|
06/19 |
|
|
|
7.59 |
% |
Mariner Square, FL |
|
|
2.7 |
|
|
|
2.7 |
|
|
|
09/19 |
|
|
|
9.75 |
% |
|
|
|
|
|
Northland Square, IA |
|
|
5.3 |
|
|
|
5.3 |
|
|
|
01/20 |
|
|
|
9.38 |
% |
Plaza Rio Hondo, PR |
|
|
125.7 |
|
|
|
125.7 |
|
|
|
01/20 |
|
|
|
3.95 |
% |
Easton Marketplace, OH |
|
|
50.2 |
|
|
|
50.2 |
|
|
|
01/20 |
|
|
|
3.95 |
% |
The Fountains, FL |
|
|
45.8 |
|
|
|
45.8 |
|
|
|
01/20 |
|
|
|
3.95 |
% |
Perimeter Pointe, GA |
|
|
43.3 |
|
|
|
43.3 |
|
|
|
01/20 |
|
|
|
3.95 |
% |
Polaris Towne Center, OH |
|
|
43.8 |
|
|
|
43.8 |
|
|
|
04/20 |
|
|
|
6.76 |
% |
|
|
|
|
|
Chapel Hills West, CO |
|
|
12.7 |
|
|
|
12.7 |
|
|
|
06/21 |
|
|
|
5.49 |
% |
West Valley Marketplace, PA |
|
|
10.3 |
|
|
|
10.3 |
|
|
|
07/21 |
|
|
|
6.95 |
% |
Plaza Escorial, PR |
|
|
74.7 |
|
|
|
74.7 |
|
|
|
07/21 |
|
|
|
3.59 |
% |
Wrangleboro Consumer Sq, NJ |
|
|
61.1 |
|
|
|
61.1 |
|
|
|
10/21 |
|
|
|
5.41 |
% |
Chapel Hills East, CO |
|
|
8.6 |
|
|
|
8.6 |
|
|
|
12/21 |
|
|
|
5.24 |
% |
|
|
|
|
|
Paradise Village Gateway, AZ |
|
|
30.0 |
|
|
|
20.1 |
|
|
|
01/22 |
|
|
|
4.65 |
% |
Macedonia Commons, OH |
|
|
19.5 |
|
|
|
19.5 |
|
|
|
02/22 |
|
|
|
5.71 |
% |
24
DDR Corp.
Consolidated Debt Detail
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ in millions |
|
Balance |
|
|
Balance |
|
|
Maturity |
|
|
Interest |
|
|
|
100% |
|
|
DDR Share |
|
|
Date (1) |
|
|
Rate (2) (3) |
|
Gulfport Promenade, MS |
|
|
15.4 |
|
|
|
15.4 |
|
|
|
12/37 |
|
|
|
S + 41 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
1,664.1 |
|
|
$ |
1,654.2 |
|
|
|
|
|
|
|
|
|
FMV adjustment - assumed debt |
|
|
35.6 |
|
|
|
35.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
1,699.7 |
|
|
$ |
1,689.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rate Type |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed |
|
$ |
4,781.5 |
|
|
$ |
4,771.6 |
|
|
|
4.2 years |
|
|
|
5.07 |
% |
Variable |
|
|
419.0 |
|
|
|
419.0 |
|
|
|
4.0 years |
|
|
|
1.68 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
5,200.5 |
|
|
$ |
5,190.6 |
|
|
|
4.2 years |
|
|
|
4.79 |
% |
Perpetual Preferred Stock |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class J |
|
$ |
200.0 |
|
|
$ |
200.0 |
|
|
|
Perpetual |
|
|
|
6.500 |
% |
Class K |
|
|
150.0 |
|
|
|
150.0 |
|
|
|
Perpetual |
|
|
|
6.250 |
% |
|
|
|
|
|
Interest Rate Swaps |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Underlying Debt Hedged: |
|
Notional Amount |
|
|
Rate Hedged |
|
|
Fixed Rate |
|
|
Termination Date |
|
Unsecured Term Loan |
|
$ |
50.0 |
|
|
|
1 mo. LIBOR |
|
|
|
0.56 |
% |
|
|
6/1/15 |
|
Secured Term Loan |
|
|
100.0 |
|
|
|
1 mo. LIBOR |
|
|
|
0.53 |
% |
|
|
7/1/15 |
|
Mortgage Portfolio |
|
|
80.4 |
|
|
|
1 mo. LIBOR |
|
|
|
2.81 |
% |
|
|
9/1/17 |
|
Unsecured Term Loan |
|
|
100.0 |
|
|
|
1 mo. LIBOR |
|
|
|
0.88 |
% |
|
|
1/2/18 |
|
Unsecured Term Loan |
|
|
200.0 |
|
|
|
1 mo. LIBOR |
|
|
|
1.54 |
% |
|
|
2/1/19 |
|
(1) |
Assumes borrower extension options are exercised. |
(2) |
L = LIBOR, S = SIFMA. |
(3) |
Does not include discounts or premiums. |
(4) |
May be net settled prior to November 2015 with DDR's common stock once the price rises above 125% of $14.96 at 9/30/2014. The conversion price is subject to future adjustments in the quarterly dividend. The balance is
to be settled in cash. Included in this amount is a $12.9 million reduction as compared to the face value of the convertible notes. |
25
DDR Corp.
Unconsolidated Debt Detail
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ in millions |
|
Balance |
|
|
Balance |
|
|
Maturity |
|
|
Interest |
|
|
|
100% |
|
|
DDR Share |
|
|
Date (1) |
|
|
Rate (2) (3) |
|
DDR Domestic Retail Fund I |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Village Center, WI |
|
$ |
10.3 |
|
|
$ |
2.1 |
|
|
|
04/15 |
|
|
|
4.21 |
% |
West Falls Plaza, NJ |
|
|
10.0 |
|
|
|
2.0 |
|
|
|
04/15 |
|
|
|
4.21 |
% |
52 Additional Assets |
|
|
883.5 |
|
|
|
176.7 |
|
|
|
07/17 |
|
|
|
5.60 |
% |
Heather Island, FL |
|
|
4.5 |
|
|
|
0.9 |
|
|
|
02/18 |
|
|
|
3.56 |
% |
Hilliard Rome, OH |
|
|
12.0 |
|
|
|
2.4 |
|
|
|
02/18 |
|
|
|
3.56 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
920.3 |
|
|
$ |
184.1 |
|
|
|
|
|
|
|
|
|
DDRTC Core Retail Fund |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pool 1 (9 assets) |
|
$ |
350.2 |
|
|
$ |
52.5 |
|
|
|
03/17 |
|
|
|
5.45 |
% |
Pool 5 (11 assets) (3) |
|
|
217.0 |
|
|
|
32.6 |
|
|
|
02/19 |
|
|
|
L + 180 |
|
Pool 3 (6 assets) (3) |
|
|
165.3 |
|
|
|
24.8 |
|
|
|
03/19 |
|
|
|
L + 225 |
|
Birkdale Village, NC |
|
|
82.5 |
|
|
|
12.4 |
|
|
|
04/24 |
|
|
|
4.30 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
815.0 |
|
|
$ |
122.3 |
|
|
|
|
|
|
|
|
|
Coventry II |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bloomfield Park, MI (4) |
|
$ |
21.9 |
|
|
$ |
0.0 |
|
|
|
12/08 |
|
|
|
P + 300 |
|
DDR SM (10 assets) (4) |
|
|
6.6 |
|
|
|
1.4 |
|
|
|
09/14 |
|
|
|
L + 350 |
|
DDR SM (10 assets) (4) |
|
|
32.7 |
|
|
|
6.5 |
|
|
|
09/14 |
|
|
|
L + 525 |
|
Totem Lake Mall, WA (4) |
|
|
27.5 |
|
|
|
5.5 |
|
|
|
06/15 |
|
|
|
L + 650 |
|
Buena Park, CA (3) |
|
|
73.0 |
|
|
|
14.6 |
|
|
|
06/15 |
|
|
|
L + 625 |
|
DDR SM (7 assets) (4) |
|
|
27.1 |
|
|
|
5.4 |
|
|
|
09/16 |
|
|
|
6.75 |
% |
Christown Spectrum Mall, AZ |
|
|
65.2 |
|
|
|
13.0 |
|
|
|
04/18 |
|
|
|
4.80 |
% |
Fairplain Plaza, MI |
|
|
18.3 |
|
|
|
3.7 |
|
|
|
05/23 |
|
|
|
4.85 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
272.3 |
|
|
$ |
50.1 |
|
|
|
|
|
|
|
|
|
DDR-SAU Retail Fund |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
DDR-SAU Retail Fund (18 assets) |
|
$ |
106.6 |
|
|
$ |
21.3 |
|
|
|
09/17 |
|
|
|
4.74 |
% |
DDR-SAU Retail Fund (9 assets) |
|
|
71.1 |
|
|
|
14.2 |
|
|
|
04/18 |
|
|
|
4.65 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
177.7 |
|
|
$ |
35.5 |
|
|
|
|
|
|
|
|
|
Other Joint Ventures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
DDR Markaz II (11 assets) |
|
$ |
135.4 |
|
|
$ |
27.1 |
|
|
|
11/14 |
|
|
|
7.15 |
% |
BRE DDR Retail Holdings I (12 Assets) |
|
|
109.5 |
|
|
|
5.5 |
|
|
|
04/16 |
|
|
|
5.25 |
% |
Lennox Town Center Limited, OH |
|
|
1.0 |
|
|
|
0.5 |
|
|
|
07/17 |
|
|
|
6.44 |
% |
Lennox Town Center Limited, OH |
|
|
26.0 |
|
|
|
13.0 |
|
|
|
07/17 |
|
|
|
5.64 |
% |
RO & SW Realty (9 assets) |
|
|
19.9 |
|
|
|
5.0 |
|
|
|
10/20 |
|
|
|
5.25 |
% |
Sun Center Limited, OH |
|
|
22.5 |
|
|
|
17.8 |
|
|
|
05/21 |
|
|
|
5.99 |
% |
RVIP IIIB, Deer Park, IL |
|
|
71.6 |
|
|
|
18.4 |
|
|
|
09/21 |
|
|
|
4.84 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
385.9 |
|
|
$ |
87.3 |
|
|
|
|
|
|
|
|
|
26
DDR Corp.
Unconsolidated Debt Detail
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ in millions |
|
Balance |
|
|
Balance |
|
|
Maturity |
|
|
Interest |
|
|
|
100% |
|
|
DDR Share |
|
|
Date (1) |
|
|
Rate (2) (3) |
|
Subtotal |
|
$ |
2,571.2 |
|
|
$ |
479.3 |
|
|
|
|
|
|
|
|
|
FMV Adjustment - Assumed Debt |
|
|
1.3 |
|
|
|
0.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
2,572.5 |
|
|
$ |
479.4 |
|
|
|
|
|
|
|
|
|
Rate Type |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed |
|
$ |
2,027.3 |
|
|
$ |
394.0 |
|
|
|
3.2 years |
|
|
|
5.49 |
% |
Variable |
|
|
543.9 |
|
|
|
85.3 |
|
|
|
3.1 years |
|
|
|
3.61 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
2,571.2 |
|
|
$ |
479.3 |
|
|
|
3.2 years |
|
|
|
5.16 |
% |
(1) |
Assumes borrower extension options are exercised. |
|
|
|
|
|
|
|
(3) Loans with floor interest rates: |
|
Floor: |
|
|
|
|
DDRTC Holdings Pool 5 (11 assets) |
|
1 mo. LIBOR of 0.25% |
|
|
|
|
DDRTC Holdings Pool 3 (6 assets) |
|
1 mo. LIBOR of 0.25% |
|
|
|
|
Buena Park, CA |
|
1 mo. LIBOR of 0.75% |
|
|
|
|
(4) |
Includes $115.8 million of non-recourse debt ($18.8 million at DDR's share) associated with joint ventures for which the Company has written its investment down to zero and is recovering no allocation of income.
|
27
DDR Corp.
Analyst Coverage
|
|
|
|
|
|
|
Corporate Headquarters |
|
|
|
Investor Relations |
|
|
DDR Corp. |
|
|
|
Matt Lougee |
|
|
3300 Enterprise Parkway |
|
|
|
Toll Free: (877) 225-5337 |
|
|
Beachwood, Ohio 44122 |
|
|
|
Main: (216) 755-5500 |
|
|
Website: www.ddr.com |
|
|
|
Email: mlougee@ddr.com |
|
|
|
|
|
|
Equity Research |
|
|
|
|
|
|
Bank of America Merrill Lynch |
|
Craig Schmidt |
|
craig.schmidt@baml.com |
|
(646) 855-3640 |
|
|
Katharine Hutchins |
|
katharine.hutchins@baml.com |
|
(646) 855-1681 |
|
|
|
|
Capital One |
|
Chris Lucas |
|
christopher.lucas@capitalone.com |
|
(571) 633-8151 |
|
|
|
|
Citigroup |
|
Michael Bilerman |
|
michael.bilerman@citi.com |
|
(212) 816-1383 |
|
|
Christy McElroy |
|
christy.mcelroy@citi.com |
|
(212) 816-6981 |
|
|
|
|
Cowen & Company |
|
Jim Sullivan |
|
james.sullivan@cowen.com |
|
(646) 562-1380 |
|
|
|
|
Deutsche Bank |
|
Vincent Chao |
|
vincent.chao@db.com |
|
(212) 250-6799 |
|
|
|
|
DISCERN |
|
Dave Wigginton |
|
dwigginton@discern.com |
|
(646) 863-4177 |
|
|
|
|
Goldman Sachs |
|
Andrew Rosivach |
|
andrew.rosivach@gs.com |
|
(212) 902-2796 |
|
|
Caitlin Burrows |
|
caitlin.burrows@gs.com |
|
(212) 902-4736 |
|
|
|
|
Green Street Advisors |
|
Cedrik Lachance |
|
clachance@greenstreetadvisors.com |
|
(949) 640-8780 |
|
|
Jason White |
|
jwhite@greenstreetadvisors.com |
|
(949) 640-8780 |
|
|
|
|
Hilliard Lyons |
|
Carol Kemple |
|
ckemple@hilliard.com |
|
(502) 588-1839 |
|
|
|
|
ISI Group |
|
Steve Sakwa |
|
ssakwa@isigrp.com |
|
(212) 446-9462 |
|
|
Samir Khanal |
|
skhanal@isigrp.com |
|
(212) 888-3796 |
|
|
|
|
Janney Montgomery Scott |
|
Mike Gorman |
|
mgorman@janney.com |
|
(215) 665-6224 |
|
|
|
|
Jefferies and Company |
|
Tayo Okusanya |
|
tokusanya@jefferies.com |
|
(212) 336-7076 |
|
|
|
|
J.P. Morgan |
|
Michael Mueller |
|
michael.w.mueller@jpmorgan.com |
|
(212) 622-6689 |
|
|
|
|
KeyBanc Capital Markets |
|
Jordan Sadler |
|
jsadler@keybanccm.com |
|
(917) 368-2280 |
|
|
Todd Thomas |
|
tthomas@keybanccm.com |
|
(917) 368-2286 |
|
|
|
|
MLV & Co. |
|
Paul Morgan |
|
pmorgan@mlvco.com |
|
(415) 325-4187 |
|
|
|
|
Morgan Stanley |
|
Haendel St. Juste |
|
haendel.stjuste@morganstanley.com |
|
(212) 761-0071 |
|
|
Catherine Klinchuch |
|
catherine.klinchuch@morganstanley.com |
|
(212) 296-8581 |
|
|
|
|
RBC Capital Markets |
|
Rich Moore |
|
rich.moore@rbccm.com |
|
(440) 715-2646 |
|
|
|
|
Sandler O'Neill |
|
Alex Goldfarb |
|
agoldfarb@sandleroneill.com |
|
(212) 466-7937 |
|
|
Andrew Schaffer |
|
aschaffer@sandleroneill.com |
|
(212) 466-8062 |
|
|
|
|
SunTrust Robinson Humphrey |
|
Ki Bin Kim |
|
kibin.kim@suntrust.com |
|
(212) 303-4124 |
|
|
|
|
UBS |
|
Ross Nussbaum |
|
ross.nussbaum@ubs.com |
|
(212) 713-2484 |
|
|
Jeremy Metz |
|
jeremy.metz@ubs.com |
|
(212) 713-2429 |
|
|
|
|
Wells Fargo |
|
Jeff Donnelly |
|
jeff.donnelly@wellsfargo.com |
|
(617) 603-4262 |
|
|
Tamara Fique |
|
tamara.fique@wellsfargo.com |
|
(443) 263-6568 |
|
|
|
|
Fixed Income Research |
|
|
|
|
|
|
|
|
|
|
Barclays |
|
Peter Troisi |
|
peter.troisi@barclays.com |
|
(212) 412-3695 |
|
|
|
|
Citigroup |
|
Tom Cook |
|
thomas.n.cook@citigroup.com |
|
(212) 723-1112 |
|
|
|
|
J.P. Morgan |
|
Mark Streeter |
|
mark.streeter@jpmorgan.com |
|
(212) 834-5086 |
|
|
|
|
Wells Fargo |
|
Thierry Perrein |
|
thierry.perrein@wachovia.com |
|
(704) 715-8455 |
28
DDR Corp.
Notable Accounting and Supplemental Policies
Revenues
|
|
|
Percentage and overage rents are recognized after the tenants reported sales have exceeded the applicable sales breakpoint. |
|
|
|
Tenant reimbursements are recognized in the period in which the expenses are incurred. |
|
|
|
Lease termination fees are recognized upon termination of a tenants lease when the Company has no further obligations under the lease. |
General and Administrative Expenses
|
|
|
General and administrative expenses include certain internal leasing salaries, legal salaries and related expenses associated with the leasing of space which are charged to operations as incurred. |
|
|
|
All internal and external acquisition costs are expensed as incurred. |
|
|
|
The Company does not capitalize any executive officer compensation. |
|
|
|
General and administrative expenses include executive property management compensation and related expenses. Property management services direct compensation is reflected in operating and maintenance expenses.
|
Deferred Financing Costs
|
|
|
Costs incurred in obtaining financing are included in deferred charges and amortized on a straight-line basis over the term of the related debt agreement; such amortization is reflected as interest expense in the
consolidated statements of operations. |
Real Estate
|
|
|
Real estate assets are stated at cost less accumulated depreciation, which, in the opinion of management, is not in excess of the individual propertys estimated undiscounted future cash flows, including estimated
proceeds from disposition. |
|
|
|
Construction in progress includes shopping center developments and significant expansions and redevelopments. |
|
|
|
Acquisitions of a partners interest in an unconsolidated joint venture in which a change of control has occurred are recorded at fair value. |
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Depreciation and amortization are provided on a straight-line basis over the estimated useful lives of the assets as follows: |
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Buildings |
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20 to 40 years |
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Building Improvements |
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5 to 20 years |
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Furniture/Fixtures/Tenant Improvements |
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Shorter of economic life or lease terms |
29
DDR Corp.
Notable Accounting and Supplemental Policies
Capitalization
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Expenditures for maintenance and repairs are charged to operations as incurred. Renovations and expenditures that improve or extend the life of the asset are capitalized. |
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The Company capitalizes interest on funds used for the construction or expansion of shopping centers and certain construction administration costs. Capitalization of interest and administration costs ceases when
construction activities are completed and the property is available for occupancy by tenants or when activities are suspended. |
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Interest expense and real estate taxes incurred during construction are capitalized and depreciated over the building life. |
Gains on Sales of Real Estate
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Gains on sales of real estate generally related to the sale of outlots and land adjacent to existing shopping centers are recognized at closing when the earnings process is deemed to be complete. |
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Gains or losses on the sales of operating shopping centers are generally reflected as discontinued operations. |
Leasing Spreads
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Leasing spreads are calculated by comparing the prior tenants annual base rent in the final year of the old lease to the new tenants annual base rent in the first year of the new lease. The reported
calculation, Comparable, only includes deals executed within one year of the date that the prior tenant vacated. Non-comp deals consist of deals not executed within one year of the date the prior tenant vacated, deals which
resulted in a significant difference in size, or deals for space which was vacant at acquisition. |
Same Store NOI (SSNOI)
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Excludes development, redevelopment, straight-line rental income and expenses, lease termination income, FMV of leases and provisions for uncollectible amounts and/or recoveries thereof; includes assets owned in
comparable periods (15 months for quarter comparisons). |
Net Effective Rents
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Net effective rents are calculated as a weighted average per rentable square foot over the lease term with full consideration for all costs associated with leasing the space rather than pro rata costs. Landlord work
represents property level improvements associated with the lease transactions; however, those improvements are attributed to the landlords property value and typically extend the life of the asset in excess of the lease term.
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30
ddr listed NYSE Investor Relations Department | 3300 Enterprise Parkway Beachwood, Ohio 44122 | P. 216.755.5500 | F. 216.755.1500 |
www.ddr.com
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