UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
August 3, 2015
Date of Report (Date of earliest event reported)
Rouse Properties, Inc.
(Exact name of registrant as specified in its charter)
|
| | | | |
Delaware | | 1-35278 | | 90-0750824 |
(State or other jurisdiction | | (Commission | | (IRS Employer |
of incorporation) | | File Number) | | Identification No.) |
|
| | |
1114 Avenue of the Americas, Suite 2800, New York, New York | | 10036 |
(Address of principal executive offices) | | (Zip Code) |
(212) 608-5108
(Registrant’s telephone number, including area code)
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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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 August 3, 2015, Rouse Properties, Inc. (the “Company”) issued a press release announcing the financial results of the Company for the quarter ended June 30, 2015. A copy of the press release is being furnished as Exhibit 99.1 to this report. This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 7.01 Regulation FD Disclosure.
On August 3, 2015, the Company made available on its website the press release described in Item 2.02 above as well as certain supplemental financial information regarding its operations for the three months ended June 30, 2015. A copy of such supplemental financial information is being furnished as Exhibit 99.2 to this report. This information shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or incorporated by reference in any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
|
| | | |
Exhibit No. | | Description |
99.1 |
| | Press Release titled “Rouse Properties Reports Second Quarter 2015 Results,” dated August 3, 2015 (furnished herewith). |
99.2 |
| | Certain Supplemental Information for the Quarter Ended June 30, 2015 (furnished herewith). |
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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| | |
| | ROUSE PROPERTIES, INC. |
| | |
| | |
| By: | /s/ John Wain |
| | John Wain |
| | Chief Financial Officer |
| |
Date: August 3, 2015 | |
EXHIBIT INDEX
|
| | | |
Exhibit No. | | Description |
99.1 |
| | Press Release titled “Rouse Properties Reports Second Quarter 2015 Results,” dated August 3, 2015 (furnished herewith). |
99.2 |
| | Certain Supplemental Information for the Quarter Ended June 30, 2015 (furnished herewith). |
Rouse Properties Reports Second Quarter 2015 Results
- Total Portfolio Leasing Hits Record 1.5 Million SF, with Over 605,000 SF of Inline Leasing -
- Sales for Operating Portfolio Grow to $342 PSF, up 6.6% on Comparable TTM Basis -
- Same Property NOI Increased 2.7% and Average Rents Improved by 4.5% -
- Year to Date Initial Spreads of 10.6% for New and Renewal Leases, with increase of 8.4% in Q2 -
- Acquired Fig Garden Village for $106.1 Million -
- Increasing Full Year 2015 Guidance Range by $0.01 Per Share -
New York, NY, August 3, 2015 - Rouse Properties, Inc. (the "Company" or "Rouse") (NYSE: RSE) today announced consolidated results for the three months ended June 30, 2015.
"We continue to achieve great progress across our platform, producing record leasing levels and driving our operating portfolio to 91.6% leased. Further, sales per square foot continue to climb, rising $20 per square foot alone since the start of the year and we continue to raise our sales goals for the portfolio going forward" stated Andrew Silberfein, President and Chief Executive Officer. "On the investment front, we acquired Fig Garden Village, a market-leading lifestyle center in Fresno,CA, which represents a natural step to expand our platform and provide additional avenues to grow through our comprehensive management and leasing approach. Our strategic capital programs at NewPark Mall, Gateway Mall and Southland Center have been extremely well received by a wide spectrum of retailers, restaurants and entertainment tenants, as we continue to create significant value for our shareholders."
Operational and Financial Highlights Second Quarter 2015(1)
| |
• | Initial rental rates for new and renewal leases on a same suite basis rose 8.4%, and average rental rates increased by 13.1%, for leases executed during the quarter. |
| |
• | Leased approximately 1.5 million square feet, including anchor and non-anchor leases. |
| |
• | Signed not yet open leases increased to 1.1 million square feet representing $15.6 million of annual incremental revenue. |
| |
• | For the Operating Portfolio, inline occupancy increased 160 basis points YoY to 89.2%, and leased percentage was unchanged at 91.6%. Including anchors, occupancy was 94.9% and leased percentage was 96.0%. |
| |
• | For the Operating Portfolio, tenant sales were $342 per square foot on a trailing twelve month basis. On a comparable basis, trailing twelve month tenant sales increased 6.6%. |
| |
• | Same Property Core NOI grew by 2.7% in the second quarter compared to the same period in the prior year. |
| |
• | Same Property average total rent for tenants less than 10,000 square feet increased 4.5%, YoY, to $40.75 from $38.98 per square foot. |
(1) Operating Portfolio excludes properties undergoing substantial redevelopment and special consideration assets.
Financial Results for the Three Months Ended June 30, 2015
Core FFO was $22.4 million, or $0.39 per diluted share, as compared to $21.4 million, or $0.37 per diluted share in the prior year period. The year over year increase was the result of higher Same Property NOI and the impact of properties acquired in 2014 and 2015. This was partially offset by reduced NOI from special consideration assets and the sale of The Shoppes at Knollwood Mall in mid January.
Core NOI was $45.9 million, an increase of 3.4% from $44.4 million in the prior year period. Excluding lease termination income of approximately $0.2 million, quarterly Same Property Core NOI increased by 2.7% to $36.1 million from $35.2 million in the prior year.
Net loss attributable to Rouse Properties was $(0.7) million or $(0.01) per diluted share, as compared to a net loss of $(8.2) million or $(0.14) per diluted share in the prior year period. The change in net income was primarily due to a gain on extinguishment of debt of $4.1 million, along with an increase in income from the Same Property portfolio.
Transactions
In April 2015, the Company conveyed Collin Creek Mall located in Plano, TX, to its mortgage lender in full satisfaction of the debt. The loan had a net outstanding balance of approximately $57.6 million. The Company recognized a $4.1 million gain related to the extinguishment of debt.
In May 2015, the Company acquired Fig Garden Village located in Fresno, CA, for a total purchase price of $106.1 million. The Company placed a new $74.2 million non-recourse mortgage loan that bears interest at 4.14%, matures in June 2025, is interest only for the first five years and amortizes over 30 years thereafter.
Financial Activities
In June 2015, the Company exercised a portion of its "accordion" feature which increased the 2013 Senior Facility from $545.0 million to $595.0 million. The exercise increased the 2013 Revolver from $285.0 million to $310.0 million and increased the 2013 Term Loan from $260.0 million to $285.0 million. The term and rates of the Company's 2013 Senior Facility were otherwise unchanged.
Subsequent Events
On July 1, 2015, the Company repaid the outstanding balance on the $59.0 million mortgage loan secured by Grand Traverse Mall located in Traverse City, MI. On July 29, 2015, Grand Traverse Mall was added to the 2013 Corporate Credit Facility collateral pool.
Common Stock Dividend
On July 30, 2015, the Board of Directors declared a common stock dividend of $0.18 per share payable on October 30, 2015 to stockholders of record on October 15, 2015.
2015 Guidance
The Company is increasing its full year 2015 guidance range for Core FFO by $0.01 to $1.74 to $1.78 per diluted share, based on management's expectations as of the date of this release. Full year guidance assumes the following: Same Property Core NOI growth of 2.5% to 3.75%, general and administrative expense of $25.3 million to $25.8 million, and interest expense of $67.2 million to $67.7 million. The guidance presented does not include the effects of property acquisitions, dispositions, or capital transaction activity completed subsequent to June 30, 2015, except for mortgage refinancings to be completed in the ordinary course of business.
|
| | | | | | | | |
| | For the year ending |
| | December 31, 2015 |
| | Low | High |
GAAP expected net income per share | | $ | 0.74 |
| | $ | 0.77 |
|
Add: Depreciation and amortization | | 1.69 | | 1.72 |
Less: Gain on sale of real estate assets | | (0.56) | | (0.56) |
Less: Gain on extinguishment of debt | | (0.46) | | (0.46) |
Expected Funds From Operations per share | | 1.41 | | 1.47 |
Other Core Funds From Operations adjustments (1) | | 0.33 | | 0.31 |
Core Funds From Operations (2) | | $1.74 | | $1.78 |
(1) Refer to the Supplemental Information package for additional details on the nature of the adjustments to reconcile to FFO and Core FFO. 2015 Guidance includes:
|
| | | | | | | | |
| | Low | | High |
Straight-line rent and above / below market lease amortization | | $ | 8,600 |
| | $ | 8,200 |
|
Other expense | | 5,500 |
| | 4,800 |
|
Amortization and write off of market rate adjustments | | 900 |
| | 800 |
|
Amortization and write off of deferred financing costs | | 3,750 |
| | 3,525 |
|
Income taxes | | 700 |
| | 600 |
|
(2) Assumes 2015 annualized weighted average common shares outstanding - diluted of 58,150,000.
Supplemental Information
The Company released an informational supplemental packet, available at www.rouseproperties.com under the Investors section, with additional detail, including a description of non-GAAP financial measures and reconciliation to GAAP measures.
Investor Conference Webcast and Conference Call
The Company will host a webcast and conference call at 8:00 a.m. eastern standard time on August 4, 2015, to discuss second quarter 2015 results. The number to call is 877-705-6003 (domestic) and 1-201-493-6725 (international). The live webcast will be available at www.rouseproperties.com under the Investors section. A replay of the conference call will be available through August 18, 2015, by dialing 877-870-5176 (domestic) and 1-858-384-5517 (international) and entering the passcode 13614355.
Forward-Looking Statements
Certain matters within this press release are discussed using forward-looking language as specified in the Private Securities Litigation Reform Act of 1995, and, as such, may involve known and unknown risks, uncertainties and other factors that may cause the actual results or performance to differ from those projected in the forward-looking statements. These forward-looking statements may include statements related to the Company's ability to outperform the ongoing recovery of the retail and REIT industry and the markets in which the Company's mall properties are located, the Company's ability to generate internal and external growth, the Company's ability to identify and complete the acquisition of properties in new markets, the Company's ability to complete redevelopment projects, and the Company's ability to increase margins, including net operating income. For a description of factors that may cause the Company's actual results or performance to differ from its forward-looking statements, please review the information under the heading “Risk Factors” included in the Company's Annual Report on Form 10-K for the year ended December 31, 2014 and other documents filed by the Company with the Securities and Exchange Commission.
Non-GAAP Financial Measures
The Company makes reference to net operating income (“NOI”) and funds from operations (“FFO”). NOI is defined as operating revenues (minimum rents, including lease termination fees, tenant recoveries, overage rents, and other income) less property and related expenses (property operating expenses, real estate taxes, repairs and maintenance, marketing, and provision for doubtful accounts). We use FFO, as defined by the National Association of Real Estate Investment Trusts, as a supplemental measure of our operating performance. FFO is defined as net income (loss) attributable to common stockholders in accordance with GAAP, excluding impairment write-downs on depreciable real estate, gains (or losses) from cumulative effects of accounting changes, extraordinary items and sales of properties, and real estate related depreciation and amortization.
In order to present operations in a manner most relevant to its future operations, Core FFO and Core NOI have been presented to exclude certain non-cash and non-recurring revenue and expenses. A reconciliation of NOI to Core NOI and FFO to Core FFO has been included in the "Reconciliation of Core NOI and Core FFO" schedule attached to this release.
NOI, FFO and derivations thereof are not alternatives to GAAP operating income (loss) or net income (loss) available to common stockholders. For reference, as an aid in understanding management's computation of NOI and FFO, a reconciliation of NOI to operating income and FFO to net income (loss) in accordance with GAAP has been included in the "Reconciliation of Non-GAAP to GAAP Financial Measures" schedule attached to this release.
About Rouse
Rouse Properties, Inc. (NYSE:RSE) is a publicly traded real estate investment trust headquartered in New York City and was founded on a legacy of innovation and creativity. Among the country's largest publicly traded regional mall owners, the Company's geographically diverse portfolio spans the United States from coast to coast, and includes 35 malls and retail centers in 21 states encompassing approximately 24.1 million square feet. For more information please visit: www.rouseproperties.com.
Consolidated Statements of Operations and Comprehensive Income (Loss)
|
| | | | | | | | | | | | | | | |
| Three Months Ended | | Six Months Ended |
(In thousands, except per share amounts) | June 30, 2015 (Unaudited) | | June 30, 2014 (Unaudited) | | June 30, 2015 (Unaudited) | | June 30, 2014 (Unaudited) |
Revenues: | |
| | |
| | | | |
Minimum rents | $ | 50,770 |
| | $ | 46,820 |
| | $ | 102,304 |
| | $ | 92,790 |
|
Tenant recoveries | 18,892 |
| | 18,729 |
| | 38,842 |
| | 37,912 |
|
Overage rents | 732 |
| | 474 |
| | 2,322 |
| | 1,938 |
|
Other | 2,015 |
| | 1,767 |
| | 3,502 |
| | 2,988 |
|
Total revenues | 72,409 |
| | 67,790 |
| | 146,970 |
| | 135,628 |
|
Expenses: | |
| | |
| | | | |
Property operating costs | 17,053 |
| | 17,159 |
| | 33,965 |
| | 33,895 |
|
Real estate taxes | 6,881 |
| | 6,073 |
| | 14,355 |
| | 12,266 |
|
Property maintenance costs | 2,347 |
| | 2,600 |
| | 5,694 |
| | 5,776 |
|
Marketing | 549 |
| | 540 |
| | 938 |
| | 1,081 |
|
Provision for doubtful accounts | 61 |
| | 194 |
| | 558 |
| | 388 |
|
General and administrative | 6,889 |
| | 6,541 |
| | 13,359 |
| | 12,481 |
|
Provision for impairment | — |
| | — |
| | 2,900 |
| | — |
|
Depreciation and amortization | 23,877 |
| | 23,419 |
| | 49,863 |
| | 44,463 |
|
Other | 1,792 |
| | 587 |
| | 3,951 |
| | 1,261 |
|
Total operating expenses | 59,449 |
| | 57,113 |
| | 125,583 |
| | 111,611 |
|
Operating income | 12,960 |
| | 10,677 |
| | 21,387 |
| | 24,017 |
|
| | | | | | | |
Interest income | 2 |
| | 104 |
| | 14 |
| | 276 |
|
Interest expense | (17,484 | ) | | (18,833 | ) | | (36,635 | ) | | (36,647 | ) |
Gain on extinguishment of debt | 4,054 |
| | — |
| | 26,894 |
| | — |
|
Provision for income taxes | (191 | ) | | (123 | ) | | (427 | ) | | (247 | ) |
Income (loss) from continuing operations before gain (loss) on sale of real estate assets | (659 | ) | | (8,175 | ) | | 11,233 |
| | (12,601 | ) |
Gain (loss) on sale of real estate assets | (14 | ) | | — |
| | 32,496 |
| | — |
|
Income (loss) from continuing operations | (673 | ) | | (8,175 | ) | | 43,729 |
| | (12,601 | ) |
Discontinued operations | — |
| | — |
| | — |
| | — |
|
Net income (loss) | $ | (673 | ) | | $ | (8,175 | ) | | $ | 43,729 |
| | $ | (12,601 | ) |
Net income attributable to non-controlling interests | (15 | ) | | — |
| | (9 | ) | | — |
|
Net income (loss) attributable to Rouse Properties Inc. | $ | (688 | ) | | $ | (8,175 | ) | | $ | 43,720 |
| | $ | (12,601 | ) |
| | | | | | | |
| | | | | | | |
Net income (loss) per share attributable to Rouse Properties Inc - Basic(1) | $ | (0.01 | ) | | $ | (0.14 | ) | | $ | 0.76 |
| | $ | (0.22 | ) |
| | | | | | | |
Net income (loss) per share attributable to Rouse Properties Inc - Diluted (2) | $ | (0.01 | ) | | $ | (0.14 | ) | | $ | 0.75 |
| | $ | (0.22 | ) |
| | | | | | | |
Dividends declared per share | $ | 0.18 |
| | $ | 0.17 |
| | $ | 0.36 |
| | $ | 0.34 |
|
| | | | | | | |
Other comprehensive income (loss): | | | | | | | |
Net income (loss) | $ | (673 | ) | | $ | (8,175 | ) | | $ | 43,729 |
| | $ | (12,601 | ) |
Other comprehensive loss: | | | | | | | |
Unrealized gain (loss) on financial instrument | 171 |
| | (369 | ) | | (235 | ) | | (655 | ) |
Comprehensive income (loss) | $ | (502 | ) | | $ | (8,544 | ) | | $ | 43,494 |
| | $ | (13,256 | ) |
(1) Calculated using weighted average number of shares of 57,726,603 and 57,519,079 for the three months ended June 30, 2015 and 2014, respectively, and 57,667,380 and 56,828,173 for the six months ended June 30, 2015 and 2014, respectively,
(2) Calculated using weighted average number of shares of 57,726,603 and 57,519,079 for the three months ended June 30, 2015 and 2014, respectively, and 58,101,849 and 56,828,173 for the six months ended June 30, 2015 and 2014, respectively,
Consolidated Balance Sheets
|
| | | | | | | | |
(In thousands) | | June 30, 2015 (Unaudited) | | December 31, 2014 |
| | | | |
Assets: | | |
| | |
|
Investment in real estate: | | |
| | |
|
Land | | $ | 378,881 |
| | $ | 371,363 |
|
Buildings and equipment | | 1,916,384 |
| | 1,820,072 |
|
Less accumulated depreciation | | (203,450 | ) | | (189,838 | ) |
Net investment in real estate | | 2,091,815 |
| | 2,001,597 |
|
Cash and cash equivalents | | 2,907 |
| | 14,308 |
|
Restricted cash | | 44,810 |
| | 48,055 |
|
Accounts receivable, net | | 32,599 |
| | 35,492 |
|
Deferred expenses, net | | 51,215 |
| | 52,611 |
|
Prepaid expenses and other assets, net | | 53,746 |
| | 62,690 |
|
Assets of property held for sale | | — |
| | 55,647 |
|
Total assets | | $ | 2,277,092 |
| | $ | 2,270,400 |
|
| | | | |
Liabilities: | | |
| | |
|
Mortgages, notes and loans payable, net | | $ | 1,603,118 |
| | $ | 1,584,499 |
|
Accounts payable and accrued expenses, net | | 113,293 |
| | 113,976 |
|
Liabilities of property held for sale | | — |
| | 38,590 |
|
Total liabilities | | 1,716,411 |
| | 1,737,065 |
|
| | | | |
Commitments and contingencies | | — |
| | — |
|
| | | | |
Equity: | | |
| | |
|
Preferred stock (1) | | — |
| | — |
|
Common stock (2) | | 578 |
| | 578 |
|
Additional paid-in capital | | 663,523 |
| | 679,275 |
|
Accumulated deficit | | (119,161 | ) | | (162,881 | ) |
Accumulated other comprehensive loss | | (717 | ) | | (482 | ) |
Total stockholders' equity | | 544,223 |
| | 516,490 |
|
Non-controlling interest | | 16,458 |
| | 16,845 |
|
Total equity | | 560,681 |
| | 533,335 |
|
Total liabilities and equity | | $ | 2,277,092 |
| | $ | 2,270,400 |
|
(1) Preferred stock: $0.01 par value; 50,000,000 shares authorized, no shares issued and outstanding as of June 30, 2015 and December 31, 2014.
(2) Common stock: $0.01 par value; 500,000,000 shares authorized, 58,047,630 issued and 57,985,228 outstanding as of June 30, 2015 and 57,748,141 issued and 57,743,981 outstanding as of December 31, 2014.
.
Reconciliation of Core NOI and Core FFO - For the Three Month Period Ended |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | June 30, 2015 | | June 30, 2014 |
(In thousands, except per share amounts) | | (Unaudited) | | (Unaudited) |
| | Consolidated | | Non-controlling Interest (1) | | Rouse Total | | Core Adjustments | | Core NOI / FFO | | Consolidated | | Non-controlling Interest (1) | | Rouse Total | | Core Adjustments | | Core NOI / FFO |
| | | | | | | | | | | | | | | | | | | | |
Revenues: | |
| | | |
| |
| |
| |
| | | |
| |
| |
|
Minimum rents (2) | | $ | 50,770 |
| | $ | (1,075 | ) | | $ | 49,695 |
| | $ | 1,361 |
| | $ | 51,056 |
| | $ | 46,820 |
| | $ | — |
| | $ | 46,820 |
| | $ | 3,186 |
| | $ | 50,006 |
|
Tenant recoveries | | 18,892 |
| | (335 | ) | | 18,557 |
| | — |
| | 18,557 |
| | 18,729 |
| | — |
| | 18,729 |
| | — |
| | 18,729 |
|
Overage rents | | 732 |
| | 6 |
| | 738 |
| | — |
| | 738 |
| | 474 |
| | — |
| | 474 |
| | — |
| | 474 |
|
Other | | 2,015 |
| | (27 | ) | | 1,988 |
| | — |
| | 1,988 |
| | 1,767 |
| | — |
| | 1,767 |
| | — |
| | 1,767 |
|
Total revenues | | 72,409 |
| | (1,431 | ) | | 70,978 |
| | 1,361 |
| | 72,339 |
|
| 67,790 |
| | — |
| | 67,790 |
| | 3,186 |
| | 70,976 |
|
Operating Expenses: | | | | | |
| | | | | | | | | |
| | | | |
Property operating costs (3) | | 17,053 |
| | (250 | ) | | 16,803 |
| | (39 | ) | | 16,764 |
| | 17,159 |
| | — |
| | 17,159 |
| | (36 | ) | | 17,123 |
|
Real estate taxes | | 6,881 |
| | (176 | ) | | 6,705 |
| | — |
| | 6,705 |
| | 6,073 |
| | — |
| | 6,073 |
| | — |
| | 6,073 |
|
Property maintenance costs | | 2,347 |
| | (42 | ) | | 2,305 |
| | — |
| | 2,305 |
| | 2,600 |
| | — |
| | 2,600 |
| | — |
| | 2,600 |
|
Marketing | | 549 |
| | (19 | ) | | 530 |
| | — |
| | 530 |
| | 540 |
| | — |
| | 540 |
| | — |
| | 540 |
|
Provision for doubtful accounts | | 61 |
| | 29 |
| | 90 |
| | — |
| | 90 |
| | 194 |
| | — |
| | 194 |
| | — |
| | 194 |
|
Total operating expenses | | 26,891 |
| | (458 | ) | | 26,433 |
| | (39 | ) | | 26,394 |
| | 26,566 |
| | — |
| | 26,566 |
| | (36 | ) | | 26,530 |
|
| | | | | |
| | | | | | | | | |
| | | | |
Net operating income | | 45,518 |
| | (973 | ) | | 44,545 |
| | 1,400 |
| | 45,945 |
| | 41,224 |
| | — |
| | 41,224 |
| | 3,222 |
| | 44,446 |
|
| | | | | |
| | | | | | | | | |
| | | | |
General and administrative (4)(5) | | 6,889 |
| | — |
| | 6,889 |
| | (5 | ) | | 6,884 |
| | 6,541 |
| | — |
| | 6,541 |
| | (16 | ) | | 6,525 |
|
Other (6) | | 1,792 |
| | — |
| | 1,792 |
| | (1,792 | ) | | — |
| | 587 |
| | — |
| | 587 |
| | (587 | ) | | — |
|
Subtotal | | 36,837 |
| | (973 | ) | | 35,864 |
| | 3,197 |
| | 39,061 |
| | 34,096 |
| | — |
| | 34,096 |
| | 3,825 |
| | 37,921 |
|
| | | | | |
| | | | | | | | | |
| | | | |
Interest income | | 2 |
| | — |
| | 2 |
| | — |
| | 2 |
| | 104 |
| | — |
| | 104 |
| | — |
| | 104 |
|
Interest expense | | | | | |
| | | | | | | | | |
| | | | |
Amortization and write-off of market rate adjustments | | 293 |
| | — |
| | 293 |
| | (293 | ) | | — |
| | (1,313 | ) | | — |
| | (1,313 | ) | | 1,313 |
| | — |
|
Amortization and write-off of deferred financing costs | | (751 | ) | | — |
| | (751 | ) | | 751 |
| | — |
| | (880 | ) | | — |
| | (880 | ) | | 880 |
| | — |
|
Debt extinguishment costs | | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
Interest on debt | | (17,026 | ) | | 362 |
| | (16,664 | ) | | — |
| | (16,664 | ) | | (16,640 | ) | | — |
| | (16,640 | ) | | — |
| | (16,640 | ) |
Provision for income taxes | | (191 | ) | | — |
| | (191 | ) | | 191 |
| | — |
| | (123 | ) | | — |
| | (123 | ) | | 123 |
| | — |
|
Funds from operations | | $ | 19,164 |
| | $ | (611 | ) | | $ | 18,553 |
| | $ | 3,846 |
| | $ | 22,399 |
| | $ | 15,244 |
| | $ | — |
| | $ | 15,244 |
| | $ | 6,141 |
| | $ | 21,385 |
|
Funds from operations per share - basic (7) | |
| | | |
| |
| | $ | 0.39 |
| |
| | | |
| |
| | $ | 0.37 |
|
Funds from operations per share - diluted (8) | |
| | | |
| |
| | $ | 0.39 |
| |
| | | |
| |
| | $ | 0.37 |
|
(1) Represents our partner's share of operations from consolidated properties.
(2) Core adjustments include the aggregate amounts for straight-line rent of $(377) and $(462), above / below market lease amortization of $1,728 and $3,639 and tenant inducement amortization of $10 and $9 for the three months ended June 30, 2015 and 2014, respectively.
(3) Core adjustments include above / below market ground lease amortization of $39 and $36 for the three months ended June 30, 2015 and 2014, respectively.
(4) General and administrative costs include $645 and $957 of non-cash stock compensation expense for the three months ended June 30, 2015 and 2014, respectively.
(5) Core adjustments include amounts for the corporate and regional office straight-line rent of $5 and $16 for the three months ended June 30, 2015 and 2014, respectively.
(6) Core adjustments include property acquisition costs and non-recurring costs related to the transition from Brookfield's IT platform on to Rouse's IT platform.
(7) Calculated using weighted average number of shares of common stock of 57,726,603 and 57,519,079 for the three months ended June 30, 2015 and 2014, respectively.
(8) Assumes 58,088,387 and $57,897,716 diluted shares of common stock for the three months ended June 30, 2015 and 2014, respectively.
Reconciliation of Core NOI and Core FFO - For the Six Month Period Ended |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | June 30, 2015 | | June 30, 2014 |
(In thousands, except per share amounts) | | (Unaudited) | | (Unaudited) |
| | Consolidated | | Non-controlling Interest (1) | | Rouse Total | | Core Adjustments | | Core NOI / FFO | | Consolidated | | Non-controlling Interest (1) | | Rouse Total | | Core Adjustments | | Core NOI / FFO |
| | | | | | | | | | | | | | | | | | | | |
Revenues: | |
| | | | | |
| | | |
| | | | | |
| | |
Minimum rents (2) | | $ | 102,304 |
| | $ | (2,101 | ) | | $ | 100,203 |
| | $ | 3,861 |
| | $ | 104,064 |
| | $ | 92,790 |
| | $ | — |
| | $ | 92,790 |
| | $ | 6,319 |
| | $ | 99,109 |
|
Tenant recoveries | | 38,842 |
| | (663 | ) | | 38,179 |
| | — |
| | 38,179 |
| | 37,912 |
| | — |
| | 37,912 |
| | — |
| | 37,912 |
|
Overage rents | | 2,322 |
| | (44 | ) | | 2,278 |
| | — |
| | 2,278 |
| | 1,938 |
| | — |
| | 1,938 |
| | — |
| | 1,938 |
|
Other | | 3,502 |
| | (36 | ) | | 3,466 |
| | — |
| | 3,466 |
| | 2,988 |
| | — |
| | 2,988 |
| | — |
| | 2,988 |
|
Total revenues | | 146,970 |
| | (2,844 | ) | | 144,126 |
| | 3,861 |
| | 147,987 |
|
| 135,628 |
| | — |
| | 135,628 |
| | 6,319 |
| | 141,947 |
|
Operating Expenses: | | | | | | | | | | | | | | | | | | | | |
Property operating costs (3) | | 33,965 |
| | (532 | ) | | 33,433 |
| | (78 | ) | | 33,355 |
| | 33,895 |
| | — |
| | 33,895 |
| | (67 | ) | | 33,828 |
|
Real estate taxes | | 14,355 |
| | (353 | ) | | 14,002 |
| | — |
| | 14,002 |
| | 12,266 |
| | — |
| | 12,266 |
| | — |
| | 12,266 |
|
Property maintenance costs | | 5,694 |
| | (79 | ) | | 5,615 |
| | — |
| | 5,615 |
| | 5,776 |
| | — |
| | 5,776 |
| | — |
| | 5,776 |
|
Marketing | | 938 |
| | (19 | ) | | 919 |
| | — |
| | 919 |
| | 1,081 |
| | — |
| | 1,081 |
| | — |
| | 1,081 |
|
Provision for doubtful accounts | | 558 |
| | 59 |
| | 617 |
| | — |
| | 617 |
| | 388 |
| | — |
| | 388 |
| | — |
| | 388 |
|
Total operating expenses | | 55,510 |
| | (924 | ) | | 54,586 |
| | (78 | ) | | 54,508 |
| | 53,406 |
| | — |
| | 53,406 |
| | (67 | ) | | 53,339 |
|
| | | | | | | | | | | | | | | | | | | | |
Net operating income | | 91,460 |
| | (1,920 | ) | | 89,540 |
| | 3,939 |
| | 93,479 |
| | 82,222 |
| | — |
| | 82,222 |
| | 6,386 |
| | 88,608 |
|
| | | | | | | | | | | | | | | | | | | | |
General and administrative (4)(5) | | 13,359 |
| | — |
| | 13,359 |
| | (9 | ) | | 13,350 |
| | 12,481 |
| | — |
| | 12,481 |
| | (22 | ) | | 12,459 |
|
Other (6) | | 3,951 |
| | — |
| | 3,951 |
| | (3,951 | ) | | — |
| | 1,261 |
| | — |
| | 1,261 |
| | (1,261 | ) | | — |
|
Subtotal | | 74,150 |
| | (1,920 | ) | | 72,230 |
| | 7,899 |
| | 80,129 |
| | 68,480 |
| | — |
| | 68,480 |
| | 7,669 |
| | 76,149 |
|
| | | | | | | | | | | | | | | | | | | | |
Interest income | | 14 |
| | — |
| | 14 |
| | — |
| | 14 |
| | 276 |
| | — |
| | 276 |
| | — |
| | 276 |
|
Interest expense | | | | | | | | | | | | | | | | | | | | |
Amortization and write-off of market rate adjustments | | 243 |
| | — |
| | 243 |
| | (243 | ) | | — |
| | (1,887 | ) | | — |
| | (1,887 | ) | | 1,887 |
| | — |
|
Amortization and write-off of deferred financing costs | | (1,650 | ) | | — |
| | (1,650 | ) | | 1,650 |
| | — |
| | (2,153 | ) | | — |
| | (2,153 | ) | | 2,153 |
| | — |
|
Debt extinguishment costs | | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
Interest on debt | | (35,228 | ) | | 719 |
| | (34,509 | ) | | — |
| | (34,509 | ) | | (32,607 | ) | | — |
| | (32,607 | ) | | — |
| | (32,607 | ) |
Provision for income taxes | | (427 | ) | | — |
| | (427 | ) | | 427 |
| | — |
| | (247 | ) | | — |
| | (247 | ) | | 247 |
| | — |
|
Funds from operations | | $ | 37,102 |
| | $ | (1,201 | ) | | $ | 35,901 |
| | $ | 9,733 |
| | $ | 45,634 |
| | $ | 31,862 |
| | $ | — |
| | $ | 31,862 |
| | $ | 11,956 |
| | $ | 43,818 |
|
Funds from operations per share - basic (7) | |
| | | | | | | | $ | 0.79 |
| | | | | | | | | | $ | 0.77 |
|
Funds from operations per share - diluted (8) | |
| | | | | | | | $ | 0.79 |
| | | | | | | | | | $ | 0.76 |
|
(1) Represents our partner's share of operations from consolidated properties.
(2) Core adjustments include the aggregate amounts for straight-line rent of $(349) and $(1,087), above / below market lease amortization of $4,192 and $7,396 and tenant inducement amortization of $18 and $10 for the six months ended June 30, 2015 and 2014, respectively.
(3) Core adjustments include above / below market ground lease amortization of $78 and $67 for the six months ended June 30, 2015 and 2014, respectively.
(4) General and administrative costs include $1,510 and $1,777 of non-cash stock compensation expense for the six months ended June 30, 2015 and 2014, respectively.
(5) Core adjustments include amounts for the corporate and regional office straight-line rent of $9 and $22 for the six months ended June 30, 2015 and 2014, respectively.
(6) Core adjustments include property acquisition costs and non-recurring costs related to the transition from Brookfield's IT platform on to Rouse's IT platform.
(7) Calculated using weighted average number of shares of common stock of 57,667,380 and 56,828,173 for the six months ended June 30, 2015 and 2014, respectively.
(8) Assumes 58,101,849 and 57,436,703 diluted shares of common stock for the six months ended June 30, 2015 and 2014, respectively.
Reconciliation of Non-GAAP to GAAP Financial Measures
|
| | | | | | | | | | | | | | | |
| Three Months Ended | | Six Months Ended |
(In thousands) | June 30, 2015(unaudited) | | June 30, 2014 (unaudited) | | June 30, 2015(unaudited) | | June 30, 2014 (unaudited) |
| | | | | | | |
Reconciliation of NOI to GAAP Operating Income | | | | | | | |
Rouse NOI: | $ | 44,545 |
| | $ | 41,224 |
| | $ | 89,540 |
| | $ | 82,222 |
|
Non-controlling interest | 973 |
| | — |
| | 1,920 |
| | — |
|
General and administrative | (6,889 | ) | | (6,541 | ) | | (13,359 | ) | | (12,481 | ) |
Other | (1,792 | ) | | (587 | ) | | (3,951 | ) | | (1,261 | ) |
Depreciation and amortization | (23,877 | ) | | (23,419 | ) | | (49,863 | ) | | (44,463 | ) |
Provision for impairment | — |
| | — |
| | (2,900 | ) | | — |
|
Operating income | $ | 12,960 |
| | $ | 10,677 |
| | $ | 21,387 |
| | $ | 24,017 |
|
| | | | | | | |
Reconciliation of FFO to GAAP Net income (loss) attributable to Rouse Properties Inc. | | | | | | | |
FFO: | $ | 18,553 |
| | $ | 15,244 |
| | $ | 35,901 |
| | $ | 31,862 |
|
Non-controlling interest - Depreciation and amortization | 596 |
| | — |
| | 1,192 |
| | — |
|
Depreciation and amortization | (23,877 | ) | | (23,419 | ) | | (49,863 | ) | | (44,463 | ) |
Provision for impairment | — |
| | — |
| | (2,900 | ) | | — |
|
Gain on extinguishment of debt | 4,054 |
| | — |
| | 26,894 |
| | — |
|
Gain (loss) on sale of real estate assets | (14 | ) | | — |
| | 32,496 |
| | — |
|
Net income (loss) attributable to Rouse Properties Inc. | $ | (688 | ) | | $ | (8,175 | ) | | $ | 43,720 |
| | $ | (12,601 | ) |
| | | | | | | |
Weighted average number of shares outstanding - basic | 57,726,603 |
| | 57,519,079 |
| | 57,667,380 |
| | 56,828,173 |
|
Weighted average number of shares outstanding - diluted | 57,726,603 |
| | 57,519,079 |
| | 58,101,849 |
| | 56,828,173 |
|
| | | | | | | |
Net income (loss) per share attributable to Rouse Properties Inc.- Basic | $ | (0.01 | ) | | $ | (0.14 | ) | | $ | 0.76 |
| | $ | (0.22 | ) |
| | | | | | | |
Net income (loss) per share attributable to Rouse Properties Inc.- Diluted | $ | (0.01 | ) | | $ | (0.14 | ) | | $ | 0.75 |
| | $ | (0.22 | ) |
.
Source: Rouse Properties, Inc.
Rouse Properties, Inc.
Investor Relations, 212-608-5108
IR@rouseproperties.com
Supplemental Information
for the Quarter Ended June 30, 2015
Basis of Presentation
Background
Rouse is a publicly traded real estate investment trust (REIT) focused on the management, redevelopment, repositioning and acquisition of regional malls. The portfolio at the end of the quarter consisted of 35 geographically diverse enclosed malls, encompassing over 24.1 million square feet in 21 states. On January 12, 2012, General Growth Properties, Inc. (NYSE: GGP) completed the spin-off of Rouse Properties, Inc. (NYSE: RSE) through the distribution of shares of Rouse common stock to holders of GGP common stock. On March 26, 2012, Rouse completed its rights offering and issued 13,333,333 shares of common stock for $191.6 million of net proceeds. On January 13, 2014, Rouse issued 8,050,000 shares of common stock in its equity offering for $150.7 million of net proceeds before deducting for offering expenses.
General Information
Unless the context indicates otherwise, references in the accompanying financial information (the "Supplemental") to the "Corporation", "Rouse", or the "Company" refer to Rouse Properties Inc. Additionally, where reference is made to "GAAP", this refers to accounting principles generally accepted in the United States.
Non-GAAP Measures
The Company makes reference to net operating income (“NOI”) and funds from operations (“FFO”). NOI is defined as operating revenues (minimum rents, including lease termination fees, tenant recoveries, overage rents, and other income) less property and related expenses (property operating expenses, real estate taxes, repairs and maintenance, marketing, other property operating costs, and provision for doubtful accounts). FFO is defined as net income (loss) attributable to common stockholders in accordance with GAAP, excluding impairment write-downs on depreciable real estate, gains (or losses) from cumulative effects of accounting changes, extraordinary items and sales of properties, plus real estate related depreciation and amortization.
In order to present operations in a manner most relevant to its future operations, Core FFO and Core NOI have been presented to exclude certain non-cash and non-recurring revenue and expenses. A reconciliation of NOI to Core NOI and FFO to Core FFO has been included in the "Reconciliation of Core NOI and Core FFO" schedule included within.
NOI, FFO and derivations thereof, are not alternatives to GAAP operating income (loss) or net income (loss) available to common stockholders. For reference, as an aid in understanding management's computation of NOI and FFO, a reconciliation of NOI to operating income and FFO to net income (loss) in accordance with GAAP has been included in the "Reconciliation of Non-GAAP to GAAP Financial Measures" schedule.
Table of Contents
|
| | |
| | Page |
Company Information | | |
| | |
Financial Overview | | |
Consolidated Balance Sheets | | |
Consolidated Statements of Operations and Comprehensive Income (Loss) | | |
| | |
Financial Schedules | | |
Reconciliation of Core NOI and Core FFO - For the Three Month Period Ended | | |
Reconciliation of Core NOI and Core FFO - For the Six Month Period Ended | | |
Core NOI Summary | | |
Reconciliation of Non-GAAP to GAAP Financial Measures | | |
Mortgages, Notes and Loans Payable | | |
Prepaid Expenses and Other Assets and Accounts Payable and Accrued Expenses | | |
| | |
Portfolio Operating Metrics | | |
Capital Expenditures | | |
Key Operating Performance Indicators | | |
Summary of Properties | | |
Lease Expiration Schedule | | |
Top Ten Tenants | | |
Leasing Activity | | |
| | |
Glossary of Terms | | |
The presentation contains forward-looking statements. Actual results may differ materially from the results suggested by these forward-looking statements, for a number of reasons. Readers are referred to the documents filed by Rouse Properties, Inc. with the Securities and Exchange Commission, which further identify the important risk factors which could cause actual results to differ materially from the forward-looking statements in the Supplemental. The Company disclaims any obligation to update any forward-looking statements.
Company Information
Company Contacts
|
| | | |
Andrew Silberfein | Chief Executive Officer | | |
Brian Harper | Chief Operating Officer | | |
Susan Elman | Executive Vice President, General Counsel | | |
John Wain | Chief Financial Officer | | |
Michael Grant | Chief Accounting Officer | | |
Brad Cohen/Steve Swett | ICR, Investor Relations and Communications | ir@rouseproperties.com | (212) 608-5108 |
Research Coverage
|
| | | |
Bank of America/Merrill Lynch | Craig Schmidt | craig.schmidt@baml.com | (646) 855-3640 |
Barclays Capital | Ross Smotrich | ross.smotrich@barcap.com | (212) 526-2306 |
Canaccord Genuity | Paul Morgan | pmorgan@canaccordgenuity.com | (415) 325-7269 |
Green Street Advisors | Daniel Busch | dbusch@greenstreetadvisors.com | (949) 640-8780 |
KeyBanc | Todd Thomas | tthomas@key.com | (917) 368-2286 |
RBC | Richard Moore | rich.moore@rbccm.com | (440) 715-2646 |
Stifel Nicolaus | Nathan Isbee | isbeen@stifel.com | (443) 224-1346 |
Dividend
| |
• | The Board of Directors declared a common stock dividend of $0.18 per share payable on October 30, 2015 to stockholders of record on October 15, 2015. |
Common Share Trading Statistics
|
| | | | | | | | |
| | June 30, 2015 | | March 31, 2015 |
High | | $ | 19.44 |
| | $ | 21.17 |
|
Low | | $ | 16.01 |
| | $ | 17.18 |
|
Close | | $ | 16.35 |
| | $ | 18.96 |
|
Volume | | 11,173,200 |
| | 15,911,500 |
|
|
| | |
Q2 2015 Supplemental Package | | 3 |
Shares Outstanding
|
| | | | | | | | |
| Three Months Ended | | Six Months Ended |
| June 30, 2015 | | June 30, 2014 | | June 30, 2015 | | June 30, 2014 |
Total common shares outstanding | 57,985,228 | | 57,742,605 |
| | 57,985,228 | | 57,742,605 |
Net number of common shares issuable assuming exercise of stock options (1) | 279,109 | | 156,569 |
| | 364,130 | | 362,784 |
Total common shares - diluted | 58,264,337 | | 57,899,174 |
| | 58,349,358 |
| 58,105,389 |
Weighted average common shares outstanding - diluted (FFO)(2) | 58,088,387 | | 57,897,716 |
| | 58,101,849 | | 57,436,703 |
Weighted average common shares outstanding - basic (GAAP)(3) | 57,726,603 | | 57,519,079 |
| | 57,667,380 | | 56,828,173 |
Weighted average common shares outstanding - diluted (GAAP)(3)(4) | 57,726,603 | | 57,519,079 |
| | 58,101,849 | | 56,828,173 |
(1) Based upon the weighted average stock price for the three and six months ended June 30, 2015.
(2) Utilized for Funds From Operations (FFO) and Core Funds From Operations (Core FFO) purposes.
(3) Calculated in accordance with GAAP for the three and six months ended June 30, 2015 and 2014.
(4) Dilutive shares are excluded, with the exception of the period for the six months ended June 30, 2015, as the Company was in a net loss from continuing operations position and their effects were anti-dilutive.
|
| | |
Q2 2015 Supplemental Package | | 4 |
Financial Overview
Consolidated Balance Sheets
|
| | | | | | | | |
(In thousands) |
| June 30, 2015 (Unaudited) |
| December 31, 2014 |
|
|
|
|
|
Assets: |
| |
|
| |
|
Investment in real estate: |
| |
|
| |
|
Land |
| $ | 378,881 |
| | $ | 371,363 |
|
Buildings and equipment |
| 1,916,384 |
| | 1,820,072 |
|
Less accumulated depreciation |
| (203,450 | ) | | (189,838 | ) |
Net investment in real estate |
| 2,091,815 |
| | 2,001,597 |
|
Cash and cash equivalents |
| 2,907 |
| | 14,308 |
|
Restricted cash | | 44,810 |
| | 48,055 |
|
Accounts receivable, net |
| 32,599 |
| | 35,492 |
|
Deferred expenses, net |
| 51,215 |
| | 52,611 |
|
Prepaid expenses and other assets, net |
| 53,746 |
| | 62,690 |
|
Assets of property held for sale | | — |
| | 55,647 |
|
Total assets |
| $ | 2,277,092 |
| | $ | 2,270,400 |
|
|
|
|
|
|
|
|
Liabilities: |
| |
|
| |
|
Mortgages, notes and loans payable, net |
| $ | 1,603,118 |
|
| $ | 1,584,499 |
|
Accounts payable and accrued expenses, net |
| 113,293 |
|
| 113,976 |
|
Liabilities of property held for sale | | — |
| | 38,590 |
|
Total liabilities |
| 1,716,411 |
| | 1,737,065 |
|
|
|
|
|
|
|
|
Commitments and contingencies |
| — |
|
| — |
|
|
|
|
|
|
|
|
Equity: |
| |
|
| |
|
Preferred Stock (1) | | — |
| | — |
|
Common stock (2) |
| 578 |
|
| 578 |
|
Additional paid-in capital |
| 663,523 |
|
| 679,275 |
|
Accumulated deficit |
| (119,161 | ) |
| (162,881 | ) |
Accumulated other comprehensive loss | | (717 | ) | | (482 | ) |
Total stockholders' equity |
| 544,223 |
| | 516,490 |
|
Non-controlling interest |
| 16,458 |
|
| 16,845 |
|
Total equity |
| 560,681 |
| | 533,335 |
|
Total liabilities and equity |
| $ | 2,277,092 |
| | $ | 2,270,400 |
|
(1) Preferred stock: $0.01 par value; 50,000,000 shares authorized, no shares issued and outstanding as of June 30, 2015 and December 31, 2014.
(2) Common stock: $0.01 par value; 500,000,000 shares authorized, 58,047,630 issued and 57,985,228 outstanding as of June 30, 2015 and 57,748,141 issued and 57,743,981 outstanding as of December 31, 2014.
|
| | |
Q2 2015 Supplemental Package | | 5 |
Financial Overview
Consolidated Statements of Operations and Comprehensive Income (Loss) |
| | | | | | | | | | | | | | | |
| Three Months Ended | | Six Months Ended |
(In thousands, except per share amounts) | June 30, 2015 (Unaudited) | | June 30, 2014 (Unaudited) | | June 30, 2015 (Unaudited) | | June 30, 2014 (Unaudited) |
Revenues: | |
| | |
| | | | |
Minimum rents | $ | 50,770 |
| | $ | 46,820 |
| | $ | 102,304 |
| | $ | 92,790 |
|
Tenant recoveries | 18,892 |
| | 18,729 |
| | 38,842 |
| | 37,912 |
|
Overage rents | 732 |
| | 474 |
| | 2,322 |
| | 1,938 |
|
Other | 2,015 |
| | 1,767 |
| | 3,502 |
| | 2,988 |
|
Total revenues | 72,409 |
| | 67,790 |
| | 146,970 |
| | 135,628 |
|
Expenses: | |
| | |
| | | | |
Property operating costs | 17,053 |
| | 17,159 |
| | 33,965 |
| | 33,895 |
|
Real estate taxes | 6,881 |
| | 6,073 |
| | 14,355 |
| | 12,266 |
|
Property maintenance costs | 2,347 |
| | 2,600 |
| | 5,694 |
| | 5,776 |
|
Marketing | 549 |
| | 540 |
| | 938 |
| | 1,081 |
|
Provision for doubtful accounts | 61 |
| | 194 |
| | 558 |
| | 388 |
|
General and administrative | 6,889 |
| | 6,541 |
| | 13,359 |
| | 12,481 |
|
Provision for impairment | — |
| | — |
| | 2,900 |
| | — |
|
Depreciation and amortization | 23,877 |
| | 23,419 |
| | 49,863 |
| | 44,463 |
|
Other | 1,792 |
| | 587 |
| | 3,951 |
| | 1,261 |
|
Total operating expenses | 59,449 |
| | 57,113 |
| | 125,583 |
| | 111,611 |
|
Operating income | 12,960 |
| | 10,677 |
| | 21,387 |
| | 24,017 |
|
| | | | | | | |
Interest income | 2 |
| | 104 |
| | 14 |
| | 276 |
|
Interest expense | (17,484 | ) | | (18,833 | ) | | (36,635 | ) | | (36,647 | ) |
Gain on extinguishment of debt | 4,054 |
| | — |
| | 26,894 |
| | — |
|
Provision for income taxes | (191 | ) | | (123 | ) | | (427 | ) | | (247 | ) |
Income (loss) from continuing operations before gain (loss) on sale of real estate assets | (659 | ) | | (8,175 | ) | | 11,233 |
| | (12,601 | ) |
Gain (loss) on sale of real estate assets | (14 | ) | | — |
| | 32,496 |
| | — |
|
Income (loss) from continuing operations | $ | (673 | ) | | $ | (8,175 | ) | | $ | 43,729 |
| | $ | (12,601 | ) |
Discontinued operations | — |
| | — |
| | — |
| | — |
|
Net income (loss) | (673 | ) | | (8,175 | ) | | 43,729 |
| | (12,601 | ) |
Net income attributable to non-controlling interest | (15 | ) | | — |
| | (9 | ) | | — |
|
Net income (loss) attributable to Rouse Properties Inc. | $ | (688 | ) | | $ | (8,175 | ) | | $ | 43,720 |
| | $ | (12,601 | ) |
| | | | | | | |
| | | | | | | |
Net income (loss) per share attributable to Rouse Properties Inc. - Basic(1) | $ | (0.01 | ) | | $ | (0.14 | ) | | $ | 0.76 |
| | $ | (0.22 | ) |
| | | | | | | |
Net income (loss) per share attributable to Rouse Properties Inc. - Diluted (2) | $ | (0.01 | ) | | $ | (0.14 | ) | | $ | 0.75 |
| | $ | (0.22 | ) |
| | | | | | | |
Dividends declared per share | $ | 0.18 |
| | $ | 0.17 |
| | $ | 0.36 |
| | $ | 0.34 |
|
| | | | | | | |
Other comprehensive income (loss): | | | | | | | |
Net income (loss) | $ | (673 | ) | | $ | (8,175 | ) | | $ | 43,729 |
| | $ | (12,601 | ) |
Other comprehensive loss: | | | | | | | |
Unrealized gain (loss) on financial instrument | 171 |
| | (369 | ) | | (235 | ) | | (655 | ) |
Comprehensive income (loss) | $ | (502 | ) | | $ | (8,544 | ) | | $ | 43,494 |
| | $ | (13,256 | ) |
(1) Calculated using weighted average number of shares of 57,726,603 and 57,519,079 for the three months ended June 30, 2015 and 2014, respectively, and 57,667,380 and 56,828,173 for the six months ended June 30, 2015 and 2014, respectively,
(2) Calculated using weighted average number of shares of 57,726,603 and 57,519,079 for the three months ended June 30, 2015 and 2014, respectively, and 58,101,849 and 56,828,173 for the six months ended June 30, 2015 and 2014, respectively,
|
| | |
Q2 2015 Supplemental Package | | 6 |
Financial Schedules
Reconciliation of Core NOI and Core FFO - For the Three Month Period Ended |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
|
| June 30, 2015 | | June 30, 2014 |
(In thousands, except per share amounts) |
| (Unaudited) | | (Unaudited) |
|
| Consolidated |
| Non-controlling Interest (1) | | Rouse Total |
| Core Adjustments |
| Core NOI / FFO | | Consolidated |
| Non-controlling Interest (1) | | Rouse Total |
| Core Adjustments |
| Core NOI / FFO |
| | | | | | | | | | | | | | | | | | | | |
Revenues: |
|
|
| | |
|
|
|
|
| |
|
| | |
|
|
|
|
|
Minimum rents (2) |
| $ | 50,770 |
|
| $ | (1,075 | ) | | $ | 49,695 |
|
| $ | 1,361 |
|
| $ | 51,056 |
| | $ | 46,820 |
|
| $ | — |
| | $ | 46,820 |
|
| $ | 3,186 |
|
| $ | 50,006 |
|
Tenant recoveries |
| 18,892 |
|
| (335 | ) | | 18,557 |
|
| — |
|
| 18,557 |
| | 18,729 |
|
| — |
| | 18,729 |
|
| — |
|
| 18,729 |
|
Overage rents |
| 732 |
|
| 6 |
| | 738 |
|
| — |
|
| 738 |
| | 474 |
|
| — |
| | 474 |
|
| — |
|
| 474 |
|
Other |
| 2,015 |
|
| (27 | ) | | 1,988 |
|
| — |
|
| 1,988 |
| | 1,767 |
|
| — |
| | 1,767 |
|
| — |
|
| 1,767 |
|
Total revenues |
| 72,409 |
|
| (1,431 | ) | | 70,978 |
|
| 1,361 |
|
| 72,339 |
|
| 67,790 |
|
| — |
| | 67,790 |
|
| 3,186 |
|
| 70,976 |
|
Operating Expenses: |
| | | | |
| | | | | | | | | |
| | | | |
Property operating costs (3) |
| 17,053 |
|
| (250 | ) | | 16,803 |
|
| (39 | ) |
| 16,764 |
| | 17,159 |
|
| — |
| | 17,159 |
|
| (36 | ) |
| 17,123 |
|
Real estate taxes |
| 6,881 |
|
| (176 | ) | | 6,705 |
|
| — |
|
| 6,705 |
| | 6,073 |
|
| — |
| | 6,073 |
|
| — |
|
| 6,073 |
|
Property maintenance costs |
| 2,347 |
|
| (42 | ) | | 2,305 |
|
| — |
|
| 2,305 |
| | 2,600 |
|
| — |
| | 2,600 |
|
| — |
|
| 2,600 |
|
Marketing |
| 549 |
|
| (19 | ) | | 530 |
|
| — |
|
| 530 |
| | 540 |
|
| — |
| | 540 |
|
| — |
|
| 540 |
|
Provision for doubtful accounts |
| 61 |
|
| 29 |
| | 90 |
|
| — |
|
| 90 |
| | 194 |
|
| — |
| | 194 |
|
| — |
|
| 194 |
|
Total operating expenses |
| 26,891 |
|
| (458 | ) | | 26,433 |
|
| (39 | ) |
| 26,394 |
| | 26,566 |
|
| — |
| | 26,566 |
|
| (36 | ) |
| 26,530 |
|
| | | | | |
| | | | | | | | | |
| | | | |
Net operating income |
| 45,518 |
|
| (973 | ) | | 44,545 |
|
| 1,400 |
|
| 45,945 |
| | 41,224 |
|
| — |
| | 41,224 |
|
| 3,222 |
|
| 44,446 |
|
| | | | | |
| | | | | | | | | |
| | | | |
General and administrative (4)(5) |
| 6,889 |
|
| — |
| | 6,889 |
|
| (5 | ) |
| 6,884 |
| | 6,541 |
|
| — |
| | 6,541 |
|
| (16 | ) |
| 6,525 |
|
Other (6) |
| 1,792 |
|
| — |
| | 1,792 |
|
| (1,792 | ) |
| — |
| | 587 |
|
| — |
| | 587 |
|
| (587 | ) |
| — |
|
Subtotal |
| 36,837 |
|
| (973 | ) | | 35,864 |
|
| 3,197 |
|
| 39,061 |
| | 34,096 |
|
| — |
| | 34,096 |
|
| 3,825 |
|
| 37,921 |
|
| | | | | |
| | | | | | | | | |
| | | | |
Interest income |
| 2 |
|
| — |
| | 2 |
|
| — |
|
| 2 |
| | 104 |
|
| — |
| | 104 |
|
| — |
|
| 104 |
|
Interest expense |
| | | | |
| | | | | | | | | |
| | | | |
Amortization and write-off of market rate adjustments |
| 293 |
|
| — |
| | 293 |
|
| (293 | ) |
| — |
| | (1,313 | ) |
| — |
| | (1,313 | ) |
| 1,313 |
|
| — |
|
Amortization and write-off of deferred financing costs |
| (751 | ) |
| — |
| | (751 | ) |
| 751 |
|
| — |
| | (880 | ) |
| — |
| | (880 | ) |
| 880 |
|
| — |
|
Debt extinguishment costs |
| — |
|
| — |
| | — |
|
| — |
|
| — |
| | — |
|
| — |
| | — |
|
| — |
|
| — |
|
Interest on debt |
| (17,026 | ) |
| 362 |
| | (16,664 | ) |
| — |
|
| (16,664 | ) | | (16,640 | ) |
| — |
| | (16,640 | ) |
| — |
|
| (16,640 | ) |
Provision for income taxes |
| (191 | ) |
| — |
| | (191 | ) |
| 191 |
|
| — |
| | (123 | ) |
| — |
| | (123 | ) |
| 123 |
|
| — |
|
Funds from operations |
| $ | 19,164 |
|
| $ | (611 | ) | | $ | 18,553 |
|
| $ | 3,846 |
|
| $ | 22,399 |
| | $ | 15,244 |
|
| $ | — |
| | $ | 15,244 |
|
| $ | 6,141 |
|
| $ | 21,385 |
|
Funds from operations per share - basic (7) |
|
|
| | |
|
|
|
| $ | 0.39 |
| |
|
| | |
|
|
|
| $ | 0.37 |
|
Funds from operations per share - diluted (8) |
|
|
| | |
|
|
|
| $ | 0.39 |
| |
|
| | |
|
|
|
| $ | 0.37 |
|
(1) Represents our partner's share of operations from consolidated properties.
(2) Core adjustments include the aggregate amounts for straight-line rent of $(377) and $(462), above / below market lease amortization of $1,728 and $3,639 and tenant inducement amortization of $10 and $9 for the three months ended June 30, 2015 and 2014, respectively.
(3) Core adjustments include above / below market ground lease amortization of $39 and $36 for the three months ended June 30, 2015 and 2014, respectively.
(4) General and administrative costs include $645 and $957 of non-cash stock compensation expense for the three months ended June 30, 2015 and 2014, respectively.
(5) Core adjustments include amounts for the corporate and regional office straight-line rent of $5 and $16 for the three months ended June 30, 2015 and 2014, respectively.
(6) Core adjustments include property acquisition costs and non-recurring costs related to the transition from Brookfield's IT platform on to Rouse's IT platform.
(7) Calculated using weighted average number of shares of common stock of 57,726,603 and 57,519,079 for the three months ended June 30, 2015 and 2014, respectively.
(8) Assumes 58,088,387 and 57,897,716 diluted shares of common stock for the three months ended June 30, 2015 and 2014, respectively.
|
| | |
Q2 2015 Supplemental Package | | 7 |
Financial Schedules
Reconciliation of Core NOI and Core FFO - For the Six Month Period Ended |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | June 30, 2015 | | June 30, 2014 |
(In thousands, except per share amounts) | | (Unaudited) | | (Unaudited) |
| | Consolidated | | Non-controlling Interest (1) | | Rouse Total | | Core Adjustments | | Core NOI / FFO | | Consolidated | | Non-controlling Interest (1) | | Rouse Total | | Core Adjustments | | Core NOI / FFO |
| | | | | | | | | | | | | | | | | | | | |
Revenues: | |
| | | | | |
| | | |
| | | | | |
| | |
Minimum rents (2) | | $ | 102,304 |
| | $ | (2,101 | ) | | $ | 100,203 |
| | $ | 3,861 |
| | $ | 104,064 |
| | $ | 92,790 |
| | $ | — |
| | $ | 92,790 |
| | $ | 6,319 |
| | $ | 99,109 |
|
Tenant recoveries | | 38,842 |
| | (663 | ) | | 38,179 |
| | — |
| | 38,179 |
| | 37,912 |
| | — |
| | 37,912 |
| | — |
| | 37,912 |
|
Overage rents | | 2,322 |
| | (44 | ) | | 2,278 |
| | — |
| | 2,278 |
| | 1,938 |
| | — |
| | 1,938 |
| | — |
| | 1,938 |
|
Other | | 3,502 |
| | (36 | ) | | 3,466 |
| | — |
| | 3,466 |
| | 2,988 |
| | — |
| | 2,988 |
| | — |
| | 2,988 |
|
Total revenues | | 146,970 |
| | (2,844 | ) | | 144,126 |
| | 3,861 |
| | 147,987 |
|
| 135,628 |
| | — |
| | 135,628 |
| | 6,319 |
| | 141,947 |
|
Operating Expenses: | | | | | | | | | | | | | | | | | | | | |
Property operating costs (3) | | 33,965 |
| | (532 | ) | | 33,433 |
| | (78 | ) | | 33,355 |
| | 33,895 |
| | — |
| | 33,895 |
| | (67 | ) | | 33,828 |
|
Real estate taxes | | 14,355 |
| | (353 | ) | | 14,002 |
| | — |
| | 14,002 |
| | 12,266 |
| | — |
| | 12,266 |
| | — |
| | 12,266 |
|
Property maintenance costs | | 5,694 |
| | (79 | ) | | 5,615 |
| | — |
| | 5,615 |
| | 5,776 |
| | — |
| | 5,776 |
| | — |
| | 5,776 |
|
Marketing | | 938 |
| | (19 | ) | | 919 |
| | — |
| | 919 |
| | 1,081 |
| | — |
| | 1,081 |
| | — |
| | 1,081 |
|
Provision for doubtful accounts | | 558 |
| | 59 |
| | 617 |
| | — |
| | 617 |
| | 388 |
| | — |
| | 388 |
| | — |
| | 388 |
|
Total operating expenses | | 55,510 |
| | (924 | ) | | 54,586 |
| | (78 | ) | | 54,508 |
| | 53,406 |
| | — |
| | 53,406 |
| | (67 | ) | | 53,339 |
|
| | | | | | | | | | | | | | | | | | | | |
Net operating income | | 91,460 |
| | (1,920 | ) | | 89,540 |
| | 3,939 |
| | 93,479 |
| | 82,222 |
| | — |
| | 82,222 |
| | 6,386 |
| | 88,608 |
|
| | | | | | | | | | | | | | | | | | | | |
General and administrative (4)(5) | | 13,359 |
| | — |
| | 13,359 |
| | (9 | ) | | 13,350 |
| | 12,481 |
| | — |
| | 12,481 |
| | (22 | ) | | 12,459 |
|
Other (6) | | 3,951 |
| | — |
| | 3,951 |
| | (3,951 | ) | | — |
| | 1,261 |
| | — |
| | 1,261 |
| | (1,261 | ) | | — |
|
Subtotal | | 74,150 |
| | (1,920 | ) | | 72,230 |
| | 7,899 |
| | 80,129 |
| | 68,480 |
| | — |
| | 68,480 |
| | 7,669 |
| | 76,149 |
|
| | | | | | | | | | | | | | | | | | | | |
Interest income | | 14 |
| | — |
| | 14 |
| | — |
| | 14 |
| | 276 |
| | — |
| | 276 |
| | — |
| | 276 |
|
Interest expense | | | | | | | | | | | | | | | | | | | | |
Amortization and write-off of market rate adjustments | | 243 |
| | — |
| | 243 |
| | (243 | ) | | — |
| | (1,887 | ) | | — |
| | (1,887 | ) | | 1,887 |
| | — |
|
Amortization and write-off of deferred financing costs | | (1,650 | ) | | — |
| | (1,650 | ) | | 1,650 |
| | — |
| | (2,153 | ) | | — |
| | (2,153 | ) | | 2,153 |
| | — |
|
Debt extinguishment costs | | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
|
Interest on debt | | (35,228 | ) | | 719 |
| | (34,509 | ) | | — |
| | (34,509 | ) | | (32,607 | ) | | — |
| | (32,607 | ) | | — |
| | (32,607 | ) |
Provision for income taxes | | (427 | ) | | — |
| | (427 | ) | | 427 |
| | — |
| | (247 | ) | | — |
| | (247 | ) | | 247 |
| | — |
|
Funds from operations | | $ | 37,102 |
| | $ | (1,201 | ) | | $ | 35,901 |
| | $ | 9,733 |
| | $ | 45,634 |
| | $ | 31,862 |
| | $ | — |
| | $ | 31,862 |
| | $ | 11,956 |
| | $ | 43,818 |
|
Funds from operations per share - basic (7) | |
| | | | | | | | $ | 0.79 |
| | | | | | | | | | $ | 0.77 |
|
Funds from operations per share - diluted (8) | |
| | | | | | | | $ | 0.79 |
| | | | | | | | | | $ | 0.76 |
|
(1) Represents our partner's share of operations from consolidated properties.
(2) Core adjustments include the aggregate amounts for straight-line rent of $(349) and $(1,087), above / below market lease amortization of $4,192 and $7,396 and tenant inducement amortization of $18 and $10 for the six months ended June 30, 2015 and 2014, respectively.
(3) Core adjustments include above / below market ground lease amortization of $78 and $67 for the six months ended June 30, 2015 and 2014, respectively.
(4) General and administrative costs include $1,510 and $1,777 of non-cash stock compensation expense for the six months ended June 30, 2015 and 2014, respectively.
(5) Core adjustments include amounts for the corporate and regional office straight-line rent of $9 and $22 for the six months ended June 30, 2015 and 2014, respectively.
(6) Core adjustments include property acquisition costs and non-recurring costs related to the transition from Brookfield's IT platform on to Rouse's IT platform.
(7) Calculated using weighted average number of shares of common stock of 57,667,380 and 56,828,173 for the six months ended June 30, 2015 and 2014, respectively.
(8) Assumes 58,101,849 and 57,436,703 diluted shares of common stock for the six months ended June 30, 2015 and 2014, respectively.
|
| | |
Q2 2015 Supplemental Package | | 8 |
Financial Schedules
Core NOI Summary
|
| | | | | | | | | | | | | | | | |
| | Three Months Ended | | Six Months Ended |
(In thousands) | | June 30, 2015 (Unaudited) | | June 30, 2014 (Unaudited) | | June 30, 2015 (Unaudited) | | June 30, 2014 (Unaudited) |
| | | | | | | | |
Consolidated net operating income | | $ | 45,518 |
| | $ | 41,224 |
| | $ | 91,460 |
| | $ | 82,222 |
|
Add / (less) : | | | | | | | | |
Non-controlling interests | | (973 | ) | | — |
| | (1,920 | ) | | — |
|
Core NOI adjustments | | 1,400 |
| | 3,222 |
| | 3,939 |
| | 6,386 |
|
Rouse core net operating income | | 45,945 |
| | 44,446 |
| | 93,479 |
| | 88,608 |
|
Add / (less): | | | | | | | | |
Non same property assets (1) | | (9,659 | ) | | (8,791 | ) | | (20,143 | ) | | (17,185 | ) |
Lease termination income and other | | (155 | ) | | (456 | ) | | (588 | ) | | (455 | ) |
Same property core net operating income(2) | | $ | 36,131 |
| | $ | 35,199 |
| | $ | 72,748 |
| | $ | 70,968 |
|
Same property change % | | 2.7 | % | | | | 2.5 | % | | |
(1) Represents Bel Air Mall, The Mall at Barnes Crossing, Mt. Shasta and Fig Garden, which were acquired in May 2014, August 2014, January 2015 and June 2015, respectively, and the disposition of The Shoppes at Knollwood Mall, Steeplegate Mall, and Collin Creek Mall, in January 2015, March 2015 and April 2015, respectively. Same Property portfolio also excludes Gateway Mall, NewPark Mall and Spring Hill Mall, which are undergoing redevelopment with significant disruption. Vista Ridge Mall is a special consideration asset, which is also excluded from our Same Property portfolio. An asset is designated as a special consideration asset when a property has a heightened probability of being conveyed to its lender absent substantive renegotiation.
(2) Same Property Core net operating income,includes legacy litigation expenses for the three months ended June 30,2015 and 2014 of $0.02 million and $0.8 million, respectively. Same Property Core net operating income,includes legacy litigation expenses for the six months ended June 30,2015 and 2014 of $0.04 million and $0.8 million, respectively.
|
| | |
Q2 2015 Supplemental Package | | 9 |
Financial Schedules
Reconciliation of Non-GAAP to GAAP Financial Measures
|
| | | | | | | | | | | | | | | |
| Three Months Ended | | Six Months Ended |
(In thousands, except per share) | June 30, 2015 (Unaudited) | | June 30, 2014 (Unaudited) | | June 30, 2015 (Unaudited) | | June 30, 2014 (Unaudited) |
| | | | | | | |
Reconciliation of NOI to GAAP Operating Income | | | | | | | |
Rouse NOI: | $ | 44,545 |
| | $ | 41,224 |
| | $ | 89,540 |
| | $ | 82,222 |
|
Non-controlling interest | 973 |
| | — |
| | 1,920 |
| | — |
|
General and administrative | (6,889 | ) | | (6,541 | ) | | (13,359 | ) | | (12,481 | ) |
Other | (1,792 | ) | | (587 | ) | | (3,951 | ) | | (1,261 | ) |
Depreciation and amortization | (23,877 | ) | | (23,419 | ) | | (49,863 | ) | | (44,463 | ) |
Provision for impairment | — |
| | — |
| | (2,900 | ) | | — |
|
Operating income | $ | 12,960 |
| | $ | 10,677 |
| | $ | 21,387 |
| | $ | 24,017 |
|
| | | | | | | |
Reconciliation of FFO to GAAP Net income (loss) attributable to Rouse Properties Inc. | | | | | | | |
FFO: | $ | 18,553 |
| | $ | 15,244 |
| | $ | 35,901 |
| | $ | 31,862 |
|
Non-controlling interest - Depreciation and amortization | 596 |
| | — |
| | 1,192 |
| | — |
|
Depreciation and amortization | (23,877 | ) | | (23,419 | ) | | (49,863 | ) | | (44,463 | ) |
Provision for impairment | — |
| | — |
| | (2,900 | ) | | — |
|
Gain on extinguishment of debt | 4,054 |
| | — |
| | 26,894 |
| | — |
|
Gain (loss) on sale of real estate assets | (14 | ) | | — |
| | 32,496 |
| | — |
|
Net income (loss) attributable to Rouse Properties Inc. | $ | (688 | ) | | $ | (8,175 | ) | | $ | 43,720 |
| | $ | (12,601 | ) |
| | | | | | | |
Weighted average number of shares outstanding - Basic | 57,726,603 |
| | 57,519,079 |
| | 57,667,380 |
| | 56,828,173 |
|
| | | | | | | |
Weighted average number of shares outstanding - Diluted | 57,726,603 |
| | 57,519,079 |
| | 58,101,849 |
| | 56,828,173 |
|
| | | | | | | |
Net income (loss) per share attributable to Rouse Properties Inc. - Basic | $ | (0.01 | ) | | $ | (0.14 | ) | | $ | 0.76 |
| | $ | (0.22 | ) |
| | | | | | | |
Net income (loss) per share attributable to Rouse Properties Inc. - Diluted | $ | (0.01 | ) | | $ | (0.14 | ) | | $ | 0.75 |
| | $ | (0.22 | ) |
|
| | |
Q2 2015 Supplemental Package | | 10 |
Financial Schedules
Mortgages, Notes, and Loans Payable
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
(In thousands) | Ownership % | Maturity | | | | Outstanding Balance | | Balloon Payment at Maturity | | Amortization | |
| Month | Year | | Rate | | | 2015 | 2016 | 2017 | 2018 | 2019 | After | Mortgage Details |
Bel Air Mall | 100% | Dec | 2015 | | 5.30 |
| | $ | 110,167 |
| | $ | 109,045 |
| | $ | 1,125 |
| $ | — |
| $ | — |
| $ | — |
| $ | — |
| $ | — |
| Non-recourse/fixed |
Greenville Mall | 100% | Dec | 2015 | | 5.29 |
| | 40,196 |
| | 39,857 |
| | 339 |
| — |
| — |
| — |
| — |
| — |
| Non-recourse/fixed |
Vista Ridge Mall (1) | 100% | Apr | 2016 | | 6.87 |
| | 67,112 |
| | 64,660 |
| | 1,488 |
| 964 |
| — |
| — |
| — |
| — |
| Non-recourse/fixed |
The Centre at Salisbury (2) | 100% | May | 2016 | | 5.79 |
| | 115,000 |
| | 115,000 |
| | — |
| — |
| — |
| — |
| — |
| — |
| Partial recourse/fixed |
The Mall at Turtle Creek | 100% | Jun | 2016 | | 6.54 |
| | 77,133 |
| | 76,079 |
| | 518 |
| 536 |
| — |
| — |
| — |
| — |
| Non-recourse/fixed |
Grand Traverse (1) | 100% | Feb | 2017 | | 5.02 |
| | 58,982 |
| | 57,266 |
| | 502 |
| 1,043 |
| 171 |
| — |
| — |
| — |
| Non-recourse/fixed |
NewPark Mall(1)(3) | 100% | May | 2017 | | 3.44 |
| | 64,882 |
| | 63,050 |
| | 437 |
| 915 |
| 479 |
| — |
| — |
| — |
| Non-recourse/floating |
West Valley Mall | 100% | Sep | 2018 | | 3.24 |
| | 59,000 |
| | 56,790 |
| | — |
| 188 |
| 1,147 |
| 874 |
| — |
| — |
| Non-recourse/fixed |
Pierre Bossier | 100% | May | 2022 | | 4.94 |
| | 46,257 |
| | 39,891 |
| | 394 |
| 812 |
| 866 |
| 911 |
| 957 |
| 2,426 |
| Non-recourse/fixed |
Pierre Bossier Anchor | 100% | May | 2022 | | 4.85 |
| | 3,594 |
| | 2,894 |
| | 43 |
| 90 |
| 95 |
| 100 |
| 105 |
| 266 |
| Non-recourse/fixed |
Southland Center (MI) | 100% | Jul | 2022 | | 5.09 |
| | 75,424 |
| | 65,085 |
| | 618 |
| 1,284 |
| 1,363 |
| 1,435 |
| 1,511 |
| 4,129 |
| Non-recourse/fixed |
Chesterfield Towne Center | 100% | Oct | 2022 | | 4.75 |
| | 107,242 |
| | 92,380 |
| | 863 |
| 1,789 |
| 1,892 |
| 1,985 |
| 2,082 |
| 6,252 |
| Non-recourse/fixed |
Animas Valley | 100% | Nov | 2022 | | 4.41 |
| | 49,607 |
| | 41,844 |
| | 450 |
| 931 |
| 980 |
| 1,025 |
| 1,072 |
| 3,304 |
| Non-recourse/fixed |
Lakeland Mall | 100% | Mar | 2023 | | 4.17 |
| | 67,436 |
| | 55,951 |
| | 622 |
| 1,285 |
| 1,348 |
| 1,406 |
| 1,467 |
| 5,358 |
| Non-recourse/fixed |
Valley Hills Mall | 100% | July | 2023 | | 4.47 |
| | 65,929 |
| | 54,921 |
| | 567 |
| 1,174 |
| 1,237 |
| 1,294 |
| 1,354 |
| 5,382 |
| Non-recourse/fixed |
Chula Vista Center | 100% | July | 2024 | | 4.18 |
| | 70,000 |
| | 60,814 |
| | — |
| — |
| 467 |
| 1,175 |
| 1,225 |
| 6,319 |
| Non-recourse/fixed |
The Mall at Barnes Crossing | 51% | Sep | 2024 | | 4.29 |
| | 67,000 |
| | 58,361 |
| | — |
| — |
| 268 |
| 1,093 |
| 1,142 |
| 6,136 |
| Non-recourse/fixed |
Bayshore Mall | 100% | Oct | 2024 | | 3.96 |
| | 46,500 |
| | 40,185 |
| | — |
| — |
| 130 |
| 804 |
| 837 |
| 4,544 |
| Non-recourse/fixed |
Mt. Shasta Mall | 100% | Mar | 2025 | | 4.19 |
| | 31,850 |
| | 27,747 |
| | — |
| — |
| — |
| 386 |
| 540 |
| 3,177 |
| Non-recourse/fixed |
Fig Garden Village | 100% | Jun | 2025 | | 4.14 |
| | 74,200 |
| | 67,494 |
| | — |
| — |
| — |
| — |
| — |
| 6,706 |
| Non-recourse/fixed |
| | | | | | | | | | | | | | | | | |
Total property level debt | | | | | 4.84 |
| | $ | 1,297,511 |
| | $ | 1,189,314 |
| | $ | 7,966 |
| $ | 11,011 |
| $ | 10,443 |
| $ | 12,488 |
| $ | 12,292 |
| $ | 53,999 |
| |
| | | | | | | | | | | | | | | | | |
2013 Term Loan (1)(4)(5) | | Nov | 2018 | | 2.54 |
| | 285,000 |
| | 285,000 |
| | — |
| — |
| — |
| — |
| — |
| — |
| Recourse/floating |
2013 Revolver (1)(4)(5)(6) | | Nov | 2017 | | 2.53 |
| | 20,225 |
| | 20,225 |
| | — |
| — |
| — |
| — |
| | — |
| Recourse/floating |
| | | | | | | | | | | | | | | | | |
Total corporate level debt | | | | | | | 305,225 |
| | 305,225 |
|
| — |
| — |
| — |
| — |
| — |
| — |
| |
Total Debt Outstanding (7)(8) | | | | | 4.40 | % | | $ | 1,602,736 |
| | $ | 1,494,539 |
| | $ | 7,966 |
| $ | 11,011 |
| $ | 10,443 |
| $ | 12,488 |
| $ | 12,292 |
| $ | 53,999 |
| |
| | | | | | | | | | | | | | | | | |
Market rate adjustment | | | | | | | 382 |
| | | | | | | | | | |
Total Debt Outstanding | | | | | | | $ | 1,603,118 |
| | | | | | | | | | |
Less: Non controlling interest share of debt | 49% | | | | | | | | | | | | | | | | |
The Mall at Barnes Crossing | | Sep | 2024 | | 4.29 |
| | (32,830 | ) | | | | | | | | | | |
Company's Share of Consolidated Debt | | | | | 4.64 | % | | $ | 1,570,288 |
| | | | | | | | | | |
(1) Prepayable without a penalty.(2) In conjunction with the acquisition of The Centre at Salisbury the Company guaranteed a maximum amount of $3.5 million until certain financial covenants are met.
(3) Floating rate property level debt, LIBOR (30 day) plus 325 points. Maturity date can be extended for 1 year to May 2018 if the extension option is exercised.
(4) LIBOR (30 day) plus 235 points.
(5) During the six months ended June 30, 2015, the Company exercised an "accordion" feature and increased the aggregate commitments under the 2013 Senior facility from $545.0 million to $595.0 million, increased availability of borrowings on a revolving basis from $285.0 million to $310.0 million and increased the 2013 Term Loan from $260.0 million to $285.0 million.
(6) As of June 30, 2015, the Company has drawn $20.2 million on the Revolver.
|
| | |
Q2 2015 Supplemental Package | | 11 |
Financial Schedules
Mortgages, Notes, and Loans Payable
(7) The following properties were included in our 2013 Senior Facility collateral pool as of June 30, 2015:
|
| | | | |
Birchwood Mall | Gateway Mall | Mall St. Vincent | Silver Lake Mall | Three Rivers Mall |
Cache Valley Mall | Lansing Mall | North Plains Mall | Spring Hill Mall | Westwood Mall |
Colony Square Mall | The Mall at Sierra Vista | Sikes Senter | Southland Mall | White Mountain Mall |
(8) Approximately 77% or $1.23 billion of the Rouse debt had a fixed interest rate and 23% or $370.1 million of the Rouse debt had a variable interest rate.
|
| | | | | | | | | | | | | | | | | | | | | |
(In thousands) | 2015 | 2016 | 2017 | 2018 | 2019 | After | Total |
Balloon payment | $ | 148,902 |
| $ | 255,739 |
| $ | 140,541 |
| $ | 341,790 |
| $ | — |
| $ | 607,567 |
| $ | 1,494,539 |
|
Amortization | 7,966 |
| 11,011 |
| 10,443 |
| 12,488 |
| 12,292 |
| 53,997 |
| 108,197 |
|
Debt maturity and amortization | $ | 156,868 |
| $ | 266,750 |
| $ | 150,984 |
| $ | 354,278 |
| $ | 12,292 |
| $ | 661,564 |
| $ | 1,602,736 |
|
Weighted average interest rate of expiring debt | 5.30 | % | 6.29 | % | 3.95 | % | 2.66 | % | — | % | 4.45 | % | 4.40 | % |
. |
| | | | | | | | | | | | | | | | |
(In thousands) | | Rouse Property-Level Debt (1) | | Term Loan | | Revolver | | Total |
Beginning balance as of January 1, 2015 | | $ | 1,313,730 |
| | $ | 260,000 |
| | $ | 10,000 |
| | $ | 1,583,730 |
|
Washington Park Payoff | | (10,474 | ) | | — |
| | — |
| | (10,474 | ) |
Mt. Shasta Mall Loan | | 31,850 |
| | — |
| | — |
| | 31,850 |
|
Fig Garden Village Loan | | 74,200 |
| | — |
| | — |
| | 74,200 |
|
Steeplegate Disposition | | (45,862 | ) | | — |
| | — |
| | (45,862 | ) |
Collin Creek Disposition | | (57,572 | ) | | | | | | (57,572 | ) |
2015 Mortgage loan amortization | | (8,361 | ) | | — |
| | — |
| | (8,361 | ) |
Accordion Exercise | | — |
| | 25,000 |
| | — |
| | 25,000 |
|
Drawdowns on 2013 Revolver | | — |
| | — |
| | 95,000 |
| | 95,000 |
|
Paydowns on 2013 Revolver | | — |
| | — |
| | (84,775 | ) | | (84,775 | ) |
Ending balance as of June 30, 2015 | | $ | 1,297,511 |
| | $ | 285,000 |
| | $ | 20,225 |
| | $ | 1,602,736 |
|
| | | | | | | | |
Weighted Average Balance | | $ | 1,292,033 |
| | $ | 260,138 |
| | $ | 18,736 |
| | $ | 1,570,907 |
|
(1) Loan activity for the six months ended June 30, 2015 excludes the impact of the repayment of The Shoppes at Knollwood Mall debt as debt was classified as a Liability of Asset Held for Sale at December 31, 2014 in the Company's Consolidated Balance Sheet and therefore, excluded from the Mortgage, Notes and Loans Payable total.
|
| | |
Q2 2015 Supplemental Package | | 12 |
Financial Schedules
Prepaid Expenses and Other Assets, Net
|
| | | | | | | |
(In thousands) | June 30, 2015 (Unaudited) | | December 31, 2014 |
| | | |
Above-market tenant leases, net | $ | 46,343 |
| | $ | 50,996 |
|
Deposits | 408 |
| | 1,447 |
|
Below-market ground leases, net | 3,066 |
| | 3,145 |
|
Prepaid expenses | 3,387 |
| | 4,755 |
|
Other | 542 |
| | 2,347 |
|
Total prepaid expenses and other assets, net | $ | 53,746 |
| | $ | 62,690 |
|
Accounts Payable and Accrued Expenses, Net
|
| | | | | | | |
(In thousands) | June 30, 2015 (Unaudited) | | December 31, 2014 |
| | | |
Below market tenant leases, net | $ | 41,704 |
| | $ | 43,292 |
|
Construction payable | 17,267 |
| | 16,272 |
|
Accrued dividend | 10,505 |
| | 9,885 |
|
Accounts payable and accrued expenses | 9,727 |
| | 9,901 |
|
Accrued real estate taxes | 9,272 |
| | 9,028 |
|
Accrued interest | 6,238 |
| | 4,380 |
|
Deferred income | 5,367 |
| | 5,471 |
|
Asset retirement obligation liability | 4,480 |
| | 4,545 |
|
Accrued payroll and other employee liabilities | 4,431 |
| | 9,352 |
|
Tenants and other deposits | 1,639 |
| | 1,336 |
|
Other | 2,663 |
| | 514 |
|
Total accounts payable and accrued expenses, net | $ | 113,293 |
| | $ | 113,976 |
|
|
| | |
Q2 2015 Supplemental Package | | 13 |
Portfolio Operating Metrics
Strategic Capital Redevelopment Projects:
($ in thousands)
|
| | | | | | | | | | | | | | |
Property | | Description | | Total Project Square Feet | | Total Estimated Project Cost | | Cost to Date | | Estimated Stabilized Yield | | Construction Start Date | | Substantial Completion Date |
Newpark Mall Newark, CA | | 140,000 SF of new entertainment space, including AMC Theater and a two level restaurant pavilion with patio seating. | | 175,000 | | $55,900(1) | | $26,462 | | 9.5 - 10.5% | | Q3 2014 | | Q4 2015 - Q1 2016 |
Gateway Mall Springfield, OR | | De-mall and construct new exterior facing junior boxes including Marshall's, Hobby Lobby, Petco and new outparcels. | | 288,000 | | $45,200 | | $14,225 | | 8 - 9% | | Q3 2014 | | Q4 2015 |
Southland Center Taylor, MI | | Demolish vacant anchor and construct new 50,000 SF Cinemark Theater and new restaurants. | | 62,000 | | $15,300 | | $1,048 | | 9-10% | | Q2 2015 | | Q1 2016 |
(1) After deducting the estimated benefit of the net present value of municipal incentives.
Total Portfolio Capital Expenditures:
|
| | | | |
| | Three Months Ended |
(In thousands) | | June 30, 2015 |
Ordinary capital expenditures (1) | | $ | 333 |
|
Cosmetic capital expenditures | | 2,553 |
|
Tenant improvements and allowances (2) | | 4,866 |
|
Total | | $ | 7,752 |
|
(1) Includes non-tenant recurring and non-recurring capital expenditures.
(2) Includes tenant improvements and allowances on current operating properties, excluding anchors and strategic projects.
|
| | |
Q2 2015 Supplemental Package | | 14 |
Portfolio Operating Metrics
Key Operating Performance Indicators
As of June 30, 2015
|
| | | | | | | | | | |
GLA Summary (1) |
| | Number of Properties | | Mall and Freestanding GLA | | Anchor GLA (Rouse Owned) | | Anchor GLA (Tenant Owned) | | Total Area |
| | | | (GLA in thousands) |
Total Rouse Properties Portfolio | | 35 | | 11,330 | | 5,989 | | 6,773 | | 24,125 |
| | | | | | | | | | |
|
| | | | |
Operating Metrics (1) |
| | | | |
| | Tenant Sales (2) | | Occupancy Cost (3) |
Total Operating Portfolio | | $342 | | 11.6% |
|
| | | |
| Operating Property Portfolio |
| In-Place Rent < 10k SF (4) |
| June 30, 2015 | | June 30, 2014 |
Freestanding | $20.97 | | $19.26 |
Mall | 40.32 | | 38.78 |
Total Operating Property portfolio | $37.96 | | $36.50 |
(1) See Property Schedule on page 16 for individual details.
(2) Trailing twelve month tenant sales for mall and freestanding stores less than 10,000 square feet for those tenants reporting.
(3) Represents mall and freestanding tenants less than 10,000 square feet utilizing comparative tenant sales.
(4) Weighted average rent of mall and freestanding stores as of June 30, 2015 and 2014. Rent is presented on a cash basis and consists of base minimum rent,
common area costs, and real estate taxes.
|
| | |
Q2 2015 Supplemental Package | | 15 |
Portfolio Operating Metrics
Summary of Properties (1)
As of June 30, 2015 |
| | | | | | | | | | | | | | | | |
Property Name | Location | Anchors / Major Tenants | Mall and Freestanding GLA | Office GLA | Anchor GLA (Rouse Owned) | Anchor GLA (Tenant Owned) | Total GLA | % Leased | % Occupied |
Animas Valley Mall | Farmington, NM | Dillard's, jcpenney, Sears | 277,747 |
| — |
| 188,817 |
| — |
| 466,564 |
| 89.1 | % | 89.1 | % |
Barnes Crossing, The Mall at | Tupelo, MS | Belk Home, jcpenney, Sears, Belk, Dick's Sporting Goods | 383,860 |
| — |
| 250,965 |
| 100,954 |
| 735,779 |
| 91.8 |
| 91.8 |
|
Bayshore Mall | Eureka, CA | Sears, Wal Mart, Kohl's | 346,472 |
| — |
| 161,209 |
| 59,235 |
| 566,916 |
| 90.2 |
| 81.9 |
|
Bel Air Mall | Mobile, AL | Belk, jcpenney, Sears, Dillard's, Target | 419,512 |
| — |
| 558,023 |
| 333,990 |
| 1,311,525 |
| 94.3 |
| 91.9 |
|
Birchwood Mall | Port Huron, MI | Sears, Carson's, Macy's, Target, jcpenney | 302,880 |
| — |
| 161,216 |
| 264,918 |
| 729,014 |
| 90.5 |
| 90.5 |
|
Cache Valley Mall | Logan, UT | Herberger's, jcpenney | 277,817 |
| — |
| 109,476 |
| — |
| 387,293 |
| 94.5 |
| 87.1 |
|
Chesterfield Towne Center | Richmond, VA | Garden Ridge, jcpenney, Macy's, Sears | 485,407 |
| — |
| 543,572 |
| — |
| 1,028,979 |
| 93.4 |
| 85.7 |
|
Chula Vista Center | Chula Vista, CA | Burlington Coat, jcpenney, Macy's, Sears, AMC | 320,138 |
| — |
| 163,232 |
| 377,600 |
| 860,970 |
| 95.5 |
| 94.2 |
|
Colony Square Mall | Zanesville, OH | Elder-Beerman, jcpenney, Dunham's Sports, Cinemark | 352,291 |
| — |
| 78,440 |
| 58,997 |
| 489,728 |
| 75.6 |
| 75.6 |
|
Fig Garden Village | Fresno, CA | Whole Foods, CVS | 266,696 |
| 33,181 |
| — |
| — |
| 299,877 |
| 93.3 |
| 90.6 |
|
Grand Traverse Mall | Traverse City, MI | jcpenney, Macy's, Target | 307,875 |
| — |
| — |
| 283,349 |
| 591,224 |
| 86.2 |
| 86.2 |
|
Greenville Mall | Greenville, NC | jcpenney, Belk Ladies, Dunham's Sports, Belk | 231,783 |
| — |
| 178,510 |
| 46,051 |
| 456,344 |
| 92.4 |
| 91.5 |
|
Lakeland Square | Lakeland, FL | jcpenney, Dillard's, Sears, Macy's, Burlington Coat, Cinemark | 351,268 |
| — |
| 276,358 |
| 257,353 |
| 884,979 |
| 91.2 |
| 90.6 |
|
Lansing Mall | Lansing, MI | jcpenney, Younkers, Macy's, Regal Cinema | 477,986 |
| — |
| 210,900 |
| 103,000 |
| 791,886 |
| 92.8 |
| 91.4 |
|
Mall St. Vincent | Shreveport-Bossier City, LA | Dillard's, Sears | 193,967 |
| — |
| — |
| 348,000 |
| 541,967 |
| 82.6 |
| 81.7 |
|
Mt. Shasta | Redding, CA | jcpenney, Macy's, Sears | 188,558 |
| — |
| 130,444 |
| 202,594 |
| 521,596 |
| 87.0 |
| 86.9 |
|
North Plains Mall | Clovis, NM | Dillard's, jcpenney, Sears, Beall's | 132,527 |
| — |
| 170,496 |
| — |
| 303,023 |
| 93.5 |
| 92.6 |
|
Pierre Bossier Mall | Bossier City, LA | Virginia College, jcpenney, Sears, Dillard's | 264,437 |
| — |
| 59,156 |
| 288,328 |
| 611,921 |
| 92.0 |
| 90.3 |
|
Salisbury, The Centre at | Salisbury, MD | Boscov's, jcpenney, Sears, Macy's, Dick's, Regal Cinema | 366,779 |
| — |
| 357,416 |
| 140,000 |
| 864,195 |
| 97.8 |
| 95.1 |
|
Sierra Vista, The Mall at | Sierra Vista, AZ | Dillard's, Sears, Cinemark | 170,185 |
| — |
| — |
| 196,492 |
| 366,677 |
| 99.5 |
| 99.5 |
|
Sikes Senter | Wichita Falls, TX | Dillard's, jcpenney, Sears, Dillard's Men's and Home | 293,031 |
| — |
| 374,690 |
| — |
| 667,721 |
| 87.1 |
| 86.8 |
|
Silver Lake Mall | Coeur D' Alene, ID | jcpenney, Macy's, Sears, Sports Authority | 155,191 |
| — |
| 172,253 |
| — |
| 327,444 |
| 88.0 |
| 86.2 |
|
Southland Center | Taylor, MI | jcpenney, Macy's, Cinemark | 371,767 |
| — |
| 215,787 |
| 292,377 |
| 879,931 |
| 97.9 |
| 89.4 |
|
Southland Mall | Hayward, CA | jcpenney, Kohl's, Macy's, Sears | 571,035 |
| — |
| 445,896 |
| 292,000 |
| 1,308,931 |
| 96.1 |
| 95.3 |
|
Three Rivers Mall | Kelso, WA | jcpenney, Macy's, Sportsman's Warehouse | 307,538 |
| — |
| 98,566 |
| — |
| 406,104 |
| 81.6 |
| 80.9 |
|
Turtle Creek, The Mall at | Jonesboro, AR | Dillard's, jcpenney, Target | 363,178 |
| — |
| — |
| 364,199 |
| 727,377 |
| 92.2 |
| 86.6 |
|
Valley Hills Mall | Hickory, NC | Belk, Dillard's, jcpenney, Sears | 315,578 |
| — |
| — |
| 611,516 |
| 927,094 |
| 91.5 |
| 82.7 |
|
Washington Park Mall | Bartlesville, OK | jcpenney, Sears, Dillard's | 161,855 |
| — |
| 122,894 |
| 71,402 |
| 356,151 |
| 94.3 |
| 94.3 |
|
West Valley Mall | Tracy, CA | jcpenney, Macy's, Sears, Target, Cinemark | 535,068 |
| — |
| 236,454 |
| 111,836 |
| 883,358 |
| 95.4 |
| 95.4 |
|
Westwood Mall | Jackson, MI | Younkers, Wal-Mart, jcpenney | 143,943 |
| — |
| 70,500 |
| 301,188 |
| 515,631 |
| 89.5 |
| 89.5 |
|
White Mountain Mall | Rock Springs, WY | Herberger's, jcpenney | 242,942 |
| — |
| 94,482 |
| — |
| 337,424 |
| 92.0 |
| 92.0 |
|
Total Operating Portfolio | | 9,579,311 |
| 33,181 |
| 5,429,752 |
| 5,105,379 |
| 20,147,623 |
| 91.6 | % | 89.2 | % |
Gateway Mall | Springfield, OR | Kohl's, Sears, Target, Cabella's, Walmart, Cinema 6 | 423,421 |
| — |
| 218,055 |
| 113,613 |
| 755,089 |
| 98.7 |
| 99.6 |
|
Newpark Mall | Newark, CA | Macy's, jcpenney, Sears, Burlington Coat, AMC | 465,989 |
| — |
| 207,372 |
| 335,870 |
| 1,009,231 |
| 83.8 |
| 64.2 |
|
Spring Hill Mall | West Dundee, IL | Kohl's, Carson Pirie Scott, Sears, Macy's, Regal Cinema | 472,644 |
| — |
| 134,148 |
| 547,432 |
| 1,154,224 |
| 75.0 |
| 72.4 |
|
Vista Ridge Mall | Lewisville, TX | Dillard's, jcpenney, Macy's, Sears, Cinemark | 389,056 |
| — |
| — |
| 670,210 |
| 1,059,266 |
| 84.7 |
| 84.7 |
|
Redevelopment and special consideration assets | | 1,751,110 |
| — |
| 559,575 |
| 1,667,125 |
| 3,977,810 |
| 85.2 | % | 78.8 | % |
Total Rouse Portfolio | | | 11,330,421 |
| 33,181 |
| 5,989,327 |
| 6,772,504 |
| 24,125,433 |
| 90.6 | % | 87.8 | % |
(1) All properties are 100% owned by Rouse Properties Inc., and subsidiaries with the exception of The Mall at Barnes Crossing of which Rouse owns a 51% interest.
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| | |
Q2 2015 Supplemental Package | | 16 |
Portfolio Operating Metrics
Lease Expiration Schedule (1)
As of June 30, 2015
|
| | | | | | | | | | | | |
Year | | Number of Expiring Leases | | Expiring GLA | | Expiring Rates ($ psf) (2) | | Percent of Total Gross Rent |
Specialty Leasing (3) | | 463 | | 1,082,192 |
| | $ | 12.71 |
| | |
Permanent Leasing | | | | | | | | |
2014 and Prior | | 13 | | 43,077 |
| | 32.08 |
| | 0.5 | % |
2015 | | 110 | | 235,064 |
| | 36.43 |
| | 3.2 | % |
2016 | | 415 | | 1,274,624 |
| | 30.46 |
| | 14.3 | % |
2017 | | 369 | | 1,231,868 |
| | 32.61 |
| | 14.8 | % |
2018 | | 233 | | 981,790 |
| | 34.77 |
| | 12.6 | % |
2019 | | 139 | | 695,404 |
| | 32.81 |
| | 8.4 | % |
2020 | | 123 | | 561,136 |
| | 27.39 |
| | 5.7 | % |
2021 | | 96 | | 710,589 |
| | 23.33 |
| | 6.1 | % |
2022 | | 93 | | 447,451 |
| | 32.26 |
| | 5.3 | % |
2023 | | 84 | | 404,945 |
| | 33.45 |
| | 5.0 | % |
2024 | | 94 | | 679,212 |
| | 22.73 |
| | 5.7 | % |
2025 | | 110 | | 940,840 |
| | 26.12 |
| | 9.1 | % |
2026 and thereafter | | 56 | | 972,607 |
| | 26.27 |
| | 9.3 | % |
Total Permanent Leasing | | 1,935 | | 9,178,607 |
| | $ | 29.62 |
| | 100 | % |
Total Leasing | | 2,398 | | 10,260,799 |
| | | | |
(1) Represents contractual obligations for space in regional malls and excludes traditional anchor stores.
(2) Excluded from the Expiring Rate are freestanding spaces, kiosks and leases paying percent rent in lieu of base minimum rent.
(3) Includes Specialty Leasing license agreements with terms in excess of 12 months.
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| | |
Q2 2015 Supplemental Package | | 17 |
Portfolio Operating Metrics
Top Ten Tenants
As of June 30, 2015
|
| | | | | | | | | | |
| | | | | | | | Locations |
Retail Portfolio | | Primary DBA | | Percent of Minimum Rent, Tenant Recoveries and Other (1) | | Square Footage (000's) | | Total | | Rouse Owned |
L Brands, Inc. | | Bath & Body Works, Victoria's Secret, White Barn Candle Co. | | 4.3% | | 263 | | 65 | | 65 |
Signet Jewelers, Ltd. | | Belden Jewelers, JB Robinson Jewelers, Kay Jewelers, Osterman Jewelers, Weisfields Jewelers | | 3.5 | | 86 | | 67 | | 67 |
Foot Locker, Inc. | | Champs Sports, Footaction USA, Footlocker, Kids Foot Locker, Lady Footlocker | | 3.5 | | 225 | | 55 | | 55 |
jcpenney Company, Inc. | | jcpenney | | 2.6 | | 2,729 | | 29 | | 19(2) |
Cinemark USA, Inc. | | Cinemark Movies | | 2.4 | | 356 | | 8 | | 8 |
Sears Holdings Corporation | | Sears | | 2.1 | | 3,157 | | 24 | | 13 |
American Eagle Outfitters, Inc. | | Aerie, American Eagle Outfitters | | 1.9 | | 104 | | 18 | | 18 |
Genesco Inc. | | Hat Shack, Hat World, Journey's, Lids, Lids Locker Room, Underground Station | | 1.7 | | 76 | | 54 | | 54 |
Macy's Inc. | | Macy's | | 1.7 | | 2,093 | | 16 | | 5 |
Ascena Retail Group, Inc. | | Dressbarn, Justice, Limited Too, Maurices, Lane Bryant | | 1.6 | | 199 | | 40 | | 40 |
Totals | | | | 25.3% | | 9,288 | | 376 | | 344 |
(1) Represents the trailing twelve months of minimum rent, tenant recoveries and other.
(2) Does not include three locations in which Rouse owns the land which is ground leased to jcpenney.
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| | |
Q2 2015 Supplemental Package | | 18 |
Portfolio Operating Metrics
Leasing Activity
As of June 30, 2015
|
| | | | | | | | | | | |
| TOTAL LEASING ACTIVITY (1) | | |
New Leases | Number of Leases | Square Feet | Term | | Initial Inline Rent PSF (2) | | Initial Freestanding Rent PSF | | Average Inline Rent PSF (3) | | Average Freestanding Rent PSF |
Under 10,000 sq. ft. | 36 | 118,536 | 8.6 | | $37.21 | | $22.79 | | $40.65 | | $23.96 |
Over 10,000 sq. ft. | 6 | 150,814 | 12.0 | | 19.39 | | 18.50 | | 20.35 | | 19.75 |
Total New Leases | 42 | 269,350 | 10.5 | | 27.07 | | 20.70 | | 29.10 | | 21.91 |
| | | | | | | | | | | |
Renewal Leases | | | | | | | | | | | |
Under 10,000 sq. ft. | 39 | 102,254 | 2.8 | | $31.44 | | $— | | $31.97 | | $— |
Over 10,000 sq. ft. | 4 | 169,973 | 3.7 | | 16.04 | | 7.75 | | 16.47 | | 7.75 |
Total Renewal Leases | 43 | 272,227 | 3.4 | | 22.74 | | 7.75 | | 23.21 | | 7.75 |
| | | | | | | | | | | |
Sub-Total | 85 | 541,577 | 6.9 | | 24.92 | | 13.58 | | 26.18 | | 14.13 |
| | | | | | | | | | | |
Percent in Lieu | 15 | 64,240 | n.a. | | n.a. | | n.a | | n.a. | | n.a |
| | | | | | | | | | | |
Total Q2 2015 | 100 | 605,817 | 6.9 | | $24.92 | | $13.58 | | $26.18 | | $14.13 |
Total Q1 2015 | 115 | 456,779 | | | | | | | | | |
Total 2015 | 215 | 1,062,596 | | | | | | | | | |
|
| | | | | | | | | | | | | |
| SUITE TO SUITE - NEW & RENEWAL LEASE SPREAD (4) |
| | | | | | | | | Initial Rent Spread | | Average Rent Spread |
| Number of Leases | Square Feet | Term | Initial Rent PSF (2) | Average Rent PSF (3) | | Expiring Rent PSF (5) | | $ | % | | $ | % |
Three Months Ended June 30, 2015 | 47 | 282,842 | 4.2 | $22.42 | $23.39 | | $20.69 | | $1.73 | 8.4% | | $2.70 | 13.1% |
(1) Excluding anchors and specialty leasing.
(2) Represents initial rent at time of rent commencement consisting of base minimum rent, common area costs, and real estate taxes.
(3) Represents average rent over the lease term consisting of base minimum rent, common area costs, and real estate taxes.
(4) Excluding anchors, percent in lieu, and specialty leasing.
(5) Represents expiring rent at end of lease consisting of base minimum rent, common area costs, and real estate taxes.
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| | |
Q2 2015 Supplemental Package | | 19 |
Glossary of Terms
|
| |
Anchor/Traditional Anchor | Department stores and discount department stores in traditional anchor spaces whose merchandise appeals to a broad range of shoppers or spaces which are greater than 70,000 square feet. |
Average Rent | Represents average rent over the term consisting of base minimum rent, common area costs, and real estate taxes. |
Average Rent Spread | Dollar spread between Average Rent and Expiring Rent. |
Expiring Rent | Represents rent at the end of the lease consisting of base minimum rent, common area costs, and real estate taxes. |
Freestanding | Outparcel retail locations (locations that are not attached to the primary complex of buildings that comprise a shopping center). Excludes anchor stores. |
Gross Leasable Area (GLA) | Total gross leasable space at 100%. |
In-Place Rent | Weighted average rental rate of mall stores as of a point in time. Rent is presented on a cash basis and consists of base minimum rent, common area costs, and real estate taxes. |
Initial Rent | Represents initial rent at the beginning of the term consisting of base minimum rent, common area costs, and real estate taxes. |
Initial Rent Spread | Dollar spread between Initial Rent and Expiring Rent. |
Leased Area | Leased area represents the sum of: (1) tenant occupied space lease and (2) all leases signed for currently vacant space and (3) tenants no longer occupying space, but still paying rent for all inline mall shop and freestanding retail locations, excluding anchors (Leased Area). Leased percentage is the Leased Area over the mall and Freestanding Area. |
Mall | All mall shop locations excluding anchor and freestanding stores. |
Occupancy Cost | Ratio of total tenant charges (rent and reimbursement of common area charges, real estate tax and insurance) to comparative sales for tenants less than 10,000 square feet. |
Occupied Area | Occupied area represents the sum of: (1) tenant occupied space under lease and (2) tenants no longer occupying space, but still paying rent for all inline mall shop and freestanding retail locations, excluding anchors (Occupied Area). Occupied percentage is the Occupied Area over the Mall and Freestanding Area. |
Operating Portfolio | Portfolio excluding properties undergoing substantial redevelopment and special consideration properties. |
Specialty Leasing | Temporary tenants typically on license agreements with terms in excess of twelve months and are generally cancellable by the Company with notice ranging from 30-90 days. |
Tenant Sales | Rolling twelve month sales for mall and freestanding stores less than 10,000 square feet for those tenants reporting. |
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| | |
Q2 2015 Supplemental Package | | 20 |
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