Taubman Centers, Inc. Issues Third Quarter Results

11/09/2020

- Earnings Impacted by COVID-19 Pandemic

- All U.S. Properties and Nearly 94 Percent of Tenants Have Reopened

- U.S. Total Mall Tenant Sales, Traffic and Tenant Revenue Collections Have Improved Each Month Since May

- Asia Mall Tenant Sales per Square Foot Up

- Starfield Anseong, Taubman Asia’s Fourth Investment, Opened on October 7 Nearly 100 Percent Leased and Over 90 Percent Occupied

BLOOMFIELD HILLS, Mich.--(BUSINESS WIRE)-- Taubman Centers, Inc. (NYSE: TCO) today reported financial results for the third quarter of 2020.

 

September 30, 2020
Three Months
Ended

September 30, 2019
Three Months
Ended

September 30, 2020
Nine Months
Ended

September 30, 2019
Nine Months
Ended

Net income (loss) attributable to common shareowners, diluted (in thousands)

($30,072)(1)

$216,873

($44,269)(1)

$239,223

Net income (loss) attributable to common shareowners (EPS) per diluted common share

($0.49)(1)

$3.48

($0.72)(1)

$3.84

Funds from Operations (FFO) per diluted common share

$0.39

$0.88

$1.47

$2.59

Growth rate

(55.7)%

 

(43.2)%

 

Adjusted FFO (AFFO) per diluted common share

$0.60(2)

$0.86 (3)

$1.90(2)

$2.74(3)

Growth rate

(30.2)%

 

(30.7)%

 

(1) Net income (loss) and EPS for the three and nine-month periods ended September 30, 2020 were lower primarily due to the sale of 50 percent of our interest in Starfield Hanam (Hanam, South Korea) and a litigation settlement related to The Mall of San Juan that resulted in the recognition of gains totaling approximately $3.30 per diluted common share in the third quarter of 2019, as well as the disruption associated with the COVID-19 pandemic in 2020. EPS for the three-month period ended September 30, 2020 included an impairment charge related to Stamford Town Center of $0.23 per diluted common share, partially offset by a gain on the transfer of building and improvements of an anchor space of $0.06 per diluted common share. EPS for the nine-month period ended September 30, 2020 also included gains totaling approximately $0.28 per diluted common share related to the sale of 50 percent of our interest in CityOn.Xi’an (Xi’an, China), as well as accelerated amortization of an allowance related to the closing of an anchor space at a U.S. property.

(2) AFFO for the three and nine-month periods ended September 30, 2020 excluded costs related to the Simon Property Group, Inc. transaction, restructuring charges, fluctuations in the fair value of equity securities and adjustments to the previously recognized promote fee (net of tax) related to Starfield Hanam recorded last year. AFFO for the nine-month period ended September 30, 2020 also excluded deferred income tax expense incurred related to the sale of CityOn.Xi’an and costs associated with the Taubman Asia President transition.

(3) AFFO for the three and nine-month periods ended September 30, 2019 excluded restructuring charges, a promote fee (net of tax) related to Starfield Hanam and costs associated with shareholder activism. AFFO for the nine-month period ended September 30, 2019 also excluded pre-closing costs related to the sale of our interest in three Taubman Asia properties to Blackstone and the fluctuation in the fair value of equity securities.

For the quarter ended September 30, 2020, AFFO per diluted share was $0.60. Disruption related to the COVID-19 pandemic, including mall closures, tenant bankruptcies and nonpayments, significantly impacted third quarter results. Accordingly, the company recognized uncollectible tenant revenues of $28 million at our beneficial interest, or $0.32 per diluted share of AFFO during the quarter. In addition, the company received lease termination income of $19.3 million, at our beneficial interest, or $0.22 per diluted share of AFFO, in the third quarter.

“Operations across our portfolio are steadily improving, despite the continuing impact of the pandemic,” said the company’s Chairman, President and CEO Robert S. Taubman. “All of our properties are open and operating and nearly 94 percent of our U.S. tenants have reopened. Since May, traffic, sales and collections have consistently improved.”

Operating Statistics

Comparable center NOI (comp center NOI) at our beneficial interest, including lease cancellation income, was down 18.3 percent in the third quarter and 14.4 percent year-to-date, using constant currency exchange rates. Excluding lease cancellation income, comp center NOI was down 29 percent in the quarter and down 18.5 percent year-to-date, using constant currency exchange rates. Higher year-over-year uncollectible tenant revenues impacted comp center NOI excluding lease cancellation income by 16.5 percent in the quarter and 12.6 percent year-to-date.

In the U.S., total mall tenant sales have improved every month since May. In addition, tenant sales per square foot in comparable centers improved throughout the third quarter. Excluding Apple and Tesla (two tenants that create volatility in quarterly reporting) sales per square foot were down 16.4 percent in the third quarter, sequentially improving each month, with September down 5.7 percent. In Asia, sales per square foot were up modestly in the third quarter and year-to-date.

Average rent per square foot for the quarter in U.S. comparable centers was $59.28, down 6.4 percent. Year-to-date average rent per square foot in U.S. comparable centers was $60.52, down 4.7 percent. Lower sales-based rents and rent relief (including abatements) related to the COVID-19 pandemic together impacted average rent per square foot by 5.6 percent in the third quarter and 2.4 percent year-to-date.

Ending occupancy in U.S. comparable centers was 89.9 percent on September 30, 2020, down 2.7 percent from September 30, 2019 largely due to tenant bankruptcies related to the COVID-19 pandemic.

Leased space in U.S. comparable centers was 92.6 percent on September 30, 2020, down 3 percent from September 30, 2019.

Financing and Portfolio Activity

The joint venture that owns Starfield Hanam (17.15 percent owned by the company) has fully refinanced its two construction loans that together had a balance of approximately $319 million U.S. dollars (using September 30 exchange rates) and a weighted average effective rate of 2.67 percent.

In September, the joint venture first repaid the $52 million U.S. dollar construction loan using the property’s available cash.

In October, the joint venture completed two new loans that replace the original construction facilities. The primary new loan is a five-year, non-recourse Korean Won denominated facility with a capacity of approximately $535 million U.S. dollars at current exchange rates. The facility is fully drawn and bears interest at fixed rate of 2.38 percent. This loan is interest-only, until the final year when principal payments are required. The additional facility is a one-year, interest-only, Korean Won denominated loan with a capacity of approximately $9 million U.S. dollars at current exchange rates. This facility is expected to be fully drawn in the fourth quarter and the interest rate will be fixed at that time. These financings have resulted in excess proceeds of approximately $34 million, at our beneficial interest. Together with additional reserves at the property this refinancing is expected to result in the repatriation of $58 million later this year.

In October, the company also completed the sale of Stamford Town Center (Stamford, Conn.), a 50 percent owned joint venture. As a result of the sale, an impairment charge of $19.8 million at our beneficial interest was recognized during the third quarter.

Starfield Anseong Grand Opening

On October 7, the company opened Starfield Anseong (Gyeonggi Province, South Korea) to tremendous enthusiasm from the local community. The one million square foot, modern shopping, entertainment and dining destination, featuring 280 tenants, opened over 90 percent occupied and nearly 100 percent leased. We expect to have 99 percent occupancy by year-end.

Starfield Anseong’s collection of prominent international brands includes Zara, Nike, Uniqlo, H&M, Vans, COS, Guess, Adidas, BMW, Patagonia, Camper, Polo Ralph Lauren, Lacoste, West Elm and Under Armour. The mall is anchored by Shinsegae Factory Store, E-Mart, Toy Kingdom and successful entertainment concepts, including Aquafield, Sports Monster and Megabox, an upscale cinema. Starfield Anseong will serve as the primary shopping destination for Anseong, Asan, Jincheon and Pyeongtaek, four high-growth cities in Greater Seoul.

Early sales and traffic results have been very strong. Starfield Anseong welcomed over one million customers and generated tenant sales of nearly $32 million U.S. dollars within the first ten days following its grand opening. Starfield Anseong is Taubman Asia’s fourth successful development project and its second joint venture with Shinsegae Property.

See Taubman Asia and Shinsegae Group Celebrate the Opening of Starfield Anseong in South Korea Today – Oct. 7, 2020.

COVID-19 Update

Most of Taubman’s U.S. operating properties closed on March 19th, in response to the COVID-19 pandemic, and have reopened gradually with enhanced safety protocols. All U.S. properties and nearly 85 percent of stores had reopened by June 30, 2020. Three of our properties were closed intermittently in the third quarter as a result of state regulations but are once again open. Nearly 94 percent of our tenants have now reopened with traffic, sales, and tenant collections improving each month since May.

In Asia, CityOn.Xi’an, CityOn.Zhengzhou (Zhengzhou, Henan, China) and Starfield Hanam experienced varying levels of disruption from the pandemic but have largely recovered. In the third quarter NOI at our beneficial interest was essentially flat compared to last year and tenant sales per square foot were up modestly. Over 98 percent of tenants are open throughout the three properties.

The company has taken several actions to enhance liquidity due to the disruption caused by the COVID-19 pandemic. U.S. planned capital expenditures for the year have been lowered by approximately $135 million, at our beneficial interest, which represents a reduction of nearly 65 percent from the original budget. In Asia, the only material capital spending this year has been related to the completion of Starfield Anseong, which has been funded by the construction loan.

Operating expenses for the year are expected to be reduced by about $17 million at our beneficial interest. In addition, the company did not pay a dividend on its common stock in the second or third quarter, preserving approximately $120 million of cash.

These initiatives, coupled with improving operations, have significantly enhanced the company’s liquidity position. Total liquidity, which includes cash on hand and borrowing capacity under our lines of credit, was $455 million at the end of the third quarter, up about $90 million from June 30, 2020.

Investor Conference Call

Due to the pending transaction with Simon Property Group, which is currently the subject of litigation, the company will not host a conference call to review the third quarter 2020 financial results.

About Taubman

Taubman Centers is an S&P MidCap 400 Real Estate Investment Trust engaged in the ownership, management and/or leasing of 26 regional, super-regional and outlet malls in the U.S. and Asia. Taubman’s U.S.-owned properties are the most productive in the publicly held U.S. mall industry. Founded in 1950, Taubman is headquartered in Bloomfield Hills, Mich. Taubman Asia, founded in 2005, is headquartered in Hong Kong. www.taubman.com.

For ease of use, references in this press release to “Taubman Centers,” “we,” “us,” “our,” “company,” “Taubman” or an operating platform mean Taubman Centers, Inc. and/or one or more of a number of separate, affiliated entities. Business is actually conducted by an affiliated entity rather than Taubman Centers, Inc. itself or the named operating platform.

This press release contains certain “forward-looking” statements as that term is defined by Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Statements that are predictive in nature, that depend on or relate to future events or conditions, or that include words such as “believes”, “anticipates”, “expects”, “may”, “will”, “would,” “should”, “estimates”, “could”, “intends”, “plans” or other similar expressions are forward-looking statements.

Forward-looking statements involve significant known and unknown risks and uncertainties that may cause actual results in future periods to differ materially from those projected or contemplated in the forward-looking statements as a result of, but not limited to, the following factors: the COVID-19 pandemic and related challenges, risks and uncertainties which have had, and may continue to have, direct and indirect adverse impacts on the general economy, mall environment, tenants, customers, and employees, as well as mall and tenant operations (including the ability to remain open) and operating procedures, occupancy, anchor and mall tenant sales, sales-based rent, rent collection, leasing and negotiated rents, mall development and redevelopment activities and the fair value of assets (increasing the likelihood of future impairment charges); future economic performance, including stabilization and recovery from the impact of the COVID-19 pandemic; savings due to cost-cutting measures; payments of dividends and the sufficiency of cash to meet operational needs; changes in market rental rates; unscheduled closings or bankruptcies of tenants; relationships with anchor tenants; trends in the mall industry; challenges with department stores; changes in consumer shopping behavior, including accelerated trends resulting from the COVID-19 pandemic; the liquidity of real estate investments; Taubman’s ability to comply with debt covenants; the availability and terms of financings; changes in market rates of interest and foreign exchange rates for foreign currencies; changes in value of investments; the ability to hedge interest rate and currency risk; risks related to acquiring, developing, expanding, leasing and managing properties; competitors gaining economies of scale through M&A and consolidation activity; changes in value of investments in foreign entities; risks related to joint venture properties; insurance costs and coverage; security breaches that could impact Taubman’s information technology, infrastructure or personal data; costs associated with response to technology breaches; the loss of key management personnel; shareholder activism costs and related diversion of management time; terrorist activities; maintaining Taubman’s status as a real estate investment trust; changes in the laws of states, localities, and foreign jurisdictions that may increase taxes on the company’s operations; changes in global, national, regional and/or local economic and geopolitical climates; the outcome of any litigation between Taubman and Simon Property Group, Inc. (“Simon”) related to the proposed transactions between Taubman and Simon, including the litigation in the State of Michigan Circuit Court for the Sixth Judicial Circuit (Oakland County); the outcome of any shareholder litigation related to the proposed transactions, and insurance coverage for liabilities of Taubman or its directors, if any, thereunder; the inability to complete the proposed transactions due to the failure to satisfy any conditions to completion of the proposed transactions; the risk that a condition to closing of the transaction may not be satisfied; Simon’s and Taubman’s ability to consummate the transaction; the possibility that the anticipated benefits from the transaction will not be fully realized; the ability of Taubman to retain key personnel and maintain relationships with business partners pending the consummation of the transaction; and the impact of legislative, regulatory and competitive changes and other risk factors relating to the industry in which Taubman operates, as detailed from time to time in Taubman’s reports filed with the SEC. There can be no assurance that the transaction will in fact be consummated.

Additional information about these factors and about the material factors or assumptions underlying such forward-looking statements may be found under Item 1.A in Taubman’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019, as amended, and subsequent reports filed with the Securities and Exchange Commission. Taubman cautions that the foregoing list of important factors that may affect future results is not exhaustive. When relying on forward-looking statements to make decisions with respect to the proposed transaction, shareholders and others should carefully consider the foregoing factors and other uncertainties and potential events. All subsequent written and oral forward-looking statements concerning the proposed transaction or other matters attributable to Taubman or any other person acting on their behalf are expressly qualified in their entirety by the cautionary statements referenced above. The forward-looking statements contained herein speak only as of the date of this communication or the date otherwise specified herein. Taubman does not undertake any obligation to update or revise any forward-looking statements for any reason, even if new information becomes available or other events occur in the future, except as may be required by law.

TAUBMAN CENTERS, INC.

 

 

 

 

 

 

 

Table 1 - Summary of Results

 

 

 

 

 

 

 

For the Periods Ended September 30, 2020 and 2019

 

 

 

 

 

 

 

(in thousands of dollars, except as indicated)

Three Months Ended

 

Year to Date

 

2020

 

2019

 

2020

 

2019

Net income (loss)

(36,648

)

 

316,390

 

 

(41,959

)

 

363,005

 

Noncontrolling share of income (loss) of consolidated joint ventures

308

 

 

(958

)

 

(1,015

)

 

(3,219

)

Noncontrolling share of (income) loss of TRG

12,052

 

 

(93,690

)

 

16,653

 

 

(103,899

)

Distributions to participating securities of TRG

 

 

(597

)

 

(595

)

 

(1,817

)

Preferred stock dividends

(5,784

)

 

(5,784

)

 

(17,353

)

 

(17,353

)

Net income (loss) attributable to Taubman Centers, Inc. common shareholders

(30,072

)

 

215,361

 

 

(44,269

)

 

236,717

 

Net income (loss) per common share - basic

(0.49

)

 

3.52

 

 

(0.72

)

 

3.87

 

Net income (loss) per common share - diluted

(0.49

)

 

3.48

 

 

(0.72

)

 

3.84

 

Funds from Operations attributable to partnership unitholders and participating securities of TRG (1)

34,458

 

 

78,387

 

 

130,379

 

 

228,470

 

Funds from Operations attributable to TCO's common shareholders (1)

24,226

 

 

54,747

 

 

91,316

 

 

160,544

 

Funds from Operations per common share - basic (1)

0.39

 

 

0.89

 

 

1.48

 

 

2.62

 

Funds from Operations per common share - diluted (1)

0.39

 

 

0.88

 

 

1.47

 

 

2.59

 

Adjusted Funds from Operations attributable to partnership unitholders and participating securities of TRG (1)

53,640

 

 

75,977

 

 

168,542

 

 

241,489

 

Adjusted Funds from Operations attributable to TCO's common shareholders (1)

37,719

 

 

53,064

 

 

118,108

 

 

169,648

 

Adjusted Funds from Operations per common share - basic (1)

0.61

 

 

0.87

 

 

1.92

 

 

2.77

 

Adjusted Funds from Operations per common share - diluted (1)

0.60

 

 

0.86

 

 

1.90

 

 

2.74

 

Weighted average number of common shares outstanding - basic

61,696,565

 

 

61,211,249

 

 

61,512,816

 

 

61,169,279

 

Weighted average number of common shares outstanding - diluted

61,696,565

 

 

62,245,414

 

 

61,512,816

 

 

62,232,496

 

Common shares outstanding at end of period

61,723,103

 

 

61,213,170

 

 

 

 

 

Weighted average units - Operating Partnership - basic

87,713,880

 

 

87,641,965

 

 

87,696,394

 

 

87,097,595

 

Weighted average units - Operating Partnership - diluted

88,874,258

 

 

88,676,130

 

 

88,807,212

 

 

88,160,812

 

Units outstanding at end of period - Operating Partnership

87,719,766

 

 

87,643,886

 

 

 

 

 

Ownership percentage of the Operating Partnership at end of period

70.4

%

 

69.8

%

 

 

 

 

Number of owned shopping centers at end of period

24

 

 

24

 

 

 

 

 

Operating Statistics:

 

 

 

 

 

 

 

NOI at 100% - comparable centers - growth % (1)(2)

(16.9

)%

 

(2.5

)%

 

(14.4

)%

 

(1.3

)%

NOI at 100% - comparable centers including lease cancellation income at constant
currency - growth % (1)

(16.9

)%

 

 

 

(14.0

)%

 

 

NOI at 100% - comparable centers excluding lease cancellation income - growth % (1)(2)

(27.2

)%

 

(1.5

)%

 

(18.3

)%

 

0.3

%

NOI at 100% - comparable centers excluding lease cancellation income at constant
currency - growth % (1)(2)

(27.2

)%

 

(0.9

)%

 

(17.9

)%

 

1.1

%

Beneficial interest in NOI - comparable centers including lease cancellation income - growth % (1)

(18.3

)%

 

 

 

(14.5

)%

 

 

Beneficial interest in NOI - comparable centers including lease cancellation income
at constant currency - growth % (1)

(18.3

)%

 

 

 

(14.4

)%

 

 

Beneficial interest in NOI - comparable centers excluding lease cancellation income - growth % (1)

(29.0

)%

 

 

 

(18.7

)%

 

 

Beneficial interest in NOI - comparable centers excluding lease cancellation income
at constant currency - growth % (1)

(29.0

)%

 

 

 

(18.5

)%

 

 

Beneficial interest in NOI - total portfolio excluding lease cancellation income - growth % (1)(2)

(33.9

)%

 

0.7

%

 

(22.8

)%

 

3.6

%

Average rent per square foot - U.S. Consolidated Businesses (3)

65.24

 

 

70.52

 

 

68.45

 

 

70.97

 

Average rent per square foot - U.S. UJVs (3)

53.23

 

 

56.03

 

 

52.44

 

 

55.91

 

Average rent per square foot - Combined U.S. centers (3)

59.28

 

 

63.36

 

 

60.52

 

 

63.48

 

Average rent per square foot growth % - U.S. comparable centers (3)

(6.4

)%

 

 

 

(4.7

)%

 

 

Ending occupancy - all U.S. centers

88.5

%

 

91.7

%

 

 

 

 

Ending occupancy - U.S. comparable centers (3)

89.9

%

 

92.6

%

 

 

 

 

Leased space - all U.S. centers

91.1

%

 

94.7

%

 

 

 

 

Leased space - U.S. comparable centers (3)

92.6

%

 

95.6

%

 

 

 

 

Mall tenant sales - all U.S. centers (4)

938,843

 

 

1,570,828

 

 

2,690,070

 

 

4,776,719

 

Mall tenant sales - U.S. comparable centers (3)(4)

836,342

 

 

1,376,324

 

 

2,366,916

 

 

4,263,932

 

 

 

 

 

 

12-Months Trailing

Operating Statistics:

 

 

 

 

2020

 

2019

Mall tenant sales - all U.S. centers (4)

 

 

 

 

4,828,525

 

 

6,741,322

 

Mall tenant sales - U.S. comparable centers (3)(4)

 

 

 

 

4,233,859

 

 

6,063,124

 

Sales per square foot - U.S. comparable centers (3)(4)

 

 

 

 

790

 

 

980

 

All U.S. centers (4):

 

 

 

 

 

 

 

Mall tenant occupancy costs as a percentage of tenant sales - U.S. Consolidated Businesses

 

 

 

 

19.0

%

 

13.2

%

Mall tenant occupancy costs as a percentage of tenant sales - U.S. UJVs

 

 

 

 

15.6

%

 

11.7

%

Mall tenant occupancy costs as a percentage of tenant sales - Combined U.S. centers

 

 

 

 

17.3

%

 

12.5

%

U.S. comparable centers (3)(4):

 

 

 

 

 

 

 

Mall tenant occupancy costs as a percentage of tenant sales - U.S. Consolidated Businesses

 

 

 

 

18.4

%

 

12.8

%

Mall tenant occupancy costs as a percentage of tenant sales - U.S. UJVs

 

 

 

 

15.4

%

 

11.5

%

Mall tenant occupancy costs as a percentage of tenant sales - Combined U.S. centers

 

 

 

 

17.0

%

 

12.2

%

(1) See 'Use of Non-GAAP Financial Measures' for the definition and use of EBITDA, NOI, and FFO.

(2) Statistics exclude non-comparable centers as defined in the respective periods and have not been subsequently restated for changes in the pools of comparable centers.

(3) Statistics exclude non-comparable centers for all periods presented. The September 30, 2019 statistics have been restated to include comparable centers to 2020.

(4) Based on reports of sales furnished by mall tenants. Sales per square foot exclude spaces greater than or equal to 10,000 square feet.

TAUBMAN CENTERS, INC.

 

 

 

 

 

 

 

 

Table 2 - Income Statement

 

 

 

 

 

 

 

 

For the Three Months Ended September 30, 2020 and 2019

 

 

 

 

 

 

 

(in thousands of dollars)

 

 

 

 

 

 

 

 

 

 

2020

 

2019

 

 

CONSOLIDATED

 

UNCONSOLIDATED

 

CONSOLIDATED

 

UNCONSOLIDATED

 

 

BUSINESSES

 

JOINT VENTURES (1)

 

BUSINESSES

 

JOINT VENTURES (1)

REVENUES:

 

 

 

 

 

 

 

 

Rental revenues

 

122,817

 

 

125,744

 

 

141,213

 

 

138,960

 

Overage rents

 

540

 

 

3,219

 

 

3,865

 

 

6,736

 

Management, leasing, and development services

 

440

 

 

 

 

1,927

 

 

 

Other

 

7,201

 

 

4,334

 

 

15,501

 

 

7,413

 

Total revenues

 

130,998

 

 

133,297

 

 

162,506

 

 

153,109

 

 

 

 

 

 

 

 

 

 

EXPENSES:

 

 

 

 

 

 

 

 

Maintenance, taxes, utilities, and promotion

 

37,053

 

 

44,558

 

 

40,786

 

 

45,274

 

Other operating

 

13,289

 

 

5,147

 

 

19,753

 

 

6,412

 

Management, leasing, and development services

 

435

 

 

 

 

1,895

 

 

 

General and administrative

 

7,048

 

 

 

 

9,632

 

 

 

Restructuring charges

 

2,395

 

 

 

 

876

 

 

 

Simon Property Group, Inc. transaction costs

 

17,060

 

 

 

 

 

 

 

Impairment charge

 

 

 

39,668

 

 

 

 

 

Costs associated with shareholder activism

 

 

 

 

 

675

 

 

 

Interest expense

 

33,052

 

 

34,927

 

 

37,695

 

 

35,398

 

Depreciation and amortization

 

49,235

 

 

34,983

 

 

47,849

 

 

33,865

 

Total expenses

 

159,567

 

 

159,283

 

 

159,161

 

 

120,949

 

 

 

 

 

 

 

 

 

 

Nonoperating income, net

 

1,694

 

 

11,804

 

 

11,108

 

 

5,657

 

 

 

(26,875

)

 

(14,182

)

 

14,453

 

 

37,817

 

Income tax expense

 

(37

)

 

(3,425

)

 

(2,021

)

 

(2,266

)

Equity in income (loss) of UJVs

 

(9,736

)

 

 

 

20,252

 

 

 

Gains on partial dispositions of ownership interests in UJVs, net of tax

 

 

 

 

 

138,696

 

 

 

Gains on remeasurements of ownership interests in UJVs

 

 

 

 

 

145,010

 

 

 

Net income (loss)

 

(36,648

)

 

(17,607

)

 

316,390

 

 

35,551

 

Net income/loss attributable to noncontrolling interests:

 

 

 

 

 

 

 

 

Noncontrolling share of income (loss) of consolidated joint ventures

 

308

 

 

 

 

(958

)

 

 

Noncontrolling share of (income) loss of TRG

 

12,052

 

 

 

 

(93,690

)

 

 

Distributions to participating securities of TRG

 

 

 

 

 

(597

)

 

 

Preferred stock dividends

 

(5,784

)

 

 

 

(5,784

)

 

 

Net income (loss) attributable to Taubman Centers, Inc. common shareholders

 

(30,072

)

 

 

 

215,361

 

 

 

 

 

 

 

 

 

 

 

 

SUPPLEMENTAL INFORMATION:

 

 

 

 

 

 

 

 

EBITDA - 100%

 

55,412

 

 

55,728

 

 

383,703

 

 

107,080

 

EBITDA - outside partners' share

 

(4,404

)

 

(32,180

)

 

(5,623

)

 

(50,377

)

Beneficial interest in EBITDA

 

51,008

 

 

23,548

 

 

378,080

 

 

56,703

 

Gain on transfer of building and improvements

 

 

 

(5,600

)

 

(10,095

)

 

 

Beneficial share of impairment charge

 

 

 

19,834

 

 

 

 

 

Gains on partial dispositions of ownership interests in UJVs

 

 

 

 

 

(138,696

)

 

 

Gains on remeasurements of ownership interests in UJVs

 

 

 

 

 

(145,010

)

 

 

Beneficial interest expense

 

(30,319

)

 

(16,127

)

 

(34,851

)

 

(17,798

)

Beneficial income tax expense - TRG and TCO

 

(37

)

 

(933

)

 

(2,021

)

 

(991

)

Beneficial income tax expense - TCO

 

11

 

 

 

 

 

 

 

Non-real estate depreciation

 

(1,143

)

 

 

 

(1,150

)

 

 

Preferred dividends and distributions

 

(5,784

)

 

 

 

(5,784

)

 

 

Funds from Operations attributable to partnership unitholders and participating securities of TRG

 

13,736

 

 

20,722

 

 

40,473

 

 

37,914

 

 

 

 

 

 

 

 

 

 

STRAIGHTLINE AND PURCHASE ACCOUNTING ADJUSTMENTS:

 

 

 

 

 

 

 

Net straight-line adjustments to rental revenues, recoveries, and ground rent expense at TRG%

 

441

 

 

(1,543

)

 

1,712

 

 

(422

)

The Mall at Green Hills purchase accounting adjustments - rental revenues

 

24

 

 

 

 

13

 

 

 

Country Club Plaza purchase accounting adjustments - rental revenues at TRG%

 

 

 

235

 

 

 

 

61

 

The Gardens Mall purchase accounting adjustments - rental revenues at TRG%

 

 

 

(377

)

 

 

 

(639

)

The Gardens Mall purchase accounting adjustments - interest expense at TRG%

 

 

 

(528

)

 

 

 

(528

)

 

 

 

(1) With the exception of the Supplemental Information, amounts include 100% of the UJVs. Amounts are net of intercompany transactions. The UJVs are presented at 100% in order to allow for measurement of their performance as a whole, without regard to our ownership interest.

TAUBMAN CENTERS, INC.

 

 

 

 

 

 

 

 

Table 3 - Income Statement

 

 

 

 

 

 

 

 

For the Nine Months Ended September 30, 2020 and 2019

 

 

 

 

 

 

 

 

(in thousands of dollars)

 

 

 

 

 

 

 

 

 

 

2020

 

2019

 

 

CONSOLIDATED

 

UNCONSOLIDATED

 

CONSOLIDATED

 

UNCONSOLIDATED

 

 

BUSINESSES

 

JOINT VENTURES (1)

 

BUSINESSES

 

JOINT VENTURES (1)

REVENUES:

 

 

 

 

 

 

 

 

Rental revenues

 

377,693

 

 

371,282

 

 

432,508

 

 

410,613

 

Overage rents

 

5,506

 

 

11,965

 

 

8,719

 

 

18,279

 

Management, leasing, and development services

 

1,830

 

 

 

 

4,035

 

 

 

Other

 

23,963

 

 

17,697

 

 

39,056

 

 

20,779

 

Total revenues

 

408,992

 

 

400,944

 

 

484,318

 

 

449,671

 

 

 

 

 

 

 

 

 

 

EXPENSES:

 

 

 

 

 

 

 

 

Maintenance, taxes, utilities, and promotion

 

110,315

 

 

133,524

 

 

118,506

 

 

132,413

 

Other operating

 

44,223

 

 

18,448

 

 

60,210

 

 

18,786

 

Management, leasing, and development services

 

1,587

 

 

 

 

2,917

 

 

 

General and administrative

 

22,587

 

 

 

 

26,762

 

 

 

Restructuring charges

 

2,757

 

 

 

 

1,585

 

 

 

Simon Property Group, Inc. transaction costs

 

32,505

 

 

 

 

 

 

 

Impairment charge

 

 

 

39,668

 

 

 

 

 

Costs associated with shareholder activism

 

 

 

 

 

16,675

 

 

 

Interest expense

 

101,254

 

 

104,101

 

 

112,590

 

 

103,581

 

Depreciation and amortization

 

162,769

 

 

102,846

 

 

137,064

 

 

103,177

 

Total expenses

 

477,997

 

 

398,587

 

 

476,309

 

 

357,957

 

 

 

 

 

 

 

 

 

 

Nonoperating income, net

 

1,332

 

 

12,628

 

 

26,468

 

 

6,981

 

 

 

(67,673

)

 

14,985

 

 

34,477

 

 

98,695

 

Income tax expense

 

(545

)

 

(6,653

)

 

(4,924

)

 

(6,635

)

Equity in income of UJVs

 

836

 

 

 

 

49,746

 

 

 

Gains on partial dispositions of ownership interests in UJVs, net of tax

 

11,277

 

 

 

 

138,696

 

 

 

Gains on remeasurements of ownership interests in UJVs

 

14,146

 

 

 

 

145,010

 

 

 

Net income (loss)

 

(41,959

)

 

8,332

 

 

363,005

 

 

92,060

 

Net income/loss attributable to noncontrolling interests:

 

 

 

 

 

 

 

 

Noncontrolling share of income of consolidated joint ventures

 

(1,015

)

 

 

 

(3,219

)

 

 

Noncontrolling share of (income) loss of TRG

 

16,653

 

 

 

 

(103,899

)

 

 

Distributions to participating securities of TRG

 

(595

)

 

 

 

(1,817

)

 

 

Preferred stock dividends

 

(17,353

)

 

 

 

(17,353

)

 

 

Net income (loss) attributable to Taubman Centers, Inc. common shareholders

 

(44,269

)

 

 

 

236,717

 

 

 

 

 

 

 

 

 

 

 

 

SUPPLEMENTAL INFORMATION:

 

 

 

 

 

 

 

 

EBITDA - 100%

 

223,255

 

 

221,932

 

 

567,837

 

 

305,453

 

EBITDA - outside partners' share

 

(15,126

)

 

(122,990

)

 

(18,475

)

 

(146,640

)

Beneficial interest in EBITDA

 

208,129

 

 

98,942

 

 

549,362

 

 

158,813

 

Gain on insurance recoveries - The Mall of San Juan

 

 

 

 

 

(1,418

)

 

 

Gain on transfer of building and improvements

 

 

 

(5,600

)

 

(10,095

)

 

 

Beneficial share of impairment charge

 

 

 

19,834

 

 

 

 

 

Gains on partial dispositions of ownership interests in UJVs

 

(12,759

)

 

 

 

(138,696

)

 

 

Gains on remeasurements of ownership interests in UJVs

 

(14,146

)

 

 

 

(145,010

)

 

 

Beneficial interest expense

 

(92,977

)

 

(48,487

)

 

(103,692

)

 

(52,579

)

Beneficial income tax expense - TRG and TCO

 

(545

)

 

(1,362

)

 

(4,735

)

 

(2,680

)

Beneficial income tax expense - TCO

 

30

 

 

 

 

 

 

 

Non-real estate depreciation

 

(3,327

)

 

 

 

(3,447

)

 

 

Preferred dividends and distributions

 

(17,353

)

 

 

 

(17,353

)

 

 

Funds from Operations attributable to partnership unitholders and participating securities of TRG

 

67,052

 

 

63,327

 

 

124,916

 

 

103,554

 

 

 

 

 

 

 

 

 

 

STRAIGHTLINE AND PURCHASE ACCOUNTING ADJUSTMENTS:

 

 

 

 

 

 

 

Net straight-line adjustments to rental revenues, recoveries, and ground rent expense at TRG%

 

(2,487

)

 

(2,097

)

 

4,427

 

 

181

 

The Mall at Green Hills purchase accounting adjustments - rental revenues

 

43

 

 

 

 

61

 

 

 

Country Club Plaza purchase accounting adjustments - rental revenues at TRG%

 

 

 

346

 

 

 

 

257

 

The Gardens Mall purchase accounting adjustments - rental revenues at TRG%

 

 

 

(1,018

)

 

 

 

(816

)

The Gardens Mall purchase accounting adjustments - interest expense at TRG%

 

 

 

(1,584

)

 

 

 

(1,056

)

 

 

 

(1) With the exception of the Supplemental Information, amounts include 100% of the UJVs. Amounts are net of intercompany transactions. The UJVs are presented at 100% in order to allow for measurement of their performance as a whole, without regard to our ownership interest.

TAUBMAN CENTERS, INC.

Use of Non-GAAP Financial Measures

In this press release, the terms "we", "us", and "our" refer to Taubman Centers, Inc. (TCO), The Taubman Realty Group Limited Partnership (TRG), and/or TRG's subsidiaries as the context may require.

We use certain non-GAAP operating measures, including EBITDA, beneficial interest in EBITDA, Net Operating Income (NOI), beneficial interest in NOI, and Funds from Operations (FFO). These measures are reconciled to the most comparable GAAP measures. Additional information as to the use of these measures are as follows.

EBITDA represents earnings (loss) before interest, income taxes, and depreciation and amortization of our consolidated and unconsolidated businesses. Beneficial interest in EBITDA represents our share of the earnings (loss) before interest, income taxes, and depreciation and amortization of our consolidated and unconsolidated businesses. We believe EBITDA and beneficial interest in EBITDA provide useful indicators of operating performance, as it is customary in the real estate and shopping center business to evaluate the performance of properties on a basis unaffected by capital structure.

We use NOI as an alternative measure to evaluate the operating performance of centers, both on individual and stabilized portfolio bases, and in formulating corporate goals and compensation. We define NOI as property-level operating revenues (includes rental income excluding straight-line adjustments of minimum rent) less maintenance, property taxes, utilities, promotion, ground rent (including straight-line adjustments), and other property operating expenses. Beneficial interest in NOI represents our share of NOI (as previously defined) of our consolidated and unconsolidated businesses. Since NOI excludes general and administrative expenses, pre-development charges, interest income and expense, depreciation and amortization, impairment charges, restructuring charges, and gains from peripheral land and property dispositions, it provides a performance measure that, when compared period over period, reflects the revenues and expenses most directly associated with owning and operating rental properties, as well as the impact on their operations from trends in tenant sales, occupancy and rental rates, and operating costs. We also use NOI excluding lease cancellation income as an alternative measure because this income may vary significantly from period to period, which can affect comparability and trend analysis. We generally provide separate projections for expected comparable center NOI growth and lease cancellation income. Comparable centers are generally defined as centers that were owned and open for the entire current and preceding period presented, excluding centers impacted by significant redevelopment activity. In addition, The Mall of San Juan has been excluded from comparable center statistics as a result of Hurricane Maria given that the center's performance has been and is expected to continue to be materially impacted for the foreseeable future. Stamford Town Center has also been excluded from comparable center statistics as the center was being marketed for sale until it was ultimately sold in October 2020. We also use NOI excluding lease cancellation income using constant currency exchange rates as an alternative measure because exchange rates may vary significantly from period to period, which can affect comparability and trend analysis.

The National Association of Real Estate Investment Trusts (NAREIT) defines FFO as net income (loss) (calculated in accordance with Generally Accepted Accounting Principles (GAAP)), excluding depreciation and amortization related to real estate, gains and losses from the sale of certain real estate assets, gains and losses from change in control, and impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity. We believe that FFO is a useful supplemental measure of operating performance for REITs. Historical cost accounting for real estate assets implicitly assumes that the value of real estate assets diminishes predictably over time. Since real estate values instead have historically risen or fallen with market conditions, we and most industry investors and analysts have considered presentations of operating results that exclude historical cost depreciation to be useful in evaluating the operating performance of REITs. We primarily use FFO in measuring performance and in formulating corporate goals and compensation.

We may also present adjusted versions of NOI, beneficial interest in EBITDA, and FFO when used by management to evaluate operating performance when certain significant items have impacted results that affect comparability with prior or future periods due to the nature or amounts of these items. We believe the disclosure of the adjusted items is similarly useful to investors and others to understand management's view on comparability of such measures between periods. The following table summarizes adjustments to FFO and EBITDA for the three and nine months ended September 30, 2020 and 2019:

 

FFO

 

EBITDA

 

Three Months Ended

 

Year to Date

 

Three Months Ended

 

Year to Date

 

2020

 

2019

 

2020

 

2019

 

2020

 

2019

 

2020

 

2019

Simon Property Group, Inc. transaction costs

 

 

 

 

 

 

 

 

 

 

 

Costs associated with shareholder activism

 

 

 

 

 

 

 

 

 

 

 

Restructuring charges

 

 

 

 

 

 

 

Costs related to Blackstone transactions

 

 

 

 

 

 

 

 

 

 

 

 

Taubman Asia President transition costs

 

 

 

 

 

 

 

 

 

 

 

 

 

Promote fee - Starfield Hanam

 

 

 

 

 

 

 

Fluctuation in fair value of equity securities

 

 

 

 

 

 

 

 

 

Gains on partial dispositions of ownership interests in UJVs

 

 

 

 

 

 

 

 

 

 

 

 

Gains on remeasurements of ownership interests in UJVs

 

 

 

 

 

 

 

 

 

 

 

 

Gain on insurance recoveries - The Mall of San Juan

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gain on transfer of building and improvements

 

 

 

 

 

 

 

 

 

 

 

Beneficial share of impairment charge

 

 

 

 

 

 

 

 

 

 

 

 

 

These non-GAAP measures as presented by us are not necessarily comparable to similarly titled measures used by other REITs due to the fact that not all REITs use the same definitions. These measures should not be considered alternatives to net income (loss) or as an indicator of our operating performance. Additionally, these measures do not represent cash flows from operating, investing, or financing activities as defined by GAAP.

We also provide our beneficial interest in certain financial information of our UJVs. This beneficial information is derived as our ownership interest in the investee multiplied by the specific financial statement item being presented. Investors are cautioned that deriving our beneficial interest in this manner may not accurately depict the legal and economic implications of holding a noncontrolling interest in the investee.

TAUBMAN CENTERS, INC.

 

 

 

 

 

 

 

 

 

 

 

Table 4 - Reconciliation of Net Income (Loss) Attributable to Taubman Centers, Inc. Common Shareholders to Funds From Operations and Adjusted Funds From Operations

For the Three Months Ended September 30, 2020 and 2019

 

 

 

 

 

 

 

 

 

 

(in thousands of dollars except as noted; may not add or recalculate due to rounding)

 

 

 

 

 

 

 

 

2020

 

2019

 

 

 

Shares

 

Per Share

 

 

 

Shares

 

Per Share

 

Dollars

 

/Units

 

/Unit

 

Dollars

 

/Units

 

/Unit

Net income (loss) attributable to TCO common shareholders - basic

(30,072

)

 

61,696,565

 

 

(0.49

)

 

215,361

 

 

61,211,249

 

 

3.52

 

Add distributions to participating securities of TRG

 

 

 

 

 

 

597

 

 

871,262

 

 

 

Add impact of share-based compensation

 

 

 

 

 

 

915

 

 

162,903

 

 

 

Net income (loss) attributable to TCO common shareholders - diluted

(30,072

)

 

61,696,565

 

 

(0.49

)

 

216,873

 

 

62,245,414

 

 

3.48

 

Add TCO's additional income tax expense

11

 

 

 

 

 

 

 

 

 

 

 

Add depreciation of TCO's additional basis

1,482

 

 

 

 

0.02

 

 

1,617

 

 

 

 

0.03

 

Net income (loss) attributable to TCO common shareholders,
excluding step-up depreciation and additional income tax expense

(28,579

)

 

61,696,565

 

 

(0.46

)

 

218,490

 

 

62,245,414

 

 

3.51

 

Add noncontrolling share of income (loss) of TRG

(12,052

)

 

26,306,431

 

 

 

 

93,690

 

 

26,430,716

 

 

 

Add distributions to participating securities of TRG

 

 

871,262

 

 

 

 

 

 

 

 

 

Net income (loss) attributable to partnership unitholders and
participating securities of TRG

(40,631

)

 

88,874,258

 

 

(0.46

)

 

312,180

 

 

88,676,130

 

 

3.52

 

Add (less) depreciation and amortization:

 

 

 

 

 

 

 

 

 

 

 

Consolidated businesses at 100%

49,235

 

 

 

 

0.55

 

 

47,849

 

 

 

 

0.54

 

Depreciation of TCO's additional basis

(1,482

)

 

 

 

(0.02

)

 

(1,617

)

 

 

 

(0.02

)

Noncontrolling partners in consolidated joint ventures

(1,979

)

 

 

 

(0.02

)

 

(1,821

)

 

 

 

(0.02

)

Share of UJVs

16,224

 

 

 

 

0.18

 

 

17,662

 

 

 

 

0.20

 

Non-real estate depreciation

(1,143

)

 

 

 

(0.01

)

 

(1,150

)

 

 

 

(0.01

)

Less gain on transfer of building and improvements

(5,600

)

 

 

 

(0.06

)

 

(10,095

)

 

 

 

(0.11

)

Add beneficial share of impairment charge

19,834

 

 

 

 

0.22

 

 

 

 

 

 

 

Less gain on partial disposition of ownership interest in UJV

 

 

 

 

 

 

(138,696

)

 

 

 

(1.56

)

Less gain on remeasurement of ownership interest in UJV

 

 

 

 

 

 

(145,010

)

 

 

 

(1.64

)

Less impact of share-based compensation

 

 

 

 

 

 

(915

)

 

 

 

(0.01

)

Funds from Operations attributable to partnership unitholders
and participating securities of TRG

34,458

 

 

88,874,258

 

 

0.39

 

 

78,387

 

 

88,676,130

 

 

0.88

 

TCO's average ownership percentage of TRG - basic (1)

70.3

%

 

 

 

 

 

69.8

%

 

 

 

 

Funds from Operations attributable to TCO's common shareholders, excluding additional income tax expense

24,237

 

 

 

 

0.39

 

 

54,747

 

 

 

 

0.88

 

Less TCO's additional income tax expense

(11

)

 

 

 

 

 

 

 

 

 

 

Funds from Operations attributable to TCO's common shareholders (1)

24,226

 

 

 

 

0.39

 

 

54,747

 

 

 

 

0.88

 

 

 

 

 

 

 

 

 

 

 

 

 

Funds from Operations attributable to partnership unitholders
and participating securities of TRG

34,458

 

 

88,874,258

 

 

0.39

 

 

78,387

 

 

88,676,130

 

 

0.88

 

Simon Property Group, Inc. transaction costs

17,060

 

 

 

 

0.19

 

 

 

 

 

 

 

Costs associated with shareholder activism

 

 

 

 

 

 

675

 

 

 

 

0.01

 

Restructuring charges

2,395

 

 

 

 

0.03

 

 

876

 

 

 

 

0.01

 

Promote fee, net of tax - Starfield Hanam (2)

329

 

 

 

 

 

 

(3,961

)

 

 

 

(0.04

)

Fluctuation in fair value of equity securities

(602

)

 

 

 

(0.01

)

 

 

 

 

 

 

Adjusted Funds from Operations attributable to partnership unitholders
and participating securities of TRG

53,640

 

 

88,874,258

 

 

0.60

 

 

75,977

 

 

88,676,130

 

 

0.86

 

TCO's average ownership percentage of TRG - basic (3)

70.3

%

 

 

 

 

 

69.8

%

 

 

 

 

Adjusted Funds from Operations attributable to TCO's common shareholders, excluding additional income tax expense

37,730

 

 

 

 

0.60

 

 

53,064

 

 

 

 

0.86

 

Less TCO's additional income tax expense

(11

)

 

 

 

 

 

 

 

 

 

 

Adjusted Funds from Operations attributable to TCO's common shareholders (3)

37,719

 

 

 

 

0.60

 

 

53,064

 

 

 

 

0.86

 

 

 

 

 

 

 

 

 

 

 

 

 

(1) For the three months ended September 30, 2020, Funds from Operations attributable to TCO's common shareholders was $23,910 using TCO's diluted average ownership percentage of TRG of 69.4%. For the three months ended September 30, 2019, Funds from Operations attributable to TCO's common shareholders was $54,109 using TCO's diluted average ownership percentage of TRG of 69.0%.

(2) For the nine months ended September 30, 2020, includes a reduction of $0.3 million of promote fee income related to the previously recognized promote fee, net of tax, for Starfield Hanam, which was recorded within Equity in Income (Loss) of UJVs in our Statement of Operations and Comprehensive Income (Loss). For the three months ended September 30, 2019, includes $4.8 million of promote fee income related to Starfield Hanam less $0.9 million of income tax expense, which have been recorded within Equity in Income (Loss) of UJVs and Income Tax Expense, respectively, in our Statement of Operations and Comprehensive Income (Loss).

(3) For the three months ended September 30, 2020, Adjusted Funds from Operations attributable to TCO's common shareholders was $37,226 using TCO's diluted average ownership percentage of TRG of 69.4%. For the three months ended September 30, 2019, Adjusted Funds from Operations attributable to TCO's common shareholders was $52,445 using TCO's diluted average ownership percentage of TRG of 69.0%.

TAUBMAN CENTERS, INC.

 

 

 

 

 

 

 

 

 

 

 

Table 5 - Reconciliation of Net Income (Loss) Attributable to Taubman Centers, Inc. Common Shareholders to Funds from Operations and Adjusted Funds from Operations

For the Nine Months Ended September 30, 2020 and 2019

 

 

 

 

 

 

 

 

(in thousands of dollars except as noted; may not add or recalculate due to rounding)

2020

 

2019

 

 

 

Shares

 

Per Share

 

 

 

Shares

 

Per Share

 

Dollars

 

/Units

 

/Unit

 

Dollars

 

/Units

 

/Unit

Net income (loss) attributable to TCO common shareholders - basic

(44,269

)

 

61,512,816

 

 

(0.72

)

 

236,717

 

 

61,169,279

 

 

3.87

 

Add distributions to participating securities of TRG

 

 

 

 

 

 

1,817

 

 

871,262

 

 

 

Add impact of share-based compensation

 

 

 

 

 

 

689

 

 

191,955

 

 

 

Net income (loss) attributable to TCO common shareholders - diluted

(44,269

)

 

61,512,816

 

 

(0.72

)

 

239,223

 

 

62,232,496

 

 

3.84

 

Add TCO's additional income tax expense

30

 

 

 

 

 

 

 

 

 

 

 

Add depreciation of TCO's additional basis

4,444

 

 

 

 

0.07

 

 

4,851

 

 

 

 

0.08

 

Net income (loss) attributable to TCO common shareholders,
excluding step-up depreciation and additional income tax expense

(39,795

)

 

61,512,816

 

 

(0.65

)

 

244,074

 

 

62,232,496

 

 

3.92

 

Add noncontrolling share of income (loss) of TRG

(16,653

)

 

26,423,134

 

 

 

 

103,899

 

 

25,928,316

 

 

 

Add distributions to participating securities of TRG

595

 

 

871,262

 

 

 

 

 

 

 

 

 

Net income (loss) attributable to partnership unitholders and
participating securities of TRG

(55,853

)

 

88,807,212

 

 

(0.63

)

 

347,973

 

 

88,160,812

 

 

3.95

 

Add (less) depreciation and amortization:

 

 

 

 

 

 

 

 

 

 

 

Consolidated businesses at 100%

162,769

 

 

 

 

1.83

 

 

137,064

 

 

 

 

1.55

 

Depreciation of TCO's additional basis

(4,444

)

 

 

 

(0.05

)

 

(4,851

)

 

 

 

(0.06

)

Noncontrolling partners in consolidated joint ventures

(5,834

)

 

 

 

(0.07

)

 

(6,169

)

 

 

 

(0.07

)

Share of UJVs

48,257

 

 

 

 

0.54

 

 

53,808

 

 

 

 

0.61

 

Non-real estate depreciation

(3,327

)

 

 

 

(0.03

)

 

(3,447

)

 

 

 

(0.04

)

Less gain on insurance recoveries - The Mall of San Juan

 

 

 

 

 

 

(1,418

)

 

 

 

(0.02

)

Less gain on transfer of building and improvements

(5,600

)

 

 

 

(0.06

)

 

(10,095

)

 

 

 

(0.11

)

Add beneficial share of impairment charge

19,834

 

 

 

 

0.22

 

 

 

 

 

 

 

Less gains on partial dispositions of ownership interests in UJVs, net of tax

(11,277

)

 

 

 

(0.13

)

 

(138,696

)

 

 

 

(1.57

)

Less gains on remeasurements of ownership interests in UJVs

(14,146

)

 

 

 

(0.16

)

 

(145,010

)

 

 

 

(1.64

)

Less impact of share-based compensation

 

 

 

 

 

 

(689

)

 

 

 

(0.01

)

Funds from Operations attributable to partnership unitholders
and participating securities of TRG

130,379

 

 

88,807,212

 

 

1.47

 

 

228,470

 

 

88,160,812

 

 

2.59

 

TCO's average ownership percentage of TRG - basic (1)

70.1

%

 

 

 

 

 

70.2

%

 

 

 

 

Funds from Operations attributable to TCO's common shareholders, excluding additional income tax expense

91,346

 

 

 

 

1.47

 

 

160,544

 

 

 

 

2.59

 

Less TCO's additional income tax expense

(30

)

 

 

 

 

 

 

 

 

 

 

Funds from Operations attributable to TCO's common shareholders (1)

91,316

 

 

 

 

1.47

 

 

160,544

 

 

 

 

2.59

 

 

 

 

 

 

 

 

 

 

 

 

 

Funds from Operations attributable to partnership unitholders and
participating securities of TRG

130,379

 

 

88,807,212

 

 

1.47

 

 

228,470

 

 

88,160,812

 

 

2.59

 

Simon Property Group, Inc. transaction costs

32,505

 

 

 

 

0.37

 

 

 

 

 

 

 

Costs associated with shareholder activism

 

 

 

 

 

 

16,675

 

 

 

 

0.19

 

Restructuring charges

2,757

 

 

 

 

0.03

 

 

1,585

 

 

 

 

0.02

 

Costs related to Blackstone transactions (2)

1,113

 

 

 

 

0.01

 

 

2,066

 

 

 

 

0.02

 

Taubman Asia President transition costs

244

 

 

 

 

 

 

 

 

 

 

 

Promote fee, net of tax - Starfield Hanam (3)

611

 

 

 

 

0.01

 

 

(3,961

)

 

 

 

(0.04

)

Fluctuation in fair value of equity securities

933

 

 

 

 

0.01

 

 

(3,346

)

 

 

 

(0.04

)

Adjusted Funds from Operations attributable to partnership unitholders
and participating securities of TRG

168,542

 

 

88,807,212

 

 

1.90

 

 

241,489

 

 

88,160,812

 

 

2.74

 

TCO's average ownership percentage of TRG - basic (4)

70.1

%

 

 

 

 

 

70.2

%

 

 

 

 

Adjusted Funds from Operations attributable to TCO's common shareholders, excluding additional income tax expense

118,138

 

 

 

 

1.90

 

 

169,648

 

 

 

 

2.74

 

Less TCO's additional income tax expense

(30

)

 

 

 

 

 

 

 

 

 

 

Adjusted Funds from Operations attributable to TCO's common shareholders (1)

118,108

 

 

 

 

1.90

 

 

169,648

 

 

 

 

2.74

 

 

 

 

 

 

 

 

 

 

 

 

 

(1) For the nine months ended September 30, 2020, Funds from Operations attributable to TCO's common shareholders was $90,175 using TCO's diluted average ownership percentage of TRG of 69.3%. For the nine months ended September 30, 2019, Funds from Operations attributable to TCO's common shareholders was $158,583 using TCO's diluted average ownership percentage of TRG of 69.4%.

(2) For the nine months ended September 30, 2020, includes $1.1 million of deferred income tax expense related to the Blackstone transactions, which has been recorded within Income Tax Expense in our Statement of Operations and Comprehensive Income (Loss). For the nine months ended September 30, 2019, includes $0.5 million of disposition costs and $1.6 million of deferred income tax expense related to the Blackstone transactions, which have been recorded within Nonoperating Income (Expense) and Income Tax Expense, respectively, in our Statement of Operations and Comprehensive Income (Loss).

(3) For the nine months ended September 30, 2020, includes a reduction of $0.6 million of promote fee income related to the previously recognized promote fee, net of tax, for Starfield Hanam, which have been recorded within Equity in Income (Loss) of UJVs in our Statement of Operations and Comprehensive Income (Loss). For the nine months ended September 30, 2019, includes $4.8 million of promote fee income related to Starfield Hanam less $0.9 million of income tax expense, which have been recorded within Equity in Income (Loss) of UJVs and Income Tax Expense, respectively, in our Statement of Operations and Comprehensive Income (Loss).

(4) For the nine months ended September 30, 2020, Adjusted Funds from Operations attributable to TCO's common shareholders was $116,628 using TCO's diluted average ownership percentage of TRG of 69.3%. For the nine months ended September 30, 2019, Adjusted Funds from Operations attributable to TCO's common shareholders was $167,578 using TCO's diluted average ownership percentage of TRG of 69.4%.

TAUBMAN CENTERS, INC.

 

 

 

 

 

 

 

Table 6 - Reconciliation of Net Income (Loss) to Beneficial Interest in EBITDA and Adjusted Beneficial Interest in EBITDA

For the Periods Ended September 30, 2020 and 2019

 

 

 

 

 

 

 

(in thousands of dollars; amounts attributable to TCO may not recalculate due to rounding)

 

 

 

 

 

 

 

Three Months Ended

 

Year to Date

 

2020

 

2019

 

2020

 

2019

Net income (loss)

(36,648

)

 

316,390

 

 

(41,959

)

 

363,005

 

 

 

 

 

 

 

 

 

Add (less) depreciation and amortization:

 

 

 

 

 

 

 

Consolidated businesses at 100%

49,235

 

 

47,849

 

 

162,769

 

 

137,064

 

Noncontrolling partners in consolidated joint ventures

(1,979

)

 

(1,821

)

 

(5,834

)

 

(6,169

)

Share of UJVs

16,224

 

 

17,662

 

 

48,257

 

 

53,808

 

 

 

 

 

 

 

 

 

Add (less) interest expense and income tax expense:

 

 

 

 

 

 

 

Interest expense:

 

 

 

 

 

 

 

Consolidated businesses at 100%

33,052

 

 

37,695

 

 

101,254

 

 

112,590

 

Noncontrolling partners in consolidated joint ventures

(2,733

)

 

(2,844

)

 

(8,277

)

 

(8,898

)

Share of UJVs

16,127

 

 

17,798

 

 

48,487

 

 

52,579

 

Income tax expense:

 

 

 

 

 

 

 

Consolidated businesses at 100%

37

 

 

2,021

 

 

545

 

 

4,924

 

Noncontrolling partners in consolidated joint ventures

 

 

 

 

 

 

(189

)

Share of UJVs

933

 

 

991

 

 

1,362

 

 

2,680

 

Share of income tax expense on dispositions of ownership interests

 

 

 

 

1,482

 

 

 

 

 

 

 

 

 

 

 

Less noncontrolling share of (income) loss of consolidated joint ventures

308

 

 

(958

)

 

(1,015

)

 

(3,219

)

 

 

 

 

 

 

 

 

Beneficial interest in EBITDA

74,556

 

 

434,783

 

 

307,071

 

 

708,175

 

 

 

 

 

 

 

 

 

TCO's average ownership percentage of TRG - basic

70.3

%

 

69.8

%

 

70.1

%

 

70.2

%

 

 

 

 

 

 

 

 

Beneficial interest in EBITDA attributable to TCO

52,472

 

 

303,663

 

 

215,257

 

 

496,283

 

 

 

 

 

 

 

 

 

Beneficial interest in EBITDA

74,556

 

 

434,783

 

 

307,071

 

 

708,175

 

 

 

 

 

 

 

 

 

Add (less):

 

 

 

 

 

 

 

Simon Property Group, Inc. transaction costs

17,060

 

 

 

 

32,505

 

 

 

Costs associated with shareholder activism

 

 

675

 

 

 

 

16,675

 

Restructuring charges

2,395

 

 

876

 

 

2,757

 

 

1,585

 

Disposition costs related to Blackstone transactions

 

 

 

 

 

 

487

 

Taubman Asia President transition costs

 

 

 

 

244

 

 

 

Promote fee - Starfield Hanam

329

 

 

(4,820

)

 

638

 

 

(4,820

)

Fluctuation in fair value of equity securities

(602

)

 

 

 

933

 

 

(3,346

)

Gains on partial dispositions of ownership interests in UJVs

 

 

(138,696

)

 

(12,759

)

 

(138,696

)

Gains on remeasurements of ownership interests in UJVs

 

 

(145,010

)

 

(14,146

)

 

(145,010

)

Gain on insurance recoveries - The Mall of San Juan

 

 

 

 

 

 

(1,418

)

Gain on transfer of building and improvements

(5,600

)

 

(10,095

)

 

(5,600

)

 

(10,095

)

Beneficial share of impairment charge

19,834

 

 

 

 

19,834

 

 

 

 

 

 

 

 

 

 

 

Adjusted Beneficial interest in EBITDA

107,972

 

 

137,713

 

 

331,477

 

 

423,537

 

 

 

 

 

 

 

 

 

TCO's average ownership percentage of TRG - basic

70.3

%

 

69.8

%

 

70.1

%

 

70.2

%

 

 

 

 

 

 

 

 

Adjusted Beneficial interest in EBITDA attributable to TCO

75,846

 

 

96,182

 

 

232,365

 

 

297,496

 

TAUBMAN CENTERS, INC.

 

 

 

 

 

 

 

 

 

 

 

Table 7 - Reconciliation of Net Income (Loss) to Net Operating Income (NOI)

 

 

 

 

 

 

 

 

 

 

 

For the Periods Ended September 30, 2020, 2019, and 2018

 

 

 

 

 

 

 

 

 

 

 

(in thousands of dollars)

Three Months Ended

 

Three Months Ended

 

2020

 

2019

 

Growth %

 

2019

 

2018

 

Growth %

Net income (loss)

(36,648

)

 

316,390

 

 

 

 

316,390

 

 

38,115

 

 

 

Add (less) depreciation and amortization:

 

 

 

 

 

 

 

 

 

 

 

Consolidated businesses at 100%

49,235

 

 

47,849

 

 

 

 

47,849

 

 

46,307

 

 

 

Noncontrolling partners in consolidated joint ventures

(1,979

)

 

(1,821

)

 

 

 

(1,821

)

 

(1,911

)

 

 

Share of UJVs

16,224

 

 

17,662

 

 

 

 

17,662

 

 

17,190

 

 

 

Add (less) interest expense and income tax expense:

 

 

 

 

 

 

 

 

 

 

 

Interest expense:

 

 

 

 

 

 

 

 

 

 

 

Consolidated businesses at 100%

33,052

 

 

37,695

 

 

 

 

37,695

 

 

33,396

 

 

 

Noncontrolling partners in consolidated joint ventures

(2,733

)

 

(2,844

)

 

 

 

(2,844

)

 

(2,984

)

 

 

Share of UJVs

16,127

 

 

17,798

 

 

 

 

17,798

 

 

17,093

 

 

 

Income tax expense:

 

 

 

 

 

 

 

 

 

 

 

Consolidated businesses at 100%

37

 

 

2,021

 

 

 

 

2,021

 

 

(996

)

 

 

Noncontrolling partners in consolidated joint ventures

 

 

 

 

 

 

 

 

(51

)

 

 

Share of UJVs

933

 

 

991

 

 

 

 

991

 

 

1,023

 

 

 

Less noncontrolling share of loss (income) of consolidated joint ventures

308

 

 

(958

)

 

 

 

(958

)

 

(1,564

)

 

 

Add EBITDA attributable to outside partners:

 

 

 

 

 

 

 

 

 

 

 

EBITDA attributable to noncontrolling partners in consolidated joint ventures

4,404

 

 

5,623

 

 

 

 

5,623

 

 

6,510

 

 

 

EBITDA attributable to outside partners in UJVs

32,180

 

 

50,377

 

 

 

 

50,377

 

 

48,438

 

 

 

EBITDA at 100%

111,140

 

 

490,783

 

 

 

 

490,783

 

 

200,566

 

 

 

Add (less) items excluded from shopping center NOI:

 

 

 

 

 

 

 

 

 

 

 

General and administrative expenses

7,048

 

 

9,632

 

 

 

 

9,632

 

 

8,530

 

 

 

Management, leasing, and development services, net

(5

)

 

(32

)

 

 

 

(32

)

 

(384

)

 

 

Simon Property Group, Inc. transaction costs

17,060

 

 

 

 

 

 

 

 

 

 

 

Restructuring charges

2,395

 

 

876

 

 

 

 

876

 

 

 

 

 

Costs associated with shareholder activism

 

 

675

 

 

 

 

675

 

 

1,500

 

 

 

Straight-line of rents

1,661

 

 

(809

)

 

 

 

(809

)

 

(2,292

)

 

 

Nonoperating income, net

(13,498

)

 

(16,765

)

 

 

 

(16,765

)

 

(9,263

)

 

 

Gain on partial disposition of ownership interest in UJV

 

 

(138,696

)

 

 

 

(138,696

)

 

 

 

 

Gain on remeasurement of ownership interest in UJV

 

 

(145,010

)

 

 

 

(145,010

)

 

 

 

 

Impairment charge

39,668

 

 

 

 

 

 

 

 

 

 

 

Unallocated operating expenses and other

3,850

 

 

6,749

 

 

 

 

6,749

 

 

8,131

 

 

 

NOI at 100% - total portfolio

169,319

 

 

207,403

 

 

 

 

207,403

 

 

206,788

 

 

 

Less - NOI of non-comparable centers

(14,677

)

(1)

(21,295

)

(1)

 

 

(18,731

)

(2)

(13,187

)

(3)

 

NOI at 100% - comparable centers

154,642

 

 

186,108

 

 

(16.9)%

 

188,672

 

 

193,601

 

 

(2.5)%

Foreign currency exchange rate fluctuation adjustment

(77

)

 

 

 

 

 

 

 

 

 

 

NOI at 100% - comparable centers including lease cancellation income at constant currency

154,565

 

 

186,108

 

 

(16.9)%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NOI at 100% - comparable centers

154,642

 

 

186,108

 

 

 

 

188,672

 

 

193,601

 

 

 

Less lease cancellation income - comparable centers

(19,843

)

 

(1,045

)

 

 

 

(1,045

)

 

(3,041

)

 

 

NOI at 100% - comparable centers excluding lease cancellation income

134,799

 

 

185,063

 

 

(27.2)%

 

187,627

 

 

190,560

 

 

(1.5)%

Foreign currency exchange rate fluctuation adjustment

(77

)

 

 

 

 

 

1,202

 

 

 

 

 

NOI at 100% - comparable centers excluding lease cancellation income at constant currency

134,722

 

 

185,063

 

 

(27.2)%

 

188,829

 

 

190,560

 

 

(0.9)%

 

 

 

 

 

 

 

 

 

 

 

 

NOI at 100% - comparable centers

154,642

 

 

186,108

 

 

 

 

 

 

 

 

 

Less NOI of comparable centers attributable to noncontrolling partners in consolidated joint ventures and outside partners in UJVs

(48,832

)

 

(56,577

)

 

 

 

 

 

 

 

 

Beneficial interest in NOI - comparable centers including lease cancellation income

105,810

 

 

129,531

 

 

(18.3)%

 

 

 

 

 

 

Beneficial interest in foreign currency exchange rate fluctuation adjustment

(15

)

 

 

 

 

 

 

 

 

 

 

Beneficial interest in NOI - comparable centers including lease cancellation income at constant currency

105,795

 

 

129,531

 

 

(18.3)%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NOI at 100% - comparable centers excluding lease cancellation income

134,799

 

 

185,063

 

 

 

 

 

 

 

 

 

Less NOI of comparable centers excluding lease cancellation income attributable to noncontrolling partners in consolidated joint ventures and outside partners in UJVs

(43,401

)

 

(56,271

)

 

 

 

 

 

 

 

 

Beneficial interest in NOI - comparable centers excluding lease cancellation income

91,398

 

 

128,792

 

 

(29.0)%

 

 

 

 

 

 

Beneficial interest in foreign currency exchange rate fluctuation adjustment

(15

)

 

 

 

 

 

 

 

 

 

 

Beneficial interest in NOI - comparable centers excluding lease cancellation income at constant currency

91,383

 

 

128,792

 

 

(29.0)%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NOI at 100% - total portfolio

169,319

 

 

207,403

 

 

 

 

207,403

 

 

206,788

 

 

 

Less lease cancellation income - total portfolio

(25,953

)

 

(2,407

)

 

 

 

(2,407

)

 

(3,822

)

 

 

Less NOI attributable to noncontrolling partners in consolidated joint ventures and outside partners in UJVs excluding lease cancellation income - total portfolio

(45,202

)

 

(56,393

)

 

 

 

(56,393

)

 

(55,345

)

 

 

Beneficial interest in NOI - total portfolio excluding lease cancellation income

98,164

 

 

148,603

 

 

(33.9)%

 

148,603

 

 

147,621

 

 

0.7%

 

 

(1) Includes Beverly Center, The Gardens Mall, The Mall of San Juan, Stamford Town Center, and Taubman Prestige Outlets Chesterfield.

(2) Includes Beverly Center, The Gardens Mall, The Mall of San Juan, and Taubman Prestige Outlets Chesterfield.

(3) Includes Beverly Center, The Mall of San Juan, and Taubman Prestige Outlets Chesterfield.

TAUBMAN CENTERS, INC.

 

 

 

 

 

 

 

 

 

 

 

Table 8 - Reconciliation of Net Income (Loss) to Net Operating Income (NOI)

 

 

 

 

 

 

 

 

 

 

 

For the Periods Ended September 30, 2020, 2019, and 2018

 

 

 

 

 

 

 

 

 

 

 

(in thousands of dollars)

Year to Date

 

Year to Date

 

2020

 

2019

 

Growth %

 

2019

 

2018

 

Growth %

Net income (loss)

(41,959

)

 

363,005

 

 

 

 

363,005

 

 

102,804

 

 

 

Add (less) depreciation and amortization:

 

 

 

 

 

 

 

 

 

 

 

Consolidated businesses at 100%

162,769

 

 

137,064

 

 

 

 

137,064

 

 

124,325

 

 

 

Noncontrolling partners in consolidated joint ventures

(5,834

)

 

(6,169

)

 

 

 

(6,169

)

 

(5,480

)

 

 

Share of UJVs

48,257

 

 

53,808

 

 

 

 

53,808

 

 

51,570

 

 

 

Add (less) interest expense and income tax expense:

 

 

 

 

 

 

 

 

 

 

 

Interest expense:

 

 

 

 

 

 

 

 

 

 

 

Consolidated businesses at 100%

101,254

 

 

112,590

 

 

 

 

112,590

 

 

97,242

 

 

 

Noncontrolling partners in consolidated joint ventures

(8,277

)

 

(8,898

)

 

 

 

(8,898

)

 

(9,023

)

 

 

Share of UJVs

48,487

 

 

52,579

 

 

 

 

52,579

 

 

51,107

 

 

 

Income tax expense:

 

 

 

 

 

 

 

 

 

 

 

Consolidated businesses at 100%

545

 

 

4,924

 

 

 

 

4,924

 

 

(784

)

 

 

Noncontrolling partners in consolidated joint ventures

 

 

(189

)

 

 

 

(189

)

 

(134

)

 

 

Share of UJVs

1,362

 

 

2,680

 

 

 

 

2,680

 

 

2,387

 

 

 

Share of income tax expense on disposition of ownership interests

1,482

 

 

 

 

 

 

 

 

 

 

 

Less noncontrolling share of income of consolidated joint ventures

(1,015

)

 

(3,219

)

 

 

 

(3,219

)

 

(4,388

)

 

 

Add EBITDA attributable to outside partners:

 

 

 

 

 

 

 

 

 

 

 

EBITDA attributable to noncontrolling partners in consolidated joint ventures

15,126

 

 

18,475

 

 

 

 

18,475

 

 

19,025

 

 

 

EBITDA attributable to outside partners in UJVs

122,990

 

 

146,640

 

 

 

 

146,640

 

 

145,671

 

 

 

EBITDA at 100%

445,187

 

 

873,290

 

 

 

 

873,290

 

 

574,322

 

 

 

Add (less) items excluded from shopping center NOI:

 

 

 

 

 

 

 

 

 

 

 

General and administrative expenses

22,587

 

 

26,762

 

 

 

 

26,762

 

 

25,545

 

 

 

Management, leasing, and development services, net

(243

)

 

(1,118

)

 

 

 

(1,118

)

 

(1,294

)

 

 

Simon Property Group, Inc. transaction costs

32,505

 

 

 

 

 

 

 

 

 

 

 

Restructuring charges

2,757

 

 

1,585

 

 

 

 

1,585

 

 

(423

)

 

 

Costs associated with shareholder activism

 

 

16,675

 

 

 

 

16,675

 

 

10,000

 

 

 

Straight-line of rents

4,729

 

 

(5,993

)

 

 

 

(5,993

)

 

(9,706

)

 

 

Nonoperating income, net

(13,960

)

 

(33,449

)

 

 

 

(33,449

)

 

(15,349

)

 

 

Gains on partial dispositions of ownership interests in UJVs

(12,759

)

 

(138,696

)

 

 

 

(138,696

)

 

 

 

 

Gains on remeasurements of ownership interests in UJVs

(14,146

)

 

(145,010

)

 

 

 

(145,010

)

 

 

 

 

Impairment charge

39,668

 

 

 

 

 

 

 

 

 

 

 

Unallocated operating expenses and other

13,826

 

 

22,871

 

 

 

 

22,871

 

 

24,654

 

 

 

NOI at 100% - total portfolio

520,151

 

 

616,917

 

 

 

 

616,917

 

 

607,749

 

 

 

Less - NOI of non-comparable centers

(41,434

)

(1)

(57,636

)

(1)

 

 

(48,662

)

(2)

(32,015

)

(3)

 

NOI at 100% - comparable centers

478,717

 

 

559,281

 

 

(14.4)%

 

568,255

 

 

575,734

 

 

(1.3)%

Foreign currency exchange rate fluctuation adjustment

2,075

 

 

 

 

 

 

 

 

 

 

 

NOI at 100% - comparable centers including lease cancellation income at constant currency

480,792

 

 

559,281

 

 

(14.0)%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NOI at 100% - comparable centers

478,717

 

 

559,281

 

 

 

 

568,255

 

 

575,734

 

 

 

Less lease cancellation income - comparable centers

(26,938

)

 

(6,488

)

 

 

 

(7,480

)

 

(16,785

)

 

 

NOI at 100% - comparable centers excluding lease cancellation income

451,779

 

 

552,793

 

 

(18.3)%

 

560,775

 

 

558,949

 

 

0.3%

Foreign currency exchange rate fluctuation adjustment

2,075

 

 

 

 

 

 

4,572

 

 

 

 

 

NOI at 100% - comparable centers excluding lease cancellation income at constant currency

453,854

 

 

552,793

 

 

(17.9)%

 

565,347

 

 

558,949

 

 

1.1%

 

 

 

 

 

 

 

 

 

 

 

 

NOI at 100% - comparable centers

478,717

 

 

559,281

 

 

 

 

 

 

 

 

 

Less NOI of comparable centers attributable to noncontrolling partners in consolidated joint ventures and outside partners in UJVs

(145,357

)

 

(169,181

)

 

 

 

 

 

 

 

 

Beneficial interest in NOI - comparable centers including lease cancellation income

333,360

 

 

390,100

 

 

(14.5)%

 

 

 

 

 

 

Beneficial interest in foreign currency exchange rate fluctuation adjustment

436

 

 

 

 

 

 

 

 

 

 

 

Beneficial interest in NOI - comparable centers including lease cancellation income at constant currency

333,796

 

 

390,100

 

 

(14.4)%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NOI at 100% - comparable centers excluding lease cancellation income

451,779

 

(1)

552,793

 

(1)

 

 

 

 

 

 

 

Less NOI of comparable centers excluding lease cancellation income attributable to noncontrolling partners in consolidated joint ventures and outside partners in UJVs

(138,580

)

 

(167,770

)

 

 

 

 

 

 

 

 

Beneficial interest in NOI - comparable centers excluding lease cancellation income

313,199

 

 

385,023

 

 

(18.7)%

 

 

 

 

 

 

Beneficial interest in foreign currency exchange rate fluctuation adjustment

436

 

 

 

 

 

 

 

 

 

 

 

Beneficial interest in NOI - comparable centers excluding lease cancellation income at constant currency

313,635

 

 

385,023

 

 

(18.5)%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NOI at 100% - total portfolio

520,151

 

 

616,917

 

 

 

 

616,917

 

 

607,749

 

 

 

Less lease cancellation income - total portfolio

(33,695

)

 

(10,407

)

 

 

 

(10,407

)

 

(19,667

)

 

 

Less NOI attributable to noncontrolling partners in consolidated joint ventures and outside partners in UJVs excluding lease cancellation income - total portfolio

(145,973

)

 

(165,307

)

 

 

 

(165,307

)

 

(162,184

)

 

 

Beneficial interest in NOI - total portfolio excluding lease cancellation income

340,483

 

 

441,203

 

 

(22.8)%

 

441,203

 

 

425,898

 

 

3.6%

 

 

(1) Includes Beverly Center, The Gardens Mall, The Mall of San Juan, Stamford Town Center, and Taubman Prestige Outlets Chesterfield.

(2) Includes Beverly Center, The Gardens Mall, The Mall of San Juan, and Taubman Prestige Outlets Chesterfield.

(3) Includes Beverly Center, The Mall of San Juan, and Taubman Prestige Outlets Chesterfield.

TAUBMAN CENTERS, INC.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Table 9 - Debt Summary

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of September 30, 2020

 

 

 

 

 

 

 

 

 

 

 

(in millions of dollars, amounts may not add due to rounding)

 

 

 

 

 

 

 

 

 

 

 

 

Ownership %

 

Amortizing (A)/

 

Maturity

 

100%

 

Beneficial Interest

 

Effective Rate

 

LIBOR Rate

 

Consolidated Fixed Rate Debt:

(if not 100%)

 

Interest Only (I)

 

Date

 

9/30/2020

 

9/30/2020

(a)

9/30/2020

(b)

Spread

 

Cherry Creek Shopping Center

50.00

%

 

I

 

6/1/2028

 

550.0

 

 

275.0

 

 

3.85

%

 

 

 

City Creek Center

 

 

A

 

8/1/2023

 

74.0

 

 

74.0

 

 

4.37

%

 

 

 

Great Lakes Crossing Outlets

 

 

A

 

1/6/2023

 

189.6

 

 

189.6

 

 

3.60

%

 

 

 

The Mall at Short Hills

 

 

I

 

10/1/2027

 

1,000.0

 

 

1,000.0

 

 

3.48

%

 

 

 

Twelve Oaks Mall

 

 

A

 

3/6/2028

 

288.8

 

 

288.8

 

 

4.85

%

 

 

 

 

 

 

 

 

 

 

2,102.5

 

 

1,827.5

 

 

 

 

 

 

 

 

 

 

 

 

 

3.81

%

 

3.80

%

 

 

 

 

 

Consolidated Floating Rate Debt:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The Mall at Green Hills

 

 

I

 

12/1/2021

 

150.0

 

 

150.0

 

 

1.61

%

(c)

1.45%

(c)

International Market Place

93.50

%

 

I

 

8/9/2021

(d)

250.0

 

 

233.8

 

 

2.31

%

 

2.15%

(d)

TRG $65M Revolving Credit Facility

 

 

I

 

4/24/2021

 

0.0

 

(e)

0.0

 

 

1.55

%

(e)

1.40%

 

TRG $1.1B Revolving Credit Facility

 

 

I

 

2/1/2024

(f)

845.0

 

 

845.0

 

 

2.10

%

(f)(i)

1.60%

(f)(i)

 

 

 

 

 

 

 

1,245.0

 

 

1,228.8

 

 

 

 

 

 

 

 

 

 

 

 

 

2.08

%

 

2.08

%

 

 

 

 

 

Consolidated Floating Rate Debt Swapped to Fixed:

 

 

 

 

 

 

 

 

 

 

 

 

 

TRG $275M Term Loan

 

 

I

 

2/1/2025

 

275.0

 

 

275.0

 

 

3.94

%

(g)

1.80%

(g)(i)

TRG $250M Term Loan

 

 

I

 

3/31/2023

 

250.0

 

 

250.0

 

 

4.92

%

(h)

1.90%

(h)(i)

TRG $1.1B Revolving Credit Facility (portion swapped)

 

I

 

2/1/2024

(f)

25.0

 

 

25.0

 

 

3.74

%

(f)

1.60%

(f)(i)

U.S. Headquarters

 

 

I

 

3/1/2024

 

12.0

 

 

12.0

 

 

3.49

%

(j)

 

 

 

 

 

 

 

 

 

562.0

 

 

562.0

 

 

 

 

 

 

 

 

 

 

 

 

 

4.35

%

 

4.35

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Consolidated Deferred Financing Costs, Net

 

 

 

 

 

(11.9

)

 

(11.5

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Consolidated

 

 

 

 

 

 

3,897.5

 

 

3,606.7

 

 

 

 

 

 

Weighted Rate (excluding deferred financing costs)

 

 

 

 

 

3.34

%

 

3.30

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Joint Ventures Fixed Rate Debt:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CityOn.Xi'an

25.00

%

 

A

 

3/14/2029

 

156.1

 

(k)

39.0

 

 

6.00

%

 

 

 

CityOn.Zhengzhou

24.50

%

 

A

 

3/22/2032

 

76.9

 

(l)

18.8

 

 

5.60

%

(l)

 

 

Country Club Plaza

50.00

%

 

A

(m)

4/1/2026

 

312.9

 

 

156.5

 

 

3.85

%

 

 

 

Fair Oaks Mall

50.00

%

 

A

 

5/10/2023

 

251.8

 

 

125.9

 

 

5.32

%

 

 

 

The Gardens Mall

48.50

%

 

I - until 8/15/2021

(n)

7/15/2025

(n)

195.0

 

 

104.8

 

(n)

4.13

%

(n)

 

 

International Plaza

50.10

%

 

A

 

12/1/2021

 

293.1

 

 

146.9

 

 

4.85

%

 

 

 

The Mall at Millenia

50.00

%

 

I

 

10/15/2024

 

350.0

 

 

175.0

 

 

4.00

%

 

 

 

The Mall at Millenia

50.00

%

 

I

 

10/15/2024

 

100.0

 

 

50.0

 

 

3.75

%

 

 

 

Starfield Anseong

49.00

%

 

I

 

2/28/2025

 

239.7

 

(o)

117.5

 

 

2.16

%

(o)

 

 

Starfield Hanam

17.15

%

 

I

 

11/25/2020

 

266.6

 

(p)

45.7

 

 

2.58

%

(p)

 

 

Sunvalley

50.00

%

 

A

 

9/1/2022

 

162.0

 

 

81.0

 

 

4.44

%

 

 

 

Taubman Land Associates

50.00

%

 

A

 

11/1/2022

 

20.2

 

 

10.1

 

 

3.84

%

 

 

 

The Mall at University Town Center

50.00

%

 

I - until 12/1/2022

 

11/1/2026

 

280.0

 

 

140.0

 

 

3.40

%

 

 

 

Waterside Shops

50.00

%

 

I

(q)

4/15/2026

 

165.0

 

 

82.5

 

 

3.86

%

 

 

 

Westfarms

78.94

%

 

A

 

7/1/2022

 

270.2

 

 

213.3

 

 

4.50

%

 

 

 

 

 

 

 

 

 

 

3,139.7

 

 

1,507.0

 

 

 

 

 

 

 

 

 

 

 

 

 

4.05

%

 

4.09

%

 

 

 

 

 

Joint Venture Floating Rate Debt Swapped to Fixed:

 

 

 

 

 

 

 

 

 

 

 

 

 

International Plaza

50.10

%

 

A

 

12/1/2021

 

155.8

 

 

78.1

 

 

3.58

%

(r)

 

 

 

 

 

 

 

 

 

155.8

 

 

78.1

 

 

 

 

 

 

 

 

 

 

 

 

 

3.58

%

 

3.58

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Joint Venture Deferred Financing Costs, Net

 

 

 

 

 

(7.0

)

 

(3.4

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Joint Venture

 

 

 

 

 

 

3,288.4

 

 

1,581.6

 

 

 

 

 

 

Weighted Rate (excluding deferred financing costs)

 

 

 

 

 

4.03

%

 

4.07

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

TRG Beneficial Interest Totals:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed Rate Debt

 

 

 

 

 

 

5,242.1

 

 

3,334.4

 

 

 

 

 

 

 

 

 

 

 

 

 

3.95

%

 

3.93

%

 

 

 

 

 

Floating Rate Debt

 

 

 

 

 

 

1,245.0

 

 

1,228.8

 

 

 

 

 

 

 

 

 

 

 

 

 

2.08

%

 

2.08

%

 

 

 

 

 

Floating Rate Debt Swapped to Fixed

 

 

 

 

 

 

717.8

 

 

640.1

 

 

 

 

 

 

 

 

 

 

 

 

 

4.19

%

 

4.26

%