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     113  0 Kommentare Taubman Centers, Inc. Issues Second Quarter Results

    Taubman Centers, Inc. (NYSE: TCO) today reported financial results for the second quarter of 2020.

     

    June 30, 2020

    Three Months Ended

    June 30, 2019

    Three Months Ended

    June 30, 2020

    Six Months Ended

    June 30, 2019

    Six Months Ended

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

    ($34,069)(1)

    $6,266

    ($14,197)(1)

    $21,384

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

    ($0.55)(1)

    $0.10

    ($0.23)(1) 

    $0.35

    Funds from Operations (FFO) per diluted common share

    $0.29

    $0.78

    $1.08

    $1.71

    Growth rate

    (62.8)%

     

    (36.8)%

     

    Adjusted FFO (AFFO) per diluted common share

    $0.41(2)

    $0.94(3)

    $1.29(2)

    $1.88(3)

    Growth rate

    (56.4)%

     

    (31.4)%

     

    (1) Net income (loss) and EPS for the three and six-month periods ended June 30, 2020 were lower primarily due to disruption associated with the COVID-19 pandemic, including significant uncollectible tenant revenues. In addition, depreciation expense was higher due to the accelerated amortization of an allowance in connection with the upcoming closing of an anchor store. EPS for the six-month period ended June 30, 2020 included gains totaling approximately $0.28 per diluted common share related to the sale of 50 percent of our interest in CityOn.Xi’an.

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

    (3) AFFO for the three and six-month periods ended June 30, 2019 excludes restructuring charges, costs incurred related to the Blackstone transactions and costs associated with shareholder activism. AFFO for the six-month period ended June 30, 2019 also excludes the fluctuation in the fair value of equity securities.

    For the quarter ended June 30, 2020, AFFO per diluted share was $0.41. Disruption related to the COVID-19 pandemic, including widespread center closures for most of the quarter, significantly impacted results.

    The company recognized uncollectible tenant revenues of $32.6 million at our beneficial interest, or $0.37 per diluted share of AFFO, in the second quarter, primarily due to elevated tenant bankruptcies and nonpayments during the center closures. These closures negatively impacted sales-based rent and lease cancellation income and resulted in the write-off of straight-line receivables. Together these items reduced AFFO by an additional $0.13 per diluted share. The company’s second quarter 2019 AFFO also included $0.05 per diluted share of insurance proceeds related to the business interruption claim at The Mall of San Juan (San Juan, Puerto Rico).

    In aggregate, the above items account for a $0.55 year-over-year variance in second quarter AFFO.

    “As we’ve reopened centers, rent collections have steadily improved. We’re optimistic this trend will continue as tenants focus their operations on the best retail assets in each market,” said Robert S. Taubman, chairman, president and chief executive officer of Taubman Centers.

    Operating Statistics

    Comparable center NOI (comp center NOI) at our beneficial interest, excluding lease cancellation income, was down 25.3 percent in the quarter and down 13.3 percent year-to-date, using constant currency exchange rates. Higher year-over-year uncollectible rental revenues impacted comp center NOI by about 20 percent in the quarter and about 10 percent for the year.

    In light of the U.S. center closures, mall tenant sales per square foot, normally a key metric, is not meaningful in the quarter. Trailing 12-month U.S. sales per square foot were $866. In Asia, sales per square foot were up 4.3 percent in the second quarter and were flat year-to-date.

    Average rent per square foot for the quarter in U.S. comparable centers was $60.35, down 5.9 percent. Year-to-date average rent per square foot in U.S. comparable centers was $61.14, down 4 percent. Lower sales-based rent, a result of center closures and the overall effects of the pandemic, as well as lower year-over-year rents from Forever 21, collectively impacted average rent per square foot by 4.7 percent in the second quarter and 3.8 percent year-to-date.

    Ending occupancy in U.S. comparable centers was 91.5 percent on June 30, 2020, down 0.3 percent compared from June 30, 2019.

    Leased space in U.S. comparable centers was 93.8 percent on June 30, 2020, down 1.1 percent from June 30, 2019.

    Financing Activity

    In late March, the company borrowed $350 million on its $1.1 billion primary revolving line of credit, as a precautionary measure to increase liquidity and financial flexibility due to the uncertainty caused by the COVID-19 pandemic. In late June, the company repaid $100 million, which reduced the outstanding balance on the line of credit to $870 million as of June 30, 2020.

    As of June 30, 2020, the company had a consolidated cash balance of $241 million and $119 million available on its lines of credit.

    In early August, the company amended its primary $1.1 billion revolving line of credit and unsecured term loan agreements. To ensure appropriate financial flexibility through the pandemic, the amended loan agreement waives compliance with quarterly financial covenants beginning in the third quarter of 2020 through the second quarter of 2021 and replaces them with a minimum liquidity requirement. The company was in full compliance with respect to all covenants as of the second quarter.

    Other key features of the amended agreements during the waiver period include:

    • Flexibility to complete planned capital spending, including tenant allowances;
    • Continued ability to distribute taxable income in accordance with our partnership agreement and REIT qualification requirements;
    • Ability to continue dividend payments on Series J Cumulative Preferred Shares (NYSE: TCO PR J) and Series K Cumulative Preferred Shares (NYSE: TCO PR K);

    “We’re pleased to have completed this amendment, which provides financial flexibility while our portfolio continues to rebound from the pandemic,” said Simon J. Leopold, executive vice president and chief financial officer. “We greatly appreciate the strong support we have received from our banking partners over the years and particularly during this unprecedented time.”

    In August, the company extended the maturity date on the $150 million loan for The Mall at Green Hills (Nashville, Tenn.) for one year to December 1, 2021. On December 1, 2020, the loan will bear interest at a variable rate equal to the greater of LIBOR plus 2.75% or 3.25%.

    The construction facilities at Starfield Hanam (Hanam, South Korea) mature in November 2020. The company expects to complete the refinancing at a lower interest rate in the third quarter of 2020. This financing is expected to provide excess proceeds of approximately $35 million at our beneficial interest and combined with the release of additional reserves will allow us to repatriate $58 million at our beneficial interest in the third quarter.

    These activities address all the company’s debt maturities occurring in 2020.

    Starfield Anseong

    On September 25th, Starfield Anseong (Gyeonggi Province, South Korea) will celebrate its grand opening, marking Taubman Asia’s fourth investment and second joint venture with Shinsegae Group. This new one million square foot shopping mall will be the first modern shopping, dining and entertainment destination to serve Anseong, a high-growth city in Greater Seoul.

    Starfield Anseong will feature about 280 tenants, including prominent international brands like Zara, Nike, Uniqlo, H&M, Vans, COS, Guess, Adidas, BMW and many others. The center will be anchored by E-Mart Traders, ElectroMart, Toy Kingdom and Hanssem, as well as several successful entertainment concepts, including Aquafield, Sports Monster and Megabox, an upscale cinema.

    The center is opening ahead of schedule and in advance of Chuseok, an important shopping period in South Korea. We expect to be over 90 percent occupied and nearly 100 percent leased at opening.

    “In our second partnership with Shinsegae we have successfully created an impressive, modern retail and entertainment experience that will serve Anseong’s rapidly growing population,” said Paul Wright, president, Taubman Asia. “We’re delighted with the collection of brands we’ve assembled and the very high-quality nature of the project we’re delivering to this community. It will be a unique experience for our customers to enjoy.”

    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 using enhanced safety protocols designed to ensure the health and safety of both our tenants and the communities we serve. Traffic, tenant sales and rent collections have improved each month as mandates were eased or lifted and in-store shopping has resumed. All centers are fully operating, with the exception of Beverly Center (Los Angeles, Calif.) and Sunvalley Shopping Center (Concord, Calif.), where retail offerings are limited to “curbside pickup” and tenants with exterior access. After an initial reopening, both centers were mandated to close. Excluding those two centers, 90 percent of our U.S. stores have reopened.

    The company’s three Asia shopping centers – CityOn.Xi’an (Xi’an, China), CityOn.Zhengzhou (Zhengzhou, Henan, China) and Starfield Hanam (Hanam, South Korea) – have rebounded quickly after experiencing varying levels of disruption. CityOn.Xi’an was closed for about a month and reopened on February 29. CityOn.Zhengzhou was closed for 10 days and reopened on February 27. Starfield Hanam never closed. About 90 percent of tenants had reopened by the end of April. Today nearly all tenants are open following approval for cinemas to reopen in China on July 20th. Total mall tenant sales for the portfolio have recovered, as May and June sales volumes were near 2019 levels.

    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 $100 million to $110 million, at our beneficial interest, which represents an approximately 50 percent reduction from the original budgeted amount. In Asia, the only material capital spending is related to the completion of Starfield Anseong, which is being funded by a construction loan.

    Operating expenses for the year are expected to be reduced by about $10 million, at our beneficial interest. In addition, the company did not declare a second quarter dividend on its common stock, preserving approximately $60 million of additional cash.

    These cash preservation initiatives, together with the cash on hand, borrowing capacity under our lines of credit, and proceeds from the Starfield Hanam refinancing are expected to provide sufficient liquidity for the company’s near-term operations.

    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 second 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 shopping centers in the U.S. and Asia. Taubman’s U.S.-owned properties are the most productive in the publicly held U.S. regional 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, retail environment, tenants, customers, and employees, as well as center 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, center 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 retail 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 in foreign entities; 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 June 30, 2020 and 2019

     

     

     

     

     

     

     

    (in thousands of dollars, except as indicated)

    Three Months Ended

     

    Year to Date

     

    2020

     

    2019

     

    2020

     

    2019

    Net income (loss)

    (41,795

    )

     

    16,877

     

     

    (5,311

    )

     

    46,615

     

    Noncontrolling share of income of consolidated joint ventures

    (300

    )

     

    (832

    )

     

    (1,323

    )

     

    (2,261

    )

    Noncontrolling share of (income) loss of TRG

    13,811

     

     

    (3,408

    )

     

    4,601

     

     

    (10,209

    )

    Distributions to participating securities of TRG

     

     

    (593

    )

     

    (595

    )

     

    (1,220

    )

    Preferred stock dividends

    (5,785

    )

     

    (5,785

    )

     

    (11,569

    )

     

    (11,569

    )

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

    (34,069

    )

     

    6,259

     

     

    (14,197

    )

     

    21,356

     

    Net income (loss) per common share - basic

    (0.55

    )

     

    0.10

     

     

    (0.23

    )

     

    0.35

     

    Net income (loss) per common share - diluted

    (0.55

    )

     

    0.10

     

     

    (0.23

    )

     

    0.35

     

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

    25,963

     

     

    68,790

     

     

    95,921

     

     

    150,083

     

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

    18,213

     

     

    48,018

     

     

    67,090

     

     

    105,797

     

    Funds from Operations per common share - basic (1)

    0.30

     

     

    0.78

     

     

    1.09

     

     

    1.73

     

    Funds from Operations per common share - diluted (1)

    0.29

     

     

    0.78

     

     

    1.08

     

     

    1.71

     

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

    36,558

     

     

    82,940

     

     

    114,902

     

     

    165,512

     

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

    25,653

     

     

    57,896

     

     

    80,389

     

     

    116,584

     

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

    0.42

     

     

    0.95

     

     

    1.31

     

     

    1.91

     

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

    0.41

     

     

    0.94

     

     

    1.29

     

     

    1.88

     

    Weighted average number of common shares outstanding - basic

    61,590,226

     

     

    61,171,614

     

     

    61,419,931

     

     

    61,147,947

     

    Weighted average number of common shares outstanding - diluted

    61,590,226

     

     

    61,339,925

     

     

    61,419,931

     

     

    61,354,428

     

    Common shares outstanding at end of period

    61,615,362

     

     

    61,208,580

     

     

     

     

     

    Weighted average units - Operating Partnership - basic

    87,707,362

     

     

    87,633,194

     

     

    87,687,555

     

     

    86,820,900

     

    Weighted average units - Operating Partnership - diluted

    88,783,724

     

     

    88,672,767

     

     

    88,773,594

     

     

    87,898,643

     

    Units outstanding at end of period - Operating Partnership

    87,712,025

     

     

    87,639,296

     

     

     

     

     

    Ownership percentage of the Operating Partnership at end of period

    70.2

    %

     

    69.8

    %

     

    70.0

    %

     

    70.4

    %

    Number of owned shopping centers at end of period

    24

     

     

    24

     

     

     

     

     

    Operating Statistics:

     

     

     

     

     

     

     

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

    (24.0

    )%

     

    2.4

    %

     

    (13.2

    )%

     

    (0.7

    )%

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

    (23.4

    )%

     

     

     

    (12.6

    )%

     

     

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

    (24.7

    )%

     

    0.3

    %

     

    (13.8

    )%

     

    1.3

    %

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

    (24.1

    )%

     

    1.4

    %

     

    (13.2

    )%

     

    2.2

    %

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

    (24.8

    )%

     

     

     

    (12.7

    )%

     

     

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

    (24.6

    )%

     

     

     

    (12.5

    )%

     

     

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

    (25.5

    )%

     

     

     

    (13.4

    )%

     

     

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

    (25.3

    )%

     

     

     

    (13.3

    )%

     

     

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

    (30.8

    )%

     

    4.6

    %

     

    (17.2

    )%

     

    5.1

    %

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

    69.77

     

     

    71.75

     

     

    70.03

     

     

    71.31

     

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

    50.75

     

     

    56.41

     

     

    52.08

     

     

    55.97

     

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

    60.35

     

     

    64.13

     

     

    61.14

     

     

    63.67

     

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

    (5.9

    )%

     

     

     

    (4.0

    )%

     

     

    Ending occupancy - all U.S. centers

    89.8

    %

     

    91.0

    %

     

     

     

     

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

    91.5

    %

     

    91.8

    %

     

     

     

     

    Leased space - all U.S. centers

    91.9

    %

     

    94.0

    %

     

     

     

     

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

    93.8

    %

     

    94.9

    %

     

     

     

     

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

    415,944

     

     

    1,574,512

     

     

    1,751,227

     

     

    3,205,891

     

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

    357,246

     

     

    1,374,140

     

     

    1,530,574

     

     

    2,887,608

     

     

     

     

     

     

    12-Months Trailing

    Operating Statistics:

     

     

     

     

    2020

     

    2019

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

     

     

     

     

    5,460,510

     

     

    6,519,819

     

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

     

     

     

     

    4,773,841

     

     

    5,914,845

     

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

     

     

     

     

    866

     

     

    956

     

    All U.S. centers (4):

     

     

     

     

     

     

     

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

     

     

     

     

    17.2

    %

     

    13.5

    %

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

     

     

     

     

    14.0

    %

     

    11.9

    %

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

     

     

     

     

    15.7

    %

     

    12.7

    %

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

     

     

     

     

     

     

     

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

     

     

     

     

    16.7

    %

     

    13.1

    %

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

     

     

     

     

    13.9

    %

     

    11.8

    %

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

     

     

     

     

    15.4

    %

     

    12.5

    %

    (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 June 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 June 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

     

    112,218

     

     

    110,596

     

     

    147,006

     

     

    142,097

     

    Overage rents

     

    749

     

     

    3,120

     

     

    1,713

     

     

    5,164

     

    Management, leasing, and development services

     

    824

     

     

     

     

    892

     

     

     

    Other

     

    4,744

     

     

    6,234

     

     

    11,993

     

     

    6,660

     

    Total revenues

     

    118,535

     

     

    119,950

     

     

    161,604

     

     

    153,921

     

     

     

     

     

     

     

     

     

     

    EXPENSES:

     

     

     

     

     

     

     

     

    Maintenance, taxes, utilities, and promotion

     

    34,511

     

     

    44,133

     

     

    39,182

     

     

    46,179

     

    Other operating

     

    12,792

     

     

    5,800

     

     

    21,232

     

     

    6,853

     

    Management, leasing, and development services

     

    659

     

     

     

     

    491

     

     

     

    General and administrative

     

    7,523

     

     

     

     

    8,554

     

     

     

    Restructuring charges

     

     

     

     

     

    84

     

     

     

    Simon Property Group, Inc. transaction costs

     

    9,060

     

     

     

     

     

     

     

    Costs associated with shareholder activism

     

     

     

     

     

    12,000

     

     

     

    Interest expense

     

    33,353

     

     

    34,517

     

     

    38,010

     

     

    35,685

     

    Depreciation and amortization

     

    61,838

     

     

    33,601

     

     

    44,259

     

     

    35,622

     

    Total expenses

     

    159,736

     

     

    118,051

     

     

    163,812

     

     

    124,339

     

     

     

     

     

     

     

     

     

     

    Nonoperating income (expense)

     

    (910

    )

     

    487

     

     

    6,627

     

     

    923

     

     

     

    (42,111

    )

     

    2,386

     

     

    4,419

     

     

    30,505

     

    Income tax benefit (expense)

     

    248

     

     

    (1,289

    )

     

    (2,364

    )

     

    (2,461

    )

    Equity in income (loss) of UJVs

     

    (712

    )

     

     

     

    14,822

     

     

     

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

     

    363

     

     

     

     

     

     

     

    Gains on remeasurements of ownership interests in UJVs

     

    417

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    Net income (loss)

     

    (41,795

    )

     

    1,097

     

     

    16,877

     

     

    28,044

     

    Net income/loss attributable to noncontrolling interests:

     

     

     

     

     

     

     

     

    Noncontrolling share of income of consolidated joint ventures

     

    (300

    )

     

     

     

    (832

    )

     

     

    Noncontrolling share of (income) loss of TRG

     

    13,811

     

     

     

     

    (3,408

    )

     

     

    Distributions to participating securities of TRG

     

     

     

     

     

    (593

    )

     

     

    Preferred stock dividends

     

    (5,785

    )

     

     

     

    (5,785

    )

     

     

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

     

    (34,069

    )

     

     

     

    6,259

     

     

     

     

     

     

     

     

     

     

     

     

    SUPPLEMENTAL INFORMATION:

     

     

     

     

     

     

     

     

    EBITDA - 100%

     

    53,860

     

     

    70,504

     

     

    86,688

     

     

    101,812

     

    EBITDA - outside partners' share

     

    (4,931

    )

     

    (39,531

    )

     

    (6,113

    )

     

    (49,119

    )

    Beneficial interest in EBITDA

     

    48,929

     

     

    30,973

     

     

    80,575

     

     

    52,693

     

    Gain on insurance recoveries - The Mall of San Juan

     

     

     

     

     

    (1,418

    )

     

     

    Gains on partial dispositions of ownership interests in UJVs

     

    (363

    )

     

     

     

     

     

     

    Gains on remeasurements of ownership interests in UJVs

     

    (417

    )

     

     

     

     

     

     

    Beneficial interest expense

     

    (30,605

    )

     

    (15,945

    )

     

    (34,981

    )

     

    (18,005

    )

    Beneficial income tax benefit (expense) - TRG and TCO

     

    248

     

     

    (104

    )

     

    (2,225

    )

     

    (912

    )

    Beneficial income tax expense - TCO

     

    19

     

     

     

     

     

     

     

    Non-real estate depreciation

     

    (987

    )

     

     

     

    (1,152

    )

     

     

    Preferred dividends and distributions

     

    (5,785

    )

     

     

     

    (5,785

    )

     

     

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

     

    11,039

     

     

    14,924

     

     

    35,014

     

     

    33,776

     

     

     

     

     

     

     

     

     

     

    STRAIGHTLINE AND PURCHASE ACCOUNTING ADJUSTMENTS:

     

     

     

     

     

     

     

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

     

    (3,668

    )

     

    (441

    )

     

    917

     

     

    437

     

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

     

     

     

    32

     

     

     

     

    84

     

    The Mall at Green Hills purchase accounting adjustments - rental revenues

     

    8

     

     

     

     

    13

     

     

     

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

     

     

     

    (355

    )

     

     

     

    (177

    )

    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 Six Months Ended June 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

     

    254,876

     

     

    245,538

     

     

    291,295

     

     

    271,653

     

    Overage rents

     

    4,966

     

     

    8,746

     

     

    4,854

     

     

    11,543

     

    Management, leasing, and development services

     

    1,390

     

     

     

     

    2,108

     

     

     

    Other

     

    16,762

     

     

    13,363

     

     

    23,555

     

     

    13,366

     

    Total revenues

     

    277,994

     

     

    267,647

     

     

    321,812

     

     

    296,562

     

     

     

     

     

     

     

     

     

     

    EXPENSES:

     

     

     

     

     

     

     

     

    Maintenance, taxes, utilities, and promotion

     

    73,262

     

     

    88,966

     

     

    77,720

     

     

    87,139

     

    Other operating

     

    30,934

     

     

    13,301

     

     

    40,457

     

     

    12,374

     

    Management, leasing, and development services

     

    1,152

     

     

     

     

    1,022

     

     

     

    General and administrative

     

    15,539

     

     

     

     

    17,130

     

     

     

    Restructuring charges

     

    362

     

     

     

     

    709

     

     

     

    Simon Property Group, Inc. transaction costs

     

    15,445

     

     

     

     

     

     

     

    Costs associated with shareholder activism

     

     

     

     

     

    16,000

     

     

     

    Interest expense

     

    68,202

     

     

    69,174

     

     

    74,895

     

     

    68,183

     

    Depreciation and amortization

     

    113,534

     

     

    67,863

     

     

    89,215

     

     

    69,312

     

    Total expenses

     

    318,430

     

     

    239,304

     

     

    317,148

     

     

    237,008

     

     

     

     

     

     

     

     

     

     

    Nonoperating income (expense)

     

    (362

    )

     

    824

     

     

    15,360

     

     

    1,324

     

     

     

    (40,798

    )

     

    29,167

     

     

    20,024

     

     

    60,878

     

    Income tax expense

     

    (508

    )

     

    (3,228

    )

     

    (2,903

    )

     

    (4,369

    )

    Equity in income of UJVs

     

    10,572

     

     

     

     

    29,494

     

     

     

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

     

    11,277

     

     

     

     

     

     

     

    Gains on remeasurements of ownership interests in UJVs

     

    14,146

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    Net income (loss)

     

    (5,311

    )

     

    25,939

     

     

    46,615

     

     

    56,509

     

    Net income/loss attributable to noncontrolling interests:

     

     

     

     

     

     

     

     

    Noncontrolling share of income of consolidated joint ventures

     

    (1,323

    )

     

     

     

    (2,261

    )

     

     

    Noncontrolling share of (income) loss of TRG

     

    4,601

     

     

     

     

    (10,209

    )

     

     

    Distributions to participating securities of TRG

     

    (595

    )

     

     

     

    (1,220

    )

     

     

    Preferred stock dividends

     

    (11,569

    )

     

     

     

    (11,569

    )

     

     

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

     

    (14,197

    )

     

     

     

    21,356

     

     

     

     

     

     

     

     

     

     

     

     

    SUPPLEMENTAL INFORMATION:

     

     

     

     

     

     

     

     

    EBITDA - 100%

     

    167,843

     

     

    166,204

     

     

    184,134

     

     

    198,373

     

    EBITDA - outside partners' share

     

    (10,722

    )

     

    (90,810

    )

     

    (12,852

    )

     

    (96,263

    )

    Beneficial interest in EBITDA

     

    157,121

     

     

    75,394

     

     

    171,282

     

     

    102,110

     

    Gain on insurance recoveries - The Mall of San Juan

     

     

     

     

     

    (1,418

    )

     

     

    Gains on partial dispositions of ownership interests in UJVs

     

    (12,759

    )

     

     

     

     

     

     

    Gains on remeasurements of ownership interests in UJVs

     

    (14,146

    )

     

     

     

     

     

     

    Beneficial interest expense

     

    (62,658

    )

     

    (32,360

    )

     

    (68,841

    )

     

    (34,781

    )

    Beneficial income tax expense - TRG and TCO

     

    (508

    )

     

    (429

    )

     

    (2,714

    )

     

    (1,689

    )

    Beneficial income tax expense - TCO

     

    19

     

     

     

     

     

     

     

    Non-real estate depreciation

     

    (2,184

    )

     

     

     

    (2,297

    )

     

     

    Preferred dividends and distributions

     

    (11,569

    )

     

     

     

    (11,569

    )

     

     

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

     

    53,316

     

     

    42,605

     

     

    84,443

     

     

    65,640

     

     

     

     

     

     

     

     

     

     

    STRAIGHTLINE AND PURCHASE ACCOUNTING ADJUSTMENTS:

     

     

     

     

     

     

     

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

     

    (2,928

    )

     

    (554

    )

     

    2,715

     

     

    603

     

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

     

     

     

    111

     

     

     

     

    196

     

    The Mall at Green Hills purchase accounting adjustments - rental revenues

     

    19

     

     

     

     

    48

     

     

     

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

     

     

     

    (641

    )

     

     

     

    (177

    )

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

     

     

     

    (1,056

    )

     

     

     

    (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.
    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 is currently being marketed for sale. 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 six months ended June 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 adjustment - 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

     

     

     

     

     

     

     

     

     

     

     

     

     

    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 June 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

    (34,069

    )

     

    61,590,226

     

     

    (0.55

    )

     

    6,259

     

     

    61,171,614

     

     

    0.10

     

    Add impact of share-based compensation

     

     

     

     

     

     

    7

     

     

    168,311

     

     

     

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

    (34,069

    )

     

    61,590,226

     

     

    (0.55

    )

     

    6,266

     

     

    61,339,925

     

     

    0.10

     

    Add TCO's additional income tax expense

    19

     

     

     

     

     

     

     

     

     

     

     

    Add depreciation of TCO's additional basis

    1,481

     

     

     

     

    0.02

     

     

    1,617

     

     

     

     

    0.03

     

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

    (32,569

    )

     

    61,590,226

     

     

    (0.53

    )

     

    7,883

     

     

    61,339,925

     

     

    0.13

     

    Add noncontrolling share of income (loss) of TRG

    (13,811

    )

     

    26,322,236

     

     

     

     

    3,408

     

     

    26,461,580

     

     

     

    Add distributions to participating securities of TRG

     

     

    871,262

     

     

     

     

    593

     

     

    871,262

     

     

     

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

    (46,380

    )

     

    88,783,724

     

     

    (0.52

    )

     

    11,884

     

     

    88,672,767

     

     

    0.13

     

    Add (less) depreciation and amortization:

     

     

     

     

     

     

     

     

     

     

     

    Consolidated businesses at 100%

    61,838

     

     

     

     

    0.70

     

     

    44,259

     

     

     

     

    0.50

     

    Depreciation of TCO's additional basis

    (1,481

    )

     

     

     

    (0.02

    )

     

    (1,617

    )

     

     

     

    (0.02

    )

    Noncontrolling partners in consolidated joint ventures

    (1,883

    )

     

     

     

    (0.02

    )

     

    (2,113

    )

     

     

     

    (0.02

    )

    Share of UJVs

    15,636

     

     

     

     

    0.18

     

     

    18,954

     

     

     

     

    0.21

     

    Non-real estate depreciation

    (987

    )

     

     

     

    (0.01

    )

     

    (1,152

    )

     

     

     

    (0.01

    )

    Less gain on insurance recoveries - The Mall of San Juan

     

     

     

     

     

     

    (1,418

    )

     

     

     

    (0.02

    )

    Less gains on partial dispositions of ownership interests in UJVs

    (363

    )

     

     

     

     

     

     

     

     

     

     

    Less gains on remeasurements of ownership interests in UJVs

    (417

    )

     

     

     

     

     

     

     

     

     

     

    Less impact of share-based compensation

     

     

     

     

     

     

    (7

    )

     

     

     

     

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

    25,963

     

     

    88,783,724

     

     

    0.29

     

     

    68,790

     

     

    88,672,767

     

     

    0.78

     

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

    70.2

    %

     

     

     

     

     

    69.8

    %

     

     

     

     

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

    18,232

     

     

     

     

    0.29

     

     

    48,018

     

     

     

     

    0.78

     

    Less TCO's additional income tax expense

    (19

    )

     

     

     

     

     

     

     

     

     

     

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

    18,213

     

     

     

     

    0.29

     

     

    48,018

     

     

     

     

    0.78

     

     

     

     

     

     

     

     

     

     

     

     

     

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

    25,963

     

     

    88,783,724

     

     

    0.29

     

     

    68,790

     

     

    88,672,767

     

     

    0.78

     

    Simon Property Group, Inc. transaction costs

    9,060

     

     

     

     

    0.10

     

     

     

     

     

     

     

    Costs associated with shareholder activism

     

     

     

     

     

     

    12,000

     

     

     

     

    0.14

     

    Restructuring charges

     

     

     

     

     

     

    84

     

     

     

     

     

    Costs related to Blackstone transactions (2)

     

     

     

     

     

     

    2,066

     

     

     

     

    0.02

     

    Fluctuation in fair value of equity securities

    1,535

     

     

     

     

    0.02

     

     

     

     

     

     

     

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

    36,558

     

     

    88,783,724

     

     

    0.41

     

     

    82,940

     

     

    88,672,767

     

     

    0.94

     

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

    70.2

    %

     

     

     

     

     

    69.8

    %

     

     

     

     

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

    25,672

     

     

     

     

    0.41

     

     

    57,896

     

     

     

     

    0.94

     

    Less TCO's additional income tax expense

    (19

    )

     

     

     

     

     

     

     

     

     

     

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

    25,653

     

     

     

     

    0.41

     

     

    57,896

     

     

     

     

    0.94

     

    (1)

    For the three months ended June 30, 2020, Funds from Operations attributable to TCO's common shareholders was $17,992 using TCO's diluted average ownership percentage of TRG of 69.4%. For the three months ended June 30, 2019, Funds from Operations attributable to TCO's common shareholders was $47,455 using TCO's diluted average ownership percentage of TRG of 69.0%.

    (2)

     

     

    For the three months ended June 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 Benefit (Expense), respectively, in our Statement of Operations and Comprehensive Income (Loss).

    (3)

     

     

    For the three months ended June 30, 2020, Adjusted Funds from Operations attributable to TCO's common shareholders was $25,342 using TCO's diluted average ownership percentage of TRG of 69.4%. For the three months ended June 30, 2019, Adjusted Funds from Operations attributable to TCO's common shareholders was $57,217 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 Shareowners to Funds from Operations and Adjusted Funds from Operations

    For the Six Months Ended June 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

    (14,197

    )

     

    61,419,931

     

     

    (0.23

    )

     

    21,356

     

     

    61,147,947

     

     

    0.35

     

    Add impact of share-based compensation

     

     

     

     

     

     

    28

     

     

    206,481

     

     

     

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

    (14,197

    )

     

    61,419,931

     

     

    (0.23

    )

     

    21,384

     

     

    61,354,428

     

     

    0.35

     

    Add TCO's additional income tax expense

    19

     

     

     

     

     

     

     

     

     

     

     

    Add depreciation of TCO's additional basis

    2,962

     

     

     

     

    0.05

     

     

    3,234

     

     

     

     

    0.05

     

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

    (11,216

    )

     

    61,419,931

     

     

    (0.18

    )

     

    24,618

     

     

    61,354,428

     

     

    0.40

     

    Add noncontrolling share of income (loss) of TRG

    (4,601

    )

     

    26,482,401

     

     

     

     

    10,209

     

     

    25,672,953

     

     

     

    Add distributions to participating securities of TRG

    595

     

     

    871,262

     

     

     

     

    1,220

     

     

    871,262

     

     

     

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

    (15,222

    )

     

    88,773,594

     

     

    (0.17

    )

     

    36,047

     

     

    87,898,643

     

     

    0.41

     

    Add (less) depreciation and amortization:

     

     

     

     

     

     

     

     

     

     

     

    Consolidated businesses at 100%

    113,534

     

     

     

     

    1.28

     

     

    89,215

     

     

     

     

    1.01

     

    Depreciation of TCO's additional basis

    (2,962

    )

     

     

     

    (0.03

    )

     

    (3,234

    )

     

     

     

    (0.04

    )

    Noncontrolling partners in consolidated joint ventures

    (3,855

    )

     

     

     

    (0.04

    )

     

    (4,348

    )

     

     

     

    (0.05

    )

    Share of UJVs

    32,033

     

     

     

     

    0.36

     

     

    36,146

     

     

     

     

    0.41

     

    Non-real estate depreciation

    (2,184

    )

     

     

     

    (0.01

    )

     

    (2,297

    )

     

     

     

    (0.03

    )

    Less gain on insurance recoveries - The Mall of San Juan

     

     

     

     

     

     

    (1,418

    )

     

     

     

    (0.02

    )

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

    (11,277

    )

     

     

     

    (0.13

    )

     

     

     

     

     

     

    Less gains on remeasurements of ownership interests in UJVs

    (14,146

    )

     

     

     

    (0.16

    )

     

     

     

     

     

     

    Less impact of share-based compensation

     

     

     

     

     

     

    (28

    )

     

     

     

     

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

    95,921

     

     

    88,773,594

     

     

    1.08

     

     

    150,083

     

     

    87,898,643

     

     

    1.71

     

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

    70.0

    %

     

     

     

     

     

    70.4

    %

     

     

     

     

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

    67,109

     

     

     

     

    1.08

     

     

    105,797

     

     

     

     

    1.71

     

    Less TCO's additional income tax expense

    (19

    )

     

     

     

     

     

     

     

     

     

     

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

    67,090

     

     

     

     

    1.08

     

     

    105,797

     

     

     

     

    1.71

     

     

     

     

     

     

     

     

     

     

     

     

     

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

    95,921

     

     

    88,773,594

     

     

    1.08

     

     

    150,083

     

     

    87,898,643

     

     

    1.71

     

    Simon Property Group, Inc. transaction costs

    15,445

     

     

     

     

    0.17

     

     

     

     

     

     

     

    Costs associated with shareholder activism

     

     

     

     

     

     

    16,000

     

     

     

     

    0.18

     

    Restructuring charges

    362

     

     

     

     

     

     

    709

     

     

     

     

    0.01

     

    Costs related to Blackstone transactions (2)

    1,113

     

     

     

     

    0.01

     

     

    2,066

     

     

     

     

    0.02

     

    Taubman Asia President transition costs

    244

     

     

     

     

     

     

     

     

     

     

     

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

    282

     

     

     

     

     

     

     

     

     

     

     

    Fluctuation in fair value of equity securities

    1,535

     

     

     

     

    0.02

     

     

    (3,346

    )

     

     

     

    (0.04

    )

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

    114,902

     

     

    88,773,594

     

     

    1.29

     

     

    165,512

     

     

    87,898,643

     

     

    1.88

     

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

    70.0

    %

     

     

     

     

     

    70.4

    %

     

     

     

     

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

    80,408

     

     

     

     

    1.29

     

     

    116,584

     

     

     

     

    1.88

     

    Less TCO's additional income tax expense

    (19

    )

     

     

     

     

     

     

     

     

     

     

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

    80,389

     

     

     

     

    1.29

     

     

    116,584

     

     

     

     

    1.88

     

    (1)

     

    For the six months ended June 30, 2020, Funds from Operations attributable to TCO's common shareholders was $66,265 using TCO's diluted average ownership percentage of TRG of 69.2%. For the six months ended June 30, 2019, Funds from Operations attributable to TCO's common shareholders was $104,474 using TCO's diluted average ownership percentage of TRG of 69.6%.

    (2)

     

     

    For the six months ended June 30, 2020, includes $1.1 million of deferred income tax expense related to the Blackstone transactions, which has been recorded within Income Tax Benefit (Expense) in our Statement of Operations and Comprehensive Income (Loss). For the six months ended June 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 Benefit (Expense), respectively, in our Statement of Operations and Comprehensive Income (Loss).

    (3)

     

    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 have been recorded within Equity in Income of UJVs in our Statement of Operations and Comprehensive Income (Loss).

    (4)

     

    For the six months ended June 30, 2020, Adjusted Funds from Operations attributable to TCO's common shareholders was $79,402 using TCO's diluted average ownership percentage of TRG of 69.2%. For the six months ended June 30, 2019, Adjusted Funds from Operations attributable to TCO's common shareholders was $115,133 using TCO's diluted average ownership percentage of TRG of 69.6%.

    TAUBMAN CENTERS, INC.

     

     

     

     

     

     

     

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

     

     

     

     

    For the Periods Ended June 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)

    (41,795

    )

     

    16,877

     

     

    (5,311

    )

     

    46,615

     

     

     

     

     

     

     

     

     

    Add (less) depreciation and amortization:

     

     

     

     

     

     

     

    Consolidated businesses at 100%

    61,838

     

     

    44,259

     

     

    113,534

     

     

    89,215

     

    Noncontrolling partners in consolidated joint ventures

    (1,883

    )

     

    (2,113

    )

     

    (3,855

    )

     

    (4,348

    )

    Share of UJVs

    15,636

     

     

    18,954

     

     

    32,033

     

     

    36,146

     

     

     

     

     

     

     

     

     

    Add (less) interest expense and income tax expense (benefit):

     

     

     

     

     

     

     

    Interest expense:

     

     

     

     

     

     

     

    Consolidated businesses at 100%

    33,353

     

     

    38,010

     

     

    68,202

     

     

    74,895

     

    Noncontrolling partners in consolidated joint ventures

    (2,748

    )

     

    (3,029

    )

     

    (5,544

    )

     

    (6,054

    )

    Share of UJVs

    15,945

     

     

    18,005

     

     

    32,360

     

     

    34,781

     

    Income tax expense (benefit):

     

     

     

     

     

     

     

    Consolidated businesses at 100%

    (248

    )

     

    2,364

     

     

    508

     

     

    2,903

     

    Noncontrolling partners in consolidated joint ventures

     

     

    (139

    )

     

     

     

    (189

    )

    Share of UJVs

    104

     

     

    912

     

     

    429

     

     

    1,689

     

    Share of income tax expense on dispositions of ownership interests

     

     

     

     

    1,482

     

     

     

     

     

     

     

     

     

     

     

    Less noncontrolling share of income of consolidated joint ventures

    (300

    )

     

    (832

    )

     

    (1,323

    )

     

    (2,261

    )

     

     

     

     

     

     

     

     

    Beneficial interest in EBITDA

    79,902

     

     

    133,268

     

     

    232,515

     

     

    273,392

     

     

     

     

     

     

     

     

     

    TCO's average ownership percentage of TRG - basic

    70.2

    %

     

    69.8

    %

     

    70.0

    %

     

    70.4

    %

     

     

     

     

     

     

     

     

    Beneficial interest in EBITDA attributable to TCO

    56,109

     

     

    93,027

     

     

    162,785

     

     

    192,620

     

     

     

     

     

     

     

     

     

    Beneficial interest in EBITDA

    79,902

     

     

    133,268

     

     

    232,515

     

     

    273,392

     

     

     

     

     

     

     

     

     

    Add (less):

     

     

     

     

     

     

     

    Simon Property Group, Inc. transaction costs

    9,060

     

     

     

     

    15,445

     

     

     

    Costs associated with shareowner activism

     

     

    12,000

     

     

     

     

    16,000

     

    Restructuring charges

     

     

    84

     

     

    362

     

     

    709

     

    Disposition costs related to Blackstone transactions

     

     

    487

     

     

     

     

    487

     

    Taubman Asia President transition costs

     

     

     

     

    244

     

     

     

    Promote fee adjustment - Starfield Hanam

     

     

     

     

    309

     

     

     

    Fluctuation in fair value of equity securities

    1,535

     

     

     

     

    1,535

     

     

    (3,346

    )

    Gains on partial dispositions of ownership interests in UJVs

    (363

    )

     

     

     

    (12,759

    )

     

     

    Gains on remeasurments of ownership interests in UJVs

    (417

    )

     

     

     

    (14,146

    )

     

     

    Gain on insurance recoveries - The Mall of San Juan

     

     

    (1,418

    )

     

     

     

    (1,418

    )

     

     

     

     

     

     

     

     

    Adjusted Beneficial interest in EBITDA

    89,717

     

     

    144,421

     

     

    223,505

     

     

    285,824

     

     

     

     

     

     

     

     

     

    TCO's average ownership percentage of TRG - basic

    70.2

    %

     

    69.8

    %

     

    70.0

    %

     

    70.4

    %

     

     

     

     

     

     

     

     

    Adjusted Beneficial interest in EBITDA attributable to TCO

    63,001

     

     

    100,812

     

     

    156,519

     

     

    201,314

     

    TAUBMAN CENTERS, INC.

     

     

     

     

     

     

     

     

     

     

     

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

     

     

     

     

     

     

     

     

     

     

     

    For the Three Months Ended June 30, 2020, 2019, and 2018

     

     

     

     

     

     

     

     

     

     

     

    (in thousands of dollars)

    Three Months Ended

     

    Three Months Ended

     

    2020

     

    2019

     

    Growth %

     

    2019

     

    2018

     

    Growth %

    Net income (loss)

    (41,795

    )

     

    16,877

     

     

     

     

    16,877

     

     

    30,093

     

     

     

    Add (less) depreciation and amortization:

     

     

     

     

     

     

     

     

     

     

     

    Consolidated businesses at 100%

    61,838

     

     

    44,259

     

     

     

     

    44,259

     

     

    42,996

     

     

     

    Noncontrolling partners in consolidated joint ventures

    (1,883

    )

     

    (2,113

    )

     

     

     

    (2,113

    )

     

    (1,717

    )

     

     

    Share of UJVs

    15,636

     

     

    18,954

     

     

     

     

    18,954

     

     

    17,325

     

     

     

    Add (less) interest expense and income tax expense (benefit):

     

     

     

     

     

     

     

     

     

     

     

    Interest expense:

     

     

     

     

     

     

     

     

     

     

     

    Consolidated businesses at 100%

    33,353

     

     

    38,010

     

     

     

     

    38,010

     

     

    33,023

     

     

     

    Noncontrolling partners in consolidated joint ventures

    (2,748

    )

     

    (3,029

    )

     

     

     

    (3,029

    )

     

    (3,028

    )

     

     

    Share of UJVs

    15,945

     

     

    18,005

     

     

     

     

    18,005

     

     

    17,263

     

     

     

    Income tax expense (benefit):

     

     

     

     

     

     

     

     

     

     

     

    Consolidated businesses at 100%

    (248

    )

     

    2,364

     

     

     

     

    2,364

     

     

    28

     

     

     

    Noncontrolling partners in consolidated joint ventures

     

     

    (139

    )

     

     

     

    (139

    )

     

    (33

    )

     

     

    Share of UJVs

    104

     

     

    912

     

     

     

     

    912

     

     

    654

     

     

     

    Less noncontrolling share of income of consolidated joint ventures

    (300

    )

     

    (832

    )

     

     

     

    (832

    )

     

    (1,480

    )

     

     

    Add EBITDA attributable to outside partners:

     

     

     

     

     

     

     

     

     

     

     

    EBITDA attributable to noncontrolling partners in consolidated joint ventures

    4,931

     

     

    6,113

     

     

     

     

    6,113

     

     

    6,258

     

     

     

    EBITDA attributable to outside partners in UJVs

    39,531

     

     

    49,119

     

     

     

     

    49,119

     

     

    46,206

     

     

     

    EBITDA at 100%

    124,364

     

     

    188,500

     

     

     

     

    188,500

     

     

    187,588

     

     

     

    Add (less) items excluded from shopping center NOI:

     

     

     

     

     

     

     

     

     

     

     

    General and administrative expenses

    7,523

     

     

    8,554

     

     

     

     

    8,554

     

     

    8,522

     

     

     

    Management, leasing, and development services, net

    (165

    )

     

    (401

    )

     

     

     

    (401

    )

     

    (418

    )

     

     

    Simon Property Group, Inc. transaction costs

    9,060

     

     

     

     

     

     

     

     

     

     

     

    Restructuring charges

     

     

    84

     

     

     

     

    84

     

     

    (77

    )

     

     

    Costs associated with shareholder activism

     

     

    12,000

     

     

     

     

    12,000

     

     

    5,000

     

     

     

    Straight-line of rents

    4,097

     

     

    (2,277

    )

     

     

     

    (2,277

    )

     

    (1,927

    )

     

     

    Nonoperating (income) expense

    423

     

     

    (7,550

    )

     

     

     

    (7,550

    )

     

    (12,882

    )

     

     

    Gain on partial disposition of ownership interest in UJV

    (363

    )

     

     

     

     

     

     

     

     

     

     

    Gain on remeasurement of ownership interest in UJV

    (417

    )

     

     

     

     

     

     

     

     

     

     

    Unallocated operating expenses and other

    4,969

     

     

    8,382

     

     

     

     

    8,382

     

     

    8,402

     

     

     

    NOI at 100% - total portfolio

    149,491

     

     

    207,292

     

     

     

     

    207,292

     

     

    194,208

     

     

     

    Less - NOI of non-comparable centers

    (8,655

    )

    (1)

    (22,075

    )

    (1)

     

     

    (18,193

    )

    (2)

    (9,567

    )

    (2)

     

    NOI at 100% - comparable centers

    140,836

     

     

    185,217

     

     

    (24.0)%

     

    189,099

     

     

    184,641

     

     

    2.4%

    Foreign currency exchange rate fluctuation adjustment

    1,023

     

     

     

     

     

     

     

     

     

     

     

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

    141,859

     

     

    185,217

     

     

    (23.4)%

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    NOI at 100% - comparable centers

    140,836

     

     

    185,217

     

     

     

     

    189,099

     

     

    184,641

     

     

     

    Less lease cancellation income - comparable centers

    (5,041

    )

     

    (4,954

    )

     

     

     

    (5,946

    )

     

    (2,060

    )

     

     

    NOI at 100% - comparable centers excluding lease cancellation income

    135,795

     

     

    180,263

     

     

    (24.7)%

     

    183,153

     

     

    182,581

     

     

    0.3%

    Foreign currency exchange rate fluctuation adjustment

    1,023

     

     

     

     

     

     

    2,017

     

     

     

     

     

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

    136,818

     

     

    180,263

     

     

    (24.1)%

     

    185,170

     

     

    182,581

     

     

    1.4%

     

     

     

     

     

     

     

     

     

     

     

     

    NOI at 100% - comparable centers

    140,836

     

     

    185,217

     

     

     

     

     

     

     

     

     

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

    (42,659

    )

     

    (54,713

    )

     

     

     

     

     

     

     

     

    Beneficial interest in NOI - comparable centers including lease cancellation income

    98,177

     

     

    130,504

     

     

    (24.8)%

     

     

     

     

     

     

    Beneficial interest in foreign currency exchange rate fluctuation adjustment

    219

     

     

     

     

     

     

     

     

     

     

     

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

    98,396

     

     

    130,504

     

     

    (24.6)%

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    NOI at 100% - comparable centers excluding lease cancellation income

    135,795

     

     

    180,263

     

     

     

     

     

     

     

     

     

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

    (41,511

    )

     

    (53,693

    )

     

     

     

     

     

     

     

     

    Beneficial interest in NOI - comparable centers excluding lease cancellation income

    94,284

     

     

    126,570

     

     

    (25.5)%

     

     

     

     

     

     

    Beneficial interest in foreign currency exchange rate fluctuation adjustment

    219

     

     

     

     

     

     

     

     

     

     

     

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

    94,503

     

     

    126,570

     

     

    (25.3)%

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    NOI at 100% - total portfolio

    149,491

     

     

    207,292

     

     

     

     

    207,292

     

     

    194,208

     

     

     

    Less lease cancellation income - total portfolio

    (5,290

    )

     

    (7,431

    )

     

     

     

    (7,431

    )

     

    (2,060

    )

     

     

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

    (43,441

    )

     

    (54,341

    )

     

     

     

    (54,341

    )

     

    (52,962

    )

     

     

    Beneficial interest in NOI - total portfolio excluding lease cancellation income

    100,760

     

     

    145,520

     

     

    (30.8)%

     

    145,520

     

     

    139,186

     

     

    4.6%

    (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.

    TAUBMAN CENTERS, INC.

     

     

     

     

     

     

     

     

     

     

     

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

     

     

     

     

     

     

     

     

     

     

     

    For the Six Months Ended June 30, 2020, 2019, and 2018

     

     

     

     

     

     

     

     

     

     

     

    (in thousands of dollars)

    Year to Date

     

    Year to Date

     

    2020

     

    2019

     

    Growth %

     

    2019

     

    2018

     

    Growth %

    Net income (loss)

    (5,311

    )

     

    46,615

     

     

     

     

    46,615

     

     

    64,689

     

     

     

    Add (less) depreciation and amortization:

     

     

     

     

     

     

     

     

     

     

     

    Consolidated businesses at 100%

    113,534

     

     

    89,215

     

     

     

     

    89,215

     

     

    78,018

     

     

     

    Noncontrolling partners in consolidated joint ventures

    (3,855

    )

     

    (4,348

    )

     

     

     

    (4,348

    )

     

    (3,569

    )

     

     

    Share of UJVs

    32,033

     

     

    36,146

     

     

     

     

    36,146

     

     

    34,380

     

     

     

    Add (less) interest expense and income tax expense:

     

     

     

     

     

     

     

     

     

     

     

    Interest expense:

     

     

     

     

     

     

     

     

     

     

     

    Consolidated businesses at 100%

    68,202

     

     

    74,895

     

     

     

     

    74,895

     

     

    63,846

     

     

     

    Noncontrolling partners in consolidated joint ventures

    (5,544

    )

     

    (6,054

    )

     

     

     

    (6,054

    )

     

    (6,039

    )

     

     

    Share of UJVs

    32,360

     

     

    34,781

     

     

     

     

    34,781

     

     

    34,014

     

     

     

    Income tax expense:

     

     

     

     

     

     

     

     

     

     

     

    Consolidated businesses at 100%

    508

     

     

    2,903

     

     

     

     

    2,903

     

     

    212

     

     

     

    Noncontrolling partners in consolidated joint ventures

     

     

    (189

    )

     

     

     

    (189

    )

     

    (83

    )

     

     

    Share of UJVs

    429

     

     

    1,689

     

     

     

     

    1,689

     

     

    1,364

     

     

     

    Share of income tax expense on disposition of ownership interests

    1,482

     

     

     

     

     

     

     

     

     

     

     

    Less noncontrolling share of income of consolidated joint ventures

    (1,323

    )

     

    (2,261

    )

     

     

     

    (2,261

    )

     

    (2,824

    )

     

     

    Add EBITDA attributable to outside partners:

     

     

     

     

     

     

     

     

     

     

     

    EBITDA attributable to noncontrolling partners in consolidated joint ventures

    10,722

     

     

    12,852

     

     

     

     

    12,852

     

     

    12,515

     

     

     

    EBITDA attributable to outside partners in UJVs

    90,810

     

     

    96,263

     

     

     

     

    96,263

     

     

    97,233

     

     

     

    EBITDA at 100%

    334,047

     

     

    382,507

     

     

     

     

    382,507

     

     

    373,756

     

     

     

    Add (less) items excluded from shopping center NOI:

     

     

     

     

     

     

     

     

     

     

     

    General and administrative expenses

    15,539

     

     

    17,130

     

     

     

     

    17,130

     

     

    17,015

     

     

     

    Management, leasing, and development services, net

    (238

    )

     

    (1,086

    )

     

     

     

    (1,086

    )

     

    (910

    )

     

     

    Simon Property Group, Inc. transaction costs

    15,445

     

     

     

     

     

     

     

     

     

     

     

    Restructuring charges

    362

     

     

    709

     

     

     

     

    709

     

     

    (423

    )

     

     

    Costs associated with shareholder activism

     

     

    16,000

     

     

     

     

    16,000

     

     

    8,500

     

     

     

    Straight-line of rents

    3,068

     

     

    (5,184

    )

     

     

     

    (5,184

    )

     

    (7,414

    )

     

     

    Nonoperating income, net

    (462

    )

     

    (16,684

    )

     

     

     

    (16,684

    )

     

    (6,086

    )

     

     

    Gains on partial dispositions of ownership interests in UJVs

    (12,759

    )

     

     

     

     

     

     

     

     

     

     

    Gains on remeasurements of ownership interests in UJVs

    (14,146

    )

     

     

     

     

     

     

     

     

     

     

    Unallocated operating expenses and other

    9,976

     

     

    16,122

     

     

     

     

    16,122

     

     

    16,523

     

     

     

    NOI at 100% - total portfolio

    350,832

     

     

    409,514

     

     

     

     

    409,514

     

     

    400,961

     

     

     

    Less - NOI of non-comparable centers

    (26,757

    )

    (1)

    (36,341

    )

    (1)

     

     

    (29,931

    )

    (2)

    (18,828

    )

    (2)

     

    NOI at 100% - comparable centers

    324,075

     

     

    373,173

     

     

    (13.2)%

     

    379,583

     

     

    382,133

     

     

    (0.7)%

    Foreign currency exchange rate fluctuation adjustment

    2,152

     

     

     

     

     

     

     

     

     

     

     

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

    326,227

     

     

    373,173

     

     

    (12.6)%

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    NOI at 100% - comparable centers

    324,075

     

     

    373,173

     

     

     

     

    379,583

     

     

    382,133

     

     

     

    Less lease cancellation income - comparable centers

    (7,095

    )

     

    (5,443

    )

     

     

     

    (6,435

    )

     

    (13,744

    )

     

     

    NOI at 100% - comparable centers excluding lease cancellation income

    316,980

     

     

    367,730

     

     

    (13.8)%

     

    373,148

     

     

    368,389

     

     

    1.3%

    Foreign currency exchange rate fluctuation adjustment

    2,152

     

     

     

     

     

     

    3,370

     

     

     

     

     

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

    319,132

     

     

    367,730

     

     

    (13.2)%

     

    376,518

     

     

    368,389

     

     

    2.2%

     

     

     

     

     

     

     

     

     

     

     

     

    NOI at 100% - comparable centers

    324,075

     

     

    373,173

     

     

     

     

     

     

     

     

     

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

    (96,525

    )

     

    (112,604

    )

     

     

     

     

     

     

     

     

    Beneficial interest in NOI - comparable centers including lease cancellation income

    227,550

     

     

    260,569

     

     

    (12.7)%

     

     

     

     

     

     

    Beneficial interest in foreign currency exchange rate fluctuation adjustment

    451

     

     

     

     

     

     

     

     

     

     

     

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

    228,001

     

     

    260,569

     

     

    (12.5)%

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    NOI at 100% - comparable centers excluding lease cancellation income

    316,980

     

    (1)

    367,730

     

    (1)

     

     

     

     

     

     

     

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

    (95,179

    )

     

    (111,499

    )

     

     

     

     

     

     

     

     

    Beneficial interest in NOI - comparable centers excluding lease cancellation income

    221,801

     

     

    256,231

     

     

    (13.4)%

     

     

     

     

     

     

    Beneficial interest in foreign currency exchange rate fluctuation adjustment

    451

     

     

     

     

     

     

     

     

     

     

     

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

    222,252

     

     

    256,231

     

     

    (13.3)%

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    NOI at 100% - total portfolio

    350,832

     

     

    409,514

     

     

     

     

    409,514

     

     

    400,961

     

     

     

    Less lease cancellation income - total portfolio

    (7,742

    )

     

    (8,000

    )

     

     

     

    (8,000

    )

     

    (15,845

    )

     

     

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

    (100,771

    )

     

    (108,914

    )

     

     

     

    (108,914

    )

     

    (106,839

    )

     

     

    Beneficial interest in NOI - total portfolio excluding lease cancellation income

    242,319

     

     

    292,600

     

     

    (17.2)%

     

    292,600

     

     

    278,277

     

     

    5.1%

    (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.

    TAUBMAN CENTERS, INC.

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    Table 9 - Debt Summary

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    As of June 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

     

    6/30/2020

     

    6/30/2020

    (a)

    6/30/2020

    (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

     

    74.5

     

     

    74.5

     

     

    4.37

    %

     

     

     

    Great Lakes Crossing Outlets

     

     

    A

     

    1/6/2023

     

    190.9

     

     

    190.9

     

     

    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

     

    290.0

     

     

    290.0

     

     

    4.85

    %

     

     

     

     

     

     

     

     

     

     

    2,105.4

     

     

    1,830.4

     

     

     

     

     

     

     

     

     

     

     

     

     

    3.81

    %

     

    3.80

    %

     

     

     

     

     

    Consolidated Floating Rate Debt:

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    The Mall at Green Hills

     

     

    I

     

    12/1/2020

    (c)

    150.0

     

     

    150.0

     

     

    1.62

    %

    (c)

    1.45%

    (c)

    International Market Place

    93.50

    %

     

    I

     

    8/9/2021

    (d)

    250.0

     

     

    233.8

     

     

    2.32

    %

     

    2.15%

    (d)

    TRG $65M Revolving Credit Facility

     

     

    I

     

    4/24/2021

     

    0.0

     

    (e)

    0.0

     

     

    1.56

    %

    (e)

    1.40%

     

    TRG $1.1B Revolving Credit Facility

     

     

    I

     

    2/1/2024

    (f)

    845.0

     

     

    845.0

     

     

    1.55

    %

    (f)

    1.38%

    (f)

     

     

     

     

     

     

     

    1,245.0

     

     

    1,228.8

     

     

     

     

     

     

     

     

     

     

     

     

     

    1.71

    %

     

    1.70

    %

     

     

     

     

     

    Consolidated Floating Rate Debt Swapped to Fixed:

     

     

     

     

     

     

     

     

     

     

     

     

     

    TRG $275M Term Loan

     

     

    I

     

    2/1/2025

     

    275.0

     

     

    275.0

     

     

    3.69

    %

    (g)

    1.55%

    (g)

    TRG $250M Term Loan

     

     

    I

     

    3/31/2023

     

    250.0

     

     

    250.0

     

     

    4.62

    %

    (h)

    1.60%

    (h)

    TRG $1.1B Revolving Credit Facility (portion swapped)

     

    I

     

    2/1/2024

    (f)

    25.0

     

     

    25.0

     

     

    3.51

    %

    (f)

    1.38%

    (f)

    U.S. Headquarters

     

     

    I

     

    3/1/2024

     

    12.0

     

     

    12.0

     

     

    3.49

    %

    (i)

     

     

     

     

     

     

     

     

     

    562.0

     

     

    562.0

     

     

     

     

     

     

     

     

     

     

     

     

     

    4.09

    %

     

    4.09

    %

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    Total Consolidated Deferred Financing Costs, Net

     

     

     

     

     

    (11.4

    )

     

    (10.9

    )

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    Total Consolidated

     

     

     

     

     

     

    3,900.9

     

     

    3,610.2

     

     

     

     

     

     

    Weighted Rate (excluding deferred financing costs)

     

     

     

     

     

    3.18

    %

     

    3.13

    %

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    Joint Ventures Fixed Rate Debt:

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    CityOn.Xi'an

    25.00

    %

     

    A

     

    3/14/2029

     

    152.0

     

    (j)

    38.0

     

     

    6.00

    %

     

     

     

    CityOn.Zhengzhou

    24.50

    %

     

    A

     

    3/22/2032

     

    73.5

     

    (k)

    18.0

     

     

    5.60

    %

    (k)

     

     

    Country Club Plaza

    50.00

    %

     

    A

    (l)

    4/1/2026

     

    313.7

     

     

    156.9

     

     

    3.85

    %

     

     

     

    Fair Oaks Mall

    50.00

    %

     

    A

     

    5/10/2023

     

    252.7

     

     

    126.4

     

     

    5.32

    %

     

     

     

    The Gardens Mall

    48.50

    %

     

    I - until
    8/15/2021

    (m)

    7/15/2025

    (m)

    195.0

     

     

    105.3

     

    (m)

    4.09

    %

    (m)

     

     

    International Plaza

    50.10

    %

     

    A

     

    12/1/2021

     

    294.7

     

     

    147.6

     

     

    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

     

    129.9

     

    (n)

    63.7

     

     

    2.22

    %

    (n)

     

     

    Starfield Hanam

    17.15

    %

     

    I

     

    11/25/2020

     

    257.4

     

    (o)

    44.1

     

     

    2.58

    %

    (o)

     

     

    Sunvalley

    50.00

    %

     

    A

     

    9/1/2022

     

    163.0

     

     

    81.5

     

     

    4.44

    %

     

     

     

    Taubman Land Associates

    50.00

    %

     

    A

     

    11/1/2022

     

    20.4

     

     

    10.2

     

     

    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

    (p)

    4/15/2026

     

    165.0

     

     

    82.5

     

     

    3.86

    %

     

     

     

    Westfarms

    78.94

    %

     

    A

     

    7/1/2022

     

    272.0

     

     

    214.7

     

     

    4.50

    %

     

     

     

     

     

     

     

     

     

     

    3,019.4

     

     

    1,453.9

     

     

     

     

     

     

     

     

     

     

     

     

     

    4.12

    %

     

    4.17

    %

     

     

     

     

     

    Joint Venture Floating Rate Debt Swapped to Fixed:

     

     

     

     

     

     

     

     

     

     

     

     

     

    International Plaza

    50.10

    %

     

    A

     

    12/1/2021

     

    156.7

     

     

    78.5

     

     

    3.58

    %

    (q)

     

     

    Starfield Hanam

    17.15

    %

     

    I

     

    11/8/2020

     

    52.1

     

    (r)

    8.9

     

     

    3.12

    %

    (r)

     

     

     

     

     

     

     

     

     

    208.8

     

     

    87.5

     

     

     

     

     

     

     

     

     

     

     

     

     

    3.46

    %

     

    3.53

    %

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    Total Joint Venture Deferred Financing Costs, Net

     

     

     

     

     

    (7.7

    )

     

    (3.7

    )

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    Total Joint Venture

     

     

     

     

     

     

    3,220.5

     

     

    1,537.7

     

     

     

     

     

     

    Weighted Rate (excluding deferred financing costs)

     

     

     

     

     

    4.08

    %

     

    4.13

    %

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    TRG Beneficial Interest Totals:

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    Fixed Rate Debt

     

     

     

     

     

     

    5,124.8

     

     

    3,284.3

     

     

     

     

     

     

     

     

     

     

     

     

     

    3.99

    %

     

    3.96

    %

     

     

     

     

     

    Floating Rate Debt

     

     

     

     

     

     

    1,245.0

     

     

    1,228.8

     

     

     

     

     

     

     

     

     

     

     

     

     

    1.71

    %

     

    1.70

    %

     

     

     

     

     

    Floating Rate Debt Swapped to Fixed

     

     

     

     

     

     

    770.8

     

     

    649.5

     

     

     

     

     

     

     

     

     

     

     

     

     

    3.92

    %

     

    4.01

    %

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    Total Deferred Financing Costs, Net

     

     

     

     

     

     

    (19.1

    )

     

    (14.6

    )

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    Total

     

     

     

     

     

     

    7,121.5

     

     

    5,147.9

     

     

     

     

     

     

    Weighted Rate (excluding deferred financing costs)

     

     

     

     

     

    3.59

    %

     

    3.43

    %

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    Weighted Average Maturity Fixed Debt

     

     

     

     

    5.8

     

     

     

     

     

     

     

     

     

     

    Weighted Average Maturity Total Debt

     

     

     

     

    5.0

     

     

     

     

     

     

     

     

     

     

    TAUBMAN CENTERS, INC.

     

     

     

     

     

     

     

     

     

     

     

    Table 9 - Debt Summary (continued)

     

     

     

     

     

     

     

     

     

     

     

    As of June 30, 2020

     

     

     

     

     

     

     

     

     

     

     

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

     

     

     

     

     

     

     

     

    Beneficial Share of Principal Amortization and Debt Maturities

    Year

     

    Fixed Rate Debt (s)

    Weighted

    Rate

     

    Floating Rate Debt

    Weighted

    Rate

     

    Floating Swapped
    to Fixed (t)

    Weighted
    Rate (t)

     

    Total Deferred
    Financing Costs,
    Net

     

    Total Debt

    Weighted

    Rate

    2020

     

    60.4

     

    3.09

    %

     

    150.0

     

    1.62

    %

     

    9.9

     

    3.16

    %

     

    (1.9

    )

     

    218.4

     

    2.09

    %

    2021

     

    176.5

     

    4.78

    %

     

    233.8

     

    2.32

    %

     

    77.6

     

    3.58

    %

     

    (3.1

    )

     

    484.7

     

    3.41

    %

    2022

     

    318.1

     

    4.46

    %

     

     

     

     

     

     

     

    (2.6

    )

     

    315.5

     

    4.46

    %

    2023

     

    386.5

     

    4.32

    %

     

     

     

     

    250.0

     

    4.62

    %

     

    (2.1

    )

     

    634.4

     

    4.44

    %

    2024

     

    245.5

     

    4.00

    %

     

    845.0

     

    1.55

    %

     

    37.0

     

    3.50

    %

     

    (1.9

    )

     

    1,125.6

     

    2.15

    %

    2025

     

    174.9

     

    3.49

    %

     

     

     

     

    275.0

     

    3.69

    %

     

    (1.2

    )

     

    448.7

     

    3.61

    %

    2026

     

    366.1

     

    3.75

    %

     

     

     

     

     

     

     

    (1.0

    )

     

    365.1

     

    3.75

    %

    2027

     

    1,014.9

     

    3.51

    %

     

     

     

     

     

     

     

    (0.7

    )

     

    1,014.2

     

    3.51

    %

    2028

     

    530.6

     

    4.35

    %

     

     

     

     

     

     

     

     

     

    530.6

     

    4.35

    %

    2029

     

    5.2

     

    5.84

    %

     

     

     

     

     

     

     

     

     

    5.2

     

    5.84

    %

    2030

     

    2.2

     

    5.60

    %

     

     

     

     

     

     

     

     

     

    2.2

     

    5.60

    %

    2031

     

    2.3

     

    5.60

    %

     

     

     

     

     

     

     

     

     

    2.3

     

    5.60

    %

    2032

     

    1.1

     

    5.60

    %

     

     

     

     

     

     

     

     

     

    1.1

     

    5.60

    %

     

     

    3,284.3

     

    3.96

    %

     

    1,228.8

     

    1.70

    %

     

    649.5

     

    4.01

    %

     

    (14.6

    )

     

    5,147.9

     

    3.43

    %

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    Unencumbered Assets

     

     

     

     

     

     

    Center

     

    Location

     

    Ownership %

     

     

     

     

     

     

    Consolidated Businesses:

     

     

     

     

     

     

     

     

     

     

     

    Beverly Center

     

     

    Los Angeles, CA

     

    100%

     

     

     

     

     

     

    Dolphin Mall

     

     

    Miami, FL

     

    100%

     

     

     

     

     

     

    The Gardens on El Paseo

     

    Palm Desert, CA

     

    100%

     

     

     

     

     

     

    The Mall of San Juan

     

     

    San Juan, PR

     

    95%

     

     

     

     

     

     

    Unconsolidated Joint Ventures:

     

     

     

     

     

     

     

     

     

     

     

    Stamford Town Center

     

     

    Stamford, CT

    50%

     

     

     

     

     

     

    (a)

     

    All debt is secured and non-recourse to TRG unless otherwise indicated.

    (b)

     

    Includes the impact of interest rate swaps that qualify for hedge accounting, if any, but does not include effect of amortization of debt issuance costs, losses on settlement of derivatives used to hedge the refinancing of certain fixed rate debt or interest rate cap premiums, if any.

    (c)

     

    Through December 2020, the LIBOR rate is capped at 3.00%, resulting in a maximum interest rate of 4.45%. In August 2020, we extended the loan to December 2021 and commencing in December 2020, the interest rate will be a variable rate equal to the greater of LIBOR + 2.75% or 3.25%.

    (d)

     

    The $250 million loan bears interest at LIBOR + 2.15% and decreases to LIBOR + 1.85% upon achieving certain performance measures. Two, one-year extension options are available. TRG has provided an unconditional guarantee of 100% of the principal balance and all accrued but unpaid interest during the term of the loan.

    (e)

     

    Rate floats daily at LIBOR plus spread. Letters of credit totaling $9.8 million are also outstanding on facility. The facility is recourse to TRG and secured by an indirect interest in 40% of The Mall at Short Hills.

    (f)

     

    The unsecured facility bears interest at a range of LIBOR + 1.05% to 1.60% with a facility fee ranging from 0.20% to 0.25% based on our total leverage ratio. Two, six-month extension options are available. The LIBOR rate is swapped to a fixed rate of 2.14% until February 2022 on $25 million of the $1.1 billion TRG revolving credit facility. This results in an effective interest rate in the range of 3.19% to 3.74% until February 2022 on $25 million of the credit facility balance. In August 2020, we entered into amendments to waive all of our existing financial covenants related to our primary unsecured revolving line of credit, $275 million unsecured term loan, and $250 million unsecured term loan for the quarter ending September 30, 2020 through and including the quarter ending June 30, 2021. Through the covenant compliance date, our primary unsecured revolving line of credit will bear interest at the maximum total leverage ratio level of LIBOR, subject to a 0.5% floor on the unhedged balance, plus 1.60% with a 0.25% facility fee.

    (g)

     

    The $275 million unsecured term loan bears interest at a range of LIBOR + 1.15% to 1.80% based on our total leverage ratio. The LIBOR rate is swapped to a fixed rate of 2.14% until February 2022, which results in an effective interest rate in the range of 3.29% to 3.94% until February 2022. In August 2020, we entered into amendments to waive all of our existing financial covenants related to our primary unsecured revolving line of credit, $275 million unsecured term loan, and $250 million unsecured term loan for the quarter ending September 30, 2020 through and including the quarter ending June 30, 2021. Through the covenant compliance date, our $275 million unsecured term loan will bear interest at the maximum total leverage ratio level of LIBOR plus 1.80%.

    (h)

     

    The $250 million unsecured term loan bears interest at a range of LIBOR + 1.25% to 1.90% based on our total leverage ratio. Through the term of the loan, the LIBOR rate is swapped to a fixed rate of 3.02% which results in an effective interest rate in the range of 4.27% to 4.92%. In August 2020, we entered into amendments to waive all of our existing financial covenants related to our primary unsecured revolving line of credit, $275 million unsecured term loan, and $250 million unsecured term loan for the quarter ending September 30, 2020 through and including the quarter ending June 30, 2021. Through the covenant compliance date, our $250 million unsecured term loan will bear interest at the maximum total leverage ratio level of LIBOR plus 1.90%.

    (i)

     

    Debt is swapped to an effective rate of 3.49% until maturity.

    (j)

     

    1.2 billion Renminbi (RMB) ($169.8 million USD equivalent at June 30, 2020) non-recourse facility.

    (k)

     

    1.2 billion RMB ($169.8 million USD equivalent at June 30, 2020) non-recourse facility. The loan bears interest at the 5 year China RMB Loan Prime Rate plus 0.85% and is fixed upon each draw. No draws are allowed after October 16, 2020.

    (l)

     

    In May 2020, Country Club Plaza entered into a forbearance agreement which deferred principal amortization for the period June through August 2020. This deferred amortization will be repaid September through December 2020.

    (m)

     

    Beneficial interest in debt includes $10.7 million of purchase accounting premium from acquisition of The Gardens Mall which reduces the stated rate on the debt of 6.8% to an average effective rate of 4.2% on total beneficial interest in debt over the remaining term of the loan. The effective rate for the current quarter differs from the average over the remaining term of the loan due to differences in amortization methods. The lender has the option to declare the loan due and payable if the net income available for debt service as defined in the loan agreement is less than a certain amount for calendar years 2020 through 2022. In June 2020, The Gardens Mall entered into a loan modification agreement which deferred interest payments for the period June through September 2020. This deferred interest will be repaid October 2020 through May 2021. In addition, the principal amortization that was originally scheduled to begin in August 2020 has been deferred to August 2021.

    (n)

     

    300 billion Korean Won (KRW) ($250.1 million USD equivalent at June 30, 2020) non-recourse construction facility which bears interest at the Korea Financial Investment Association (KOFIA) Five Year AAA Financial (Bank) Yield plus 0.76% and is fixed upon each draw. No draws are allowed after February 26, 2021.

    (o)

     

    520 billion KRW ($433.5 million USD equivalent at June 30, 2020) non-recourse construction facility which bears interest at the KOFIA Five Year Industrial Financial Debentures Yield plus 1.06% and was fixed upon each draw. A letter of credit totaling $53.2 million USD is outstanding on this facility as security for the Starfield Hanam USD loan. No draws were allowed after December 31, 2016.

    (p)

     

    The Waterside Shops loan is interest-only for the term of the loan. However, if net operating income available for debt service as defined in the loan agreement is less than a certain amount for calendar year 2020, the lender may require the loan to amortize based on a 30-year amortization period beginning May 2021. In May 2020, Waterside Shops entered into a loan modification agreement which deferred interest payments for the period May through September 2020. This deferred interest will be repaid October 2020 through May 2021.

    (q)

     

    Debt is swapped to an effective rate of 3.58% until maturity. TRG has provided a several guarantee of 50.1% of the swap obligations.

    (r)

     

    $52.1 million USD construction loan which bears interest at three-month LIBOR + 1.60%. The joint venture has entered into a cross-currency interest rate swap to hedge the foreign exchange and interest rate risk associated with this debt since the entity's functional currency is KRW and the loan is in USD. The LIBOR rate plus spread have been swapped until September 2020 to a fixed rate of 3.12%. The foreign exchange rate for the initial exchange, periodic interest payments and final exchange of proceeds has been fixed at 1162 USD-KRW. The loan is secured by a $53.2 million standby letter of credit drawn off the Starfield Hanam KRW construction facility. See footnote (o) above.

    (s)

     

    Principal amortization includes amortization of purchase accounting adjustments.

    (t)

     

    Represents principal amortization of floating rate debt swapped to fixed rate debt as of June 30, 2020. Note that not all of this debt may be swapped at these rates through maturity. See footnote (f), (g) and (h) above.

    TAUBMAN CENTERS, INC.

    Table 10 - Owned Centers

    As of June 30, 2020

     

     

     

    Sq. Ft. of GLA/

     

    Year Opened/

    Year

    Ownership

    Center

    Anchors

    Mall GLA

     

    Expanded

    Acquired

    %

    Consolidated Businesses:

     

     

     

     

     

     

    Beverly Center

    Bloomingdale's, Macy's

    846,000

     

     

    1982

     

    100%

    Los Angeles, CA

     

    522,000

     

     

     

     

     

    Cherry Creek Shopping Center

    Macy's, Neiman Marcus, Nordstrom

    1,037,000

     

     

    1990/1998/

     

    50%

    Denver, CO

     

    634,000

     

     

    2015

     

     

    City Creek Center

    Macy's, Nordstrom

    623,000

     

     

    2012

     

    100%

    Salt Lake City, UT

     

    342,000

     

     

     

     

     

    Dolphin Mall

    Bass Pro Shops Outdoor World, Bloomingdale's Outlet, Burlington

    1,434,000

     

     

    2001/2007/

     

    100%

    Miami, FL

    Coat Factory, Cobb Theatres, Dave & Buster's, Marshalls, Neiman

    707,000

     

     

    2015

     

     

     

    Marcus-Last Call, Polo Ralph Lauren Factory Store. Saks Off 5th

     

     

     

     

     

    The Gardens on El Paseo

    Saks Fifth Avenue

    238,000

     

     

    1998/2010

    2011

    100%

    Palm Desert, CA

     

    187,000

     

     

     

     

     

    Great Lakes Crossing Outlets

    AMC Theatres, Bass Pro Shops Outdoor World, Burlington Coat Factory,

    1,355,000

     

     

    1998

     

    100%

    Auburn Hills, MI

    Legoland, Planet Fitness, Round 1 Bowling and Amusement,

    533,000

     

     

     

     

     

    (Detroit Metropolitan Area)

    Sea Life, Nordstrom Rack

     

     

     

     

     

    The Mall at Green Hills

    Dillard's, Macy's, Nordstrom

    984,000

     

    (1)

    1955/2011/

    2011

    100%

    Nashville, TN

     

    483,000

     

     

    2019

     

     

    International Market Place

    Saks Fifth Avenue

    340,000

     

     

    2016

     

    93.5%

    Waikiki, Honolulu, HI

     

    261,000

     

     

     

     

     

    The Mall of San Juan

    Nordstrom (2)

    627,000

     

    (3)

    2015

     

    95%

    San Juan, PR

     

    389,000

     

     

     

     

     

    The Mall at Short Hills

    Bloomingdale's, Macy's,

    1,344,000

     

     

    1980/1994/

     

    100%

    Short Hills, NJ

    Neiman Marcus, Nordstrom

    605,000

     

     

    1995 /2011

     

     

    Twelve Oaks Mall

    JCPenney, Lord & Taylor (4), Macy's,

    1,520,000

     

    (5)

    1977/1978/

     

    100%

    Novi, MI (Detroit Metropolitan Area)

    Nordstrom

    550,000

     

     

    2007/2008

     

     

    Total GLA

     

    10,348,000

     

     

     

     

     

    Total Mall GLA

     

    5,213,000

     

     

     

     

     

    TRG % of Total GLA

     

    9,776,000

     

     

     

     

     

    TRG % of Total Mall GLA

     

    4,860,000

     

     

     

     

     

    Unconsolidated Joint Ventures:

     

     

     

     

     

     

    CityOn.Xi'an

    Wangfujing

    995,000

     

     

    2016

     

    25%

    Xi'an, China

     

    693,000

     

     

     

     

     

    CityOn.Zhengzhou

    G-Super, Wangfujing

    919,000

     

     

    2017

     

    24.5%

    Zhengzhou, China

     

    621,000

     

     

     

     

     

    Country Club Plaza

    (6)

    947,000

     

    (7)

    1922/1977/

    2016

    50%

    Kansas City, MO

     

    729,000

     

     

    2000/2015

     

     

    Fair Oaks Mall

    JCPenney, Lord & Taylor (4), Macy's (two locations)

    1,558,000

     

    (8)

    1980/1987/

     

    50%

    Fairfax, VA (Washington, DC Metropolitan Area)

     

    562,000

     

     

    1988/2000

     

     

    The Gardens Mall

    Bloomingdale's, Macy's, Nordstrom,

    1,385,000

     

     

    1988 / 2005

    2019

    48.5%

    Palm Beach Gardens, FL

    Saks Fifth Avenue, Sears

    450,000

     

     

     

     

     

    International Plaza

    Dillard's, Life Time Athletic, Neiman Marcus, Nordstrom

    1,252,000

     

     

    2001/2015

     

    50.1%

    Tampa, FL

     

    615,000

     

     

     

     

     

    The Mall at Millenia

    Bloomingdale’s, Macy's, Neiman Marcus

    1,114,000

     

     

    2002

     

    50%

    Orlando, FL

     

    514,000

     

     

     

     

     

    Stamford Town Center

    Macy's, Saks Off 5th

    761,000

     

     

    1982/2007

     

    50%

    Stamford, CT

     

    438,000

     

     

     

     

     

    Starfield Hanam

    PK Market, Shinsegae, Traders

    1,709,000

     

     

    2016

     

    17.15%

    Hanam, South Korea

     

    978,000

     

     

     

     

     

    Sunvalley

    JCPenney, Macy's (two locations), Sears

    1,324,000

     

     

    1967/1981

    2002

    50%

    Concord, CA (San Francisco Metropolitan Area)

     

    485,000

     

     

     

     

     

    The Mall at University Town Center

    Dillard's, Macy's, Saks Fifth Avenue

    863,000

     

     

    2014

     

    50%

    Sarasota, FL

     

    441,000

     

     

     

     

     

    Waterside Shops

    Nordstrom (2), Saks Fifth Avenue

    342,000

     

     

    1992/2006/

    2003

    50%

    Naples, FL

     

    202,000

     

     

    2008

     

     

    Westfarms

    JCPenney, Lord & Taylor (4), Macy's (two locations), Nordstrom

    1,266,000

     

     

    1974/1983/

     

    79%

    West Hartford, CT

     

    497,000

     

     

    1997

     

     

    Total GLA

     

    14,435,000

     

     

     

     

     

    Total Mall GLA

     

    7,225,000

     

     

     

     

     

    TRG % of Total GLA

     

    6,521,000

     

     

     

     

     

    TRG % of Total Mall GLA

     

    3,098,000

     

     

     

     

     

    Grand Total GLA

     

    24,783,000

     

     

     

     

     

    Grand Total Mall GLA

     

    12,438,000

     

     

     

     

     

    TRG % of Total GLA

     

    16,297,000

     

     

     

     

     

    TRG % of Total Mall GLA

     

    7,958,000

     

     

     

     

     

    (1)

    GLA does not reflect the full total incremental GLA to be added in connection with the redevelopment project at the center.

    (2)

    In March 2020, Nordstrom closed as a result of the COVID-19 pandemic. Subsequently, Nordstrom reached an agreement to terminate its lease in September 2020.

    (3)

    GLA includes approximately 100,000 square feet of GLA related to the former Saks Fifth Avenue space, which closed in September 2017 and terminated its lease in August 2019.

    (4)

    In August 2020, Lord & Taylor filed for bankruptcy and announced plans to close stores at Twelve Oaks Mall, Fair Oaks Mall, and Westfarms following liquidation sales.

    (5)

    GLA includes approximately 228,000 square feet of GLA related to the former Sears space, which closed in March 2019.

    (6)

    In 2018, Nordstrom announced plans to relocate to a 116,000-square-foot store at the center opening in 2021.

    (7)

    GLA includes 218,000 square feet of office property.

    (8)

    GLA includes approximately 210,000 square feet of GLA related to the former Sears space, which closed in November 2018 and is now partially occupied.

    TAUBMAN CENTERS, INC.

    Table 11 - Anchors in Owned Portfolio

    As of June 30, 2020

     

     

    Number

     

     

     

     

     

    Name

     

    of Stores

     

    GLA

     

    % of GLA

     

    Macy's

     

     

     

     

     

     

     

     

    Bloomingdale's (1)

     

    4

     

     

     

    850

     

     

     

     

    Macy's

     

    13

     

     

     

    2,803

     

     

     

     

    Macy's Men's Store/Furniture Gallery

     

    3

     

     

     

    489

     

     

     

     

     

     

     

    20

     

     

    4,142

     

     

    18.8

    %

     

    Nordstrom (2)

     

     

    10

     

     

    1,446

     

     

    6.6

    %

     

    Hudson's Bay Company

     

     

     

     

     

     

     

     

    Lord & Taylor (3)

     

    3

     

     

     

    392

     

     

     

     

    Saks Fifth Avenue

     

    5

     

     

     

    381

     

     

     

     

    Saks Off 5th (4)

     

    1

     

     

     

    78

     

     

     

     

     

     

     

    9

     

     

    851

     

     

    3.9

    %

     

    JCPenney

     

     

    4

     

     

    745

     

     

    3.4

    %

     

    Dillard's

     

     

    3

     

     

    596

     

     

    2.7

    %

     

    Wangfujing

     

     

    2

     

     

    565

     

     

    2.6

    %

     

    Shinsegae

     

     

     

     

     

     

     

     

    PK Market

     

    1

     

     

     

    63

     

     

     

     

    Shinsegae

     

    1

     

     

     

    484

     

     

     

     

     

     

     

    2

     

     

    547

     

     

    2.5

    %

     

    Neiman Marcus (5)

     

     

    4

     

     

    402

     

     

    1.8

    %

     

    Sears

     

     

    2

     

     

    390

     

     

    1.8

    %

     

    Traders

     

     

    1

     

     

    183

     

     

    0.8

    %

     

    Life Time Athletic

     

     

    1

     

     

    56

     

     

    0.3

    %

     

    G-Super

     

     

    1

     

     

    36

     

     

    0.2

    %

     

    Total

     

     

    59

     

     

    9,959

     

     

    45.3

    %

    (6)

    (1)

    Excludes one Bloomingdale's Outlet store at a value center.

    (2)

    In March 2020, Nordstrom closed their stores at The Mall of San Juan and Waterside Shops as a result of the COVID-19 pandemic. Subsequently, Nordstrom reached an agreement to terminate its leases at these two centers in September 2020.

    (3)

    In August 2020, Lord & Taylor filed for bankruptcy and announced plans to close its three stores in our portfolio at Twelve Oaks Mall, Fair Oaks Mall, and Westfarms following liquidation sales.

    (4)

    Excludes one Saks Off 5th store at a value center.

    (5)

    Excludes one Neiman Marcus-Last Call store at a value center.

    (6)

    Percentages may not add due to rounding.

    TAUBMAN CENTERS, INC.

    Table 12 - Major Tenants in Owned Portfolio

    As of June 30, 2020

    Tenant

     

    Number
    of Stores

     

    Square
    Footage

     

    % Mall
    GLA

    Forever 21 (Forever 21, XXI Forever)

     

    16

     

    448,690

     

     

    3.6

    %

    H&M

     

    20

     

    422,991

     

     

    3.4

    %

    The Gap (Gap, Gap Kids, Baby Gap, Banana Republic, Janie and Jack, Old Navy, Athleta, and others)

     

    56

     

    413,155

     

     

    3.3

    %

    Limited Brands (Bath & Body Works/White Barn Candle, Pink, Victoria's Secret, and others)

     

    40

     

    286,865

     

     

    2.3

    %

    Inditex (Zara, Zara Home, Massimo Dutti, Bershka, and others)

     

    20

     

    235,063

     

     

    1.9

    %

    Urban Outfitters (Anthropologie, Free People, Urban Outfitters)

     

    29

     

    230,486

     

     

    1.9

    %

    Williams-Sonoma (Williams-Sonoma, Pottery Barn, Pottery Barn Kids, and others)

     

    27

     

    222,918

     

     

    1.8

    %

    Abercrombie & Fitch (Abercrombie & Fitch, Hollister, and others)

     

    30

     

    199,372

     

     

    1.6

    %

    Ascena Retail Group (Ann Taylor, Ann Taylor Loft, Justice, and others)

     

    39

     

    193,240

     

     

    1.6

    %

    Restoration Hardware

     

    5

     

    179,954

     

     

    1.4

    %

     




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    Taubman Centers, Inc. Issues Second Quarter Results Taubman Centers, Inc. (NYSE: TCO) today reported financial results for the second quarter of 2020.   June 30, 2020 Three Months Ended June 30, 2019 Three Months Ended June 30, 2020 Six Months Ended June 30, 2019 Six Months Ended Net income (loss) …