- Earnings Lower Due to Impact of COVID-19 Pandemic
- Amended $1.1 Billion Revolving Line of Credit Facility and
Unsecured Term Loans to Provide Financial Flexibility Through the
Pandemic
- Starfield Anseong, Taubman Asia’s Fourth Investment, to Open
on September 25th nearly 100 Percent Leased
- Asia Sales Rebound Following COVID-19 Closures
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
%
View source
version on businesswire.com: https://www.businesswire.com/news/home/20200810005774/en/
Erik Wright, Taubman, Manager, Investor Relations, 248-258-7390
ewright@taubman.com
Maria Mainville, Taubman, Director, Strategic Communications,
248-258-7469 mmainville@taubman.com
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