Market Overview

GGP Reports Second Quarter 2018 Results

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GGP Inc. (the "Company" or "GGP") (NYSE:GGP) today reported results for
the three and six months ended June 30, 2018.

GAAP Operating Results

  • For the three months ended June 30, 2018, net income attributable to
    GGP was $93.6 million, or $0.10 per diluted share, as compared to
    $125.9 million, or $0.13 per diluted share, in the prior year period.
    For the six months ended June 30, 2018, net income attributable to GGP
    was $157.7 million, or $0.16 per diluted share, as compared to $233.0
    million, or $0.25 per diluted share, in the prior year period.
  • Net income attributable to GGP decreased 25.6% from the prior year
    period due to a one-time gain on debt extinguishment in the prior year.

Company Operating Results1

  • For the three months ended June 30, 2018, Company Same Store Net
    Operating Income ("Company Same Store NOI"), was $573.9 million, as
    compared to $548.8 million in the prior year period, an increase of
    4.6%. For the six months ended June 30,2018, Company Same Store NOI,
    was $1.13 billion, as compared to $1.11 billion in the prior year
    period, an increase of 1.6%.
  • For the three months ended June 30, 2018, Company Net Operating Income
    ("Company NOI"), as adjusted, was $579.0 million, as compared to
    $550.4 million in the prior year period, an increase of 5.2%. For the
    six months ended June 30, 2018, Company Net Operating Income ("Company
    NOI"), as adjusted, was $1.14 billion, as compared to $1.11 billion in
    the prior year period, an increase of 2.2%.2
  • For the three months ended June 30, 2018, Company Earnings Before
    Interest, Taxes, Depreciation and Amortization ("Company EBITDA"), as
    adjusted, was $546.0 million, as compared to $506.6 million in the
    prior year period, an increase of 7.8%. For the six months ended June
    30, 2018, Company Earnings Before Interest, Taxes, Depreciation and
    Amortization ("Company EBITDA"), as adjusted, was $1.07 billion, as
    compared to $1.03 billion in the prior year period, an increase of
    3.5%.2
  • For the three months ended June 30, 2018, Company Funds From
    Operations ("Company FFO") was $347.2 million, or $0.36 per diluted
    share, as compared to $334.7 million, or $0.35 per diluted share, in
    the prior year period. For the six months ended June 30, 2018, Company
    Funds From Operations ("Company FFO") was $685.3 million, or $0.71 per
    diluted share, as compared to $680.9 million, or $0.71 per diluted
    share, in the prior year period.

Company Operating Metrics

  • Same Store occupied and leased percentages were 94.2% and 95.6% at
    quarter end, respectively.
  • Initial NOI weighted rental rates for signed leases that have
    commenced in the trailing twelve months on a suite-to-suite basis
    increased 12.3% when compared to the rental rate for expiring leases.
  • For the trailing twelve months, NOI weighted tenant sales per square
    foot (<10K sf) were $739, an increase of 4.2% over the prior year.

____________________________________________________________________________________________________________________________________________________________

  1. See "Non-GAAP Supplemental Financing Measures and Definitions" on page
    ER5 for a discussion of non-GAAP financial measures used in this
    release. This discussion includes the definitions of Proportionate or
    At Share Basis, Net Operating Income ("NOI"), Company NOI, Company
    Same Store NOI, Earnings Before Interest Expense, Income Tax,
    Depreciation and Amortization ("EBITDA"), Company EBITDA, Funds from
    Operations ("FFO") and Company FFO, and a reconciliation of non-GAAP
    financial measures to GAAP financial measures.
  2. See Supplemental Information page 4 for items included as adjustments.

Management Commentary

For the three and six months ended June 30, 2018, Company FFO was $0.36
and $0.71 cents per share, respectively, in line with Company
expectations. Total same store revenues increased 3.9% quarter to date
and 1.9% year to date over the prior year period, with gains in
permanent revenues and lease termination income. Same store expenses
increased 2.1% quarter to date and 2.7% year to date compared to prior
year period, due to an increase in real estate taxes partially offset by
favorable property maintenance costs. The resulting Same Store NOI for
the second quarter and year to date grew 4.6% and 1.6%, respectively.
Company EBITDA, as adjusted, increased 7.8% for the second quarter and
3.5% year to date over prior year, due to increased management and
financing fees, lower general and administrative and property management
and other costs.

Demand for space remains strong with the Company executing or approving
leases for 9.4 million square feet of space, which represents over 93%
of its 2018 leasing goal. A few of the more notable leasing transactions
include the addition of Ministry of Supply at Tyson's Galleria in
McLean, Virginia, Athleta in Fox River Mall in Appleton, Wisconsin, and
Free People at Kenwood Town Center in Cincinnati, Ohio. On the dining
and wellness fronts the Company welcomes Seasons 52 to Coronado Center
in Albuquerque, New Mexico, Uncle Julio's, Walrus Oyster, and the Ale
House at The Mall in Columbia in Columbia, Maryland, and Orange Theory
Fitness to Apache Mall in Rochester, Minnesota, Fox River Mall in
Appleton, Wisconsin, The Maine Mall in South Portland, Maine, and
Beachwood Place in Beachwood, Ohio.

We continue to see demand from online retailers to open brick and mortar
stores. For example, four UNTUCKIT stores have opened at Kenwood Towne
Center in Cincinnati, Ohio, The Streets at Southpoint in Durham, North
Carolina, Oxmoor Center in Louisville, Kentucky, and The Shops at La
Cantera in San Antonio, Texas. In addition, the first physical Adore Me
opened at Staten Island Mall in Staten Island, New York. The Company is
also pleased to announce that it has executed a lease for the high
street retail space at 200 Lafayette in New York, New York.

Turning to our redevelopment and big box activity, since the opening of
the Staten Island Mall expansion in April, Ulta and Shake Shack are
among the tenants that have since opened, and there are several openings
slated for the upcoming months, including Dave & Busters, AMC Theaters
and the new food court. Ridgedale Mall in Minnetonka, Minnesota,
continues to see momentum with leases executed with Lululemon, Old Navy
and Xfinity. The Company continues to be successful in filling vacant
boxes and converting them to entertainment uses. For example, Main Event
has opened in the former Sears box at The Mall in Columbia in Columbia,
Maryland, and Round One has opened in both the former Gordmans at
Coronado Center in Albuquerque, New Mexico, and the former Sports
Authority at The Maine Mall in South Portland, Maine.

Investment Activities

Development

The Company's development and redevelopment activities total $1.5
billion, of which approximately $1.4 billion is under construction and
$0.1 billion is in the pipeline. The SoNo Collection in Norwalk,
Connecticut, development continues on plan toward its late 2019 grand
opening.

Financing Activities

During the three months ended June 30, 2018, the Company refinanced a
consolidated floating rate loan at 685 Fifth Avenue of $340 million with
an interest rate of LIBOR + 2.75% that matured on July 1, 2018. In
connection with the refinancing, the Company moved $100 million to its
commercial office unit and obtained a new $275 million fixed rate loan
with a term to maturity of 10 years and an interest rate of 4.53%.

Subsequent Events

Subsequent to quarter end, the Company obtained a $100 million fixed
rate loan at Plaza Frontenac with a term to maturity of ten years and an
interest rate of 4.43%. The loan replaces a fixed rate loan of $52
million with an interest rate of 3.04% that would have matured on
October 1, 2018. In addition, the Company obtained a $550 million fixed
rate loan at Christiana Mall with a term to maturity of ten years and an
interest rate of 4.28%. The loan replaces a fixed rate loan of $225
million with an interest rate of 5.10% that would have matured on
September 5, 2020. Finally, the Company obtained a $62 million fixed
rate loan at The Woodlands Mall with a term to maturity of five years
and an interest rate of 4.05%.

Dividends

The Board of Directors declared a quarterly dividend on the 6.375%
Series A Cumulative Redeemable Preferred Stock of $0.3984 per share
payable on October 1, 2018, to stockholders of record on September 17,
2018.

GGP Brookfield Shareholder Vote

As previously announced, we had reached an agreement with Brookfield
Property Partners L.P. ("BPY"), pursuant to which, among other things,
BPY will acquire all of our outstanding shares of common stock, other
than those that BPY and its affiliates already own. The transactions
provide for distribution and consideration per GGP share of up to $23.50
in cash or a choice of either one BPY limited partnership unit or one
newly created BPY U.S. REIT share of Brookfield Property REIT Inc.
("BPR"), the successor to GGP, subject to proration in each case, based
on aggregate cash amount of $9.25 billion. The BPR shares were
structured with the intention of providing an economic return equivalent
to BPY units, including identical distributions. BPR shareholders will
have the right to exchange each BPR share for one BPY unit or the cash
equivalent of one BPY unit at the election of BPY. On July 26, 2018, the
company held a special meeting of its common stockholders. At the
special meeting, holders of record of GGP common stock on June 22, 2018,
the record date for the special meeting, voted upon and approved the
transactions. The completion of the transactions remains subject to
certain customary closing conditions. The company expects that the
transactions will be completed by the end of August this year.

Supplemental Information

The Company has prepared a supplemental information report available on www.ggp.com
in the Investors section. This information also has been furnished with
the U.S. Securities and Exchange Commission as an exhibit on Form 8-K.

Forward-Looking Statements

Certain statements made in this press release may be deemed
"forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995, as amended. Although the
Company believes the expectations reflected in any forward-looking
statement are based on reasonable assumptions, it can give no assurance
that its expectations will be attained, and it is possible that actual
results may differ materially from those indicated by these
forward-looking statements due to a variety of risks, uncertainties and
other factors. Such factors include, but are not limited to, the
Company's ability to refinance, extend, restructure or repay near and
intermediate term debt, its indebtedness, its ability to raise capital
through equity issuances, asset sales or the incurrence of new debt,
retail and credit market conditions, impairments, its liquidity demands,
and economic conditions. The Company discusses these and other risks and
uncertainties in its annual and quarterly periodic reports filed with
the U.S. Securities and Exchange Commission. The Company may update that
discussion in its periodic reports, but otherwise takes no duty or
obligation to update or revise these forward-looking statements, whether
as a result of new information, future developments, or otherwise.

Investors and others should note that we post our current Investor
Presentation on the Investors page of our website at www.ggp.com.
From time to time, we update that Investor Presentation and when we do,
it will be posted on the Investors page of our website at ggp.com. It is
possible that the updates could include information deemed to be
material information. Therefore, we encourage investors, the media and
others interested in our company to review the information we post on
the Investors page of our website at http://investor.ggp.com/
from time to time.

GGP Inc.

GGP Inc. is an S&P 500 company focused exclusively on owning, managing,
leasing and redeveloping high-quality retail properties throughout the
United States. GGP is headquartered in Chicago, Illinois, and publicly
traded on the NYSE under the symbol GGP.

Non-GAAP Supplemental Financial Measures and Definitions

Proportionate or At Share Basis

The following Non-GAAP supplemental financial measures are all presented
on a proportionate basis. The proportionate financial information
presents the consolidated and unconsolidated properties at the Company's
ownership percentage or "at share". This form of presentation offers
insights into the financial performance and condition of the Company as
a whole, given the significance of the Company's unconsolidated property
operations that are owned through investments accounted for under GAAP
using the equity method.

The proportionate financial information is not, and is not intended to
be, a presentation in accordance with GAAP. The non-GAAP proportionate
financial information reflects our proportionate economic ownership of
each asset in our property portfolio that we do not wholly own. The
amounts in the column labeled "Noncontrolling Interests" were derived on
a property-by-property basis by including the share attributable to
noncontrolling interests in each line item from each individual
property. The Company does not have legal claim to the noncontrolling
interest of assets, liabilities, revenue, and expenses. The amount of
cash each noncontrolling interest receives is based on the specific
provisions of each operating agreement and varies depending on certain
factors including the amount of capital contributed by each investor and
whether any investors are entitled to preferential distributions. The
amounts in the column labeled "Unconsolidated Properties" were derived
on a property-by-property basis by including our share of each line item
from each individual entity. This provides visibility into our share of
the operations of our joint ventures.

We do not control the unconsolidated joint ventures and the
presentations of the assets and liabilities and revenues and expenses do
not represent our legal claim to such items. The operating agreements of
the unconsolidated joint ventures generally provide that partners may
receive cash distributions (1) to the extent there is available cash
from operations, (2) upon a capital event, such as a refinancing or sale
or (3) upon liquidation of the venture. The amount of cash each partner
receives is based upon specific provisions of each operating agreement
and varies depending on factors including the amount of capital
contributed by each partner and whether any contributions are entitled
to priority distributions. Upon liquidation of the joint venture and
after all liabilities, priority distributions and initial equity
contributions have been repaid, the partners generally would be entitled
to any residual cash remaining based on their respective legal ownership
percentages.

We provide Non-GAAP proportionate financial information because we
believe it assists investors and analysts in estimating our economic
interest in our unconsolidated joint ventures when read in conjunction
with the Company's reported results under GAAP. Other companies in our
industry may calculate their proportionate interest differently than we
do, limiting the usefulness as a comparative measure. Because of these
limitations, the Non-GAAP proportionate financial information should not
be considered in isolation or as a substitute for our financial
statements as reported under GAAP.

Net Operating Income ("NOI"), Company NOI and Company Same Store NOI

The Company defines NOI as proportionate income from operations and
after operating expenses have been deducted, but prior to deducting
financing, property management, administrative and income tax expenses.
NOI excludes management fees and other corporate revenue and reductions
in ownership as a result of sales or other transactions. The Company
considers NOI a helpful supplemental measure of its operating
performance because it is a direct measure of the actual results of our
properties. Because NOI excludes reductions in ownership as a result of
sales or other transactions, management fees and other corporate
revenue, general and administrative and property management expenses,
interest expense, retail investment property impairment or
non-recoverable development costs, depreciation and amortization, gains
and losses from property dispositions, allocations to noncontrolling
interests, provision for income taxes, preferred stock dividends, and
extraordinary items, it provides a performance measure that, when
compared year over year, reflects the revenues and expenses directly
associated with owning and operating commercial real estate properties
and the impact on operations from trends in occupancy rates, rental
rates and operating costs.

The Company also considers Company NOI to be a helpful supplemental
measure of its operating performance because it excludes from NOI items
such as straight-line rent, and amortization of intangibles resulting
from acquisition accounting and other capital contribution or
restructuring events. However, due to the exclusions noted, Company NOI
should only be used as an alternative measure of the Company's financial
performance.

We present Company NOI, Company EBITDA and Company FFO (as defined
below); as we believe certain investors and other users of our financial
information use these measures of the Company's historical operating
performance.

Adjustments to NOI, EBITDA and FFO, including debt extinguishment costs,
market rate adjustments on debt, straight-line rent, intangible asset
and liability amortization, real estate tax stabilization, gains and
losses on foreign currency and other items that are not a result of
normal operations, assist management and investors in distinguishing
whether increases or decreases in revenues and/or expenses are due to
growth or decline of operations at the properties or from other factors.
In addition, the Company's leases include step rents that increase over
the term of the lease to compensate the Company for anticipated
increases in market rentals over time. The Company's leases do not
include significant front loading or back loading of payments or
significant rent-free periods. Therefore, we find it useful to evaluate
rent on a contractual basis as it allows for comparison of existing
rental rates to market rental rates. Management has historically made
these adjustments in evaluating our performance, in our annual budget
process and for our compensation programs.

The Company defines Company Same Store NOI as Company NOI excluding
periodic effects of full or partial acquisitions of properties and
certain redevelopments (for the list of properties included in Company
Same Store NOI see the Property Schedule in our Supplemental
Information). We do not include an acquired property in our Company Same
Store NOI until the operating results for that property have been
included in our consolidated results for one full calendar year.
Properties that we sell are excluded from Company NOI and Company Same
Store NOI for all periods once the transaction has closed.

The Company considers Company Same Store NOI a helpful supplemental
measure of its operating performance because it assists management and
investors in distinguishing whether increases or decreases in revenues
and/or expenses are due to growth or decline of operations at comparable
properties or from other factors, such as the effect of acquisitions.
For these reasons, we believe that Company Same Store NOI, when combined
with GAAP operating income provides useful information to investors and
management.

Other REITs may use different methodologies for calculating, NOI,
Company NOI and Company Same Store NOI, and accordingly, the Company's
Company Same Store NOI may not be comparable to other REITs. As a result
of the elimination of corporate-level costs and expenses and
depreciation and amortization, the Company Same Store NOI we present
does not represent our total revenues, expenses, operating profit or net
income and should not be used to evaluate our performance as a whole.
Management compensates for these limitations by separately considering
the impact of these excluded items, to the extent they are material, to
operating decisions or assessments of our operating performance. Our
consolidated GAAP statements of operations include such amounts, all of
which should be considered by investors when evaluating our performance.

Earnings Before Interest Expense, Income Tax, Depreciation, and
Amortization ("EBITDA") and Company EBITDA

The Company defines EBITDA as NOI less certain property management and
administrative expenses, net of management fees and other corporate
revenues. EBITDA is a commonly used measure of performance in many
industries, but may not be comparable to measures calculated by other
companies. Management believes EBITDA provides useful information to
investors regarding our results of operations because it helps us and
our investors evaluate the ongoing operating performance of our
properties after removing the impact of our capital structure (primarily
interest expense) and our asset base (primarily depreciation and
amortization). Management also believes the use of EBITDA facilitates
comparisons between us and other equity REITs, retail property owners
who are not REITs and other capital-intensive companies. Management uses
Company EBITDA to evaluate property-level results and as one measure in
determining the value of acquisitions and dispositions and, like FFO and
Same Store NOI (discussed below), it is widely used by management in the
annual budget process and for compensation programs. Please see
adjustments discussion above for the purpose and use of the adjustments
included in Company EBITDA.

EBITDA and Company EBITDA, as presented, may not be comparable to
similar measures calculated by other companies. This information should
not be considered as an alternative to net income, operating profit,
cash from operations or any other operating performance measure
calculated in accordance with GAAP.

Funds From Operations ("FFO") and Company FFO

The Company determines FFO based upon the definition set forth by
National Association of Real Estate Investment Trusts ("NAREIT"). The
Company determines FFO to be its share of consolidated net income (loss)
attributable to common stockholders and redeemable non-controlling
common unit holders computed in accordance with GAAP, excluding real
estate related depreciation and amortization, excluding gains and losses
from extraordinary items, excluding cumulative effects of accounting
changes, excluding gains and losses from the sales of, or any impairment
charges related to, previously depreciated operating properties, plus
the allocable portion of FFO of unconsolidated joint ventures based upon
the Company's economic ownership interest, and all determined on a
consistent basis in accordance with GAAP. As with the Company's
presentation of NOI, FFO has been reflected on a proportionate basis.

The Company considers FFO a helpful supplemental measure of the
operating performance for equity REITs and a complement to GAAP measures
because it is a recognized measure of performance by the real estate
industry. FFO facilitates an understanding of the operating performance
of the Company's properties between periods because it does not give
effect to real estate depreciation and amortization since these amounts
are computed to allocate the cost of a property over its useful life.
Since values for well-maintained real estate assets have historically
increased or decreased based upon prevailing market conditions, the
Company believes that FFO provides investors with a clearer view of the
Company's operating performance.

We calculate FFO in accordance with standards established by NAREIT,
which may not be comparable to measures calculated by other companies
who do not use the NAREIT definition of FFO or do not calculate FFO in
accordance with NAREIT guidance. In addition, although FFO is a useful
measure when comparing our results to other REITs, it may not be helpful
to investors when comparing us to non-REITs. As with the presentation of
Company NOI and Company EBITDA, we also consider Company FFO, which is
not in accordance with NAREIT guidance and may not be comparable to
measures calculated by other REITs, to be a helpful supplemental measure
of our operating performance. Please see adjustments discussion above
for the purpose and use of the adjustments included in Company FFO.

FFO and Company FFO do not represent cash flow from operations as
defined by GAAP, should not be considered as an alternative to net
income determined in accordance with GAAP as a measure of operating
performance, and is not an alternative to cash flows as a measure of
liquidity or indicative of funds available to fund our cash needs. In
addition, Company FFO per diluted share does not measure, and should not
be used as a measure of, amounts that accrue directly to stockholders'
benefit.

Reconciliation of Non-GAAP Financial Measures to GAAP Financial
Measures

The Company presents NOI, EBITDA and FFO as they are financial measures
widely used in the REIT industry. In order to provide a better
understanding of the relationship between the Company's non-GAAP
financial measures of NOI, Company NOI, EBITDA, Company EBITDA, FFO and
Company FFO, reconciliations have been provided as follows: a
reconciliation of GAAP operating income to Company NOI and Company Same
Store NOI, a reconciliation of GAAP net income attributable to GGP to
EBITDA and Company EBITDA, and a reconciliation of GAAP net income
attributable to GGP to FFO and Company FFO. None of the Company's
non-GAAP financial measures represents cash flow from operating
activities in accordance with GAAP, none should be considered as an
alternative to GAAP net income (loss) attributable to GGP and none are
necessarily indicative of cash flow. In addition, the Company has
presented such financial measures on a consolidated and unconsolidated
basis (at the Company's proportionate share) as the Company believes
that given the significance of the Company's operations that are owned
through investments accounted for by the equity method of accounting,
the detail of the operations of the Company's unconsolidated properties
provides important insights into the income and FFO produced by such
investments.

 

GAAP FINANCIAL STATEMENTS

 
Consolidated Balance Sheets
(In thousands)
       
June 30, 2018 December 31, 2017
 
Assets:
Investment in real estate:
Land $ 3,887,771 $ 4,013,874
Buildings and equipment 17,086,107 16,957,720
Less accumulated depreciation (3,389,587 ) (3,188,481 )
Construction in progress 484,835   473,118  
Net property and equipment 18,069,126 18,256,231
Investment in and loans to/from Unconsolidated Real Estate Affiliates 3,360,839   3,377,112  
Net investment in real estate 21,429,965 21,633,343
Cash and cash equivalents 194,675 164,604
Accounts receivable, net 311,660 334,081
Notes receivable, net 351,422 417,558
Deferred expenses, net 281,570 284,512
Prepaid expenses and other assets 442,574 515,856
Assets held for disposition 120,732    
Total assets $ 23,132,598   $ 23,349,954  
Liabilities:
Mortgages, notes and loans payable $ 12,847,635 $ 12,832,459
Investment in Unconsolidated Real Estate Affiliates 22,400 21,393
Accounts payable and accrued expenses 878,526 919,432
Dividend payable 217,480 219,508
Deferred tax liabilities 2,245 2,428
Junior Subordinated Notes 206,200 206,200
Liabilities held for disposition 100,711    
Total liabilities 14,275,197   14,201,420  
Redeemable noncontrolling interests:
Preferred 52,256 52,256
Common 171,083   195,870  
Total redeemable noncontrolling interests 223,339   248,126  
Equity:
Preferred stock 242,042 242,042
Stockholders' equity 8,289,354 8,553,618
Noncontrolling interests in consolidated real estate affiliates 48,340 55,379
Noncontrolling interests related to Long-Term Incentive Plan Common
Units
54,326   49,369  
Total equity 8,634,062   8,900,408  
Total liabilities, redeemable noncontrolling interests and equity $ 23,132,598   $ 23,349,954  
 

GAAP FINANCIAL STATEMENTS

 
Consolidated Statements of Income
(In thousands, except per share)
       
Three Months Ended Six Months Ended
June 30, 2018   June 30, 2017 June 30, 2018   June 30, 2017
Revenues:    
Minimum rents $ 379,312 $ 349,205 $ 747,835 $ 698,218
Tenant recoveries 156,155 161,926 313,157 324,982
Overage rents 3,927 3,280 10,171 9,217
Management fees and other corporate revenues 26,030 20,847 51,795 48,990
Other 17,720   20,538   34,351   40,722  
Total revenues 583,144   555,796   1,157,309   1,122,129  
Expenses:
Real estate taxes 62,604 59,042 122,337 116,536
Property maintenance costs 10,976 10,724 25,690 25,699
Marketing 1,744 1,296 3,160 3,441
Other property operating costs 71,752 69,590 143,504 138,893
Provision for doubtful accounts 2,234 3,166 5,662 6,617
Property management and other costs 36,595 39,025 76,169 80,139
General and administrative 12,041 15,862 24,288 30,546
Provisions for impairment 38,379
Depreciation and amortization 173,642   174,298   359,035   344,596  
Total expenses 371,588   373,003   798,224   746,467  
Operating income 211,556   182,793   359,085   375,662  
Interest and dividend income 9,518 17,452 18,667 35,388
Interest expense (140,562 ) (134,209 ) (278,488 ) (266,532 )
Loss on foreign currency (3,877 ) (694 )
Gain (loss) from changes in control of investment properties and
other, net
(15,841 ) 12,664 (15,841 )
Gain on extinguishment of debt   55,112     55,112  
Income before income taxes, equity in income of Unconsolidated
Real Estate Affiliates, and allocation to noncontrolling interests
80,512 101,430 111,928 183,095
Benefit from (provision for) income taxes 22 (3,844 ) 302 (8,354 )
Equity in income of Unconsolidated Real Estate Affiliates 15,030 30,732 38,869 63,946
Unconsolidated Real Estate Affiliates - gain on investment     10,361    
Net Income 95,564 128,318 161,460 238,687
Allocation to noncontrolling interests (1,949 ) (2,455 ) (3,809 ) (5,665 )
Net income attributable to GGP 93,615 125,863 157,651 233,022
Preferred stock dividends (3,984 ) (3,984 ) (7,968 ) (7,968 )
Net income attributable to common stockholders $ 89,631   $ 121,879   $ 149,683   $ 225,054  
       
Basic Earnings Per Share $ 0.09   $ 0.14   $ 0.16   $ 0.25  
Diluted Earnings Per Share $ 0.09   $ 0.13   $ 0.16   $ 0.24  
       
NON-GAAP PROPORTIONATE FINANCIAL INFORMATION
 
Reconciliation of GAAP to Non-GAAP Financial Measures
(In thousands, except per share)
     
Three Months Ended   Six Months Ended
June 30, 2018   June 30, 2017   June 30, 2018   June 30, 2017
   

Reconciliation of GAAP Operating Income
to Company Same Store NOI

Operating Income $ 211,556 $ 182,793 $ 359,085 $ 375,662
Loss (gain) on sales of investment properties 40 83 23 (1,128 )
Depreciation and amortization 173,642 174,298 359,035 344,596
Provision for impairment 38,379
General and administrative 12,041 15,862 24,288 30,546
Property management and other costs 36,595 39,025 76,169 80,139
Management fees and other corporate revenues (26,030 )   (20,847 )   (51,795 )   (48,990 )
Consolidated Properties 407,844 391,214 805,184 780,825
Noncontrolling interest in NOI of Consolidated Properties (4,982 ) (5,102 ) (10,219 ) (10,822 )
NOI of sold interests (2 ) (4,903 ) (225 ) (10,381 )
  Unconsolidated Properties 172,144     175,836     342,545     361,930  
Proportionate NOI 575,004 557,045 1,137,285 1,121,552
Company adjustments:
Minimum rents 3,734 3,453 2,860 11,612
Real estate taxes 1,490 1,491 2,979 2,979
  Property operating expenses 769     789     1,537     1,576  
Company NOI 580,997 562,778 1,144,661 1,137,719
Less Company Non-Same Store NOI 7,145     13,956     17,996     29,043  
Company Same Store NOI $ 573,852     $ 548,822     $ 1,126,665     $ 1,108,676  

Reconciliation of GAAP Net Income
Attributable to GGP to Company EBITDA

Net Income Attributable to GGP $ 93,615 $ 125,863 $ 157,651 $ 233,022
Allocation to noncontrolling interests 1,949 2,455 3,809 5,665
Loss (gain) on sales of investment properties 40 83 23 (1,128 )
Gain on extinguishment of debt (55,112 ) (55,112 )
Loss (gains) from changes in control of investment properties and
other
15,841 (12,664 ) 15,841
Unconsolidated Real Estate Affiliates - gain on investment (10,361 )
Equity in income of Unconsolidated Real Estate Affiliates (15,030 ) (30,732 ) (38,869 ) (63,946 )
Provision for impairment 38,378
(Benefit from) provision for income taxes (22 ) 3,844 (302 ) 8,354
Gain on foreign currency 3,877 694
Interest expense 140,562 134,209 278,488 266,532
Interest and dividend income (9,518 ) (17,452 ) (18,667 ) (35,388 )
Depreciation and amortization 173,642     174,298     359,035     344,596  
Consolidated Properties 385,238 357,174 756,521 719,130
Noncontrolling interest in EBITDA of Consolidated Properties (4,783 ) (4,904 ) (9,820 ) (10,397 )
EBITDA of sold interests (4,815 ) (196 ) (10,209 )
  Unconsolidated Properties 160,686     165,784     319,684     342,405  
Proportionate EBITDA 541,141 513,239 1,066,189 1,040,929
Company adjustments:
Minimum rents 3,734 3,453 2,860 11,612
Real estate taxes 1,490 1,491 2,979 2,979
Property operating costs 769 789 1,537 1,576
  General and administrative $ 889     $     $ 1,401     $  
Company EBITDA $ 548,023     $ 518,972     $ 1,074,966     $ 1,057,096  
       
NON-GAAP PROPORTIONATE FINANCIAL INFORMATION
 
Reconciliation of GAAP to Non-GAAP Financial Measures
(In thousands, except per share)
   
Three Months Ended Six Months Ended
June 30, 2018   June 30, 2017 June 30, 2018   June 30, 2017
   

Reconciliation of GAAP Net Income
Attributable to GGP to Company FFO

Net Income Attributable to GGP $ 93,615 $ 125,863 $ 157,651 $ 233,022
Redeemable noncontrolling interests 1,008 975 1,702 1,805
Provision for impairment excluded from FFO 38,379
Noncontrolling interests in depreciation of Consolidated Properties (2,135 ) (2,008 ) (4,331 ) (4,783 )
Loss (gain) on sales of investment properties 40 83 23 (1,128 )
Preferred stock dividends (3,984 ) (3,984 ) (7,968 ) (7,968 )
Loss (gain) from changes in control of investment properties and
other
15,841 (12,664 ) 15,841
Depreciation and amortization of capitalized real estate costs -
Consolidated Properties
169,297 169,867 341,133 335,844
Depreciation and amortization of capitalized real estate costs -
Unconsolidated Properties
83,856     74,566   155,922     148,559  
FFO 341,697 381,203 669,847 721,192
Company adjustments:
Minimum rents 3,734 3,453 2,860 11,612
Real estate taxes 1,490 1,491 2,979 2,979
Property operating expenses 769 789 1,537 1,576
General and administrative 889 1,401
Depreciation on non-income producing assets 9,408
Investment income, net (205 ) (205 ) (409 ) (409 )
Market rate adjustments (1,172 ) (1,122 ) (2,327 ) (2,331 )
Loss on foreign currency 3,877 694
  FFO from sold interests     (54,769 ) (15 )   (54,379 )
Company FFO $ 347,202     $ 334,717   $ 685,281     $ 680,934  
 

Reconciliation of Net Income Attributable
to GGP per diluted share to Company FFO per diluted share

Net Income Attributable to GGP per diluted share $ 0.10 $ 0.13 $ 0.16 $ 0.24
Preferred stock dividends (0.01 )         (0.01 )
Net income attributable to common stockholders per diluted share 0.09 0.13 0.16 0.23
Redeemable noncontrolling interests (0.01 )
Provision for impairment excluded from FFO 0.04
Noncontrolling interests in depreciation of Consolidated Properties (0.01 )
Gains from changes in control of investment properties and other 0.02 0.02
Depreciation and amortization of capitalized real estate costs 0.26     0.25   0.51     0.52  
FFO per diluted share 0.35 0.40 0.70 0.76
Company adjustments:
Minimum rents 0.01 0.01 0.01
  FFO from sold interests     (0.05 )     (0.06 )
Company FFO per diluted share $ 0.36     $ 0.35   $ 0.71     $ 0.71  

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