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8-K - 8-K - Rouse Properties, LLCq4-12312014x8xk.htm
EX-99.2 - EXHIBIT 99.2 - Rouse Properties, LLCex992-q4x12312014xsuppleme.htm
 
 

       
Rouse Properties Reports Fourth Quarter And Full Year 2014 Results
- Full Year Core FFO Per Share Increased by 6.5% to $1.64 -
- Same Property Core NOI Increased 4.6% Compared to Fourth Quarter 2013 -
- Initial Spreads for New and Renewal Leases Increased by 11.7% -
- Signed 530,000 Square Feet of Leases in Fourth Quarter, 2.2 Million Square Feet in 2014 -
- Core EBITDA up 17.3% in 2014 -

New York, NY, March 2, 2015 - Rouse Properties, Inc. (the "Company" or "Rouse") (NYSE: RSE), today announced consolidated results for the three months and twelve months ended December 31, 2014.
"Our strong results continue to highlight the improvement of our portfolio’s metrics, and the compelling opportunity we have at Rouse Properties" stated Andrew Silberfein, President and Chief Executive Officer.  "Our leasing momentum, rising occupancy rates, improved retailer mix and extensive capital investment program are driving significant organic growth in our malls. Additionally, we continue to source acquisitions with attractive valuations and significant growth potential. We are creating substantial value throughout the portfolio, as demonstrated by our recent sale of The Shoppes at Knollwood. This value creation will become increasingly evident as we continue to execute on our business plan.”
Operational and Financial Highlights for Fourth Quarter and Full Year 2014 (1) 
Total initial rental rates for new and renewal leases on a same suite basis rose 11.7% for the quarter ended December 31, 2014 and 9.8% for the full year.
For the Operating Portfolio, tenant sales were $322 per square foot on a trailing twelve month basis. On a comparable basis, trailing twelve month Same Property tenant sales increased 2.5%.
For the Operating Portfolio, inline leased percentage was 91.8% (95.1% including anchors) at quarter end, an increase of 20 basis points compared to the same period last year and 50 basis points sequentially.
For the Operating Portfolio, inline occupancy was 89.7% at quarter end, an increase of 50 basis points compared to the same period last year, and 160 basis points sequentially.
Same Property Core NOI, as adjusted, grew by 4.6% in the fourth quarter compared to the same period in the prior year, and 3.0% for the full year ended December 31, 2014 compared to 2013.
Same Property average mall in-place rent for tenants less than 10,000 square feet increased 3.2%, year over year, to $39.33 from $38.12 per square foot.
Leased approximately 530,000 square feet in the quarter, the eleventh consecutive quarter with over 525,000 square feet; leased total of 2.2 million square feet in 2014.
Quarterly common dividend increased to $0.18 per share, a 5.9% increase, from the prior quarter's dividend.
(1) The Operating Portfolio for 2014 excluded properties undergoing redevelopment with significant disruption (Knollwood Mall and Gateway Mall) and special consideration assets (Steeplegate Mall, Collin Creek Mall and Vista Ridge Mall).

Financial Results for the Three Months Ended December 31, 2014
Core FFO for the three months ended December 31, 2014 was $0.46 per diluted share, as compared to $0.46 per diluted share for the three months ended December 31, 2013. Core FFO grew by 16.9% to $27.0 million from $23.1 million for the three months ended December 31, 2014 compared to December 31, 2013. The growth is due to an increase in Same Property Core NOI, along with the impact of the properties that were acquired in 2013 and 2014, partially offset by additional interest expense from properties acquired and higher general and administrative expense.

Core NOI for the three months ended December 31, 2014 was $53.3 million as compared to $44.6 million for the three months ended December 31, 2013. On a Same Property basis, excluding lease termination income of approximately $0.8 million, Same Property Core NOI, as adjusted, increased by 4.6% to $36.6 million from $35.0 million for the three months ended December 31, 2014 compared to December 31, 2013.


1

 
 

Net loss attributable to Rouse Properties Inc. was $(12.6) million or $(0.22) per basic and diluted share for the three months ended December 31, 2014 compared to a net loss of $(24.7) million, or $(0.50) per basic and diluted share for the three months ended December 31, 2013. Net loss attributable to Rouse Properties Inc. included provision for impairment during the three months ended December 31, 2014 of $5.3 million on Steeplegate Mall and Collin Creek Mall compared to a provision for impairment of $15.2 million for the three months ended December 31, 2013. The change in net loss was primarily due to the reduction in provision for impairment and higher revenue due to acquisitions and portfolio occupancy increases, offset by higher depreciation and amortization expense and interest expense primarily resulting from the acquisitions.
Financial Results for the Twelve Months Ended December 31, 2014
Core FFO for the year ended December 31, 2014 was $94.5 million, or $1.64 per diluted share, compared to $77.5 million, or $1.54 per diluted share for the year ended December 31, 2013. Core FFO per share increased 6.5% resulting from an increase in Same Property Core NOI as well as an increase from the properties that were acquired. This was partially offset by a higher share count resulting from the January 2014 equity issuance, additional interest expense from properties acquired and higher general and administrative expense.
Core NOI was $189.5 million for the year ended December 31, 2014, compared to $161.0 million for the year ended December 31, 2013. On a Same Property basis, excluding lease termination income of approximately $2.2 million, Same Property Core NOI, as adjusted, increased by 3.0% to $131.4 million from $127.6 million for the year ended December 31, 2014 compared to December 31, 2013.
Net loss attributable to Rouse Properties Inc. for the year ended December 31, 2014 was $(51.8) million or $(0.90) per basic and diluted share, compared to a net loss of $(54.7) million, or $(1.11) per basic and diluted share in the prior year period. The change in net loss was primarily due to an increase in income from the Same Property portfolio and acquisitions, offset by higher depreciation and amortization expense, interest expense and general and administrative expense. The year ended December 31, 2013 includes a gain on early extinguishment of debt of $14.0 million on a property disposition.
Financings
During the three months ended December 31, 2014, the Company obtained a $46.5 million first mortgage loan secured by Bayshore Mall in Eureka, California. The loan bears interest at a fixed rate of 3.96%, matures in November 2024, is interest only for the first three years and amortizes on a 30 year schedule thereafter.
During the twelve months ended December 31, 2014, the Company refinanced two properties, with ten year fixed rate loans totaling $116.5 million. The Company paid off two fixed rate loans totaling $82.5 million. Together these transactions generated approximately $34.0 million of net proceeds. The Company also obtained, at share, $146.7 million of fixed rate debt associated with two of our acquisitions.
Acquisitions
During the year ended December 31, 2014, the Company acquired interests in two retail properties totaling 1.7 million square feet with a gross value of $230.8 million. Bel Air Mall was acquired in May 2014 for a total purchase price of $131.9 million; the Company owns a 100% interest. In August 2014, the Company acquired a 51% controlling interest in a joint venture partnership to own and operate The Mall at Barnes Crossing for $50.4 million with the option to purchase the remaining 49% at a later date.
Subsequent Events
In January 2015, the Company sold The Shoppes at Knollwood (formerly Knollwood Mall) in St. Louis Park, MN, for gross proceeds of $106.7 million. The mortgage debt balance of $35.1 million was defeased simultaneously with the sale of the property. Net proceeds of $54.7 million were available for general corporate purposes, including acquisitions and ongoing capital investments within the existing portfolio.

2

 
 

In January 2015, the Company acquired Mt. Shasta Mall located in Redding, CA, for a total purchase price of approximately $49.0 million. The acquisition was funded with proceeds from the sale of The Shoppes at Knollwood and the Company obtained a new $31.9 million non-recourse mortgage loan. The loan bears interest at 4.19%, matures in March 2025, is interest only for the first three years and amortizes on a 30 year schedule thereafter.
In February 2015, the Company paid off the remaining mortgage loan balance of $10.4 million on Washington Park Mall.
Vista Ridge Mall, previously designated as a special consideration asset, was transferred to special servicing in February 2015.

Common Share Dividend
On February 26, 2015, the Company's Board of Directors declared a common stock dividend of $0.18 per share payable on April 30, 2015 to stockholders of record on April 15, 2015, representing a 5.9% increase per share from the prior quarterly dividend. The Company's objective is to continue to grow the dividend over time and the Board will continue to evaluate the dividend policy as the Company's repositioning and acquisition plans continue to take effect.
Annual Meeting

The Company's Annual Stockholders Meeting will take place on May 8, 2015 at 2:00 PM at 787 Third Ave., New York, New York.

2015 Guidance
Based on management's expectation as of the date of this release, the Company is providing initial guidance for 2015 Core FFO in the range of $1.73 to $1.77 per diluted share for the year ending December 31, 2015. Full year guidance assumes the following: Same Property(1) Core NOI growth of 2.5% to 3.75%, general and administrative expense of $25.3 million to $25.8 million, and interest expense of $64.7 million to $65.2 million. The guidance presented does not include the effects of property acquisitions, dispositions, or capital transaction activity completed subsequent to December 31, 2014, except those previously announced and completed, and other mortgage refinancings to be completed in the ordinary course of business.

A reconciliation of the range of estimated diluted net income per share to estimated Core FFO per share for 2015 is as follows:
 
 
For the year ending
 
 
December 31, 2015
 
 
Low
High
GAAP expected net income per share
 
$
0.53

 
$
0.57

Add: Depreciation and amortization
 
1.48
 
1.47
Less: Gain on sale of Property
 
(0.60)
 
(0.57)
Expected Funds From Operations per share
 
1.41
 
1.47
Other Core Funds From Operations adjustments (2)
 
0.32
 
0.30
Core Funds From Operations (3)
 
$1.73
 
$1.77

(1) The Same Property portfolio for 2015 excludes acquisitions completed after January 1, 2014, properties that were undergoing redevelopment with significant disruption (Knollwood Mall, Gateway Mall, NewPark Mall and Spring Hill Mall) and the properties which have been designated as special consideration assets (Steeplegate Mall, Vista Ridge Mall and Collin Creek Mall). An asset is designated as special consideration when a property has a heightened probability of being conveyed to its lender absent substantive renegotiation.




3

 
 


(2) Refer to the Supplemental Information package for additional details on the nature of the adjustments to reconcile to FFO and Core FFO. 2015 Guidance includes:
 
 
Low
 
High
Straight-line rent and above / below market lease amortization
 
$
10,000

 
$
9,600

Other expense
 
4,000

 
3,525

Amortization and write off of market rate adjustments
 
700

 
600

Amortization and write off of deferred financing costs
 
4,000

 
3,525

Income taxes
 
700

 
600


(3) Assumes 2015 annualized weighted average common shares outstanding - diluted of 58,300,000.
Supplemental Information
The Company released an informational supplemental packet, available at www.rouseproperties.com under the Investors section, with additional detail, including a description of non-GAAP financial measures and reconciliation to GAAP measures.
Investor Conference Webcast and Conference Call
The Company will host a webcast and conference call at 8:30 a.m. Eastern Standard Time on Tuesday, March 3, 2015, to discuss the fourth quarter 2014 results. The number to call is 877-705-6003 (domestic) and 1-201-493-6725 (international). The live webcast will be available at www.rouseproperties.com under the Investors section. A replay of the conference call will be available through March 17, 2015, by dialing 877-870-5176 (domestic) and 1-858-384-5517 (international) and entering the passcode 13601057.
Forward Looking Statements
Certain matters within this press release are discussed using forward-looking language as specified in the Private Securities Litigation Reform Act of 1995, and, as such, may involve known and unknown risks, uncertainties and other factors that may cause the actual results or performance to differ from those projected in the forward-looking statement. These forward-looking statements may include statements related to the Company's ability to outperform the ongoing recovery of the Retail and REIT industry and the markets in which the Company's mall properties are located, the Company's ability to generate internal and external growth, the Company's ability to identify and complete the acquisition of properties in new markets, the Company's ability to complete redevelopment projects and the Company's ability to increase margins, including Net Operating Income. For a description of factors that may cause the Company's actual results or performance to differ from its forward-looking statements, please review the information under the heading “Risk Factors” included in the Company's Annual Report on Form 10-K for the year ended December 31, 2014 and other documents filed by the Company with the Securities and Exchange Commission.
Non GAAP Financial Measures
The Company makes reference to net operating income (“NOI”) and funds from operations (“FFO”).  NOI is defined as operating revenues (minimum rents, including lease termination fees, tenant recoveries, overage rents, and other income) less property and related expenses (property operating expenses, real estate taxes, repairs and maintenance, marketing, and provision for doubtful accounts). We use FFO, as defined by the National Association of Real Estate Investment Trusts, as a supplemental measure of our operating performance. FFO is defined as net income (loss) attributable to common stockholders in accordance with GAAP, excluding impairment write-downs on depreciable real estate, gains (or losses) from cumulative effects of accounting changes, extraordinary items and sales of properties, and real estate related depreciation and amortization. 
In order to present operations in a manner most relevant to its future operations, Core FFO and Core NOI have been presented to exclude certain non-cash and non-recurring revenue and expenses. A reconciliation of NOI to Core NOI and FFO to Core FFO has been included in the "Reconciliation of Core NOI and Core FFO" schedule attached to this release.

4

 
 

NOI, FFO and derivations thereof, are not alternatives to GAAP operating income (loss) or net income (loss) available to common stockholders.  For reference, as an aid in understanding management's computation of NOI and FFO, a reconciliation of NOI to operating income and FFO to net income (loss) in accordance with GAAP has been included in the "Reconciliation of Non-GAAP to GAAP Financial Measures" schedule attached to this release.    
About Rouse
Rouse is a publicly traded real estate investment trust headquartered in New York City and founded on a legacy of innovation and creativity. Among the country's largest publicly traded regional mall owners, the Company's geographically diverse portfolio spans the United States from coast to coast, and includes 36 malls in 23 states encompassing over 25.5 million square feet of space. For more information, visit www.rouseproperties.com.

5

 
 


Consolidated Statements of Operations and Comprehensive Loss    

 
Three Months Ended
 
Years Ended
(In thousands, except per share amounts)
December 31, 2014 (Unaudited)
 
December 31, 2013 (Unaudited)
 
December 31, 2014 (Unaudited)
 
December 31, 2013 (Unaudited)
Revenues:
 

 
 

 
 
 
 
Minimum rents
$
55,747

 
$
45,800

 
$
200,354

 
$
165,097

Tenant recoveries
19,149

 
15,807

 
77,580

 
66,061

Overage rents
3,806

 
3,463

 
6,470

 
5,943

Other
3,013

 
2,280

 
7,723

 
6,441

Total revenues
81,715

 
67,350

 
292,127

 
243,542

Expenses:
 

 
 

 
 
 
 
Property operating costs
17,734

 
16,456

 
70,269

 
60,288

Real estate taxes
7,018

 
3,789

 
26,571

 
22,089

Property maintenance costs
3,161

 
3,085

 
11,331

 
11,446

Marketing
1,603

 
1,702

 
3,257

 
3,734

Provision for doubtful accounts
569

 
524

 
1,228

 
887

General and administrative
7,716

 
6,297

 
26,329

 
21,971

Provision for impairment
5,300

 
15,159

 
15,965

 
15,159

Depreciation and amortization
28,708

 
19,079

 
100,302

 
66,497

Other
2,805

 
2,171

 
5,437

 
4,223

Total expenses
74,614

 
68,262

 
260,689

 
206,294

Operating income (loss)
7,101

 
(912
)
 
31,438

 
37,248

 
 
 
 
 
 
 
 
Interest income
12

 
55

 
323

 
548

Interest expense
(19,670
)
 
(23,226
)
 
(82,909
)
 
(82,534
)
Loss before income taxes and discontinued operations
(12,557
)
 
(24,083
)
 
(51,148
)
 
(44,738
)
Provision for income taxes
(154
)
 
(609
)
 
(537
)
 
(844
)
Loss from continuing operations
(12,711
)
 
(24,692
)
 
(51,685
)
 
(45,582
)
Discontinued operations:
 
 
 
 
 
 
 
Loss from discontinued operations

 

 

 
(23,158
)
Gain on extinguishment of debt

 

 

 
13,995

Discontinued operations, net

 

 

 
(9,163
)
Net loss
$
(12,711
)
 
$
(24,692
)
 
$
(51,685
)
 
$
(54,745
)
   Net income (loss) attributable to non-controlling interest
122

 

 
(71
)
 

Net loss attributable to Rouse Properties Inc.
$
(12,589
)
 
$
(24,692
)
 
$
(51,756
)
 
$
(54,745
)
 
 
 
 
 
 
 
 
Loss from continuing operations per share attributable to Rouse Properties Inc.- Basic and Diluted (1)
$
(0.22
)
 
$
(0.50
)
 
$
(0.90
)
 
$
(0.92
)
 
 
 
 
 
 
 
 
Net loss per share attributable to Rouse Properties Inc. - Basic and Diluted (1)
$
(0.22
)
 
$
(0.50
)
 
$
(0.90
)
 
$
(1.11
)
 
 
 
 
 
 
 
 
Dividends declared per share
$
0.17

 
$
0.13

 
$
0.68

 
$
0.52

 
 
 
 
 
 
 
 
Comprehensive loss:
 
 
 
 
 
 
 
Net loss
$
(12,711
)
 
$
(24,692
)
 
$
(51,685
)
 
$
(54,745
)
Other comprehensive loss:
 
 
 
 
 
 
 
Unrealized gain (loss) on financial instrument
(252
)
 

 
(482
)
 

Comprehensive loss
$
(12,963
)
 
$
(24,692
)
 
$
(52,167
)
 
$
(54,745
)

(1) Calculated using weighted average number of shares of 57,531,859 and 49,358,281 for the three months ended December 31, 2014 and 2013, respectively and 57,203,196 and 49,344,927 for the years ended December 31, 2014 and 2013, respectively.

6

 
 


Consolidated Balance Sheets

(In thousands)
 
December 31, 2014 (Unaudited)
 
December 31, 2013 (Unaudited)
 
 
 
 
 
Assets:
 
 

 
 

Investment in real estate:
 
 

 
 

Land
 
$
371,363

 
$
353,061

Buildings and equipment
 
1,820,072

 
1,595,070

Less accumulated depreciation
 
(189,838
)
 
(142,432
)
Net investment in real estate
 
2,001,597

 
1,805,699

Cash and cash equivalents
 
14,308

 
14,224

Restricted cash
 
48,055

 
46,836

Accounts receivable, net
 
35,492

 
30,444

Deferred expenses, net
 
52,611

 
46,055

Prepaid expenses and other assets, net
 
62,690

 
76,252

Assets of property held for sale
 
55,647

 

Total assets
 
$
2,270,400

 
$
2,019,510

 
 
 
 
 
Liabilities:
 
 

 
 

Mortgages, notes and loans payable
 
$
1,584,499

 
$
1,454,546

Accounts payable and accrued expenses, net
 
113,976

 
109,683

Liabilities of property held for sale
 
38,590

 

Total liabilities
 
1,737,065

 
1,564,229

 
 
 
 
 
Commitments and contingencies
 

 

 
 
 
 
 
Equity:
 
 

 
 

Preferred stock (1)
 

 

Common stock (2)
 
578

 
497

Class B common stock (3)
 

 

Additional paid-in capital
 
679,275

 
565,798

Accumulated deficit
 
(162,881
)
 
(111,125
)
Accumulated other comprehensive loss
 
(482
)
 

Total stockholders' equity
 
516,490

 
455,170

Non-controlling interest
 
16,845

 
111

Total equity
 
533,335

 
455,281

Total liabilities and equity
 
$
2,270,400

 
$
2,019,510


(1) Preferred stock: $0.01 par value; 50,000,000 shares authorized, 0 issued and outstanding at December 31, 2014 and 2013.
(2) Common stock: $0.01 par value; 500,000,000 shares authorized, 57,748,141 issued and 57,743,981 outstanding at December 31, 2014 and 49,652,596 issued and 49,648,436 outstanding at December 31, 2013.
(3) Class B common stock: $0.01 par value; 1,000,000 shares authorized, 0 issued and outstanding at December 31, 2014 and 2013.






7

 
 

Reconciliation of Core NOI and Core FFO - For The Three Month Period Ended

 
December 31, 2014
 
December 31, 2013
(In thousands)
 
(Unaudited)
 
(Unaudited)

 
Consolidated
 
Discontinued Operations
 
Noncontrolling Interest (1)
 
Rouse Total
 
Core Adjustments
 
Core NOI / FFO
 
Consolidated
 
Discontinued Operations
 
Noncontrolling Interest (1)
 
Rouse Total
 
Core Adjustments
 
Core NOI / FFO
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Minimum rents (2)
 
$
55,747

 
$

 
$
(1,129
)
 
$
54,618

 
$
2,670

 
$
57,288

 
$
45,800

 
$

 
$

 
$
45,800

 
$
2,787

 
$
48,587

Tenant recoveries
 
19,149

 

 
(312
)
 
18,837

 

 
18,837

 
15,807

 

 

 
15,807

 

 
15,807

Overage rents
 
3,806

 

 
(26
)
 
3,780

 

 
3,780

 
3,463

 

 

 
3,463

 

 
3,463

Other
 
3,013

 

 
(33
)
 
2,980

 

 
2,980

 
2,280

 

 

 
2,280

 

 
2,280

Total revenues
 
81,715

 

 
(1,500
)
 
80,215

 
2,670

 
82,885

 
67,350

 

 

 
67,350

 
2,787

 
70,137

Operating Expenses:
 

 

 
 
 

 

 

 
 
 

 
 
 

 
 
 

Other property operating costs (3)
 
17,734

 

 
(214
)
 
17,520

 
(39
)
 
17,481

 
16,456

 

 

 
16,456

 
(31
)
 
16,425

Real estate taxes
 
7,018

 

 
(178
)
 
6,840

 

 
6,840

 
3,789

 

 

 
3,789

 

 
3,789

Property maintenance costs
 
3,161

 

 
(55
)
 
3,106

 

 
3,106

 
3,085

 

 

 
3,085

 

 
3,085

Marketing
 
1,603

 

 
(22
)
 
1,581

 

 
1,581

 
1,702

 

 

 
1,702

 

 
1,702

Provision for doubtful accounts
 
569

 

 
16

 
585

 

 
585

 
524

 

 

 
524

 

 
524

Total operating expenses
 
30,085

 

 
(453
)
 
29,632

 
(39
)
 
29,593

 
25,556

 

 

 
25,556

 
(31
)
 
25,525

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net operating income
 
51,630

 

 
(1,047
)
 
50,583

 
2,709

 
53,292

 
41,794

 

 

 
41,794

 
2,818

 
44,612

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
General and administrative (4)(5)
 
7,716

 

 

 
7,716

 

 
7,716

 
6,297

 

 

 
6,297

 
(16
)
 
6,281

Other (6)
 
2,805

 

 

 
2,805

 
(2,805
)
 

 
2,171

 

 

 
2,171

 
(2,171
)
 

Subtotal
 
41,109

 

 
(1,047
)
 
40,062

 
5,514

 
45,576

 
33,326

 

 

 
33,326

 
5,005

 
38,331

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest income
 
12

 

 

 
12

 

 
12

 
55

 

 

 
55

 

 
55

Interest expense
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
 
 
 
 
 
Amortization and write-off of market rate adjustments
 
138

 

 

 
138

 
(138
)
 

 
(1,706
)
 

 

 
(1,706
)
 
1,706

 

Amortization and write-off of deferred financing costs
 
(789
)
 

 

 
(789
)
 
789

 

 
(5,834
)
 

 

 
(5,834
)
 
5,834

 

Debt extinguishment costs
 

 

 

 

 

 

 
(390
)
 

 

 
(390
)
 
390

 

Interest on debt
 
(19,019
)
 

 
416

 
(18,603
)
 

 
(18,603
)
 
(15,296
)
 

 

 
(15,296
)
 

 
(15,296
)
Provision for income taxes
 
(154
)
 

 

 
(154
)
 
154

 

 
(609
)
 

 

 
(609
)
 
609

 

Funds from operations
 
$
21,297

 
$

 
$
(631
)
 
$
20,666

 
$
6,319

 
$
26,985

 
$
9,546

 
$

 
$

 
$
9,546

 
$
13,544

 
$
23,090

Funds from operations per share - basic and diluted (7)
 

 

 
 
 

 

 
$
0.47

 

 

 
 
 

 
 
 
$
0.47

Funds from operations per share - diluted (8)
 

 

 
 
 

 

 
$
0.46

 
 
 
 
 
 
 
 
 
 
 
$
0.46


(1) Represents our partner's share of operations from consolidated properties.
(2) Core adjustments includes the aggregate amounts for consolidated and discontinued operations for straight-line rent of $(574) and $(981), above / below market lease amortization of $3,237 and $3,518 and tenant inducement amortization of $7 and $250 for the three months ended December 31, 2014 and 2013, respectively.
(3) Core adjustments include above / below market ground lease amortization of $39 and $31 for the three months ended December 31, 2014 and 2013, respectively..
(4) General and administrative costs include $962 and $770 of non-cash stock compensation expense for the three months ended December 31, 2014 and 2013, respectively.
(5) Core adjustments include amounts for the corporate and regional office straight-line rent of $0 and $16 for the three months ended December 31, 2014 and 2013, respectively.
(6) Core adjustments include property acquisition costs and non-recurring costs related to the transition from Brookfield financial service center.
(7) Calculated using weighted average number of shares of 57,531,859 and 49,358,281 for the three months ended December 31, 2014 and 2013, respectively.
(8) Assumes 58,105,232 and 50,390,889 of diluted common shares for the three months ended December 31, 2014 and 2013, respectively.

8

 
 

Reconciliation of Core NOI and Core FFO - For the Year Ended

 
December 31, 2014
 
December 31, 2013
(In thousands)
 
(Unaudited)
 
(Unaudited)

 
Consolidated
 
Discontinued Operations
 
Noncontrolling Interest(1)
 
Rouse Total
 
Core Adjustments
 
Core NOI / FFO
 
Consolidated
 
Discontinued Operations
 
Noncontrolling Interest(1)
 
Rouse Total
 
Core Adjustments
 
Core NOI / FFO
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Minimum rents (2)
 
$
200,354

 
$

 
$
(1,498
)
 
$
198,856

 
$
11,336

 
$
210,192

 
$
165,097

 
$
3,117

 
$

 
$
168,214

 
$
13,331

 
$
181,545

Tenant recoveries
 
77,580

 

 
(433
)
 
77,147

 

 
77,147

 
66,061

 
1,475

 

 
67,536

 

 
67,536

Overage rents
 
6,470

 

 
(28
)
 
6,442

 

 
6,442

 
5,943

 
72

 

 
6,015

 

 
6,015

Other
 
7,723

 

 
(35
)
 
7,688

 

 
7,688

 
6,441

 
148

 

 
6,589

 

 
6,589

Total revenues
 
292,127

 

 
(1,994
)
 
290,133

 
11,336

 
301,469

 
243,542

 
4,812

 

 
248,354

 
13,331

 
261,685

Operating Expenses:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other property operating costs (3)
 
70,269

 

 
(274
)
 
69,995

 
(145
)
 
69,850

 
60,288

 
1,676

 

 
61,964

 
(125
)
 
61,839

Real estate taxes
 
26,571

 

 
(236
)
 
26,335

 

 
26,335

 
22,089

 
301

 

 
22,390

 

 
22,390

Property maintenance costs
 
11,331

 

 
(60
)
 
11,271

 

 
11,271

 
11,446

 
292

 

 
11,738

 

 
11,738

Marketing
 
3,257

 

 
(23
)
 
3,234

 

 
3,234

 
3,734

 
49

 

 
3,783

 

 
3,783

Provision for doubtful accounts
 
1,228

 

 
16

 
1,244

 

 
1,244

 
887

 
1

 

 
888

 

 
888

Total operating expenses
 
112,656

 

 
(577
)
 
112,079

 
(145
)
 
111,934

 
98,444

 
2,319

 

 
100,763

 
(125
)
 
100,638

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net operating income
 
179,471

 

 
(1,417
)
 
178,054

 
11,481

 
189,535

 
145,098

 
2,493

 

 
147,591

 
13,456

 
161,047

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
General and administrative (4)(5)
 
26,329

 

 

 
26,329

 
(56
)
 
26,273

 
21,971

 

 

 
21,971

 
(83
)
 
21,888

Other (6)
 
5,437

 

 

 
5,437

 
(5,437
)
 

 
4,223

 

 

 
4,223

 
(4,223
)
 

Subtotal
 
147,705

 

 
(1,417
)
 
146,288

 
16,974

 
163,262

 
118,904

 
2,493

 

 
121,397

 
17,762

 
139,159

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest income
 
323

 

 
 
 
323

 

 
323

 
548

 

 

 
548

 

 
548

Interest expense
 


 


 
 
 


 
 
 


 
 
 
 
 
 
 
 
 
 
 


Amortization and write-off of market rate adjustments
 
(8,878
)
 

 

 
(8,878
)
 
8,878

 

 
(7,624
)
 
(1,131
)
 

 
(8,755
)
 
8,755

 

Amortization and write-off of deferred financing costs
 
(4,209
)
 

 

 
(4,209
)
 
4,209

 

 
(12,441
)
 
(103
)
 

 
(12,544
)
 
12,544

 

Debt extinguishment costs
 
(259
)
 

 

 
(259
)
 
259

 

 
(2,276
)
 

 

 
(2,276
)
 
2,276

 

Interest on debt
 
(69,563
)
 

 
494

 
(69,069
)
 

 
(69,069
)
 
(60,193
)
 
(1,993
)
 

 
(62,186
)
 

 
(62,186
)
Provision for income taxes
 
(537
)
 

 

 
(537
)
 
537

 

 
(844
)
 

 

 
(844
)
 
844

 

Funds from operations
 
$
64,582

 
$

 
$
(923
)
 
$
63,659

 
$
30,857

 
$
94,516

 
$
36,074

 
$
(734
)
 
$

 
$
35,340

 
$
42,181

 
$
77,521

Funds from operations per share - basic and diluted (7)
 


 


 
 
 


 


 
$
1.65

 


 


 
 
 


 


 
$
1.57

Funds from operations per share - diluted (8)
 


 


 
 
 


 


 
$
1.64

 


 


 
 
 


 


 
$
1.54


(1) Represents our partner's share of operations from consolidated properties.
(2) Core adjustments includes the aggregate amounts for consolidated and discontinued operations for straight-line rent of $(1,757) and $(3,517), above / below market lease amortization of $13,066 and $15,848 and tenant inducement amortization of $28 and $1,000 for the years ended December 31, 2014 and 2013, respectively.
(3) Core adjustments include above / below market ground lease amortization of $145 and $125 for each of the years ended December 31, 2014 and 2013, respectively.
(4) General and administrative costs include $3,699 and $3,018 of non-cash stock compensation expense for the years ended December 31, 2014 and 2013, respectively.
(5) Core adjustments include amounts for the corporate and regional office straight-line rent of $56 and $83 for the years ended December 31, 2014 and 2013, respectively.
(6) Core adjustments include property acquisition costs and non-recurring costs related to the transition from Brookfield financial service center.
(7) Calculated using weighted average number of shares of 57,203,196 and 49,344,927 for the years ended December 31, 2014 and 2013, respectively.
(8) Assumes 57,742,725 and 50,390,889 of diluted common shares for the years ended December 31, 2014 and 2013, respectively.

9

 
 

Reconciliation of Non-GAAP to GAAP Financial Measures

 
Three Months Ended
 
Years Ended
(In thousands)
December 31, 2014 (Unaudited)
 
December 31, 2013 (Unaudited)
 
December 31, 2014 (Unaudited)
 
December 31, 2013 (Unaudited)
 
 
 
 
 
 
 
 
Reconciliation of NOI to GAAP Operating Income (Loss)
 
 
 
 
 
 
 
Rouse NOI
$
50,583

 
$
41,794

 
$
178,054

 
$
147,591

Discontinued operations

 

 

 
(2,493
)
Non-controlling interests
1,047

 

 
1,417

 

General and administrative
(7,716
)
 
(6,297
)
 
(26,329
)
 
(21,971
)
Other
(2,805
)
 
(2,171
)
 
(5,437
)
 
(4,223
)
Depreciation and amortization
(28,708
)
 
(19,079
)
 
(100,302
)
 
(66,497
)
Provision for impairment
(5,300
)
 
(15,159
)
 
(15,965
)
 
(15,159
)
Operating income (loss)
$
7,101

 
$
(912
)
 
$
31,438

 
$
37,248

 
 
 
 
 
 
 
 
Reconciliation of FFO to GAAP Net loss attributable to Rouse Properties Inc
 
 
 
 
 
 
 
FFO
$
20,666

 
$
9,546

 
$
63,659

 
$
35,340

Discontinued operations

 

 

 
(22,424
)
Non-controlling interests - Depreciation and amortization/Other
753

 

 
852

 

Depreciation and amortization
(28,708
)
 
(19,079
)
 
(100,302
)
 
(66,497
)
Provision for impairment
(5,300
)
 
(15,159
)
 
(15,965
)
 
(15,159
)
Gain on extinguishment of debt

 

 

 
13,995

Net loss attributable to Rouse Properties Inc.
$
(12,589
)
 
$
(24,692
)
 
$
(51,756
)
 
$
(54,745
)
 
 
 
 
 
 
 
 
Weighted average number of shares outstanding
57,531,859

 
49,358,281

 
57,203,196

 
49,344,927

Net loss per share attributable to Rouse Properties Inc.
$
(0.22
)
 
$
(0.50
)
 
$
(0.90
)
 
$
(1.11
)
.



Source: Rouse Properties, Inc.
Rouse Properties, Inc.
Investor Relations, 212-608-5108
IR@rouseproperties.com


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