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8-K - 8-K-09.30.2015 - Rouse Properties, LLCq3-09302015x8xk.htm
EX-99.2 - EXHIBIT 99.2-09.30.2015 - Rouse Properties, LLCex992-q3x09302015xsuppleme.htm
                        

Rouse Properties Reports Third Quarter 2015 Results

- Operating Portfolio Leased Percentage Increased 60 bps YoY to 92.3% -
- Initial Lease Spreads Increased by 13.2% in Q3 and 11.4% Year-to-Date -
- Sales for Operating Portfolio Grows to $345, up 7.1% on Comparable TTM Basis-
- Completed $300 Million of Refinancings, Addressed All Remaining 2015 Loan Maturities -
- Increasing Low End of Core FFO Guidance Range by $0.01 Per Share -
- Increasing Low End Same Property Core NOI Guidance Range by 50 bps -

New York, NY, November 2, 2015 - Rouse Properties, Inc. (the "Company" or "Rouse") (NYSE: RSE) today announced consolidated results for the three months ended September 30, 2015.
"Our third quarter results highlight the progress we are making in transforming our portfolio. Our strong leasing activity produced solid increases of initial leasing spreads, average rents and leased percentage,” stated Andrew Silberfein, Rouse Properties’ President and Chief Executive Officer. “Our current sales of $345 psf have increased by $23 psf since the start of the year, and are being driven by 7.1% growth on a Comparable TTM basis. We continue to accelerate the changes we are making across our entire platform. These changes include 14 capital projects either underway or starting shortly, the addition of nine H&M's of approximately 200,000 square feet and the proactive re-tenanting of two Sears anchors. As we execute on these initiatives, we will create significant value for our shareholders and continue to drive strong growth in cash flow. This can clearly be seen at our grand opening at The Shoppes at Gateway, with tenant sales far exceeding our expectations and the community embracing the high quality offering we have now delivered. Within the past few weeks we have recently opened nearly 120,000 square feet of leading national tenants such as Ulta Beauty, Panera Bread, Petco, Ross, and Hobby Lobby."
Operational and Financial Highlights Third Quarter 2015(1) 
Initial rental rates for new and renewal leases on a same suite basis rose 13.2%, and average rental rates increased by 19.4%, for leases executed during the quarter.
Leased approximately 530,000 square feet of inline space, with signed not yet open leases growing to 1.3 million square feet representing $17.7 million of incremental annual revenue.
For the Operating Portfolio, leased percentage increased 60 basis points YoY to 92.3%. Including anchors, leased percentage was 96.3%.
For the Operating Portfolio, tenant sales were $345 per square foot on a trailing twelve month basis. On a comparable basis, trailing twelve month tenant sales increased 7.1%.
Same Property average total rent for tenants less than 10,000 square feet increased 4.2%, YoY, to $41.39 from $39.71 per square foot.

(1) Operating Portfolio excludes properties undergoing substantial redevelopment and special consideration assets. 
Financial Results for the Three Months Ended September 30, 2015
Core FFO was $24.8 million, or $0.43 per diluted share, as compared to $23.7 million, or $0.41 per diluted share in the prior year period. The year over year increase was primarily due to the impact of properties acquired in 2014 and 2015. This was partially offset by reduced FFO from the dispositions of Collin Creek Mall and Steeplegate Mall as well as the sale of The Shoppes at Knollwood Mall.
Core NOI was $47.4 million, a decrease of 1.0% from $47.6 million in the prior year period. Excluding the contribution from non same property assets and lease termination income of approximately $0.2 million in the third quarter of 2015 and $0.9 million in the third quarter of 2014, Same Property Core NOI increased by 1.0% to $36.7 million from $36.3 million in the prior year. Same Property Core NOI was impacted by several factors, including: i) the termination or relocation of 49 stores to make contiguous space available for H&M; ii) an increase in bad debt and associated litigation expenses, and; iii) the increase in properties undergoing redevelopment.

1

                        

Net loss attributable to Rouse Properties was $(1.3) million or $(0.02) per diluted share, as compared to a net loss of $(26.6) million or $(0.46) per diluted share in the prior year period. Net loss for the three months ended September 30, 2014, included a provision for impairment of $10.7 million, related to reductions in the estimated values of Steeplegate Mall and Collin Creek, two properties that have been conveyed to the lender during 2015. In addition, a reduction in depreciation and amortization and interest expense during the three months ended September 30, 2015 have also contributed to the change in net loss.
Financial Activities
On July 1, 2015, the Company repaid the $59.0 million mortgage debt balance on Grand Traverse Mall which had a fixed interest rate of 5.02%. On July 29, 2015, Grand Traverse Mall was added to the 2013 Corporate Facility collateral pool.
On September 11, 2015, the loan associated with NewPark Mall was refinanced for $135.0 million, with an initial funding of $114.3 million. The loan provides for a subsequent funding of up to $20.8 million upon achieving certain conditions.  The loan has a term of three years with a one-year extension option subject to the fulfillment of certain conditions. The borrower entered into an interest swap commencing January 2016, which fixes the interest rate at 3.26%, through September 2018.

Subsequent Events
On October 8, 2015, the loan associated with Greenville Mall, located in Greenville, North Carolina was refinanced with a new, non-recourse mortgage loan for $45.5 million. The loan bears interest at a fixed rate of of 4.46%, matures in November 2025, and amortizes over 30 years. This loan replaced a $40.2 million non-recourse mortgage loan which had a fixed interest rate of 5.29%.
 
On October 8, 2015, the loan associated with The Shoppes at Bel Air located in Mobile, Alabama was refinanced with a new, non-recourse mortgage loan for $120.0 million. The initial funding of $110.5 million was used to retire the outstanding mortgage loan of $109.5 million which had a fixed interest rate of 5.30%. The loan provides for a subsequent funding of $9.5 million upon achieving certain conditions. The loan bears interest at a floating rate of LIBOR (30 day) plus 235 basis points, is interest only for the first two years, with a fixed amortization thereafter. The loan has a term of three years, with two one-year extension options subject to achieving certain conditions. The borrower entered into an interest swap commencing January 2016 which fixes the interest rate at 3.34%, through September 2018.

On October 29, 2015, the Board of Directors authorized management to implement a Stock Repurchase Program in the maximum amount of $50.0 million over a period of up to two years. Purchases made pursuant to the Stock Repurchase Program will be made in the open market from time to time as permitted by federal securities laws and other legal requirements.  The timing, manner, price and amount of any repurchases will be determined by the Company in its discretion and will be subject to economic and market conditions, stock price, applicable legal requirements and other factors.  The Stock Repurchase Program may be suspended or discontinued at any time.

Common Stock Dividend
On October 29, 2015, the Company's Board of Directors declared a fourth quarter common stock dividend of $0.18 per share, which will be paid on January 29, 2016 to stockholders of record on January 15, 2016.

2015 Guidance
The Company is increasing the low end of Core FFO Guidance Range by $0.01 to $1.75 to $1.78 per diluted share, based on management's expectations as of the date of this release.  Full year guidance assumes the following: Same Property Core NOI growth of 3.0% to 3.75%, general and administrative expense of $25.9 million to $26.3 million, and interest expense of $67.0 million to $67.3 million. The guidance presented does not include the effects of property acquisitions, dispositions, or capital transaction activity completed subsequent to September 30, 2015, except for the mortgage refinancings mentioned in Subsequent Events above.

2

                        


 
 
For the year ending
 
 
December 31, 2015
 
 
Low
High
GAAP expected net income per share
 
$
0.78

 
$
0.80

Add: Depreciation and amortization
 
1.64
 
1.67
Add: Provision for impairment
 
0.05
 
0.05
Less: Gain on sale of real estate assets
 
(0.56)
 
(0.56)
Less: Gain on extinguishment of debt
 
(0.46)
 
(0.46)
Expected Funds From Operations per share
 
1.45
 
1.50
Other Core Funds From Operations adjustments (1)
 
0.30
 
0.28
Core Funds From Operations (2)
 
$1.75
 
$1.78
(1) 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
 
$
6,850

 
$
6,500

Other expense
 
6,000

 
5,500

Amortization and write off of market rate adjustments
 
(900
)
 
(800
)
Amortization and write off of deferred financing costs
 
4,500

 
4,250

Income taxes
 
725

 
625


(2) Assumes 2015 annualized weighted average common shares outstanding - diluted of 58,200,000.

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 8:00 a.m. eastern standard time on November 3, 2015, to discuss third quarter 2015 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 November 17, 2015, by dialing 877-870-5176 (domestic) and 1-858-384-5517 (international) and entering the passcode 13621908.
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 statements. 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

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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.
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) available to common stockholders 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 Properties, Inc. (NYSE:RSE) is a publicly traded real estate investment trust headquartered in New York City and was 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 35 malls and retail centers in 21 states encompassing approximately 24.1 million square feet. For more information please visit: www.rouseproperties.com.


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Consolidated Statements of Operations and Comprehensive Income (Loss)

 
Three Months Ended
 
Nine Months Ended
(In thousands, except per share amounts)
September 30, 2015 (Unaudited)
 
September 30, 2014 (Unaudited)
 
September 30, 2015 (Unaudited)
 
September 30, 2014 (Unaudited)
Revenues:
 

 
 

 
 
 
 
Minimum rents
$
52,035

 
$
51,817

 
$
154,339

 
$
144,608

Tenant recoveries
19,069

 
20,518

 
57,910

 
58,430

Overage rents
881

 
726

 
3,204

 
2,664

Other
1,568

 
1,722

 
5,070

 
4,711

Total revenues
73,553

 
74,783

 
220,523

 
210,413

Expenses:
 

 
 

 
 
 
 
Property operating costs
17,537

 
18,639

 
51,502

 
52,535

Real estate taxes
5,694

 
7,287

 
20,049

 
19,553

Property maintenance costs
1,864

 
2,394

 
7,558

 
8,170

Marketing
419

 
572

 
1,357

 
1,653

Provision for doubtful accounts
759

 
271

 
1,317

 
659

General and administrative
6,327

 
6,132

 
19,685

 
18,613

Provision for impairment

 
10,665

 
2,900

 
10,665

Depreciation and amortization
22,856

 
27,130

 
72,719

 
71,593

Other
1,254

 
1,371

 
5,205

 
2,631

Total operating expenses
56,710

 
74,461

 
182,292

 
186,072

Operating income
16,843

 
322

 
38,231

 
24,341

 
 
 
 
 
 
 
 
Interest income
4

 
34

 
18

 
310

Interest expense
(18,110
)
 
(26,592
)
 
(54,745
)
 
(63,239
)
Gain (loss) on extinguishment of debt
(67
)
 

 
26,827

 

Provision for income taxes
(82
)
 
(136
)
 
(509
)
 
(383
)
Income (loss) from continuing operations before gain on sale of real estate assets
(1,412
)
 
(26,372
)
 
9,822

 
(38,971
)
Gain on sale of real estate assets

 

 
32,496

 

Income (loss) from continuing operations
(1,412
)
 
(26,372
)
 
42,318

 
(38,971
)
Discontinued operations

 

 

 

Net income (loss)
$
(1,412
)
 
$
(26,372
)
 
$
42,318

 
$
(38,971
)
   Net (income) loss attributable to non-controlling interests
110

 
(194
)
 
100

 
(194
)
Net income (loss) attributable to Rouse Properties Inc.
$
(1,302
)
 
$
(26,566
)
 
$
42,418

 
$
(39,165
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income (loss) per share attributable to Rouse Properties Inc - Basic(1)
$
(0.02
)
 
$
(0.46
)
 
$
0.73

 
$
(0.69
)
 
 
 
 
 
 
 
 
Net income (loss) per share attributable to Rouse Properties Inc - Diluted (2)
$
(0.02
)
 
$
(0.46
)
 
$
0.73

 
$
(0.69
)
 
 
 
 
 
 
 
 
Dividends declared per share
$
0.18

 
$
0.17

 
$
0.54

 
$
0.51

 
 
 
 
 
 
 
 
Other comprehensive income (loss):
 
 
 
 
 
 
 
Net income (loss)
$
(1,412
)
 
$
(26,372
)
 
$
42,318

 
$
(38,971
)
Other comprehensive loss:
 
 
 
 
 
 
 
Unrealized gain (loss) on financial instrument
(1,091
)
 
425

 
(1,327
)
 
(230
)
Comprehensive income (loss)
$
(2,503
)
 
$
(25,947
)
 
$
40,991

 
$
(39,201
)

(1) Calculated using weighted average number of shares of 57,930,453 and 57,519,412 for the three months ended September 30, 2015 and 2014, respectively, and 57,756,035 and 57,062,578 for the nine months ended September 30, 2015 and 2014, respectively,
(2) Calculated using weighted average number of shares of 57,930,453 and 57,519,412 for the three months ended September 30, 2015 and 2014, respectively, and 58,121,349 and 57,062,578 for the nine months ended September 30, 2015 and 2014, respectively,


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Consolidated Balance Sheets

(In thousands)
 
September 30, 2015 (Unaudited)
 
December 31, 2014 (Unaudited)
 
 
 
 
 
Assets:
 
 

 
 

Investment in real estate:
 
 

 
 

Land
 
$
378,855

 
$
371,363

Buildings and equipment
 
1,964,294

 
1,820,072

Less accumulated depreciation
 
(222,050
)
 
(189,838
)
Net investment in real estate
 
2,121,099

 
2,001,597

Cash and cash equivalents
 
6,277

 
14,308

Restricted cash
 
40,521

 
48,055

Accounts receivable, net
 
36,979

 
35,492

Deferred expenses, net
 
52,584

 
52,611

Prepaid expenses and other assets, net
 
52,145

 
62,690

Assets of property held for sale
 

 
55,647

Total assets
 
$
2,309,605

 
$
2,270,400

 
 
 
 
 
Liabilities:
 
 

 
 

Mortgages, notes and loans payable, net
 
$
1,637,430

 
$
1,584,499

Accounts payable and accrued expenses, net
 
123,655

 
113,976

Liabilities of property held for sale
 

 
38,590

Total liabilities
 
1,761,085

 
1,737,065

 
 
 
 
 
Commitments and contingencies
 

 

 
 
 
 
 
Equity:
 
 

 
 

Preferred stock (1)
 

 

Common stock (2)
 
580

 
578

Additional paid-in capital
 
654,304

 
679,275

Accumulated deficit
 
(120,463
)
 
(162,881
)
Accumulated other comprehensive loss
 
(1,809
)
 
(482
)
Total stockholders' equity
 
532,612

 
516,490

Non-controlling interest
 
15,908

 
16,845

Total equity
 
548,520

 
533,335

Total liabilities and equity
 
$
2,309,605

 
$
2,270,400


(1) Preferred stock: $0.01 par value; 50,000,000 shares authorized, no shares issued and outstanding as of September 30, 2015 and December 31, 2014.
(2) Common stock: $0.01 par value; 500,000,000 shares authorized, 58,084,620 issued and 58,022,217 outstanding as of September 30, 2015 and 57,748,141 issued and 57,743,981 outstanding as of December 31, 2014.
.




6

                        

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

 
September 30, 2015
 
September 30, 2014
(In thousands, except per share amounts)
 
(Unaudited)
 
(Unaudited)

 
Consolidated
 
Non-controlling Interest (1)
 
Rouse Total
 
Core Adjustments
 
Core NOI / FFO
 
Consolidated
 
Non-controlling Interest (1)
 
Rouse Total
 
Core Adjustments
 
Core NOI / FFO
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Minimum rents (2)
 
$
52,035

 
$
(1,078
)
 
$
50,957

 
$
980

 
$
51,937

 
$
51,817

 
$
(369
)
 
$
51,448

 
$
2,347

 
$
53,795

Tenant recoveries
 
19,069

 
(383
)
 
18,686

 

 
18,686

 
20,518

 
(121
)
 
20,397

 

 
20,397

Overage rents
 
881

 
11

 
892

 

 
892

 
726

 
(2
)
 
724

 

 
724

Other
 
1,568

 
(24
)
 
1,544

 

 
1,544

 
1,722

 
(2
)
 
1,720

 

 
1,720

Total revenues
 
73,553

 
(1,474
)
 
72,079

 
980

 
73,059


74,783

 
(494
)
 
74,289

 
2,347

 
76,636

Operating Expenses:
 
 
 
 
 

 
 
 
 
 
 
 
 
 

 
 
 
 
Property operating costs (3)
 
17,537

 
(281
)
 
17,256

 
(39
)
 
17,217

 
18,639

 
(60
)
 
18,579

 
(39
)
 
18,540

Real estate taxes
 
5,694

 
(214
)
 
5,480

 

 
5,480

 
7,287

 
(59
)
 
7,228

 

 
7,228

Property maintenance costs
 
1,864

 
(20
)
 
1,844

 

 
1,844

 
2,394

 
(5
)
 
2,389

 

 
2,389

Marketing
 
419

 
(11
)
 
408

 

 
408

 
572

 

 
572

 

 
572

Provision for doubtful accounts
 
759

 
(43
)
 
716

 

 
716

 
271

 

 
271

 

 
271

Total operating expenses
 
26,273

 
(569
)
 
25,704

 
(39
)
 
25,665

 
29,163

 
(124
)
 
29,039

 
(39
)
 
29,000

 
 
 
 
 
 

 
 
 
 
 
 
 
 
 

 
 
 
 
Net operating income
 
47,280

 
(905
)
 
46,375

 
1,019

 
47,394

 
45,620

 
(370
)
 
45,250

 
2,386

 
47,636

 
 
 
 
 
 

 
 
 
 
 
 
 
 
 

 
 
 
 
General and administrative (4)(5)
 
6,327

 

 
6,327

 
(5
)
 
6,322

 
6,132

 

 
6,132

 
(35
)
 
6,097

Other (6)
 
1,254

 

 
1,254

 
(1,254
)
 

 
1,371

 

 
1,371

 
(1,371
)
 

Subtotal
 
39,699

 
(905
)
 
38,794

 
2,278

 
41,072

 
38,117

 
(370
)
 
37,747

 
3,792

 
41,539

 
 
 
 
 
 

 
 
 
 
 
 
 
 
 

 
 
 
 
Interest income
 
4

 

 
4

 

 
4

 
34

 

 
34

 

 
34

Interest expense
 
 
 
 
 

 
 
 
 
 
 
 
 
 

 
 
 
 
Amortization and write-off of market rate adjustments
 
272

 

 
272

 
(272
)
 

 
(7,129
)
 

 
(7,129
)
 
7,129

 

Amortization and write-off of deferred financing costs
 
(1,750
)
 

 
(1,750
)

1,750

 

 
(1,267
)
 

 
(1,267
)
 
1,267

 

Debt extinguishment costs
 

 

 

 

 

 
(259
)
 

 
(259
)
 
259

 

Interest on debt
 
(16,632
)
 
365

 
(16,267
)
 

 
(16,267
)
 
(17,937
)
 
78

 
(17,859
)
 

 
(17,859
)
Provision for income taxes
 
(82
)
 

 
(82
)
 
82

 

 
(136
)
 

 
(136
)
 
136

 

Funds from operations
 
$
21,511

 
$
(540
)
 
$
20,971

 
$
3,838

 
$
24,809

 
$
11,423

 
$
(292
)
 
$
11,131

 
$
12,583

 
$
23,714

Funds from operations per share - basic (7)
 

 
 
 

 

 
$
0.43

 

 
 
 

 

 
$
0.41

Funds from operations per share - diluted (8)
 

 
 
 

 

 
$
0.43

 

 
 
 

 

 
$
0.41

(1) Represents our partner's share of operations from consolidated properties.
(2) Core adjustments include the aggregate amounts for straight-line rent of $(408) and $(97), above / below market lease amortization of $1,299 and $2,433 and tenant inducement amortization of $89 and $11 for the three months ended September 30, 2015 and 2014, respectively.
(3) Core adjustments include above / below market ground lease amortization of $39 and $39 for the three months ended September 30, 2015 and 2014, respectively.
(4) General and administrative costs include $710 and $960 of non-cash stock compensation expense for the three months ended September 30, 2015 and 2014, respectively.
(5) Core adjustments include amounts for the corporate and regional office straight-line rent of $5 and $35 for the three months ended September 30, 2015 and 2014, respectively.
(6) Core adjustments include property acquisition costs and non-recurring costs related to the transition from Brookfield's IT platform on to Rouse's IT platform.
(7) Calculated using weighted average number of shares of common stock of 57,930,453 and 57,519,412 for the three months ended September 30, 2015 and 2014, respectively.
(8) Assumes 58,194,064 and 58,002,235 diluted shares of common stock for the three months ended September 30, 2015 and 2014, respectively.




7

                        

Reconciliation of Core NOI and Core FFO - For the Nine Month Period Ended

 
September 30, 2015
 
September 30, 2014
(In thousands, except per share amounts)
 
(Unaudited)
 
(Unaudited)

 
Consolidated
 
Non-controlling Interest (1)
 
Rouse Total
 
Core Adjustments
 
Core NOI / FFO
 
Consolidated
 
Non-controlling Interest (1)
 
Rouse Total
 
Core Adjustments
 
Core NOI / FFO
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Minimum rents (2)
 
$
154,339

 
$
(3,178
)
 
$
151,161

 
$
4,875

 
$
156,036

 
$
144,608

 
$
(369
)
 
$
144,239

 
$
8,666

 
$
152,905

Tenant recoveries
 
57,910

 
(1,045
)
 
56,865

 

 
56,865

 
58,430

 
(121
)
 
58,309

 

 
58,309

Overage rents
 
3,204

 
(33
)
 
3,171

 

 
3,171

 
2,664

 
(2
)
 
2,662

 

 
2,662

Other
 
5,070

 
(60
)
 
5,010

 

 
5,010

 
4,711

 
(2
)
 
4,709

 

 
4,709

Total revenues
 
220,523

 
(4,316
)
 
216,207

 
4,875

 
221,082


210,413

 
(494
)
 
209,919

 
8,666

 
218,585

Operating Expenses:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Property operating costs (3)
 
51,502

 
(809
)
 
50,693

 
(116
)
 
50,577

 
52,535

 
(60
)
 
52,475

 
(106
)
 
52,369

Real estate taxes
 
20,049

 
(568
)
 
19,481

 

 
19,481

 
19,553

 
(59
)
 
19,494

 

 
19,494

Property maintenance costs
 
7,558

 
(99
)
 
7,459

 

 
7,459

 
8,170

 
(5
)
 
8,165

 

 
8,165

Marketing
 
1,357

 
(31
)
 
1,326

 

 
1,326

 
1,653

 

 
1,653

 

 
1,653

Provision for doubtful accounts
 
1,317

 
16

 
1,333

 

 
1,333

 
659

 

 
659

 

 
659

Total operating expenses
 
81,783

 
(1,491
)
 
80,292

 
(116
)
 
80,176

 
82,570

 
(124
)
 
82,446

 
(106
)
 
82,340

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net operating income
 
138,740

 
(2,825
)
 
135,915

 
4,991

 
140,906

 
127,843

 
(370
)
 
127,473

 
8,772

 
136,245

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
General and administrative (4)(5)
 
19,685

 

 
19,685

 
(14
)
 
19,671

 
18,613

 

 
18,613

 
(56
)
 
18,557

Other (6)
 
5,205

 

 
5,205

 
(5,205
)
 

 
2,631

 

 
2,631

 
(2,631
)
 

Subtotal
 
113,850

 
(2,825
)
 
111,025

 
10,210

 
121,235

 
106,599

 
(370
)
 
106,229

 
11,459

 
117,688

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest income
 
18

 

 
18

 

 
18

 
310

 

 
310

 

 
310

Interest expense
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Amortization and write-off of market rate adjustments
 
516

 

 
516

 
(516
)
 

 
(9,015
)
 

 
(9,015
)
 
9,015

 

Amortization and write-off of deferred financing costs
 
(3,400
)
 

 
(3,400
)
 
3,400

 

 
(3,420
)
 

 
(3,420
)
 
3,420

 

Debt extinguishment costs
 

 

 

 

 

 
(259
)
 

 
(259
)
 
259

 

Interest on debt
 
(51,861
)
 
1,083

 
(50,778
)
 

 
(50,778
)
 
(50,545
)
 
78

 
(50,467
)
 

 
(50,467
)
Provision for income taxes
 
(509
)
 

 
(509
)
 
509

 

 
(383
)
 

 
(383
)
 
383

 

Funds from operations
 
$
58,614

 
$
(1,742
)
 
$
56,872

 
$
13,603

 
$
70,475

 
$
43,287

 
$
(292
)
 
$
42,995

 
$
24,536

 
$
67,531

Funds from operations per share - basic (7)
 

 
 
 
 
 
 
 
$
1.22

 
 
 
 
 
 
 
 
 
$
1.18

Funds from operations per share - diluted (8)
 

 
 
 
 
 
 
 
$
1.21

 
 
 
 
 
 
 
 
 
$
1.16

(1) Represents our partner's share of operations from consolidated properties.
(2) Core adjustments include the aggregate amounts for straight-line rent of $(702) and $(1,184), above / below market lease amortization of $5,470 and $9,829 and tenant inducement amortization of $107 and $21 for the nine months ended September 30, 2015 and 2014, respectively.
(3) Core adjustments include above / below market ground lease amortization of $116 and $106 for the nine months ended September 30, 2015 and 2014, respectively.
(4) General and administrative costs include $2,220 and $2,737 of non-cash stock compensation expense for the nine months ended September 30, 2015 and 2014, respectively.
(5) Core adjustments include amounts for the corporate and regional office straight-line rent of $14 and $56 for the nine months ended September 30, 2015 and 2014, respectively.
(6) Core adjustments include property acquisition costs and non-recurring costs related to the transition from Brookfield's IT platform on to Rouse's IT platform.
(7) Calculated using weighted average number of shares of common stock of 57,756,035 and 57,062,578 for the nine months ended September 30, 2015 and 2014, respectively.
(8) Assumes 58,121,349 and 58,053,494 diluted shares of common stock for the nine months ended September 30, 2015 and 2014, respectively.


8

                        

Reconciliation of Non-GAAP to GAAP Financial Measures


 
Three Months Ended
 
Nine Months Ended
(In thousands)
September 30, 2015(unaudited)
 
September 30, 2014 (unaudited)
 
September 30, 2015(unaudited)
 
September 30, 2014 (unaudited)
 
 
 
 
 
 
 
 
Reconciliation of NOI to GAAP Operating Income
 
 
 
 
 
 
 
Rouse NOI:
$
46,375

 
$
45,250

 
$
135,915

 
$
127,473

Non-controlling interest
905

 
370

 
2,825

 
370

General and administrative
(6,327
)
 
(6,132
)
 
(19,685
)
 
(18,613
)
Other
(1,254
)
 
(1,371
)
 
(5,205
)
 
(2,631
)
Depreciation and amortization
(22,856
)
 
(27,130
)
 
(72,719
)
 
(71,593
)
Provision for impairment

 
(10,665
)
 
(2,900
)
 
(10,665
)
Operating income
$
16,843

 
$
322

 
$
38,231

 
$
24,341

 
 
 
 
 
 
 
 
Reconciliation of FFO to GAAP Net income (loss) attributable to Rouse Properties Inc.
 
 
 
 
 
 
 
FFO:
$
20,971

 
$
11,131

 
$
56,872

 
$
42,995

Non-controlling interest - Depreciation and amortization
650

 
98

 
1,842

 
98

Depreciation and amortization
(22,856
)
 
(27,130
)
 
(72,719
)
 
(71,593
)
Provision for impairment

 
(10,665
)
 
(2,900
)
 
(10,665
)
Gain (loss) on extinguishment of debt
(67
)
 

 
26,827

 

Gain on sale of real estate assets

 

 
32,496

 

Net income (loss) attributable to Rouse Properties Inc.
$
(1,302
)
 
$
(26,566
)
 
$
42,418

 
$
(39,165
)
 
 
 
 
 
 
 
 
Weighted average number of shares outstanding - basic
57,930,453

 
57,519,412

 
57,756,035

 
57,062,578

Weighted average number of shares outstanding - diluted
57,930,453

 
57,519,412

 
58,121,349

 
57,062,578

 
 
 
 
 
 
 
 
Net income (loss) per share attributable to Rouse Properties Inc.- Basic
$
(0.02
)
 
$
(0.46
)
 
$
0.73

 
$
(0.69
)
 
 
 
 
 
 
 
 
Net income (loss) per share attributable to Rouse Properties Inc.- Diluted
$
(0.02
)
 
$
(0.46
)
 
$
0.73

 
$
(0.69
)
.



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

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