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Simon Property Group Announces Second Quarter FFO Per Share Growth of 16.8% and Declares Quarterly Dividends

INDIANAPOLIS, July 28 /PRNewswire-FirstCall/ -- Simon Property Group, Inc. (the "Company" or "Simon") (NYSE: SPG) today announced results for the quarter and six months ended June 30, 2005:

* Net income available to common stockholders for the quarter increased 119.0% to $154.8 million from $70.7 million in 2004. On a diluted per share basis the increase was 105.9% to $0.70 from $0.34 in the second quarter of 2004. Net income available to common stockholders for the six months increased 77.9% to $211.9 million from $119.1 million in 2004. On a diluted per share basis the increase was 65.5% to $0.96 per share from $0.58 per share in 2004. The increase in net income for the quarter and six months is primarily attributable to net gains on the sale of two Chicago office building complexes.

* Diluted funds from operations ("FFO") of the Simon portfolio for the quarter increased 30.1% to $349.4 million from $268.5 million in 2004. On a per share basis the increase was 16.8% to $1.18 from $1.01 in the second quarter of 2004. Diluted FFO of the Simon portfolio for the six months increased 30.7% to $683.2 million from $522.8 million in 2004. On a per share basis the increase was 17.3% to $2.31 per share from $1.97 per share in 2004.

The Company considers FFO a key measure of its operating performance that is not specifically defined by accounting principles generally accepted in the United States ("GAAP"). The Company believes that FFO is helpful to investors because it is a widely recognized measure of the performance of real estate investment trusts and provides a relevant basis for comparison among REITs. A reconciliation of GAAP reported net income to FFO is provided in the financial statement section of this press release.

    The Company's core fundamentals continue to demonstrate strength as
evidenced by growth in operating metrics for all three domestic business
platforms:


                                     As of          As of
                                 June 30, 2005  June 30, 2004    Increase
     Occupancy
     Regional Malls(1)                92.2%         91.3%     90 basis points
     Premium Outlet(R) Centers(2)     99.2%         98.0%(3)  120 basis points
     Community/Lifestyle Centers(2)   91.5%         91.5%       No change

     Comparable Sales per Sq. Ft.
     Regional Malls(4)                $442          $419           5.5%
     Premium Outlet(R) Centers(2)     $426          $397(3)        7.3%
     Community/Lifestyle Centers(2)   $218          $213           2.3%

     Average Rent per Sq. Ft.
     Regional Malls(1)              $34.16        $32.92           3.8%
     Premium Outlet(R) Centers(2)   $22.83        $21.16(3)        7.9%
     Community/Lifestyle Centers(2) $11.13        $10.77           3.3%

     (1) For mall and freestanding stores.
     (2) For all owned gross leasable area (GLA).
     (3) The Company acquired Chelsea Property Group on October 14, 2004.
     (4) For mall and freestanding stores with less than 10,000 square feet.

"We reported strong financial results and robust operating fundamentals for the second quarter," said David Simon, Chief Executive Officer. "We also completed the efficient execution of a $1 billion unsecured notes offering, sold over $250 million of non-core assets, and announced additional international development initiatives."

Dividends

Today the Company announced a quarterly common stock dividend of $0.70 per share to be paid on August 31, 2005 to stockholders of record on August 17, 2005.

The Company also declared dividends on its four outstanding issues of preferred stock:

* 8.75% Series F Cumulative Redeemable Preferred (NYSE: SPGPrF) dividend of $0.546875 per share is payable on September 30, 2005 to stockholders of record on September 16, 2005.

* 7.89% Series G Cumulative Preferred (NYSE: SPGPrG) dividend of $0.98625 per share is payable on September 30, 2005 to stockholders of record on September 16, 2005.

* 6% Series I Convertible Perpetual Preferred (NYSE: SPGPrI) dividend of $0.75 per share is payable on August 31, 2005 to stockholders of record on August 17, 2005.

* 8 3/8% Series J Cumulative Redeemable Preferred (NYSE: SPGPrJ) dividend of $1.046875 per share is payable on September 30, 2005 to stockholders of record on September 16, 2005.

Development Activity

On May 5, 2005, the Company opened Phase I of Seattle Premium Outlets(R), a 381,000 square foot upscale outlet center in Tulalip, Washington, 35 miles north of Seattle. The center is located off I-5 on the Tulalip Tribes Reservation. Tenants include: Adidas, Adrienne Vittadini, Ann Taylor, Banana Republic, Brooks Brothers, Burberry, Calvin Klein, Crabtree & Evelyn, Coach, Gap, Guess, Izod, J.Crew, Le Creuset, Mikasa, Movado, Nike, Polo Ralph Lauren, Sony, Tommy Hilfiger, and Tumi. Gross costs were $58 million. The Company owns 100% of this project.

Wolf Ranch, a 670,000 square foot community center located north of Austin, Texas in Georgetown, opened earlier this month. It is an open-air, mixed-use shopping center containing a mix of anchor stores, specialty retail stores and unique restaurants. Wolf Ranch is anchored by Target, Linens 'n Things, Michaels, Office Depot, Old Navy, Pier One Imports, PetsMart and T.J. Maxx. Three additional anchors -- Kohl's, Best Buy and DSW -- are under construction and scheduled to open during October and November of this year. Gross costs are expected to approximate $98 million. The Company owns 100% of this project.

During the quarter, the Company started construction on three new projects:

* Round Rock Premium Outlets -- a 433,000 square foot upscale outlet center in Round Rock (Austin), Texas. The project is scheduled to open in the fall of 2006.

* The Domain -- a master-planned urban village in Austin, Texas, that will include 700,000 square feet of retail and restaurants, 75,000 square feet of Class A office space and 390 multi-family residential units. The retail portion will be anchored by Neiman Marcus and Foley's. The Domain is scheduled to open in March 2007.

* The Village at SouthPark -- a mixed-use project comprised of residential and retail components located adjacent to Simon's highly successful SouthPark Mall in Charlotte, North Carolina. The retail component is scheduled to open in March 2007, followed by the residential component in May 2007.

The Company continues construction on:

* Firewheel Town Center -- a 785,000 square foot open-air regional shopping center in Garland, Texas. The project is scheduled to open on October 7, 2005.

* Coconut Point -- an open-air, mixed-use mainstreet regional shopping center in Estero/Bonita Springs, Florida. The community center component is expected to open in March 2006, followed by the remainder of the project in September 2006.

Construction also continues on three development projects in Italy, partially owned by Gallerie Commerciali Italia, the Company's Italian joint venture.

International Activity

On April 19, 2005, the Company announced that it signed an agreement with Seoul-based Shinsegae Co., Ltd. and Shinsegae International Co., Ltd. to jointly develop Premium Outlet centers in South Korea. The joint venture will adapt Chelsea's Premium Outlet concept to the development of upscale, fashion- oriented outlet centers in South Korea. Chelsea will contribute leasing, design, marketing and operations expertise to the venture; Shinsegae will manage the venture's entitlement, development and construction activities. The initial focus will be on the development of a Premium Outlet center to serve the greater Seoul market.

On May 23, 2005, the Company announced the opening of a regional office in Hong Kong. Operating as Simon/Chelsea International Ltd., a newly formed subsidiary, the office will be responsible for Simon's retail real estate activities in Asia. Located in the Central district of Hong Kong, the new regional office will be headed by Renee Ting, Managing Director, a real estate professional with extensive experience in Hong Kong, Beijing and Shanghai.

On July 25, 2005, SPG announced the execution of a Cooperation Framework Agreement with the Morgan Stanley Real Estate Funds ("MSREF") and SZITIC Commercial Property Co. Ltd. ("SZITIC CP"), retail property subsidiary of the Chinese state-owned trust and investment firm, Shenzhen International Trust & Investment Co., Ltd. ("SZITIC"), to develop retail shopping center projects in China. Simon and MSREF will each own 32.5% of the enterprise while SZITIC CP will own 35%. Each project will be an urban, multi-level, retail destination of between 40,000 sq. m and 70,000 sq. m (430,000 and 750,000 sq. ft.), anchored in all cases by a Wal-Mart store.

Disposition Activity

On June 1, 2005, the Company sold its Chicago office portfolio -- three buildings at Riverway and two buildings at O'Hare International Center -- for $257 million. In addition, the Company has completed or expects to complete the sale of land at Riverway underlying two additional buildings owned by the current ground lessees for $19 million during the third quarter. The Company recorded a gain of $119.7 million in the second quarter in conjunction with the sale of Riverway and O'Hare.

Financing Activity

On June 7, 2005, the Company announced the closing of a private offering of $1 billion of senior notes by its operating partnership subsidiary, Simon Property Group, L.P. (the "Operating Partnership"). The offering consisted of $400 million of 4.60% notes due 2010 and $600 million of 5.10% notes due 2015. The notes were offered within the United States to qualified institutional buyers pursuant to Rule 144A and outside the United States in accordance with Regulation S under the Securities Act of 1933, as amended. The five-year notes were issued at an offering price of 99.870% and the ten-year notes at 99.967%. The net proceeds of the offering were used to reduce outstanding borrowings on two credit facilities of the Operating Partnership. An offer to

exchange these notes for registered notes is underway and is expected to be completed during the third quarter.

2005 Guidance

Today the Company updated its guidance for 2005. The Company expects diluted FFO to be within a range of $4.80 to $4.85 per share for the year ending December 31, 2005, and diluted net income to be within a range of $1.67 to $1.72 per share.

The following table provides the reconciliation of estimated diluted net income per share to diluted FFO per share.


     For the twelve months ended December 31, 2005
                                                               Low      High

     Estimated diluted net income per share                    $1.67    $1.72

     Depreciation and amortization including joint ventures     3.65     3.65

     Gain on sales of real estate and discontinued
      operations, net of tax effect                            (0.46)   (0.46)

     Impact of additional dilutive securities for FFO per
      share                                                    (0.06)   (0.06)

     Estimated diluted FFO per share                           $4.80    $4.85

Forward-Looking Statements

Estimates of future net income and FFO per share, and other statements regarding future developments and operations, are forward-looking statements within the meaning of the federal securities laws. Forward-looking statements often contain words such as "estimated," "expects," "anticipates," "intends," "plans," "believes," "seeks," or "will." Actual results may differ materially from those indicated by forward-looking statements due to a variety of risks and uncertainties. Those risks and uncertainties include, but are not limited to, international, national, regional and local economic climates, competitive market forces, changes in market rental rates, trends in the retail industry, the inability to collect rent due to the bankruptcy or insolvency of tenants or otherwise, risks associated with acquisitions, the impact of terrorist activities, environmental liabilities, pending litigation, maintenance of REIT status, changes in applicable laws, rules and regulations, changes in market rates of interest and fluctuations in exchange rates of foreign currencies. The reader is directed to the Company's various filings with the Securities and Exchange Commission for a discussion of such risks and uncertainties. The Company undertakes no obligation to publicly update or revise any forward- looking statements whether as a result of new information, future events or otherwise.

Conference Call

The Company will provide an online simulcast of its quarterly conference call at http://www.simon.com (in the About Simon section), http://www.earnings.com , and http://www.streetevents.com . To listen to the live call, please go to any of these websites at least fifteen minutes prior to the call to register, download and install any necessary audio software. The call will begin at 4:00 p.m. Eastern Daylight Time (New York) today, July 28, 2005. An online replay will be available for approximately 90 days at http://www.simon.com.

Supplemental Materials

The Company will publish a supplemental information package which will be available at http://www.simon.com in the Investor Relations section, Other Financial Reports tab. It will also be furnished to the SEC as part of a current report on Form 8-K. If you wish to receive a copy via mail or email, please call 800-461-3439.

About Simon

Simon Property Group, Inc., headquartered in Indianapolis, Indiana, is a real estate investment trust engaged in the ownership, development and management of retail real estate, primarily regional malls, Premium Outlet(R) centers and community/lifestyle centers. The Company's current total market capitalization is approximately $39 billion. Through its subsidiary partnership, it currently owns or has an interest in 294 properties in the United States containing an aggregate of 201 million square feet of gross leasable area in 40 states plus Puerto Rico. Simon also holds interests in 51 European shopping centers in France, Italy, Poland and Portugal; 5 Premium Outlet centers in Japan; one Premium Outlet center in Mexico; and one shopping center in Canada. Additional Simon Property Group information is available at http://www.simon.com .



                                    SIMON
                    Consolidated Statements of Operations
                                  Unaudited
                                (In thousands)

                       For the Three Months Ended    For the Six Months Ended
                                 June 30,                     June 30,
                           2005           2004          2005            2004
    REVENUE:
    Minimum rent        $470,387       $355,455      $937,026        $703,781
    Overage rent          14,423          8,538        27,731          18,019
    Tenant
     reimbursements      213,873        174,947       425,470         345,180
    Management fees
     and other
     revenues             17,505         18,490        37,185          36,403
    Other income          40,074         34,133        76,769          61,137
       Total revenue     756,262        591,563     1,504,181       1,164,520

    EXPENSES:
    Property
     operating           100,916         84,821       202,567         167,824
    Depreciation and
     amortization        206,444        142,906       418,070         277,697
    Real estate
     taxes                71,783         58,687       143,892         117,139
    Repairs and
     maintenance          24,904         19,886        53,230          41,833
    Advertising and
     promotion            18,687         12,720        36,860          25,325
    Provision for
     credit losses
     (recoveries)         (1,688)         3,213           824           6,656
    Home and
     regional office
     costs                30,802         21,267        57,992          42,232
    General and
     administrative        4,459          3,460         8,251           7,021
    Other                 11,107          7,627        21,958          16,482
       Total
        operating
        expenses         467,414        354,587       943,644         702,209

    OPERATING INCOME     288,848        236,976       560,537         462,311

    Interest expense     199,153        156,218       395,763         308,879

    Income before
     minority
     interest             89,695         80,758       164,774         153,432

    Minority
     interest             (2,253)        (3,820)       (5,560)         (4,681)
    Gain (loss) on
     sales of assets
     and other, net        2,134         11,619        12,607          (1,881)
    Income tax
     expense of
     taxable REIT
     subsidiaries         (2,734)        (6,632)       (7,420)         (8,642)

    Income before
     unconsolidated
     entities             86,842         81,925       164,401         138,228

    Income from
     unconsolidated
     entities             14,456         19,836        32,383          36,908

    Income from
     continuing
     operations          101,298        101,761       196,784         175,136

    Results of
     operations from
     discontinued
     operations            1,596          1,688         4,073           3,889
    Gain on disposal
     or sale of
     discontinued
     operations, net     119,692            197       119,780             288

    Income before
     allocation to
     limited
     partners            222,586        103,646       320,637         179,313

    LESS:
      Limited
       partners'
       interest in
       the Operating
       Partnership        42,018         20,201        57,681          34,776
      Preferred
       distributions
       of the
       Operating
       Partnership         7,350          4,900        14,274           9,805

    NET INCOME           173,218         78,545       248,682         134,732

    Preferred
     dividends           (18,407)        (7,834)      (36,804)        (15,670)

    NET INCOME
     AVAILABLE
     TO COMMON
     STOCKHOLDERS       $154,811        $70,711      $211,878        $119,062



                                    SIMON
                                Per Share Data
                                  Unaudited

                                             For the Three     For the Six
                                              Months Ended     Months Ended
                                                June 30,          June 30,
                                             2005     2004     2005     2004
    PER SHARE DATA:

    Basic Earnings Per Common Share:

       Income from continuing operations    $0.27    $0.33    $0.52    $0.56

       Discontinued operations - results
        of operations and
        gain on disposal or sale, net        0.43     0.01     0.44     0.02

       Net income available to common
        stockholders                        $0.70    $0.34    $0.96    $0.58

        Percentage Change                   105.9%             65.5%

    Diluted Earnings Per Common Share:

       Income from continuing operations    $0.27    $0.33    $0.52    $0.56

       Discontinued operations - results
        of operations and
        gain on disposal or sale, net        0.43     0.01     0.44     0.02

       Net income available to common
        stockholders                        $0.70    $0.34    $0.96    $0.58

        Percentage Change                   105.9%             65.5%



                                    SIMON
                   Reconciliation of Net Income to FFO (A)
                                  Unaudited
                       (In thousands, except as noted)

                                          For the Three         For the Six
                                           Months Ended         Months Ended
                                             June 30,            June 30,
                                          2005      2004      2005      2004

    Net Income(B)(C)(D)(E)             $173,218   $78,545  $248,682  $134,732

    Plus: Limited partners' interest
     in the Operating Partnership and
     preferred distributions
     of the Operating Partnership        49,368    25,101    71,955    44,581

    Plus: Depreciation and
     amortization from consolidated
     properties and
     discontinued operations            205,858   143,547   417,576   279,798

    Plus: Simon's share of
     depreciation and amortization
     from unconsolidated entities        55,567    42,140   103,298    83,632

    Plus: (Gain)/loss on sales of
     real estate and other assets
     and discontinued operations       (121,826)  (11,816) (132,387)    1,593

    Plus:  Tax provision
     related to sale                      1,533     4,415     1,533     4,415

    Less: Minority interest portion of
     depreciation and amortization       (2,792)   (1,938)   (4,841)   (3,019)

    Less: Preferred distributions and
     dividends                          (25,757)  (12,734)  (51,078)  (25,475)

    FFO of the Simon Portfolio         $335,169  $267,260  $654,738  $520,257

    Per Share Reconciliation:

    Diluted net income per share          $0.70     $0.34     $0.96     $0.58

    Plus: Depreciation and
     amortization from consolidated
     properties and the Company's share
     of depreciation and amortization
     from unconsolidated affiliates,
     net of minority interest
     portion of depreciation and
     amortization                          0.92      0.70      1.83      1.36

    Plus: (Gain)/loss on sales of real
     estate and other assets
     and discontinued operations          (0.43)    (0.04)    (0.47)     0.01

    Plus: Tax provision related to
     sale                                  0.01      0.02      0.01      0.02

    Less: Impact of additional
     dilutive securities for FFO
     per share                            (0.02)    (0.01)    (0.02)     0.00

    Diluted FFO per share                 $1.18     $1.01     $2.31     $1.97



    Details for per share calculations:

    FFO of the Simon Portfolio         $335,169  $267,260  $654,738  $520,257

    Adjustments for dilution
     calculation:
    Impact of preferred stock and
     preferred unit conversions and
     option exercises (F)                14,209     1,275    28,421     2,549
    Diluted FFO of the Simon Portfolio  349,378   268,535   683,159   522,806

    Diluted FFO allocable to
     unitholders                        (70,309)  (58,283) (138,244) (116,401)
    Diluted FFO allocable to common
     stockholders                      $279,069  $210,252  $544,915  $406,405

    Basic weighted average shares
     outstanding                        220,228   205,553   220,306   203,901
    Adjustments for dilution
     calculation:
    Effect of stock options                 883       808       887       888
    Impact of Series C preferred unit
     conversion                           1,078     1,968     1,105     1,968
    Impact of Series I preferred unit
     conversion                           3,424         0     3,426         0
    Impact of Series I preferred stock
     conversion                          10,682         0    10,680         0

    Diluted weighted average shares
     outstanding                        236,295   208,329   236,404   206,757

    Weighted average limited
     partnership units outstanding       59,535    57,605    59,975    59,096

    Diluted weighted average shares
     and units outstanding              295,830   265,934   296,379   265,853

    Basic FFO per share                   $1.20     $1.01     $2.34     $1.98
        Percent Increase                   18.8%               18.2%

    Diluted FFO per share                 $1.18     $1.01     $2.31     $1.97
        Percent Increase                   16.8%               17.3%



                                    SIMON
                         Consolidated Balance Sheets
                                  Unaudited
                       (In thousands, except as noted)

                                                 June 30,        December 31,
                                                   2005              2004
    ASSETS:
     Investment properties, at cost            $21,161,935       $21,253,761
       Less - accumulated depreciation           3,440,838         3,162,523
                                                17,721,097        18,091,238
     Cash and cash equivalents                     375,575           520,084
     Tenant receivables and accrued
      revenue, net                                 310,606           361,590
     Investment in unconsolidated
      entities, at equity                        1,709,899         1,920,983
     Deferred costs and other assets             1,200,889         1,176,124
      Total assets                             $21,318,066       $22,070,019

    LIABILITIES:
     Mortgages and other indebtedness          $14,247,220       $14,586,393
     Accounts payable, accrued expenses,
      intangibles, and deferred revenue          1,016,179         1,113,645
     Cash distributions and losses in
      partnerships and joint ventures, at
      equity                                       111,694            37,739
     Other liabilities, minority interest
      and accrued dividends                        163,755           311,592
      Total liabilities                         15,538,848        16,049,369

    COMMITMENTS AND CONTINGENCIES

    LIMITED PARTNERS' INTEREST IN THE
     OPERATING PARTNERSHIP                         917,598           965,204

    LIMITED PARTNERS' PREFERRED INTEREST
     IN THE OPERATING PARTNERSHIP                  409,340           412,840

    STOCKHOLDERS' EQUITY

     CAPITAL STOCK OF SIMON PROPERTY
      GROUP, INC. (750,000,000 total
      shares authorized, $.0001 par value,
      237,996,000 shares of excess
      common stock):

      All series of preferred stock,
       100,000,000 shares authorized,
       25,479,963 and 25,434,967 issued
       and outstanding, respectively,
       and with liquidation values of
       $1,073,998 and $1,071,748,
       respectively                              1,072,392         1,062,687

      Common stock, $.0001 par value,
       400,000,000 shares authorized,
       224,574,876 and 222,710,350
       issued and outstanding, respectively             23                23

      Class B common stock, $.0001 par
       value, 12,000,000 shares
       authorized, 8,000 issued and
       outstanding                                       -                 -

      Class C common stock, $.0001 par
       value, 4,000 shares authorized,
       issued and outstanding                            -                 -

     Capital in excess of par value              5,016,631         4,993,698
     Accumulated deficit                        (1,432,864)       (1,335,436)
     Accumulated other comprehensive
      income                                         7,053            16,365
     Unamortized restricted stock award            (39,517)          (21,813)
     Common stock held in treasury at
      cost, 4,000,255 and 2,415,855
      shares, respectively                        (171,438)          (72,918)
      Total stockholders' equity                 4,452,280         4,642,606

      Total liabilities and stockholders'
       equity                                  $21,318,066       $22,070,019



                                    SIMON
                    Joint Venture Statements of Operations
                                  Unaudited
                                (In thousands)

                         For the Three Months Ended   For the Six Months Ended
                                  June 30,                   June 30,
                             2005           2004        2005           2004
    REVENUE:
    Minimum rent          $262,318       $225,055    $515,287       $452,972
    Overage rent            19,653          3,525      31,621          8,758
    Tenant reimbursements  131,020        118,437     258,183        232,657
    Other income            33,035         16,160      57,663         28,738
       Total revenue       446,026        363,177     862,754        723,125

    EXPENSES:
    Property operating      91,552         66,918     172,784        136,124
    Depreciation and
     amortization           84,707         67,508     160,876        134,655
    Real estate taxes       33,013         30,742      66,093         63,533
    Repairs and
     maintenance            18,276         16,920      39,872         33,915
    Advertising and
     promotion               8,129          8,475      15,836         16,514
    Provision for
     credit losses           1,725          2,446       5,100          4,629
    Other                   29,390         15,964      53,891         32,433
       Total operating
        expenses           266,792        208,973     514,452        421,803

    OPERATING INCOME       179,234        154,204     348,302        301,322

    Interest expense        99,458         92,622     196,965        185,617

    Income Before
     Minority Interest
      and Unconsolidated
      Entities              79,776         61,582     151,337        115,705

    Loss from
     unconsolidated
     entities                 (637)        (1,612)     (1,892)        (2,301)

    Income from
     Continuing
     Operations             79,139         59,970     149,445        113,404


    Income from
     consolidated joint
     venture
     interests(G)                -          4,363           -         10,334
    Income from
     discontinued joint
     venture interests (G)     542 (H)      9,704       1,004 (H)      6,560
    Gain on disposal or
     sale of
     discontinued
     operations, net           (34)(H)      4,704      98,359 (H)      4,704

    NET INCOME             $79,647        $78,741    $248,808       $135,002


    Third-party
     investors' share
     of net income         $49,305        $52,831    $141,067        $85,851

    Simon's share of
     net income             30,342         25,910     107,741         49,151

    Amortization of
     excess investment      15,903          6,074      26,179         12,243

    Write-off of
     investment related
     to property sold         (945)(H)          -      37,778 (H)          -

    Simon's share of
     net gain related
     to property sold          928 (H)          -      11,401 (H)          -

    Income from
     unconsolidated
     joint ventures        $14,456        $19,836     $32,383        $36,908



                                    SIMON
                         Joint Venture Balance Sheets
                                  Unaudited
                                (In thousands)

                                                  June 30,        December 31,
                                                    2005              2004
    ASSETS:
      Investment properties, at cost            $9,454,830        $9,429,465
        Less - accumulated depreciation          1,833,801         1,745,498
                                                 7,621,029         7,683,967
      Cash and cash equivalents                    285,919           292,770
      Tenant receivables                           185,988           209,040
      Investment in unconsolidated entities        134,453           167,182
      Deferred costs and other assets              337,460           322,660
        Total assets                            $8,564,849        $8,675,619

    LIABILITIES AND PARTNERS' EQUITY:
      Mortgages and other indebtedness          $6,738,891        $6,398,312
      Accounts payable, accrued expenses
       and deferred revenue                        347,324           373,887
      Other liabilities                            207,941           179,443
        Total liabilities                        7,294,156         6,951,642

      Preferred units                               67,450            67,450
      Partners' equity                           1,203,243         1,656,527
        Total liabilities and
         partners'  equity                      $8,564,849        $8,675,619

      Simon's Share of:
      Total assets                              $3,589,234        $3,619,969
      Partners' equity                             564,620           779,252
      Add:  Excess Investment(I)                 1,033,585         1,103,992
      Simon's net investment in joint
       ventures                                 $1,598,205        $1,883,244

      Mortgages and other indebtedness          $2,903,088        $2,750,327



                                    SIMON
                      Footnotes to Financial Statements
                                  Unaudited

    Notes:

(A) The Company considers FFO a key measure of its operating performance that is not specifically defined by GAAP. The Company believes that FFO is helpful to investors because it is a widely recognized measure of the performance of REITs and it provides a relevant basis for comparison among REITs. The Company also uses this measure internally to measure the operating performance of the portfolio. The Company's computation of FFO may not be comparable to FFO reported by other REITs.

As defined by NAREIT, FFO is consolidated net income computed in accordance with GAAP, excluding real estate related depreciation and amortization, excluding gains and losses from extraordinary items, excluding gains and losses from the sales of real estate, plus the allocable portion of FFO of unconsolidated joint ventures based upon economic ownership interest, and all determined on a consistent basis in accordance with GAAP. The Company has adopted NAREIT's clarification of the definition of FFO that requires it to include the effects of nonrecurring items not classified as extraordinary, cumulative effect of accounting change or resulting from the sale of depreciable real estate. However, you should understand that FFO does 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.

(B) Includes our share of gains on land sales of $8.8 million and $10.3 million for the three months ended June 30, 2005 and 2004, respectively, and $17.9 million and $14.6 million for the six months ended June 30, 2005 and 2004, respectively.

(C) Includes our share of straight-line adjustments to minimum rent of $5.4 million and $0.8 million for the three months ended June 30, 2005 and 2004, respectively, and $9.5 million and $3.0 million for the six months ended June 30, 2005 and 2004, respectively.

(D) Includes our share of the fair market value of leases from acquisitions of $13.5 million and $9.7 million for the three months ended June 30, 2005 and 2004, respectively, and $27.1 million and $17.1 million for the six months ended June 30, 2005 and 2004, respectively.

(E) Includes our share of debt premium amortization of $8.1 million and $1.9 million for the three months ended June 30, 2005 and 2004, respectively, and $16.2 million and $3.7 million for the six months ended June 30, 2005 and 2004, respectively.

(F) Includes dividends and distributions of Series I preferred stock and Series C and I preferred units.

(G) Consolidation occurs when the Company acquires an additional ownership interest in a joint venture and has, as a result, gained control of the joint venture. These interests have been separated from operational interests to present comparative results of operations for those joint ventures held as of June 30, 2005. Discontinued joint venture interests represent those partnership interests that have been sold.

(H) Relates to Metrocenter, a regional mall in Phoenix, Arizona sold on January 11, 2005.

(I) Excess Investment represents the unamortized difference of our investment over our share of the equity in the underlying net assets of the partnerships and joint ventures acquired. We generally amortize excess investment over the life of the related Properties, typically 35 years, and the amortization is included in income from unconsolidated entities.

SOURCE Simon Property Group, Inc.

CONTACT: Shelly Doran, +1-317-685-7330 Investors, or Les Morris, +1-317-263-7711 Media, both of Simon Property Group, Inc./