0001104659-16-088790.txt : 20160108 0001104659-16-088790.hdr.sgml : 20160108 20160108084545 ACCESSION NUMBER: 0001104659-16-088790 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20160108 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20160108 DATE AS OF CHANGE: 20160108 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SIMON PROPERTY GROUP L P /DE/ CENTRAL INDEX KEY: 0001022344 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 341755769 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-36110 FILM NUMBER: 161331521 BUSINESS ADDRESS: STREET 1: 225 WEST WASHINGTON CITY: INDIANAPOLIS STATE: IN ZIP: 46204-3438 BUSINESS PHONE: 317-636-1600 MAIL ADDRESS: STREET 1: 225 WEST WASHINGTON CITY: INDIANAPOLIS STATE: IN ZIP: 46204-3438 FORMER COMPANY: FORMER CONFORMED NAME: SIMON DEBARTOLO GROUP L P DATE OF NAME CHANGE: 19960906 8-K 1 a15-25674_28k.htm 8-K

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported):   January 8, 2016

 

SIMON PROPERTY GROUP, L.P.

(Exact name of registrant as specified in its charter)

 

Delaware
(State or other jurisdiction
of incorporation)

 

001-36110
(Commission
File Number)

 

34-1755769
(IRS Employer
Identification No.)

 

225 WEST WASHINGTON STREET

INDIANAPOLIS, INDIANA

(Address of principal executive offices)

 

46204
(Zip Code)

 

Registrant’s telephone number, including area code:  317.636.1600

 

Not Applicable
(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


 

ITEM 8.01 Other Events.

 

Simon Property Group, L.P. is filing as Exhibit 12.1 to this Current Report on Form 8-K a Statement Regarding Computation of Ratio of Earnings to Fixed Charges, which includes the calculation of its historical ratio of earnings to fixed charges for the nine months ended September 30, 2015 and 2014.

 

ITEM 9.01           Financial Statements and Exhibits.

 

Exhibit No.

 

Description

Exhibit 12.1

 

Statement Regarding Computation of Ratio of Earnings to Fixed Charges

 

2


 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

Date:  January 8, 2016

 

 

 

SIMON PROPERTY GROUP, L.P.

 

 

 

 

 

By:

Simon Property Group, Inc., its sole General

 

 

Partner

 

 

 

 

 

 

By:

/s/ Andrew A. Juster

 

 

 

Andrew A. Juster

 

 

 

Executive Vice President and Chief

 

 

 

Financial Officer

 

3

 EX-12.1 2 a15-25674_2ex12d1.htm EX-12.1

Exhibit 12.1

 

Simon Property Group, L.P. and Subsidiaries

Computation of Ratio of Earnings to Fixed Charges

 

Unaudited (in thousands)

 

 

 

For the nine months ended
September 30,

 

 

 

2015

 

2014

 

Earnings:

 

 

 

 

 

Pre-tax income from continuing operations

 

1,485,970

 

1,166,251

 

Add:

 

 

 

 

 

Distributions from unconsolidated entities

 

191,886

 

147,847

 

Amortization of capitalized interest

 

3,286

 

2,862

 

Fixed Charges

 

727,046

 

906,933

 

Less:

 

 

 

 

 

Income from unconsolidated entities

 

(219,628

)

(168,473

)

Minority interest in pre-tax (income) loss of subsidiaries that have not incurred fixed charges

 

(294

)

(261

)

Interest capitalization

 

(24,657

)

(10,590

)

Earnings

 

$

2,163,609

 

$

2,044,569

 

Fixed Charges:

 

 

 

 

 

Portion of rents representative of the interest factor

 

9,588

 

9,825

 

Interest on indebtedness
(including amortization of debt expense)

 

692,801

 

758,945

 

Interest capitalized

 

24,657

 

10,590

 

Loss on extinguishment of debt

 

—

 

127,573

 

Fixed Charges

 

$

727,046

 

$

906,933

 

Ratio of Earnings to Fixed Charges

 

2.98x

 

2.25x

 

 

For purposes of calculating the ratio of earnings to fixed charges, the term “earnings” is the amount resulting from adding (a) pre-tax income from continuing operations before adjustment for noncontrolling interests in consolidated subsidiaries or income or loss from equity investees, (b) fixed charges, (c) amortization of capitalized interest and (d) distributed income of equity investees, reduced by (a) interest capitalized and (b) the noncontrolling interest in pre-tax income of subsidiaries that have not incurred fixed charges.  “Fixed charges” consist of (a) interest expensed and capitalized, (b) amortized premiums, discounts and capitalized expenses related to indebtedness and (c) an estimate of the interest within rental expense.

 

There are generally no restrictions on our ability to receive distributions from our joint ventures where no preference in favor of the other owners of the joint venture exists.

 

Ratios have been revised for all periods presented to reflect the spin-off of WP Glimcher Inc. (formerly known as Washington Prime Group Inc.).