EX-99 2 form8k042804ex99.htm PRESS RELEASE DATED APRIL 28, 2004 Press Release, April 28, 2004
Taubman Centers, Inc.
200 East Long Lake Road
Bloomfield Hills, MI 48304
(248) 258-6800


CONTACT: Barbara K. Baker  
Taubman Centers, Inc.
(248) 258-7367
www.taubman.com
 
FOR IMMEDIATE RELEASE


TAUBMAN CENTERS REPORTS STRONG FIRST QUARTER RESULTS

o
o
o
Record Quarterly Sales PSF Growth, Up 12.7%
1st Quarter EPS: $0.07, Up from $(0.14) Last Year
FFO Per Share: Up 34%, $0.06 Ahead of Consensus

        BLOOMFIELD HILLS, Mich, April 28, 2004 — Taubman Centers (NYSE:TCO) announced its financial results for the first quarter 2004.

        Net Income (loss) allocable to common shareholders per diluted common share (EPS) for the quarter ended March 31, 2004 was $0.07, up from $(0.14) for the quarter ended March 31, 2003.

        For the quarter ended March 31, 2004, Taubman Centers Funds from Operations (FFO) was $0.51 per share, an increase of 34.2 percent from $0.38 per share for the period ended March 31, 2003. These results were $0.06 ahead of consensus. Excluding costs (net of insurance recoveries) related to the unsolicited tender offer, which was withdrawn in October 2003, FFO per share was $0.50 for the quarter versus $0.49 for the first quarter of 2003.

        “We are pleased with these results,” said Robert S. Taubman, chairman, president and chief executive officer of Taubman Centers. “In the first quarter of 2003, we benefited from a significant level of lease cancellation income. While lease termination income was significantly lower this quarter, we benefited from increased rents and recoveries from our centers, a land sale gain, the positive impact of Stony Point Fashion Park’s opening, and contributions from the acquisitions of interests in MacArthur Center in Norfolk, Virginia, Waterside Shops in Naples, Florida, and Great Lakes Crossing in Auburn Hills, Michigan.”

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Record Quarterly Sales Growth

        Sales per square foot increased 12.7 percent for the quarter. “We have now experienced 12 straight months of sales increases” said Mr. Taubman. “Our developments that opened in 2001 and 2002 — International Plaza (Tampa, Fla.), The Mall at Wellington Green (Wellington, Fla.), The Shops at Willow Bend (Plano, Texas), Dolphin Mall (Miami, Fla.) and The Mall at Millenia (Orlando, Fla.) — all posted strong sales per square foot gains this quarter. Across our portfolio, apparel and lifestyle categories performed especially well, and centers in tourist destinations tended to have the highest sales growth rates.”

        Core Net Operating Income (NOI) growth in comparable centers was modestly up for the quarter. This statistic was impacted by the substantial level of lease cancellation income included in 2003. The company includes all lease cancellation income up to $500,000 per tenant in its core NOI growth computation. Excluding all lease cancellation income from the NOI calculation for both years, core NOI growth would have been 3 percent for the quarter.

        Total occupancy in our portfolio was 84.8 percent at March 31, 2004, versus 85.5 percent at March 31, 2003. Including temporary tenants, occupancy was 86.9 percent, up from 86.7 percent at March 31, 2003. “Our ability to fill our early termination space and other vacancies with temporary tenants allows us to continue to maximize income,” said Mr. Taubman. “Average rent per square foot rose modestly and specialty leasing income was strong. With the best quarterly sales productivity performance in over a decade, our retailers are optimistic and making new lease and capital commitments.”

Outlook

        The company continues to expect 2004 FFO per share in the range of $1.88 to $1.92 as previously announced. Net Income (loss) allocable to common shareholders for the year is expected to be in the range of $(0.08) to $0.11 per share. Both estimates exclude any potential non-recurring organizational charges.

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Supplemental Investor Information Available

        The company provides supplemental investor information along with its earnings announcements, available online at www.taubman.com under "Investor Relations." This includes the following:

o   Income Statement  
o  Earnings Reconciliations 
o  Changes in Funds from Operations and Earnings Per Share 
o  Components of Other Income 
o  Balance Sheets 
o  Debt Summary 
o  Other Debt Information 
o  Construction and Recent Center Openings 
o  Capital Spending 
o  Recent Acquisitions and Divestitures 
o  Operational Statistics 
o  Owned Centers 
o  Major Tenants in Owned Portfolio 
o  Anchors in Owned Portfolio 

Investor Conference Call

        The company will host a conference call at 12:00 p.m. (EDT) on April 29 to discuss these results and will simulcast the conference call at www.taubman.com under “Investor Relations” as well as www.companyboardroom.com and www.streetevents.com . The online replay will follow shortly after the call and continue for 90 days.

        Taubman Centers, Inc., a real estate investment trust, owns and/or manages 31 urban and suburban regional and super regional shopping centers in 13 states. Northlake Mall (Charlotte, N.C.) is under construction and will open September 15, 2005. Taubman Centers is headquartered in Bloomfield Hills, Mich.

        This press release contains forward-looking statements within the meaning of the Securities Act of 1933 as amended. These statements reflect management’s current views with respect to future events and financial performance. Actual results may differ materially from those expected because of various risks and uncertainties, including, but not limited to changes in general economic and real estate conditions, changes in the interest rate environment and the availability of financing, construction delays, and adverse changes in the retail industry. Other risks and uncertainties are discussed in the Company’s filings with the Securities and Exchange Commission including its most recent Annual Report on Form 10-K.

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TAUBMAN CENTERS, INC.
For the Three Months Ended March 31, 2004 and 2003


(in thousands of dollars, except as indicated)

Three Months Ended March 31

2004 2003



     
Income before discontinued operations and minority and preferred interests  19,202   7,648  
Discontinued operations - income from operations (1)      240  
Minority interest in consolidated joint ventures  (178 ) (152 )
Minority share of income of TRG (2)  (5,619 ) (1,207 )
Distributions in excess of earnings allocable to minority partners (2)  (3,224 ) (7,260 )
TRG preferred distributions  (2,250 ) (2,250 )
Net income (loss)  7,931   (2,981 )
Preferred dividends  (4,150 ) (4,150 )
Net income (loss) allocable to common shareowners  3,781   (7,131 )
Income (loss) from continuing operations per common share - diluted  0.07 (0.14 )
Net income (loss) per common share - basic  0.08 (0.14 )
Net income (loss) per common share - diluted  0.07 (0.14 )
Beneficial interest in EBITDA - consolidated businesses (3)  54,824   41,474  
Beneficial interest in EBITDA - unconsolidated joint ventures (3)  27,866   29,308  
Funds from Operations - Operating Partnership (3)  42,786   32,118  
Funds from Operations allocable to TCO (3)  26,142   19,990  
Funds from Operations per common share - basic (3)  0.52 0.38
Funds from Operations per common share - diluted (3)  0.51 0.38
Weighted average number of common shares outstanding  50,196,580   52,229,616  
Common shares outstanding at end of period  50,456,343   52,270,965  
Weighted average units - Operating Partnership - basic  82,157,087   83,915,974  
Weighted average units - Operating Partnership - diluted  83,693,867   85,252,511  
Units outstanding at end of period - Operating Partnership  82,428,622   84,055,807  
Ownership percentage of the Operating Partnership at end of period  61.2 % 62.3 %
Number of owned shopping centers at end of period  21   20  

 
Operating Statistics: 
Mall tenant sales  796,868   706,227  
Mall tenant sales - comparable centers (4)  756,580   680,668  
Ending occupancy - comparable centers (4)  84.3 % 85.4 %
Ending occupancy  84.8 % 85.5 %
Average occupancy - comparable centers (4)  84.7 % 85.6 %
Average occupancy  85.1 % 85.7 %
Leased space at end of period - comparable centers (4) (5)  87.7 % 88.5 %
Leased space at end of period (5)  88.0 % 88.6 %
Mall tenant occupancy costs as a percentage of tenant sales-consolidated businesses (6)  17.4 % 19.0 %
Mall tenant occupancy costs as a percentage of tenant sales-unconsolidated joint ventures (6)  16.2 % 18.3 %
Rent per square foot - consolidated businesses (4)  $40.96   $40.04  
Rent per square foot - unconsolidated joint ventures (4)  $42.88   $42.84  

Taubman Centers/5

(1) In December 2003, the Company sold its interest in Biltmore Fashion Park to The Macerich Company. The results of Biltmore are presented as discontinued operations in 2003.

(2) Because the Operating Partnership’s balance of net equity allocable to partnership unitholders is less than zero, the income allocated to minority partners during the three months ended March 31, 2004 and 2003 is equal to the minority partners’ share of distributions. The Company’s net equity allocable to partnership unitholders is less than zero due to accumulated distributions in excess of net income and not as a result of operating losses.

(3) Beneficial Interest in EBITDA represents the Operating Partnership’s share of the earnings before interest and depreciation and amortization, excluding gains on sales of depreciated operating properties of its consolidated and unconsolidated businesses. The Company believes Beneficial Interest in EBITDA provides a useful indicator of operating performance, as it is customary in the real estate and shopping center business to evaluate the performance of properties on a basis unaffected by capital structure. In addition, the Company uses a comparable measure to EBITDA, net operating income (revenues less operating expenses, excluding depreciation and amortization, “NOI”), as an alternative measure to evaluate the operating performance of centers, both on an individual and stabilized portfolio basis.

  The National Association of Real Estate Investment Trusts (NAREIT) defines FFO as net income (loss) (computed in accordance with Generally Accepted Accounting Principles (GAAP)), excluding gains (or losses) from extraordinary items and sales of properties, plus real estate related depreciation and after adjustments for unconsolidated partnerships and joint ventures. The Company believes that FFO is a useful supplemental measure of operating performance for REITs. Historical cost accounting for real estate assets implicitly assumes that the value of real estate assets diminishes predictably over time. Since real estate values instead have historically risen or fallen with market conditions, the Company and most industry investors and analysts have considered presentations of operating results that exclude historical cost depreciation to be useful in evaluating the operating performance of REITs. FFO is primarily used by the Company in measuring performance and in formulating corporate goals and compensation. FFO should not be considered an alternative to net income as an indicator of the Company’s operating performance. Additionally, FFO does not represent cash flows from operating, investing or financing activities as defined by GAAP.

  Supplementally, the Company also disclosed FFO per diluted share for all periods presented excluding costs related to the unsolicited tender offer because of the significance and singular nature of these costs. This was the only hostile takeover attempt against the Company in its history and the costs to resist this attempt were clearly not a part of the Company’s normal operating results. The Company believes that given the significance of the costs (the charge reduced FFO per diluted share for the quarter ended March 31, 2003 by 22%) it is essential to a reader’s understanding of the Company’s results of operations to emphasize the impact on the Company’s earnings measures.

  TRG’s Beneficial Interest in EBITDA and FFO for the three months ended March 31, 2004 include insurance recoveries related to the unsolicited tender offer of $1.0 million. For the three months ended March 31, 2003, costs related to the unsolicited tender offer were $9.8 million.

(4) Excludes Biltmore Fashion Park, Stony Point Fashion Park, and Waterside Shops at Pelican Bay. Waterside Shops at Pelican Bay is managed by the Forbes Company, the Company’s joint venture partner in the project.

(5) Leased space comprises both occupied space and space that is leased but not yet occupied.

(6) Mall tenant occupancy costs are defined as the sum of minimum rents, percentage rents and expense recoveries, excluding utilities.


Taubman Centers/6

TAUBMAN CENTERS, INC.
Income Statement
For the Three Months Ended March 31, 2004 and 2003


(in thousands of dollars)

2004 2003


CONSOLIDATED
BUSINESSES
UNCONSOLIDATED
JOINT
VENTURES
(1)
CONSOLIDATED
BUSINESSES
UNCONSOLIDATED
JOINT
VENTURES
(1)



                   
REVENUES:  
     Minimum rents    53,637    50,492    50,099    48,416  
     Percentage rents    1,033    1,884    1,154    932  
     Expense recoveries    31,000    25,916    30,762    24,711  
     Management, leasing and development    4,984          4,792  
     Other    10,678    1,740    10,742    5,322  




        Total revenues    101,332    80,032    97,549    79,381  

  
OPERATING COSTS:  
     Recoverable expenses    27,786    21,389    27,314    20,537  
     Other operating    8,152    5,334    9,348    5,055  
     Costs related to unsolicited tender offer, net of recoveries    (1,000 )        9,849  
     Management, leasing and development    4,796          4,548  
     General and administrative    6,458          5,940  
     Interest expense    22,572    20,181    20,989    19,720  
     Depreciation and amortization    22,959    13,519    22,316    13,819  




        Total operating costs    91,723    60,423    100,304    59,131  




     9,609    19,609    (2,755 )  20,250  



  
Equity in income of Unconsolidated Joint Ventures    9,593          10,403  



  
Income before discontinued operations  
  and minority and preferred interests    19,202          7,648  
Discontinued operations (2):  
     EBITDA                2,963  
     Interest                (1,523 )
     Depreciation                (1,200 )
Minority and preferred interests:  
     TRG preferred distributions    (2,250 )        (2,250 )
     Minority interest in consolidated joint ventures    (178 )        (152 )
     Minority share of income of TRG    (5,619 )        (1,207 )
     Distributions in excess of minority share of income    (3,224 )        (7,260 )


Net income (loss)    7,931          (2,981 )
Series A preferred dividends    (4,150 )        (4,150 )


Net income (loss) allocable to common shareowners    3,781          (7,131 )



  

  
SUPPLEMENTAL INFORMATION:  
     EBITDA - 100%    55,140    53,309    43,513    53,789  
     EBITDA - outside partners' share    (316 )  (25,443 )  (2,039 )  (24,481 )




     Beneficial interest in EBITDA    54,824    27,866    41,474    29,308  
     Beneficial interest expense    (22,308 )  (10,574 )  (21,338 )  (10,340 )
     Non-real estate depreciation    (622 )        (586 )
     Preferred dividends and distributions    (6,400 )        (6,400 )




     Funds from Operations contribution    25,494    17,292    13,150    18,968  





  
     Net straightline adjustments to rental revenue and  
       ground rent expense at TRG %    381    87    215    60  





(1) With the exception of the Supplemental Information, amounts include 100% of the Unconsolidated Joint Ventures. Amounts are net of intercompany transactions. The Unconsolidated Joint Ventures are presented at 100% in order to allow for measurement of their performance as a whole, without regard to the Company’s ownership interest. In its consolidated financial statements, the Company accounts for its investments in the Unconsolidated Joint Ventures under the equity method.

(2) Discontinued operations for the three months ended March 31, 2003 include the results of Biltmore Fashion Park.


Taubman Centers/7

TAUBMAN CENTERS, INC.
Reconciliation of Net Income (Loss) to Funds from Operations
For the Three Months Ended March 31, 2004 and 2003


(in thousands of dollars)

Three Months Ended

2004 2003



           
Net income (loss) allocable to common shareowners       3,781     (7,131 )

  
Add (less) depreciation and amortization:  
      Consolidated businesses at 100%    22,959    22,316  
      Minority partners in consolidated joint ventures    126    (713 )
      Discontinued operations          1,200  
      Share of unconsolidated joint ventures    7,699    8,565  
      Non-real estate depreciation    (622 )  (586 )

  
Add minority interests in TRG:  
      Minority share of income of TRG    5,619    1,207  
      Distributions in excess of minority share of income of TRG    3,224    7,260  



  
Funds from Operations - TRG (1)       42,786     32,118  


Funds from Operations - TCO (1)       26,142     19,990  



(1) TRG’s FFO for the three months ended March 31, 2004 includes insurance recoveries related to the unsolicited tender offer of $1.0 million. TRG’s FFO for the three months ended March 31, 2003 includes costs of $9.8 million incurred in connection with the unsolicited tender offer. TCO’s share of TRG’s FFO is based on an average ownership of 61% and 62% during the three months ended March 31, 2004 and 2003, respectively.


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TAUBMAN CENTERS, INC.
Reconciliation of Net Income (Loss) to Beneficial Interest in EBITDA
For the Three Months Ended March 31, 2004 and 2003


(in thousands of dollars)

Three Months Ended

2004 2003


Net income (loss) allocable to common shareowners       3,781     (7,131 )

  
Add (less) depreciation and amortization:  
      Consolidated businesses at 100%    22,959    22,316  
      Minority partners in consolidated joint ventures    126    (713 )
      Discontinued operations          1,200  
      Share of unconsolidated joint ventures    7,699    8,565  

  
Add minority interests in TRG:  
      Minority share of income of TRG    5,619    1,207  
      Distributions in excess of minority share of income of TRG    3,224    7,260  

  
Add (less) preferred interests and interest expense:  
      Preferred dividends and distributions    6,400    6,400  
      Interest expense for all businesses in continuing operations    42,753    40,709  
      Interest expense allocable to minority partners in consolidated joint ventures    (264 )  (1,174 )
      Interest expense of discontinued operations          1,523  
      Interest expense allocable to outside partners in unconsolidated joint ventures    (9,607 )  (9,380 )



  
Beneficial Interest in EBITDA - TRG (1)       82,690     70,782  


(1) TRG’s Beneficial Interest in EBITDA for the three months ended March 31, 2004 includes insurance recoveries related to the unsolicited tender offer of $1.0 million. TRG’s Beneficial Interest in EBITDA for the three months ended March 31, 2003 includes costs of $9.8 million incurred in connection with the unsolicited tender offer.


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TAUBMAN CENTERS, INC.
Reconciliation of Net Income (Loss) to Comparable Center Net Operating Income
For the Three Months Ended March 31, 2004 and 2003


(in thousands of dollars)

Three Months Ended

2004 2003



           
Net income (loss) allocable to common shareowners       3,781     (7,131 )

  
Add (less) depreciation and amortization:  
      Consolidated businesses at 100%    22,959    22,316  
      Minority partners in consolidated joint ventures    126    (713 )
      Discontinued operations          1,200  
      Share of unconsolidated joint ventures    7,699    8,565  

  
Add minority interests in TRG:  
      Minority share of income of TRG    5,619    1,207  
      Distributions in excess of minority share of income of TRG    3,224    7,260  

  
Add (less) preferred interests and interest expense:  
      Preferred dividends and distributions    6,400    6,400  
      Interest expense for all businesses in continuing operations    42,753    40,709  
      Interest expense allocable to minority partners in consolidated joint ventures    (264 )  (1,174 )
      Interest expense of discontinued operations          1,523  
      Interest expense allocable to outside partners in unconsolidated joint ventures    (9,607 )  (9,380 )

  
Add EBITDA allocations to outside partners:  
      EBITDA allocable to minority partners in consolidated joint ventures    316    2,039  
      EBITDA allocable to outside partners in unconsolidated joint ventures    25,443    24,481  



  
EBITDA at 100% - TRG (1)       108,449     97,302  

  
Add (less) items excluded from shopping center Net Operating Income:  
      General and administrative expenses    6,458    5,940  
      Management, leasing and development services, net    (188 )  (244 )
      Costs related to unsolicited tender offer, net of recoveries    (1,000 )  9,849  
      Gains on peripheral land sales    (3,155 )  (252 )
      Individually significant lease cancellation fees (2)    (2,799 )  (7,205 )
      Straight-line of minimum rent    (976 )  (774 )
      Non-center specific operating expenses and other    1,928    2,272  



  
Net Operating Income - all centers at 100%       108,717     106,888  

  
Less - Net Operating Income of non-comparable centers (3)    (4,292 )  (2,946 )



  
Net Operating Income - comparable centers at 100%       104,425     103,942  



  
Net Operating Income - growth %       0.5 %

(1) TRG’s EBITDA for the three months ended March 31, 2004 includes insurance recoveries related to the unsolicited tender offer of $1.0 million. TRG’s EBITDA for the three months ended March 31, 2003 includes costs of $9.8 million incurred in connection with the unsolicited tender offer.

(2) The Company excludes individual lease cancellation fees in excess of $0.5 million from its computation of comparable center net operating income.

(3) Includes Biltmore Fashion Park, Stony Point Fashion Park, and Waterside Shops at Pelican Bay.


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TAUBMAN CENTERS, INC.
Balance Sheets
As of March 31, 2004 and December 31, 2003


(in thousands of dollars)

As of

March 31, 2004 December 31, 2003

           
Consolidated Balance Sheet of Taubman Centers, Inc.:  

  
Assets:  
  Properties    2,531,001    2,519,922  
  Accumulated depreciation and amortization    (470,399 )  (450,515 )


     2,060,602    2,069,407  
  Investment in Unconsolidated Joint Ventures    32,313    6,093  
  Cash and cash equivalents    18,294    30,403  
  Accounts and notes receivable, net    26,729    32,592  
  Accounts and notes receivable from related parties    1,877    1,679  
  Deferred charges and other assets    46,839    46,796  


     2,186,654    2,186,970  



  
Liabilities:  
  Notes payable    1,554,748    1,495,777  
  Accounts payable and accrued liabilities    201,123    258,938  
  Dividends and distributions payable    13,623    13,481  


     1,769,494    1,768,196  

  
Preferred Equity of TRG    97,275    97,275  

  
Shareowners' Equity:  
  Series A Cumulative Redeemable Preferred Stock    80    80  
  Series B Non-Participating Convertible Preferred Stock    30    30  
  Common Stock    505    499  
  Additional paid-in capital    676,371    664,362  
  Accumulated other comprehensive income (loss)    (16,472 )  (12,593 )
  Dividends in excess of net income    (340,629 )  (330,879 )


     319,885    321,499  


     2,186,654    2,186,970  



  
Combined Balance Sheet of Unconsolidated Joint Ventures(1):  

  
Assets:  
  Properties    1,325,520    1,250,964  
  Accumulated depreciation and amortization    (364,322 )  (331,321 )


     961,198    919,643  
  Cash and cash equivalents    15,480    28,448  
  Accounts and notes receivable    21,339    16,504  
  Deferred charges and other assets    29,238    29,526  


     1,027,255    994,121  



  
Liabilities:  
  Notes payable    1,276,955    1,345,824  
  Accounts payable and other liabilities    53,739    61,614  


     1,330,694    1,407,438  

  
Accumulated Deficiency in Assets:  
  Accumulated deficiency in assets - TRG    (187,360 )  (228,264 )
  Accumulated deficiency in assets - Joint Venture Partners    (112,154 )  (181,009 )
  Accumulated other comprehensive income (loss) - TRG    (3,098 )  (3,192 )
  Accumulated other comprehensive income (loss) - Joint Venture Partners    (827 )  (852 )


     (303,439 )  (413,317 )


     1,027,255    994,121  


(1) 2003 amounts exclude Waterside Shops at Pelican Bay, in which TRG acquired a 25% interest in December 2003.


Taubman Centers/11

TAUBMAN CENTERS, INC.
2004 Annual Outlook


(all dollar amounts per common share on a diluted basis; amounts may not add due to rounding)

Range for
Year Ended
December 31, 2004


           
Guidance for Funds from Operations per share   $ 1.88 $ 1.92

  
Real estate depreciation - TRG    (1.40 )  (1.33 )

  
Depreciation of TCO's additional basis in TRG    (0.15 )  (0.15 )

  
Distributions in excess of earnings allocable to minority interest    (0.41 )  (0.33 )



  
Guidance for net income (loss) allocable to common shareholders   $ (0.08 ) $0.11



Note: the estimates above exclude any potential non-recurring organizational charges.