EX-99 3 form8k072105ex99.htm PRESS RELEASE, 07/21/2005 form8k072105ex99tables
Taubman Centers, Inc.
200 East Long Lake Road
Bloomfield Hills, MI 48304
(248) 258-6800


CONTACT: Barbara Baker
(248) 258-7367
www.taubman.com

FOR IMMEDIATE RELEASE

TAUBMAN CENTERS REPORTS SOLID SECOND QUARTER RESULTS EXCEEDING CONSENSUS

  o FFO per share up 6.5%  
  o Sales psf increases 6.3%  
  o Occupancy increases 2.2%  

        BLOOMFIELD HILLS, Mich., July 21, 2005 - Taubman Centers, Inc. (NYSE:TCO) today announced its financial results for the second quarter 2005.

        Net income (loss) allocable to common shareholders per diluted share (EPS) was $(0.09) for the quarter ended June 30, 2005, versus $(0.08) for the quarter ended June 30, 2004. EPS for the six months ended June 30, 2005 was $(0.04) per diluted common share, versus $0.00 per diluted common share for the first six months of 2004.

        For the quarter ended June 30, 2005, Funds from Operations (FFO) per diluted share was $0.49, up 6.5 percent from $0.46 per share for the quarter ended June 30, 2004. For the six months ended June 30, 2005 FFO per diluted share was $1.05, up 6.1 percent from $0.99 for the first six months of 2004.

        “These results were driven by strong rents and recoveries at our centers,” said Robert S. Taubman, chairman, president and chief executive officer of Taubman Centers. “The retail real estate environment continues to be very positive and our centers are clearly benefiting.”

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Taubman Centers/2

Strong Tenant Sales, Occupancy

        Mall tenant sales per square foot increased 6.3 percent for the quarter and 7.0 percent for the six month period ended June 30. “Our growth continues to be driven by strong sales at our Florida properties and at Willow Bend,” said Mr. Taubman. “Our strongest categories of merchandising have been women’s accessories, electronics, food and unisex apparel.”

        Leased space at June 30 was 90.9 percent, up 1.5 percent from June 30, 2004. Total occupancy for the portfolio was 88.7 percent at June 30, up 2.2 percent from June 30, 2004. Including temporary tenants, occupancy was 91.1 percent at June 30, up 2.6 percent from 88.5 percent on June 30, 2004.

        Average rent per square foot was $41.72 for the quarter in the consolidated portfolio, up 3.0 percent from the second quarter of 2004. Average rent for the quarter in the unconsolidated joint ventures was $42.52, similar to the second quarter of 2004.

        “We have now experienced strong sales momentum at our centers for over two years,” said Mr. Taubman. “This is resulting in solid occupancy increases across our portfolio as retailers continue to be optimistic about their future prospects.”

Financings

        In June the company entered into an agreement to issue $87 million of 7.625 percent Series H Cumulative Redeemable Preferred Stock. The shares were issued on July 1, 2005 and trade on the New York Stock Exchange under the symbol TCO Pr H. Proceeds were used to redeem $87 million of the company’s 8.3 percent Series A Cumulative Redeemable Preferred Stock (NYSE: TCO Pr A). As a result the company will record in the third quarter a $3.1 million charge representing original issuance costs of the Series A preferred shares.

        In May the company completed a $200 million 10-year non-recourse financing with an all-in rate of 5.49 percent on The Mall at Wellington Green (Wellington, Fla.). Proceeds were used to pay off the existing $140 million loan and to pay down the company’s line of credit.

        “We have taken advantage of a very favorable rate environment to reduce both our long-term financing costs and our exposure to floating interest rates,” said Lisa A. Payne, Taubman Centers vice chairman and chief financial officer. “As of June 30, our share of floating rate debt represents 9.2 percent of our total market capitalization and our interest coverage is 2.4 times.”

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Taubman Centers/3

Strong Development Pipeline

        The company’s announced development activities are continuing on track. “We have several exciting projects under construction and a strong development pipeline. We also have other projects that are in the early stages and not yet announced. We are very confident that we will be able to sustain our development goal of profitably investing at least $100-$150 million on average annually over the foreseeable future,” said Mr. Taubman. The company’s current projects follow:

Project Description Status* Anticipated Opening Date

Northlake Mall Traditional Regional Mall Under Construction September 15, 2005
   (Charlotte, NC)

The Mall at Wellington Green New City Furniture Store Under Construction October 2005
   (Wellington, Fla.)

Waterside Shops at Pelican Bay Expansion, including new Nordstrom Under Construction November 2005
   (Naples, Fla.)     (Nordstrom in Fall 2007
      or Spring 2008)

Woodland New Cinemark theatre, restaurants Under Construction Fall 2005
   (Grand Rapids, Mich.)

The Pier at Caesars Casino-Related Retail Under Construction Early 2006
   (Atlantic City, NJ)

Cherry Creek Shopping Center New Nordstrom Pre-development Fall 2006
   (Denver, Col.)

Dolphin Mall New Bass Pro Store Pre-development Late 2006
   (Miami, Fla.)

Partridge Creek Fashion Park Fashion Park Development Pre-development 2007
   (Clinton Twp., Mich.)

The Mall at Oyster Bay Traditional Regional Mall Pre-development 2007
   (Town of Oyster Bay, N.Y.)

Twelve Oaks Mall Expansion, including new Nordstrom Pre-development Fall 2007
   (Novi, Mich.)

Stamford Town Center Expansion Pre-development TBD
   (Stamford, Conn.)

The Shops at City Square Traditional Regional Mall Pre-development TBD
   (Salt Lake City, Utah) - part of mixed use project

New Songdo City retail Retail Component of project Letter of Interest TBD
   (New Songdo City, Korea)


        * For more information about the status and ownership structure of these projects, see the company's SEC filings

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Taubman Centers/4

Financial Outlook

        The company is adjusting its previous FFO per share guidance of $2.10 to $2.15 for the $0.04 anticipated third quarter financing-related accounting charge relating to the original issuance costs of the redeemed Series A preferred shares. The new range is $2.06 to $2.11 per share.

        Net Income (loss) allocable to common shareholders for the year is expected to be in the range of $(0.15) to $0.05 per share.

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 Statements
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 and Equity Information
o Construction and Center Openings
o Capital Spending
o Acquisitions
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 on July 22 at 10:00 a.m. (EDT) to discuss these results and will simulcast the conference call at www.taubman.com under “Investor Relations” as well as www.fulldisclosure.com and www.streetevents.com . The online replay will follow shortly after the call and continue for approximately 90 days.

        Taubman Centers, Inc., a real estate investment trust, owns and/or manages 22 urban and suburban regional and super regional shopping centers in 10 states. In addition, two centers are under construction. Northlake Mall is scheduled to open September 15, 2005 and The Pier at Caesars is scheduled to open in early 2006. 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 availability of financing, 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/5

TAUBMAN CENTERS, INC.
Table 1 — Summary of Results
For the Three and Six Months Ended June 30, 2005 and 2004


(in thousands of dollars, except as indicated)

Three Months Ended June 30 Six Months Ended June 30


2005 2004 2005 2004




Income before discontinued operations and minority and preferred interests   11,227   11,432   29,443   30,634  
Minority interest in consolidated joint ventures  (10 ) (7 ) (16 ) (185 )
Minority share of income of TRG (1)  (2,364 ) (2,664 ) (7,529 ) (8,283 )
Distributions in excess of earnings allocable to minority partners (1)  (6,602 ) (6,192 ) (10,612 ) (9,416 )
TRG preferred distributions  (615 ) (2,489 ) (1,230 ) (4,739 )
Net income  1,636   233   10,056   8,164  
Preferred dividends  (6,150 ) (4,150 ) (12,300 ) (8,300 )
Net income (loss) allocable to common shareowners  (4,514 ) (3,917 ) (2,244 ) (136 )
Net income per common share - basic and diluted  (0.09 ) (0.08 ) (0.04 ) (0.00 )
Beneficial interest in EBITDA - consolidated businesses (2)  56,170   50,055   116,816   105,899  
Beneficial interest in EBITDA - unconsolidated joint ventures (2)  25,989   27,916   52,324   56,641  
Funds from Operations - Operating Partnership (2)  40,473   37,634   86,490   82,299  
Funds from Operations allocable to TCO (2)  25,220   22,803   53,411   50,093  
Funds from Operations per common share - basic (2)  0.50   0.46   1.07   1.01  
Funds from Operations per common share - diluted (2)  0.49   0.46   1.05   0.99  
Weighted average number of common shares outstanding  50,520,169   49,089,844   50,084,438   49,643,212  
Common shares outstanding at end of period  50,697,418   48,008,562  
Weighted average units - Operating Partnership - basic  81,074,086   81,018,609   81,054,654   81,584,703  
Weighted average units - Operating Partnership - diluted  81,956,693   82,412,523   82,005,515   83,050,050  
Units outstanding at end of period - Operating Partnership  81,074,098   79,980,841  
Ownership percentage of the Operating Partnership at end of period  62.5 % 60.1 %
Number of owned shopping centers at end of period  21   21   21   21  
  
Operating Statistics: 
Mall tenant sales  913,408   833,223   1,799,299   1,630,091  
Ending occupancy (3)  88.7 % 86.5 % 88.7 % 86.5 %
Average occupancy (3)  88.5 % 86.3 % 88.5 % 86.4 %
Leased space at end of period (3)(4)  90.9 % 89.4 % 90.9 % 89.4 %
Mall tenant occupancy costs as a percentage of tenant sales-consolidated businesses (5)(6)  15.9 % 16.9 % 15.9 % 17.1 %
Mall tenant occupancy costs as a percentage of tenant sales-unconsolidated joint ventures (5)(6)  14.3 % 15.1 % 14.4 % 15.7 %
Rent per square foot - consolidated businesses (6)  41.72   40.52   41.60   40.56  
Rent per square foot - unconsolidated joint ventures (6)  42.52   42.48   42.54   42.56  


Taubman Centers/6


(1) 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 and six months ended June 30, 2005 and 2004 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.

(2) 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 Funds from Operations (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 as presented by the Company is not necessarily comparable to the FFO of other REITs due to the fact that not all REITs use the NAREIT definition. 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.

Prior to the fourth quarter of 2004, the Company did not include an add-back for depreciation of center replacement assets when computing its Beneficial Interest in EBITDA or FFO. As of the fourth quarter of 2004, the Company began to include such an add-back and restated previously reported EBITDA and FFO amounts.

(3) 2004 statistics have been restated to include anchor spaces at value centers (Arizona Mills, Dolphin Mall, and Great Lakes Crossing).

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

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

(6) The results of International Plaza are presented within the Consolidated Businesses for periods beginning July 1, 2004, as a result of the Company’s acquisition of a controlling interest in the center. Results of International Plaza prior to the acquisition date are included within the Unconsolidated Joint Ventures.


Taubman Centers/7

TAUBMAN CENTERS, INC.
Table 2 — Income Statement
For the Quarters Ended June 30, 2005 and 2004


(in thousands of dollars)

2005 2004


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


REVENUES:            
     Minimum rents  63,300   46,024  54,009   50,274  
     Percentage rents  721   343  70   400  
     Expense recoveries  38,658   22,427  32,990   26,470  
     Management, leasing and development services  3,334      5,245  
     Other  11,576   1,948  6,623   2,479  




        Total revenues  117,589   70,742  98,937   79,623  

 
OPERATING EXPENSES: 
     Recoverable expenses (2)  35,491   19,251  30,673   22,713  
     Other operating  13,600   5,380  8,683   5,087  
     Costs related to unsolicited tender offer, net of recoveries       (44 )
     Management, leasing and development services  2,125      4,985  
     General and administrative  7,786      5,322  
     Interest expense  26,492   16,742  23,153   19,405  
     Depreciation and amortization  30,240   10,765  23,512   14,999  




        Total operating expenses  115,734   52,138  96,284   62,204  




   1,855   18,604  2,653   17,419  



 
Equity in income of Unconsolidated Joint Ventures  9,372      8,779  



 
Income before discontinued operations and minority 
  and preferred interests  11,227      11,432  
Discontinued operations (3)- 
     Net gain on disposition of interest in center      153  
Minority and preferred interests: 
     TRG preferred distributions  (615 )    (2,489 )
     Minority share of consolidated joint ventures  (10 )    (7 )
     Minority share of income of TRG  (2,364 )    (2,664 )
     Distributions in excess of minority share of income  (6,602 )    (6,192 )


Net income  1,636      233  
Preferred dividends  (6,150 )    (4,150 )


Net income (loss) allocable to common shareowners  (4,514 )    (3,917 )



 

 
SUPPLEMENTAL INFORMATION (4): 
     EBITDA - 100%  60,070   47,090  50,357   53,122  
     EBITDA - outside partners' share  (3,900 ) (21,101 ) (302 ) (25,206 )




     Beneficial interest in EBITDA  56,170   25,989  50,055   27,916  
     Beneficial interest expense  (25,108 ) (9,318 ) (22,904 ) (10,187 )
     Non-real estate depreciation  (495 )    (607 )
     Preferred dividends and distributions  (6,765 )    (6,639 )




     Funds from Operations contribution  23,802   16,671  19,905   17,729  





 
     Net straightline adjustments to rental revenue and 
       ground rent expense at TRG %  307   206  215   101  





(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. The results of International Plaza are presented within the Consolidated Businesses for periods beginning July 1, 2004, as a result of the Company’s acquisition of a controlling interest in the center. Results of International Plaza prior to the acquisition date are included within the Unconsolidated Joint Ventures.

(2) Included in recoverable expenses of the Consolidated Businesses and Unconsolidated Joint Ventures (both at 100%) are $1.5 million and $1.0 million, respectively, of depreciation of center replacement assets for the three months ended June 30, 2005, and $1.0 million and $1.3 million, respectively, for the three months ended June 30, 2004.

(3) During the three months ended June 30, 2004, a $0.2 million adjustment to the gain on disposition of Biltmore Fashion Park was recognized.

(4) EBITDA and FFO for the three months ended June 30, 2004 have been restated from amounts previously reported to include an add-back of depreciation of center replacement assets recoverable from tenants.


Taubman Centers/8

TAUBMAN CENTERS, INC.
Table 3 — Income Statement
For the Year to Date Periods Ended June 30, 2005 and 2004


(in thousands of dollars)

2005 2004


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


REVENUES:            
     Minimum rents  126,378   91,265  107,646   100,766  
     Percentage rents  2,417   1,662  1,103   2,284  
     Expense recoveries  73,295   43,585  63,990   52,386  
     Management, leasing and development services  5,534      10,229  
     Other  21,804   5,099  17,301   4,219  




        Total revenues  229,428   141,611  200,269   159,655  

 
OPERATING EXPENSES: 
     Recoverable expenses (2)  67,188   36,754  58,459   44,102  
     Other operating  24,102   11,340  16,835   10,421  
     Costs related to unsolicited tender offer, net of recoveries         (1,044 )
     Management, leasing and development services  3,320      9,781  
     General and administrative  13,745      11,780  
     Interest expense  52,032   33,517  45,725   39,586  
     Depreciation and amortization  58,040   22,875  46,471   28,518  




        Total operating expenses  218,427   104,486  188,007   122,627  




   11,001   37,125  12,262   37,028  



 
Equity in income of Unconsolidated Joint Ventures  18,442      18,372  


Income before discontinued operations and minority 
  and preferred interests  29,443      30,634  
Discontinued operations (3)- 
     Net gain on disposition of interest in center  153  
Minority and preferred interests: 
     TRG preferred distributions  (1,230 )    (4,739 )
     Minority share of consolidated joint ventures  (16 )    (185 )
     Minority share of income of TRG  (7,529 )    (8,283 )
     Distributions in excess of minority share of income  (10,612 )    (9,416 )


Net income  10,056      8,164  
Preferred dividends  (12,300 )    (8,300 )


Net income (loss) allocable to common shareowners  (2,244 )    (136 )



 

 
SUPPLEMENTAL INFORMATION (4): 
     EBITDA - 100%  124,027   95,330  106,523   108,052  
     EBITDA - outside partners' share  (7,211 ) (43,006 ) (624 ) (51,411 )




     Beneficial interest in EBITDA  116,816   52,324  105,899   56,641  
     Beneficial interest expense  (49,382 ) (18,647 ) (45,212 ) (20,761 )
     Non-real estate depreciation  (1,091 )    (1,229 )
     Preferred dividends and distributions  (13,530 )    (13,039 )




     Funds from Operations contribution  52,813   33,677  46,419   35,880  





 
     Net straightline adjustments to rental revenue and 
       ground rent expense at TRG %  796   124  596   188  





(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. The results of International Plaza are presented within the Consolidated Businesses for periods beginning July 1, 2004, as a result of the Company’s acquisition of a controlling interest in the center. Results of International Plaza prior to the acquisition date are included within the Unconsolidated Joint Ventures.

(2) Included in recoverable expenses of the Consolidated Businesses and Unconsolidated Joint Ventures (both at 100%) are $3.0 million and $1.8 million, respectively, of depreciation of center replacement assets for the six months ended June 30, 2005, and $2.1 million and $2.9 million, respectively, for the six months ended June 30, 2004.

(3) During the six months ended June 30, 2004, a $0.2 million adjustment to the gain on disposition of Biltmore Fashion Park was recognized.

(4) EBITDA and FFO for the six months ended June 30, 2004 have been restated from amounts previously reported to include an add-back of depreciation of center replacement assets recoverable from tenants.


Taubman Centers/9

TAUBMAN CENTERS, INC.
Table 4 — Reconciliation of Net Income (Loss) to Funds from Operations
For the Periods Ended June 30, 2005 and 2004


(in thousands of dollars)

Three Months Ended Year to Date


2005 2004 2005 2004




Net income (loss) allocable to common shareowners   (4,514 ) (3,917 ) (2,244 ) (136 )

 
Add (less) depreciation and gain on disposition of property: 
      Gain on disposition of interest in center    (153 )   (153 )
      Depreciation and amortization (1): 
         Consolidated businesses at 100%  31,723   24,551   60,994   48,536  
         Minority partners in consolidated joint ventures  (2,506 ) (46 ) (4,545 ) 74  
         Share of unconsolidated joint ventures  7,299   8,950   15,235   17,508  
         Non-real estate depreciation  (495 ) (607 ) (1,091 ) (1,229 )

 
Add minority interests in TRG: 
      Minority share of income of TRG  2,364   2,664   7,529   8,283  
      Distributions in excess of minority share of income of TRG  6,602   6,192   10,612   9,416  





 
Funds from Operations - TRG   40,473   37,634   86,490   82,299  




Funds from Operations - TCO (2)   25,220   22,803   53,411   50,093  





(1) Depreciation and amortization includes depreciation of center replacement assets recoverable from tenants, classified as recoverable expenses in the Company’s financial statements. TRG’s beneficial interest in these amounts are $1.9 million and $1.7 million for the three months ended June 30, 2005 and 2004, respectively, and $3.7 million and $3.6 million for the six months ended June 30, 2005 and 2004, respectively. 2004 amounts have been restated to include such depreciation.

(2) TCO ’s share of TRG’s FFO is based on an average ownership of 62% and 61% during the three months ended June 30, 2005 and 2004, respectively, and 62% and 61% during the six months ended June 30, 2005 and 2004, respectively.


Taubman Centers/10

TAUBMAN CENTERS, INC.
Table 5 — Reconciliation of Net Income (Loss) to Beneficial Interest in EBITDA
For the Periods Ended June 30, 2005 and 2004


(in thousands of dollars)

Three Months Ended Year to Date


2005 2004 2005 2004





         
Net income (loss) allocable to common shareowners   (4,514 ) (3,917 ) (2,244 ) (136 )

 
Add (less) depreciation and gain on disposition of property: 
     Gain on disposition of interest in center      (153 )     (153 )
     Depreciation and amortization (1): 
        Consolidated businesses at 100%  31,723   24,551   60,994   48,536  
        Minority partners in consolidated joint ventures  (2,506 ) (46 ) (4,545 ) 74  
        Share of unconsolidated joint ventures  7,299   8,950   15,235   17,508  

 
Add minority interests in TRG: 
     Minority share of income of TRG  2,364   2,664   7,529   8,283  
     Distributions in excess of minority share of income of TRG  6,602   6,192   10,612   9,416  

 
Add (less) preferred interests and interest expense: 
     Preferred dividends and distributions  6,765   6,639   13,530   13,039  
     Interest expense for all businesses in continuing operations  43,234   42,558   85,549   85,311  
     Interest expense allocable to minority partners in consolidated joint ventures  (1,384 ) (249 ) (2,650 ) (513 )
     Interest expense allocable to outside partners in unconsolidated joint ventures  (7,424 ) (9,218 ) (14,870 ) (18,825 )





 
Beneficial Interest in EBITDA - TRG   82,159   77,971   169,140   162,540  




(1) Depreciation and amortization includes depreciation of center replacement assets recoverable from tenants, classified as recoverable expenses in the Company’s financial statements. 2004 amounts have been restated to include such depreciation.


Taubman Centers/11

TAUBMAN CENTERS, INC.
Table 6 — Balance Sheets
As of June 30, 2005 and December 31, 2004


(in thousands of dollars)

As of

June 30, 2005 December 31, 2004


Consolidated Balance Sheet of Taubman Centers, Inc. (1):      

 
Assets: 
  Properties  2,980,583   2,936,964  
  Accumulated depreciation and amortization  (603,932 ) (558,891 )


   2,376,651   2,378,073  
  Investment in Unconsolidated Joint Ventures  134,878   129,934  
  Cash and cash equivalents  37,045   29,081  
  Accounts and notes receivable, net  32,307   32,124  
  Accounts and notes receivable from related parties  1,858   1,636  
  Deferred charges and other assets  60,222   61,586  


   2,642,961   2,632,434  



 
Liabilities: 
  Notes payable  1,979,072   1,930,439  
  Accounts payable and accrued liabilities  212,079   223,331  
  Dividends and distributions payable  14,487   13,892  
  Distributions in excess of investments in and net income of 
     Unconsolidated Joint Ventures  99,879   106,367  


   2,305,517   2,274,029  

 
Preferred Equity of TRG  29,217   29,217  

 
Shareowners' Equity: 
  Series A Cumulative Redeemable Preferred Stock  80   80  
  Series B Non-Participating Convertible Preferred Stock  30   30  
  Series G Cumulative Redeemable Preferred Stock 
  Common Stock  507   487  
  Additional paid-in capital  737,826   729,481  
  Accumulated other comprehensive income (loss)  (9,893 ) (11,387 )
  Dividends in excess of net income  (420,323 ) (389,503 )


   308,227   329,188  


   2,642,961   2,632,434  



 
Combined Balance Sheet of Unconsolidated Joint Ventures (2): 

 
Assets: 
  Properties  1,109,625   1,080,482  
  Accumulated depreciation and amortization  (376,232 ) (360,830 )


   733,393   719,652  
  Cash and cash equivalents  24,252   25,173  
  Accounts and notes receivable  15,942   22,866  
  Deferred charges and other assets  26,453   26,213  


   800,040   793,904  



 
Liabilities: 
  Notes payable  1,003,509   1,008,604  
  Accounts payable and other liabilities  54,765   53,706  


   1,058,274   1,062,310  

 
Accumulated Deficiency in Assets: 
  Accumulated deficiency in assets - TRG  (163,033 ) (173,579 )
  Accumulated deficiency in assets - Joint Venture Partners  (91,871 ) (91,259 )
  Accumulated other comprehensive income (loss) - TRG  (2,629 ) (2,817 )
  Accumulated other comprehensive income (loss) - Joint Venture Partners  (701 ) (751 )


   (258,234 ) (268,406 )


   800,040   793,904  



(1) Certain reclassifications have been made to prior year information to conform to current year classifications.

(2) Amounts exclude The Pier at Caesars, a center under construction, which TRG made a $4 million contribution to in January 2005.


Taubman Centers/12

TAUBMAN CENTERS, INC.
Table 7 — 2005 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, 2005
Before Redemption
Charge
Redemption
Charge (1)
Range for Year Ended
December 31, 2005



Funds from Operations            
  per common share  2.10 2.15 (0.04 ) 2.06 2.11

 
Real estate depreciation - TRG  (1.62 ) (1.54   (1.62 ) (1.54 )

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

 
Distributions in excess of earnings allocable 
  to minority interest  (0.43 ) (0.35 ) (0.02 ) (0.45 ) (0.37 )






 
Net income (loss) allocable 
  to common shareholders, per common share  (0.09 ) 0.11 (0.06 ) (0.15 ) 0.05






(1) During July 2005, the Company redeemed 3.48 million shares of Series A preferred stock with the proceeds of the issuance of Series H preferred stock. Emerging Issues Task Force Topic D-42, "The Effect on the Calculation of Earnings Per Share for the Redemption or Induced Conversion of Preferred Stock," provides that any excess of the fair value of the consideration transferred to the holders of preferred stock redeemed over the carrying amount of the preferred stock should be subtracted from net earnings to determine net earnings available to common stockholders. As a result of application of Topic D-42, estimated 2005 Funds from Operations and net income (loss) allocable to common shareholders will be reduced by $3.1 million, representing the difference between the carrying value and the redemption price of the shares of Series A preferred stock redeemed.