EX-99 2 form8k020707ex99.htm PRESS RELEASE DATED FEBRUARY 7, 2007 Press Release dated February 7, 2007
Taubman Logo

Taubman Centers, Inc.
200 East Long Lake Road
Bloomfield Hills, MI 48304
(248) 258-6800
 

CONTACT:         Barbara K. Baker
       Vice President, Investor Relations
       (248) 258-7367
          www.taubman.com

FOR IMMEDIATE RELEASE


TAUBMAN CENTERS ANNOUNCES STRONG 2006 EARNINGS

·  
FFO per Share up 18% over 2005, $0.06 over Consensus
·  
Year End Occupancy Reaches 91.3%, up 1.3%
·  
50.8% Total Return to Shareholders in 2006
·  
Ten-year Compounded Annual Return to Shareholders of 22%

BLOOMFIELD HILLS, Mich., February 7, 2007 -- Taubman Centers, Inc. (NYSE:TCO) today reported strong financial results for the quarter and year ended December 31, 2006.
Net Income allocable to common shareholders per diluted common share (EPS) for the year ended December 31, 2006 was $0.40 versus $0.87 for the year ended December 31, 2005. Net Income during 2005 included a $52.8 million gain ($1.04 per share) on the sale of Woodland Mall (Grand Rapids, Mich.) that occurred in the fourth quarter. EPS for the quarter ended December 31, 2006 was $0.32 versus $0.93 for the quarter ended December 31, 2005.
For the year ended December 31, 2006, Funds from Operations (FFO) per diluted share was $2.56, an increase of 18.0 percent over $2.17 per diluted share for the year ended December 31, 2005. Adjusted FFO per share was $2.65 in 2006, up 12.3 percent from $2.36 in 2005. Adjusted FFO excludes financing-related charges in both years.
For the quarter ended December 31, 2006, FFO per diluted share was $0.83, an increase of 33.9 percent from $0.62 for the quarter ended December 31, 2005. There were no financing-related charges in the fourth quarter of 2006. FFO per diluted share was up 7.8 percent from Adjusted FFO per share of $0.77 for the quarter ended December 31, 2005, which excludes financing-related charges incurred in the quarter.
“We continue to benefit from momentum in our core portfolio,” said Robert S. Taubman, chairman, president and chief executive officer of Taubman Centers. “Our strong performance has been reflected in our stock price - generating a 50.8 percent total return to shareholders in 2006 and a compound annual average return of 22.0 percent over the last 10 years.”

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Taubman Centers/2

Record Sales Productivity, Strong Occupancy Increases
During the year, the company's properties achieved record average tenant sales per square foot of $539, up 6.1 percent from $508 per square foot in 2005. This follows comparable center sales per square foot increases of 9.0 percent in 2005 and 8.2 percent in 2004. “We are continuing to gain market share in our centers as evidenced by sales increases that are well in excess of inflation,” said Mr. Taubman. “We have now had three consecutive years of strong sales performance. Clearly, dominant regional malls such as ours are customers’ preferred shopping venues.”
Occupancy in Taubman properties reached 91.3 percent at December 31, 2006, an increase of 1.3 percent over 90.0 percent at December 31, 2005. “This is reflective of the current strong retail environment and our intensive leasing focus,” said Mr. Taubman. “Retailers are attracted to high quality shopping centers where they can be the most profitable.”

2006 Year in Review: Expansion and Development Activity
 
The company continues to build on its successful history of growth with expansions of existing centers, progress on U.S. developments and opportunities in Asia. During 2006, the company:
 
·  
Announced the first stores and restaurants for The Mall at Partridge Creek (Clinton Township, Mich.). The open-air shopping center, anchored by Nordstrom, Parisian and MJR Cinema 14, is under construction and scheduled to open in October 2007. Distinctive dining options will include names such as P.F. Chang’s China Bistro, Bravo! Italian Kitchen, California Pizza Kitchen, Max & Erma's, and Bar Louie. Retailers slated to open at The Mall at Partridge Creek include Apple, Ann Taylor, Coldwater Creek, J. Crew, Brooks Brothers, Banana Republic, Lucky Brand Jeans, Swarovksi Gallery Store, Janie and Jack, Skechers, and Delia’s;

·  
Began construction on the 165,000 square foot Nordstrom store and 97,000 square feet of mall shops at Twelve Oaks Mall (Novi, Mich.) opening September 2007. In addition, Macy’s will be renovating their store and expanding by 60,000 square feet;

·  
Began construction on the new 140,000 square foot Nordstrom store at Cherry Creek Shopping Center (Denver, Colo.) opening October 2007. It replaces the former Lord & Taylor store and joins Neiman Marcus, Saks Fifth Avenue, and the flagship Macy’s store in Denver’s premier shopping destination;




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Taubman Centers/3
 

·  
Welcomed shoppers to The Pier Shops at Caesars (Atlantic City, N.J.), which opened in phases throughout the year. Developed by the Gordon Group, Taubman assumed full management of the center in January 2007. The center features stores such as Gucci, Coach, Louis Vuitton, Bottega Veneta, Salvatore Ferragamo, Tiffany & Co., Apple, Burberry, A/X Armani Exchange, and Scoop NYC. Its unique restaurants by some of America’s great restaurateurs include Phillips Seafood, Souzai Sushi & Sake, Steven Starr’s Buddakan and The Continental, Patrick Lyon’s Game On, Sonsie, The Trinity Pub, and coming soon, Jeffrey Chodorow’s rumjungle;

·  
Began construction and completed the leasing of a lifestyle component addition to Stamford Town Center (Stamford, Conn.), which will transform the area once occupied by the Filene’s department store into new restaurant and retail space opening onto a landscaped outdoor plaza. The lifestyle component, which will open in November 2007, includes The Capital Grille, Mitchell’s Fish Market, P.F. Chang’s China Bistro, California Pizza Kitchen, Kona Grill, Famous Dave’s Bar-B-Que, and Cosi as well as the state’s largest Barnes & Noble. It will also feature the area’s first H&M store;

·  
Completed the renovation of tenant space at Waterside Shops at Pelican Bay (Naples, Fla.). Substantially all the tenants such as Hermes, Cartier, Tiffany & Co., Gucci, and Louis Vuitton were open for the 2006 holiday season. A new Nordstrom store will open at the center in fall 2008;

·  
Made significant progress in the pre-development of City Creek Center, an urban mixed use project being created in downtown Salt Lake City by Property Reserve, Inc. (PRI), the commercial real estate arm of The Church of Jesus Christ of Latter-day Saints. Nordstrom, Macy’s, and Dillard’s have announced they will anchor the retail center;

·  
Completed an agreement to provide development services for a 1.2 million square foot retail and entertainment complex in New Songdo City, Incheon, South Korea, 35 miles southwest of Seoul. The complex will be the first significant retail space in New Songdo, a massive master-planned, international business city being developed on 1,500 acres of reclaimed land along Incheon’s waterfront. The center will begin construction in 2007, is expected to open in early 2010 and will feature approximately 170 stores; and
 
·  
Was selected as the preferred retail partner for Macao Studio City. Macao Studio City will be Asia’s first leisure resort property combining theatre, television, and film production facilities, retail, gaming, entertainment, and world-class hotels located on prime land on the Cotai Strip of Macao. Taubman Asia has signed a term sheet to acquire a minority position in the retail component of the project and will provide development, leasing and management services, subject to definitive agreements to be completed in the first half of 2007.

 
 
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Taubman Centers/4


2006 Year in Review: Financing Activity
“We entered 2006 having just refinanced The Mall at Short Hills (Short Hills, N.J.) with a $540 million 5.5 percent fixed-rate 10-year loan. This, combined with over $1 billion of financings completed in 2006, provided us with the liquidity to pay off floating rate loans, reduce our average interest rate and further strengthen our balance sheet,” said Lisa A. Payne, vice chairman and chief financial officer. “At December 31, 2006, floating rate debt represented 1.5 percent of our market capitalization and the average interest rate on our debt outstanding was 5.7 percent. We currently have no significant debt maturities until January 2008.” In 2006 the company:
 
·  
Completed a $215.5 million, 10-year interest-only, non-recourse financing with a fixed rate of 5.41 percent on Northlake Mall (Charlotte, N.C.), generating $44 million of proceeds in excess of the company’s investment in the center;

·  
Paid off floating rate loans in the amount of $144.4 million on The Shops at Willow Bend (Plano, Texas) and $56.2 million on The Mall at Oyster Bay (Syosset, NY) ;

·  
Closed on a $280 million, fixed-rate refinancing of Cherry Creek Shopping Center at a rate of 5.24 percent, using the proceeds to pay down the existing $173 million 7.68 percent loan;

·  
Redeemed the remaining $113 million of Series A 8.30 percent Cumulative Redeemable Preferred Stock;

·  
Renegotiated its primary $350 million line of credit facility, extending it one year to February 2009 with an additional one-year extension option. The new facility, under which Dolphin Mall (Miami, Fla.), Fairlane Town Center (Dearborn, Mich.), and Twelve Oaks Mall are direct borrowers, is priced at 70 basis points over LIBOR, a reduction of 10 basis points from the prior facility;

·  
Completed an $81 million four-year construction facility for The Mall at Partridge Creek. This floating-rate facility bears interest at LIBOR plus 1.15 percent;

·  
Placed a $165 million permanent loan on Waterside Shops at Pelican Bay in which Taubman owns a 25 percent interest. The new 10-year interest-only non-recourse loan carries a fixed interest rate of 5.54 percent;

·  
Purchased a 50 percent interest in the land under Sunvalley (Concord, Calif.), which was subject to two ground leases, enhancing the value of the center and the ultimate control of the property. The company placed a 6-year, $30 million interest-only, non-recourse loan on the land and swapped the rate in early January to a fixed rate of 5.95 percent; and

·  
Increased its common dividend by 23 percent, the eleventh consecutive 4th quarter dividend increase.
 

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Taubman Centers/5

Raising 2007 Guidance
The company is raising its guidance for 2007. The company expects to report 2007 FFO per diluted share in the range of $2.77 to $2.82. The company anticipates its 2007 Net Income allocable to common shareholders to be in the range of $0.70 to $0.88 per common share.

Supplemental Investor Information Available
The company provides supplemental investor information coincident with its earnings announcements. It is available online at www.taubman.com under “Investor Relations.” This packet includes the following information:
 
·  
Income Statements
·  
Reconciliations of Earnings Measures to Net Income
·  
Changes in Funds from Operations and Earnings Per Share
·  
Components of Other Income, Other Operating Expense, and Gains on Land Sales and Interest Income
·  
Balance Sheets
·  
Debt Summary
·  
Other Debt and Equity Information
·  
Construction and Center Openings
·  
Capital Spending
·  
Divestitures
·  
Operational Statistics
·  
Owned Centers
·  
Major Tenants in Owned Portfolio
·  
Anchors in Owned Portfolio


Investor Conference Call
The company will provide an online Web simulcast and rebroadcast of its 2006 fourth quarter earnings release conference call in which the company will review the results for the quarter and year, progress on its development and financing plans. The live broadcast of the conference call will be available online at www.taubman.com under "Investor Relations," www.fulldisclosure.com and www.streetevents.com on February 8 beginning at 11:00 a.m. EST. The online replay will follow shortly after the call and continue for approximately 90 days. In addition, the conference call will be available as a podcast at www.reitcafe.com. 



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Taubman Centers/6

Taubman Centers, Inc., a real estate investment trust, owns, develops, acquires and operates regional shopping centers nationally. Taubman Centers currently owns and/or manages 23 urban and suburban regional and super regional shopping centers in 11 states with an industry-leading sales productivity averaging well over $500 per square foot. In addition, The Mall at Partridge Creek is under construction and will open in October 2007. 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.


# # #
 
 

Taubman Centers/7
 
TAUBMAN CENTERS, INC.
                 
Table 1 - Summary of Results
                 
For the Three Months and Year Ended December 31, 2006 and 2005
 
(in thousands of dollars, except as indicated)
                 
                           
   
Three Months Ended December 31 
   
Year Ended December 31
 
     
2006
 
 
2005
 
 
2006
 
 
2005
 
                           
Income before gain on disposition of interest in center and minority and preferred interests (1)
   
35,199
   
18,237
   
95,140
   
57,432
 
Gain on disposition of interest in center (2)
   
-
   
52,799
   
-
   
52,799
 
Minority share of consolidated joint ventures(3)
   
(3,518
)
 
(191
)
 
(10,693
)
 
(167
)
Minority share of income of TRG (3)
   
(10,161
)
 
(32,247
)
 
(22,816
)
 
(40,403
)
Distributions in excess of minority share of income of TRG
   
(37
)
 
23,408
   
(14,054
)
 
4,534
 
TRG preferred distributions
   
(615
)
 
(615
)
 
(2,460
)
 
(2,460
)
Net income
   
20,868
   
61,391
   
45,117
   
71,735
 
Preferred dividends(4)
   
(3,659
)
 
(6,004
)
 
(23,723
)
 
(27,622
)
Net income allocable to common shareowners
   
17,209
   
55,387
   
21,394
   
44,113
 
Net income per common share - basic
   
0.33
   
1.09
   
0.41
   
0.87
 
Net income per common share - diluted
   
0.32
   
0.93
   
0.40
   
0.87
 
Beneficial interest in EBITDA - consolidated businesses (5) (6)
   
82,837
   
74,977
   
294,953
   
250,089
 
Beneficial interest in EBITDA - unconsolidated joint ventures (5) (6)
   
26,353
   
33,253
   
91,559
   
113,453
 
Funds from Operations (5)
   
68,632
   
50,727
   
210,449
   
177,684
 
Funds from Operations allocable to TCO (5)
   
44,792
   
31,842
   
136,736
   
110,578
 
Funds from Operations per common share - basic (5)
   
0.85
   
0.63
   
2.60
   
2.19
 
Funds from Operations per common share - diluted (5)
   
0.83
   
0.62
   
2.56
   
2.17
 
Weighted average number of common shares outstanding-basic
   
52,914,961
   
50,891,067
   
52,661,024
   
50,459,314
 
Weighted average number of common shares outstanding -diluted
   
53,378,733
   
63,332,717
   
52,979,453
   
50,530,139
 
Common shares outstanding at end of period
   
52,931,594
   
51,866,184
             
Weighted average units - Operating Partnership - basic
   
81,078,697
   
81,074,559
   
81,077,612
   
81,064,628
 
Weighted average units - Operating Partnership - diluted
   
82,413,731
   
82,017,514
   
82,267,303
   
82,006,498
 
Units outstanding at end of period - Operating Partnership
   
81,078,700
   
81,074,633
             
Ownership percentage of the Operating Partnership at end of period
   
65.3
%
 
64.0
%
           
Number of owned shopping centers at end of period
   
22
   
21
   
22
   
21
 
                           
Operating Statistics (7):
                         
Mall tenant sales
   
1,447,188
   
1,393,006
   
4,348,826
   
4,124,534
 
Mall tenant sales - comparable (8)
   
1,368,179
   
1,322,384
   
4,136,207
   
3,934,877
 
Ending occupancy
   
91.3
%
 
90.0
%
 
91.3
%
 
90.0
%
Ending occupancy - comparable(8)
   
91.2
%
 
90.2
%
 
91.2
%
 
90.2
%
Average occupancy
   
90.6
%
 
89.7
%
 
89.2
%
 
88.9
%
Average occupancy - comparable(8)
   
90.4
%
 
90.0
%
 
89.1
%
 
89.1
%
Leased space at end of period
   
92.5
%
 
91.7
%
 
92.5
%
 
91.7
%
Leased space at end of period - comparable (8)
   
92.3
%
 
91.5
%
 
92.3
%
 
91.5
%
Mall tenant occupancy costs as a percentage of tenant sales-consolidated businesses (6)
   
12.1
%
 
11.6
%
 
14.4
%
 
14.3
%
Mall tenant occupancy costs as a percentage of tenant sales-unconsolidated joint ventures (6)
   
10.4
%
 
11.0
%
 
12.5
%
 
13.2
%
Rent per square foot - consolidated businesses (6) (8)
   
43.40
   
41.16
   
43.20
   
41.41
 
Rent per square foot - unconsolidated joint ventures (6) (8)
   
40.48
   
42.00
   
41.03
   
42.28
 
 
 

Taubman Centers/8
 
(1)
Income before gain on disposition of interest in center and minority and preferred interests for the year ended December 31, 2006 includes charges of $1.0 million and $2.1 million, respectively, in connection with the write-off of financing costs related to the refinancing of the loan on Dolphin Mall and pay-off of the loans on The Shops at Willow Bend prior to their maturity dates. Income before gain on disposition of interest in center and minority and preferred interests for the three months and year ended December 31, 2005 includes a $12.7 million charge incurred in connection with the prepayment premium and write-off of financing costs related to the refinancing of The Mall at Short Hills, the pay-off of the Northlake Mall loan, and debt modifications in connection with the pay-off of the Oyster Bay loan.
   
(2)
In December 2005, a 50% owned unconsolidated joint venture sold its interest in Woodland for $177.4 million.
   
(3)
Because the net equity balances of the Operating Partnership and the outside partners in certain consolidated joint ventures are less than zero, the income allocated to the minority and outside partners during the three months and year ended December 31, 2006 and 2005 is equal to their share of distributions. The net equity of these minority partners is less than zero due to accumulated distributions in excess of net income and not as a result of operating losses.
   
(4)
Preferred dividends for the year ended December 31, 2006 include charges of $4.0 million and $0.6 million incurred in connection with the redemption of the remaining $113 million of the Series A Preferred Stock and the redemption of the Series I Preferred Stock, respectively. Preferred dividends for the year ended December 31, 2005 include a $3.1 million charge incurred in connection with the redemption of $87 million of the Series A Preferred Stock.
   
(5)
Beneficial Interest in EBITDA represents the Operating Partnership’s share of the earnings before interest and depreciation and amortization 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.
   
 
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.
   
 
These non-GAAP measures as presented by the Company are not necessarily comparable to similarly titled measures used by other REITs due to the fact that not all REITs use common definitions. None of these non-GAAP measures should be considered alternatives to net income as an indicator of the Company's operating performance, and they do not represent cash flows from operating, investing, or financing activities as defined by GAAP.
   
(6)
The results of Cherry Creek Shopping Center are presented within the Consolidated Businesses for periods beginning January 1, 2006, as a result of the Company's adoption of EITF 04-5. Results of Cherry Creek prior to 2006 are included within the Unconsolidated Joint Ventures.
   
(7)
All operating statistics other than the number of owned properties at end of period exclude The Pier Shops at Caesars, which opened in late June 2006.
   
(8)
Statistics exclude Northlake Mall, Waterside Shops at Pelican Bay, and Woodland (with the exception of sales statistics, which include Waterside). 2005 statistics have been restated to include comparable centers to 2006.
 
 

Taubman Centers/9
 
TAUBMAN CENTERS, INC.
                  
Table 2 - Income Statement (1)
                  
For the Quarters Ended December 31, 2006 and 2005  
 
(in thousands of dollars)
                         
                           
     
2006
     
2005
   
 
   
 
 
 
UNCONSOLIDATED 
         
UNCONSOLIDATED
 
   
CONSOLIDATED
   
JOINT
   
CONSOLIDATED
   
JOINT
 
   
BUSINESSES 
   
VENTURES (2)
 
 
BUSINESSES
   
VENTURES (2)
 
                           
REVENUES:
                         
Minimum rents 
   
82,201
   
40,795
   
71,865
   
47,898
 
Percentage rents 
   
8,448
   
4,735
   
6,099
   
5,303
 
Expense recoveries 
   
60,040
   
24,707
   
45,847
   
32,857
 
Management, leasing and development services 
   
3,108
         
4,894
       
Other 
   
9,277
   
1,921
   
7,178
   
1,649
 
 Total revenues
   
163,074
   
72,158
   
135,883
   
87,707
 
                           
EXPENSES:
                         
Maintenance, taxes and utilities 
   
39,636
   
19,274
   
31,639
   
20,256
 
Other operating 
   
20,486
   
7,695
   
14,679
   
8,203
 
Management, leasing and development services 
   
1,497
         
3,308
       
General and administrative 
   
8,698
         
7,370
       
Interest expense (3) 
   
30,175
   
17,028
   
42,361
   
17,087
 
Depreciation and amortization 
   
38,343
   
13,237
   
33,631
   
14,922
 
 Total expenses
   
138,835
   
57,234
   
132,988
   
60,468
 
                           
Gains on land sales and interest income
   
381
   
426
   
602
   
345
 
     
24,620
   
15,350
   
3,497
   
27,584
 
Equity in income of Unconsolidated Joint Ventures
   
10,579
         
14,740
       
                           
Income before minority and preferred interests
   
35,199
         
18,237
       
Gain on disposition of interest in center (4)
               
52,799
       
Minority and preferred interests:
                         
TRG preferred distributions 
   
(615
)
       
(615
)
     
Minority share of consolidated joint ventures 
   
(3,518
)
       
(191
)
     
Minority share of income of TRG 
   
(10,161
)
       
(32,247
)
     
Distributions less than (in excess of) minority share of income of TRG 
   
(37
)
       
23,408
       
Net income
   
20,868
         
61,391
       
Preferred dividends
   
(3,659
)
       
(6,004
)
     
Net income allocable to common shareowners
   
17,209
         
55,387
       
                           
                           
SUPPLEMENTAL INFORMATION:
                         
EBITDA - 100% 
   
93,138
   
45,615
   
79,489
   
59,593
 
EBITDA - outside partners' share 
   
(10,301
)
 
(19,262
)
 
(4,512
)
 
(26,340
)
Beneficial interest in EBITDA 
   
82,837
   
26,353
   
74,977
   
33,253
 
Beneficial interest expense 
   
(26,897
)
 
(8,299
)
 
(40,895
)
 
(9,499
)
Non-real estate depreciation 
   
(1,088
)
       
(490
)
     
Preferred dividends and distributions 
   
(4,274
)
       
(6,619
)
     
Funds from Operations contribution 
   
50,578
   
18,054
   
26,973
   
23,754
 
                           
Net straightline adjustments to rental revenue, recoveries, 
                         
 and ground rent expense at TRG %  
   
328
   
202
   
413
   
(32
)
 
(1)
The results of Cherry Creek Shopping Center are presented within the Consolidated Businesses for periods beginning January 1, 2006, as a result of the Company's adoption of EITF 04-5. Results of Cherry Creek prior to 2006 are included within the Unconsolidated Joint Ventures. In addition, in 2006 the Company modified its income statement presentation for depreciation of center replacement assets, revenues and expenses related to marketing and promotion services, and gains on land sales and interest income. As a result, certain reclassifications have been made to prior year amounts to conform to current year classifications. 
                       
(2)
With the exception of the Supplemental Information, amounts include 100% of the Unconsolidated Joint Ventures, including The Pier Shops at Caesars in 2006. 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. The Company accounts for its investments in the Unconsolidated Joint Ventures under the equity method. 
                       
(3)
Interest expense for the three months ended December 31, 2005 includes a $12.7 million charge incurred in connection with a prepayment premium and the write-off of financing costs related to the refinancing of The Mall at Short Hills, the pay-off of the Northlake Mall loan, and debt modifications in connection with the pay-off of the Oyster Bay loan. 
                       
(4)
In December 2005, a 50% owned unconsolidated joint venture sold its interest in Woodland. The Company's equity in the gain on the sale is separately presented on the income statement, and is therefore excluded from the Equity in income of Unconsolidated Joint Ventures line item.
 
 

Taubman Centers/10
 
TAUBMAN CENTERS, INC.
                  
Table 3 - Income Statement (1)
                  
For the Years Ended December 31, 2006 and 2005  
 
(in thousands of dollars)
                  
                    
   
2006
 
 2005
 
   
 
 
UNCONSOLIDATED
 
  
 
UNCONSOLIDATED
 
   
CONSOLIDATED
 
JOINT
 
 CONSOLIDATED
 
JOINT
 
   
BUSINESSES
 
VENTURES (2) 
 
 BUSINESSES
 
VENTURES (2) 
 
                    
REVENUES:
                         
Minimum rents 
   
311,187
   
148,846
   
262,106
   
184,528
 
Percentage rents 
   
14,700
   
8,037
   
9,835
   
8,112
 
Expense recoveries 
   
206,190
   
85,642
   
164,614
   
104,103
 
Management, leasing and development services 
   
11,777
         
13,818
       
Other 
   
35,430
   
9,672
   
29,032
   
8,669
 
 Total revenues
   
579,284
   
252,197
   
479,405
   
305,412
 
                           
EXPENSES:
                         
Maintenance, taxes and utilities 
   
152,885
   
64,313
   
126,395
   
71,300
 
Other operating 
   
71,643
   
26,255
   
57,678
   
29,634
 
Management, leasing and development services 
   
5,730
         
9,072
       
General and administrative 
   
30,290
         
27,746
       
Interest expense (3) 
   
128,643
   
57,563
   
121,612
   
67,591
 
Depreciation and amortization 
   
137,957
   
45,800
   
128,377
   
54,813
 
 Total expenses
   
527,148
   
193,931
   
470,880
   
223,338
 
                           
Gains on land sales and interest income
   
9,460
   
1,289
   
6,457
   
827
 
     
61,596
   
59,555
   
14,982
   
82,901
 
Equity in income of Unconsolidated Joint Ventures
   
33,544
         
42,450
       
                           
Income before minority and preferred interests
   
95,140
         
57,432
       
Gain on disposition of interest in center (4)
               
52,799
       
Minority and preferred interests:
                         
TRG preferred distributions 
   
(2,460
)
       
(2,460
)
     
Minority share of consolidated joint ventures 
   
(10,693
)
       
(167
)
     
Minority share of income of TRG 
   
(22,816
)
       
(40,403
)
     
Distributions less than (in excess of) minority share of income of TRG 
   
(14,054
)
       
4,534
       
Net income
   
45,117
         
71,735
       
Preferred dividends (5)
   
(23,723
)
       
(27,622
)
     
Net income allocable to common shareowners
   
21,394
         
44,113
       
                           
                           
SUPPLEMENTAL INFORMATION:
                         
EBITDA - 100% 
   
328,196
   
162,918
   
264,971
   
205,305
 
EBITDA - outside partners' share 
   
(33,243
)
 
(71,359
)
 
(14,882
)
 
(91,852
)
Beneficial interest in EBITDA 
   
294,953
   
91,559
   
250,089
   
113,453
 
Beneficial interest expense 
   
(115,790
)
 
(31,151
)
 
(116,082
)
 
(37,594
)
Non-real estate depreciation 
   
(2,939
)
       
(2,100
)
     
Preferred dividends and distributions 
   
(26,183
)
       
(30,082
)
     
Funds from Operations contribution 
   
150,041
   
60,408
   
101,825
   
75,859
 
                           
Net straightline adjustments to rental revenue, recoveries, 
                         
and ground rent expense at TRG %  
   
528
   
577
   
1,680
   
92
 
 
(1)
The results of Cherry Creek Shopping Center are presented within the Consolidated Businesses for periods beginning January 1, 2006, as a result of the Company's adoption of EITF 04-5. Results of Cherry Creek prior to 2006 are included within the Unconsolidated Joint Ventures. In addition, in 2006 the Company modified its income statement presentation for depreciation of center replacement assets, revenues and expenses related to marketing and promotion services, and gains on land sales and interest income. As a result, certain reclassifications have been made to prior year amounts to conform to current year classifications. 
                       
(2)
With the exception of the Supplemental Information, amounts include 100% of the Unconsolidated Joint Ventures, including The Pier Shops at Caesars in 2006. 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. The Company accounts for its investments in the Unconsolidated Joint Ventures under the equity method.  
                       
(3)
Interest expense for the year ended December 31, 2006 includes charges of $1.0 million and $2.1 million in connection with the write-off of financing costs related to the refinancing and pay-off of the loans on Dolphin Mall and The Shops at Willow Bend, respectively, prior to their maturity. Interest expense for the year ended December 31, 2005 includes a $12.7 million charge incurred in connection with a prepayment premium and the write-off of financing costs related to the refinancing of The Mall at Short Hills, the pay-off of the Northlake Mall loan, and debt modifications in connection with the pay-off of the Oyster Bay loan. 
                       
(4)
In December 2005, a 50% owned unconsolidated joint venture sold its interest in Woodland. The Company's equity in the gain on the sale is separately presented on the income statement, and is therefore excluded from the Equity in income of Unconsolidated Joint Ventures line item. 
                       
(5)
Preferred dividends for the year ended December 31, 2006 include charges of $4.0 million and $0.6 million in connection with the redemption of the remaining $113 million of the Series A Preferred Stock and the redemption of the Series I Preferred Stock, respectively. Preferred dividends for the year ended December 31, 2005 include a $3.1 million charge incurred in connection with the redemption of $87 million of the Series A Preferred Stock.
 
 

Taubman Centers/11
 
TAUBMAN CENTERS, INC.
                         
Table 4 - Reconciliation of Net Income Allocable to Common Shareowners to Funds from Operations
                 
  and Adjusted Funds from Operations
                         
For the Periods Ended December 31, 2006 and 2005
 
(in thousands of dollars; amounts allocable to TCO may not recalculate due to rounding)
                   
                           
 
   
Three Months Ended 
   
Year Ended
 
     
2006
 
 
2005
 
 
2006
 
 
2005
 
                           
Net income allocable to common shareowners
   
17,209
   
55,387
   
21,394
   
44,113
 
                           
Add (less) depreciation and gain on disposition of property:
                         
Gain on disposition of interest in center 
   
-
   
(52,799
)
 
-
   
(52,799
)
Depreciation and amortization: 
                         
 Consolidated businesses at 100%
   
38,343
   
33,631
   
137,957
   
128,377
 
 Minority partners in consolidated joint ventures
   
(5,049
)
 
(2,841
)
 
(14,601
)
 
(9,337
)
 Share of unconsolidated joint ventures
   
7,475
   
9,014
   
26,864
   
33,409
 
 Non-real estate depreciation
   
(1,088
)
 
(490
)
 
(2,939
)
 
(2,100
)
                           
Add minority interests:
                         
Minority share of income of TRG 
   
10,161
   
32,247
   
22,816
   
40,403
 
Distributions in excess of (less than) minority share of income of TRG 
   
37
   
(23,408
)
 
14,054
   
(4,534
)
Distributions in excess of (less than) minority share of income of 
                         
consolidated joint ventures 
   
1,544
   
(14
)
 
4,904
   
152
 
                           
Funds from Operations
   
68,632
   
50,727
   
210,449
   
177,684
 
                           
TCO's average ownership percentage of TRG
   
65.3
%
 
62.8
%
 
65.0
%
 
62.2
%
                           
Funds from Operations allocable to TCO
   
44,792
   
31,842
   
136,736
   
110,578
 
                           
                           
Funds from Operations (1)
   
68,632
   
50,727
   
210,449
   
177,684
 
                           
Debt prepayment premium and write-off of financing costs
         
12,702
         
12,702
 
Charge upon redemption of Series A Preferred Stock
               
4,045
   
3,115
 
Charge upon redemption of Series I Preferred Stock
               
607
       
Write-off of financing costs
               
3,057
       
                           
Adjusted Funds from Operations (1)
   
68,632
   
63,429
   
218,158
   
193,501
 
                           
TCO's average ownership percentage of TRG
   
65.3
%
 
62.8
%
 
65.0
%
 
62.2
%
                           
Adjusted Funds from Operations allocable to TCO (1)
   
44,792
   
39,815
   
141,737
   
120,501
 
 

(1)
Adjusted FFO in 2006 excludes the following unusual and/or nonrecurring items: a $1.0 million charge in connection with the write-off of financing costs related to the refinancing of the loan on Dolphin Mall prior to maturity, charges of $4.0 million and $0.6 million in connection with the redemption of the remaining $113 million of the Series A Preferred Stock and the redemption of the Series I Preferred Stock, respectively, and a $2.1 million charge in connection with the write-off of financing costs related to the pay-off of the loans on The Shops at Willow Bend prior to their maturity date. Adjusted FFO for 2005 excludes fourth quarter charges of $12.7 million incurred in connection with a prepayment premium and the write-off of financing costs related to the refinancing of The Mall at Short Hills, the pay-off of the Northlake Mall loan, and debt modifications in connection with the pay-off of the Oyster Bay loan and a charge of $3.1 million incurred in connection with the redemption of $87 million of the Series A Preferred Stock.  The Company discloses this Adjusted FFO due to the significance and infrequent nature of the charges.  Given the significance of the charges, the Company believes it is essntial to a reader's understanding of the Company's results of operations to emphasize the impact on the Company's earnings measures. The adjusted measures are not and should not be considered alternatives to net income or cash flows from operating, investing, or financing activities as defined by GAAP.
 
 
 
 

Taubman Centers/12
 
TAUBMAN CENTERS, INC.
                         
Table 5 - Reconciliation of Net Income to Beneficial Interest in EBITDA
                         
For the Periods Ended December 31, 2006 and 2005
 
(in thousands of dollars; amounts allocable to TCO may not recalculate due to rounding)
                   
                           
 
   
Three Months Ended 
   
Year Ended
 
     
2006
 
 
2005
 
 
2006
 
 
2005
 
                           
Net income
   
20,868
   
61,391
   
45,117
   
71,735
 
                           
Add (less) depreciation and gain on disposition of property:
                         
Gain on disposition of interest in center 
   
-
   
(52,799
)
 
-
   
(52,799
)
Depreciation and amortization: 
                         
   Consolidated businesses at 100%
   
38,343
   
33,631
   
137,957
   
128,377
 
   Minority partners in consolidated joint ventures
   
(5,049
)
 
(2,841
)
 
(14,601
)
 
(9,337
)
   Share of unconsolidated joint ventures
   
7,475
   
9,014
   
26,864
   
33,409
 
                           
Add (less) preferred interests and interest expense:
                         
Preferred distributions 
   
615
   
615
   
2,460
   
2,460
 
Interest expense: 
                         
   Consolidated businesses at 100%
   
30,175
   
42,361
   
128,643
   
121,612
 
   Minority partners in consolidated joint ventures
   
(3,278
)
 
(1,466
)
 
(12,853
)
 
(5,530
)
   Share of unconsolidated joint ventures
   
8,299
   
9,499
   
31,151
   
37,594
 
                           
Add minority interests:
                         
Minority share of income of TRG 
   
10,161
   
32,247
   
22,816
   
40,403
 
Distributions in excess of (less than) minority share of income of TRG 
   
37
   
(23,408
)
 
14,054
   
(4,534
)
Distributions in excess of (less than) minority share of income of 
                         
consolidated joint ventures 
   
1,544
   
(14
)
 
4,904
   
152
 
                           
Beneficial Interest in EBITDA
   
109,190
   
108,230
   
386,512
   
363,542
 
                           
TCO's average ownership percentage of TRG
   
65.3
%
 
62.8
%
 
65.0
%
 
62.2
%
                           
Beneficial Interest in EBITDA allocable to TCO
   
71,261
   
67,937
   
251,062
   
226,363
 
 

Taubman Centers/13
 
TAUBMAN CENTERS, INC.
             
Table 6 - Balance Sheets
             
As of December 31, 2006 and December 31, 2005
             
(in thousands of dollars)
             
               
 
   
As of                      
 
 
   
December 31, 2006  
   
December 31, 2005
 
Consolidated Balance Sheet of Taubman Centers, Inc. (1):
             
               
Assets:
             
  Properties
   
3,398,122
   
3,081,324
 
  Accumulated depreciation and amortization
   
(821,384
)
 
(651,665
)
     
2,576,738
   
2,429,659
 
  Investment in Unconsolidated Joint Ventures
   
86,493
   
106,117
 
  Cash and cash equivalents
   
26,282
   
163,577
 
  Accounts and notes receivable, net
   
36,650
   
41,717
 
  Accounts and notes receivable from related parties
   
2,444
   
2,400
 
  Deferred charges and other assets
   
98,015
   
54,110
 
     
2,826,622
   
2,797,580
 
               
Liabilities:
             
  Notes payable
   
2,319,538
   
2,089,948
 
  Accounts payable and accrued liabilities
   
248,190
   
235,410
 
  Dividends and distributions payable
   
19,849
   
15,819
 
  Distributions in excess of investments in and net income of
             
    Unconsolidated Joint Ventures
   
101,944
   
101,028
 
     
2,689,521
   
2,442,205
 
               
Preferred Equity of TRG
   
29,217
   
29,217
 
               
Shareowners' Equity:
             
  Series A Cumulative Redeemable Preferred Stock
         
45
 
  Series B Non-Participating Convertible Preferred Stock
   
28
   
29
 
  Series G Cumulative Redeemable Preferred Stock
             
  Series H Cumulative Redeemable Preferred Stock
             
  Common Stock
   
529
   
519
 
  Additional paid-in capital
   
635,304
   
739,090
 
  Accumulated other comprehensive income (loss)
   
(9,560
)
 
(9,051
)
  Dividends in excess of net income
   
(518,417
)
 
(404,474
)
     
107,884
   
326,158
 
     
2,826,622
   
2,797,580
 
               
Combined Balance Sheet of Unconsolidated Joint Ventures (2):
             
               
Assets:
             
  Properties
   
1,157,872
   
1,076,743
 
  Accumulated depreciation and amortization
   
(320,256
)
 
(363,394
)
     
837,616
   
713,349
 
  Cash and cash equivalents
   
35,504
   
33,498
 
  Accounts and notes receivable
   
26,769
   
23,189
 
  Deferred charges and other assets
   
23,417
   
24,458
 
     
923,306
   
794,494
 
               
Liabilities:
             
  Notes payable
   
1,097,347
   
999,545
 
  Accounts payable and other liabilities
   
84,177
   
59,322
 
     
1,181,524
   
1,058,867
 
               
Accumulated Deficiency in Assets:
             
  Accumulated deficiency in assets - TRG
   
(161,666
)
 
(170,124
)
  Accumulated deficiency in assets - Joint Venture Partners
   
(93,843
)
 
(91,179
)
  Accumulated other comprehensive income (loss) - TRG
   
(2,112
)
 
(2,430
)
  Accumulated other comprehensive income (loss) - Joint Venture Partners
   
(597
)
 
(640
)
     
(258,218
)
 
(264,373
)
     
923,306
   
794,494
 
               
 
(1)
The December 31, 2006 balance sheet amounts include Cherry Creek Shopping Center, which the Company began consolidating upon the adoption of EITF 04-5 on January 1, 2006. The effect of adopting EITF 04-5 on the January 1, 2006 balance sheet was an increase in assets of approximately $136 million and liabilities of approximately $199 million and a $63 million reduction of beginning equity, representing the cumulative effect of a change in accounting principle.
 
In September 2006, the Securities and Exchange Commission published Staff Accounting Bulletin No. 108 (SAB 108), providing the SEC staff's views regarding the process of evaluating financial statement misstatements. In adopting SAB 108 in the fourth quarter of 2006, the Company corrected certain misstatements considered immaterial to any single prior period when considered under the acceptable evaluation method previously utilized by the Company. In correcting these misstatements, the Company recorded a $5.9 million reduction to shareholders' equity in its opening (January 1, 2006) balance sheet pursuant to the requirements of SAB 108. The prior year misstatements corrected in this manner were (1) $3.5 million related to rental costs on a ground lease at Cherry Creek not being recognized on a straightline method prior to 1999, (2) the Company’s $1.3 million share of the cumulative prior year items of Arizona Mills, a 50% unconsolidated joint venture, provided to us by The Mills Corporation, which manages the center (these items primarily related to write-offs of tenant allowances), and 3) $1.0 million of other.
                 
(2)
Amounts as of December 31, 2006 exclude Cherry Creek Shopping Center, which the Company began consolidating upon the adoption of EITF 04-5. Amounts as of December 31, 2006 include The Pier Shops at Caesars.
 

Taubman Centers/14
 
TAUBMAN CENTERS, INC.
             
Table 7 - 2007 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, 2007  
 
               
Funds from Operations per common share
   
2.77
   
2.82
 
               
Real estate depreciation - TRG
   
(1.70
)
 
(1.63
)
               
Depreciation of TCO's additional basis in TRG
   
(0.12
)
 
(0.12
)
               
Distributions in excess of earnings allocable
             
to minority interest
   
(0.25
)
 
(0.18
)
               
Net income allocable
             
to common shareholders, per common share
   
0.70
   
0.88