425 1 l99211ae425.htm DEVELOPERS DIVERSIFIED 425 Developers Diversified 425
 

Filed By Developers Diversified Realty Corporation
pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12 under
the Securities Exchange Act of 1934

Subject Company: JDN Realty Corporation
Registration Statement No. 333-100889

On February 20, 2003, Developers Diversified Realty Corporation disseminated the following press release:

Developers Diversified Realty Reports a 5.0% Increase in FFO Per Share for the Year Ended December 31, 2002

CLEVELAND, Feb. 20, 2003 — Developers Diversified Realty Corporation (NYSE: DDR), a real estate investment trust (“REIT”), today announced that fourth quarter 2002 Funds From Operations (“FFO”), a widely accepted measure of REIT performance, on a per share basis was $0.64 (diluted) and $0.65 (basic) compared to $0.62 (diluted) and $0.62 (basic) per share for the same period in the previous year, an increase of 3.2% diluted and 4.8% basic. FFO reached $43.1 million for the quarter ended December 31, 2002, which compares to $35.7 million for 2001.

On a per share basis FFO (diluted) was $2.50 and $2.38 for the years ended December 31, 2002 and 2001, respectively, an increase of 5.0%. FFO for the year ended December 31, 2002 was $165.0 million compared to FFO for the year ended December 31, 2001 of $135.5 million.

Scott A. Wolstein, DDR’s chairman and chief executive officer stated “We are pleased to report continued strong FFO growth over last year’s results. We are particularly pleased that this growth was accomplished while also strengthening the Company’s balance sheet and significantly improving its coverage ratios.”

Net income for the three month period ended December 31, 2002 was $29.6 million, or $0.35 per share (diluted), compared to fourth quarter 2001 net income of $20.2 million, or $0.24 per share (diluted), an increase of 45.8%. Net income for the year ended December 31, 2002 was $102.0 million, or $1.16 per share (diluted), compared to net income of $92.4 million, or $1.17 per share (diluted) for the prior comparable period. A reconciliation of net income to FFO is presented in the financial highlights section.

Leasing:

Leasing activity continues to be strong throughout the portfolio. During the fourth quarter of 2002, the Company executed 98 new leases aggregating approximately 574,000 square feet at an average rental rate of $11.05 per square foot, a 16% increase over prior rental rates, and 84 renewals aggregating approximately 330,000 square feet at an average rate of $12.02 per square foot, which represents an increase of 8% over prior rental rates. At December 31, 2002, the average annualized base rent per occupied square foot, including those properties owned through joint ventures, was $10.58, which compares to $10.03 at December 31, 2001.

As of December 31, 2002, the portfolio was 95.9% leased, compared to 95.9% at September 30, 2002 and 95.4% at December 31, 2001. Excluding the impact of Kmart leases rejected in June 2002, the portfolio was 96.7% leased. These percentages include tenants for which signed leases have been executed and occupancy has not occurred. Based on tenants in place and responsible for paying rent as of December 31, 2002, occupancy increased to 95.1% from 94.2% at September 30, 2002. Occupancy as of December 31, 2001 was

 


 

94.8%. Excluding the impact of Kmart leases rejected in June 2002, the portfolio was 95.9% occupied at December 31, 2002.

Same store tenant sales performance over the trailing 12 month period within the Company’s portfolio remained strong at approximately $240 per square foot for those tenants required to report. Aggregate base and percentage rental revenues relating to Core Portfolio Properties (i.e., shopping center properties owned since January 1, 2001, excluding properties under redevelopment) increased approximately $6.2 million (or 2.2%) for the year ended December 31, 2002, compared to the same period in 2001. Core portfolio properties’ NOI increased approximately $4.9 million or 1.9% for the year ended December 31, 2002, compared to the same period in 2001.

Expansions:

For the twelve month period ended December 31, 2002, the Company completed expansions and redevelopments at five shopping centers located in Denver, Colorado; Detroit, Michigan; St. Louis, Missouri; Lebanon, Ohio; and North Olmsted, Ohio at an aggregate cost of approximately $8.0 million. The Company is currently expanding/redeveloping eight shopping centers located in Birmingham, Alabama; North Little Rock, Arkansas; Bayonet Point, Florida; Brandon, Florida; North Canton, Ohio; Tiffin, Ohio; Riverdale, Utah and Taylorsville, Utah at a projected incremental cost of approximately $29.7 million. The Company is also scheduled to commence three additional expansion projects at the shopping centers located in Aurora, Ohio; Princeton, New Jersey and Erie, Pennsylvania.

For the twelve month period ended December 31, 2002, the Company’s joint ventures completed expansions and redevelopments at seven shopping centers located in Atlanta, Georgia; Marietta, Georgia; Schaumburg, Illinois; Leawood, Kansas; Overland Park, Kansas; Maple Grove, Minnesota and San Antonio, Texas at an aggregate cost of approximately $15.0 million. The Company’s joint ventures are currently expanding/redeveloping three shopping centers located in San Ysidro, California; Shawnee, Kansas; and North Olmsted, Ohio at a projected incremental cost of approximately $8.8 million. The Company’s joint ventures are scheduled to commence one additional expansion project at the shopping center located in Deer Park, Illinois.

Development (Consolidated):
The consolidated development projects are as follows:

*   Phase II of the Meridian, Idaho (a suburb of Boise) shopping center commenced construction in 2002, with completion scheduled for 2003.
*   The Company commenced construction during 2002 on the central quadrant of the Coon Rapids, Minnesota, Riverdale Village Shopping Center. This development will create an additional 295,000 square feet of retail space.
*   The Company broke ground during 2002 on two shopping center developments located in Riverdale, Utah and Long Beach, California.
*   The Company anticipates breaking ground in 2003 on a 100,000 square foot shopping center located in, St. Louis, Missouri (Southtown).

Development (Joint Ventures):

The Company has joint venture development agreements for five shopping center projects. These five projects have an aggregate projected cost of approximately $192.8 million and are currently scheduled for completion during 2003. The projects located in Long Beach, California (City Place) and Austin, Texas are being financed through the Prudential/DDR Retail Value Fund. The other three projects are located in Littleton, Colorado; Coon Rapids, Minnesota and St. Louis, Missouri. The projects in Long Beach, California; Littleton, Colorado and Coon Rapids, Minnesota were substantially completed in 2002.

 


 

Acquisitions:

Although no significant acquisitions closed during the fourth quarter of 2002, in January 2003, the Company acquired a 67% interest in a 296,000 square foot shopping center in Phoenix, Arizona for an aggregate purchase price of approximately $43.0 million and a 25% interest in a shopping center in Pasadena, California for a purchase price of $113.5 million. The Company’s equity interest in these properties is approximately $17.4 million and $7.1 million, respectively. The Company also acquired a 540,000 square foot property in Gulfport, Mississippi for approximately $45.5 million.

Dispositions:

In October 2002, the Company sold a 47,000 square foot shopping center in Columbia, South Carolina for approximately $5.3 million and a 63,000 square foot shopping center in Jacksonville, North Carolina for approximately $6.0 million. Additionally, the Company’s Community Centers Joint Venture, in which the Company has a 20% interest, sold a 390,000 square foot shopping center in Denver, Colorado for approximately $43 million.

In November 2002, the Company sold a 180,000 square foot shopping center in Orlando, Florida for approximately $7.3 million and a 21,000 square foot business center in Dallas, Texas for approximately $1.7 million.

In December 2002, the Company, through an equity affiliate, sold a 535,000 square foot shopping center in Round Rock, Texas for approximately $78.1 million.

Financings:

In December 2002, the Company financed five shopping center properties acquired in August 2002 for $63.0 million. Four of these properties are subject to a one-year floating rate mortgage with a principal balance of $54.8 million and an interest rate of approximately 3.2%. It is anticipated that this debt will be converted to long term fixed rate debt during 2003. The remaining property’s mortgage is $8.2 million for ten years at a fixed interest rate of 5.5%.

In December 2002, the Company issued 1.6 million common shares in exchange for $35 million of preferred operating partnership units at a price of $21.625 per share.

In January 2003, the Company agreed to enter into a $150 million secured financing for five years with interest at a coupon rate of 4.41%. In addition, the Company entered into interest rate swaps aggregating $100 million, effectively converting floating rate debt into fixed rate debt with an effective weighted average coupon rate of 2.875% and a life of 1.75 years.

Strategic Transactions:

In October 2002, the Company and JDN Realty Corporation announced entering into a definitive merger agreement pursuant to which JDN shareholders will receive 0.518 shares of DDR in exchange for each share of JDN stock. The transaction valued JDN at approximately $1.1 billion, which included approximately $584 million of assumed debt at the carrying amount and $50 million of

 


 

preferred stock. It is anticipated that this transaction will be approved by the JDN shareholders and will close in March 2003.

Following the merger, DDR will own or manage approximately 400 retail properties in 44 states comprising approximately 75 million square feet, which includes approximately 15 million square feet of total GLA attributable to JDN. In addition, DDR will acquire 21 properties comprising approximately 7 million square feet of total GLA currently under development by JDN as well as a development pipeline of 17 properties representing 3 million square feet of total GLA with a total estimated cost of $220 million. Upon completion of the transaction, expected in the first quarter of 2003, DDR will have a total market capitalization of over $5.0 billion (including its pro rata portion of unconsolidated debt).

In March 2002, the Company announced its participation in a joint venture with Lubert-Adler Funds and Klaff Realty, L.P., which was awarded asset designation rights for all of the retail real estate interests of the bankrupt estate of Service Merchandise Corporation for approximately $236 million. The Company has a 25% interest in the joint venture. In addition, the Company earns fees for the management, leasing, development and disposition of the real estate portfolio. The designation rights enable the joint venture to determine the ultimate use and disposition of the real estate interests held by the bankrupt estate. At December 31, 2002, the portfolio consisted of approximately 140 Service Merchandise retail sites totaling approximately 8.0 million square feet. The transaction was approved by the U.S. Bankruptcy Court in Nashville, Tennessee and subsequently the designation rights were transferred to the joint venture.

During 2002, the joint venture sold 45 sites and received gross proceeds of approximately $106.5 million. The Company recognized pre-tax income of approximately $4.3 million relating to the operations of this investment. The Company also earned disposition, management, leasing and financing fees aggregating $1.4 million in 2002 relating to this investment.

Developers Diversified Realty Corporation currently owns and manages approximately 300 retail properties in 43 states totaling 59 million square feet of real estate under management. DDR is a self-administered and self-managed real estate investment trust (REIT) operating as a fully integrated real estate company which acquires, develops, leases and manages shopping centers.

A copy of the Company’s Quarterly Supplemental Financial/Operational package is available to all interested parties upon written request at our corporate office to Michelle A. Mahue, Director of Investor Relations, Developers Diversified Realty Corporation, 3300 Enterprise Parkway, Beachwood, OH 44122.

Developers Diversified Realty Corporation considers portions of this information to be forward-looking statements within the meaning of Section 27A of the Securities Exchange Act of 1933 and Section 21 E of the Securities Exchange Act of 1934, both as amended, with respect to the Company’s expectation for future periods. Although the Company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, it can give no assurance that its expectations will be achieved. For this purpose, any statements contained herein that are not historical fact may be deemed to be forward looking statements. There are a number of important factors that could cause the results of the Company to differ materially from those indicated by such forward-looking statements, including, among other factors, local conditions such as oversupply of space or a reduction in demand for real estate in the area, competition from other available space, dependence on rental income from real property or the loss of a major tenant. For more details on the risk factors, please refer to the Company’s Form on 10-K as of December 31, 2001.

###

 


 

Additional Information concerning the Merger and Where You can Find It

DDR has filed a registration statement on Form S-4, containing a joint proxy statement/prospectus and other relevant documents, with the SEC concerning the proposed merger between DDR and JDN. YOU ARE URGED TO READ THE REGISTRATION STATEMENT CONTAINING THE JOINT PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS FILED OR THAT WILL BE FILED WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT DDR, JDN AND THE MERGER. You may obtain the registration statement containing the joint proxy statement/prospectus and other documents free of charge at the SEC’s web site, www.sec.gov. In addition, you may obtain documents filed with the SEC by DDR free of charge by requesting them in writing from DDR Investor Relations, 3300 Enterprise Parkway, Beachwood, Ohio 44122, telephone: (216) 755-5500. You may obtain documents filed with the SEC by JDN free of charge by requesting them in writing from JDN Investor Relations, 359 East Paces Ferry Road, Suite 400, Atlanta, Georgia 30305, telephone: (404) 262-3252.

DDR and JDN, and their respective directors and executive officers and other members of their management and employees, may be deemed to be participants in the solicitation of proxies from the stockholders of DDR and JDN in connection with the merger. Information about the directors and executive officers of DDR and their ownership of DDR shares is set forth in the proxy statement for DDR’s 2002 annual meeting of shareholders. Information about the directors and executive officers of JDN and their ownership of JDN stock is set forth in the proxy statement for JDN’s 2002 annual meeting of stockholders. Investors may obtain additional information regarding the interests of such participants by reading the joint proxy statement/prospectus.

###

 


 

DEVELOPERS DIVERSIFIED REALTY CORPORATION
Financial Highlights
(In thousands — except per share data)

                                         
            Three Month Period   Year Ended
            Ended December 31,   December 31,
            2002   2001   2002   2001
           
 
 
 
Revenues:
                               
 
Minimum rent (A)
  $ 67,491     $ 59,230     $ 255,918     $ 223,531  
 
Percentage and overage rents
    2,024       1,385       4,306       3,579  
 
Recoveries from tenants
    18,800       16,085       69,683       59,592  
 
Ancillary income
    769       751       1,966       1,789  
 
Other property related income
    507       422       1,696       1,187  
 
Management fee income
    2,356       2,468       10,145       11,285  
 
Development fees
    304       1,104       2,346       2,828  
 
Interest income
    1,849       1,700       5,905       6,425  
 
Other (B)
    385       1,252       5,278       6,104  
 
   
     
     
     
 
 
    94,485       84,397       357,243       316,320  
 
   
     
     
     
 
Expenses:
                               
   
Operating and maintenance
    13,671       9,524       43,695       34,200  
   
Real estate taxes
    11,216       10,424       43,347       36,298  
   
General and administrative (C)
    9,380       6,537       29,392       24,375  
   
Interest
    19,007       19,684       76,831       80,912  
   
Impairment charge
                      2,895  
   
Depreciation and amortization
    20,749       18,941       77,698       63,346  
 
   
     
     
     
 
 
    74,023       65,110       270,963       242,026  
 
   
     
     
     
 
Income before equity in net income of joint ventures and minority equity investment, minority equity interests, gain on sales of real estate and real estate investments and discontinued operations
    20,462       19,287       86,280       74,294  
Equity in net income of joint ventures (D)
    10,371       3,579       32,769       17,010  
Equity in net income of minority equity investment (E)
                      1,550  
Minority equity interests (F)
    (4,800 )     (5,513 )     (21,570 )     (21,502 )
Gain on sales of real estate and real estate investments
    440       2,536       3,429       18,297  
 
   
     
     
     
 
Income from continuing operations
    26,473       19,889       100,908       89,649  
Income from discontinued operations (G)
    3,144       307       1,062       2,723  
 
   
     
     
     
 
Net income
  $ 29,617     $ 20,196     $ 101,970     $ 92,372  
 
   
     
     
     
 
Net income, applicable to common shareholders
  $ 23,127     $ 13,381     $ 74,912     $ 65,110  
 
   
     
     
     
 
Funds From Operations (“FFO”):
                               
 
Net income applicable to common shareholders
  $ 23,127     $ 13,381     $ 74,912     $ 65,110  
 
Depreciation and amortization of real estate investments
    20,225       18,861       76,462       63,200  
 
Equity in net income of joint ventures
    (10,371 )     (3,579 )     (32,769 )     (17,010 )
 
Equity in net income of minority equity investment (E)
                      (1,550 )
 
Joint ventures’ FFO (D)
    12,328       7,581       44,473       31,546  
 
Minority equity investment FFO (E)
                      6,448  
 
Minority equity interests (OP Units)
    346       384       1,450       1,531  
 
Impairment charge and (gain) loss on sales of depreciable real estate and real estate investments, net, including discontinued operations
    (2,604 )     (927 )     454       (16,688 )
 
Impairment charge
                      2,895  
 
   
     
     
     
 
 
FFO
  $ 43,051     $ 35,701     $ 164,982     $ 135,482  
 
   
     
     
     
 
 
Per share data:
                               
     
Earnings per common share
               
       
Basic
$ 0.36     $ 0.24     $ 1.17     $ 1.18  
 
   
     
     
     
 
       
Diluted
  $ 0.35     $ 0.24     $ 1.16     $ 1.17  
 
   
     
     
     
 
 
Dividends Declared
  $ 0.38     $ 0.37     $ 1.52     $ 1.48  
 
   
     
     
     
 
 
Funds From Operations — Basic (H)
  $ 0.65     $ 0.62     $ 2.54     $ 2.40  
 
   
     
     
     
 
 
Funds From Operations – Diluted (H)
  $ 0.64     $ 0.62     $ 2.50     $ 2.38  
 
   
     
     
     
 
 
Basic — average shares outstanding (thousands)
    65,029       56,004       63,807       55,185  
 
   
     
     
     
 
 
Diluted — average shares outstanding (thousands)
    65,967       56,875       64,837       55,834  
 
   
     
     
     
 


 

(A)   Increases in shopping center base and percentage rental revenues for the twelve month period ended December 31, 2002 as compared to 2001, aggregated $34.4 million consisting of $2.3 million related to leasing of core portfolio properties (an increase of 1.3% from 2001), $20.8 million from the acquisition of eleven shopping centers in 2002, $1.6 million relating to developments and redevelopments and $12.4 million from the AIP properties. These increases were offset by a $2.7 million decrease from the sale/transfer of ten properties in 2002 and 2001. Included in the rental revenues for the twelve month period ended December 31, 2002 and 2001 is approximately $3.3 million and $4.6 million, respectively, of revenue resulting from the recognition of straight line rents.
 
(B)   Other income for the three month period ended December 31, 2002 and 2001 included approximately $0.9 million and $1.7 million, respectively, in lease termination revenue. Other income for the twelve month periods ended December 31, 2002 and 2001 included approximately $3.9 million and $5.9 million, respectively, in lease termination revenue. In 2001, the Company also recognized $1.3 million of lease termination revenue, which has been reclassified to income from discontinued operations in the 2001 presentation. Also included in other income for the twelve month period ended December 31, 2002 was approximately $2.3 million relating to the sale of development rights to the Wilshire project in Los Angeles, California. Offsetting these revenues for the twelve months ended December 31, 2002 was a charge of $1.0 million relating to the write-off of abandoned development projects.
 
(C)   General and administrative expenses include internal leasing salaries, legal salaries and related expenses associated with the releasing of space, which are charged to operations as incurred. For the twelve month periods ended December 31, 2002 and 2001, general and administrative expenses were approximately 4.8% and 4.3%, respectively, of total revenues, including joint venture revenues, for each period. General and administrative costs for 2002 include incentive income payable to the Company’s Chairman and CEO of approximately $2.0 million pursuant to his incentive agreement relating to the retail value investment program. After adjusting for this charge the Company’s general and administrative expenses were approximately 4.5% of total revenues in 2002.
 
(D)   The following is a summary of the Company’s share of the combined operating results relating to joint ventures (in thousands):

                                   
      Three month period   Year ended
      ended December 31,   December 31,
      2002 (b)   2001 (b)   2002 (b)   2001 (b)
     
 
 
 
Revenues from operations (a)
  $ 57,873     $ 56,812     $ 233,384     $ 219,381  
 
   
     
     
     
 
Operating expense
    18,909       19,119       78,774       70,824  
Depreciation and amortization of real estate investments
    11,181       7,919       36,026       31,479  
Interest expense
    18,289       18,640       71,161       71,279  
 
   
     
     
     
 
 
    48,379       45,678       185,961       173,582  
 
   
     
     
     
 
Income from operations before gain on sale of real estate and real estate investments and tax expense
    9,494       11,134       47,423       45,799  
Gain (loss) on sale of real estate and real estate investments
    5,219             18,916       (97 )
Income from discontinued operations
    1,162       1,858       6,358       5,587  
Gain on sale of discontinued operations
    19,609             35,205        
Tax expense
    (1,225 )           (2,342 )      
 
   
     
     
     
 
Net income
  $ 34,259     $ 12,992     $ 105,560     $ 51,289  
 
   
     
     
     
 
DDR Ownership interests (b)
  $ 10,646     $ 4,018     $ 34,724     $ 18,274  
 
   
     
     
     
 
Funds From Operations from joint ventures are summarized as follows:
                               
 
Net income
  $ 34,259     $ 12,992     $ 105,560     $ 51,289  
 
(Gain) loss on sale of real estate and real estate investments; including discontinued operations
    (14,338 )           (29,413 )     97  
 
Depreciation and amortization of real estate investments
    11,247       9,056       38,168       35,676  
 
   
     
     
     
 
 
  $ 31,168     $ 22,048     $ 114,315     $ 87,062  
 
   
     
     
     
 
 
DDRC Ownership interests (b)
  $ 12,328     $ 7,581     $ 44,473     $ 31,546  
 
   
     
     
     
 
 
DDRC Partnership distributions received, net
  $ 10,249     $ 6,633     $ 58,103     $ 23,740  
 
   
     
     
     
 

 


 

DEVELOPERS DIVERSIFIED REALTY CORPORATION
Financial Highlights
(In thousands — except per share data)

  (a)   Revenues for the three month periods ended December 31, 2002 and 2001 included approximately $0.7 million and $1.2 million, respectively, resulting from the recognition of straight line rents of which the Company’s proportionate share is $0.2 million and $0.3 million, respectively. Revenues for the twelve month periods ended December 31, 2002 and 2001 included approximately $3.2 million and $4.6 million, respectively, resulting from the recognition of straight line rents of which the Company’s proportionate share is $1.1 million and $1.5 million, respectively.
 
  (b)   At December 31, 2002 and 2001, the Company owned joint venture interests relating to 49 and 55 shopping center properties, respectively. The Company’s share of net income has been reduced by $2.0 million and $1.3 million for the twelve month periods ended December 31, 2002 and 2001, respectively, to reflect additional basis depreciation and the elimination of gains on sale.

(E)   Represented the Company’s minority equity investment in AIP which was merged into a wholly owned subsidiary of the Company on May 14, 2001.
 
(F)   Minority Equity Interests are comprised of the following:

                                 
    Three Month Period   Year Ended
    Ended December 31,   December 31,
    2002   2001   2002   2001
   
 
 
 
Minority interests
  $ 427     $ 359     $ 1,782     $ 890  
Preferred Operating Partnership Units
    4,027       4,770       18,338       19,081  
Operating Partnership Units
    346       384       1,450       1,531  
 
   
     
     
     
 
 
  $ 4,800     $ 5,513     $ 21,570     $ 21,502  
 
   
     
     
     
 

(G)  The operating results relating to assets classified as discontinued operations are summarized as follows (in thousands):

                                   
      Three Month Period   Year Ended
      Ended December 31,   December 31,
      2002   2001   2002   2001
     
 
 
 
Revenues
  $ 713     $ 1,143     $ 3,534     $ 5,919  
 
   
     
     
     
 
Expenses:
                               
 
Operating
    118       324       972       1,192  
 
Depreciation
    33       293       670       1,146  
 
Interest
    22       219       376       858  
 
   
     
     
     
 
 
    173       836       2,018       3,196  
 
   
     
     
     
 
 
    540       307       1,516       2,723  
(Impairment charge) and gain (loss) on sales of real estate, net
    2,604             (454 )      
 
   
     
     
     
 
Income from discontinued operations
  $ 3,144     $ 307     $ 1,062     $ 2,723  
 
   
     
     
     
 

(H)   For purposes of computing FFO per share (basic), the weighted average shares outstanding were adjusted to reflect the conversion, on a weighted average basis, of 0.9 million and 1.0 million Operating Partnership Units (OP Units) outstanding at December 31, 2002 and 2001, respectively, into 0.9 million and 1.0 million common shares of the Company for the three month periods ended December 31, 2002 and 2001, respectively, and 1.0 million common shares of the Company for each of the twelve month periods ended December 31, 2002 and 2001. The weighted average diluted shares and OP Units outstanding were 67.0 million and 58.0 million for the three month periods ended December 31, 2002 and 2001, respectively, and 65.9 million and 57.0 million for the twelve month periods ended December 31, 2002 and 2001, respectively.

 


 

DEVELOPERS DIVERSIFIED REALTY CORPORATION
Financial Highlights
(In thousands)

Selected Balance Sheet Data:

                     
        December 31, 2002   December 31, 2001
       
 
Assets:
               
Real estate and rental property:
               
   
Land
  $ 488,292     $ 419,261  
   
Buildings
    2,109,675       1,869,753  
   
Fixtures and tenant improvements
    72,674       60,115  
   
Land under development
    20,028       25,539  
   
Construction in progress
    113,387       118,997  
 
   
     
 
 
    2,804,056       2,493,665  
Less accumulated depreciation
    (408,792 )     (351,709 )
 
   
     
 
Real estate, net
    2,395,264       2,141,956  
Cash
    16,371       19,069  
Advances to and investments in joint ventures
    258,610       255,565  
Notes receivable
    11,662       5,221  
Receivables, including straight line rent
    60,074       51,694  
Other assets
    34,871       23,702  
 
   
     
 
 
  $ 2,776,852     $ 2,497,207  
 
   
     
 
Liabilities:
               
Indebtedness:
               
 
Revolving credit facilities:
               
   
Variable rate debt
  $ 346,000     $ 201,750  
   
Fixed rate debt
    100,000       200,000  
 
Variable rate unsecured term debt
    22,120       22,120  
 
Senior unsecured fixed rate debt
    304,900       405,827  
 
Senior unsecured variable rate debt
    100,000        
 
Mortgage and other secured debt
    625,778       478,604  
   
 
   
     
 
 
    1,498,798       1,308,301  
 
Dividends payable
    25,378       22,072  
 
Other liabilities
    92,070       82,419  
   
 
   
     
 
 
    1,616,246       1,412,792  
Minority interests
    215,045       250,401  
Shareholders’ equity
    945,561       834,014  
   
 
   
     
 
 
  $ 2,776,852     $ 2,497,207  
   
 
   
     
 

 


 

DEVELOPERS DIVERSIFIED REALTY CORPORATION
Financial Highlights
(in thousands)

Selected Balance Sheet Data (Continued):

Combined condensed balance sheets relating to the Company’s joint ventures are as follows:

                 
    December 31,   December 31,
    2002   2001
   
 
Land
  $ 368,520     $ 374,531  
Buildings
    1,219,947       1,287,437  
Fixtures and tenant improvements
    24,356       18,391  
Construction in progress
    91,787       111,660  
 
   
     
 
 
    1,704,610       1,792,019  
Accumulated depreciation
    (153,537 )     (140,850 )
 
   
     
 
Real estate, net
    1,551,073       1,651,169  
Receivables, including straight line rent, net
    64,642       51,764  
Investment in joint ventures
    12,147       21,950  
Leasehold interests
    26,677        
Other assets
    80,285       60,778  
 
   
     
 
 
  $ 1,734,824     $ 1,785,661  
 
   
     
 
Mortgage debt (a)
  $ 1,129,310     $ 1,168,686  
Notes and accrued interest payable to DDRC
    107,671       80,515  
Other liabilities
    131,865       61,280  
 
   
     
 
 
    1,368,846       1,310,481  
Accumulated equity
    365,978       475,180  
 
   
     
 
 
  $ 1,734,824     $ 1,785,661  
 
   
     
 

(a)   The Company’s proportionate share of joint venture debt aggregated approximately $387.1 million and $401.1 million at December 31, 2002 and December 31, 2001, respectively.

###

CONTACT: Scott A. Wolstein, Chairman and Chief Executive Officer, +1-216-755-5500, or Michelle A. Mahue, Director of Investor Relations, +1-216-755-5455, both of Developers Diversified Realty Corporation