EX-99.1 3 exhibit991.htm PRESS RELEASE exhibit991.htm
 
 
Exhibit 99.1


Investor Contact:  Katie Reinsmidt, Vice President - Corporate Communications and Investor Relations, 423.490.8301, katie_reinsmidt@cblproperties.com


CBL & ASSOCIATES PROPERTIES REPORTS
FIRST QUARTER 2011 RESULTS

·  
Portfolio same-center net operating income, excluding lease termination fees, for the first quarter 2011, increased 0.5% over the prior year period.
·  
Reported FFO per diluted share of $0.63 for the first quarter 2011.
·  
Same-store sales per square foot for mall tenants 10,000 square feet or less for stabilized malls for the first quarter 2011 increased 2.9%.
·   
Portfolio occupancy increased 150 basis points to 90.3% as of March 31, 2011, compared with the prior year period.
·   
Completed more than $660 million in financing activity year-to-date.

CHATTANOOGA, Tenn. (April 28, 2011) – CBL & Associates Properties, Inc. (NYSE:CBL) announced results for the first quarter ended March 31, 2011.  A description of each non-GAAP financial measure and the related reconciliation to the comparable GAAP measure is located at the end of this news release.

Funds from Operations (“FFO”) allocable to common shareholders for the first quarter 2011 was $93,387,000 or $0.63 per diluted share, compared with $67,979,000, or $0.49 per diluted share, for the first quarter 2010.   FFO of the operating partnership for the first quarter of 2011 was $119,957,000, compared with $93,571,000 for the first quarter 2010.  FFO in the first quarter 2011 included $0.15 per share related to the net impact of the sale of Oak Hollow Mall in High Point, NC.

Net income attributable to common shareholders for the first quarter of 2011 was $36,725,000, or $0.25 per diluted share, compared with net income of $10,928,000, or $0.08 per diluted share for the first quarter 2010.

CBL's President and Chief Executive Officer, Stephen D. Lebovitz, commented, "We have started off the year with impressive results in the first quarter including an increase in same-center NOI, positive leasing spreads and continued improvements in sales and occupancy.  We are successfully building on the momentum established in 2010 and are increasingly confident that we will deliver continued growth in NOI and FFO as 2011 progresses.

“We have also made significant progress in strengthening our balance sheet.  Completing $660 million of non-recourse financings this year through 11 separate loans at favorable interest rates is a major step forward.  These transactions have generated significant proceeds for new opportunities, allowing us to focus more on growth and capitalizing on the improving economy.”

-MORE-
 

 
CBL Reports First Quarter Results
Page 2
April 28, 2011
 
 
HIGHLIGHTS

§  
Same-store sales per square foot for mall tenants 10,000 square feet or less for stabilized malls for the rolling twelve months ended March 31, 2011 increased 2.5% to $324 per square foot compared with $316 per square foot in 2010.

§  
Same-center net operating income (“NOI”), excluding lease termination fees, for the first quarter 2011, increased 0.5% compared with a decline of 1.0% for the first quarter 2010.

§  
Consolidated and unconsolidated variable rate debt of $1,407,649,000 represented 14.6% of the total market capitalization of $9,618,130,000 for the Company and 24.6% of the Company's share of total consolidated and unconsolidated debt of $5,733,762,000 as of March 31, 2011.

PORTFOLIO OCCUPANCY

   
March 31,
   
2011
 
2010
Portfolio occupancy
    90.3 %     88.8 %
Mall portfolio
    90.3 %     89.4 %
Stabilized malls
    90.4 %     89.7 %
Non-stabilized malls
    84.2 %     76.6 %
Associated centers
    91.1 %     89.5 %
Community centers
    90.5 %     84.4 %

FINANCING ACTIVITY
Subsequent to the quarter end, CBL announced that it had closed on ten separate loans totaling $481.1 million at a combined estimated weighted average interest rate of 5.42% and a weighted average term of 6.8 years.  Proceeds were used to repay approximately $370.0 million on the Company’s $520.0 million credit facility and $90.0 million in existing loans scheduled to mature in 2011. Eight of the new loans were secured with properties previously used as collateral to secure the $520.0 million credit facility.  The facility has availability of $370.0 million for future retirement of property loans.

CBL also announced that it had closed on a ten-year, $185 million non-recourse loan secured by Fayette Mall in Lexington, KY, with two institutional lenders.  The new loan bears a fixed interest rate of 5.42%.  Excess proceeds of $100.0 million were generated after repayment of the $85.0 million existing loan that was scheduled to mature in July 2011.

DISPOSITIONS
During the first quarter of 2011, CBL completed the sale of Oak Hollow Mall in High Point, NC to High Point University for a gross sales price of $9.0 million.  Net proceeds from the sale were used to repay the outstanding principal balance and accrued interest of $40.3 million on the non-recourse loan secured by the property.  This payoff was in accordance with the lender’s agreement to modify the outstanding principal balance and accrued interest to equal the net sales price for the property.  CBL recorded a gain on the extinguishment of debt of approximately $31.4 million during the first quarter 2011.  CBL also recorded a loss on impairment of real estate in the first quarter 2011 of approximately $2.7 million to write down the book value of the property to the net sales price.  Both the gain on extinguishment of debt and the loss on impairment of real estate were included in FFO.

OUTLOOK AND GUIDANCE
Based on first quarter results and today’s outlook, the Company is reiterating 2011 FFO guidance of $2.10 - $2.15 per share, including the impact of the disposition of Oak Hollow Mall in the first quarter 2011.  The full year guidance also assumes $4.5 million to $5.5 million of outparcel sales and same-center NOI growth in the range of (0.5%) to 1.0%, excluding the impact of lease termination fees from both applicable periods.  The guidance excludes the impact
 
-MORE-
 

 
 
CBL Reports First Quarter Results
Page 3
April 28, 2011
 
 
of any future unannounced acquisitions or dispositions.  The Company expects to update its annual guidance after each quarter's results.

   
Low
 
High
Expected diluted earnings per common share
  $ 0.40     $ 0.45  
Adjust to fully converted shares from common shares
    (0.09 )     (0.10 )
Expected earnings per diluted, fully converted common share
    0.31       0.35  
Add: depreciation and amortization
    1.70       1.70  
Add: noncontrolling interest in earnings of Operating Partnership
    0.09       0.10  
Expected FFO per diluted, fully converted common share
  $ 2.10     $ 2.15  

INVESTOR CONFERENCE CALL AND SIMULCAST
CBL & Associates Properties, Inc. will conduct a conference call at 10:00 a.m. EDT on Friday, April 29, 2011, to discuss its first quarter results.  The number to call for this interactive teleconference is (212) 231-2900.  A seven-day replay of the conference call will be available by dialing (402) 977-9140 and entering the passcode 21515943.  A transcript of the Company's prepared remarks will be furnished on a Form 8-K following the conference call.

To receive the CBL & Associates Properties, Inc., first quarter earnings release and supplemental information please visit our website at cblproperties.com or contact Investor Relations at 423-490-8312.

The Company will also provide an online web simulcast and rebroadcast of its 2011 first quarter earnings release conference call.  The live broadcast of the quarterly conference call will be available online at cblproperties.com on Friday, April 29, 2011, beginning at 10:00 a.m. EDT.  The online replay will follow shortly after the call and continue through May 6, 2011.

CBL is one of the largest and most active owners and developers of malls and shopping centers in the United States. CBL owns, holds interests in or manages 157 properties, including 85 regional malls/open-air centers. The properties are located in 26 states and total 84.9 million square feet including 3.4 million square feet of non-owned shopping centers managed for third parties. Headquartered in Chattanooga, TN, CBL has regional offices in Boston (Waltham), MA, Dallas (Irving), TX, and St. Louis, MO.  Additional information can be found at cblproperties.com.

NON-GAAP FINANCIAL MEASURES

Funds From Operations
FFO is a widely used measure of the operating performance of real estate companies that supplements net income determined in accordance with GAAP. The National Association of Real Estate Investment Trusts (“NAREIT”) defines FFO as net income (computed in accordance with GAAP) excluding gains or losses on sales of operating properties, plus depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures and noncontrolling interests. Adjustments for unconsolidated partnerships and joint ventures and noncontrolling interests are calculated on the same basis. The Company defines FFO allocable to its common shareholders as defined above by NAREIT less dividends on preferred stock. The Company’s method of calculating FFO allocable to its common shareholders may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs.

The Company believes that FFO provides an additional indicator of the operating performance of its properties without giving effect to real estate depreciation and amortization, which assumes the value of real estate assets declines predictably over time. Since values of well-maintained real estate assets have historically risen with market conditions, the Company believes that FFO enhances investors’ understanding of its operating performance. The use of FFO as an indicator of financial performance is influenced not only by the operations of the Company’s properties and interest rates, but also by its capital structure.

-MORE-

 
 

 
 
CBL Reports First Quarter Results
Page 4
April 28, 2011

The Company presents both FFO of its operating partnership and FFO allocable to its common shareholders, as it believes that both are useful performance measures.  The Company believes FFO of its operating partnership is a useful performance measure since it conducts substantially all of its business through its operating partnership and, therefore, it reflects the performance of the properties in absolute terms regardless of the ratio of ownership interests of the Company’s common shareholders and the noncontrolling interest in the operating partnership.  The Company believes FFO allocable to its common shareholders is a useful performance measure because it is the performance measure that is most directly comparable to net income attributable to its common shareholders.

In the reconciliation of net income attributable to the Company's common shareholders to FFO allocable to its common shareholders, located at the end of this earnings release, the Company makes an adjustment to add back noncontrolling interest in income of its operating partnership in order to arrive at FFO of its operating partnership.  The Company then applies a percentage to FFO of its operating partnership to arrive at FFO allocable to its common shareholders. The percentage is computed by taking the weighted average number of common shares outstanding for the period and dividing it by the sum of the weighted average number of common shares and the weighted average number of operating partnership units outstanding during the period.

FFO does not represent cash flows from operations as defined by accounting principles generally accepted in the United States, is not necessarily indicative of cash available to fund all cash flow needs and should not be considered as an alternative to net income for purposes of evaluating the Company’s operating performance or to cash flow as a measure of liquidity.

Same-Center Net Operating Income
NOI is a supplemental measure of the operating performance of the Company's shopping centers.  The Company defines NOI as operating revenues (rental revenues, tenant reimbursements and other income) less property operating expenses (property operating, real estate taxes and maintenance and repairs).

Similar to FFO, the Company computes NOI based on its pro rata share of both consolidated and unconsolidated properties.  The Company's definition of NOI may be different than that used by other companies and, accordingly, the Company's NOI may not be comparable to that of other companies.  A reconciliation of same-center NOI to net income is located at the end of this earnings release.

Since NOI includes only those revenues and expenses related to the operations of its shopping center properties, the Company believes that same-center NOI provides a measure that reflects trends in occupancy rates, rental rates and operating costs and the impact of those trends on the Company's results of operations. Additionally, there are instances when tenants terminate their leases prior to the scheduled expiration date and pay the Company one-time, lump-sum termination fees. These one-time lease termination fees may distort same-center NOI trends and may result in same-center NOI that is not indicative of the ongoing operations of the Company's shopping center properties. Therefore, the Company believes that presenting same-center NOI, excluding lease termination fees, is useful to investors.

Pro Rata Share of Debt
The Company presents debt based on its pro rata ownership share (including the Company's pro rata share of unconsolidated affiliates and excluding noncontrolling interests' share of consolidated properties) because it believes this provides investors a clearer understanding of the Company's total debt obligations which affect the Company's liquidity.  A reconciliation of the Company's pro rata share of debt to the amount of debt on the Company's consolidated balance sheet is located at the end of this earnings release.

Information included herein contains "forward-looking statements" within the meaning of the federal securities laws.  Such statements are inherently subject to risks and uncertainties, many of which cannot be predicted with accuracy and some of which might not even be anticipated.  Future events and actual events, financial and otherwise, may differ materially from the events and results discussed in the forward-looking statements.  The reader is directed to the Company's various filings with the Securities and Exchange Commission, including without limitation the Company's Annual Report on Form 10-K, and the "Management's Discussion and Analysis of Financial Condition and Results of Operations" included therein, for a discussion of such risks and uncertainties.

-MORE-
 
 

 
 
CBL Reports First Quarter Results
Page 5
April 28, 2011

CBL & Associates Properties, Inc.
Consolidated Statements of Operations
(Unaudited; in thousands, except per share amounts)
   
Three Months Ended
March 31,
 
   
2011
   
2010
 
 REVENUES:
           
 Minimum rents
  $ 171,684     $ 165,732  
 Percentage rents
    3,776       3,940  
 Other rents
    5,008       4,539  
 Tenant reimbursements
    76,985       78,576  
 Management, development and leasing fees
    1,337       1,706  
 Other
    9,360       7,237  
 Total revenues
    268,150       261,730  
                 
 EXPENSES:
               
 Property operating
    40,196       37,720  
 Depreciation and amortization
    67,981       70,449  
 Real estate taxes
    24,280       24,618  
 Maintenance and repairs
    16,032       15,442  
 General and administrative
    11,800       11,074  
 Other
    8,303       6,701  
 Total expenses
    168,592       166,004  
 Income from operations
    99,558       95,726  
 Interest and other income
    545       1,051  
 Interest expense
    (68,213 )     (72,380 )
 Gain on extinguishment of debt
    581       -  
 Gain on sales of real estate assets
    809       866  
 Equity in earnings of unconsolidated affiliates
    1,778       539  
 Income tax benefit
    1,770       1,877  
 Income from continuing operations
    36,828       27,679  
 Operating income (loss) of discontinued operations
    27,066       (476 )
 Gain on discontinued operations
    14       -  
 Net income
    63,908       27,203  
 Net income attributable to noncontrolling interests in:
               
 Operating partnership
    (10,451 )     (4,110 )
 Other consolidated subsidiaries
    (6,138 )     (6,137 )
 Net income attributable to the Company
    47,319       16,956  
 Preferred dividends
    (10,594 )     (6,028 )
 Net income attributable to common shareholders
  $ 36,725     $ 10,928  
 Basic per share data attributable to common shareholders:
               
 Income from continuing operations, net of preferred dividends
  $ 0.11     $ 0.08  
 Discontinued operations
    0.14       -  
 Net income attributable to common shareholders
  $ 0.25     $ 0.08  
 Weighted average common shares outstanding
    148,069       137,967  
                 
 Diluted earnings per share data attributable to common shareholders:
               
 Income from continuing operations, net of preferred dividends
  $ 0.11     $ 0.08  
 Discontinued operations
    0.14       -  
 Net income attributable to common shareholders
  $ 0.25     $ 0.08  
Weighted average common and potential dilutive common shares outstanding
    148,123       138,006  
                 
 Amounts attributable to common shareholders:
               
 Income from continuing operations, net of preferred dividends
  $ 15,644     $ 11,274  
 Discontinued operations
    21,081       (346 )
 Net income attributable to common shareholders
  $ 36,725     $ 10,928  

 
-MORE-

 

CBL Reports First Quarter Results
Page 6
April 28, 2011

The Company's calculation of FFO allocable to Company shareholders is as follows:
(in thousands, except per share data)
   
Three Months Ended
March 31,
 
   
2011
   
2010
 
             
Net income attributable to common shareholders
  $ 36,725     $ 10,928  
Noncontrolling interest in income of operating partnership
    10,451       4,110  
Depreciation and amortization expense of:
               
 Consolidated properties
    67,981       70,449  
 Unconsolidated affiliates
    5,515       6,885  
 Discontinued operations
    86       1,563  
 Non-real estate assets
    (638 )     (219 )
Noncontrolling interests' share of depreciation and amortization
    (149 )     (145 )
Gain on discontinued operations
    (14 )     -  
Funds from operations of the operating partnership
  $ 119,957     $ 93,571  
                 
Funds from operations per diluted share
  $ 0.63     $ 0.49  
Weighted average common and potential dilutive common shares
     outstanding with operating partnership units fully converted
    190,259       189,955  
                 
Reconciliation of FFO of the operating partnership
     to FFO allocable to common shareholders:
               
Funds from operations of the operating partnership
  $ 119,957     $ 93,571  
Percentage allocable to common shareholders (1)
    77.85 %     72.65 %
Funds from operations allocable to common shareholders
  $ 93,387     $ 67,979  
 
(1) Represents the weighted average number of common shares outstanding for the period divided by the
     sum of the weighted average number of common shares and the weighted average number of operating
     partnership units outstanding during the period. See the reconciliation of shares and operating
     partnership units outstanding on page 4.
 
SUPPLEMENTAL FFO INFORMATION:
           
Lease termination fees
  $ 1,598     $ 531  
    Lease termination fees per share
  $ 0.01     $ -  
                 
Straight-line rental income
  $ 1,082     $ 1,316  
    Straight-line rental income per share
  $ 0.01     $ 0.01  
                 
Gains on outparcel sales
  $ 809     $ 816  
    Gains on outparcel sales per share
  $ -     $ -  
                 
Amortization of acquired above- and below-market leases
  $ 528     $ 838  
    Amortization of acquired above- and below-market leases per share
  $ -     $ -  
                 
Net amortization of debt premiums (discounts)
  $ 753     $ 1,662  
    Net amortization of debt premiums (discounts) per share
  $ -     $ 0.01  
                 
 Income tax benefit
  $ 1,770     $ 1,877  
    Income tax benefit per share
  $ 0.01     $ 0.01  
                 
Loss on impairment of real estate from discontinued operations
  $ (2,746 )   $ -  
    Loss on impairment of real estate from discontinued operations per share
  $ (0.01 )   $ -  
                 
 Gain on extinguishment of debt from discontinued operations
  $ 32,015     $ -  
    Gain on extinguishment of debt from discontinued operations per share
  $ 0.17     $ -  

 
-MORE-

 
 
CBL Reports First Quarter Results
Page 7
April 28, 2011

Same-Center Net Operating Income
(Dollars in thousands)
   
Three Months Ended
March 31,
 
   
2011
   
2010
 
             
Net income attributable to the Company
  $ 47,319     $ 16,956  
                 
Adjustments:
               
Depreciation and amortization
    67,981       70,449  
Depreciation and amortization from unconsolidated affiliates
    5,515       6,885  
Depreciation and amortization from discontinued operations
    86       1,563  
Noncontrolling interests' share of depreciation and amortization in
   other consolidated subsidiaries
    (149 )     (145 )
Interest expense
    68,213       72,380  
Interest expense from unconsolidated affiliates
    5,802       7,228  
Interest expense from discontinued operations
    178       1,080  
Noncontrolling interests' share of interest expense in
   other consolidated subsidiaries
    (244 )     (234 )
Abandoned projects expense
    -       99  
Gain on sales of real estate assets
    (809 )     (866 )
Loss on sales of real estate assets from unconsolidated affiliates
    -       50  
Gain on extinguishment of debt
    (581 )     -  
Gain on extinguishment of debt from discontinued operations
    (31,434 )     -  
Writedown of mortgage note receivable
    1,500       -  
Loss on impairment of real estate from discontinued operations
    2,746       -  
Income tax benefit
    (1,770 )     (1,877 )
Net income attributable to noncontrolling interest in earnings
   of operating partnership
    10,451       4,110  
Gain on discontinued operations
    (14 )     -  
Operating partnership's share of total NOI
    174,790       177,678  
General and administrative expenses
    11,800       11,074  
Management fees and non-property level revenues
    (2,436 )     (4,061 )
Operating partnership's share of property NOI
    184,154       184,691  
Non-comparable NOI
    (1,397 )     (3,955 )
Total same-center NOI
  $ 182,757     $ 180,736  
Total same-center NOI percentage change
    1.1 %        
                 
Total same-center NOI
  $ 182,757     $ 180,736  
Less lease termination fees
    (1,553 )     (510 )
Total same-center NOI, excluding lease termination fees
  $ 181,204     $ 180,226  
                 
Malls
  $ 162,099     $ 162,796  
Associated centers
    8,204       7,733  
Community centers
    5,175       3,965  
Office and other
    5,726       5,732  
Total same-center NOI, excluding lease termination fees
  $ 181,204     $ 180,226  
                 
Percentage Change:
               
Malls
    -0.4 %        
Associated centers
    6.1 %        
Community centers
    30.5 %        
Office and other
    -0.1 %        
Total same-center NOI, excluding lease termination fees
    0.5 %        

 
-MORE-

 
 
CBL Reports First Quarter Results
Page 8
April 28, 2011
 

Company's Share of Consolidated and Unconsolidated Debt
(Dollars in thousands)
   
March 31, 2011
 
   
Fixed Rate
   
Variable Rate
   
Total
 
Consolidated debt
  $ 3,945,047     $ 1,239,051     $ 5,184,098  
Noncontrolling interests' share of consolidated debt
    (15,621 )     (928 )     (16,549 )
Company's share of unconsolidated affiliates' debt
    396,687       169,526       566,213  
Company's share of consolidated and unconsolidated debt
  $ 4,326,113     $ 1,407,649     $ 5,733,762  
Weighted average interest rate
    5.69 %     2.85 %     4.99 %
 
   
March 31, 2010
 
   
Fixed Rate
   
Variable Rate
 
Total
 
Consolidated debt
  $ 3,934,296     $ 1,524,281     $ 5,458,577  
Noncontrolling interests' share of consolidated debt
    (23,731 )     (928 )     (24,659 )
Company's share of unconsolidated affiliates' debt
    402,570       191,604       594,174  
Company's share of consolidated and unconsolidated debt
  $ 4,313,135     $ 1,714,957     $ 6,028,092  
Weighted average interest rate
    5.94 %     2.89 %     5.07 %
 

Debt-To-Total-Market Capitalization Ratio as of March 31, 2011
(In thousands, except stock price)
   
Shares
Outstanding
   
Stock Price (1)
   
Value
 
Common stock and operating partnership units
    190,334     $ 17.42     $ 3,315,618  
7.75% Series C Cumulative Redeemable Preferred Stock
    460       250.00       115,000  
7.375% Series D Cumulative Redeemable Preferred Stock
    1,815       250.00       453,750  
Total market equity
                    3,884,368  
Company's share of total debt
                    5,733,762  
Total market capitalization
                  $ 9,618,130  
Debt-to-total-market capitalization ratio
                    59.6 %
 
(1)  
Stock price for common stock and operating partnership units equals the closing price of the common stock on March 31, 2011.  The stock price for the preferred stock represents the liquidation preference of each respective series of preferred stock.

Reconciliation of Shares and Operating Partnership Units Outstanding
(In thousands)
   
Three Months Ended
March 31,
 
2011:
 
Basic
   
Diluted
 
Weighted average shares - EPS
    148,069       148,123  
Weighted average operating partnership units
    42,136       42,136  
Weighted average shares- FFO
    190,205       190,259  
                 
2010:
               
Weighted average shares - EPS
    137,967       138,006  
Weighted average operating partnership units
    51,949       51,949  
Weighted average shares- FFO
    189,916       189,955  

Dividend Payout Ratio
   
Three Months Ended
March 31,
 
   
2011
   
2010
 
Weighted average cash dividend per share
  $ 0.23034     $ 0.23106  
FFO per diluted, fully converted share
  $ 0.63     $ 0.49  
Dividend payout ratio
    36.6 %     47.2 %

 
-MORE-

 

CBL Reports First Quarter Results
Page 9
April 28, 2011


Consolidated Balance Sheets
(Unaudited; in thousands, except share data)

   
March 31,
2011
   
December 31,
2010
 
 ASSETS
           
 Real estate assets:
           
 Land
  $ 926,479     $ 928,025  
 Buildings and improvements
    7,538,099       7,543,326  
      8,464,578       8,471,351  
 Less accumulated depreciation
    (1,778,046 )     (1,721,194 )
      6,686,532       6,750,157  
 Developments in progress
    160,040       139,980  
 Net investment in real estate assets
    6,846,572       6,890,137  
 Cash and cash equivalents
    49,340       50,896  
 Receivables:
               
 Tenant, net of allowance
    69,578       77,989  
 Other
    12,900       11,996  
 Mortgage and other notes receivable
    28,857       30,519  
 Investments in unconsolidated affiliates
    180,131       179,410  
 Intangible lease assets and other assets
    269,963       265,607  
    $ 7,457,341     $ 7,506,554  
                 
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
         
 Mortgage and other indebtedness
  $ 5,184,098     $ 5,209,747  
 Accounts payable and accrued liabilities
    283,930       314,651  
 Total liabilities
    5,468,028       5,524,398  
 Commitments and contingencies
               
 Redeemable noncontrolling interests:  
               
 Redeemable noncontrolling partnership interests  
    34,252       34,379  
 Redeemable noncontrolling preferred joint venture interest
    423,719       423,834  
 Total redeemable noncontrolling interests
    457,971       458,213  
 Shareholders' equity:
               
       Preferred stock, $.01 par value, 15,000,000 shares authorized:
               
       7.75% Series C Cumulative Redeemable Preferred Stock,
          460,000 shares outstanding in 2011 and 2010
    5       5  
       7.375% Series D Cumulative Redeemable Preferred Stock,
          1,815,000 shares outstanding in 2011 and 2010
    18       18  
       Common stock, $.01 par value, 350,000,000 shares authorized,
           148,317,238 and 147,923,707 issued and outstanding in 2011
           and 2010, respectively
    1,483       1,479  
       Additional paid-in capital
    1,660,001       1,657,507  
       Accumulated other comprehensive income
    9,348       7,855  
       Accumulated deficit
    (360,951 )     (366,526 )
 Total shareholders' equity
    1,309,904       1,300,338  
 Noncontrolling interests
    221,438       223,605  
       Total equity
    1,531,342       1,523,943  
    $ 7,457,341     $ 7,506,554  

-END-