UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported):  May 7, 2014

 

SIMON PROPERTY GROUP, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-14469

 

04-6268599

(State or other jurisdiction

 of incorporation)

 

(Commission

 File Number)

 

(IRS Employer

 Identification No.)

 

225 W. Washington Street
Indianapolis IN

 

46204

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (317) 636-1600

 

Not Applicable

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 8.01.   Other Events

 

In anticipation of discussions with investors, Simon Property Group, Inc. is providing the following selected financial information regarding the expected results of Washington Prime Group Inc. (WPG) for the quarter ended March 31, 2014:

 

·                  Net Operating Income (NOI), at share, for the first quarter of 2014 is expected to be $103.2 million, as compared to $102.5 million for the prior year period, or an increase of 70 basis points.

 

·                  Net income for the first quarter of 2014 is expected to be $ 41.5 million, as compared to net income for the prior year period of $55.9 million, for which the prior year period includes gains realized on the sale of properties of $14.2 million.

 

·                  First quarter 2014 ending occupancy for the portfolio is expected to be 92.2%, an increase of 120 basis points over ending occupancy for the prior year period.

 

·                  First quarter 2014 ending base minimum rent per square foot is expected to be $18.92 per foot, as compared to base minimum rent per square foot of $18.86, or an increase of 30 basis points.

 

·      First quarter 2014 leasing spread over expiring rents was an increase of 200 basis points.

 

This report contains information about NOI, a measure of financial or operating performance that is not specifically defined by generally accepted accounting principles (GAAP) in the United States. Reconciliations of this non-GAAP measure to the most directly comparable GAAP measure follows:

 

 

 

For the Three Months Ended March 31,

 

(in thousands)

 

2014

 

2013

 

Reconciliation of net income to share of NOI:

 

 

 

 

 

Consolidated net income

 

$

41,502

 

$

55,853

 

Income and other taxes

 

75

 

78

 

Interest expense

 

13,917

 

13,719

 

Gain on sale of interests in properties

 

(242

)

(14,152

)

Income from unconsolidated entities

 

(345

)

(293

)

Depreciation and amortization of consolidated properties

 

45,968

 

45,299

 

NOI of consolidated properties

 

100,875

 

100,504

 

NOI of unconsolidated entities

 

10,437

 

10,632

 

NOI of discontinued unconsolidated properties

 

39

 

1,177

 

Less the joint venture partners’ share of NOI

 

(8,194

)

(9,843

)

WPG share of NOI

 

$

103,157

 

$

102,470

 

Increase in our share of NOI from prior period

 

0.7

%

 

 

 

NOI is a standard performance measure in the REIT business and we believe NOI provides investors with additional information concerning its operating performance and a basis to compare its performance with the performance of other REITs.  We also use this measure internally to monitor the operating performance of the portfolio.  Our computation of this non-GAAP measure may not be the same as similar measures reported by other REITs.  Further, the non-GAAP financial measure used in this report should not be considered as an alternative to net income as a measure of our operating performance or to cash flows computed in accordance with GAAP as a measure of liquidity nor is it indicative of cash flows from operating and financial activities.

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

Dated:   May 7, 2014

 

 

Simon Property Group, Inc.

 

 

 

 

 

By:

/s/ Stephen E. Sterrett

 

 

Stephen E. Sterrett

 

 

Senior Executive Vice President and Chief Financial Officer

 

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