GENERAL GROWTH PROPERTIES MOR October 2009 11-30-09 FINAL
Total Page：16
File Type：pdf, Size：1020Kb
UNITED STATES IlANKR UPTCY COURT CASE NO. 09-11977 (Jointly Admi nistered) Reporting Period: October 31, 2009 Federal Tax 1.0. # 42-1283895 CO RPO RATE MONTHLY OPERATI NG REP ORT FO R FILING ENTITIES ONLY I declare under penalties ofperjury (28 U.S.C. Sect ion 1746) that this repo rt and the attached documents are true and correct to the best of my knowledge and belief. GENERAL GROWTHPROPERTIES, INC. Date: November 30, 2009 Q GENERAL GROWTH PROPERTIES, INC. Combined Debtors Monthly Operating Report CASE NO. 09-11977 (Jointly Administered) Debtors Monthly Operating Report as of and for the Month Ended October 31, 2009 Index Combined Condensed Statements of Income and Comprehensive Income for the Month Ended October 31, 2009 and Cumulative Post-Petition Period Ended October 31, 2009.............................................................................................................. 3 Combined Condensed Balance Sheet............................................................................... 4 Notes to Unaudited Combined Condensed Financial Statements .................................... 5 Note 1: Chapter 11 Cases and Proceedings ........................................................... 5 Note 2: Basis of Presentation ................................................................................ 6 Note 3: Summary of Significant Accounting Policies .......................................... 7 Note 4: Cash and Cash Equivalents and Amounts Applicable to Debtor First-Lien Holders ................................................................................... 7 Note 5: Certain Other Assets and Liabilities and Liabilities Subject to Compromise ............................................................................................ 8 Note 6: Rejected Contracts and Related Matters................................................... 9 Note 7: General and Administrative Expenses and Reorganization Items ............ 10 Schedules: Schedule I Schedule of Combined Condensed Statement of Income and 33 Comprehensive Income for the Month Ended October 31, 2009............. 11 Schedule II Schedule of Combined Condensed Balance Sheet as of October 31, 2009………………………………………………………………. 12 Schedule III Schedule of Payroll and Payroll Taxes.................................................... 13 Schedule IV Schedule of Federal, State and Local Taxes............................................ 13 Schedule V Schedule of Total Disbursements by Debtor ........................................... 23 Schedule VI Schedule of Debtors’ Operating Property Aged Tenant Accounts Receivable................................................................................................ 33 Schedule VII Status of Mortgages Payable For Debtors................................................ 34 Schedule VIII Chapter 11 Retained Professionals Detail................................................ 37 Schedule IX Schedule of Non-Noticed and De Minimis Asset Sales............................ 38 Schedule X Debtors Questionnaire .............................................................................. 40 2 GENERAL GROWTH PROPERTIES, INC. Combined Debtors Monthly Operating Report CASE NO. 09-11977 (Jointly Administered) COMBINED CONDENSED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (UNAUDITED) Month Ended Cumulative Post-Petitio n October 31, 2009 Period Ended October 31, 2009 (I n thousands, except for per share amounts) Revenues: Minimum rents $ 139,390 $ 900,829 Tenant recoveries 63,006 404,556 Overage rents 4,962 18,804 Land sales 1,387 4,590 Other 6,274 39,481 Total revenues 215,019 1,368,260 Expenses: Real estate taxes 19,714 127,483 Repairs and maintenance 16,949 98,591 Marketing 2,418 14,153 Ground and o ther rents 844 6,880 Other property operating costs 28,645 182,309 Land sales operations 1,800 10,588 Provision for doubtful accounts 1,575 14,988 Property man ag ement and other costs 8,983 54,257 General and administrative 1,826 39,575 Provisions for impairment - 133,327 Depreciation and amortization 49,889 334,919 Total expenses 132,643 1,017,070 Operating inco me 82,376 351,190 Interest (expen se) income, net (95,049) (629,581) Loss before income taxes, noncontrolling interests, equity in income of Real Estate Affiliates and reorganization items (12,673) (278,391) Benefit (provision) from income taxes (354) 2,415 Equity in income of Real Estate Affiliates 12,432 64,830 Reorganization items (11,239) (58,754) Loss from continuing operations (11,834) (269,900) Net loss (11,834) (269,900) Allocation to noncontrolling interests (758) (1,075) Net loss attributable to common stockholders $ (12,592) $ (270,975) Basic and Diluted Loss Per Share: $ (0.04) $ (0.87) Dividends declared per share - - Comprehensive Loss, Net: Net loss attributable to common stockholders $ (12,592) $ (270,975) Other comprehensive income, net: Unrealized gains, net of unrealized losses, on financial instruments 1,100 12,436 Accrued pension adjustment (22) 356 Foreign currency translation 3,528 47,856 Unrealized gains on available-for-sale securities - 93 Other comprehensive income, net 4,606 60,741 Compreh en sive loss attributable to common stockholders $ (7,986) $ (210,234) The accompanying notes are an integral part of these combined condensed financial statements. 3 GENERAL GROWTH PROPERTIES, INC. Combined Debtors Monthly Operating Report CASE NO. 09-11977 (Jointly Administered) COMBINED CONDENSED BALANCE SHEET (UNAUDITED) October 31, 2009 Assets : (Dollars in thousands) Investment in real estate: Land $ 2,946,948 Buildings and equipment 19,476,669 Less accumulated depreciation (4,033,161) Developmen ts in progress 765,549 Net property and equipment 19,156,005 Investment in and loans to/from Unconsolidated Real Estate Affiliates 390,842 Investment property and p roperty held for development and sale 1,185,610 Investment in controlled non-debtor entities 3,972,453 Net investment in real estate 24,704,910 Cash and cash equivalents 657,468 Accounts and notes receivable, net 328,755 Goodwill 205,257 Deferred expenses, net 243,235 Prepaid expenses and other assets 555,897 Total assets $ 26,695,522 Liabilities and Equity: Mortgages, notes and loans payable $ 400,000 Investment in and loans to/from Unconsolidated Real Estate Affiliates 32,737 Deferred tax liabilities 906,021 Accounts payable and accrued expenses 693,892 Liabilities not subject to compromise 2,032,650 Liabilities subject to compromise 22,499,770 Total liabilities 24,532,420 Redeemable n oncontrolling interests: Preferred 120,756 Common 35,821 Total redeemable noncontrolling interests 156,577 Commitmen ts and Contingencies - Preferred Stock: $100 par value; 5,000,000 shares authorized; none issued and outstanding - Equity: Common stock: $.01 par value; 875,000,000 s hares authorized, 313,831,842 shares issued as of October 31, 2009 3,138 Additional paid-in capital 3,793,632 Retained earnings (accumulated deficit) (1,723,376) Accumulated other comprehen sive loss (4,081) Less common stock in treasury, at cost, 1,449,939 shares as o f October 31, 2009 (76,752) Total stockholder's equity 1,992,561 Noncontrolling interests in consolidated real estate affiliates 13,964 Total equity 2,006,525 Total liabilities an d equity $ 26,695,522 The accompanying notes are an integral part of these combined condensed financial statements. 4 GENERAL GROWTH PROPERTIES, INC. Combined Debtors Monthly Operating Report CASE NO. 09-11977 (Jointly Administered) NOTE 1 Chapter 11 Cases and Proceedings As previously disclosed pursuant to the Monthly Operating Report filed on June 15, 2009, for the period ended April 30, 2009 (the “April MOR”), on April 16, 2009 (“the Petition Date”), General Growth Properties, Inc. (the “Company”), GGP Limited Partnership (“GGPLP”) and certain of the Company’s domestic subsidiaries (collectively, the “April 16 Debtors”) each filed voluntary petitions for relief pursuant to Chapter 11 (“Chapter 11”) of Title 11 of the United States Code (the “Bankruptcy Code”). On April 23, 2009, an additional 28 of the Company’s domestic subsidiaries (the “April 22 Debtors”) also filed voluntary petitions for Chapter 11 relief. The 388 Debtors’ cases (collectively, the “Chapter 11 Cases”) are pending in the United States Bankruptcy Court for the Southern District of New York (the “Bankruptcy Court”) and are jointly administered. The April 16 Debtors and April 22 Debtors are collectively referred to in this report as the “Debtors”. As provided by the rules and regulations governing the Chapter 11 Cases, the Company, on behalf of the Debtors, has agreed to supply to the Bankruptcy Court a monthly report detailing the combined operations for the Debtors as of and for the previous month as well as cumulatively from the Petition Date. Such reports for each month are collectively referred to as the “Monthly Operating Reports”. The Debtors own and operate approximately 166 regional shopping centers. A list of the Debtors and the properties affected by these Chapter 11 Cases (each an “Operating Property” and, collectively, the “Operating Properties”) is included as Annex A to the Monthly Operating Report filed on June 30, 2009 for the period ended May 31, 2009 (the “May MOR”). As many of the parties affected by, or interested in, the Chapter 11 Cases identify a Debtor by the Operating Property that it owns and/or manages, rather than by such Debtor’s legal name, where appropriate, the Company has reported information either on a by Debtor or on an Operating Property basis. For information regarding the Chapter 11 Cases preceding