2008 Annual Report
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L L T A R 2008 2008 ANNU REPO 2008 ANNUAL REPORT GENERAL GROWTH PROPERTIES ggp.com | 960-5000 ] 312 110 North Wacker Drive, Chicago, Illinois 60606 North Wacker 110 [ corporate informatıon CORPORATE OFFICE 110 North Wacker Drive, Chicago, Illinois 60606 (312) 960-5000 REGISTRAR AND TRANSFER AGENT AND SHAREOWNER SERVICES DEPARTMENT BNY Mellon Shareowner Services 480 Washington Blvd. Jersey City, NJ 07310-2053 You may contact the Administrator at General Growth Properties, Inc. is one of the largest U.S. based publicly (888) 395-8037 or www.melloninvestor.com/isd traded real estate investment trusts (REIT). Best known for our ownership TDD for Hearing Impaired: (800) 231-5469 Foreign Shareholders: (201) 680-6578 or management of more than 200 shopping malls in 44 states, we also TDD for Foreign Shareholders: (800) 231-5469 Information about the Dividend Reinvestment own interests in master planned communities (in Texas, Maryland and and Stock Purchase Plan may also be obtained Nevada) and mixed use properties. Our shopping center portfolio totals from Mellon. approximately 200 million square feet of retail space accommodating COMMON STOCK more than 24,000 retail stores nationwide. Our international holdings New York Stock Exchange New York, New York include ownership and management interests in shopping centers in Brazil NYSE Symbol: GGP (Common) and Turkey. General Growth Properties, Inc. is listed on the New York Stock INDEPENDENT AccOUNTANTS Exchange under the symbol GGP. For more information, please visit the Deloitte & Touche LLP Chicago, Illinois company web site at www.ggp.com. ANNUAL MEETING The Annual Meeting of Stockholders of General Growth Properties, Inc. will be held on May 13, 2009, at General Growth Properties, 110 North Wacker Drive, Chicago, Illinois, at 9 a.m. CT. FORM 10-K Readers who wish to receive, without Designed by Conyers Design, Inc. charge, a copy of Form 10-K as filed with the Printed by Acme Printing Company, Inc. Securities and Exchange Commission should call (866) 818-9933 or visit our web site at Cover and body printed on paper containing 100% recycled post-consumer www.ggp.com and refer to our financial fiber, 10-K printed on 30% recycled post-consumer fiber. Printed with soy ink. downloads page in the Investment section. INVESTOR RELATIONS CONTACT Printed on Timothy Goebel Recycled Paper Director of Investor Relations I am pleased to provide you the 2008 General Growth Properties Annual Report. Thank you for your continued support in these difficult times. Sincerely, Adam Metz Chief Executive Officer REGIONAL MALLS 2004 186 OWNED AND OPERATING* 2005 192 at year end 2006 194 * Information presented for Consolidated and 2007 197 Unconsolidated Properties. 2008 204 TOTAL SQUARE FOOTAGE OWNED* 2004 183 in millions 2005 183 * Includes Consolidated and 2006 186 Unconsolidated regional malls, community centers, office and 2007 189 industrial properties. 2008 190 CONSOLIDATED REAL ESTATE 2004 25.3 ASSETS AT COST 2005 25.4 dollars in billions 2006 26.2 2007 30.4 2008 31.7 MALL STore tenant sales*† 2004 12,753 dollars in millions 2005 13,694 * Information presented for Consolidated 2006 14,224 and Unconsolidated Properties. † Excludes redevelopment properties 2007 14,825 and all retail spaces of 10,000 square feet or more. 2008 amounts reflect 2008 16,877 tenant sales through December 2008, whereas, prior periods were reported one month in arrears due to previous tenant reporting deadlines. FINANCIAL HIGHLIGHTS dollars in thousands, except per share amounts % Change 2008 vs. 2007 2008 2007 2006 2005 2004 Consolidated Property Revenues 6.7% $ 3,198,132 $ 2,998,401 $ 2,702,266 $ 2,602,525 $ 1,652,773 Unconsolidated Property Revenues (at Company Share) -9.0% $ 614,04 4 $ 674,824 $ 720,637 $ 653,821 $ 458,390 Funds From Operations (FFO) (Before Minority Interests) -22.0% $ 858,863 $ 1,100,808 $ 902,361 $ 891,696 $ 766,164 FFO Per Share (Fully Diluted)(1) -26.7% $ 2.72 $ 3.71 $ 3.06 $ 3.05 $ 2.77 Consolidated Real Estate Assets at Cost 4.2% $ 31,73 3,578 $ 30,449,086 $ 26,160,637 $ 25,404,891 $ 25,254,333 STOCK AND PARTNERSHIP UNITS outstanding at year end 2008 2007 2006 2005 2004 Shares of Common Stock 268,903,738 243,898,096 242,066,629 239,196,649 234,724,082 Operating Partnership Units(1) 50,672,844 51,850,986 52,890,591 53,061,895 55,532,263 Shares of Common Stock Assuming Full Conversion of Operating Partnership Units 319,576,582 295,749,082 294,957,220 292,258,544 290,256,345 MALL DATA(2) dollars in millions 2008 2007 2006 2005 2004 Mall Store Tenant Sales(3) $ 16,877 $ 14,825 $ 14,224 $ 13,694 $ 12,753 Regional Malls Owned and Operating at Year End 204 197 194 192 186 Mall Store Square Footage Leased at Year End(4) 92.5% 93.8% 93.6% 92.5% 92.1% (1) Operating Partnership Units can be exchanged on a one-for-one basis into shares of the Company’s common stock. (2) Includes Consolidated and Unconsolidated Properties. (3) Excluding redevelopment properties and all spaces of 10,000 square feet or more. 2008 amounts reflect tenant sales through December 2008, whereas, prior periods were reported one month in arrears due to previous tenant reporting deadlines. (4) Excluding redevelopment properties. company performance The graph below compares the five-year cumulative total stockholder return assuming the investment of $100 on December 31, 2003 (and the reinvestment of dividends thereafter) in each of GGP’s common stock, the S&P 500 Stock Index and the NAREIT All Equity REIT Index. The comparisons in the graph are not intended to forecast the possible future performance of our common stock. CUMULATIVE TOTAL RETURNS as of December 31 400 350 300 250 200 150 100 NAREIT S&P 500 50 GGP 2003 2004 2005 2006 2007 2008 2003 2004 2005 2006 2007 2008 GGP 100.00 134.39 181.36 208.60 169.96 5.56 S&P 500 100.00 110.87 116.30 134.66 142.07 89.51 NAREIT All Equity REIT Index 100.00 131.57 147.58 199.29 168.00 75.14 d i r e c t o r s and of½cers DIRECTORS OFFICERS John Bucksbaum Adam S. Metz Sharon M. Polonia Chairman, Chief Executive Officer Senior Vice President, General Growth Properties, Inc. Asset Management Thomas H. Nolan, Jr. Alan S. Cohen President Daniel Sheridan Vice President, Executive Vice President, Enterprise Solutions Robert A. Michaels Asset Management Cisco Systems, Inc. Chief Operating Officer San Jose, CA Robert C. Wyant Jean C. Schlemmer Senior Vice President, Anthony Downs Chief Corporate Development Officer Development Senior Fellow, The Brookings Institution Joel L. Bayer Kate M. Sheehy Washington, D.C. Senior Vice President, Senior Vice President, Chief Investment Officer Partner and Client Relations Adam S. Metz Chief Executive Officer, Alexander L. Berman General Growth Properties, Inc. Senior Vice President, GGP International Thomas H. Nolan, Jr. President, Ronald L. Gern General Growth Properties, Inc. Senior Vice President, General Counsel and Secretary John T. Riordan Ex-officio Life Trustee Melinda Holland of the International Council Senior Vice President, of Shopping Centers Business Development Cotuit, MA Edmund J. Hoyt Beth Stewart Interim Chief Financial Officer, Chief Executive Officer Senior Vice President and and Chairman, Chief Accounting Officer Storetrax.com Rockville, MD Charles E. Lhotka Senior Vice President and Chief Administrative Officer corporate informatıon CORPORATE OFFICE 110 North Wacker Drive, Chicago, Illinois 60606 (312) 960-5000 REGISTRAR AND TRANSFER AGENT AND SHAREOWNER SERVICES DEPARTMENT BNY Mellon Shareowner Services 480 Washington Blvd. Jersey City, NJ 07310-2053 You may contact the Administrator at General Growth Properties, Inc. is one of the largest U.S. based publicly (888) 395-8037 or www.melloninvestor.com/isd traded real estate investment trusts (REIT). Best known for our ownership TDD for Hearing Impaired: (800) 231-5469 Foreign Shareholders: (201) 680-6578 or management of more than 200 shopping malls in 44 states, we also TDD for Foreign Shareholders: (800) 231-5469 Information about the Dividend Reinvestment own interests in master planned communities (in Texas, Maryland and and Stock Purchase Plan may also be obtained Nevada) and mixed use properties. Our shopping center portfolio totals from Mellon. approximately 200 million square feet of retail space accommodating COMMON STOCK more than 24,000 retail stores nationwide. Our international holdings New York Stock Exchange New York, New York include ownership and management interests in shopping centers in Brazil NYSE Symbol: GGP (Common) and Turkey. General Growth Properties, Inc. is listed on the New York Stock INDEPENDENT AccOUNTANTS Exchange under the symbol GGP. For more information, please visit the Deloitte & Touche LLP Chicago, Illinois company web site at www.ggp.com. ANNUAL MEETING The Annual Meeting of Stockholders of General Growth Properties, Inc. will be held on May 13, 2009, at General Growth Properties, 110 North Wacker Drive, Chicago, Illinois, at 9 a.m. CT. FORM 10-K Readers who wish to receive, without Designed by Conyers Design, Inc. charge, a copy of Form 10-K as filed with the Printed by Acme Printing Company, Inc. Securities and Exchange Commission should call (866) 818-9933 or visit our web site at Cover and body printed on paper containing 100% recycled post-consumer www.ggp.com and refer to our financial fiber, 10-K printed on 30% recycled post-consumer fiber. Printed with soy ink. downloads page in the Investment section. INVESTOR RELATIONS CONTACT Printed on Timothy Goebel Recycled Paper Director of Investor Relations UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ¥ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2008 or n TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-11656 GENERAL GROWTH PROPERTIES, INC.