ANNUAL REPORT 2016 IS TO OWN AND OPERATE BEST-IN-CLASS RETAIL PROPERTIES THAT PROVIDE AN O U R OUTSTANDING ENVIRONMENT MISSION AND EXPERIENCE FOR OUR COMMUNITIES, RETAILERS, EMPLOYEES, CONSUMERS AND SHAREHOLDERS. 3 ALA MOANA CENTER Dear Shareholder, Our mission is to own and operate best-in-class retail properties that provide an outstanding environment and experience for our communities, retailers, employees, consumers and shareholders. Our core values are the DNA that make employees of GGP a family: Humility, Attitude, Do the Right Thing, Together and Own It. A winning culture creates a winning team. Retail real estate is ever evolving and so is GGP. Effective January 2017, we formally changed our name to GGP Inc. from General Growth Properties, Inc. The name change reinforces our mission and evolution to a pure-play owner of high quality retail properties in the U.S. Financial Results We believe GGP can generate long term average annual EBITDA growth of 4% to 5% from increases in contractual rent and occupancy, positive releasing spreads and income from redevelopment activities and acquisitions, taking into account nominal expense growth. 2016 was a year of achievements in the face of headwinds. Since 2014, more than 40 national retailers declared bankruptcy, representing 950 leases covering over three million square feet. On an annual basis, these leases represented nearly $180 million of rental revenue. We have more than overcome the rent and occupancy loss from these bankruptcies. Our 2016 results included same store NOI growth of 4.4% and EBITDA growth of 9.3%. We increased the dividend by nearly 13% and paid a special dividend resulting in a total common stock dividend of $1.06 per share. The portfolio is over 97% leased and has been over 96% leased for the past five years. In a scalable business such as ours, we have demonstrated the ability to overcome the unexpected. THE SHOPS AT LA CANTERA 4 5 FINANCIAL OVERVIEW Retail Environment The U.S. has close to 8 billion square feet of retail, or 24 square feet per person, of which 1.2 billion is deemed to be high quality; of which GGP controls 2016 2015 2014 2013 2012 approximately 100 million square feet. Other developed countries have far less retail real estate per capita, such as Canada with 16 square feet per person, Company Net Operating $2,356 $2,195 $2,003 $1,921 $1,820 Australia with 11, the U.K. with 5, France with 4, China with 3 and Germany with Income (NOI) only 2 square feet of retail per person. Our country is over-retailed; or, as I like to say, “under-demolished.” U.S. retail square feet per capita should decline from Company EBITDA $2,221 $2,031 $1,826 $1,735 $1,736 a combination of annual population growth of over 3 million, the repurposing of surplus retail real estate and minimal new supply. High quality retail properties Net Income (Loss) $1,288 $1,375 $666 $303 ($472) Attributable to GGP should continue to gain market share. The divide between high quality retail real estate and the rest is getting wider. The best will thrive. GGP is well-positioned. Company Funds from $1,471 $1,377 $1,256 $1,148 $986 Operations (FFO) Company Funds from $1.53 $1.44 $1.32 $1.16 $0.98 RETAIL REAL ESTATE GLA & SALES PER CAPITA(a) Operations Per Diluted Share $14,614 30 - - $16,000 Net Income (Loss) Attributed $1.34 $1.43 $0.69 $0.31 ($0.52) to Common Stockholders - $14,000 25 - Per Diluted Share $10,953 - $12,000 24 $9,239 20 - $8,437 Total Enterprise Value $40,269 $43,973 $44,926 $37,050 $34,540 - $10,000 $6,495 15 - $6,323 - $8,000 16 Common Stock Price at $24.98 $27.21 $28.13 $20.07 $19.85 - $6,000 10 - $3,282 December 31 11 - $4,000 5 - (a) - $2,000 $0.71 $0.63 $0.51 $0.42 SF PER CAPITA RETAIL 5 Cash Dividends Per Share $1.06 4 3 0 - 2 - $0 PER CAPITA SALES RETAIL U.S. Canada Australia U.K. France China Germany Total Properties 128 133 133 139 162 Retail SF per Capita Retail Sales per Capita (in U.S. Dollars) Total Retail GLA 121 125 124 124 135 (Square Feet) U.S. REGIONAL SHOPPING CENTER PRODUCTIVITY Amounts in millions, except per share and property count data. Average Center Sales/SF(b) Net operating income, EBITDA and FFO are non-GAAP financial measures. Reconciliations to the most comparable GAAP measure are included in the Form 10-K, included herein. At Current $493 a. Includes a special dividend of $0.26. Assuming Reduction of GLA by 25% $602 a. ICSC Country Fact Sheets b. “At Current” is the average center sales per square foot data from Green Street Advisors, while “Assuming Reduction of GLA by 25%” removes 25% of lowest quality centers by productivity and redistributes sales to remaining centers. 7 U.S. RETAIL REAL ESTATE GLA SALES AND NOI CONTRIBUTION( a ) Top Retail Sales PSF Less Than 10K SF Percent of 2016 GLA SF % of Total Properties Weighted by NOI Company NOI (in millions) Per Capita High Quality GLA Top 10 $869 24% High Quality (a) Regional Shopping 495 1.6 40% Center GLA Top 30 $785 51% High Quality (b) Open-Air Center GLA 732 2.3 60% Top 50 $737 69% Total High Quality Retail Real Estate 1,227 3.9 100% Top 100 $682 96% a. Retail properties ranked by trailing 12 months NOI ending December 31, 2016. TYPE Sales per square foot for comparable tenants occupying space less than 10,000 square feet. Open-Air Centers Regional Shopping Centers GGP’s portfolio of 128 retail properties includes 100 of the top 500 regional 6.4 Billion SF 1.1 Billion SF 20.2 SF Per Capita 3.4 SF Per Capita shopping centers in the U.S. and about 8% of the high quality retail real estate in the U.S. Approximately 96% of Company NOI is derived from these 100 properties, which generate $682 of sales per square foot weighted by NOI. QUALITY High Quality Retail Real Estate 1.2 Billion SF 3.9 SF per Capita High Quality, Open-Air Centers GGP owns 8.2% of all High Quality High Quality Retail Regional Mid to Low Quality Real Estate Shopping Retail Real Estate Centers 6.3 Billion SF 19.7 SF per Capita a. “High Quality” represents malls rated B+ or better by Green Street Advisors. b. “High Quality” represents strip centers rated with a Trade Area Power score of 75-100 by Green Street Advisors. 9 Tenants TOP TENANTS BY REVENUE CONTRIBUTIONS IN EACH YEAR When GGP was formed over 60 years ago, it began as a developer of grocery- anchored strip centers in the Midwest. In the 1960s and 1970s, many of those open-air centers were enclosed and converted into regional shopping centers. 2000 2016 Today, we are seeing grocery stores along with restaurants, entertainment venues and lifestyle concepts occupying regional shopping centers. 1 JCPenney L Brands Tenants are becoming agnostic as to the type of property they occupy and generally seek to be in the best retail real estate. Our centers have come to be 2 Sears Foot Locker community hubs for shopping, dining and entertainment, and our portfolio now contains over 50 cinemas, 12 entertainment venues, six fitness centers and six supermarkets, with more coming. 3 Express The Gap The consolidation of tenants into high quality retail assets is occurring across Victoria’s our portfolio. Brick and mortar is at the core of successful retailers’ operations. 4 Forever 21 Secret Retail evolves and has since the days of the first bazaar. Retailers come and go Abercrombie 5 The Gap – the winners dominate over time. Looking at our largest tenants by revenue & Fitch contribution now compared to the year 2000, some names are no longer on the list while some new names have appeared. Ascena Retail 6 Lerner N.Y. Group We have approximately 3,600 unique tenants throughout our portfolio that Signet occupy approximately 13,000 suites for their operations. We work closely with 7 Foot Locker Jewelers each of them every step of the way, from lease negotiation and agreement to space build-out to marketing and promoting our property to the trade area, all 8 The Limited Sephora towards making them successful. 9 Zales Jewelers Genesco Inc. Luxottica 10 Old Navy Group Source: 2000 Top Tenants list from the GGP 2000 10-K. 2016 Top Tenant list from the GGP Fourth Quarter 2016 Supplemental report. 10 11 CUSTOMERS TENANTS Customers want to see new retail experiences Tenants are becoming agnostic as to the type in their regional shopping centers. of property they occupy and generally seek the best retail real estate. % OF CUSTOMERS WHO WOULD LIKE TO SEE RETAIL TYPE IN A REGIONAL SHOPPING CENTER SOURCES OF DEMAND 57% 55% 54% Restaurants Entertainment Services Grocery 49% STRIP MALL OUTLET POWER CONVENIENCE SUPER-REGIONAL NEIGHBORHOOD Bowling Spa Grocery Brewery Alley Store COMMUNITY LIFESTYLE REGIONAL Source: GGP Strategy & Analytics. Sample Size = 14,000 RETAIL REAL ESTATE 13 Evolution of Online TOTAL RETAIL SALES Brick and mortar accounts for approximately 93% of all retail sales in the U.S., Total Sales % of Total (billions) Sales or $4.7 trillion. The remaining 7%, or $340 billion, is online with about half $4,221 89.7% Direct brick and mortar sales from pure-play online retailers. The other half is comprised of online auction Online sales from retailers with brick and mortar + $143 3.0% house sales, mail-order prescription drugs sales and shipping costs.