EX-99.1 3 b414423ex99_1.htm EXHIBIT 99.1 Prepared and filed by St Ives Financial

Exhibit 99.1

   
   
   
CONTACT:   FELDMAN MALL PROPERTIES, INC.
Larry Feldman – Chairman & CEO
-or-
Thomas E. Wirth–EVP, Chief Financial Officer
(516) 684 -1239
1010 Northern Blvd, Suite 314
Great Neck, NY 11021

FINANCIAL RELATIONS BOARD
Lisa Fortuna
(312) 640 – 6779
lfortuna@frbir.com

FELDMAN MALL PROPERTIES, INC. REPORTS SECOND QUARTER 2006 FINANCIAL RESULTS

***
Conference Call to Discuss Results Will Be Held at 11:00 AM EDT, Wednesday, August 9, 2006
Dial in: (800) 257-6607 or go to www.feldmanmall.com

GREAT NECK, N.Y.–August 9, 2006

RELEASE HIGHLIGHTS

2nd quarter FFO was $0.23 per share (diluted) as compared to $0.21 per share in 2nd Quarter 2005
Completed Foothills Mall joint venture with Kimco Realty Corporation (NYSE: KIM)
Completed acquisition of Golden Triangle Mall in suburban Dallas for $40.2 million
Completed acquisition of JCPenney anchor building at the Stratford Square Mall for $6.7 million
Completed a $24.6 million secured line of credit
Entered into a joint venture agreement with Heitman in connection with the Colonie Center Mall

Financial Results

Feldman Mall Properties, Inc. (NYSE:FMP) today reported Funds From Operations (“FFO”) totaling $3.4 million, or $0.23 per diluted share, for the second quarter ended June 30, 2006 as compared to $2.9 million, or $0.21 per diluted share for the three months ended June 30, 2005. The Company’s net income for the three months ended June 30, 2006 was $19.7 million, or $1.34 per diluted share, as compared to net income of $205,000, or $0.01 per diluted share for the second quarter of 2005. The increase in net income for the three months ended June 30, 2006 represents the $24.7 million preliminary gain, or $1.68 per diluted share, on the partial sale of the Foothills Mall. The gain on partial sale of the Foothills Mall is based on the historical cost basis of the Company’s predecessor prior to the Company’s being public. The Company had 14.7 and 14.1 million weighted average common shares and operating partnership units outstanding during the second quarters ended June 30, 2006 and 2005, respectively. “The Foothills transaction validates our mall redevelopment strategy and fulfills our promise to the street to recycle our capital. We are also pleased about the continuing progress we are making with big box leasing which we believe will translate to higher mall sales and improved rental rates,” said Larry Feldman, the Company’s chairman and CEO.

For the six months ended June 30, 2006, FFO totaled $6.4 million, or $0.44 per diluted share as compared to $5.3 million, or $0.38 per diluted share for the six months ended June 30, 2005. The Company’s net income for the six months ended June 30, 2006 was $18.3 million, or $1.25 per diluted share, as compared to net income of $575,000, or $0.04 per diluted share for the six months ended June 30, 2005. The Company had 14.7 and 13.9 million weighted average common shares and operating partnership units outstanding during the six months ended June 30, 2006 and 2005, respectively.

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REAL ESTATE ACTIVITY

Golden Triangle Mall – Denton, Texas

During April 2006, the Company completed the acquisition of the Golden Triangle Mall in the Northeastern Dallas suburb of Denton, TX, for approximately $40.2 million, or $139 per square foot. Including non-owned anchors, the Golden Triangle Mall is a 765,000 square foot regional mall. The Company purchased approximately 288,000 square feet of retail space. The mall is currently 92% occupied, including temporary tenants, but excluding anchors. Excluding the anchors and temporary tenants, the mall is 88% leased. Non-owned anchor tenants include: Foley’s (expected to be converted to Macy’s this fall), Dillard’s, Sears, JCPenney, DSW and Dillard’s Men. These non-owned anchors currently occupy approximately 470,000 square feet of the mall’s total square footage. Additional name brand tenants include Ross Dress for Less, Barnes & Noble, Victoria’s Secret, American Eagle Outfitters, Pacific Coast Sun Wear and Bath & Body Works.

“With an estimated population growth in excess of 20% over the next five years and an average household income of approximately $80,000 (according to Claritas, Inc.), Denton is an up and coming Dallas suburb primed for retail demand,” stated Larry Feldman. “Our primary focus at the mall will first be to attract key retailers that draw in the more affluent shoppers of the Denton/Dallas area. To do this, we will create a more upscale look and feel to the mall through a variety of capital improvements including the addition of one or more sit down restaurants.”

In addition to adding an upscale eatery or two, the Company’s capital improvement plan includes the addition of a food court, the addition of a possible entertainment use, enhancing signage from the freeway and updating common areas with lighting upgrades, soft seating, ceiling and floor accents.

Mr. Feldman added, “The Golden Triangle Mall is a perfect fit for FMP. It is located in a major market, it has immediate access to a major interstate and the mall is in the path of explosive population growth.”

Funding for this acquisition was derived from the Company’s secured line of credit totaling $24.6 million and the remainder from the $28.6 million received from the trust preferred securities issued in March 2006.

Joint Venture with Kimco Realty on Foothills Mall – Tucson, Arizona

On June 29, 2006, the Company completed a joint venture agreement with a subsidiary of Kimco Realty Corporation (NYSE: KIM) in connection with the Foothills Mall, located in the suburbs of Tucson, Arizona. The execution of the agreement was previously announced on February 22, 2006.

Under the terms of the joint venture, a subsidiary of FMP conveyed the property to the joint venture at an agreed upon value of $104.0 million, plus closing costs. Kimco’s initial contribution to the joint venture was $14.8 million, and at closing, the Company received a distribution of approximately $40.0 million and will retain a $7.2 million equity interest in the property. In connection with the recapitalization of the mall, the Company also refinanced the property with an $81.0 million 10-year fixed rate first mortgage that bears interest at 6.08%.

FMP will be the managing member of the joint venture and will be responsible for the management, leasing and construction of the property at customary market fees.

Contemporaneous with the execution of this joint venture agreement in February of this year, Kimco provided FMP with a bridge loan facility in the amount of $17.2 million. The Company has repaid $5.0 million that was outstanding on the bridge loan facility and the facility has been extinguished in accordance with the terms of the joint venture.

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Stratford Square Mall Anchor Property Acquisition

On April 7, 2006, the Company acquired the building occupied by JCPenney and related acreage at Stratford Square Mall for a price of $6.7 million, or $46 per square foot. The purchase price included the assumption of a loan that is secured by the property and has a principal balance of $3.5 million. The loan is self amortizing, bears interest at a 5.15% fixed rate, and matures in November 2013.

Prior to the closing of this acquisition, the property was owned by a private investor, which entered into a lease with JCPenney. The building consists of approximately 144,000 sq. ft. and 10.1 acres of land. Of the six anchors at Stratford Square, the JCPenney facility was the only anchor that was not owned by the user. In addition to the overall positive economics of the transaction, this acquisition enhances the Company’s control over the Stratford Square Mall.

The property is currently leased to JCPenney Company, Inc. pursuant to a lease having monthly rent of approximately $46,000, or $3.80 per square foot per annum, through October 31, 2006. After this date, the rent increases to approximately $53,000, or $4.39 per square foot per annum, through the term ending October 31, 2008. The tenant has two options to extend.

Joint Venture with Heitman Funds – Colonie Center Mall

The Company announced today that it has entered into a joint venture agreement with an affiliate of Heitman in connection with the Colonie Center Mall located in Albany, New York. Under the terms of the joint venture, a subsidiary of FMP will convey the property to the venture at an agreed upon value that is currently $101.5 million, plus closing costs. Heitman’s initial contribution will represent 75% of the joint venture equity. The Company will retain 25% of the total equity in the property. In connection with the recapitalization of the mall, the Company plans to recapitalize the current $50.7 million first mortgage bridge loan with a new construction loan. The current loan matures October 2006 and a condition of closing this transaction is to refinance the property with a construction loan facility totaling approximately $108.0 million.

FMP will be the managing member of the joint venture and will be responsible for the management, leasing and construction of the property and will charge customary market fees for such services.

The closing of the joint venture is expected to take place at the end of the third quarter of 2006 and is subject to certain limited and customary due diligence approvals by Heitman.

FINANCING ACTIVITY

Secured Line of Credit

In April 2006, the Company entered into a $24.6 million secured line of credit which bears interest at 140 basis points over LIBOR and secured by the Golden Triangle Mall. The secured line of credit matures in April 2008. The line was paid down with proceeds from the Foothills transaction and was fully available as of June 30, 2006.

THIRD QUARTER GUIDANCE

The Company’s second quarter FFO results of $0.23 per diluted share were in line with the Company’s previous guidance of $0.21 to $0.24 per diluted share.

For the third quarter of 2006, the Company expects FFO to be in the range of $0.20 to $0.24 per diluted share. This range is dependent on the pending Heitman transaction and the related construction loan in connection with Colonie Center.

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CONFERENCE CALL

The Company’s executive management team, led by Larry Feldman, CEO, and Tom Wirth, CFO, will host a conference call and audio web cast on Wednesday, August 9, 2006 at 11:00 a.m. EDT to discuss the financial results. The conference call may be accessed by dialing (800) 257-6607. No pass code is required. The live conference will be simultaneously broadcast in a listen-only mode on the Company’s website at www.feldmanmall.com.

A replay of the call will be available for a limited time by dialing (800) 405-2236 using pass code 11067496, or individuals may access the replay via the Company’s web site.

NON-GAAP FINANCIAL MEASURES

Feldman Mall Properties, Inc., consistent with real estate industry and investment community preferences, uses FFO as a supplemental measure of operating performance. The National Association of Real Estate Investment Trusts (NAREIT) defines FFO as net income (loss) (computed in accordance with Generally Accepted Accounting Principles (GAAP)), excluding gains (or losses) from cumulative effects of accounting changes, extraordinary items and sales of depreciable properties, plus real estate related depreciation and amortization and after adjustments for unconsolidated partnerships and joint ventures.

The Company considers FFO a supplemental measure for equity REITs and a complement to GAAP measures because it facilitates an understanding of the operating performance of the Company’s properties. FFO does not give effect to real estate depreciation and amortization since these amounts are computed to allocate the cost of a property over its useful life. Since values for well-maintained real estate assets have historically increased or decreased based upon prevailing market conditions, the Company believes that FFO provides investors with a clearer view of the Company’s operating performance.

In order to provide a better understanding of the relationship with FFO and GAAP net income, a reconciliation of FFO to GAAP net income has been provided on page 7 of this release. FFO does not represent cash flow from operating activities in accordance with GAAP, should not be considered as an alternative to GAAP net income and is not necessarily indicative of cash available to fund cash needs.

During the August 9, 2006 conference call, the Company may discuss non-GAAP financial measures as defined by SEC Regulation G. In addition, the Company has used a non-GAAP financial measure and the comparable GAAP financial measure (net income) can be found on page 7 of this release.

*Financial Tables Attached

Feldman Mall Properties, Inc. acquires, renovates and repositions enclosed regional shopping malls. Feldman Mall Properties Inc.’s investment strategy is to opportunistically acquire underperforming malls and transform them into physically attractive and profitable Class A malls through comprehensive renovation and re-tenanting efforts aimed at increasing shopper traffic and tenant sales. For more information on Feldman Mall Properties Inc., visit the Company’s website at www.feldmanmall.com.

The Company’s portfolio, including non-owned anchor tenants, consists of seven regional malls aggregating approximately 7.1 million square feet of which the Company owns approximately 4.7 million square feet.

To receive the Company’s latest news release and other corporate documents, please contact the Company at (516) 684-1239. All releases and supplemental data can also be downloaded directly from the Feldman Mall Properties website at: www.feldmanmall.com.

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Forward-looking Information

This press release contains forward-looking statements that involve risks and uncertainties regarding various matters, including, without limitation, the success of our business strategy, including our acquisition, renovation and repositioning plans; our ability to close pending acquisitions and the timing of those acquisitions; our ability to obtain required financing; our understanding of our competition; market trends; our ability to implement our repositioning plans on time and within our budgets; projected capital and renovation expenditures; demand for shop space and the success of our lease-up plans; availability and creditworthiness of current and prospective tenants; and lease rates and terms. The forward-looking statements are based on our assumptions and current expectations of future performance. These assumptions and expectations may be inaccurate or may change as a result of many possible events or factors, not all of which are known to us. If there is any inaccuracy or change, actual results may vary materially from our forward-looking statements.

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FELDMAN MALL PROPERTIES, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

    June 30, 2006   December 31, 2005  
   
 
 
Assets:
  (Unaudited)      
Investments in real estate, net
  $ 394,465   $ 396,108  
Investment in unconsolidated real estate partnership
    4,997     3,153  
Cash and cash equivalents
    13,117     14,331  
Restricted cash
    9,185     7,707  
Rents, deferred rents and other receivables, net
    5,454     5,763  
Acquired below-market ground lease, net
    7,743     7,811  
Acquired lease rights, net
    13,109     14,205  
Acquired in-place lease values, net
    16,207     19,098  
Deferred charges, net
    4,364     2,843  
Other assets, net
    7,087     4,466  
   

 

 
Total Assets
  $ 475,728   $ 475,485  
   

 

 
               
Liabilities and Stockholders’ Equity:
             
Mortgage loans payable
  $ 264,791   $ 318,489  
Junior subordinated debt obligation
    29,380      
Due to affiliates
    5,303     5,303  
Accounts payable, accrued expenses, and other liabilities
    18,367     19,672  
Dividends and distributions payable
    3,343     3,331  
Acquired lease obligations, net
    10,351     11,612  
Deferred gain on property sale (preliminary)
    11,012      
   

 

 
Total liabilities
    342,547     358,407  
               
Minority interest
    13,618     12,117  
               
               
Stockholders’ Equity
             
Common stock ($0.01 par value, 200,000,000 shares authorized, 13,101,400 and 13,050,370 issued and outstanding at June 30, 2006 and December 31, 2005, respectively)
    131     131  
Additional paid-in capital
    120,067     119,643  
Distributions in excess of earnings
    (3,571 )   (15,912 )
Accumulated other comprehensive income
    2,936     1,099  
   

 

 
Total Stockholders’ Equity
    119,563     104,961  
   

 

 
Total Liabilities and Stockholders’ Equity
  $ 475,728   $ 475,485  
   

 

 

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FELDMAN MALL PROPERTIES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS – UNAUDITED

(Amounts in Thousands, Except Per Share Data)

    Three Months Ended   Six Months Ended  
   
 
 
    June 30,   June 30,  
   
 
 
    2006   2005   2006   2005  
   

 

 

 

 
Revenue:
                         
Rental
  $ 11,787   $ 6,630   $ 22,477   $ 12,580  
Tenant reimbursements
    6,326     3,764     11,665     6,952  
Management, leasing, and development services
    112     115     257     266  
Interest and other income
    265     343     769     626  
   

 

 

 

 
Total Revenue
    18,490     10,852     35,168     20,424  
   

 

 

 

 
Expenses:
                         
Rental property operating and maintenance
    5,701     3,336     11,225     6,384  
Real estate taxes
    2,518     1,351     4,570     2,516  
Interest (including amortization of deferred financing
costs)
    5,129     1,928     9,303     3,604  
Loss from early extinguishment of debt
    357         357      
Depreciation and amortization
    5,500     2,625     9,947     4,477  
General and administrative
    1,800     1,349     3,681     2,718  
   

 

 

 

 
Total Expenses
    21,005     10,589     39,083     19,699  
                           
Equity in loss of unconsolidated real estate partnership
    (139 )   (32 )   (284 )   (76 )
Gain on partial sale of real estate (preliminary)
    24,726         24,726      
   

 

 

 

 
Income before minority interest
    22,072     231     20,527     649  
Minority interest
    (2,393 )   (26 )   (2,226 )   (74 )
   

 

 

 

 
Net Income
  $ 19,679   $ 205   $ 18,301   $ 575  
   

 

 

 

 
                           
Basic earnings per share
  $ 1.54   $ 0.02   $ 1.43   $ 0.05  
   

 

 

 

 
Diluted earnings per share
  $ 1.34   $ 0.01   $ 1.25   $ 0.04  
   

 

 

 

 
                           
Basic weighted average common shares outstanding
    12,802     12,409     12,800     12,268  
   

 

 

 

 
                           
Diluted weighted average common shares and
common share equivalents outstanding
    14,693     14,148     14,684     13,934  
   

 

 

 

 
                           
Funds From Operations (FFO) Calculation:
                         
Net income
  $ 19,679   $ 205   $ 18,301   $ 575  
                           
Add:
                         
Depreciation and amortization
    5,500      2,625     9,947     4,477  
Joint venture FFO adjustment
    209     148     388     312  
Minority interest
    2,393     26     2,226     74  
Debt extinguishment related to partial sale
    357         357      
                           
Less:
                         
Gain on partial sale of real estate (preliminary)
    (24,726 )       (24,726 )    
Depreciation of non-real estate assets
    (46 )   (68 )   (88 )   (102 )
   

 

 

 

 
FFO, diluted
  $ 3,366   $ 2,936   $ 6,405   $ 5,336  
   

 

 

 

 
                           
FFO per share
  $ 0.23   $ 0.21   $ 0.44   $ 0.38  
   

 

 

 

 
                           
Ownership interests:
                         
Weighted average REIT common shares for basic
net income per share
    12,802     12,409     12,800     12,268  
Weighted average common stock equivalents and
partnership units
    1,891     1,739     1,884     1,666  
   

 

 

 

 
Weighted average shares and units outstanding
    14,693     14,148     14,684     13,934  
   

 

 

 

 

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FELDMAN MALL PROPERTIES, INC.

OPERATING STATISTICS

June 30, 2006

Property
(Ownership
Interest)
  Total
Square
Feet
  Rentable
Square
Feet
  Mall
Occupancy
  Annualized
Base
Rent
  Shop
Tenant
Square Feet
  Shop
Tenants
Percentage
Leased (A)
  Shop
Tenant
Base Rent
Per Leased
Sq. Ft.
 

 

 

 

 

 

 

 

 
Stratford Square (100%)
    1,300,000     629,000     90.9 % $ 6,257,695     485,000     58.8 % $ 28.70  
Colonie Center Mall (100%)
    1,200,000     668,000     92.9     8,159,191     336,000     73.7     27.05  
Tallahassee Mall (100%)
    1,081,000     1,081,000     96.1     7,266,065     204,000     78.8     22.70  
Northgate Mall (100%)
    1,100,000     577,000     93.0     7,720,567     315,000     76.2     24.10  
Golden Triangle Mall (100%)
    765,000     288,000     93.4     3,254,303     171,000     61.2     20.63  
Foothills Mall (30.6%)
    711,000     502,000     97.9     7,802,138     230,000     95.2     19.31  
Harrisburg Mall (25.0%)
    922,000     922,000     92.4     5,147,265     270,000     63.9     21.42  
   

 

 

 

 

 

 

 
Total/Weighted Avg.
    7,079,000     4,667,000     93.8 % $ 45,607,224     2,011,000     72.6 % $ 23.41  
   

 

 

 

 

 

 

 
(A) – Excludes temporary tenants

 

Lease
Expiration
Year
  Number of Expiring
Leases
  Expiring
Rentable
Area
  % of Total
Sq. Ft.
Expiring
  Expiring
Base
Rent
  Annualized
Base
Rent
  % of Total Base Rent   Expiring Base Rent Per Sq. Ft.  

 

 

 

 

 

 

 

 
2006
    38     94,206     2.7 % $ 199,169   $ 2,390,029     5.2 % $ 25.37  
2007
    78     328,163     9.5     411,122     4,933,470     10.8     15.03  
2008
    85     397,401     11.5     413,944     4,967,328     10.9     12.50  
2009
    59     145,170     4.2     281,333     3,375,990     7.4     23.26  
2010
    55     218,713     6.3     333,740     4,004,882     8.8     18.31  
2011
    52     234,101     6.8     392,080     4,704,957     10.3     20.10  
2012
    28     187,226     5.4     200,749     2,408,987     5.3     12.87  
2013
    36     305,465     8.8     309,967     3,719,599     8.2     12.18  
2014
    32     276,572     8.0     344,086     4,129,037     9.1     14.93  
2015
    49     1,274,219     36.8     914,412     10,972,945     24.0     8.61  
   

 

 

 

 

 

 

 
Total/Weighted Average
    512     3,461,236     100.0 % $ 3,800,602   $ 45,607,224     100.0 % $ 13.18  
   

 

 

 

 

 

 

 

Sales Per Square Foot
Trailing Twelve Months Ending

   
6/30/2006
 
3/31/2006
 
12/31/2005
 
9/30/2005
 
6/30/2005
 










Foothills Mall
  $ 305.16   $ 299.72   $ 298.08   $ 297.69   $ 272.00  
Harrisburg Mall
    242.71     241.76     241.72     244.50     243.00  
Stratford Square Mall
    272.09     267.03     266.00     266.00     271.00  
Colonie Center Mall
    295.62     295.49     295.09     296.88     248.00  
Northgate Mall
    287.80     288.80     296.08     301.90      
Tallahassee Mall
    325.44     326.86     329.07     319.60     328.00  










Total/Weighted Average
  $ 288.30   $ 286.61   $ 287.67   $ 287.76   $ 272.40  










Shop Occupancy with Temporary Tenants
Trailing Twelve Months Ending

    6/30/2006   3/31/2006   12/31/2005   9/30/2005   6/30/2005  










Foothills Mall
    95.2 %   96.5 %   97.5 %   98.2 %   99.0 %
Harrisburg Mall
    77.9     77.8     77.4     77.4     85.2  
Stratford Square Mall
    73.7     76.3     80.3     70.4     81.4  
Colonie Center Mall
    88.9     88.8     89.3     86.2     86.4  
Northgate Mall
    84.7     85.4     87.1     90.0      
Tallahassee Mall
    88.1     88.9     88.9     84.1     92.8  










Total/Weighted Average
    84.8 %   85.6 %   86.7 %   84.4 %   88.9 %










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