INDIANAPOLIS, Jan. 31, 2017 /PRNewswire/ -- Simon, a global leader in retail real estate, today reported results for the quarter and twelve months ended December 31, 2016.

Results for the Year[1]


    --  Net income attributable to common stockholders was $1.836 billion, or
        $5.87 per diluted share, as compared to $1.824 billion, or $5.88 per
        diluted share, in the prior year period. Results for 2016 include a
        charge of $136.8 million or $0.38 per diluted share related to the
        redemption of certain senior notes of Simon Property Group, L.P. The
        2015 results include a net gain of $166.2 million, or $0.46 per diluted
        share.
    --  Funds from Operations ("FFO") was $3.793 billion, or $10.49 per diluted
        share, as compared to $3.571 billion, or $9.86 per diluted share, in the
        prior year period, an increase of 6.4%. The 2016 results include the
        $0.38 per diluted share charge on the extinguishment of debt. The 2015
        results include a net $0.11 per diluted share charge ($0.33 charge
        related to the redemption of certain senior notes in 2015 net of $0.22
        of gain upon sale of marketable securities).
    --  Growth in comparable FFO per diluted share for the twelve months ended
        December 31, 2016 was 9.0%.

Results for the Quarter[1]


    --  Net income attributable to common stockholders was $394.4 million, or
        $1.26 per diluted share, as compared to $392.3 million, or $1.27 per
        diluted share, in the prior year period. Results for the fourth quarter
        of 2016 and 2015 each include a charge related to the redemption of
        senior notes of $0.38 and $0.33 per diluted share, respectively.
    --  FFO was $912.2 million, or $2.53 per diluted share, as compared to
        $866.5 million, or $2.40 per diluted share, in the prior year period, an
        increase of 5.4%. FFO in the fourth quarter of 2016 and 2015 includes
        the aforementioned charges on the extinguishment of debt.
    --  Growth in comparable FFO per diluted share for the three months ended
        December 31, 2016 was 6.6%.

[1] For a reconciliation of FFO and net income per diluted share on a comparable basis, please see Footnote J of the Footnotes to Unaudited Financial Information.

"I am pleased with our strong fourth quarter results, concluding another very successful and productive year for our company," said David Simon, Chairman and Chief Executive Officer. "In 2016, we opened three new centers, delivered four significant property transformations and completed several major financing transactions that reinforced our industry-leading balance sheet. We are also pleased to again announce an increase in our quarterly dividend to $1.75 per share, growth of 6.1% from last quarter and year-over-year increase of 9.4%."

U.S. Malls and Premium Outlets Operating Statistics


    --  Occupancy was 96.8% at December 31, 2016 compared to 96.1% at December
        31, 2015.
    --  Base minimum rent per square foot was $51.59 at December 31, 2016, an
        increase of 5.4% compared to the prior year period.
    --  Leasing spread per square foot for the trailing 12-months ended December
        31, 2016 was $7.82, an increase of 12.7%.

Portfolio Net Operating Income ("NOI") and Comparable Property NOI
Total portfolio NOI growth for the twelve months ended December 31, 2016 was 6.7% and was 5.6% for the three months ended December 31, 2016. Total portfolio NOI includes comparable property NOI, NOI from new development, redevelopment, expansion and acquisitions, NOI from international properties and our share of NOI from investments. Comparable property NOI growth for the twelve months ended December 31, 2016 was 3.6% and was 3.8% for the three months ended December 31, 2016.

Dividends
Today Simon's Board of Directors declared a quarterly common stock dividend of $1.75 per share. This is an increase of $0.10 from the previous quarter, and a year-over-year increase of 9.4%. The dividend will be payable on February 28, 2017 to stockholders of record on February 14, 2017.

Simon's Board of Directors also declared the quarterly dividend on its 8 3/8% Series J Cumulative Redeemable Preferred Stock (NYSE: SPGPrJ) of $1.046875 per share, payable on March 31, 2017 to stockholders of record on March 17, 2017.

Development Activity
During the fourth quarter, we opened two significant new development projects:


    --  On October 27(th), we opened Clarksburg Premium Outlets, in Clarksburg,
        Maryland, a 392,000 square foot center with more than 85 retailers
        featuring high-quality designer and name brands serving the greater
        Washington D.C. area. Simon owns a 66% interest in this center.
    --  On November 3(rd), we opened the 500,000 square foot retail component to
        Brickell City Centre in Miami, Florida. Simon owns a 25% interest in
        this center and leases and manages the center.

Construction continues on six other new development projects scheduled to open in 2017, including:


    --  The Shops at Clearfork (Fort Worth, Texas); scheduled to open in
        September. Simon owns a 45% interest in this project.
    --  Provence Designer Outlet (Miramas, France); scheduled to open in April.
        Simon owns a 90% interest in this project.
    --  Siheung Premium Outlets (Siheung (Seoul), South Korea); scheduled to
        open in May. Simon owns a 50% interest in this project.
    --  Genting Highlands Premium Outlets (Kuala Lumpur, Malaysia); scheduled to
        open in May. Simon owns a 50% interest in this project.
    --  Norfolk Premium Outlets (Norfolk, Virginia); scheduled to open in June.
        Simon owns a 65% interest in this project.
    --  Premium Outlet Collection Edmonton IA (Edmonton, Alberta, Canada);
        scheduled to open in October. Simon owns a 50% interest in this project.

Construction also continues on significant redevelopment and expansion projects including The Westchester, The Galleria in Houston, La Plaza Mall, The Shops at Riverside, Woodbury Common Premium Outlets, Allen Premium Outlets and Toronto Premium Outlets.

At quarter-end, redevelopment and expansion projects, including the addition of new anchors, were underway at 29 properties in the U.S., Canada and Europe. Simon's share of the costs of all new development and redevelopment projects under construction at quarter-end was approximately $1.6 billion.

Financing Activity
The Company was active in both the unsecured and secured credit markets in 2016 continuing to lower our effective borrowing costs and extend our maturity profile.

The Company completed three senior notes offerings, two in U.S. dollars and the other in Euros, totaling $3.8 billion (U.S. dollar equivalent), with a weighted average coupon rate of 2.86% and weighted average term of 11.4 years.

During the year, we retired five series of senior notes comprising approximately $1.9 billion at a weighted average coupon rate of 6.50%. The three new notes offerings had a weighted average coupon rate approximately 360 basis points lower than the notes that were retired during the year.

The Company also increased the availability under its supplemental revolving credit facility by $750 million during the year, resulting in $7.5 billion of total revolving credit capacity.

With regard to secured debt activity, we completed 27 mortgage loans totaling approximately $4.3 billion, (U.S. dollar equivalent), of which Simon's share is $3.0 billion. The weighted average interest rate and weighted average term on these loans is 3.67% and 9.4 years, respectively.

As of December 31, 2016, Simon had over $7.0 billion of liquidity consisting of cash on hand, including its share of joint venture cash, and available capacity under its revolving credit facilities.

Common Stock Repurchase Program
During the quarter ended December 31, 2016, the Company repurchased 1,409,197 shares of its common stock at an average price of $181.12 per share. Since the program's inception in April 2015, the Company has repurchased a total of 3,312,537 shares of its common stock at an average price of $180.59 per share.

2017 Guidance
The Company currently estimates net income to be within a range of $6.45 to $6.55 per diluted share for the year ending December 31, 2017 and that FFO will be within a range of $11.45 to $11.55 per diluted share.

The following table provides the reconciliation for the expected range of estimated net income available to common stockholders per diluted share to estimated FFO per diluted share:



    For the year ending December 31, 2017
    -------------------------------------

                                          Low        High

                                          End         End
                                          ---         ---

    Estimated net income available to
     common stockholders per diluted
     share                                     $6.45       $6.55

    Depreciation and amortization
     including Simon's share of
     unconsolidated entities                    5.00        5.00
                                                ----        ----


    Estimated FFO per diluted share           $11.45      $11.55
                                              ======      ======

Conference Call
Simon will hold a conference call to discuss the quarterly financial results today at 11:00 a.m. Eastern Time, Tuesday, January 31, 2017. A live webcast of the conference call will be accessible in listen-only mode at investors.simon.com. An audio replay of the conference call will be available until February 7, 2017. To access the audio replay, dial 1-855-859-2056 (international 404-537-3406) passcode 37060619.

Supplemental Materials and Website
Supplemental information on our fourth quarter 2016 performance is available at investors.simon.com. This information has also been furnished to the SEC in a current report on Form 8-K.

We routinely post important information online at our investor relations website, investors.simon.com. We use this website, press releases, SEC filings, quarterly conference calls, presentations and webcasts to disclose material, non-public information in accordance with Regulation FD. We encourage members of the investment community to monitor these distribution channels for material disclosures. Any information accessed through our website is not incorporated by reference into, and is not a part of, this document.

Non-GAAP Financial Measures
This press release includes FFO, FFO per share, comparable FFO per share, comparable earnings per share, portfolio net operating income growth and comparable property net operating income growth, which are financial performance measures not defined by generally accepted accounting principles in the United States ("GAAP"). Reconciliations of these non-GAAP financial measures to the most directly comparable GAAP measures are included in this press release and in Simon's supplemental information for the quarter. FFO and comparable property net operating income growth are financial performance measures widely used in the REIT industry. Our definitions of these non-GAAP measures may not be the same as similar measures reported by other REITs.

Forward-Looking Statements
Certain statements made in this press release may be deemed "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Although the Company believes the expectations reflected in any forward-looking statements are based on reasonable assumptions, the Company can give no assurance that its expectations will be attained, and it is possible that the Company's actual results may differ materially from those indicated by these forward-looking statements due to a variety of risks, uncertainties and other factors. Such factors include, but are not limited to: the Company's ability to meet debt service requirements, the availability and terms of financing, changes in the Company's credit rating or outlook, changes in market rates of interest and foreign exchange rates for foreign currencies, changes in value of investments in foreign entities, the ability to hedge interest rate and currency risk, risks associated with the acquisition, development, expansion, leasing and management of properties, general risks related to retail real estate, the liquidity of real estate investments, environmental liabilities, international, national, regional and local economic conditions, changes in market rental rates, security breaches that could compromise our information technology or infrastructure or personally identifiable data of customers of our retail properties, trends in the retail industry, relationships with anchor tenants, the inability to collect rent due to the bankruptcy or insolvency of tenants or otherwise, risks relating to joint venture properties, the intensely competitive market environment in the retail industry, costs of common area maintenance, risks related to international activities, including, without limitation, the impact of the United Kingdom's vote to leave the European Union, insurance costs and coverage, the loss of key management personnel, terrorist activities, changes in economic and market conditions and maintenance of our status as a real estate investment trust. The Company discusses these and other risks and uncertainties under the heading "Risk Factors" in its annual and quarterly periodic reports filed with the SEC. The Company may update that discussion in its periodic reports, but except as required by law, the Company undertakes no duty or obligation to update or revise these forward-looking statements, whether as a result of new information, future developments, or otherwise.

About Simon
Simon is a global leader in retail real estate ownership, management and development and an S&P100 company (Simon Property Group) (NYSE: SPG). Our industry-leading retail properties and investments across North America, Europe and Asia provide shopping experiences for millions of consumers every day and generate billions in annual retail sales. For more information, visit simon.com.




                                           Simon Property Group, Inc.

                                 Unaudited Consolidated Statements of Operations

                                (Dollars in thousands, except per share amounts)





                                                                   For the Three Months      For the Twelve Months

                                                                    Ended December 31,        Ended December 31,

                                                                         2016           2015           2016            2015
                                                                         ----           ----           ----            ----


    REVENUE:

    Minimum rent                                                     $874,937       $832,396     $3,358,498      $3,142,347

    Overage rent                                                       61,253         70,651        161,508         194,070

    Tenant reimbursements                                             377,941        367,921      1,494,804       1,445,623

    Management fees and other revenues                                 34,277         44,792        143,875         158,466

    Other income                                                       77,558         64,861        276,544         325,597

    Total revenue                                                   1,425,966      1,380,621      5,435,229       5,266,103
                                                                    ---------      ---------      ---------       ---------


    EXPENSES:

    Property operating                                                104,479        110,564        432,394         425,983

    Depreciation and amortization                                     336,717        304,325      1,252,673       1,177,568

    Real estate taxes                                                 110,374        105,321        439,030         432,840

    Repairs and maintenance                                            27,638         27,770         99,723         101,369

    Advertising and promotion                                          38,896         36,127        142,801         134,854

    (Recovery of) provision for credit
     losses                                                             (542)           463          7,319           6,635

    Home and regional office costs                                     37,867         42,362        158,406         154,816

    General and administrative                                         19,939         15,147         65,082          60,329

    Other                                                              50,097         28,812        116,973         102,836

    Total operating expenses                                          725,465        670,891      2,714,401       2,597,230
                                                                      -------        -------      ---------       ---------


    OPERATING INCOME                                                  700,501        709,730      2,720,828       2,668,873


    Interest expense                                                (209,508)     (230,896)     (857,554)      (923,697)

    Loss on extinguishment of debt                                  (136,777)     (120,953)     (136,777)      (120,953)


    Income and other taxes                                            (1,052)       (6,731)      (29,678)       (20,170)

    Income from unconsolidated
     entities                                                          94,344         81,517        353,334         284,806

    Gain upon acquisition of controlling interests and sale or
     disposal of assets


      and interests in unconsolidated
       entities, net                                                    8,094         27,250         84,553         250,516


    CONSOLIDATED NET INCOME                                           455,602        459,917      2,134,706       2,139,375


    Net income attributable to
     noncontrolling interests                                          60,337         66,786        295,810         311,655

    Preferred dividends                                                   834            834          3,337           3,337


    NET INCOME ATTRIBUTABLE TO COMMON
     STOCKHOLDERS                                                    $394,431       $392,297     $1,835,559      $1,824,383
                                                                     ========       ========     ==========      ==========



    BASIC AND DILUTED EARNINGS PER COMMON SHARE:

    Net income attributable to common
     stockholders                                                       $1.26          $1.27          $5.87           $5.88
                                                                        =====          =====          =====           =====





                                                Simon Property Group, Inc.

                                           Unaudited Consolidated Balance Sheets

                                       (Dollars in thousands, except share amounts)






                                                          December 31,              December 31,

                                                                              2016                      2015
                                                                              ----                      ----

    ASSETS:

    Investment properties,
     at cost                                                           $35,226,089               $33,463,124

    Less -accumulated
     depreciation                                                       10,865,754                 9,915,386

                                                                        24,360,335                23,547,738

    Cash and cash
     equivalents                                                           560,059                   701,134

    Tenant receivables and
     accrued revenue, net                                                  664,619                   624,605

    Investment in
     unconsolidated
     entities, at equity                                                 2,367,583                 2,481,574

    Investment in
     Klépierre, at equity                                                1,797,394                 1,943,363

    Deferred costs and
     other assets                                                        1,353,588                 1,266,768

        Total assets                                                   $31,103,578               $30,565,182
                                                                       ===========               ===========


    LIABILITIES:

    Mortgages and
     unsecured
     indebtedness                                                      $22,977,104               $22,416,682

    Accounts payable,
     accrued expenses,
     intangibles, and
     deferred revenues                                                   1,214,022                 1,323,801

    Cash distributions and
     losses in
     partnerships and
     joint ventures, at
     equity                                                              1,359,738                 1,368,544

    Other liabilities                                                      455,040                   214,249

        Total liabilities                                               26,005,904                25,323,276
                                                                        ----------                ----------


    Commitments and contingencies


    Limited partners' preferred interest in the Operating
     Partnership and noncontrolling

    redeemable interests
     in properties                                                         137,762                    25,537


    EQUITY:

    Stockholders' Equity

    Capital stock (850,000,000 total shares authorized,  $
     0.0001 par value, 238,000,000

      shares of excess common stock, 100,000,000 authorized shares
       of preferred stock):


    Series J 8 3/8% cumulative redeemable preferred stock,
     1,000,000 shares authorized,

      796,948 issued and
       outstanding with a
       liquidation value of
       $39,847                                                              43,405                    43,733


    Common stock, $ 0.0001 par value, 511,990,000 shares
     authorized, 319,823,322 and

      314,806,914 issued and
       outstanding,
       respectively                                                             32                        31


    Class B common stock, $ 0.0001 par value, 10,000 shares
     authorized, 8,000

      issued and outstanding                                                     -                        -


    Capital in excess of
     par value                                                           9,523,086                 9,384,450

    Accumulated deficit                                                (4,459,387)              (4,266,930)

    Accumulated other
     comprehensive loss                                                  (114,126)                (252,686)

    Common stock held in
     treasury, at cost,
     6,756,748 and
     5,394,345 shares,
     respectively                                                        (682,562)                (437,134)

        Total stockholders'
         equity                                                          4,310,448                 4,471,464

    Noncontrolling
     interests                                                             649,464                   744,905

        Total equity                                                     4,959,912                 5,216,369

        Total liabilities and
         equity                                                        $31,103,578               $30,565,182
                                                                       ===========               ===========



                                                  Simon Property Group, Inc.

                                       Unaudited Joint Venture Statements of Operations

                                                    (Dollars in thousands)





                                                                         For the Three Months Ended                 For the Twelve Months Ended
                                                                                December 31,                               December 31,

                                                                                  2016              2015                         2016               2015
                                                                                  ----              ----                         ----               ----


    REVENUE:

    Minimum rent                                                              $472,245          $475,967                   $1,823,674         $1,801,023

    Overage rent                                                                59,047            55,058                      200,638            191,249

    Tenant reimbursements                                                      216,160           201,959                      862,155            799,420

    Other income                                                                68,739            66,126                      237,782            236,726

    Total revenue                                                              816,191           799,110                    3,124,249          3,028,418


    OPERATING EXPENSES:

    Property operating                                                         136,284           132,270                      538,002            530,798

    Depreciation and amortization                                              154,045           159,358                      588,666            594,973

    Real estate taxes                                                           58,126            58,336                      239,917            231,154

    Repairs and maintenance                                                     20,350            19,921                       76,380             73,286

    Advertising and promotion                                                   26,766            21,288                       88,956             75,773

    Provision for credit losses                                                  2,162             1,217                        7,603              4,153

    Other                                                                       49,786            47,289                      183,435            169,504

    Total operating expenses                                                   447,519           439,679                    1,722,959          1,679,641
                                                                               -------           -------                    ---------          ---------


    OPERATING INCOME                                                           368,672           359,431                    1,401,290          1,348,777


    Interest expense                                                         (141,473)        (149,792)                   (585,958)         (593,187)

    Gain on sale or disposal of
     assets and interests in
     unconsolidated entities                                                         -           31,397                      101,051             67,176


    NET INCOME                                                                $227,199          $241,036                     $916,383           $822,766
                                                                              ========          ========                     ========           ========


    Third-Party Investors' Share
     of Net Income                                                            $115,353          $108,559                     $452,844           $405,456
                                                                              ========          ========                     ========           ========


    Our Share of Net Income                                                    111,846           132,477                      463,539            417,310

    Amortization of Excess
     Investment (A)                                                           (23,542)         (23,407)                    (94,213)          (94,828)

    Our Share of Gain on Sale or Disposal of Assets and Interests in

    Unconsolidated Entities, net                                                     -         (27,250)                    (22,636)          (43,589)

    Our Share of Gain on Sale or Disposal of Assets and Interests

    Included in Other Income in the
     Consolidated Financial
     Statements                                                                      -                -                    (36,153)                 -

    Income from Unconsolidated
     Entities (B)                                                              $88,304           $81,820                     $310,537           $278,893
                                                                               =======           =======                     ========           ========



    Note: The above financial presentation does not include any information related to our investments in Klépierre S.A.

              ("Klépierre") and HBS Global Properties ("HBS"). For additional information, see footnote B.



                                                  Simon Property Group, Inc.

                                            Unaudited Joint Venture Balance Sheets

                                                    (Dollars in thousands)





                                                                    December 31,           December 31,

                                                                                     2016                    2015
                                                                                     ----                    ----

    Assets:

    Investment properties, at cost                                            $17,549,078             $17,186,884

    Less - accumulated depreciation                                             5,892,960               5,780,261

                                                                               11,656,118              11,406,623

    Cash and cash equivalents                                                     778,455                 818,805

    Tenant receivables and accrued
     revenue, net                                                                 348,139                 354,133

    Deferred costs and other assets                                               351,098                 482,024

    Total assets                                                              $13,133,810             $13,061,585
                                                                              ===========             ===========


    Liabilities and Partners' Deficit:

    Mortgages                                                                 $14,237,576             $13,827,215

    Accounts payable, accrued expenses,
     intangibles, and deferred revenue                                            867,003                 985,159

    Other liabilities                                                             325,078                 468,005

    Total liabilities                                                          15,429,657              15,280,379


    Preferred units                                                                67,450                  67,450

    Partners' deficit                                                         (2,363,297)            (2,286,244)

    Total liabilities and partners'
     deficit                                                                  $13,133,810             $13,061,585
                                                                              ===========             ===========


    Our Share of:

    Partners' deficit                                                        $(1,018,755)             $(854,563)

    Add: Excess Investment (A)                                                  1,791,691               1,788,749

    Our net Investment in unconsolidated
     entities, at equity                                                         $772,936                $934,187
                                                                                 ========                ========



    Note: The above financial presentation does not include any information related to our
     investments in Klépierre and

              HBS Global Properties. For additional information, see footnote B.



                                                                                                                                                        Simon Property Group, Inc.

                                                                                                                                       Unaudited Reconciliation of Non-GAAP Financial Measures (C)

                                                                                                                                             (Amounts in thousands, except per share amounts)


    Reconciliation of Consolidated Net Income to FFO


                                                                                                                                                                             For the Three Months Ended            For the Twelve Months Ended

                                                                                                                                                                                    December 31,                          December 31,
                                                                                                                                                                                    ------------                          ------------

                                                                                                                                                                                                             2016                                 2015             2016              2015
                                                                                                                                                                                                             ----                                 ----             ----              ----


    Consolidated Net Income (D)                                                                                                                                                                      $455,602                             $459,917       $2,134,706        $2,139,375

    Adjustments to Arrive at FFO:


                                                             Depreciation and amortization from consolidated

                                                                  properties                                                                                                                              330,708                              299,346        1,236,476         1,160,916

                                                             Our share of depreciation and amortization from

                                                                  unconsolidated entities, including Klépierre and HBS         140,046                                                                     137,515                              527,976          533,330

                                                              Gain upon acquisition of controlling interests and sale or
                                                              disposal

                                                                  of assets and interests in unconsolidated entities, net (E)  (8,094)                                                                   (27,250)                            (80,154)       (250,516)

                                                              Net income attributable to noncontrolling interest holders
                                                              in

                                                                  properties                                                                                                                                (563)                               (845)         (7,218)          (2,984)

                                                              Noncontrolling interests portion of depreciation and
                                                              amortization                                                     (4,159)                                                                      (906)                            (13,583)         (3,632)

                                                             Preferred distributions and dividends                             (1,313)                                                                    (1,313)                             (5,252)         (5,252)
                                                             -------------------

    FFO of the Operating Partnership (G)                                                                                                                                                             $912,227                             $866,464       $3,792,951        $3,571,237
                                                                                                                                                                                                     ========                             ========       ==========        ==========



    Diluted net income per share to diluted FFO per share reconciliation:

    Diluted net income per share                                                                                                                                                                        $1.26                                $1.27            $5.87             $5.88

                                                             Depreciation and amortization from consolidated properties

                                                                  and our share of depreciation and amortization from
                                                                   unconsolidated

                                                                  entities, including Klépierre and HBS, net of noncontrolling

                                                                  interests portion of depreciation and amortization              1.29                                                                        1.20                                 4.84             4.67

                                                              Gain upon acquisition of controlling interests and sale or
                                                              disposal

                                                                  of assets and interests in unconsolidated entities, net (F)   (0.02)                                                                     (0.07)                              (0.22)          (0.69)

    Diluted FFO per share (H)                                                                                                                                                                           $2.53                                $2.40           $10.49             $9.86
                                                                                                                                                                                                        =====                                =====           ======             =====


    Details for per share calculations:


    FFO of the Operating Partnership (G)                                                                                                                                                             $912,227                             $866,464       $3,792,951        $3,571,237

    Diluted FFO allocable to unitholders                                                                                                                                                            (119,780)                           (124,266)       (512,361)        (514,044)
                                                                                                                                                                                                     --------                             --------         --------          --------

    Diluted FFO allocable to common stockholders (I)                                                                                                                                                 $792,447                             $742,198       $3,280,590        $3,057,193
                                                                                                                                                                                                     ========                             ========       ==========        ==========


    Basic and Diluted weighted average shares outstanding                                                                                                                                             313,685                              309,419          312,691           310,103

    Weighted average limited partnership units outstanding                                                                                                                                             47,502                               51,816           48,836            52,141


    Basic and Diluted weighted average shares and units outstanding                                                                                                                                   361,187                              361,235          361,527           362,244
                                                                                                                                                                                                      =======                              =======          =======           =======


    Basic and Diluted FFO per Share (H)                                                                                                                                                                 $2.53                                $2.40           $10.49             $9.86

        Percent Change                                                                                                                                                                                    5.4%                                                6.4%



                                                                           Simon Property Group, Inc.

                                                                  Footnotes to Unaudited Financial Information


    Notes:


    (A)       Excess investment represents the unamortized difference of our
              investment over equity in the underlying net assets of the related
              partnerships and joint ventures shown therein.  The Company
              generally amortizes excess investment over the life of the related
              properties.


    (B)       The Unaudited Joint Venture Statements of Operations do not include
              any operations or our share of net income or excess investment
              amortization related to our investments in Klépierre and HBS
              Global Properties.  Amounts included in Footnotes D below exclude
              our share of related activity for our investments in Klépierre and
              HBS Global Properties.  For further information on Klépierre,
              reference should be made to financial information in Klépierre's
              public filings and additional discussion and analysis in our Form
              10-K.


    (C)       This report contains measures of financial or operating performance
              that are not specifically defined by GAAP, including FFO, FFO per
              share, comparable FFO per share and comparable EPS.  FFO is a
              performance measure that is standard in the REIT business.  We
              believe FFO provides investors with additional information
              concerning our operating performance and a basis to compare our
              performance with those of other REITs.  We also use these measures
              internally to monitor the operating performance of our portfolio.
              Our computation of these non-GAAP measures may not be the same as
              similar measures reported by other REITs.


             We determine FFO based upon the definition set forth by the
              National Association of Real Estate Investment Trusts ("NAREIT").
              We determine FFO to be our share of consolidated net income
              computed in accordance with GAAP, excluding real estate related
              depreciation and amortization, excluding gains and losses from
              extraordinary items, excluding gains and losses from the sales or
              disposals of, or any impairment charges related to, previously
              depreciated retail operating properties, plus the allocable
              portion of FFO of unconsolidated joint ventures based upon
              economic ownership interest, and all determined on a consistent
              basis in accordance with GAAP.


             We have adopted NAREIT's clarification of the definition of FFO
              that requires it to include the effects of nonrecurring items not
              classified as extraordinary, cumulative effect of accounting
              changes, or a gain or loss resulting from the sale or disposal of,
              or any impairment charges relating to, previously depreciated
              retail operating properties. We include in FFO gains and losses
              realized from the sale of land, outlot buildings, marketable and
              non-marketable securities, and investment holdings of non-retail
              real estate. However, you should understand that FFO does not
              represent cash flow from operations as defined by GAAP, should not
              be considered as an alternative to net income determined in
              accordance with GAAP as a measure of operating performance, and is
              not an alternative to cash flows as a measure of liquidity.


    (D)      Includes our share of:


           -  Gains on land sales of $8.8 million and $1.5 million for the three
              months ended December 31, 2016 and 2015, respectively, and $14.0
              million and $6.1 million for the twelve months ended December 31,
              2016 and 2015, respectively.


           -  Straight-line adjustments increased minimum rent by $12.5 million
              and $17.5 million for the three months ended December 31, 2016 and
              2015, respectively, and $56.8 million and $65.7 million for the
              twelve months ended December 31, 2016 and 2015, respectively.


           -  Amortization of fair market value of leases from acquisitions
              increased income by $2.3 million and $7.2 million for the three
              months ended December 31, 2016 and 2015, respectively, and $9.6
              million and $17.2 million for the twelve months ended December 31,
              2016 and 2015, respectively.


           -  Debt premium amortization of $5.1 million and $4.5 million for the
              three months ended December 31, 2016 and 2015, respectively, and
              $19.0 million and $22.5 million for the twelve months ended
              December 31, 2016 and 2015, respectively.


    (E)       Gain upon acquisition of controlling interests and sale or disposal
              of assets and interests in unconsolidated entities for the three
              and twelve months ended December 31, 2016 was $8.1 million and
              $84.6 million, respectively. Noncontrolling interest portion of
              the gain for the three and twelve months ended December 31, 2016
              was $0.0 million and $4.4 million, respectively.


    (F)       Includes noncontrolling interests gain upon acquisition of
              controlling interests and sale or disposal of assets and interests
              in unconsolidated entities of $0.01 per share for the twelve
              months ended December 31, 2016.



    (G)       Includes FFO of the operating partnership related to a loss on the
              extinguishment of debt of $136.8 million for the three and twelve
              months ended December 31, 2016. Includes FFO of the operating
              partnership related to a loss on the extinguishment of debt of
              $121.0 million for the three and twelve months ended December 31,
              2015 and FFO related to the gain upon sale of marketable
              securities of $80.2 million for the twelve months ended December
              31, 2015.


    (H)       Includes Basic and Diluted FFO per share related to a loss on the
              extinguishment of debt of $0.38 for the three and twelve months
              ended December 31, 2016. Includes Basic and Diluted FFO per share
              related to a loss on the extinguishment of debt of $0.33 for the
              three and twelve months ended December 31, 2015 and FFO related to
              the gain upon sale of marketable securities of $0.22 for the
              twelve months ended December 31, 2015.


    (I)       Includes Diluted FFO allocable to common stockholders related to a
              loss on the extinguishment of debt of $118.3 million for the three
              and twelve months ended December 31, 2016. Includes Diluted FFO
              allocable to common stockholders related to a loss on the
              extinguishment of debt of $103.6 million for the three and twelve
              months ended December 31, 2015.


    (J)       Reconciliation of reported earnings per share to comparable
              earnings per share and FFO per share to comparable FFO per share:


                                                                                     THREE MONTHS                   TWELVE MONTHS

                                                                                         ENDED                          ENDED

                                                                                     DECEMBER 31,                   DECEMBER 31,
                                                                                     ------------                   ------------


                                                                                                 2016                            2015           2016        2015
                                                                                                 ----                            ----           ----        ----

              Reported
              earnings per
              share                                         $1.26                                $1.27                           $5.87          $5.88

              Less: Gain upon
              sale of marketable
              securities                         -                           -                                   -                     (0.22)

              Less: Non-cash
              gain on equity
              method investment                  -                           -                                   -                     (0.57)

              Add: Loss on
              extinguishment
              of debt                                        0.38                                 0.33                            0.38           0.33

              Comparable
              earnings per
              share                                         $1.64                                $1.60                           $6.25          $5.42
                                                            =====                                =====                           =====          =====

              Comparable
              earnings per
              share growth                                   2.5%                                                              15.3%



                                                                                     THREE MONTHS                   TWELVE MONTHS

                                                                                         ENDED                          ENDED

                                                                                     DECEMBER 31,                   DECEMBER 31,
                                                                                     ------------                   ------------


                                                                                                 2016                            2015           2016        2015
                                                                                                 ----                            ----           ----        ----

              Reported
              FFO per
              share                                                      $2.53                                $2.40                      $10.49       $9.86

              Less: Gain upon
              sale of marketable
              securities                         -                           -                                   -                     (0.22)

              Add: Loss on
              extinguishment
              of debt                                        0.38                                 0.33                            0.38           0.33

              Comparable FFO
              per share                                     $2.91                                $2.73                          $10.87          $9.97
                                                            =====                                =====                          ======          =====

              Comparable FFO
              per share
              growth                                         6.6%                                                               9.0%

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SOURCE Simon Property Group, Inc.