INDIANAPOLIS, July 27, 2016 /PRNewswire/ -- Simon, a global leader in retail real estate, today reported results for the quarter ended June 30, 2016.

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Results for the Quarter (1)


    --  Net income attributable to common stockholders was $455.4 million, or
        $1.45 per diluted share, as compared to $472.9 million, or $1.52 per
        diluted share, in the prior year period. Net income attributable to
        common stockholders in the prior year period included $80.2 million, or
        $0.22 per diluted share, related to a gain upon sale of marketable
        securities.
    --  Funds from Operations ("FFO") was $952.9 million, or $2.63 per diluted
        share, as compared to $955.4 million, or $2.63 per diluted share, in the
        prior year period. Funds from Operations in the prior year period
        included the aforementioned $0.22 per diluted share gain upon sale of
        marketable securities.
    --  Growth in comparable FFO per diluted share, which excludes the $0.22 per
        diluted share gain in the prior year period, was 9.1% for the three
        months ended June 30, 2016.

Results for the Six Months (1)


    --  Net income attributable to common stockholders was $936.4 million, or
        $3.01 per diluted share, as compared to $1.012 billion, or $3.26 per
        diluted share, in the prior year period. Net income attributable to
        common stockholders in the prior year period included a non-cash gain of
        $206.9 million, or $0.57 per diluted share, solely related to
        Klépierre's issuance of additional shares of its common stock to
        complete its acquisition of Corio N.V.
    --  Funds from Operations ("FFO") was $1.905 billion, or $5.27 per diluted
        share, as compared to $1.786 billion, or $4.92 per diluted share, in the
        prior year period, an increase of 7.1%.
    --  Growth in comparable FFO per diluted share for the six months ended June
        30, 2016 was 12.1%.

"This was an excellent quarter for Simon Property Group, with strong financial and operational performance, the opening of a new outlet center, the groundbreaking for our second Premium Outlet in Malaysia, and the acquisition of The Shops at Crystals, a highly productive center," said David Simon, Chairman and Chief Executive Officer. "Today, we raised our quarterly dividend and are once again increasing our full-year 2016 guidance."



    (1) For a reconciliation of FFO
     and net income per diluted
     share on a comparable basis,
     please see Footnote G of the
     Footnotes to Unaudited
     Reconciliation of Non-GAAP
     Financial Measures.

U.S. Malls and Premium Outlets Operating Statistics



                                             As of
                                           June 30,

                                         2016         2015
                                         ----         ----

    Occupancy (1)                       95.9%       96.1%

    Base Minimum Rent

           per sq. ft.(1)              $50.43       $48.07

    Releasing Spread

         per sq. ft. (1)(2)             $8.88       $10.87

    Total Sales per sq. ft. (3)          $607         $620


    (1) Represents mall stores in Malls and all owned square footage in Premium Outlets.

    (2) Same space measure that compares opening and closing rates on individual spaces leased during
        trailing 12-month period

    (3) Trailing 12-month sales per square foot for mall stores less than 10,000 square feet in Malls and
        stores less than 20,000 square feet in Premium Outlets for 2016.

Portfolio Net Operating Income ("NOI") and Comparable Property NOI
Total portfolio NOI growth for the three months ended June 30, 2016 was 7.4% and was 7.6% for the six months ended June 30, 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 three months ended June 30, 2016 was 3.2% and was 4.1% for the six months ended June 30, 2016.

Dividends
Today Simon's Board of Directors declared a quarterly common stock dividend of $1.65 per share. This is a 6.5% increase year-over-year. The dividend will be payable on August 31, 2016 to stockholders of record on August 17, 2016.

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 September 30, 2016 to stockholders of record on September 16, 2016.

Development Activity
During the quarter, we completed the transformation of Stanford Shopping Center in Palo Alto, California which included the relocation of Bloomingdale's into a new, 120,000 square foot store. The former Bloomingdale's store has been redeveloped into more than 130,000 square feet of new specialty retail shops and restaurants.

We also opened a 355,000 square foot outlet center in Columbus, Ohio on June 24, 2016. Simon owns 50% of this new center.

Construction continues on two new development projects scheduled to open in 2016:


    --  The 500,000 square foot retail component to Brickell City Centre in
        Miami, Florida scheduled to open in November of 2016. Simon owns a 25%
        interest in this project.
    --  Clarksburg Premium Outlets, a 392,000 square foot center in Clarksburg,
        Maryland scheduled to open in October of 2016. Simon owns a 66% interest
        in this project.

We started construction on two new development projects during the quarter. Norfolk Premium Outlets, a 332,000 square foot center in Norfolk, Virginia is scheduled to open in June of 2017. Simon owns a 65% interest in this project. We also started construction on Genting Highlands Premium Outlets, a 252,000 square foot center in Kuala Lumpur, Malaysia, scheduled to open in the second quarter of 2017. Simon owns a 50% interest in this project.

Construction also continues on four other new development projects scheduled to open in 2017, including The Shops at Clearfork (Fort Worth, Texas), Siheung Premium Outlets (Siheung (Seoul), South Korea), Premium Outlet Collection Edmonton IA (Edmonton, Alberta, Canada) and Provence Designer Outlet (Miramas, France).

During the second quarter, we started construction on significant redevelopment and expansion projects including a 221,000 square foot expansion at La Plaza Mall in McAllen, Texas that will include additional specialty stores, four junior anchors and an exciting dining plaza with a number of first-to-market restaurants.

Construction continues on other significant expansion projects including The Fashion Centre at Pentagon City, King of Prussia, The Galleria in Houston, and Woodbury Common Premium Outlets.

At quarter-end, redevelopment and expansion projects, including the addition of new anchors, were underway at 33 properties in the U.S. and Europe. Simon's share of the costs of all new development and redevelopment projects under construction at quarter-end was approximately $2.1 billion.

Acquisitions
In April 2016, we completed the acquisition of The Shops at Crystals in Las Vegas, Nevada in a 50:50 joint venture with Invesco Real Estate. Simon will lease and manage the center for the joint venture. The purchase price was approximately $1.1 billion.

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

During the quarter, the Company completed a Euro senior notes offering totaling EUR500 million with a 1.25% coupon rate and term of nine years.

During the first six months, we closed or locked rate on 14 new mortgage loans totaling approximately $2.5 billion, or the non-U.S. dollar equivalent thereof, of which Simon's share is $1.6 billion. The weighted average interest rate and term on these loans is 3.73% and 9.4 years, respectively. Included in these loans was a $550 million mortgage for The Shops at Crystals.

As of June 30, 2016, Simon had over $6.0 billion of liquidity consisting of cash on hand, including its share of joint venture cash, and available capacity under its revolving credit facilities.

2016 Guidance
The Company currently estimates net income to be within a range of $6.04 to $6.12 per diluted share for the year ending December 31, 2016 and that FFO will be within a range of $10.77 to $10.85 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, 2016
    -------------------------------------

                                                                    Low        High

                                                                    End        End
                                                                    ---        ---

    Estimated net income available to common stockholders

         per diluted share                                               $6.04        $6.12

    Depreciation and amortization including Simon's share

         of unconsolidated entities                                       4.80         4.80

    Gain upon acquisition of controlling interest, sale or disposal

         of assets and interests in unconsolidated entities, net        (0.07)      (0.07)
                                                                         -----        -----


    Estimated FFO per diluted share                                     $10.77       $10.85
                                                                        ======       ======

Conference Call
Simon will hold a conference call to discuss the quarterly financial results today at 9:00 a.m. Eastern Time, Wednesday, July 27, 2016. 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 August 3, 2016. To access the audio replay, dial 1-855-859-2056 (international 404-537-3406) passcode 36644312.

Supplemental Materials and Website
Supplemental information on our second 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 Six Months

                                                                                                                                       Ended June 30,              Ended June 30,

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


    REVENUE:

    Minimum rent                                                                                                                                $822,224   $768,138                 $1,640,760 $1,521,583

    Overage rent                                                                                                                      31,250       37,029     60,167       75,986

    Tenant reimbursements                                                                                                            367,062      364,309    738,676      704,479

    Management fees and other revenues                                                                                                34,478       40,027     67,878       75,106

    Other income                                                                                                                      60,366      139,607    144,614      188,191

    Total revenue                                                                                                                  1,315,380    1,349,110  2,652,095    2,565,345
                                                                                                                                   ---------    ---------  ---------    ---------


    EXPENSES:

    Property operating                                                                                                               104,756       99,841    207,817      199,598

    Depreciation and amortization                                                                                                    303,585      295,778    604,199      583,883

    Real estate taxes                                                                                                                107,505      106,487    216,929      213,374

    Repairs and maintenance                                                                                                           22,842       22,676     48,907       52,410

    Advertising and promotion                                                                                                         33,172       41,215     68,210       59,971

    Provision for credit losses                                                                                                        4,944        2,685      8,608        6,533

    Home and regional office costs                                                                                                    40,326       39,346     78,933       75,250

    General and administrative                                                                                                        15,125       15,345     29,989       30,344

    Other                                                                                                                             23,889       23,352     44,366       42,426

    Total operating expenses                                                                                                         656,144      646,725  1,307,958    1,263,789
                                                                                                                                     -------      -------  ---------    ---------


    OPERATING INCOME                                                                                                                 659,236      702,385  1,344,137    1,301,556


    Interest expense                                                                                                               (213,995)   (230,974)  (433,185)    (463,147)

    Income and other taxes                                                                                                           (7,115)     (3,420)  (22,301)     (9,781)

    Income from unconsolidated entities                                                                                               84,990       70,196    175,616      135,068

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


      and interests in unconsolidated entities, net                                                                                    4,209       16,339     26,897      223,266


    CONSOLIDATED NET INCOME                                                                                                          527,325      554,526  1,091,164    1,186,962


    Net income attributable to noncontrolling interests                                                                               71,102       80,748    153,111      173,215

    Preferred dividends                                                                                                                  834          834      1,669        1,669


    NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS                                                                                              $455,389   $472,944                   $936,384 $1,012,078
                                                                                                                                                ========   ========                   ======== ==========



    BASIC AND DILUTED EARNINGS PER COMMON SHARE:

    Net income attributable to common stockholders                                                                                                 $1.45      $1.52                      $3.01      $3.26
                                                                                                                                                   =====      =====                      =====      =====


                                                                                                     Simon Property Group, Inc.


                                                                                                Unaudited Consolidated Balance Sheets

                                                                                            (Dollars in thousands, except share amounts)


                                                                                                                                          June 30,   December 31,
                                                                                                                                          --------   ------------

                                                                                                                                                2016          2015
                                                                                                                                                ----          ----

    ASSETS:

         Investment properties at cost                                                                                                                $34,332,270  $33,463,124

         Less - accumulated depreciation                                                                                                  10,344,141     9,915,386

                                                                                                                                          23,988,129    23,547,738

         Cash and cash equivalents                                                                                                           884,281       701,134

         Tenant receivables and accrued revenue, net                                                                                         600,817       624,605

         Investment in unconsolidated entities, at equity                                                                                  2,690,821     2,481,574

         Investment in Klépierre, at equity                                                                                                1,878,751     1,943,363

         Deferred costs and other assets                                                                                                   1,336,984     1,266,768

           Total assets                                                                                                                               $31,379,783  $30,565,182
                                                                                                                                                      ===========  ===========


    LIABILITIES:

         Mortgages and unsecured indebtedness                                                                                                         $22,923,941  $22,416,682

         Accounts payable, accrued expenses, intangibles, and deferred revenues                                                            1,209,518     1,323,801

         Cash distributions and losses in partnerships and joint ventures, at equity                                                       1,402,230     1,368,544

         Other liabilities                                                                                                                   369,281       214,249

          Total liabilities                                                                                                               25,904,970    25,323,276
                                                                                                                                          ----------    ----------


    Commitments and contingencies


    Limited partners' preferred interest in the Operating Partnership and noncontrolling

         redeemable interests in properties                                                                                                  157,436        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                                                                  43,569        43,733


         Common stock, $ 0.0001 par value, 511,990,000 shares authorized, 319,570,466 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                                                                                                    9,465,862     9,384,450

         Accumulated deficit                                                                                                             (4,341,316)   (4,266,930)

         Accumulated other comprehensive loss                                                                                              (119,915)    (252,686)

         Common stock held in treasury at cost, 5,346,843 and 5,394,345 shares, respectively                                               (427,141)    (437,134)

          Total stockholders' equity                                                                                                       4,621,091     4,471,464

    Noncontrolling interests                                                                                                                 696,286       744,905

          Total equity                                                                                                                     5,317,377     5,216,369

          Total liabilities and equity                                                                                                                $31,379,783  $30,565,182
                                                                                                                                                      ===========  ===========


                                                                                                                    Simon Property Group, Inc.

                                                                                                         Unaudited Joint Venture Statements of Operations

                                                                                                                      (Dollars in thousands)





                                                                                                                                                          For the Three Months Ended    For the Six Months Ended
                                                                                                                                                                June 30,               June 30,

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


    REVENUE:

    Minimum rent                                                                                                                                                        $458,267      $443,485                   $897,114 $877,266

    Overage rent                                                                                                                                              46,903       41,342        96,527       92,522

    Tenant reimbursements                                                                                                                                    212,265      199,142       423,206      393,629

    Other income                                                                                                                                              54,806       61,545       113,486      115,539

    Total revenue                                                                                                                                            772,241      745,514     1,530,333    1,478,956


    OPERATING EXPENSES:

    Property operating                                                                                                                                       131,413      132,257       262,494      263,061

    Depreciation and amortization                                                                                                                            149,721      148,607       281,200      290,265

    Real estate taxes                                                                                                                                         59,429       56,477       120,938      115,051

    Repairs and maintenance                                                                                                                                   18,480       17,086        38,234       37,447

    Advertising and promotion                                                                                                                                 20,777       17,388        43,306       34,090

    Provision for credit losses                                                                                                                                2,885        1,296         5,574        3,149

    Other                                                                                                                                                     43,625       38,924        88,679       83,351

    Total operating expenses                                                                                                                                 426,330      412,035       840,425      826,414
                                                                                                                                                             -------      -------       -------      -------


    OPERATING INCOME                                                                                                                                         345,911      333,479       689,908      652,542


    Interest expense                                                                                                                                       (151,022)   (149,041)     (294,781)    (296,062)

    Gain on sale or disposal of assets and interests in unconsolidated entities                                                                                6,049       35,779        60,522       35,779


    NET INCOME                                                                                                                                                          $200,938      $220,217                   $455,649 $392,259
                                                                                                                                                                        ========      ========                   ======== ========


    Third-Party Investors' Share of Net Income                                                                                                                          $100,391      $112,763                   $219,200 $201,877
                                                                                                                                                                        ========      ========                   ======== ========


    Our Share of Net Income                                                                                                                                  100,547      107,454       236,449      190,382

    Amortization of Excess Investment (A)                                                                                                                   (25,558)    (24,387)     (48,770)    (48,541)

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

    Unconsolidated Entities, net                                                                                                                             (2,487)    (16,339)      (2,487)    (16,339)

    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)                                                                                                                              $72,502       $66,728                   $149,039 $125,502
                                                                                                                                                                         =======       =======                   ======== ========



    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)





                                                           June 30,     December 31,

                                                                 2016            2015
                                                                 ----            ----

    Assets:

    Investment properties, at cost                                       $17,928,316                 $17,186,884

    Less - accumulated depreciation                         5,915,080       5,780,261

                                                           12,013,236      11,406,623

    Cash and cash equivalents                                 745,868         818,805

    Tenant receivables and accrued
     revenue, net                                             331,377         354,133

    Deferred costs and other assets                           336,854         482,024

    Total assets                                                         $13,427,335                 $13,061,585
                                                                         ===========                 ===========


    Liabilities and Partners' Deficit:

    Mortgages                                                            $14,272,584                 $13,827,215

    Accounts payable, accrued expenses,
     intangibles, and deferred revenue                        759,250         985,159

    Other liabilities                                         441,536         468,005

    Total liabilities                                      15,473,370      15,280,379


    Preferred units                                            67,450          67,450

    Partners' deficit                                     (2,113,485)     (2,286,244)

    Total liabilities and partners'
     deficit                                                             $13,427,335                 $13,061,585
                                                                         ===========                 ===========


    Our Share of:

    Partners' deficit                                                     $(914,222)                 $(854,562)

    Add: Excess Investment (A)                              2,015,542       1,788,749

    Our net Investment in
     unconsolidated entities, at equity                                   $1,101,320                    $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 attached hereto.


                                                                                                            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 Six Months Ended

                                                                                                                                                        June 30,                            June 30,
                                                                                                                                                        --------                            --------

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


    Consolidated Net Income (D)                                                                                                                            $527,325                  $554,526                             $1,091,164 $1,186,962

    Adjustments to Arrive at FFO:




                   Depreciation and amortization from consolidated

                        properties                                                                                                                                      291,853     597,376                    576,080

                                                                                                                                               300,179



                   Our share of depreciation and amortization from

                                                                                                                                               134,893                     128,184     253,135                    252,068

                        unconsolidated entities, including Klépierre and HBS



                   Gain upon acquisition of controlling interests and sale or disposal

                                                                                                                                               (4,209)                   (16,339)   (26,897)                 (223,266)

                        of assets and interests in unconsolidated entities, net



                   Net income attributable to noncontrolling interest holders in

                                                                                                                                                                          (609)    (1,294)                   (1,298)

                        properties                                                                                                               (565)

                   Noncontrolling interests portion of depreciation and amortization                                                           (3,439)                      (946)    (6,155)                   (1,833)

                   Preferred distributions and dividends                                                                                       (1,313)                    (1,313)    (2,626)                   (2,626)
                                                                                                                                                ------                      ------      ------                     ------

    FFO of the Operating Partnership (E)                                                                                                                   $952,871                  $955,356                             $1,904,703 $1,786,087
                                                                                                                                                           ========                  ========                             ========== ==========



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

    Diluted net income per share                                                                                                                             1.45                     $1.52                                  $3.01      $3.26

                                                                                                                                                     $

                   Depreciation and amortization from consolidated properties

                        and our share of depreciation and amortization from unconsolidated

                        entities, including Klépierre and HBS, net of noncontrolling

                                                                                                                                                  1.19                        1.16        2.33                       2.28

                        interests portion of depreciation and amortization

                   Gain upon acquisition of controlling interests and sale or disposal

                        of assets and interests in unconsolidated entities, net                                                                 (0.01)                     (0.05)     (0.07)                    (0.62)
                                                                                                                                                 -----                       -----       -----                      -----

    Diluted FFO per share (F)                                                                                                                                2.63                     $2.63                                  $5.27      $4.92

                                                                                                                                                     $
                                                                                                                                                              ===


    Details for per share calculations:


    FFO of the Operating Partnership (E)                                                                                                                   $952,871                  $955,356                             $1,904,703 $1,786,087

    Diluted FFO allocable to unitholders                                                                                                     (127,386)                  (137,682)  (264,285)                 (257,987)
                                                                                                                                              --------                    --------    --------                   --------

    Diluted FFO allocable to common stockholders                                                                                                           $825,485                  $817,674                             $1,640,418 $1,528,100
                                                                                                                                                           ========                  ========                             ========== ==========


    Basic and Diluted weighted average shares outstanding                                                                                      313,399                     310,499     311,408                    310,799

    Weighted average limited partnership units outstanding                                                                                      48,363                      52,263      50,170                     52,472


    Basic and Diluted weighted average shares and units outstanding                                                                            361,762                     362,762     361,578                    363,271
                                                                                                                                               =======                     =======     =======                    =======


    Basic and Diluted FFO per Share (F)                                                                                                                       $2.63                     $2.63                                  $5.27      $4.92

        Percent Change                                                                                                                            0.0%                                  7.1%
        --------------                                                                                                                             ---                                    ---


                                                                                                    Simon Property Group, Inc.

                                                                               Footnotes to Unaudited Reconciliation of Non-GAAP Financial Measures


    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-Q.


    (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 $0.5 million and $3.6 million for the three months ended June 30, 2016 and 2015, respectively, and $2.1 million
              and $3.7
             million for the six months ended June 30, 2016 and 2015, respectively.


           - Straight-line adjustments increased minimum rent by $15.9 million and $16.8 million for the three months ended June 30, 2016 and 2015,
             respectively, and $31.0 million and $33.2 million for the six months ended June 30, 2016 and 2015, respectively.


           -  Amortization of fair market value of leases from acquisitions increased income by $2.2 million and $3.2 million for the three months
              ended June
                               30, 2016 and 2015, respectively, and $4.8 million and $6.6 million for the six months ended June 30, 2016 and 2015, respectively.


           -  Debt premium amortization of $3.8 million and $5.4 million for the three months ended June 30, 2016 and 2015, respectively, and $8.0
              million
             and $12.6 million for the six months ended June 30, 2016 and 2015, respectively.


    (E)       Includes FFO of the operating partnership related to the sale of marketable securities of $80.2 million for the three and six months
              ended June
                                                                                                                                                       30, 2015.


    (F)       Includes Basic and Diluted FFO per share related to the sale of marketable securities of $0.22 for the three and six months ended June
                   30,
                                                                                                                                                                2015.


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


                                                                                                                                              THREE MONTHS                                 SIX MONTHS

                                                                                                                                                 ENDED                                        ENDED

                                                                                                                                                JUNE 30,                                    JUNE 30,
                                                                                                                                                --------                                    --------


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

             Reported earnings per share                                                                             $1.45                                             $1.52                                  $3.01             $3.26

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

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

             Comparable earnings per share                                                                           $1.45                                             $1.30                                  $3.01             $2.47
                                                                                                                     =====                                             =====                                  =====             =====

              Comparable earnings per share
              growth                                                                             11.5%                                                                21.9%



                                                                                                                                   THREE MONTHS                                  SIX MONTHS

                                                                                                                                       ENDED                                       ENDED

                                                                                                                                     JUNE 30,                                     JUNE 30,
                                                                                                                                     --------                                     --------


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

             Reported FFO per share                                                                                               $2.63                                           $2.63                             $5.27             $4.92

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

             Comparable FFO per share                                                                                $2.63                                             $2.41                                  $5.27             $4.70
                                                                                                                     =====                                             =====                                  =====             =====

             Comparable FFO per share growth                                                      9.1%                                                                12.1%

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SOURCE Simon