SEC Filing | Macerich

THE MACERICH COMPANY

By: Scott W. Kingsmore

August 1, 2019

Date

/s/ Scott W. Kingsmore

Executive Vice President,

Chief Financial Officer

and Treasurer

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8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported) August 1, 2019

THE MACERICH COMPANY

(Exact Name of Registrant as Specified in Charter)

MARYLAND

1-12504

95-4448705

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

401 Wilshire Boulevard, Suite 700, Santa Monica, California 90401

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code (310) 394-6000

N/A

(Former Name or Former Address, if Changed Since Last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading symbol(s)

Name of each exchange

on which registered

Common stock of The Macerich Company, $0.01 par value per share

MAC

The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

ITEM 2.02

RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

The Company issued a press release on August 1, 2019 (the “Press Release”) announcing results of operations for the Company for the quarter ended June 30, 2019 and such Press Release is furnished as Exhibit 99.1 hereto.

On August 1, 2019, the Company made available on its website a financial supplement containing financial and operating information of the Company (“Supplemental Financial Information”) for the three and six months ended June 30, 2019 and such Supplemental Financial Information is furnished as Exhibit 99.2 hereto.

The Press Release and Supplemental Financial Information included as exhibits with this report are being furnished pursuant to Item 2.02 of Form 8-K and shall not be deemed to be “filed” with the SEC or incorporated by reference into any other filing with the SEC.

ITEM 7.01

REGULATION FD DISCLOSURE.

The Press Release and Supplemental Financial Information included as exhibits with this report are being furnished pursuant to Item 7.01 of Form 8-K and shall not be deemed to be “filed” with the SEC or incorporated by reference into any other filing with the SEC.

ITEM 9.01

FINANCIAL STATEMENTS AND EXHIBITS.

Listed below are the financial statements, pro forma financial information and exhibits furnished as part of this report:

(a), (b) and (c) Not applicable.

(d) Exhibits.

Exhibit Index attached hereto and incorporated herein by reference.

EXHIBIT INDEX


EXHIBIT NUMBER		NAME

99.1		Press Release dated August 1, 2019

99.2		Supplemental Financial Information for the three and six months ended June 30, 2019

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, The Macerich Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

EX-99.1

Exhibit 99.1

PRESS RELEASE

For:

THE MACERICH COMPANY

MACERICH ANNOUNCES QUARTERLY RESULTS

SANTA MONICA, CA, August 1, 2019. The Macerich Company (NYSE MAC) today announced results of operations for the quarter ended June 30, 2019, which included net income attributable to the Company of $15.7 million or $.11 per share-diluted for the quarter ended June 30, 2019 compared to net income attributable to the Company for the quarter ended June 30, 2018 of $7.8 million or $.05 per share-diluted. For the second quarter 2019, funds from operations (“FFO”)-diluted was $133.6 million or $.88 per share-diluted compared to $125.7 million or $.83 per share-diluted, for the quarter ended June 30, 2018. A description and reconciliation of earnings per share (“EPS”)-diluted to FFO per share-diluted is included within the financial tables accompanying this press release.

Results and Highlights

•

Mall tenant annual sales per square foot for the portfolio increased by 12.1% to $776 for the twelve months ended June 30, 2019 compared to $692 for the twelve months ended June 30, 2018.

•

Re-leasing spreads for the twelve months ended June 30, 2019 were up 9.4%.

•

Mall portfolio occupancy was 94.1% at June 30, 2019 compared to 94.3% at June 30, 2018.

•

Average rent per square foot increased to $61.17 at June 30, 2019, up 4.0% from $58.84 at June 30, 2018.

•

The Company completed $476 million of loan financing at an average interest rate of 4.19% netting $112 million of excess loan proceeds.

“We are very pleased by a good second quarter, which continued to show strong tenant sales growth. The leasing environment remains strong with total leasing volume up 29% year to date compared to 2018,” said the Company’s Chief Executive Officer, Tom O’Hern. “In addition, we are very excited to have recaptured former Sears boxes at some of our best centers, and to now be able to redevelop those boxes with more productive uses, which combined with the redevelopments at Scottsdale Fashion Square and Fashion District of Philadelphia will add significant enterprise value.”

Development/Redevelopment:

The Company is progressing toward substantial completion of its multi-dimensional redevelopment of Scottsdale Fashion Square. Industrious and Apple are open and thriving within the former Barneys location. Excellent leasing momentum continues within the newly renovated luxury wing, as prominent new luxury brands continue to be added to this distinctive area of the property. The fully-leased 80,000 square foot expansion is the only portion of the property still under development. The new high-end and lifestyle restaurants including Oceans 44, Nobu, Farmhouse, Toca Madera, Tocaya Organica and Zinque are expected to open during the balance of 2019 and into early 2020. Both Equinox and Caesars Republic are anticipated to open during the first half of 2021. Project costs are expected to be in the range of $140 to $160 million (or $70 to $80 million at the Company’s pro rata share). As a result of ownership’s capital investment, consumer traffic has increased nearly 7% through June 2019, and our expectations continue to be surpassed as we continue to add new and exciting brands throughout this marquis, flagship retail destination.

Redevelopment continues on Fashion District Philadelphia, a four-level retail hub in Center City spanning over 800,000 square feet across three city blocks in the heart of downtown Philadelphia. The property is owned

in a 50/50 joint venture with Pennsylvania REIT. Tenant construction is proceeding in preparation for store openings, which will initially commence in September 2019. The joint venture has signed leases or is in active lease negotiations with tenants for 90% of the leasable area. Noteworthy commitments include Century 21, Burlington, H&M, Nike, Forever 21, AMC Theaters, Round One, City Winery, Wonderspaces, Ulta, American Eagle/Aerie, Hollister, Columbia Sportswear, Guess Factory and Skechers.

Horizontal site work continues to be performed by the Carson Reclamation Authority on Los Angeles Premium Outlets in Carson, CA, a state-of-the-art Premium Outlet center, which we own in a 50/50 joint venture with Simon Property Group. This extremely well-located shopping destination fronting Interstate-405 will include approximately 400,000 square feet in its first phase, and is currently scheduled to open in fall 2021, followed by an additional approximately 165,000 square feet in its second phase.

Construction has commenced on the Company’s joint venture at One Westside. The entirety of this 584,000 square foot, Class A creative office campus in West Los Angeles will be occupied by Google. Estimated, remaining project costs for this coveted, well-located real estate are approximately $100 million at the Company’s 25% pro-rata share.

During the second quarter, the Company recaptured ten Sears locations through formal lease rejections and lease terminations. These ten locations include seven that are owned by the Company’s 50/50 joint venture with Seritage Growth Properties at Los Cerritos Center, Washington Square, Vintage Faire Mall, Chandler Fashion Center, Arrowhead Towne Center, Deptford Mall and South Plains Mall, and three that are wholly-owned by the Company at Wilton Mall, La Cumbre Mall and Towne Mall. The Company currently anticipates aggregate redevelopment investments at these locations of $250 to $300 million at the Company’s share over the next several years. Exciting, new tenants are expected to open at several projects in late 2020, and entitlements are underway at Washington Square and Los Cerritos Center for unique and transformative densification projects. For more details on the Company’s plans, refer to the Company’s most recent supplemental filing for the quarter ended June 30, 2019.

Financing Activity:

On June 3, 2019, the Company’s joint venture closed a $220 million, 10-year loan on San Tan Village in Gilbert, AZ with a fixed interest rate of 4.30%. This new loan repaid the existing $120 million loan securing the property, and the Company’s share of incremental loan proceeds was $85 million.

On June 27, 2019, the Company’s joint venture closed a $256 million, 5-year loan on Chandler Fashion Center in Chandler, AZ with a fixed interest rate of 4.10%. This new loan repaid the existing $200 million loan securing the property, and the Company’s share of incremental loan proceeds was $28 million.

The Company’s 50/50 joint venture in Tysons Tower (office) and Tysons Vita (multi-family) is engaged in financings on these two unencumbered properties totaling $190 million and $95 million, respectively. Both transactions are expected to close near the end of the third quarter of 2019.

Along with other loans either previously closed or pending, including a new construction loan on One Westside that is expected to close in the third quarter of 2019 and a refinance of the recently redeveloped Kings Plaza that is expected to close in the fourth quarter of 2019, the foregoing loan transactions are part of a financing plan for 2019 that we expect to exceed $2 billion (including our joint venture partners’ share). The 2019 financing plan is progressing extremely well, and is expected to generate excess loan proceeds exceeding $600 million (the Company’s pro-rata share).

2019 Earnings Guidance:

The Company is re-affirming its FFO per share-diluted guidance and is revising its previous estimate of EPS-diluted guidance to reflect its current expectation for 2019. A reconciliation of estimated EPS-diluted to FFO per share-diluted follows:


	2019 range
EPS-diluted	$	0.42 - $0.50
Plus: real estate depreciation and amortization		3.17 - 3.17
Plus: loss on sale or write-down of depreciable assets		0.09 - 0.09
Less: impact of financing expense in connection with ASC 606 (Chandler Freehold)		0.18 - 0.18

FFO per share-diluted	$	3.50 - $3.58

More details of the guidance assumptions are included in the Company’s Form 8-K supplemental financial information.

Macerich, an S&P 500 company, is a fully integrated, self-managed and self-administered real estate investment trust, which focuses on the acquisition, leasing, management, development and redevelopment of regional malls throughout the United States.

Macerich currently owns 51 million square feet of real estate consisting primarily of interests in 47 regional shopping centers. Macerich specializes in successful retail properties in many of the country’s most attractive, densely populated markets with significant presence in the West Coast, Arizona, Chicago, and the Metro New York to Washington, DC corridor. A recognized leader in sustainability, Macerich has earned Nareit’s prestigious “Leader in the Light” award every year from 2014-2018. For the fourth straight year in 2018 Macerich achieved the #1 GRESB ranking in the North American Retail Sector, among many other environmental accomplishments. Additional information about Macerich can be obtained from the Company’s website at www.macerich.com.

Investor Conference Call

The Company will provide an online Web simulcast and rebroadcast of its quarterly earnings conference call. The call will be available on The Macerich Company’s website at www.macerich.com (Investors Section). The call begins on August 1, 2019 at 10:00 AM Pacific Time. To listen to the call, please go to the website at least 15 minutes prior to the call in order to register and download audio software if needed. An online replay at www.macerich.com (Investors Section) will be available for one year after the call.

The Company will publish a supplemental financial information package which will be available at www.macerich.com in the Investors Section. It will also be furnished to the SEC as part of a Current Report on Form 8-K.

Note: This release contains statements that constitute forward-looking statements which can be identified by the use of words, such as “expects,” “anticipates,” “assumes,” “projects,” “estimated” and “scheduled” and similar expressions that do not relate to historical matters. Stockholders are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks, uncertainties and other factors that may cause actual results, performance or achievements of the Company to vary materially from those anticipated, expected or projected. Such factors include, among others, general industry, as well as national, regional and local economic and business conditions, which will, among other things, affect demand for retail space or retail goods, availability and creditworthiness of current and prospective tenants, anchor or tenant bankruptcies, closures, mergers or consolidations, lease rates, terms and payments, interest rate fluctuations, availability, terms and cost of financing and operating expenses; adverse changes in the real estate markets

including, among other things, competition from other companies, retail formats and technology, risks of real estate development and redevelopment, acquisitions and dispositions; the liquidity of real estate investments, governmental actions and initiatives (including legislative and regulatory changes); environmental and safety requirements; and terrorist activities or other acts of violence which could adversely affect all of the above factors. The reader is directed to the Company’s various filings with the Securities and Exchange Commission, including the Annual Report on Form 10-K for the year ended December 31, 2018, for a discussion of such risks and uncertainties, which discussion is incorporated herein by reference. The Company does not intend, and undertakes no obligation, to update any forward-looking information to reflect events or circumstances after the date of this release or to reflect the occurrence of unanticipated events unless required by law to do so.

(See attached tables)

THE MACERICH COMPANY

FINANCIAL HIGHLIGHTS

(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

Results of Operations:


	For the Three Months Ended June 30,						For the Six Months Ended June 30,
	Unaudited						Unaudited
	2019			2018			2019			2018
Revenues:
Leasing revenue (a)	$	211,022		$	217,014		$	422,030		$	435,126
Other income		7,831			7,035			13,165			15,115
Management Companies’ revenues		9,119			10,496			19,299			21,038

Total revenues		227,972			234,545			454,494			471,279

Expenses:
Shopping center and operating expenses		64,092			68,072			133,696			142,582
Management Companies’ operating expenses		15,692			18,274			34,706			53,263
Leasing expenses (a)		7,677			2,692			15,182			6,026
REIT general and administrative expenses		4,589			4,956			11,550			12,975
Costs related to shareholder activism		—			19,369			—			19,369
Depreciation and amortization		82,385			78,868			163,853			158,805
Interest expense (b)		37,109			38,915			75,466			91,550
Loss on extinguishment of debt		—			—			351			—

Total expenses		211,544			231,146			434,804			484,570

Equity in income of unconsolidated joint ventures		7,257			15,669			19,500			32,541
Income tax (expense) benefit		(679	)		(684	)		(1,025	)		2,265
Loss on sale or write down of assets, net		(9,059	)		(9,518	)		(15,375	)		(47,030	)

Net income (loss)		13,947			8,866			22,790			(25,515	)
Less net (loss) income attributable to noncontrolling interests		(1,787	)		1,050			(768	)		242

Net income (loss) attributable to the Company	$	15,734		$	7,816		$	23,558		($	25,757	)

Weighted average number of shares outstanding—basic		141,344			141,137			141,303			141,081

Weighted average shares outstanding, assuming full conversion of OP Units (c)		151,760			151,535			151,718			151,426

Weighted average shares outstanding—Funds From Operations (“FFO”)—diluted (c)		151,760			151,535			151,718			151,434

Earnings per share ("EPS")—basic	$	0.11		$	0.05		$	0.16		($	0.19	)

EPS—diluted	$	0.11		$	0.05		$	0.16		($	0.19	)

Dividend declared per share	$	0.75		$	0.74		$	1.50		$	1.48

FFO—basic (c) (d)	$	133,641		$	125,688		$	255,575		$	249,201

FFO—diluted (c) (d)	$	133,641		$	125,688		$	255,575		$	249,201

FFO—diluted, excluding loss on extinguishment of debt and costs related to shareholder activism (c) (d)	$	133,641		$	145,057		$	255,926		$	268,570

FFO per share—basic (c) (d)	$	0.88		$	0.83		$	1.68		$	1.65

FFO per share—diluted (c) (d)	$	0.88		$	0.83		$	1.68		$	1.65

FFO per share—diluted, excluding loss on extinguishment of debt and costs related to shareholder activism (c) (d)	$	0.88		$	0.96		$	1.69		$	1.77

THE MACERICH COMPANY

FINANCIAL HIGHLIGHTS

(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

(a)

In accordance with the adoption of ASC Topic 842, “Leases” (“ASC 842”) effective January 1, 2019, the Company is required to present all revenues related to its leases as a single line item. In addition, ASC 842 requires that the Company present lease revenues net of the Company’s provision for bad debts (See the Company’s Form 8-K supplemental financial information for further detail of the components of leasing revenue). For comparison purposes, the Company has reclassified minimum rents, percentage rents, tenant recoveries and the leasing portion of other revenues for the three and six months ended June 30, 2018. For the three and six months ended June 30, 2018, the Company’s provision for bad debts is included in shopping center and operating expenses.

In accordance with ASC 842, the Company has expensed all leasing costs that were not incremental and contingent to the execution of new leases or lease renewals. For comparison purposes, the Company has reclassified leasing expenses for the three and six months ended June 30, 2018 that were previously included in Management Companies’ operating expenses.

(b)

The Company accounts for its investment in the Chandler Fashion Center and Freehold Raceway Mall (“Chandler Freehold”) joint venture as a financing arrangement. As a result, the Company has included in interest expense (i) a credit of $17,257 and $31,521 to adjust for the change in the fair value of the financing arrangement obligation during the three and six months ended June 30, 2019, respectively; and a credit of $8,768 and $4,386 to adjust for the change in fair value of the financing arrangement obligation during the three and six months ended June 30, 2018, respectively, (ii) distributions of $1,982 and $3,879 to its partner representing the partner’s share of net income for the three and six months ended June 30, 2019, respectively; and $2,464 and $4,466 to its partner representing the partner’s share of net income for the three and six months ended June 30, 2018, respectively and (iii) distributions of $2,032 and $3,952 to its partner in excess of the partner’s share of net income for the three and six months ended June 30, 2019, respectively; and distributions of $1,411 and $3,049 to its partner in excess of the partner’s share of net income for the three and six months ended June 30, 2018, respectively.

(c)

The Macerich Partnership, L.P. (the “Operating Partnership” or the “OP”) has operating partnership units (“OP units”). OP units can be converted into shares of Company common stock. Conversion of the OP units not owned by the Company has been assumed for purposes of calculating FFO per share and the weighted average number of shares outstanding. The computation of average shares for FFO—diluted includes the effect of share and unit-based compensation plans, stock warrants and convertible senior notes using the treasury stock method. It also assumes conversion of MACWH, LP preferred and common units to the extent they are dilutive to the calculation.

(d)

The Company uses FFO in addition to net income to report its operating and financial results and considers FFO and FFO-diluted as supplemental measures for the real estate industry and a supplement to Generally Accepted Accounting Principles (“GAAP”) measures. The National Association of Real Estate Investment Trusts (“Nareit”) defines FFO as net income (loss) (computed in accordance with GAAP), excluding gains (or losses) from sales of properties, plus real estate related depreciation and amortization, impairment write-downs of real estate and write-downs of investments in an affiliate where the write-downs have been driven by a decrease in the value of real estate held by the affiliate and after adjustments for unconsolidated joint ventures. As a result of changes in accounting standards effective January 1, 2018 (ASC 606), the Company began treating its joint venture in Chandler Freehold as a financing arrangement for accounting purposes. In connection with this treatment, the Company recognizes financing expense on (i) the changes in fair value of the financing arrangement, (ii) any payments to such joint venture partner equal to their pro rata share of net income and (iii) any payments to such joint venture partner less than or in excess of their pro rata share of net income. The Company excludes from its definition of FFO the noted expenses related to the changes in fair value and for the payments to such joint venture partner less than or in excess of their pro rata share of net income. Although the Nareit definition of FFO predates this guidance for accounting

THE MACERICH COMPANY

FINANCIAL HIGHLIGHTS

(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

for financing arrangements, the Company believes that excluding the noted expenses resulting from the financing arrangement is consistent with the key objective of FFO as a performance measure and it allows the Company’s current FFO to be comparable with the Company’s FFO from prior quarters. Adjustments for unconsolidated joint ventures are calculated to reflect FFO on the same basis. The Company also presents FFO excluding extinguishment of debt and costs related to shareholder activism.

FFO and FFO on a diluted basis are useful to investors in comparing operating and financial results between periods. This is especially true since FFO excludes real estate depreciation and amortization, as the Company believes real estate values fluctuate based on market conditions rather than depreciating in value ratably on a straight-line basis over time. The Company believes that such a presentation also provides investors with a more meaningful measure of its operating results in comparison to the operating results of other real estate investment trusts (“REITs”). In addition, the Company believes that FFO excluding non-routine costs related to shareholder activism provides useful supplemental information regarding the Company’s performance as it shows a more meaningful and consistent comparison of the Company’s operating performance and allows investors to more easily compare the Company’s results. The Company believes that FFO on a diluted basis is a measure investors find most useful in measuring the dilutive impact of outstanding convertible securities.

The Company further believes that FFO does not represent cash flow from operations as defined by GAAP, should not be considered as an alternative to net income (loss) as defined by GAAP, and is not indicative of cash available to fund all cash flow needs. The Company also cautions that FFO as presented, may not be comparable to similarly titled measures reported by other REITs.

THE MACERICH COMPANY

FINANCIAL HIGHLIGHTS

(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

Reconciliation of net income (loss) attributable to the Company to FFO attributable to common stockholders and unit holders—basic and diluted, excluding loss on extinguishment of debt and costs related to shareholder activism (d):


	For the Three Months Ended June 30,						For the Six Months Ended June 30,
	Unaudited						Unaudited
	2019			2018			2019			2018
Net income (loss) attributable to the Company	$	15,734		$	7,816		$	23,558		($	25,757	)
Adjustments to reconcile net income (loss) attributable to the Company to FFO attributable to common stockholders and unit holders—basic and diluted:
Noncontrolling interests in the OP		1,147			562			1,724			(1,888	)
Loss on sale or write down of consolidated assets, net		9,059			9,518			15,375			47,030
Add: gain on undepreciated asset sales from consolidated assets		—			548			534			1,355
Noncontrolling interests share of (loss) gain on sale or write-down of consolidated joint ventures		(3,369	)		(10	)		(3,369	)		580
Loss (gain) on sale or write down of assets from unconsolidated joint ventures (pro rata), net		313			(203	)		384			(46	)
Add: gain (loss) on sales or write down of undepreciated assets from unconsolidated joint ventures (pro rata), net		—			307			—			(1,778	)
Depreciation and amortization on consolidated assets		82,385			78,868			163,853			158,805
Less depreciation and amortization allocable to noncontrolling interests in consolidated joint ventures		(3,676	)		(3,635	)		(7,321	)		(7,276	)
Depreciation and amortization on unconsolidated joint ventures (pro rata)		51,207			42,596			96,205			86,180
Less: depreciation on personal property		(3,934	)		(3,322	)		(7,799	)		(6,667	)
Financing expense in connection with the adoption of ASC 606 (Chandler Freehold)		(15,225	)		(7,357	)		(27,569	)		(1,337	)

FFO attributable to common stockholders and unit holders—basic and diluted		133,641			125,688			255,575			249,201
Loss on extinguishment of debt		—			—			351			—
Costs related to shareholder activism		—			19,369			—			19,369

FFO attributable to common stockholders and unit holders, excluding loss on extinguishment of debt and costs related to shareholder activism—diluted	$	133,641		$	145,057		$	255,926		$	268,570

THE MACERICH COMPANY

FINANCIAL HIGHLIGHTS

(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

Reconciliation of EPS to FFO per share—diluted (d):


	For the Three Months Ended June 30,						For the Six Months Ended June 30,
	Unaudited						Unaudited
	2019			2018			2019			2018
EPS—diluted	$	0.11		$	0.05		$	0.16		($	0.19	)
Per share impact of depreciation and amortization of real estate		0.83			0.76			1.61			1.53
Per share impact of loss on sale or write down of assets, net		0.04			0.07			0.09			0.31
Per share impact of financing expense in connection with the adoption of ASC 606 (Chandler Freehold)		(0.10	)		(0.05	)		(0.18	)		(0.01	)

FFO per share—diluted	$	0.88		$	0.83		$	1.68		$	1.64
Per share impact of loss on extinguishment of debt		—			—			0.01			—
Per share impact of costs related to shareholder activism		—			0.13			—			0.13

FFO per share—diluted, excluding loss on extinguishment of debt and costs related to shareholder activism	$	0.88		$	0.96		$	1.69		$	1.77

THE MACERICH COMPANY

FINANCIAL HIGHLIGHTS

(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

Reconciliation of Net income (loss) attributable to the Company to Adjusted EBITDA:


	For the Three Months Ended June 30,						For the Six Months Ended June 30,
	Unaudited						Unaudited
	2019			2018			2019			2018
Net income (loss) attributable to the Company	$	15,734		$	7,816		$	23,558		($	25,757	)
Interest expense—consolidated assets		37,109			38,915			75,466			91,550
Interest expense—unconsolidated joint ventures (pro rata)		26,368			28,227			53,422			53,660
Depreciation and amortization—consolidated assets		82,385			78,868			163,853			158,805
Depreciation and amortization—unconsolidated joint ventures (pro rata)		51,207			42,596			96,205			86,180
Noncontrolling interests in the OP		1,147			562			1,724			(1,888	)
Less: Interest expense and depreciation and amortization allocable to noncontrolling interests in consolidated joint ventures		(8,842	)		(9,232	)		(17,479	)		(18,013	)
Loss on extinguishment of debt		—			—			351			—
Loss on sale or write down of assets, net—consolidated assets		9,059			9,518			15,375			47,030
Loss (gain) on sale or write down of assets, net—unconsolidated joint ventures (pro rata)		313			(203	)		384			(46	)
Add: Noncontrolling interests share of (loss) gain on sale or write down of consolidated joint ventures, net		(3,369	)		(10	)		(3,369	)		580
Income tax expense (benefit)		679			684			1,025			(2,265	)
Distributions on preferred units		101			100			201			199

Adjusted EBITDA (e)	$	211,891		$	197,841		$	410,716		$	390,035

THE MACERICH COMPANY

FINANCIAL HIGHLIGHTS

(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

Reconciliation of Adjusted EBITDA to Net Operating Income (“NOI”) and to NOI—Same Centers:


	For the Three Months Ended June 30,						For the Six Months Ended June 30,
	Unaudited						Unaudited
	2019			2018			2019			2018
Adjusted EBITDA (e)	$	211,891		$	197,841		$	410,716		$	390,035
REIT general and administrative expenses		4,589			4,956			11,550			12,975
Costs related to shareholder activism		—			19,369			—			19,369
Management Companies’ revenues		(9,119	)		(10,496	)		(19,299	)		(21,038	)
Management Companies’ operating expenses		15,692			18,274			34,706			53,263
Leasing expenses, including joint ventures at pro rata		8,552			2,692			17,023			6,026
Straight-line and above/below market adjustments		(8,677	)		(8,668	)		(14,688	)		(16,840	)

NOI—All Centers		222,928			223,968			440,008			443,790
NOI of non-Same Centers		(7,592	)		(11,296	)		(15,021	)		(22,726	)

NOI—Same Centers (f)		215,336			212,672			424,987			421,064
Lease termination income of Same Centers		(3,247	)		(2,394	)		(3,905	)		(5,273	)

NOI—Same Centers, excluding lease termination income (f)	$	212,089		$	210,278		$	421,082		$	415,791

(e)

Adjusted EBITDA represents earnings before interest, income taxes, depreciation, amortization, noncontrolling interests in the OP, extraordinary items, loss (gain) on remeasurement, sale or write down of assets, loss (gain) on extinguishment of debt and preferred dividends and includes joint ventures at their pro rata share. Management considers Adjusted EBITDA to be an appropriate supplemental measure to net income because it helps investors understand the ability of the Company to incur and service debt and make capital expenditures. The Company believes that Adjusted EBITDA should not be construed as an alternative to operating income as an indicator of the Company’s operating performance, or to cash flows from operating activities (as determined in accordance with GAAP) or as a measure of liquidity. The Company also cautions that Adjusted EBITDA, as presented, may not be comparable to similarly titled measurements reported by other companies.

(f)

The Company presents Same Center NOI because the Company believes it is useful for investors to evaluate the operating performance of comparable centers. Same Center NOI is calculated using total Adjusted EBITDA and eliminating the impact of the management companies’ revenues and operating expenses, leasing expenses (including joint ventures at pro rata), the Company’s general and administrative expenses, costs related to shareholder activism and the straight-line and above/below market adjustments to minimum rents and subtracting out NOI from non-Same Centers.

EX-99.2

Exhibit 99.2

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Supplemental Financial Information

For the three and six months ended June 30, 2019

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The Macerich Company

Supplemental Financial and Operating Information

Table of Contents

All information included in this supplemental financial package is unaudited, unless otherwise indicated.


	Page No.
Corporate Overview		1-4
Overview		1-2
Capital Information and Market Capitalization		3
Changes in Total Common and Equivalent Shares/Units		4
Financial Data		5-11
Consolidated Statements of Operations (Unaudited)		5
Consolidated Balance Sheet (Unaudited)		6
Non-GAAP Pro Rata Financial Information (Unaudited)		7-9
2019 Guidance Range		10
Supplemental FFO Information		11
Capital Expenditures		12
Operational Data		13-27
Sales Per Square Foot		13
Sales Per Square Foot by Property Ranking		14-17
Occupancy		18
Average Base Rent Per Square Foot		19
Cost of Occupancy		20
Percentage of Net Operating Income by State		21
Property Listing		22-25
Joint Venture List		26-27
Debt Tables		28-30
Debt Summary		28
Outstanding Debt by Maturity Date		29-30
Development Pipeline		31-32
Corporate Information		33

This Supplemental Financial Information should be read in connection with the Company’s second quarter 2019 earnings announcement (included as Exhibit 99.1 of the Company’s Current Report on 8-K, event date August 1, 2019) as certain disclosures, definitions and reconciliations in such announcement have not been included in this Supplemental Financial Information.

The Macerich Company

Supplemental Financial and Operating Information

Overview

The Macerich Company (the “Company”) is involved in the acquisition, ownership, development, redevelopment, management and leasing of regional shopping centers located in the United States in many of the country’s most attractive, densely populated markets with significant presence on the West Coast, Arizona, Chicago and the Metro New York to Washington, DC corridor.

The Company is the sole general partner of, and owns a majority of the ownership interests in, The Macerich Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”).

As of June 30, 2019, the Operating Partnership owned or had an ownership interest in 51 million square feet of gross leasable area (“GLA”) consisting primarily of interests in 47 regional shopping centers and five community/power shopping centers. These 52 centers (which include any related office space) are referred to hereinafter as the “Centers”, unless the context requires otherwise.

A recognized leader in sustainability, Macerich has earned Nareit’s prestigious “Leader in the Light” award every year from 2014-2018. For the fourth straight year in 2018 Macerich achieved the #1 GRESB ranking in the North American Retail Sector, among many other environmental accomplishments.

The Company is a self-administered and self-managed real estate investment trust (“REIT”) and conducts all of its operations through the Operating Partnership and the Company’s management companies (collectively, the “Management Companies”).

All references to the Company in this Exhibit include the Company, those entities owned or controlled by the Company and predecessors of the Company, unless the context indicates otherwise.

The Company presents certain measures in this Exhibit on a pro rata basis which represents (i) the measure on a consolidated basis, minus the Company’s partners’ share of the measure from its consolidated joint ventures (calculated based upon the partners’ percentage ownership interest); plus (ii) the Company’s share of the measure from its unconsolidated joint ventures (calculated based upon the Company’s percentage ownership interest). Management believes that these measures provide useful information to investors regarding its financial condition and/or results of operations because they include the Company’s share of the applicable amount from unconsolidated joint ventures and exclude the Company’s partners’ share from consolidated joint ventures, in each case presented on the same basis. The Company has several significant joint ventures and the Company believes that presenting various measures in this manner can help investors better understand the Company’s financial condition and/or results of operations after taking into account its economic interest in these joint ventures. Management also uses these measures to evaluate regional property level performance and to make decisions about resource allocations. The Company’s economic interest (as distinct from its legal ownership interest) in certain of its joint ventures could fluctuate from time to time and may not wholly align with its legal ownership interests because of provisions in certain joint venture agreements regarding distributions of cash flow based on capital account balances, allocations of profits and losses, payments of preferred returns and control over major decisions. Additionally, the Company does not control its unconsolidated joint ventures and the presentation of certain items, such as assets, liabilities, revenues and expenses, from these unconsolidated joint ventures does not represent the Company’s legal claim to such items.

This document contains information constituting forward-looking statements and includes expectations regarding the Company’s future operational results as well as development, redevelopment and expansion activities. Stockholders are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks, uncertainties and other factors that may cause actual results, performance or achievements of the Company to vary materially from those anticipated, expected or projected. Such factors

include, among others, general industry, economic and business conditions, which will, among other things, affect demand for retail space or retail goods, availability and creditworthiness of current and prospective tenants, anchor or tenant bankruptcies, closures, mergers or consolidations, lease rates, terms and payments, interest rate fluctuations, availability, terms and cost of financing, operating expenses, and competition; adverse changes in the real estate markets, including the liquidity of real estate investments; and risks of real estate development, redevelopment, and expansion, including availability, terms and cost of financing, construction delays, environmental and safety requirements, budget overruns, sunk costs and lease-up; the inability to obtain, or delays in obtaining, all necessary zoning, land-use, building, and occupancy and other required governmental permits and authorizations; and governmental actions and initiatives (including legislative and regulatory changes) as well as terrorist activities or other acts of violence which could adversely affect all of the above factors. Furthermore, occupancy rates and rents at a newly completed property may not be sufficient to make the property profitable. The reader is directed to the Company’s various filings with the Securities and Exchange Commission, including the Annual Report on Form 10-K for the year ended December 31, 2018, for a discussion of such risks and uncertainties, which discussion is incorporated herein by reference. The Company does not intend, and undertakes no obligation, to update any forward-looking information to reflect events or circumstances after the date of this document or to reflect the occurrence of unanticipated events unless required by law to do so.

The Macerich Company

Supplemental Financial and Operating Information (unaudited)

Capital Information and Market Capitalization


	Period Ended
	6/30/2019			12/31/2018			12/31/2017
	dollars in thousands, except per share data
Closing common stock price per share	$	33.49		$	43.28		$	65.68
52 week high	$	60.95		$	69.73		$	73.34
52 week low	$	32.04		$	40.90		$	52.12
Shares outstanding at end of period
Class A non-participating convertible preferred units		90,619			90,619			90,619
Common shares and partnership units		151,780,084			151,655,147			151,253,557

Total common and equivalent shares/units outstanding		151,870,703			151,745,766			151,344,176

Portfolio capitalization data
Total portfolio debt, including joint ventures at pro rata	$	7,934,465		$	7,850,669		$	7,692,719
Equity market capitalization		5,086,150			6,567,557			9,940,285

Total market capitalization	$	13,020,615		$	14,418,226		$	17,633,004

Debt as a percentage of total market capitalization		60.9	%		54.5	%		43.6	%

Portfolio Capitalization at June 30, 2019

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The Macerich Company

Supplemental Financial and Operating Information (unaudited)

Changes in Total Common and Equivalent Shares/Units


	Partnership Units			Company Common Shares		Class A Non-Participating Convertible Preferred Units		Total Common and Equivalent Shares/ Units
Balance as of December 31, 2018		10,433,435			141,221,712		90,619		151,745,766
Conversion of partnership units to cash		(590	)		—		—		(590	)
Conversion of partnership units to common shares		(21,000	)		21,000		—		—
Issuance of stock/partnership units from restricted stock issuance or other share or unit-based plans		3,407			90,074		—		93,481

Balance as of March 31, 2019		10,415,252			141,332,786		90,619		151,838,657

Conversion of partnership units to cash		(244	)		—		—		(244	)
Conversion of partnership units to common shares		—			—		—		—
Issuance of stock/partnership units from restricted stock issuance or other share or unit-based plans		508			31,782		—		32,290

Balance as of June 30, 2019		10,415,516			141,364,568		90,619		151,870,703

The Macerich Company

Consolidated Statements of Operations (Unaudited)

(Dollars in thousands)


	For the Three Months Ended June 30, 2019			For the Six Months Ended June 30, 2019
Revenues:
Leasing revenue	$	211,022		$	422,030
Other income		7,831			13,165
Management Companies’ revenues		9,119			19,299

Total revenues		227,972			454,494

Expenses:
Shopping center and operating expenses		64,092			133,696
Management Companies’ operating expenses		15,692			34,706
Leasing expenses		7,677			15,182
REIT general and administrative expenses		4,589			11,550
Depreciation and amortization		82,385			163,853
Interest expense		37,109			75,466
Loss on extinguishment of debt		—			351

Total expenses		211,544			434,804
Equity in income of unconsolidated joint ventures		7,257			19,500
Income tax expense		(679	)		(1,025	)
Loss on sale or write down of assets, net		(9,059	)		(15,375	)

Net income		13,947			22,790
Less net loss attributable to noncontrolling interests		(1,787	)		(768	)

Net income attributable to the Company	$	15,734		$	23,558

The Macerich Company

Consolidated Balance Sheet (Unaudited)

As of June 30, 2019

(Dollars in thousands)


ASSETS:
Property, net (a)	$	6,689,545
Cash and cash equivalents		104,880
Restricted cash		43,548
Tenant and other receivables, net		124,051
Right-of-use assets, net		153,156
Deferred charges and other assets, net		300,143
Due from affiliates		11,005
Investments in unconsolidated joint ventures		1,517,771

Total assets	$	8,944,099


LIABILITIES AND EQUITY:
Mortgage notes payable	$	4,305,028
Bank and other notes payable		809,356
Accounts payable and accrued expenses		52,894
Lease liabilities		119,785
Other accrued liabilities		253,221
Distributions in excess of investments in unconsolidated joint ventures		115,426
Financing arrangement obligation		319,019

Total liabilities		5,974,729

Commitments and contingencies
Equity:
Stockholders’ equity:
Common stock		1,413
Additional paid-in capital		4,578,620
Accumulated deficit		(1,805,097	)
Accumulated other comprehensive loss		(10,792	)

Total stockholders’ equity		2,764,144
Noncontrolling interests		205,226

Total equity		2,969,370

Total liabilities and equity	$	8,944,099

(a)	Includes construction in progress of $189,264.

The Macerich Company

Non-GAAP Pro Rata Financial Information (Unaudited)

(Dollars in thousands)


	For the Three Months Ended June 30, 2019						For the Six Months Ended June 30, 2019
	Noncontrolling Interests of Consolidated Joint Ventures (a)			Company’s Share of Unconsolidated Joint Ventures			Noncontrolling Interests of Consolidated Joint Ventures (a)			Company’s Share of Unconsolidated Joint Ventures
Revenues:
Leasing revenue	$	(12,757	)	$	113,268		$	(25,634	)	$	227,009
Other income		(79	)		7,068			(212	)		13,847

Total revenues		(12,836	)		120,336			(25,846	)		240,856

Expenses:
Shopping center and operating expenses		(3,367	)		34,124			(7,117	)		69,131
Leasing expenses		(192	)		1,067			(373	)		2,214
Depreciation and amortization		(3,676	)		51,207			(7,321	)		96,205
Interest expense		(5,166	)		26,368			(10,158	)		53,422

Total expenses		(12,401	)		112,766			(24,969	)		220,972
Equity in income of unconsolidated joint ventures		—			(7,257	)		—			(19,500	)
Loss on sale or write down of assets, net		3,369			(313	)		3,369			(384	)

Net loss		2,934			—			2,492			—
Less net loss attributable to noncontrolling interests		2,934			—			2,492			—

Net loss attributable to the Company	$	—		$	—		$	—		$	—

(a)	Represents the Company’s partners’ share of consolidated joint ventures.

The Macerich Company

Non-GAAP Pro Rata Financial Information (Unaudited)

(Dollars in thousands)


	As of June 30, 2019
	Noncontrolling Interests of Consolidated Joint Ventures (a)			Company’s Share of Unconsolidated Joint Ventures
ASSETS:
Property, net (b)	$	(341,914	)	$	4,466,589
Cash and cash equivalents		(9,578	)		92,500
Restricted cash		(118	)		7,840
Tenant and other receivables, net		(5,228	)		59,099
Right-of-use assets, net		(765	)		48,726
Deferred charges and other assets, net		(3,333	)		151,893
Due from affiliates		236			(3,396	)
Investments in unconsolidated joint ventures, at equity		—			(1,517,771	)

Total assets	$	(360,700	)	$	3,305,480


LIABILITIES AND EQUITY:
Mortgage notes payable	$	(359,001	)	$	2,996,627
Bank and other notes payable		(1,625	)		184,080
Accounts payable and accrued expenses		(1,727	)		60,182
Lease liabilities		(765	)		48,009
Other accrued liabilities		(8,199	)		132,008
Distributions in excess of investments in unconsolidated joint ventures		—			(115,426	)
Financing arrangement obligation		(319,019	)		—

Total liabilities		(690,336	)		3,305,480

Equity:
Stockholders’ equity		331,286			—
Noncontrolling interests		(1,650	)		—

Total equity		329,636			—

Total liabilities and equity	$	(360,700	)	$	3,305,480

(a)	Represents the Company’s partners’ share of consolidated joint ventures.

(b)	This includes $7,068 of construction in progress relating to the Company’s partners’ share from consolidated joint ventures and $308,614 of construction in progress relating to the Company’s share from unconsolidated joint ventures.

The Macerich Company

Non-GAAP Pro Rata Schedule of Leasing Revenue (Unaudited)

(Dollars in thousands)


	For the Three Months Ended June 30, 2019
	Consolidated			Non- Controlling Interests (a)			Company's Consolidated Share			Company's Share of Unconsolidated Joint Ventures			Company's Total Share
Revenues:
Minimum rents	$	142,720		$	(8,381	)	$	134,339		$	81,134		$	215,473
Percentage rents		2,322			(44	)		2,278			851			3,129
Tenant recoveries		61,716			(3,998	)		57,718			30,040			87,758
Other		6,271			(557	)		5,714			2,227			7,941
Less: Bad debt expense		(2,007	)		223			(1,784	)		(984	)		(2,768	)

Total leasing revenue	$	211,022		$	(12,757	)	$	198,265		$	113,268		$	311,533


	For the Six Months Ended June 30, 2019
	Consolidated			Non- Controlling Interests (a)			Company's Consolidated Share			Company's Share of Unconsolidated Joint Ventures			Company's Total Share
Revenues:
Minimum rents	$	283,761		$	(16,680	)	$	267,081		$	162,026		$	429,107
Percentage rents		4,448			(107	)		4,341			2,322			6,663
Tenant recoveries		125,925			(8,169	)		117,756			59,893			177,649
Other		11,729			(919	)		10,810			4,370			15,180
Less: Bad debt expense		(3,833	)		241			(3,592	)		(1,602	)		(5,194	)

Total leasing revenue	$	422,030		$	(25,634	)	$	396,396		$	227,009		$	623,405

(a) Represents the Company's partners' share of consolidated joint ventures.

The Macerich Company

2019 Guidance Range (Unaudited)


	Year 2019 Guidance
Earnings per share—diluted		$0.42 - $0.50
Plus: real estate depreciation and amortization		$3.17 - $3.17
Plus: loss on sale or write-down of depreciable assets		$0.09 - $0.09
Less: Impact of financing expense in connection with ASC 606 (Chandler Freehold)		$0.18 - $0.18

FFO per share—diluted		$3.50 - $3.58


*Underlying Assumptions to 2019 Guidance*
Cash Same Center Net Operating Income (“NOI”) Growth(a)
Excluding lease termination income		0.5% - 1.0%



	Year 2019 ($ millions)(b)		Year 2019 FFO / Share Impact
Lease termination income		$12	$0.08
Capitalized interest		$30	$0.20
Bad debt expense		($8)	($0.05)
Dilutive impact on 2019 of assets sold in 2018		($4)	($0.03)
Straight-line rental income		$17	$0.11
Amortization of acquired above and below-market leases (net-revenue)		$10	$0.07
Leasing expenses(c)		$36	$0.24
Interest expense(d)		$295

(a)	Excludes non-cash items of straight-line and above/below market adjustments to minimum rents.

(b)	All joint venture amounts included at pro rata.

(c)

In conjunction with the adoption of the new lease accounting standard, ASC 842, Leases (“ASC 842”), the Company estimates it will incur uncapitalized leasing expenses in 2019 of approximately $36 million. The Company incurred approximately $13 million of uncapitalized leasing expenses in 2018 prior to adoption of ASC 842. Therefore, the incremental impact of adopting ASC 842 is estimated at approximately $23 million.

(d)	This amount represents the Company’s pro rata share of interest expense, excluding any financing expense in accordance with ASC 606 (Chandler Freehold).

The Macerich Company

Supplemental Financial and Operating Information (unaudited)

Supplemental FFO Information(a)


	As of June 30,
	2019			2018
	dollars in millions
Straight-line rent receivable	$	118.1		$	104.2

	For the Three Months Ended June 30,						For the Six Months Ended June 30,
	2019			2018			2019			2018
	dollars in millions
Lease termination income	$	3.2		$	2.4		$	3.9		$	5.4
Straight-line rental income	$	2.4		$	4.4		$	6.0		$	8.6
Business development and parking income (b)	$	15.2		$	14.0		$	28.5		$	27.6
Gain (loss) on sales or write down of undepreciated assets	$	—		$	0.9		$	0.5		$	(0.4	)
Amortization of acquired above and below-market leases (net revenue)	$	6.3		$	4.2		$	8.7		$	8.2
Amortization of debt premiums	$	0.2		$	0.2		$	0.4		$	0.4
Bad debt expense (c)	$	2.8		$	1.9		$	5.2		$	3.6
Leasing expenses	$	8.5		$	2.7		$	17.0		$	6.0
Interest capitalized	$	7.1		$	7.2		$	14.0		$	13.9

Chandler Freehold financing arrangement (d):
Distributions equal to partners’ share of net income	$	2.0		$	2.5		$	3.9		$	4.5
Distributions in excess of partners’ share of net income (e)		2.0			1.4			3.9			3.0
Fair value adjustment (e)		(17.2	)		(8.8	)		(31.5	)		(4.4	)

Total interest (income) expense (d)	$	(13.2	)	$	(4.9	)	$	(23.7	)	$	3.1

(a)	All joint venture amounts included at pro rata.

(b)	Included in leasing revenue and other income.

(c)	Included in leasing revenue for the three and six months ended June 30, 2019 and included in shopping center and operating expenses for the three and six months ended June 30, 2018.

(d)	Included in interest expense.

(e)	The Company excludes from its definition of FFO the expenses related to changes in fair value of the financing arrangement and the payments to such joint venture partner less than or in excess of their pro rata share of net income.

The Macerich Company

Supplemental Financial and Operating Information (unaudited)

Capital Expenditures(a)


	For the Six Months Ended				Year Ended 12/31/18		Year Ended 12/31/17
	6/30/2019		6/30/2018		Year Ended 12/31/18		Year Ended 12/31/17
	dollars in millions
Consolidated Centers
Acquisitions of property, building improvement and equipment	$	17.4	$	17.5	$	53.4	$	38.2
Development, redevelopment, expansions and renovations of Centers		45.2		82.3		173.3		152.1
Tenant allowances		8.3		6.6		12.6		11.5
Deferred leasing charges		1.8		9.3		17.3		26.5

Total	$	72.7	$	115.7	$	256.6	$	228.3

Unconsolidated Joint Venture Centers
Acquisitions of property, building improvement and equipment	$	4.7	$	4.5	$	15.7	$	16.0
Development, redevelopment, expansions and renovations of Centers		84.0		59.7		145.9		121.8
Tenant allowances		4.1		4.1		8.7		6.8
Deferred leasing charges		1.6		4.9		10.9		6.2

Total	$	94.4	$	73.2	$	181.2	$	150.8

(a)	All joint venture amounts at pro rata.

The Macerich Company

Supplemental Financial and Operating Information (unaudited)

Regional Shopping Center Portfolio

Sales Per Square Foot(a)


	Consolidated Centers		Unconsolidated Joint Venture Centers		Total Centers
06/30/2019	$	632	$	964	$	776
06/30/2018	$	601	$	818	$	692
12/31/2018	$	612	$	882	$	726
12/31/2017	$	584	$	765	$	660

(a)

Sales are based on reports by retailers leasing mall and freestanding stores for the trailing 12 months for tenants that have occupied such stores for a minimum of 12 months. Sales per square foot are based on tenants 10,000 square feet and under for regional shopping centers. Sales per square foot exclude Centers under development and redevelopment.

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The Macerich Company

Sales Per Square Foot by Property Ranking (Unaudited)


	Sales per square foot						Occupancy									Cost of Occupancy for the trailing 12 months Ended 6/30/2019 *(c)*			% of Portfolio 2019 Forecast Pro Rata Real Estate NOI *(d)*
Properties	6/30/2019 *(a)*		12/31/2018 *(a)*		6/30/2018 *(a)*		6/30/2019 *(b)*			12/31/2018 *(b)*			6/30/2018 *(b)*
Group 1: Top 10
Corte Madera, Village at	$	2,385	$	2,166	$	1,718		97.7	%		94.4	%		94.2	%
Broadway Plaza	$	2,057	$	1,752	$	1,320		97.6	%		99.4	%		99.0	%
Queens Center	$	1,542	$	1,506	$	1,480		99.2	%		99.7	%		99.0	%
Washington Square	$	1,484	$	1,261	$	1,174		97.1	%		98.8	%		96.9	%
Kierland Commons	$	1,352	$	1,137	$	716		98.3	%		97.8	%		97.0	%
Scottsdale Fashion Square	$	1,301	$	1,159	$	1,013		92.3	%		92.1	%		90.4	%
Los Cerritos Center	$	991	$	1,003	$	980		96.2	%		96.5	%		97.3	%
Tysons Corner Center	$	968	$	986	$	985		96.2	%		96.8	%		93.8	%
Tucson La Encantada	$	922	$	856	$	853		93.8	%		97.0	%		91.1	%
Country Club Plaza		n/a		n/a		n/a		n/a			n/a			n/a

Total Top 10:	$	1,280	$	1,160	$	1,050		95.1	%		95.4	%		94.0	%		11.0	%		32.1	%

Group 2: Top 11-20
North Bridge, The Shops at	$	897	$	881	$	897		98.0	%		98.2	%		97.8	%
Arrowhead Towne Center	$	872	$	808	$	783		95.4	%		97.2	%		96.7	%
Fashion Outlets of Chicago	$	845	$	839	$	819		98.9	%		98.0	%		97.2	%
Fresno Fashion Fair	$	812	$	750	$	737		91.4	%		95.2	%		93.1	%
Santa Monica Place	$	776	$	808	$	798		93.8	%		93.4	%		86.3	%
Twenty Ninth Street	$	739	$	712	$	694		96.2	%		97.1	%		93.5	%
Kings Plaza Shopping Center	$	737	$	701	$	688		99.4	%		97.9	%		97.5	%
Chandler Fashion Center	$	733	$	715	$	693		96.5	%		97.6	%		97.6	%
Vintage Faire Mall	$	714	$	709	$	700		96.3	%		97.3	%		98.1	%
Biltmore Fashion Park	$	707	$	670	$	1,019		90.8	%		91.0	%		91.7	%

Total Top 11-20:	$	784	$	759	$	760		96.1	%		96.7	%		95.5	%		13.0	%		25.7	%

The Macerich Company

Sales Per Square Foot by Property Ranking (Unaudited)


	Sales per square foot						Occupancy									Cost of Occupancy for the trailing 12 months Ended 6/30/2019 *(c)*			% of Portfolio 2019 Forecast Pro Rata Real Estate NOI *(d)*
Properties	6/30/2019 *(a)*		12/31/2018 *(a)*		6/30/2018 *(a)*		6/30/2019 *(b)*			12/31/2018 *(b)*			6/30/2018 *(b)*
Group 3: Top 21-30
Stonewood Center	$	685	$	665	$	665		92.7	%		91.9	%		93.3	%
Oaks, The	$	669	$	654	$	635		90.9	%		88.9	%		86.7	%
Green Acres Mall	$	653	$	638	$	645		96.2	%		98.0	%		97.4	%
Danbury Fair Mall	$	652	$	627	$	616		93.6	%		96.1	%		93.1	%
Freehold Raceway Mall	$	633	$	639	$	636		97.5	%		97.8	%		98.4	%
SanTan Village Regional Center	$	631	$	588	$	572		94.9	%		98.1	%		96.5	%
FlatIron Crossing	$	584	$	579	$	581		95.4	%		97.2	%		96.4	%
Victor Valley, Mall of	$	579	$	565	$	548		95.7	%		98.1	%		98.1	%
Inland Center	$	544	$	541	$	542		92.5	%		97.0	%		96.0	%
Lakewood Center	$	527	$	491	$	487		97.1	%		97.0	%		96.3	%

Total Top 21-30:	$	616	$	598	$	592		95.2	%		96.3	%		95.4	%		13.2	%		26.3	%

Group 4: Top 31-40
Deptford Mall	$	523	$	525	$	529		96.2	%		97.4	%		96.9	%
South Plains Mall	$	503	$	474	$	458		90.3	%		92.0	%		92.3	%
La Cumbre Plaza	$	496	$	488	$	478		81.7	%		80.7	%		85.9	%
Pacific View	$	472	$	450	$	437		84.0	%		91.3	%		94.5	%
Valley River Center	$	457	$	453	$	447		92.9	%		95.7	%		94.8	%
West Acres	$	451	$	467	$	461		97.8	%		97.2	%		98.4	%
Superstition Springs Center	$	403	$	366	$	365		93.0	%		96.8	%		91.1	%
Eastland Mall	$	369	$	360	$	357		91.7	%		94.9	%		96.0	%
Desert Sky Mall	$	357	$	346	$	333		96.9	%		99.1	%		96.9	%
Fashion Outlets of Niagara Falls USA	$	335	$	340	$	348		91.1	%		93.9	%		92.2	%

Total Top 31-40:	$	428	$	420	$	416		91.8	%		94.4	%		94.2	%		14.3	%		11.9	%

Total Top 40:	$	804	$	753	$	717		94.7	%		95.7	%		94.8	%		12.2	%		96.0	%

The Macerich Company

Sales Per Square Foot by Property Ranking (Unaudited)

Sales per square foot

Occupancy

Cost of Occupancy
for the trailing
12 months
Ended 6/30/2019
(c)

% of Portfolio
2019 Forecast
Pro Rata
Real Estate NOI
(d)

Properties

6/30/2019
(a)

12/31/2018
(a)

6/30/2018
(a)

6/30/2019
(b)

12/31/2018
(b)

6/30/2018
(b)

Group 5: 41-45

NorthPark Mall

SouthPark Mall

Towne Mall

Valley Mall

Wilton Mall

Total 41-45:

291

286

285

86.9

90.8

88.5

11.0

Centers under Redevelopment

Fashion District Philadelphia (e) (f)

Paradise Valley Mall (e)

47 REGIONAL SHOPPING CENTERS (g)

776

726

692

94.1

95.4

94.3

12.2

98.3

Community / Power Centers and various other assets

1.7

TOTAL ALL PROPERTIES

12.2

100.0

The Macerich Company

Notes to Sales Per Square Foot by Property Ranking (unaudited)

Footnotes

(a)

Sales are based on reports by retailers leasing mall and freestanding stores for the trailing 12 months for tenants that have occupied such stores for a minimum of 12 months. Sales per square foot are based on tenants 10,000 square feet and under. Properties are ranked by Sales per square foot as of June 30, 2019.

(b)	Occupancy is the percentage of mall and freestanding GLA leased as of the last day of the reporting period. Occupancy excludes Centers under development and redevelopment.

(c)

Cost of Occupancy represents “Tenant Occupancy Costs” divided by “Tenant Sales”. Tenant Occupancy Costs in this calculation are the amounts paid to the Company, including minimum rents, percentage rents and recoverable expenditures, which consist primarily of property operating expenses, real estate taxes and repair and maintenance expenditures.

(d)

The percentage of Portfolio 2019 Forecast Pro Rata Real Estate NOI is based on the guidance range provided on August 1, 2019, see page 10. Real Estate NOI excludes straight-line and above/below market adjustments to minimum rents. Real Estate NOI also does not reflect REIT expenses and Management Company revenues and expenses. See the Company’s forward-looking statements disclosure on pages 1 and 2 for factors that may affect the information provided in this column.

(e)	These assets are under redevelopment including demolition and reconfiguration of the Centers and tenant spaces. Accordingly, the Sales per square foot and Occupancy during the periods of redevelopment are not included.

(f)	On July 30, 2014, the Company formed a joint venture to redevelop and rebrand The Gallery in Philadelphia, Pennsylvania.

(g)	Properties sold prior to June 30, 2019 are excluded in both current and prior periods above.

The Macerich Company

Supplemental Financial and Operating Information (unaudited)

Occupancy(a)


Regional Shopping Centers: Period Ended	Consolidated Centers			Unconsolidated Joint Venture Centers			Total Centers
06/30/2019		93.2	%		95.2	%		94.1	%
06/30/2018		94.0	%		94.7	%		94.3	%
12/31/2018		95.2	%		95.6	%		95.4	%
12/31/2017		94.4	%		95.6	%		95.0	%

(a)	Occupancy is the percentage of mall and freestanding GLA leased as of the last day of the reporting period. Occupancy excludes Centers under development and redevelopment.

The Macerich Company

Supplemental Financial and Operating Information (unaudited)

Average Base Rent Per Square Foot(a)


	Average Base Rent PSF(b)		Average Base Rent PSF on Leases Executed during the trailing twelve months ended(c)		Average Base Rent PSF on Leases Expiring(d) during the trailing twelve months ended
Consolidated Centers
06/30/2019	$	58.93	$	55.81	$	51.54
06/30/2018	$	56.91	$	55.61	$	49.07
12/31/2018	$	56.82	$	54.00	$	49.07
12/31/2017	$	55.08	$	57.36	$	49.61
Unconsolidated Joint Venture Centers
06/30/2019	$	65.68	$	69.28	$	62.37
06/30/2018	$	62.87	$	63.46	$	58.12
12/31/2018	$	63.84	$	66.95	$	59.49
12/31/2017	$	60.99	$	63.50	$	55.50
All Regional Shopping Centers
06/30/2019	$	61.17	$	59.60	$	54.47
06/30/2018	$	58.84	$	57.91	$	51.57
12/31/2018	$	59.09	$	57.55	$	51.80
12/31/2017	$	56.97	$	59.20	$	51.39

(a)	Average base rent per square foot is based on spaces 10,000 square feet and under. All joint venture amounts are included at pro rata. Centers under development and redevelopment are excluded.

(b)	Average base rent per square foot gives effect to the terms of each lease in effect, as of the applicable date, including any concessions, abatements and other adjustments or allowances that have been granted to the tenants.

(c)	The average base rent per square foot on leases executed during the period represents the actual rent to be paid during the first twelve months.

(d)	The average base rent per square foot on leases expiring during the period represents the final year minimum rent on a cash basis.

The Macerich Company

Supplemental Financial and Operating Information (unaudited)

Cost of Occupancy


	For the trailing twelve months ended June 30, 2019	For Years Ended December 31,
		2018		2017
Consolidated Centers
Minimum rents	9.3%		9.3%		9.5%
Percentage rents	0.4%		0.3%		0.3%
Expense recoveries(a)	3.9%		3.9%		4.2%

Total	13.6%		13.5%		14.0%


	For the trailing twelve months ended June 30, 2019	For Years Ended December 31,
		2018		2017
Unconsolidated Joint Venture Centers
Minimum rents	7.4%		7.8%		8.6%
Percentage rents	0.3%		0.3%		0.3%
Expense recoveries(a)	3.3%		3.4%		3.8%

Total	11.0%		11.5%		12.7%


	For the trailing twelve months ended June 30, 2019	For Years Ended December 31,
		2018		2017
All Centers
Minimum rents	8.3%		8.5%		9.0%
Percentage rents	0.3%		0.3%		0.3%
Expense recoveries(a)	3.6%		3.6%		4.0%

Total	12.2%		12.4%		13.3%

(a)	Represents real estate tax and common area maintenance charges.

The Macerich Company

Supplemental Financial and Operating Information (unaudited)

Percentage of Net Operating Income by State


State	% of Portfolio 2019 Forecast Real Estate Pro Rata NOI(a)
California		27.5	%
New York		22.9	%
Arizona		15.9	%
Colorado, Illinois & Missouri		9.3	%
Pennsylvania & Virginia		9.1	%
New Jersey & Connecticut		7.3	%
Oregon		4.1	%
Other(b)		3.9	%

Total		100.0	%

(a)

The percentage of Portfolio 2019 Forecast Pro Rata Real Estate NOI is based on guidance provided on August 1, 2019, see page 10. Real Estate NOI excludes straight-line and above/below market adjustments to minimum rents. Real Estate NOI also does not reflect REIT expenses and Management Company revenues and expenses. See the Company’s forward-looking statements disclosure on pages 1 and 2 for factors that may affect the information provided in this column.

(b)	“Other” includes Indiana, Iowa, Kentucky, North Dakota and Texas.

The Macerich Company

Property Listing

June 30, 2019

The following table sets forth certain information regarding the Centers and other locations that are wholly owned or partly owned by the Company.


Count	Company’s Ownership(a)	Name of Center/Location	Year of Original Construction/ Acquisition		Year of Most Recent Expansion/ Renovation		Total GLA(b)
	CONSOLIDATED CENTERS:
1	50.1%	Chandler Fashion Center Chandler, Arizona		2001/2002		—		1,318,000
2	100%	Danbury Fair Mall Danbury, Connecticut		1986/2005		2016		1,268,000
3	100%	Desert Sky Mall Phoenix, Arizona		1981/2002		2007		746,000
4	100%	Eastland Mall(c) Evansville, Indiana		1978/1998		1996		1,034,000
5	100%	Fashion Outlets of Chicago Rosemont, Illinois		2013/—		—		537,000
6	100%	Fashion Outlets of Niagara Falls USA Niagara Falls, New York		1982/2011		2014		689,000
7	50.1%	Freehold Raceway Mall Freehold, New Jersey		1990/2005		2007		1,673,000
8	100%	Fresno Fashion Fair Fresno, California		1970/1996		2006		991,000
9	100%	Green Acres Mall(c) Valley Stream, New York		1956/2013		2016		2,041,000
10	100%	Inland Center San Bernardino, California		1966/2004		2016		870,000
11	100%	Kings Plaza Shopping Center(c) Brooklyn, New York		1971/2012		2018		1,137,000
12	100%	La Cumbre Plaza(c) Santa Barbara, California		1967/2004		1989		492,000
13	100%	NorthPark Mall Davenport, Iowa		1973/1998		2001		934,000
14	100%	Oaks, The Thousand Oaks, California		1978/2002		2009		1,209,000
15	100%	Pacific View Ventura, California		1965/1996		2001		1,061,000
16	100%	Queens Center(c) Queens, New York		1973/1995		2004		964,000
17	100%	Santa Monica Place Santa Monica, California		1980/1999		2015		526,000
18	84.9%	SanTan Village Regional Center Gilbert, Arizona		2007/—		2018		1,122,000
19	100%	SouthPark Mall Moline, Illinois		1974/1998		2015		863,000
20	100%	Stonewood Center(c) Downey, California		1953/1997		1991		934,000
21	100%	Superstition Springs Center Mesa, Arizona		1990/2002		2002		917,000
22	100%	Towne Mall Elizabethtown, Kentucky		1985/2005		1989		350,000

The Macerich Company

Property Listing

June 30, 2019


Count	Company’s Ownership(a)	Name of Center/Location	Year of Original Construction/ Acquisition		Year of Most Recent Expansion/ Renovation	Total GLA(b)
23	100%	Tucson La Encantada Tucson, Arizona		2002/2002	2005		246,000
24	100%	Valley Mall Harrisonburg, Virginia		1978/1998	1992		506,000
25	100%	Valley River Center Eugene, Oregon		1969/2006	2007		872,000
26	100%	Victor Valley, Mall of Victorville, California		1986/2004	2012		577,000
27	100%	Vintage Faire Mall Modesto, California		1977/1996	2008		1,139,000
28	100%	Wilton Mall Saratoga Springs, New York		1990/2005	1998		734,000

		Total Consolidated Centers					25,750,000

UNCONSOLIDATED JOINT VENTURE CENTERS:
29	60%	Arrowhead Towne Center Glendale, Arizona		1993/2002	2015		1,197,000
30	50%	Biltmore Fashion Park Phoenix, Arizona		1963/2003	2006		517,000
31	50%	Broadway Plaza Walnut Creek, California		1951/1985	2016		926,000
32	50.1%	Corte Madera, The Village at Corte Madera, California		1985/1998	2005		460,000
33	50%	Country Club Plaza Kansas City, Missouri		1922/2016	2015		1,003,000
34	51%	Deptford Mall Deptford, New Jersey		1975/2006	1990		1,041,000
35	51%	FlatIron Crossing Broomfield, Colorado		2000/2002	2009		1,428,000
36	50%	Kierland Commons Scottsdale, Arizona		1999/2005	2003		437,000
37	60%	Lakewood Center Lakewood, California		1953/1975	2008		2,069,000
38	60%	Los Cerritos Center Cerritos, California		1971/1999	2016		1,303,000
39	50%	North Bridge, The Shops at(c) Chicago, Illinois		1998/2008	—		669,000
40	50%	Scottsdale Fashion Square Scottsdale, Arizona		1961/2002	2019		1,838,000
41	60%	South Plains Mall Lubbock, Texas		1972/1998	2017		1,135,000
42	51%	Twenty Ninth Street(c) Boulder, Colorado		1963/1979	2007		845,000
43	50%	Tysons Corner Center Tysons Corner, Virginia		1968/2005	2014		1,972,000
44	60%	Washington Square Portland, Oregon		1974/1999	2005		1,446,000
45	19%	West Acres Fargo, North Dakota		1972/1986	2001		667,000

		Total Unconsolidated Joint Venture Centers					18,953,000

The Macerich Company

Property Listing

June 30, 2019


Count	Company’s Ownership(a)	Name of Center/Location	Year of Original Construction/ Acquisition		Year of Most Recent Expansion/ Renovation		Total GLA(b)
REGIONAL SHOPPING CENTERS UNDER REDEVELOPMENT:
46	50%	Fashion District Philadelphia(d) Philadelphia, Pennsylvania		1977/2014		ongoing		850,000
47	100%	Paradise Valley Mall(e) Phoenix, Arizona		1979/2002		2009		1,202,000

		Total Regional Shopping Centers						46,755,000

COMMUNITY / POWER CENTERS:
1	50%	Atlas Park, The Shops at(d) Queens, New York		2006/2011		2013		369,000
2	50%	Boulevard Shops(d) Chandler, Arizona		2001/2002		2004		185,000
3	100%	Southridge Center(e) Des Moines, Iowa		1975/1998		2013		848,000
4	100%	Superstition Springs Power Center(e) Mesa, Arizona		1990/2002		—		206,000
5	100%	The Marketplace at Flagstaff(c)(e) Flagstaff, Arizona		2007/—		—		268,000

		Total Community / Power Centers						1,876,000

OTHER ASSETS:
	100%	Various(e)(f)						427,000
	86.5%	Estrella Falls(e) Goodyear, Arizona						79,000
	50%	Scottsdale Fashion Square-Office(d) Scottsdale, Arizona						123,000
	50%	Tysons Corner Center-Office(d) Tysons Corner, Virginia						174,000
	50%	Hyatt Regency Tysons Corner Center(d) Tysons Corner, Virginia						290,000
	50%	VITA Tysons Corner Center(d) Tysons Corner, Virginia						510,000
	50%	Tysons Tower(d) Tysons Corner, Virginia						529,000

OTHER ASSETS UNDER REDEVELOPMENT:
	25%	One Westside(d)(g) Los Angeles, California						680,000

		Total Other Assets						2,812,000

		Grand Total						51,443,000

(a)	The Company’s ownership interest in this table reflects its legal ownership interest. See footnotes (a) and (b) on pages 26 and 27 regarding the legal versus economic ownership of joint venture entities.

(b)	Includes GLA attributable to anchors (whether owned or non-owned) and mall and freestanding stores.

(c)

Portions of the land on which the Center is situated are subject to one or more long-term ground leases. With respect to 43 Centers, the underlying land controlled by the Company is owned in fee entirely by the Company, or, in the case of jointly-owned Centers, by the joint venture property partnership or limited liability company.

The Macerich Company

Property Listing

June 30, 2019

(d)	Included in Unconsolidated Joint Venture Centers.

(e)	Included in Consolidated Centers.

(f)

The Company owns an office building and six stores located at shopping centers not owned by the Company. Of the six stores, one is leased to Kohl’s, two are vacant, and three have been leased for non-Anchor uses. With respect to the office building and three of the six stores, the underlying land is owned in fee entirely by the Company. With respect to the remaining three stores, the underlying land is owned by third parties and leased to the Company pursuant to long-term building or ground leases.

(g)

Planning and approvals are underway to convert former Regional Shopping Center Westside Pavilion, which closed in January 2019, into an approximately 584,000 square foot Class A creative office campus called One Westside leased solely to Google, while maintaining approximately 96,000 square feet of adjacent entertainment and retail space at 10850 Pico Boulevard.

The Macerich Company

Joint Venture List as of June 30, 2019

The following table sets forth certain information regarding the Centers and other operating properties that are not wholly owned by the Company. This list of properties includes unconsolidated joint ventures, consolidated joint ventures, and financing arrangements. The percentages shown are the effective legal ownership and economic ownership interests of the Company as of June 30, 2019.


Properties	Legal Ownership(a)			Economic Ownership(b)			Joint Venture	Total GLA(c)
Arrowhead Towne Center(d)		60	%		60	%	New River Associates LLC		1,197,000
Atlas Park, The Shops at		50	%		50	%	WMAP, L.L.C.		369,000
Biltmore Fashion Park		50	%		50	%	Biltmore Shopping Center Partners LLC		517,000
Boulevard Shops		50	%		50	%	Propcor II Associates, LLC		185,000
Broadway Plaza(e)		50	%		50	%	Macerich HHF Broadway Plaza LLC		926,000
Chandler Fashion Center(d)(f)		50.1	%		50.1	%	Freehold Chandler Holdings LP		1,318,000
Corte Madera, The Village at		50.1	%		50.1	%	Corte Madera Village, LLC		460,000
Country Club Plaza		50	%		50	%	Country Club Plaza KC Partners LLC		1,003,000
Deptford Mall(d)		51	%		51	%	Macerich HHF Centers LLC		1,041,000
Estrella Falls		86.5	%		86.5	%	Westcor Goodyear RSC LLC		79,000
Fashion District Philadelphia		50	%		50	%	Various Entities		850,000
FlatIron Crossing		51	%		51	%	Macerich HHF Centers LLC		1,428,000
Freehold Raceway Mall(d)(f)		50.1	%		50.1	%	Freehold Chandler Holdings LP		1,673,000
Hyatt Regency Tysons Corner Center		50	%		50	%	Tysons Corner Hotel I LLC		290,000
Kierland Commons		50	%		50	%	Kierland Commons Investment LLC		437,000
Lakewood Center		60	%		60	%	Pacific Premier Retail LLC		2,069,000
Los Angeles Premium Outlets		50	%		50	%	CAM-CARSON LLC		—
Los Cerritos Center(d)		60	%		60	%	Pacific Premier Retail LLC		1,303,000
North Bridge, The Shops at		50	%		50	%	North Bridge Chicago LLC		669,000
SanTan Village Regional Center		84.9	%		84.9	%	Westcor SanTan Village LLC		1,122,000
Scottsdale Fashion Square		50	%		50	%	Scottsdale Fashion Square Partnership		1,838,000
Scottsdale Fashion Square-Office		50	%		50	%	Scottsdale Fashion Square Partnership		123,000
Macerich Seritage Portfolio(g)		50	%		50	%	MS Portfolio LLC		1,550,000
South Plains Mall(d)		60	%		60	%	Pacific Premier Retail LLC		1,135,000
Twenty Ninth Street		51	%		51	%	Macerich HHF Centers LLC		845,000
Tysons Corner Center		50	%		50	%	Tysons Corner LLC		1,972,000
Tysons Corner Center-Office		50	%		50	%	Tysons Corner Property LLC		174,000
Tysons Tower		50	%		50	%	Tysons Corner Property LLC		529,000
VITA Tysons Corner Center		50	%		50	%	Tysons Corner Property LLC		510,000
Washington Square(d)		60	%		60	%	Pacific Premier Retail LLC		1,446,000
West Acres		19	%		19	%	West Acres Development, LLP		677,000
One Westside(h)		25	%		25	%	HPP-MAC WSP, LLC		680,000

(a)

This column reflects the Company’s legal ownership in the listed properties as of June 30, 2019. Legal ownership may, at times, not equal the Company’s economic interest in the listed properties because of various provisions in certain joint venture agreements regarding distributions of cash flow based on capital account balances, allocations of profits and losses and payments of preferred returns. As a result, the Company’s actual economic interest (as distinct from its legal ownership interest) in certain of the properties could fluctuate from time to time and may not wholly align with its legal ownership interests. Substantially all of the Company’s joint venture agreements contain rights of first refusal, buy-sell provisions, exit rights, default dilution remedies and/or other break up provisions or remedies which are customary in real estate joint venture agreements and which may, positively or negatively, affect the ultimate realization of cash flow and/or capital or liquidation proceeds.

The Macerich Company

Joint Venture List as of June 30, 2019

(b)

Economic ownership represents the allocation of cash flow to the Company as of June 30, 2019, except as noted below. In cases where the Company receives a current cash distribution greater than its legal ownership percentage due to a capital account greater than its legal ownership percentage, only the legal ownership percentage is shown in this column. The Company’s economic ownership of these properties may fluctuate based on a number of factors, including mortgage refinancings, partnership capital contributions and distributions, and proceeds and gains or losses from asset sales, and the matters set forth in the preceding paragraph.

(c)	Includes GLA attributable to anchors (whether owned or non-owned) and mall and freestanding stores as of June 30, 2019.

(d)

These centers have a Sears store which is owned by MS Portfolio LLC, see footnote (g) below. The GLA of the Sears store at the seven centers indicated with footnote (d) in the table above is included in Total GLA at the center level. The GLA for the Sears store at these seven centers plus the GLA of the Sears store at two wholly owned centers, Danbury Fair Mall and Vintage Faire Mall, are also aggregated into the 1,550,000 square feet in the MS Portfolio LLC above.

(e)	In October 2018, the Company’s joint venture partner in Broadway Plaza sold its 50% interest to a third party investor. Thereafter, the joint venture restated its governing documents and changed its name to Macerich HHF Broadway Plaza LLC.

(f)

The joint venture entity was formed in September 2009. Upon liquidation of the partnership, distributions are made in the following order: to the third-party partner until it receives a 13% internal rate of return on and of its aggregate unreturned capital contributions; to the Company until it receives a 13% internal rate of return on and of its aggregate unreturned capital contributions; and, thereafter, pro rata 35% to the third-party partner and 65% to the Company.

(g)

On April 30, 2015 Sears Holdings Corporation (“Sears”) and the Company announced that they had formed a joint venture, MS Portfolio LLC. Sears contributed nine stores (located at Arrowhead Towne Center, Chandler Fashion Center, Danbury Fair Mall, Deptford Mall, Freehold Raceway Mall, Los Cerritos Center, South Plains Mall, Vintage Faire Mall and Washington Square) to the joint venture and the Company contributed $150 million in cash to the joint venture. The lease arrangements between Sears and the joint venture provide the ability to create additional value through recapturing certain space leased to Sears in these properties and re-leasing that space to third-party tenants. For example, Primark has leased space in portions of the Sears stores at Danbury Fair Mall and Freehold Raceway Mall. On July 7, 2015, Sears assigned its ownership interest in MS Portfolio LLC to Seritage MS Holdings LLC.

(h)

The Macerich Company

Supplemental Financial and Operating Information (Unaudited)

Debt Summary (at Company’s pro rata share) (a)


	As of June 30, 2019
	Fixed Rate			Floating Rate			Total
	(Dollars in thousands)
Mortgage notes payable	$	3,879,119		$	425,909		$	4,305,028
Bank and other notes payable		403,251			406,105			809,356

Total debt per Consolidated Balance Sheet		4,282,370			832,014			5,114,384
Adjustments:
Less: Noncontrolling interests or financing arrangement share of debt from consolidated joint ventures		(360,626	)		—			(360,626	)

Adjusted Consolidated Debt		3,921,744			832,014			4,753,758
Add: Company’s share of debt from unconsolidated joint ventures		2,951,945			228,762			3,180,707

Total Company’s Pro Rata Share of Debt	$	6,873,689		$	1,060,776		$	7,934,465

Weighted average interest rate		3.94	%		4.24	%		3.98	%
Weighted average maturity (years)								5.22

(a)

The Company’s pro rata share of debt represents (i) consolidated debt, minus the Company’s partners’ share of the amount from consolidated joint ventures (calculated based upon the partners’ percentage ownership interest); plus (ii) the Company’s share of debt from unconsolidated joint ventures (calculated based upon the Company’s percentage ownership interest). Management believes that this measure provides useful information to investors regarding the Company’s financial condition because it includes the Company’s share of debt from unconsolidated joint ventures and, for consolidated debt, excludes the Company’s partners’ share from consolidated joint ventures, in each case presented on the same basis. The Company has several significant joint ventures and presenting its pro rata share of debt in this manner can help investors better understand the Company’s financial condition after taking into account the Company’s economic interest in these joint ventures. The Company’s pro rata share of debt should not be considered as a substitute to the Company’s total debt determined in accordance with GAAP or any other GAAP financial measures and should only be considered together with and as a supplement to the Company’s financial information prepared in accordance with GAAP.

The Macerich Company

Supplemental Financial and Operating Information (Unaudited)

Outstanding Debt by Maturity Date


	As of June 30, 2019
Center/Entity (dollars in thousands)	Maturity Date		Effective Interest Rate (a)			Fixed		Floating		Total Debt Balance (a)
I. Consolidated Assets:
Kings Plaza Shopping Center		12/03/19		3.67	%	$	431,895	$	—	$	431,895
Danbury Fair Mall		10/01/20		5.53	%		198,489		—		198,489
Fashion Outlets of Niagara Falls USA		10/06/20		4.89	%		108,033		—		108,033
Green Acres Mall		02/03/21		3.61	%		281,236		—		281,236
Prasada (b)		05/30/21		5.25	%		1,625		—		1,625
The Macerich Partnership, L.P.—Line of Credit (c)(d)		07/06/21		4.30	%		400,000		—		400,000
Tucson La Encantada		03/01/22		4.23	%		64,531		—		64,531
Pacific View		04/01/22		4.08	%		119,798		—		119,798
Oaks, The		06/05/22		4.14	%		189,615		—		189,615
Towne Mall		11/01/22		4.48	%		20,509		—		20,509
Chandler Fashion Center (e)		07/05/24		4.18	%		127,774		—		127,774
Victor Valley, Mall of		09/01/24		4.00	%		114,704		—		114,704
Queens Center		01/01/25		3.49	%		600,000		—		600,000
Vintage Faire		03/06/26		3.55	%		255,311		—		255,311
Fresno Fashion Fair		11/01/26		3.67	%		323,559		—		323,559
SanTan Village Regional Center (f)		07/01/29		4.34	%		186,047		—		186,047
Freehold Raceway Mall (e)		11/01/29		3.94	%		199,546		—		199,546
Fashion Outlets of Chicago		02/01/31		4.61	%		299,072		—		299,072

Total Fixed Rate Debt for Consolidated Assets				4.02	%	$	3,921,744	$	—	$	3,921,744

Green Acres Commons (d)		03/29/21		5.15	%	$	—	$	128,466	$	128,466
The Macerich Partnership, L.P.—Line of Credit (c)(d)		07/06/21		4.06	%		—		406,105		406,105
Santa Monica Place (d)		12/09/22		3.99	%		—		297,443		297,443

Total Floating Rate Debt for Consolidated Assets				4.20	%	$	—	$	832,014	$	832,014

Total Debt for Consolidated Assets				4.05	%	$	3,921,744	$	832,014	$	4,753,758

The Macerich Company

Supplemental Financial and Operating Information (Unaudited)

Outstanding Debt by Maturity Date


	As of June 30, 2019
Center/Entity (dollars in thousands)	Maturity Date		Effective Interest Rate (a)			Fixed			Floating			Total Debt Balance (a)
II. Unconsolidated Assets (At Company’s pro rata share):
FlatIron Crossing (51%)		01/05/21		2.81	%	$	118,634		$	—		$	118,634
One Westside—defeased (25%)		10/01/22		4.77	%		34,159			—			34,159
Washington Square Mall (60%)		11/01/22		3.65	%		330,000			—			330,000
Deptford Mall (51%)		04/03/23		3.55	%		91,773			—			91,773
Scottsdale Fashion Square (50%)		04/03/23		3.02	%		226,352			—			226,352
Tysons Corner Center (50%)		01/01/24		4.13	%		377,546			—			377,546
South Plains Mall (60%)		11/06/25		4.22	%		120,000			—			120,000
Twenty Ninth Street (51%)		02/06/26		4.10	%		76,500			—			76,500
Country Club Plaza (50%)		04/01/26		3.88	%		159,205			—			159,205
Lakewood Center (60%)		06/01/26		4.15	%		216,593			—			216,593
Kierland Commons (50%)		04/01/27		3.98	%		107,903			—			107,903
Los Cerritos Center (60%)		11/01/27		4.00	%		315,000			—			315,000
Arrowhead Towne Center (60%)		02/01/28		4.05	%		240,000			—			240,000
North Bridge, The Shops at (50%)		06/01/28		3.71	%		187,017			—			187,017
Corte Madera, The Village at (50.1%)		09/01/28		3.53	%		112,396			—			112,396
Broadway Plaza (50%)		04/01/30		4.19	%		224,435			—			224,435
West Acres (19%)		03/01/32		4.61	%		14,432			—			14,432

Total Fixed Rate Debt for Unconsolidated Assets				3.85	%	$	2,951,945		$	—		$	2,951,945

Atlas Park (50%) (d)		10/28/21		5.40	%	$	—		$	35,448		$	35,448
Pacific Premier Retail LLC (60%)		10/31/22		3.64	%		—			60,000			60,000
Fashion District Philadelphia (50%)		01/22/23		4.44	%		—			124,080			124,080
Boulevard Shops (50%)		12/05/23		4.59	%		—			9,234			9,234

Total Floating Rate Debt for Unconsolidated Assets				4.38	%	$	—		$	228,762		$	228,762

Total Debt for Unconsolidated Assets				3.89	%	$	2,951,945		$	228,762		$	3,180,707

Total Debt				3.98	%	$	6,873,689		$	1,060,776		$	7,934,465

Percentage to Total							86.63	%		13.37	%		100.00	%

(a)

The debt balances include the unamortized debt premiums/discounts and loan finance costs. Debt premiums/discounts represent the excess of the fair value of debt over the principal value of debt assumed in various acquisitions. Debt premiums/discounts and loan finance costs are amortized into interest expense over the remaining term of the related debt in a manner that approximates the effective interest method. The annual interest rate in the table represents the effective interest rate, including the debt premiums/discounts and loan finance costs.

(b)	This property is owned by a consolidated joint venture. The above debt balance represents the Company's pro rata share of 50.0%.

(c)	The revolving line of credit includes an interest rate swap that effectively converts $400 million of the outstanding balance to fixed rate debt through September 30, 2021.

(d)	The maturity date assumes that all available extension options are fully exercised and that the Company and/or its affiliates do not opt to refinance the debt prior to these dates.

(e)	This property is owned by a consolidated joint venture. The above debt balance represents the Company's pro rata share of 50.1%.

(f)	This property is owned by a consolidated joint venture. The above debt balance represents the Company's pro rata share of 84.9%.

The Macerich Company

Supplemental Financial and Operating Information (Unaudited)

Development Pipeline Forecast

(Dollars in millions)

as of June 30, 2019

In-Process Developments and Redevelopments:

Property

Project Type

Total Cost(a)(b)
at 100%

Ownership
%

Total Cost(a)(b)
Pro Rata

Pro Rata
Capitalized Costs(b)
Incurred-to-date
6/30/2019

Expected
Delivery(a)

Stabilized
Yield(a)(b)(c)

Fashion District Philadelphia
Philadelphia, PA

Redevelopment of The Gallery in downtown Philadelphia; includes Burlington, Century 21, H&M, AMC Theaters Round One, City Winery and other retail, entertainment and restaurant uses

$400 - $420(d)

50.0%

$200 - $210(d)

163

September 2019

7 - 7.5%(d)

Scottsdale Fashion Square
Scottsdale, AZ

Redevelopment of former Barneys anchor into a flagship Apple store and an Industrious co-working space; 80,000 sf exterior expansion with restaurants and fitness leading into a luxury wing

$140 - $160

50.0%

$70 - $80

2019

6 - 6.5%

One Westside fka Westside Pavilion
Los Angeles, CA

Redevelopment of an existing retail center into an approximately 584,000 sf Class A creative office campus leased solely to Google

$500 - $550(e)

25.0%

$125 - $138(e)

Q3 2022(f)

7.75% - 8.25%(e)

Total In-Process

$1,040 - $1,130

$395 - $428

239

(a)	Much of this information is estimated and may change from time to time. See the Company’s forward-looking disclosure on pages 1 and 2 for factors that may affect the information provided in this table

(b)	This excludes GAAP allocations of non cash and indirect costs.

(c)	Stabilized Yield is calculated based on stabilized income after development divided by project direct costs excluding GAAP allocations of non cash and indirect costs.

(d)	This reflects incremental project costs and income subsequent to the Company’s $106.8 million investment in July 2014. Total Costs are net of $25 million of approved public financing grants that will be a reduction of costs.

(e)	Includes $140 million ($35 million at the Company’s share), which is an allocable share of the total $190 million purchase price paid by the joint venture in August 2018 for the existing buildings and land.

(f)	Monthly base rent payments are anticipated to commence during the third quarter of 2022, with base rent abatements from the second through ninth month following rent commencement.

The Macerich Company

Supplemental Financial and Operating Information (Unaudited)

Development Pipeline Forecast (Continued)

(Dollars in millions)

as of June 30, 2019

Pipeline of Former Sears Redevelopments


Project Type	Ownership		Total Cost @ Pro rata(a)(b)	Pro rata Capitalized Costs 6/30/2019 Incurred-to-Date(b)		Stabilized Yield(a)(b)(c)
Retail Redevelopment			$80 - $95	$	3	8.0% - 9.0%
Mixed-Use Densification			100 - 120		1	8.5% - 10.0%
Future Phases			70 - 85		0	TBD

Total		various	$250 - $300	$	4


	Property	Description	Expected Delivery(a)

	Retail Redevelopment:
(d)	Arrowhead Towne Center	Redevelop existing store with retail uses		TBD
(d)	Chandler Fashion Center	Redevelop existing store with entertainment and additional retail uses		Q4-2020 to 1H-2021
(d)	Deptford Mall	Redevelop existing store for Dick’s Sporting Goods, Round 1 and additional retail uses		Q4-2020 to 1H-2021
(d)	South Plains Mall	Demolish box; site densification with retail and restaurants uses		TBD
(d)	Vintage Faire Mall	Redevelop existing store for Dave & Busters and additional retail uses		Q4-2020 to 1H-2021
	Wilton Mall	Redevelop existing store with a medical center/medical office use		Q4-2019

	Mixed-Use Densification:
(d)	Los Cerritos Center	Demolish box; site densification with residential, hotel and restaurant uses		Late 2022
(d)	Washington Square	Demolish box; site densification with hotel, entertainment and restaurant uses		Late 2021

(a)

Much of this information is estimated and may change from time to time. See the Company’s forward-looking disclosure on pages 1 and 2 for factors that may affect the information provided in this table. This estimated range of incremental redevelopment costs could increase if the Company and its joint ventures decide to expand the scope as the redevelopment plans get refined.

(b)	This excludes GAAP allocations of non cash and indirect costs.

(c)	Stabilized Yield represents estimated replacement net operating income at stabilization divided by direct redevelopment costs, excluding GAAP allocations of non cash and indirect costs.

(d)	These former Sears stores are owned by a 50/50 joint venture between the Company and Seritage Growth Properties.

Note: The following Sears leases in the Company’s portfolio were assumed by the new owner of Sears and are part of the Sears go-forward plan: Danbury Fair Mall, Freehold Raceway Mall, Green Acres Mall, Stonewood Center and The Mall of Victor Valley. The Danbury Fair Mall and Freehold Raceway Mall stores are owned by a 50/50 joint venture between the Company and Seritage Growth Properties. The Sears store at Paradise Valley has been closed, however the lease was assumed by the new owner of Sears.

The Macerich Company

Corporate Information

Stock Exchange Listing

New York Stock Exchange

Symbol: MAC

The following table shows high and low sales prices per share of common stock during each quarter in 2019, 2018 and 2017 and dividends per share of common stock declared and paid by quarter:


	Market Quotation per Share				Dividends
Quarter Ended:	High		Low		Declared and Paid
March 31, 2017	$	73.34	$	62.14	$	0.71
June 30, 2017	$	67.18	$	56.06	$	0.71
September 30, 2017	$	61.55	$	52.12	$	0.71
December 31, 2017	$	67.53	$	52.45	$	0.74
March 31, 2018	$	69.73	$	54.35	$	0.74
June 30, 2018	$	60.00	$	53.55	$	0.74
September 30, 2018	$	60.95	$	54.36	$	0.74
December 31, 2018	$	55.54	$	40.90	$	0.75
March 31, 2019	$	47.05	$	41.63	$	0.75
June 30, 2019	$	44.73	$	32.04	$	0.75

Dividend Reinvestment Plan

Stockholders may automatically reinvest their dividends in additional common stock of the Company through the Direct Investment Program, which also provides for purchase by voluntary cash contributions. For additional information, please contact Computershare Trust Company, N.A. at 877-373-6374.


Corporate Headquarters The Macerich Company 401 Wilshire Boulevard, Suite 700 Santa Monica, California 90401 310-394-6000 www.macerich.com		Transfer Agent Computershare P.O. Box 30170 College Station, TX 77842-3170 877-373-6374 www.computershare.com

Macerich Website

For an electronic version of our annual report, our SEC filings and documents relating to Corporate Governance, please visit macerich.com.

Investor Relations


Jean Wood Vice President, Investor Relations Phone: 424-229-3366 jean.wood@macerich.com