SEC Filing | Macerich

THE MACERICH COMPANY

By: Scott W. Kingsmore

October 31, 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) October 31, 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 October 31, 2019 (the “Press Release”) announcing results of operations for the Company for the quarter ended September 30, 2019 and such Press Release is furnished as Exhibit 99.1 hereto.

On October 31, 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 nine months ended September 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 October 31, 2019

	99.2	Supplemental Financial Information for the three and nine months ended September 30, 2019

	104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

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

THE MACERICH COMPANY

MACERICH ANNOUNCES QUARTERLY RESULTS

SANTA MONICA, CA, October 31, 2019. The Macerich Company (NYSE: MAC) today announced results of operations for the quarter ended September 30, 2019, which included net income attributable to the Company of $46.4 million or $.33 per share-diluted for the quarter ended September 30, 2019 compared to net income attributable to the Company for the quarter ended September 30, 2018 of $74.0 million or $.52 per share-diluted. For the third quarter 2019, funds from operations (“FFO”)-diluted, excluding financing expense in connection with Chandler Freehold was $133.2 million or $.88 per share-diluted compared to $149.6 million or $.99 per share-diluted, for the quarter ended September 30, 2018. A description and reconciliation of earnings per share (“EPS”)-diluted to FFO per share-diluted, excluding financing expense in connection with Chandler Freehold 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 13.2% to $800 for the twelve months ended September 30, 2019 compared to $707 for the twelve months ended September 30, 2018.

•

Re-leasing spreads for the twelve months ended September 30, 2019 were up 8.3%.

•

Mall portfolio occupancy was 93.8% at September 30, 2019 compared to 95.1% at September 30, 2018.

•

Average rent per square foot increased to $61.16 at September 30, 2019, up 3.5% from $59.09 at September 30, 2018.

•

Year to date, the Company has completed or arranged nearly $2.1 billion of financings at an average interest rate of 3.9% and an average maturity of over 9.2 years, netting $576 million of excess loan proceeds at the Company’s share.

“We are pleased by a solid third quarter. The portfolio continues to show strong tenant sales growth, and the leasing environment is improving with total leasing volume up 29% year to date compared to 2018,” said the Company’s Chief Executive Officer, Tom O’Hern. “Along with our partner, PREIT, we are thrilled to have delivered Fashion District Philadelphia to the citizens of Philadelphia several weeks ago. The project provides a previously unavailable critical mass of retail and entertainment offerings in a single downtown venue.”

Development/Redevelopment:

On September 19, 2019, the Company’s 50/50 joint venture with Pennsylvania REIT opened 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 project is expected to be 70% occupied by holiday 2019. This project represents a unique consolidation of retail, entertainment and co-working uses that is unrivaled within downtown Philadelphia. Noteworthy tenants among others include Century 21, Primark, Burlington, Industrious, H&M, Nike, AMC Theaters, Round One, City Winery, Wonderspaces, Candytopia, Ulta, Kate Spade New York, Sephora, A/X Armani, DSW Shoes, American Eagle/Aerie, Hollister, Columbia Sportswear, Guess Factory and Skechers.

The Company is nearing completion of its multi-dimensional redevelopment of Scottsdale Fashion Square. Industrious and Apple are both performing extremely well within the former Barneys location. Leasing momentum has been very strong within the newly renovated luxury wing, as prominent new luxury brands

continue to be added to this distinctive portion of the center. The fully-leased 80,000 square foot expansion is the only portion of the property still under development. By early 2020, the property will feature several new high-end and lifestyle restaurants within this expansion area, including Ocean 44, Nobu Scottsdale, Farmhouse, Toca Madera, Tocaya Organica and Zinque. Both Equinox and Caesars Republic are anticipated to open during 2021.

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 anticipated 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 $90 million at the Company’s 25% pro-rata share, which are expected to be fully funded by a construction loan facility that is anticipated to close within the fourth quarter.

Financing Activity:

On September 12, 2019, the Company’s joint venture closed a $190 million, 10-year loan on the previously unencumbered Tysons Tower office building in Tysons Corner, VA with a fixed interest rate of 3.33%.

The Company has agreed to terms for a $555 million loan at 3.67% fixed for ten years to refinance a $427 million loan on Kings Plaza in Brooklyn, NY. This transaction is expected to close in the fourth 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 fourth quarter of 2019, the foregoing loan transactions are part of a nearly $2.1 billion financing plan for 2019 (including our joint venture partners’ share).

2019 Earnings Guidance:

The Company is re-affirming its guidance for FFO per share-diluted, excluding financing expense in connection with Chandler Freehold 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:


	Year 2019 Guidance
EPS-diluted	$	0.64 - $0.72
Plus: real estate depreciation and amortization		3.20 - 3.20
Plus: loss on sale or write-down of depreciable assets		0.09 - 0.09

FFO per share-diluted		3.93 - 4.01
Less: impact of financing expense in connection with Chandler Freehold		0.43 - 0.43

FFO per share-diluted, excluding financing expense in connection with Chandler Freehold	$	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 fifth straight year in 2019 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 October 31, 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 September 30,						For the Nine Months Ended September 30,
	Unaudited						Unaudited
	2019			2018			2019			2018
Revenues:
Leasing revenue (a)	$	214,260		$	224,251		$	636,290		$	659,377
Other income		6,889			6,895			20,054			22,010
Management Companies’ revenues		9,978			11,052			29,277			32,090

Total revenues		231,127			242,198			685,621			713,477

Expenses:
Shopping center and operating expenses		69,328			72,101			203,024			214,683
Management Companies’ operating expenses		15,514			18,961			50,220			72,224
Leasing expenses (a)		7,162			2,565			22,344			8,591
REIT general and administrative expenses		5,285			5,439			16,835			18,414
Costs related to shareholder activism		—			—			—			19,369
Depreciation and amortization		82,787			81,803			246,640			240,608
Interest expense (b)		14,799			44,927			90,265			136,477
Loss on extinguishment of debt		—			—			351			—

Total expenses		194,875			225,796			629,679			710,366

Equity in income of unconsolidated joint ventures		14,582			18,789			34,082			51,330
Income tax (expense) benefit		(678	)		(466	)		(1,703	)		1,799
(Loss) gain on sale or write down of assets, net		(131	)		46,516			(15,506	)		(514	)

Net income		50,025			81,241			72,815			55,726
Less net income attributable to noncontrolling interests		3,654			7,213			2,886			7,455

Net income attributable to the Company	$	46,371		$	74,028		$	69,929		$	48,271

Weighted average number of shares outstanding—basic		141,368			141,196			141,325			141,120

Weighted average shares outstanding, assuming full conversion of OP Units (c)		151,784			151,574			151,740			151,476

Weighted average shares outstanding—Funds From Operations (“FFO”)—diluted (c)		151,784			151,574			151,740			151,481

Earnings per share (“EPS”)—basic	$	0.33		$	0.52		$	0.49		$	0.34

EPS—diluted	$	0.33		$	0.52		$	0.49		$	0.34

Dividend declared per share	$	0.75		$	0.74		$	2.25		$	2.22

FFO—basic and diluted (c) (d)	$	170,579		$	152,717		$	453,723		$	403,255

FFO—basic and diluted, excluding financing expense in connection with Chandler Freehold (c) (d)	$	133,242		$	149,578		$	388,817		$	398,779

FFO—basic and diluted, excluding financing expense in connection with Chandler Freehold, loss on extinguishment of debt and costs related to shareholder activism (c) (d)	$	133,242		$	149,578		$	389,168		$	418,148

FFO per share—basic and diluted (c) (d)	$	1.12		$	1.01		$	2.99		$	2.66

FFO per share—basic and diluted, excluding financing expense in connection with Chandler Freehold (c) (d)	$	0.88		$	0.99		$	2.56		$	2.63

FFO per share—basic and diluted, excluding financing expense in connection with Chandler Freehold, loss on extinguishment of debt and costs related to shareholder activism (c) (d)	$	0.88		$	0.99		$	2.56		$	2.76

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 nine months ended September 30, 2018. For the three and nine months ended September 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 nine months ended September 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 $39,456 and $70,977 to adjust for the change in the fair value of the financing arrangement obligation during the three and nine months ended September 30, 2019, respectively; and a credit of $4,893 and $9,279 to adjust for the change in fair value of the financing arrangement obligation during the three and nine months ended September 30, 2018, respectively, (ii) distributions of $1,278 and $5,157 to its partner representing the partner’s share of net income for the three and nine months ended September 30, 2019, respectively; and $2,111 and $6,577 to its partner representing the partner’s share of net income for the three and nine months ended September 30, 2018, respectively and (iii) distributions of $2,119 and $6,071 to its partner in excess of the partner’s share of net income for the three and nine months ended September 30, 2019, respectively; and distributions of $1,754 and $4,803 to its partner in excess of the partner’s share of net income for the three and nine months ended September 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. Adjustments for unconsolidated joint ventures are calculated to reflect FFO on the same basis.

Beginning in the first quarter of 2018, the Company revised its definition of FFO so that FFO excluded the impact of the financing expense in connection with Chandler Freehold. Beginning in the third quarter of 2019, the Company now presents a separate non-GAAP measure—FFO excluding financing expense in connection with Chandler Freehold. The Company has revised the FFO presentation for the three and nine months ended September 30, 2018 to conform to the current presentation. The Company accounts for its joint venture in Chandler Freehold as a financing arrangement. 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

THE MACERICH COMPANY

FINANCIAL HIGHLIGHTS

(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

payments to such joint venture partner less than or in excess of their pro rata share of net income. The Company excludes 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.

The Company also presents FFO excluding financing expense in connection with Chandler Freehold, loss on 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 financing expense in connection with Chandler Freehold, non-routine costs associated with extinguishment of debt and costs related to shareholder activism provide useful supplemental information regarding the Company’s performance as they show 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 attributable to the Company to FFO attributable to common stockholders and unit holders—basic and diluted, excluding financing expense in connection with Chandler Freehold, loss on extinguishment of debt and costs related to shareholder activism (d):


	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	Unaudited						Unaudited
	2019			2018			2019			2018
Net income attributable to the Company	$	46,371		$	74,028		$	69,929		$	48,271
Adjustments to reconcile net income attributable to the Company to FFO attributable to common stockholders and unit holders—basic and diluted:
Noncontrolling interests in the OP		3,427			5,432			5,151			3,544
Loss (gain) on sale or write down of consolidated assets, net		131			(46,516	)		15,506			514
Add: gain on undepreciated asset sales from consolidated assets		81			2,060			615			3,415
Noncontrolling interests share of (loss) gain on sale or write-down of consolidated joint ventures		—			—			(3,369	)		580
Loss (gain) on sale or write down of assets from unconsolidated joint ventures (pro rata), net		(3	)		(2,968	)		381			(3,014	)
Add: gain on sales or write down of undepreciated assets from unconsolidated joint ventures (pro rata), net		—			2,151			—			373
Depreciation and amortization on consolidated assets		82,787			81,803			246,640			240,608
Less depreciation and amortization allocable to noncontrolling interests in consolidated joint ventures		(3,746	)		(3,670	)		(11,067	)		(10,946	)
Depreciation and amortization on unconsolidated joint ventures (pro rata)		45,465			43,850			141,670			130,030
Less: depreciation on personal property		(3,934	)		(3,453	)		(11,733	)		(10,120	)

FFO attributable to common stockholders and unit holders—basic and diluted		170,579			152,717			453,723			403,255
Financing expense in connection with Chandler Freehold		(37,337	)		(3,139	)		(64,906	)		(4,476	)

FFO attributable to common stockholders and unit holders, excluding financing expense in connection with Chandler Freehold—basic and diluted		133,242			149,578			388,817			398,779
Loss on extinguishment of debt		—			—			351			—
Costs related to shareholder activism		—			—			—			19,369

FFO attributable to common stockholders and unit holders, excluding financing expense in connection with Chandler Freehold, loss on extinguishment of debt and costs related to shareholder activism—diluted	$	133,242		$	149,578		$	389,168		$	418,148

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 September 30,						For the Nine Months Ended September 30,
	Unaudited						Unaudited
	2019			2018			2019			2018
EPS—diluted	$	0.33		$	0.52		$	0.49		$	0.34
Per share impact of depreciation and amortization of real estate		0.79			0.79			2.41			2.31
Per share impact of loss (gain) on sale or write down of assets, net		0.00			(0.30	)		0.09			0.01

FFO per share—basic and diluted	$	1.12		$	1.01		$	2.99		$	2.66
Per share impact of financing expense in connection with Chandler Freehold.		(0.24	)		(0.02	)		(0.43	)		(0.03	)

FFO per share—basic and diluted, excluding financing expense in connection with Chandler Freehold	$	0.88		$	0.99		$	2.56		$	2.63
Per share impact of loss on extinguishment of debt		—			—			—			—
Per share impact of costs related to shareholder activism		—			—			—			0.13

FFO per share—basic and diluted, excluding financing expense in connection with Chandler Freehold, loss on extinguishment of debt and costs related to shareholder activism	$	0.88		$	0.99		$	2.56		$	2.76

Reconciliation of Net income attributable to the Company to Adjusted EBITDA:


	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	Unaudited						Unaudited
	2019			2018			2019			2018
Net income attributable to the Company	$	46,371		$	74,028		$	69,929		$	48,271
Interest expense—consolidated assets		14,799			44,927			90,265			136,477
Interest expense—unconsolidated joint ventures (pro rata)		25,552			27,897			78,974			81,557
Depreciation and amortization—consolidated assets		82,787			81,803			246,640			240,608
Depreciation and amortization—unconsolidated joint ventures (pro rata)		45,465			43,850			141,670			130,030
Noncontrolling interests in the OP		3,427			5,432			5,151			3,544
Less: Interest expense and depreciation and amortization allocable to noncontrolling interests in consolidated joint ventures		(8,743	)		(8,915	)		(26,222	)		(26,928	)
Loss on extinguishment of debt		—			—			351			—
Loss (gain) on sale or write down of assets, net—consolidated assets		131			(46,516	)		15,506			514
Loss (gain) on sale or write down of assets, net—unconsolidated joint ventures (pro rata)		(3	)		(2,968	)		381			(3,014	)
Add: Noncontrolling interests share of (loss) gain on sale or write down of consolidated joint ventures, net		—			—			(3,369	)		580
Income tax expense (benefit)		678			466			1,703			(1,799	)
Distributions on preferred units		100			99			301			298

Adjusted EBITDA (e)	$	210,564		$	220,103		$	621,280		$	610,138

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 September 30,						For the Nine Months Ended September 30,
	Unaudited						Unaudited
	2019			2018			2019			2018
Adjusted EBITDA (e)	$	210,564		$	220,103		$	621,280		$	610,138
REIT general and administrative expenses		5,285			5,439			16,835			18,414
Costs related to shareholder activism		—			—			—			19,369
Management Companies’ revenues		(9,978	)		(11,052	)		(29,277	)		(32,090	)
Management Companies’ operating expenses		15,514			18,961			50,220			72,224
Leasing expenses, including joint ventures at pro rata		8,147			2,565			25,170			8,591
Straight-line and above/below market adjustments		(8,850	)		(8,391	)		(23,538	)		(25,231	)

NOI—All Centers		220,682			227,625			660,690			671,415
NOI of non-Same Centers		(3,397	)		(7,502	)		(18,418	)		(30,228	)

NOI—Same Centers (f)		217,285			220,123			642,272			641,187
Lease termination income of Same Centers		(1,404	)		(4,608	)		(5,309	)		(9,881	)

NOI—Same Centers, excluding lease termination income (f)	$	215,881		$	215,515		$	636,963		$	631,306

(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 nine months ended September 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 third quarter 2019 earnings announcement (included as Exhibit 99.1 of the Company’s Current Report on 8-K, event date October 31, 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 September 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 fifth straight year in 2019 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
	9/30/2019			12/31/2018			12/31/2017
	dollars in thousands, except per share data
Closing common stock price per share	$	31.59		$	43.28		$	65.68
52 week high	$	55.54		$	69.73		$	73.34
52 week low	$	27.54		$	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		151,785,806			151,655,147			151,253,557

Total common and equivalent shares/units outstanding		151,876,425			151,745,766			151,344,176

Portfolio capitalization data
Total portfolio debt, including joint ventures at pro rata	$	7,976,440		$	7,850,669		$	7,692,719
Equity market capitalization		4,797,776			6,567,557			9,940,285

Total market capitalization	$	12,774,216		$	14,418,226		$	17,633,004

Debt as a percentage of total market capitalization		62.4	%		54.5	%		43.6	%

Portfolio Capitalization at September 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

Conversion of partnership units to cash		(435	)		—		—		(435	)
Issuance of stock/partnership units from restricted stock issuance or other share or unit-based plans		—			6,157		—		6,157

Balance as of September 30, 2019		10,415,081			141,370,725		90,619		151,876,425

The Macerich Company

Consolidated Statements of Operations (Unaudited)

(Dollars in thousands)


	For the Three Months Ended September 30, 2019			For the Nine Months Ended September 30, 2019
Revenues:
Leasing revenue	$	214,260		$	636,290
Other income		6,889			20,054
Management Companies’ revenues		9,978			29,277

Total revenues		231,127			685,621

Expenses:
Shopping center and operating expenses		69,328			203,024
Management Companies’ operating expenses		15,514			50,220
Leasing expenses		7,162			22,344
REIT general and administrative expenses		5,285			16,835
Depreciation and amortization		82,787			246,640
Interest expense		14,799			90,265
Loss on extinguishment of debt		—			351

Total expenses		194,875			629,679
Equity in income of unconsolidated joint ventures		14,582			34,082
Income tax expense		(678	)		(1,703	)
Loss on sale or write down of assets, net		(131	)		(15,506	)

Net income		50,025			72,815
Less net income attributable to noncontrolling interests		3,654			2,886

Net income attributable to the Company	$	46,371		$	69,929

The Macerich Company

Consolidated Balance Sheet (Unaudited)

As of September 30, 2019

(Dollars in thousands)


ASSETS:
Property, net (a)	$	6,664,106
Cash and cash equivalents		98,309
Restricted cash		8,959
Tenant and other receivables, net		129,729
Right-of-use assets, net		150,656
Deferred charges and other assets, net		277,799
Due from affiliates		9,627
Investments in unconsolidated joint ventures		1,436,788

Total assets	$	8,775,973


LIABILITIES AND EQUITY:
Mortgage notes payable	$	4,294,633
Bank and other notes payable		749,769
Accounts payable and accrued expenses		61,348
Lease liabilities		116,683
Other accrued liabilities		253,882
Distributions in excess of investments in unconsolidated joint ventures		112,326
Financing arrangement obligation		279,563

Total liabilities		5,868,204

Commitments and contingencies
Equity:
Stockholders’ equity:
Common stock		1,413
Additional paid-in capital		4,581,551
Accumulated deficit		(1,864,807	)
Accumulated other comprehensive loss		(10,946	)

Total stockholders’ equity		2,707,211
Noncontrolling interests		200,558

Total equity		2,907,769

Total liabilities and equity	$	8,775,973

(a)	Includes construction in progress of $204,172.

The Macerich Company

Non-GAAP Pro Rata Financial Information (Unaudited)

(Dollars in thousands)


	For the Three Months Ended September 30, 2019						For the Nine Months Ended September 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	$	(12,316	)	$	114,210		$	(37,950	)	$	341,218
Other income		(468	)		6,863			(680	)		20,710

Total revenues		(12,784	)		121,073			(38,630	)		361,928

Expenses:
Shopping center and operating expenses		(3,674	)		34,352			(10,791	)		103,482
Leasing expenses		(140	)		1,125			(513	)		3,339
Depreciation and amortization		(3,746	)		45,465			(11,067	)		141,670
Interest expense		(4,997	)		25,552			(15,155	)		78,974

Total expenses		(12,557	)		106,494			(37,526	)		327,465
Equity in income of unconsolidated joint ventures		—			(14,582	)		—			(34,082	)
Loss on sale or write down of assets, net		—			3			3,369			(381	)

Net (income) loss		(227	)		—			2,265			—
Less net (income) loss attributable to noncontrolling interests		(227	)		—			2,265			—

Net income 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 September 30, 2019
	Noncontrolling Interests of Consolidated Joint Ventures (a)			Company’s Share of Unconsolidated Joint Ventures
ASSETS:
Property, net (b)	$	(339,595	)	$	4,507,566
Cash and cash equivalents		(9,953	)		101,748
Restricted cash		(184	)		5,766
Tenant and other receivables, net		(5,259	)		64,396
Right-of-use assets, net		(798	)		61,353
Deferred charges and other assets, net		(3,205	)		151,764
Due from affiliates		390			(2,858	)
Investments in unconsolidated joint ventures, at equity		—			(1,436,788	)

Total assets	$	(358,604	)	$	3,452,947


LIABILITIES AND EQUITY:
Mortgage notes payable	$	(359,048	)	$	3,083,119
Bank and other notes payable		(1,514	)		209,481
Accounts payable and accrued expenses		(2,528	)		65,119
Lease liabilities		(3,105	)		61,388
Other accrued liabilities		(5,630	)		146,166
Distributions in excess of investments in unconsolidated joint ventures		—			(112,326	)
Financing arrangement obligation		(279,563	)		—

Total liabilities		(651,388	)		3,452,947

Equity:
Stockholders’ equity		293,949			—
Noncontrolling interests		(1,165	)		—

Total equity		292,784			—

Total liabilities and equity	$	(358,604	)	$	3,452,947

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

(b)	This includes $7,366 of construction in progress relating to the Company’s partners’ share from consolidated joint ventures and $321,731 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 September 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	$	142,311		$	(8,079	)	$	134,232		$	80,626		$	214,858
Percentage rents		3,902			(104	)		3,798			2,802			6,600
Tenant recoveries		64,770			(4,014	)		60,756			28,918			89,674
Other		6,211			(169	)		6,042			2,569			8,611
Less: Bad debt expense		(2,934	)		50			(2,884	)		(705	)		(3,589	)

Total leasing revenue	$	214,260		$	(12,316	)	$	201,944		$	114,210		$	316,154


	For the Nine Months Ended September 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	$	426,071		$	(24,759	)	$	401,312		$	242,651		$	643,963
Percentage rents		8,350			(211	)		8,139			5,124			13,263
Tenant recoveries		190,696			(12,183	)		178,513			88,811			267,324
Other		17,940			(1,088	)		16,852			6,939			23,791
Less: Bad debt expense		(6,767	)		291			(6,476	)		(2,307	)		(8,783	)

Total leasing revenue	$	636,290		$	(37,950	)	$	598,340		$	341,218		$	939,558

(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		$0.64 - $0.72
Plus: real estate depreciation and amortization		$3.20 - $3.20
Plus: loss on sale or write-down of depreciable assets		$0.09 - $0.09

FFO per share—diluted		$3.93 - $4.01
Less: Impact of financing expense in connection with Chandler Freehold		$0.43 - $0.43

FFO per share—diluted, excluding financing expense in connection with Chandler Freehold	$	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		$6	$0.04
Capitalized interest		$30	$0.20
Bad debt expense		($10)	($0.07)
Dilutive impact on 2019 of assets sold in 2018		($4)	($0.03)
Straight-line rental income		$15	$0.10
Amortization of acquired above and below-market leases (net-revenue)		$15	$0.10
Leasing expenses(c)		$34	$0.22
Interest expense(d)		$294

(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 $34 million. The Company incurred approximately $12 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 $22 million.

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

The Macerich Company

Supplemental Financial and Operating Information (unaudited)

Supplemental FFO Information(a)


	As of September 30,
	2019			2018
	dollars in millions
Straight-line rent receivable	$	122.1		$	109.5

	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	2019			2018			2019			2018
	dollars in millions
Lease termination income	$	1.4		$	4.6		$	5.3		$	10.0
Straight-line rental income	$	4.5		$	5.6		$	10.5		$	14.2
Business development and parking income (b)	$	16.4		$	15.2		$	44.9		$	42.8
Gain (loss) on sales or write down of undepreciated assets	$	0.1		$	4.2		$	0.6		$	3.8
Amortization of acquired above and below-market leases (net revenue)	$	4.4		$	2.8		$	13.1		$	11.0
Amortization of debt premiums	$	0.2		$	0.2		$	0.7		$	0.7
Bad debt expense (c)	$	3.6		$	1.4		$	8.8		$	5.0
Leasing expenses	$	8.1		$	2.6		$	25.2		$	8.6
Interest capitalized	$	8.8		$	7.0		$	22.7		$	20.9

Chandler Freehold financing arrangement (d):
Distributions equal to partners’ share of net income	$	1.3		$	2.1		$	5.2		$	6.6
Distributions in excess of partners’ share of net income (e)		2.1			1.8			6.1			4.8
Fair value adjustment (e)		(39.5	)		(4.9	)		(71.0	)		(9.3	)

Total interest (income) expense (d)	$	(36.1	)	$	(1.0	)	$	(59.7	)	$	2.1

(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 nine months ended September 30, 2019 and included in shopping center and operating expenses for the three and nine months ended September 30, 2018.

(d)	Included in interest expense.

(e)	The Company presents FFO excluding 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 Nine Months Ended				Year Ended 12/31/18		Year Ended 12/31/17
	9/30/2019		9/30/2018		Year Ended 12/31/18		Year Ended 12/31/17
	dollars in millions
Consolidated Centers
Acquisitions of property, building improvement and equipment	$	19.3	$	31.1	$	53.4	$	38.2
Development, redevelopment, expansions and renovations of Centers		83.1		128.6		173.3		152.1
Tenant allowances		14.8		9.1		12.6		11.5
Deferred leasing charges		2.0		13.8		17.3		26.5

Total	$	119.2	$	182.6	$	256.6	$	228.3

Unconsolidated Joint Venture Centers
Acquisitions of property, building improvement and equipment	$	7.8	$	8.8	$	15.7	$	16.0
Development, redevelopment, expansions and renovations of Centers		152.9		103.6		145.9		121.8
Tenant allowances		6.9		4.6		8.7		6.8
Deferred leasing charges		2.7		6.8		10.9		6.2

Total	$	170.3	$	123.8	$	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
09/30/2019	$	639	$	1,009	$	800
09/30/2018	$	607	$	842	$	707
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 9/30/2019 *(c)*			% of Portfolio 2019 Forecast Pro Rata Real Estate NOI *(d)*
Properties	9/30/2019 *(a)*		12/31/2018 *(a)*		9/30/2018 *(a)*		9/30/2019 *(b)*			12/31/2018 *(b)*			9/30/2018 *(b)*
Group 1: Top 10
Broadway Plaza	$	2,330	$	1,752	$	1,425		95.5	%		99.4	%		99.4	%
Corte Madera, Village at	$	2,232	$	2,166	$	1,800		97.7	%		94.4	%		95.6	%
Queens Center	$	1,554	$	1,506	$	1,506		98.7	%		99.7	%		99.4	%
Washington Square	$	1,528	$	1,261	$	1,168		95.7	%		98.8	%		97.0	%
Scottsdale Fashion Square	$	1,472	$	1,159	$	1,032		92.2	%		92.1	%		92.5	%
Kierland Commons	$	1,440	$	1,137	$	973		98.8	%		97.8	%		98.6	%
North Bridge, The Shops at	$	1,028	$	881	$	846		82.8	%		98.2	%		98.0	%
Los Cerritos Center	$	1,002	$	1,003	$	988		96.6	%		96.5	%		96.3	%
Tysons Corner Center	$	973	$	986	$	983		95.5	%		96.8	%		95.7	%
Country Club Plaza		n/a		n/a		n/a		n/a			n/a			n/a

Total Top 10:	$	1,349	$	1,164	$	1,087		93.9	%		95.5	%		95.2	%		10.6	%		32.3	%

Group 2: Top 11-20
Tucson La Encantada	$	921	$	856	$	868		95.4	%		97.0	%		93.3	%
Arrowhead Towne Center	$	897	$	808	$	788		98.5	%		97.2	%		96.4	%
Fresno Fashion Fair	$	859	$	750	$	737		90.5	%		95.2	%		95.7	%
Fashion Outlets of Chicago	$	844	$	839	$	830		99.6	%		98.0	%		98.0	%
Santa Monica Place	$	792	$	808	$	812		94.4	%		93.4	%		90.7	%
Chandler Fashion Center	$	740	$	715	$	702		95.6	%		97.6	%		94.3	%
Twenty Ninth Street	$	739	$	712	$	711		96.3	%		97.1	%		97.2	%
Kings Plaza Shopping Center	$	735	$	701	$	701		98.9	%		97.9	%		97.9	%
Vintage Faire Mall	$	714	$	709	$	707		97.2	%		97.3	%		97.6	%
Biltmore Fashion Park	$	693	$	670	$	1,113		89.4	%		91.0	%		93.0	%

Total Top 11-20:	$	795	$	759	$	771		96.1	%		96.6	%		95.8	%		12.2	%		25.5	%

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 9/30/2019 *(c)*			% of Portfolio 2019 Forecast Pro Rata Real Estate NOI *(d)*
Properties	9/30/2019 *(a)*		12/31/2018 *(a)*		9/30/2018 *(a)*		9/30/2019 *(b)*			12/31/2018 *(b)*			9/30/2018 *(b)*
Group 3: Top 21-30
Stonewood Center	$	688	$	665	$	663		93.7	%		91.9	%		94.0	%
Oaks, The	$	677	$	654	$	652		92.3	%		88.9	%		88.7	%
Danbury Fair Mall	$	657	$	627	$	621		92.8	%		96.1	%		95.1	%
Freehold Raceway Mall	$	654	$	639	$	641		96.7	%		97.8	%		97.7	%
Green Acres Mall	$	647	$	638	$	651		96.4	%		98.0	%		97.7	%
SanTan Village Regional Center	$	642	$	588	$	581		95.0	%		98.1	%		95.9	%
FlatIron Crossing	$	586	$	579	$	579		95.3	%		97.2	%		96.8	%
Victor Valley, Mall of	$	582	$	565	$	559		98.3	%		98.1	%		99.2	%
Inland Center	$	554	$	541	$	533		91.9	%		97.0	%		97.0	%
Deptford Mall	$	533	$	525	$	530		93.5	%		97.4	%		98.1	%

Total Top 21-30:	$	628	$	608	$	607		94.9	%		96.2	%		95.9	%		13.5	%		25.1	%

Group 4: Top 31-40
Lakewood Center	$	525	$	491	$	490		98.0	%		97.0	%		97.1	%
La Cumbre Plaza	$	514	$	488	$	481		85.6	%		80.7	%		86.2	%
South Plains Mall	$	505	$	474	$	461		88.4	%		92.0	%		91.9	%
Pacific View	$	470	$	450	$	441		80.6	%		91.3	%		91.4	%
Valley River Center	$	457	$	453	$	452		92.9	%		95.7	%		94.0	%
West Acres	$	451	$	467	$	462		98.3	%		97.2	%		98.3	%
Superstition Springs Center	$	407	$	366	$	365		93.0	%		96.8	%		96.6	%
Eastland Mall	$	365	$	360	$	357		90.7	%		94.9	%		96.0	%
Desert Sky Mall	$	351	$	346	$	336		98.7	%		99.1	%		98.8	%
Fashion Outlets of Niagara Falls USA	$	333	$	340	$	344		92.2	%		93.9	%		92.4	%

Total Top 31-40:	$	434	$	420	$	417		92.7	%		94.7	%		94.8	%		13.2	%		13.1	%

Total Top 40:	$	829	$	753	$	732		94.3	%		95.7	%		95.4	%		11.7	%		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 9/30/2019
(c)

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

Properties

9/30/2019
(a)

12/31/2018
(a)

9/30/2018
(a)

9/30/2019
(b)

12/31/2018
(b)

9/30/2018
(b)

Group 5: 41-45

NorthPark Mall

SouthPark Mall

Towne Mall

Valley Mall

Wilton Mall

Total 41-45:

295

286

284

87.5

90.8

90.7

10.7

Centers under Redevelopment

Fashion District Philadelphia (e) (f)

Paradise Valley Mall (e)

47 REGIONAL SHOPPING CENTERS

800

726

707

93.8

95.4

95.1

11.7

98.3

Community / Power Centers and various other assets

1.7

TOTAL ALL PROPERTIES

11.7

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 September 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 guidance assumptions provided on October 31, 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 September 19, 2019, the Company’s joint venture opened Fashion District Philadelphia in downtown Philadelphia.

The Macerich Company

Supplemental Financial and Operating Information (unaudited)

Occupancy(a)


Regional Shopping Centers: Period Ended	Consolidated Centers			Unconsolidated Joint Venture Centers			Total Centers
09/30/2019		93.4	%		94.4	%		93.8	%
09/30/2018		94.7	%		95.5	%		95.1	%
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
09/30/2019	$	58.94	$	55.97	$	52.34
09/30/2018	$	57.02	$	54.43	$	49.07
12/31/2018	$	56.82	$	54.00	$	49.07
12/31/2017	$	55.08	$	57.36	$	49.61
Unconsolidated Joint Venture Centers
09/30/2019	$	65.62	$	70.01	$	63.80
09/30/2018	$	63.45	$	65.19	$	58.90
12/31/2018	$	63.84	$	66.95	$	59.49
12/31/2017	$	60.99	$	63.50	$	55.50
All Regional Shopping Centers
09/30/2019	$	61.16	$	60.04	$	55.45
09/30/2018	$	59.09	$	57.32	$	51.71
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 September 30, 2019	For Years Ended December 31,
		2018		2017
Consolidated Centers
Minimum rents	9.2%		9.3%		9.5%
Percentage rents	0.4%		0.3%		0.3%
Expense recoveries(a)	3.8%		3.9%		4.2%

Total	13.4%		13.5%		14.0%


	For the trailing twelve months ended September 30, 2019	For Years Ended December 31,
		2018		2017
Unconsolidated Joint Venture Centers
Minimum rents	7.1%		7.8%		8.6%
Percentage rents	0.3%		0.3%		0.3%
Expense recoveries(a)	3.1%		3.4%		3.8%

Total	10.5%		11.5%		12.7%


	For the trailing twelve months ended September 30, 2019	For Years Ended December 31,
		2018		2017
All Centers
Minimum rents	8.0%		8.5%		9.0%
Percentage rents	0.3%		0.3%		0.3%
Expense recoveries(a)	3.4%		3.6%		4.0%

Total	11.7%		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)

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

The Macerich Company

Property Listing

September 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/—		—		538,000
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		995,000
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		1,124,000
19	100%	SouthPark Mall Moline, Illinois		1974/1998		2015		863,000
20	100%	Stonewood Center(c) Downey, California		1953/1997		1991		935,000
21	100%	Superstition Springs Center Mesa, Arizona		1990/2002		2002		918,000
22	100%	Towne Mall Elizabethtown, Kentucky		1985/2005		1989		350,000

The Macerich Company

Property Listing

September 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		505,000
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		1,138,000
28	100%	Wilton Mall Saratoga Springs, New York		1990/2005	1998		709,000

		Total Consolidated Centers					25,732,000

UNCONSOLIDATED JOINT VENTURE CENTERS:
29	60%	Arrowhead Towne Center Glendale, Arizona		1993/2002	2015		1,196,000
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		1,040,000
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	—		670,000
40	50%	Scottsdale Fashion Square Scottsdale, Arizona		1961/2002	2019		1,839,000
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		1,971,000
44	60%	Washington Square Portland, Oregon		1974/1999	2005		1,446,000
45	19%	West Acres Fargo, North Dakota		1972/1986	2001		668,000

		Total Unconsolidated Joint Venture Centers					18,953,000

The Macerich Company

Property Listing

September 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)(e) Philadelphia, Pennsylvania		1977/2014		2019		850,000
47	100%	Paradise Valley Mall(f) Phoenix, Arizona		1979/2002		2009		1,202,000

		Total Regional Shopping Centers						46,737,000

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(f) Des Moines, Iowa		1975/1998		2013		848,000
4	100%	Superstition Springs Power Center(f) Mesa, Arizona		1990/2002		—		206,000
5	100%	The Marketplace at Flagstaff(c)(f) Flagstaff, Arizona		2007/—		—		268,000

		Total Community / Power Centers						1,876,000

OTHER ASSETS:
	100%	Various(f)(g)						427,000
	86.5%	Estrella Falls(f) Goodyear, Arizona						79,000
	50%	Scottsdale Fashion Square-Office(d) Scottsdale, Arizona						124,000
	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)(h) Los Angeles, California						680,000

		Total Other Assets						2,813,000

		Grand Total						51,426,000

(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

September 30, 2019

(d)	Included in Unconsolidated Joint Venture Centers.

(e)	On September 19, 2019, the Company’s joint venture opened Fashion District Philadelphia in downtown Philadelphia.

(f)	Included in Consolidated Centers.

(g)

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.

(h)

Construction is 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 September 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 September 30, 2019.


Properties	Legal Ownership(a)			Economic Ownership(b)			Joint Venture	Total GLA(c)
Arrowhead Towne Center(d)		60	%		60	%	New River Associates LLC		1,196,000
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		1,040,000
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		670,000
SanTan Village Regional Center		84.9	%		84.9	%	Westcor SanTan Village LLC		1,124,000
Scottsdale Fashion Square		50	%		50	%	Scottsdale Fashion Square Partnership		1,839,000
Scottsdale Fashion Square-Office		50	%		50	%	Scottsdale Fashion Square Partnership		124,000
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		1,971,000
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		678,000
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 September 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 September 30, 2019

(b)

Economic ownership represents the allocation of cash flow to the Company as of September 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 September 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 September 30, 2019
	Fixed Rate			Floating Rate			Total
	(Dollars in thousands)
Mortgage notes payable	$	3,868,307		$	426,326		$	4,294,633
Bank and other notes payable		403,028			346,741			749,769

Total debt per Consolidated Balance Sheet		4,271,335			773,067			5,044,402
Adjustments:
Less: Noncontrolling interests or financing arrangement share of debt from consolidated joint ventures		(360,562	)		—			(360,562	)

Adjusted Consolidated Debt		3,910,773			773,067			4,683,840
Add: Company’s share of debt from unconsolidated joint ventures		3,038,281			254,319			3,292,600

Total Company’s Pro Rata Share of Debt	$	6,949,054		$	1,027,386		$	7,976,440

Weighted average interest rate		3.94	%		3.91	%		3.93	%
Weighted average maturity (years)								5.04

(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 September 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 (b)		12/03/19		3.67	%	$	429,285	$	—	$	429,285
Danbury Fair Mall		10/01/20		5.53	%		196,616		—		196,616
Fashion Outlets of Niagara Falls USA		10/06/20		4.89	%		107,229		—		107,229
Green Acres Mall		02/03/21		3.61	%		279,513		—		279,513
Prasada (c)		05/30/21		5.25	%		1,514		—		1,514
The Macerich Partnership, L.P.—Line of Credit (d)(e)		07/06/21		4.30	%		400,000		—		400,000
Tucson La Encantada		03/01/22		4.23	%		64,108		—		64,108
Pacific View		04/01/22		4.08	%		119,003		—		119,003
Oaks, The		06/05/22		4.14	%		188,385		—		188,385
Towne Mall		11/01/22		4.48	%		20,399		—		20,399
Chandler Fashion Center (f)		07/05/24		4.18	%		127,798		—		127,798
Victor Valley, Mall of		09/01/24		4.00	%		114,719		—		114,719
Queens Center		01/01/25		3.49	%		600,000		—		600,000
Vintage Faire		03/06/26		3.55	%		253,869		—		253,869
Fresno Fashion Fair		11/01/26		3.67	%		323,609		—		323,609
SanTan Village Regional Center (g)		07/01/29		4.34	%		186,067		—		186,067
Freehold Raceway Mall (f)		11/01/29		3.94	%		199,567		—		199,567
Fashion Outlets of Chicago		02/01/31		4.61	%		299,092		—		299,092

Total Fixed Rate Debt for Consolidated Assets				4.01	%	$	3,910,773	$	—	$	3,910,773

Green Acres Commons (e)		03/29/21		4.81	%	$	—	$	128,696	$	128,696
The Macerich Partnership, L.P.—Line of Credit (d)(e)		07/06/21		3.72	%		—		346,741		346,741
Santa Monica Place (e)		12/09/22		3.63	%		—		297,630		297,630

Total Floating Rate Debt for Consolidated Assets				3.87	%	$	—	$	773,067	$	773,067

Total Debt for Consolidated Assets				3.99	%	$	3,910,773	$	773,067	$	4,683,840

II. Unconsolidated Assets (At Company’s pro rata share):
FlatIron Crossing (51%)		01/05/21		2.81	%	$	117,310	$	—	$	117,310
One Westside—defeased (25%)		10/01/22		4.77	%		33,962		—		33,962
Washington Square Mall (60%)		11/01/22		3.65	%		330,000		—		330,000
Deptford Mall (51%)		04/03/23		3.55	%		91,153		—		91,153
Scottsdale Fashion Square (50%)		04/03/23		3.02	%		224,786		—		224,786
Tysons Corner Center (50%)		01/01/24		4.13	%		375,297		—		375,297
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	%		158,500		—		158,500
Lakewood Center (60%)		06/01/26		4.15	%		215,643		—		215,643
Kierland Commons (50%)		04/01/27		3.98	%		107,372		—		107,372
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	%		187,031		—		187,031
Corte Madera, The Village at (50.1%)		09/01/28		3.53	%		112,405		—		112,405
Tysons Tower (50%)		11/11/29		3.38	%		94,531		—		94,531
Broadway Plaza (50%)		04/01/30		4.19	%		224,449		—		224,449
West Acres (19%)		03/01/32		4.61	%		14,342		—		14,342

Total Fixed Rate Debt for Unconsolidated Assets				3.84	%	$	3,038,281	$	—	$	3,038,281

The Macerich Company

Supplemental Financial and Operating Information (Unaudited)

Outstanding Debt by Maturity Date


	As of September 30, 2019
Center/Entity (dollars in thousands)	Maturity Date		Effective Interest Rate (a)			Fixed			Floating			Total Debt Balance (a)
Atlas Park (50%) (e)		10/28/21		5.06	%	$	—		$	35,595		$	35,595
Pacific Premier Retail LLC (60%) (h)		10/31/22		3.29	%		—			60,000			60,000
Fashion District Philadelphia (50%)		01/22/23		4.10	%		—			149,481			149,481
Boulevard Shops (50%)		12/05/23		4.22	%		—			9,243			9,243

Total Floating Rate Debt for Unconsolidated Assets				4.05	%	$	—		$	254,319		$	254,319

Total Debt for Unconsolidated Assets				3.85	%	$	3,038,281		$	254,319		$	3,292,600

Total Debt				3.93	%	$	6,949,054		$	1,027,386		$	7,976,440

Percentage to Total							87.12	%		12.88	%		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)	The Company has agreed to terms to replace the existing loan on the property with a new ten-year loan of $555.0 million that bears fixed interest at 3.67%. The loan is expected to close in the fourth quarter of 2019.

(c)	This property is owned by a consolidated joint venture. The above debt balance represents the Company’s pro rata share of 50.0%. On October 7, 2019, this loan was paid off.

(d)	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.

(e)	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.

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

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

(h)	The Company’s joint venture repaid this loan on October 29, 2019.

The Macerich Company

Supplemental Financial and Operating Information (Unaudited)

Development Pipeline Forecast

(Dollars in millions)

as of September 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
9/30/2019

Expected
Delivery(a)

Stabilized
Yield(a)(b)(c)

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 Equinox 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(d)

25.0%

$125 - $138(d)

Q3 2022(e)

7.75% - 8.25%(d)

Total In-Process

$640 - $710

$195 - $218

(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)	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.

(e)	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 September 30, 2019

Pipeline of Former Sears Redevelopments:


	Project Type	Ownership		Total Cost (a)(b) Pro rata	Pro rata Capitalized Costs 9/30/2019 Incurred-to-Date(b)		Stabilized Yield(a)(b)(c)
	Retail Redevelopment			$75 - $90	$	7	8.0% - 9.0%
	Mixed-Use Densification			55 - 70		1	9.0% - 10.5%
(d)	Future Phases			TBD		0	TBD

	Total		various	$130 - $160	$	8


	Property	Description	Expected Delivery(a)

	Retail Redevelopment:
(e)	Arrowhead Towne Center	Redevelop existing store with retail uses		TBD
(e)	Chandler Fashion Center	Redevelop existing store for a Harkins entertainment concept and additional retail uses		Q4-2020 to 2H-2021
(e)	Deptford Mall	Redevelop existing store for Dick’s Sporting Goods, Round 1 and additional retail uses		Q4-2020 to 1H-2021
(e)	South Plains Mall	Demolish box; site densification with retail and restaurants uses		TBD
(e)	Vintage Faire Mall	Redevelop existing store for Dave & Busters and additional retail uses		Q4-2020 to 2H-2021
	Wilton Mall	Redevelop existing store with a medical center/medical office use		Q1-2020

	Mixed-Use Densification:
(e)	Los Cerritos Center	Demolish box; site densification with residential, hotel and restaurant uses		Late 2022
(e)	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)	Future demand-driven development phases are possible at Los Cerritos Center and Washington Square.

(e)	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
September 30, 2019	$	34.15	$	27.54	$	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