BAML Global Real Estate BAML Global Real Estate BAML Global Real - - PowerPoint PPT Presentation

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BAML Global Real Estate BAML Global Real Estate BAML Global Real Estate BAML Global Real Estate Conference Conference Conference Conference September 2019 September 2019 September 2019 September 2019

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Safe Harbor Some of the information contained in this presentation includes forward looking

• statements. Such statements are subject to a number of risks and uncertainties

which could cause actual results in the future to differ materially and adversely from those described in the forward looking statements. Investors should consult the Company’s filings with the Securities and Exchange Commission (SEC) for a description of the various risks and uncertainties which could cause such a difference before deciding whether to invest. This presentation also contains non GAAP financial measures and comparable net

• perating income (NOI). Reconciliation of this non GAAP financial measure to the

most directly comparable GAAP measure can be found within the Company’s quarterly supplemental information package and in filings made with the SEC, which are available

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the investor relations section

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its website at www.washingtonprime.com.

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Washington Prime Group: National Footprint with Local Flavor

With 106 town centers throughout the US, we are as American as apple pie. As a matter of fact, we are also as American as deep dish pizza in Chicago, Hawaiian poke salad, vegan spring rolls in Malibu, El Paso Tex-Mex, Maryland crab cakes, kimchi in Orange County, Memphis barbeque and a Kansas City porterhouse. Our well regarded national infrastructure, from Hawaii to Connecticut and everywhere in between, allows our tenant and sponsor partners to benefit from corporate operating efficacy and local management who possesses comprehensive knowledge of the specific locale within which they reside. Catering from the aspirant to the affluent and Middle America to metropolis, WPG assets capture the socioeconomic continuum via one of the nation’s largest retail portfolios. In fact, the demographic constituency of WPG is a representative microcosm of the American consumer. Our 56M SF is comprised of Tier One Enclosed and Open Air venues including Lifestyle, Factory Outlet and increasingly a hybrid format which includes a diversified mix of products, goods and services. This fluidity allows WPG to beta test across demographic, socioeconomic and geographic constituencies in order to better provide our guests with the practical and relevant as well as the frivolous and exciting whether it be fashion, food or furniture.

Satisfying consumers across demographic continuums

National Footprint with Local Flavor National Footprint with Local Flavor National Footprint with Local Flavor National Footprint with Local Flavor Satisfying Shoppers across Demographic Continuums Satisfying Shoppers across Demographic Continuums Satisfying Shoppers across Demographic Continuums Satisfying Shoppers across Demographic Continuums 106 106 106 106

Town Centers Town Centers Town Centers Town Centers

56M 56M 56M 56M

Square Feet Square Feet Square Feet Square Feet

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Company Snapshot Company Snapshot Company Snapshot Company Snapshot

• National portfolio of Enclosed and Open Air retail venues
• Comprised of 106 core assets consisting of 56M SF as of JUN 30 2019
• Tier One and Open Air assets account for 93% of total NOI as a result of Noncore assets having been reduced by 21%
• Diversified by product, size, geography and tenancy
• Increasing mixed use component (lodging, residential, office and medical) component via adaptive reuse
• Recognized as innovation leader within industry regarding events, activities and installations
• Experienced leadership team incorporating financial, operational and strategic expertise
• Readily available corporate resources allow for real time decision making by General Managers and local management
• Current corporate credit ratings as follows: Moody’s Ba2, S&P BB and Fitch BB-

Combining Open Air and Enclosed components results in a hybrid town center format Critical Mass of Dominant Town Centers within Robust Secondary Catchments

9% 9% 15% 31% 36%

Assets Assets Assets Assets by Region by Region by Region by Region

Northeast West Southwest Southeast Midwest 28% 65% 7%

Total NOI (%) Total NOI (%) Total NOI (%) Total NOI (%) 2Q 2019 2Q 2019 2Q 2019 2Q 2019

Open Air Tier One Tier Two 26% 7% 3% 64%

GLA GLA GLA GLA by Tenancy by Tenancy by Tenancy by Tenancy

National Local Regional Anchor >25,000 SF 34% 0% 0% 0% 0% 10% 10% 10% 10% 20% 20% 20% 20% 30% 30% 30% 30% 40% 40% 40% 40% 50% 50% 50% 50%

Tier One Enclosed Tier One Enclosed Tier One Enclosed Tier One Enclosed Mixed Use Percentage Mixed Use Percentage Mixed Use Percentage Mixed Use Percentage

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Financial flexibility provides ample liquidity to execute redevelopment 2Q 2019 Recap of Financial and Operating Results

• Reaffirming both 2019 FFO and dividend guidance of $1.20 at the midpoint and $1.00 per diluted share, respectively;
• Maintaining 2020 comparable NOI growth forecast of at least 2.0%;
• Leased 2.1M SF of space YTD;
• Of the 2.1M SF, lifestyle tenancy accounted for 55% of new leasing volume;
• Combined Enclosed and Open Air occupancy was 92.5%;
• Tier One occupancy cost decreased 40 basis points to 11.7%;
• Tier One Sales PSF increased 3.3% to $410;
• Leasing spreads for new Tier One and Open Air transactions increased 2.9%;
• The Company held 713 events, activities and installations during the quarter, with a total of 1,387 YTD;
• Comparable NOI growth for Tier One and Open Air was (6.8%);
• Excluding cotenancy and rental income loss impact from bankruptcies, comparable NOI was closer to flat;
• Leased four more vacant department stores during the quarter; and
• Including the four above, 15 of the 22 department store spaces identified for repositioning, or 68%, have been addressed.

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Financial flexibility provides ample liquidity to execute redevelopment 2Q 2019 Recap of Capital Raising Initiatives

• Closed $180M mortgage loan for Waterford Lakes with an all-in coupon of 4.86%;
• Executed term sheet for $117M nonrecourse mortgage loan collateralized by four Open Air assets;
• Announced $38M definitive agreement for the sale of 20 additional outparcels to Four Corners;
• Announced a $99M sale leaseback for fee interest in the land at four Tier One assets; and
• Anticipated excess proceeds of approximately $70M from the aforementioned transaction, as well as proceeds from the previously

executed $180M nonrecourse mortgage loan secured by Waterford Lakes Town Center, will provide the necessary liquidity to address the upcoming $250M senior unsecured note maturing April 2020. Source Source Source Source Status Status Status Status Amount Amount Amount Amount Rate Rate Rate Rate Timing Timing Timing Timing Waterford Lakes Financing Complete $180M 4.86% April 2019 Excess Proceeds from Refinancing 4 Open Air Assets Term Sheet $70M <4.0% 3Q/4Q 2019 Sale Leaseback at 4 Tier One Assets Definitive Agreement $99M 7.4% 3Q/4Q 2019 Sale of 20 Outparcels to Four Corners Executed PSA $38M 6.5% cap rate 2020

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Robust and Diversified Leasing Progress Leasing is the litmus test for success Robust Leasing Volume and Tenant Diversification Robust Leasing Volume and Tenant Diversification Robust Leasing Volume and Tenant Diversification Robust Leasing Volume and Tenant Diversification Objective Objective Objective Objective

• 2019 leasing continues to be strong exhibited by a 14% year-over-year (YOY) increase totaling 2.1M SF, and the number of lease

transactions increased 10% YOY;

• Of the aforementioned 2.1M SF, 55% of new leasing volume was attributable to lifestyle tenancy which includes food, beverage,

entertainment, home furnishings, fitness and professional services; and

• The Company continues to incent its leasing and property management professionals in order to further diversify tenancy as

illustrated by 75 leases qualifying under various incentive programs during the first six months of 2019.

Total Leasing Activity YTD as of JUN 30 2019 New Lease Count New Square Feet Renewal Lease Count Renewal Square Feet Total Lease Count Total Square Feet Square Feet Change YOY (%) Portfolio Size 113 668,524 415 1,478,143 528 2,146,667 14% 56.2M

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Maintaining Stability as Town Center Mandate and Department Store Adaptive Reuse Measures Proceed Concentrating upon improving Tier One and Open Air assets (93% of NOI) which possess upside greatest potential Stable Operating Metrics Stable Operating Metrics Stable Operating Metrics Stable Operating Metrics

• Combined Tier One and Open Air occupancy decreased 120 basis points to 92.5%, all of which was attributable to the

bankruptcies of Charlotte Russe, Gymboree, and Payless ShoeSource;

• Tier One sales PSF increased 3.3% to $410 during the trailing 12 months ended June 30, 2019, supported by Tier One comparable

sales increases of 2.2% during the second quarter;

• Occupancy cost decreased 40 basis points to 11.7% as of June 30, 2019; and
• Leasing spreads for new transactions increased 2.9% during the trailing 12 months ended June 30, 2019 for Tier One and Open Air

assets. Net Net Net Net Operating Income Performance Operating Income Performance Operating Income Performance Operating Income Performance

• Second quarter 2019 Tier One comparable net operating income (NOI) decreased 9.4% YOY while Open Air comparable NOI

increased 0.1%, resulting in a combined decrease of 6.8% of $8.0M, in line with previously discussed expectations; and

• The aforementioned decrease includes $5.1M due to continuing negative impact of cotenancy and rental income from 2018 anchor

bankruptcies (Bon-Ton Stores, Sears, Toys R Us); $1.8M was attributable to three 2019 inline bankruptcies (Charlotte Russe, Gymboree and Payless ShoeSource); and the remaining $1.1M decline related primarily to a one-time easement payment in 2018.

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Exhibiting operational stability as we undertake measures necessary to buttress our secondary catchment leadership Stability Best Illustrated by Minimal Variance of Historical Operating Metrics

Note: NOI numbers reflect the performance of the 2019 comp pool of properties for the respective periods presented. When considering the impact of comp properties coming on line subsequent to 2014, NOI growth would have been essentially flat for the forecasted 5 year period.

In spite of significant inline retailer and department store bankruptcies, cash flow stability is best illustrated by NOI growth of 170 basis points during a five year period for Tier One and Open Air assets. In addition, during the past four years year-end occupancy has actually increased 20 basis points for the core portfolio and tenant allowances have generally decreased for total enclosed assets as of DEC 31 2018.

Releasing Releasing Releasing Releasing Spread Spread Spread Spread TTM TTM TTM TTM 2015 2015 2015 2015 TTM 2016 TTM 2016 TTM 2016 TTM 2016 TTM 2017 TTM 2017 TTM 2017 TTM 2017 TTM TTM TTM TTM 2018 2018 2018 2018 TTM JUN 30 TTM JUN 30 TTM JUN 30 TTM JUN 30 2019 2019 2019 2019 Tier One 1.5%

• 1.3%
• 0.4%
• 8.0%
• 7.9%

Open Air 19.3% 3.7% 3.6%

• 0.1%

2.4% Total 5.1% 0.5% 0.6%

• 6.3%
• 5.8%

Segment Segment Segment Segment YE 2014 Occupancy % YE 2014 Occupancy % YE 2014 Occupancy % YE 2014 Occupancy % as of DEC 31 as of DEC 31 as of DEC 31 as of DEC 31 YE 2015 Occupancy % YE 2015 Occupancy % YE 2015 Occupancy % YE 2015 Occupancy % as as as as of

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DEC 31 DEC 31 DEC 31 YE 2016 Occupancy YE 2016 Occupancy YE 2016 Occupancy YE 2016 Occupancy % % % % as of DEC 31 as of DEC 31 as of DEC 31 as of DEC 31 YE 2017 Occupancy YE 2017 Occupancy YE 2017 Occupancy YE 2017 Occupancy % as % as % as % as of

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DEC DEC DEC 31 31 31 31 YE 2018 Occupancy YE 2018 Occupancy YE 2018 Occupancy YE 2018 Occupancy % % % % as of DEC 31 as of DEC 31 as of DEC 31 as of DEC 31 Occupancy as Occupancy as Occupancy as Occupancy as

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Tier One 94.0% 93.7% 93.9% 93.1% 94.0% 90.5% Open Air 95.3% 95.9% 95.8% 95.8% 95.6% 94.9% Total Core 94.6% 94.7% 94.8% 94.4% 94.8% 92.5% Segment Segment Segment Segment FY FY FY FY 20 20 20 2014 14 14 14 NOI NOI NOI NOI ($ ($ ($ ($000) 000) 000) 000) FY 2015 NOI FY 2015 NOI FY 2015 NOI FY 2015 NOI ($000) ($000) ($000) ($000) FY 2016 NOI FY 2016 NOI FY 2016 NOI FY 2016 NOI ($000) ($000) ($000) ($000) FY 2017 NOI FY 2017 NOI FY 2017 NOI FY 2017 NOI ($000) ($000) ($000) ($000) FY 2018 NOI FY 2018 NOI FY 2018 NOI FY 2018 NOI ($000) ($000) ($000) ($000) FY 2019 Comp FY 2019 Comp FY 2019 Comp FY 2019 Comp NOI NOI NOI NOI Guidance Guidance Guidance Guidance ($000) ($000) ($000) ($000) Forecasted Forecasted Forecasted Forecasted 5YR 5YR 5YR 5YR NOI Growth NOI Growth NOI Growth NOI Growth Tier One $332,126 $331,755 $341,181 $334,044 $339,331

• Open Air

114,920 119,486 125,189 131,734 130,752

• Total

Core $447,046 $451,241 $466,369 $465,778 $470,083 $454,600 1.7% Tier One Enclosed Tier One Enclosed Tier One Enclosed Tier One Enclosed FY FY FY FY 2015 2015 2015 2015 FY FY FY FY 2016 2016 2016 2016 FY FY FY FY 2017 2017 2017 2017 FY FY FY FY 2018 2018 2018 2018 JUN 30 JUN 30 JUN 30 JUN 30 19 19 19 19 AVG Lease Term (New) 7.0 7.5 6.9 6.5 7.3 AVG Lease Term (Renewal) 4.0 4.5 4.3 3.5 3.6 Tenant Allowance PSF (New) $43.99 $40.61 $37.10 $37.25 $57.92 AVG Rent PSF (New) $23.46 $31.00 $31.03 $28.12 $32.32

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Addressing Vacant Department Store Space a Priority

The demise of non differentiated department stores should be regarded as an opportunity to further our dominant town center objective

• The Company recently satisfied an additional four anchor spaces and has now addressed 15, or 68%, of the 22 spaces previously occupied by Bon-Ton Stores and

Sears within Tier One and Open Air assets;

• As exhibited within the most recent second quarter 2019 supplemental, the Company continues to provide real time updates relating to the 29 department stores

within its Tier One and Open Air properties identified for repositioning (excluding space owned by third parties such as Seritage Growth Properties);

Completed Evaluating

1 1 1 1 3 3 3 3

Active

11 11 11 11

Announced

11 11 11 11

Under Construction

3 3 3 3 WPG Department Store Repositioning Snapshot WPG Department Store Repositioning Snapshot WPG Department Store Repositioning Snapshot WPG Department Store Repositioning Snapshot – – – – Tier One and Open Air Tier One and Open Air Tier One and Open Air Tier One and Open Air

Excludes seven (7) department store repositioning projects in Tier One portfolio completed since 2015.

Redevelopment and Department Store Progress Redevelopment and Department Store Progress Redevelopment and Department Store Progress Redevelopment and Department Store Progress

29 Department Stores $300M-$350M 5YR Anticipated Capital Spend

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Healthy Activity Further Illustrates Dominant Town Center Positioning

Big box retail recognizes the merits of locating in a Washington Prime Group asset

The 15 repositioning projects include the following all of which all are situated within Tier One assets:

• The Company has finalized a letter of intent with a national fitness operator at Southern Park Mall, in Boardman, Ohio; the Company also announced plans to

reposition the former Sears into exterior access lifestyle oriented space comprised of retail, dining and entertainment in addition to an outdoor athletic and entertainment greenspace venue adjacent to the recently renovated Cinemark Theaters;

• At Northtown Mall, in Blaine, Minnesota, a national entertainment concept and a regional movie theatre operator have provided letters of intent to replace a

former Herberger’s (Bon-Ton Stores);

• A national entertainment concept has executed a letter of intent to replace the former Sears at Port Charlotte Town Center, located in Port Charlotte, Florida;
• National home furnishings and off price retailers have finalized letters of intent to replace the Sears at Longview Mall, in Longview, Texas;
• A national sporting goods retailer has provided a letter of intent to replace a former Herberger’s (Bon-Ton Stores); a to-be-constructed Dillard’s will replace the

Sears space; and several national retailers have signed letters of intent to replace a former Sports Authority at Mesa Mall, located in Grand Junction, Colorado;

• At Southern Hills Mall, in Sioux City, Iowa, the Company has executed a letter of intent with a national off price retailer and has received a letter of intent from a

national home furnishings retailer to replace the former Sears location;

• Dillard’s opened a second location in June 2019 replacing the former Herberger’s (Bon-Ton Stores) within Southgate Mall, in Missoula, Montana;
• The Company has executed several leases with national retailers including Big Lots, Ulta Beauty and Five Below in addition to four leases out for signature to

national retailers to replace the former Sears at Grand Central Mall located in Parkersburg, West Virginia;

• The Company has executed a lease with Dunham’s Sports at Morgantown Mall, in Morgantown, West Virginia, replacing space previously occupied by Elder

Beerman (Bon-Ton Stores); the AMC Theatre located at Morgantown Mall will undergo a renovation in late 2019, adding dine in food and beverage; and the Company is actively planning to transform the former Sears location into an outdoor athletic and entertainment greenspace venue;

• The Company has executed an agreement for a joint venture of the redevelopment of the former Sears at Polaris Fashion Place, located in Columbus, Ohio;
• The Company is in the process of obtaining necessary entitlements for WestShore Plaza, in Tampa, Florida, and discussions are underway regarding a joint

venture of this mixed use redevelopment replacing the Sears space. In conjunction, the Company also purchased an outparcel located in a high visibility corner

• f the asset, currently occupied by office tenancy to be included s part of the entitlement process;
• The RoomPlace opened in August 2019 replacing a former Carson Pirie Scott (Bon-Ton Stores) at Lincolnwood Town Center, in Lincolnwood, Illinois; and
• The RoomPlace and Round1 Entertainment will replace the former Sears at The Mall at Fairfield Commons, in Dayton, Ohio, both scheduled to open late 2019.

Redevelopment and Department Store Redevelopment and Department Store Redevelopment and Department Store Redevelopment and Department Store Progress (Continued) Progress (Continued) Progress (Continued) Progress (Continued)

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Continued progress has resulted in increased visibility Department Store Repositioning Status

16 Cottonwood Mall Albuquerque, NM Sears Sears Aug-18 Sears owns box Evaluating Options 17 Lindale Mall Cedar Rapids, IA Younkers Lease Aug-18 Retail concepts Active Planning 18 Mall at Fairfield Commons Dayton, OH Elder-Beerman Lease Aug-18 Retail concepts Active Planning 19 Markland Mall Kokomo, IN Carsons Pirie Scott Lease Aug-18 Retail concepts Active Planning 20 Morgantown Mall Morgantown, WV Belk Lease Mar-18 Big box retail Active Planning 21 Southern Hills Mall Sioux City, IA Younkers Lease Aug-18 Retail concepts Active Planning 22 Southgate Mall Missoula, MT Herberger's Men Lease Aug-18 Dining Active Planning Active Planning / Evaluating Options as of JUN 30 2019 Active Planning / Evaluating Options as of JUN 30 2019 Active Planning / Evaluating Options as of JUN 30 2019 Active Planning / Evaluating Options as of JUN 30 2019 Addressed as Addressed as Addressed as Addressed as of

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JUN 30 2019 JUN 30 2019 JUN 30 2019 23 Mall at Johnson City Johnson City, TN Sears Lease Big box retail Active Planning 24 Northwoods Mall Peoria, IL Sears Sears Sears owns box Active Planning 25 Orange Park Mall Orange Park, FL Sears Sears Sears owns box Evaluating Options 26 Pearlridge Center Aiea, HI Sears Lease Entertainment / Dining Evaluating Options 27 Town Center Aurora Aurora, CO Sears* Lease Mixed use Pro-active termination, Active Planning 28 Weberstown Mall Stocktown, CA Sears Ground lease Mixed use Active Planning 29 Whitehall Mall Whitehall, PA Sears Lease Big box and small shop retail Active Planning Store Occupied by Sears as of JUN 30 2019 Store Occupied by Sears as of JUN 30 2019 Store Occupied by Sears as of JUN 30 2019 Store Occupied by Sears as of JUN 30 2019 Count Count Count Count Property Property Property Property City City City City Former Department Store Former Department Store Former Department Store Former Department Store Owner Owner Owner Owner Closing Date Closing Date Closing Date Closing Date Planned Replacement Planned Replacement Planned Replacement Planned Replacement Status Status Status Status 1 Grand Central Mall Parkersburg, WV Sears Lease Dec-18 Big box retail Leases executed or out for signature 2 Lincolnwood Town Center Lincolnwood, IL Carsons Pirie Scott Lease Aug-18 RoomPlace/ Dining/ Retail RoomPlace opened AUG 2019 3 Longview Mall Longview, TX Sears Lease Jan-19 Big box retail Pro-active termination, Letter of Intent (LOI) finalized 4 Mall at Fairfield Commons Dayton, OH Sears Lease Dec-18 RoomPlace / Round1 Replacement leases executed, under construction 5 Mesa Mall Grand Junction, CO Sears Lease Nov-18 Dillard's LOI executed 6 Mesa Mall Grand Junction, CO Herberger's Lease Aug-18 Big box retail LOI received 7 Morgantown Mall Morgantown, WV Sears Lease Jan-19 Demolish building/Outdoor greenspace Plans finalized 8 Morgantown Mall Morgantown, WV Elder-Beerman Lease Aug-18 Dunham's Sports Lease executed 9 Northtown Mall Blaine, MN Herberger's Lease Aug-18 Entertainment/Theatre LOI finalized 10 Polaris Fashion Place Columbus, OH Sears Lease Mar-19 Mixed use Pro-active termination, Development Partner agreement executed 11 Port Charlotte Town Center Port Charlotte, FL Sears Lease Mar-19 Entertainment LOI received 12 Southern Hills Mall Sioux City, IA Sears Lease Mar-19 Retail concepts Pro-active termination, LOI received 13 Southern Park Mall Youngstown, OH Sears Lease Jul-18 Outward facing retail/Outdoor greenspace Pro-active termination 14 Southgate Mall Missoula, MT Herberger's Lease Aug-18 Dillard's Dillard's opened JUN 2019 15 WestShore Plaza Tampa, FL Sears Lease Mar-19 Mixed use Pro-active termination, Obtaining Entitlements *In early SEPT 2019, Sears announced plans to close its location at Town Center at Aurora *In early SEPT 2019, Sears announced plans to close its location at Town Center at Aurora *In early SEPT 2019, Sears announced plans to close its location at Town Center at Aurora *In early SEPT 2019, Sears announced plans to close its location at Town Center at Aurora

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Estimated

Wtd Avg

Secured

2019 NOI % of NOI Cap Rate

Total Value

Debt

Current Trading Price Assumptions Open Air Center Portfolio 143,000 $ 29.2% 7.00% 2,042,857 $ 282,139 $ Valuation based upon utilizing the current implied cap rate for our open air peer group (NOI includes our Waterford Lakes property) O'Connor JV Portfolio 74,000 15.1% 5.25% 1,409,524 617,818 Valuation based upon utilizing a 5.25% cap rate - consistent with the previously disclosed pricing from the original JV formations Tier 2 and Non Core Portfolio - Encumbered 16,000 3.3% 7.01% 228,164 228,164 Valuation based upon utilizing the in place debt yield to value the Tier 2 and non-core encumbered properties Tier 2 Mall Portfolio - Unencumbered 19,000 3.9% 20.00% 95,000

• Valuation based upon utilizing the average cap rate from recent WPG dispositions of

similar assets Remaining Tier 1 Portfolio 237,000 48.5% 29.00% 817,241 641,327 Backed into the implied cap rate for the remaining Tier 1 assets in order to arrive at an aggregate valuation in-line with our current share price Total Property Asset Value 489,000 $ 100.0% 10.6% 4,592,786 $ 1,769,448 $ CIP, Cash, Receivables & Other Tangible Assets 189,145 Pro-Rata Share of JV Assets 38,607 Total Assets 4,820,538 Secured Debt 1,769,448 $ Unsecured Term Loan & Revolver 912,000 Bonds 1,000,000 Other Tangible Liabilities including JV Share 178,152 Preferred Stock 195,000 Total Liabilities 4,054,600 $ Total Net Asset Value based upon current trading price 765,938 $ Outstanding common shares and units 221,339 Implied Common Equity per share value - Closing Share price 7/23/19 3.46 $

With price discovery fairly transparent for the open-air portfolio and O’Connor JV assets, along with the Tier 2 and non-core properties, we backed into the remaining Tier 1 portfolio value resulting in a 29.0% cap rate needed to support the current WPG share price

WPG Implied Trading Valuation WPG continues to access capital, successfully address department store adaptive reuse, and lease inline space with diversified tenancy

As of JUN 30 2019

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Financial Improvement Evidenced via Reduced Leverage, Extended Maturity Profile and Increase of Unencumbered Assets Net Indebtedness: EBITDA ranks within top three of sector

High Quality Unencumbered Pool High Quality Unencumbered Pool High Quality Unencumbered Pool High Quality Unencumbered Pool

• 5.0%
• 5.0%
• 5.0%
• 5.0%

5.0% 5.0% 5.0% 5.0% 15.0% 15.0% 15.0% 15.0% 25.0% 25.0% 25.0% 25.0% 35.0% 35.0% 35.0% 35.0% 45.0% 45.0% 45.0% 45.0% 55.0% 55.0% 55.0% 55.0% 65.0% 65.0% 65.0% 65.0% 2014 2014 2014 2014 2015 2015 2015 2015 2016 2016 2016 2016 2017 2017 2017 2017 2018 2018 2018 2018 2019 Est. 2019 Est. 2019 Est. 2019 Est. Open Air Open Air Open Air Open Air Tier One Enclosed Tier One Enclosed Tier One Enclosed Tier One Enclosed Tier Two Enclosed Tier Two Enclosed Tier Two Enclosed Tier Two Enclosed 2.0 2.5 3.0 3.5 4.0 4.5 1Q 15 1Q 15 1Q 15 1Q 15 2Q 19 2Q 19 2Q 19 2Q 19 Long Term Long Term Long Term Long Term Target Target Target Target 3.3 2.6

Debt Service Coverage Ratio Debt Service Coverage Ratio Debt Service Coverage Ratio Debt Service Coverage Ratio2 2 2 2

5.0 5.0 5.0 5.0 5.5 5.5 5.5 5.5 6.0 6.0 6.0 6.0 6.5 6.5 6.5 6.5 7.0 7.0 7.0 7.0 7.5 7.5 7.5 7.5 8.0 8.0 8.0 8.0 1Q 15 1Q 15 1Q 15 1Q 15 2Q 19 2Q 19 2Q 19 2Q 19 Long Term Long Term Long Term Long Term Target Target Target Target 7.9 7.3 6.0–6.5 ~3.0

2D 2D 2D 2Debt service includes interest expense and principal ebt service includes interest expense and principal ebt service includes interest expense and principal ebt service includes interest expense and principal amortization amortization amortization amortization 12Q 2019 e 12Q 2019 e 12Q 2019 e 12Q 2019 excludes leasing costs previously deferred. xcludes leasing costs previously deferred. xcludes leasing costs previously deferred. xcludes leasing costs previously deferred.

Net Indebtedness: EBITDA Net Indebtedness: EBITDA Net Indebtedness: EBITDA Net Indebtedness: EBITDA1 1 1 1

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Manageable Indebtedness Maturities

Maturities Maturities Maturities Maturities (Carrying amounts, including (Carrying amounts, including (Carrying amounts, including (Carrying amounts, including pro rata pro rata pro rata pro rata share of joint ventures)* share of joint ventures)* share of joint ventures)* share of joint ventures)*

AS OF JUN 30 19 AS OF JUN 30 19 AS OF JUN 30 19 AS OF JUN 30 19 ($000,000) ($000,000) ($000,000) ($000,000) $250M $250M $250M $250M Unsecured Unsecured Unsecured Unsecured Note Note Note Note

Recently closed $180M Waterford Lakes financing which substantially addressed $250M note maturing in 2020

*Maturity *Maturity *Maturity *Maturity schedule excludes the five schedule excludes the five schedule excludes the five schedule excludes the five Noncore assets. Noncore assets. Noncore assets. Noncore assets.

Financial Highlights Financial Highlights Financial Highlights Financial Highlights

• Solid debt service coverage with reasonable overall

leverage

• Ample liquidity to execute business plan
• 56% of NOI is unencumbered, 92% of which are Tier One
• r Open Air
• 42% of Tier One and Open Air NOI from assets that have

no exposure to traditional department stores

• Manageable long term maturities with specific plans in

place to address the $250M bond maturing in 2020

• Fixed interest rate on ~90% of total indebtedness
• Based on our projected taxable income, we anticipate no

change in our dividend policy in 2019; The Board of Directors will evaluate the dividend policy in subsequent years based on cash flow projections

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