I N V E S T O R P R E S E N T A T I O N N O V E M B E R 2 0 1 6 - - PowerPoint PPT Presentation

I N V E S T O R P R E S E N T A T I O N

N O V E M B E R 2 0 1 6 A R E T A I L R E A L E S T A T E C O M P A N Y

2

OVERVIEW

THE WOODLANDS MALL, HOUSTON, TX NATICK MALL, NATICK, MA

a) As of September 30, 2016.

MISSION & VALUES Own and operate best-in-class retail properties that provide an outstanding environment and experience for our Communities, Retailers, Employees, Consumers and Shareholders. CORE VALUES

• H – Humility
• A – Attitude
• D – Do The Right Thing
• T – Together
• O – Own It

Picture

S&P 500 REAL ESTATE INVESTMENT TRUST (a) Headquarters Chicago Retail Properties 126 States 40 Inline & Freestanding GLA Total Retail GLA 55 million 124 million Equity Market Cap Enterprise Value $24.6 billion $42.6 billion

3 Sandeep Mathrani, Chief Executive Officer Michael Berman, Executive Vice President and Chief Financial Officer Shobi Khan, Executive Vice President and Chief Operating Officer Alan Barocas, Senior Executive Vice President, Leasing Richard Pesin, Executive Vice President, Anchors, Development, and Construction Marvin Levine, Executive Vice President and Chief Legal Officer Scott Morey, Executive Vice President, Chief Technology Officer Julie Knudson, Senior Vice President and Chief Human Resources Officer

EXECUTIVE TEAM

Tara Marszewski, Senior Vice President, Chief Accounting Officer

SUSTAINABILITY

2 0 1 5 I M P A C T A T A G L A N C E

Diverted 54,300 tons of waste from landfills; enough waste to fill over 4,500 garbage trucks. Reduced water consumption by 64 million gallons; enough water to fill almost 100 Olympic-size swimming pools. Top 10 U.S. company by solar capacity. Eliminated 23,200 metric tons of carbon dioxide equivalents, taking 4,700 cars off U.S. roads. Upgrades to power saved 44.5 million kilowatt hours annually; equal to removing 4,200 homes from the electrical grid. Since 2011, reduced electricity consumption by 215.8 million kilowatt hours; enough electricity to power all the homes in Coral Gables, FL for one year.

• Commitment to environmental responsibility
• Awarded the 2015 Green Star and recognized as the North

American leader in the Retail – Large Cap Sector by GRESB in 2014

4

DIGITAL INITIATIVES

5

PARKING PRODUCT SEARCH

ANNUAL EBITDA GROWTH OF 4% TO 5%

6

2% - 3% 1% 1.5% 0.5% (1%) Contractual Fixed Increase in Rents + Occupancy Growth Positive Releasing Spreads Expense Growth Developments Acquisitions

7

Oter

LONG TERM DIVIDEND GROWTH FROM HIGH QUALITY CASH FLOWS

HIGH QUALITY ASSETS

• 95% of NOI is derived from top 100 properties

REVENUE MANAGEMENT

• Contractual Rent Bumps – In place rental revenue grows by 2-3%

through contractual rent bumps

• Occupancy & Rental Growth Rate- Approximately10% of leases

expire annually + 8-10% spreads = 1% growth EXPENSE MANAGEMENT

• Real Estate Tax Recovery - Largest expense is approximately 75%

recovered from tenants

• Sustainability Initiatives - Reduced utilities expenses via

sustainability initiatives such as lighting and HVAC upgrades, and solar power production

IRREPLACEABLE RETAIL REAL ESTATE IN THE U.S.

8

a) Retail properties ranked by trailing 12 months NOI ending December 31, 2015. b) Sales per square foot for trailing 12 months ended December 31, 2015 for comparable tenants occupying space less than 10,000 square feet. c) For 2015 YTD ending December 31, 2015.

Sales and NOI Contribution(a) Top Retail Properties Sales PSF(b) % of Company NOI(c) Top 10 $804 23% Top 30 $683 48% Top 50 $702 66% Top 100 $604 95% GGP owns 100 of the top 500 regional shopping centers in the U.S.

a) “High Quality” has been defined as a regional shopping center rated B+ or better by Green Street Advisors. b) “High Quality” has been defined as a Trade Area Power score of 75-100 for strip centers, as rated by Green Street Advisors.

GLA (in millions) SF Per Capita % of Total High Quality GLA High Quality(a) Regional Shopping Center GLA 495 1.6 40% High Quality(b) Open-Air Center GLA 732 2.3 60% Total High Quality Retail Real Estate 1,227 3.9 100%

Type Quality

HIGH QUALITY RETAIL PROPERTIES

TOTAL U.S. RETAIL REAL ESTATE GLA

GGP owns 8.2% of all High Quality Retail Real Estate

Regional Shopping Centers 1.1 billion sf 3.4 sf per capita

9

CHANGING THE VOCABULARY

RETAIL REAL ESTATE

Restaurants Entertainment Sources of Demand Services Grocery

10

11

• Since 2011, 91 of 95 vacant department stores and boxes have been

redeveloped for a total cost of $1.5 billion generating an 11% annual return.

• 18 department stores - Nordstrom (3), Von Maur (3), Macy’s (2), Boscov’s (2), Dillard’s

(2), Belk, Lord & Taylor, Bloomingdale’s, Carson’s, Bon Ton, and Target

• 14 entertainment venues - Dave & Buster’s (5), theaters (3), Round One (3), trampoline

parks (2), and Lucky Strike (1)

• 10 sporting goods stores – Dick’s Sporting Goods / Field & Stream (5), Sports Authority

(4), and Scheels (1)

• 7 fast fashion retailers - Forever 21 (5) and H&M (2)
• 4 restaurants – Perry’s, Yard House, Old Town Pour House and Harry Caray’s
• 5 grocery stores - Sprouts, Fresh Market, Wegmans, Save-a-Lot, and Total Wine
• 3 fitness centers – 24 Hour Fitness, City Sports, and Family Fitness
• 3 DSW
• 4 Container Stores
• 2 Pirch
• 200,000 square feet of inline space including, but not limited to, Apple, Nike, Lululemon,

Tommy Bahama and Aritzia

• Other uses including, but not limited to, Nordstrom Rack, Saks Off Fifth, Crate& Barrel,

Petco, Ulta and HH Gregg

REDEVELOPMENT OF ANCHOR BOXES

* Excludes boxes acquired from Macy’s and Seritage JV properties

12

RETAIL CATEGORY SHARE OF GLA

17% 46% 27% 23% 15% Asia USA UK Australia Middle East

Department Store % of Total Center GLA

17% 13% 13% 15% 21% Asia USA UK Australia Middle East

Mini Majors % of Total Center GLA

Source: ICSC

11% 8% 11% 13% 16% Asia USA UK Australia Middle East

Entertainment & Non Retail % of Total Center GLA

45% 29% 47% 36% 40% Asia USA UK Australia Middle East

Specialty % of Total Center GLA

15% 6% 10% 6% 8% Asia USA UK Australia Middle East

F&B % of Total Center GLA

* Not currently within GGP’s portfolio

RETAILER DEMAND IS STRONG

13

RETAILERS A'Gaci Charming Charlie's Hammermade Lou & Grey Peloton Sur la Table Z Gallerie Agent Provocateur Christian Louboutin Hanna Andersson Louis Vuitton Phillip Plein Tervis* Zara Alex and Ani COS* Havaianas Love Sick Pink Tempur-Pedic Zegna Allen Edmonds Cotton On Hot Topic lululemon Pirch Tesla Altar'd States Crayola* Hugo Boss Lush Polo The North Face Anthropologie David Yurman Ivivva MAC Prada Tiffany Apricot Lane David's Tea Jins Marbles Pressed Juicery Torrid Aritzia Dior John Hardy Marc Jacobs* Primark Tory Burch Sport Athleta Dry Goods Joie Massage Envy Rebecca Minkoff* Tumi Bally Dyptique* Kendra Scott Melissa Shoes Rebecca Taylor* Ulta Bottega Veneta Escada Kiehl's Mitchell Gold + Bob Williams Restoration Hardware Under 10* Box Lunch Fendi Kiko Cosmetics Muji Rue 21 Under Armour Bulgari Francesca's Kipling Nespresso* Saint Laurent Urban Outfitters Camper Frontgate* L’Occitane NYX Sephora Valentino Capital Teas Frye Boots* Lego Oakley Six:02 Vans Cartier Garage LL Bean Oliver Peoples* Soft Surroundings Vineyard Vines Celine Givenchy* Lolli & Pops Other Stories* Splendid Walking Company CH Carolina Herrera Gucci Longchamp* Pandora Suit Supply West Elm Chanel H&M Loro Piana Paul & Shark Superdry White Barn Candles

RETAILER DEMAND IS STRONG (cont’d)

14

STRIP CENTER, POWER CENTER, BIG BOX, DINING, ENTERTAINMENT

AMC Theatres Nando's Bar Louie Nordstrom Rack Blaze Pizza Red Robin Buffalo Wild Wings Regal Cinemas California Pizza Kitchen Ross Cheesecake Factory Round 1 Chipotle Seasons 52 Dave & Busters Shake Shack Dick’s Sporting Goods Smashburger Earl’s Sweetgreen Five Guys TJ Maxx Kona Grill Trader Joes Landmark Theatres Wegmans Longhorn Steak House Zinburger Lyfe Kitchen Main Event Entertainment Matchbox MOD Pizza*

* Not currently within GGP’s portfolio

93% OF ALL RETAIL SALES OWE ALL OR PART OF SALES TO BRICK AND MORTAR PRESENCE

$4,250 (91.7%) $151 (3.3%) $43 (0.9%) $38 (0.8%) $23 (0.5%) $131 (2.8%) Brick and Mortar Sales Pure Play E-commerce Sales Omnichannel Sales Non Merchandise Receipts

(shipping & handling, auction commissions, and other costs)

Mail Order & E-Commerce Auction Sales

E-commerce sales from retailers with brick and mortar presence (omnichannel)

Total Sales (billions) % of Total Sales $4,636 100% Total retail sales $4,250 91.7% Direct brick and mortar sales + $81 1.7% Online sales from retailers with brick and mortar presence (Omnichannel Sales) $4,331 93.4% Brick and mortar related retail sales $305 6.6% Other

• $131

2.8% Mail order and e-commerce auction sales

• $23

0.5% Non-merchandise receipts (including shipping, electronic auction commissions) $151 3.3% Pure-play e-commerce

Source: Sales figure from 2014 U.S. Census Retail Trade Sales Annual Report unless otherwise footnoted

1 Based on 2014 annual data from U.S. Census Retail Trade Sales Annual Report, and Omni-channel retailer e-commerce sales from ICSC report “Deconstructing the Census Bureau’s Retail

Trade E-Commerce Figures” in Retail Property Insights Vol. 23, No. 1, 2016

1

Buy Online, Fulfill in Store Buy Online, Fulfill From Warehouse

1

15

ONE-CHANNEL GENERATES HIGHER SALES

Source: “Shopping Centers: America’s First and Foremost Marketplace,” ICSC, October 2014.

16

17

eCOMMERCE RETAILERS OPENING BRICK AND MORTAR

ELECTRONICS APPAREL ACCESSORIES Apple Trunk Club Warby Parker Microsoft ModCloth Just Fab Dyson Rent the Runway Shinola SPORTSWEAR Combatant Gentlemen Classic Specs Athleta Duluth Trading Co. Adore Me Fabletics Refinery29 The Tie Bar BEAUTY 1701 Bespoke Raden Birchbox Weddington Way JEWELRY The Honest Company Frank & Oak Baublebar FOOD/CANDY Untuckit Blue Nile Vosges Haut-Chocolat Chubbies OTHER Try the World Everlane Amazon CHILDREN’S APPAREL Indochino Monica & Andy Bonobos FURNITURE/HOME Essentia

eCOMMERCE RETAILERS OPENING BRICK AND MORTAR

• In September of 2016, a consortium of GGP, SPG, and ABG finalized the

acquisition of Aéropostale

• Aéropostale will continue to be available in over 800 retail doors around the

world; approximately 500 stores in the U.S. and Canada and approximately 300 doors across Latin America, Europe, the Middle East and Southeast Asia

• Aéropostale has significant brand equity and the go-forward portfolio of

stores generates more than $1 billion in global retail sales, over $800 million of which is from the U.S.

AEROPOSTALE

18

´

DEBT PROFILE

19

Debt Overview(b) ($ in millions at GGP share) Fixed Rate(c) $14,958 Variable Rate(c) $3,507 Total Debt $18,466 Remaining Term (d) 5.7 Years Total Debt / Enterprise Value 43% Net Debt / EBITDA 7.9x Interest Coverage 2.8x Debt Maturity Ladder(b) ($ in billions at GGP share)

a) Assumes EBITDA growth of 4-5%, per slide 5. b) As of September 30, 2016. Net Debt / EBITDA based on Net Debt as of September 30, 2016 and guidance for 2016 EBITDA as issued on October 31, 2016. Interest Coverage is based on estimate for 2016. The Debt Maturity Ladder schedule assumes maturity extension options are exercised and approved. c) Fixed rate debt has a weighted average interest rate of 4.4%, and variable rate debt has a weighted average interest rate of 2.7%. d) Assumes maturity extension options are exercised and approved.

Forward-Looking Net Debt to EBITDA Outlook (a)

$0.0 $0.2 $0.5 $2.1 $2.8 $3.0 $2.4 $1.9 $1.6 $1.7 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 4.0x 5.0x 6.0x 7.0x 8.0x 9.0x Q3 2016 2016 2017 2018 2019 2020 2021 Net Debt-to-EBITDA Ratio

FORWARD-LOOKING STATEMENTS Certain statements made in this presentation may be deemed "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Although the Company believes the expectations reflected in any forward-looking statement are based on reasonable assumption, it can give no assurance that its expectations will be attained, and it is possible that actual results may differ materially from those indicated by these forward-looking statements due to a variety of risks, uncertainties and other factors. Such factors include, but are not limited to, the Company's ability to refinance, extend, restructure or repay near and intermediate term debt, its indebtedness, its ability to raise capital through equity issuances, asset sales or the incurrence of new debt, retail and credit market conditions, impairments, its liquidity demands, and economic conditions. The Company discusses these and other risks and uncertainties in its annual and quarterly periodic reports filed with the Securities and Exchange Commission. The Company may update that discussion in its periodic reports, but otherwise takes no duty or obligation to update or revise these forward-looking statements, whether as a result of new information, future developments, or otherwise. Investors and others should note that the Company posts this Investor Presentation on the Investors page of its website at www.ggp.com. From time to time, the Company updates the Investor Presentation and when it does, it will be posted on the Investors section of its website at www.ggp.com. It is possible that the updates could include information deemed to be material information. Therefore, the Company encourages investors, the media and others interested in the Company to review the information posted on the Investors section of its website at www.ggp.com from time to time.

Michael Berman Executive Vice President and Chief Financial Officer michael.berman@ggp.com Kevin Berry Senior Vice President Investor & Public Relations kevin.berry@ggp.com

20

Contact Information:

A R E T A I L R E A L E S T A T E C O M P A N Y