Planned Spin-Off of the Strip Center Business and Smaller Enclosed Malls

December 2013

SIGHT2013\Investor Materials\Announcement IP\Project Vinyl announcement IP_20131212_FINAL.ppt

Simon Property Group

Planned Spin-Off of the Strip Center Business and Smaller Enclosed Malls

December 2013


DISCLAIMER

2

Statements in this presentation that are not historical may be deemed “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Although the Company believes that the expectations reflected in any forward-looking statements are based on reasonable assumptions, it can give no assurance that these 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 and uncertainties. Such factors include, but are not limited to: uncertainties as to the timing of the spin-off and whether it will be completed, the possibility that various closing conditions for the spin-off may not be satisfied or waived, the expected tax treatment of the spin-off, the possibility that third party consents required to transfer certain properties in the spin-off will not be received, the impact of the spin-off on the businesses of the Company and the spin-off company, the Company's ability to meet debt service requirements, the availability and terms of financing, changes in the Company's credit rating, changes in market rates of interest and foreign exchange rates for foreign currencies, changes in the value of investments in foreign entities, the ability to hedge interest rate risk, risks associated with the acquisition, development, expansion, leasing and management of properties, general risks related to retail real estate, the liquidity of real estate investments, environmental liabilities, international, national, regional and local economic climates, changes in market rental rates, trends in the retail industry, relationships with anchor tenants, the inability to collect rent due to the bankruptcy or insolvency of tenants or otherwise, risks relating to joint venture properties, costs of common area maintenance, competitive market forces, risks related to international activities, insurance costs and coverage, terrorist activities, changes in economic and market conditions and maintenance of the Company’s status as a real estate investment trust. The Company discusses these and other risks and uncertainties under the heading “Risk Factors” in its annual and quarterly periodic reports filed with the SEC. Additional risk factors can be found in SpinCo’s Form 10-12B to be filed with the SEC. The Company may update that discussion in its periodic reports, but otherwise the Company undertakes no duty or obligation to update or revise these forward-looking statements, whether as a result of new information, future developments, or otherwise.

Information shown on a per share basis uses Simon’s weighted average shares outstanding as of September 30, 2013. SpinCo per share numbers assume a 1:1 ratio of SpinCo:Simon shares at the time of the spin-off.

The information in this presentation has been included in good faith but is for general informational purposes only. All reasonable care has been taken to ensure that the information contained herein is not untrue or misleading. It should not be relied on for any specific purpose and no representation or warranty is given regarding its accuracy or completeness. Neither the Company, its shareholders, its officers or employees nor any other person shall be liable for any loss, damage or expense arising out of any access to or use of this presentation. Neither the presentation nor any discussions based on or in connection with it will impose any obligation on the Company or its affiliates with respect to a potential transaction or transactions. Information may be accurate only as of December 13, 2013.

This investor presentation includes forward-looking statements regarding estimated non-GAAP measures of initial year net operating income, or NOI, and initial year funds from operations, or FFO, for SpinCo, based upon the assets currently expected to be included in SpinCo. While these forward-looking figures are only estimates (including that they are subject to the factors noted above under “Forward-Looking Statements”), consistent with reporting as to its own results of operations, Simon believes that NOI and FFO are helpful to investors because they are widely recognized measures of the performance of real estate investment trusts and provide a relevant basis for comparison among REITs. Our estimation of these non‐GAAP measures with respect to SpinCo may not be the same as similar measures would be reported by other REITs. These non‐GAAP financial measures should not be considered as alternatives to net income as a measure of operating performance or to cash flows computed in accordance with GAAP as a measure of liquidity, nor are they indicative of cash flows from operating and financial activities. Because certain terms of the separation transaction have not yet been determined, including as to the balance sheet of SpinCo, it is not reasonably possible at this time to provide a comparable forward-looking estimation of initial year net income for SpinCo or a reconciliation to the estimated initial year NOI and FFO figures included in this investor presentation. Historical GAAP financial information for SpinCo will be included in the Form 10 registration statement relating to the spin-off. More information on NOI and FFO is available at investors.simon.com.

December 2013


TRANSACTION HIGHLIGHTS

December 2013


SPIN-OFF OVERVIEW

4

• Simon Property Group (“Simon”) today announced its plan to spin off its strip center business and its smaller enclosed malls (each of the malls generating annual NOI of approximately $10 million or less)

• Spin-off distribution is intended to qualify as tax-free for U.S. federal income tax purposes

• Target second quarter of 2014 completion

Transaction

• Mission: To own stable, quality strip centers and malls that effectively serve the communities in which they are located

• The portfolio is estimated to generate initial year NOI in excess of $400 million at SpinCo share and is comprised of1:

— 54 strip centers totaling 16.6 million square feet2

— 44 mall properties totaling 36.4 million square feet

• Strong balance sheet with approximately $2 billion of total debt (including anticipated new debt of at least $1 billion) at the time of spin representing debt / EBITDA of approximately 5x

• Intends to pursue an investment grade credit rating

• Led by an independent, dedicated executive management team and a Board consisting of a majority of independent directors

— Richard Sokolov will be Chairman and David Simon will be a director

• Initial year FFO currently estimated to be approximately $0.80 per share3 and initial year dividend currently estimated to be at least $0.50 per share or approximately 100% of estimated taxable income

SpinCo

• Focus on its global portfolio of larger malls, Mills® and Premium Outlets®

• Retains the cash from the new debt raised by SpinCo

• Current annualized dividend of $4.80 per share will be maintained and is expected to continue to grow in-line with the growth in FFO and taxable income

• No change to credit rating or related outlook is expected

Simon

Note: Per share information assumes a 1:1 ratio of SpinCo:Simon shares at the time of spin. 1. Certain properties will continue to be held in joint venture arrangements with third parties. 2. SpinCo will also hold one property for development. 3. Assumes SpinCo will have approximately $2 billion of total debt outstanding at the time of spin (including anticipated new debt of at least $1 billion).

December 2013


SPIN-OFF RATIONALE

5

Establishes SpinCo as a separate company to focus and grow its business while allowing Simon’s remaining business to continue to flourish

Creates a company with a strong balance sheet, equity currency and its own access to capital

Dedicated and experienced management team to implement and execute on its growth strategy

Enhances transparency for investors and better highlights the attributes of both companies

SpinCo will have all the tools necessary – capital, people, focus – to pursue development and redevelopment and act as a leading acquirer

December 2013


SIMON POST SPIN

6

Simon will focus on its global portfolio of larger malls, Mills and Premium Outlets. Its current annualized dividend of $4.80 per share will be maintained and is expected to grow in-line with the growth in FFO and taxable income

Key Metrics Simon Pre Spin Simon Post Spin Change

Sales PSF2

Total: $579 Malls: $560

Premium Outlets: $606

Total: $616 Malls: $625

Premium Outlets: $606

Total: 6.4% Malls: 11.6%

Comparable NOI Growth2 5.2% 5.5% + 30bps

Occupancy2 95.5% 96.5% + 100bps

Leverage (Net Debt / NOI)3 5.7x 5.8x + 0.1x

NOI Composition for the Nine Months Ended September 30, 20131

Simon Pre Spin Simon Post Spin

1. Based on gross NOI. International includes Klépierre and international Premium Outlets. 2. For U.S. malls and Premium Outlets only. Sales per square foot is for the twelve months ended September 30, 2013. Comparable NOI growth relates to gross NOI for the nine months ended

September 30, 2013 versus the comparable period in 2012. Occupancy is as of September 30, 2013. 3. Leverage is calculated as net debt as of September 30, 2013 divided by NOI at share for the twelve months ended September 30, 2013.

Premium Outlets

28.1%

International

9.2%

Mills

9.1%

U.S. Malls

52.9%

Premium Outlets

25.4%

International

8.3%

Mills

8.3%

Strip Centers

3.3%

U.S. Malls

54.0%

December 2013


INTRODUCTION TO SPINCO

December 2013


SPINCO PORTFOLIO HIGHLIGHTS

8

Key Operating Metrics

Total # Assets 981

Total Square Footage 53.0m

Trailing Twelve Month Sales PSF – Malls $303

Occupancy – Malls 90.4%

Occupancy – Strip Centers 94.2%

Note: Data is as of September 30, 2013. 1. SpinCo will also hold one strip center property for development.

SpinCo will have one of the largest, most diversified portfolios of strip centers and malls in the United States

December 2013


SPINCO FINANCIAL HIGHLIGHTS

9

Key Initial Year Financial Metrics

Estimated NOI at share Approx. $400 million

Estimated Interest Expense1 Approx. $100 million

Estimated FFO1 Approx. $300 million (Approx. $0.80 per share)

Estimated Dividend Per Share At least $0.50

Comparable NOI Growth2 2.2%

Target Leverage Approx. 5-6x EBITDA

1. Assumes SpinCo will have approximately $2 billion of total debt outstanding at the time of spin (including anticipated new debt of at least $1 billion). 2. Comparable NOI growth relates to gross NOI for the nine months ended September 30, 2013 versus the comparable period in 2012.

Capital Structure Overview

• Intends to pursue an investment grade credit rating • Anticipated to have approximately $2 billion of total debt

outstanding (including new debt of at least $1 billion) at time of spin

• Expected to maintain a sizeable unencumbered asset pool • Access to multiple forms of capital

Estimated Initial Year NOI Composition

SpinCo will be positioned to have stable earnings and a disciplined, flexible balance sheet

Malls70%

Strip Centers30%

December 2013


SPINCO’S COMPETITIVE STRENGTHS

10

Track record of stable operating performance provides strong foundation to grow cash flow

Dual asset class strategy enables efficient, flexible allocation of capital between two complementary categories of retail real estate

Low leveraged balance sheet positioned to access growth capital

Unique ability to act as a leading acquirer, developer and redeveloper of both asset classes, driven by significant “day one” scale

Well-diversified, national portfolio that efficiently serves tenants

Benefits of continued relationships with Simon including Board representation

Dedicated management team steeped in Simon’s heritage of focusing on operations and growth

SpinCo’s mission is to own stable, quality strip centers and malls that effectively serve the communities in which they are located

December 2013


SPINCO’S BUSINESS STRATEGY

11

Drive internal growth through rigorous asset management and capital allocation

Execute on targeted, value-add redevelopment projects to enhance portfolio performance

Pursue acquisition opportunities in both asset classes

Selectively develop new, high-quality strip centers

Maintain a strong balance sheet with access to multiple sources of capital

SpinCo’s primary objective is to execute on a growth-oriented business strategy that will deliver attractive total returns to shareholders

December 2013


SPINCO VALUE-ADDED REDEVELOPMENT ACTIVITY

12

Redevelopment Activity – Investment at Share Recently Added or Expanded Anchor Tenants

Substantial investment has been made in SpinCo’s assets to attract and expand key anchor tenants. A pipeline of approximately $300 million of future development and redevelopment projects has been identified

$14.3m

$31.6m $30.6m

$81.5m

2010 2011 2012 2013

December 2013


SPINCO MANAGEMENT AND BOARD

13

• Will have an executive management team dedicated to SpinCo

• Key executive positions are currently being sourced from both internal and external candidates

• Existing strip center management team and personnel will join SpinCo

• Mall properties will continue to receive certain property management services from Simon

• Transition services agreement with Simon will provide for support functions

Management

• Will consist of a majority of independent directors

• Richard Sokolov will serve as Chairman

• David Simon will be a director

• No other Simon directors or employees will be directors of SpinCo

Board of Directors

December 2013


PROCESS OVERVIEW

December 2013


• Intend to file initial Form 10 information statement with SEC before year end

• Anticipate announcing SpinCo executive management team in the first quarter of 2014

• Target second quarter of 2014 completion

Transaction Timing

• Distribution of SpinCo common shares / limited partnership units via a pro rata special distribution to Simon shareholders / SPG LP unitholders

• Following the distribution, Simon shareholders will own shares in both Simon and SpinCo. SPG LP unitholders will own units of both Simon’s and SpinCo’s operating partnership subsidiaries

• The number of Simon shares / SPG LP units owned by each shareholder / limited partner will not change as a result of this distribution

Distribution Process

• Declaration by the SEC that SpinCo’s registration statement is effective

• Filing and approval of SpinCo listing application by the relevant exchange

• Final approval and declaration of the distribution by Simon’s Board of Directors

• Other customary conditions

Conditions Precedent

PROCESS OVERVIEW

15

• Distribution is intended to qualify as tax-free to Simon shareholders and SPG LP unitholders for U.S. federal income tax purposes

• SpinCo intends to elect to be treated as a REIT for U.S. federal income tax purposes

SpinCo REIT Status / Tax

Considerations

December 2013


APPENDIX

December 2013


SPINCO PROPERTY LISTING: MALLS

17

Note: Transfer of certain assets to SpinCo is subject to joint venture partners and property-level consents.

Property Name State City (CBSA)

Ownership

Interest

(Expiration

if Lease) (1)

Legal

Ownership

Year Built

or

Acquired

Occupancy

(2) Total SF Retail Anchors and Selected Major Tenants1. Anderson Mal l SC Anderson Fee 100.0% Bui l t 1972 86.3% 671,312 Belk, JCPenney, Sears , Di l lard's , Books-A-Mi l l ion

2. Bowie Town Center MD Bowie

(Washington,

Fee 100.0% Bui l t 2001 97.3% 579,172 Macy's , Sears , Barnes & Noble, Best Buy,

Safeway, L.A. Fi tness

3. Boynton Beach Mal l FL Boynton Beach

(Miami)

Fee 100.0% Bui l t 1985 91.3% 1,094,157 Macy's , Di l lard's , JCPenney, Sears , Cinemark

Theatres , You Fi t Health Clubs (7)

4. Brunswick Square NJ East Brunswick

(New York)

Fee 100.0% Bui l t 1973 99.9% 760,306 Macy's , JCPenney, Barnes & Noble, Starplex

Luxury Cinema

5. Charlottesvi l le

Fashion Square

VA Charlottesvi l le Ground

Lease (2076)

100.0% Acquired

1997

94.5% 576,747 Belk (2 locations), JCPenney, Sears

6. Chautauqua Mal l NY Lakewood 100.0% Bui l t 1971 91.1% 427,851 Sears , JCPenney, Bon Ton, Office Max, Dipson

Cinema7. Chesapeake Square VA Chesapeake

(Virginia Beach)

Fee and

Ground

Lease (2062)

75.0% (3) Bui l t 1989 84.2% 759,897 Macy's , JCPenney, Sears , Target, Burl ington Coat

Factory, Cinemark Theatres

8. Cottonwood Mal l NM Albuquerque Fee 100.0% Bui l t 1996 98.1% 1,034,293 Macy's , Di l lard's , JCPenney, Sears , Regal Cinema,

Conn's Electronic & Appl iance (8), (9)

9. Edison Mal l FL Fort Myers Fee 100.0% Acquired

1997

94.2% 1,053,727 Di l lard's , Macy's (2 locations), JCPenney, Sears ,

Books-A-Mi l l ion

10. Forest Mal l WI Fond Du Lac Fee 100.0% Bui l t 1973 84.1% 500,273 JCPenney, Kohl 's , Younkers , Sears , Cinema I & II

11. Great Lakes Mal l OH Mentor

(Cleveland)

Fee 100.0% Bui l t 1961 94.0% 1,232,357 Di l lard's (2 locations), Macy's , JCPenney, Sears ,

Atlas Cinema Stadium 16, Barnes & Noble, Dick's

Sporting Goods (8)

12. Gulf View Square FL Port Richey

(Tampa)

Fee 100.0% Bui l t 1980 87.6% 754,288 Macy's , Di l lard's , JCPenney, Sears , Best Buy, T.J.

Maxx

13. Irving Mal l TX Irving

(Dal las )

Fee 100.0% Bui l t 1971 90.5% 1,052,527 Macy's , Di l lard's , Sears , Burl ington Coat Factory,

La Vida Fashion and Home Décor, AMC Theatres ,

Fi tness Connection, Shoppers World

14. Jefferson Val ley

Mal l

NY Yorktown

Heights (New

Fee 100.0% Bui l t 1983 88.4% 556,215 Macy's , Sears (7)

15. Knoxvi l le Center TN Knoxvi l le Fee 100.0% Bui l t 1984 75.6% 961,007 JCPenney, Belk, Sears , The Rush Fi tness Center,

Regal Cinema

December 2013



18



Ownership

Interest

(Expiration

if Lease) (1)

Legal

Ownership

Year Built

or

Acquired

Occupancy

(2) Total SF Retail Anchors and Selected Major Tenants16. Lima Mal l OH Lima Fee 100.0% Bui l t 1965 96.8% 743,356 Macy's , JCPenney, Elder-Beerman, Sears , MC

Sporting Goods

17. Lincolnwood Town

Center

IL Lincolnwood

(Chicago)

Fee 100.0% Bui l t 1990 96.1% 421,773 Kohl 's , Carson's

18. Lindale Mal l IA Cedar Rapids Fee 100.0% Acquired

1998

98.5% 687,847 Von Maur, Sears , Younkers

19. Longview Mal l TX Longview Fee 100.0% Bui l t 1978 93.3% 638,520 Di l lard's , JCPenney, Sears , Beal ls

20. Maplewood Mal l MN St. Paul

(Minneapol is )

Fee 100.0% Acquired

2002

94.4% 926,291 Macy's , JCPenney, Sears , Kohl 's , Barnes & Noble

21. Markland Mal l IN Kokomo Ground

Lease (2041)

100.0% Bui l t 1968 99.0% 417,388 Sears , Target, MC Sporting Goods , Carson's

22. Melbourne Square FL Melbourne Fee 100.0% Acquired

2007

89.3% 702,905 Macy's , Di l lard's (2 locations), JCPenney, Dick's

Sporting Goods , L.A. Fi tness (8)

23. Mesa Mal l CO Grand Junction Fee 100.0% Acquired

1998

95.8% 880,469 Sears , Herberger's , JCPenney, Target, Cabela 's ,

Sports Authori ty, Jo-Ann Fabrics

24. Muncie Mal l IN Muncie Fee 100.0% Bui l t 1970 99.5% 635,840 Macy's , JCPenney, Sears , Carson's

25. Northlake Mal l GA Atlanta Fee 100.0% Acquired

1998

85.2% 963,134 Macy's , JCPenney, Sears , Kohl 's

26. Northwoods Mal l IL Peoria Fee 100.0% Acquired

1983

94.2% 693,519 Macy's , JCPenney, Sears

27. Oak Court Mal l TN Memphis Fee 100.0% Acquired

1997

95.7% 849,785 Di l lard's (2 locations), Macy's

28. Orange Park Mal l FL Orange Park

(Jacksonvi l le)

Fee 100.0% Acquired

1994

97.8% 959,331 Di l lard's , JCPenney, Sears , Belk, Dick's Sporting

Goods , AMC Theatres

29. Paddock Mal l FL Ocala Fee 100.0% Bui l t 1980 90.8% 557,010 Macy's , JCPenney, Sears , Belk

30. Port Charlotte Town

Center

FL Port Charlotte Fee 80.0% (3) Bui l t 1989 87.0% 764,717 Di l lard's , Macy's , JCPenney, Beal ls , Sears , DSW,

Regal Cinema

December 2013



19



Ownership

Interest

(Expiration

if Lease) (1)

Legal

Ownership

Year Built

or

Acquired

Occupancy

(2) Total SF Retail Anchors and Selected Major Tenants31. Richmond Town

Square

OH Richmond

Heights

Fee 100.0% Bui l t 1966 93.5% 1,011,688 Macy's , JCPenney, Sears , Regal Cinema

32. River Oaks Center IL Calumet Ci ty

(Chicago)

Fee 100.0% Acquired

1997

97.9% 1,192,836 Macy's , JCPenney (7)

33. Rol l ing Oaks Mal l TX San Antonio Fee 100.0% Bui l t 1988 91.6% 882,349 Di l lard's , Macy's , JCPenney, Sears

34. Rushmore Mal l SD Rapid Ci ty Fee 100.0% Acquired

1998

75.3% 829,293 JCPenney, Herberger's , Sears , Carmike Cinemas,

Hobby Lobby, Toys 'R Us

35. Seminole Towne

Center

FL Sanford

(Orlando)

Fee 45.0% (10),(6) Bui l t 1995 86.0% 1,104,631 Macy's , Di l lard's , JCPenney, Sears , United Artis ts

Theatre, Dick's Sporting Goods , Burl ington Coat

Factory

36. Southern Hi l l s Mal l IA Sioux Ci ty Fee 100.0% Acquired

1998

87.1% 794,426 Younkers , JCPenney, Sears , Scheel 's Al l Sports ,

Barnes & Noble, Carmike Cinemas, Hy-Vee

37. Southern Park Mal l OH Youngstown Fee 100.0% Bui l t 1970 85.8% 1,202,645 Macy's , Di l lard's , JCPenney, Sears , Cinemark

Theatres

38. Sunland Park Mal l TX El Paso Fee 100.0% Bui l t 1988 96.0% 922,209 Macy's , Di l lard's (2 locations), Sears , Forever 21,

Cinemark

39. Town Center at

Aurora

CO Aurora

(Denver)

Fee 100.0% Acquired

1998

91.0% 1,082,240 Macy's , Di l lard's , JCPenney, Sears , Century

Theatres

40. Towne West Square KS Wichita Fee 100.0% Bui l t 1980 82.4% 941,344 Di l lard's (2 locations), JCPenney, Sears , Dick's

Sporting Goods , The Movie Machine

41. Val le Vis ta Mal l TX Harl ingen Fee 100.0% Bui l t 1983 77.6% 650,634 Di l lard's , JCPenney, Sears , Big Lots , Forever 21

42. Virginia Center

Commons

VA Glen Al len Fee 100.0% Bui l t 1991 79.2% 774,503 Macy's , JCPenney, Sears , Burl ington Coat Factory,

American Fami ly Fi tness (8)

43. West Ridge Mal l KS Topeka Fee 100.0% Bui l t 1988 85.4% 991,799 Di l lard's , JCPenney, Sears , Burl ington Coat

Factory (7)44. Westminster Mal l CA Westminster

(Los Angeles )

Fee 100.0% Acquired

1998

90.1% 1,198,549 Macy's , JCPenney, Sears , Target, DSW

Total Mall Square Footage 36,435,160

December 2013


SPINCO PROPERTY LISTING: STRIP CENTERS

20



Ownership

Interest

(Expiration

if Lease) (1)

Legal

Ownership

Year Built

or

Acquired

Occupancy

(2) Total SF Retail Anchors and Selected Major Tenants1. Bloomingdale Court IL Bloomingdale

(Chicago)

Fee 100.0% Bui l t 1987 99.2% 686,126 Best Buy, T.J. Maxx N More, Office Max, Walmart

Supercenter, Dick's Sporting Goods , Jo-Ann

Fabrics , Picture Show, Ross Dress for Less ,

2. Bowie Town Center

Strip

MD Bowie

(Washington,

Fee 100.0% 90.0% 106,591 Safeway

3. Charles Towne

Square

SC Charleston Fee 100.0% Bui l t 1976 100.0% 71,794 Regal Cinema

4. Chesapeake Center VA Chesapeake

(Virginia Beach)

Fee 100.0% Bui l t 1989 96.1% 305,935 Kmart, Petsmart, Michaels , Va lue Ci ty Furniture

5. Clay Terrace IN Carmel

(Indianapol is )

Fee 50.0% (6) Bui l t 2004 98.4% 576,795 Dick's Sporting Goods , Whole Foods , DSW, St.

Vincent's Sports Performance

6. Concord Mi l l s

Marketplace

NC Concord

(Charlotte)

Fee 100.0% Acquired

2007

100.0% 230,683 BJ's Wholesa le Club, Garden Ridge, REC

Warehouse

7. Countrys ide Plaza IL Countrys ide

(Chicago)

Fee 100.0% Bui l t 1977 100.0% 403,756 Best Buy, The Home Depot, PetsMart, Jo-Ann

Fabrics , Office Depot, Value Ci ty Furniture, The

8. Dare Centre NC Ki l l Devi l Hi l l s Ground

Lease (2058)

100.0% Acquired

2004

96.3% 168,673 Belk, Food Lion

9. DeKalb Plaza PA King of Pruss ia

(Phi ladelphia)

Fee 84.1% Acquired

2003

96.6% 101,948 ACME Grocery (7)

10. Empire East SD Sioux Fa l ls Fee 100.0% Acquired

1998

100.0% 287,503 Kohl 's , Target, Bed Bath & Beyond

11. Fa irfax Court VA Fairfax

(Washington,

Fee 41.3% (4),(6) Bui l t 1992 100.0% 249,488 Burl ington Coat Factory, Offenbacher's , XSport

Fi tness

12. Forest Plaza IL Rockford Fee 100.0% Bui l t 1985 100.0% 428,044 Kohl 's , Marshal ls , Michaels , Factory Card Outlet,

Office Max, Bed Bath & Beyond, Petco, Babies 'R

Us , Toys 'R Us , Big Lots , Ki rkland's

13. Gaitway Plaza FL Ocala Fee 32.2% (4),(6) Bui l t 1989 99.1% 208,755 Office Depot, T.J. Maxx, Ross Dress for Less , Bed

Bath & Beyond, Michael 's (8)

14. Gateway Centers TX Austin Fee 100.0% Acquired

2004

73.8% 512,440 Best Buy, REI, Whole Foods , Crate & Barrel , The

Container Store, Regal Cinema, Nordstrom Rack

15. Greenwood Plus IN Greenwood

(Indianapol is )

Fee 100.0% Bui l t 1979 100.0% 155,319 Best Buy, Kohl 's

December 2013



21



Ownership

Interest

(Expiration

if Lease) (1)

Legal

Ownership

Year Built

or

Acquired

Occupancy

(2) Total SF Retail Anchors and Selected Major Tenants16. Henderson Square PA King of Pruss ia

(Phi ladelphia)

Fee 75.9% (4) Acquired

2003

96.5% 107,371 Genuardi 's Fami ly Market, Avalon Carpet & Ti le

17. Highland Lakes

Center

FL Orlando Fee 100.0% Bui l t 1991 65.8% 488,850 Marshal ls , American Signature Furniture, Ross

Dress for Less , Burl ington Coat Factory (7)

18. Indian River

Commons

FL Vero Beach Fee 50.0% (6) Bui l t 1997 100.0% 255,942 Lowe's Home Improvement, Best Buy, Ross Dress

for Less , Bed Bath & Beyond, Michaels

19. Keystone Shoppes IN Indianapol is Fee 100.0% Acquired

1997

82.2% 29,040

20. Lake Plaza IL Waukegan

(Chicago)

Fee 100.0% Bui l t 1986 97.5% 215,568 Home Owners Bargain Outlet

21. Lake View Plaza IL Orland Park

(Chicago)

Fee 100.0% Bui l t 1986 92.2% 367,605 Best Buy, Petco, Jo-Ann Fabrics , Gol f Galaxy,

Value Ci ty Furniture, Tuesday Morning, Great

22. Lakel ine Plaza TX Cedar Park

(Austin)

Fee 100.0% Bui l t 1998 100.0% 387,304 T.J. Maxx, Best Buy, Ross Dress for Less , Office

Max, PetsMart, Party Ci ty, Hancock Fabrics , Rooms

to Go, Rooms to Go Kids , Bed Bath & Beyond (9)

23. Lima Center OH Lima Fee 100.0% Bui l t 1978 99.4% 233,878 Kohl ’s , Hobby Lobby, T.J. Maxx, Jo‐Ann Fabrics

24. Lincoln Cross ing IL O'Fa l lon

(St. Louis )

Fee 100.0% Bui l t 1990 90.5% 243,326 Walmart, PetsMart, The Home Depot

25. MacGregor Vi l lage NC Cary Fee 100.0% Acquired

2004

65.2% 144,370

26. Mal l of Georgia

Cross ing

GA Buford

(Atlanta)

Fee 100.0% Bui l t 1999 100.0% 440,670 Best Buy, American Signature Furniture, T.J. Maxx

'n More, Nordstrom Rack, Staples , Target

27. Markland Plaza IN Kokomo Fee 100.0% Bui l t 1974 86.8% 90,527 Best Buy, Bed Bath & Beyond

28. Martinsvi l le Plaza VA Martinsvi l le Ground

Lease (2046)

100.0% Bui l t 1967 97.1% 102,105 Rose's , Food Lion

29. Matteson Plaza IL Matteson

(Chicago)

Fee 100.0% Bui l t 1988 100.0% 270,892 Dominick's , Shoppers World

30. Muncie Towne Plaza IN Muncie Fee 100.0% Bui l t 1998 100.0% 172,617 Kohl 's , Target, Shoe Carniva l , T.J. Maxx, MC

Sporting Goods , Kerasotes Theatres (7)

31. New Castle Plaza IN New Castle Fee 100.0% Bui l t 1966 100.0% 91,648 Goody's , Ace Hardware, Aaron's Rents , Dol lar

Tree32. North Ridge

Shopping Center

NC Raleigh Fee 100.0% Acquired

2004

93.4% 169,827 Ace Hardware, Kerr Drugs , Harris -Teeter Grocery

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Ownership

Interest

(Expiration

if Lease) (1)

Legal

Ownership

Year Built

or

Acquired

Occupancy

(2) Total SF Retail Anchors and Selected Major Tenants33. Northwood Plaza IN Fort Wayne Fee 100.0% Bui l t 1974 86.1% 208,076 Target (7)

34. Palms Cross ing TX McAl len Fee 100.0% Bui l t 2007 98.9% 392,314 Beal ls , DSW, Barnes & Noble, Babies 'R Us ,

Sports Authori ty, Guitar Center, Cavendar's Boot

Ci ty, Best Buy, Hobby Lobby

35. Plaza at Buckland

Hi l l s , The

CT Manchester Fee 41.3% (4),(6) Bui l t 1993 96.3% 329,885 Jo-Ann Fabrics , iParty, Toys 'R Us , Michaels ,

PetsMart, Big Lots , Eastern Mountain Sports

36. Richardson Square TX Richardson

(Dal las )

Fee 100.0% Bui l t 2008 100.0% 517,265 Lowe's Home Improvement, Ross Dress for Less ,

Sears , Super Target, Anna's Linens

37. Rockaway Commons NJ Rockaway

(New York)

Fee 100.0% Acquired

1998

68.1% 149,940 Best Buy (7)

38. Rockaway Town

Plaza

NJ Rockaway

(New York)

Fee 100.0% Acquired

1998

100.0% 459,301 Target, PetsMart, Dick's Sporting Goods , AMC

Theatres

39. Royal Eagle Plaza FL Coral Springs

(Miami)

Fee 42.0% (4),(6) Bui l t 1989 78.8% 202,996 Sports Authori ty (7)

40. Shops at Arbor Walk,

The

TX Austin Ground

Lease (2056)

100.0% Bui l t 2006 98.9% 458,467 The Home Depot, Marshal ls , DSW, Vitamin

Cottage Natura l Grocer, Spec's Wine, Spiri ts and

Fine Foods , Jo-Ann Fabrics , Sam Moon Trading 41. Shops at North East

Mal l , The

TX Hurst

(Dal las )

Fee 100.0% Bui l t 1999 100.0% 365,038 Michaels , PetsMart, T.J. Maxx, Bed Bath &

Beyond, Best Buy, Barnes & Noble, DSW

42. St. Charles Towne

Plaza

MD Waldorf

(Washington,

Fee 100.0% Bui l t 1987 78.2% 393,816 K & G Menswear, Shoppers Food Warehouse,

Dol lar Tree, Value Ci ty Furniture, Big Lots , Ci ti

43. Tippecanoe Plaza IN Lafayette Fee 100.0% Bui l t 1974 100.0% 90,522 Best Buy, Barnes & Noble

44. Univers i ty Center IN Mishawaka Fee 100.0% Bui l t 1980 89.3% 150,524 Michaels , Best Buy, Ross Dress for Less (8)

45. Univers i ty Town

Plaza

FL Pensacola Fee 100.0% Acquired

1994

93.9% 572,643 JCPenney, Sears , Academy Sports , Toys 'R Us ,

Burl ington Coat Factory

46. Vi l lage Park Plaza IN Carmel

(Indianapol is )

Fee 35.7% (4),(6) Bui l t 1990 100.0% 575,576 Bed Bath & Beyond, Kohl 's , Walmart Supercenter,

Marsh, Menards , Regal Cinema, Hobby Lobby

47. Washington Plaza IN Indianapol is Fee 100.0% Bui l t 1976 89.8% 50,107 Jo-Ann Fabrics

48. Waterford Lakes

Town Center

FL Orlando Fee 100.0% Bui l t 1999 99.2% 949,933 Ross Dress for Less , T.J. Maxx, Bed Bath &

Beyond, Barnes & Noble, Best Buy, Jo-Ann

Fabrics , Office Max, PetsMart, Target, Ashley

Furniture Home Store, L.A. Fi tness , Regal Cinema

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(1) Date listed is the expiration date of the last renewal option available under the ground lease.

(2) Malls: Executed leases for all company-owned GLA in mall stores, excluding majors and anchors. Strip centers: Executed leases for all company-owned GLA (or total center GLA). As of September 30, 2013.

(3) SpinCo receives substantially all the economic benefit of the property due to a preference or advance.

(4) Outside partner receives substantially all of the economic benefit and/or capital allocation due to a partner preference.

(5) Includes office space of 243,387 square feet including the following centers with more than 20,000 square feet of office space:

Clay Terrace – 75,118 square feet

Oak Court Mall – 126,775 square feet

River Oaks – 41,494 square feet

(6) Denotes SpinCo JV Property.

(7) Indicates vacant anchor space(s).

(8) Indicates anchor or major that is currently under development.

(9) Indicates vacant anchor owned by another company, but we still collect rent and/or fees under an agreement.

(10) SpinCo's direct and indirect interests in some joint venture properties are subject to preferences on distributions and/or capital allocation in favor of other partners or the company.


Ownership

Interest

(Expiration

if Lease) (1)

Legal

Ownership

Year Built

or

Acquired

Occupancy

(2) Total SF Retail Anchors and Selected Major Tenants49. West Ridge Plaza KS Topeka Fee 100.0% Bui l t 1988 100.0% 254,480 T.J. Maxx, Toys 'R Us/Babies 'R Us , Target

50. West Town Corners FL Altamonte

Springs

(Orlando)

Fee 32.2% (4),(6) Bui l t 1989 96.1% 385,352 Sports Authori ty, PetsMart, Winn-Dixie

Marketplace, American Signature Furniture,

Walmart, Lowe's Home Improvement

51. Westland Park Plaza FL Orange Park

(Jacksonvi l le)

Fee 32.2% (4),(6) Bui l t 1989 96.8% 163,254 Burl ington Coat Factory, LA Fi tness , USA

Discounters (7)

52. White Oaks Plaza IL Springfield Fee 100.0% Bui l t 1986 97.2% 387,911 T.J. Maxx, Office Max, Kohl 's , Toys 'R Us/Babies 'R

Us , Country Market

53. Whitehal l Mal l PA Whitehal l Fee 38.0% (6) Acquired

2003

93.8% 605,833 Sears , Kohl 's , Bed Bath & Beyond, Gold's Gym,

Buy Buy Baby, Raymour & Flanigan Furniture,

54. Wolf Ranch TX Georgetown

(Austin)

Fee 100.0% Bui l t 2005 99.3% 627,804 Kohl 's , Target, Michaels , Best Buy, Office Depot,

PetsMart, T.J. Maxx, DSW, Ross Dress for Less

Total Strip Center Square Footage 16,596,427

Total SpinCo Portfolio Square Footage (5) 53,031,587

Planned Spin-Off of the Strip Center Business and Smaller Enclosed Malls

Investor Relations

Transcript of Planned Spin-Off of the Strip Center Business and Smaller Enclosed Malls