EX-99.1 2 fce-ex991.htm EXHIBIT FCE - EX 99.1

Exhibit 99.1








Forest City Enterprises, Inc.
Supplemental Package
Three and Six Months Ended July 31, 2012 and 2011



Forest City Enterprises, Inc. and Subsidiaries
Three and Six Months Ended July 31, 2012 and 2011
Supplemental Package
NYSE: FCEA, FCEB
Index
 
Corporate Overview
 
 
Selected Financial Information
 
Forest City Enterprises, Inc.
 
Consolidated Balance Sheet Information
Consolidated Earnings Information
Net Asset Value Components
 
 
Supplemental Operating Information
 
Occupancy Data
Retail Sales Data
Leasing Summary
Comparable Net Operating Income (NOI)
Comparable NOI Detail
NOI By Product Type
NOI By Core Market
Reconciliation of NOI to Net Earnings (Loss)
Results of Operations Discussion
Reconciliation of Operating FFO to FFO
FFO Bridge
EBDT Discussion
Reconciliation of FFO and EBDT to Net Earnings (Loss)
Retail and Office Lease Expirations
Retail and Office Significant Tenants
Development Pipeline
 
 
Supplemental Financial Information
 
Common Stock Data/Covenants
Projects under Construction and Development Debt and Nonrecourse Debt
Scheduled Maturities Table
Summary of FFO
This Supplemental Package, together with other statements and information publicly disseminated by us, contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements reflect management’s current views with respect to financial results related to future events and are based on assumptions and expectations that may not be realized and are inherently subject to risks and uncertainties, many of which cannot be predicted with accuracy and some of which might not even be anticipated. Future events and actual results, financial or otherwise, may differ from the results discussed in the forward-looking statements. Risk factors discussed in Item 1A of our Form 10-K for the year ended January 31, 2012 and other factors that might cause differences, some of which could be material, include, but are not limited to, the impact of current lending and capital market conditions on our liquidity, ability to finance or refinance projects and repay our debt, the impact of the current economic environment on the ownership, development and management of our real estate portfolio, general real estate investment and development risks, vacancies in our properties, the strategic decision to reposition or divest portions of our land business, further downturns in the housing market, competition, illiquidity of real estate investments, bankruptcy or defaults of tenants, anchor store consolidations or closings, international activities, the impact of terrorist acts, risks associated with an investment in a professional sports team, our substantial debt leverage and the ability to obtain and service debt, the impact of restrictions imposed by our credit facility and senior debt, exposure to hedging agreements, the level and volatility of interest rates, the continued availability of tax-exempt government financing, the impact of credit rating downgrades, effects of uninsured or underinsured losses, effects of a downgrade or failure of our insurance carriers, environmental liabilities, conflicts of interest, risks associated with the sale of tax credits, risks associated with developing and managing properties in partnership with others, the ability to maintain effective internal controls, compliance with governmental regulations, increased legislative and regulatory scrutiny of the financial services industry, volatility in the market price of our publicly traded securities, inflation risks, litigation risks, cybersecurity risks and cyber incidents, as well as other risks listed from time to time in our reports filed with the Securities and Exchange Commission. We have no obligation to revise or update any forward-looking statements, other than imposed by law, as a result of future events or new information. Readers are cautioned not to place undue reliance on such forward-looking statements.

1

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial and Operating Information

Corporate Overview
We principally engage in the ownership, development, management and acquisition of commercial and residential real estate and land throughout the United States. We operate through three strategic business units and five reportable segments. The Commercial Group, our largest strategic business unit, owns, develops, acquires and operates regional malls, specialty/urban retail centers, office and life science buildings, hotels and mixed-use projects. The Residential Group owns, develops, acquires and operates residential rental properties, including upscale and middle-market apartments and adaptive re-use developments. Additionally, the Residential Group develops for-sale condominium projects and also owns interests in entities that develop and manage military family housing. The Land Development Group acquires and sells both land and developed lots to residential, commercial and industrial customers. It also owns and develops land into master-planned communities and mixed-use projects. On January 31, 2012, our Board of Directors approved a strategic decision by senior management to reposition or divest significant portions of our Land Development Group. During the six months ended July 31, 2012, we established and began executing on our land divestiture strategy. Real Estate Groups are the combined Commercial, Residential and Land Development Groups. Corporate Activities and the Nets, a member of the National Basketball Association (“NBA”) in which we account for our investment on the equity method of accounting, are other reportable segments of the Company.
We have approximately $10.7 billion of assets in 27 states and the District of Columbia at July 31, 2012. Our core markets include Boston, Chicago, Dallas, Denver, Los Angeles, New York, Philadelphia, the Greater San Francisco metropolitan area and the Greater Washington D.C. metropolitan area. Our core markets account for approximately 78 percent of the cost of our real estate portfolio at July 31, 2012. We have offices in Albuquerque, Boston, Chicago, Dallas, Denver, London (England), Los Angeles, New York City, San Francisco, Washington, D.C. and our corporate headquarters in Cleveland, Ohio.

Supplemental Financial and Operating Information
We recommend this supplemental package be read in conjunction with our Form 10-Q for the three and six months ended July 31, 2012. This supplemental package contains certain measures prepared in accordance with generally accepted accounting principles (“GAAP”) under the full consolidation accounting method and certain measures prepared under the pro-rata consolidation method, a non-GAAP measure. Along with net earnings, we have historically reported an additional measure, Earnings Before Depreciation, Amortization and Deferred Taxes (“EBDT”), to report operating results. EBDT is a non-GAAP measure and may not be directly comparable to similarly-titled measures reported by other companies. In the three months ended April 30, 2012, we began presenting Funds From Operations (“FFO”), which is also a non-GAAP measure. In the three months ended July 31, 2012, we began presenting Operating FFO, which is also a non-GAAP measure. The non-GAAP financial measures presented under the pro-rata consolidation method, comparable net operating income (“NOI”), EBDT, FFO and Operating FFO provide supplemental information about our operations. Although these measures are not presented in accordance with GAAP, we believe they are necessary to understand our business and operating results, along with net earnings and other GAAP measures. Our investors can use these non-GAAP measures as supplementary information to evaluate our business. Our non-GAAP measures are not intended to be performance measures that should be regarded as alternatives to, or more meaningful than, our GAAP measures.
Revision of Prior Period Financial Statements
Historically, we have recorded an allowance for projects under development (the “Allowance”) that have not been abandoned at each balance sheet date. During the three months ended January 31, 2012, we determined that the recording of the Allowance was not in accordance with ASC 970-360-40. The impact of this error (the “Allowance Revision”) was an overstatement of operating expenses of $2,000,000 ($1,224,000 after tax) for the three months ended July 31, 2011. We assessed the materiality of this error on prior periods’ financial statements in accordance with ASC 250-10 (SEC’s Staff Accounting Bulletin No. 99, Materiality), and concluded that the error was not material to any prior annual or interim periods but would be material if the entire correction was recorded during the year ended January 31, 2012. Accordingly, the financial statements for the three months ended July 31, 2011 which are presented herein, have been revised. The error had no effect on the financial statements for the six months ended July 31, 2011.
Consolidation Methods
We present certain financial amounts under the pro-rata consolidation method because we believe this information is useful to investors as this method reflects the manner in which we operate our business. In line with industry practice, we have made a large number of investments in which our economic ownership is less than 100% as a means of procuring opportunities and sharing risk. Under the pro-rata consolidation method, we generally present our investments proportionate to our economic share of ownership. Under GAAP, the full consolidation method is used to report partnership assets and liabilities consolidated at 100% if deemed to be under our control or if we are deemed to be the primary beneficiary of the variable interest entity (“VIE”), even if our ownership is not 100%. We provide reconciliations from the full consolidation method to the pro-rata consolidation method throughout our supplemental package. Please refer to our property listing for the detail of our consolidated and unconsolidated properties in our supplemental package for the year ended January 31, 2012.

2

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial and Operating Information


EBDT
We believe that EBDT, along with net earnings, provides additional information about our core operations. While property dispositions, acquisitions or other factors can affect net earnings in the short-term, we believe EBDT presents a more consistent view of the overall financial performance of our business from period-to-period. EBDT has been used by the chief operating decision maker and management to assess performance and resource allocations by strategic business unit and on a consolidated basis. EBDT is similar, but not identical, to FFO, a measure of performance used by publicly traded Real Estate Investment Trusts (“REITs”).
FFO
The majority of our peers in the publically traded real estate industry are REITs and report operations using FFO as defined by the National Association of Real Estate Investment Trusts (“NAREIT”). Although we are not a REIT, we feel it is important to publish this measure to allow for easier comparison of our performance to our peers. The major difference between us and our REIT peers is that we are a taxable entity and any taxable income we generate could result in payment of federal or state income taxes. Our REIT peers typically are not subject to federal or state income taxes, but must pay out a portion of their taxable income to shareholders. Due to our effective tax management policies, we have not historically been a significant payer of income taxes. This has allowed us to retain our internally generated cash flows but has also resulted in large expenses for deferred taxes as required by GAAP. The treatment of deferred taxes is the single biggest difference between EBDT and FFO. We intend to continue to report both EBDT and FFO during the fiscal year ending January 31, 2013. Effective February 1, 2013, we will only report FFO to be more comparable to our industry peers.
Supplemental Operating Information
The operating information contained in this document includes: occupancy data, retail sales data, leasing summaries, comparable NOI, NOI by product type and core market, reconciliation of NOI to net earnings, results of operations discussion, FFO bridge, reconciliation of Operating FFO to FFO, reconciliation of net earnings to FFO and EBDT, retail and office lease expirations, significant retail and office tenants, and our development pipeline. We believe this information will give interested parties a better understanding and more information about our operating performance. The term “comparable,” which is used throughout this document, is generally defined as including properties that were open and operated in both the three and six months ended July 31, 2012 and 2011.
We believe occupancy rates, retail and office lease expirations, base rent, significant retail and office tenant listings, mall sales per square foot, leasing spreads on retail and office properties, and other rental rate information on multi-family properties represent meaningful operating statistics about us.
Comparable NOI is useful because it measures the performance of the same properties on a period-to-period basis and is used to assess operating performance and resource allocation of the operating properties within our strategic business units. While property dispositions, acquisitions or other factors can impact net earnings in the short term, we believe comparable NOI gives a more consistent view of the overall performance of our operating portfolio from quarter-to-quarter and year-to-year. A reconciliation of NOI to net earnings, the most comparable financial measure calculated in accordance with GAAP, a reconciliation of NOI to net earnings for each strategic business unit and a reconciliation from NOI to comparable NOI are included in this supplemental package.
 



















3

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial and Operating Information




Corporate Headquarters
Forest City Enterprises, Inc.
Terminal Tower
50 Public Square, Suite 1100
Cleveland, Ohio 44113
Annual Report on Form 10-K
A copy of the Annual Report on Form 10-K as filed with the Securities and Exchange Commission for the fiscal year ended January 31, 2012 can be found on our website under SEC Filings or may be obtained without charge upon written request to:
Jeffrey B. Linton
Senior Vice President, Corporate Communication
jefflinton@forestcity.net
Website
www.forestcity.net
The information contained on this website is not incorporated herein by reference and does not constitute a part of this supplemental package.
Investor Relations
Robert G. O’Brien
Executive Vice President and Chief Financial Officer
Transfer Agent and Registrar
Wells Fargo
Shareowner Services
P.O. Box 64854
St. Paul, MN 55164-9440
(800) 468-9716
www.shareowneronline.com
Common Stock Exchange Listing
NYSE: FCEA and FCEB
Dividend Reinvestment and Stock Purchase Plan
We offer our shareholders the opportunity to purchase additional shares of common stock through the Forest City Enterprises, Inc. Dividend Reinvestment and Stock Purchase Plan (the “Plan”) at 97% of current market value. You may obtain a copy of the Plan prospectus and an enrollment card by contacting Wells Fargo Shareowner Services at (800) 468-9716 or by visiting www.shareowneronline.com.


4

Forest City Enterprises, Inc. and Subsidiaries
Selected Financial Information

Consolidated Balance Sheet Information – July 31, 2012 (Unaudited)
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
 
(in thousands)
Assets
 
 
 
 
 
Real Estate
 
 
 
 
 
Completed rental properties
 
 
 
 
 
Residential
$
1,584,458

$
35,185

$
1,338,153

$
24,210

$
2,911,636

Commercial
 
 
 
 
 
Retail centers
2,925,904

71,424

1,141,309


3,995,789

Office and other buildings
3,028,576

103,265

351,703


3,277,014

Corporate and other equipment
10,820




10,820

Total completed rental properties
7,549,758

209,874

2,831,165

24,210

10,195,259

Projects under construction
 
 
 
 
 
Residential
67,151

1,059

24,417


90,509

Commercial
 
 
 
 
 
Retail centers
343,393


4,150


347,543

Office and other buildings
811,526

495,417



316,109

Total projects under construction
1,222,070

496,476

28,567


754,161

Projects under development
 
 
 
 
 
Residential
845,947

186,339

6,178


665,786

Commercial
 
 
 
 
 
Retail centers
33,478

109



33,369

Office and other buildings
260,105

25,714

6,259


240,650

Total projects under development
1,139,530

212,162

12,437


939,805

Total projects under construction and development
2,361,600

708,638

41,004


1,693,966

Land held for development and sale
77,175

7,432



69,743

Total Real Estate
9,988,533

925,944

2,872,169

24,210

11,958,968

Less accumulated depreciation
(1,602,423
)
(51,135
)
(581,822
)
(5,732
)
(2,138,842
)
Real Estate, net
8,386,110

874,809

2,290,347

18,478

9,820,126

Cash and equivalents
240,866

22,157

61,776


280,485

Restricted cash and escrowed funds
351,645

59,320

95,227


387,552

Escrowed funds for 2015 senior note redemption
125,000




125,000

Notes and accounts receivable, net
399,964

22,721

29,064


406,307

Investments in and advances to unconsolidated entities
572,230

(132,907
)
(503,613
)

201,524

Lease and mortgage procurement costs, net
268,961

8,920

52,528


312,569

Prepaid expenses and other deferred costs, net
243,281

33,969

18,055

356

227,723

Intangible assets, net
102,545

3

10,842


113,384

Land held for divestiture
23,417

1,925

27,330


48,822

Operating property assets held for sale
18,834



(18,834
)

Total Assets
$
10,732,853

$
890,917

$
2,081,556

$

$
11,923,492


5

Forest City Enterprises, Inc. and Subsidiaries
Selected Financial Information

Consolidated Balance Sheet Information – July 31, 2012 (Unaudited)
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued Operations
Pro-Rata
Consolidation
(Non-GAAP)
 
(in thousands)
Liabilities and Equity
 
 
 
 
 
Liabilities
 
 
 
 
 
Mortgage debt and notes payable, nonrecourse
 
 
 
 
 
Completed rental properties
 
 
 
 
 
Residential
$
975,015

$
26,246

$
999,492

$
14,914

$
1,963,175

Commercial
 
 
 
 
 
Retail centers
1,860,600

64,673

886,280


2,682,207

Office and other buildings
2,105,386

79,561

270,714


2,296,539

Total completed rental properties
4,941,001

170,480

2,156,486

14,914

6,941,921

Projects under construction
 
 
 
 
 
Residential
25,995

460

6,271


31,806

Commercial
 
 
 
 
 
Retail centers
178,863




178,863

Office and other buildings
352,226

224,425



127,801

Total projects under construction
557,084

224,885

6,271


338,470

Projects under development
 
 
 
 
 
Residential
247,340

59,538



187,802

Commercial
 
 
 
 
 
Retail centers





Office and other buildings


2,738


2,738

Total projects under development
247,340

59,538

2,738


190,540

Total projects under construction and development
804,424

284,423

9,009


529,010

Land held for development and sale
9,448

946



8,502

Total Mortgage debt and notes payable, nonrecourse
5,754,873

455,849

2,165,495

14,914

7,479,433

Bank revolving credit facility





Senior and subordinated debt
1,157,666




1,157,666

Construction payables
193,754

65,182

12,775


141,347

Operating accounts payable and accrued expenses
603,860

58,894

150,694

178

695,838

Accrued derivative liability
174,113

164

18,975


192,924

Deferred profit on NY retail joint venture transaction
114,465




114,465

Total Accounts payable, accrued expenses and other liabilities
1,086,192

124,240

182,444

178

1,144,574

Cash distributions and losses in excess of investments in unconsolidated entities
292,700

(13,051
)
(287,037
)

18,714

Deferred income taxes
458,825




458,825

Mortgage debt and notes payable, nonrecourse on land held for divestiture
19,571

1,721

20,654


38,504

Liabilities of operating property held for sale
15,092



(15,092
)

Total Liabilities
8,784,919

568,759

2,081,556


10,297,716

Redeemable Noncontrolling Interest
232,107

232,107




Equity
 
 
 
 
 
Shareholders’ Equity
 
 
 
 
 
Shareholders’ equity before accumulated other comprehensive loss
1,556,884




1,556,884

Accumulated other comprehensive loss
(117,129
)



(117,129
)
Total Shareholders’ Equity
1,439,755




1,439,755

Noncontrolling interest
276,072

90,051



186,021

Total Equity
1,715,827

90,051



1,625,776

Total Liabilities and Equity
$
10,732,853

$
890,917

$
2,081,556

$

$
11,923,492


6

Forest City Enterprises, Inc. and Subsidiaries
Selected Financial Information

Consolidated Balance Sheet Information – January 31, 2012 (Unaudited)
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Pro-Rata
Consolidation
(Non-GAAP)
 
(in thousands)
Assets
 
 
 
 
Real Estate
 
 
 
 
Completed rental properties
 
 
 
 
Residential
$
1,584,403

$
27,003

$
1,229,109

$
2,786,509

Commercial
 
 
 
 
Retail centers
2,638,954

74,012

1,203,459

3,768,401

Office and other buildings
2,949,699

94,310

387,543

3,242,932

Corporate and other equipment
10,392



10,392

Total completed rental properties
7,183,448

195,325

2,820,111

9,808,234

Projects under construction
 
 
 
 
Residential
56,496

988

95,404

150,912

Commercial
 
 
 
 
Retail centers
595,011

309

7,945

602,647

Office and other buildings
606,304

370,626

2,302

237,980

Total projects under construction
1,257,811

371,923

105,651

991,539

Projects under development
 
 
 
 
Residential
776,817

170,423

17,693

624,087

Commercial
 
 
 
 
Retail centers
39,495

99

10,481

49,877

Office and other buildings
254,856

25,712

2,670

231,814

Total projects under development
1,071,168

196,234

30,844

905,778

Total projects under construction and development
2,328,979

568,157

136,495

1,897,317

Land held for development and sale
77,298

7,451

24,851

94,698

Total Real Estate
9,589,725

770,933

2,981,457

11,800,249

Less accumulated depreciation
(1,526,503
)
(46,085
)
(557,613
)
(2,038,031
)
Real Estate, net
8,063,222

724,848

2,423,844

9,762,218

Cash and equivalents
217,486

9,324

60,689

268,851

Restricted cash and escrowed funds
542,566

98,001

109,282

553,847

Notes and accounts receivable, net
406,244

19,542

36,684

423,386

Investments in and advances to unconsolidated entities
609,079

(160,470
)
(542,772
)
226,777

Lease and mortgage procurement costs, net
273,995

8,760

58,512

323,747

Prepaid expenses and other deferred costs, net
227,354

34,626

20,708

213,436

Intangible assets, net
107,192

3

11,076

118,265

Land held for divestiture
57,145

14,141

45,257

88,261

Total Assets
$
10,504,283

$
748,775

$
2,223,280

$
11,978,788



7

Forest City Enterprises, Inc. and Subsidiaries
Selected Financial Information

Consolidated Balance Sheet Information – January 31, 2012 (Unaudited)
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Pro-Rata
Consolidation
(Non-GAAP)
 
(in thousands)
Liabilities and Equity
 
 
 
 
Liabilities
 
 
 
 
Mortgage debt and notes payable, nonrecourse
 
 
 
 
Completed rental properties
 
 
 
 
Residential
$
1,008,576

$
18,844

$
949,015

$
1,938,747

Commercial
 
 
 
 
Retail centers
1,735,148

67,371

971,035

2,638,812

Office and other buildings
2,064,588

73,056

301,910

2,293,442

Total completed rental properties
4,808,312

159,271

2,221,960

6,871,001

Projects under construction
 
 
 
 
Residential
6,596


56,737

63,333

Commercial
 
 
 
 
Retail centers
330,533



330,533

Office and other buildings
207,028

127,685


79,343

Total projects under construction
544,157

127,685

56,737

473,209

Projects under development
 
 
 
 
Residential
272,195

66,027


206,168

Commercial
 
 
 
 
Retail centers




Office and other buildings


2,887

2,887

Total projects under development
272,195

66,027

2,887

209,055

Total projects under construction and development
816,352

193,712

59,624

682,264

Land held for development and sale
15,775

1,578

12,655

26,852

Total Mortgage debt and notes payable, nonrecourse
5,640,439

354,561

2,294,239

7,580,117

Bank revolving credit facility




Senior and subordinated debt
1,038,529



1,038,529

Construction payables
202,395

61,564

18,564

159,395

Operating accounts payable and accrued expenses
621,582

27,798

161,323

755,107

Accrued derivative liability
174,020


19,033

193,053

Deferred profit on NY retail joint venture transaction
114,465



114,465

Total Accounts payable, accrued expenses and other liabilities
1,112,462

89,362

198,920

1,222,020

Cash distributions and losses in excess of investments in unconsolidated entities
279,708

(24,803
)
(282,105
)
22,406

Deferred income taxes
433,040



433,040

Mortgage debt and notes payable, nonrecourse on land held for divestiture
19,084

1,721

12,226

29,589

Total Liabilities
8,523,262

420,841

2,223,280

10,325,701

Redeemable Noncontrolling Interest
229,149

229,149



Equity
 
 
 
 
Shareholders’ Equity
 
 
 
 
Shareholders’ equity before accumulated other comprehensive loss
1,587,526



1,587,526

Accumulated other comprehensive loss
(120,460
)


(120,460
)
Total Shareholders’ Equity
1,467,066



1,467,066

Noncontrolling interest
284,806

98,785


186,021

Total Equity
1,751,872

98,785


1,653,087

Total Liabilities and Equity
$
10,504,283

$
748,775

$
2,223,280

$
11,978,788


8

Forest City Enterprises, Inc. and Subsidiaries
Selected Financial Information

Consolidated Earnings Information – Three Months Ended July 31, 2012 (Unaudited)
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
 
(in thousands)
Revenues from real estate operations
$
261,373

$
11,191

$
93,930

$
848

$
344,960

Expenses
 
 
 
 
 
Operating expenses
173,292

8,360

42,304

316

207,552

Depreciation and amortization
54,231

1,039

19,686

191

73,069

Impairment of real estate
2,908


390

261

3,559

 
230,431

9,399

62,380

768

284,180

Interest expense
(62,725
)
(2,677
)
(23,966
)
(256
)
(84,270
)
Amortization of mortgage procurement costs
(3,682
)
(146
)
(813
)
(4
)
(4,353
)
Loss on early extinguishment of debt


(1,313
)

(1,313
)
Interest and other income
13,678

489

288


13,477

Net gain (loss) on land held for divestiture activity
(6,458
)
3,507

(41,887
)

(51,852
)
Net gain on disposition of rental properties


16,107


16,107

Earnings (loss) before income taxes
(28,245
)
2,965

(20,034
)
(180
)
(51,424
)
Income tax expense (benefit)
 
 
 
 
 
Current
(25,839
)


5,019

(20,820
)
Deferred
16,797



(5,367
)
11,430

 
(9,042
)


(348
)
(9,390
)
Net gain on change in control of interests
6,766

2,702



4,064

Equity in earnings (loss) of unconsolidated entities, including impairment
16,275

169

(21,853
)

(5,747
)
Net loss on land held for divestiture activity of unconsolidated entities
(41,887
)

41,887



 
(25,612
)
169

20,034


(5,747
)
Earnings (loss) from continuing operations
(38,049
)
5,836


168

(43,717
)
Discontinued operations, net of tax:
 
 
 
 
 
Operating earnings (loss) from rental properties
325

(3
)

(328
)

Impairment of real estate
(160
)


160


 
165

(3
)

(168
)

Net earnings (loss)
(37,884
)
5,833



(43,717
)
Noncontrolling interests
 
 
 
 
 
Earnings from continuing operations attributable to noncontrolling interests
(5,836
)
(5,836
)



Loss from discontinued operations attributable to noncontrolling interests
3

3




 
(5,833
)
(5,833
)



Net loss attributable to Forest City Enterprises, Inc.
$
(43,717
)
$

$

$

$
(43,717
)
Preferred dividends
(3,850
)



(3,850
)
Net loss attributable to Forest City Enterprises, Inc. common shareholders
$
(47,567
)
$

$

$

$
(47,567
)

9

Forest City Enterprises, Inc. and Subsidiaries
Selected Financial Information

Consolidated Earnings Information – Six Months Ended July 31, 2012 (Unaudited)
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
 
(in thousands)
Revenues from real estate operations
$
557,162

$
23,752

$
195,494

$
2,003

$
730,907

Expenses
 
 
 
 
 
Operating expenses
339,838

17,417

87,488

762

410,671

Depreciation and amortization
106,860

1,996

38,847

395

144,106

Impairment of real estate
4,289


390

261

4,940

 
450,987

19,413

126,725

1,418

559,717

Interest expense
(120,969
)
(5,401
)
(50,298
)
(625
)
(166,491
)
Amortization of mortgage procurement costs
(6,547
)
(229
)
(1,650
)
(8
)
(7,976
)
Loss on early extinguishment of debt
(719
)
(188
)
(1,313
)

(1,844
)
Interest and other income
24,357

955

498


23,900

Net gain (loss) on land held for divestiture activity
(6,458
)
3,507

(41,887
)

(51,852
)
Net gain on disposition of rental properties


16,107

7,914

24,021

Earnings (loss) before income taxes
(4,161
)
2,983

(9,774
)
7,866

(9,052
)
Income tax expense (benefit)
 
 
 
 
 
Current
(24,772
)


5,592

(19,180
)
Deferred
25,273



(2,380
)
22,893

 
501



3,212

3,713

Net gain on change in control of interests
6,766

2,702



4,064

Equity in earnings (loss) of unconsolidated entities, including impairment
20,048

199

(32,113
)

(12,264
)
Net loss on land held for divestiture activity of unconsolidated entities
(41,887
)

41,887



 
(21,839
)
199

9,774


(12,264
)
Earnings (loss) from continuing operations
(19,735
)
5,884


4,654

(20,965
)
Discontinued operations, net of tax:
 
 
 
 
 
Operating earnings from rental properties
414

5


(409
)

Impairment of real estate
(160
)


160


Gain on disposition of rental properties
5,370

965


(4,405
)

 
5,624

970


(4,654
)

Net earnings (loss)
(14,111
)
6,854



(20,965
)
Noncontrolling interests
 
 
 
 
 
Earnings from continuing operations attributable to noncontrolling interests
(5,884
)
(5,884
)



Earnings from discontinued operations attributable to noncontrolling interests
(970
)
(970
)



 
(6,854
)
(6,854
)



Net loss attributable to Forest City Enterprises, Inc.
$
(20,965
)
$

$

$

$
(20,965
)
Preferred dividends
(7,700
)



(7,700
)
Net loss attributable to Forest City Enterprises, Inc. common shareholders
$
(28,665
)
$

$

$

$
(28,665
)


10

Forest City Enterprises, Inc. and Subsidiaries
Selected Financial Information

Consolidated Earnings Information – Three Months Ended July 31, 2011 (Unaudited)
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
 
(in thousands)
Revenues from real estate operations
$
244,706

$
12,179

$
94,643

$
9,893

$
337,063

Expenses
 
 
 
 
 
Operating expenses
152,756

7,855

45,037

5,413

195,351

Depreciation and amortization
53,434

1,150

16,010

1,321

69,615

Impairment of real estate
235




235

 
206,425

9,005

61,047

6,734

265,201

Interest expense
(62,995
)
(3,523
)
(25,183
)
(1,214
)
(85,869
)
Amortization of mortgage procurement costs
(2,711
)
(129
)
(734
)
(99
)
(3,415
)
Loss on early extinguishment of debt
(5,471
)

(2,355
)

(7,826
)
Interest and other income
15,315

534

268


15,049

Net gain on disposition of rental properties



29,899

29,899

Earnings (loss) before income taxes
(17,581
)
56

5,592

31,745

19,700

Income tax expense (benefit)
 
 
 
 
 
Current
(2,138
)


2,002

(136
)
Deferred
(3,761
)


10,890

7,129

 
(5,899
)


12,892

6,993

Equity in earnings (loss) of unconsolidated entities
2,385

142

(5,592
)

(3,349
)
Earnings (loss) from continuing operations
(9,297
)
198


18,853

9,358

Discontinued operations, net of tax:
 
 
 
 
 
Operating earnings from rental properties
1,791

660


(1,131
)

Gain on disposition of rental properties
99,087

81,365


(17,722
)

 
100,878

82,025


(18,853
)

Net earnings
91,581

82,223



9,358

Noncontrolling interests
 
 
 
 
 
Earnings from continuing operations attributable to noncontrolling interests
(198
)
(198
)



Earnings from discontinued operations attributable to noncontrolling interests
(82,025
)
(82,025
)



 
(82,223
)
(82,223
)



Net earnings attributable to Forest City Enterprises, Inc.
$
9,358

$

$

$

$
9,358

Preferred dividends
(3,850
)



(3,850
)
Net earnings attributable to Forest City Enterprises, Inc. common shareholders
$
5,508

$

$

$

$
5,508



11

Forest City Enterprises, Inc. and Subsidiaries
Selected Financial Information

Consolidated Earnings Information – Six Months Ended July 31, 2011 (Unaudited)
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
 
(in thousands)
Revenues from real estate operations
$
548,043

$
24,677

$
177,357

$
19,988

$
720,711

Expenses
 
 
 
 
 
Operating expenses
313,113

15,255

82,721

12,424

393,003

Depreciation and amortization
109,081

2,788

29,700

3,153

139,146

Impairment of real estate
5,070




5,070

 
427,264

18,043

112,421

15,577

537,219

Interest expense
(128,900
)
(7,355
)
(48,290
)
(2,726
)
(172,561
)
Amortization of mortgage procurement costs
(5,589
)
(259
)
(1,352
)
(365
)
(7,047
)
Loss on early extinguishment of debt
(5,767
)
(4
)
(2,355
)

(8,118
)
Interest and other income
30,822

394

385


30,813

Net gain on disposition of rental properties and partial interests in rental properties
9,561


12,567

39,937

62,065

Earnings (loss) before income taxes
20,906

(590
)
25,891

41,257

88,644

Income tax expense (benefit)
 
 
 
 
 
Current
15,460



2,615

18,075

Deferred
(3,619
)


14,785

11,166

 
11,841



17,400

29,241

Equity in earnings (loss) of unconsolidated entities
22,379

190

(25,891
)

(3,702
)
Earnings (loss) from continuing operations
31,444

(400
)

23,857

55,701

Discontinued operations, net of tax:
 
 
 
 
 
Operating earnings from rental properties
2,804

1,995


(809
)

Gain on disposition of rental properties
104,806

81,758


(23,048
)

 
107,610

83,753


(23,857
)

Net earnings
139,054

83,353



55,701

Noncontrolling interests
 
 
 
 
 
Loss from continuing operations attributable to noncontrolling interests
400

400




Earnings from discontinued operations attributable to noncontrolling interests
(83,753
)
(83,753
)



 
(83,353
)
(83,353
)



Net earnings attributable to Forest City Enterprises, Inc.
$
55,701

$

$

$

$
55,701

Preferred dividends
(7,700
)



(7,700
)
Net earnings attributable to Forest City Enterprises, Inc. common shareholders
$
48,001

$

$

$

$
48,001



12

Forest City Enterprises, Inc. and Subsidiaries
Selected Financial Information

Net Asset Value Components – July 31, 2012
The “Net Asset Value Components” table below represents components of our business relevant to calculate Net Asset Value (“NAV”), a non-GAAP measure. There is no directly comparable GAAP financial measure to NAV. We consider NAV to be a useful supplemental measure which assists both management and investors to estimate the fair value of our Company. The calculation of the net asset value involves significant estimates and can be calculated using various methods. Each individual investor must determine the specific methodology, assumptions and estimates to use to arrive at an estimated NAV of the Company.
The components of NAV do not consider the potential changes in rental and fee income streams, or development platform. The components include non-GAAP financial measures, such as NOI and information related to our rental properties business prepared using the pro-rata consolidation method. Although these measures are not presented in accordance with GAAP, investors can use these non-GAAP measures as supplementary information to evaluate our business. The non-GAAP measures presented are not intended to be performance measures that should be regarded as alternatives to, or more meaningful than, our GAAP measures.
Net Asset Value Components - July 31, 2012
Completed Rental Properties (“CRP”)
 
Q2 2012
 
Annualized
 
Net Stabilized
 
Annualized
 
Nonrecourse
(Dollars in millions at pro-rata)
NOI (1)
 
NOI (2)
 
Adjustments (3)
 
Stabilized NOI
 
Debt (4)
  
 
 
A
 
B
 
=A+B
 
 
Commercial Real Estate
 
 
 
 
 
 
 
 
 
Retail
$
58.8

 
$
235.2

 
$
(4.6
)
 
$
230.6

 
(2,682.2
)
Office
63.6

 
254.4

 
0.2

 
254.6

 
(2,296.5
)
Other
(4.3
)
 
(17.2
)
 
15.1

 
(2.1
)
 
 
Total Commercial Real Estate
$
118.1

 
$
472.4

 
$
10.7

 
$
483.1

 
(4,978.7
)
Residential Real Estate
 
 
 
 
 
 
 
 
 
Apartments
$
35.5

 
$
142.0

 
$
6.9

 
$
148.9

 
(1,963.2
)
Subsidized Senior Housing (5)
4.5

 
18.0

 

 
18.0

 
 
Military Housing
7.1

 
28.4

 
(13.4
)
 
15.0

 
 
Other
(3.1
)
 
(12.4
)
 

 
(12.4
)
 
 
Total Residential Real Estate
$
44.0

 
$
176.0

 
$
(6.5
)
 
$
169.5

 
(1,963.2
)
Total Rental Properties
$
162.1

 
$
648.4

 
$
4.2

 
$
652.6

 
(6,941.9
)
Development Pipeline Debt Adj. NET (6)
 
 
 
 
 
 
 
 
596.0

Adjusted Total Rental Properties
$
162.1

 
$
648.4

 
$
4.2

 
$
652.6

 
(6,345.9
)
Development Pipeline
  
  
 
  
 
  
 
Book Value
 
Nonrecourse
Debt
Westchester's Ridge Hill (Adjusted for amounts included in CRP) (6)
 
 
 
 
 
$
586.3

 
$
(327.4
)
8 Spruce Street (Adjusted for amounts included in CRP) (6)
 
 
 
 
 
 
451.7

 
(268.6
)
Total development pipeline adjustments
 
 
 
 
 
 
1,038.0

 
(596.0
)
Projects under construction (4)
 
 
 
 
 
 
754.2

 
(338.5
)
Adjusted projects under construction
 
 
 
 
 
 
$
1,792.2

 
$
(934.5
)
Projects under development (4)
 
 
 
 
 
 
$
939.8

 
$
(190.5
)
Land held for development and sale (4)
 
 
 
 
 
 
$
69.7

 
$
(8.5
)
Other Tangible Assets
 
 
 
 
 
 
 
Book Value (4)
 
Nonrecourse
  
  
 
  
 
  
 
 
Debt (4)
Cash and equivalents
 
 
 
 
 
 
$
280.5

 
 
Restricted cash and escrowed funds
 
 
 
 
 
 
$
387.6

 
 
Notes and accounts receivable, net (7)
 
 
 
 
 
 
$
406.3

 
 
Net investments and advances to unconsolidated entities
 
 
 
 
 
 
$
182.8

 
 
Prepaid expenses and other deferred costs, net
 
 
 
 
 
 
$
227.7

 
 
Land held for divestiture
 
 
 
 
 
 
$
48.8

 
$
(38.5
)
Recourse Debt and Other Liabilities
  
  
 
  
 
  
 
Book Value (4)
 
  
Bank revolving credit facility
 
 
 
 
 
 
$

 
 
Senior and subordinated debt
 
 
 
 
 
 
$
(1,157.7
)
 
 
Less: convertible debt
 
 
 
 
 
 
$
599.3

 
 
Less: escrowed funds for 2015 senior note redemption
 
 
 
 
 
 
$
125.0

 
 
Construction payables
 
 
 
 
 
 
$
(141.3
)
 
 
Operating accounts payable and accrued expenses (8)
 
 
 
 
 
$
(695.8
)
 
 
Weighted Average Shares Outstanding - Diluted
Number of shares for the three months ended July 31, 2012 (In millions)
 
221.9

 
 

13

Forest City Enterprises, Inc. and Subsidiaries
Selected Financial Information


Net Asset Value Components – July 31, 2012 (continued)

(1)
Pro-rata Q2 2012 NOI is reconciled to NOI at full consolidation by Product Group for the three months ended July 31, 2012 in the Supplemental Operating Information section of this supplemental package. Write-offs of abandoned development projects of $12.9 million and tax credit income of $8.0 million have been excluded from the appropriate real estate groups from total NOI used in the Net Asset Value Component schedule.
(2)
Pro-rata annualized NOI is calculated by taking the Q2 2012 NOI times a multiple of four.
(3)
The net stabilized adjustments column represents net adjustments required to arrive at a fully stabilized NOI for those properties currently in initial lease up periods, net of the removal of partial period NOI for recently sold properties. For those properties currently in initial lease up periods we have included stabilization adjustments as follows:
a)
NOI for The Aster Town Center is reflected at 5% of the pro-rata cost disclosed in our Development Pipeline disclosure. This assumption does not reflect Forest City’s anticipated NOI, but rather is used in order to establish a hypothetical basis for valuation of lease up properties. See note 6, which describes the treatment of Westchester’s Ridge Hill and 8 Spruce Street.
b)
At the conclusion of the initial development period at each of our military housing communities, we estimate the ongoing property management fees, net of operating expenses, to be $15.0 million.
The net stabilized adjustments are not comparable to any GAAP measure and therefore do not have a reconciliation to the nearest comparable GAAP measure.
(4)
Amounts are derived from the respective pro-rata balance sheet line item as of July 31, 2012 and are reconciled to their GAAP equivalents in the Selected Financial Information section of this supplemental package.
(5)
Represents limited-distribution subsidized senior housing properties.
(6)
Westchester’s Ridge Hill and 8 Spruce Street have their assets shown in the Development Pipeline section of the model. Westchester’s Ridge Hill, as of July 31, 2012, had $586.3 million of costs incurred at pro-rata consolidation and $327.4 million of mortgage debt at pro-rata consolidation which were transferred to CRP. 8 Spruce Street, as of July 31, 2012, had $451.7 million of costs incurred at pro-rata consolidation and $268.6 million of mortgage debt at pro-rata consolidation which were transferred to CRP. In order to account for the phased openings of Westchester’s Ridge Hill and 8 Spruce Street as NAV components we have made the following adjustments:
a)
All costs and associated debt for Westchester’s Ridge Hill and 8 Spruce Street for purposes exclusive to this disclosure are accounted for as a component of “Adjusted Projects Under Construction” in the Development Pipeline section of this schedule. Accordingly, all NOI, through the net stabilized adjustments column for the appropriate product types, and debt have been removed from the CRP section of the NAV schedule. The debt amounts removed from CRP and added to the Development Pipeline represent only the amounts recorded in CRP based on the proportion open and ready for occupancy and do not reflect the total debt outstanding for these projects, some of which is already included in the Development Pipeline.
(7)
Includes $161.7 million of straight-line rent receivable (net of $15.7 million of allowance for doubtful accounts).
(8)
Includes $36.3 million of straight-line rent payable.


14

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information


Occupancy Data - July 31, 2012 and 2011
Retail and office occupancy is based on square feet leased at the end of the fiscal quarter. Average Occupancy Year-to-Date for retail and office is calculated by dividing the sum of leased square feet at the beginning and end of the period by two. Residential occupancy represents total units occupied divided by total units available. Average Occupancy for residential is calculated by dividing gross potential rent less vacancy by gross potential rent.
We analyze our occupancy percentages by each of our major product lines as follows:
            
 
Occupancy
As of
July 31, 2012
 
Average
Occupancy
Year-to-Date
July 31, 2012
Occupancy
As of
July 31, 2011
 
Average
Occupancy
Year-to-Date
July 31, 2011
Retail
 
 
 
 
 
 
Comparable
91.6
%
 
91.4
%
91.2
%
 
91.4
%
Total
89.3
%
 
89.1
%
90.4
%
 
90.8
%
Office
 
 
 
 
 
 
Comparable
91.4
%
 
91.0
%
91.1
%
 
90.3
%
Total
90.1
%
 
89.6
%
88.8
%
 
88.3
%
Residential (1) 
 
 
 
 
 
 
Comparable
94.2
%
 
94.8
%
93.6
%
 
94.5
%
Total
93.9
%
 
94.5
%
93.0
%
 
91.7
%
The graph below provides comparable occupancy as reported in previous quarters. These amounts may differ from above because the properties that qualify as comparable change from period to period.
(1)Excludes military and limited-distribution subsidized senior housing units.
(2)Represents Comparable Occupancy for Retail and Office as of the applicable date and Comparable Average Occupancy Year-to-Date for Residential.

15

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Retail Sales Data
The following graphs provide current and historical retail sales for small shop inline tenants at our regional malls. We believe this data allows investors to better understand the productivity of our tenants.
The graph below represents regional mall sales for tenants that are open and operating for the duration of each rolling 12-month period presented. Those tenants that have begun and/or ceased operations in the periods shown are not included.
The graph below represents regional mall sales for all tenants that are open and operating for the duration of each comparable period presented. Those tenants that have begun and/or ceased operations in the periods shown are not included.
(1)
All sales data is derived from schedules provided by our tenants and is not subject to the same internal control and verification procedures that are applied to the other data supplied in the Company’s supplemental package. In addition, the data is presented on a one-month lag to be consistent with the calendar year end of our tenants.

16

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information


Leasing Summary
Retail Centers
The following tables represent those new leases and gross leasable area (“GLA”) signed on the same space in which there was a former tenant and existing tenant renewals.
Regional Malls
Quarter
Number
of Leases
Signed
 
GLA
Signed
 
Contractual
Rent Per
Square Foot (1)(2)
 
Prior Rent Per
Square Foot (1)(2)
 
Cash Basis %
Change over
Prior Rent
 
3rd Quarter 2011
48

 
162,170

 
$
49.53

 
$
45.43

 
9.0
%
 
4th Quarter 2011
59

 
149,030

 
$
60.95

 
$
55.35

 
10.1
%
 
1st Quarter 2012
38

 
88,993

 
$
58.67

 
$
53.37

 
9.9
%
 
2nd Quarter 2012
28

 
81,774

 
$
53.36

 
$
48.96

 
9.0
%
 
Total
173

 
481,967

 
$
55.37

 
$
50.56

 
9.5
%
 
 
 
 
 
 
 
 
 
 
 
 

Specialty Retail Centers
Quarter
Number
of Leases Signed
 
GLA
Signed
 
Contractual
Rent Per
Square Foot (1)(2)
 
Prior Rent Per Square Foot (1)(2)
 
Cash Basis %
Change over Prior Rent
 
3rd Quarter 2011
10

 
34,385

 
$
62.29

 
$
56.11

 
11.0
 %
 
4th Quarter 2011
9

 
83,671

 
$
31.12

 
$
27.86

 
11.7
 %
 
1st Quarter 2012
7

 
29,117

 
$
41.95

 
$
41.56

 
0.9
 %
 
2nd Quarter 2012
8

 
35,234

 
$
21.40

 
$
21.77

 
(1.7
)%
 
Total
34

 
182,407

 
$
36.85

 
$
34.20

 
7.7
 %
 
 
 
 
 
 
 
 
 
 
 
 
Office Buildings
The following table represents all new leases compared to terms of all expired leases in our office portfolio over the past 12 months.
Office Buildings
 
Number
of Leases Signed
 
Number
of Leases Expired
 
GLA
Signed
 
GLA Expired
 
Contractual
Rent Per Square Foot (2)
 
Expiring
Rent Per Square Foot (2)
 
Cash Basis %
Change over Prior Rent
 
3rd Quarter 2011
33

 
27

 
178,838

 
178,598

 
$
26.20

 
$
29.22

 
(10.3
)%
 
4th Quarter 2011
46

 
33

 
703,488

 
683,121

 
$
30.13

 
$
27.86

 
8.1
 %
 
1st Quarter 2012
38

 
28

 
340,382

 
239,112

 
$
27.40

 
$
28.01

 
(2.2
)%
 
2nd Quarter 2012
28

 
20

 
132,835

 
96,046

 
$
20.13

 
$
18.66

 
7.9
 %
 
Total
145

 
108

 
1,355,543

 
1,196,877

 
$
27.95

 
$
27.36

 
2.2
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Office Buildings by Product in Core and Non-Core Markets
 
Number
of Leases Signed
 
Number
of Leases Expired
 
GLA
Signed
 
GLA Expired
 
Contractual
Rent Per Square Foot (2)
 
Expiring
Rent Per Square Foot (2)
 
Cash Basis %
Change over Prior Rent
 
Products:
 
 
 
 
 
 
 
 
 
 
 
 


 
Life Science Office
22

 
14

 
278,037

 
267,384

 
$
47.64

 
$
46.00

 
3.6
 %
 
Other Office
61

 
47

 
381,798

 
277,009

 
$
27.40

 
$
27.51

 
(0.4
)%
 
Total Office in Core Markets
83

 
61

 
659,835

 
544,393

 
$
35.93

 
$
36.59

 
(1.8
)%
 
Office in Non-Core Markets
62

 
47

 
695,708

 
652,484

 
$
20.37

 
$
19.66

 
3.6
 %
 
Total
145

 
108

 
1,355,543

 
1,196,877

 
$
27.95

 
$
27.36

 
2.2
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

(1)
Retail contractual rent per square foot includes base rent and fixed additional charges for marketing/promotional charges and common area maintenance.
(2)
For all new leases, contractual rent per square foot is the new base rate as of rental commencement. For all expiring leases, contractual rent per square foot is the base rate at the time of expiration, plus any applicable escalations.


17

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information


Apartment Communities 
The following tables present leasing information of our Apartment Communities for the various periods presented.
Quarterly Comparison
 
 
Monthly Average Residential Rental Rates (2)
 
Average Residential Occupancy
 
Leasable
Units at
 
Three Months Ended
July 31,
 
 
Quarter-to-Date
July 31,
 
Comparable Apartment Communities (1)
Pro-Rata %
 
2012
2011
% Change
 
2012
2011
% Change
Core Markets
8,009

 
$
1,563

$
1,481

5.5
%
 
95.2
%
94.4
%
0.8
%
Non-Core Markets
9,103

 
$
869

$
839

3.6
%
 
94.0
%
94.3
%
(0.3
)%
Total Comparable Apartments
17,112

 
$
1,194

$
1,139

4.8
%
 
94.7
%
94.4
%
0.3
%


Year-to-Date Comparison
 
 
Monthly Average Residential Rental Rates (2)
 
Average Residential Occupancy
 
Leasable
Units at
 
Six Months Ended
July 31,
 
 
Year-to-Date
July 31,
 
Comparable Apartment Communities (1)
Pro-Rata %
 
2012
2011
% Change
 
2012
2011
% Change
Core Markets
8,009

 
$
1,551

$
1,469

5.6
%
 
95.4
%
94.7
%
0.7
%
Non-Core Markets
9,103

 
$
865

$
833

3.8
%
 
93.7
%
94.3
%
(0.6
)%
Total Comparable Apartments
17,112

 
$
1,186

$
1,131

4.9
%
 
94.8
%
94.5
%
0.3
%


Sequential Quarter Comparison
 
 
Monthly Average Residential Rental Rates (2)
 
Average Residential Occupancy
 
Leasable
 
Three Months Ended
 
 
Quarter-to-Date
 
 
Units
 
July 31,
April 30,
 
 
July 31,
April 30,
 
Comparable Apartment Communities (1)
Pro-Rata %
 
2012
2012 (3)
% Change
 
2012
2012 (3)
% Change
Core Markets
8,170

 
$
1,597

$
1,568

1.8
%
 
95.2
%
95.3
%
(0.1
)%
Non-Core Markets
9,425

 
$
963

$
959

0.4
%
 
93.8
%
93.0
%
0.8
%
Total Comparable Apartments
17,595

 
$
1,257

$
1,242

1.2
%
 
94.6
%
94.4
%
0.2
%

(1)
Includes apartment communities completely opened and operated in the periods presented. Excludes all military and limited-distribution subsidized senior housing units. These apartment communities include units leased at affordable apartment rates which provide a discount from average market rental rates. For the three and six months ended July 31, 2012, 22.5% of leasable units in core markets and 1.7% of leasable units in non-core markets were deemed affordable housing.
(2)
Represents gross potential rent less concessions.
(3)
These amounts may differ from data as reported in previous quarter because the properties that qualify as comparable change from period to period.



18




























(THIS PAGE INTENTIONALLY LEFT BLANK)


Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information


Comparable NOI is defined as NOI from properties opened and operated in the three and six months ended July 31, 2012 and 2011. The schedules below present Pro-Rata Comparable NOI for the three and six months ended July 31, 2012 and 2011.
Comparable Net Operating Income (% change over same period prior year)

 
Three Months Ended
 
Six Months Ended
 
July 31, 2012
 
July 31, 2012
Retail
1.3
%
 
1.9
%
Office
5.4
%
 
4.7
%
Residential
10.3
%
 
10.3
%
Total
5.0
%
 
4.8
%

The tables below provide the percentage change of Comparable NOI as reported in previous quarters. GAAP reconciliations for previous quarters can be found in prior supplemental packages.
 
Quarterly Historical Trends
 
 
 
 
Annual Historical Trends
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
 
 
Years Ended
 
 
July 31, 2012
 
April 30, 2012
 
January 31, 2012
 
October 31, 2011
 
July 31, 2011
 
 
 
January 31, 2012
 
January 31, 2011
 
January 31, 2010
 
Retail
1.3
%
 
3.0
%
 
4.7
%
 
(1.5
)%
 
1.6
%
 
 
Retail
2.6
 %
 
2.2
%
 
(3.9
)%
 
Office
5.4
%
 
3.2
%
 
0.5
%
 
(7.6
)%
 
3.1
%
 
 
Office
(2.6
)%
 
2.1
%
 
5.4
 %
 
Residential
10.3
%
 
11.0
%
 
11.9
%
 
12.0
 %
 
3.1
%
 
 
Residential
7.3
 %
 
4.3
%
 
(3.9
)%
 
Total
5.0
%
 
4.8
%
 
4.6
%
 
(1.4
)%
 
2.6
%
 
 
Total
1.4
 %
 
2.5
%
 
(0.7
)%
 
 


20

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

 
Net Operating Income (dollars in thousands)
 
Three Months Ended July 31, 2012
 
Three Months Ended July 31, 2011
% Change
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
Full
Consolidation
(GAAP)
Pro-Rata
Consolidation
(Non-GAAP)
Commercial Group
 
 
 
 
 
 
 
 
 
 
 
Retail
 
 
 
 
 
 
 
 
 
 
 
Comparable
$
57,334

$
1,668

$

$
55,666

 
$
56,582

$
1,641

$

$
54,941

1.3
%
1.3
%
Total
60,846

2,079

54

58,821

 
59,486

2,450

488

57,524

 
 
Office Buildings
 
 
 
 
 
 
 
 
 
 
 
Comparable
65,003

2,078


62,925

 
60,840

1,167


59,673

6.8
%
5.4
%
Total
65,600

2,024


63,576

 
67,676

1,646

738

66,768

 
 
Hotels
3,712



3,712

 
3,671


2,589

6,260

 
 
Land Sales
14



14

 
773



773

 
 
Other (1)
(17,442
)
(2,476
)

(14,966
)
 
(2,959
)
(533
)

(2,426
)
 
 
Total Commercial Group
 
 
 
 
 
 
 
 
 
 
 
Comparable
122,337

3,746


118,591

 
117,422

2,808


114,614

4.2
%
3.5
%
Total
112,730

1,627

54

111,157

 
128,647

3,563

3,815

128,899

 
 
Residential Group
 
 
 
 
 
 
 
 
 
 
 
Apartments
 
 
 
 
 
 
 
 
 
 
 
Comparable
36,115

718


35,397

 
32,611

521


32,090

10.7
%
10.3
%
Total
35,788

791

478

35,475

 
31,553

753

449

31,249

 
 
Subsidized Senior Housing
4,712

165


4,547

 
4,017

154


3,863

 
 
Military Housing
7,121

49


7,072

 
5,199

238


4,961

 
 
Other (1)
(881
)
142


(1,023
)
 
(28
)
134


(162
)
 
 
Total Residential Group
 
 
 
 
 
 
 
 
 
 
 
Comparable
36,115

718


35,397

 
32,611

521


32,090

10.7
%
10.3
%
Total
46,740

1,147

478

46,071

 
40,741

1,279

449

39,911

 
 
Total Rental Properties
 
 
 
 
 
 
 
 
 
 
 
Comparable
158,452

4,464


153,988

 
150,033

3,329


146,704

5.6
%
5.0
%
Total
159,470

2,774

532

157,228

 
169,388

4,842

4,264

168,810

 
 
Land Development Group
6,394

715


5,679

 
643

158


485

 
 
The Nets
(8,272
)


(8,272
)
 
(3,382
)


(3,382
)
 
 
Corporate Activities
(13,848
)


(13,848
)
 
(10,104
)


(10,104
)
 
 
Grand Total
$
143,744

$
3,489

$
532

$
140,787

 
$
156,545

$
5,000

$
4,264

$
155,809

 
 

(1)
Includes write-offs of abandoned development projects, non-capitalizable development costs and unallocated management and service company overhead, net of tax credit income. Additionally, non-capitalizable marketing/promotional costs associated with Barclays Center are included in the Commercial Group.

21

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

 
Net Operating Income (dollars in thousands)
 
Six Months Ended July 31, 2012
 
Six Months Ended July 31, 2011
% Change
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
Full
Consolidation
(GAAP)
Pro-Rata
Consolidation
(Non-GAAP)
Commercial Group
 
 
 
 
 
 
 
 
 
 
 
Retail
 
 
 
 
 
 
 
 
 
 
 
Comparable
$
115,735

$
3,442

$

$
112,293

 
$
113,600

$
3,364

$

$
110,236

1.9
%
1.9
%
Total
121,673

4,155

294

117,812

 
126,187

5,289

1,130

122,028

 
 
Office Buildings
 
 
 
 
 
 
 
 
 
 
 
Comparable
129,309

4,333


124,976

 
122,630

3,219


119,411

5.4
%
4.7
%
Total
130,780

4,431


126,349

 
128,823

3,669

2,873

128,027

 
 
Hotels
4,809



4,809

 
4,627


2,142

6,769

 
 
Land Sales (1)
36,498



36,498

 
43,357

(782
)

44,139

 
 
Other (2)
(26,811
)
(4,486
)

(22,325
)
 
(1,391
)
(583
)

(808
)
 
 
Total Commercial Group
 
 
 
 
 
 
 
 
 
 
 
Comparable
245,044

7,775


237,269

 
236,230

6,583


229,647

3.7
%
3.3
%
Total
266,949

4,100

294

263,143

 
301,603

7,593

6,145

300,155

 
 
Residential Group
 
 
 
 
 
 
 
 
 
 
 
Apartments
 
 
 
 
 
 
 
 
 
 
 
Comparable
71,375

1,353


70,022

 
64,645

1,157


63,488

10.4
%
10.3
%
Total
74,297

1,598

944

73,643

 
62,716

1,197

867

62,386

 
 
Subsidized Senior Housing
9,111

204


8,907

 
7,983

251


7,732

 
 
Military Housing
14,663

244


14,419

 
11,167

238


10,929

 
 
Land Sales




 
158

16


142

 
 
Other (2)
(4,079
)
285


(4,364
)
 
69

277


(208
)
 
 
Total Residential Group
 
 
 
 
 
 
 
 
 
 
 
Comparable
71,375

1,353


70,022

 
64,645

1,157


63,488

10.4
%
10.3
%
Total
93,992

2,331

944

92,605

 
82,093

1,979

867

80,981

 
 
Total Rental Properties
 
 
 
 
 
 
 
 
 
 
 
Comparable
316,419

9,128


307,291

 
300,875

7,740


293,135

5.2
%
4.8
%
Total
360,941

6,431

1,238

355,748

 
383,696

9,572

7,012

381,136

 
 
Land Development Group
9,469

1,058


8,411

 
2,894

434


2,460

 
 
The Nets
(15,230
)


(15,230
)
 
(3,686
)


(3,686
)
 
 
Corporate Activities
(26,863
)


(26,863
)
 
(25,035
)


(25,035
)
 
 
Grand Total
$
328,317

$
7,489

$
1,238

$
322,066

 
$
357,869

$
10,006

$
7,012

$
354,875

 
 

(1)
Includes $36,484 and $42,622 of NOI generated from the casino land sale at full and pro-rata consolidation for the six months ended July 31, 2012 and 2011, respectively.
(2)
Includes write-offs of abandoned development projects, non-capitalizable development costs and unallocated management and service company overhead, net of tax credit income. Additionally, non-capitalizable marketing/promotional costs associated with Barclays Center are included in the Commercial Group.


22

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information



Net Operating Income by Product Type
Pro-Rata Consolidation (dollars in thousands)

Six Months Ended July 31, 2012    Six Months Ended July 31, 2011
NOI by Product Type
$
354,364

 
NOI by Product Type
$
341,990

Casino Land Sale
36,484

 
Casino Land Sale
42,622

The Nets
(15,230
)
 
The Nets
(3,686
)
Corporate Activities
(26,863
)
 
Corporate Activities
(25,035
)
Other (2)
(26,689
)
 
Other (2)
(1,016
)
Grand Total NOI
$
322,066

 
Grand Total NOI
$
354,875

 
(1)
Includes limited-distribution subsidized senior housing.
(2)
Includes write-offs of abandoned development projects, non-capitalizable development costs, non-capitalizable marketing/promotional costs associated with Barclays Center and unallocated management and service company overhead, net of tax credit income.

23

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information


Net Operating Income by Core Market
Pro-Rata Consolidation (dollars in thousands)
 
Six Months Ended July 31, 2012    Six Months Ended July 31, 2011
NOI by Market
$
339,945

 
NOI by Market
$
331,061

Casino Land Sale
36,484

 
Casino Land Sale
42,622

Military Housing
14,419

 
Military Housing
10,929

The Nets
(15,230
)
 
The Nets
(3,686
)
Corporate Activities
(26,863
)
 
Corporate Activities
(25,035
)
Other (2)
(26,689
)
 
Other (2)
(1,016
)
Grand Total NOI
$
322,066

 
Grand Total NOI
$
354,875

(1)
Includes Richmond, Virginia.
(2)
Includes write-offs of abandoned development projects, non-capitalizable development costs, non-capitalizable marketing/promotional costs associated with Barclays Center and unallocated management and service company overhead, net of tax credit income.

24

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information


Reconciliation of Net Operating Income (non-GAAP) to Net Earnings (Loss) (GAAP) (in thousands) 
 
Three Months Ended July 31, 2012
 
Three Months Ended July 31, 2011
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
Net operating income (1)
$
143,744

$
3,489

$

$
532

$
140,787

 
$
156,545

$
5,000

$

$
4,264

$
155,809

Interest expense
(62,725
)
(2,677
)
(23,966
)
(256
)
(84,270
)
 
(62,995
)
(3,523
)
(25,183
)
(1,214
)
(85,869
)
Interest expense of unconsolidated entities
(23,966
)

23,966



 
(25,183
)

25,183



Loss on early extinguishment of debt


(1,313
)

(1,313
)
 
(5,471
)

(2,355
)

(7,826
)
Loss on early extinguishment of debt of unconsolidated entities
(1,313
)

1,313



 
(2,355
)

2,355



Equity in (earnings) loss of unconsolidated entities, including impairment
25,612

(169
)
(20,034
)

5,747

 
(2,385
)
(142
)
5,592


3,349

Net gain (loss) on land held for divestiture activity
(6,458
)
3,507

(41,887
)

(51,852
)
 





Net loss on land held for divestiture activity of unconsolidated entities
(41,887
)

41,887



 





Net gain on disposition of rental properties and partial interests in rental properties


16,107


16,107

 



29,899

29,899

Gain on disposition of unconsolidated entities
16,107


(16,107
)


 





Impairment of consolidated real estate
(2,908
)

(390
)
(261
)
(3,559
)
 
(235
)



(235
)
Impairment of unconsolidated real estate
(390
)

390



 





Depreciation and amortization of unconsolidated entities
(20,499
)

20,499



 
(16,744
)

16,744



Depreciation and amortization—Real Estate Groups (a)
(53,655
)
(1,039
)
(19,686
)
(191
)
(72,493
)
 
(52,748
)
(1,150
)
(16,010
)
(1,321
)
(68,929
)
Amortization of mortgage procurement costs—Real Estate Groups (b)
(3,682
)
(146
)
(813
)
(4
)
(4,353
)
 
(2,711
)
(129
)
(734
)
(99
)
(3,415
)
Straight-line rent adjustment
3,775




3,775

 
(2,713
)


216

(2,497
)
Preference payment





 
(586
)



(586
)
Earnings (loss) before income taxes
(28,245
)
2,965

(20,034
)
(180
)
(51,424
)
 
(17,581
)
56

5,592

31,745

19,700

Income tax benefit (expense)
9,042



348

9,390

 
5,899



(12,892
)
(6,993
)
Net gain on change in control of interests
6,766

2,702



4,064

 





Equity in earnings (loss) of unconsolidated entities, including impairment
16,275

169

(21,853
)

(5,747
)
 
2,385

142

(5,592
)

(3,349
)
Net loss on land held for divestiture activity of unconsolidated entities
(41,887
)

41,887



 





 
(25,612
)
169

20,034


(5,747
)
 
2,385

142

(5,592
)

(3,349
)
Earnings (loss) from continuing operations
(38,049
)
5,836


168

(43,717
)
 
(9,297
)
198


18,853

9,358

Discontinued operations, net of tax
165

(3
)

(168
)

 
100,878

82,025


(18,853
)

Net earnings (loss)
(37,884
)
5,833



(43,717
)
 
91,581

82,223



9,358

Noncontrolling interests
 
 
 
 
 
 
 
 
 
 
 
Earnings from continuing operations attributable to noncontrolling interests
(5,836
)
(5,836
)



 
(198
)
(198
)



(Earnings) loss from discontinued operations attributable to noncontrolling interests
3

3




 
(82,025
)
(82,025
)



Noncontrolling interests
(5,833
)
(5,833
)



 
(82,223
)
(82,223
)



Net earnings (loss) attributable to Forest City Enterprises, Inc.
$
(43,717
)
$

$

$

$
(43,717
)
 
$
9,358

$

$

$

$
9,358

Preferred dividends
(3,850
)



(3,850
)
 
(3,850
)



(3,850
)
Net earnings (loss) attributable to Forest City Enterprises, Inc. common shareholders
$
(47,567
)
$

$

$

$
(47,567
)
 
$
5,508

$

$

$

$
5,508

(a) Depreciation and amortization - Real Estate Groups
$
53,655

$
1,039

$
19,686

$
191

$
72,493

 
$
52,748

$
1,150

$
16,010

$
1,321

$
68,929

Depreciation and amortization - Non-Real Estate
576




576

 
686




686

Total depreciation and amortization
$
54,231

$
1,039

$
19,686

$
191

$
73,069

 
$
53,434

$
1,150

$
16,010

$
1,321

$
69,615

(b) Amortization of mortgage procurement costs - Real Estate Groups
$
3,682

$
146

$
813

$
4

$
4,353

 
$
2,711

$
129

$
734

$
99

$
3,415


(1) For component detail of NOI by segment, see the Summary of FFO schedules for the three and six months ended July 31, 2012 and 2011, included elsewhere in this supplemental package.
Reconciliation of Net Operating Income (non-GAAP) to Net Earnings (Loss) (GAAP) (in thousands) (continued) 
 
Six Months Ended July 31, 2012
 
Six Months Ended July 31, 2011
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
Net operating income (1)
$
328,317

$
7,489

$

$
1,238

$
322,066

 
$
357,869

$
10,006

$

$
7,012

$
354,875

Interest expense
(120,969
)
(5,401
)
(50,298
)
(625
)
(166,491
)
 
(128,900
)
(7,355
)
(48,290
)
(2,726
)
(172,561
)
Interest expense of unconsolidated entities
(50,298
)

50,298



 
(48,290
)

48,290



Loss on early extinguishment of debt
(719
)
(188
)
(1,313
)

(1,844
)
 
(5,767
)
(4
)
(2,355
)

(8,118
)
Loss on early extinguishment of debt of unconsolidated entities
(1,313
)

1,313



 
(2,355
)

2,355



Equity in (earnings) loss of unconsolidated entities, including impairment
21,839

(199
)
(9,774
)

12,264

 
(22,379
)
(190
)
25,891


3,702

Net gain (loss) on land held for divestiture activity
(6,458
)
3,507

(41,887
)

(51,852
)
 





Net loss on land held for divestiture activity of unconsolidated entities
(41,887
)

41,887



 





Net gain on disposition of rental properties and partial interests in rental properties


16,107

7,914

24,021

 
9,561


12,567

39,937

62,065

Gain on disposition of unconsolidated entities
16,107


(16,107
)


 
12,567


(12,567
)


Impairment of consolidated real estate
(4,289
)

(390
)
(261
)
(4,940
)
 
(5,070
)



(5,070
)
Impairment of unconsolidated real estate
(390
)

390



 





Depreciation and amortization of unconsolidated entities
(40,497
)

40,497



 
(31,052
)

31,052



Depreciation and amortization—Real Estate Groups (a)
(105,664
)
(1,996
)
(38,847
)
(395
)
(142,910
)
 
(107,693
)
(2,788
)
(29,700
)
(3,153
)
(137,758
)
Amortization of mortgage procurement costs—Real Estate Groups (b)
(6,547
)
(229
)
(1,650
)
(8
)
(7,976
)
 
(5,589
)
(259
)
(1,352
)
(365
)
(7,047
)
Straight-line rent adjustment
8,607



3

8,610

 
(825
)


552

(273
)
Preference payment





 
(1,171
)



(1,171
)
Earnings (loss) before income taxes
(4,161
)
2,983

(9,774
)
7,866

(9,052
)
 
20,906

(590
)
25,891

41,257

88,644

Income tax expense
(501
)


(3,212
)
(3,713
)
 
(11,841
)


(17,400
)
(29,241
)
Net gain on change in control of interests
6,766

2,702



4,064

 





Equity in earnings (loss) of unconsolidated entities, including impairment
20,048

199

(32,113
)

(12,264
)
 
22,379

190

(25,891
)

(3,702
)
Net loss on land held for divestiture activity of unconsolidated entities
(41,887
)

41,887



 





 
(21,839
)
199

9,774


(12,264
)
 
22,379

190

(25,891
)

(3,702
)
Earnings (loss) from continuing operations
(19,735
)
5,884


4,654

(20,965
)
 
31,444

(400
)

23,857

55,701

Discontinued operations, net of tax
5,624

970


(4,654
)

 
107,610

83,753


(23,857
)

Net earnings (loss)
(14,111
)
6,854



(20,965
)
 
139,054

83,353



55,701

Noncontrolling interests










 










(Earnings) loss from continuing operations attributable to noncontrolling interests
(5,884
)
(5,884
)



 
400

400




Earnings from discontinued operations attributable to noncontrolling interests
(970
)
(970
)



 
(83,753
)
(83,753
)



Noncontrolling interests
(6,854
)
(6,854
)



 
(83,353
)
(83,353
)



Net earnings (loss) attributable to Forest City Enterprises, Inc.
$
(20,965
)
$

$

$

$
(20,965
)
 
$
55,701

$

$

$

$
55,701

Preferred dividends
(7,700
)



(7,700
)
 
(7,700
)



(7,700
)
Net earnings (loss) attributable to Forest City Enterprises, Inc. common shareholders
$
(28,665
)
$

$

$

$
(28,665
)
 
$
48,001

$

$

$

$
48,001

(a) Depreciation and amortization—Real Estate Groups
$
105,664

$
1,996

$
38,847

$
395

$
142,910

 
$
107,693

$
2,788

$
29,700

$
3,153

$
137,758

Depreciation and amortization—Non-Real Estate
1,196




1,196

 
1,388




1,388

Total depreciation and amortization
$
106,860

$
1,996

$
38,847

$
395

$
144,106

 
$
109,081

$
2,788

$
29,700

$
3,153

$
139,146

(b) Amortization of mortgage procurement costs—Real Estate Groups
$
6,547

$
229

$
1,650

$
8

$
7,976

 
$
5,589

$
259

$
1,352

$
365

$
7,047


(1) For component detail of NOI by segment, see the Summary of FFO schedules for the three and six months ended July 31, 2012 and 2011, included elsewhere in this supplemental package.

25


Results of Operations
Net Earnings (Loss) Attributable to Forest City Enterprises, Inc. – Net loss attributable to Forest City Enterprises, Inc. for the three months ended July 31, 2012 was $43,717,000 versus net earnings of $9,358,000 for the three months ended July 31, 2011. Although we have substantial recurring revenue sources from our properties, we also enter into significant transactions, which create substantial variances in net earnings (loss) between periods. This variance to the prior year period is primarily attributable to the following decreases, which are net of noncontrolling interest:
$51,852,000 related to the net loss on land held for divestiture activities for fully consolidated land projects and land projects accounted for under the equity method of accounting;
$29,899,000 primarily related to the 2011 gain on disposition of Waterfront Station - East 4th & West 4th Buildings, office buildings in Washington, D.C.;
$7,818,000 of increased write-offs of abandoned development projects in 2012 compared to 2011;
$5,329,000 related to the 2011 gain on early extinguishment of Urban Development Action Grant ("UDAG") loans on Avenue at Tower City, a specialty retail center in Cleveland, Ohio;
$4,890,000 related to a 2012 increase in allocated losses from our equity investment in The Nets; and
$3,324,000 related to a 2012 increase in impairment charges of consolidated (including discontinued operations) and unconsolidated entities.
These decreases were partially offset by the following increases, net of noncontrolling interest:
$16,107,000 related to the 2012 gains on disposition of our unconsolidated investments in Village at Gulfstream Park, a specialty retail center in Hallandale Beach, Florida and Chagrin Plaza I & II, office buildings in Beachwood, Ohio;
$10,800,000 related to the 2011 loss on early extinguishment of debt on the exchange of a portion of our 5.00% Convertible Senior Notes due 2016 ("2016 Senior Notes") for Class A common stock;
$4,064,000 related to the net gain on change in control of interests related to the acquisition of our partners' interests in certain equity method investments during the three months ended July 31, 2012. The gain represents the adjustment to fair value of all of the assets and liabilities of the entities including the noncontrolling interests of the remaining partner;
$3,336,000 related to the change in fair market value of certain derivatives between the comparable periods, which was marked to market through interest expense as a result of the derivatives not qualifying for hedge accounting; and
$16,383,000 due to decreased income tax expense attributable to both continuing and discontinued operations primarily related to the fluctuations in earnings before income taxes and pre-tax earnings, including gains in discontinued operations. These fluctuations are primarily related to the various transactions discussed herein.
Net loss attributable to Forest City Enterprises, Inc. for the six months ended July 31, 2012 was $20,965,000 versus net earnings of $55,701,000 for the six months ended July 31, 2011. This variance to the prior year period is primarily attributable to the following decreases, which are net of noncontrolling interest:
$51,852,000 related to the net loss on land held for divestiture activities for fully consolidated land projects and land projects accounted for under the equity method of accounting;
$42,622,000 related to the 2011 sale of an approximate 6 acre land parcel and air rights for development of a casino in downtown Cleveland, Ohio;
$32,023,000 related to the 2011 gains on disposition of rental properties exceeding 2012 gains. The 2012 gain related to Quebec Square, a specialty retail center in Denver, Colorado, while the 2011 gains related to Waterfront Station - East 4th & West 4th Buildings and Charleston Marriott, a hotel in Charleston, West Virginia;
$11,544,000 related to a 2012 increase in allocated losses from our equity investment in The Nets;
$9,561,000 due to the 2011 gain on disposition of partial interests in 15 retail properties in the New York City metropolitan area, related to the formation of new joint venture agreements with an outside partner;
$8,108,000 of increased write-offs of abandoned development projects in 2012 compared to 2011;
$6,631,000 related to a decrease in income recognized on the sale of state and federal Historic Preservation Tax Credits and New Market Tax Credits in 2012 compared to 2011; and
$5,329,000 related to the 2011 gain on early extinguishment of UDAG loans on Avenue at Tower City.

26


These decreases were partially offset by the following increases, net of noncontrolling interest:
$36,484,000 related to the 2012 sale of an approximate 10 acre land parcel and air rights for development of a casino in downtown Cleveland, Ohio;
$10,800,000 related to the 2011 loss on early extinguishment of debt on the exchange of a portion of our 2016 Senior Notes for Class A common stock;
$7,014,000 related to the change in fair market value of certain derivatives between the comparable periods, which was marked to market through interest expense as a result of the derivatives not qualifying for hedge accounting;
$4,064,000 related to the net gain on change in control of interests related to the acquisition of our partners' interests in certain equity method investments during the three months ended July 31, 2012. The gain represents the adjustment to fair value of all of the assets and liabilities of the entities including the noncontrolling interests of the remaining partner;
$3,540,000 related to the 2012 gains on disposition of our unconsolidated investments exceeding 2011. The 2012 gains related to Village at Gulfstream Park and Chagrin Plaza I & II, while the 2011 gains related to Metropolitan Lofts and Twin Lake Towers, apartment communities in Los Angeles, California and Denver, Colorado, respectively; and
$25,528,000 due to decreased income tax expense attributable to both continuing and discontinued operations primarily related to the fluctuations in earnings before income taxes and pre-tax earnings, including gains in discontinued operations. These fluctuations are primarily related to the various transactions discussed herein.
Net Operating Income (NOI) from Real Estate Groups – NOI, a non-GAAP measure, is defined as revenues (excluding straight-line rent adjustments) less operating expenses (including depreciation and amortization and amortization of mortgage procurement costs for non-real estate groups) plus interest income plus equity in earnings (loss) of unconsolidated entities (excluding gain on disposition and impairment of unconsolidated entities) plus interest expense, gain (loss) on early extinguishment of debt, depreciation and amortization of unconsolidated entities. We believe NOI provides us, as well as our investors, additional information about our core business operations and, along with earnings, is necessary to understand our business and operating results.
Full Consolidation - Under the full consolidation method (GAAP), NOI from the combination of the Commercial Group and the Residential Group (“Rental Properties”) for the three months ended July 31, 2012 was $159,470,000 compared to $169,388,000 for the three months ended July 31, 2011, a 5.9% decrease. NOI for the six months ended July 31, 2012 was $360,941,000, also a 5.9% decrease compared to $383,696,000 for the six months ended July 31, 2011.
Pro-Rata Consolidation - Management also analyzes property NOI using the pro-rata consolidation method because it provides operating data at our ownership share, and we publicly disclose and discuss our performance using this method of consolidation to complement our GAAP disclosures. Under the pro-rata consolidation method, NOI from Rental Properties for the three months ended July 31, 2012 was $157,228,000 compared to $168,810,000 for the three months ended July 31, 2011, a 6.9% decrease. NOI for the six months ended July 31, 2012 was $355,748,000 compared to $381,136,000 for the six months ended July 31, 2011, a 6.7% decrease. The fluctuation in total NOI from Rental Properties has similar components to the change in FFO and EBDT for the periods as described in the following discussion of FFO and EBDT.
Comparable NOI increased 5.0% for the three months ended July 31, 2012 compared to the prior year period. Retail, office and our residential portfolio comparable NOI increased 1.3%, 5.4% and 10.3%, respectively. Comparable NOI increased 4.8% for the six months ended July 31, 2012 compared to the prior year period. Retail, office and our residential portfolio comparable NOI increased 1.9%, 4.7% and 10.3%, respectively.
Capital Expenditures for our Operating Portfolio—Our diversified real estate portfolio requires certain capital expenditures, including tenant improvements, to maintain and improve its operating performance. During the six months ended July 31, 2012 we invested $54,225,000 at pro-rata consolidation ($47,205,000 at full consolidation) in capital expenditures for our operating portfolio as compared to $34,907,000 at pro-rata consolidation ($27,193,000 at full consolidation) during the six months ended July 31, 2011. The increase of capital expenditures over the prior period is primarily due to significant tenant improvements at one of our Brooklyn office properties of $11,803,000 at pro-rata consolidation ($14,307,000 at full consolidation).






27



FFO—The majority of our peers in the publically traded real estate industry are REITs and report operations using FFO as defined by NAREIT. Although we are not a REIT, we feel it is important to publish this measure to allow for easier comparison of our performance to our peers.
FFO is defined by NAREIT as net earnings excluding the following items: i) gain (loss) on disposition of rental properties, divisions and other investments (net of tax); ii) non-cash charges for real estate depreciation and amortization; iii) impairment of depreciable real estate (net of tax); iv) extraordinary items (net of tax); and v) cumulative or retrospective effect of change in accounting principle (net of tax).
FFO for the three months ended July 31, 2012 of $21,077,000 decreased by $39,052,000 or 64.9% compared to $60,129,000 for the three months ended July 31, 2011. The fluctuations in FFO by Segment are as follows:
Our Commercial and Residential Segments combined provided a pre-tax FFO decrease of $1,184,000.  This is primarily related to increased write-offs of abandoned projects of $7,818,000, 2011 lease cancellation fee income at two Brooklyn office properties of $6,162,000, the 2011 gain on early extinguishment of UDAG loans of $5,329,000, reduced capitalized interest on projects under construction and development of $4,774,000, and reduced FFO from properties sold of $3,166,000. These decreases in the portfolio were partially offset by increased NOI on our mature portfolio of $7,284,000, increased FFO for the adjustments to recognize rental revenues and rental expenses using the straight-line method of $6,272,000, decreased interest expense on our mature portfolio of $4,677,000, the net gain on change in control of interests of $4,064,000, increased FFO from the change in fair market value of derivatives between the comparable periods which were marked to market through interest expense of $3,265,000 and the ramp up of new properties of $2,461,000;
Our Land Segment provided a pre-tax FFO decrease of $48,307,000, primarily due to the net loss on land held for divestiture activity of $51,852,000, partially offset by increased sales;
The Nets provided a pre-tax FFO decrease of $4,890,000 due to the increase in our allocated losses;
Corporate pre-tax FFO increased $5,603,000, primarily due to the 2011 loss on early extinguishment of debt on the exchange of a portion of our 2016 Senior Notes of $10,800,000, partially offset by increased interest expense related to certain Senior Notes and general corporate expenses; and
FFO was favorably impacted by a larger tax benefit of $9,726,000 compared to prior year.
FFO for the six months ended July 31, 2012 of $110,229,000 decreased by $47,476,000 or 30.1% compared to $157,705,000 for the six months ended July 31, 2011. The fluctuations in FFO by Segment are as follows:
Our Commercial and Residential Segments combined provided a pre-tax FFO decrease of $7,139,000.  This is primarily related to increased write-offs of abandoned projects of $8,108,000, reduced capitalized interest on projects under construction and development of $7,694,000, reduced FFO from properties sold of $6,775,000, decreased income recognized from state and federal Historic Preservation and New Market tax credits of $6,631,000, 2011 lease cancellation fee income at two Brooklyn office properties of $6,162,000, decreased FFO on the casino land sale in 2012 compared to 2011 of $6,138,000, and the 2011 gain on early extinguishment of UDAG loans of $5,329,000. These decreases in the portfolio were partially offset by increased NOI on our mature portfolio of $14,156,000, increased FFO for the adjustments to recognize rental revenues and rental expenses using the straight-line method of $8,883,000, decreased interest expense on our mature portfolio of $8,123,000, increased FFO from the change in fair market value of derivatives between the comparable periods which were marked to market through interest expense of $6,843,000, the net gain on change in control of interests of $4,064,000 and the ramp up of new properties of $2,499,000;
Our Land Segment provided a pre-tax FFO decrease of $46,888,000, primarily due to the net loss on land held for divestiture activity of $51,852,000, partially offset by increased sales and land operations;
The Nets provided a pre-tax FFO decrease of $11,544,000 due to the increase in our allocated losses;
Corporate pre-tax FFO increased $7,843,000, primarily due to the 2011 loss on early extinguishment of debt on the exchange of a portion of our 2016 Senior Notes of $10,800,000, partially offset by increased interest expense related to certain Senior Notes and general corporate expenses; and
FFO was favorably impacted by a larger tax benefit of $10,252,000 compared to prior year.



28

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information



Reconciliation of Operating FFO to FFO

Operating FFO - In addition to reporting FFO, we report Operating FFO as an additional financial measure of our operating performance (see Reconciliation of FFO to Net Earnings (Loss), included elsewhere in this supplemental package). We believe it is appropriate to adjust FFO, as defined by NAREIT, for significant non-recurring items driven by transactional activity and factors relating to the financial and real estate markets, rather than factors specific to the on-going operating performance of our properties. We use Operating FFO as an indicator of continuing operating results in planning and executing our business strategy. Operating FFO should not be considered to be an alternative to net earnings computed under GAAP as an indicator of our operating performance. Operating FFO may not be comparable to similarly titled measures used by other companies.

Operating FFO is defined as FFO, as defined by NAREIT, adjusted to exclude: i) activity related to our land held for divestiture (including impairment charges); ii) impairment of Land Group projects; iii) write-offs of abandoned development projects; iv) income recognized on state and federal historic and other tax credits; v) gains or losses from the early extinguishment of debt; vi) gains or losses on change in control of interests; vii) the adjustment to recognize rental revenues and rental expense using the straight-line method;
viii) other non-recurring items such as income generated from the casino land sale; ix) the Nets pre-tax FFO; and x) income taxes on FFO.

Pro-Rata Consolidation
 
Three Months Ended July 31,
 
 
Six Months Ended July 31,
 
 
 
2012
2011
% Change
 
2012
2011
% Change
 
 
(in thousands)
 
 
(in thousands)
 
Portfolio Pre-tax FFO:
 
 
 
 
 
 
 
 
Commercial Group
 
$
60,240

$
73,082

 
 
$
160,544

$
186,032

 
Residential Group
 
31,566

19,908

 
 
63,505

45,156

 
Land Group
 
(48,606
)
(299
)
 
 
(47,542
)
(654
)
 
 
 
 
 
 
 
 
 
 
Adjustments to Portfolio Pre-Tax FFO:
 
 
 
 
 
 
 
 
Net loss on land held for divestiture activity
 
51,852


 
 
51,852


 
Impairment of Land Group project
 


 
 

1,400

 
Abandoned development project write-offs
 
12,906

5,088

 
 
13,353

5,245

 
Tax credit income
 
(7,956
)
(9,386
)
 
 
(11,881
)
(19,640
)
 
(Gain) loss on early extinguishment of portfolio debt
 
1,313

(2,974
)
 
 
1,844

(2,682
)
 
Net gain on change in control of interests
 
(4,064
)

 
 
(4,064
)

 
Straight-line rent adjustments
 
(3,775
)
2,497

 
 
(8,610
)
273

 
Casino land sale
 


 
 
(36,484
)
(42,622
)
 
Adjustments to Portfolio Pre-Tax FFO subtotal
 
50,276

(4,775
)
 
 
6,010

(58,026
)
 
Portfolio Pre-tax Operating FFO
 
93,476

87,916

6.3%
 
182,517

172,508

5.8%
Corporate Group Pre-tax FFO
 
(28,090
)
(33,693
)
 
 
(54,700
)
(62,543
)
 
Loss on early extinguishment of debt - Corporate Group
 

10,800

 
 

10,800

 
Operating FFO
 
65,386

65,023

0.6%
 
127,817

120,765

5.8%
Nets Pre-tax FFO
 
(8,272
)
(3,382
)
 
 
(15,230
)
(3,686
)
 
Add back adjustments to Portfolio Pre-Tax FFO above
 
(50,276
)
4,775

 
 
(6,010
)
58,026

 
Add back loss on early extinguishment of debt - Corporate Group
 

(10,800
)
 
 

(10,800
)
 
Income tax benefit (expense) on FFO
 
14,239

4,513

 
 
3,652

(6,600
)
 
FFO
 
$
21,077

$
60,129

(64.9)%
 
$
110,229

$
157,705

(30.1)%


29

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information



30

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information



31

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information


EBDT—We use an additional measure, along with net earnings, to report our operating results. This non-GAAP measure, referred to as EBDT, is not a measure of operating results or cash flows from operations as defined by GAAP and may not be directly comparable to similarly-titled measures reported by other companies.
EBDT is defined as net earnings excluding the following items: i) gain (loss) on disposition of rental properties, divisions and other investments (net of tax); ii) the adjustment to recognize rental revenues and rental expense using the straight-line method; iii) non-cash charges for real estate depreciation, amortization, and amortization of mortgage procurement costs; iv) deferred income taxes; v) preferred payment which is classified as noncontrolling interest expense on our Consolidated Statement of Operations; vi) impairment of real estate (net of tax); vii) extraordinary items (net of tax); viii) cumulative or retrospective effect of change in accounting principle (net of tax), and ix) revisions of prior period financial statements.

We reconcile EBDT to net earnings (loss), the most comparable financial measure calculated in accordance with GAAP. The adjustment to recognize rental revenues and rental expenses on the straight-line method is excluded because it is management’s opinion that rental revenues and expenses should be recognized when due from the tenants or due to the landlord. We exclude depreciation and amortization expense related to real estate operations from EBDT because we believe the values of our properties, in general, have appreciated over time in excess of their original cost. Deferred income taxes, which are the result of timing differences of certain income and expense items which are to be realized in a future year for federal income tax purposes, are excluded until the year in which they are reflected in our current tax provision. The impairment of real estate is excluded from EBDT because it varies from year to year based on factors unrelated to our overall financial performance and is related to the ultimate gain on dispositions of operating properties.

EBDT for the three months ended July 31, 2012 of $56,611,000 decreased by $14,095,000 or 19.9% compared to $70,706,000 for the three months ended July 31, 2011. The fluctuations in EBDT by Segment are as follows:
Our Commercial and Residential Segments combined provided a pre-tax EBDT decrease of $9,111,000.  This is primarily related to increased write-offs of abandoned projects of $7,818,000, 2011 lease cancellation fee income at two Brooklyn office properties of $6,162,000, the 2011 gain on early extinguishment of UDAG loans of $5,329,000, reduced capitalized interest on projects under construction and development of $4,774,000, and reduced EBDT from properties sold of $3,166,000. These decreases in the portfolio were partially offset by increased NOI on our mature portfolio of $7,284,000, decreased interest expense on our mature portfolio of $4,677,000, increased EBDT from the change in fair market value of derivatives between the comparable periods which were marked to market through interest expense of $3,265,000 and the ramp up of new properties of $2,461,000;
Our Land Segment provided a pre-tax EBDT increase of $3,488,000, primarily due to increased sales;
The Nets provided a pre-tax EBDT decrease of $4,890,000 due to the increase in our allocated losses;
Corporate pre-tax EBDT increased $5,603,000, primarily due to the 2011 loss on early extinguishment of debt on the exchange of a portion of our 2016 Senior Notes of $10,800,000, partially offset by increased interest expense related to certain Senior Notes and general corporate expenses; and
EBDT was unfavorably impacted by a smaller tax benefit of $9,185,000 compared to prior year.











32

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information


EBDT for the six months ended July 31, 2012 of $159,043,000 decreased by $39,039,000 or 19.7% compared to $198,082,000 for the six months ended July 31, 2011. The fluctuations in EBDT by Segment are as follows:
Our Commercial and Residential Segments combined provided a pre-tax EBDT decrease of $20,236,000.  This is primarily related to increased write-offs of abandoned projects of $8,108,000, reduced capitalized interest on projects under construction and development of $7,694,000, reduced EBDT from properties sold of $6,775,000, decreased income recognized from state and federal Historic Preservation and New Market tax credits of $6,631,000, 2011 lease cancellation fee income at two Brooklyn office properties of $6,162,000, decreased EBDT on the casino land sale in 2012 compared to 2011 of $6,138,000, and the 2011 gain on early extinguishment of UDAG loans of $5,329,000. These decreases in the portfolio were partially offset by increased NOI on our mature portfolio of $14,156,000, decreased interest expense on our mature portfolio of $8,123,000, increased EBDT from the change in fair market value of derivatives between the comparable periods which were marked to market through interest expense of $6,843,000 and the ramp up of new properties of $2,499,000;
Our Land Segment provided a pre-tax EBDT increase of $3,472,000, primarily due to increased sales;
The Nets provided a pre-tax EBDT decrease of $11,544,000 due to the increase in our allocated losses;
Corporate pre-tax EBDT increased $7,843,000, primarily due to the 2011 loss on early extinguishment of debt on the exchange of a portion of our 2016 Senior Notes of $10,800,000, partially offset by increased interest expense related to certain Senior Notes and general corporate expenses; and
EBDT was unfavorably impacted by a smaller tax benefit of $18,574,000 compared to prior year.



33

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information


Reconciliation of FFO and EBDT to Net Earnings (Loss)
The table below illustrates the differences between FFO and our historical reporting of EBDT and reconciles these non-GAAP measures to net earnings (loss), the most comparable GAAP measure.
 
Three Months Ended
 
Three Months Ended
 
Six Months Ended
 
Six Months Ended
 
July 31, 2012
 
July 31, 2011
 
July 31, 2012
 
July 31, 2011
 
FFO
EBDT
 
FFO
EBDT
 
FFO
EBDT
 
FFO
EBDT
 
(in thousands)
Net earnings (loss) attributable to Forest City Enterprises, Inc.
$
(43,717
)
$
(43,717
)
 
$
9,358

$
9,358

 
$
(20,965
)
$
(20,965
)
 
$
55,701

$
55,701

Depreciation and Amortization—Real Estate Groups
72,493

72,493

 
68,929

68,929

 
142,910

142,910

 
137,758

137,758

Impairment of depreciable rental properties
3,559

3,559

 
235

235

 
4,940

4,940

 
3,670

3,670

Gain on disposition of rental properties and partial interests in rental properties
(16,107
)
(16,107
)
 
(29,899
)
(29,899
)
 
(24,021
)
(24,021
)
 
(62,065
)
(62,065
)
Income tax expense (benefit) adjustments — current and deferred (1)
 
 
 
 
 
 
 
 
 
 
 
Gain on disposition of rental properties and partial interests in rental properties
6,229

6,229

 
11,597

11,597

 
9,281

9,281

 
24,064

24,064

Impairment of depreciable rental properties
(1,380
)
(1,380
)
 
(91
)
(91
)
 
(1,916
)
(1,916
)
 
(1,423
)
(1,423
)
Straight-line rent adjustments

(3,775
)
 

2,497

 

(8,610
)
 

273

Net gain on change in control of interests

(4,064
)
 


 

(4,064
)
 


Net loss on land held for divestiture activity

51,852

 


 

51,852

 


Impairment of Land Group projects


 


 


 

1,400

Amortization of mortgage procurement costs—Real Estate Groups

4,353

 

3,415

 

7,976

 

7,047

Preference payment


 

586

 


 

1,171

Allowance for projects under development revision


 

(2,000
)
 


 


Income tax expense (benefit) adjustments — current and deferred (1)
 
 
 
 
 
 
 
 
 
 
 
Deferred income tax expense on operating earnings

5,710

 

6,079

 

20,202

 

31,029

Impairment of Land Group projects


 


 


 

(543
)
Net loss on land held for divestiture activity

(20,118
)
 


 

(20,118
)
 


Net gain on change in control of interests

1,576

 


 

1,576

 


FFO/EBDT
$
21,077

$
56,611

 
$
60,129

$
70,706

 
$
110,229

$
159,043

 
$
157,705

$
198,082

 
Three Months Ended
 
Three Months Ended
 
Six Months Ended
 
Six Months Ended
 
July 31, 2012
 
July 31, 2011
 
July 31, 2012
 
July 31, 2011
FFO/EBDT Per Share - Diluted
FFO
EBDT
 
FFO
EBDT
 
FFO
EBDT
 
FFO
EBDT
Numerator (in thousands):
 
 
 
 
 
 
 
 

 
 
FFO/EBDT
$
21,077

$
56,611

 
$
60,129

$
70,706

 
$
110,229

$
159,043

 
$
157,705

$
198,082

If-Converted Method (adjustments for interest, net of tax):
 
 
 
 
 
 
 
 
 
 
 
3.625% Puttable Senior Notes due 2014
1,110

1,110

 
1,110

1,110

 
2,219

2,219

 
2,219

2,219

5.00% Convertible Senior Notes due 2016
382

382

 
413

413

 
765

765

 
1,102

1,102

4.25% Convertible Senior Notes due 2018
2,277

2,277

 
329

329

 
4,554

4,554

 
329

329

FFO/EBDT for per share data
$
24,846

$
60,380

 
$
61,981

$
72,558

 
$
117,767

$
166,581


$
161,355

$
201,732

Denominator
 
 
 
 
 
 
 
 
 
 
 
Weighted average shares outstanding—Basic
169,454,672

169,454,672

 
168,788,754

168,788,754

 
169,331,996

169,331,996

 
167,171,093

167,171,093

Effect of stock options and restricted stock
739,767

739,767

 
1,019,210

1,019,210

 
838,520

838,520

 
1,036,656

1,036,656

Effect of convertible preferred stock
14,550,257

14,550,257

 
14,550,257

14,550,257

 
14,550,257

14,550,257

 
14,550,257

14,550,257

Effect of convertible debt
33,499,503

33,499,503

 
19,912,982

19,912,982

 
33,499,503

33,499,503

 
20,066,506

20,066,506

Effect of convertible Class A Common Units
3,646,755

3,646,755

 
3,646,755

3,646,755

 
3,646,755

3,646,755

 
3,646,755

3,646,755

Weighted average shares outstanding - Diluted
221,890,954

221,890,954

 
207,917,958

207,917,958

 
221,867,031

221,867,031


206,471,267

206,471,267

FFO/EBDT Per Share
$
0.11

$
0.27

 
$
0.30

$
0.35

 
$
0.53

$
0.75


$
0.78

$
0.98


34

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information


Reconciliation of FFO and EBDT to Net Earnings (Loss) (continued)

(1)
The following table provides detail of Income Tax Expense (Benefit):

 
Three Months Ended July 31,
 
Six Months Ended July 31,
 
2012
2011
 
2012
2011
 
(in thousands)
Current taxes
 
Operating earnings
$
(6,426
)
$
(11,003
)
 
$
(10,224
)
$
(23,709
)
Gain on disposition of rental properties and partial interests in rental properties
(21,081
)
8,865

 
(16,216
)
39,169

Net loss on land held for divestiture activity
1,668


 
1,668


Subtotal
(25,839
)
(2,138
)
 
(24,772
)
15,460

Discontinued operations
 
 
 
 
 
Operating earnings
5,019

411

 
4,912

(177
)
Gain on disposition of rental properties and partial interests in rental properties

1,591

 
680

2,792

Subtotal
5,019

2,002

 
5,592

2,615

Total Current taxes
(20,820
)
(136
)
 
(19,180
)
18,075

Deferred taxes
 
 
 
 
 
Operating earnings
10,976

5,775

 
25,310

30,341

Gain on disposition of rental properties and partial interests in rental properties
27,310

(9,445
)
 
21,988

(31,994
)
Impairment of depreciable rental properties
(1,279
)
(91
)
 
(1,815
)
(1,423
)
Impairment of Land Group projects


 

(543
)
Net loss on land held for divestiture activity
(21,786
)

 
(21,786
)

Net gain on change in control of interests
1,576


 
1,576


Subtotal
16,797

(3,761
)
 
25,273

(3,619
)
Discontinued operations
 
 
 
 
 
Operating earnings
(5,266
)
304

 
(5,108
)
688

Gain on disposition of rental properties and partial interests in rental properties

10,586

 
2,829

14,097

Impairment of real estate
(101
)

 
(101
)

Subtotal
(5,367
)
10,890

 
(2,380
)
14,785

Total Deferred taxes
11,430

7,129

 
22,893

11,166

Grand Total
$
(9,390
)
$
6,993

 
$
3,713

$
29,241







35

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information




Retail Lease Expirations as of July 31, 2012
 
NUMBER OF
SQUARE FEET
PERCENTAGE
NET
PERCENTAGE
AVERAGE
BASE
RENT PER
EXPIRATION
EXPIRING
OF EXPIRING
OF TOTAL
BASE RENT
OF TOTAL
SQUARE FEET
YEAR
LEASES
LEASES (3)
LEASED GLA  (1)
EXPIRING (2)
BASE RENT
EXPIRING (3)
2012
173

567,673

4.60

%
$
11,583,150

4.56

%
$
25.46

2013
350

1,202,925

9.75

 
26,770,280

10.55

 
27.75

2014
303

1,091,371

8.84

 
21,513,660

8.47

 
27.96

2015
226

874,957

7.09

 
19,130,042

7.54

 
29.38

2016
263

1,402,666

11.36

 
31,478,625

12.40

 
36.14

2017
180

1,224,314

9.92

 
24,640,562

9.71

 
26.98

2018
160

701,355

5.68

 
18,594,618

7.32

 
28.83

2019
118

1,021,215

8.27

 
19,960,697

7.86

 
24.99

2020
84

707,975

5.73

 
15,040,451

5.92

 
30.37

2021
136

1,184,063

9.59

 
25,839,386

10.18

 
31.28

2022
46

533,993

4.33

 
8,323,055

3.28

 
20.92

Thereafter
60

1,831,315

14.84

 
31,004,007

12.21

 
22.78

Total
2,099

12,343,822

100.00

%
$
253,878,533

100.00

%
$
27.94


(1)
GLA = Gross Leasable Area.
(2)
Net base rent expiring is an operating statistic and is not comparable to rental revenue, a GAAP financial measure. The primary differences arise because net base rent is determined using the tenant’s contractual rental agreements at our ownership share of the base rental income from expiring leases as determined within the rent agreement and it does not include adjustments such as the impact of straight-line rent, amortization of intangible assets related to in-place leases, above and below market leases, and contingent rental payments (which are not reasonably estimable).
(3)
Square feet of expiring leases and average base rent per square feet are operating statistics that represent 100% of the square footage and base rental income per square foot from expiring leases.

36

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information




Office Lease Expirations as of July 31, 2012
 
 
NUMBER OF
SQUARE FEET
PERCENTAGE
NET
PERCENTAGE
AVERAGE
BASE
RENT PER
EXPIRATION
EXPIRING
OF EXPIRING
OF TOTAL
BASE RENT
OF TOTAL
SQUARE FEET
YEAR
LEASES
LEASES (3)
LEASED GLA  (1)
EXPIRING (2)
BASE RENT
EXPIRING (3)
2012
48

395,305

3.43

%
$
13,034,880

4.25

%
$
33.93

2013
93

962,307

8.34

 
19,920,264

6.49

 
22.20

2014
70

1,000,036

8.67

 
22,326,314

7.27

 
37.40

2015
53

513,139

4.45

 
9,765,405

3.18

 
22.27

2016
67

1,057,016

9.16

 
24,592,083

8.01

 
29.53

2017
40

694,959

6.02

 
12,876,662

4.19

 
19.64

2018
29

1,265,051

10.97

 
35,967,548

11.72

 
31.99

2019
25

697,045

6.04

 
11,923,868

3.88

 
20.68

2020
16

1,250,848

10.84

 
32,291,483

10.52

 
34.40

2021
14

810,711

7.03

 
13,005,408

4.24

 
23.07

2022
8

157,240

1.36

 
7,566,676

2.47

 
48.66

Thereafter
31

2,733,349

23.69

 
103,683,449

33.78

 
39.63

Total
494

11,537,006

100.00

%
$
306,954,040

100.00

%
$
31.30


(1)
GLA = Gross Leasable Area.
(2)
Net base rent expiring is an operating statistic and is not comparable to rental revenue, a GAAP financial measure. The primary differences arise because net base rent is determined using the tenant’s contractual rental agreements at our ownership share of the base rental income from expiring leases as determined within the rent agreement and it does not include adjustments such as the impact of straight-line rent, amortization of intangible assets related to in-place leases, above and below market leases, and contingent rental payments (which are not reasonably estimable).
(3)
Square feet of expiring leases and average base rent per square feet are operating statistics that represent 100% of the square footage and base rental income per square foot from expiring leases.


37

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information




Significant Retail Tenants as of July 31, 2012
(Based on net base rent 1% or greater of the Company’s ownership share)
TENANT
PRIMARY DBA
NUMBER
OF
LEASES
LEASED
SQUARE
FEET
PERCENTAGE OF
TOTAL RETAIL
SQUARE FEET
Bass Pro Shops, Inc.
Bass Pro Shops
3

510,855

4.14

%
The TJX Companies, Inc.
Marshalls, T.J.Maxx, HomeGoods
13

404,915

3.28

 
Regal Entertainment Group
Regal Cinemas, Edwards Theatres, United Artists Theatres
5

381,461

3.09

 
AMC Entertainment, Inc.
AMC Theatres, MegaStar Theatres
5

377,797

3.06

 
Gap, Inc.
Banana Republic, Gap, Old Navy
27

337,771

2.73

 
Dick’s Sporting Goods, Inc.
Dick's Sporting Goods, Golf Galaxy
6

326,866

2.64

 
The Limited Brands, Inc.
Bath and Body Works, Victoria's Secret
38

224,546

1.82

 
Best Buy Co., Inc. (1)
Best Buy
8

210,810

1.71

 
Abercrombie & Fitch Co.
Abercrombie & Fitch, Abercrombie Kids, Hollister
26

188,604

1.53

 
H&M Hennes & Mauritz AB
H&M
9

161,715

1.31

 
Ascena Retail Group, Inc.
Justice, Lane Bryant, Dressbarn, Catherines
29

141,511

1.15

 
Footlocker, Inc.
FootLocker, Lady FootLocker, Kids FootLocker, FootAction USA, Champs Sports
36

140,664

1.14

 
Forever 21, Inc.
Forever 21
8

112,661

0.91

 
American Eagle Outfitters, Inc.
American Eagle Outfitters, Aerie, 77kids
15

85,972

0.70

 
Subtotal
228

3,606,148

29.21

 
All Others
1,871

8,737,674

70.79

 
Total
2,099

12,343,822

100.00

%
 
(1)
Includes a lease for 54,927 square feet at East River Plaza, with an expiration date of January 31, 2031. In April 2012, Best Buy Co., Inc. publicly announced their intention to vacate this space.
 


38

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information




Significant Office Tenants as of July 31, 2012
(Based on net base rent 2% or greater of the Company's ownership share)
 
 
 
TENANT
LEASED
SQUARE
FEET
PERCENTAGE OF
TOTAL OFFICE
SQUARE FEET
City of New York
1,046,101

9.07

%
Millennium Pharmaceuticals, Inc.
698,066

6.05

 
U.S. Government
535,637

4.64

 
JP Morgan Chase & Co.
399,141

3.46

 
WellPoint, Inc.
392,514

3.40

 
Morgan Stanley & Co.
389,305

3.38

 
Bank of New York
323,043

2.80

 
National Grid
259,561

2.25

 
Clearbridge Advisors, LLC, a Legg Mason Company
196,228

1.70

 
Covington & Burling, LLP
160,565

1.39

 
Seyfarth Shaw, LLP
96,909

0.84

 
Subtotal
4,497,070

38.98

 
All Others
7,039,936

61.02

 
Total
11,537,006

100.00

%

39

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information


Openings
as of July 31, 2012
Property
Location
Dev (D)
Date
Opened
FCE Legal Ownership % (a)
Pro-Rata
FCE % (a) (1)
Cost at Full
Consolidation (GAAP) (b)
Total Cost
at 100%
(2)
Cost at FCE
Pro-Rata Share
(Non-GAAP) (c)
(1) X (2)
 
Sq. ft./
No. of Units
 
Gross
Leasable Area
Lease Commitment %
2012
 
 
 
 
 
 
 
(in millions)
 
 
 
 
 
 
Residential: (f)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
The Aster Town Center (d)
Denver, CO
D
Q1-12/Q2-12
90.0
%
 
90.0
%
 
$
10.3

$
10.3

$
9.3

 
85

 
 
 
95%
Fee Development Project
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Las Vegas City Hall
Las Vegas, NV
D
Q1-12
-

(e)
-

(e)
$
0.0

$
146.2

$
0.0

 
270,000

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Prior Two Years Openings as of July 31, 2012
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Retail Centers: (f)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Westchester’s Ridge Hill (i)
Yonkers, NY
D
Q2-11/12
70.0
%
 
100.0
%
 
$
868.2

$
868.2

$
868.2

 
1,336,000

 
1,336,000

(h)
60%/68%
East River Plaza (g)
Manhattan, NY
D
Q4-09/Q2-10
35.0
%
 
50.0
%
 
0.0

390.6

195.3

 
527,000

 
527,000

  
93%
 
 
 
 
 
 
 
 
$
868.2

$
1,258.8

$
1,063.5

 
1,863,000

 
1,863,000

  
 
Residential: (f)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
8 Spruce Street (g) (j)
Manhattan, NY
D
Q1-11/12
35.7
%
 
51.0
%
 
$
0.0

$
875.7

$
446.6

 
899

 
 
 
86%
Foundry Lofts
Washington, D.C.
D
Q4-11
100.0
%
 
100.0
%
 
57.9

57.9

57.9

 
170

 
 
 
99%
Presidio Landmark
San Francisco, CA
D
Q3-10
100.0
%
 
100.0
%
 
96.5

96.5

96.5

 
161

 
 
 
91%
 
 
 
 
 
 
 
 
$
154.4

$
1,030.1

$
601.0

 
1,230

 
 
 
 
Total Prior Two Years Openings (k)
 
 
 
 
 
 
 
$
1,022.6

$
2,288.9

$
1,664.5

 
 
 
 
 
 
Recap of Total Prior Two Years Openings
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total 2011
 
 
 
 
 
 
 
$
926.1

$
1,801.8

$
1,372.7

 
 
 
 
 
 
Total 2010
 
 
 
 
 
 
 
96.5

487.1

291.8

 
 
 
 
 
 
Total Prior Two Years Openings (k)
 
 
 
 
 
 
$
1,022.6

$
2,288.9

$
1,664.5

 
 
 
 
 
 


 

40

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information


Projects Under Construction
as of July 31, 2012
Property
Location
Anticipated
Opening
FCE Legal
Ownership % (a)
Pro-Rata
FCE % (a)
(1)
Cost at Full
Consolidation
(GAAP) (b)
Total Cost
at 100%
(2)
Cost at FCE
Pro-Rata Share
(Non-GAAP) (c)
(1) X (2)
 
Sq. ft./
No. of Units
 
Gross
Leasable
Area
Lease
Commitment %
 
 
 
 
 
 
 
(in millions)
 
 
 
 
 
 
 
Retail Centers: (f)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
The Yards - Boilermaker Shops
Washington, D.C.
Q3-12
100
%
 
100
%
 
$
19.6

$
19.6

$
19.6

 
40,000

 
40,000

  
74
%
 
The Yards - Lumber Shed
Washington, D.C.
Q3-13
100
%
 
100
%
 
14.3

14.3

14.3

 
32,000

 
32,000

 
80
%
 
 
 
 
 
 
 
 
$
33.9

$
33.9

$
33.9

 
72,000

 
72,000

 
 
 
Office:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Johns Hopkins Parking Garage
Baltimore, MD
Q4-12
85
%
 
100
%
 
$
29.9

$
29.9

$
29.9

 
492,000

 
 
 
 
 
Residential:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Botanica Eastbridge
Denver, CO
Q3-12
90
%
 
90
%
 
$
15.4

$
15.4

$
13.9

 
118

 
 
 
 
 
Continental Building
Dallas, TX
Q1-13
100
%
 
100
%
 
54.6

54.6

54.6

 
203

 
 
 
 
 
The Yards - Twelve12
Washington, D.C.
Q1-14
100
%
 
100
%
 
113.6

113.6

113.6

 
218

 
87,000

 
 
 
120 Kingston
Boston, MA
Q2-14
50
%
 
50
%
 
127.0

127.0

63.5

 
242

 
5,000

 
 
 
 
 
 
 
 
 
 
$
310.6

$
310.6

$
245.6

 
781

 
92,000

 
 
 
Arena: (f)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Barclays Center
Brooklyn, NY
Q3-12
34
%
 
34
%
 
$
934.3

$
934.3

$
317.7

 
670,000

 
18,000 seats

(l)
75
%
(m)
Total Under Construction (n)
 
 
 
 
 
 
$
1,308.7

$
1,308.7

$
627.1

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fee Development Project
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Dept. of Health & Mental Hygiene (DHMH)
Baltimore, MD
Q2-14
-

(e)
-

(e)
$
0.0

$
135.0

$
0.0

 
234,000

 
 
 
 
 

See footnotes on the following page.


41

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information


FOOTNOTES
(a)
As is customary within the real estate industry, the Company invests in certain real estate projects through joint ventures. For some of these projects, the Company provides funding at percentages that differ from the Company's legal ownership.
(b)
Amounts are presented on the full consolidation method of accounting, a GAAP measure. Under full consolidation, costs are reported as consolidated at 100 percent if we are deemed to have control or to be the primary beneficiary of our investments in the variable interest entity ("VIE").
(c)
Cost at pro-rata share represents Forest City's share of cost, based on the Company's pro-rata ownership of each property (a non-GAAP measure). Under the pro-rata consolidation method of accounting the Company determines its pro-rata share by multiplying its pro-rata ownership by the total cost of the applicable property.
(d)
The difference between the full consolidation cost amount (GAAP) of $10.3 million to the Company's pro-rata share (a non-GAAP measure) of $9.3 million consists of a reduction to full consolidation for non-controlling interest of $1.0 million.
(e)
These are fee development projects. Therefore, these costs are not included on the full consolidation or pro-rata balance sheet.
(f)
Updated lease commitments as of August 28, 2012.
(g)
Reported under the equity method of accounting. This method represents a GAAP measure for investments in which the Company is not deemed to have control or to be the primary beneficiary of our investments in a VIE.
(h)
Includes 156,000 square feet of office space.
(i)
Phased-in opening. Costs are representative of the total project cost, including 864,000 square feet completed as of August 28, 2012. As of July 31, 2012, $586.3 million of costs incurred at pro-rata consolidation and $327.4 million of mortgage debt at pro-rata consolidation were transferred to completed rental properties. As of July 31, 2012, projects under construction include $304.9 million of costs incurred at pro-rata consolidation and $170.3 million of mortgage debt at pro-rata consolidation. Approximately 800,000 square feet of leases have been signed, representing 60% of the total 1,336,000 square feet after construction is complete. The leased percentage excluding Parcel L is 68%. Parcel L is a self contained pad site at the southern end of the center. Parcel L has been assumed to be leased in the future predominantly to a single retail tenant in its own phase. Given Parcel L’s location on the end of the site, the lease commitment percentage has been presented both with and without the anticipated square footage for Parcel L in the denominator of Gross Leasable Area.
(j)
Phased-in opening. Costs are representative of the total project cost, including all 899 units opened as of August 28, 2012. As of July 31, 2012, $451.7 million of costs incurred at pro-rata consolidation and $268.6 million of mortgage debt at pro-rata consolidation were transferred to completed rental properties. As of July 31, 2012, projects under construction include $10.5 million of costs incurred at pro-rata consolidation and $6.3 million of mortgage debt at pro-rata consolidation. As of August 28, 2012, 772 leases have been signed, representing 86% of the total 899 units.
(k)
The difference between the full consolidation cost amount (GAAP) of $1,022.6 million to the Company's pro-rata share (a non-GAAP measure) of $1,664.5 million consists of the addition of its share of cost for unconsolidated investments of $641.9 million.
(l)
The Nets, a member of the NBA, has a 37 year license agreement to use the arena.
(m)
Represents the percentage of forecasted contractually obligated arena income that is under contract. Contractually obligated income, which include revenue from naming rights, sponsorships, suite licenses, Nets minimum rent and food concession agreements, accounts for 72% of total forecasted revenues for the arena.
(n)
The difference between the full consolidation cost amount (GAAP) of $1,308.7 million to the Company's pro-rata share (a non-GAAP measure) of $627.1 million consists of a reduction to full consolidation for noncontrolling interest of $681.6 million of cost.



42

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information


Projects Under Development
as of July 31, 2012

Below is a summary of our active large scale development projects, which have yet to commence construction, often referred to as our “shadow pipeline” which are crucial to our long-term growth. While we cannot make any assurances on the timing or delivery of these projects, our track record speaks to our ability to bring large, complex projects to fruition when there is demand and available construction financing. The projects listed below represent pro-rata costs of $820.7 million ($1,032.0 million at full consolidation) of Projects Under Development (“PUD”) on our balance sheet and pro-rata mortgage debt of $175.5 million ($235.0 million at full consolidation).
1)
Atlantic Yards - Brooklyn, NY
Atlantic Yards is adjacent to the state-of-the-art arena, Barclays Center, which was designed by the award-winning firms Ellerbe Becket and SHoP Architects and is currently under construction. Atlantic Yards is expected to feature more than 6,400 units of housing, including over 2,200 affordable units, approximately 250,000 square feet of retail space, and more than 8 acres of landscaped open space.
2)
LiveWork Las Vegas - Las Vegas, NV
LiveWork Las Vegas is a mixed-use project on a 13.5 acre parcel in downtown Las Vegas. At full build-out, the project will have the new 260,000 square-foot City Hall and is also expected to include up to 1 million square feet of office space and approximately 300,000 square feet of retail. The City Hall is owned by the city of Las Vegas, which held its dedication ceremony on March 5, 2012.
3)
The Yards - Washington, D.C.
The Yards is a 42 acre mixed-use project, located in the neighborhood of the Washington Nationals baseball park in the Capitol Riverfront District. The full project is expected to include up to 2,700 residential units, 1.8 million square feet of office space, and 300,000 square feet of retail and dining space. The Yards features a 5.5 acre publicly funded public park that is a gathering place and recreational focus for the community. The first residential building, Foundry Lofts, opened in November 2011 and includes a Potbelly Sandwich restaurant which opened Q1-12. Kruba Thai & Sushi restaurant is expected to open Q3-12. There are also two retail projects under construction, Boilermaker Shops (expected to open in Q3-12) and the Lumber Shed. Additionally, Twelve12, a mixed-use project, is under construction and is expected to feature 218 residential units and 87,000 square feet of retail space.
4)
Colorado Science + Technology Park at Fitzsimons - Aurora, CO
The 184 acre Colorado Science + Technology Park at Fitzsimons is becoming a hub for the biotechnology industry in the Rocky Mountain region. Anchored by the University of Colorado at Denver Health Science Center, the University of Colorado Hospital and The Denver Children’s Hospital, the park will offer cost-effective lease rates, build-to-suit office and research sites, and flexible lab and office layouts in a cutting-edge research park. The park is also adjacent to Forest City’s 4,700 acre Stapleton mixed-used development.
5)
The Science + Technology Park at Johns Hopkins - Baltimore, MD
The 31 acre Science + Technology Park at Johns Hopkins is a new center for collaborative research directly adjacent to the world-renowned Johns Hopkins medical and research complex. Initial plans call for 1.1 million square feet in five buildings, with future phases that could support additional expansion. In 2008, the Company opened the first of those buildings, 855 North Wolfe Street, a 279,000 square-foot office building anchored by the Johns Hopkins School of Medicine’s Institute for Basic Biomedical Sciences. Construction of a 492,000 square-foot parking garage at 901 N. Washington Street is currently underway and will provide approximately 1,450 parking spaces for Johns Hopkins and the active buildings at the Science + Technology Park upon its anticipated completion in Q4-12. Construction of a second commercial building totaling 234,000 square-feet commenced in January 2012. The new building is being developed on a fee basis and will be fully leased to the Department of Health & Mental Hygiene (DHMH), upon its anticipated opening in Q2-14.
6) Waterfront Station - Washington, D.C.
Located in Southwest Washington, D.C., Waterfront Station is adjacent to the Waterfront/Southeastern University MetroRail station. Waterfront Station is expected to include 660,000 square feet of office space, an estimated 400 residential units and 40,000 square feet of stores and restaurants.
7)
300 Massachusetts Avenue - Cambridge, MA
Located in the science and technology hub of Cambridge, MA, the 300 Massachusetts Avenue block represents an expansion of University Park @ MIT. In a 50/50 partnership with MIT, Forest City is presently focused on a project that reflects a development program of approximately 260,000 square feet of lab and office space. Potential redevelopment of the entire block is possible with the acquisition of adjacent parcels in future phases, and would result in an approximately 400,000 square foot project.

43

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information


 
Military Housing
as of July 31, 2012
Below is a summary of our Military Housing development projects. The Company provides development, construction and management services for these projects and receives agreed upon fees for these services. The following phases still have a percentage of units opened and under construction: 
Property
Location
Anticipated
Opening
FCE
Pro-Rata %
Cost at Full
Consolidation
Total Cost
at 100%
No. of Units
 
 
 
 
(in millions)
 
Military Housing - Under Construction
 
 
 
 
 
 
Hawaii Phase IV
Kaneohe, HI
2007-2014
*
$
0.0

$
480.1

1,141

Air Force - Southern Group:
 
 
 
 
 
 
Keesler Air Force Base
Biloxi, MS
2011-2012
0.0%
0.0

5.0

1,188

Joint Base Charleston
Charleston, SC
2011-2013
0.0%
0.0

72.1

345

Arnold Air Force Base
Tullahoma, TN
2011-2013
0.0%
0.0

10.2

22

Shaw Air Force Base
Sumter, SC
2011-2015
0.0%
0.0

156.8

630

Subtotal Air Force - Southern Group
$
0.0

$
244.1

2,185

Total Under Construction
$
0.0

$
724.2

3,326

*
The Company's share of residual cash flow ranges from 0-20% during the life cycle of the project.
Summary of Military Housing Net Operating Income (14,104 end-state units)
Development fees related to our military housing projects are earned based on a contractual percentage of the actual development costs incurred. We also recognize additional development incentive fees upon successful completion of certain criteria, such as incentives to realize development cost savings, encourage small and local business participation, comply with specified safety standards and other project management incentives as specified in the development agreements. NOI from development and development incentive fees was $2,930,000 and $5,292,000 for the three and six months ended July 31, 2012, respectively, and $680,000 and $1,817,000 for the three and six months ended July 31, 2011, respectively.
Construction management fees are earned based on a contractual percentage of the actual construction costs incurred. We also recognize certain construction incentive fees based upon successful completion of certain criteria as set forth in the construction contracts. NOI from construction and incentive fees was $121,000 and $554,000 for the three and six months ended July 31, 2012, respectively, and $846,000 and $2,026,000 for the three and six months ended July 31, 2011, respectively.
Property management and asset management fees are earned based on a contractual percentage of the annual net rental income and annual operating income, respectively, that is generated by the military housing privatization projects as defined in the agreements. We also recognize certain property management incentive fees based upon successful completion of certain criteria as set forth in the property management agreements. Property management, management incentive and asset management fees generated NOI of $3,684,000 and $7,231,000 for the three and six months ended July 31, 2012, respectively, and $2,418,000 and $5,647,000 for the three and six months ended July 31, 2011, respectively.
 

44

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Operating Information


Land Held for Development and Sale
as of July 31, 2012
The Company intends to retain one land development project, Stapleton, near Denver, Colorado. Stapleton represents one of the nation’s largest urban redevelopments. At full build-out of 4,700 acres or 7.5 square miles, Stapleton is planned for more than 12,000 homes and apartments, a projected 3 million square-feet of retail and 10 million square-feet of office/research and development/industrial space. Centrally located 10 minutes east of Downtown Denver and 20 minutes from Denver International Airport, Stapleton is expected to be home to 30,000 residents and 35,000 workers when complete.
 
Location
Gross
Acres 
(1)
Saleable
Acres 
(2)
Option
Acres 
 (3)
Stapleton—Denver, CO
341

196

1,151



 
Land Held for Divestiture
as of July 31, 2012
On January 31, 2012, our Board of Directors approved a strategic decision by our senior management to reposition or divest significant portions of our Land Development Group and is actively executing on our divestiture strategy. Below is a summary of land projects that are considered held for divestiture at July 31, 2012.
 
Location
Gross
Acres (1)
Saleable
Acres (2)
Option
Acres (3)
Central Station - Chicago, IL
30

30


Mesa del Sol - Albuquerque, NM
3,006

1,643

5,731

Texas
256

256


North Carolina
1,154

930


Ohio
929

615

200

Arizona
643

469


Other
595

584


Total
6,613

4,527

5,931


(1)
Gross acres represent all acres currently owned including those used for roadways, open spaces and parks.
(2)
Saleable acres represent the total of all acres owned and available for sale. The Land Development Group may choose to further develop some of the acres into completed sublots prior to sale.
(3)
Option acres are those acres that the Land Development Group has a formal option to acquire. Typically these options are in the form of purchase agreements with contingencies for the satisfaction of due diligence reviews.




45

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Common Stock Data (NYSE: FCE A and FCE B)
The following summarizes information related to the Company’s Class A and Class B Common Stock based on information reported by the New York Stock Exchange:
 
 
Quarter Ended
 
July 31,
2012
 
April 30,
2012
 
January 31,
2012
 
October 31,
2011
 
July 31,
2011
Class A Common Stock
 
 
 
 
 
 
 
 
 
Closing Price, end of quarter
$
14.11

 
$
15.95

 
$
13.13

 
$
13.68

 
$
18.01

High Closing Price
$
16.19

 
$
16.16

 
$
14.00

 
$
17.82

 
$
19.24

Low Closing Price
$
12.98

 
$
13.19

 
$
10.88

 
$
9.76

 
$
17.78

Average Closing Price
$
14.33

 
$
14.97

 
$
12.32

 
$
12.72

 
$
18.55

Total Volume
37,344,444

 
42,370,907

 
56,114,430

 
101,588,513

 
60,938,097

Average Volume
583,507

 
683,402

 
905,071

 
1,562,900

 
967,271

Common shares outstanding, end of quarter
148,642,140

 
148,501,425

 
148,227,849

 
148,192,446

 
148,162,038

Class B Common Stock
 
 
 
 
 
 
 
 
 
Closing Price, end of quarter
$
14.31

 
$
15.87

 
$
13.17

 
$
13.57

 
$
17.90

High Closing Price
$
16.20

 
$
16.12

 
$
13.92

 
$
17.77

 
$
19.17

Low Closing Price
$
13.20

 
$
13.17

 
$
10.85

 
$
9.78

 
$
17.66

Average Closing Price
$
14.29

 
$
14.95

 
$
12.29

 
$
12.71

 
$
18.54

Total Volume
50,663

 
41,208

 
75,255

 
46,562

 
58,335

Average Volume
792

 
665

 
1,214

 
716

 
926

Common shares outstanding, end of quarter
20,858,777

 
20,911,371

 
20,934,335

 
20,964,181

 
20,987,364

Common Equity Market Capitalization
$
2,395,829,694

 
$
2,700,461,187

 
$
2,221,936,849

 
$
2,311,756,597

 
$
3,044,072,120

Quarterly dividends declared per common share Class A and Class B
$

 
$

 
$

 
$

 
$


Financial Covenants
The Company’s bank revolving credit facility and indenture dated May 19, 2003 (“2003 Indenture”) contain certain restrictive financial covenants. A summary of the key financial covenants as defined in each agreement, all of which the Company is compliant with at July 31, 2012, follows:
 
 
Requirement
Per  Agreement
 
As of
July 31, 2012
 
As of
April 30, 2012
 
As of
January 31, 2012
 
As of
October 31, 2011
 
(dollars in thousands)
Credit Facility Financial Covenants
 
 
 
 
 
 
 
 
 
Debt Service Coverage Ratio
1.35x

 
1.88x

 
1.89x

 
1.93x

 
1.92x

Cash Flow Coverage Ratio
2.50x

 
3.38x

 
3.57x

 
3.86x

 
3.94x

Total Development Ratio
<17%

 
10.89
%
 
10.96
%
 
10.64
%
 
11.59
%
Minimum Consolidated Shareholders’ Equity, as defined
$
2,320,175

 
$
3,578,597

 
$
3,577,586

 
$
3,505,097

 
$
3,584,782

2003 Indenture Financial Covenants (1)
 
 
 
 
 
 
 
 
 
Ratio of Consolidated EBITDA to Interest
>1.30x

 
1.73x

 
1.76x

 
1.82x

 
1.84x

Minimum Net Worth, as defined (2)
$
1,114,587

 
$
4,147,275

 
$
4,142,140

 
$
4,061,179

 
$
4,105,717


(1)
Violation of these financial covenants alone would not automatically cause the notes issued under the 2003 Indenture to become due and payable, but would prevent the Company from incurring or permitting a subsidiary from incurring additional debt, as defined in the 2003 Indenture, unless otherwise permitted by the 2003 Indenture.
(2)
Represents the minimum net worth requirement, as defined at July 31, 2012. This requirement fluctuates each quarter based on actual financial results of each applicable period.






46

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information


Debt for Projects under Construction and Development
We use nonrecourse mortgage debt and nonrecourse notes payable for the financing of our projects under construction and development. We draw on these financings to partially fund the cost incurred with the development of our real estate. As of July 31, 2012, the amounts outstanding compared to the total commitment under the financings are as follows:
 
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Pro-Rata
Consolidation
(Non-GAAP)
 
(in thousands)
Outstanding
 
 
 
 
Fixed
$
619,481

$
283,963

$
738

$
336,256

Variable
 
 
 
 
Taxable
184,943

460

5,899

190,382

Tax-Exempt


2,372

2,372

Total outstanding on projects under construction and development (1)
$
804,424

$
284,423

$
9,009

$
529,010

Commitment
 
 
 
 
Fixed
$
836,666

$
401,473

$
738

$
435,931

Variable
 
 
 
 
Taxable
202,043

1,139

5,899

206,803

Tax-Exempt


2,372

2,372

Total commitment
$
1,038,709

$
402,612

$
9,009

$
645,106


(1)
Proceeds from outstanding debt of $2,121 and $3,641, at full and pro-rata consolidation, respectively, described above are recorded as restricted cash and escrowed funds in our Consolidated Balance Sheet. For bonds issued in conjunction with development, the full amount of the bonds is issued at the beginning of construction and must remain in escrow until costs are incurred.
Nonrecourse Debt
Our primary capital strategy seeks to isolate the operating and financial risk at the property level to maximize returns and reduce risk on and of our equity capital. As such, substantially all of our operating and development properties are separately encumbered with nonrecourse mortgage debt which in some limited circumstances is supplemented by nonrecourse notes payable (collectively “nonrecourse debt”).
We use taxable and tax-exempt nonrecourse debt for our real estate projects. For real estate projects financed with tax-exempt debt, we generally utilize variable-rate debt. For construction loans, we generally pursue variable-rate financings with maturities ranging from two to five years. For those real estate projects financed with taxable debt, we generally seek long-term, fixed-rate financing for those operating projects whose loans mature or are projected to open and achieve stabilized operations. The availability of nonrecourse mortgage capital is improving, especially in strong markets, but is still not at the levels before the economic downturn. For those assets that cannot be refinanced at attractive terms, we attempt to extend the maturities with existing lenders.
We are actively working to refinance and/or extend the maturities of the nonrecourse debt that are coming due in the next 24 months. During the six months ended July 31, 2012, we completed the following financings:
 
Purpose of Financing
Full
Consolidation
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Pro-Rata
Consolidation
 
(in thousands)
Refinancings
$
203,450

$
13,300

$
51,683

$
241,833

Construction and development projects (1)
101,380



101,380

Loan extensions/additional fundings
102,859

2,643

25,587

125,803

 
$
407,689

$
15,943

$
77,270

$
469,016


(1)
Represents the full amount available to be drawn on the loans.


47

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Scheduled Maturities Table: Nonrecourse Debt (dollars in thousands)
As of July 31, 2012
 
 
Period Ending January 31, 2013
 
Fiscal Year Ending January 31, 2014
 
Full
Consolidation
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Pro-Rata
Consolidation
 
Full
Consolidation
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Pro-Rata
Consolidation
Fixed:
 
 
 
 
 
 
 
 
 
Fixed-rate debt
$
195,538

$
3,520

$
43,525

$
235,543

 
$
636,157

$
80,271

$
141,153

$
697,039

Weighted average rate
5.62
%
7.24
%
6.31
%
5.72
%
 
6.44
%
9.91
%
6.32
%
6.01
%
Variable:
 
 
 
 
 
 
 
 
 
Variable-rate debt
853,270

772

35,338

887,836

 
70,337

2,281

50,042

118,098

Weighted average rate
3.29
%
3.32
%
4.42
%
3.33
%
 
5.28
%
5.29
%
3.13
%
4.37
%
Tax-Exempt


2,495

2,495

 
90,800


53,040

143,840

Weighted average rate
%
%
1.52
%
1.52
%
 
2.68
%
%
3.19
%
2.87
%
Total variable-rate debt
853,270

772

37,833

890,331

 
161,137

2,281

103,082

261,938

Total Nonrecourse Debt
$
1,048,808

$
4,292

$
81,358

$
1,125,874

 
$
797,294

$
82,552

$
244,235

$
958,977

Weighted Average Rate
3.72
%
6.53
%
5.34
%
3.83
%
 
5.91
%
9.78
%
4.99
%
5.34
%
 
 
 
 
 
 
 
 
 
 
 
Fiscal Year Ending January 31, 2015
 
Fiscal Year Ending January 31, 2016
 
Full
Consolidation
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Pro-Rata
Consolidation
 
Full
Consolidation
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Pro-Rata
Consolidation
Fixed:
 
 
 
 
 
 
 
 
 
Fixed-rate debt
$
294,996

$
34,272

$
243,704

$
504,428

 
$
350,501

$
29,430

$
117,025

$
438,096

Weighted average rate
6.03
%
5.93
%
5.51
%
5.78
%
 
5.56
%
5.83
%
5.21
%
5.45
%
Variable:
 
 
 
 
 
 
 
 
 
Variable-rate debt
30,518

618

30,883

60,783

 
22,979

4,518

21,481

39,942

Weighted average rate
3.66
%
2.89
%
4.25
%
3.97
%
 
3.53
%
3.61
%
1.63
%
2.50
%
Tax-Exempt




 




Weighted average rate    
%
%
%
%
 
%
%
%
%
Total variable-rate debt
30,518

618

30,883

60,783

 
22,979

4,518

21,481

39,942

Total Nonrecourse Debt
$
325,514

$
34,890

$
274,587

$
565,211

 
$
373,480

$
33,948

$
138,506

$
478,038

Weighted Average Rate
5.81
%
5.87
%
5.37
%
5.59
%
 
5.43
%
5.53
%
4.65
%
5.20
%

48

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Scheduled Maturities Table: Nonrecourse Debt (dollars in thousands) (continued)
As of July 31, 2012
 
Period Ending January 31, 2017
 
Thereafter
 
Full
Consolidation
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Pro-Rata
Consolidation
 
Full
Consolidation
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Pro-Rata
Consolidation
Fixed:
 
 
 
 
 
 
 
 
 
Fixed-rate debt
$
424,954

$
6,798

$
89,886

$
508,042

 
$
1,825,799

$
283,074

$
848,280

$
2,391,005

Weighted average rate
5.74
%
5.98
%
6.47
%
5.87
%
 
5.23
%
6.36
%
5.48
%
5.19
%
Variable:
 
 
 
 
 
 
 
 
 
Variable-rate debt


182,405

182,405

 
652,908

2,796

112,218

762,330

Weighted average rate
%
%
2.37
%
2.37
%
 
6.54
%
3.25
%
3.97
%
6.17
%
Tax-Exempt


103,989

103,989

 
340,601

9,220

110,685

442,066

Weighted average rate
%
%
2.41
%
2.41
%
 
1.27
%
0.85
%
1.32
%
1.29
%
Total variable-rate debt


286,394

286,394

 
993,509

12,016

222,903

1,204,396

Total Nonrecourse Debt
$
424,954

$
6,798

$
376,280

$
794,436

 
$
2,819,308

$
295,090

$
1,071,183

$
3,595,401

Weighted Average Rate
5.74
%
5.98
%
3.36
%
4.61
%
 
5.06
%
6.16
%
4.89
%
4.92
%
 
 
 
 
 
 
 
 
 
 
 
Total
 
 
 
Full
Consolidation
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Pro-Rata
Consolidation
 
 
 
 
 
Fixed:
 
 
 
 
 
 
 
 
 
Fixed-rate debt
$
3,727,945

$
437,365

$
1,483,573

$
4,774,153

 
 
 
 
 
Weighted average rate
5.61
%
6.94
%
5.63
%
5.49
%
 
 
 
 
 
Variable:
 
 
 
 
 
 
 
 
 
Variable-rate debt
1,630,012

10,985

432,367

2,051,394

 
 
 
 
 
Weighted average rate
4.69
%
3.81
%
3.14
%
4.36
%
 
 
 
 
 
Tax-Exempt
431,401

9,220

270,209

692,390

 
 
 
 
 
Weighted average rate    
1.56
%
0.85
%
2.11
%
1.79
%
 
 
 
 
 
Total variable-rate debt
2,061,413

20,205

702,576

2,743,784

 
 
 
 
 
Total Nonrecourse Debt
$
5,789,358

$
457,570

$
2,186,149

$
7,517,937

 
 
 
 
 
Weighted Average Rate
5.05
%
6.74
%
4.70
%
4.84
%
 
 
 
 
 
 

 


49

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Funds From Operations (FFO) — Three Months Ended July 31, 2012 and 2011 (in thousands) 
 
Commercial Group 2012
 
 
Commercial Group 2011
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
 
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
Revenues from real estate operations
$
182,188

$
6,765

$
59,021

$
125

$
234,569

 
 
$
180,022

$
8,526

$
55,995

$
9,190

$
236,681

Exclude straight-line rent adjustment
(4,683
)



(4,683
)
 
 
1,906



(216
)
1,690

Adjusted revenues
177,505

6,765

59,021

125

229,886

 
 
181,928

8,526

55,995

8,974

238,371

Add interest and other income
6,299

106

31


6,224

 
 
7,714

173

40


7,581

Equity in earnings (loss) of unconsolidated entities, including impairment
22,180


(22,421
)

(241
)
 
 
3,845

1

(3,844
)


Net loss on land held for divestiture activity of unconsolidated entities





 
 





Exclude gain on disposition of unconsolidated entities
(16,107
)

16,107



 
 





Exclude impairment of unconsolidated real estate





 
 





Exclude depreciation and amortization of unconsolidated entities
11,156


(11,156
)


 
 
10,394


(10,394
)


Exclude interest expense of unconsolidated entities
16,607


(16,607
)


 
 
16,519


(16,519
)


Exclude loss on early extinguishment of debt of unconsolidated entities





 
 
19


(19
)


Adjusted total income
217,640

6,871

24,975

125

235,869

 
 
220,419

8,700

25,259

8,974

245,952

Operating expenses
105,496

5,244

24,975

71

125,298

 
 
93,259

5,137

25,259

5,159

118,540

Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs
177




177

 
 
194




194

Exclude straight-line rent adjustment
(763
)



(763
)
 
 
(1,095
)



(1,095
)
Exclude preference payment





 
 
(586
)



(586
)
Adjusted operating expenses
104,910

5,244

24,975

71

124,712

 
 
91,772

5,137

25,259

5,159

117,053

Net operating income
112,730

1,627


54

111,157

 
 
128,647

3,563


3,815

128,899

Interest expense
(40,968
)
(2,231
)
(16,607
)
(44
)
(55,388
)
 
 
(40,607
)
(2,811
)
(16,519
)
(997
)
(55,312
)
Interest expense of unconsolidated entities
(16,607
)

16,607



 
 
(16,519
)

16,519



Gain (loss) on early extinguishment of debt





 
 
5,329


(19
)

5,310

Gain (loss) on early extinguishment of debt of unconsolidated entities





 
 
(19
)

19



Net gain (loss) on land held for divestiture activity





 
 





Net loss on land held for divestiture activity of unconsolidated entities





 
 





Preference payment





 
 
(586
)



(586
)
Amortization of mortgage procurement costs - Real Estate Groups
(3,513
)



(3,513
)
 
 
(2,349
)


(95
)
(2,444
)
Net gain on change in control of interests
6,766

2,702



4,064

 
 





Impairment of Land Group projects





 
 





Straight-line rent adjustment
3,920




3,920

 
 
(3,001
)


216

(2,785
)
Noncontrolling interest in FFO
(2,098
)
(2,098
)



 
 
(752
)
(752
)



Pre-tax FFO from discontinued operations
10



(10
)

 
 
2,939



(2,939
)

Pre-Tax FFO
60,240




60,240

 
 
73,082




73,082

Income tax benefit (expense) on FFO





 
 





Funds From Operations (FFO)
$
60,240

$

$

$

$
60,240

 
 
$
73,082

$

$

$

$
73,082

Depreciation and amortization - Real Estate Groups
(51,248
)


(16
)
(51,264
)
 
 
(48,570
)


(1,104
)
(49,674
)
Gain on disposition of rental properties and partial interests in rental properties, net of noncontrolling interest


16,107


16,107

 
 



29,899

29,899

Gain on disposition of unconsolidated entities
16,107


(16,107
)


 
 





Impairment of consolidated and unconsolidated real estate
(2,908
)


(261
)
(3,169
)
 
 





Impairment of unconsolidated real estate





 
 





Discontinued operations:
 
 
 
 


 
 
 
 
 
 


Depreciation and amortization - Real Estate Groups
(16
)


16


 
 
(1,104
)


1,104


Gain on disposition of rental properties





 
 
29,899



(29,899
)

Impairment of consolidated real estate
(261
)


261


 
 





Net earnings (loss) attributable to Forest City Enterprises, Inc.
$
21,914

$

$

$

$
21,914

 
 
$
53,307

$

$

$

$
53,307


50

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Funds From Operations (FFO) — Three Months Ended July 31, 2012 and 2011 (in thousands) (continued)
 
Residential Group 2012
 
 
Residential Group 2011
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
 
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
Revenues from real estate operations
$
66,701

$
3,250

$
34,443

$
723

$
98,617

 
 
$
56,822

$
3,254

$
36,558

$
703

$
90,829

Exclude straight-line rent adjustment
145




145

 
 
(288
)



(288
)
Adjusted revenues
66,846

3,250

34,443

723

98,762

 
 
56,534

3,254

36,558

703

90,541

Add interest and other income
4,837

141

257


4,953

 
 
4,998

149

224


5,073

Equity in earnings (loss) of unconsolidated entities, including impairment
80

169

14


(75
)
 
 
1,614

141

(1,548
)

(75
)
Net loss on land held for divestiture activity of unconsolidated entities





 
 





Exclude gain on disposition of unconsolidated entities





 
 





Exclude impairment of unconsolidated real estate





 
 





Exclude depreciation and amortization of unconsolidated entities
9,325


(9,325
)


 
 
6,274


(6,274
)


Exclude interest expense of unconsolidated entities
7,338


(7,338
)


 
 
8,611


(8,611
)


Exclude loss on early extinguishment of debt of unconsolidated entities
1,313


(1,313
)


 
 
2,336


(2,336
)


Adjusted total income
89,739

3,560

16,738

723

103,640

 
 
80,367

3,544

18,013

703

95,539

Operating expenses
42,902

2,413

16,738

245

57,472

 
 
39,506

2,265

18,013

254

55,508

Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs
97




97

 
 
120




120

Exclude straight-line rent adjustment





 
 





Exclude preference payment





 
 





Adjusted operating expenses
42,999

2,413

16,738

245

57,569

 
 
39,626

2,265

18,013

254

55,628

Net operating income
46,740

1,147


478

46,071

 
 
40,741

1,279


449

39,911

Interest expense
(5,040
)
(355
)
(7,338
)
(212
)
(12,235
)
 
 
(8,823
)
(582
)
(8,611
)
(217
)
(17,069
)
Interest expense of unconsolidated entities
(7,338
)

7,338



 
 
(8,611
)

8,611



Gain (loss) on early extinguishment of debt


(1,313
)

(1,313
)
 
 


(2,336
)

(2,336
)
Gain (loss) on early extinguishment of debt of unconsolidated entities
(1,313
)

1,313



 
 
(2,336
)

2,336



Net gain (loss) on land held for divestiture activity





 
 





Net loss on land held for divestiture activity of unconsolidated entities





 
 





Preference payment





 
 





Amortization of mortgage procurement costs - Real Estate Groups
(808
)


(4
)
(812
)
 
 
(882
)


(4
)
(886
)
Net gain on change in control of interests





 
 





Impairment of Land Group projects





 
 





Straight-line rent adjustment
(145
)



(145
)
 
 
288




288

Noncontrolling interest in FFO
(792
)
(792
)



 
 
(697
)
(697
)



Pre-tax FFO from discontinued operations
262



(262
)

 
 
228



(228
)

Pre-Tax FFO
31,566




31,566

 
 
19,908




19,908

Income tax benefit (expense) on FFO





 
 





Funds From Operations (FFO)
$
31,566

$

$

$

$
31,566

 
 
$
19,908

$

$

$

$
19,908

Depreciation and amortization - Real Estate Groups
(20,953
)


(175
)
(21,128
)
 
 
(18,971
)


(217
)
(19,188
)
Gain on disposition of rental properties and partial interests in rental properties, net of noncontrolling interest





 
 





Gain on disposition of unconsolidated entities





 
 





Impairment of consolidated and unconsolidated real estate





 
 
(235
)



(235
)
Impairment of unconsolidated real estate





 
 





Discontinued operations:
 
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization - Real Estate Groups
(175
)


175


 
 
(217
)


217


Gain on disposition of rental properties





 
 





Impairment of consolidated real estate





 
 





Net earnings (loss) attributable to Forest City Enterprises, Inc.
$
10,438

$

$

$

$
10,438

 
 
$
485

$

$

$

$
485


51

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Funds From Operations (FFO) — Three Months Ended July 31, 2012 and 2011 (in thousands) (continued)
 
Land Group 2012
 
 
Land Group 2011
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
 
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
Revenues from real estate operations
$
12,484

$
1,176

$
466

$

$
11,774

 
 
$
7,862

$
399

$
2,090

$

$
9,553

Exclude straight-line rent adjustment





 
 





Adjusted revenues
12,484

1,176

466


11,774

 
 
7,862

399

2,090


9,553

Add interest and other income
2,510

242



2,268

 
 
2,553

212

4


2,345

Equity in earnings (loss) of unconsolidated entities, including impairment
(39,600
)

42,441


2,841

 
 
308


(200
)

108

Net loss on land held for divestiture activity of unconsolidated entities
41,887


(41,887
)


 
 





Exclude gain on disposition of unconsolidated entities





 
 





Exclude impairment of unconsolidated real estate
390


(390
)


 
 





Exclude depreciation and amortization of unconsolidated entities
18


(18
)


 
 
76


(76
)


Exclude interest expense of unconsolidated entities
21


(21
)


 
 
53


(53
)


Exclude loss on early extinguishment of debt of unconsolidated entities





 
 





Adjusted total income
17,710

1,418

591


16,883

 
 
10,852

611

1,765


12,006

Operating expenses
11,271

703

591


11,159

 
 
10,193

453

1,765


11,505

Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs
45




45

 
 
16




16

Exclude straight-line rent adjustment





 
 





Exclude preference payment





 
 





Adjusted operating expenses
11,316

703

591


11,204

 
 
10,209

453

1,765


11,521

Net operating income
6,394

715



5,679

 
 
643

158



485

Interest expense
(2,475
)
(91
)
(21
)

(2,405
)
 
 
(776
)
(130
)
(53
)

(699
)
Interest expense of unconsolidated entities
(21
)

21



 
 
(53
)

53



Gain (loss) on early extinguishment of debt





 
 





Gain (loss) on early extinguishment of debt of unconsolidated entities





 
 





Net gain (loss) on land held for divestiture activity
(6,458
)
3,507

(41,887
)

(51,852
)
 
 





Net loss on land held for divestiture activity of unconsolidated entities
(41,887
)

41,887



 
 





Preference payment





 
 





Amortization of mortgage procurement costs - Real Estate Groups
(28
)



(28
)
 
 
(85
)



(85
)
Net gain on change in control of interests





 
 





Impairment of Land Group projects





 
 





Straight-line rent adjustment





 
 





Noncontrolling interest in FFO
(4,131
)
(4,131
)



 
 
(28
)
(28
)



Pre-tax FFO from discontinued operations





 
 





Pre-Tax FFO
(48,606
)



(48,606
)
 
 
(299
)



(299
)
Income tax benefit (expense) on FFO





 
 





Funds From Operations (FFO)
$
(48,606
)
$

$

$

$
(48,606
)
 
 
$
(299
)
$

$

$

$
(299
)
Depreciation and amortization - Real Estate Groups
(101
)



(101
)
 
 
(67
)



(67
)
Gain on disposition of rental properties and partial interests in rental properties, net of noncontrolling interest





 
 





Gain on disposition of unconsolidated entities





 
 





Impairment of consolidated and unconsolidated real estate


(390
)

(390
)
 
 





Impairment of unconsolidated real estate
(390
)

390



 
 





Discontinued operations:
 
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization - Real Estate Groups





 
 





Gain on disposition of rental properties





 
 





Impairment of consolidated real estate





 
 





Net earnings (loss) attributable to Forest City Enterprises, Inc.
$
(49,097
)
$

$

$

$
(49,097
)
 
 
$
(366
)
$

$

$

$
(366
)

52

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Funds From Operations (FFO) — Three Months Ended July 31, 2012 and 2011 (in thousands) (continued)
 
The Nets Group 2012
 
 
The Nets Group 2011
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
 
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
Revenues from real estate operations
$

$

$

$

$

 
 
$

$

$

$

$

Exclude straight-line rent adjustment





 
 





Adjusted revenues





 
 





Add interest and other income





 
 





Equity in earnings (loss) of unconsolidated entities, including impairment
(8,272
)



(8,272
)
 
 
(3,382
)



(3,382
)
Net loss on land held for divestiture activity of unconsolidated entities





 
 





Exclude gain on disposition of unconsolidated entities





 
 





Exclude impairment of unconsolidated real estate





 
 





Exclude depreciation and amortization of unconsolidated entities





 
 





Exclude interest expense of unconsolidated entities





 
 





Exclude loss on early extinguishment of debt of unconsolidated entities





 
 





Adjusted total income
(8,272
)



(8,272
)
 
 
(3,382
)



(3,382
)
Operating expenses





 
 





Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs





 
 





Exclude straight-line rent adjustment





 
 





Exclude preference payment





 
 





Adjusted operating expenses





 
 





Net operating income
(8,272
)



(8,272
)
 
 
(3,382
)



(3,382
)
Interest expense





 
 





Interest expense of unconsolidated entities





 
 





Gain (loss) on early extinguishment of debt





 
 





Gain (loss) on early extinguishment of debt of unconsolidated entities





 
 





Net gain (loss) on land held for divestiture activity





 
 





Net loss on land held for divestiture activity of unconsolidated entities





 
 





Preference payment





 
 





Amortization of mortgage procurement costs - Real Estate Groups





 
 





Net gain on change in control of interests
 
 
 
 
 
 
 
 
 
 
 
 
Impairment of Land Group projects





 
 





Straight-line rent adjustment





 
 





Noncontrolling interest in FFO





 
 





Pre-tax FFO from discontinued operations





 
 





Pre-Tax FFO
(8,272
)



(8,272
)
 
 
(3,382
)



(3,382
)
Income tax benefit (expense) on FFO





 
 





Funds From Operations (FFO)
$
(8,272
)
$

$

$

$
(8,272
)
 
 
$
(3,382
)
$

$

$

$
(3,382
)
Depreciation and amortization - Real Estate Groups





 
 





Gain on disposition of rental properties and partial interests in rental properties, net of noncontrolling interest





 
 





Gain on disposition of unconsolidated entities





 
 





Impairment of consolidated and unconsolidated real estate





 
 





Impairment of unconsolidated real estate





 
 





Discontinued operations:
 
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization - Real Estate Groups





 
 





Gain on disposition of rental properties





 
 





Impairment of consolidated real estate





 
 





Net earnings (loss) attributable to Forest City Enterprises, Inc.
$
(8,272
)
$

$

$

$
(8,272
)
 
 
$
(3,382
)
$

$

$

$
(3,382
)

53

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Funds From Operations (FFO) — Three Months Ended July 31, 2012 and 2011 (in thousands) (continued)
 
Corporate Group 2012
 
 
Corporate Group 2011
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
 
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
Revenues from real estate operations
$

$

$

$

$

 
 
$

$

$

$

$

Exclude straight-line rent adjustment





 
 





Adjusted revenues





 
 





Add interest and other income
32




32

 
 
50




50

Equity in earnings (loss) of unconsolidated entities, including impairment





 
 





Net loss on land held for divestiture activity of unconsolidated entities





 
 





Exclude gain on disposition of unconsolidated entities





 
 





Exclude impairment of unconsolidated real estate





 
 





Exclude depreciation and amortization of unconsolidated entities





 
 





Exclude interest expense of unconsolidated entities





 
 





Exclude loss on early extinguishment of debt of unconsolidated entities





 
 





Adjusted total income
32




32

 
 
50




50

Operating expenses
13,623




13,623

 
 
9,798




9,798

Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs
257




257

 
 
356




356

Exclude straight-line rent adjustment





 
 





Exclude preference payment





 
 





Adjusted operating expenses
13,880




13,880

 
 
10,154




10,154

Net operating income
(13,848
)



(13,848
)
 
 
(10,104
)



(10,104
)
Interest expense
(14,242
)



(14,242
)
 
 
(12,789
)



(12,789
)
Interest expense of unconsolidated entities





 
 





Gain (loss) on early extinguishment of debt





 
 
(10,800
)



(10,800
)
Gain (loss) on early extinguishment of debt of unconsolidated entities





 
 





Net gain (loss) on land held for divestiture activity





 
 





Net loss on land held for divestiture activity of unconsolidated entities





 
 





Preference payment





 
 





Amortization of mortgage procurement costs - Real Estate Groups





 
 





Net gain on change in control of interests





 
 





Impairment of Land Group projects





 
 





Straight-line rent adjustment





 
 





Noncontrolling interest in FFO





 
 





Pre-tax FFO from discontinued operations





 
 





Pre-Tax FFO
(28,090
)



(28,090
)
 
 
(33,693
)



(33,693
)
Income tax benefit (expense) on FFO
14,239




14,239

 
 
4,513




4,513

Funds From Operations (FFO)
$
(13,851
)
$

$

$

$
(13,851
)
 
 
$
(29,180
)
$

$

$

$
(29,180
)
Depreciation and amortization - Real Estate Groups





 
 





Gain on disposition of rental properties and partial interests in rental properties, net of noncontrolling interest





 
 





Gain on disposition of unconsolidated entities





 
 





Impairment of consolidated and unconsolidated real estate





 
 





Impairment of unconsolidated real estate





 
 





Discontinued operations:
 
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization - Real Estate Groups





 
 





Gain on disposition of rental properties





 
 





Impairment of consolidated real estate





 
 





Income tax benefit (expense) on non-FFO:
 
 
 
 
 
 
 
 
 
 
 
 
Gain on disposition of rental properties
(6,229
)



(6,229
)
 
 
(11,597
)



(11,597
)
Impairment of consolidated real estate
1,380




1,380

 
 
91




91

Net earnings (loss) attributable to Forest City Enterprises, Inc.
$
(18,700
)
$

$

$

$
(18,700
)
 
 
$
(40,686
)
$

$

$

$
(40,686
)
Preferred dividends
(3,850
)



(3,850
)
 
 
(3,850
)



(3,850
)
Net earnings (loss) attributable to Forest City Enterprises, Inc. common shareholders
$
(22,550
)
$

$

$

$
(22,550
)
 
 
$
(44,536
)
$

$

$

$
(44,536
)

54

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Funds From Operations (FFO) — Three Months Ended July 31, 2012 and 2011 (in thousands) (continued)
 
Total 2012
 
 
Total 2011
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
 
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
Revenues from real estate operations
$
261,373

$
11,191

$
93,930

$
848

$
344,960

 
 
$
244,706

$
12,179

$
94,643

$
9,893

$
337,063

Exclude straight-line rent adjustment
(4,538
)



(4,538
)
 
 
1,618



(216
)
1,402

Adjusted revenues
256,835

11,191

93,930

848

340,422

 
 
246,324

12,179

94,643

9,677

338,465

Add interest and other income
13,678

489

288


13,477

 
 
15,315

534

268


15,049

Equity in earnings (loss) of unconsolidated entities, including impairment
(25,612
)
169

20,034


(5,747
)
 
 
2,385

142

(5,592
)

(3,349
)
Net loss on land held for divestiture activity of unconsolidated entities
41,887


(41,887
)


 
 





Exclude gain on disposition of unconsolidated entities
(16,107
)

16,107



 
 





Exclude impairment of unconsolidated real estate
390


(390
)


 
 





Exclude depreciation and amortization of unconsolidated entities
20,499


(20,499
)


 
 
16,744


(16,744
)


Exclude interest expense of unconsolidated entities
23,966


(23,966
)


 
 
25,183


(25,183
)


Exclude loss on early extinguishment of debt of unconsolidated entities
1,313


(1,313
)


 
 
2,355


(2,355
)


Adjusted total income
316,849

11,849

42,304

848

348,152

 
 
308,306

12,855

45,037

9,677

350,165

Operating expenses
173,292

8,360

42,304

316

207,552

 
 
152,756

7,855

45,037

5,413

195,351

Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs
576




576

 
 
686




686

Exclude straight-line rent adjustment
(763
)



(763
)
 
 
(1,095
)



(1,095
)
Exclude preference payment





 
 
(586
)



(586
)
Adjusted operating expenses
173,105

8,360

42,304

316

207,365

 
 
151,761

7,855

45,037

5,413

194,356

Net operating income
143,744

3,489


532

140,787

 
 
156,545

5,000


4,264

155,809

Interest expense
(62,725
)
(2,677
)
(23,966
)
(256
)
(84,270
)
 
 
(62,995
)
(3,523
)
(25,183
)
(1,214
)
(85,869
)
Interest expense of unconsolidated entities
(23,966
)

23,966



 
 
(25,183
)

25,183



Gain (loss) on early extinguishment of debt


(1,313
)

(1,313
)
 
 
(5,471
)

(2,355
)

(7,826
)
Gain (loss) on early extinguishment of debt of unconsolidated entities
(1,313
)

1,313



 
 
(2,355
)

2,355



Net gain (loss) on land held for divestiture activity
(6,458
)
3,507

(41,887
)

(51,852
)
 
 





Net loss on land held for divestiture activity of unconsolidated entities
(41,887
)

41,887



 
 





Preference payment





 
 
(586
)



(586
)
Amortization of mortgage procurement costs - Real Estate Groups
(4,349
)


(4
)
(4,353
)
 
 
(3,316
)


(99
)
(3,415
)
Net gain on change in control of interests
6,766

2,702



4,064

 
 





Impairment of Land Group projects





 
 





Straight-line rent adjustment
3,775




3,775

 
 
(2,713
)


216

(2,497
)
Noncontrolling interest in FFO
(7,021
)
(7,021
)



 
 
(1,477
)
(1,477
)



Pre-tax FFO from discontinued operations
272



(272
)

 
 
3,167



(3,167
)

Pre-Tax FFO
6,838




6,838

 
 
55,616




55,616

Income tax benefit (expense) on FFO
14,239




14,239

 
 
4,513




4,513

Funds From Operations (FFO)
$
21,077

$

$

$

$
21,077

 
 
$
60,129

$

$

$

$
60,129

Depreciation and amortization - Real Estate Groups
(72,302
)


(191
)
(72,493
)
 
 
(67,608
)


(1,321
)
(68,929
)
Gain on disposition of rental properties and partial interests in rental properties, net of noncontrolling interest


16,107


16,107

 
 



29,899

29,899

Gain on disposition of unconsolidated entities
16,107


(16,107
)


 
 





Impairment of consolidated and unconsolidated real estate
(2,908
)

(390
)
(261
)
(3,559
)
 
 
(235
)



(235
)
Impairment of unconsolidated real estate
(390
)

390



 
 





Discontinued operations:
 
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization - Real Estate Groups
(191
)


191


 
 
(1,321
)


1,321


Gain on disposition of rental properties





 
 
29,899



(29,899
)

Impairment of consolidated real estate
(261
)


261


 
 





Income tax benefit (expense) on non-FFO:
 
 
 
 
 
 
 
 
 
 
 
 
Gain on disposition of rental properties
(6,229
)



(6,229
)
 
 
(11,597
)



(11,597
)
Impairment of consolidated real estate
1,380




1,380

 
 
91




91

Net earnings (loss) attributable to Forest City Enterprises, Inc.
$
(43,717
)
$

$

$

$
(43,717
)
 
 
$
9,358

$

$

$

$
9,358

Preferred dividends
(3,850
)



(3,850
)
 
 
(3,850
)



(3,850
)
Net earnings (loss) attributable to Forest City Enterprises, Inc. common shareholders
$
(47,567
)
$

$

$

$
(47,567
)
 
 
$
5,508

$

$

$

$
5,508


55

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Funds From Operations (FFO) — Six Months Ended July 31, 2012 and 2011 (in thousands) 
 
Commercial Group 2012
 
 
Commercial Group 2011
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
 
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
Revenues from real estate operations
$
401,237

$
13,835

$
116,965

$
559

$
504,926

 
 
$
422,465

$
19,325

$
100,499

$
18,585

$
522,224

Exclude straight-line rent adjustment
(10,389
)


(3
)
(10,392
)
 
 
(1,419
)


(552
)
(1,971
)
Adjusted revenues
390,848

13,835

116,965

556

494,534

 
 
421,046

19,325

100,499

18,033

520,253

Add interest and other income
10,098

209

64


9,953

 
 
14,455

(338
)
69


14,862

Equity in earnings (loss) of unconsolidated entities, including impairment
28,578


(28,819
)

(241
)
 
 
6,767


(6,767
)


Net loss on land held for divestiture activity of unconsolidated entities





 
 





Exclude gain on disposition of unconsolidated entities
(16,107
)

16,107



 
 





Exclude impairment of unconsolidated real estate





 
 





Exclude depreciation and amortization of unconsolidated entities
22,141


(22,141
)


 
 
19,063


(19,063
)


Exclude interest expense of unconsolidated entities
33,140


(33,140
)


 
 
30,371


(30,371
)


Exclude loss on early extinguishment of debt of unconsolidated entities





 
 
19


(19
)


Adjusted total income
468,698

14,044

49,036

556

504,246

 
 
491,721

18,987

44,348

18,033

535,115

Operating expenses
202,950

9,944

49,036

262

242,304

 
 
193,269

11,394

44,348

11,888

238,111

Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs
354




354

 
 
389




389

Exclude straight-line rent adjustment
(1,555
)



(1,555
)
 
 
(2,369
)



(2,369
)
Exclude preference payment





 
 
(1,171
)



(1,171
)
Adjusted operating expenses
201,749

9,944

49,036

262

241,103

 
 
190,118

11,394

44,348

11,888

234,960

Net operating income
266,949

4,100


294

263,143

 
 
301,603

7,593


6,145

300,155

Interest expense
(79,732
)
(4,454
)
(33,140
)
(199
)
(108,617
)
 
 
(85,772
)
(6,038
)
(30,371
)
(2,292
)
(112,397
)
Interest expense of unconsolidated entities
(33,140
)

33,140



 
 
(30,371
)

30,371



Gain (loss) on early extinguishment of debt
(719
)
(188
)


(531
)
 
 
5,033

(4
)
(19
)

5,018

Gain (loss) on early extinguishment of debt of unconsolidated entities





 
 
(19
)

19



Net gain (loss) on land held for divestiture activity





 
 





Net loss on land held for divestiture activity of unconsolidated entities





 
 





Preference payment





 
 
(1,171
)



(1,171
)
Amortization of mortgage procurement costs - Real Estate Groups
(6,352
)



(6,352
)
 
 
(4,818
)


(357
)
(5,175
)
Net gain on change in control of interests
6,766

2,702



4,064

 
 





Impairment of Land Group projects





 
 





Straight-line rent adjustment
8,834



3

8,837

 
 
(950
)


552

(398
)
Noncontrolling interest in FFO
(2,160
)
(2,160
)



 
 
(1,551
)
(1,551
)



Pre-tax FFO from discontinued operations
98



(98
)

 
 
4,048



(4,048
)

Pre-Tax FFO
160,544




160,544

 
 
186,032




186,032

Income tax benefit (expense) on FFO





 
 





Funds From Operations (FFO)
$
160,544

$

$

$

$
160,544

 
 
$
186,032

$

$

$

$
186,032

Depreciation and amortization - Real Estate Groups
(100,402
)


(40
)
(100,442
)
 
 
(97,350
)


(2,754
)
(100,104
)
Gain on disposition of rental properties and partial interests in rental properties, net of noncontrolling interest


16,107

7,914

24,021

 
 
9,561



39,937

49,498

Gain on disposition of unconsolidated entities
16,107


(16,107
)


 
 





Impairment of consolidated and unconsolidated real estate
(4,289
)


(261
)
(4,550
)
 
 
(3,435
)



(3,435
)
Impairment of unconsolidated real estate





 
 





Discontinued operations:
 
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization - Real Estate Groups
(40
)


40


 
 
(2,754
)


2,754


Gain on disposition of rental properties
7,914



(7,914
)

 
 
39,937



(39,937
)

Impairment of consolidated real estate
(261
)


261


 
 





Net earnings (loss) attributable to Forest City Enterprises, Inc.
$
79,573

$

$

$

$
79,573

 
 
$
131,991

$

$

$

$
131,991


56

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Funds From Operations (FFO) — Six Months Ended July 31, 2012 and 2011 (in thousands) (continued)
 
Residential Group 2012
 
 
Residential Group 2011
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
 
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
Revenues from real estate operations
$
131,285

$
7,839

$
76,112

$
1,444

$
201,002

 
 
$
109,626

$
4,302

$
72,341

$
1,403

$
179,068

Exclude straight-line rent adjustment
227




227

 
 
(62
)



(62
)
Adjusted revenues
131,512

7,839

76,112

1,444

201,229

 
 
109,564

4,302

72,341

1,403

179,006

Add interest and other income
9,312

282

433


9,463

 
 
10,874

291

372


10,955

Equity in earnings (loss) of unconsolidated entities, including impairment
4,250

199

(3,935
)

116

 
 
18,646

190

(18,253
)

203

Net loss on land held for divestiture activity of unconsolidated entities





 
 





Exclude gain on disposition of unconsolidated entities





 
 
(12,567
)

12,567



Exclude impairment of unconsolidated real estate





 
 





Exclude depreciation and amortization of unconsolidated entities
18,315


(18,315
)


 
 
11,830


(11,830
)


Exclude interest expense of unconsolidated entities
17,073


(17,073
)


 
 
17,717


(17,717
)


Exclude loss on early extinguishment of debt of unconsolidated entities
1,313


(1,313
)


 
 
2,336


(2,336
)


Adjusted total income
181,775

8,320

35,909

1,444

210,808

 
 
158,400

4,783

35,144

1,403

190,164

Operating expenses
87,586

5,989

35,909

500

118,006

 
 
76,001

2,804

35,144

536

108,877

Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs
197




197

 
 
243




243

Exclude straight-line rent adjustment





 
 
63




63

Exclude preference payment





 
 





Adjusted operating expenses
87,783

5,989

35,909

500

118,203

 
 
76,307

2,804

35,144

536

109,183

Net operating income
93,992

2,331


944

92,605

 
 
82,093

1,979


867

80,981

Interest expense
(9,174
)
(683
)
(17,073
)
(426
)
(25,990
)
 
 
(14,820
)
(1,083
)
(17,717
)
(434
)
(31,888
)
Interest expense of unconsolidated entities
(17,073
)

17,073



 
 
(17,717
)

17,717



Gain (loss) on early extinguishment of debt


(1,313
)

(1,313
)
 
 


(2,336
)

(2,336
)
Gain (loss) on early extinguishment of debt of unconsolidated entities
(1,313
)

1,313



 
 
(2,336
)

2,336



Net gain (loss) on land held for divestiture activity





 
 





Net loss on land held for divestiture activity of unconsolidated entities





 
 





Preference payment





 
 





Amortization of mortgage procurement costs - Real Estate Groups
(1,562
)


(8
)
(1,570
)
 
 
(1,718
)


(8
)
(1,726
)
Net gain on change in control of interests





 
 





Impairment of Land Group projects





 
 





Straight-line rent adjustment
(227
)



(227
)
 
 
125




125

Noncontrolling interest in FFO
(1,648
)
(1,648
)



 
 
(896
)
(896
)



Pre-tax FFO from discontinued operations
510



(510
)

 
 
425



(425
)

Pre-Tax FFO
63,505




63,505

 
 
45,156




45,156

Income tax benefit (expense) on FFO





 
 





Funds From Operations (FFO)
$
63,505

$

$

$

$
63,505

 
 
$
45,156

$

$

$

$
45,156

Depreciation and amortization - Real Estate Groups
(41,904
)


(355
)
(42,259
)
 
 
(37,102
)


(399
)
(37,501
)
Gain on disposition of rental properties and partial interests in rental properties, net of noncontrolling interest





 
 


12,567


12,567

Gain on disposition of unconsolidated entities





 
 
12,567


(12,567
)


Impairment of consolidated and unconsolidated real estate





 
 
(235
)



(235
)
Impairment of unconsolidated real estate





 
 





Discontinued operations:
 
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization - Real Estate Groups
(355
)


355


 
 
(399
)


399


Gain on disposition of rental properties





 
 





Impairment of consolidated real estate





 
 





Net earnings (loss) attributable to Forest City Enterprises, Inc.
$
21,246

$

$

$

$
21,246

 
 
$
19,987

$

$

$

$
19,987


57

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Funds From Operations (FFO) — Six Months Ended July 31, 2012 and 2011 (in thousands) (continued)
 
Land Group 2012
 
 
Land Group 2011
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
 
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
Revenues from real estate operations
$
24,640

$
2,078

$
2,417

$

$
24,979

 
 
$
15,952

$
1,050

$
4,517

$

$
19,419

Exclude straight-line rent adjustment





 
 





Adjusted revenues
24,640

2,078

2,417


24,979

 
 
15,952

1,050

4,517


19,419

Add interest and other income
4,870

464

1


4,407

 
 
5,394

441

(56
)

4,897

Equity in earnings (loss) of unconsolidated entities, including impairment
(39,437
)

42,528


3,091

 
 
652


(871
)

(219
)
Net loss on land held for divestiture activity of unconsolidated entities
41,887


(41,887
)


 
 





Exclude gain on disposition of unconsolidated entities





 
 





Exclude impairment of unconsolidated real estate
390


(390
)


 
 





Exclude depreciation and amortization of unconsolidated entities
41


(41
)


 
 
159


(159
)


Exclude interest expense of unconsolidated entities
85


(85
)


 
 
202


(202
)


Exclude loss on early extinguishment of debt of unconsolidated entities





 
 





Adjusted total income
32,476

2,542

2,543


32,477

 
 
22,359

1,491

3,229


24,097

Operating expenses
22,948

1,484

2,543


24,007

 
 
19,418

1,057

3,229


21,590

Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs
59




59

 
 
47




47

Exclude straight-line rent adjustment





 
 





Exclude preference payment





 
 





Adjusted operating expenses
23,007

1,484

2,543


24,066

 
 
19,465

1,057

3,229


21,637

Net operating income
9,469

1,058



8,411

 
 
2,894

434



2,460

Interest expense
(4,226
)
(264
)
(85
)

(4,047
)
 
 
(1,600
)
(234
)
(202
)

(1,568
)
Interest expense of unconsolidated entities
(85
)

85



 
 
(202
)

202



Gain (loss) on early extinguishment of debt





 
 





Gain (loss) on early extinguishment of debt of unconsolidated entities





 
 





Net gain (loss) on land held for divestiture activity
(6,458
)
3,507

(41,887
)

(51,852
)
 
 





Net loss on land held for divestiture activity of unconsolidated entities
(41,887
)

41,887



 
 





Preference payment





 
 





Amortization of mortgage procurement costs - Real Estate Groups
(54
)



(54
)
 
 
(146
)



(146
)
Net gain on change in control of interests





 
 





Impairment of Land Group projects





 
 
(1,400
)



(1,400
)
Straight-line rent adjustment





 
 





Noncontrolling interest in FFO
(4,301
)
(4,301
)



 
 
(200
)
(200
)



Pre-tax FFO from discontinued operations





 
 





Pre-Tax FFO
(47,542
)



(47,542
)
 
 
(654
)



(654
)
Income tax benefit (expense) on FFO





 
 





Funds From Operations (FFO)
$
(47,542
)
$

$

$

$
(47,542
)
 
 
$
(654
)
$

$

$

$
(654
)
Depreciation and amortization - Real Estate Groups
(209
)



(209
)
 
 
(153
)



(153
)
Gain on disposition of rental properties and partial interests in rental properties, net of noncontrolling interest





 
 





Gain on disposition of unconsolidated entities





 
 





Impairment of consolidated and unconsolidated real estate


(390
)

(390
)
 
 





Impairment of unconsolidated real estate
(390
)

390



 
 





Discontinued operations:
 
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization - Real Estate Groups





 
 





Gain on disposition of rental properties





 
 





Impairment of consolidated real estate





 
 





Net earnings (loss) attributable to Forest City Enterprises, Inc.
$
(48,141
)
$

$

$

$
(48,141
)
 
 
$
(807
)
$

$

$

$
(807
)

58

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Funds From Operations (FFO) — Six Months Ended July 31, 2012 and 2011 (in thousands) (continued)
 
The Nets Group 2012
 
 
The Nets Group 2011
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
 
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
Revenues from real estate operations
$

$

$

$

$

 
 
$

$

$

$

$

Exclude straight-line rent adjustment





 
 





Adjusted revenues





 
 





Add interest and other income





 
 





Equity in earnings (loss) of unconsolidated entities, including impairment
(15,230
)



(15,230
)
 
 
(3,686
)



(3,686
)
Net loss on land held for divestiture activity of unconsolidated entities





 
 





Exclude gain on disposition of unconsolidated entities





 
 





Exclude impairment of unconsolidated real estate





 
 





Exclude depreciation and amortization of unconsolidated entities





 
 





Exclude interest expense of unconsolidated entities





 
 





Exclude loss on early extinguishment of debt of unconsolidated entities





 
 





Adjusted total income
(15,230
)



(15,230
)
 
 
(3,686
)



(3,686
)
Operating expenses





 
 





Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs





 
 





Exclude straight-line rent adjustment





 
 





Exclude preference payment





 
 





Adjusted operating expenses





 
 





Net operating income
(15,230
)



(15,230
)
 
 
(3,686
)



(3,686
)
Interest expense





 
 





Interest expense of unconsolidated entities





 
 





Gain (loss) on early extinguishment of debt





 
 





Gain (loss) on early extinguishment of debt of unconsolidated entities





 
 





Net gain (loss) on land held for divestiture activity





 
 





Net loss on land held for divestiture activity of unconsolidated entities





 
 





Preference payment





 
 





Amortization of mortgage procurement costs - Real Estate Groups





 
 





Net gain on change in control of interests





 
 





Impairment of Land Group projects





 
 





Straight-line rent adjustment





 
 





Noncontrolling interest in FFO





 
 





Pre-tax FFO from discontinued operations





 
 





Pre-Tax FFO
(15,230
)



(15,230
)
 
 
(3,686
)



(3,686
)
Income tax benefit (expense) on FFO





 
 





Funds From Operations (FFO)
$
(15,230
)
$

$

$

$
(15,230
)
 
 
$
(3,686
)
$

$

$

$
(3,686
)
Depreciation and amortization - Real Estate Groups





 
 





Gain on disposition of rental properties and partial interests in rental properties, net of noncontrolling interest





 
 





Gain on disposition of unconsolidated entities





 
 





Impairment of consolidated and unconsolidated real estate





 
 





Impairment of unconsolidated real estate





 
 





Discontinued operations:
 
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization - Real Estate Groups





 
 





Gain on disposition of rental properties





 
 





Impairment of consolidated real estate





 
 





Net earnings (loss) attributable to Forest City Enterprises, Inc.
$
(15,230
)
$

$

$

$
(15,230
)
 
 
$
(3,686
)
$

$

$

$
(3,686
)

59

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Funds From Operations (FFO) — Six Months Ended July 31, 2012 and 2011 (in thousands) (continued)
 
Corporate Group 2012
 
 
Corporate Group 2011
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
 
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
Revenues from real estate operations
$

$

$

$

$

 
 
$

$

$

$

$

Exclude straight-line rent adjustment





 
 





Adjusted revenues





 
 





Add interest and other income
77




77

 
 
99




99

Equity in earnings (loss) of unconsolidated entities, including impairment





 
 





Net loss on land held for divestiture activity of unconsolidated entities





 
 





Exclude gain on disposition of unconsolidated entities





 
 





Exclude impairment of unconsolidated real estate





 
 





Exclude depreciation and amortization of unconsolidated entities





 
 





Exclude interest expense of unconsolidated entities





 
 





Exclude loss on early extinguishment of debt of unconsolidated entities





 
 





Adjusted total income
77




77

 
 
99




99

Operating expenses
26,354




26,354

 
 
24,425




24,425

Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs
586




586

 
 
709




709

Exclude straight-line rent adjustment





 
 





Exclude preference payment





 
 





Adjusted operating expenses
26,940




26,940

 
 
25,134




25,134

Net operating income
(26,863
)



(26,863
)
 
 
(25,035
)



(25,035
)
Interest expense
(27,837
)



(27,837
)
 
 
(26,708
)



(26,708
)
Interest expense of unconsolidated entities





 
 





Gain (loss) on early extinguishment of debt





 
 
(10,800
)



(10,800
)
Gain (loss) on early extinguishment of debt of unconsolidated entities





 
 





Net gain (loss) on land held for divestiture activity





 
 





Net loss on land held for divestiture activity of unconsolidated entities





 
 





Preference payment





 
 





Amortization of mortgage procurement costs - Real Estate Groups





 
 





Net gain on change in control of interests





 
 





Impairment of Land Group projects





 
 





Straight-line rent adjustment





 
 





Noncontrolling interest in FFO





 
 





Pre-tax FFO from discontinued operations





 
 





Pre-Tax FFO
(54,700
)



(54,700
)
 
 
(62,543
)



(62,543
)
Income tax benefit (expense) on FFO
3,652




3,652

 
 
(6,600
)



(6,600
)
Funds From Operations (FFO)
$
(51,048
)
$

$

$

$
(51,048
)
 
 
$
(69,143
)
$

$

$

$
(69,143
)
Depreciation and amortization - Real Estate Groups





 
 





Gain on disposition of rental properties and partial interests in rental properties, net of noncontrolling interest





 
 





Gain on disposition of unconsolidated entities





 
 





Impairment of consolidated and unconsolidated real estate





 
 





Impairment of unconsolidated real estate





 
 





Discontinued operations:
 
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization - Real Estate Groups





 
 





Gain on disposition of rental properties





 
 





Impairment of consolidated real estate





 
 





Income tax benefit (expense) on non-FFO:
 
 
 
 
 
 
 
 
 
 
 
 
Gain on disposition of rental properties
(9,281
)



(9,281
)
 
 
(24,064
)



(24,064
)
Impairment of consolidated real estate
1,916




1,916

 
 
1,423




1,423

Net earnings (loss) attributable to Forest City Enterprises, Inc.
$
(58,413
)
$

$

$

$
(58,413
)
 
 
$
(91,784
)
$

$

$

$
(91,784
)
Preferred dividends
(7,700
)



(7,700
)
 
 
(7,700
)



(7,700
)
Net earnings (loss) attributable to Forest City Enterprises, Inc. common shareholders
$
(66,113
)
$

$

$

$
(66,113
)
 
 
$
(99,484
)
$

$

$

$
(99,484
)

60

Forest City Enterprises, Inc. and Subsidiaries
Supplemental Financial Information

Summary of Funds From Operations (FFO) — Six Months Ended July 31, 2012 and 2011 (in thousands) (continued)
 
Total 2012
 
 
Total 2011
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
 
 
Full
Consolidation
(GAAP)
Less
Noncontrolling
Interest
Plus
Unconsolidated
Investments at
Pro-Rata
Plus
Discontinued
Operations
Pro-Rata
Consolidation
(Non-GAAP)
Revenues from real estate operations
$
557,162

$
23,752

$
195,494

$
2,003

$
730,907

 
 
$
548,043

$
24,677

$
177,357

$
19,988

$
720,711

Exclude straight-line rent adjustment
(10,162
)


(3
)
(10,165
)
 
 
(1,481
)


(552
)
(2,033
)
Adjusted revenues
547,000

23,752

195,494

2,000

720,742

 
 
546,562

24,677

177,357

19,436

718,678

Add interest and other income
24,357

955

498


23,900

 
 
30,822

394

385


30,813

Equity in earnings (loss) of unconsolidated entities, including impairment
(21,839
)
199

9,774


(12,264
)
 
 
22,379

190

(25,891
)

(3,702
)
Net loss on land held for divestiture activity of unconsolidated entities
41,887


(41,887
)


 
 





Exclude gain on disposition of unconsolidated entities
(16,107
)

16,107



 
 
(12,567
)

12,567



Exclude impairment of unconsolidated real estate
390


(390
)


 
 





Exclude depreciation and amortization of unconsolidated entities
40,497


(40,497
)


 
 
31,052


(31,052
)


Exclude interest expense of unconsolidated entities
50,298


(50,298
)


 
 
48,290


(48,290
)


Exclude loss on early extinguishment of debt of unconsolidated entities
1,313


(1,313
)


 
 
2,355


(2,355
)


Adjusted total income
667,796

24,906

87,488

2,000

732,378

 
 
668,893

25,261

82,721

19,436

745,789

Operating expenses
339,838

17,417

87,488

762

410,671

 
 
313,113

15,255

82,721

12,424

393,003

Non-Real Estate depreciation and amortization and amortization of mortgage procurement costs
1,196




1,196

 
 
1,388




1,388

Exclude straight-line rent adjustment
(1,555
)



(1,555
)
 
 
(2,306
)



(2,306
)
Exclude preference payment





 
 
(1,171
)



(1,171
)
Adjusted operating expenses
339,479

17,417

87,488

762

410,312

 
 
311,024

15,255

82,721

12,424

390,914

Net operating income
328,317

7,489


1,238

322,066

 
 
357,869

10,006


7,012

354,875

Interest expense
(120,969
)
(5,401
)
(50,298
)
(625
)
(166,491
)
 
 
(128,900
)
(7,355
)
(48,290
)
(2,726
)
(172,561
)
Interest expense of unconsolidated entities
(50,298
)

50,298



 
 
(48,290
)

48,290



Gain (loss) on early extinguishment of debt
(719
)
(188
)
(1,313
)

(1,844
)
 
 
(5,767
)
(4
)
(2,355
)

(8,118
)
Gain (loss) on early extinguishment of debt of unconsolidated entities
(1,313
)

1,313



 
 
(2,355
)

2,355



Net gain (loss) on land held for divestiture activity
(6,458
)
3,507

(41,887
)

(51,852
)
 
 





Net loss on land held for divestiture activity of unconsolidated entities
(41,887
)

41,887



 
 





Preference payment





 
 
(1,171
)



(1,171
)
Amortization of mortgage procurement costs - Real Estate Groups
(7,968
)


(8
)
(7,976
)
 
 
(6,682
)


(365
)
(7,047
)
Net gain on change in control of interests
6,766

2,702



4,064

 
 





Impairment of Land Group projects





 
 
(1,400
)



(1,400
)
Straight-line rent adjustment
8,607



3

8,610

 
 
(825
)


552

(273
)
Noncontrolling interest in FFO
(8,109
)
(8,109
)



 
 
(2,647
)
(2,647
)



Pre-tax FFO from discontinued operations
608



(608
)

 
 
4,473



(4,473
)

Pre-Tax FFO
106,577




106,577

 
 
164,305




164,305

Income tax benefit (expense) on FFO
3,652




3,652

 
 
(6,600
)



(6,600
)
Funds From Operations (FFO)
$
110,229

$

$

$

$
110,229

 
 
$
157,705

$

$

$

$
157,705

Depreciation and amortization - Real Estate Groups
(142,515
)


(395
)
(142,910
)
 
 
(134,605
)


(3,153
)
(137,758
)
Gain on disposition of rental properties and partial interests in rental properties, net of noncontrolling interest


16,107

7,914

24,021

 
 
9,561


12,567

39,937

62,065

Gain on disposition of unconsolidated entities
16,107


(16,107
)


 
 
12,567


(12,567
)


Impairment of consolidated and unconsolidated real estate
(4,289
)

(390
)
(261
)
(4,940
)
 
 
(3,670
)



(3,670
)
Impairment of unconsolidated real estate
(390
)

390



 
 





Discontinued operations:
 
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization - Real Estate Groups
(395
)


395


 
 
(3,153
)


3,153


Gain on disposition of rental properties
7,914



(7,914
)

 
 
39,937



(39,937
)

Impairment of consolidated real estate
(261
)


261


 
 





Income tax benefit (expense) on non-FFO:
 
 
 
 
 
 
 
 
 
 
 
 
Gain on disposition of rental properties
(9,281
)



(9,281
)
 
 
(24,064
)



(24,064
)
Impairment of consolidated real estate
1,916




1,916

 
 
1,423




1,423

Net earnings (loss) attributable to Forest City Enterprises, Inc.
$
(20,965
)
$

$

$

$
(20,965
)
 
 
$
55,701

$

$

$

$
55,701

Preferred dividends
(7,700
)



(7,700
)
 
 
(7,700
)



(7,700
)
Net earnings (loss) attributable to Forest City Enterprises, Inc. common shareholders
$
(28,665
)
$

$

$

$
(28,665
)
 
 
$
48,001

$

$

$

$
48,001


61