SIMON PROPERTY GROUP INC DE

Previous wording

We own, develop and manage premier shopping, dining, entertainment and mixed-use destinations, which consist primarily of malls, Premium Outlets®, and The Mills®. As of June 30, 2024, we owned or held an interest in 195 income-producing properties in the United States, which consisted of 93 malls, 69 Premium Outlets, 14 Mills, six lifestyle centers, and 13 other retail properties in 37 states and Puerto Rico. We also own an 84% noncontrolling interest in the Taubman Realty Group, LLC, or TRG, which has an interest in 22 regional, super-regional, and outlet malls in the U.S. and Asia. In addition, we have redevelopment and expansion projects, including the addition of anchors, big box tenants, and restaurants, underway at properties in North America, Europe and Asia. Internationally, as of June 30, 2024, we had ownership in 35 Premium Outlets and Designer Outlet properties primarily located in Asia, Europe, and Canada. As of June 30, 2024, we also owned a 22.4% equity stake in Klépierre SA, or Klépierre, a publicly traded, Paris-based real estate company which owns, or has an interest in, shopping centers located in 14 countries in Europe. We also have interests in investments in retail operations (J.C. Penney, SPARC Group, and Phoenix Retail LLC), an e-commerce venture (Rue Gilt Groupe, or RGG), and Jamestown (a global real estate investment and management company), collectively, our other platform investments.

Current wording

We own, develop and manage premier shopping, dining, entertainment and mixed-use destinations, which consist primarily of malls, Premium Outlets®, and The Mills®. As of September 30, 2024, we owned or held an interest in 196 income-producing properties in the United States, which consisted of 93 malls, 70 Premium Outlets, 14 Mills, six lifestyle centers, and 13 other retail properties in 37 states and Puerto Rico. We also own an 84% noncontrolling interest in the Taubman Realty Group, LLC, or TRG, which has an interest in 22 regional, super-regional, and outlet malls in the U.S. and Asia. In addition, we have redevelopment and expansion projects, including the addition of anchors, big box tenants, and restaurants, underway at properties in North America, Europe and Asia. Internationally, as of September 30, 2024, we had ownership in 35 Premium Outlets and Designer Outlet properties primarily located in Asia, Europe, and Canada. As of September 30, 2024, we also owned a 22.4% equity stake in Klépierre SA, or Klépierre, a publicly traded, Paris-based real estate company which owns, or has an interest in, shopping centers located in 14 countries in Europe. We also have interests in investments in retail operations (J.C. Penney, SPARC Group, and Phoenix Retail LLC), an e-commerce venture (Rue Gilt Groupe, or RGG), and Jamestown (a global real estate investment and management company), collectively, our other platform investments.

Previous wording

Diluted earnings per share and diluted earnings per unit increased $0.89 during the first six months of 2024 to $3.76 from $2.87 for the same period last year. The increase in diluted earnings per share and diluted earnings per unit was primarily attributable to:

Current wording

Diluted earnings per share and diluted earnings per unit increased $0.54 during the first nine months of 2024 to $5.22 from $4.68 for the same period last year. The increase in diluted earnings per share and diluted earnings per unit was primarily attributable to:

Previous wording

Portfolio NOI increased 4.4% for the six month period in 2024 over the prior year period primarily as a result of improved operations in our domestic and international portfolios compared to the prior year. Average base minimum rent for U.S. Malls and

Current wording

Portfolio NOI increased 4.6% for the nine month period in 2024 over the prior year period primarily as a result of improved operations in our domestic and international portfolios compared to the prior year. Average base minimum rent for U.S. Malls and Premium Outlets increased 2.3% to $57.71 psf as of September 30, 2024, from $56.41 psf as of September 30, 2023. Ending occupancy for our U.S. Malls and Premium Outlets increased 1.0% to 96.2% as of September 30, 2024, from 95.2% as of September 30, 2023.

Previous wording

Our effective overall borrowing rate at June 30, 2024 on our consolidated indebtedness increased 13 basis points to 3.51% as compared to 3.38% at June 30, 2023. This is primarily due to an increase in the effective overall borrowing rate on variable rate debt of 43 basis points (6.64% at June 30, 2024 compared to 6.21% at June 30, 2023) and an increase in the effective overall borrowing rate on fixed rate debt of 3 basis points, due to increasing benchmark rates, partially offset by a reduction in the amount of our variable rate debt. The weighted average years to maturity of our consolidated indebtedness was 7.8 years and 8.1 years at June 30, 2024 and December 31, 2023, respectively.

Current wording

Our effective overall borrowing rate at September 30, 2024 on our consolidated indebtedness increased 21 basis points to 3.61% as compared to 3.40% at September 30, 2023. This is primarily due to an increase in the effective overall borrowing rate on the fixed rate debt of 25 basis points, due to increasing benchmark rates. The weighted average years to maturity of our consolidated indebtedness was 8.0 years and 8.1 years at September 30, 2024 and December 31, 2023, respectively.

Previous wording

Our financing activity for the six months ended June 30, 2024 included completing, on February 1, 2024, the redemption at par of the Operating Partnership’s $600 million 3.75% notes at maturity.

Current wording

Our financing activity for the nine months ended September 30, 2024 included:

Previous wording

U.S. Malls and Premium Outlets portfolio, comprising approximately 6.6 million square feet, of which 5.1 million square feet related to consolidated properties. During the comparable period in 2023, we signed 615 new leases and 1,070 renewal leases with a fixed minimum rent, comprising approximately 5.8 million square feet, of which 4.3 million square feet related to consolidated properties. The average annual initial base minimum rent for new leases was $62.06 per square foot in 2024 and $65.84 per square foot in 2023 with an average tenant allowance on new leases of $59.73 per square foot and $66.80 per square foot, respectively.

Current wording

During the nine months ended September 30, 2024, we signed 877 new leases and 1,750 renewal leases (excluding mall anchors and majors, new development, redevelopment and leases with terms of one year or less) with a fixed minimum rent across our U.S. Malls and Premium Outlets portfolio, comprising approximately 9.3 million square feet, of which 7.2 million square feet related to consolidated properties. During the comparable period in 2023, we signed 922 new leases and 1,440 renewal leases with a fixed minimum rent, comprising approximately 8.5 million square feet, of which 6.5 million square feet related to consolidated properties. The average annual initial base minimum rent for new leases was $65.45 per square foot in 2024 and $68.22 per square foot in 2023 with an average tenant allowance on new leases of $55.73 per square foot and $67.77 per square foot, respectively.

Previous wording

The following acquisitions and dispositions of consolidated properties affected our consolidated results in the comparative periods:

Current wording

The following acquisitions, dispositions and openings of consolidated properties affected our consolidated results in the comparative periods:

Previous wording

For the purposes of the following comparison between the three and six months ended June 30, 2024 and 2023, the above transactions are referred to as the property transactions. In the following discussions of our results of operations, “comparable” refers to properties we owned or held interests in and operated in both of the periods under comparison.

Current wording

For the purposes of the following comparison between the three and nine months ended September 30, 2024 and 2023, the above transactions are referred to as the property transactions. In the following discussions of our results of operations, “comparable” refers to properties we owned or held interests in and operated in both of the periods under comparison.

Previous wording

Lease income increased $60.8 million, due to an increase in fixed lease income of $50.2 million primarily due to an increase in fixed minimum lease consideration and higher occupancy and an increase in variable lease income based on tenant sales of $10.6 million.

Current wording

Lease income increased $41.1 million, due to an increase in fixed lease income of $51.1 million primarily due to an increase in fixed minimum lease consideration and higher occupancy, partially offset by a decrease in variable lease income based on tenant sales of $10.0 million.

Previous wording

Total other income increased $65.0 million, primarily due to a $55.2 million increase in interest income, a $12.1 million increase in other income sources and a $5.1 million increase in land sale activity, partially offset by a $7.4 million decrease in in dividend and distribution income.

Current wording

Total other income increased $25.3 million, primarily due to a $28.6 million increase in interest income, a $4.6 million increase in land sale activity and a $0.6 million increase in other income sources, partially offset by an $8.5 million decrease in mixed use and franchise operations income.

Previous wording

Property operating expense increased $13.0 million as a result of inflationary cost increases.

Current wording

Property operating expense increased $4.6 million as a result of inflationary cost increases.

Previous wording

Real estate taxes decreased $15.2 million primarily due to successful property tax appeals, the majority of which relates to prior years.

Current wording

Real estate taxes decreased $21.5 million primarily due to successful property tax appeals, the majority of which relates to prior years.

Previous wording

Advertising and promotion expense increased $5.1 million primarily due to increased programming expenses.

Current wording

Advertising and promotion expense increased $5.3 million primarily due to increased programming expenses.

Previous wording

Home and regional office costs increased $4.4 million due to increased personnel and compensation costs.

Current wording

Home and regional office costs increased $5.7 million due to increased personnel and compensation costs.

Previous wording

Interest expense increased $3.2 million, primarily related to an increase of $16.1 million due to new USD unsecured bond issuances, an increase of $6.1 million due to the Euro exchangeable bond issuance in 2023, and the effect of the balance increase of the Credit Facility during 2023 of $0.9 million, partially offset by a decrease of $8.4 million due to USD unsecured bond payoffs during 2024 and 2023, a decrease of $10.5 million due to the Supplemental Facility repayment during 2023, and a decrease in interest on secured debt of $1.0 million.

Current wording

Interest expense increased $14.2 million, primarily related to an increase of $16.8 million due to new USD unsecured bond issuances, an increase of $8.0 million due to the Euro exchangeable bond issuance in 2023, and the effect of the balance increase of the Credit Facility during 2023 of $4.0 million, partially offset by a decrease of $8.0 million due to the Supplemental Facility repayment during 2023 and a decrease of $6.6 million due to USD unsecured bond payoffs during 2024 and 2023.

Previous wording

Gain on disposal, exchange or revaluation of equity interests, net, decreased $36.4 million due to a non-cash pre-tax gain on the deemed disposal of a portion of our share in ABG during 2023.

Current wording

Gain on disposal, exchange or revaluation of equity interests, net, decreased $158.2 million due to the non-cash pre-tax gains on the deemed disposals of a portion of our investment in SPARC Group of $145.8 million and ABG of $12.4 million during 2023.

Previous wording

Income from unconsolidated entities decreased $48.2 million primarily due to lower results of operations year-over-year from our other platform investments, partially offset by improved performance by our U.S. joint venture properties.

Current wording

Income from unconsolidated entities decreased $37.0 million primarily due to lower results of operations from our other platform investments, partially offset by strong results and improved performance by our U.S. joint venture properties.

Previous wording

Simon’s net income attributable to noncontrolling interests increased $46.8 million due to an increase in the net income of the Operating Partnership.

Current wording

Simon’s net income attributable to noncontrolling interests decreased $15.1 million due to a decrease in the net income of the Operating Partnership.

Previous wording

Total other income increased $28.2 million, primarily due to a $29.5 million increase in interest income and a $3.3 million increase in other income sources, partially offset by a $3.0 million decrease in dividend and distribution income and a $1.6 million decrease in lease settlement activity.

Current wording

Total other income increased $90.2 million, primarily due to an $83.8 million increase in interest income, a $9.7 million increase in land sale activity, an $8.3 million increase in other income sources and a $5.8 million increase in Simon Brand Ventures and gift card revenues, partially offset by an $8.8 million decrease in mixed use and franchise operations and an $8.6 million decrease in dividend and distribution income.

Previous wording

Property operating expense increased $27.4 million as a result of inflationary cost increases.

Current wording

Property operating expense increased $32.0 million as a result of inflationary cost increases.

Previous wording

Real estate taxes decreased $17.1 million primarily due to successful property tax appeals, the majority of which relates to prior years.

Current wording

Real estate taxes decreased $38.6 million primarily due to successful property tax appeals, the majority of which relates to prior years.

Previous wording

Advertising and promotion expense increased $9.0 million primarily due to increased programming expenses.

Current wording

Advertising and promotion expense increased $14.3 million primarily due to increased programming expenses.

Previous wording

Interest expense increased $34.4 million primarily related to an increase of $46.2 million due to new USD unsecured bond issuances, an increase of $15.9 million due to the Euro exchangeable bond issuance in 2023, an increase of $5.0 million on secured debt, and the effect of the balance increase of the Credit Facility during 2023 of $3.3 million, partially offset by a decrease of $21.3 million due to USD unsecured bond payoffs during 2024 and 2023, and a decrease of $14.7 million due to the Supplemental Facility repayment during 2023.

Current wording

Interest expense increased $48.7 million primarily related to an increase of $63.0 million due to new USD unsecured bond issuances, an increase of $23.9 million due to the Euro exchangeable bond issuance in 2023, the effect of the balance increase of the Credit Facility during 2023 of $7.3 million and an increase of $5.1 million on secured debt, partially offset by a decrease of $27.9 million due to USD unsecured bond payoffs during 2024 and 2023, and a decrease of $22.7 million due to the Supplemental Facility repayment during 2023.

Previous wording

Gain on disposal, exchange or revaluation of equity interests, net, increased $378.3 million primarily due to an increase of $414.8 million as a result of selling our remaining interest in ABG during 2024, offset by a non-cash pre-tax gain on the deemed disposal of a portion of our share in ABG during 2023 of $36.4 million.

Current wording

Gain on disposal, exchange or revaluation of equity interests, net, increased $220.1 million primarily due to an increase of $414.8 million as a result of selling our remaining interest in ABG during 2024, offset by the non-cash pre-tax gains on the deemed disposals of a portion of our investment in SPARC Group of $145.8 million and ABG of $48.9 million during 2023.

Previous wording

Income and other tax expense increased $55.5 million primarily due to increased tax expense of $103.7 million from the gain on sale of our remaining interest in ABG during 2024, partially offset by a tax benefit related to unfavorable year-over-year operations from other platform investments.

Current wording

Income and other tax expense increased $14.9 million primarily due to increased tax expense of $103.7 million from the gain on sale of our remaining interest in ABG during 2024, partially offset by the tax impact in 2023 from the SPARC and ABG dilutions gains of $49.1 million and a tax benefit related to unfavorable year-over-year operations from other platform investments.

Previous wording

Income from unconsolidated entities decreased $104.5 million primarily due to lower results of operations year-over-year from our other platform investments, partially offset by improved performance by our U.S. joint venture properties.

Current wording

Income from unconsolidated entities decreased $141.5 million primarily due to lower results of operations from our other platform investments, partially offset by strong results and improved performance by our U.S. joint venture properties.

Previous wording

During the first six months of 2024, we recognized a gain from the disposition of a property held in our TRG portfolio, our share of which was $10.6 million, partially offset by a $3.3 million loss on the disposition of certain assets by Klépierre. During the first six months of 2023, we recorded a $9.3 million loss on the disposition of certain assets by Klépierre, partially offset by a $4.9 million gain on excess insurance proceeds

Current wording

During the first nine months of 2024, we recorded a net gain of $6.8 million, which primarily related to a gain from the disposition of a property held in our TRG portfolio, our share of which was $10.6 million, partially offset by a $6.0 million loss on the disposition of certain assets by Klépierre. During the first nine months of 2023, we recorded a net loss of $9.9 million, which primarily related to the disposition of certain assets by Klépierre.

Previous wording

Simon’s net income attributable to noncontrolling interests increased $4.8 million due to an increase in the net income of the Operating Partnership.

Current wording

Simon’s net income attributable to noncontrolling interests increased $31.7 million due to an increase in the net income of the Operating Partnership.

Previous wording

Because we own long-lived income-producing assets, our financing strategy relies primarily on long-term fixed rate debt. Floating rate debt comprised 0.9% of our total consolidated debt at June 30, 2024. We also enter into interest rate protection agreements from time to time to manage our interest rate risk. We derive most of our liquidity from positive net cash flow from operations and distributions of capital from unconsolidated entities that totaled $2.0 billion in the aggregate during the six months ended June 30, 2024. The Credit Facilities and the Commercial Paper program provide alternative sources of liquidity as our cash needs vary from time to time. Borrowing capacity under these sources may be increased as discussed further below.

Current wording

Because we own long-lived income-producing assets, our financing strategy relies primarily on long-term fixed rate debt. Floating rate debt comprised 0.9% of our total consolidated debt at September 30, 2024. We also enter into interest rate protection agreements from time to time to manage our interest rate risk. We derive most of our liquidity from positive net cash flow from operations and distributions of capital from unconsolidated entities that totaled $3.0 billion in the aggregate during the nine months ended September 30, 2024. The Credit Facilities and the Commercial Paper program provide alternative sources of liquidity as our cash needs vary from time to time. Borrowing capacity under these sources may be increased as discussed further below.

Previous wording

Our balance of cash and cash equivalents increased $65.4 million during the first six months of 2024 to $1.2 billion as of June 30, 2024 as a result of the operating and financing activity, as further discussed in “Cash Flows” below. Additionally, our short-term investments balances increased $300.0 million to $1.3 billion during the first six months of 2024.

Current wording

Our balance of cash and cash equivalents increased $1.0 billion during the first nine months of 2024 to $2.2 billion as of September 30, 2024 as a result of the operating and financing activity, as further discussed in “Cash Flows” below. Additionally, our short-term investments balances decreased $700.0 million to $300.0 million during the first nine months of 2024.

Previous wording

On June 30, 2024, we had an aggregate available borrowing capacity of approximately $8.1 billion under the Credit Facilities, net of outstanding borrowings of $305.0 million and letters of credit of $58.6 million. For the six months ended June 30, 2024, the maximum aggregate outstanding balance under the Credit Facilities was $305.0 million and the weighted average outstanding balance was $305.0 million. The weighted average interest rate was 5.30% for the six months ended June 30, 2024.

Current wording

On September 30, 2024, we had an aggregate available borrowing capacity of approximately $8.1 billion under the Credit Facilities, net of outstanding borrowings of $325.1 million and letters of credit of $58.6 million. For the nine months ended

Previous wording

Our net cash flow from operating activities and distributions of capital from unconsolidated entities for the six months ended June 30, 2024 totaled $2.0 billion. In addition, we had net repayments of debt from our debt financing and repayment activities of $818.7 million in the first six months of 2024. These activities are further discussed below under “Financing and Debt.” During the first six months of 2024, we also:

Current wording

Our net cash flow from operating activities and distributions of capital from unconsolidated entities for the nine months ended September 30, 2024 totaled $3.0 billion. In addition, we had net repayments of debt from our debt financing and repayment activities of $806.4 million in the first nine months of 2024. These activities are further discussed below under “Financing and Debt.” During the first nine months of 2024, we also:

Previous wording

At June 30, 2024, our unsecured debt consisted of $20.0 billion of senior unsecured notes of the Operating Partnership and $305.0 million outstanding under the Credit Facility.

Current wording

At September 30, 2024, our unsecured debt consisted of $20.1 billion of senior unsecured notes of the Operating Partnership and $325.1 million outstanding under the Credit Facility.

Previous wording

The Credit Facility has an initial borrowing capacity of $5.0 billion which may be increased in the form of additional commitments in the aggregate not to exceed $1.0 billion, for a total aggregate size of $6.0 billion, subject to obtaining additional lender commitments and satisfying certain customary conditions precedent. Borrowings may be denominated in U.S. dollars, Euro, Yen, Pounds Sterling, Canadian dollars and Australian dollars. Borrowings in currencies other than the U.S. dollar are limited to 97% of the maximum revolving credit amount, as defined. The initial maturity date of the Credit Facility is June 30, 2027. The Credit Facility can be extended for two additional six-month periods to June 30, 2028, at our sole option, subject to satisfying certain customary conditions precedent.

Current wording

The Credit Facility has an initial borrowing capacity of $5.0 billion which may be increased in the form of additional commitments in the aggregate not to exceed $1.0 billion, for a total aggregate size of $6.0 billion, subject to obtaining additional lender commitments and satisfying certain customary conditions precedent. Borrowings may be denominated in U.S. dollars, Euro, Yen, Pounds Sterling, Canadian dollars and Australian dollars. Borrowings in currencies other than the U.S. dollar are limited to 97% of the maximum revolving credit amount, as defined. The initial maturity date of the Credit Facility is June 30, 2027. The Credit

Previous wording

The Supplemental Facility may be increased to $4.5 billion during its term and provides for borrowings denominated in U.S. dollars, Euro, Yen, Pounds, Sterling, Canadian dollars and Australian dollars. Borrowings in currencies other than the U.S. dollar are limited to 100% of the maximum revolving credit amount, as defined. The initial maturity date of the Supplemental Facility is January 31, 2026 and can be extended for an additional year to January 31, 2027 at our sole option, subject to satisfying certain customary conditions precedent.

Current wording

On September 19, 2024, we amended and extended the Supplemental Facility which may be increased to $4.5 billion during its term and provides for borrowings denominated in U.S. dollars, Euro, Yen, Pounds Sterling, Canadian dollars and Australian dollars. Borrowings in currencies other than the U.S. dollar are limited to 100% of the maximum revolving credit amount, as defined. The initial maturity date of the Supplemental Facility was extended to January 31, 2029 and can be extended for an additional year to January 31, 2030 at our sole option, subject to the Company’s continued compliance with the terms thereof.

Previous wording

Borrowings under the Supplemental Facility bear interest, at the Company’s election, at either (i) (x) for Term Benchmark Loans, the Adjusted Term SOFR Rate, the applicable Local Rate, the Adjusted EURIBOR Rate, or the Adjusted TIBOR Rate, (y) for RFR Loans, if denominated in Sterling, SONIA plus a benchmark adjustment and if denominated in Dollars, Daily Simple SOFR plus a benchmark adjustment, or (z) for Daily SOFR Loans, the Adjusted Floating Overnight Daily SOFR Rate, in each case of clauses (x) through (z) above, plus a margin determined by our corporate credit rating of between 0.650% and 1.400% or (ii) for loans denominated in U.S. Dollars only, the base rate (which rate is equal to the greatest of the prime rate, the federal funds effective rate plus 0.500% or Adjusted Term SOFR Rate for one month plus 1.000%) (the “Base Rate”), plus a margin determined by our corporate credit rating of between 0.000% and 0.400%. The Supplemental Facility includes a facility fee determined by our corporate credit rating of between 0.100% and 0.300% on the aggregate revolving commitments under the Supplemental Facility. Based upon our current credit ratings, the interest rate on the Supplemental Facility is SOFR plus 72.5 basis points, plus a spread adjustment to account for the transition from LIBOR to SOFR.

Current wording

Borrowings under the Supplemental Facility bear interest, at the Company’s election, at either (i) (x) for Term Benchmark Loans, the Adjusted Term SOFR Rate, the applicable Local Rate, the Adjusted EURIBOR Rate, the Adjusted Term CORRA Rate, or the Adjusted TIBOR Rate, (y) for RFR Loans, if denominated in Sterling, SONIA plus a benchmark adjustment, if denominated in Dollars, Daily Simple SOFR plus a benchmark adjustment, and if denominated in Canadian Dollars, Daily Simple CORRA plus a benchmark adjustment or (z) for Daily SOFR Loans, the Adjusted Floating Overnight Daily SOFR Rate, in each case of clauses (x) through (z) above, plus a margin determined by the Company’s corporate credit rating of between 0.650% and 1.400% or (ii) for loans denominated in U.S. Dollars only, the base rate (which rate is equal to the greatest of the prime rate, the NYFRB Rate plus 0.500% or Adjusted Term SOFR Rate for one month plus 1.000%) (the “Base Rate”), plus a margin determined by the Company’s corporate credit rating of between 0.000% and 0.400%. The Supplemental Facility includes a facility fee determined by the Company’s corporate credit rating of between 0.100% and 0.300% on the aggregate revolving commitments under the Supplemental Facility. Based upon our current credit ratings, the interest rate on the Supplemental Facility is SOFR plus 72.5 basis points, plus a spread adjustment to account for the transition from LIBOR to SOFR.

Previous wording

At June 30, 2024, we had an aggregate available borrowing capacity of $8.1 billion under the Credit Facilities. The maximum aggregate outstanding balance under the Credit Facilities, during the six months ended June 30, 2024 was $305.0 million and the weighted average outstanding balance was $305.0 million. Letters of credit of $58.6 million were outstanding under the Credit Facilities as of June 30, 2024.

Current wording

At September 30, 2024, we had an aggregate available borrowing capacity of $8.1 billion under the Credit Facilities. The maximum aggregate outstanding balance under the Credit Facilities, during the nine months ended September 30, 2024 was $325.1 million and the weighted average outstanding balance was $306.3 million. Letters of credit of $58.6 million were outstanding under the Credit Facilities as of September 30, 2024.

Previous wording

The Operating Partnership also has available a Commercial Paper program. The Operating Partnership may issue unsecured commercial paper notes, denominated in U.S. dollars, Euro and other currencies. Notes issued in non-U.S. currencies may be issued by one or more subsidiaries of the Operating Partnership and are guaranteed by the Operating Partnership. Notes are sold under customary terms in the U.S. and Euro commercial paper note markets and rank (either by themselves or as a result of the guarantee described above) pari passu with the Operating Partnership’s other unsecured senior indebtedness. The Commercial Paper program is supported by the Credit Facilities and, if necessary or appropriate, we may make one or more draws under either of the Credit Facilities to pay amounts outstanding from time to time on the Commercial Paper program. On June 30,

Current wording

The Operating Partnership also has available a Commercial Paper program. The Operating Partnership may issue unsecured commercial paper notes, denominated in U.S. dollars, Euro and other currencies. Notes issued in non-U.S. currencies may be issued by one or more subsidiaries of the Operating Partnership and are guaranteed by the Operating Partnership. Notes are sold under customary terms in the U.S. and Euro commercial paper note markets and rank (either by themselves or as a result of the guarantee described above) pari passu with the Operating Partnership’s other unsecured senior indebtedness. The Commercial Paper program is supported by the Credit Facilities and, if necessary or appropriate, we may make one or more draws under either of the Credit Facilities to pay amounts outstanding from time to time on the Commercial Paper program. On September 30, 2024, we had no outstanding balance under the Commercial Paper program. Borrowings reduce amounts otherwise available under the Credit Facilities.

Previous wording

On November 14, 2023, the Operating Partnership completed the issuance of €750.0 million senior unsecured bonds ($808.0 million U.S. dollar equivalent) with a maturity date of November 14, 2026 and a fixed interest rate of 3.50%. The bonds are exchangeable into shares of Klépierre at the option of the holder of the bond at an initial common price of €27.2092. We may elect to settle the exchange with cash instead of shares. The proceeds were used to repay €750.0 million ($815.4 million U.S. dollar equivalent) outstanding under the Supplemental Facility on November 17, 2023. The exchangeable option within the bonds has been determined to meet the criteria for bifurcation as previously discussed in Note 3.

Current wording

On November 14, 2023, the Operating Partnership completed the issuance of €750.0 million senior unsecured bonds ($808.0 million U.S. dollar equivalent) with a maturity date of November 14, 2026 and a fixed interest rate of 3.50%. The bonds are exchangeable into shares of Klépierre at the option of the holder of the bond at an initial common price of €27.2092. We may elect to settle the exchange with cash instead of shares. The proceeds were used to repay €750.0 million ($815.4 million U.S.

Previous wording

On November 9, 2023, the Operating Partnership completed the issuance of the following senior unsecured notes: $500 million with a fixed interest rate of 6.25% and $500 million with a fixed interest rate of 6.65%, with maturity dates of January 15, 2034 and January 15, 2054, respectively. The proceeds were used to redeem, at par, its $600 million 3.75% notes at maturity on February 1, 2024.

Current wording

On November 9, 2023, the Operating Partnership completed the issuance of the following senior unsecured notes: $500 million with a fixed interest rate of 6.25% and $500 million with a fixed interest rate of 6.65%, with maturity dates of January 15, 2034 and January 15, 2054, respectively. The proceeds were used to redeem, at par, its $600 million 3.75% senior unsecured notes at maturity on February 1, 2024.