西蒙地产 2025年季度报告

FORM10-Q (Mark One) Indicate by check mark whether the Registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the Securities Exchange Act of 1934 duringthe preceding 12months (or for such shorter period that the Registrant was required to file such reports), and (2)has been subject to such filing requirements for the past EXPLANATORY NOTE This report combines the quarterly reports on Form10-Q for the quarterly period ended June 30,2025 of SimonProperty Group,Inc., an Indiana corporation, and Simon Property Group,L.P., an Indianalimited partnership. Unless stated otherwise or the context otherwise requires, references to “Simon” meanSimon Property Group,Inc. and references to the “Operating Partnership” mean Simon Property Group,L.P.Referencesto“we,”“us”and“our”mean collectively Simon,the Operating Partnership and thoseentities/subsidiaries owned or controlled by Simon and/or the Operating Partnership. Simon is a real estate investment trust, or REIT, under the Internal Revenue Code of 1986, asamended, or the Internal Revenue Code. We are structured as an umbrella partnership REIT under whichsubstantially all of our business is conducted through the Operating Partnership, Simon’s majority-ownedpartnership subsidiary, for which Simon is the general partner. As of June 30, 2025, Simon owned anapproximate 86.6% ownership interest in the Operating Partnership, with the remaining 13.4% ownershipinterest owned by limited partners. As the sole general partner of the Operating Partnership, Simon hasexclusive control of the Operating Partnership’s day-to-day management. We operate Simon and the Operating Partnership as one business. The management of Simonconsists of the same members as the management of the Operating Partnership. As general partner withcontrol of the Operating Partnership, Simonconsolidates the Operating Partnership for financial reportingpurposes, and Simon has no material assets or liabilities other than its investment in the OperatingPartnership. Therefore, the assets and liabilities of Simon and the Operating Partnership are the same ontheir respective financial statements. Webelieve that combining the quarterly reports on Form 10-Q of Simon and the OperatingPartnership into this single report provides the following benefits: ●enhancesinvestors’understanding of Simon and the Operating Partnership by enablinginvestors to view the business as a whole in the same manner as management views andoperates the business;●eliminatesduplicative disclosure and provides a more streamlined presentation sincesubstantially all of the disclosure in this report applies to both Simon and the OperatingPartnership; and●creates time and cost efficiencies through the preparation of one combined report instead of twoseparate reports. We believe it is important for investors to understand the few differences between Simon and theOperating Partnership in the context of how we operate as a consolidated company. The primary differenceis that Simon itself does not conduct business, other than acting as the general partner of the OperatingPartnership and issuing equity or equity-related instruments from time to time. In addition, Simon itself doesnot incur any indebtedness, as all debt is incurred by the Operating Partnership or entities/subsidiariesowned or controlled by the Operating Partnership. The Operating Partnership holds, directly or indirectly, substantially all of our assets, including ourownership interests in our joint ventures. The Operating Partnership conducts substantially all of ourbusiness and is structured as a partnership with no publicly traded equity. Except for the net proceeds fromequity issuances by Simon, which are contributed to the capital of the Operating Partnership in exchange for,in the case of common stock issuances by Simon, common units of partnership interest in the OperatingPartnership, or units, or, in the case of preferred stock issuances by Simon, preferred units of partnershipinterest in the Operating Partnership, or preferred units, the Operating Partnership, directly or indirectly,generates the capital required by our business through its operations, the incurrence of indebtedness,proceeds received from the disposition of certain properties and joint ventures and the issuance of units orpreferred units to third parties. The presentation of stockholders’ equity, partners’ equity and noncontrolling interests are the mainareas of difference between the consolidated financial statements of Simon and those of the OperatingPartnership. The differences between stockholders’ equity and partners’ equity result from differences in theequity issued at the Simon and Operating Partnership levels. The units held by limited partners in theOperatingPartnership are accounted for as partners’equity in the Operating Partnership’s financialstatements and as noncontrolling interests in Simon’s financial statements. The noncontrolling interests inthe Operating Partn