Wpg june 2014 presentation (2)

WASHINGTON PRIME GROUP MAY 2014

Washington Prime Group

June 2014 Presentation

JUNE 2014 WASHINGTON PRIME GROUP

JUNE 2014 WASHINGTON PRIME GROUP

Disclaimer

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

The information in this presentation has been included in good faith but is for general informational purposes only. All reasonable care has been taken to ensure that the information contained herein is not untrue or misleading. It should not be relied on for any specific purpose and no representation or warranty is given regarding its accuracy or completeness. Neither the Company, its shareholders, its officers or employees nor any other person shall be liable for any loss, damage or expense arising out of any access to or use of this presentation. Neither the presentation nor any discussions based on or in connection with it will impose any obligation on the Company or its affiliates with respect to a potential transaction or transactions. Information may be accurate only as of March 31, 2014.

This investor presentation includes forward-looking statements regarding estimated non-GAAP measures of initial year net operating income, or NOI, for WPG based upon the assets currently expected to be included in WPG. While these forward-looking figures are only estimates (including that they are subject to the factors noted above under “Forward-Looking Statements”), WPG believes that NOI is helpful to investors because they are widely recognized measures of the performance of real estate investment trusts and provide a relevant basis for comparison among REITs. Our estimation of these non‐GAAP measures with respect to WPG may not be the same as similar measures would be reported by other REITs. These non‐GAAP financial measures should not be considered as alternatives to net income as a measure of operating performance or to cash flows computed in accordance with GAAP as a measure of liquidity, nor are they indicative of cash flows from operating and financial activities. More information is available at www.washingtonprime.com.

2

http://www.washingtonprime.com/





WASHINGTON PRIME GROUP 3

Introduction

Washington Prime is a unique new retail REIT, spun from its Simon Property

Group roots. WPG combines a national, very profitable real estate portfolio

with an investment grade balance sheet as well as a proven and aggressive

management team and board, to grow in the fragmented U.S. community-vital

shopping center sector. WPG is neither a mall company nor a strip center

company and will leverage its expertise across the entire shopping center

space including community center, lifestyle center and mall-format properties.

We are a "franchise value" shopping center platform poised to grow.

JUNE 2014


The Company

Portfolio: 98 property diversified, stable cash flow national shopping center portfolio

Financial strength: Sector leading balance sheet with an investment grade rating (S&P: BBB

(Stable) / Moody’s: Baa2 (Stable) / Fitch: BBB (Stable))

Growth strategies:

— Internal growth through rent and occupancy gains

— Redevelopment of existing properties

— New ground-up development

— Acquisitions building on WPG’s national platform for locally important and productive retail

assets

Management: Long and successful track-record

SPG relationship: Ongoing relationship with the leadership and management of the Simon

Property Group

Attractive dividend: Expected to be at least $1.00 per WPG share annually

Washington Prime is a newly formed company which was spun off from Simon Property Group effective May 28, 2014

JUNE 2014


Overview

$100 million of identified opportunities

Proven track record of successful new developments

Opportunity enhanced by limited new supply

$200 million identified redevelopment pipeline

Additions of anchors Additions of other

mixed-use components

Specialty store expansions

Rigorous asset management

Innovative tenanting approaches

Strategic capital allocation

Internal Growth Redevelopment of

Existing Assets New Ground-Up

Development

Strong, investment grade balance sheet supports pursuit of attractive growth opportunities

Highly fragmented ownership in the local shopping center universe

Extensive transaction experience

Attractive low cost of capital

Opportunistic Acquisitions

Use our financial strength, portfolio stability and management acumen to deliver attractive total returns to shareholders

JUNE 2014


The Portfolio Shopping centers well-diversified by size and geography

FL18.8%

TX14.3%

IL10.0%

OH8.3%

IN6.1%

VA5.2%

KS4.1%

CO3.7%

TN3.4%

IA2.8%

Other23.1%

Portfolio Highlights

NOI Composition by Region2 Size Diversity1 Geographic Diversity of Sq. Ft.

Performance Snapshot

>500K SF 50 Assets (51%)200-500K SF

29 Assets (30%)

<200K SF 19 Assets (19%)

Florida19%

Texas14%

Midwest22%

Other45%

Total

2013 NOI (at share) $418mm

2013 Comparable NOI Growth (∆ from 2012) 2.9%

December 31, 2013 Occupancy 92.8%

Change from December 31, 2012 90 bps

Footprints ranging from 100K – 1.2 million sq. ft.

Presence in 23 states

No property accounts for >3% of total annual base minimum rental revenue

Assets generally sized to market demand

Note: Data is as of December 31, 2013 unless otherwise stated. See Appendix for a reconciliation of net income to NOI. 1. Based on percentage of total square feet. 2. Based on WPG’s share of NOI for year ended December 31, 2013.

JUNE 2014


Diversified Tenant Base No tenant accounts for more than 2.5% of total annual minimum base rental revenues

Top Inline Store Tenants1 Top Anchors1

% of Total % of Total % of Total % of Total

Portfolio Base Portfolio Base

Tenant Stores SF (000s) Sq. Ft. Min. Rent2 Tenant Stores SF (000s) Sq. Ft. Min. Rent

2

99 474 0.9% 2.5% 16 702 1.3% 1.6%

106 431 0.8% 2.4% 37 4,752 9.0% 1.3%

Ascena Retail Group Inc. 89 454 0.9% 1.7% 14 1,216 2.3% 1.3%

Sterling Jewelers, Inc. 56 95 0.2% 1.7% 15 479 0.9% 1.0%

80 73 0.1% 1.5% 7 418 0.8% 1.0%

Luxottica Group SPA 78 210 0.4% 1.4% 12 368 0.7% 0.9%

93 134 0.3% 1.2% 10 860 1.6% 0.8%

40 221 0.4% 1.2% 8 406 0.8% 0.8%

The Finish Line, Inc. 38 215 0.4% 1.1% 43 6,221 11.8% 0.7%

27 359 0.7% 1.0% 13 1,727 3.3% 0.0%

Total 706 2,667 5.1% 15.7% Total 175 17,149 32.5% 9.4%

1. Sorted by percentage of total base minimum rent. 2. Total base minimum rent represents 2013 combined base rental revenues.

JUNE 2014


Stable Operating Platform

Note: Data is as of December 31, 2013 for all open air center square footage and mall small shop square footage unless otherwise stated.

$18.65

$18.81 $18.86

2011 2012 2013

• Approximately 1,500 new and renewed leases

• Over 4.6 million square feet

• New leasing activity is at rates above portfolio average rent

Increasing Occupancy Strong New Leasing Results

Stable Rent per Square Foot Significant Leasing Activity (2012-2013)

91.4%

91.9%

92.8%

2011 2012 2013

$17.79

$27.64

$19.41 $21.06

Initial Base Minimum Rent PSF Tenant Allowance PSF

2012 2013

JUNE 2014


Well-Staggered Lease Expiration Schedules

Lease Expiration Schedules1

Inli

ne

Sto

res

and

Fr

ee

stan

din

g A

nch

or

Ten

ants

9.4%

11.5% 10.9%

8.5%6.9%

4.9%

MTM / 2014 2015 2016 2017 2018 2019

1.1%2.6% 2.9%

1.9%3.1%

1.7%

MTM / 2014 2015 2016 2017 2018 2019

Wtd. Avg. Base Rent PSF of All Expiring Leases1,2

$17.593 $16.40 $15.00 $15.23 $15.36 $14.50

1. Includes all leased space. Based on percentage of gross annual rental revenue. Gross annual rental revenue represents 2013 consolidated and joint venture combined base rental revenue for the portfolio. Excludes specialty leasing agreements with terms in excess of 12 months.

2. Based on base minimum rent per square foot as of December 31, 2013. 3. Reflects average base minimum rent for both month-to-month leases and leases expiring in 2014, weighted by square feet.

JUNE 2014


Florida Portfolio Highlights

• % Total 2013 NOI (at share): 18.7%

• 2013 NOI growth: 3.0%

• Occupancy (as of 12/31/13): 91.3%

Geographic Footprint Key Statistics

Sample Properties

Boynton Beach Mall

Edison Mall

Gulf View Square

Melbourne Square

Westland Park Plaza

Gaitway Plaza

Port Charlotte Town Center

Seminole Town Center

Waterford Lakes Town Center

Royal Eagle Plaza

University Town Plaza

West Town Corners

Open Air Centers Malls

Paddock Mall

Highland Lakes Center

Orange Park Mall

Edison Mall

1,053K SF 94.2% leased

3.0% of Total 2013 NOI

Waterford Lakes

994K SF 99.0% leased


Properties are well positioned to benefit from population growth and the ongoing recovery of the Florida housing market and economy

JUNE 2014


• 2013 NOI growth: 5.6%

• Occupancy (as of 12/31/13): 93.7%


Texas Portfolio Highlights

Geographic Footprint Key Statistics

Sample Properties

Portfolio has significant exposure to desirable Austin market and benefits from an overall robust Texas economy


Richardson Square Irving Mall

Shops @ Northeast Mall

Longview Mall Sunland Park Mall

Gateway Centers Lakeline Plaza & Village

Shops @ Arbor Walk

Wolf Ranch

Rolling Oaks Mall

Palms Crossing (incl Phase II land) Valle Vista Mall

Arboretum

Gateway Centers



Sunland Park Mall



JUNE 2014


Midwest Portfolio Highlights Significant, stable cash flow generated from key Midwest markets

OHIO

Sample Properties

Great Lakes Mall

Lima Mall

Richmond Town Square

Southern Park Mall

Lima Center

ILLINOIS INDIANA

Lincolnwood Town Center

Northwoods Shopping Center

River Oaks Center

Bloomingdale Court

Countryside Plaza

Forest Plaza Lake Plaza

Lake View Plaza

Lincoln Crossing

Matteson Plaza

White Oaks Plaza & Convention Center

Muncie Mall

Markland Mall

Clay Terrace

Greenwood Plus Keystone Shoppes

Markland Plaza Muncie Plaza

New Castle Plaza

Northwood Plaza

Tippecanoe Plaza

University Center

Village Park Plaza Washington Plaza

Key Statistics


Lincolnwood Town Center



Northwoods Shopping Center



Muncie Mall



Great Lakes Mall

1,232K SF 91.5% leased



• 2013 NOI growth: 1.3%

• Occupancy (as of 12/31/13): 95.5%

JUNE 2014


Proven Management

• Current SPG Mall team will continue to lease and manage mall format assets, subject to direction from WPG CEO, Mark Ordan

• Existing SPG Community / Lifestyle Center Team (now a part of WPG), led by Myles Minton, will continue to lease and manage open air assets

• “Back office” functions, leasing, marketing, development and analysis provided by in-place SPG team through two year property management and transition service agreements

• Executive support and oversight from board members including SPG CEO, David Simon, and SPG President, Rick Sokolov

• Independent board members with deep backgrounds in real estate, investing, technology, accounting and financial controls and governance

JUNE 2014


Beneficial Ongoing Relationship with SPG

• Services provided include IT, accounts payable, payroll, other financial functions, select engineering support and other administrative services

• Charges anticipated to be breakeven to WPG

• Two year term

Transition Services

Agreement

• SPG will manage, lease, maintain and operate our enclosed malls under the direction of our executive management team

• We will pay annual property management fees to SPG ranging from 2.5 to 4.0% of base minimum and percentage rents

• SPG will also be paid fees for its leasing and development services at each of these enclosed malls

• Initial two year term with automatic one year renewals unless terminated by either party

Property Management Agreements

We will benefit from SPG’s property management, leasing and development functions and the efficiency and continuity arising from SPG continuing to provide administrative functions

JUNE 2014


Dedicated Management Team

• 20+ years of Corporate Financial Management • Former CAO and CFO of Sunrise Senior Living, helped lead turnaround • Former VP Accounting / Finance, The Mills Corporation and JER

Mark Ordan Chief Executive Officer

Marc Richards Chief Financial Officer

Myles Minton Chief Operating Officer

• President of Simon Property Group’s Community / Lifestyle Centers division • Former development VP for The Cambridge Company Development Corp.

• Senior VP, Capital Markets Group / Legal at Simon Property Group • Former Real Estate Attorney at Morgan Stanley Mortgage Capital

Robert Demchak General Counsel

• 25 years of senior banking and capital markets experience • Senior leadership roles at Simon Property Group and The Mills Corporation • Former VP Commercial Real Estate at SunTrust Bank

Michael Gaffney Senior VP, Head of

Capital Markets

• CEO & Board Member for 25 years of private and public retail and real estate companies • Led turnaround and sale of Sunrise Senior Living and The Mills Corporation, both

generating outsized shareholder returns • Former Chairman of Federal Realty; led management restructure • Founder and Former CEO of Fresh Fields; sold to Whole Foods (NASDAQ: WFM)

External recruits and former SPG employees provide both new perspectives and continuity

JUNE 2014


Strong Corporate Governance

• No staggered board (directors elected annually)

• Independent lead director

• Fully independent audit, compensation and governance & nominating committee

• No shareholder rights plan

Name Position Age Experience

Richard Sokolov Chairman 64 Director, President and COO of SPG since 1996

Mark Ordan CEO & Director 54 Former CEO of Sunrise Senior Living and The Mills Corporation

David Simon Director 52 Director of SPG since 1993, CEO since 1995 and Chairman since 2007

Louis Conforti Independent Director 49 Senior Managing Director of Balyasny Asset Management and Principal of Colony Capital

Robert Laikin Independent Director 50 Founder, Chairman and CEO of BrightPoint, Inc

Jacquelyn Soffer Independent Director 48 Principal for Turnberry Associates

Marvin White Independent Director 52 System VP and CFO of St. Vincent Hospital in Indianapolis

Board of Directors

A focus on shareholder value through an experienced and aligned board, shareholder-friendly governance provisions and a continued relationship with SPG

JUNE 2014


Value-Add Redevelopment Capabilities

$31.6mm $30.6mm

$73.6mm

$44.3mm

2011 2012 2013 2014 / 2015 Approved Planned

Development Activity 1

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

Substantial investment has been made in WPG’s assets to attract and expand key anchor tenants

A pipeline of approximately $200 million of future redevelopment projects has been identified

1. Based on amounts approved as of December 31, 2013.

JUNE 2014


Redevelopment Case Study: University Town Plaza

• $28 million invested

• Enclosed mall space demolished, property converted into a community shopping center

• Maintained existing anchors while expanding tenant base with small shops, restaurants and the following additional anchors:

• Yield: 9.1%

SPG TO PROVIDE PICTURE

Before

After

Reconfiguring an existing enclosed mall to an open air shopping center

Complementary retail assets enable us to employ a broad array of leasing, management and development strategies to make each property as productive as possible

JUNE 2014


Substantial Ground-Up New Development Capabilities

• Experienced team with proven track record of successful ground-up developments

— Top four development executives have an average of 24 years’ experience

• 35 of our assets were developed from the ground up by WPG team

• We see opportunities for focused new development projects to satisfy demand from existing and prospective tenants seeking to open new stores or test new store formats

• Already identified $100 million pipeline of ground-up development projects

— Fairfield Town Center (Houston, TX)

— Palms Crossing Phase II (McAllen, TX)

Select Initial Assets Developed by WPG

Waterford Lakes Orlando, FL

Year Built: 1999 949,933 sq. ft.

ROI: 14.9%

Clay Terrace Carmel, IN


ROI: 10.5%

Shops at Arbor Walk Austin, TX


ROI: 11.1%

Wolf Ranch Georgetown, TX Year Built: 2005 627,804 sq. ft.

ROI: 8.3%

Note: Data is as of December 31, 2013 unless otherwise stated.

JUNE 2014


Limited New Supply Environment

2.8% 2.5%

1.1%

0.4% 0.3% 0.2% 0.2%

2007 2008 2009 2010 2011 2012 2013

1.6%

1.9%

0.9%

0.2% 0.2% 0.1%

0.2%

2007 2008 2009 2010 2011 2012 2013

New Community Center Supply1

New Mall Supply1

Source: ICSC / CoStar. 1. Based on year-over-year GLA growth.

New construction in the retail real estate industry is at a 30-year cyclical low

JUNE 2014


Significant Acquisition Opportunities

• Key acquisition investment criteria:

— Attractive “going-in” cap rate

— Near-term re-tenanting opportunities

— Expansion potential

— Above average growth prospects

• Fragmented ownership of shopping centers offers significant acquisition opportunities for WPG’s accomplished and dedicated management team

• Ability to acquire malls and community centers given existing diverse portfolio and management’s complementary skills

• WPG’s strong balance sheet enhances acquisition prospects

• WPG has the ability to offer an attractive equity currency to sellers seeking tax-deferral and/or other benefits

Selected Acquisitions by WPG Team

Arboretum Austin, TX

Year Acquired: 1998 194,972 sq. ft.

ROI: 10.3%

Mesa Mall Grand Junction, CO Year Acquired: 1998

880,469 sq. ft. ROI: 9.3%

Charlottesville Fashion Square Charlottesville, VA


ROI: 9.3%

Denver West Denver, CO


ROI: 11.7%

Gateway Centers Austin, TX


ROI: 6.2%

Note: Data is as of December 31, 2013 unless otherwise stated.

JUNE 2014


Strong, Investment Grade Balance Sheet

1. Revolving credit facility and/or term loan can be increased by up to $400 million (for a maximum of $1.8 billion in total) via the exercise of the accordion feature.

Strong, investment grade ratings

— S&P: BBB (Stable)

— Moody’s: Baa2 (Stable)

— Fitch: BBB (Stable)

Low leverage

— Net Debt / TTM NOI of 4.7x

— Fixed Charge Coverage of 3.8x

Access to multiple sources of capital

Strong and immediate liquidity to fund growth opportunities

— $900 million revolving credit facility ($797 million current availability)1

Primarily fixed-rate debt

Limited number of joint ventures

— Enhances portfolio control and flexibility

JUNE 2014


Strong, Investment Grade Balance Sheet

Unsecured

Term Loan25%

Secured

Mortgage Debt

70%

Unsecured Revolving

Credit Facility5%

Opening Balance Sheet1

Debt Maturity Schedule1

27 55

823

61

8

103

500

$64 $88

$293

$40 $4

$658

$831

2014 2015 2016 2017 2018 2019 Thereafter

Consolidated Mortgage Debt (at share) Unconsolidated Mortgage Debt (at share) Revolving Credit Facility Term Loan

Total: $1,978mm

Note: $ in millions. Assumes extension options on revolving credit facility and term loan are exercised. 1. As of December 31, 2013, pro forma for borrowings and refinancings subsequent to December 31, 2013.

Well-staggered profile with limited near

term maturities

Large, diverse pool of unencumbered assets

provides financial flexibility

— 59 assets (60% of total)

— 29.9mm sq. ft. (56% of total)

— $234mm of NOI (56% of total)

JUNE 2014


Balance Sheet Positioned for Growth

25%

78%

73%

68%

61% 58% 58% 57%

49%

44%

WPG BRX KIM RSE CBL DDR PEI REG WRI GRT

4.7x

9.0x

7.9x 7.8x

7.3x 7.1x 6.9x

6.5x 6.1x

5.8x

WPG RSE GRT DDR CBL REG BRX PEI WRI KIM

40%

68% 67%

63%

60%

55% 54%

51% 49%

46%

WPG RSE REG CBL BRX KIM GRT DDR PEI WRI

Net Debt / TTM NOI¹ Debt / Total Undepreciated Assets2 Percentage of Total Debt Maturing Prior to December 31, 2018

Low-leveraged balance sheet positions the company to capitalize on growth opportunities

Source: Company filings as of December 31, 2013. Note: Assumes all debt extension options are exercised. Debt balances include pro rata share of joint venture debt. WPG data is pro forma for borrowings and refinancings subsequent to

December 31, 2013. 1. TTM NOI is calculated for the twelve months ending December 31, 2013. 2. Total undepreciated assets calculated as the sum of total assets and accumulated depreciation.

Stronger balance sheet than peers is a distinct competitive advantage

JUNE 2014

WASHINGTON PRIME GROUP MAY 2014

Appendix

WASHINGTON PRIME GROUP JUNE 2014


Reconciliation of Net Operating Income (“NOI”)

($ in 000s)

Three Months Ended March 31, Year Ended December 31,

Reconciliation of net income to NOI: 2014 2013 2013 2012

Consolidated net income $41,502 $55,853 $187,334 $156,390

Depreciation and amortization of consolidated and unconsolidated entities 49,846 49,053 197,905 203,165

Interest expense of consolidated and unconsolidated entities 17,468 17,189 69,380 72,630

Income, other taxes and other 2,754 5,019 14,221 23,194

Less: Gain on sale of interests in properties (219) (14,801) (14,640) (4,124)

Total NOI of our portfolio $111,351 $112,313 $454,200 $451,255

Less: Joint venture partners' share of NOI (8,194) (9,843) (36,079) (40,347)

Our share of NOI $103,157 $102,470 $418,121 $410,908

Increase in our share of NOI from prior period 0.7% 1.8%

Total NOI of our portfolio $454,200 $451,255

NOI from non-comparable properties 5,469 15,223

Total NOI of comparable properties $448,731 $436,032

Increase in NOI of comparable properties 2.9%

JUNE 2014

Investor Relations

Wpg june 2014 presentation (2)