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Exhibit 99.2

M A C K-C A L I    R E A L T Y    C O R P O R A T I O N

NEWS RELEASE

For Immediate Release

Contact:   Barry Lefkowitz
Executive Vice President
and Chief Financial Officer
(908) 272-8000
  Virginia Sobol
Vice President, Marketing
and Public Relations
(908) 272-8000

MACK-CALI REALTY CORPORATION
ANNOUNCES FOURTH QUARTER RESULTS

        CRANFORD, NEW JERSEY—March 3, 2005—Mack-Cali Realty Corporation (NYSE: CLI) today reported its results for the fourth quarter and full year 2004.

        Highlights of the quarter included:


FINANCIAL HIGHLIGHTS

        Net income available to common shareholders for the fourth quarter 2004 equaled $30.3 million, or $0.49 per share, versus $27.4 million, or $0.47 per share, for the same quarter last year. For the year ended December 31, 2004, net income available to common shareholders equaled $100.5 million, or $1.65 per share, versus $141.4 million, or $2.43 per share, for 2003.

        Funds from operations (FFO) available to common shareholders for the quarter ended December 31, 2004 amounted to $67.9 million, or $0.90 per share, versus $66.5 million, or $0.91 per share, for the quarter ended December 31, 2003. For the year ended December 31, 2004, FFO available to common shareholders amounted to $270.1 million, or $3.60 per share, versus $275.7 million, or $3.82 per share, for the same period last year.

        Total revenues for the fourth quarter 2004 increased 5.8 percent to $152.1 million as compared to $143.7 million for the same quarter last year.

        For the year ended December 31, 2004, total revenues amounted to $589.0 million, an increase of 3.5 percent over total revenues of $569.3 million for the same period last year.

        All per share amounts presented above are on a diluted basis.

        The Company had 61,038,875 shares of common stock, 10,000 shares of 8 percent cumulative redeemable perpetual preferred stock ($25,000 liquidation value per share), 7,616,447 common operating partnership units and 215,018 of $1,000-face-value preferred operating partnership units outstanding as of December 31, 2004.

        The outstanding preferred units are convertible into 6,205,425 common operating partnership units. Assuming conversion of all preferred units into common units, the Company had a total of 74,860,747 shares/common units outstanding at December 31, 2004.

        As of December 31, 2004, the Company had total indebtedness of approximately $1.7 billion, with a weighted average annual interest rate of 6.32 percent. The Company had a total market capitalization of $5.2 billion and a debt-to-undepreciated assets ratio of 37.9 percent at December 31, 2004. The Company had an interest coverage ratio of 3.5 times for the quarter ended December 31, 2004.



        Mitchell E. Hersh, president and chief executive officer, commented, "We continue to stay focused on our strategic plan of securing long-term leases with top-quality tenants, enhancing our presence in core Northeast markets, and strengthening our balance sheet so we are well-positioned to capitalize on a recovering economy."

        The following is a summary of the Company's recent activity:


ACQUISITIONS

        In October, the Company acquired 232 Strawbridge Drive, a 74,258 square-foot office property located in Moorestown, New Jersey for $8.7 million. With the acquisition of this property, the Company now owns all three office buildings in Moorestown Corporate Center, totaling 222,258 square feet.

        In December, the Company announced several acquisitions, as follows:

        On March 2, 2005, the Company completed the acquisition of all the interests in 101 Hudson Street, a 1.2 million square-foot Class A office tower on the Jersey City waterfront. The 42-story building was purchased for $329 million.


PROPERTY SALES

        In October, the Company sold Kemble Plaza I, a 387,000 square foot office property located at 340 Mount Kemble Avenue in Morris Township, New Jersey for $77 million.

        In November, the Company sold two office properties in Texas totaling 554,330 square feet for $39.1 million. The properties sold were TriWest Plaza, a 367,018 square-foot, 81.8 percent leased office building located at 3030 LBJ Freeway in Dallas and the Century Building, a 187,312 square-foot, 90.6 percent leased office building located at 84 N.E. Loop 410 in San Antonio.

        In February 2005, the Company completed several property sales, as follows:


FINANCING ACTIVITY

        In November, the Company refinanced its $150 million secured loan from the Prudential Insurance Company of America. The loan carries an interest rate of 4.78 percent, which is a reduction of 212 basis points from the previous loan. The loan, which matures on January 15, 2010, is secured by seven properties. The previous loan was secured by 11 properties.

        Also, in November, the Company's operating partnership, Mack-Cali Realty, L.P., refinanced its unsecured revolving credit facility with a group of 27 lender banks. The $600 million unsecured facility, which is expandable to $800 million, carries an interest rate equal to LIBOR plus 65 basis points,

2



representing a reduction of five basis points from the previous facility. The credit facility, which also carries a facility fee of 20 basis points, has a three-year term with a one-year extension option. The interest rate and facility fee are subject to adjustment, on a sliding scale, based upon the operating partnership's unsecured debt ratings.

        In December, the Company's Board of Directors declared a cash dividend of $0.63 per common share (indicating an annual rate of $2.52 per common share) for the fourth quarter 2004, which was paid on January 18, 2005 to shareholders of record as of January 5, 2005.

        The Board also declared a cash dividend on its 8 percent Series C cumulative redeemable perpetual preferred stock ($25 liquidation value per depositary share, each representing 1/100th of a share of preferred stock) equal to $0.50 per depositary share for the period October 15, 2004 through January 14, 2005. The dividend was paid on January 18, 2005 to shareholders of record as of January 5, 2005.

        In January 2005, the Company's operating partnership, Mack-Cali Realty, L.P., completed the sale of $150 million of 10-year senior unsecured notes. The 5.125 percent notes are due January 15, 2015. The proceeds from the issuance of approximately $148.1 million were used primarily to repay outstanding borrowings under the Company's unsecured credit facility.


LEASING INFORMATION

        Mack-Cali's consolidated in-service portfolio was 91.2 percent leased at December 31, 2004, compared to 92.9 percent leased at September 30, 2004 and 91.5 percent leased at December 31, 2003.

        For the quarter ended December 31, 2004, the Company executed 174 leases totaling 1,516,658 square feet. For the year ended December 31, 2004, the Company executed 697 leases totaling 4,966,131 square feet.

        Leases for the quarter ended December 31, 2004 consisted of 1,282,696 square feet of office space, 218,712 square feet of office/flex space and 15,250 square feet of industrial/warehouse space. Of these totals, 529,666 square feet were for new leases and 986,992 square feet were for lease renewals and other tenant retention transactions.

        Highlights of the quarter's leasing transactions included:

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        Included in the Company's Supplemental Operating and Financial Data for the fourth quarter 2004 are schedules highlighting the leasing statistics for both the Company's consolidated and joint venture properties.

        The supplemental information is available on Mack-Cali's web site, as follows: http://www.mack-cali.com/graphics/shareholders/pdfs/4th.quarter.sp.04.pdf


ADDITIONAL INFORMATION

        The Company expressed comfort with net income and FFO per diluted share for the first quarter and full year 2005, as follows:

 
  First Quarter
2005 Range

  Full Year
2005 Range

Net income available to common shareholders   $0.40–$0.42   $1.51–$1.71
Add: Real estate-related depreciation and amortization   0.48   1.94
Funds from operations available to common shareholders   $0.88–$0.90   $3.45–$3.65

        These estimates reflect management's view of current market conditions and certain assumptions with regard to rental rates, occupancy levels and other assumptions/projections. Actual results could differ from these estimates.

        An earnings conference call with management is scheduled for today, March 3, 2005 at 11:00 a.m. Eastern Time, which will be broadcast live via the Internet at: http://www.corporate-ir.net/ireye/ir_site.zhtml?ticker=CLI&script=1010&item_id=1002203

        The live conference call is also accessible by calling (719) 457-2633 and requesting the Mack-Cali conference call.

        The conference call will be rebroadcast on Mack-Cali's website at http://www.mack-cali.com beginning at 2:00 p.m. Eastern Time on March 3, 2005 through March 10, 2005.

        A replay of the call will also be accessible during the same time period by calling (719) 457-0820 and using the pass code 108004.

        Copies of Mack-Cali's 2004 Form 10-K and Fourth Quarter 2004 Supplemental Operating and Financial Data are available on Mack-Cali's website, as follows:

        In addition, these items are available upon request from:


INFORMATION ABOUT FFO

        Funds from operations ("FFO") is defined as net income (loss) before minority interest of unitholders, computed in accordance with generally accepted accounting principles ("GAAP"), excluding gains (or losses) from extraordinary items and sales of depreciable rental property (which the Company believes includes unrealized losses on properties held for sale), plus real estate-related depreciation and amortization. The Company believes that FFO per share is helpful to investors as one of several measures of the performance of an equity REIT. The Company further believes that by excluding the effect of depreciation and gains (or losses) from sales of properties (all of which are based on historical costs which may be of limited relevance in evaluating current performance), FFO per share can facilitate comparison of operating performance between equity REITs. FFO per share should not be considered as an alternative to net income per share as an indication of the Company's performance or to cash flows as a measure of liquidity. FFO per share

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presented herein is not necessarily comparable to FFO per share presented by other real estate companies due to the fact that not all real estate companies use the same definition. However, the Company's FFO per share is comparable to the FFO per share of real estate companies that use the current definition of the National Association of Real Estate Investment Trusts ("NAREIT"). A reconciliation of net income per share to FFO per share is included in the financial tables accompanying this press release.


ABOUT THE COMPANY

        Mack-Cali Realty Corporation is a fully-integrated, self-administered, self-managed real estate investment trust (REIT) providing management, leasing, development, construction and other tenant-related services for its class A real estate portfolio. Mack-Cali owns or has interests in 269 properties, primarily office and office/flex buildings located in the Northeast, totaling approximately 30.1 million square feet. The properties enable the Company to provide a full complement of real estate opportunities to its diverse base of approximately 2,100 tenants.

        Additional information on Mack-Cali Realty Corporation is available on the Company's website at http://www.mack-cali.com.

        Statements made in this press release may be forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements can be identified by the use of words such as "may," "will," "should," "expect," "anticipate," "estimate," "continue," or comparable terminology. Such forward-looking statements are inherently subject to certain risks, trends and uncertainties, many of which the Company cannot predict with accuracy and some of which the Company might not even anticipate, and involve factors that may cause actual results to differ materially from those projected or suggested. Readers are cautioned not to place undue reliance on these forward-looking statements and are advised to consider the factors listed above together with the additional factors under the headings "Disclosure Regarding Forward-Looking Statements" and "Risk Factors" in the Company's Annual Reports on Form 10-K, which are incorporated herein by reference. The Company assumes no obligation to update or supplement forward-looking statements that become untrue because of subsequent events, new information or otherwise.

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Mack-Cali Realty Corporation

Consolidated Statements of Operations

(in thousands, except per share amounts) (unaudited)

 
  Quarter Ended
December 31,

 
 
  2004
  2003
 
Base rents   $ 129,674   $ 123,876  
Escalations and recoveries from tenants     18,519     15,041  
Parking and other     3,950     4,791  
  Total revenues     152,143     143,708  

Real estate taxes

 

 

18,194

 

 

16,095

 
Utilities     10,218     9,722  
Operating services     21,685     19,383  
General and administrative     9,129     9,102  
Depreciation and amortization     35,066     30,490  
Interest expense     26,779     28,994  
Interest income     (327 )   (265 )
  Total expenses     120,744     113,521  

Income from continuing operations before minority interest and equity in earnings

 

 

31,399

 

 

30,187

 
Minority interest in Operating Partnership     (6,934 )   (6,951 )
Equity in earnings of unconsolidated joint ventures (net of minority interest), net     (3,963 )   623  
Gain on sale of investment in unconsolidated joint ventures (net of minority interest)         716  

Income from continuing operations

 

 

20,502

 

 

24,575

 
Discontinued operations (net of minority interest):              
  Income from discontinued operations     378     1,390  
  Realized gains (losses) and unrealized losses on disposition of rental property, net     9,882     1,955  
Total discontinued operations, net     10,260     3,345  

Net income

 

 

30,762

 

 

27,920

 
  Preferred stock dividends     (500 )   (500 )
Net income available to common shareholders   $ 30,262   $ 27,420  

PER SHARE DATA:

 

 

 

 

 

 

 
Basic earnings per common share   $ 0.50   $ 0.47  
Diluted earnings per common share   $ 0.49   $ 0.47  

Dividends declared per common share

 

$

0.63

 

$

0.63

 

Basic weighted average shares outstanding

 

 

60,720

 

 

58,256

 

Diluted weighted average shares outstanding

 

 

69,043

 

 

66,781

 

6



Mack-Cali Realty Corporation

Consolidated Statements of Operations

(in thousands, except per share amounts)

 
  Year Ended
December 31,

 
 
  2004
  2003
 
Base rents   $ 508,781   $ 490,297  
Escalations and recoveries from tenants     67,079     60,242  
Parking and other     13,131     18,734  
  Total revenues     588,991     569,273  

Real estate taxes

 

 

69,877

 

 

63,243

 
Utilities     42,157     40,461  
Operating services     76,635     72,174  
General and administrative     31,793     31,320  
Depreciation and amortization     130,254     115,549  
Interest expense     109,649     115,592  
Interest income     (1,366 )   (1,100 )
Loss on early retirement of debt, net         2,372  
  Total expenses     458,999     439,611  

Income from continuing operations before minority interest and equity in earnings

 

 

129,992

 

 

129,662

 
Minority interest in Operating Partnership     (28,438 )   (29,045 )
Equity in earnings of unconsolidated joint ventures (net of minority interest), net     (3,452 )   11,873  
Gain on sale of investment in unconsolidated joint ventures (net of minority interest)     637     21,108  

Income from continuing operations

 

 

98,739

 

 

133,598

 
Discontinued operations (net of minority interest):              
  Income from discontinued operations     4,333     6,335  
  Realized gains (losses) and unrealized losses on disposition of rental property, net     (619 )   3,120  
Total discontinued operations, net     3,714     9,455  

Net income

 

 

102,453

 

 

143,053

 
  Preferred stock dividends     (2,000 )   (1,672 )
Net income available to common shareholders   $ 100,453   $ 141,381  

PER SHARE DATA:

 

 

 

 

 

 

 
Basic earnings per common share   $ 1.66   $ 2.45  
Diluted earnings per common share   $ 1.65   $ 2.43  

Dividends declared per common share

 

$

2.52

 

$

2.52

 

Basic weighted average shares outstanding

 

 

60,351

 

 

57,724

 

Diluted weighted average shares outstanding

 

 

68,743

 

 

65,980

 

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Mack-Cali Realty Corporation

Statements of Funds from Operations

(in thousands, except per share/unit amounts) (unaudited)

 
  Quarter Ended
December 31,

 
 
  2004
  2003
 
Net income available to common shareholders   $ 30,262   $ 27,420  
Add: Minority interest in Operating Partnership     6,934     6,951  
  Minority interest in equity in earnings of unconsolidated joint ventures     (500 )   83  
  Minority interest in gain on sale of investment in unconsolidated joint ventures         96  
  Minority interest in discontinued operations     1,295     448  
  Real estate-related depreciation and amortization on continuing operations(1)     40,990     31,419  
  Real estate-related depreciation and amortization on discontinued operations     59     1,149  
Deduct: Gain on sale of investment in unconsolidated joint venture         (812 )
Add (Deduct): Discontinued operations—Realized gains (losses) and unrealized losses on disposition of rental property, net     (11,129 )   (244 )
Funds from operations available to common shareholders(2)   $ 67,911   $ 66,510  

Diluted weighted average shares/units outstanding(3)

 

 

75,248

 

 

72,989

 

Funds from operations per share/unit—diluted

 

$

0.90

 

$

0.91

 

Dividends declared per common share

 

$

0.63

 

$

0.63

 

Dividend payout ratio:

 

 

 

 

 

 

 
  Funds from operations—diluted     69.81 %   69.14 %

Supplemental Information:

 

 

 

 

 

 

 
  Non-incremental revenue generating capital expenditures:              
    Building improvements   $ 2,967   $ 3,452  
    Tenant improvements and leasing commissions   $ 10,990   $ 12,399  
  Straight-line rent adjustments(4)   $ 3,331   $ 4,411  

(1)
Includes the Company's share from unconsolidated joint ventures of $6,085 and $1,113 for 2004 and 2003, respectively.

(2)
Funds from operations for both periods are calculated in accordance with the National Association of Real Estate Investment Trusts (NAREIT) definition. For further discussion, see "Information About FFO" in this release.

(3)
Calculated based on weighted average common shares outstanding, assuming redemption of Operating Partnership common and preferred units into common shares, (13,871 shares in 2004 and 14,004 shares in 2003), plus dilutive Common Stock Equivalents (i.e. stock options and warrants).

(4)
Includes the Company's share from unconsolidated joint ventures of $96 and $184 for 2004 and 2003, respectively.

8



Mack-Cali Realty Corporation

Statements of Funds from Operations

(in thousands, except per share/unit amounts) (unaudited)

 
  Year Ended
December 31,

 
 
  2004
  2003
 
Net income available to common shareholders   $ 100,453   $ 141,381  
Add: Minority interest in Operating Partnership     28,438     29,045  
  Minority interest in equity in earnings of unconsolidated joint ventures     (434 )   1,607  
  Minority interest in gain on sale of investment in unconsolidated joint venture     83     2,844  
  Minority interest in discontinued operations     450     1,280  
  Real estate-related depreciation and amortization on continuing operations(1)     138,813     123,322  
  Real estate-related depreciation and amortization on discontinued operations     2,320     4,212  
Deduct: Equity in earnings—gain on disposition of rental property         (2,427 )
  Gain on sale of investment in unconsolidated joint venture     (720 )   (23,952 )
Add (Deduct): Discontinued operations—Realized gains(losses) and unrealized losses on disposition of rental property, net     727     (1,568 )
Funds from operations available to common shareholders(2)   $ 270,130   $ 275,744  

Diluted weighted average shares/units outstanding(3)

 

 

74,948

 

 

72,199

 

Funds from operations per share/unit—diluted

 

$

3.60

 

$

3.82

 

Dividends declared per common share

 

$

2.52

 

$

2.52

 

Dividend payout ratio:

 

 

 

 

 

 

 
  Funds from operations—diluted     69.92 %   65.98 %

Supplemental Information:

 

 

 

 

 

 

 
  Non-incremental revenue generating capital expenditures:              
    Building improvements   $ 7,405   $ 8,982  
    Tenant improvements and leasing commissions   $ 45,999   $ 44,432  
  Straight-line rent adjustments(4)   $ 11,785   $ 13,293  

(1)
Includes the Company's share from unconsolidated joint ventures of $9,193 and $8,457 for 2004 and 2003, respectively.

(2)
Funds from operations for both periods are calculated in accordance with the National Association of Real Estate Investment Trusts (NAREIT) definition. For further discussion, see "Information About FFO" in this release.

(3)
Calculated based on weighted average common shares outstanding, assuming redemption of Operating Partnership common and preferred units into common shares, (13,965 shares in 2004 and 14,021 shares in 2003), plus dilutive Common Stock Equivalents (i.e. stock options and warrants).

(4)
Includes the Company's share from unconsolidated joint ventures of $545 and $3,087 for 2004 and 2003, respectively.

9



Mack-Cali Realty Corporation

Statements of Funds from Operations Per Diluted Share

(amounts are per diluted share, except share count in thousands) (unaudited)

 
  Quarter Ended
December 31,

 
 
  2004
  2003
 
Net income available to common shareholders   $ 0.49   $ 0.47  
Add: Real estate-related depreciation and amortization on continuing operations(1)     0.54     0.43  
  Real estate-related depreciation and amortization on discontinued operations         0.02  
Deduct: Gain on sale of investment in unconsolidated joint venture         (0.01 )
Add: Realized gains (losses) and unrealized losses on disposition of rental property, net     (0.15 )    
Minority interest/rounding adjustment     0.02      
Funds from operations available to common shareholders(2)   $ 0.90   $ 0.91  

Diluted weighted average shares/units outstanding(3)

 

 

75,248

 

 

72,989

 

(1)
Includes the Company's share from unconsolidated joint ventures of $0.08 and $0.02 for 2004 and 2003, respectively.

(2)
Funds from operations for both periods are calculated in accordance with the National Association of Real Estate Investment Trusts (NAREIT) definition. For further discussion, see "Information About FFO" in this release.

(3)
Calculated based on weighted average common shares outstanding, assuming redemption of Operating Partnership common and preferred units into common shares (13,871 shares in 2004 and 14,004 shares in 2003), plus dilutive Common Stock Equivalents (i.e. stock options and warrants).

10



Mack-Cali Realty Corporation

Statements of Funds from Operations Per Diluted Share

(amounts are per diluted share, except share count in thousands) (unaudited)

 
  Year Ended
December 31,

 
 
  2004
  2003
 
Net income available to common shareholders   $ 1.65   $ 2.43  
Add: Real estate-related depreciation and amortization on continuing operations(1)     1.85     1.71  
  Real estate-related depreciation and amortization on discontinued operations     0.03     0.06  
Deduct: Equity in earnings-gain on disposition of rental property         (0.03 )
  Gain on sale of investment in unconsolidated joint venture     (0.01 )   (0.33 )
Add: Realized gains (losses) and unrealized losses on disposition of rental property, net     0.01     (0.02 )
Minority interest/rounding adjustment     0.07      
Funds from operations available to common shareholders(2)   $ 3.60   $ 3.82  

Diluted weighted average shares/units outstanding(3)

 

 

74,948

 

 

72,199

 

(1)
Includes the Company's share from unconsolidated joint ventures of $0.12 and $0.12 for 2004 and 2003, respectively.

(2)
Funds from operations for both periods are calculated in accordance with the National Association of Real Estate Investment Trusts (NAREIT) definition. For further discussion, see "Information About FFO" in this release.

(3)
Calculated based on weighted average common shares outstanding, assuming redemption of Operating Partnership common and preferred units into common shares (13,965 shares in 2004 and 14,021 shares in 2003), plus dilutive Common Stock Equivalents (i.e. stock options and warrants).

11



Mack-Cali Realty Corporation

Consolidated Balance Sheets

(in thousands, except share amounts)

 
  December 31,
 
 
  2004
  2003
 
ASSETS:              
Rental property              
  Land and leasehold interests   $ 593,606   $ 552,287  
  Buildings and improvements     3,296,789     3,176,236  
  Tenant improvements     262,626     218,493  
  Furniture, fixtures and equipment     7,938     7,616  
      4,160,959     3,954,632  
Less—accumulated deprec. & amort.     (641,626 )   (546,007 )
      3,519,333     3,408,625  
Rental property held for sale, net     19,132      
  Net investment in rental property     3,538,465     3,408,625  

Cash and cash equivalents

 

 

12,270

 

 

78,375

 
Investments in unconsolidated joint Ventures     46,743     48,624  
Unbilled rents receivable, net     82,586     74,608  
Deferred charges and other assets, net     155,060     126,791  
Restricted cash     10,477     8,089  
Accounts receivable, net     4,564     4,458  

Total assets

 

$

3,850,165

 

$

3,749,570

 

LIABILITIES AND STOCKHOLDERS' EQUITY:

 

 

 

 

 

 

 
Senior unsecured notes   $ 1,031,102   $ 1,127,859  
Revolving credit facilities     107,000      
Mortgages, loans payable and other obligations     564,198     500,725  
Dividends and distributions payable     47,712     46,873  
Accounts payable and accrued expenses     57,002     41,423  
Rents received in advance and security deposits     47,938     40,099  
Accrued interest payable     22,144     23,004  
  Total liabilities     1,877,096     1,779,983  
Minority interests:              
  Operating Partnership     416,855     428,099  
  Consolidated joint ventures     11,103      
Total minority interests     427,958     428,099  

Commitments and contingencies

 

 

 

 

 

 

 

Stockholders' equity:

 

 

 

 

 

 

 
Preferred stock, $0.01 par value, 5,000,000 shares authorized, 10,000 and 10,000 shares outstanding, at liquidation preference     25,000     25,000  
Common stock, $0.01 par value, 190,000,000 shares authorized, 61,038,875 and 59,420,484 shares outstanding     610     594  
Additional paid-in capital     1,650,834     1,597,785  
Dividends in excess of net earnings     (127,365 )   (74,721 )
Unamortized stock compensation     (3,968 )   (7,170 )
  Total stockholders' equity     1,545,111     1,541,488  
 
Total liabilities and stockholders' equity

 

$

3,850,165

 

$

3,749,570

 

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FINANCIAL HIGHLIGHTS
ACQUISITIONS
PROPERTY SALES
FINANCING ACTIVITY
LEASING INFORMATION
ADDITIONAL INFORMATION
INFORMATION ABOUT FFO
ABOUT THE COMPANY