CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
For the Three Months and Year Ended December 31, 2012
Consolidated Statements of Operations
(Unaudited; in thousands, except per share amounts) |
| | | | | | | | | | | | | | | |
| | Three Months Ended December 31, | | Year Ended December 31, |
| | 2012 | | 2011 | | 2012 | | 2011 |
| REVENUES: | | | | | | | |
| Minimum rents | $ | 174,236 |
| | $ | 164,212 |
| | $ | 663,895 |
| | $ | 668,628 |
|
| Percentage rents | 9,674 |
| | 8,364 |
| | 17,995 |
| | 17,149 |
|
| Other rents | 8,923 |
| | 8,743 |
| | 22,657 |
| | 22,428 |
|
| Tenant reimbursements | 74,758 |
| | 72,913 |
| | 287,954 |
| | 301,323 |
|
| Management, development and leasing fees | 3,197 |
| | 2,121 |
| | 10,772 |
| | 6,935 |
|
| Other | 7,562 |
| | 8,490 |
| | 31,367 |
| | 34,851 |
|
| Total revenues | 278,350 |
| | 264,843 |
| | 1,034,640 |
| | 1,051,314 |
|
| OPERATING EXPENSES: | | | | | | | |
| Property operating | 36,267 |
| | 37,199 |
| | 145,827 |
| | 148,961 |
|
| Depreciation and amortization | 69,517 |
| | 63,491 |
| | 265,856 |
| | 271,458 |
|
| Real estate taxes | 21,986 |
| | 20,259 |
| | 90,503 |
| | 91,723 |
|
| Maintenance and repairs | 12,903 |
| | 12,835 |
| | 52,577 |
| | 55,500 |
|
| General and administrative | 15,287 |
| | 11,618 |
| | 51,251 |
| | 44,751 |
|
| Loss on impairment of real estate | 20,467 |
| | — |
| | 24,379 |
| | 51,304 |
|
| Other | 5,890 |
| | 6,103 |
| | 25,078 |
| | 28,898 |
|
| Total operating expenses | 182,317 |
| | 151,505 |
| | 655,471 |
| | 692,595 |
|
| Income from operations | 96,033 |
| | 113,338 |
| | 379,169 |
| | 358,719 |
|
| Interest and other income | 762 |
| | 831 |
| | 3,955 |
| | 2,583 |
|
| Interest expense | (60,766 | ) | | (60,511 | ) | | (244,432 | ) | | (267,072 | ) |
| Gain on extinguishment of debt | 87 |
| | 448 |
| | 265 |
| | 1,029 |
|
| Gain on sales of real estate assets | 533 |
| | 55,794 |
| | 2,286 |
| | 59,396 |
|
| Gain on investment | 45,072 |
| | — |
| | 45,072 |
| | — |
|
| Equity in earnings of unconsolidated affiliates | 2,912 |
| | 1,916 |
| | 8,313 |
| | 6,138 |
|
| Income tax (provision) benefit | (170 | ) | | (1,501 | ) | | (1,404 | ) | | 269 |
|
| Income from continuing operations | 84,463 |
| | 110,315 |
| | 193,224 |
| | 161,062 |
|
| Operating income (loss) of discontinued operations | 1,665 |
| | (319 | ) | | (19,643 | ) | | 23,933 |
|
| Gain (loss) on discontinued operations | (45 | ) | | (122 | ) | | 938 |
| | (1 | ) |
| Net income | 86,083 |
| | 109,874 |
| | 174,519 |
| | 184,994 |
|
| Net income attributable to noncontrolling interests in: | | | | | | | |
| Operating partnership | (11,484 | ) | | (20,398 | ) | | (19,267 | ) | | (25,841 | ) |
| Other consolidated subsidiaries | (6,513 | ) | | (6,509 | ) | | (23,652 | ) | | (25,217 | ) |
| Net income attributable to the Company | 68,086 |
| | 82,967 |
| | 131,600 |
| | 133,936 |
|
| Preferred dividends | (15,729 | ) | | (10,594 | ) | | (47,511 | ) | | (42,376 | ) |
| Net income attributable to common shareholders | $ | 52,357 |
| | $ | 72,373 |
| | $ | 84,089 |
| | $ | 91,560 |
|
| Basic per share data attributable to common shareholders: | | | | | | | |
| Income from continuing operations, net of preferred dividends | $ | 0.32 |
| | $ | 0.49 |
| | $ | 0.64 |
| | $ | 0.49 |
|
| Discontinued operations | 0.01 |
| | — |
| | (0.10 | ) | | 0.13 |
|
| Net income attributable to common shareholders | $ | 0.33 |
| | $ | 0.49 |
| | $ | 0.54 |
| | $ | 0.62 |
|
| Weighted average common shares outstanding | 160,841 |
| | 148,364 |
| | 154,762 |
| | 148,289 |
|
| Diluted earnings per share data attributable to common shareholders: | | | | | | | |
| Income from continuing operations, net of preferred dividends | $ | 0.32 |
| | $ | 0.49 |
| | $ | 0.64 |
| | $ | 0.49 |
|
| Discontinued operations | 0.01 |
| | — |
| | (0.10 | ) | | 0.13 |
|
| Net income attributable to common shareholders | $ | 0.33 |
| | $ | 0.49 |
| | $ | 0.54 |
| | $ | 0.62 |
|
Weighted average common and potential dilutive common shares outstanding | 160,881 |
| | 148,407 |
| | 154,807 |
| | 148,334 |
|
| Amounts attributable to common shareholders: | | | | | | | |
| Income from continuing operations, net of preferred dividends | $ | 50,988 |
| | $ | 72,716 |
| | $ | 99,307 |
| | $ | 72,914 |
|
| Discontinued operations | 1,369 |
| | (343 | ) | | (15,218 | ) | | 18,646 |
|
| Net income attributable to common shareholders | $ | 52,357 |
| | $ | 72,373 |
| | $ | 84,089 |
| | $ | 91,560 |
|
CBL & Associates Properties, Inc.
Supplemental Financial And Operating Information
For the Three Months and Year Ended December 31, 2012
The Company's calculation of FFO allocable to Company shareholders is as follows:
(in thousands, except per share data) |
| | | | | | | | | | | | | | | |
| | Three Months Ended December 31, | | Year Ended December 31, |
| | 2012 | | 2011 | | 2012 | | 2011 |
| | | | | | | | |
| Net income attributable to common shareholders | $ | 52,357 |
| | $ | 72,373 |
| | $ | 84,089 |
| | $ | 91,560 |
|
| Noncontrolling interest in income of operating partnership | 11,484 |
| | 20,398 |
| | 19,267 |
| | 25,841 |
|
| Depreciation and amortization expense of: | | | | | | | |
| Consolidated properties | 69,517 |
| | 63,491 |
| | 265,856 |
| | 271,458 |
|
| Unconsolidated affiliates | 11,079 |
| | 11,406 |
| | 43,956 |
| | 32,538 |
|
| Discontinued operations | 418 |
| | 1,297 |
| | 2,778 |
| | 4,912 |
|
| Non-real estate assets | (475 | ) | | (529 | ) | | (1,841 | ) | | (2,488 | ) |
| Noncontrolling interests' share of depreciation and amortization | (1,534 | ) | | (403 | ) | | (5,071 | ) | | (919 | ) |
| Loss on impairment of real estate, net of tax benefit | 20,409 |
| | 452 |
| | 50,343 |
| | 56,557 |
|
| Gain on depreciable property | (159 | ) | | (54,357 | ) | | (652 | ) | | (56,763 | ) |
| (Gain) loss on discontinued operations, net of taxes | 32 |
| | 122 |
| | (566 | ) | | 1 |
|
| Funds from operations of the operating partnership | 163,128 |
| | 114,250 |
| | 458,159 |
| | 422,697 |
|
| Gain on investment | (45,072 | ) | | — |
| | (45,072 | ) | | — |
|
| Gain on extinguishment of debt | (87 | ) | | (448 | ) | | (265 | ) | | (32,463 | ) |
| Funds from operations of the operating partnership, as adjusted | $ | 117,969 |
| | $ | 113,802 |
| | $ | 412,822 |
| | $ | 390,234 |
|
| | | �� | | | | | |
| Funds from operations per diluted share | $ | 0.86 |
| | $ | 0.60 |
| | $ | 2.41 |
| | $ | 2.22 |
|
| Gain on investment | (0.24 | ) | | — |
| | (0.24 | ) | | — |
|
| Gain on extinguishment of debt | — |
| | — |
| | — |
| | (0.17 | ) |
| Funds from operations, as adjusted, per diluted share | $ | 0.62 |
| | $ | 0.60 |
| | $ | 2.17 |
| | $ | 2.05 |
|
Weighted average common and potential dilutive common shares outstanding with operating partnership units fully converted | 190,383 |
| | 190,424 |
| | 190,268 |
| | 190,380 |
|
| | | | | | | | |
Reconciliation of FFO of the operating partnership to FFO allocable to common shareholders: | | | | | | | |
| Funds from operations of the operating partnership | $ | 163,128 |
| | $ | 114,250 |
| | $ | 458,159 |
| | $ | 422,697 |
|
| Percentage allocable to common shareholders (1) | 84.50 | % | | 77.93 | % | | 81.36 | % | | 77.91 | % |
| Funds from operations allocable to common shareholders | $ | 137,843 |
| | $ | 89,035 |
| | $ | 372,758 |
| | $ | 329,323 |
|
| | | | | | | | |
| Funds from operations of the operating partnership, as adjusted | $ | 117,969 |
| | $ | 113,802 |
| | $ | 412,822 |
| | $ | 390,234 |
|
| Percentage allocable to common shareholders (1) | 84.50 | % | | 77.93 | % | | 81.36 | % | | 77.91 | % |
| Funds from operations allocable to common shareholders, as adjusted | $ | 99,684 |
| | $ | 88,686 |
| | $ | 335,872 |
| | $ | 304,031 |
|
| |
| (1) | Represents the weighted average number of common shares outstanding for the period divided by the sum of the weighted average number of common shares and the weighted average number of operating partnership units outstanding during the period. See the reconciliation of shares and operating partnership units outstanding on page 4. |
|
| | | | | | | | | | | | | | | |
| | Three Months Ended December 31, | | Year Ended December 31, |
| | 2012 | | 2011 | | 2012 | | 2011 |
| SUPPLEMENTAL FFO INFORMATION: | | | | | | | |
| Lease termination fees | $ | 846 |
| | $ | 570 |
| | $ | 3,819 |
| | $ | 3,272 |
|
| Lease termination fees per share | $ | — |
| | $ | — |
| | $ | 0.02 |
| | $ | 0.02 |
|
| | | | | | | | |
| Straight-line rental income | $ | 174 |
| | $ | 1,650 |
| | $ | 4,577 |
| | $ | 5,387 |
|
| Straight-line rental income per share | $ | — |
| | $ | 0.01 |
| | $ | 0.02 |
| | $ | 0.03 |
|
| | | | | | | | |
| Gains on outparcel sales | $ | (279 | ) | | $ | 1,966 |
| | $ | 4,849 |
| | $ | 3,989 |
|
| Gains on outparcel sales per share | $ | — |
| | $ | 0.01 |
| | $ | 0.03 |
| | $ | 0.02 |
|
| | | | | | | | |
| Net amortization of acquired above- and below-market leases | $ | 984 |
| | $ | 24 |
| | $ | 2,559 |
| | $ | 2,107 |
|
| Net amortization of acquired above- and below-market leases per share | $ | 0.01 |
| | $ | — |
| | $ | 0.01 |
| | $ | 0.01 |
|
| | | | | | | | |
| Net amortization of debt premiums (discounts) | $ | 142 |
| | $ | 871 |
| | $ | 1,849 |
| | $ | 2,831 |
|
| Net amortization of debt premiums (discounts) per share | $ | — |
| | $ | — |
| | $ | 0.01 |
| | $ | 0.01 |
|
| | | | | | | | |
| Income tax (provision) benefit | $ | (170 | ) | | $ | (1,501 | ) | | $ | (1,404 | ) | | $ | 269 |
|
| Income tax (provision) benefit per share | $ | — |
| | $ | (0.01 | ) | | $ | (0.01 | ) | | $ | — |
|
| | | | | | | | |
| Loss on impairment of real estate from continuing operations | $ | (20,467 | ) | | $ | — |
| | $ | (24,379 | ) | | $ | (51,304 | ) |
| Loss on impairment of real estate from continuing operations per share | $ | (0.11 | ) | | $ | — |
| | $ | (0.13 | ) | | $ | (0.27 | ) |
| | | | | | | | |
| Gain (loss) on impairment of real estate from discontinued operations | $ | 40 |
| | $ | (729 | ) | | $ | (26,461 | ) | | $ | (7,425 | ) |
| Loss on impairment of real estate from discontinued operations per share | $ | — |
| | $ | — |
| | $ | (0.14 | ) | | $ | (0.04 | ) |
| | | | | | | | |
| Gain on extinguishment of debt from discontinued operations | $ | — |
| | $ | — |
| | $ | — |
| | $ | 31,434 |
|
| Gain on extinguishment of debt from discontinued operations per share | $ | — |
| | $ | — |
| | $ | — |
| | $ | 0.17 |
|
| | | | | | | | |
| Gain on investment | $ | 45,072 |
| | $ | — |
| | $ | 45,072 |
| | $ | — |
|
| Gain on investment per share | $ | 0.24 |
| | $ | — |
| | $ | 0.24 |
| | $ | — |
|
| | | | | | | | |
| Origination cost of series C preferred stock | $ | (3,778 | ) | | $ | — |
| | $ | (3,778 | ) | | $ | — |
|
| Origination cost of series C preferred stock per share | $ | (0.02 | ) | | $ | — |
| | $ | (0.02 | ) | | $ | — |
|
CBL & Associates Properties, Inc.
Supplemental Financial And Operating Information
For the Three Months and Year Ended December 31, 2012
Same-Center Net Operating Income
(Dollars in thousands)
|
| | | | | | | | | | | | | | | | | |
| | Three Months Ended December 31, | | Year Ended December 31, |
| | 2012 | | 2011 | | 2012 | | 2011 |
| | | | | | | | |
| Net income attributable to the Company | $ | 68,086 |
| | $ | 82,967 |
| | $ | 131,600 |
| | $ | 133,936 |
|
| | | | | | | | |
| Adjustments: | | | | | | | |
| Depreciation and amortization | 69,517 |
| | 63,491 |
| | 265,856 |
| | 271,458 |
|
| Depreciation and amortization from unconsolidated affiliates | 11,079 |
| | 11,406 |
| | 43,956 |
| | 32,538 |
|
| Depreciation and amortization from discontinued operations | 418 |
| | 1,297 |
| | 2,778 |
| | 4,912 |
|
Noncontrolling interests' share of depreciation and amortization in other consolidated subsidiaries | (1,534 | ) | | (403 | ) | | (5,071 | ) | | (919 | ) |
| Interest expense | 60,766 |
| | 60,511 |
| | 244,432 |
| | 267,072 |
|
| Interest expense from unconsolidated affiliates | 11,254 |
| | 11,277 |
| | 44,543 |
| | 32,932 |
|
| Interest expense from discontinued operations | — |
| | 1,052 |
| | 229 |
| | 4,441 |
|
Noncontrolling interests' share of interest expense in other consolidated subsidiaries | (959 | ) | | (529 | ) | | (3,435 | ) | | (1,329 | ) |
| Abandoned projects expense | 76 |
| | 43 |
| | (39 | ) | | 94 |
|
| Gain on sales of real estate assets | (533 | ) | | (55,794 | ) | | (5,282 | ) | | (59,396 | ) |
| Gain on sales of real estate assets of unconsolidated affiliates | (363 | ) | | (118 | ) | | (1,214 | ) | | (1,445 | ) |
| Gain on extinguishment of debt | (87 | ) | | (448 | ) | | (265 | ) | | (1,029 | ) |
| Gain on extinguishment of debt from discontinued operations | — |
| | — |
| | — |
| | (31,434 | ) |
| Writedown of mortgage notes receivable | — |
| | — |
| | — |
| | 1,900 |
|
| Loss on impairment of real estate | 20,467 |
| — |
| — |
| | 24,379 |
| — |
| 51,304 |
|
| (Gain) loss on impairment of real estate from discontinued operations | (40 | ) | | 729 |
| | 26,461 |
| | 7,425 |
|
| Income tax provision (benefit) | 170 |
| | 1,501 |
| | 1,404 |
| | (269 | ) |
| Gain on investment | (45,072 | ) | | — |
| | (45,072 | ) | | — |
|
Net income attributable to noncontrolling interest in earnings of operating partnership | 11,484 |
| | 20,398 |
| | 19,267 |
| | 25,841 |
|
| (Gain) loss on discontinued operations | 45 |
| | 122 |
| | (938 | ) | | 1 |
|
| Operating partnership's share of total NOI | 204,774 |
| | 197,502 |
| | 743,589 |
| | 738,033 |
|
| General and administrative expenses | 15,287 |
| | 11,618 |
| | 51,251 |
| | 44,751 |
|
| Management fees and non-property level revenues | (7,876 | ) | | (5,809 | ) | | (27,729 | ) | | (22,827 | ) |
| Operating partnership's share of property NOI | 212,185 |
| | 203,311 |
| | 767,111 |
| | 759,957 |
|
| Non-comparable NOI | (12,196 | ) | | (7,821 | ) | | (36,361 | ) | | (43,981 | ) |
| Total same-center NOI | $ | 199,989 |
| | $ | 195,490 |
| | $ | 730,750 |
| | $ | 715,976 |
|
| Total same-center NOI percentage change | 2.3 | % | | | | 2.1 | % | | |
| | | | | | | | |
| Total same-center NOI | $ | 199,989 |
| | $ | 195,490 |
| | $ | 730,750 |
| | $ | 715,976 |
|
| Less lease termination fees | (831 | ) | | (543 | ) | | (3,456 | ) | | (2,945 | ) |
| Total same-center NOI, excluding lease termination fees | $ | 199,158 |
| | $ | 194,947 |
| | $ | 727,294 |
| | $ | 713,031 |
|
| | | | | | | | |
| Malls | $ | 178,168 |
| | $ | 176,131 |
| | $ | 653,328 |
| | $ | 642,541 |
|
| Associated centers | 8,374 |
| | 7,889 |
| | 32,852 |
| | 31,151 |
|
| Community centers | 4,630 |
| | 4,129 |
| | 17,636 |
| | 16,103 |
|
| Offices and other | 7,986 |
| | 6,798 |
| | 23,478 |
| | 23,236 |
|
| Total same-center NOI, excluding lease termination fees | $ | 199,158 |
| | $ | 194,947 |
| | $ | 727,294 |
| | $ | 713,031 |
|
| | | | | | | | |
| Percentage Change: | | | | | | | |
| Malls | 1.2 | % | | | | 1.7 | % | | |
| Associated centers | 6.1 | % | | | | 5.5 | % | | |
| Community centers | 12.1 | % | | | | 9.5 | % | | |
| Offices and other | 17.5 | % | | | | 1.0 | % | | |
| Total same-center NOI, excluding lease termination fees | 2.2 | % | | | | 2.0 | % | | |
CBL & Associates Properties, Inc.
Supplemental Financial And Operating Information
As of December 31, 2012 and 2011
Company's Share of Consolidated and Unconsolidated Debt
(Dollars in thousands)
|
| | | | | | | | | | | | |
| | | As of December 31, 2012 |
| | | Fixed Rate | | Variable Rate | | Total |
| Consolidated debt | | $ | 3,794,509 |
| | $ | 951,174 |
| | $ | 4,745,683 |
|
| Noncontrolling interests' share of consolidated debt | | (89,530 | ) | | — |
| | (89,530 | ) |
| Company's share of unconsolidated affiliates' debt | | 660,563 |
| | 128,491 |
| | 789,054 |
|
| Company's share of consolidated and unconsolidated debt | | $ | 4,365,542 |
| | $ | 1,079,665 |
| | $ | 5,445,207 |
|
| Weighted average interest rate | | 5.48 | % | | 2.39 | % | | 4.86 | % |
| | | As of December 31, 2011 |
| | | Fixed Rate | | Variable Rate | | Total |
| Consolidated debt | | $ | 3,733,355 |
| | $ | 756,000 |
| | $ | 4,489,355 |
|
| Noncontrolling interests' share of consolidated debt | | (30,416 | ) | | (726 | ) | | (31,142 | ) |
| Company's share of unconsolidated affiliates' debt | | 658,470 |
| | 150,171 |
| | 808,641 |
|
| Company's share of consolidated and unconsolidated debt | | $ | 4,361,409 |
| | $ | 905,445 |
| | $ | 5,266,854 |
|
| Weighted average interest rate | | 5.58 | % | | 2.47 | % | | 5.04 | % |
Debt-To-Total-Market Capitalization Ratio as of December 31, 2012
(In thousands, except stock price) |
| | | | | | | | | |
| | | Shares Outstanding | | Stock Price (1) | | Value |
| Common stock and operating partnership units | | 190,855 |
| | $21.21 | | $ | 4,048,035 |
|
| 7.375% Series D Cumulative Redeemable Preferred Stock | | 1,815 |
| | 250.00 | | 453,750 |
|
| 6.625% Series E Cumulative Redeemable Preferred Stock | | 690 |
| | 250.00 | | 172,500 |
|
| Total market equity | | | | | | 4,674,285 |
|
| Company's share of total debt | | | | | | 5,445,207 |
|
| Total market capitalization | | | | | | $ | 10,119,492 |
|
| Debt-to-total-market capitalization ratio | | | | | | 53.8 | % |
| |
| (1) | Stock price for common stock and operating partnership units equals the closing price of the common stock on December 31, 2012. The stock prices for |
the preferred stocks represent the liquidation preference of each respective series.
Reconciliation of Shares and Operating Partnership Units Outstanding
(In thousands) |
| | | | | | | | | | | | |
| | | Three Months Ended December 31, | | Year Ended December 31, |
| 2012: | | Basic | | Diluted | | Basic | | Diluted |
| Weighted average shares - EPS | | 160,841 |
| | 160,881 |
| | 154,762 |
| | 154,807 |
|
| Weighted average operating partnership units | | 29,502 |
| | 29,502 |
| | 35,461 |
| | 35,461 |
|
| Weighted average shares- FFO | | 190,343 |
| | 190,383 |
| | 190,223 |
| | 190,268 |
|
| | | | | | | | | |
| 2011: | | | | | | | | |
| Weighted average shares - EPS | | 148,364 |
| | 148,407 |
| | 148,289 |
| | 148,334 |
|
| Weighted average operating partnership units | | 42,017 |
| | 42,017 |
| | 42,046 |
| | 42,046 |
|
| Weighted average shares- FFO | | 190,381 |
| | 190,424 |
| | 190,335 |
| | 190,380 |
|
Dividend Payout Ratio |
| | | | | | | | | | | | | | | | |
| | | Three Months Ended December 31, | | Year Ended December 31, |
| | | 2012 | | 2011 | | 2012 | | 2011 |
| Weighted average cash dividend per share | | $ | 0.22838 |
| | $ | 0.21913 |
| | $ | 0.91526 |
| | $ | 0.88773 |
|
| FFO per diluted, fully converted share, as adjusted | | $ | 0.62 |
| | $ | 0.60 |
| | $ | 2.17 |
| | $ | 2.05 |
|
| Dividend payout ratio | | 36.8 | % | | 36.5 | % | | 42.2 | % | | 43.3 | % |
CBL & Associates Properties, Inc.
Supplemental Financial And Operating Information
As of December 31, 2012
Consolidated Balance Sheets
(Unaudited; in thousands, except share data)
|
| | | | | | | | |
| | | December 31, 2012 |
| | December 31, 2011 |
| ASSETS | | | | |
| Real estate assets: | | | | |
| Land | | $ | 905,339 |
| | $ | 851,303 |
|
| Buildings and improvements | | 7,228,293 |
| | 6,777,776 |
|
| | | 8,133,632 |
| | 7,629,079 |
|
| Accumulated depreciation | | (1,972,031 | ) | | (1,762,149 | ) |
| | | 6,161,601 |
| | 5,866,930 |
|
| Held for sale | | 29,425 |
| | 14,033 |
|
| Developments in progress | | 137,956 |
| | 124,707 |
|
| Net investment in real estate assets | | 6,328,982 |
| | 6,005,670 |
|
| Cash and cash equivalents | | 78,248 |
| | 56,092 |
|
| Receivables: | | | | |
Tenant, net of allowance for doubtful accounts of $1,977 and $1,760 in 2012 and 2011, respectively | | 78,963 |
| | 74,160 |
|
Other, net of allowance for doubtful accounts of $1,270 and $1,400 in 2012 and 2011, respectively | | 8,467 |
| | 11,592 |
|
| Mortgage and other notes receivable | | 25,967 |
| | 34,239 |
|
| Investments in unconsolidated affiliates | | 259,810 |
| | 304,710 |
|
| Intangible lease assets and other assets | | 309,299 |
| | 232,965 |
|
| | | $ | 7,089,736 |
| | $ | 6,719,428 |
|
| | | | | |
| LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY | | |
| Mortgage and other indebtedness | | $ | 4,745,683 |
| | $ | 4,489,355 |
|
| Accounts payable and accrued liabilities | | 358,874 |
| | 303,577 |
|
| Total liabilities | | 5,104,557 |
| | 4,792,932 |
|
| Commitments and contingencies | | | | |
| Redeemable noncontrolling interests: | | | | |
| Redeemable noncontrolling partnership interests | | 41,762 |
| | 32,271 |
|
| Redeemable noncontrolling preferred joint venture interest | | 423,834 |
| | 423,834 |
|
| Total redeemable noncontrolling interests | | 465,596 |
| | 456,105 |
|
| Shareholders' equity: | | | | |
| Preferred stock, $.01 par value, 15,000,000 shares authorized: | | | | |
7.75% Series C Cumulative Redeemable Preferred Stock, 460,000 shares outstanding | | — |
| | 5 |
|
7.375% Series D Cumulative Redeemable Preferred Stock, 1,815,000 shares outstanding | | 18 |
| | 18 |
|
6.625% Series E Cumulative Redeemable Preferred Stock, 690,000 shares outstanding in 2012 | | 7 |
| | — |
|
Common stock, $.01 par value, 350,000,000 shares authorized, 161,309,652 and 148,364,037 issued and outstanding in 2012 and 2011, respectively | | 1,613 |
| | 1,484 |
|
| Additional paid-in capital | | 1,772,353 |
| | 1,657,927 |
|
| Accumulated other comprehensive income | | 6,986 |
| | 3,425 |
|
| Dividends in excess of cumulative earnings | | (453,561 | ) | | (399,581 | ) |
| Total shareholders' equity | | 1,327,416 |
| | 1,263,278 |
|
| Noncontrolling interests | | 192,167 |
| | 207,113 |
|
| Total equity | | 1,519,583 |
| | 1,470,391 |
|
| | | $ | 7,089,736 |
| | $ | 6,719,428 |
|
CBL & Associates Properties, Inc.
Supplemental Financial And Operating Information
As of December 31, 2012
Condensed combined financial statement information of the unconsolidated affiliates is presented as follows:
(Unaudited; in thousands)
|
| | | | | | | |
| | As of |
| | December 31, 2012 |
| | December 31, 2011 |
| ASSETS | | | |
| Investment in real estate assets | $ | 2,143,187 |
| | $ | 2,239,160 |
|
| Accumulated depreciation | (492,864 | ) | | (447,121 | ) |
| | 1,650,323 |
| | 1,792,039 |
|
| Developments in progress | 21,809 |
| | 19,640 |
|
| Net investment in real estate assets | 1,672,132 |
| | 1,811,679 |
|
| Other assets | 175,540 |
| | 190,465 |
|
| Total assets | $ | 1,847,672 |
| | $ | 2,002,144 |
|
| | | | |
| LIABILITIES | | | |
| Mortgage and other indebtedness | $ | 1,456,622 |
| | $ | 1,478,601 |
|
| Other liabilities | 48,538 |
| | 51,818 |
|
| Total liabilities | 1,505,160 |
| | 1,530,419 |
|
| | | | |
| OWNERS' EQUITY | | | |
| The Company | 208,368 |
| | 267,136 |
|
| Other investors | 134,144 |
| | 204,589 |
|
| Total owners' equity | 342,512 |
| | 471,725 |
|
| Total liabilities and owners’ equity | $ | 1,847,672 |
| | $ | 2,002,144 |
|
|
| | | | | | | | | | | | | | | |
| | Three Months Ended December 31, | | Year Ended December 31, |
| | 2012 | | 2011 | | 2012 | | 2011 |
| | | | | | | | |
| Total revenues | $ | 65,308 |
| | $ | 62,985 |
| | $ | 251,628 |
| | $ | 177,222 |
|
| Depreciation and amortization | (20,627 | ) | | (20,957 | ) | | (82,534 | ) | | (58,538 | ) |
| Other operating expenses | (19,775 | ) | | (19,770 | ) | | (76,567 | ) | | (53,417 | ) |
| Income from operations | 24,906 |
| | 22,258 |
| | 92,527 |
| | 65,267 |
|
| Interest expense | (20,884 | ) | | (19,412 | ) | | (83,056 | ) | | (58,552 | ) |
| Gain on sales of real estate assets | 362 |
| | — |
| | 2,063 |
| | 1,744 |
|
| Net income | $ | 4,384 |
| | $ | 2,846 |
| | $ | 11,534 |
| | $ | 8,459 |
|
|
| | | | | | | | | | | | | | | |
| | Company's Share for the Three Months Ended December 31, | | Company's Share for the Year Ended December 31, |
| | 2012 | | 2011 | | 2012 | | 2011 |
| | | | | | | | |
| Total revenues | $ | 35,253 |
| | $ | 33,936 |
| | $ | 134,443 |
| | $ | 97,603 |
|
| Depreciation and amortization | (11,079 | ) | | (11,406 | ) | | (43,956 | ) | | (32,538 | ) |
| Other operating expenses | (10,371 | ) | | (9,416 | ) | | (38,845 | ) | | (27,440 | ) |
| Income from operations | 13,803 |
| | 13,114 |
| | 51,642 |
| | 37,625 |
|
| Interest expense | (11,254 | ) | | (11,277 | ) | | (44,543 | ) | | (32,932 | ) |
| Gain on sales of real estate assets | 363 |
| | 79 |
| | 1,214 |
| | 1,445 |
|
| Net income | $ | 2,912 |
| | $ | 1,916 |
| | $ | 8,313 |
| | $ | 6,138 |
|
CBL & Associates Properties, Inc.
Supplemental Financial And Operating Information
For the Three Months and Year Ended December 31, 2012
The Company presents the ratio of earnings before interest, taxes, depreciation and amortization (EBITDA) to interest because the Company believes that the EBITDA to interest coverage ratio, along with cash flows from operating activities, investing activities and financing activities, provides investors an additional indicator of the Company's ability to incur and service debt.
Ratio of EBITDA to Interest Expense
(Dollars in thousands)
|
| | | | | | | | | | | | | | | |
| | Three Months Ended December 31, | | Year Ended December 31, |
| | 2012 | | 2011 | | 2012 | | 2011 |
| EBITDA: | | | | | | | |
| Net income attributable to the Company | $ | 68,086 |
| | $ | 82,967 |
| | $ | 131,600 |
| | $ | 133,936 |
|
| | | | | | | | |
| Adjustments: | | | | | | | |
| Depreciation and amortization | 69,517 |
| | 63,491 |
| | 265,856 |
| | 271,458 |
|
| Depreciation and amortization from unconsolidated affiliates | 11,079 |
| | 11,406 |
| | 43,956 |
| | 32,538 |
|
| Depreciation and amortization from discontinued operations | 418 |
| | 1,297 |
| | 2,778 |
| | 4,912 |
|
Noncontrolling interests' share of depreciation and amortization in other consolidated subsidiaries | (1,534 | ) | | (403 | ) | | (5,071 | ) | | (919 | ) |
| Interest expense | 60,766 |
| | 60,511 |
| | 244,432 |
| | 267,072 |
|
| Interest expense from unconsolidated affiliates | 11,254 |
| | 11,277 |
| | 44,543 |
| | 32,932 |
|
| Interest expense from discontinued operations | — |
| | 1,052 |
| | 229 |
| | 4,441 |
|
Noncontrolling interests' share of interest expense in other consolidated subsidiaries | (959 | ) | | (529 | ) | | (3,435 | ) | | (1,329 | ) |
| Income and other taxes | 618 |
| | 1,619 |
| | 3,025 |
| | 650 |
|
| Gain on extinguishment of debt | (87 | ) | | (448 | ) | | (265 | ) | | (1,029 | ) |
| Gain on extinguishment of debt from discontinued operations | — |
| | — |
| | — |
| | (31,434 | ) |
| Writedown of mortgage notes receivable | — |
| | — |
| | — |
| | 1,900 |
|
| Loss on impairment of real estate | 20,467 |
| | — |
| | 24,379 |
| | 51,304 |
|
| Loss on impairment of real estate from discontinued operations | (40 | ) | | 729 |
| | 26,461 |
| | 7,425 |
|
| Straight line rent (1) | (174 | ) | | (1,650 | ) | | (4,577 | ) | | (5,387 | ) |
Net amortization of acquired above- and below-market leases (1) | (984 | ) | | (24 | ) | | (2,559 | ) | | (2,107 | ) |
| Abandoned projects | 76 |
| | 43 |
| | (39 | ) | | 94 |
|
| Gain on consolidation | (45,072 | ) | | — |
| | (45,072 | ) | | — |
|
Net income attributable to noncontrolling interest in earnings of operating partnership | 11,484 |
| | 20,398 |
| | 19,267 |
| | 25,841 |
|
| Gain on depreciable property | (159 | ) | | (54,357 | ) | | (652 | ) | | (56,763 | ) |
| (Gain) loss on discontinued operations | 45 |
| | 122 |
| | (938 | ) | | 1 |
|
| Company's share of total EBITDA | $ | 204,801 |
| | $ | 197,501 |
| | $ | 743,918 |
| | $ | 735,536 |
|
| | | | | | | | |
| | | | | | | | |
| Interest Expense: | | | | | | | |
| Interest expense | $ | 60,766 |
| | $ | 60,511 |
| | $ | 244,432 |
| | $ | 267,072 |
|
| Interest expense from unconsolidated affiliates | 11,254 |
| | 11,277 |
| | 44,543 |
| | 32,932 |
|
| Interest expense from discontinued operations | — |
| | 1,052 |
| | 229 |
| | 4,441 |
|
Noncontrolling interests' share of interest expense in other consolidated subsidiaries | (959 | ) | | (529 | ) | | (3,435 | ) | | (1,329 | ) |
| Company's share of total interest expense | $ | 71,061 |
| | $ | 72,311 |
| | $ | 285,769 |
| | $ | 303,116 |
|
| | | | | | | | |
| Ratio of EBITDA to Interest Expense | 2.88 |
| | 2.73 |
| | 2.60 |
| | 2.43 |
|
| |
| (1) | The definition of EBITDA in the Company's credit agreements was amended to exclude straight line rent and amortization of above and below market leases from EBITDA. |
Reconciliation of EBITDA to Cash Flows Provided By Operating Activities
(In thousands)
|
| | | | | | | | | | | | | | | |
| | Three Months Ended December 31, | | Year Ended December 31, |
| | 2012 | | 2011 | | 2012 | | 2011 |
| | | | | | | | |
| Company's share of total EBITDA | $ | 204,801 |
| | $ | 197,501 |
| | $ | 743,918 |
| | $ | 735,536 |
|
| Interest expense | (60,766 | ) | | (60,511 | ) | | (244,432 | ) | | (267,072 | ) |
| Interest expense from discontinued operations | — |
| | (1,052 | ) | | (229 | ) | | (4,441 | ) |
Noncontrolling interests' share of interest expense in other consolidated subsidiaries | 959 |
| | 529 |
| | 3,435 |
| | 1,329 |
|
| Income and other taxes | (618 | ) | | (1,619 | ) | | (3,025 | ) | | (650 | ) |
| Straight line rent | 174 |
| | 1,650 |
| | 4,577 |
| | 5,387 |
|
| Net amortization of deferred financing costs and debt premiums (discounts) | 2,323 |
| | 2,062 |
| | 7,862 |
| | 10,102 |
|
Net amortization of deferred financing costs and debt premiums (discounts) from discontinued operations | 10 |
| | 35 |
| | 34 |
| | 137 |
|
| Net amortization of intangible lease assets | 277 |
| | 296 |
| | 1,296 |
| | 1,201 |
|
| Depreciation and interest expense from unconsolidated affiliates | (22,333 | ) | | (22,683 | ) | | (88,499 | ) | | (65,470 | ) |
Noncontrolling interests' share of depreciation and amortization in other consolidated subsidiaries | 1,534 |
| | 403 |
| | 5,071 |
| | 919 |
|
| Noncontrolling interests in earnings of other consolidated subsidiaries | 6,513 |
| | 6,509 |
| | 23,652 |
| | 25,217 |
|
| (Gain) loss on outparcel sales | (374 | ) | | (1,437 | ) | | (4,671 | ) | | (2,633 | ) |
| Realized (gain) loss on available for sale securities | (64 | ) | | — |
| | (224 | ) | | 22 |
|
| Equity in earnings of unconsolidated affiliates | (2,912 | ) | | (1,916 | ) | | (8,313 | ) | | (6,138 | ) |
| Distributions from unconsolidated affiliates | 5,350 |
| | 3,415 |
| | 17,074 |
| | 9,586 |
|
| Share-based compensation expense | 1,529 |
| | 14 |
| | 3,740 |
| | 1,783 |
|
| Provision for doubtful accounts | 213 |
| | (259 | ) | | 1,523 |
| | 1,743 |
|
| Change in deferred tax assets | (586 | ) | | (663 | ) | | 3,095 |
| | (5,695 | ) |
| Changes in operating assets and liabilities | 25,868 |
| | (9,259 | ) | | 15,631 |
| | (9,710 | ) |
| Cash flows provided by operating activities | $ | 161,898 |
| | $ | 113,015 |
| | $ | 481,515 |
| | $ | 431,153 |
|
CBL & Associates Properties, Inc.
Supplemental Financial And Operating Information
As of December 31, 2012
Schedule of Mortgage and Other Indebtedness
(Dollars in thousands )
|
| | | | | | | | | | | | | | |
| | | Original Maturity Date | Optional Extended Maturity Date | Interest Rate | | | Balance |
| Location | Property | Balance | | Fixed | Variable |
| | | | | | | | | |
| Operating Properties: | | | | | | | | |
| Statesboro, GA | Statesboro Crossing | Feb-13 | | 1.21% | $ | 13,482 |
| | $ | — |
| $ | 13,482 |
|
| Greensburg, PA | Westmoreland Mall | Mar-13 | | 5.05% | 63,639 |
| | 63,639 |
| — |
|
| Madison, MS | The Forum at Grandview | Sep-13 | Sep-14 | 3.21% | 10,200 |
| | — |
| 10,200 |
|
| Columbia, SC | Columbia Place | Sep-13 | | 5.45% | 27,266 |
| | 27,266 |
| — |
|
| St. Louis, MO | South County Center | Oct-13 | | 4.96% | 72,225 |
| | 72,225 |
| — |
|
| Burlington, NC | Alamance West | Dec-13 | Dec-15 | 3.21% | 16,000 |
| | — |
| 16,000 |
|
| Joplin, MO | Northpark Mall | Mar-14 | | 5.75% | 33,809 |
| | 33,809 |
| — |
|
| D'lberville, MS | The Promenade | Dec-14 | Dec-18 | 1.91% | 58,000 |
| | — |
| 58,000 |
|
| Laredo, TX | Mall del Norte | Dec-14 | | 5.04% | 113,400 |
| | 113,400 |
| — |
|
| El Centro, CA | Imperial Valley Mall | Sep-15 | | 4.99% | 52,546 |
| | 52,546 |
| — |
|
| Rockford, IL | CherryVale Mall | Oct-15 | | 5.00% | 82,347 |
| | 82,347 |
| — |
|
| Brookfield, IL | Brookfield Square | Nov-15 | | 5.08% | 92,305 |
| | 92,305 |
| — |
|
| Madison, WI | East Towne Mall | Nov-15 | | 5.00% | 70,220 |
| | 70,220 |
| — |
|
| Madison, WI | West Towne Mall | Nov-15 | | 5.00% | 99,186 |
| | 99,186 |
| — |
|
| Decatur, IL | Hickory Point Mall | Dec-15 | | 5.85% | 29,635 |
| | 29,635 |
| — |
|
| Bloomington, IL | Eastland Mall | Dec-15 | | 5.85% | 59,400 |
| | 59,400 |
| — |
|
| Gettysburg, PA | The Outlet Shoppes at Gettysburg | Feb-16 | | 5.87% | 40,170 |
| | 40,170 |
| — |
|
| Chattanooga, TN | Gunbarrel Pointe | Apr-16 | | 2.24% | 11,472 |
| (a) | 11,472 |
| — |
|
| Nashville, TN | CoolSprings Crossing | Apr-16 | | 2.14% | 12,887 |
| (b) | 12,887 |
| — |
|
| Stroud, PA | Stroud Mall | Apr-16 | | 2.19% | 34,469 |
| (c) | 34,469 |
| — |
|
| Janesville, WI | Janesville Mall | Apr-16 | | 8.38% | 5,269 |
| | 5,269 |
| — |
|
| York, PA | York Galleria | Apr-16 | | 2.15% | 55,057 |
| (d) | 55,057 |
| — |
|
| Chattanooga, TN | Hamilton Place | Aug-16 | | 5.86% | 106,024 |
| | 106,024 |
| — |
|
| Midland, MI | Midland Mall | Aug-16 | | 6.10% | 34,568 |
| | 34,568 |
| — |
|
| Akron, OH | Chapel Hill Mall | Aug-16 | | 6.10% | 70,045 |
| | 70,045 |
| — |
|
| Chesapeake, VA | Greenbrier Mall | Aug-16 | | 5.91% | 77,085 |
| | 77,085 |
| — |
|
| St. Louis, MO | Chesterfield Mall | Sep-16 | | 5.74% | 140,000 |
| | 140,000 |
| — |
|
| Minot, ND | Dakota Square Mall | Nov-16 | | 6.23% | 58,522 |
| | 58,522 |
| — |
|
| Fairview Heights, IL | St. Clair Square | Dec-16 | | 3.36% | 123,875 |
| | — |
| 123,875 |
|
| Southaven, MS | Southaven Towne Center | Jan-17 | | 5.50% | 41,786 |
| | 41,786 |
| — |
|
| Cary, NC | Cary Towne Center | Mar-17 | | 8.50% | 55,910 |
| | 55,910 |
| — |
|
| Chattanooga, TN | Hamilton Corner | Apr-17 | | 5.67% | 15,595 |
| | 15,595 |
| — |
|
| Charleston, SC | Citadel Mall | Apr-17 | | 5.68% | 68,835 |
| | 68,835 |
| — |
|
| Lexington, KY | The Plaza at Fayette Mall | Apr-17 | | 5.67% | 40,633 |
| | 40,633 |
| — |
|
| Layton, UT | Layton Hills Mall | Apr-17 | | 5.66% | 98,369 |
| | 98,369 |
| — |
|
| Fairview Heights, IL | The Shoppes at St. Clair Square | Apr-17 | | 5.67% | 20,593 |
| | 20,593 |
| — |
|
| Lafayette, LA | Mall of Acadiana | Apr-17 | | 5.67% | 137,640 |
| | 137,640 |
| — |
|
| Cincinnati, OH | EastGate Crossing | May-17 | | 5.66% | 15,324 |
| | 15,324 |
| — |
|
| El Paso, TX | The Outlet Shoppes at El Paso | Dec-17 | | 7.06% | 66,367 |
| | 66,367 |
| — |
|
| Bismarck, ND | Kirkwood Mall | Apr-18 | | 5.75% | 40,368 |
| | 40,368 |
| — |
|
| Winston-Salem, NC | Hanes Mall | Oct-18 | | 6.99% | 156,208 |
| | 156,208 |
| — |
|
|
| | | | | | | | | | | | | | |
| | | Original Maturity Date | Optional Extended Maturity Date | Interest Rate | | | Balance |
| Location | Property | Balance |
| | Fixed | Variable |
| Daytona Beach, FL | Volusia Mall | Jul-19 | | 8.00% | 53,191 |
| | 53,191 |
| — |
|
| Terre Haute, IN | Honey Creek Mall | Jul-19 | | 8.00% | 30,921 |
| | 30,921 |
| — |
|
| Chattanooga, TN | The Terrace | Jun-20 | | 7.25% | 14,224 |
| | 14,224 |
| — |
|
| Burnsville, MN | Burnsville Center | Jul-20 | | 6.00% | 79,272 |
| | 79,272 |
| — |
|
| Roanoke, VA | Valley View Mall | Jul-20 | | 6.50% | 62,282 |
| | 62,282 |
| — |
|
| Huntsville, AL | Parkway Place | Jul-20 | | 6.50% | 40,244 |
| | 40,244 |
| — |
|
| Beaumont, TX | Parkdale Mall & Crossing | Mar-21 | | 5.85% | 91,906 |
| | 91,906 |
| — |
|
| Chattanooga, TN | Hamilton Crossing & Expansion | Apr-21 | | 5.99% | 10,283 |
| | 10,283 |
| — |
|
| Cincinnati, OH | EastGate Mall | Apr-21 | | 5.83% | 42,281 |
| | 42,281 |
| — |
|
| Wausau, WI | Wausau Center | Apr-21 | | 5.85% | 19,187 |
| | 19,187 |
| — |
|
| Little Rock, AR | Park Plaza Mall | Apr-21 | | 5.28% | 96,059 |
| | 96,059 |
| — |
|
| Lexington, KY | Fayette Mall | May-21 | | 5.42% | 179,227 |
| | 179,227 |
| — |
|
| St. Louis, MO | Mid Rivers Mall | May-21 | | 5.88% | 89,312 |
| | 89,312 |
| — |
|
| Burlington, NC | Alamance Crossing - East | Jul-21 | | 5.83% | 50,001 |
| | 50,001 |
| — |
|
| Asheville, NC | Asheville Mall | Sep-21 | | 5.80% | 76,289 |
| | 76,289 |
| — |
|
| Fayetteville, NC | Cross Creek Mall | Jan-22 | | 4.54% | 137,179 |
| | 137,179 |
| — |
|
| Oklahoma City, OK | The Outlet Shoppes at Oklahoma City | Jan-22 | | 5.73% | 58,888 |
| | 58,888 |
| — |
|
| North Charleston, SC | Northwoods Mall | Apr-22 | | 5.08% | 72,339 |
| | 72,339 |
| — |
|
| Douglasville, GA | Arbor Place | May-22 | | 5.10% | 121,050 |
| | 121,050 |
| — |
|
| Chattanooga, TN | CBL Center | Jun-22 | | 5.00% | 21,675 |
| | 21,675 |
| — |
|
| Louisville, KY | Jefferson Mall | Jun-22 | | 4.75% | 70,676 |
| | 70,676 |
| — |
|
| Saginaw, MI | Fashion Square | Jun-22 | | 4.95% | 41,569 |
| | 41,569 |
| — |
|
| Colonial Heights, VA | Southpark Mall | Jun-22 | | 4.85% | 66,525 |
| | 66,525 |
| — |
|
| Spartanburg, SC | WestGate Mall | Jul-22 | | 4.99% | 39,661 |
| | 39,661 |
| — |
|
| | SUBTOTAL | | | | $ | 3,984,972 |
| | $ | 3,763,415 |
| $ | 221,557 |
|
| Weighted average interest rate | | | | 5.29 | % | | 5.42 | % | 2.78 | % |
| | | | | | | | | |
| Debt Premiums (Discounts): (e) | | | | | | | |
| | | | | | | | | |
| St. Louis, MO | South County Center | Oct-13 | | 5.50% | $ | (297 | ) | | $ | (297 | ) | $ | — |
|
| Joplin, MO | Northpark Mall | Mar-14 | | 5.50% | 88 |
| | 88 |
| — |
|
| El Centro, CA | Imperial Valley Mall | Sep-15 | | 3.75% | 1,624 |
| | 1,624 |
| — |
|
| St. Louis, MO | Chesterfield Mall | Sep-16 | | 5.96% | (977 | ) | | (977 | ) | — |
|
| Minot, ND | Dakota Square Mall | Nov-16 | | 5.03% | 2,671 |
| | 2,671 |
| — |
|
| El Paso, TX | The Outlet Shoppes at El Paso | Dec-17 | | 4.75% | 6,751 |
| | 6,751 |
| — |
|
| Bismark, ND | Kirkwood Mall | Apr-18 | | 4.25% | 2,970 |
| | 2,970 |
| — |
|
| | SUBTOTAL | | | | $ | 12,830 |
| | $ | 12,830 |
| $ | — |
|
| Weighted average interest rate | | | | 5.29 | % | | 5.42 | % | 2.78 | % |
| | | | | | | | | |
| Total Loans On Operating Properties And Debt Premiums (Discounts) | | | $ | 3,997,802 |
| | $ | 3,776,245 |
| $ | 221,557 |
|
| Weighted average interest rate | | | | 5.30 | % | | 5.42 | % | 2.85 | % |
| | | | | | | | | |
| Construction Loans: | | | | | | | | |
| Woodstock, GA | The Outlet Shoppes at Atlanta | Aug-15 | Aug-17 | 2.96% | $ | 15,366 |
| | $ | — |
| $ | 15,366 |
|
|
| | | | | | | | | | | | | | |
| | | Original Maturity Date | Optional Extended Maturity Date | Interest Rate | | | Balance |
| Location | Property | Balance | | Fixed | Variable |
| Credit Facilities: | | | | | | | | |
| Secured credit facilities: | | | | | | | | |
| $105,000 capacity | | Jun-15 | Jun-16 | 2.46% | 10,625 |
| | — |
| 10,625 |
|
| Total secured facilities | | | | 2.46% | 10,625 |
| | — |
| 10,625 |
|
| Unsecured term facilities: | | | | | | | | |
| $600,000 capacity | | Nov-15 | Nov-16 | 2.07% | 300,297 |
| | — |
| 300,297 |
|
| $600,000 capacity | | Nov-16 | Nov-17 | 2.07% | 175,329 |
| | — |
| 175,329 |
|
| General | | Apr-13 | | 1.82% | 228,000 |
| | — |
| 228,000 |
|
| Total term facilities | | | | 1.99% | 703,626 |
| | — |
| 703,626 |
|
| SUBTOTAL | | | | 1.99% | $ | 714,251 |
| | $ | — |
| $ | 714,251 |
|
| | | | | | | | | |
| Other | Pearland Town Center | | | | $ | 18,264 |
| (f) | $ | 18,264 |
| $ | — |
|
| | | | | | | | | |
| Total Consolidated Debt | | | | | $ | 4,745,683 |
| | $ | 3,794,509 |
| $ | 951,174 |
|
| Weighted average interest rate | | | | 4.79 | % | | 5.43 | % | 2.20 | % |
| | | | | | | | | |
| Plus CBL's Share Of Unconsolidated Affiliates' Debt: | | | | | | | |
| Lee's Summit, MO | Summit Fair | Dec-12 | | 5.00% | $ | 13,323 |
| (g) | $ | — |
| $ | 13,323 |
|
| Greensboro, NC | Friendly Shopping Center | Apr-13 | | 5.33% | 38,812 |
| | 38,812 |
| — |
|
| Greensboro, NC | Renaissance Center Phase II | Apr-13 | | 5.22% | 7,850 |
| | 7,850 |
| — |
|
| Greensboro, NC | Friendly Center Office Building | Apr-13 | | 5.33% | 1,100 |
| | 1,100 |
| — |
|
| Greensboro, NC | First National Bank Building | Apr-13 | | 5.33% | 405 |
| | 405 |
| — |
|
| Greensboro, NC | Green Valley Office Building | Apr-13 | | 5.33% | 971 |
| | 971 |
| — |
|
| Greensboro, NC | First Citizens Bank Building | Apr-13 | | 5.33% | 2,555 |
| | 2,555 |
| — |
|
| Greensboro, NC | Bank of America Building | Apr-13 | | 5.33% | 4,625 |
| | 4,625 |
| — |
|
| Greensboro, NC | Wachovia Office Building | Apr-13 | | 5.33% | 1,533 |
| | 1,533 |
| — |
|
| West Melbourne, FL | Hammock Landing Phase I | Nov-13 | Nov-14 | 3.71% | 42,431 |
| | — |
| 42,431 |
|
| West Melbourne, FL | Hammock Landing Phase II | Nov-13 | | 3.71% | 2,921 |
| | — |
| 2,921 |
|
| Port Orange, FL | The Pavilion at Port Orange | Mar-14 | Mar-15 | 3.71% | 63,030 |
| | — |
| 63,030 |
|
| Myrtle Beach, SC | Coastal Grand-Myrtle Beach | Oct-14 | | 5.09% | 39,960 |
| (h) | 39,960 |
| — |
|
| Ft. Myers, FL | Gulf Coast Town Center Phase III | Jul-15 | | 2.75% | 6,786 |
| | — |
| 6,786 |
|
| Overland Park, KS | Oak Park Mall | Dec-15 | | 5.85% | 137,850 |
| | 137,850 |
| — |
|
| Raleigh, NC | Triangle Town Center | Dec-15 | | 5.74% | 91,645 |
| | 91,645 |
| — |
|
| Greensboro, NC | Renaissance Center Phase I | Jul-16 | | 5.61% | 16,897 |
| | 16,897 |
| — |
|
| Clarksville, TN | Governor's Square Mall | Sep-16 | | 8.23% | 10,165 |
| | 10,165 |
| — |
|
| Paducah, KY | Kentucky Oaks Mall | Jan-17 | | 5.27% | 12,132 |
| | 12,132 |
| — |
|
| Greensboro, NC | The Shops at Friendly Center | Jan-17 | | 5.90% | 20,566 |
| | 20,566 |
| — |
|
| Harrisburg, PA | High Pointe Commons | May-17 | | 5.74% | 6,946 |
| | 6,946 |
| — |
|
| Ft. Myers, FL | Gulf Coast Town Center Phase I | Jul-17 | | 5.60% | 95,400 |
| | 95,400 |
| — |
|
| Harrisburg, PA | High Pointe Commons Phase II | Jul-17 | | 6.10% | 2,776 |
| | 2,776 |
| — |
|
| Nashville, TN | CoolSprings Galleria | Jun-18 | | 6.98% | 54,697 |
| | 54,697 |
| — |
|
| York, PA | York Town Center | Feb-22 | | 4.90% | 18,678 |
| | 18,678 |
| — |
|
| St. Louis, MO | West County Center | Dec-22 | | 3.40% | 95,000 |
| | 95,000 |
| — |
|
| | SUBTOTAL | | | | $ | 789,054 |
| | $ | 660,563 |
| $ | 128,491 |
|
|
| | | | | | | | | | | | | | |
| | | Original Maturity Date | Optional Extended Maturity Date | Interest Rate | | | Balance |
| Location | Property | Balance | | Fixed | Variable |
| | | | | | | | | |
| Less Noncontrolling Interests' Share Of Consolidated Debt: | Noncontrolling Interest % | | | | | |
| Gettysburg, PA | The Outlet Shoppes at Gettysburg | 50% | | 5.87% | $ | (20,085 | ) | | $ | (20,085 | ) | $ | — |
|
| Chattanooga, TN | Hamilton Place | 10% | | 5.86% | (10,602 | ) | | (10,602 | ) | — |
|
| Chattanooga, TN | Hamilton Corner | 10% | | 5.67% | (1,559 | ) | | (1,559 | ) | — |
|
| El Paso, TX | The Outlet Shoppes at El Paso | 25% | | 7.06% | (16,592 | ) | | (16,592 | ) | — |
|
| Bismarck, ND | Kirkwood Mall | 51% | | 5.75% | (20,587 | ) | | (20,587 | ) | — |
|
| Chattanooga, TN | The Terrace | 8% | | 7.25% | (1,138 | ) | | (1,138 | ) | — |
|
| Chattanooga, TN | Hamilton Crossing & Expansion | 8% | | 5.99% | (823 | ) | | (823 | ) | — |
|
| Oklahoma City, OK | The Outlet Shoppes at Oklahoma City | 25% | | 5.73% | (14,722 | ) | | (14,722 | ) | — |
|
| Chattanooga, TN | CBL Center | 8% | | 5.00% | (1,734 | ) | | (1,734 | ) | — |
|
| | SUBTOTAL | | | | $ | (87,842 | ) | | $ | (87,842 | ) | $ | — |
|
| | | | | | | | | |
| Less Noncontrolling Interests' Share Of Debt Premium: | | | | | | | |
| El Paso, TX | The Outlet Shoppes at El Paso | 25% | | 4.75% | $ | (1,688 | ) | | $ | (1,688 | ) | $ | — |
|
| | | | | | | | | |
| Company's Share Of Consolidated And Unconsolidated Debt | | | | $ | 5,445,207 |
| | $ | 4,365,542 |
| $ | 1,079,665 |
|
| Weighted average interest rate | | | | 4.86 | % | | 5.48 | % | 2.39 | % |
| | | | | | | | | |
| Total Debt of Unconsolidated Affiliates: | | | | | | | |
| Lee's Summit, MO | Summit Fair | Dec-12 | | 5.00% | $ | 49,345 |
| (g) | $ | — |
| $ | 49,345 |
|
| Greensboro, NC | Friendly Shopping Center | Apr-13 | | 5.33% | 77,625 |
| | 77,625 |
| — |
|
| Greensboro, NC | Renaissance Center Phase II | Apr-13 | | 5.22% | 15,700 |
| | 15,700 |
| — |
|
| Greensboro, NC | Friendly Center Office Building | Apr-13 | | 5.33% | 2,199 |
| | 2,199 |
| — |
|
| Greensboro, NC | First National Bank Building | Apr-13 | | 5.33% | 809 |
| | 809 |
| — |
|
| Greensboro, NC | Green Valley Office Building | Apr-13 | | 5.33% | 1,941 |
| | 1,941 |
| — |
|
| Greensboro, NC | First Citizens Bank Building | Apr-13 | | 5.33% | 5,110 |
| | 5,110 |
| — |
|
| Greensboro, NC | Bank of America Building | Apr-13 | | 5.33% | 9,250 |
| | 9,250 |
| — |
|
| Greensboro, NC | Wachovia Office Building | Apr-13 | | 5.33% | 3,066 |
| | 3,066 |
| — |
|
| West Melbourne, FL | Hammock Landing Phase I | Nov-13 | Nov-14 | 3.71% | 42,431 |
| | — |
| 42,431 |
|
| West Melbourne, FL | Hammock Landing Phase II | Nov-13 | | 3.71% | 2,921 |
| | — |
| 2,921 |
|
| Port Orange, FL | The Pavilion at Port Orange | Mar-14 | Mar-15 | 3.71% | 63,030 |
| | — |
| 63,030 |
|
| Myrtle Beach, SC | Coastal Grand-Myrtle Beach | Oct-14 | | 5.09% | 79,920 |
| (h) | 79,920 |
| — |
|
| Ft. Myers, FL | Gulf Coast Town Center Phase III | Jul-15 | | 2.75% | 6,786 |
| | — |
| 6,786 |
|
| Overland Park, KS | Oak Park Mall | Dec-15 | | 5.85% | 275,700 |
| | 275,700 |
| — |
|
| Raleigh, NC | Triangle Town Center | Dec-15 | | 5.74% | 183,291 |
| | 183,291 |
| — |
|
| Greensboro, NC | Renaissance Center Phase I | Jul-16 | | 5.61% | 33,793 |
| | 33,793 |
| — |
|
| Clarksville, TN | Governor's Square Mall | Sep-16 | | 8.23% | 21,400 |
| | 21,400 |
| — |
|
| Paducah, KY | Kentucky Oaks Mall | Jan-17 | | 5.27% | 24,263 |
| | 24,263 |
| — |
|
| Greensboro, NC | The Shops at Friendly Center | Jan-17 | | 5.90% | 41,131 |
| | 41,131 |
| — |
|
| Harrisburg, PA | High Pointe Commons | May-17 | | 5.74% | 13,893 |
| | 13,893 |
| — |
|
|
| | | | | | | | | | | | | | |
| | | Original Maturity Date | Optional Extended Maturity Date | Interest Rate | | | Balance |
| Location | Property | Balance | | Fixed | Variable |
| Ft. Myers, FL | Gulf Coast Town Center Phase I | Jul-17 | | 5.60% | 190,800 |
| | 190,800 |
| — |
|
| Harrisburg, PA | High Pointe Commons Phase II | Jul-17 | | 6.10% | 5,552 |
| | 5,552 |
| — |
|
| Nashville, TN | CoolSprings Galleria | Jun-18 | | 6.98% | 109,395 |
| | 109,395 |
| — |
|
| York, PA | York Town Center | Feb-22 | | 4.90% | 37,356 |
| | 37,356 |
| — |
|
| St. Louis, MO | West County Center | Dec-22 | | 3.40% | 190,000 |
| | 190,000 |
| — |
|
| | | | | | | | | |
| | | | | | $ | 1,486,707 |
| | $ | 1,322,194 |
| $ | 164,513 |
|
| Weighted average interest rate | | | | 4.86 | % | | 4.95 | % | 4.06 | % |
|
| |
| (a) | The Company has an interest rate swap on a notional amount of $11,472, amortizing to $10,083 over the term of the swap, related to Gunbarrel Point to effectively fix the interest rate on that variable-rate loan. Therefore, this amount is currently reflected as having a fixed rate. The swap terminates in April 2016. |
| (b) | The Company has an interest rate swap on a notional amount of $12,887, amortizing to $11,313 over the term of the swap, related to CoolSprings Crossing to effectively fix the interest rate on that variable-rate loan. Therefore, this amount is currently reflected as having a fixed rate. The swap terminates in April 2016. |
| (c) | The Company has an interest rate swap on a notional amount of $34,469, amortizing to $30,276 over the term of the swap, related to Stroud Mall to effectively fix the interest rate on that variable-rate loan. Therefore, this amount is currently reflected as having a fixed rate. The swap terminates in April 2016. |
| (d) | The Company has an interest rate swap on a notional amount of $55,057, amortizing to $48,337 over the term of the swap, related to York Galleria to effectively fix the interest rate on that variable-rate loan. Therefore, this amount is currently reflected as having a fixed rate. The swap terminates in April 2016. |
| (e) | The weighted average interest rates used for debt premiums (discounts) reflect the market interest rate in effect as of the assumption of the related debt. |
| (f) | Pearland Town Center is owned 88% by the Company and 12% by a noncontrolling partner. This amount represents the noncontrolling partner's equity contribution that is accounted for as a financing due to certain terms of the joint venture agreement. |
| (g) | Represents the 27% share of the outstanding balance of the construction financing that the Company has guaranteed. The maximum amount that the Company has guaranteed is approximately $18,615. The joint venture partner is currently working with the lender to extend the loan. |
| (h) | Represents a first mortgage securing the property. In addition to the first mortgage, there is also $18,000 of B-notes that are payable to the Company and its joint venture partner, each of which hold $9,000. |
CBL & Associates Properties, Inc.
Supplemental Financial And Operating Information
As of December 31, 2012
Schedule of Maturities of Mortgage and Other Indebtedness
(Dollars in thousands )
Based on Maturity Dates As Though All Extension Options Available Have Been Exercised:
|
| | | | | | | | | | | | | | | | | | | |
| Year | | Consolidated Debt | | CBL's Share of Unconsolidated Affiliates' Debt | | Noncontrolling Interests' Share of Consolidated Debt | | CBL's Share of Consolidated and Unconsolidated Debt | | % of Total |
| | | | | | | | | | | |
| 2013 | | $ | 404,612 |
| | $ | 74,095 |
| | $ | — |
| | $ | 478,707 |
| | 8.79 | % |
| 2014 | | 175,673 |
| | 82,391 |
| | — |
| | 258,064 |
| | 4.74 | % |
| 2015 | | 501,639 |
| | 299,311 |
| | — |
| | 800,950 |
| | 14.71 | % |
| 2016 | | 1,080,365 |
| | 27,062 |
| | (30,687 | ) | | 1,076,740 |
| | 19.77 | % |
| 2017 | | 751,747 |
| | 137,820 |
| | (18,151 | ) | | 871,416 |
| | 16 | % |
| 2018 | | 254,576 |
| | 54,697 |
| | (20,587 | ) | | 288,686 |
| | 5.3 | % |
| 2019 | | 84,112 |
| | — |
| | — |
| | 84,112 |
| | 1.54 | % |
| 2020 | | 196,022 |
| | — |
| | (1,138 | ) | | 194,884 |
| | 3.58 | % |
| 2021 | | 654,545 |
| | — |
| | (823 | ) | | 653,722 |
| | 12.01 | % |
| 2022 | | 629,562 |
| | 113,678 |
| | (16,456 | ) | | 726,784 |
| | 13.35 | % |
| Face Amount of Debt | | 4,732,853 |
| | 789,054 |
| | (87,842 | ) | | 5,434,065 |
| | 99.79 | % |
| Net Premiums on Debt | | 12,830 |
| | — |
| | (1,688 | ) | | 11,142 |
| | 0.21 | % |
| Total | | $ | 4,745,683 |
| | $ | 789,054 |
| | $ | (89,530 | ) | | $ | 5,445,207 |
| | 100.00 | % |
Based on Original Maturity Dates:
|
| | | | | | | | | | | | | | | | | | | |
| Year | | Consolidated Debt | | CBL's Share of Unconsolidated Affiliates' Debt | | Noncontrolling Interests' Share of Consolidated Debt | | CBL's Share of Consolidated and Unconsolidated Debt | | % of Total |
| | | | | | | | | | | |
| 2013 | | $ | 430,812 |
| | $ | 116,526 |
| | $ | — |
| | $ | 547,338 |
| | 10.05 | % |
| 2014 | | 223,473 |
| | 102,990 |
| | — |
| | 326,463 |
| | 5.99 | % |
| 2015 | | 811,927 |
| | 236,281 |
| | — |
| | 1,048,208 |
| | 19.25 | % |
| 2016 | | 944,772 |
| | 27,062 |
| | (30,687 | ) | | 941,147 |
| | 17.28 | % |
| 2017 | | 561,052 |
| | 137,820 |
| | (18,151 | ) | | 680,721 |
| | 12.5 | % |
| 2018 | | 196,576 |
| | 54,697 |
| | (20,587 | ) | | 230,686 |
| | 4.24 | % |
| 2019 | | 84,112 |
| | — |
| | — |
| | 84,112 |
| | 1.54 | % |
| 2020 | | 196,022 |
| | — |
| | (1,138 | ) | | 194,884 |
| | 3.58 | % |
| 2021 | | 654,545 |
| | — |
| | (823 | ) | | 653,722 |
| | 12.01 | % |
| 2022 | | 629,562 |
| | 113,678 |
| | (16,456 | ) | | 726,784 |
| | 13.35 | % |
| Face Amount of Debt | | 4,732,853 |
| | 789,054 |
| | (87,842 | ) | | 5,434,065 |
| | 99.79 | % |
| Net Premiums on Debt | | 12,830 |
| | — |
| | (1,688 | ) | | 11,142 |
| | 0.21 | % |
| Total | | $ | 4,745,683 |
| | $ | 789,054 |
| | $ | (89,530 | ) | | $ | 5,445,207 |
| | 100.00 | % |
Unsecured Debt Covenant Compliance Ratios
For the year ended December 31, 2012
|
| | | | | | |
| Covenant | | Required | | Actual | | In Compliance |
| Debt to gross asset value | | <60% | | 52.7% | | Yes |
| Ratio of EBITDA to fixed charges (debt service) | | >1.50x | | 2.00x | | Yes |
| Ratio of EBITDA to interest expense | | >1.75x | | 2.60x | | Yes |
CBL & Associates Properties, Inc.
Supplemental Financial And Operating Information
For the Three Months and Year Ended December 31, 2012
New and Renewal Leasing Activity of Same Small Shop Space Less Than 10,000 Square Feet
|
| | | | | | | | | | | | | | | | | | | | | |
| Property Type | | Square Feet | | Prior Gross Rent PSF | | New Initial Gross Rent PSF | | % Change Initial | | New Average Gross Rent PSF (2) | | % Change Average |
| | | | | | | | | | | | | |
| Quarter: | | | | | | | | | | | | |
| All Property Types (1) | | 815,608 |
| | $ | 40.66 |
| | $ | 42.12 |
| | 3.6 | % | | $ | 43.41 |
| | 6.7 | % |
| Stabilized malls | | 748,966 |
| | 42.63 |
| | 44.19 |
| | 3.7 | % | | 45.55 |
| | 6.8 | % |
| New leases | | 137,303 |
| | 42.77 |
| | 47.80 |
| | 11.8 | % | | 50.72 |
| | 18.6 | % |
| Renewal leases | | 611,663 |
| | 42.60 |
| | 43.38 |
| | 1.8 | % | | 44.39 |
| | 4.2 | % |
| | | | | | | | | | | | | |
| Year-to-Date: | | | | | | | | | | | | |
| All Property Types (1) | | 2,892,058 |
| | $ | 38.74 |
| | $ | 40.55 |
| | 4.7 | % | | $ | 41.86 |
| | 8.1 | % |
| Stabilized malls | | 2,642,733 |
| | 40.49 |
| | 42.50 |
| | 5.0 | % | | 43.87 |
| | 8.4 | % |
| New leases | | 487,734 |
| | 43.36 |
| | 50.48 |
| | 16.4 | % | | 53.49 |
| | 23.4 | % |
| Renewal leases | | 2,154,999 |
| | 39.83 |
| | 40.69 |
| | 2.2 | % | | 41.69 |
| | 4.7 | % |
Total Leasing Activity
|
| | | |
| | | Square Feet |
| Quarter: | | |
| Operating portfolio: | | |
| New leases | | 504,258 |
|
| Renewal leases | | 1,084,217 |
|
| Development portfolio | | 102,373 |
|
| Total leased | | 1,690,848 |
|
| | | |
| Year-to-Date: | | |
| Operating Portfolio | | |
| New leases | | 1,548,415 |
|
| Renewal leases | | 4,221,860 |
|
| Development Portfolio | | 306,897 |
|
| Total leased | | 6,077,172 |
|
Average Annual Base Rents Per Square Foot (3) By Property Type For Small Shop Space Less Than 10,000 Square Feet
|
| | | | | | | | |
| | | As of December 31, |
| | | 2012 | | 2011 |
| Stabilized malls | | $ | 29.72 |
| | $ | 29.68 |
|
| Non-stabilized malls (4) | | 22.81 |
| | 23.92 |
|
| Associated centers | | 11.90 |
| | 11.65 |
|
| Community centers | | 16.02 |
| | 14.38 |
|
| Office buildings | | 18.62 |
| | 17.68 |
|
|
| |
| (1) | Includes stabilized malls, associated centers, community centers and other. |
| (2) | Average Gross Rent does not incorporate allowable future increases for recoverable common area expenses. |
| (3) | Average annual base rents per square foot are based on contractual rents in effect as of December 31, 2012, including the impact of any rent concessions. |
| (4) | Includes The Outlet Shoppes at Oklahoma City in 2012 and The Outlet Shoppes at Oklahoma City and Pearland Towne Center in 2011. |
CBL & Associates Properties, Inc.
Supplemental Financial And Operating Information
As of December 31, 2012
Top 25 Tenants Based On Percentage Of Total Annualized Revenues
|
| | | | | | | | | | | |
| | Tenant | | Number of Stores | | Square Feet | | Percentage of Total Annualized Revenues |
| 1 | Limited Brands, LLC (1) | | 164 |
| | | 833,011 |
| | | 3.20% |
| 2 | Foot Locker, Inc. | | 170 |
| | | 659,326 |
| | | 2.38% |
| 3 | AE Outfitters Retail Company | | 88 |
| | | 519,768 |
| | | 2.06% |
| 4 | The Gap, Inc. | | 76 |
| | | 856,426 |
| | | 1.73% |
| 5 | Signet Group plc (2) | | 113 |
| | | 205,040 |
| | | 1.72% |
| 6 | Genesco Inc. (3) | | 200 |
| | | 298,382 |
| | | 1.60% |
| 7 | JC Penney Company, Inc. (4) | | 75 |
| | | 8,749,756 |
| | | 1.58% |
| 8 | Abercrombie & Fitch, Co. | | 76 |
| | | 515,660 |
| | | 1.56% |
| 9 | Dick's Sporting Goods, Inc. | | 22 |
| | | 1,272,713 |
| | | 1.44% |
| 10 | Luxottica Group, S.P.A. (5) | | 129 |
| | | 284,587 |
| | | 1.35% |
| 11 | Dress Barn, Inc. (6) | | 131 |
| | | 619,906 |
| | | 1.35% |
| 12 | Express Fashions | | 49 |
| | | 409,730 |
| | | 1.30% |
| 13 | Aeropostale, Inc. | | 89 |
| | | 324,083 |
| | | 1.30% |
| 14 | Zale Corporation | | 131 |
| | | 137,469 |
| | | 1.21% |
| 15 | Finish Line, Inc. | | 69 |
| | | 365,663 |
| | | 1.19% |
| 16 | New York & Company, Inc. | | 50 |
| | | 357,670 |
| | | 1.04% |
| 17 | Best Buy Co., Inc. (7) | | 67 |
| | | 554,025 |
| | | 1.02% |
| 18 | Sun Capital Partners, Inc. (8) | | 54 |
| | | 650,688 |
| | | 0.98% |
| 19 | Forever 21 Retail, Inc. | | 23 |
| | | 421,545 |
| | | 0.98% |
| 20 | The Buckle, Inc. | | 51 |
| | | 256,655 |
| | | 0.93% |
| 21 | Charlotte Russe Holding, Inc. | | 52 |
| | | 356,146 |
| | | 0.91% |
| 22 | The Children's Place Retail Stores, Inc. | | 60 |
| | | 265,012 |
| | | 0.85% |
| 23 | Claire's Stores, Inc. | | 122 |
| | | 144,258 |
| | | 0.81% |
| 24 | Christopher & Banks, Inc. | | 73 |
| | | 252,065 |
| | | 0.77% |
| 25 | Sears, Roebuck and Co. (9) | | 70 |
| | | 9,344,328 |
| | | 0.76% |
| | | | 2,204 |
| | | 28,653,912 |
| | | 34.02% |
|
| | |
| (1 | ) | Limited Brands, LLC operates Victoria's Secret and Bath & Body Works. |
| (2 | ) | Signet Group plc operates Kay Jewelers, Marks & Morgan, JB Robinson, Shaw's Jewelers, Osterman's Jewelers, LeRoy's Jewelers, Jared Jewelers, Belden Jewelers and Rogers Jewelers. |
| (3 | ) | Genesco Inc. operates Journey's, Jarman, Underground Station, Hat World, Lids, Hat Zone, and Cap Factory stores. |
| (4 | ) | JC Penney Company, Inc. owns 36 of these stores. |
| (5 | ) | Luxottica Group, S.P.A. operates Lenscrafters, Sunglass Hut, and Pearle Vision. |
| (6 | ) | Dress Barn, Inc. operates Justice, dressbarn and maurices. |
| (7 | ) | Best Buy Co., Inc. operates Best Buy and Best Buy Mobile. |
| (8 | ) | Sun Capital Partners, Inc. operates Gordmans, Life Uniform, Limited Stores, Fazoli's Restaurants, Smokey Bones and Bar Louie Restaurants. |
| (9 | ) | Sears, Roebuck and Co. owns 50 of these stores. |
CBL & Associates Properties, Inc.
Supplemental Financial And Operating Information
For the Three Months and Year Ended December 31, 2012
Capital Expenditures
(In thousands)
|
| | | | | | | | |
| | | Three Months | | Year |
| | | | | |
| Tenant allowances | | $ | 17,577 |
| | $ | 56,657 |
|
| | | | | |
| Renovations | | 11,406 |
| | 28,106 |
|
| | | | | |
| Deferred maintenance: | | | | |
| Parking lot and parking lot lighting | | 5,930 |
| | 18,163 |
|
| Roof repairs and replacements | | 1,899 |
| | 8,427 |
|
| Other capital expenditures | | (722 | ) | | 11,567 |
|
| Total deferred maintenance expenditures | | 7,107 |
| | 38,157 |
|
| | | | | |
| Total capital expenditures | | $ | 36,090 |
| | $ | 122,920 |
|
The capital expenditures incurred for maintenance such as parking lot repairs, parking lot lighting and roofs are classified as deferred maintenance expenditures. These expenditures are billed to tenants as common area maintenance expense and the majority is recovered over a five to fifteen year period. Renovation capital expenditures are for remodelings and upgrades to enhance our competitive position in the market area. A portion of these expenditures covering items such as new floor coverings, painting, lighting and new seating areas are also recovered through tenant billings. The costs of other items such as new entrances, new ceilings and skylights are not recovered from tenants. We estimate that 30% of our renovation expenditures are recoverable from our tenants over a ten to fifteen year period. The third category of capital expenditures is tenant allowances, sometimes made to third-generation tenants. Tenant allowances are recovered through minimum rents from the tenants over the term of the lease.
Deferred Leasing Costs Capitalized
(In thousands)
|
| | | | | | | | |
| | | 2012 | | 2011 |
| Quarter ended: | | | | |
| March 31, | | $ | 533 |
| | $ | 412 |
|
| June 30, | | 950 |
| | 744 |
|
| September 30, | | 934 |
| | 721 |
|
| December 31, | | 768 |
| | 1,104 |
|
| | | $ | 3,185 |
| | $ | 2,981 |
|
CBL & Associates Properties, Inc.
Supplemental Financial And Operating Information
As of December 31, 2012
Properties Opened During the Year Ended December 31, 2012
(Dollars in thousands) |
| | | | | | | | | | | | | | | | | |
| | | | | | | CBL's Share of | | | | |
| Property | | Location | | Total Project Square Feet | | Total Cost (a) | | Cost to Date (b) | | Opening Date | | Initial Yield |
| Community Center Expansion: | | | | | | | | | | | | |
| The Forum at Grandview - Phase II | | Madison, MS | | 83,060 |
| | $ | 16,826 |
| | $ | 13,119 |
| | April-12 | | 7.6% |
| | | | | | | | | | | | | |
| Community Center: | | | | | | | | | | | | |
| Waynesville Commons | | Waynesville, NC | | 127,585 |
| | $ | 9,987 |
| | $ | 9,505 |
| | October-12 | | 10.6% |
| | | | | | | | | | | | | |
| Mall Expansion: | | | | | | | | | | | | |
| The Shoppes at Southaven Towne Center - Phase I | | Southaven, MS | | 15,557 |
| | $ | 1,828 |
| | $ | 1,614 |
| | November-12 | | 16.4% |
| | | | | | | | | | | | | |
| Mall Redevelopment: | | | | | | | | | | | | |
| Foothills Mall/Plaza - Carmike Cinemas | | Maryville, TN | | 45,276 |
| | $ | 8,337 |
| | $ | 8,718 |
| | March-12 | | 7.3% |
| | | | | | | | | | | | | |
| Outlet Center: | | | | | | | | | | | | |
| The Outlet Shoppes at Oklahoma City - Phase II (c) | | Oklahoma City, OK | | 27,850 |
| | $ | 6,668 |
| | $ | 5,055 |
| | November-12 | | 11.4% |
| | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| Total Properties Opened | | | | 299,328 |
| | $ | 43,646 |
| | $ | 38,011 |
| | | | |
Properties Under Development at December 31, 2012
(Dollars in thousands)
|
| | | | | | | | | | | | | | | | | |
| | | | | | | CBL's Share of | | | | |
| Property | | Location | | Total Project Square Feet | | Total Cost (a) | | Cost to Date (b) | | Expected Opening Date | | Initial Yield |
| Community Center Expansion: | | | | | | | | | | | | |
| The Crossings at Marshalls Creek | | Middle Smithfield, PA | | 104,525 |
| | $ | 18,983 |
| | $ | 11,312 |
| | Summer-13 | | 9.8% |
| | | | | | | | | | | | | |
| Mall Expansions: | | | | | | | | | | | | |
| Volusia Mall - Restaurant District | | Daytona Beach, FL | | 28,000 |
| | $ | 8,951 |
| | $ | 4,107 |
| | Fall-13 | | 11.0% |
| | | | | | | | | | | | | |
| Mall Redevelopment: | | | | | | | | | | | | |
| Monroeville Mall - JC Penney/Cinemark (d) | | Pittsburgh, PA | | 464,792 |
| | 26,178 |
| | 8,784 |
| | October-12/Winter-13 | | 7.6% |
| Southpark Mall - Dick's Sporting Goods | | Colonial Heights, VA | | 91,770 |
| | 9,891 |
| | 860 |
| | Fall-13 | | 6.6% |
| | | | | 556,562 |
| | $ | 36,069 |
| | $ | 9,644 |
| | | | |
| Outlet Centers: | | | | | | | | | | | | |
| The Outlet Shoppes at Atlanta (c) | | Woodstock, GA | | 370,456 |
| | $ | 80,490 |
| | $ | 31,468 |
| | July-13 | | 10.0% |
| | | | | | | | | | | | | |
| Total Under Development | | | | 1,059,543 |
| | $ | 144,493 |
| | $ | 56,531 |
| | | | |
|
| |
| (a) | Total Cost is presented net of reimbursements to be received. |
| (b | Cost to Date does not reflect reimbursements until they are received. |
| (c) | The Outlet Shoppes at Atlanta and The Outlet Shoppes at Oklahoma City are 75/25 joint ventures. Total cost and cost to date are reflected at 100 percent. |
| (d) | JC Penney opened October 2012. Cinemark to open Winter 2013. |
