Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2022 | Nov. 08, 2022 | |
Cover [Abstract] | ||
Entity Central Index Key | 0000910612 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 1-12494 | |
Entity Registrant Name | CBL & ASSOCIATES PROPERTIES, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 62-1545718 | |
Entity Address, Address Line One | 2030 Hamilton Place Blvd. | |
Entity Address, Address Line Two | Suite 500 | |
Entity Address, City or Town | Chattanooga | |
Entity Address, State or Province | TN | |
Entity Address, Postal Zip Code | 37421 | |
City Area Code | 423 | |
Local Phone Number | 855-0001 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Title of 12(b) Security | Common Stock, $0.001 par value, with associated Stock Purchase Rights | |
Trading Symbol | CBL | |
Security Exchange Name | NYSE | |
Entity Common Stock, Shares Outstanding | 31,834,178 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 | |
Real estate assets: | |||
Land | [1] | $ 598,201 | $ 599,283 |
Buildings and improvements | [1] | 1,188,200 | 1,173,106 |
Real estate assets | [1] | 1,786,401 | 1,772,389 |
Accumulated depreciation | [1] | (107,462) | (19,939) |
Real estate investment property, net, before developments in progress | [1] | 1,678,939 | 1,752,450 |
Developments in progress | [1] | 5,343 | 16,665 |
Net investment in real estate assets | [1] | 1,684,282 | 1,769,115 |
Cash and cash equivalents | [1] | 85,754 | 169,554 |
Available-for-sale securities - at fair value (amortized cost of $249,638 and $149,999 as of September 30, 2022 and December 31, 2021, respectively) | [1] | 249,912 | 149,996 |
Receivables: | |||
Tenant | [1] | 32,290 | 25,190 |
Other | [1] | 3,441 | 4,793 |
Investments in unconsolidated affiliates | [1] | 81,805 | 103,655 |
In-place leases, net | [1] | 277,443 | 384,705 |
Above market leases, net | [1] | 186,652 | 234,286 |
Intangible lease assets and other assets | [1] | 125,248 | 104,685 |
Total assets | [1] | 2,726,827 | 2,945,979 |
LIABILITIES AND EQUITY | |||
Mortgage and other indebtedness, net | 2,016,704 | 1,813,209 | |
Below market leases, net | 121,741 | 151,871 | |
Accounts payable and accrued liabilities | 149,007 | 184,404 | |
Total liabilities | [1] | 2,287,452 | 2,544,879 |
Shareholders' equity: | |||
Common stock, $.001 par value, 200,000,000 shares authorized, 31,834,178 and 20,774,716 issued and outstanding in 2022 and 2021, respectively | 32 | 21 | |
Additional paid-in capital | 708,768 | 547,726 | |
Accumulated other comprehensive income (loss) | 274 | (3) | |
Accumulated deficit | (263,862) | (151,545) | |
Total shareholders' equity | 445,212 | 396,199 | |
Noncontrolling interests | (5,837) | 4,901 | |
Total equity | 439,375 | 401,100 | |
Total liabilities, redeemable noncontrolling interests and equity | $ 2,726,827 | 2,945,979 | |
Senior Notes | |||
LIABILITIES AND EQUITY | |||
10% senior secured notes - at fair value (carrying amount of $395,000 as of December 31, 2021) | $ 395,395 | ||
[1] As of September 30, 2022, includes $ 196,638 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $ 188,699 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 8 . |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 | |
Available-for-sale securities, amortized cost | $ 249,638 | $ 149,999 | |
Fair value carrying amount | $ 1,998,461 | ||
Common stock, par value (USD per share) | $ 0.001 | $ 0.001 | |
Common stock authorized (shares) | 200,000,000 | 200,000,000 | |
Common stock issued (shares) | 31,834,178 | 20,774,716 | |
Common stock outstanding (shares) | 31,834,178 | 20,774,716 | |
Variable interest asset entities | [1] | $ 2,726,827 | $ 2,945,979 |
Variable interest liability entities | [1] | 2,287,452 | 2,544,879 |
Variable Interest Entity Primary Beneficiary | |||
Variable interest asset entities | 196,638 | ||
Variable Interest Entity Primary Beneficiary | Nonrecourse | |||
Variable interest liability entities | $ 188,699 | ||
10% Senior Secured Notes | |||
Fair value carrying amount | $ 395,000 | ||
[1] As of September 30, 2022, includes $ 196,638 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $ 188,699 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 8 . |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | ||
REVENUES: | |||||
Rental revenues | $ 131,642 | $ 145,539 | $ 398,806 | $ 405,030 | |
Management, development and leasing fees | 1,783 | 1,780 | 5,338 | 4,888 | |
Other | 2,855 | 3,056 | 9,256 | 10,202 | |
Total revenues | [1] | 136,280 | 150,375 | 413,400 | 420,120 |
EXPENSES: | |||||
Property operating | (24,390) | (23,818) | (69,046) | (65,243) | |
Depreciation and amortization | (61,050) | (46,479) | (194,469) | (142,090) | |
Real estate taxes | (13,880) | (13,957) | (42,569) | (45,618) | |
Maintenance and repairs | (10,272) | (9,482) | (31,068) | (29,047) | |
General and administrative | (14,625) | (13,502) | (51,149) | (37,383) | |
Loss on impairment | (63,160) | (252) | (120,342) | ||
Litigation settlement | 36 | 89 | 182 | 890 | |
Other | (104) | (834) | (391) | ||
Total expenses | (124,181) | (170,413) | (389,205) | (439,224) | |
OTHER INCOME (EXPENSES): | |||||
Interest and other income | 152 | 510 | 1,216 | 2,038 | |
Interest expense | (37,652) | (19,039) | (183,428) | (65,468) | |
Gain on deconsolidation | 36,250 | 55,131 | |||
Loss on available-for-sale securities | (39) | (39) | |||
Gain on sales of real estate assets | 3,528 | 8,684 | 3,547 | 8,492 | |
Reorganization items, net | 1,220 | (12,008) | 262 | (52,014) | |
Income tax (provision) benefit | (2,422) | 1,234 | (2,751) | (222) | |
Equity in earnings (losses) of unconsolidated affiliates | 5,702 | (2,224) | 16,308 | (9,575) | |
Total other expenses | (29,511) | (22,843) | (128,635) | (61,618) | |
Net loss | (17,412) | (42,881) | (104,440) | (80,722) | |
Net (income) loss attributable to noncontrolling interests in: | |||||
Operating Partnership | (25) | 1,085 | 34 | 2,013 | |
Other consolidated subsidiaries | 3,143 | 76 | 8,002 | 1,344 | |
Net loss attributable to the Company | (14,294) | (41,720) | (96,404) | (77,365) | |
Dividends allocable to unvested restricted stock | (216) | (426) | |||
Net loss attributable to common shareholders | $ (14,510) | $ (41,720) | $ (96,830) | $ (77,365) | |
Basic and diluted per share data attributable to common shareholders: | |||||
Net loss attributable to common shareholders, basic | $ (0.47) | $ (0.21) | $ (3.26) | $ (0.39) | |
Net loss attributable to common shareholders, diluted | $ (0.47) | $ (0.21) | $ (3.26) | $ (0.39) | |
Weighted-average common and potential dilutive common shares outstanding, basic | 30,973 | 196,454 | 29,725 | 196,474 | |
Weighted-average common and potential dilutive common shares outstanding, diluted | 30,973 | 196,454 | 29,725 | 196,474 | |
[1] Management, development and leasing fees are included in All Other category. See Note 3 for information on the Company’s revenues disaggregated by revenue source for each of the above segments. |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net loss | $ (17,412) | $ (42,881) | $ (104,440) | $ (80,722) |
Other comprehensive gain (loss): | ||||
Unrealized gain (loss) on available-for-sale securities | 268 | 13 | 277 | (11) |
Comprehensive loss | (17,144) | (42,868) | (104,163) | (80,733) |
Comprehensive (income) loss attributable to noncontrolling interests in: | ||||
Operating Partnership | (25) | 1,085 | 34 | 2,013 |
Other consolidated subsidiaries | 3,143 | 76 | 8,002 | 1,344 |
Comprehensive loss attributable to the Company | (14,026) | (41,707) | (96,127) | (77,376) |
Dividends allocable to unvested restricted stock | (216) | (426) | ||
Comprehensive loss attributable to common shareholders | $ (14,242) | $ (41,707) | $ (96,553) | $ (77,376) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Equity - USD ($) $ in Thousands | Total | Redeemable Noncontrolling Interests | Preferred Stock | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Dividends in Excess of Cumulative Earnings | Total Shareholders' Equity | Noncontrolling Interests |
Beginning balance at Dec. 31, 2020 | $ 534,297 | $ 25 | $ 1,966 | $ 1,986,269 | $ 18 | $ (1,456,435) | $ 531,843 | $ 2,454 | |
Beginning balance of redeemable noncontrolling partnership interests at Dec. 31, 2020 | $ (265) | ||||||||
Net loss | (28,067) | (26,763) | (26,763) | (1,304) | |||||
Net loss | (213) | ||||||||
Other comprehensive income (loss) | 3 | 3 | 3 | ||||||
Cancellation of shares of restricted common stock | (1) | (1) | (1) | ||||||
Amortization of deferred compensation | 304 | 304 | 304 | ||||||
Performance stock units | 93 | 93 | 93 | ||||||
Distributions to noncontrolling interests | (11) | (11) | |||||||
Ending balance at Mar. 31, 2021 | 506,618 | 25 | 1,965 | 1,986,666 | 21 | (1,483,198) | 505,479 | 1,139 | |
Ending balance of redeemable noncontrolling partnership interests at Mar. 31, 2021 | (478) | ||||||||
Beginning balance at Dec. 31, 2020 | 534,297 | 25 | 1,966 | 1,986,269 | 18 | (1,456,435) | 531,843 | 2,454 | |
Beginning balance of redeemable noncontrolling partnership interests at Dec. 31, 2020 | (265) | ||||||||
Ending balance at Sep. 30, 2021 | 455,179 | 25 | 1,976 | 1,986,911 | 7 | (1,533,800) | 455,119 | 60 | |
Ending balance of redeemable noncontrolling partnership interests at Sep. 30, 2021 | (871) | ||||||||
Beginning balance at Mar. 31, 2021 | 506,618 | 25 | 1,965 | 1,986,666 | 21 | (1,483,198) | 505,479 | 1,139 | |
Beginning balance of redeemable noncontrolling partnership interests at Mar. 31, 2021 | (478) | ||||||||
Net loss | (9,491) | (8,882) | (8,882) | (609) | |||||
Net loss | (70) | ||||||||
Other comprehensive income (loss) | (27) | (27) | (27) | ||||||
Cancellation of shares of restricted common stock | (18) | (1) | (17) | (18) | |||||
Amortization of deferred compensation | 256 | 256 | 256 | ||||||
Performance stock units | 94 | 94 | 94 | ||||||
Adjustment for noncontrolling interests | (5) | 5 | (17) | (17) | 12 | ||||
Distributions to noncontrolling interests | (343) | (343) | |||||||
Ending balance at Jun. 30, 2021 | 497,084 | 25 | 1,964 | 1,986,982 | (6) | (1,492,080) | 496,885 | 199 | |
Ending balance of redeemable noncontrolling partnership interests at Jun. 30, 2021 | (543) | ||||||||
Net loss | (42,551) | (41,720) | (41,720) | (831) | |||||
Net loss | (330) | ||||||||
Other comprehensive income (loss) | 13 | 13 | 13 | ||||||
Cancellation of shares of restricted common stock | (8) | 8 | 8 | ||||||
Amortization of deferred compensation | 252 | 252 | 252 | ||||||
Performance stock units | 93 | 93 | 93 | ||||||
Conversion of exchangeable notes/Operating Partnership common units into shares of common stock | 12 | 194 | 206 | (206) | |||||
Adjustment for noncontrolling interests | (2) | 2 | (602) | (602) | 600 | ||||
Contributions from noncontrolling interests | 298 | 298 | |||||||
Ending balance at Sep. 30, 2021 | 455,179 | $ 25 | 1,976 | 1,986,911 | 7 | (1,533,800) | 455,119 | 60 | |
Ending balance of redeemable noncontrolling partnership interests at Sep. 30, 2021 | $ (871) | ||||||||
Beginning balance at Dec. 31, 2021 | 401,100 | 547,726 | (3) | (151,545) | 396,199 | 4,901 | |||
Beginning balance of redeemable noncontrolling partnership interests at Dec. 31, 2021 | 21 | ||||||||
Net loss | (43,223) | (40,722) | (40,722) | (2,501) | |||||
Other comprehensive income (loss) | 42 | 42 | 42 | ||||||
Share-based compensation expense | 2,743 | 2,743 | 2,743 | ||||||
Conversion of exchangeable notes/Operating Partnership common units into shares of common stock | 152,538 | 11 | 152,527 | 152,538 | |||||
Contributions from noncontrolling interests | 143 | 143 | |||||||
Ending balance at Mar. 31, 2022 | 513,343 | 702,996 | 39 | (192,267) | 510,800 | 2,543 | |||
Ending balance of redeemable noncontrolling partnership interests at Mar. 31, 2022 | 32 | ||||||||
Beginning balance at Dec. 31, 2021 | 401,100 | 547,726 | (3) | (151,545) | 396,199 | 4,901 | |||
Beginning balance of redeemable noncontrolling partnership interests at Dec. 31, 2021 | 21 | ||||||||
Ending balance at Sep. 30, 2022 | 439,375 | 32 | 708,768 | 274 | (263,862) | 445,212 | (5,837) | ||
Beginning balance at Mar. 31, 2022 | 513,343 | 702,996 | 39 | (192,267) | 510,800 | 2,543 | |||
Beginning balance of redeemable noncontrolling partnership interests at Mar. 31, 2022 | 32 | ||||||||
Net loss | (43,805) | (41,388) | (41,388) | (2,417) | |||||
Other comprehensive income (loss) | (33) | (33) | (33) | ||||||
Dividends declared - common stock | (7,954) | (7,954) | (7,954) | ||||||
Share-based compensation expense | 2,818 | 2,818 | 2,818 | ||||||
Adjustment for noncontrolling interests | 70 | 70 | (70) | ||||||
Distributions to noncontrolling interests | (2,744) | (2,744) | |||||||
Ending balance at Jun. 30, 2022 | 461,625 | 705,884 | 6 | (241,609) | 464,313 | (2,688) | |||
Ending balance of redeemable noncontrolling partnership interests at Jun. 30, 2022 | 32 | ||||||||
Net loss | (17,412) | (14,294) | (14,294) | (3,118) | |||||
Other comprehensive income (loss) | 268 | 268 | 268 | ||||||
Dividends declared - common stock | (7,959) | (7,959) | (7,959) | ||||||
Share-based compensation expense | 2,855 | 2,855 | 2,855 | ||||||
Adjustment for noncontrolling interests | 29 | 29 | 29 | ||||||
Distributions to noncontrolling interests | (2) | (2) | |||||||
Ending balance at Sep. 30, 2022 | $ 439,375 | $ 32 | $ 708,768 | $ 274 | $ (263,862) | $ 445,212 | $ (5,837) |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Equity (Parenthetical) - shares | 3 Months Ended | |||
Mar. 31, 2022 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | |
Statement Of Stockholders Equity [Abstract] | ||||
Cancellation of restricted common stock (shares) | 7,737 | 14,326 | 111,139 | |
Conversion of exchangeable notes into shares of common stock (shares) | 10,982,795 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | |||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||
Net loss | $ (104,440) | $ (80,722) | ||
Adjustments to reconcile net loss to net cash provided by operating activities: | ||||
Depreciation and amortization | 194,469 | 142,090 | ||
Net amortization of deferred financing costs and debt discounts | 109,669 | 1,771 | ||
Net amortization of intangible lease assets and liabilities | 16,533 | 573 | ||
Gain on sales of real estate assets | (3,547) | (8,492) | ||
Gain on insurance proceeds | (805) | |||
Gain on deconsolidation | (36,250) | (55,131) | ||
Loss on available-for-sale securities | 39 | |||
Write-off of development projects | 834 | 391 | ||
Share-based compensation expense | 8,416 | 1,077 | ||
Loss on impairment | 252 | 120,342 | ||
Equity in (earnings) losses of unconsolidated affiliates | (16,308) | 9,575 | ||
Distributions of earnings from unconsolidated affiliates | 18,185 | 14,482 | ||
Change in estimate of uncollectable revenues | (3,643) | 8,362 | ||
Change in deferred tax accounts | (976) | |||
Changes in: | ||||
Tenant and other receivables | (2,529) | 21,127 | ||
Other assets | (2,777) | (1,577) | ||
Accounts payable and accrued liabilities | (23,302) | 28,302 | ||
Net cash provided by operating activities | 153,820 | 202,170 | ||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||
Additions to real estate assets | (28,155) | (22,108) | ||
Acquisitions of real estate assets | (5,650) | |||
Proceeds from sales of real estate assets | 6,349 | 21,014 | ||
Purchases of available-for-sale securities | (549,631) | (553,810) | ||
Redemptions of available-for-sale securities | 449,953 | 685,809 | ||
Proceeds from insurance | 743 | 904 | ||
Payments received on mortgage and other notes receivable | 54 | 641 | ||
Additional investments in and advances to unconsolidated affiliates | (1,476) | 272 | ||
Distributions in excess of equity in earnings of unconsolidated affiliates | 21,460 | 10,662 | ||
Changes in other assets | (1,479) | (4,204) | ||
Net cash (used in) provided by investing activities | (107,832) | 139,180 | ||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||
Proceeds from mortgage and other indebtedness | 425,000 | |||
Principal payments on mortgage and other indebtedness | (503,560) | (31,609) | ||
Additions to deferred financing costs | (16,387) | (493) | ||
Contributions from noncontrolling interests | 143 | 298 | ||
Payment of tax withholdings for restricted stock awards | (11) | |||
Distributions to noncontrolling interests | (2,746) | (353) | ||
Dividends paid to common shareholders | (15,913) | |||
Net cash used in financing activities | (113,463) | (32,168) | ||
NET CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | (67,475) | 309,182 | ||
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, beginning of period | 236,198 | 121,722 | ||
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period | 168,723 | 430,904 | ||
Reconciliation from condensed consolidated statements of cash flows to condensed consolidated balance sheets: | ||||
Cash and cash equivalents | 85,754 | [1] | 267,982 | |
Restricted cash (1): | ||||
Restricted cash | [2] | 41,305 | 127,565 | |
Mortgage escrows | [2] | 41,664 | 35,279 | |
Cash included in assets held for sale | [2] | 78 | ||
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period | 168,723 | 430,904 | ||
SUPPLEMENTAL INFORMATION: | ||||
Cash paid for interest, net of amounts capitalized | 90,579 | 39,514 | ||
Cash paid for reorganization items | $ 6,532 | $ 51,488 | ||
[1] As of September 30, 2022, includes $ 196,638 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $ 188,699 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 8 . Included in intangible lease assets and other assets in the condensed consolidated balance sheets. |
Organization and Basis of Prese
Organization and Basis of Presentation | 9 Months Ended |
Sep. 30, 2022 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Basis of Presentation | N ote 1 – Organization and Basis of Presentation CBL & Associates Properties, Inc. (“CBL”), a Delaware corporation, is a self-managed, self-administered, fully-integrated real estate investment trust (“REIT”) that is engaged in the ownership, development, acquisition, leasing, management and operation of regional shopping malls, outlet centers, lifestyle centers, open-air centers, office buildings and other properties, including single-tenant and multi-tenant parcels. Its properties are located in 22 states, but are primarily in the southeastern and midwestern United States. CBL conducts substantially all its business through CBL & Associates Limited Partnership (the “Operating Partnership”), which is a variable interest entity ("VIE"). The Operating Partnership consolidates the financial statements of all entities in which it has a controlling financial interest or where it is the primary beneficiary of a VIE. As of September 30, 2022, the Operating Partnership owned interests in the following properties: Malls (1) Outlet Centers (1) Lifestyle Centers (1) Open-Air Centers (2) Other (2) (3) Total Consolidated Properties 41 2 4 21 4 72 Unconsolidated Properties (4) 7 3 1 8 1 20 Total 48 5 5 29 5 92 (1) The Company has aggregated malls, outlet centers and lifestyle centers into one reportable segment, the Malls category, because they have similar economic characteristics and they provide similar products and services to similar types of, and in many cases, the same tenants. (2) Included in “All Other” for purposes of segment reporting. (3) CBL's two consolidated corporate office buildings are included in the Other category. (4) The Operating Partnership accounts for these investments using the equity method because one or more of the other partners have substantive participating rights. CBL is the 100 % owner of two qualified REIT subsidiaries, CBL Holdings I, Inc. and CBL Holdings II, Inc. As of September 30, 2022, CBL Holdings I, Inc., the sole general partner of the Operating Partnership, own ed a 1.00 % general partner interest in the Operating Partnership and CBL Holdings II, Inc. owned a 98.97 % limited partner interest for a combined interest held by CBL of 99.97 %. As of September 30, 2022, third parties owned a 0.03 % limit ed partner interest in the Operating Partnership. As used herein, the term "Company" includes CBL & Associates Properties, Inc. and its subsidiaries, including CBL & Associates Limited Partnership and its subsidiaries, unless the context indicates otherwise. The term "Operating Partnership" refers to CBL & Associates Limited Partnership and its subsidiaries. The Operating Partnership conducts the Company's property management and development activities through its wholly owned subsidiary, CBL & Associates Management, Inc. (the “Management Company"), to comply with certain requirements of the Internal Revenue Code. The accompanying condensed consolidated financial statements are unaudited; however, they have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in conjunction with the rules and regulations of the Securities and Exchange Commission ("SEC"). Accordingly, they do not include all the disclosures required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting solely of normal recurring matters) necessary for a fair presentation of the financial statements for these interim periods have been included. All intercompany transactions have been eliminated. The results for the interim period ended September 30, 2022 are not necessarily indicative of the results to be obtained for the full fiscal year. Fresh Start Accounting and Reorganizations Upon the Company’s emergence from the Chapter 11 Cases (defined below), the Company adopted fresh start accounting, which resulted in a new basis of accounting and the Company becoming a new entity for financial reporting purposes. As a result of the application of fresh start accounting and the effects of the implementation of the third amended joint chapter 11 plan of CBL & Associates Properties, Inc. and its affiliated debtors (with technical modifications) (as modified at Docket No. 1521) (the “Plan”), the condensed consolidated financial statements after November 1, 2021 (the “Effective Date”) are not comparable with the condensed consolidated financial statements on or before that date. The lack of comparability is emphasized by the use of a “black line” to separate the Predecessor (defined below) and Successor (defined below) periods in the condensed consolidated financial statements and footnote tables. References to “Successor” or “Successor Company” relate to the financial position and results of operations of the Company after the Effective Date. References to "Predecessor" or "Predecessor Company" refer to the financial position and results of operations of the Company on or before the Effective Date. During the Predecessor period, the Company applied Accounting Standards Codification (“ASC”) 852 - Reorganizations (“ASC 852”) in preparing the condensed consolidated financial statements. ASC 852 requires the financial statements, for periods subsequent to the commencement of the Chapter 11 Cases, to distinguish transactions and events that are directly associated with the reorganization from the ongoing operations of the business. As a result, the Company classified all expenses, gains and losses that were incurred as a result of the Chapter 11 proceedings since filing as “Reorganization items, net” in the Predecessor Company’s condensed consolidated statements of operations. Reclassifications The Successor Company reclassified mortgage and other notes receivable of $ 384 into other receivables at December 31, 2021 to conform with the current period presentation. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2 – Summary of Significant Acco unting Policies Accounts Receivable Receivables include amounts billed and currently due from tenants pursuant to lease agreements and receivables attributable to straight-line rents associated with those lease agreements. Individual leases where the collection of rents is in dispute are assessed for collectability based on management’s best estimate of collection considering the anticipated outcome of the dispute. Individual leases that are not in dispute are assessed for collectability and upon the determination that the collection of rents over the remaining lease term is not probable, accounts receivable are reduced as an adjustment to rental revenues. Revenue from leases where collection is deemed to be less than probable is recorded on a cash basis until collectability is determined to be probable. Further, management assesses whether operating lease receivables, at a portfolio level, are appropriately valued based upon an analysis of balances outstanding, historical collection levels and current economic trends. An allowance for the uncollectable portion of the portfolio is recorded as an adjustment to rental revenues. Management’s estimate of the collectability of accounts receivable from tenants is based on the best information available to management at the time of evaluation. Management’s collection assessment took into consideration the type of retailer, billing disputes, lease negotiation status and executed deferral or abatement agreements, as well as recent rent collection experience and tenant bankruptcies based on the best information available to management at the time of evaluation. For the t hree-month Successor period ended September 30, 2022 there was a reversal of $ 643 related to uncollectable revenues, which includes the write-off of $ 46 for straight line rent receivables. For the nine-month Successor period ended September 30, 2022 there was a reversal of $ 3,643 related to uncollectable revenues, which includes the write-off of $ 108 for straight line rent receivables. For the three-month Predecessor period ended September 30, 2021, there was a revers al of $ 6,593 related to uncollectable revenues, which includes $ 2,635 for straight line rent receivables. For the nine-month Predecessor period ended September 30, 2021, revenues were reduced by $ 8,362 associated with uncollectable revenues, which includes the write-off of $ 1,666 for straight line rent receivables. |
Revenues
Revenues | 9 Months Ended |
Sep. 30, 2022 | |
Revenue From Contract With Customer [Abstract] | |
Revenues | Note 3 – Revenues Revenues The following table presents the Company's revenues disaggregated by revenue source for the three months ended September 30, 2022 and 2021: Successor Predecessor Three Months Ended September 30, Three Months Ended September 30, 2022 2021 Rental revenues $ 131,642 $ 145,539 Revenues from contracts with customers (ASC 606): Operating expense reimbursements 1,847 2,076 Management, development and leasing fees (1) 1,783 1,780 Marketing revenues (2) 446 530 4,076 4,386 Other revenues 562 450 Total revenues (3) $ 136,280 $ 150,375 (1) Included in All Other segment. (2) Marketing revenues solely relate to the Malls segment for all periods presented. (3) Sales taxes are excluded from revenues. The following table presents the Company's revenues disaggregated by revenue source for the nine months ended September 30, 2022 and 2021: Successor Predecessor Nine Months Ended September 30, Nine Months Ended September 30, 2022 2021 Rental revenues $ 398,806 $ 405,030 Revenues from contracts with customers (ASC 606): Operating expense reimbursements 5,965 5,906 Management, development and leasing fees (1) 5,338 4,888 Marketing revenues (2) 1,190 1,351 12,493 12,145 Other revenues 2,101 2,945 Total revenues (3) $ 413,400 $ 420,120 (1) Included in All Other segment. (2) Marketing revenues solely relate to the Malls segment for all periods presented. (3) Sales taxes are excluded from revenues. See Note 10 for information on the Company's segments. Revenues from Contracts with Customers Outstanding Performance Obligations The Company has outstanding performance obligations related to certain noncancellable contracts with customers for which it will receive fixed operating expense reimbursements for providing certain maintenance and other services as described above. As of September 30, 2022, the Company expects to recognize these amounts as revenue over the following periods: Performance obligation Less than 5 5 -20 Over 20 Total Fixed operating expense reimbursements $ 21,106 $ 45,728 $ 41,360 $ 108,194 The Company evaluates its performance obligations each period and makes adjustments to reflect any known additions or cancellations. Performance obligations related to variable consideration, which is based on sales, are constrained. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2022 | |
Leases [Abstract] | |
Leases | Note 4 – Leases The components of rental revenues for the three months ended September 30, 2022 and 2021 are as follows: Successor Predecessor Three Months Ended September 30, Three Months Ended September 30, 2022 2021 Fixed lease payments $ 98,267 $ 101,819 Variable lease payments 33,375 43,720 Total rental revenues $ 131,642 $ 145,539 The components of rental revenues for the nine months ended September 30, 2022 and 2021 are as follows: Successor Predecessor Nine Months Ended September 30, Nine Months Ended September 30, 2022 2021 Fixed lease payments $ 290,648 $ 242,589 Variable lease payments 108,158 162,441 Total rental revenues $ 398,806 $ 405,030 T he undiscounted future fixed lease payments to be received under the Successor Company's operating leases as of September 30, 2022, are as follows: Years Ending December 31, Operating Leases 2022 (1) $ 100,915 2023 343,983 2024 276,792 2025 215,272 2026 160,086 2027 109,739 Thereafter 234,539 Total undiscounted lease payments $ 1,441,326 (1) Reflects rental payments for the fiscal period October 1, 2022 to December 31, 2022. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 5 – Fair Va lue Measurements The Company has categorized its financial assets and financial liabilities that are recorded at fair value into a hierarchy in accordance with ASC 820, Fair Value Measurements and Disclosure , ("ASC 820") based on whether the inputs to valuation techniques are observable or unobservable. The fair value hierarchy contains three levels of inputs that may be used to measure fair value as follows: Level 1 – Inputs represent quoted prices in active markets for identical assets and liabilities as of the measurement date. Level 2 – Inputs, other than those included in Level 1, represent observable measurements for similar instruments in active markets, or identical or similar instruments in markets that are not active, and observable measurements or market data for instruments with substantially the full term of the asset or liability. Level 3 – Inputs represent unobservable measurements, supported by little, if any, market activity, and require considerable assumptions that are significant to the fair value of the asset or liability. Market valuations must often be determined using discounted cash flow methodologies, pricing models or similar techniques based on the Company’s assumptions and best judgment. The asset or liability's fair value within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Under ASC 820, fair value measurements are determined based on the assumptions that market participants would use in pricing the asset or liability in an orderly transaction at the measurement date and under current market conditions. Valuation techniques used maximize the use of observable inputs and minimize the use of unobservable inputs and consider assumptions such as inherent risk, transfer restrictions and risk of nonperformance. Fair Value Measurements on a Recurring Basis The carrying values of cash and cash equivalents, receivables, accounts payable and accrued liabilities are reasonable estimates of their fair values because of the short-term nature of these financial instruments. The estimated fair value of mortgage and other indebtedness was $ 1,959,587 as of September 30, 2022. The estimated fair value of the 10% senior secured notes due 2029 (the “Secured Notes”) and mortgage and other indebtedness was $ 2,059,094 as of December 31, 2021. The fair value of mortgage and other indebtedness was calculated using Level 2 inputs by discounting future cash flows for mortgage and other indebtedness using estimated market rates at which similar loans would be made currently. The Company elected the fair value option in conjunction with the issuance of the Secured Notes because it believed that the fair value option provided the most accurate depiction of the then-current value of the Secured Notes. On June 7, 2022, the Company completed the redemption of all outstanding Secured Notes. The following table sets forth information regarding the Secured Notes for the year ended December 31, 2021: Debt Instrument Carrying amount as of December 31, 2021 Change in fair value Fair value as of December 31, 2021 (1) Secured Notes $ 395,000 $ 395 $ 395,395 (1) The fair value was calculated using Level 1 inputs. During the three and nine months ended September 30, 2022, the Company has continued to reinvest the cash from maturing U.S. Treasury securities into new U.S. Treasury securities. The Company designated the U.S. Treasury securities as available-for-sale (“AFS”). The table below sets forth information regarding the Company’s AFS securities that were measured at fair value for the nine months ended September 30, 2022. Subsequent to September 30, 2022, we redeemed and purchased additional U.S. Treasury securities. See Note 16 for additional information. AFS Security Amortized (1) Allowance (2) Total unrealized gain Fair value as of September 30, 2022 U.S. Treasury securities $ 249,638 $ — $ 274 $ 249,912 (1) The U.S. Treasury securities have maturities through July 2023 . (2) U.S Treasury securities have a long history with no credit losses. Additionally, the Company notes that U.S Treasury securities are explicitly fully guaranteed by a sovereign entity that can print its own currency and that the sovereign entity’s currency is routinely held by central banks and other major financial institutions, is used in international commerce, and commonly viewed as a reserve currency, all of which qualitatively indicate that historical credit loss information should be minimally affected by current conditions and reasonable and supportable forecasts. Therefore, the Company did not record expected credit losses for its U.S Treasury securities for the nine months ended September 30, 2022. The following table sets forth information regarding the Company’s AFS securities that were measured at fair value for the year ended December 31, 2021: AFS Security Amortized Allowance (1) Total unrealized loss Fair value as of December 31, 2021 U.S. Treasury securities $ 149,999 $ — $ ( 3 ) $ 149,996 (1) U.S Treasury securities have a long history with no credit losses. Additionally, the Company notes that U.S Treasury securities are explicitly fully guaranteed by a sovereign entity that can print its own currency and that the sovereign entity’s currency is routinely held by central banks and other major financial institutions, is used in international commerce, and commonly viewed as a reserve currency, all of which qualitatively indicate that historical credit loss information should be minimally affected by current conditions and reasonable and supportable forecasts. Therefore, the Company did not record expected credit losses for its U.S Treasury securities for the year ended December 31, 2021. Fair Value Measurements on a Nonrecurring Basis The Company measures the fair value of certain long-lived assets on a nonrecurring basis, through quarterly impairment testing or when events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. The Company’s evaluation of the recoverability of long-lived assets involves the comparison of undiscounted future cash flows expected to be generated by each property over the Company’s expected remaining holding period to the respective carrying amount. The determination of whether the carrying value is recoverable also requires management to make estimates related to probability weighted scenarios impacting undiscounted cash flow models. The Company considers both quantitative and qualitative factors in its impairment analysis of long-lived assets. Significant quantitative factors include historical and forecasted information for each property such as net operating income, occupancy statistics and sales levels. Significant qualitative factors used include market conditions, age and condition of the property and tenant mix. The quantitative and qualitative factors impact the selection of the terminal capitalization rate which is used in both an undiscounted and discounted cash flow model and the discount rate used in a discounted cash flow model. Due to the significant unobservable estimates and assumptions used in the valuation of long-lived assets that experience impairment, the Company classifies such long-lived assets under Level 3 in the fair value hierarchy. Level 3 inputs primarily consist of sales and market data, independent valuations and discounted cash flow models. See below for a description of the estimates and assumptions the Company used in its impairment analysis. See Note 3 in the annual report on Form 10-K for the year ended December 31, 2021 for information regarding the fair value adjustments associated with fresh start accounting. Long-lived Assets Measured at Fair Value in 2022 During the nine months ended September 30, 2022, the Successor Company adjusted the negative equity in Greenbrier Mall to zero upon deconsolidation, which represents the estimated fair value of the Successor Company’s investment in that property. See Note 8 for additional information. During the nine months ended September 30, 2022, the Successor Company sold an outparcel at the Pavilion at Port Orange. Gross sales proceeds amounted to $ 1,660 and the transaction resulted in a loss on sale of $ 252 . Long-lived Assets Measured at Fair Value in 2021 The following table sets forth information regarding the Predecessor Company's assets that were measured at fair value on a nonrecurring basis and related impairment charges for the nine months ended September 30, 2021: Fair Value Measurements at Reporting Date Using Total Quoted Prices in Significant Significant Total Loss 2021: Predecessor Long-lived assets $ 99,390 $ — $ — $ 99,390 $ 120,342 During the nine months ended September 30, 2021, the Predecessor Company recognized impairments of real estate of $ 120,342 related to five malls, a redeveloped anchor parcel, an associated center and one outparcel. Impairment Property Location Segment Loss on Fair March Eastland Mall (1) Bloomington, IL Malls $ 13,243 $ 10,700 March Old Hickory Mall (2) Jackson, TN Malls 20,149 12,400 March Stroud Mall (3) Stroudsburg, PA Malls 23,790 15,400 July The Landing at Arbor Place - Outparcel (4) Douglasville, GA All Other 1,682 590 September Laurel Park Place (5) Livonia, MI Malls 14,267 9,800 September Parkdale Mall and Crossing (6) Beaumont, TX Malls/All Other 47,211 50,500 $ 120,342 $ 99,390 (1) In accordance with the Company's quarterly impairment process, the Predecessor Company wrote down the book value of the mall to its estimated fair value of $ 10,700 . The mall had experienced a decline in cash flows due to store closures and rent reductions. Management determined the fair value of Eastland Mall using a discounted cash flow methodology. The discounted cash flow used assumptions including a holding period of nine years , with a sale at the end of the holding period, a capitalization rate of 14.0 % and a discount rate of 15.0 %. (2) In accordance with the Company's quarterly impairment process, the Predecessor Company wrote down the book value of the mall to its estimated fair value of $ 12,400 . The mall had experienced a decline in cash flows due to store closures and rent reductions. Management determined the fair value of Old Hickory Mall using a discounted cash flow methodology. The discounted cash flow used assumptions including a holding period of nine years , with a sale at the end of the holding period, a capitalization rate of 13.0 % and a discount rate of 14.0 %. (3) In accordance with the Company's quarterly impairment process, the Predecessor Company wrote down the book value of the mall to its estimated fair value of $ 15,400 . The mall had experienced a decline in cash flows due to store closures and rent reductions. Management determined the fair value of Stroud Mall using a discounted cash flow methodology. The discounted cash flow used assumptions including a holding period of nine years , with a sale at the end of the holding period, a capitalization rate of 11.75 % and a discount rate of 12.5 %. (4) In July 2021, the Predecessor Company sold an outparcel at The Landing at Arbor Place. Sales proceeds amounted to $ 590 , which resulted in a loss on sale. (5) In accordance with the Company's quarterly impairment process, the Predecessor Company wrote down the book value of the mall to its estimated fair value of $ 9,800 . The mall had experienced a decline in cash flows due to store closures and rent reductions. Management determined the fair value of Laurel Park Place using a discounted cash flow methodology. The discounted cash flow used assumptions including a holding period of nine years , with a sale at the end of the holding period, a capitalization rate of 11.5 % and a discount rate of 13.0 %. (6) In accordance with the Company's quarterly impairment process, the Predecessor Company wrote down the book value of the mall, a redeveloped anchor parcel and an associated center adjacent to the mall to their estimated fair value of $ 50,500 . The mall had experienced a decline in cash flows due to store closures and rent reductions. These factors resulted in a reduction of the expected hold period for the mall and associated center (excluding the redeveloped anchor parcel) based on Management's assessment that there was an increased likelihood that the loan secured by the mall and associated center may not be successfully restructured or refinanced. Management determined the fair value of Parkdale Mall, Parkdale Crossing and Parkdale Anchor using a discounted cash flow methodology. The discounted cash flow used assumptions including a holding period of ten years , with a sale at the end of the holding period, a weighted-average capitalization rate of 12.3 % and a discount rate of 14.2 %. During the nine months ended September 30, 2021, the Predecessor Company adjusted the combined negative equity in Asheville Mall and Park Plaza to zero upon deconsolidation, which represented the estimated fair values of the Predecessor Company’s investments in these properties. |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2022 | |
Business Combinations [Abstract] | |
Acquisitions | Note 6 – Acquisitions Since the adoption of ASU 2017-01, Clarifying the Definition of a Business , as of January 1, 2017, the Company's acquisitions of shopping centers and other properties have been accounted for as acquisitions of assets. The Company includes the results of operations of real estate assets acquired in the consolidated statements of operations from the date of the related acquisition. 2022 Acquisition In July 2022, the Company acquired the JC Penney parcel located at CoolSprings Galleria for $ 5,650 . 2021 Acquisition There were no acquisitions during 2021. |
Dispositions and Held for Sale
Dispositions and Held for Sale | 9 Months Ended |
Sep. 30, 2022 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Dispositions and Held for Sale | Note 7 – Dispositio ns and Held for Sale Dispositions Based on its analysis, the Company determined that the dispositions described below do not meet the criteria for classification as discontinued operations and are not considered to be significant disposals based on its quantitative and qualitative evaluation. Thus, the results of operations of the properties described below, as well as any related gains or losses, are included in net loss for all periods presented, as applicable. 2022 Dispositions During the nine months ended September 30, 2022, the Successor Company deconsolidated Greenbrier Mall. For the three and nine months ended September 30, 2022, the Successor Company realized a gain of $ 3,528 and $ 3,547 , respectively, primarily related to the sale of three outparcels. During the nine months ended September 30, 2022, the Successor Company sold an outparcel that resulted in a loss on sale. See Note 5 for additional information. 2021 Dispositions The Predecessor Company realized a gain of $ 8,684 related to the sale of two anchors and three outparcels, during the three months ended September 30, 2021; and realized a gain of $ 8,492 primarily related to the sale of three anchors and three outparcels during the nine months ended September 30, 2021. Held for Sale 2021 Held for Sale Analysis In the third quarter of 2021, the Predecessor Company determined that the Residences at Pearland Town Center met the criteria to be classified as a held for sale ("HFS"). The sale closed on October 1, 2021 and generated gross proceeds of $ 8,750 . The sale did not qualify as discontinued operations. |
Unconsolidated Affiliates and N
Unconsolidated Affiliates and Noncontrolling Interests | 9 Months Ended |
Sep. 30, 2022 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Unconsolidated Affiliates and Noncontrolling Interests | Note 8 – Unconsolidated Affilia tes and Noncontrolling Interests Unconsolidated Affiliates Although the Company had majority ownership of certain joint ventures during 2022 and 2021, it evaluated the investments and concluded that the other partners or owners in these joint ventures had substantive participating rights, such as approvals of: • the pro forma for the development and construction of the project and any material deviations or modifications thereto; • the site plan and any material deviations or modifications thereto; • the conceptual design of the project and the initial plans and specifications for the project and any material deviations or modifications thereto; • any acquisition/construction loans or any permanent financings/refinancings; • the annual operating budgets and any material deviations or modifications thereto; • the initial leasing plan and leasing parameters and any material deviations or modifications thereto; and • any material acquisitions or dispositions with respect to the project. As a result of the joint control over these joint ventures, the Company accounts for these investments using the equity method of accounting. At September 30, 2022, the Company had investments in 25 entities, which are accounted for using the equity method of accounting. The Company's ownership interest in these unconsolidated affiliates ranges from 33 % to 100 %. Of these entities, 16 are owned in 50/50 joint ventures. 2022 Activity - Unconsolidated Affiliates Ambassador Town Center J.V., LLC In June 2022, the joint venture entered into a new $ 42,492 , non-recourse loan secured by Ambassador Town Center. The loan matures in June 2029 and bears a fixed interest rate of 4.35 %. The previous loan was paid off in conjunction with the closing of the new loan. Asheville Mall CBMS, LLC In August 2022, the Company transferred title to the mall to the mortgage holder in satisfaction of the non-recourse debt secured by the property, which had a balance of $ 62,121 . Atlanta Outlet JV, LLC In February 2022, the joint venture entered into a forbearance agreement with the lender regarding the default triggered by the filing of voluntary petitions (the “Chapter 11 Cases”) under chapter 11 of title 11 (“Chapter 11”) of the United States Code in the United States Bankruptcy Court for the Southern District of Texas related to the loan secured by The Outlet Shoppes at Atlanta. BI Development, LLC and BI Development II, LLC In August 2022, the Company and another joint venture member bought out a third member's interest increasing the Company's interest from 20 % to a 50 % membership interest in each joint venture. Bullseye, LLC In March 2022, the joint venture sold its income-producing property, which generated gross proceeds of $ 10,500 . The Company’s share of the net profit from the sale was $ 662 . EastGate Mall CMBS, LLC In September 2022, the Company transferred title to the mall to the mortgage holder in satisfaction of the non-recourse debt secured by the property, which had a balance of $ 29,951 . Fremaux Town Center JV, LLC In March 2022, the joint venture entered into a forbearance agreement with the lender regarding the default triggered by the Chapter 11 Cases related to the loan secured by Fremaux Town Center. Greenbrier Mall II, LLC In March 2022, the Company deconsolidated Greenbrier Mall as a result of the Company losing control when the property was placed in receivership. As of September 30, 2022, the loan secured by Greenbrier Mall had an outstanding balance of $ 61,647 . F or the nine months ended September 30, 2022, the Company recognized a gain on deconsolidation of $ 36,250 . Subsequent to September 30, 2022, the Company transferred title to the mall to the mortgage holder in satisfaction of the non-recourse debt secured by the property. See Note 16 . Louisville Outlet Shoppes, LLC In May 2022, the joint venture entered into a forbearance agreement with the lender regarding the default triggered by the bankruptcy filing related to the loan secured by The Outlet Shoppes of the Bluegrass. In August 2022, the joint venture notified the lender of its election to extend the loan secured by The Outlet Shoppes of the Bluegrass - Phase II through April 15, 2023. The loan secured by The Outlet Shoppes of the Bluegrass - Phase II had a balance of $ 7,647 as of September 30, 2022. Mall of South Carolina, LP and Mall of South Carolina Outparcel, LP In March 2022, the joint ventures entered into forbearance agreements with the lenders regarding the default triggered by the Chapter 11 Cases related to the loans secured by Coastal Grand and Coastal Grand Crossing. Shoppes at Eagle Point, LLC In April 2022, the joint venture entered into a new $ 40,000 , ten-year , non-recourse loan secured by The Shoppes at Eagle Point. The new loan bears a fixed interest rate of 5.4 %. Proceeds from the new loan were utilized to retire the previous partial recourse loan, which was set to mature in October 2022 . York Town Center Holding, LP In March 2022, the joint venture entered into a $ 30,000 non-recourse mortgage note payable, secured by York Town Center, that provides for a three-year term and a fixed interest rate of 4.75 %. The monthly debt service is interest only for the first eighteen months . Proceeds from the new loan were used to retire the previous loans. Condensed Combined Financial Statements - Unconsolidated Affiliates Condensed combined financial statement information of the unconsolidated affiliates are as follows: September 30, 2022 December 31, 2021 ASSETS: Investment in real estate assets $ 1,986,409 $ 2,364,154 Accumulated depreciation ( 816,218 ) ( 934,374 ) 1,170,191 1,429,780 Developments in progress 8,802 7,288 Net investment in real estate assets 1,178,993 1,437,068 Other assets 192,930 188,683 Total assets $ 1,371,923 $ 1,625,751 LIABILITIES: Mortgage and other indebtedness, net $ 1,403,629 $ 1,452,794 Other liabilities 52,707 64,598 Total liabilities 1,456,336 1,517,392 OWNERS' EQUITY: The Company 2,541 102,792 Other investors ( 86,954 ) 5,567 Total owners' equity (deficit) ( 84,413 ) 108,359 Total liabilities and owners’ equity $ 1,371,923 $ 1,625,751 . Three Months Ended September 30, Three Months Ended September 30, 2022 2021 Total revenues $ 64,656 $ 65,482 Net income (loss) (1) $ 48,316 $ ( 3,206 ) Nine Months Ended September 30, Nine Months Ended September 30, 2022 2021 Total revenues $ 193,944 $ 181,985 Net income (loss) (1) $ 81,378 $ ( 16,225 ) (1) The Successor Company's pro rata share of net income was $ 5,702 and $ 16,308 for the three and nine months ended September 30, 2022, respectively. The Predecessor Company’s pro rata share of net loss was $( 2,224 ) and $( 9,575 ) for the three and nine months ended September 30, 2021, respectively. Variable Interest Entities The Operating Partnership and certain of its subsidiaries are deemed to have the characteristics of a VIE primarily because the limited partners of these entities do not collectively possess substantive kick-out or participating rights. The Company consolidates the Operating Partnership, which is a VIE, for which the Company is the primary beneficiary. The Company, through the Operating Partnership, consolidates all VIEs for which it is the primary beneficiary. Generally, a VIE is a legal entity in which the equity investors do not have the characteristics of a controlling financial interest or the equity investors lack sufficient equity at risk for the entity to finance its activities without additional subordinated financial support. A limited partnership is considered a VIE when the majority of the limited partners unrelated to the general partner possess neither the right to remove the general partner without cause, nor certain rights to participate in the decisions that most significantly affect the financial results of the partnership. In determining whether the Company is the primary beneficiary of a VIE, the Company considers qualitative and quantitative factors, including, but not limited to: which activities most significantly impact the VIE’s economic performance and which party controls such activities; the amount and characteristics of the Company's investment; the obligation or likelihood for the Company or other investors to provide financial support; and the similarity with and significance to the Company's business activities and the business activities of the other investors. Consolidated VIEs As of September 30, 2022, the Company had investments in 11 consolidated VIEs with ownership interests ranging from 50 % to 92 %. Unconsolidated VIEs The table below lists the Company's unconsolidated VIEs as of September 30, 2022: Unconsolidated VIEs: Investment in Maximum Ambassador Infrastructure, LLC (1) $ — $ 7,001 Atlanta Outlet JV, LLC (1) — 4,388 BI Development, LLC 54 54 BI Development II, LLC 54 54 CBL-T/C, LLC — — El Paso Outlet Center Holding, LLC — — Fremaux Town Center JV, LLC 1,597 1,597 Greenbrier Mall II, LLC (2) — — Louisville Outlet Shoppes, LLC (1) — 7,647 Mall of South Carolina L.P. — — Vision - CBL Hamilton Place, LLC 2,375 2,375 $ 4,080 $ 23,116 (1) The Operating P artnership has guaranteed all or a portion of the debt of each of these VIEs. See Note 12 for more information. (2) During the nine months ended September 30, 2022, the property was placed into receivership. Subsequent to September 30, 2022, the lender foreclosed on the loan. See Note 16 . |
Mortgage and Other Indebtedness
Mortgage and Other Indebtedness, Net | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
Mortgage and Other Indebtedness, Net | Note 9 – Mortgage and O ther Indebtedness, Net Debt of the Company CBL has no indebtedness. Consolidated subsidiaries that it has a direct or indirect ownership interest in are the borrowers on all the Company's debt. CBL is a limited guarantor of the secured term loan for losses suffered solely by reason of fraud or willful misrepresentation by the Operating Partnership or its affiliates. Debt of the Operating Partnership The Company’s Secured Notes and mortgage and other indebtedness, net, consisted of the following: September 30, 2022 December 31, 2021 Amount Weighted- (1) Amount Weighted- (1) Fixed-rate debt at fair value: Secured Notes - at fair value (carrying amount of $ 395,000 as of December 31, 2021) $ — — $ 395,395 10.00 % Fixed-rate debt: Exchangeable senior secured notes — — 150,000 7.00 % Open-air centers and outparcels loan 180,000 6.95 % — — Non-recourse loans on operating properties 869,307 4.89 % 916,927 5.04 % Total fixed-rate debt 1,049,307 5.25 % 1,066,927 5.32 % Variable-rate debt: Secured term loan 837,824 5.31 % 880,091 3.75 % Open-air centers and outparcels loan 180,000 6.61 % — — Non-recourse loans on operating properties 57,015 5.70 % 66,911 3.21 % Total variable-rate debt 1,074,839 5.55 % 947,002 3.71 % Total fixed-rate and variable-rate debt 2,124,146 5.40 % 2,013,929 4.56 % Unamortized deferred financing costs ( 16,621 ) ( 1,567 ) Debt discounts (2) ( 90,821 ) ( 199,153 ) Total mortgage and other indebtedness, net $ 2,016,704 $ 1,813,209 (1) Weighted-average interest rate excludes amortization of deferred financing costs. (2) In conjunction with fresh start accounting, the Company estimated the fair value of its mortgage notes with the assistance of a third-party valuation advisor. This resulted in recognizing a debt discount on the Effective Date. The debt discount is accreted over the term of the respective debt using the effective interest method. The remaining debt discounts at September 30, 2022 will be accreted over a weighted average period of 3.0 years. Non-recourse loans on operating properties, the open-air centers and outparcels loan and the secured term loan include loans that are secured by properties owned by the Company that have a carrying value of $ 915,905 at September 30, 2022. In February 2022, the loan secured by Fayette Mall was modified to reduce the fixed interest rate to 4.25 % and extend the maturity date through May 2023 , with three one-year extension options , subject to certain requirements. As part of the modification, two ground leased outparcels were released from the collateral in exchange for the addition of the redeveloped former middle anchor location. As of September 30, 2022, the loan secured by Fayette Mall had a balance of $ 129,580 . In March 2022, the Company deconsolidated Greenbrier Mall as a result of the Company losing control when the property was placed in receivership. As of September 30, 2022, the loan secured by Greenbrier Mall had a balance of $ 61,647 . See Note 8 for additional information. In May 2022, the loan secured by Arbor Place was extended for an additional four years , with a new maturity date of May 2026 . The interest rate will remain at the current fixed rate of 5.10 %. As of September 30, 2022, the loan secured by Arbor Place had a balance of $ 99,042 . In May 2022, the loan secured by Northwoods Mall was extended for an additional four years , with a new maturity date of April 2026 . The interest rate will remain at the current fixed rate of 5.08 %. As of September 30, 2022, the loan secured by Northwoods Mall had a balance of $ 59,034 . In May 2022, the Company entered into a new $ 65,000 non-recourse loan. The loan has a ten-year term with a fixed interest rate of 5.85 %. It is interest only for the first three years . The loan is secured by open-air centers, which include Hamilton Crossing, Hamilton Corner, The Terrace and The Shoppes at Hamilton Place. Proceeds from the loan were used to redeem $ 60,000 aggregate principal amount of the Secured Notes. Also, the previous $ 7,058 Hamilton Crossing loan was paid off in conjunction with the closing of the new loan. In June 2022, the Company entered into a new $ 360,000 loan. The interest rate is a fixed 6.95 % for $ 180,000 of the $360,000 loan, with the other half of the loan bearing a variable interest rate based on the 30-day SOFR plus 4.10 %. The loan has an initial term of five years with one two-year extension, subject to certain conditions. The loan is secured by a pool of 90 outparcels and 13 open-air centers . The open-air centers include Alamance Crossing West, CoolSprings Crossing, Courtyard at Hickory Hollow, Frontier Square, Gunbarrel Pointe, Harford Annex, The Plaza at Fayette, Sunrise Commons, The Shoppes at St. Clair Square, The Landing at Arbor Place, West Towne Crossing, West Towne District and WestGate Crossing. Proceeds from the loan were used to complete the redemption of all $ 335,000 outstanding on the Secured Notes, which eliminated the recourse guaranty. Also, proceeds were used to paydown $ 8,322 on the Brookfield Square Anchor Redevelopment loan, which had an outstanding balance of $ 18,465 as of September 30, 2022. In June 2022, the Company paid off the $ 14,949 loan secured by CBL Center at maturity. In August 2022, the loan secured by Parkdale Mall and Crossing was extended to March 2026. As of September 30, 2022, the loan secured by Parkdale Mall and Crossing had a balance of $ 64,242 . Subsequent to September 30, 2022, the loans secured by Jefferson Mall, The Outlet Shoppes at Gettysburg and Southpark Mall were modified. See Note 16 for additional information. Several of the Company’s properties are owned by special purpose entities, created as a requirement under certain loan agreements that are included in the Company’s condensed consolidated financial statements. The sole business purpose of the special purpose entities is to own and operate these properties. The real estate and other assets owned by these special purpose entities are restricted under the loan agreements in that they are not available to settle other debts of the Company. However, so long as the loans are not under an event of default, as defined in the loan agreement, the cash flows from these properties, after payments of debt service, operating expenses and reserves, are available for distribution to the Company. Exit Credit Agreement On November 1, 2021, CBL & Associates HoldCo I, LLC (“HoldCo I”), a wholly owned subsidiary of the Operating Partnership, entered into an amended and restated credit agreement (the “Exit Credit Agreement”), providing for an $ 883,700 senior secured term loan that matures November 1, 2025 . Upon satisfaction of certain conditions, the maturity date will automatically extend to November 1, 2026 and upon further satisfaction of certain conditions the maturity date will automatically extend to November 1, 2027. The Operating Partnership provided a limited guaranty up to a maximum of $ 175,000 (the “Principal Liability Cap”). The Principal Liability Cap will be reduced by an amount equal to 100 % of the first $ 2,500 in principal amortization made by HoldCo I each calendar year and will be reduced further by 50 % of the principal amortization payments made by HoldCo I each calendar year in excess of the first $ 2,500 in principal amortization for such calendar year. As of September 30, 2022, the Principal Liability Cap had been reduced to $ 144,426 . The Principal Liability Cap is eliminated when the loan balance is reduced below $ 650,000 . Exchangeable Notes Indenture On the Effective Date, HoldCo II entered into a secured exchangeable notes indenture relating to the issuance of 7.0% exchangeable senior secured notes due 2028 (the “Exchangeable Notes”) in an aggregate principal amount of $ 150,000 . In December 2021, the Company announced that HoldCo II exercised its optional exchange right with respect to all the $ 150,000 aggregate principal amount of the Exchangeable Notes. The exchange date was January 28, 2022, and settlement occurred on February 1, 2022. Per the terms of the indenture governing the Exchangeable Notes, shares of the Company’s common stock, par value $ 0.001 , plus cash in lieu of fractional shares, were issued to settle the exchange. On February 1, 2022, the Company issued 10,982,795 shares of common stock to holders of the Exchangeable Notes in satisfaction of principal, accrued interest and the makewhole payment, and all the Exchangeable Notes were cancelled in accordance with the terms of the indenture. Scheduled Principal Payments As of September 30, 2022, the scheduled principal amortization and balloon payments of the Company’s consolidated debt, excluding extensions available at the Company’s option, on all mortgage and other indebtedness, are as follows: 2022 (1) $ 126,313 2023 205,047 2024 98,385 2025 813,010 2026 331,956 2027 360,896 Thereafter 62,854 Total 1,998,461 Principal balance of loans with maturity date prior to September 30, 2022 (2) 125,685 Total mortgage and other indebtedness $ 2,124,146 (1) Reflects scheduled principal amortization and balloon payments for the fiscal period October 1, 2022 through December 31, 2022. (2) Represents the aggregate principal balance as of September 30, 2022 of loans past their maturity date consisting of the loans secured by Alamance Crossing, Southpark Mall and Westgate Mall. Subsequent to September 30, 2022, the Company reached an agreement with the lender to extend the loan secured by Southpark Mall. The Company is in discussions with the lenders regarding the loans secured by Alamance Crossing and Westgate Mall. The loan secured by Alamance Crossing matured in July 2021 and had a balance of $ 41,708 as of September 30, 2022. The loan secured by Southpark Mall matured in June 2022 and had a balance of $ 54,417 as of September 30, 2022. The loan secured by Westgate Mall matured in July 2022 and had a balance of $ 29,560 as of September 30, 2022. Of the $ 126,313 of scheduled principal payments for the remainder of 2022, $ 98,662 relates to the maturing principal balance of the loan secured by Cross Creek Mall. Subsequent to September 30, 2022, the loan was extended through January 5, 2023 . The Company remains in discussions with the lender regarding a long term extension. See Note 16 . As of September 30, 2022, the Company had $ 699,516 of property-level debt and related obligations, including unconsolidated debt and related obligations, maturing or callable within the next 12 months from the issuance of the financial statements. Subsequent to September 30, 2022, the Company extended the maturity date or obtained waives of default for $ 150,880 of mortgage notes. See Note 16 for additional information. Management intends to refinance and/or extend the maturity dates for the remaining $ 548,636 of such mortgage notes payable. In instances where a refinancing and/or extension of maturity dates is unsuccessful the Company will repay certain of the mortgage notes based on the availability of liquidity and convey certain properties to the lender to satisfy the debt obligation. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2022 | |
Segment Reporting [Abstract] | |
Segment Information | Note 10 – Segm ent Information The Company measures performance and allocates resources according to property type, which is determined based on certain criteria such as type of tenants, capital requirements, economic risks, leasing terms, and short and long-term returns on capital. Rental income and tenant reimbursements from tenant leases provide the majority of revenues from all segments. Information on the Company’s segments is presented as follows: Three Months Ended September 30, 2022 (Successor) Malls (1) All (2) Total Revenues (3) $ 116,430 $ 19,850 $ 136,280 Property operating expenses (4) ( 44,382 ) ( 4,160 ) ( 48,542 ) Interest expense ( 19,915 ) ( 17,737 ) ( 37,652 ) Gain on sales of real estate assets — 3,528 3,528 Segment profit $ 52,133 $ 1,481 53,614 Depreciation and amortization ( 61,050 ) General and administrative ( 14,625 ) Litigation settlement 36 Interest and other income 152 Loss on available-for-sale securities ( 39 ) Reorganization items, net 1,220 Income tax provision ( 2,422 ) Equity in earnings of unconsolidated affiliates 5,702 Net loss $ ( 17,412 ) Capital expenditures (5) $ 8,159 $ 3,142 $ 11,301 Three Months Ended September 30, 2021 (Predecessor) Malls (1) All (2) Total Revenues (3) $ 131,870 $ 18,505 $ 150,375 Property operating expenses (4) ( 40,466 ) ( 6,791 ) ( 47,257 ) Interest expense ( 18,698 ) ( 341 ) ( 19,039 ) Gain on sales of real estate assets 4,836 3,848 8,684 Other expense — ( 104 ) ( 104 ) Segment profit $ 77,542 $ 15,117 92,659 Depreciation and amortization ( 46,479 ) General and administrative expense ( 13,502 ) Litigation settlement 89 Interest and other income 510 Reorganization items ( 12,008 ) Loss on impairment ( 63,160 ) Income tax benefit 1,234 Equity in losses of unconsolidated affiliates ( 2,224 ) Net loss $ ( 42,881 ) Capital expenditures (5) $ 11,853 $ 380 $ 12,233 (1) The Malls category includes malls, lifestyle centers and outlet centers. (2) The All Other category includes open-air centers, outparcels, office buildings, self-storage facilities, corporate-level debt and the Management Company. (3) Management, development and leasing fees are included in All Other category. See Note 3 for information on the Company’s revenues disaggregated by revenue source for each of the above segments. (4) Property operating expenses include property operating, real estate taxes and maintenance and repairs. (5) Includes additions to and acquisitions of real estate assets and investments in unconsolidated affiliates. Developments in progress are included in the All Other category. Nine Months Ended September 30, 2022 (Successor) Malls (1) All (2) Total Revenues (3) $ 355,049 $ 58,351 $ 413,400 Property operating expenses (4) ( 129,774 ) ( 12,909 ) ( 142,683 ) Interest expense ( 129,765 ) ( 53,663 ) ( 183,428 ) Gain on sales of real estate assets — 3,547 3,547 Other expense — ( 834 ) ( 834 ) Segment profit (loss) $ 95,510 $ ( 5,508 ) 90,002 Depreciation and amortization ( 194,469 ) General and administrative ( 51,149 ) Litigation settlement 182 Interest and other income 1,216 Loss on available-for-sale securities ( 39 ) Reorganization items, net 262 Loss on impairment ( 252 ) Gain on deconsolidation 36,250 Income tax provision ( 2,751 ) Equity in earnings of unconsolidated affiliates 16,308 Net loss $ ( 104,440 ) Capital expenditures (5) $ 18,486 $ 6,363 $ 24,849 Nine Months Ended September 30, 2021 (Predecessor) Malls (1) All (2) Total Revenues (3) $ 377,478 $ 42,642 $ 420,120 Property operating expenses (4) ( 130,364 ) ( 9,544 ) ( 139,908 ) Interest expense ( 63,441 ) ( 2,027 ) ( 65,468 ) Other expense ( 65 ) ( 326 ) ( 391 ) Gain on sales of real estate assets 4,836 3,656 8,492 Segment profit $ 188,444 $ 34,401 222,845 Depreciation and amortization ( 142,090 ) General and administrative expense ( 37,383 ) Litigation settlement 890 Interest and other income 2,038 Reorganization items ( 52,014 ) Gain on deconsolidation 55,131 Loss on impairment ( 120,342 ) Income tax provision ( 222 ) Equity in losses of unconsolidated affiliates ( 9,575 ) Net loss $ ( 80,722 ) Capital expenditures (5) $ 24,056 $ 2,996 $ 27,052 Total assets Malls (1) All (2) Total September 30, 2022 $ 1,758,254 $ 968,573 $ 2,726,827 December 31, 2021 $ 1,961,061 $ 984,918 $ 2,945,979 (1) The Malls category includes malls, lifestyle centers and outlet centers. (2) The All Other category includes open-air centers, outparcels, office buildings, self-storage facilities, corporate-level debt and the Management Company. (3) Management, development and leasing fees are included in All Other category. See Note 3 for information on the Company’s revenues disaggregated by revenue source for each of the above segments. (4) Property operating expenses include property operating, real estate taxes and maintenance and repairs. (5) Includes additions to and acquisitions of real estate assets and investments in unconsolidated affiliates. Developments in progress are included in the All Other category. |
Earnings per Share
Earnings per Share | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Note 11 – Earnings per Sh are Basic earnings per share ("EPS") is computed by dividing net income (loss) attributable to common shareholders by the weighted-average number of common shares outstanding for the period. Diluted EPS assumes the issuance of common stock for all potential dilutive common shares outstanding. Due to a net loss for the three- and nine-month periods ended September 30, 2022, the computation of diluted EPS does not include contingently issuable shares due to their anti-dilutive nature. Had the Company reported net income for the three months ended September 30, 2022, the denominator for diluted EPS would have bee n 31,286,714 , including 314,202 contingently issuable shares related to performance stock units (“PSUs”) and nonvested restricted stock awards. Had the Company reported net income for the nine months ended September 30, 2022, the denominator for diluted EPS would have been 29,960,500 , including 235,119 contingently issuable shares related to PSUs and nonvested restricted stock awards. There were no potential dilutive common shares and there were no anti-dilutive shares for the three and nine months ended September 30, 2021. |
Contingencies
Contingencies | 9 Months Ended |
Sep. 30, 2022 | |
Commitments And Contingencies Disclosure [Abstract] | |
Contingencies | Note 12 – Co ntingencies Securities Litigation The Company and certain of its officers and directors were named as defendants in three putative securities class action lawsuits (collectively, the “Securities Class Action Litigation”), each filed in the United States District Court for the Eastern District of Tennessee, on behalf of all persons who purchased or otherwise acquired the Company’s securities during a specified period of time. Those cases were consolidated on July 17, 2019, under the caption In re CBL & Associates Properties, Inc. Securities Litigation, 1:19-cv-00149-JRG-CHS, and a consolidated amended complaint was filed on November 5, 2019, seeking to represent a class of purchasers from July 29, 2014 through March 26, 2019. The operative complaint filed in the Securities Class Action Litigation alleges violations of the securities laws, including, among other things, that the defendants made certain materially false and misleading statements and omissions regarding the Company’s contingent liabilities, business, operations, and prospects during the period of time specified above. The plaintiffs seek compensatory damages and attorneys’ fees and costs, among other relief, but have not specified the amount of damages sought. On May 3, 2022, the court dismissed the Company from the Securities Class Action Litigation but declined to dismiss the individual defendants. The court also lifted the stay of the proceedings and, on June 9, 2022, entered a scheduling order. The parties are currently engaged in discovery. On August 18, 2022, the plaintiffs in the Securities Class Action Litigation filed a motion for class certification. On October 28, 2022, the individual defendants filed a response in opposition to plaintiffs' motion for class certification. We expect that the motion will be fully briefed in December 2022. The outcome of these legal proceedings cannot be predicted with certainty. The Company's insurance carriers remain on notice of the Securities Class Action Litigation. The Company is currently involved in certain other litigation that arises in the ordinary course of business, most of which is expected to be covered by liability insurance. Management makes assumptions and estimates concerning the likelihood and amount of any potential loss relating to these matters using the latest information available. The Company records a liability for litigation if an unfavorable outcome is probable and the amount of loss or range of loss can be reasonably estimated. If an unfavorable outcome is probable and a reasonable estimate of the loss is a range, the Company accrues the best estimate within the range. If no amount within the range is a better estimate than any other amount, the Company accrues the minimum amount within the range. If an unfavorable outcome is probable but the amount of the loss cannot be reasonably estimated, the Company discloses the nature of the litigation and indicates that an estimate of the loss or range of loss cannot be made. If an unfavorable outcome is reasonably possible and the estimated loss is material, the Company discloses the nature and estimate of the possible loss of the litigation. Based on current expectations, such matters, both individually and in the aggregate, are not expected to have a material adverse effect on the liquidity, results of operations, business or financial condition of the Company. Environmental Contingencies The Company evaluates potential loss contingencies related to environmental matters using the same criteria described above related to litigation matters. Based on current information, an unfavorable outcome concerning such environmental matters, both individually and in the aggregate, is considered to be reasonably possible. However, the Company believes its maximum potential exposure to loss would not be material to its results of operations or financial condition. The Company has a master insurance policy that provides coverage through 2027 for certain environmental claims up to $ 40,000 per occurrence and up to $ 40,000 in the aggregate, subject to deductibles and certain exclusions. At certain locations, individual policies are in place. Guarantees The Operating Partnership may guarantee the debt of a joint venture primarily because it allows the joint venture to obtain funding at a lower cost than could be obtained otherwise. This results in a higher return for the joint venture on its investment, and a higher return on the Operating Partnership's investment in the joint venture. The Operating Partnership may receive a fee from the joint venture for providing the guaranty. Additionally, when the Operating Partnership issues a guaranty, the terms of the joint venture agreement typically provide that the Operating Partnership may receive indemnification from the joint venture partner or have the ability to increase its ownership interest. The guarantees expire upon repayment of the debt, unless noted otherwise. The following table represents the Operating Partnership's guarantees of unconsolidated affiliates' debt as reflected in the accompanying condensed consolidated balance sheets as of September 30, 2022 and December 31, 2021: As of September 30, 2022 Obligation Unconsolidated Affiliate Company's Outstanding Percentage Maximum Debt (1) September 30, 2022 December 31, 2021 West Melbourne I, LLC - Phase I 50 % $ 37,971 50 % $ 18,985 Feb-2025 (2) $ 190 $ 195 West Melbourne I, LLC - Phase II 50 % 13,414 50 % 6,707 Feb-2025 (2) 67 69 Port Orange I, LLC 50 % 50,023 50 % 25,011 Feb-2025 (2) 250 258 Ambassador Infrastructure, LLC 65 % 7,001 100 % 7,001 Mar-2025 70 83 Shoppes at Eagle Point, LLC 50 % 39,820 — — May-2032 (3) — 127 Atlanta Outlet JV, LLC 50 % 4,388 100 % 4,388 Nov-2023 — — Louisville Outlet Shoppes, LLC 50 % 7,647 100 % 7,647 Apr-2023 — — Total guaranty liability $ 577 $ 732 (1) Excludes any extension options. (2) These loans have a one-year extension option at the joint venture’s election. (3) The guaranty was removed when the Company entered into a new loan in April 2022. For the three and nine months ended September 30, 2022, the Successor Company evaluated each guaranty, listed in the table above, individually by evaluating the debt service ratio, cash flow forecasts and the performance of each loan. The result of the analysis was that each loan is current and performing. The Successor Company did not record a credit loss related to the guarantees listed in the table above for the three and nine months ended September 30, 2022. For the three and nine months ended September 30, 2021, the Predecessor Company evaluated each guaranty, listed in the table above, individually by evaluating the debt service ratio, cash flow forecasts, the performance of each loan and, where applicable, the collateral value in relation to the outstanding amount of the loan. The result of the analysis was that each loan was current, performing and, where applicable, the collateral value was greater than the outstanding amount of the loan. The Predecessor Company did not record a credit loss related to the guarantees listed in the table above for the three and nine months ended September 30, 2021. |
Share-Based Compensation
Share-Based Compensation | 9 Months Ended |
Sep. 30, 2022 | |
Share Based Compensation [Abstract] | |
Share-Based Compensation | Note 13 – Share-B ased Compensation 2021 Equity Incentive Plan Following the Effective Date, the board of directors of the Successor Company adopted the CBL & Associates Properties, Inc. 2021 Equity Incentive Plan (the “EIP”). The EIP authorizes the grant of equity awards to eligible participants based on the new common stock, in the form of stock options, stock appreciation rights, restricted stock, restricted stock units and other equity awards. Awards under the EIP may be granted to officers, employees, directors, consultants and independent contractors of the reorganized company. Initially, 3,222,222 shares of new common stock are available under the EIP. The initial new common stock under the EIP is subject to an annual increase of a number of shares equal to 3 % of the number of shares of new common stock issued and outstanding at the end of the relevant calendar year (beginning January 2023), or such lesser amount as the board of directors may determine. The EIP is administered by the compensation committee of the board of directors, which will determine the participants who will be granted awards under the EIP and the terms and conditions of EIP awards. In accordance with the provisions of ASU 2016-09, which are designed to simplify the accounting for share-based payments transactions, the Successor Company elected to account for forfeitures of share-based payments as they occur rather than estimating them in advance. Restricted Stock Awards Compensation expense is recognized on a straight-line basis over the requisite service period. The share-based compensation expense related to the restricted stock awards of the Successor Company was $ 1,734 and $ 5,052 for the three and nine months ended September 30, 2022, respectively. The share-based compensation expense related to the restricted stock awards of the Predecessor Company was $ 241 and $ 784 for the three and nine months ended September 30, 2021, respectively. Share-based compensation cost resulting from share-based awards is recorded at the Management Company, which is a taxable entity. As of the Effective Date, nonvested restricted stock of the Predecessor Company was deemed vested and the Company’s 2012 stock incentive plan, as amended, pursuant to which such restricted stock had been granted, was terminated. A summary of the status of the Company’s nonvested restricted stock awards as of September 30, 2022, and changes during the period from January 1, 2022 through September 30, 2022, are presented below: Shares Weighted- Nonvested at January 1, 2022 784,999 $ 27.57 Granted 76,667 $ 27.65 Nonvested at September 30, 2022 861,666 $ 27.58 As of September 30, 2022, there was $ 18,412 of total unrecognized compensation cost related to nonvested restricted stock awards granted under the EIP, which is expected to be recognized over a weighted-average period of 3.1 years. Performance Stock Awards In February 2022, the compensation committee of the board of directors of the Company approved the terms of new awards of PSUs. The PSUs are earned over a four-year performance period aligned with fiscal years 2022 (includes the Successor period from November 1, 2021 through December 31, 2021) through 2025, with one-quarter of the PSUs assigned to each fiscal year within the four-year performance period (each, an “Annual Performance Period” and all four, collectively, the “Full Performance Period”). The number of PSUs earned for each fiscal year within the four-year performance period will be determined based on the achievement of both (i) a quantitative total market return goal (the “TMR Goal”), and (ii) a Company-specific stated goal (the “Stated Goal”), for such fiscal year. The total market return (or TMR) is calculated as the sum of: (i) the average of the multiple of the Company’s average number of shares of common stock outstanding and the average closing share price of common stock for twenty consecutive trading days, and (ii) the value of cash dividends declared during the applicable fiscal year performance period. The TMR Goal will be met if the required level of total market return is achieved at any time during the last 90 trading days of the applicable fiscal year; provided that an additional six month extended measurement period will be applied for the fourth and final fiscal year (the “TMR Year 4 Grace Period”). The Stated Goal for each year will be met if it is achieved at any time during a cumulative performance period beginning November 1, 2021 and ending on December 31 of the applicable calendar year (the “Stated Goal Performance Period”), subject to a grace period of 6-months following the last day of each Stated Goal Performance Period (the “Stated Goal Grace Period”). If the Stated Goal is not achieved for any fiscal year measurement period (including the applicable grace period), then the PSUs allocable to that fiscal year will be forfeited. If the Stated Goal for a fiscal year is achieved but the TMR Goal is not achieved, then the unearned PSUs for the fiscal year will carry over to the succeeding fiscal year and may be earned based on attainment of the goals for the subsequent performance period. If the Stated Goal is achieved for all four fiscal years, then 50 % of any outstanding PSUs will be earned. If a participating officer’s employment is terminated prior to the end of any annual performance period due to death or disability (as defined in the PSU award agreements), or due to a termination by the Company without cause (as defined in the PSU award agreements), then the officer will be entitled to receive a pro rata portion of any PSUs earned for that annual performance period (determined by dividing the number of days from January 1 of the applicable annual performance period through the date of such termination by 365), and any remaining PSUs for such annual performance period, and any subsequent annual performance period, will be forfeited. In February 2022, the Company issued 727,223 PSUs to senior officers. The PSUs had a weighted-average grant date fair value of $ 24.67 . Management assesses the Stated Goals quarterly to determine whether it is probable they will be achieved. The Company begins recognizing compensation expense on a straight-line basis over the remaining service period once the Stated Goal is deemed probable of achievement. Share-based compensation expense related to the Successor Company’s PSUs was $ 1,121 and $ 3,364 for the th ree and nine months ended September 30, 2022, respectively. Share-based compensation expense related to the Predecessor Company’s PSUs was $ 94 and $ 283 for the three and nine months ended September 30, 2021. The unrecognized compensation expense related to the Successor Company’s PSUs was $ 14,578 as of September 30, 2022, which is expected to be recognized over a weighted-average period of 3.3 years. As of the Effective Date, all outstanding PSUs of the Predecessor Company were deemed cancelled. |
Noncash Investing and Financing
Noncash Investing and Financing Activities | 9 Months Ended |
Sep. 30, 2022 | |
Supplemental Cash Flow Information [Abstract] | |
Noncash Investing and Financing Activities | Note 14 – Noncash Investin g and Financing Activities The Company’s noncash investing and financing activities were as follows: Successor Predecessor Nine Months Ended September 30, Nine Months Ended September 30, 2022 2021 Additions to real estate assets accrued but not yet paid $ 7,814 $ 11,527 Deconsolidation upon loss of control (1) : Decrease in real estate assets ( 18,810 ) ( 84,860 ) Decrease in mortgage and other indebtedness 56,226 134,354 Decrease in operating assets and liabilities 5,686 5,808 Decrease in intangible lease and other assets ( 6,852 ) ( 171 ) (1) See Note 8 for additional information. |
Shareholders' Equity
Shareholders' Equity | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
Shareholders' Equity | Note 15 – Shareholders' Equity On September 8, 2022, the Company's board of directors adopted a short-term rights plan (the “Rights Plan”) that will expire on September 8, 2023, or sooner under certain circumstances. Pursuant to the Rights Plan, the board of directors authorized a dividend of one share purchase right (a “Right”) for each outstanding share of the Company's common stock. If a person or group of affiliated or associated persons acquires beneficial ownership of 10.0 % or more of the Company's outstanding common shares, subject to certain exceptions (including exceptions for existing holders who do not increase their holdings as provided in the Rights Plan), each Right would effectively entitle its holder (other than the acquiring person or group of affiliated or associated persons) to purchase additional common shares at a substantial discount to the public market price. In addition, under certain circumstances, the Company may exchange the Rights (other than Rights beneficially owned by the acquiring person or group of affiliated or associated persons), in whole or in part, for common shares on a one-for-one basis, or the Company may redeem the Rights for cash at a price of $ 0.001 per Right. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 16 – Sub sequent Events In October 2022, the lender foreclosed on the $ 61,647 loan secured by Greenbrier Mall. In October 2022, the loan secured by The Outlet Shoppes at Gettysburg was modified and the corporate recourse was eliminated. The lender's claim against the general unsecured claim pool related to the Company's bankruptcy filing was allowed. The modified loan balance is $ 21,000 . In October 2022, the Company entered into a short term extension with the lender regarding the $ 98,662 loan secured by Cross Creek Mall. This action extended the maturity date to January 5, 2023 . The Company remains in discussions with the lender regarding a long term extension. In October 2022, the Company reached an agreement with the lender to extend the $ 54,417 loan secured by Southpark Mall through June 2026, as well as waive the default triggered by the Company's bankruptcy filing. In October 2022, the Company entered into a loan reinstatement and reaffirmation agreement with the lender regarding the $ 56,638 loan secured by Jefferson Mall, which waived the default triggered by the Company's bankruptcy filing. In October 2022, the Company redeemed $ 49,959 in U.S. Treasury securities and purchased $ 90,251 in new U.S. Treasury securities with maturities through April 2023 . |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Accounts Receivable | Accounts Receivable Receivables include amounts billed and currently due from tenants pursuant to lease agreements and receivables attributable to straight-line rents associated with those lease agreements. Individual leases where the collection of rents is in dispute are assessed for collectability based on management’s best estimate of collection considering the anticipated outcome of the dispute. Individual leases that are not in dispute are assessed for collectability and upon the determination that the collection of rents over the remaining lease term is not probable, accounts receivable are reduced as an adjustment to rental revenues. Revenue from leases where collection is deemed to be less than probable is recorded on a cash basis until collectability is determined to be probable. Further, management assesses whether operating lease receivables, at a portfolio level, are appropriately valued based upon an analysis of balances outstanding, historical collection levels and current economic trends. An allowance for the uncollectable portion of the portfolio is recorded as an adjustment to rental revenues. Management’s estimate of the collectability of accounts receivable from tenants is based on the best information available to management at the time of evaluation. Management’s collection assessment took into consideration the type of retailer, billing disputes, lease negotiation status and executed deferral or abatement agreements, as well as recent rent collection experience and tenant bankruptcies based on the best information available to management at the time of evaluation. For the t hree-month Successor period ended September 30, 2022 there was a reversal of $ 643 related to uncollectable revenues, which includes the write-off of $ 46 for straight line rent receivables. For the nine-month Successor period ended September 30, 2022 there was a reversal of $ 3,643 related to uncollectable revenues, which includes the write-off of $ 108 for straight line rent receivables. For the three-month Predecessor period ended September 30, 2021, there was a revers al of $ 6,593 related to uncollectable revenues, which includes $ 2,635 for straight line rent receivables. For the nine-month Predecessor period ended September 30, 2021, revenues were reduced by $ 8,362 associated with uncollectable revenues, which includes the write-off of $ 1,666 for straight line rent receivables. |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Schedule of Properties Owned by Operating Partnership | As of September 30, 2022, the Operating Partnership owned interests in the following properties: Malls (1) Outlet Centers (1) Lifestyle Centers (1) Open-Air Centers (2) Other (2) (3) Total Consolidated Properties 41 2 4 21 4 72 Unconsolidated Properties (4) 7 3 1 8 1 20 Total 48 5 5 29 5 92 (1) The Company has aggregated malls, outlet centers and lifestyle centers into one reportable segment, the Malls category, because they have similar economic characteristics and they provide similar products and services to similar types of, and in many cases, the same tenants. (2) Included in “All Other” for purposes of segment reporting. (3) CBL's two consolidated corporate office buildings are included in the Other category. (4) The Operating Partnership accounts for these investments using the equity method because one or more of the other partners have substantive participating rights. |
Revenues (Tables)
Revenues (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Revenue From Contract With Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following table presents the Company's revenues disaggregated by revenue source for the three months ended September 30, 2022 and 2021: Successor Predecessor Three Months Ended September 30, Three Months Ended September 30, 2022 2021 Rental revenues $ 131,642 $ 145,539 Revenues from contracts with customers (ASC 606): Operating expense reimbursements 1,847 2,076 Management, development and leasing fees (1) 1,783 1,780 Marketing revenues (2) 446 530 4,076 4,386 Other revenues 562 450 Total revenues (3) $ 136,280 $ 150,375 (1) Included in All Other segment. (2) Marketing revenues solely relate to the Malls segment for all periods presented. (3) Sales taxes are excluded from revenues. The following table presents the Company's revenues disaggregated by revenue source for the nine months ended September 30, 2022 and 2021: Successor Predecessor Nine Months Ended September 30, Nine Months Ended September 30, 2022 2021 Rental revenues $ 398,806 $ 405,030 Revenues from contracts with customers (ASC 606): Operating expense reimbursements 5,965 5,906 Management, development and leasing fees (1) 5,338 4,888 Marketing revenues (2) 1,190 1,351 12,493 12,145 Other revenues 2,101 2,945 Total revenues (3) $ 413,400 $ 420,120 (1) Included in All Other segment. (2) Marketing revenues solely relate to the Malls segment for all periods presented. (3) Sales taxes are excluded from revenues. |
Schedule of Expected Recognition of Remaining Performance Obligation | As of September 30, 2022, the Company expects to recognize these amounts as revenue over the following periods: Performance obligation Less than 5 5 -20 Over 20 Total Fixed operating expense reimbursements $ 21,106 $ 45,728 $ 41,360 $ 108,194 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Leases [Abstract] | |
Schedule of Components of Lease Revenue | The components of rental revenues for the three months ended September 30, 2022 and 2021 are as follows: Successor Predecessor Three Months Ended September 30, Three Months Ended September 30, 2022 2021 Fixed lease payments $ 98,267 $ 101,819 Variable lease payments 33,375 43,720 Total rental revenues $ 131,642 $ 145,539 The components of rental revenues for the nine months ended September 30, 2022 and 2021 are as follows: Successor Predecessor Nine Months Ended September 30, Nine Months Ended September 30, 2022 2021 Fixed lease payments $ 290,648 $ 242,589 Variable lease payments 108,158 162,441 Total rental revenues $ 398,806 $ 405,030 |
Schedule of Undiscounted Future Lease Payments to be Received | he undiscounted future fixed lease payments to be received under the Successor Company's operating leases as of September 30, 2022, are as follows: Years Ending December 31, Operating Leases 2022 (1) $ 100,915 2023 343,983 2024 276,792 2025 215,272 2026 160,086 2027 109,739 Thereafter 234,539 Total undiscounted lease payments $ 1,441,326 (1) Reflects rental payments for the fiscal period October 1, 2022 to December 31, 2022. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Secured Notes Measured at Fair Value | The Company elected the fair value option in conjunction with the issuance of the Secured Notes because it believed that the fair value option provided the most accurate depiction of the then-current value of the Secured Notes. On June 7, 2022, the Company completed the redemption of all outstanding Secured Notes. The following table sets forth information regarding the Secured Notes for the year ended December 31, 2021: Debt Instrument Carrying amount as of December 31, 2021 Change in fair value Fair value as of December 31, 2021 (1) Secured Notes $ 395,000 $ 395 $ 395,395 (1) The fair value was calculated using Level 1 inputs. |
Schedule of Debt Securities, Available-for-sale Measured at Fair Value | The table below sets forth information regarding the Company’s AFS securities that were measured at fair value for the nine months ended September 30, 2022. Subsequent to September 30, 2022, we redeemed and purchased additional U.S. Treasury securities. See Note 16 for additional information. AFS Security Amortized (1) Allowance (2) Total unrealized gain Fair value as of September 30, 2022 U.S. Treasury securities $ 249,638 $ — $ 274 $ 249,912 (1) The U.S. Treasury securities have maturities through July 2023 . (2) U.S Treasury securities have a long history with no credit losses. Additionally, the Company notes that U.S Treasury securities are explicitly fully guaranteed by a sovereign entity that can print its own currency and that the sovereign entity’s currency is routinely held by central banks and other major financial institutions, is used in international commerce, and commonly viewed as a reserve currency, all of which qualitatively indicate that historical credit loss information should be minimally affected by current conditions and reasonable and supportable forecasts. Therefore, the Company did not record expected credit losses for its U.S Treasury securities for the nine months ended September 30, 2022. The following table sets forth information regarding the Company’s AFS securities that were measured at fair value for the year ended December 31, 2021: AFS Security Amortized Allowance (1) Total unrealized loss Fair value as of December 31, 2021 U.S. Treasury securities $ 149,999 $ — $ ( 3 ) $ 149,996 (1) U.S Treasury securities have a long history with no credit losses. Additionally, the Company notes that U.S Treasury securities are explicitly fully guaranteed by a sovereign entity that can print its own currency and that the sovereign entity’s currency is routinely held by central banks and other major financial institutions, is used in international commerce, and commonly viewed as a reserve currency, all of which qualitatively indicate that historical credit loss information should be minimally affected by current conditions and reasonable and supportable forecasts. Therefore, the Company did not record expected credit losses for its U.S Treasury securities for the year ended December 31, 2021. |
Schedule of Assets Measured at Fair Value on Nonrecurring Basis | During the nine months ended September 30, 2022, the Successor Company adjusted the negative equity in Greenbrier Mall to zero upon deconsolidation, which represents the estimated fair value of the Successor Company’s investment in that property. See Note 8 for additional information. During the nine months ended September 30, 2022, the Successor Company sold an outparcel at the Pavilion at Port Orange. Gross sales proceeds amounted to $ 1,660 and the transaction resulted in a loss on sale of $ 252 . The following table sets forth information regarding the Predecessor Company's assets that were measured at fair value on a nonrecurring basis and related impairment charges for the nine months ended September 30, 2021: Fair Value Measurements at Reporting Date Using Total Quoted Prices in Significant Significant Total Loss 2021: Predecessor Long-lived assets $ 99,390 $ — $ — $ 99,390 $ 120,342 |
Schedule of Impairment on Real Estate Properties | During the nine months ended September 30, 2021, the Predecessor Company recognized impairments of real estate of $ 120,342 related to five malls, a redeveloped anchor parcel, an associated center and one outparcel. Impairment Property Location Segment Loss on Fair March Eastland Mall (1) Bloomington, IL Malls $ 13,243 $ 10,700 March Old Hickory Mall (2) Jackson, TN Malls 20,149 12,400 March Stroud Mall (3) Stroudsburg, PA Malls 23,790 15,400 July The Landing at Arbor Place - Outparcel (4) Douglasville, GA All Other 1,682 590 September Laurel Park Place (5) Livonia, MI Malls 14,267 9,800 September Parkdale Mall and Crossing (6) Beaumont, TX Malls/All Other 47,211 50,500 $ 120,342 $ 99,390 (1) In accordance with the Company's quarterly impairment process, the Predecessor Company wrote down the book value of the mall to its estimated fair value of $ 10,700 . The mall had experienced a decline in cash flows due to store closures and rent reductions. Management determined the fair value of Eastland Mall using a discounted cash flow methodology. The discounted cash flow used assumptions including a holding period of nine years , with a sale at the end of the holding period, a capitalization rate of 14.0 % and a discount rate of 15.0 %. (2) In accordance with the Company's quarterly impairment process, the Predecessor Company wrote down the book value of the mall to its estimated fair value of $ 12,400 . The mall had experienced a decline in cash flows due to store closures and rent reductions. Management determined the fair value of Old Hickory Mall using a discounted cash flow methodology. The discounted cash flow used assumptions including a holding period of nine years , with a sale at the end of the holding period, a capitalization rate of 13.0 % and a discount rate of 14.0 %. (3) In accordance with the Company's quarterly impairment process, the Predecessor Company wrote down the book value of the mall to its estimated fair value of $ 15,400 . The mall had experienced a decline in cash flows due to store closures and rent reductions. Management determined the fair value of Stroud Mall using a discounted cash flow methodology. The discounted cash flow used assumptions including a holding period of nine years , with a sale at the end of the holding period, a capitalization rate of 11.75 % and a discount rate of 12.5 %. (4) In July 2021, the Predecessor Company sold an outparcel at The Landing at Arbor Place. Sales proceeds amounted to $ 590 , which resulted in a loss on sale. (5) In accordance with the Company's quarterly impairment process, the Predecessor Company wrote down the book value of the mall to its estimated fair value of $ 9,800 . The mall had experienced a decline in cash flows due to store closures and rent reductions. Management determined the fair value of Laurel Park Place using a discounted cash flow methodology. The discounted cash flow used assumptions including a holding period of nine years , with a sale at the end of the holding period, a capitalization rate of 11.5 % and a discount rate of 13.0 %. (6) In accordance with the Company's quarterly impairment process, the Predecessor Company wrote down the book value of the mall, a redeveloped anchor parcel and an associated center adjacent to the mall to their estimated fair value of $ 50,500 . The mall had experienced a decline in cash flows due to store closures and rent reductions. These factors resulted in a reduction of the expected hold period for the mall and associated center (excluding the redeveloped anchor parcel) based on Management's assessment that there was an increased likelihood that the loan secured by the mall and associated center may not be successfully restructured or refinanced. Management determined the fair value of Parkdale Mall, Parkdale Crossing and Parkdale Anchor using a discounted cash flow methodology. The discounted cash flow used assumptions including a holding period of ten years , with a sale at the end of the holding period, a weighted-average capitalization rate of 12.3 % and a discount rate of 14.2 %. |
Unconsolidated Affiliates and_2
Unconsolidated Affiliates and Noncontrolling Interests (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Schedule of Condensed Combined Financial Statement Information - Unconsolidated Affiliates | Condensed combined financial statement information of the unconsolidated affiliates are as follows: September 30, 2022 December 31, 2021 ASSETS: Investment in real estate assets $ 1,986,409 $ 2,364,154 Accumulated depreciation ( 816,218 ) ( 934,374 ) 1,170,191 1,429,780 Developments in progress 8,802 7,288 Net investment in real estate assets 1,178,993 1,437,068 Other assets 192,930 188,683 Total assets $ 1,371,923 $ 1,625,751 LIABILITIES: Mortgage and other indebtedness, net $ 1,403,629 $ 1,452,794 Other liabilities 52,707 64,598 Total liabilities 1,456,336 1,517,392 OWNERS' EQUITY: The Company 2,541 102,792 Other investors ( 86,954 ) 5,567 Total owners' equity (deficit) ( 84,413 ) 108,359 Total liabilities and owners’ equity $ 1,371,923 $ 1,625,751 . Three Months Ended September 30, Three Months Ended September 30, 2022 2021 Total revenues $ 64,656 $ 65,482 Net income (loss) (1) $ 48,316 $ ( 3,206 ) Nine Months Ended September 30, Nine Months Ended September 30, 2022 2021 Total revenues $ 193,944 $ 181,985 Net income (loss) (1) $ 81,378 $ ( 16,225 ) (1) The Successor Company's pro rata share of net income was $ 5,702 and $ 16,308 for the three and nine months ended September 30, 2022, respectively. The Predecessor Company’s pro rata share of net loss was $( 2,224 ) and $( 9,575 ) for the three and nine months ended September 30, 2021, respectively. |
Schedule of Variable Interest Entities | The table below lists the Company's unconsolidated VIEs as of September 30, 2022: Unconsolidated VIEs: Investment in Maximum Ambassador Infrastructure, LLC (1) $ — $ 7,001 Atlanta Outlet JV, LLC (1) — 4,388 BI Development, LLC 54 54 BI Development II, LLC 54 54 CBL-T/C, LLC — — El Paso Outlet Center Holding, LLC — — Fremaux Town Center JV, LLC 1,597 1,597 Greenbrier Mall II, LLC (2) — — Louisville Outlet Shoppes, LLC (1) — 7,647 Mall of South Carolina L.P. — — Vision - CBL Hamilton Place, LLC 2,375 2,375 $ 4,080 $ 23,116 (1) The Operating P artnership has guaranteed all or a portion of the debt of each of these VIEs. See Note 12 for more information. (2) During the nine months ended September 30, 2022, the property was placed into receivership. Subsequent to September 30, 2022, the lender foreclosed on the loan. See Note 16 . |
Mortgage and Other Indebtedne_2
Mortgage and Other Indebtedness, Net (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Pre-Emergence Net Mortgage Notes Payable | The Company’s Secured Notes and mortgage and other indebtedness, net, consisted of the following: September 30, 2022 December 31, 2021 Amount Weighted- (1) Amount Weighted- (1) Fixed-rate debt at fair value: Secured Notes - at fair value (carrying amount of $ 395,000 as of December 31, 2021) $ — — $ 395,395 10.00 % Fixed-rate debt: Exchangeable senior secured notes — — 150,000 7.00 % Open-air centers and outparcels loan 180,000 6.95 % — — Non-recourse loans on operating properties 869,307 4.89 % 916,927 5.04 % Total fixed-rate debt 1,049,307 5.25 % 1,066,927 5.32 % Variable-rate debt: Secured term loan 837,824 5.31 % 880,091 3.75 % Open-air centers and outparcels loan 180,000 6.61 % — — Non-recourse loans on operating properties 57,015 5.70 % 66,911 3.21 % Total variable-rate debt 1,074,839 5.55 % 947,002 3.71 % Total fixed-rate and variable-rate debt 2,124,146 5.40 % 2,013,929 4.56 % Unamortized deferred financing costs ( 16,621 ) ( 1,567 ) Debt discounts (2) ( 90,821 ) ( 199,153 ) Total mortgage and other indebtedness, net $ 2,016,704 $ 1,813,209 (1) Weighted-average interest rate excludes amortization of deferred financing costs. (2) In conjunction with fresh start accounting, the Company estimated the fair value of its mortgage notes with the assistance of a third-party valuation advisor. This resulted in recognizing a debt discount on the Effective Date. The debt discount is accreted over the term of the respective debt using the effective interest method. The remaining debt discounts at September 30, 2022 will be accreted over a weighted average period of 3.0 years. |
Schedule of Pre-Emergence Principal Payments | As of September 30, 2022, the scheduled principal amortization and balloon payments of the Company’s consolidated debt, excluding extensions available at the Company’s option, on all mortgage and other indebtedness, are as follows: 2022 (1) $ 126,313 2023 205,047 2024 98,385 2025 813,010 2026 331,956 2027 360,896 Thereafter 62,854 Total 1,998,461 Principal balance of loans with maturity date prior to September 30, 2022 (2) 125,685 Total mortgage and other indebtedness $ 2,124,146 (1) Reflects scheduled principal amortization and balloon payments for the fiscal period October 1, 2022 through December 31, 2022. (2) Represents the aggregate principal balance as of September 30, 2022 of loans past their maturity date consisting of the loans secured by Alamance Crossing, Southpark Mall and Westgate Mall. Subsequent to September 30, 2022, the Company reached an agreement with the lender to extend the loan secured by Southpark Mall. The Company is in discussions with the lenders regarding the loans secured by Alamance Crossing and Westgate Mall. The loan secured by Alamance Crossing matured in July 2021 and had a balance of $ 41,708 as of September 30, 2022. The loan secured by Southpark Mall matured in June 2022 and had a balance of $ 54,417 as of September 30, 2022. The loan secured by Westgate Mall matured in July 2022 and had a balance of $ 29,560 as of September 30, 2022. |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Segment Reporting [Abstract] | |
Schedule of Information on Reportable Segments | Information on the Company’s segments is presented as follows: Three Months Ended September 30, 2022 (Successor) Malls (1) All (2) Total Revenues (3) $ 116,430 $ 19,850 $ 136,280 Property operating expenses (4) ( 44,382 ) ( 4,160 ) ( 48,542 ) Interest expense ( 19,915 ) ( 17,737 ) ( 37,652 ) Gain on sales of real estate assets — 3,528 3,528 Segment profit $ 52,133 $ 1,481 53,614 Depreciation and amortization ( 61,050 ) General and administrative ( 14,625 ) Litigation settlement 36 Interest and other income 152 Loss on available-for-sale securities ( 39 ) Reorganization items, net 1,220 Income tax provision ( 2,422 ) Equity in earnings of unconsolidated affiliates 5,702 Net loss $ ( 17,412 ) Capital expenditures (5) $ 8,159 $ 3,142 $ 11,301 Three Months Ended September 30, 2021 (Predecessor) Malls (1) All (2) Total Revenues (3) $ 131,870 $ 18,505 $ 150,375 Property operating expenses (4) ( 40,466 ) ( 6,791 ) ( 47,257 ) Interest expense ( 18,698 ) ( 341 ) ( 19,039 ) Gain on sales of real estate assets 4,836 3,848 8,684 Other expense — ( 104 ) ( 104 ) Segment profit $ 77,542 $ 15,117 92,659 Depreciation and amortization ( 46,479 ) General and administrative expense ( 13,502 ) Litigation settlement 89 Interest and other income 510 Reorganization items ( 12,008 ) Loss on impairment ( 63,160 ) Income tax benefit 1,234 Equity in losses of unconsolidated affiliates ( 2,224 ) Net loss $ ( 42,881 ) Capital expenditures (5) $ 11,853 $ 380 $ 12,233 (1) The Malls category includes malls, lifestyle centers and outlet centers. (2) The All Other category includes open-air centers, outparcels, office buildings, self-storage facilities, corporate-level debt and the Management Company. (3) Management, development and leasing fees are included in All Other category. See Note 3 for information on the Company’s revenues disaggregated by revenue source for each of the above segments. (4) Property operating expenses include property operating, real estate taxes and maintenance and repairs. (5) Includes additions to and acquisitions of real estate assets and investments in unconsolidated affiliates. Developments in progress are included in the All Other category. Nine Months Ended September 30, 2022 (Successor) Malls (1) All (2) Total Revenues (3) $ 355,049 $ 58,351 $ 413,400 Property operating expenses (4) ( 129,774 ) ( 12,909 ) ( 142,683 ) Interest expense ( 129,765 ) ( 53,663 ) ( 183,428 ) Gain on sales of real estate assets — 3,547 3,547 Other expense — ( 834 ) ( 834 ) Segment profit (loss) $ 95,510 $ ( 5,508 ) 90,002 Depreciation and amortization ( 194,469 ) General and administrative ( 51,149 ) Litigation settlement 182 Interest and other income 1,216 Loss on available-for-sale securities ( 39 ) Reorganization items, net 262 Loss on impairment ( 252 ) Gain on deconsolidation 36,250 Income tax provision ( 2,751 ) Equity in earnings of unconsolidated affiliates 16,308 Net loss $ ( 104,440 ) Capital expenditures (5) $ 18,486 $ 6,363 $ 24,849 Nine Months Ended September 30, 2021 (Predecessor) Malls (1) All (2) Total Revenues (3) $ 377,478 $ 42,642 $ 420,120 Property operating expenses (4) ( 130,364 ) ( 9,544 ) ( 139,908 ) Interest expense ( 63,441 ) ( 2,027 ) ( 65,468 ) Other expense ( 65 ) ( 326 ) ( 391 ) Gain on sales of real estate assets 4,836 3,656 8,492 Segment profit $ 188,444 $ 34,401 222,845 Depreciation and amortization ( 142,090 ) General and administrative expense ( 37,383 ) Litigation settlement 890 Interest and other income 2,038 Reorganization items ( 52,014 ) Gain on deconsolidation 55,131 Loss on impairment ( 120,342 ) Income tax provision ( 222 ) Equity in losses of unconsolidated affiliates ( 9,575 ) Net loss $ ( 80,722 ) Capital expenditures (5) $ 24,056 $ 2,996 $ 27,052 Total assets Malls (1) All (2) Total September 30, 2022 $ 1,758,254 $ 968,573 $ 2,726,827 December 31, 2021 $ 1,961,061 $ 984,918 $ 2,945,979 (1) The Malls category includes malls, lifestyle centers and outlet centers. (2) The All Other category includes open-air centers, outparcels, office buildings, self-storage facilities, corporate-level debt and the Management Company. (3) Management, development and leasing fees are included in All Other category. See Note 3 for information on the Company’s revenues disaggregated by revenue source for each of the above segments. (4) Property operating expenses include property operating, real estate taxes and maintenance and repairs. (5) Includes additions to and acquisitions of real estate assets and investments in unconsolidated affiliates. Developments in progress are included in the All Other category. |
Contingencies (Tables)
Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of Guarantees | The following table represents the Operating Partnership's guarantees of unconsolidated affiliates' debt as reflected in the accompanying condensed consolidated balance sheets as of September 30, 2022 and December 31, 2021: As of September 30, 2022 Obligation Unconsolidated Affiliate Company's Outstanding Percentage Maximum Debt (1) September 30, 2022 December 31, 2021 West Melbourne I, LLC - Phase I 50 % $ 37,971 50 % $ 18,985 Feb-2025 (2) $ 190 $ 195 West Melbourne I, LLC - Phase II 50 % 13,414 50 % 6,707 Feb-2025 (2) 67 69 Port Orange I, LLC 50 % 50,023 50 % 25,011 Feb-2025 (2) 250 258 Ambassador Infrastructure, LLC 65 % 7,001 100 % 7,001 Mar-2025 70 83 Shoppes at Eagle Point, LLC 50 % 39,820 — — May-2032 (3) — 127 Atlanta Outlet JV, LLC 50 % 4,388 100 % 4,388 Nov-2023 — — Louisville Outlet Shoppes, LLC 50 % 7,647 100 % 7,647 Apr-2023 — — Total guaranty liability $ 577 $ 732 (1) Excludes any extension options. (2) These loans have a one-year extension option at the joint venture’s election. (3) The guaranty was removed when the Company entered into a new loan in April 2022. |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Share Based Compensation [Abstract] | |
Schedule of Company Stock Awards | A summary of the status of the Company’s nonvested restricted stock awards as of September 30, 2022, and changes during the period from January 1, 2022 through September 30, 2022, are presented below: Shares Weighted- Nonvested at January 1, 2022 784,999 $ 27.57 Granted 76,667 $ 27.65 Nonvested at September 30, 2022 861,666 $ 27.58 |
Noncash Investing and Financi_2
Noncash Investing and Financing Activities (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Supplemental Cash Flow Information [Abstract] | |
Schedule of Noncash Investing and Financing Activities | The Company’s noncash investing and financing activities were as follows: Successor Predecessor Nine Months Ended September 30, Nine Months Ended September 30, 2022 2021 Additions to real estate assets accrued but not yet paid $ 7,814 $ 11,527 Deconsolidation upon loss of control (1) : Decrease in real estate assets ( 18,810 ) ( 84,860 ) Decrease in mortgage and other indebtedness 56,226 134,354 Decrease in operating assets and liabilities 5,686 5,808 Decrease in intangible lease and other assets ( 6,852 ) ( 171 ) (1) See Note 8 for additional information. |
Organization and Basis of Pre_3
Organization and Basis of Presentation - Narrative (Details) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2022 USD ($) Subsidiary State | Dec. 31, 2021 USD ($) | ||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Number of states in which entity operates | State | 22 | ||
Fresh-start reporting, description | Upon the Company’s emergence from the Chapter 11 Cases (defined below), the Company adopted fresh start accounting, which resulted in a new basis of accounting and the Company becoming a new entity for financial reporting purposes. As a result of the application of fresh start accounting and the effects of the implementation of the third amended joint chapter 11 plan of CBL & Associates Properties, Inc. and its affiliated debtors (with technical modifications) (as modified at Docket No. 1521) (the “Plan”), the condensed consolidated financial statements after November 1, 2021 (the “Effective Date”) are not comparable with the condensed consolidated financial statements on or before that date. | ||
Other | [1] | $ 3,441 | $ 4,793 |
Mortgage and Other Notes Receivable | |||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Other | $ 384 | ||
Consolidated Properties | CBL Holdings | |||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Ownership interest in qualified subsidiaries (as a percent) | 100% | ||
Subsidiaries | |||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Number of wholly owned subsidiaries | Subsidiary | 2 | ||
Combined ownership by the subsidiaries in operating partnership (as a percent) | 99.97% | ||
Non-controlling limited partner interest ownership of CBL's related parties in the Operating Partnership (as a percent) | 0.03% | ||
Subsidiaries | CBL Associates Properties Inc | |||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Ownership of the sole general partner in partnership (as a percent) | 1% | ||
Limited partnership interest owned by CBL Holdings II, Inc. in the operating partnership (as a percent) | 98.97% | ||
[1] As of September 30, 2022, includes $ 196,638 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $ 188,699 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 8 . |
Organization and Basis of Pre_4
Organization and Basis of Presentation - Properties Owned by Operating Partnership (Details) | 9 Months Ended |
Sep. 30, 2022 Office_building Lifestyle_center Property Outlet_center OpenAir_center Mall Other_property Segment | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |
Malls | Mall | 48 |
Outlet Centers | Outlet_center | 5 |
Lifestyle Centers | Lifestyle_center | 5 |
Open-Air Centers | OpenAir_center | 29 |
Other | Other_property | 5 |
Total Properties | Property | 92 |
Malls | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |
Number of reportable segments | Segment | 1 |
Consolidated Properties | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |
Malls | Mall | 41 |
Outlet Centers | Outlet_center | 2 |
Lifestyle Centers | Lifestyle_center | 4 |
Open-Air Centers | OpenAir_center | 21 |
Other | Other_property | 4 |
Total Properties | Property | 72 |
Consolidated Properties | Subsidiaries | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |
Office Buildings | Office_building | 2 |
Unconsolidated Properties | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |
Malls | Mall | 7 |
Outlet Centers | Outlet_center | 3 |
Lifestyle Centers | Lifestyle_center | 1 |
Open-Air Centers | OpenAir_center | 8 |
Other | Other_property | 1 |
Total Properties | Property | 20 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Accounts Receivable (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | ||||
Change in estimate of uncollectable revenues | $ (3,643) | $ 8,362 | ||
Accounts Receivable | ||||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | ||||
Change in estimate of uncollectable revenues | $ 643 | $ 6,593 | 3,643 | 8,362 |
Straight line rent receivables | $ 46 | $ 2,635 | $ 108 | $ 1,666 |
Revenues - Disaggregation of Re
Revenues - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | ||
Disaggregation Of Revenue [Line Items] | |||||
Rental revenues | $ 131,642 | $ 145,539 | $ 398,806 | $ 405,030 | |
Revenues from contracts with customers (ASC 606): | 4,076 | 4,386 | 12,493 | 12,145 | |
Total revenues | [1] | 136,280 | 150,375 | 413,400 | 420,120 |
Operating expense reimbursements | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenues from contracts with customers (ASC 606): | 1,847 | 2,076 | 5,965 | 5,906 | |
Management, development and leasing fees | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenues from contracts with customers (ASC 606): | 1,783 | 1,780 | 5,338 | 4,888 | |
Marketing revenues | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenues from contracts with customers (ASC 606): | 446 | 530 | 1,190 | 1,351 | |
Other revenues | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenues | $ 562 | $ 450 | $ 2,101 | $ 2,945 | |
[1] Management, development and leasing fees are included in All Other category. See Note 3 for information on the Company’s revenues disaggregated by revenue source for each of the above segments. |
Revenues - Remaining Performanc
Revenues - Remaining Performance Obligations (Details) $ in Thousands | Sep. 30, 2022 USD ($) |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining performance obligation | $ 108,194 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2022-10-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining performance obligation | $ 21,106 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 5 years |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2027-10-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining performance obligation | $ 45,728 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 5 years |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2042-10-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining performance obligation | $ 41,360 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 20 years |
Revenues - Remaining Performa_2
Revenues - Remaining Performance Obligations (Details 1) $ in Thousands | Sep. 30, 2022 USD ($) |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining performance obligation | $ 108,194 |
Leases - Components of Rental R
Leases - Components of Rental Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Leases [Abstract] | ||||
Fixed lease payments | $ 98,267 | $ 101,819 | $ 290,648 | $ 242,589 |
Variable lease payments | 33,375 | 43,720 | 108,158 | 162,441 |
Total rental revenues | $ 131,642 | $ 145,539 | $ 398,806 | $ 405,030 |
Leases - Future Minimum Lease P
Leases - Future Minimum Lease Payments to be Received (Details) $ in Thousands | Sep. 30, 2022 USD ($) | |
Operating Leases | ||
2022 | $ 100,915 | [1] |
2023 | 343,983 | |
2024 | 276,792 | |
2025 | 215,272 | |
2026 | 160,086 | |
2027 | 109,739 | |
Thereafter | 234,539 | |
Total undiscounted lease payments | $ 1,441,326 | |
[1] Reflects rental payments for the fiscal period October 1, 2022 to December 31, 2022. |
Fair Value Measurements - Recur
Fair Value Measurements - Recurring Basis (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Fair value of mortgage and other indebtedness | $ 1,959,587 | $ 2,059,094 | |
Available-for-sale securities, amortized cost | 249,638 | 149,999 | |
Available-For-Sale Securities Held, Fair Value | [1] | 249,912 | 149,996 |
U.S Treasury Securities | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Available-for-sale securities, amortized cost | 249,638 | 149,999 | |
Available-For-Sale Securities Held, unrealized gains/(losses) | 274 | (3) | |
Available-For-Sale Securities Held, Fair Value | $ 249,912 | $ 149,996 | |
U.S. Treasury securities, maturity date | Jul. 31, 2023 | ||
[1] As of September 30, 2022, includes $ 196,638 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $ 188,699 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 8 . |
Fair Value Measurements - Secur
Fair Value Measurements - Secured Notes Measured at Fair Value (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Carrying amount | $ 548,636 | |
Secured Notes | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Carrying amount | $ 395,000 | |
Fair value | 395,395 | |
Secured Notes | Change in Fair Value [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Fair value | $ 395 |
Fair Value Measurements - Long-
Fair Value Measurements - Long-Lived Assets Measured at Fair Value (Details) | 1 Months Ended | 3 Months Ended | 9 Months Ended | |
Jul. 31, 2021 USD ($) | Sep. 30, 2021 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) Outparcel Mall | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Fair Value | $ 99,390,000 | $ 99,390,000 | ||
Loss on impairment | 63,160,000 | $ 252,000 | $ 120,342,000 | |
Number of malls with impairment | Mall | 5 | |||
Number of stores sold (outparcel) | Outparcel | 1 | |||
Significant Unobservable Inputs (Level 3) | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Fair Value | 99,390,000 | $ 99,390,000 | ||
Greenbrier Mall | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Fair Value | 0 | |||
Outparcel at Pavilion at Port Orange | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Proceeds from sales of real estate assets | 1,660,000 | |||
Loss from sales of real estate assets | $ 252,000 | |||
Eastland Mall | Malls | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Fair Value | $ 10,700,000 | 10,700,000 | ||
Loss on impairment | $ 13,243,000 | |||
Eastland Mall | Malls | Measurement Input, Expected Term | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Holding period | 9 years | |||
Eastland Mall | Malls | Cap Rate (as a percent) | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Fair value measurement input (as a percent) | 14 | 14 | ||
Eastland Mall | Malls | Discount Rate (as a percent) | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Fair value measurement input (as a percent) | 15 | 15 | ||
Old Hickory Mall | Malls | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Fair Value | $ 12,400,000 | $ 12,400,000 | ||
Loss on impairment | $ 20,149,000 | |||
Old Hickory Mall | Malls | Measurement Input, Expected Term | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Holding period | 9 years | |||
Old Hickory Mall | Malls | Cap Rate (as a percent) | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Fair value measurement input (as a percent) | 13 | 13 | ||
Old Hickory Mall | Malls | Discount Rate (as a percent) | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Fair value measurement input (as a percent) | 14 | 14 | ||
Stroud Mall | Malls | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Fair Value | $ 15,400,000 | $ 15,400,000 | ||
Loss on impairment | $ 23,790,000 | |||
Stroud Mall | Malls | Measurement Input, Expected Term | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Holding period | 9 years | |||
Stroud Mall | Malls | Cap Rate (as a percent) | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Fair value measurement input (as a percent) | 11.75 | 11.75 | ||
Stroud Mall | Malls | Discount Rate (as a percent) | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Fair value measurement input (as a percent) | 12.5 | 12.5 | ||
The Landing at Arbor Place - Outparcel | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Proceeds from sales of real estate assets | $ 590,000 | |||
The Landing at Arbor Place - Outparcel | All Other | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Fair Value | $ 590,000 | $ 590,000 | ||
Loss on impairment | 1,682,000 | |||
Laurel Park Place | Malls | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Fair Value | $ 9,800,000 | 9,800,000 | ||
Loss on impairment | $ 14,267,000 | |||
Laurel Park Place | Malls | Measurement Input, Expected Term | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Holding period | 9 years | |||
Laurel Park Place | Malls | Cap Rate (as a percent) | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Fair value measurement input (as a percent) | 11.5 | 11.5 | ||
Laurel Park Place | Malls | Discount Rate (as a percent) | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Fair value measurement input (as a percent) | 13 | 13 | ||
Parkdale Mall and Crossing | Malls | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Fair Value | $ 50,500,000 | $ 50,500,000 | ||
Parkdale Mall and Crossing | Malls | Measurement Input, Expected Term | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Holding period | 10 years | |||
Parkdale Mall and Crossing | Malls | Cap Rate (as a percent) | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Fair value measurement input (as a percent) | 12.3 | 12.3 | ||
Parkdale Mall and Crossing | Malls | Discount Rate (as a percent) | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Fair value measurement input (as a percent) | 14.2 | 14.2 | ||
Parkdale Mall and Crossing | Malls/All Other | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Fair Value | $ 50,500,000 | $ 50,500,000 | ||
Loss on impairment | 47,211,000 | |||
Asheville Mall and Park Plaza | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Fair Value | $ 0 | $ 0 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) $ in Thousands | 1 Months Ended | 9 Months Ended | 12 Months Ended |
Jul. 31, 2022 USD ($) | Sep. 30, 2022 USD ($) | Dec. 31, 2021 Acquisition | |
Business Acquisition [Line Items] | |||
Acquisitions of real estate assets | $ 5,650 | ||
Number of businesses acquired | Acquisition | 0 | ||
JC Penney Parcel | Cool Spring Galleria | |||
Business Acquisition [Line Items] | |||
Acquisitions of real estate assets | $ 5,650 |
Dispositions and Held for Sale
Dispositions and Held for Sale - Summary (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Oct. 01, 2021 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) Outparcel Anchor | Sep. 30, 2022 USD ($) Outparcel | Sep. 30, 2021 USD ($) Outparcel Anchor | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Gain on sales of real estate assets | $ 3,547 | $ 8,492 | |||
Number of stores sold (outparcel) | Outparcel | 1 | ||||
Gross proceeds from sale of property held-for-sale | $ 8,750 | ||||
Outparcel Sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Gain on sales of real estate assets | $ 3,528 | $ 8,684 | $ 3,547 | $ 8,492 | |
Number of stores sold (outparcel) | Outparcel | 3 | 3 | 3 | ||
Number of anchor | Anchor | 2 | 3 |
Unconsolidated Affiliates and_3
Unconsolidated Affiliates and Noncontrolling Interests - Narrative (Details) $ in Thousands | 1 Months Ended | 6 Months Ended | 9 Months Ended | ||||||
Oct. 01, 2021 USD ($) | Jun. 30, 2022 USD ($) | Apr. 30, 2022 USD ($) | Mar. 31, 2022 USD ($) | Jun. 30, 2022 USD ($) | Sep. 30, 2022 USD ($) Entity | Sep. 30, 2021 USD ($) | Aug. 31, 2022 USD ($) | May 31, 2022 | |
Schedule Of Equity Method Investments [Line Items] | |||||||||
Number of entities - equity method of accounting (entity) | Entity | 25 | ||||||||
Number of 50/50 joint ventures | Entity | 16 | ||||||||
Fair value carrying amount | $ 1,998,461 | ||||||||
Gross proceeds from sale of property | $ 8,750 | ||||||||
Gain on deconsolidation | 36,250 | $ 55,131 | |||||||
Loan agreement term | 5 years | ||||||||
Nonrecourse | |||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||
Loan, fixed interest rate | 5.85% | ||||||||
Loan agreement term | 3 years | ||||||||
Ambassador Town Center J.V., LLC | Nonrecourse | |||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||
Fair value carrying amount | $ 42,492 | $ 42,492 | |||||||
Debt instrument, maturity date | Jun. 30, 2029 | ||||||||
Loan, fixed interest rate | 4.35% | 4.35% | |||||||
Asheville Mall CMBS, LLC | |||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||
Fair value carrying amount | $ 62,121 | ||||||||
EastGate Mall CMBS, LLC | |||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||
Fair value carrying amount | 29,951 | ||||||||
Bullseye, LLC | |||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||
Gross proceeds from sale of property | $ 10,500 | ||||||||
Net profit from sale of property | $ 662 | ||||||||
Greenbrier Mall | |||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||
Loan outstanding balance | 61,647 | ||||||||
Gain on deconsolidation | 36,250 | ||||||||
Outlet Shoppes of Bluegrass - Phase II | |||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||
Fair value carrying amount | $ 7,647 | ||||||||
Shoppes at Eagle Point, LLC | |||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||
Ownership interest in joint venture (as a percent) | 50% | ||||||||
Shoppes at Eagle Point, LLC | Nonrecourse | |||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||
Fair value carrying amount | $ 40,000 | ||||||||
Debt instrument, maturity date | Oct. 31, 2022 | ||||||||
Loan, fixed interest rate | 5.40% | ||||||||
Loan agreement term | 10 years | ||||||||
York Town Center Holding, LP | |||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||
Loan agreement term | 18 months | ||||||||
York Town Center Holding, LP | Nonrecourse | Mortgage Note Payable | |||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||
Fair value carrying amount | $ 30,000 | ||||||||
Debt Instrument, Interest Rate, Effective Percentage | 4.75% | ||||||||
Minimum | |||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||
Ownership in variable interest entity (as a percent) | 50% | ||||||||
Minimum | BI Development, LLC | |||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||
Ownership interest in joint venture (as a percent) | 20% | ||||||||
Minimum | BI Development II, LLC | |||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||
Ownership interest in joint venture (as a percent) | 20% | ||||||||
Minimum | Unconsolidated Affiliates | |||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||
Ownership interest in joint venture (as a percent) | 33% | ||||||||
Maximum | |||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||
Ownership in variable interest entity (as a percent) | 92% | ||||||||
Maximum | BI Development, LLC | |||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||
Ownership interest in joint venture (as a percent) | 50% | ||||||||
Maximum | BI Development II, LLC | |||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||
Ownership interest in joint venture (as a percent) | 50% | ||||||||
Maximum | Unconsolidated Affiliates | |||||||||
Schedule Of Equity Method Investments [Line Items] | |||||||||
Ownership interest in joint venture (as a percent) | 100% | 100% |
Unconsolidated Affiliates and_4
Unconsolidated Affiliates and Noncontrolling Interests -Summarized Financial Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||||||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | ||
ASSETS: | |||||||||||
Investment in real estate assets | [1] | $ 1,786,401 | $ 1,786,401 | $ 1,772,389 | |||||||
Accumulated depreciation | [1] | (107,462) | (107,462) | (19,939) | |||||||
Net investment in real estate assets | [1] | 1,684,282 | 1,684,282 | 1,769,115 | |||||||
Developments in progress | [1] | 5,343 | 5,343 | 16,665 | |||||||
Total assets | [1] | 2,726,827 | 2,726,827 | 2,945,979 | |||||||
LIABILITIES: | |||||||||||
Mortgage and other indebtedness, net | 2,016,704 | 2,016,704 | 1,813,209 | ||||||||
Total liabilities | [1] | 2,287,452 | 2,287,452 | 2,544,879 | |||||||
OWNERS' EQUITY: | |||||||||||
The Company | 445,212 | 445,212 | 396,199 | ||||||||
Noncontrolling interests | (5,837) | (5,837) | 4,901 | ||||||||
Total equity | 439,375 | $ 455,179 | 439,375 | $ 455,179 | $ 461,625 | $ 513,343 | 401,100 | $ 497,084 | $ 506,618 | $ 534,297 | |
Total liabilities, redeemable noncontrolling interests and equity | 2,726,827 | 2,726,827 | 2,945,979 | ||||||||
Total revenues | [2] | 136,280 | 150,375 | 413,400 | 420,120 | ||||||
Net loss | (17,412) | (42,881) | (104,440) | (80,722) | |||||||
BI Development II, LLC | |||||||||||
ASSETS: | |||||||||||
Investment in real estate assets | 1,986,409 | 1,986,409 | 2,364,154 | ||||||||
Accumulated depreciation | (816,218) | (816,218) | (934,374) | ||||||||
Net investment in real estate assets | 1,170,191 | 1,170,191 | 1,429,780 | ||||||||
Developments in progress | 8,802 | 8,802 | 7,288 | ||||||||
Net investment in real estate assets | 1,178,993 | 1,178,993 | 1,437,068 | ||||||||
Other assets | 192,930 | 192,930 | 188,683 | ||||||||
Total assets | 1,371,923 | 1,371,923 | 1,625,751 | ||||||||
LIABILITIES: | |||||||||||
Mortgage and other indebtedness, net | 1,403,629 | 1,403,629 | 1,452,794 | ||||||||
Other liabilities | 52,707 | 52,707 | 64,598 | ||||||||
Total liabilities | 1,456,336 | 1,456,336 | 1,517,392 | ||||||||
OWNERS' EQUITY: | |||||||||||
The Company | 2,541 | 2,541 | 102,792 | ||||||||
Noncontrolling interests | (86,954) | (86,954) | 5,567 | ||||||||
Total equity | (84,413) | (84,413) | 108,359 | ||||||||
Total liabilities, redeemable noncontrolling interests and equity | 1,371,923 | 1,371,923 | $ 1,625,751 | ||||||||
Total revenues | 64,656 | 65,482 | 193,944 | 181,985 | |||||||
Net loss | [3] | $ 48,316 | $ (3,206) | $ 81,378 | $ (16,225) | ||||||
[1] As of September 30, 2022, includes $ 196,638 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $ 188,699 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 8 . Management, development and leasing fees are included in All Other category. See Note 3 for information on the Company’s revenues disaggregated by revenue source for each of the above segments. The Successor Company's pro rata share of net income was $ 5,702 and $ 16,308 for the three and nine months ended September 30, 2022, respectively. The Predecessor Company’s pro rata share of net loss was $( 2,224 ) and $( 9,575 ) for the three and nine months ended September 30, 2021, respectively. |
Unconsolidated Affiliates and_5
Unconsolidated Affiliates and Noncontrolling Interests - Summarized Financial Information (Parenthetical) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Schedule Of Equity Method Investments [Line Items] | ||||
Equity in earnings (losses) of unconsolidated affiliates | $ 5,702 | $ (2,224) | $ 16,308 | $ (9,575) |
BI Development II, LLC | ||||
Schedule Of Equity Method Investments [Line Items] | ||||
Equity in earnings (losses) of unconsolidated affiliates | $ 5,702 | $ (2,224) | $ 16,308 | $ (9,575) |
Unconsolidated Affiliates and_6
Unconsolidated Affiliates and Noncontrolling Interests - Variable Interest Entities (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 | |
Schedule Of Equity Method Investments [Line Items] | |||
Variable interest asset entities | [1] | $ 2,726,827 | $ 2,945,979 |
BI Development II, LLC | |||
Schedule Of Equity Method Investments [Line Items] | |||
Variable interest asset entities | 1,371,923 | $ 1,625,751 | |
Unconsolidated VIEs | |||
Schedule Of Equity Method Investments [Line Items] | |||
Variable interest asset entities | 4,080 | ||
Maximum Risk of Loss, Unconsolidated | 23,116 | ||
Unconsolidated VIEs | Ambassador Infrastructure, LLC | |||
Schedule Of Equity Method Investments [Line Items] | |||
Maximum Risk of Loss, Unconsolidated | [2] | 7,001 | |
Unconsolidated VIEs | Atlanta Outlet JV, LLC | |||
Schedule Of Equity Method Investments [Line Items] | |||
Maximum Risk of Loss, Unconsolidated | [2] | 4,388 | |
Unconsolidated VIEs | BI Development, LLC | |||
Schedule Of Equity Method Investments [Line Items] | |||
Variable interest asset entities | 54 | ||
Maximum Risk of Loss, Unconsolidated | 54 | ||
Unconsolidated VIEs | BI Development II, LLC | |||
Schedule Of Equity Method Investments [Line Items] | |||
Variable interest asset entities | 54 | ||
Maximum Risk of Loss, Unconsolidated | 54 | ||
Unconsolidated VIEs | Fremaux Town Center JV, LLC | |||
Schedule Of Equity Method Investments [Line Items] | |||
Variable interest asset entities | 1,597 | ||
Maximum Risk of Loss, Unconsolidated | 1,597 | ||
Unconsolidated VIEs | Louisville Outlet Shoppes, LLC | |||
Schedule Of Equity Method Investments [Line Items] | |||
Maximum Risk of Loss, Unconsolidated | [2] | 7,647 | |
Unconsolidated VIEs | Vision-CBL Hamilton Place, LLC | |||
Schedule Of Equity Method Investments [Line Items] | |||
Variable interest asset entities | 2,375 | ||
Maximum Risk of Loss, Unconsolidated | $ 2,375 | ||
[1] As of September 30, 2022, includes $ 196,638 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $ 188,699 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 8 . The Operating P artnership has guaranteed all or a portion of the debt of each of these VIEs. See Note 12 for more information. |
Mortgage and Other Indebtedne_3
Mortgage and Other Indebtedness, Net - Debt of Operating Partnership (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2022 | Dec. 31, 2021 | ||
Debt Instrument [Line Items] | |||
New secured notes | $ 395,395 | ||
Mortgage notes payable | $ 1,049,307 | 1,066,927 | |
Mortgage and other indebtedness, variable-rate debt | 1,074,839 | 947,002 | |
Total fixed-rate and variable-rate debt | 2,124,146 | 2,013,929 | |
Unamortized deferred financing costs | (16,621) | (1,567) | |
Debt discounts | [1] | (90,821) | (199,153) |
Total mortgage and other indebtedness, net | $ 2,016,704 | $ 1,813,209 | |
Secured Notes - at fair value (carrying amount of $395,000 as of December 31, 2021) | [2] | 10% | |
Weighted average interest rate (as a percent) | [2] | 5.40% | 4.56% |
Fair value carrying amount | $ 1,998,461 | ||
Five Mortgage Notes Payable | |||
Debt Instrument [Line Items] | |||
Remaining debt discount amortization period | 3 years | ||
Fixed Rate Interest | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate (as a percent) | [2] | 5.25% | 5.32% |
Variable Rate Interest | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate (as a percent) | [2] | 5.55% | 3.71% |
Exchangeable Senior Secured Notes | |||
Debt Instrument [Line Items] | |||
Mortgage notes payable | $ 150,000 | ||
Exchangeable Senior Secured Notes | Fixed Rate Interest | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate (as a percent) | [2] | 7% | |
Non-Recourse Loans on Operating Properties | |||
Debt Instrument [Line Items] | |||
Mortgage notes payable | $ 869,307 | $ 916,927 | |
Mortgage and other indebtedness, variable-rate debt | $ 57,015 | $ 66,911 | |
Non-Recourse Loans on Operating Properties | Fixed Rate Interest | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate (as a percent) | [2] | 4.89% | 5.04% |
Non-Recourse Loans on Operating Properties | Variable Rate Interest | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate (as a percent) | [2] | 5.70% | 3.21% |
Secured Term Loan | |||
Debt Instrument [Line Items] | |||
Mortgage and other indebtedness, variable-rate debt | $ 837,824 | $ 880,091 | |
Secured Term Loan | Variable Rate Interest | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate (as a percent) | [2] | 5.31% | 3.75% |
Open-Air Centers and Outparcels Loan | |||
Debt Instrument [Line Items] | |||
Mortgage notes payable | $ 180,000 | ||
Mortgage and other indebtedness, variable-rate debt | $ 180,000 | ||
Open-Air Centers and Outparcels Loan | Fixed Rate Interest | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate (as a percent) | [2] | 6.95% | |
Open-Air Centers and Outparcels Loan | Variable Rate Interest | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate (as a percent) | [2] | 6.61% | |
Secured Notes | |||
Debt Instrument [Line Items] | |||
Fair value carrying amount | $ 395,000 | ||
[1] In conjunction with fresh start accounting, the Company estimated the fair value of its mortgage notes with the assistance of a third-party valuation advisor. This resulted in recognizing a debt discount on the Effective Date. The debt discount is accreted over the term of the respective debt using the effective interest method. The remaining debt discounts at September 30, 2022 will be accreted over a weighted average period of 3.0 years. Weighted-average interest rate excludes amortization of deferred financing costs. |
Mortgage and Other Indebtedne_4
Mortgage and Other Indebtedness, Net - Narrative (Details) - USD ($) | 1 Months Ended | 6 Months Ended | 9 Months Ended | |||||||
Nov. 01, 2021 | Jun. 30, 2022 | May 31, 2022 | Feb. 28, 2022 | Jun. 30, 2022 | Sep. 30, 2022 | Oct. 01, 2022 | Feb. 01, 2022 | Jan. 28, 2022 | Dec. 31, 2021 | |
Debt Instrument [Line Items] | ||||||||||
Mortgage and other indebtedness, net | $ 2,016,704,000 | $ 1,813,209,000 | ||||||||
Debt instrument, term | 5 years | |||||||||
Non-recourse loan amount | 2,016,704,000 | $ 1,813,209,000 | ||||||||
Loan amount | $ 360,000,000 | $ 360,000,000 | ||||||||
Debt instrument extension term | 2 years | |||||||||
Loan, collaterals | 90 outparcels and 13 open-air centers | |||||||||
Fair value carrying amount | $ 1,998,461,000 | |||||||||
Common stock, par value (USD per share) | $ 0.001 | $ 0.001 | ||||||||
Common stock issued (shares) | 31,834,178 | 20,774,716 | ||||||||
Property-level debt and related obligations | $ 699,516,000 | |||||||||
Carrying amount | 548,636,000 | |||||||||
Subsequent Event | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Mortgage and other indebtedness, net | $ 150,880,000 | |||||||||
Non-recourse loan amount | $ 150,880,000 | |||||||||
Exit Credit Agreement | First Year | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal liability cap reduction percentage | 100% | |||||||||
Principal amortization payments | $ 2,500,000 | |||||||||
Exit Credit Agreement | Excess of First Year | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Principal liability cap reduction percentage | 50% | |||||||||
Half Portion Of New Loan | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Interest rate percentage | 6.95% | 6.95% | ||||||||
Loan, fixed interest rate | 6.95% | 6.95% | ||||||||
Loan amount | $ 180,000,000 | $ 180,000,000 | ||||||||
Second Half Portion Of New Loan | SOFR | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Loan, basis spread rate | 4.10% | |||||||||
Loan Secured By CBL Center | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Loan amount paid | $ 14,949,000 | |||||||||
Nonrecourse | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Mortgage and other indebtedness, net | $ 65,000,000 | |||||||||
Interest rate percentage | 5.85% | |||||||||
Debt instrument, term | 3 years | |||||||||
Loan, fixed interest rate | 5.85% | |||||||||
Non-recourse loan amount | $ 65,000,000 | |||||||||
Loan amount paid off in conjunction with closing | $ 7,058,000 | |||||||||
Fayette Mall | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Interest rate percentage | 4.25% | |||||||||
Debt instrument, maturity date | May 31, 2023 | |||||||||
Debt instrument, maturity date, description | three one-year extension options | |||||||||
Loan outstanding balance | 129,580,000 | |||||||||
Debt instrument, maturity date | May 31, 2023 | |||||||||
Loan, fixed interest rate | 4.25% | |||||||||
Greenbrier Mall | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Loan outstanding balance | 61,647,000 | |||||||||
Arbor Place | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Interest rate percentage | 5.10% | |||||||||
Debt instrument, maturity date | May 31, 2026 | |||||||||
Loan outstanding balance | 99,042,000 | |||||||||
Debt instrument, term | 4 years | |||||||||
Debt instrument, maturity date | May 31, 2026 | |||||||||
Loan, fixed interest rate | 5.10% | |||||||||
Northwoods Mall | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Interest rate percentage | 5.08% | |||||||||
Debt instrument, maturity date | Apr. 30, 2026 | |||||||||
Loan outstanding balance | 59,034,000 | |||||||||
Debt instrument, term | 4 years | |||||||||
Debt instrument, maturity date | Apr. 30, 2026 | |||||||||
Loan, fixed interest rate | 5.08% | |||||||||
Parkdale Mall And Crossing | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Loan outstanding balance | 64,242,000 | |||||||||
Non-Recourse Loans on Operating Properties, Open-Air Centers and Outparcels Loan and Secured Term Loan | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Mortgage and other indebtedness, net | 915,905,000 | |||||||||
Non-recourse loan amount | 915,905,000 | |||||||||
Secured Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Redemption of aggregate principal amount | 335,000,000 | |||||||||
Fair value carrying amount | $ 395,000,000 | |||||||||
Secured Notes | Nonrecourse | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Redemption of aggregate principal amount | $ 60,000,000 | |||||||||
Brookfield Square Anchor Redevelopment loan | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Loan amount | 18,465,000 | |||||||||
Loan amount paid | $ 8,322,000 | |||||||||
Senior Secured Term Loan | Exit Credit Agreement | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, maturity date | Nov. 01, 2025 | |||||||||
Debt instrument, maturity date | Nov. 01, 2025 | |||||||||
Fair value carrying amount | $ 883,700,000 | |||||||||
Principal liability cap | $ 144,426,000 | |||||||||
Limited guarantee description | The Principal Liability Cap is eliminated when the loan balance is reduced below $650,000. | |||||||||
Limited guaranty eliminated loan balance reduced amount | $ 650,000,000 | |||||||||
Debt Instrument, covenant description | On November 1, 2021, CBL & Associates HoldCo I, LLC (“HoldCo I”), a wholly owned subsidiary of the Operating Partnership, entered into an amended and restated credit agreement (the “Exit Credit Agreement”), providing for an $883,700 senior secured term loan that matures November 1, 2025. Upon satisfaction of certain conditions, the maturity date will automatically extend to November 1, 2026 and upon further satisfaction of certain conditions the maturity date will automatically extend to November 1, 2027. The Operating Partnership provided a limited guaranty up to a maximum of $175,000 (the “Principal Liability Cap”). The Principal Liability Cap will be reduced by an amount equal to 100% of the first $2,500 in principal amortization made by HoldCo I each calendar year and will be reduced further by 50% of the principal amortization payments made by HoldCo I each calendar year in excess of the first $2,500 in principal amortization for such calendar year. As of September 30, 2022, the Principal Liability Cap had been reduced to $144,426. The Principal Liability Cap is eliminated when the loan balance is reduced below $650,000. | |||||||||
Senior Secured Term Loan | Exit Credit Agreement | Maximum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Undiscounted maximum exposure | $ 175,000,000 | |||||||||
7.0% Exchangeable Senior Secured Notes Due 2028 | Secured Notes Indenture | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Fair value carrying amount | $ 150,000,000 | $ 150,000,000 | ||||||||
Common stock, par value (USD per share) | $ 0.001 | |||||||||
Common stock issued (shares) | 10,982,795 |
Mortgage and Other Indebtedne_5
Mortgage and Other Indebtedness, Net- Scheduled Principal Payments (Details) - USD ($) $ in Thousands | 1 Months Ended | 9 Months Ended | |||
Oct. 01, 2022 | Oct. 31, 2022 | Jun. 30, 2022 | Sep. 30, 2022 | Dec. 31, 2021 | |
Debt Instrument [Line Items] | |||||
2022 | $ 126,313 | ||||
2023 | 205,047 | ||||
2024 | 98,385 | ||||
2025 | 813,010 | ||||
2026 | 331,956 | ||||
2027 | 360,896 | ||||
Thereafter | 62,854 | ||||
Total | 1,998,461 | ||||
Mortgage and other indebtedness, net | 2,016,704 | $ 1,813,209 | |||
Loan agreement term | 5 years | ||||
Subsequent Event | |||||
Debt Instrument [Line Items] | |||||
Mortgage and other indebtedness, net | $ 150,880 | ||||
Southpark Mall | |||||
Debt Instrument [Line Items] | |||||
Mortgage and other indebtedness, net | $ 54,417 | ||||
Debt instrument, maturity date | Jun. 30, 2022 | ||||
Southpark Mall | Subsequent Event | |||||
Debt Instrument [Line Items] | |||||
2022 | $ 54,417 | ||||
Alamance Crossing | |||||
Debt Instrument [Line Items] | |||||
Mortgage and other indebtedness, net | $ 41,708 | ||||
Debt instrument, maturity date | Jul. 31, 2021 | ||||
Westgate Mall | |||||
Debt Instrument [Line Items] | |||||
Mortgage and other indebtedness, net | $ 29,560 | ||||
Debt instrument, maturity date | Jul. 31, 2022 | ||||
Cross Creek Mall | |||||
Debt Instrument [Line Items] | |||||
2022 | $ 98,662 | ||||
Cross Creek Mall | Subsequent Event | |||||
Debt Instrument [Line Items] | |||||
2022 | $ 98,662 | ||||
Debt instrument, maturity date | Jan. 05, 2023 | Jan. 05, 2023 | |||
Mortgages | |||||
Debt Instrument [Line Items] | |||||
Total mortgage and other indebtedness | 2,124,146 | ||||
Operating Property Loan | Mortgages | |||||
Debt Instrument [Line Items] | |||||
Principal balance of loans with maturity date prior to March 31, 2022 | $ 125,685 |
Segment Information - Summary (
Segment Information - Summary (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | ||
Segment Reporting Information [Line Items] | ||||||
Total revenues | [1] | $ 136,280 | $ 150,375 | $ 413,400 | $ 420,120 | |
Property operating expenses | [2] | (48,542) | (47,257) | (142,683) | (139,908) | |
Interest expense | (37,652) | (19,039) | (183,428) | (65,468) | ||
Gain on sales of real estate assets | 3,528 | 8,684 | 3,547 | 8,492 | ||
Other expense | (104) | (834) | (391) | |||
Segment profit (loss) | 53,614 | 92,659 | 90,002 | 222,845 | ||
Depreciation and amortization | (61,050) | (46,479) | (194,469) | (142,090) | ||
General and administrative | (14,625) | (13,502) | (51,149) | (37,383) | ||
Litigation settlement | 36 | 89 | 182 | 890 | ||
Interest and other income | 152 | 510 | 1,216 | 2,038 | ||
Loss on available-for-sale securities | (39) | (39) | ||||
Reorganization items, net | 1,220 | (12,008) | 262 | (52,014) | ||
Gain on deconsolidation | 36,250 | 55,131 | ||||
Loss on impairment | (63,160) | (252) | (120,342) | |||
Income tax benefit (provision) | (2,422) | 1,234 | (2,751) | (222) | ||
Equity in earnings (losses) of unconsolidated affiliates | 5,702 | (2,224) | 16,308 | (9,575) | ||
Net loss | (17,412) | (42,881) | (104,440) | (80,722) | ||
Capital expenditures | [3] | 11,301 | 12,233 | 24,849 | 27,052 | |
Assets | [4] | 2,726,827 | 2,726,827 | $ 2,945,979 | ||
Malls | ||||||
Segment Reporting Information [Line Items] | ||||||
Total revenues | [1],[5] | 116,430 | 131,870 | 355,049 | 377,478 | |
Property operating expenses | [2],[5] | (44,382) | (40,466) | (129,774) | (130,364) | |
Interest expense | [5] | (19,915) | (18,698) | (129,765) | (63,441) | |
Gain on sales of real estate assets | [5] | 4,836 | 4,836 | |||
Other expense | [5] | (65) | ||||
Segment profit (loss) | [5] | 52,133 | 77,542 | 95,510 | 188,444 | |
Capital expenditures | [3],[5] | 8,159 | 11,853 | 18,486 | 24,056 | |
Assets | [5] | 1,758,254 | 1,758,254 | 1,961,061 | ||
All Other | ||||||
Segment Reporting Information [Line Items] | ||||||
Total revenues | [1],[6] | 19,850 | 18,505 | 58,351 | 42,642 | |
Property operating expenses | [2],[6] | (4,160) | (6,791) | (12,909) | (9,544) | |
Interest expense | [6] | (17,737) | (341) | 53,663 | (2,027) | |
Gain on sales of real estate assets | [6] | 3,528 | 3,848 | 3,547 | 3,656 | |
Other expense | [6] | (104) | (834) | (326) | ||
Segment profit (loss) | [6] | 1,481 | 15,117 | (5,508) | 34,401 | |
Capital expenditures | [3],[6] | 3,142 | $ 380 | 6,363 | $ 2,996 | |
Assets | [6] | $ 968,573 | $ 968,573 | $ 984,918 | ||
[1] Management, development and leasing fees are included in All Other category. See Note 3 for information on the Company’s revenues disaggregated by revenue source for each of the above segments. Property operating expenses include property operating, real estate taxes and maintenance and repairs. Includes additions to and acquisitions of real estate assets and investments in unconsolidated affiliates. Developments in progress are included in the All Other category. As of September 30, 2022, includes $ 196,638 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $ 188,699 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 8 . The Malls category includes malls, lifestyle centers and outlet centers. The All Other category includes open-air centers, outparcels, office buildings, self-storage facilities, corporate-level debt and the Management Company. |
Earnings per Share - Narrative
Earnings per Share - Narrative (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Weighted-average common and potential dilutive common shares outstanding, diluted | 30,973 | 196,454 | 29,725 | 196,474 |
Performance Stock Units (“PSUs”) and Nonvested Restricted Stock Awards | ||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Antidilutive securities excluded from the computation of EPS (shares) | 314,202 | 235,119 | ||
Weighted-average common and potential dilutive common shares outstanding, diluted | 31,286,714 | 29,960,500 | ||
Common Stock | ||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Potentially dilutive securities excluded from the computation of EPS (shares) | 0 | 0 | ||
Antidilutive securities excluded from the computation of EPS (shares) | 0 | 0 |
Contingencies - Environmental C
Contingencies - Environmental Contingencies (Details) | 9 Months Ended |
Sep. 30, 2022 USD ($) | |
Commitments And Contingencies Disclosure [Abstract] | |
Environmental liability insurance, maximum coverage per incident (up to) | $ 40,000 |
Environmental liability insurance, annual coverage limit (up to) | $ 40,000 |
Contingencies - Guarantees (Det
Contingencies - Guarantees (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Dec. 31, 2021 | |
Guarantor Obligations [Line Items] | ||
Obligation Recorded to Reflect Guaranty | $ 577 | $ 732 |
Ambassador Infrastructure, LLC | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 65% | |
Outstanding Balance | $ 7,001 | |
Percentage Guaranteed by the Operating Partnership (as a percent) | 100% | |
Maximum Guaranteed Amount | $ 7,001 | |
Obligation Recorded to Reflect Guaranty | $ 70 | 83 |
West Melbourne I, LLC - Phase I | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 50% | |
Outstanding Balance | $ 37,971 | |
Percentage Guaranteed by the Operating Partnership (as a percent) | 50% | |
Maximum Guaranteed Amount | $ 18,985 | |
Obligation Recorded to Reflect Guaranty | $ 190 | 195 |
West Melbourne I, LLC - Phase II | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 50% | |
Outstanding Balance | $ 13,414 | |
Percentage Guaranteed by the Operating Partnership (as a percent) | 50% | |
Maximum Guaranteed Amount | $ 6,707 | |
Obligation Recorded to Reflect Guaranty | $ 67 | 69 |
Port Orange I, LLC | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 50% | |
Outstanding Balance | $ 50,023 | |
Percentage Guaranteed by the Operating Partnership (as a percent) | 50% | |
Maximum Guaranteed Amount | $ 25,011 | |
Obligation Recorded to Reflect Guaranty | $ 250 | 258 |
Shoppes at Eagle Point, LLC | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 50% | |
Outstanding Balance | $ 39,820 | |
Obligation Recorded to Reflect Guaranty | $ 127 | |
Atlanta Outlet Outparcels, LLC | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 50% | |
Outstanding Balance | $ 4,388 | |
Percentage Guaranteed by the Operating Partnership (as a percent) | 100% | |
Maximum Guaranteed Amount | $ 4,388 | |
Louisville Outlet Shoppes, LLC | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 50% | |
Outstanding Balance | $ 7,647 | |
Percentage Guaranteed by the Operating Partnership (as a percent) | 100% | |
Maximum Guaranteed Amount | $ 7,647 | |
West Melbourne I LLC Phase I, West Melbourne I LLC Phase II and Port Orange I, LLC | ||
Guarantor Obligations [Line Items] | ||
Option extension term of debt instrument | 1 year |
Share-Based Compensation - Summ
Share-Based Compensation - Summary (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||
Feb. 28, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Share-based compensation cost | $ 2,855 | $ 2,818 | $ 2,743 | ||||
Weighted-Average Grant Date Fair Value | |||||||
Share-based compensation expense | $ 2,855 | $ 2,818 | $ 2,743 | ||||
2021 Equity Incentive Plan | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Number of shares authorized (shares) | 3,222,222 | 3,222,222 | |||||
Percentage released stock awards granted | 3% | ||||||
Restricted Stock Awards | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Share-based compensation cost | $ 1,734 | $ 241 | $ 5,052 | $ 784 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||||||
Nonvested, beginning of period (shares) | 784,999 | 784,999 | |||||
Granted (shares) | 76,667 | ||||||
Nonvested, end of period (shares) | 861,666 | 861,666 | |||||
Weighted-Average Grant Date Fair Value | |||||||
Weighted average grant-date fair value, nonvested, beginning of period (USD per share) | $ 27.57 | $ 27.57 | |||||
Weighted average grant-date fair value, granted (USD per share) | 27.65 | ||||||
Weighted average grant-date fair value, nonvested, ending of period (USD per share) | $ 27.58 | $ 27.58 | |||||
Unrecognized compensation cost related to nonvested stock awards | $ 18,412 | $ 18,412 | |||||
Compensation cost to be recognized over a weighted-average period | 3 years 1 month 6 days | ||||||
Granted (shares) | 76,667 | ||||||
weighted-average grant date fair value | $ 27.58 | $ 27.58 | |||||
Share-based compensation expense | $ 1,734 | 241 | $ 5,052 | 784 | |||
Performance Stock Awards | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Share-based compensation cost | 1,121 | 94 | 3,364 | 283 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||||||
Granted (shares) | 727,223 | ||||||
Weighted-Average Grant Date Fair Value | |||||||
Weighted average grant-date fair value, nonvested, ending of period (USD per share) | $ 24.67 | ||||||
Unrecognized compensation cost related to nonvested stock awards | 14,578 | $ 14,578 | |||||
Compensation cost to be recognized over a weighted-average period | 3 years 3 months 18 days | ||||||
Performance period | 4 years | ||||||
Percentage of outstanding shares would be earned upon achievement of stated goal | 50% | ||||||
Granted (shares) | 727,223 | ||||||
weighted-average grant date fair value | $ 24.67 | ||||||
Share-based compensation expense | $ 1,121 | $ 94 | $ 3,364 | $ 283 |
Noncash Investing and Financi_3
Noncash Investing and Financing Activities - Summary (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Other Significant Noncash Transactions [Line Items] | ||
Additions to real estate assets accrued but not yet paid | $ 7,814 | $ 11,527 |
Deconsolidation Upon Loss of Control | ||
Other Significant Noncash Transactions [Line Items] | ||
Decrease in real estate assets | (18,810) | (84,860) |
Decrease in mortgage and other indebtedness | 56,226 | 134,354 |
Decrease in operating assets and liabilities | 5,686 | 5,808 |
Decrease in intangible lease and other assets | $ (6,852) | $ (171) |
Shareholders' Equity - Narrativ
Shareholders' Equity - Narrative (Details) | Sep. 08, 2022 $ / shares |
Class of Stock [Line Items] | |
Percentage of beneficial ownership acquires | 10% |
Common stock redemption price per share | $ 0.001 |
Subsequent Events - Narrative (
Subsequent Events - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 9 Months Ended | ||
Oct. 01, 2022 | Oct. 31, 2022 | Sep. 30, 2022 | Dec. 31, 2021 | |
Subsequent Event [Line Items] | ||||
Modified loan balance | $ 2,016,704 | $ 1,813,209 | ||
Short term extension with lender regarding loan secured | 126,313 | |||
Cross Creek Mall | ||||
Subsequent Event [Line Items] | ||||
Short term extension with lender regarding loan secured | 98,662 | |||
Southpark Mall | ||||
Subsequent Event [Line Items] | ||||
Modified loan balance | $ 54,417 | |||
Debt instrument, maturity date | Jun. 30, 2022 | |||
Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Modified loan balance | $ 150,880 | |||
Subsequent Event | Greenbrier Mall | ||||
Subsequent Event [Line Items] | ||||
Secured loan foreclosed by lender | $ 61,647 | |||
Subsequent Event | The Outlet Shoppes at Gettysburg | ||||
Subsequent Event [Line Items] | ||||
Modified loan balance | 21,000 | |||
Subsequent Event | Cross Creek Mall | ||||
Subsequent Event [Line Items] | ||||
Short term extension with lender regarding loan secured | $ 98,662 | |||
Debt instrument, maturity date | Jan. 05, 2023 | Jan. 05, 2023 | ||
Subsequent Event | Southpark Mall | ||||
Subsequent Event [Line Items] | ||||
Short term extension with lender regarding loan secured | $ 54,417 | |||
Subsequent Event | Jefferson Mall, Louisville, KY | ||||
Subsequent Event [Line Items] | ||||
Short term extension with lender regarding loan secured | 56,638 | |||
Subsequent Event | U.S Treasury Securities | ||||
Subsequent Event [Line Items] | ||||
U.S. treasury securities redeemed | 49,959 | |||
Purchases of U.S. treasury securities | $ 90,251 | |||
Debt instrument, maturity date | Apr. 30, 2023 |