Exhibit 99.1
Earnings Release and
Supplemental Financial and Operating Information
For the Three and Six Months Ended
June 30, 2023
Earnings Release and Supplemental Financial and Operating Information
Table of Contents
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Reconciliations of Supplementary Non-GAAP Financial Measures: |
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Condensed Combined Financial Statements - Unconsolidated Affiliates |
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Top 25 Tenants Based on Percentage of Total Annualized Revenues |
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CBL Core Portfolio Exposure to Sears and Closed Bon-Ton Locations and Redevelopment Plans |
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| News Release
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Contact: Katie Reinsmidt, Executive Vice President - Chief Operating Officer, 423.490.8301, Katie.Reinsmidt@cblproperties.com
CBL PROPERTIES REPORTS RESULTS FOR SECOND QUARTER 2023
Second Quarter Operating Metrics Demonstrate Portfolio Strength;
Low-End of Full-Year Guidance Range Raised
CHATTANOOGA, Tenn. (August 9, 2023) – CBL Properties (NYSE: CBL) announced results for the second quarter ended June 30, 2023. Results of operations as reported in the consolidated financial statements for these periods are prepared in accordance with GAAP. A description of each supplemental non-GAAP financial measure and the related reconciliation to the comparable GAAP financial measure is located at the end of this news release.
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
2023 | 2022 | 2023 | 2022 | |||||||||||||
Net loss attributable to common shareholders | $ | (0.67 | ) | $ | (1.34 | ) | $ | (0.61 | ) | $ | (2.83 | ) | ||||
Funds from Operations ("FFO") | $ | 1.01 | $ | 0.97 | $ | 2.87 | $ | 2.20 | ||||||||
FFO, as adjusted (1) | $ | 1.56 | $ | 1.88 | $ | 3.12 | $ | 3.92 |
KEY TAKEAWAYS:
1
“Strong leasing was the highlight of our second quarter results as the CBL team successfully leveraged healthy tenant demand for our portfolio," said Stephen D. Lebovitz, CBL's chief executive officer. "Leasing metrics were the strongest in several years, with healthy positive new and renewal lease spreads and year-over-year occupancy growth, providing solid evidence of the constructive environment. We intend to take advantage of the more favorable supply/demand dynamic in our leasing negotiations going forward.
"Second quarter same-center NOI was near the high-end of our full-year guidance range. As a result of the year-to-date performance and our expectations for the remainder of the year, we raised the low-end of our FFO, as adjusted and same-center NOI guidance ranges. Leasing-led revenue gains were offset by an expected reduction in percentage rent. We successfully managed inflationary pressure on costs, generating a modest reduction in operating expense for the quarter on a same-center basis.
"We are also making progress addressing our loan maturities and de-risking our balance sheet. During the quarter, we closed a two-year extension on the loan secured by Cross Creek Mall and are currently in process on the refinancing of the loan secured by The Outlet Shoppes at Atlanta. While the financing markets remain challenging, we are encouraged by the reception we are seeing in the market. As we move into the second half of 2023, we remain focused on achieving further operational improvement, generating greater free cash flow and maintaining a disciplined approach to capital allocation."
Same-center Net Operating Income (“NOI”)(1):
Three Months Ended June 30, | ||||||||
2023 | 2022 | |||||||
Total Revenues | $ | 159,872 | $ | 161,006 | ||||
Total Expenses | $ | (52,798 | ) | $ | (53,054 | ) | ||
Total portfolio same-center NOI | $ | 107,074 | $ | 107,952 | ||||
Total same-center NOI percentage change | (0.8 | )% | ||||||
Estimate for uncollectable revenues (recovery) | $ | 2,134 | $ | (841 | ) |
Same-center NOI for the second quarter 2023 declined by $0.9 million. Major variances impacting the quarter included a $3.0 million favorable variance from a year-end utility reimbursement accrual adjustment, offset by a $3.0 million unfavorable variance in the estimate for uncollectable revenues and a $0.9 million decline in percentage rents.
Six Months Ended June 30, | ||||||||
2023 | 2022 | |||||||
Total Revenues | $ | 323,549 | $ | 325,667 | ||||
Total Expenses | $ | (110,952 | ) | $ | (107,265 | ) | ||
Total portfolio same-center NOI | $ | 212,597 | $ | 218,402 | ||||
Total same-center NOI percentage change | (2.7 | )% | ||||||
Estimate for uncollectable revenues (recovery) | $ | 968 | $ | (2,985 | ) |
Same-center NOI for six months ended June 30, 2023, declined by $5.8 million or 2.7% from the prior-year period. The decline was driven by a $3.9 million unfavorable variance in the estimate for uncollectable revenues, a $2.8 million decline in percentage rents and a $3.7 million increase in operating expense, partially offset by a favorable variance from a year-end utility reimbursement accrual adjustment.
2
PORTFOLIO OPERATIONAL RESULTS
Occupancy(1):
As of June 30, | ||||
2023 | 2022 | |||
Total portfolio | 89.7% | 89.5% | ||
Malls, Lifestyle Centers and Outlet Centers: | ||||
Total malls | 88.0% | 87.9% | ||
Total lifestyle centers | 92.7% | 89.4% | ||
Total outlet centers | 88.4% | 87.5% | ||
Total same-center malls, lifestyle centers and outlet centers | 88.5% | 88.0% | ||
All Other: | ||||
Total open-air centers | 94.7% | 94.4% | ||
Total other | 74.2% | 91.7% |
New and Renewal Leasing Activity of Same Small Shop Space Less Than 10,000 Square Feet:
% Change in Average Gross Rent Per Square Foot: | ||||
Three Months Ended | Six Months Ended | |||
2023 | 2023 | |||
All Property Types | 9.1% | 5.1% | ||
Stabilized Malls, Lifestyle Centers and Outlet Centers | 7.2% | 3.5% | ||
New leases | 29.6% | 24.9% | ||
Renewal leases | 4.8% | 1.7% |
Same-Center Sales Per Square Foot for In-line Tenants 10,000 Square Feet or Less:
Sales Per Square Foot for the Trailing Twelve Months Ended June 30, | ||||||||||
2023 | 2022 | % Change | ||||||||
Mall, Lifestyle Center and Outlet Center same-center sales per square foot | $ | 425 | $ | 442 | (3.8)% |
DIVIDEND
On August 9, 2023, CBL’s Board of Directors declared a regular quarterly cash dividend for the three months ended September 30, 2023, of $0.375 per share. The dividend, which equates to an annual dividend payment of $1.50 per share, is payable on September 29, 2023, to shareholders of record as of September 15, 2023.
FINANCING ACTIVITY
Year-to-date, CBL has completed more than $406.0 in financing activity.
On June 9, 2023, CBL closed on the extension and modification of the $94.8 million loan secured by Cross Creek Mall in Fayetteville, NC. The newly modified loan has a maturity date of June 9, 2025, and carries a fixed interest rate of 8.19%.
On March 16, 2023, CBL and its 50% joint venture partner closed on the extension and modification of the $161.9 million loan ($80.9 million at CBL’s 50% share) secured by West County Center, a high-performing enclosed mall in St. Louis, MO. At closing, the newly modified non-recourse loan had a principal balance of $156.9 million ($78.5 million at CBL’s share) and was extended for an initial term of two years to December 2024, with one two-year conditional extension available upon meeting certain requirements. The loan maintained the existing fixed interest rate of 3.4%.
On April 4, 2023, CBL and its 50% joint venture partner closed a new $148.0 million loan ($74.0 million at CBL’s 50% share) secured by Friendly Center and The Shops at Friendly Center, the premier lifestyle center located in Greensboro, NC. The new non-recourse five-year loan bears a fixed interest rate of 6.44% and replaces two loans with an aggregate balance of $145.2 million ($72.6 million at CBL’s share) that were set to mature in April 2023.
On April 28, 2023, CBL and its joint venture partner retired the $7.2 million (at 100%) recourse loan secured by Phase II of The Outlet Shoppes of the Bluegrass in Louisville, KY. The venture anticipates securing new financing for the entire project to coincide with the December 2024 maturity of the $64.5 million (at 100%) loan secured by Phase I.
On May 4, 2023, CBL entered into a $32.0 million swap to fix the interest rate on a portion of its $360.0 million loan secured by open-air centers and outparcels. The swap fixed the rate to 7.3975% through the initial maturity in June 2027. Collectively, $212.0 million of the $360.0 million loan has been fixed at a weighted average interest rate of 7.02%.
CBL is cooperating with the foreclosure or conveyance of Westgate Mall in Spartanburg, SC, ($28.7 million) and Alamance Crossing East in Burlington, NC, ($41.1 million). In March, Alamance Crossing East was placed into receivership and deconsolidated.
3
DISPOSITIONS
During the second quarter 2023, CBL completed the sale of one land parcel generating $0.4 million in gross proceeds at CBL's share. Year-to-date through the second quarter end, CBL has grossed more than $5.3 million from dispositions.
DEVELOPMENT AND REDEVELOPMENT ACTIVITY
Detailed project information is available in CBL’s Financial Supplement for Q2 2023, which can be found in the Invest – Financial Reports section of CBL’s website at cblproperties.com.
OUTLOOK AND GUIDANCE
Based on second quarter 2023 results and Management's expectations for the second half of 2023, CBL is providing the following guidance for FFO, as adjusted, and same-center NOI for full-year 2023. Guidance excludes the impact of any unannounced transactions.
Reconciliation of GAAP Earnings Per Share to 2023 FFO, as Adjusted, Per Share:
Low | High | |||||||
2023 FFO, as adjusted | $193 million | $208 million | ||||||
2023 FFO, as adjusted, per share | $ | 6.00 | $ | 6.47 | ||||
Weighted Average Common Shares Outstanding | 32.1 million | 32.1 million | ||||||
2023 Same-Center NOI ("SC NOI") | $423 million | $440 million | ||||||
2023 Change in Same-Center NOI | (4.5 | )% | (0.7 | )% |
Low | High | |||||||
Expected diluted earnings per common share | $ | (1.95 | ) | $ | (1.48 | ) | ||
Depreciation and amortization | 6.76 | 6.76 | ||||||
Dividends allocable to unvested restricted stock | 0.04 | 0.04 | ||||||
Debt discount accretion, net of noncontrolling interests' share | 1.93 | 1.93 | ||||||
Adjustment for unconsolidated affiliates with negative investment | 0.08 | 0.08 | ||||||
Non-cash default interest expense | 0.02 | 0.02 | ||||||
Gain on deconsolidation | (0.88 | ) | (0.88 | ) | ||||
Expected FFO, as adjusted, per diluted, fully converted common share | $ | 6.00 | $ | 6.47 |
2023 Estimate of Capital Items:
Low | High | ||
2023 Estimated maintenance capital/tenant allowances | $40 million | $55 million | |
2023 Estimated development/redevelopment expenditures | $15 million | $22 million | |
2023 Estimated principal amortization (including est. term loan ECF) | $75 million | $85 million | |
Total Estimate | $130 million | $162 million |
4
ABOUT CBL PROPERTIES
Headquartered in Chattanooga, TN, CBL Properties owns and manages a national portfolio of market-dominant properties located in dynamic and growing communities. CBL’s owned and managed portfolio is comprised of 94 properties totaling 58.5 million square feet across 22 states, including 56 high-quality enclosed malls, outlet centers and lifestyle retail centers as well as more than 30 open-air centers and other assets. CBL seeks to continuously strengthen its company and portfolio through active management, aggressive leasing and profitable reinvestment in its properties. For more information visit cblproperties.com.
NON-GAAP FINANCIAL MEASURES
Funds From Operations
FFO is a widely used non-GAAP measure of the operating performance of real estate companies that supplements net income (loss) determined in accordance with GAAP. The National Association of Real Estate Investment Trusts ("NAREIT") defines FFO as net income (loss) (computed in accordance with GAAP) excluding gains or losses on sales of depreciable operating properties and impairment losses of depreciable properties, plus depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures and noncontrolling interests. Adjustments for unconsolidated partnerships and joint ventures and noncontrolling interests are calculated on the same basis. We define FFO as defined above by NAREIT. The Company’s method of calculating FFO may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs.
The Company believes that FFO provides an additional indicator of the operating performance of its properties without giving effect to real estate depreciation and amortization, which assumes the value of real estate assets declines predictably over time. Since values of well-maintained real estate assets have historically risen with market conditions, the Company believes that FFO enhances investors’ understanding of its operating performance. The use of FFO as an indicator of financial performance is influenced not only by the operations of the Company’s properties and interest rates, but also by its capital structure.
The Company believes FFO allocable to Operating Partnership common unitholders is a useful performance measure since it conducts substantially all of its business through its Operating Partnership and, therefore, it reflects the performance of the properties in absolute terms regardless of the ratio of ownership interests of the Company’s common shareholders and the noncontrolling interest in the Operating Partnership.
In the reconciliation of net income (loss) attributable to the Company’s common shareholders to FFO allocable to Operating Partnership common unitholders, located in this earnings release, the Company makes an adjustment to add back noncontrolling interest in income (loss) of its Operating Partnership in order to arrive at FFO of the Operating Partnership common unitholders.
FFO does not represent cash flows from operations as defined by GAAP, is not necessarily indicative of cash available to fund all cash flow needs and should not be considered as an alternative to net income (loss) for purposes of evaluating the Company’s operating performance or to cash flow as a measure of liquidity.
The Company believes that it is important to identify the impact of certain significant items on its FFO measures for a reader to have a complete understanding of the Company’s results of operations. Therefore, the Company has also presented adjusted FFO measures excluding these items from the applicable periods. Please refer to the reconciliation of net income (loss) attributable to common shareholders to FFO allocable to Operating Partnership common unitholders on page 8 of this news release for a description of these adjustments.
5
Same-center Net Operating Income
NOI is a supplemental non-GAAP measure of the operating performance of the Company’s shopping centers and other properties. The Company defines NOI as property operating revenues (rental revenues, tenant reimbursements and other income) less property operating expenses (property operating, real estate taxes and maintenance and repairs).
The Company computes NOI based on the Operating Partnership’s pro rata share of both consolidated and unconsolidated properties. The Company believes that presenting NOI and same-center NOI (described below) based on its Operating Partnership’s pro rata share of both consolidated and unconsolidated properties is useful since the Company conducts substantially all of its business through its Operating Partnership and, therefore, it reflects the performance of the properties in absolute terms regardless of the ratio of ownership interests of the Company’s common shareholders and the noncontrolling interest in the Operating Partnership. The Company's definition of NOI may be different than that used by other companies and, accordingly, the Company's calculation of NOI may not be comparable to that of other companies.
Since NOI includes only those revenues and expenses related to the operations of the Company’s shopping center properties, the Company believes that same-center NOI provides a measure that reflects trends in occupancy rates, rental rates, sales at the malls and operating costs and the impact of those trends on the Company’s results of operations. The Company’s calculation of same-center NOI excludes lease termination income, straight-line rent adjustments, amortization of above and below market lease intangibles and write-off of landlord inducement assets in order to enhance the comparability of results from one period to another. A reconciliation of same-center NOI to net income (loss) is located at the end of this earnings release.
Pro Rata Share of Debt
The Company presents debt based on the carrying value of its pro rata ownership share (including the carrying value of the Company’s pro rata share of unconsolidated affiliates and excluding noncontrolling interests’ share of consolidated properties) because it believes this provides investors a clearer understanding of the Company’s total debt obligations which affect the Company’s liquidity. A reconciliation of the Company’s pro rata share of debt to the amount of debt on the Company’s condensed consolidated balance sheet is located at the end of this earnings release.
Information included herein contains “forward-looking statements” within the meaning of the federal securities laws. Such statements are inherently subject to risks and uncertainties, many of which cannot be predicted with accuracy and some of which might not even be anticipated. Future events and actual events, financial and otherwise, may differ materially from the events and results discussed in the forward-looking statements. The reader is directed to the Company’s various filings with the Securities and Exchange Commission, including without limitation the Company’s Annual Report on Form 10-K, and the “Management's Discussion and Analysis of Financial Condition and Results of Operations” included therein, for a discussion of such risks and uncertainties.
6
CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
Consolidated Statements of Operations
(Unaudited; in thousands, except per share amounts)
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| Three Months Ended June 30, |
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| Six Months Ended June 30, |
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| 2023 |
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| 2022 |
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| 2023 |
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| 2022 |
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REVENUES: |
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Rental revenues |
| $ | 124,842 |
|
| $ | 131,832 |
|
| $ | 255,166 |
|
| $ | 267,164 |
|
Management, development and leasing fees |
|
| 1,822 |
|
|
| 1,786 |
|
|
| 4,256 |
|
|
| 3,555 |
|
Other |
|
| 3,203 |
|
|
| 3,400 |
|
|
| 6,804 |
|
|
| 6,401 |
|
Total revenues |
|
| 129,867 |
|
|
| 137,018 |
|
|
| 266,226 |
|
|
| 277,120 |
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EXPENSES: |
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Property operating |
|
| (21,507 | ) |
|
| (21,312 | ) |
|
| (46,121 | ) |
|
| (44,656 | ) |
Depreciation and amortization |
|
| (49,742 | ) |
|
| (64,476 | ) |
|
| (103,011 | ) |
|
| (133,419 | ) |
Real estate taxes |
|
| (14,481 | ) |
|
| (14,254 | ) |
|
| (29,269 | ) |
|
| (28,689 | ) |
Maintenance and repairs |
|
| (9,991 | ) |
|
| (10,230 | ) |
|
| (21,515 | ) |
|
| (20,796 | ) |
General and administrative |
|
| (16,156 | ) |
|
| (18,450 | ) |
|
| (35,385 | ) |
|
| (36,524 | ) |
Loss on impairment |
|
| — |
|
|
| (252 | ) |
|
| — |
|
|
| (252 | ) |
Litigation settlement |
|
| 74 |
|
|
| 65 |
|
|
| 118 |
|
|
| 146 |
|
Other |
|
| — |
|
|
| (834 | ) |
|
| (198 | ) |
|
| (834 | ) |
Total expenses |
|
| (111,803 | ) |
|
| (129,743 | ) |
|
| (235,381 | ) |
|
| (265,024 | ) |
OTHER INCOME (EXPENSES): |
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|
|
|
|
|
|
|
|
|
|
| ||||
Interest and other income |
|
| 2,967 |
|
|
| 910 |
|
|
| 5,632 |
|
|
| 1,064 |
|
Interest expense |
|
| (44,173 | ) |
|
| (55,117 | ) |
|
| (87,697 | ) |
|
| (145,776 | ) |
Gain on deconsolidation |
|
| — |
|
|
| — |
|
|
| 28,151 |
|
|
| 36,250 |
|
(Loss) gain on sales of real estate assets |
|
| (114 | ) |
|
| 3 |
|
|
| 1,482 |
|
|
| 19 |
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Reorganization items, net |
|
| — |
|
|
| 613 |
|
|
| — |
|
|
| (958 | ) |
Income tax (provision) benefit |
|
| (219 | ) |
|
| 472 |
|
|
| (118 | ) |
|
| (329 | ) |
Equity in earnings (losses) of unconsolidated affiliates |
|
| 812 |
|
|
| 2,039 |
|
|
| (444 | ) |
|
| 10,606 |
|
Total other expenses |
|
| (40,727 | ) |
|
| (51,080 | ) |
|
| (52,994 | ) |
|
| (99,124 | ) |
Net loss |
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| (22,663 | ) |
|
| (43,805 | ) |
|
| (22,149 | ) |
|
| (87,028 | ) |
Net loss attributable to noncontrolling interests in: |
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| ||||
Operating Partnership |
|
| — |
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|
| 44 |
|
|
| — |
|
|
| 59 |
|
Other consolidated subsidiaries |
|
| 1,875 |
|
|
| 2,373 |
|
|
| 3,620 |
|
|
| 4,859 |
|
Net loss attributable to the Company |
|
| (20,788 | ) |
|
| (41,388 | ) |
|
| (18,529 | ) |
|
| (82,110 | ) |
Dividends allocable to unvested restricted stock |
|
| (281 | ) |
|
| (210 | ) |
|
| (561 | ) |
|
| (210 | ) |
Net loss attributable to common shareholders |
| $ | (21,069 | ) |
| $ | (41,598 | ) |
| $ | (19,090 | ) |
| $ | (82,320 | ) |
Basic and diluted per share data attributable to common shareholders: |
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|
|
|
|
|
|
|
|
|
|
| ||||
Basic earnings per share |
| $ | (0.67 | ) |
| $ | (1.34 | ) |
| $ | (0.61 | ) |
| $ | (2.83 | ) |
Diluted earnings per share |
|
| (0.67 | ) |
|
| (1.34 | ) |
|
| (0.61 | ) |
|
| (2.83 | ) |
Weighted-average basic shares |
|
| 31,313 |
|
|
| 30,973 |
|
|
| 31,309 |
|
|
| 29,091 |
|
Weighted-average diluted shares |
|
| 31,313 |
|
|
| 30,973 |
|
|
| 31,309 |
|
|
| 29,091 |
|
7
CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
The Company's reconciliation of net loss attributable to common shareholders to FFO allocable to Operating Partnership common unitholders is as follows:
(in thousands, except per share data)
|
| Three Months Ended June 30, |
|
| Six Months Ended June 30, |
| ||||||||||
|
| 2023 |
|
| 2022 |
|
| 2023 |
|
| 2022 |
| ||||
Net loss attributable to common shareholders |
| $ | (21,069 | ) |
| $ | (41,598 | ) |
| $ | (19,090 | ) |
| $ | (82,320 | ) |
Noncontrolling interest in loss of Operating Partnership |
|
| — |
|
|
| (44 | ) |
|
| — |
|
|
| (59 | ) |
Dividends allocable to unvested restricted stock |
|
| 281 |
|
|
| 210 |
|
|
| 561 |
|
|
| 210 |
|
Depreciation and amortization expense of: |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Consolidated properties |
|
| 49,742 |
|
|
| 64,476 |
|
|
| 103,011 |
|
|
| 133,419 |
|
Unconsolidated affiliates |
|
| 4,433 |
|
|
| 8,819 |
|
|
| 9,071 |
|
|
| 17,339 |
|
Non-real estate assets |
|
| (304 | ) |
|
| (203 | ) |
|
| (452 | ) |
|
| (401 | ) |
Noncontrolling interests' share of depreciation and amortization in other consolidated subsidiaries |
|
| (708 | ) |
|
| (938 | ) |
|
| (1,373 | ) |
|
| (1,837 | ) |
Loss on impairment, net of taxes |
|
| — |
|
|
| 186 |
|
|
| — |
|
|
| 186 |
|
Gain on depreciable property |
|
| — |
|
|
| — |
|
|
| — |
|
|
| (629 | ) |
FFO allocable to Operating Partnership common unitholders |
|
| 32,375 |
|
|
| 30,908 |
|
|
| 91,728 |
|
|
| 65,908 |
|
Debt discount accretion, including our share of unconsolidated affiliates and net of noncontrolling interests' share (1) |
|
| 16,574 |
|
|
| 50,036 |
|
|
| 33,190 |
|
|
| 128,499 |
|
Adjustment for unconsolidated affiliates with negative investment (2) |
|
| 888 |
|
|
| (10,460 | ) |
|
| 2,479 |
|
|
| (23,007 | ) |
Senior secured notes fair value adjustment (3) |
|
| — |
|
|
| (593 | ) |
|
| — |
|
|
| (395 | ) |
Litigation settlement (4) |
|
| (74 | ) |
|
| (65 | ) |
|
| (118 | ) |
|
| (146 | ) |
Non-cash default interest expense (5) |
|
| 287 |
|
|
| (9,344 | ) |
|
| 781 |
|
|
| (18,220 | ) |
Gain on deconsolidation (6) |
|
| — |
|
|
| — |
|
|
| (28,151 | ) |
|
| (36,250 | ) |
Reorganization items, net (7) |
|
| — |
|
|
| (613 | ) |
|
| — |
|
|
| 958 |
|
FFO allocable to Operating Partnership common unitholders, as adjusted |
| $ | 50,050 |
|
| $ | 59,869 |
|
| $ | 99,909 |
|
| $ | 117,347 |
|
FFO per diluted share |
| $ | 1.01 |
|
| $ | 0.97 |
|
| $ | 2.87 |
|
| $ | 2.20 |
|
FFO, as adjusted, per diluted share |
| $ | 1.56 |
|
| $ | 1.88 |
|
| $ | 3.12 |
|
| $ | 3.92 |
|
Weighted-average common and potential dilutive common shares outstanding with Operating Partnership units fully converted |
|
| 32,071 |
|
|
| 31,822 |
|
|
| 32,000 |
|
|
| 29,926 |
|
8
CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
|
| Three Months Ended June 30, |
|
| Six Months Ended June 30, |
| ||||||||||
|
| 2023 |
|
| 2022 |
|
| 2023 |
|
| 2022 |
| ||||
Diluted EPS attributable to common shareholders |
| $ | (0.67 | ) |
| $ | (1.34 | ) |
| $ | (0.61 | ) |
| $ | (2.83 | ) |
Add amounts per share included in FFO: |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Unvested restricted stock |
|
| 0.02 |
|
|
| 0.04 |
|
|
| 0.03 |
|
|
| 0.08 |
|
Eliminate amounts per share excluded from FFO: |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Depreciation and amortization expense, including amounts from |
|
| 1.66 |
|
|
| 2.26 |
|
|
| 3.45 |
|
|
| 4.96 |
|
Loss on impairment, net of taxes |
|
| — |
|
|
| 0.01 |
|
|
| — |
|
|
| 0.01 |
|
Gain on depreciable property |
|
| — |
|
|
| — |
|
|
| — |
|
|
| (0.02 | ) |
FFO per diluted share |
| $ | 1.01 |
|
| $ | 0.97 |
|
| $ | 2.87 |
|
| $ | 2.20 |
|
|
| Three Months Ended June 30, |
|
| Six Months Ended June 30, |
| ||||||||||
|
| 2023 |
|
| 2022 |
|
| 2023 |
|
| 2022 |
| ||||
SUPPLEMENTAL FFO INFORMATION: |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Lease termination fees |
| $ | 793 |
|
| $ | 1,052 |
|
| $ | 1,954 |
|
| $ | 2,448 |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Straight-line rental income adjustment |
| $ | 1,722 |
|
| $ | 4,425 |
|
| $ | 3,355 |
|
| $ | 7,342 |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Gain on outparcel sales, net of taxes and noncontrolling interests' share |
| $ | 725 |
|
| $ | 3 |
|
| $ | 2,305 |
|
| $ | 19 |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Net amortization of acquired above- and below-market leases |
| $ | (5,123 | ) |
| $ | (4,892 | ) |
| $ | (10,445 | ) |
| $ | (11,049 | ) |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Income tax (provision) benefit |
| $ | (219 | ) |
| $ | 472 |
|
| $ | (118 | ) |
| $ | (329 | ) |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Abandoned projects expense |
| $ | — |
|
| $ | (834 | ) |
| $ | (17 | ) |
| $ | (834 | ) |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Interest capitalized |
| $ | 111 |
|
| $ | 147 |
|
| $ | 217 |
|
| $ | 375 |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Estimate of uncollectable revenues |
| $ | (2,375 | ) |
| $ | 940 |
|
| $ | (1,616 | ) |
| $ | 3,301 |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
|
|
|
|
|
|
|
| As of June 30, |
| |||||||
|
|
|
|
|
|
|
| 2023 |
|
| 2022 |
| ||||
Straight-line rent receivable |
|
|
|
|
|
|
| $ | 18,902 |
|
| $ | 9,440 |
|
9
CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
Same-center Net Operating Income
(Dollars in thousands)
|
| Three Months Ended June 30, |
|
| Six Months Ended June 30, |
| ||||||||||
|
| 2023 |
|
| 2022 |
|
| 2023 |
|
| 2022 |
| ||||
Net loss |
| $ | (22,663 | ) |
| $ | (43,805 | ) |
| $ | (22,149 | ) |
| $ | (87,028 | ) |
Adjustments: |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Depreciation and amortization |
|
| 49,742 |
|
|
| 64,476 |
|
|
| 103,011 |
|
|
| 133,419 |
|
Depreciation and amortization from unconsolidated affiliates |
|
| 4,433 |
|
|
| 8,819 |
|
|
| 9,071 |
|
|
| 17,339 |
|
Noncontrolling interests' share of depreciation and amortization in other consolidated subsidiaries |
|
| (708 | ) |
|
| (938 | ) |
|
| (1,373 | ) |
|
| (1,837 | ) |
Interest expense |
|
| 44,173 |
|
|
| 55,117 |
|
|
| 87,697 |
|
|
| 145,776 |
|
Interest expense from unconsolidated affiliates |
|
| 18,531 |
|
|
| 21,660 |
|
|
| 36,056 |
|
|
| 40,157 |
|
Noncontrolling interests' share of interest expense in other consolidated subsidiaries |
|
| (1,918 | ) |
|
| (2,525 | ) |
|
| (3,961 | ) |
|
| (5,095 | ) |
Abandoned projects expense |
|
| — |
|
|
| 834 |
|
|
| 17 |
|
|
| 834 |
|
Loss (gain) on sales of real estate assets, net of taxes and noncontrolling interests' share |
|
| 59 |
|
|
| (3 | ) |
|
| (1,537 | ) |
|
| (19 | ) |
Gain on sales of real estate assets of unconsolidated affiliates |
|
| (784 | ) |
|
| — |
|
|
| (768 | ) |
|
| (629 | ) |
Adjustment for unconsolidated affiliates with negative investment |
|
| 888 |
|
|
| (10,460 | ) |
|
| 2,479 |
|
|
| (23,007 | ) |
Gain on deconsolidation |
|
| — |
|
|
| — |
|
|
| (28,151 | ) |
|
| (36,250 | ) |
Loss on impairment, net of taxes |
|
| — |
|
|
| 186 |
|
|
| — |
|
|
| 186 |
|
Litigation settlement |
|
| (74 | ) |
|
| (65 | ) |
|
| (118 | ) |
|
| (146 | ) |
Reorganization items, net |
|
| — |
|
|
| (613 | ) |
|
| — |
|
|
| 958 |
|
Income tax provision (benefit) |
|
| 219 |
|
|
| (472 | ) |
|
| 118 |
|
|
| 329 |
|
Lease termination fees |
|
| (793 | ) |
|
| (1,052 | ) |
|
| (1,954 | ) |
|
| (2,448 | ) |
Straight-line rent and above- and below-market lease amortization |
|
| 3,401 |
|
|
| 467 |
|
|
| 7,090 |
|
|
| 3,707 |
|
Net loss attributable to noncontrolling interests in other consolidated subsidiaries |
|
| 1,875 |
|
|
| 2,373 |
|
|
| 3,620 |
|
|
| 4,859 |
|
General and administrative expenses |
|
| 16,156 |
|
|
| 18,450 |
|
|
| 35,385 |
|
|
| 36,524 |
|
Management fees and non-property level revenues |
|
| (5,038 | ) |
|
| (525 | ) |
|
| (10,018 | ) |
|
| (1,049 | ) |
Operating Partnership's share of property NOI |
|
| 107,499 |
|
|
| 111,924 |
|
|
| 214,515 |
|
|
| 226,580 |
|
Non-comparable NOI |
|
| (425 | ) |
|
| (3,972 | ) |
|
| (1,918 | ) |
|
| (8,178 | ) |
Total same-center NOI (1) |
| $ | 107,074 |
|
| $ | 107,952 |
|
| $ | 212,597 |
|
| $ | 218,402 |
|
Total same-center NOI percentage change |
|
| (0.8 | )% |
|
|
|
|
| (2.7 | )% |
|
|
|
10
CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
Same-center Net Operating Income
(Continued)
|
| Three Months Ended June 30, |
|
| Six Months Ended June 30, |
| ||||||||||
|
| 2023 |
|
| 2022 |
|
| 2023 |
|
| 2022 |
| ||||
Malls |
| $ | 73,660 |
|
| $ | 75,491 |
|
| $ | 145,697 |
|
| $ | 153,693 |
|
Outlet centers |
|
| 5,301 |
|
|
| 4,894 |
|
|
| 10,415 |
|
|
| 9,529 |
|
Lifestyle centers |
|
| 8,898 |
|
|
| 8,727 |
|
|
| 18,099 |
|
|
| 17,830 |
|
Open-air centers |
|
| 13,580 |
|
|
| 13,177 |
|
|
| 27,562 |
|
|
| 26,259 |
|
Outparcels and other |
|
| 5,635 |
|
|
| 5,663 |
|
|
| 10,824 |
|
|
| 11,091 |
|
Total same-center NOI (1) |
| $ | 107,074 |
|
| $ | 107,952 |
|
| $ | 212,597 |
|
| $ | 218,402 |
|
Percentage Change: |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Malls |
|
| (2.4 | )% |
|
|
|
|
| (5.2 | )% |
|
|
| ||
Outlet centers |
|
| 8.3 | % |
|
|
|
|
| 9.3 | % |
|
|
| ||
Lifestyle centers |
|
| 2.0 | % |
|
|
|
|
| 1.5 | % |
|
|
| ||
Open-air centers |
|
| 3.1 | % |
|
|
|
|
| 5.0 | % |
|
|
| ||
Outparcels and other |
|
| (0.5 | )% |
|
|
|
|
| (2.4 | )% |
|
|
| ||
Total same-center NOI (1) |
|
| (0.8 | )% |
|
|
|
|
| (2.7 | )% |
|
|
|
11
CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
Company's Share of Consolidated and Unconsolidated Debt
(Dollars in thousands)
|
| As of June 30, 2023 |
| |||||||||||||||||||||
|
| Fixed Rate |
|
| Variable |
|
| Total per |
|
| Unamortized |
|
| Unamortized |
|
| Total |
| ||||||
Consolidated debt |
| $ | 963,501 |
|
| $ | 1,048,478 |
|
| $ | 2,011,979 |
|
| $ | (15,407 | ) |
| $ | (54,523 | ) |
| $ | 1,942,049 |
|
Noncontrolling interests' share of consolidated debt |
|
| (25,222 | ) |
|
| (13,177 | ) |
|
| (38,399 | ) |
|
| 298 |
|
|
| 4,680 |
|
|
| (33,421 | ) |
Company's share of unconsolidated affiliates' debt |
|
| 622,022 |
|
|
| 62,919 |
|
|
| 684,941 |
|
|
| (3,397 | ) |
|
| — |
|
|
| 681,544 |
|
Other debt (2) |
|
| 41,122 |
|
|
| — |
|
|
| 41,122 |
|
|
| — |
|
|
| — |
|
|
| 41,122 |
|
Company's share of consolidated, unconsolidated and other debt |
| $ | 1,601,423 |
|
| $ | 1,098,220 |
|
| $ | 2,699,643 |
|
| $ | (18,506 | ) |
| $ | (49,843 | ) |
| $ | 2,631,294 |
|
Weighted-average interest rate |
|
| 5.18 | % |
|
| 8.15 | % |
|
| 6.39 | % |
|
|
|
|
|
|
|
|
| |||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
|
| As of June 30, 2022 |
| |||||||||||||||||||||
|
| Fixed Rate |
|
| Variable |
|
| Total per |
|
| Unamortized |
|
| Unamortized |
|
| Total |
| ||||||
Consolidated debt |
| $ | 881,513 |
|
| $ | 1,270,871 |
|
| $ | 2,152,384 |
|
| $ | (16,028 | ) |
| $ | (100,967 | ) |
| $ | 2,035,389 |
|
Noncontrolling interests' share of consolidated debt |
|
| (32,771 | ) |
|
| (13,597 | ) |
|
| (46,368 | ) |
|
| 92 |
|
|
| 15,424 |
|
|
| (30,852 | ) |
Company's share of unconsolidated affiliates' debt |
|
| 627,434 |
|
|
| 71,786 |
|
|
| 699,220 |
|
|
| (2,490 | ) |
|
| — |
|
|
| 696,730 |
|
Other debt (2) |
|
| 153,719 |
|
|
| — |
|
|
| 153,719 |
|
|
| — |
|
|
| — |
|
|
| 153,719 |
|
Company's share of consolidated, unconsolidated and other debt |
| $ | 1,629,895 |
|
| $ | 1,329,060 |
|
| $ | 2,958,955 |
|
| $ | (18,426 | ) |
| $ | (85,543 | ) |
| $ | 2,854,986 |
|
Weighted-average interest rate |
|
| 4.67 | % |
|
| 4.44 | % |
|
| 4.57 | % |
|
|
|
|
|
|
|
|
|
12
CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
Consolidated Balance Sheets
(Unaudited; in thousands, except share data)
|
| June 30, |
|
| December 31, |
| ||
|
| 2023 |
|
| 2022 |
| ||
ASSETS |
|
|
|
|
|
| ||
Real estate assets: |
|
|
|
|
|
| ||
Land |
| $ | 589,557 |
|
| $ | 596,715 |
|
Buildings and improvements |
|
| 1,200,096 |
|
|
| 1,198,597 |
|
|
| 1,789,653 |
|
|
| 1,795,312 |
| |
Accumulated depreciation |
|
| (183,529 | ) |
|
| (136,901 | ) |
|
| 1,606,124 |
|
|
| 1,658,411 |
| |
Developments in progress |
|
| 6,431 |
|
|
| 5,576 |
|
Net investment in real estate assets |
|
| 1,612,555 |
|
|
| 1,663,987 |
|
Cash and cash equivalents |
|
| 24,919 |
|
|
| 44,718 |
|
Restricted cash |
|
| 88,674 |
|
|
| 97,231 |
|
Available-for-sale securities - at fair value (amortized cost of $255,412 and $293,476 as of June 30, 2023 and December 31, 2022, respectively) |
|
| 254,872 |
|
|
| 292,422 |
|
Receivables: |
|
|
|
|
|
| ||
Tenant |
|
| 34,764 |
|
|
| 40,620 |
|
Other |
|
| 3,318 |
|
|
| 3,876 |
|
Investments in unconsolidated affiliates |
|
| 74,138 |
|
|
| 77,295 |
|
In-place leases, net |
|
| 197,245 |
|
|
| 247,497 |
|
Above market leases, net |
|
| 143,453 |
|
|
| 171,265 |
|
Intangible lease assets and other assets |
|
| 41,474 |
|
|
| 39,332 |
|
| $ | 2,475,412 |
|
| $ | 2,678,243 |
| |
LIABILITIES AND EQUITY |
|
|
|
|
|
| ||
Mortgage and other indebtedness, net |
| $ | 1,942,049 |
|
| $ | 2,000,186 |
|
Below market leases, net |
|
| 94,180 |
|
|
| 110,616 |
|
Accounts payable and accrued liabilities |
|
| 114,082 |
|
|
| 200,312 |
|
Total liabilities |
|
| 2,150,311 |
|
|
| 2,311,114 |
|
Shareholders' equity: |
|
|
|
|
|
| ||
Common stock, $.001 par value, 200,000,000 shares authorized, 32,054,421 and 31,780,075 issued and outstanding as of June 30, 2023 and December 31, 2022, respectively (in each case, excluding 34 treasury shares) |
|
| 32 |
|
|
| 32 |
|
Additional paid-in capital |
|
| 715,163 |
|
|
| 710,497 |
|
Accumulated other comprehensive income (loss) |
|
| 339 |
|
|
| (1,054 | ) |
Accumulated deficit |
|
| (381,509 | ) |
|
| (338,934 | ) |
Total shareholders' equity |
|
| 334,025 |
|
|
| 370,541 |
|
Noncontrolling interests |
|
| (8,924 | ) |
|
| (3,412 | ) |
Total equity |
|
| 325,101 |
|
|
| 367,129 |
|
|
| $ | 2,475,412 |
|
| $ | 2,678,243 |
|
13
CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
Condensed Combined Financial Statements - Unconsolidated Affiliates
(Unaudited; in thousands)
|
| June 30, |
|
| December 31, |
| ||
ASSETS: |
|
|
|
|
|
| ||
Investment in real estate assets |
| $ | 1,989,551 |
|
| $ | 1,971,348 |
|
Accumulated depreciation |
|
| (859,514 | ) |
|
| (829,574 | ) |
|
|
| 1,130,037 |
|
|
| 1,141,774 |
|
Developments in progress |
|
| 13,826 |
|
|
| 10,914 |
|
Net investment in real estate assets |
|
| 1,143,863 |
|
|
| 1,152,688 |
|
Other assets |
|
| 191,648 |
|
|
| 170,756 |
|
Total assets |
| $ | 1,335,511 |
|
| $ | 1,323,444 |
|
LIABILITIES: |
|
|
|
|
|
| ||
Mortgage and other indebtedness, net |
| $ | 1,345,090 |
|
| $ | 1,333,152 |
|
Other liabilities |
|
| 42,266 |
|
|
| 33,419 |
|
Total liabilities |
|
| 1,387,356 |
|
|
| 1,366,571 |
|
OWNERS' EQUITY (DEFICIT): |
|
|
|
|
|
| ||
The Company |
|
| 12,347 |
|
|
| 3,123 |
|
Other investors |
|
| (64,192 | ) |
|
| (46,250 | ) |
Total owners' deficit |
|
| (51,845 | ) |
|
| (43,127 | ) |
Total liabilities and owners’ deficit |
| $ | 1,335,511 |
|
| $ | 1,323,444 |
|
|
|
|
|
|
|
| ||||||||||
|
| Three Months Ended June 30, |
|
| Six Months Ended June 30, |
| ||||||||||
|
| 2023 |
|
| 2022 |
|
| 2023 |
|
| 2022 |
| ||||
Total revenues |
| $ | 62,943 |
|
| $ | 65,551 |
|
| $ | 123,476 |
|
| $ | 129,288 |
|
Depreciation and amortization |
|
| (17,389 | ) |
|
| (18,087 | ) |
|
| (34,252 | ) |
|
| (36,606 | ) |
Operating expenses |
|
| (19,062 | ) |
|
| (22,368 | ) |
|
| (38,791 | ) |
|
| (43,933 | ) |
Interest and other income |
|
| 603 |
|
|
| 336 |
|
|
| 1,147 |
|
|
| 665 |
|
Interest expense |
|
| (17,572 | ) |
|
| (13,048 | ) |
|
| (32,844 | ) |
|
| (19,645 | ) |
Gain on sales of real estate assets |
|
| 1,569 |
|
|
| — |
|
|
| 1,537 |
|
|
| 3,293 |
|
Net income |
| $ | 11,092 |
|
| $ | 12,384 |
|
| $ | 20,273 |
|
| $ | 33,062 |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
|
| Company's Share for the Period |
|
| Company's Share for the Period |
| ||||||||||
|
| Three Months Ended June 30, |
|
| Six Months Ended June 30, |
| ||||||||||
|
| 2023 |
|
| 2022 |
|
| 2023 |
|
| 2022 |
| ||||
Total revenues |
| $ | 33,512 |
|
| $ | 31,568 |
|
| $ | 66,083 |
|
| $ | 64,650 |
|
Depreciation and amortization |
|
| (11,468 | ) |
|
| (12,138 | ) |
|
| (23,568 | ) |
|
| (28,594 | ) |
Operating expenses |
|
| (10,048 | ) |
|
| (10,760 | ) |
|
| (20,495 | ) |
|
| (20,620 | ) |
Interest and other income |
|
| 416 |
|
|
| 232 |
|
|
| 806 |
|
|
| 462 |
|
Interest expense |
|
| (18,531 | ) |
|
| (21,660 | ) |
|
| (36,056 | ) |
|
| (40,157 | ) |
Negative investment adjustment |
|
| 6,147 |
|
|
| 14,823 |
|
|
| 12,018 |
|
|
| 34,262 |
|
Loss on impairment |
|
| — |
|
|
| (26 | ) |
|
| — |
|
|
| (26 | ) |
Gain on sales of real estate assets |
|
| 784 |
|
|
| — |
|
|
| 768 |
|
|
| 629 |
|
Net income (loss) |
| $ | 812 |
|
| $ | 2,039 |
|
| $ | (444 | ) |
| $ | 10,606 |
|
14
CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
EBITDA for real estate ("EBITDAre") is a non-GAAP financial measure which NAREIT defines as net income (loss) (computed in accordance with GAAP), plus interest expense, income tax expense, depreciation and amortization, losses (gains) on the dispositions of depreciable property and impairment write-downs of depreciable property, and after adjustments to reflect the Company's share of EBITDAre from unconsolidated affiliates. The Company also calculates Adjusted EBITDAre to exclude the non-controlling interest in EBITDAre of consolidated entities, abandoned projects expense, reorganization items, adjustments related to unconsolidated affiliates and litigation settlement.
The Company presents the ratio of Adjusted EBITDAre to interest expense because the Company believes that the Adjusted EBITDAre to interest coverage ratio, along with cash flows from operating activities, investing activities and financing activities, provides investors an additional indicator of the Company's ability to incur and service debt. Adjusted EBITDAre excludes items that are not a normal result of operations which assists the Company and investors in distinguishing changes related to the growth or decline of operations at our properties. EBITDAre and Adjusted EBITDAre, as presented, may not be comparable to similar measures calculated by other companies. This non-GAAP measure should not be considered as an alternative to net income (loss), cash from operating activities or any other measure calculated in accordance with GAAP. Pro rata amounts listed below are calculated using the Company's ownership percentage in the respective joint venture and any other applicable terms.
Ratio of Adjusted EBITDAre to Interest Expense
(Dollars in thousands)
|
| Three Months Ended June 30, |
|
| Six Months Ended June 30, |
| ||||||||||
|
| 2023 |
|
| 2022 |
|
| 2023 |
|
| 2022 |
| ||||
Net loss |
| $ | (22,663 | ) |
| $ | (43,805 | ) |
| $ | (22,149 | ) |
| $ | (87,028 | ) |
Depreciation and amortization |
|
| 49,742 |
|
|
| 64,476 |
|
|
| 103,011 |
|
|
| 133,419 |
|
Depreciation and amortization from unconsolidated affiliates |
|
| 4,433 |
|
|
| 8,819 |
|
|
| 9,071 |
|
|
| 17,339 |
|
Interest expense |
|
| 44,173 |
|
|
| 55,117 |
|
|
| 87,697 |
|
|
| 145,776 |
|
Interest expense from unconsolidated affiliates |
|
| 18,531 |
|
|
| 21,660 |
|
|
| 36,056 |
|
|
| 40,157 |
|
Income taxes |
|
| 236 |
|
|
| (305 | ) |
|
| 181 |
|
|
| 602 |
|
Loss on impairment |
|
| — |
|
|
| 252 |
|
|
| — |
|
|
| 252 |
|
Gain on depreciable property from unconsolidated affiliates |
|
| — |
|
|
| — |
|
|
| — |
|
|
| (629 | ) |
Gain on deconsolidation |
|
| — |
|
|
| — |
|
|
| (28,151 | ) |
|
| (36,250 | ) |
EBITDAre (1) |
|
| 94,452 |
|
|
| 106,214 |
|
|
| 185,716 |
|
|
| 213,638 |
|
Reorganization items, net |
|
| — |
|
|
| (613 | ) |
|
| — |
|
|
| 958 |
|
Litigation settlement |
|
| (74 | ) |
|
| (65 | ) |
|
| (118 | ) |
|
| (146 | ) |
Abandoned projects expense |
|
| — |
|
|
| 834 |
|
|
| 17 |
|
|
| 834 |
|
Adjustment for unconsolidated affiliates with negative investment |
|
| 888 |
|
|
| (10,460 | ) |
|
| 2,479 |
|
|
| (23,007 | ) |
Net loss attributable to noncontrolling interests in other consolidated subsidiaries |
|
| 1,875 |
|
|
| 2,373 |
|
|
| 3,620 |
|
|
| 4,859 |
|
Noncontrolling interests' share of depreciation and amortization in other consolidated subsidiaries |
|
| (708 | ) |
|
| (938 | ) |
|
| (1,373 | ) |
|
| (1,837 | ) |
Noncontrolling interests' share of interest expense in other consolidated subsidiaries |
|
| (1,918 | ) |
|
| (2,525 | ) |
|
| (3,961 | ) |
|
| (5,095 | ) |
Company's share of Adjusted EBITDAre |
| $ | 94,515 |
|
| $ | 94,820 |
|
| $ | 186,380 |
|
| $ | 190,204 |
|
15
CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
|
| Three Months Ended June 30, |
|
| Six Months Ended June 30, |
| ||||||||||
|
| 2023 |
|
| 2022 |
|
| 2023 |
|
| 2022 |
| ||||
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Interest Expense: |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Interest expense |
| $ | 44,173 |
|
| $ | 55,117 |
|
| $ | 87,697 |
|
| $ | 145,776 |
|
Interest expense from unconsolidated affiliates |
|
| 18,531 |
|
|
| 21,660 |
|
|
| 36,056 |
|
|
| 40,157 |
|
Debt discount accretion, including our share of unconsolidated affiliates and net of noncontrolling interests' share |
|
| (16,574 | ) |
|
| (50,036 | ) |
|
| (33,190 | ) |
|
| (128,499 | ) |
Noncontrolling interests' share of interest expense in other consolidated subsidiaries, excluding noncontrolling interests' share of debt discount accretion |
|
| (545 | ) |
|
| (721 | ) |
|
| (1,192 | ) |
|
| (1,417 | ) |
Company's share of interest expense |
| $ | 45,585 |
|
| $ | 26,020 |
|
| $ | 89,371 |
|
| $ | 56,017 |
|
Ratio of Adjusted EBITDAre to Interest Expense |
|
| 2.1 | x |
|
| 3.6 | x |
|
| 2.1 | x |
|
| 3.4 | x |
|
| Three Months Ended June 30, |
|
| Six Months Ended June 30, |
| ||||||||||
|
| 2023 |
|
| 2022 |
|
| 2023 |
|
| 2022 |
| ||||
Company's share of Adjusted EBITDAre |
| $ | 94,515 |
|
| $ | 94,820 |
|
| $ | 186,380 |
|
| $ | 190,204 |
|
Interest expense |
|
| (44,173 | ) |
|
| (55,117 | ) |
|
| (87,697 | ) |
|
| (145,776 | ) |
Noncontrolling interests' share of interest expense in other consolidated subsidiaries |
|
| 1,918 |
|
|
| 2,525 |
|
|
| 3,961 |
|
|
| 5,095 |
|
Reorganization items, net |
|
| — |
|
|
| 613 |
|
|
| — |
|
|
| (958 | ) |
Income taxes |
|
| (236 | ) |
|
| 305 |
|
|
| (181 | ) |
|
| (602 | ) |
Net amortization of deferred financing costs, discounts on available-for-sale securities and debt discounts |
|
| 7,478 |
|
|
| 35,268 |
|
|
| 15,330 |
|
|
| 98,923 |
|
Net amortization of intangible lease assets and liabilities |
|
| 5,378 |
|
|
| 4,755 |
|
|
| 10,715 |
|
|
| 11,078 |
|
Depreciation and interest expense from unconsolidated affiliates |
|
| (22,964 | ) |
|
| (30,479 | ) |
|
| (45,127 | ) |
|
| (57,496 | ) |
Gain on depreciable property from unconsolidated affiliates |
|
| — |
|
|
| — |
|
|
| — |
|
|
| 629 |
|
Adjustment for unconsolidated affiliates with negative investment |
|
| (888 | ) |
|
| 10,460 |
|
|
| (2,479 | ) |
|
| 23,007 |
|
Litigation settlement |
|
| 74 |
|
|
| 65 |
|
|
| 118 |
|
|
| 146 |
|
Noncontrolling interests' share of depreciation and amortization in other consolidated subsidiaries |
|
| 708 |
|
|
| 938 |
|
|
| 1,373 |
|
|
| 1,837 |
|
Net loss attributable to noncontrolling interests in other consolidated subsidiaries |
|
| (1,875 | ) |
|
| (2,373 | ) |
|
| (3,620 | ) |
|
| (4,859 | ) |
Loss (gain) on outparcel sales |
|
| 114 |
|
|
| (3 | ) |
|
| (1,482 | ) |
|
| (19 | ) |
Gain on insurance proceeds |
|
| (49 | ) |
|
| (803 | ) |
|
| (49 | ) |
|
| (803 | ) |
Equity in (earnings) losses of unconsolidated affiliates |
|
| (812 | ) |
|
| (2,039 | ) |
|
| 444 |
|
|
| (10,606 | ) |
Distributions of earnings from unconsolidated affiliates |
|
| 3,215 |
|
|
| 4,743 |
|
|
| 6,550 |
|
|
| 12,583 |
|
Share-based compensation expense |
|
| 3,207 |
|
|
| 2,818 |
|
|
| 6,459 |
|
|
| 5,561 |
|
Change in estimate of uncollectable revenues |
|
| 1,589 |
|
|
| (1,962 | ) |
|
| 1,451 |
|
|
| (2,699 | ) |
Change in deferred tax assets |
|
| (1,064 | ) |
|
| (1,267 | ) |
|
| (839 | ) |
|
| (1,334 | ) |
Changes in operating assets and liabilities |
|
| 4,926 |
|
|
| (17,607 | ) |
|
| (7,071 | ) |
|
| (35,822 | ) |
Cash flows provided by operating activities |
| $ | 51,061 |
|
| $ | 45,660 |
|
| $ | 84,236 |
|
| $ | 88,089 |
|
16
CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
Components of Consolidated Rental Revenues
The Company adopted Accounting Standards Codification (“ASC”) 842, Leases, effective January 1, 2019, which resulted in the Company revising the presentation of rental revenues in its consolidated statements of operations. In the past, certain components of rental revenues were shown separately in the consolidated statement of operations. Upon the adoption of ASC 842, these amounts have been combined into a single line item. As a result of the adoption of ASC 842, the Company believes that the following presentation is useful to users of the Company’s consolidated financial statements as it depicts how amounts reported in the Company’s historical financial statements prior to the adoption of ASC 842 are reflected in the current presentation in accordance with ASC 842.
|
| Three Months Ended June 30, |
|
| Six Months Ended June 30, |
| ||||||||||
|
| 2023 |
|
| 2022 |
|
| 2023 |
|
| 2022 |
| ||||
Minimum rents |
| $ | 93,853 |
|
| $ | 98,038 |
|
| $ | 189,043 |
|
| $ | 195,629 |
|
Percentage rents |
|
| 3,283 |
|
|
| 3,815 |
|
|
| 6,447 |
|
|
| 9,093 |
|
Other rents |
|
| 1,754 |
|
|
| 2,244 |
|
|
| 3,450 |
|
|
| 3,958 |
|
Tenant reimbursements |
|
| 27,753 |
|
|
| 25,907 |
|
|
| 57,271 |
|
|
| 55,869 |
|
Estimate of uncollectable amounts |
|
| (1,801 | ) |
|
| 1,828 |
|
|
| (1,045 | ) |
|
| 2,615 |
|
Total rental revenues |
| $ | 124,842 |
|
| $ | 131,832 |
|
| $ | 255,166 |
|
| $ | 267,164 |
|
17
CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
Schedule of Mortgage and Other Indebtedness
(Dollars in thousands)
Property |
| Location |
| Non- |
|
| Original |
| Optional |
| Interest |
|
| Balance as of June 30, 2023 |
|
| Balance |
| |||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Fixed |
|
| Variable |
| ||||
Operating Properties: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
WestGate Mall (1)(2) |
| Spartanburg, SC |
|
|
|
| Jul-22 |
|
|
|
| 4.99 | % |
| $ | 28,661 |
|
| $ | 28,661 |
|
|
| — |
|
Brookfield Square Anchor Redevelopment |
| Brookfield, WI |
|
|
|
| Dec-23 |
| Dec-24 |
|
| 8.06 | % |
|
| 17,790 |
|
|
| — |
|
|
| 17,790 |
|
Volusia Mall |
| Daytona Beach, FL |
|
|
|
| May-24 |
|
|
|
| 4.56 | % |
|
| 39,584 |
|
|
| 39,584 |
|
|
| — |
|
Fayette Mall (3) |
| Lexington, KY |
|
|
|
| May-24 |
| May-26 |
|
| 4.25 | % |
|
| 123,479 |
|
|
| 123,479 |
|
|
| — |
|
The Outlet Shoppes at Laredo |
| Laredo, TX |
|
|
|
| Jun-24 |
|
|
|
| 8.41 | % |
|
| 37,650 |
|
|
| — |
|
|
| 37,650 |
|
Cross Creek Mall |
| Fayetteville, NC |
|
|
|
| Jun-25 |
|
|
|
| 8.19 | % |
|
| 94,760 |
|
|
| 94,760 |
|
|
| — |
|
The Outlet Shoppes at Gettysburg |
| Gettysburg, PA |
|
|
|
| Oct-25 |
|
|
|
| 4.80 | % |
|
| 20,810 |
|
|
| 20,810 |
|
|
| — |
|
Parkdale Mall & Crossing |
| Beaumont, TX |
|
|
|
| Mar-26 |
|
|
|
| 5.85 | % |
|
| 60,129 |
|
|
| 60,129 |
|
|
| — |
|
Northwoods Mall |
| North Charleston, SC |
|
|
|
| Apr-26 |
|
|
|
| 5.08 | % |
|
| 55,510 |
|
|
| 55,510 |
|
|
| — |
|
Arbor Place |
| Atlanta (Douglasville), GA |
|
|
|
| May-26 |
|
|
|
| 5.10 | % |
|
| 95,198 |
|
|
| 95,198 |
|
|
| — |
|
Hamilton Place |
| Chattanooga, TN |
|
|
|
| Jun-26 |
|
|
|
| 4.36 | % |
|
| 92,836 |
|
|
| 92,836 |
|
|
| — |
|
Jefferson Mall |
| Louisville, KY |
|
|
|
| Jun-26 |
|
|
|
| 4.75 | % |
|
| 54,665 |
|
|
| 54,665 |
|
|
| — |
|
Southpark Mall |
| Colonial Heights, VA |
|
|
|
| Jun-26 |
|
|
|
| 4.85 | % |
|
| 52,869 |
|
|
| 52,869 |
|
|
| — |
|
Open-air centers and outparcels loan (4) |
|
|
|
|
|
| Jun-27 |
| Jun-29 |
|
| 8.11 | % |
|
| 360,000 |
|
|
| 180,000 |
|
|
| 180,000 |
|
Hamilton Place open-air centers loan |
|
|
|
|
|
| Jun-32 |
|
|
|
| 5.85 | % |
|
| 65,000 |
|
|
| 65,000 |
|
|
| — |
|
Total Loans On Operating Properties |
|
|
|
|
|
|
|
|
|
|
|
|
|
| 1,198,941 |
|
|
| 963,501 |
|
|
| 235,440 |
| |
Weighted-average interest rate |
|
|
|
|
|
|
|
|
|
|
|
|
|
| 6.27 | % |
|
| 5.60 | % |
|
| 9.03 | % | |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Corporate Debt: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Secured term loan |
|
|
|
|
|
| Nov-25 |
| Nov-26/Nov-27 |
|
| 7.92 | % |
|
| 813,038 |
|
|
| — |
|
|
| 813,038 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Total Consolidated Debt |
|
|
|
|
|
|
|
|
|
|
|
|
| $ | 2,011,979 |
| (5) | $ | 963,501 |
|
| $ | 1,048,478 |
| |
Weighted-average interest rate |
|
|
|
|
|
|
|
|
|
|
|
|
|
| 6.94 | % |
|
| 5.60 | % |
|
| 8.17 | % | |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Plus CBL's Share Of Unconsolidated Affiliates' Debt: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
The Outlet Shoppes at Atlanta |
| Woodstock, GA |
|
|
|
| Nov-23 |
|
|
|
| 4.90 | % |
|
| 32,833 |
|
|
| 32,833 |
|
|
| — |
|
The Outlet Shoppes at Atlanta - Phase II |
| Woodstock, GA |
|
|
|
| Nov-23 |
|
|
|
| 7.67 | % |
|
| 4,355 |
|
|
| — |
|
|
| 4,355 |
|
Coastal Grand |
| Myrtle Beach, SC |
|
|
|
| Aug-24 |
|
|
|
| 4.09 | % |
|
| 49,246 |
|
|
| 49,246 |
|
|
| — |
|
Coastal Grand Outparcel |
| Myrtle Beach, SC |
|
|
|
| Aug-24 |
|
|
|
| 4.09 | % |
|
| 2,376 |
|
|
| 2,376 |
|
|
| — |
|
Coastal Grand - Dick's Sporting Goods |
| Myrtle Beach, SC |
|
|
|
| Nov-24 |
|
|
|
| 5.05 | % |
|
| 3,400 |
|
|
| 3,400 |
|
|
| — |
|
Hamilton Place Aloft Hotel |
| Chattanooga, TN |
|
|
|
| Nov-24 |
|
|
|
| 7.72 | % |
|
| 8,175 |
|
|
| — |
|
|
| 8,175 |
|
The Outlet Shoppes of the Bluegrass |
| Simpsonville, KY |
|
|
|
| Dec-24 |
|
|
|
| 4.05 | % |
|
| 41,628 |
|
|
| 41,628 |
|
|
| — |
|
West County Center |
| Des Peres, MO |
|
|
|
| Dec-24 |
| Dec-26 |
|
| 3.40 | % |
|
| 77,324 |
|
|
| 77,324 |
|
|
| — |
|
Hammock Landing - Phase I |
| West Melbourne, FL |
|
|
|
| Feb-25 |
| Feb-26 |
|
| 7.91 | % |
|
| 18,080 |
|
|
| — |
|
|
| 18,080 |
|
Hammock Landing - Phase II |
| West Melbourne, FL |
|
|
|
| Feb-25 |
| Feb-26 |
|
| 7.91 | % |
|
| 5,742 |
|
|
| — |
|
|
| 5,742 |
|
The Pavilion at Port Orange |
| Port Orange, FL |
|
|
|
| Feb-25 |
| Feb-26 |
|
| 7.91 | % |
|
| 24,174 |
|
|
| — |
|
|
| 24,174 |
|
Ambassador Town Center Infrastructure Improvements |
| Lafayette, LA |
|
|
|
| Mar-25 |
|
|
|
| 3.00 | % |
|
| 5,749 |
|
|
| 5,749 |
|
|
| — |
|
York Town Center |
| York, PA |
|
|
|
| Mar-25 |
|
|
|
| 4.75 | % |
|
| 15,000 |
|
|
| 15,000 |
|
|
| — |
|
Oak Park Mall |
| Overland Park, KS |
|
|
|
| Oct-25 |
|
|
|
| 3.97 | % |
|
| 129,920 |
|
|
| 129,920 |
|
|
| — |
|
Northgate Mall Developments |
| Chattanooga, TN |
|
|
|
| Nov-25 |
|
|
|
| 8.00 | % |
|
| 2,393 |
|
|
| — |
|
|
| 2,393 |
|
Fremaux Town Center |
| Slidell, LA |
|
|
|
| Jun-26 |
|
|
|
| 3.70 | % |
|
| 38,409 |
|
|
| 38,409 |
|
|
| — |
|
Friendly Center |
| Greensboro, NC |
|
|
|
| May-28 |
|
|
|
| 6.44 | % |
|
| 73,843 |
|
|
| 73,843 |
|
|
| — |
|
CoolSprings Galleria |
| Nashville, TN |
|
|
|
| May-28 |
|
|
|
| 4.84 | % |
|
| 70,881 |
|
|
| 70,881 |
|
|
| — |
|
18
Property |
| Location |
| Non- |
|
| Original |
| Optional |
| Interest |
|
| Balance as of June 30, 2023 |
|
| Balance |
| ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Fixed |
|
| Variable |
| |||||
The Outlet Shoppes at El Paso |
| El Paso, TX |
|
|
|
| Oct-28 |
|
|
|
| 5.10 | % |
|
| 34,711 |
|
|
| 34,711 |
|
|
| — |
| |
Ambassador Town Center |
| Lafayette, LA |
|
|
|
| Jun-29 |
|
|
|
| 4.35 | % |
|
| 27,000 |
|
|
| 27,000 |
|
|
| — |
| |
The Shoppes at Eagle Point |
| Cookeville, TN |
|
|
|
| May-32 |
|
|
|
| 5.40 | % |
|
| 19,702 |
|
|
| 19,702 |
|
|
| — |
| |
| SUBTOTAL |
|
|
|
|
|
|
|
|
|
|
|
| 684,941 |
| (5) |
| 622,022 |
|
|
| 62,919 |
| |||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
Plus Other Debt: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
Alamance Crossing (6) |
| Burlington, NC |
|
|
|
| Jul-21 |
|
|
|
| 5.83 | % |
|
| 41,122 |
|
|
| 41,122 |
|
|
| — |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
Less Noncontrolling Interests' Share Of Consolidated Debt: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
The Outlet Shoppes at Laredo |
| Laredo, TX |
|
| 35 | % |
| Jun-24 |
|
|
|
| 8.41 | % |
|
| (13,177 | ) |
|
| — |
|
|
| (13,177 | ) |
The Outlet Shoppes at Gettysburg |
| Gettysburg, PA |
|
| 50 | % |
| Oct-25 |
|
|
|
| 4.80 | % |
|
| (10,405 | ) |
|
| (10,405 | ) |
|
| — |
|
Hamilton Place |
| Chattanooga, TN |
|
| 10 | % |
| Jun-26 |
|
|
|
| 4.36 | % |
|
| (9,284 | ) |
|
| (9,284 | ) |
|
| — |
|
Hamilton Place open-air centers loan |
|
|
| 8% - 10% |
|
| Jun-32 |
|
|
|
| 5.85 | % |
|
| (5,533 | ) |
|
| (5,533 | ) |
|
| — |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
| (38,399 | ) | (5) |
| (25,222 | ) |
|
| (13,177 | ) | |||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
Company's Share Of Consolidated, Unconsolidated and Other Debt |
|
|
|
|
|
|
|
|
|
|
|
|
| $ | 2,699,643 |
| (5) | $ | 1,601,423 |
|
| $ | 1,098,220 |
| ||
Weighted-average interest rate |
|
|
|
|
|
|
|
|
|
|
|
|
|
| 6.39 | % |
|
| 5.18 | % |
|
| 8.15 | % | ||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
Total Debt of Unconsolidated Affiliates: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
The Outlet Shoppes at Atlanta |
| Woodstock, GA |
|
|
|
| Nov-23 |
|
|
|
| 4.90 | % |
|
| 65,665 |
|
|
| 65,665 |
|
|
| — |
| |
The Outlet Shoppes at Atlanta - Phase II |
| Woodstock, GA |
|
|
|
| Nov-23 |
|
|
|
| 7.67 | % |
|
| 4,355 |
|
|
| — |
|
|
| 4,355 |
| |
Coastal Grand |
| Myrtle Beach, SC |
|
|
|
| Aug-24 |
|
|
|
| 4.09 | % |
|
| 98,493 |
|
|
| 98,493 |
|
|
| — |
| |
Coastal Grand Outparcel |
| Myrtle Beach, SC |
|
|
|
| Aug-24 |
|
|
|
| 4.09 | % |
|
| 4,753 |
|
|
| 4,753 |
|
|
| — |
| |
Coastal Grand - Dick's Sporting Goods |
| Myrtle Beach, SC |
|
|
|
| Nov-24 |
|
|
|
| 5.05 | % |
|
| 6,800 |
|
|
| 6,800 |
|
|
| — |
| |
Hamilton Place Aloft Hotel |
| Chattanooga, TN |
|
|
|
| Nov-24 |
|
|
|
| 7.72 | % |
|
| 16,350 |
|
|
| — |
|
|
| 16,350 |
| |
The Outlet Shoppes of the Bluegrass |
| Simpsonville, KY |
|
|
|
| Dec-24 |
|
|
|
| 4.05 | % |
|
| 64,043 |
|
|
| 64,043 |
|
|
| — |
| |
West County Center |
| Des Peres, MO |
|
|
|
| Dec-24 |
| Dec-26 |
|
| 3.40 | % |
|
| 154,648 |
|
|
| 154,648 |
|
|
| — |
| |
Hammock Landing - Phase I |
| West Melbourne, FL |
|
|
|
| Feb-25 |
| Feb-26 |
|
| 7.91 | % |
|
| 36,159 |
|
|
| — |
|
|
| 36,159 |
| |
Hammock Landing - Phase II |
| West Melbourne, FL |
|
|
|
| Feb-25 |
| Feb-26 |
|
| 7.91 | % |
|
| 11,484 |
|
|
| — |
|
|
| 11,484 |
| |
The Pavilion at Port Orange |
| Port Orange, FL |
|
|
|
| Feb-25 |
| Feb-26 |
|
| 7.91 | % |
|
| 48,348 |
|
|
| — |
|
|
| 48,348 |
| |
Ambassador Town Center Infrastructure Improvements |
| Lafayette, LA |
|
|
|
| Mar-25 |
|
|
|
| 3.00 | % |
|
| 5,749 |
|
|
| 5,749 |
|
|
| — |
| |
York Town Center |
| York, PA |
|
|
|
| Mar-25 |
|
|
|
| 4.75 | % |
|
| 30,000 |
|
|
| 30,000 |
|
|
| — |
| |
Oak Park Mall |
| Overland Park, KS |
|
|
|
| Oct-25 |
|
|
|
| 3.97 | % |
|
| 259,840 |
|
|
| 259,840 |
|
|
| — |
| |
Northgate Mall Developments |
| Chattanooga, TN |
|
|
|
| Nov-25 |
|
|
|
| 8.00 | % |
|
| 4,787 |
|
|
| — |
|
|
| 4,787 |
| |
Fremaux Town Center |
| Slidell, LA |
|
|
|
| Jun-26 |
|
|
|
| 3.70 | % |
|
| 59,091 |
|
|
| 59,091 |
|
|
| — |
| |
Friendly Center |
| Greensboro, NC |
|
|
|
| May-28 |
|
|
|
| 6.44 | % |
|
| 147,685 |
|
|
| 147,685 |
|
|
| — |
| |
CoolSprings Galleria |
| Nashville, TN |
|
|
|
| May-28 |
|
|
|
| 4.84 | % |
|
| 141,762 |
|
|
| 141,762 |
|
|
| — |
| |
The Outlet Shoppes at El Paso |
| El Paso, TX |
|
|
|
| Oct-28 |
|
|
|
| 5.10 | % |
|
| 69,423 |
|
|
| 69,423 |
|
|
| — |
| |
Ambassador Town Center |
| Lafayette, LA |
|
|
|
| Jun-29 |
|
|
|
| 4.35 | % |
|
| 41,538 |
|
|
| 41,538 |
|
|
| — |
| |
The Shoppes at Eagle Point |
| Cookeville, TN |
|
|
|
| May-32 |
|
|
|
| 5.40 | % |
|
| 39,404 |
|
|
| 39,404 |
|
|
| — |
| |
|
|
|
|
|
|
|
|
|
|
|
|
| $ | 1,310,377 |
|
| $ | 1,188,894 |
|
| $ | 121,483 |
| |||
Weighted-average interest rate |
|
|
|
|
|
|
|
|
|
|
|
|
|
| 4.82 | % |
|
| 4.51 | % |
|
| 7.88 | % |
19
CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
Schedule of Maturities of Mortgage and Other Indebtedness
(Dollars in thousands)
Based on Maturity Dates As Though All Extension Options Available Have Been Exercised:
Year |
| Consolidated |
|
| CBL's Share of |
|
| Other Debt (1) |
|
| Noncontrolling |
|
| CBL's Share of |
|
| % of Total |
|
| Weighted |
| |||||||
2021 |
| $ | — |
|
| $ | — |
|
| $ | 41,122 |
|
| $ | — |
|
| $ | 41,122 |
|
|
| 1.52 | % |
|
| 5.83 | % |
2022 |
|
| 28,661 |
|
|
| — |
|
|
| — |
|
|
| — |
|
|
| 28,661 |
|
|
| 1.06 | % |
|
| 4.99 | % |
2023 |
|
| — |
|
|
| 37,188 |
|
|
| — |
|
|
| — |
|
|
| 37,188 |
|
|
| 1.38 | % |
|
| 5.22 | % |
2024 |
|
| 95,024 |
|
|
| 104,825 |
|
|
| — |
|
|
| (13,177 | ) |
|
| 186,672 |
|
|
| 6.91 | % |
|
| 5.30 | % |
2025 |
|
| 115,570 |
|
|
| 153,062 |
|
|
| — |
|
|
| (10,405 | ) |
|
| 258,227 |
|
|
| 9.57 | % |
|
| 5.61 | % |
2026 |
|
| 534,686 |
|
|
| 163,729 |
|
|
| — |
|
|
| (9,284 | ) |
|
| 689,131 |
|
|
| 25.53 | % |
|
| 4.80 | % |
2027 |
|
| 813,038 |
|
|
| — |
|
|
| — |
|
|
| — |
|
|
| 813,038 |
|
|
| 30.12 | % |
|
| 7.92 | % |
2028 |
|
| — |
|
|
| 179,435 |
|
|
| — |
|
|
| — |
|
|
| 179,435 |
|
|
| 6.65 | % |
|
| 5.55 | % |
2029 |
|
| 360,000 |
|
|
| 27,000 |
|
|
| — |
|
|
| — |
|
|
| 387,000 |
|
|
| 14.34 | % |
|
| 7.84 | % |
2032 |
|
| 65,000 |
|
|
| 19,702 |
|
|
| — |
|
|
| (5,533 | ) |
|
| 79,169 |
|
|
| 2.93 | % |
|
| 5.74 | % |
Face Amount of Debt |
| $ | 2,011,979 |
|
| $ | 684,941 |
|
| $ | 41,122 |
|
| $ | (38,399 | ) |
| $ | 2,699,643 |
|
|
| 100.00 | % |
|
| 6.39 | % |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||
Based on Original Maturity Dates: |
| |||||||||||||||||||||||||||
Year |
| Consolidated |
|
| CBL's Share of |
|
| Other Debt (1) |
|
| Noncontrolling |
|
| CBL's Share of |
|
| % of Total |
|
| Weighted |
| |||||||
2021 |
| $ | — |
|
| $ | — |
|
| $ | 41,122 |
|
| $ | — |
|
| $ | 41,122 |
|
|
| 1.52 | % |
|
| 5.83 | % |
2022 |
|
| 28,661 |
|
|
| — |
|
|
| — |
|
|
| — |
|
|
| 28,661 |
|
|
| 1.06 | % |
|
| 4.99 | % |
2023 |
|
| 17,790 |
|
|
| 37,188 |
|
|
| — |
|
|
| — |
|
|
| 54,978 |
|
|
| 2.04 | % |
|
| 6.14 | % |
2024 |
|
| 200,713 |
|
|
| 182,149 |
|
|
| — |
|
|
| (13,177 | ) |
|
| 369,685 |
|
|
| 13.69 | % |
|
| 4.42 | % |
2025 |
|
| 928,608 |
|
|
| 201,058 |
|
|
| — |
|
|
| (10,405 | ) |
|
| 1,119,261 |
|
|
| 41.46 | % |
|
| 7.39 | % |
2026 |
|
| 411,207 |
|
|
| 38,409 |
|
|
| — |
|
|
| (9,284 | ) |
|
| 440,332 |
|
|
| 16.31 | % |
|
| 4.86 | % |
2027 |
|
| 360,000 |
|
|
| — |
|
|
| — |
|
|
| — |
|
|
| 360,000 |
|
|
| 13.34 | % |
|
| 8.11 | % |
2028 |
|
| — |
|
|
| 179,435 |
|
|
| — |
|
|
| — |
|
|
| 179,435 |
|
|
| 6.65 | % |
|
| 5.55 | % |
2029 |
|
| — |
|
|
| 27,000 |
|
|
| — |
|
|
| — |
|
|
| 27,000 |
|
|
| 1.00 | % |
|
| 4.35 | % |
2032 |
|
| 65,000 |
|
|
| 19,702 |
|
|
| — |
|
|
| (5,533 | ) |
|
| 79,169 |
|
|
| 2.93 | % |
|
| 5.74 | % |
Face Amount of Debt |
| $ | 2,011,979 |
|
| $ | 684,941 |
|
| $ | 41,122 |
|
| $ | (38,399 | ) |
| $ | 2,699,643 |
|
|
| 100.00 | % |
|
| 6.39 | % |
20
CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
Operating Metrics by Collateral Pool
Basis of Presentation
The tables below provide certain property level financial information by Property Type and by categories based on the debt supported. The Property Types include Malls, Lifestyle Centers, Outlet Centers, Open-Air Centers, Outparcels and Other, each as defined below:
Malls: The Malls are enclosed regional or super-regional shopping centers, generally anchored by two or more anchors or junior anchors and a wide variety of in-line stores.
Lifestyle Centers: The Lifestyle Centers are large regional or super-regional open-air centers, generally anchored by two or more anchors or junior anchors and a wide variety of stores that are often similar to the tenancy of Mall stores.
Outlet Centers: The Outlet Centers are open-air centers that are anchored by one or more large discount or off-price stores as well as a selection of brand name discount or off-price stores.
Open-Air Centers: The Open-Air Centers are designed to attract local and regional customers. They are typically anchored by a combination of supermarkets, value-priced stores, big-box retailers or may also feature traditional department stores. Open-Air Centers also feature a selection of shops that may include traditional retail stores, services or convenience offerings. Open-Air Centers may be located adjacent to CBL’s existing Malls or Lifestyle Centers.
Outparcels: The outparcels are subdivided improved parcels of land located at or adjacent to our Malls, Lifestyle Centers, Outlet Centers or Open-Air Centers. The outparcels are generally single-tenant or multi-tenant buildings that are either structured on a ground lease or building lease.
Other: Other includes other non-retail property types such as office, hotels or vacant land.
The information provided in the tables below, including historic operational and financial information, is for Properties owned as of June 30, 2023, as listed on the Property List table. Information is provided on a “same-center” basis and any properties or interests in properties acquired or disposed of prior to June 30, 2023, were assumed to have been acquired or disposed for all periods presented.
Net Operating Income (NOI) and other financial information included in the presentation is reflected based on CBL’s share of ownership.
NOI is a supplemental non-GAAP measure of the operating performance of our shopping centers and other properties. We define NOI as property operating revenues (rental revenues and other income) less property operating expenses (property operating, real estate taxes and maintenance and repairs). NOI excludes straight-line rents, above/below market lease rates, landlord inducement write-offs, lease buyouts and management fees.
Due to the exclusions noted above, NOI should only be used as a supplemental measure of our performance and not as an alternative to GAAP operating income (loss) or net income (loss).
Interest is calculated on a GAAP basis including amortization of deferred financing costs and accretion of debt discounts.
21
CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
Property List:
Property |
| Location |
| Sales Per Square Foot for the Trailing Twelve Months Ended (1) |
|
| In-Line Occupancy (2) |
| ||||||||||
|
|
|
| June 30, 2023 |
|
| June 30, 2022 |
|
| June 30, 2023 |
|
| June 30, 2022 |
| ||||
TERM LOAN ASSETS (HOLDCO I) |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Malls: |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
CherryVale Mall |
| Rockford, IL |
|
|
|
|
|
|
|
|
|
|
|
| ||||
East Towne Mall |
| Madison, WI |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Frontier Mall |
| Cheyenne, WY |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Hanes Mall |
| Winston-Salem, NC |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Imperial Valley |
| El Centro, CA |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Kirkwood Mall |
| Bismarck, ND |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Layton Hills Mall |
| Layton, UT |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Mall del Norte |
| Laredo, TX |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Northgate Mall |
| Chattanooga, TN |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Post Oak Mall |
| College Station, TX |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Richland Mall |
| Waco, TX |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Sunrise Mall |
| Brownsville, TX |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Turtle Creek Mall |
| Hattiesburg, MS |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Valley View Mall |
| Roanoke, VA |
|
|
|
|
|
|
|
|
|
|
|
| ||||
West Towne Mall |
| Madison, WI |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Westmoreland Mall |
| Greensburg, PA |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Total Malls |
|
|
| $ | 384 |
|
| $ | 407 |
|
|
| 90.2 | % |
|
| 90.4 | % |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Lifestyle Centers: |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Mayfaire Town Center |
| Wilmington, NC |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Pearland Town Center |
| Pearland, TX |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Southaven Towne Center |
| Southaven, MS |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Total Lifestyle Centers |
|
|
| $ | 395 |
|
| $ | 427 |
|
|
| 92.3 | % |
|
| 92.6 | % |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Open-Air Centers: |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Layton Hills Convenience Center |
| Layton, UT |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Layton Hills Plaza |
| Layton, UT |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Westmoreland Crossing |
| Greensburg, PA |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Total Open-Air Centers |
|
|
| N/A |
|
| N/A |
|
|
| 91.7 | % |
|
| 98.7 | % | ||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Total Term Loan Assets (HoldCo I) |
|
|
| $ | 385 |
|
| $ | 410 |
|
|
| 90.7 | % |
|
| 91.3 | % |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
CONSOLIDATED UNENCUMBERED |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Malls: |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Brookfield Square |
| Brookfield, WI |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Dakota Square Mall |
| Minot, ND |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Eastland Mall |
| Bloomington, IL |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Harford Mall |
| Bel Air, MD |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Laurel Park Place |
| Livonia, MI |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Meridian Mall |
| Lansing, MI |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Mid Rivers Mall |
| St. Peters, MO |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Monroeville Mall |
| Pittsburgh, PA |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Northpark Mall |
| Joplin, MO |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Old Hickory Mall |
| Jackson, TN |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Parkway Place |
| Huntsville, AL |
|
|
|
|
|
|
|
|
|
|
|
| ||||
South County Center |
| St. Louis, MO |
|
|
|
|
|
|
|
|
|
|
|
| ||||
St. Clair Square |
| Fairview Heights, IL |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Stroud Mall |
| Stroudsburg, PA |
|
|
|
|
|
|
|
|
|
|
|
| ||||
York Galleria |
| York, PA |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Total Malls |
|
|
| $ | 329 |
|
| $ | 364 |
|
|
| 80.5 | % |
|
| 79.7 | % |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Open-Air Centers: |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Annex at Monroeville |
| Pittsburgh, PA |
|
|
|
|
|
|
|
|
|
|
|
| ||||
The Promenade |
| D'Iberville, MS |
|
|
|
|
|
|
|
|
|
|
|
| ||||
|
|
|
| N/A |
|
| N/A |
|
|
| 99.1 | % |
|
| 98.7 | % | ||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Outparcels and Other |
|
|
| N/A |
|
| N/A |
|
|
| 73.8 | % |
|
| 73.5 | % | ||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Total Consolidated Unencumbered |
|
|
| $ | 329 |
|
| $ | 364 |
|
|
| 82.4 | % |
|
| 81.7 | % |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
JOINT VENTURE ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
22
Property |
| Location |
| Sales Per Square Foot for the Trailing Twelve Months Ended (1) |
|
| In-Line Occupancy (2) |
| ||||||||||
|
|
|
| June 30, 2023 |
|
| June 30, 2022 |
|
| June 30, 2023 |
|
| June 30, 2022 |
| ||||
Malls: |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Coastal Grand |
| Myrtle Beach, SC |
|
|
|
|
|
|
|
|
|
|
|
| ||||
CoolSprings Galleria |
| Nashville, TN |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Governor's Square |
| Clarksville, TN |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Kentucky Oaks Mall |
| Paducah, KY |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Oak Park Mall |
| Overland Park, KS |
|
|
|
|
|
|
|
|
|
|
|
| ||||
West County Center |
| Des Peres, MO |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Total Malls |
|
|
| $ | 552 |
|
| $ | 549 |
|
|
| 90.9 | % |
|
| 90.8 | % |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Outlet Centers: |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
The Outlet Shoppes at Atlanta |
| Woodstock, GA |
|
|
|
|
|
|
|
|
|
|
|
| ||||
The Outlet Shoppes at El Paso |
| El Paso, TX |
|
|
|
|
|
|
|
|
|
|
|
| ||||
The Outlet Shoppes of the Bluegrass |
| Simpsonville, KY |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Total Outlet Centers |
|
|
| $ | 496 |
|
| $ | 506 |
|
|
| 94.0 | % |
|
| 93.3 | % |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Lifestyle Centers: |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Friendly Center and The Shops at Friendly |
| Greensboro, NC |
| $ | 600 |
|
| $ | 575 |
|
|
| 91.5 | % |
|
| 90.1 | % |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Open-Air Centers: |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Ambassador Town Center |
| Lafayette, LA |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Coastal Grand Crossing |
| Myrtle Beach, SC |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Fremaux Town Center |
| Slidell, LA |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Governor's Square Plaza |
| Clarksville, TN |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Hammock Landing |
| West Melbourne, FL |
|
|
|
|
|
|
|
|
|
|
|
| ||||
The Pavilion at Port Orange |
| Port Orange, FL |
|
|
|
|
|
|
|
|
|
|
|
| ||||
The Shoppes at Eagle Point |
| Cookeville, TN |
|
|
|
|
|
|
|
|
|
|
|
| ||||
York Town Center |
| York, PA |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Total Open-Air Centers |
|
|
| N/A |
|
| N/A |
|
|
| 93.7 | % |
|
| 95.7 | % | ||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Total Joint Venture Assets |
|
|
| $ | 540 |
|
| $ | 539 |
|
|
| 92.6 | % |
|
| 93.0 | % |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
CONSOLIDATED ENCUMBERED ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Malls: |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Arbor Place |
| Atlanta (Douglasville), GA |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Cross Creek Mall |
| Fayetteville, NC |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Fayette Mall |
| Lexington, KY |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Hamilton Place |
| Chattanooga, TN |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Jefferson Mall |
| Louisville, KY |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Northwoods Mall |
| North Charleston, SC |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Parkdale Mall |
| Beaumont, TX |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Southpark Mall |
| Colonial Heights, VA |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Volusia Mall |
| Daytona Beach, FL |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Total Malls |
|
|
| $ | 436 |
|
| $ | 462 |
|
|
| 93.2 | % |
|
| 93.2 | % |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Outlet Centers: |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
The Outlet Shoppes at Gettysburg |
| Gettysburg, PA |
|
|
|
|
|
|
|
|
|
|
|
| ||||
The Outlet Shoppes at Laredo |
| Laredo, TX |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Total Outlet Centers |
|
|
| $ | 274 |
|
| $ | 254 |
|
|
| 76.9 | % |
|
| 74.6 | % |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Lifestyle Centers: |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Alamance Crossing West |
| Burlington, NC |
| N/A |
|
| N/A |
|
|
| 100.0 | % |
|
| 73.7 | % | ||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Open-Air Centers: |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
CoolSprings Crossing |
| Nashville, TN |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Courtyard at Hickory Hollow |
| Nashville, TN |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Frontier Square |
| Cheyenne, WY |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Gunbarrel Pointe |
| Chattanooga, TN |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Hamilton Corner |
| Chattanooga, TN |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Hamilton Crossing |
| Chattanooga, TN |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Harford Annex |
| Bel Air, MD |
|
|
|
|
|
|
|
|
|
|
|
| ||||
The Landing at Arbor Place |
| Atlanta (Douglasville), GA |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Parkdale Crossing |
| Beaumont, TX |
|
|
|
|
|
|
|
|
|
|
|
| ||||
The Plaza at Fayette |
| Lexington, KY |
|
|
|
|
|
|
|
|
|
|
|
| ||||
The Shoppes at Hamilton Place |
| Chattanooga, TN |
|
|
|
|
|
|
|
|
|
|
|
| ||||
The Shoppes at St. Clair Square |
| Fairview Heights, IL |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Sunrise Commons |
| Brownsville, TX |
|
|
|
|
|
|
|
|
|
|
|
| ||||
The Terrace |
| Chattanooga, TN |
|
|
|
|
|
|
|
|
|
|
|
|
23
Property |
| Location |
| Sales Per Square Foot for the Trailing Twelve Months Ended (1) |
|
| In-Line Occupancy (2) |
| ||||||||||
|
|
|
| June 30, 2023 |
|
| June 30, 2022 |
|
| June 30, 2023 |
|
| June 30, 2022 |
| ||||
West Towne Crossing |
| Madison, WI |
|
|
|
|
|
|
|
|
|
|
|
| ||||
WestGate Crossing |
| Spartanburg, SC |
| �� |
|
|
|
|
|
|
|
|
|
| ||||
Total Open-Air Centers |
|
|
| N/A |
|
| N/A |
|
|
| 94.6 | % |
|
| 94.7 | % | ||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Outparcels |
|
|
| N/A |
|
| N/A |
|
|
| 93.1 | % |
|
| 92.1 | % | ||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Total Consolidated Encumbered Assets |
|
|
| $ | 410 |
|
| $ | 428 |
|
|
| 91.9 | % |
|
| 91.5 | % |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Total Same-Center Portfolio |
|
|
| $ | 425 |
|
| $ | 442 |
|
|
| 89.7 | % |
|
| 89.8 | % |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
EXCLUDED PROPERTIES |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Alamance Crossing East |
| Burlington, NC |
|
|
|
|
|
|
|
|
|
|
|
| ||||
WestGate Mall |
| Spartanburg, SC |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Total Excluded Properties |
|
|
| N/A |
|
| N/A |
|
| N/A |
|
| N/A |
|
24
CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
Operating Metrics - Six Months Ended June 30, 2023 at CBL Share |
| ||||||||||||||||||||||||||||||
(Dollars in thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
| NOI |
|
| Capital |
|
| Redevelopment |
|
| Unleveraged |
|
| Interest |
|
| Non-Cash |
|
| Amortization |
|
| Cash Flow |
| ||||||||
TERM LOAN ASSETS (HOLDCO I) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Malls | $ | 53,644 |
|
| $ | (3,177 | ) |
| $ | (797 | ) |
| $ | 49,670 |
|
| $ | - |
|
| $ | - |
|
| $ | - |
|
| $ | 49,670 |
|
Lifestyle Centers |
| 11,226 |
|
|
| (780 | ) |
|
| - |
|
|
| 10,446 |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 10,446 |
|
Open-Air Centers |
| 1,632 |
|
|
| (36 | ) |
|
| - |
|
|
| 1,596 |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 1,596 |
|
Term Loan Debt Service |
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| (30,964 | ) |
|
| - |
|
|
| (16,414 | ) |
|
| (47,378 | ) |
Total Term Loan Assets (HoldCo I) |
| 66,502 |
|
|
| (3,993 | ) |
|
| (797 | ) |
|
| 61,712 |
|
|
| (30,964 | ) |
|
| - |
|
|
| (16,414 | ) |
|
| 14,334 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
CONSOLIDATED UNENCUMBERED |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Malls |
| 25,962 |
|
|
| (2,807 | ) |
|
| - |
|
|
| 23,155 |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 23,155 |
|
Open-Air Centers |
| 4,100 |
|
|
| (133 | ) |
|
| - |
|
|
| 3,967 |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 3,967 |
|
Outparcels |
| 167 |
|
|
| (14 | ) |
|
| - |
|
|
| 153 |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 153 |
|
Other |
| 976 |
|
|
| (623 | ) |
|
| - |
|
|
| 353 |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 353 |
|
Total Consolidated Unencumbered |
| 31,205 |
|
|
| (3,577 | ) |
|
| - |
|
|
| 27,628 |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 27,628 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
JOINT VENTURE ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Malls |
| 20,926 |
|
|
| (1,074 | ) |
|
| - |
|
|
| 19,852 |
|
|
| (7,006 | ) |
|
| - |
|
|
| (6,440 | ) |
|
| 6,406 |
|
Outlet Centers |
| 8,700 |
|
|
| (297 | ) |
|
| - |
|
|
| 8,403 |
|
|
| (2,867 | ) |
|
| - |
|
|
| (1,574 | ) |
|
| 3,962 |
|
Lifestyle Centers |
| 5,920 |
|
|
| (1,174 | ) |
|
| - |
|
|
| 4,746 |
|
|
| (1,864 | ) |
|
| - |
|
|
| (457 | ) |
|
| 2,425 |
|
Open-Air Centers |
| 9,615 |
|
|
| (492 | ) |
|
| (851 | ) |
|
| 8,272 |
|
|
| (6,208 | ) |
|
| - |
|
|
| (3,622 | ) |
|
| (1,558 | ) |
Other |
| 317 |
|
|
| (4 | ) |
|
| - |
|
|
| 313 |
|
|
| (294 | ) |
|
| - |
|
|
| (90 | ) |
|
| (71 | ) |
Total Joint Venture Assets |
| 45,478 |
|
|
| (3,041 | ) |
|
| (851 | ) |
|
| 41,586 |
|
|
| (18,239 | ) |
|
| - |
|
|
| (12,183 | ) |
|
| 11,164 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
CONSOLIDATED ENCUMBERED ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Malls |
| 45,166 |
|
|
| (3,180 | ) |
|
| - |
|
|
| 41,986 |
|
|
| (28,677 | ) |
|
| 11,011 |
|
|
| (18,545 | ) |
|
| 5,775 |
|
Outlet Centers |
| 1,715 |
|
|
| (193 | ) |
|
| - |
|
|
| 1,522 |
|
|
| (5,261 | ) |
|
| 3,987 |
|
|
| (472 | ) |
|
| (224 | ) |
Lifestyle Centers |
| 953 |
|
|
| - |
|
|
| - |
|
|
| 953 |
|
|
| (783 | ) |
|
| - |
|
|
| - |
|
|
| 170 |
|
Open-Air Centers |
| 12,214 |
|
|
| (885 | ) |
|
| (72 | ) |
|
| 11,257 |
|
|
| (8,068 | ) |
|
| - |
|
|
| - |
|
|
| 3,189 |
|
Outparcels |
| 9,364 |
|
|
| (289 | ) |
|
| (760 | ) |
|
| 8,315 |
|
|
| (8,150 | ) |
|
| - |
|
|
| - |
|
|
| 165 |
|
Total Consolidated Encumbered Assets |
| 69,412 |
|
|
| (4,547 | ) |
|
| (832 | ) |
|
| 64,033 |
|
|
| (50,939 | ) |
|
| 14,998 |
|
|
| (19,017 | ) |
|
| 9,075 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Total Same-Center | $ | 212,597 |
|
| $ | (15,158 | ) |
| $ | (2,480 | ) |
| $ | 194,959 |
|
| $ | (100,142 | ) |
| $ | 14,998 |
|
| $ | (47,614 | ) |
| $ | 62,201 |
|
25
CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
Operating Metrics - Six Months Ended June 30, 2022 at CBL Share |
| ||||||||||||||||||||||||||||||
(Dollars in thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
| NOI |
|
| Capital |
|
| Redevelopment |
|
| Unleveraged |
|
| Interest |
|
| Non-Cash |
|
| Amortization |
|
| Cash Flow |
| ||||||||
TERM LOAN ASSETS (HOLDCO I) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Malls | $ | 56,361 |
|
| $ | (3,210 | ) |
| $ | - |
|
| $ | 53,151 |
|
| $ | - |
|
| $ | - |
|
| $ | - |
|
| $ | 53,151 |
|
Lifestyle Centers |
| 10,815 |
|
|
| (982 | ) |
|
| - |
|
|
| 9,833 |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 9,833 |
|
Open-Air Centers |
| 1,985 |
|
|
| (49 | ) |
|
| - |
|
|
| 1,936 |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 1,936 |
|
Term Loan Debt Service |
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| (16,344 | ) |
|
| - |
|
|
| (26,761 | ) |
|
| (43,105 | ) |
Total Term Loan Assets (HoldCo I) |
| 69,161 |
|
|
| (4,241 | ) |
|
| - |
|
|
| 64,920 |
|
|
| (16,344 | ) |
|
| - |
|
|
| (26,761 | ) |
|
| 21,815 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
CONSOLIDATED UNENCUMBERED |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Malls |
| 31,780 |
|
|
| (2,319 | ) |
|
| (481 | ) |
|
| 28,980 |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 28,980 |
|
Open-Air Centers |
| 3,477 |
|
|
| (190 | ) |
|
| - |
|
|
| 3,287 |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 3,287 |
|
Outparcels |
| 282 |
|
|
| - |
|
|
| - |
|
|
| 282 |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 282 |
|
Other |
| 1,264 |
|
|
| (203 | ) |
|
| - |
|
|
| 1,061 |
|
|
| (426 | ) |
|
| 135 |
|
|
| (342 | ) |
|
| 428 |
|
Total Consolidated Unencumbered |
| 36,803 |
|
|
| (2,712 | ) |
|
| (481 | ) |
|
| 33,610 |
|
|
| (426 | ) |
|
| 135 |
|
|
| (342 | ) |
|
| 32,977 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
JOINT VENTURE ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Malls |
| 19,955 |
|
|
| (1,408 | ) |
|
| - |
|
|
| 18,547 |
|
|
| (5,232 | ) |
|
| (1,827 | ) |
|
| (2,517 | ) |
|
| 8,971 |
|
Outlet Centers |
| 7,729 |
|
|
| (407 | ) |
|
| - |
|
|
| 7,322 |
|
|
| 368 |
|
|
| (3,259 | ) |
|
| (1,699 | ) |
|
| 2,732 |
|
Lifestyle Centers |
| 6,071 |
|
|
| (97 | ) |
|
| - |
|
|
| 5,974 |
|
|
| (1,275 | ) |
|
| - |
|
|
| (581 | ) |
|
| 4,118 |
|
Open-Air Centers |
| 9,349 |
|
|
| (347 | ) |
|
| - |
|
|
| 9,002 |
|
|
| (293 | ) |
|
| (2,525 | ) |
|
| (3,994 | ) |
|
| 2,190 |
|
Other |
| 333 |
|
|
| - |
|
|
| - |
|
|
| 333 |
|
|
| (117 | ) |
|
| - |
|
|
| (45 | ) |
|
| 171 |
|
Total Joint Venture Assets |
| 43,437 |
|
|
| (2,259 | ) |
|
| - |
|
|
| 41,178 |
|
|
| (6,549 | ) |
|
| (7,611 | ) |
|
| (8,836 | ) |
|
| 18,182 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
CONSOLIDATED ENCUMBERED ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Malls |
| 45,598 |
|
|
| (2,865 | ) |
|
| - |
|
|
| 42,733 |
|
|
| (80,932 | ) |
|
| 62,881 |
|
|
| (22,693 | ) |
|
| 1,989 |
|
Outlet Centers |
| 1,800 |
|
|
| (156 | ) |
|
| - |
|
|
| 1,644 |
|
|
| (6,280 | ) |
|
| 5,382 |
|
|
| (567 | ) |
|
| 179 |
|
Lifestyle Centers |
| 944 |
|
|
| - |
|
|
| - |
|
|
| 944 |
|
|
| (74 | ) |
|
| - |
|
|
| - |
|
|
| 870 |
|
Open-Air Centers |
| 11,447 |
|
|
| (375 | ) |
|
| - |
|
|
| 11,072 |
|
|
| (1,182 | ) |
|
| - |
|
|
| (80 | ) |
|
| 9,810 |
|
Outparcels |
| 9,212 |
|
|
| - |
|
|
| (2,019 | ) |
|
| 7,193 |
|
|
| (790 | ) |
|
| - |
|
|
| - |
|
|
| 6,403 |
|
Total Consolidated Encumbered Assets |
| 69,001 |
|
|
| (3,396 | ) |
|
| (2,019 | ) |
|
| 63,586 |
|
|
| (89,258 | ) |
|
| 68,263 |
|
|
| (23,340 | ) |
|
| 19,251 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Secured Note Debt Service |
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| (17,721 | ) |
|
| 788 |
|
|
| - |
|
|
| (16,933 | ) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Total Same-Center | $ | 218,402 |
|
| $ | (12,608 | ) |
| $ | (2,500 | ) |
| $ | 203,294 |
|
| $ | (130,298 | ) |
| $ | 61,575 |
|
| $ | (59,279 | ) |
| $ | 75,292 |
|
26
CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
CBL & Associates HoldCo I, LLC - Consolidated Balance Sheet |
| |||||||
(unaudited, in thousands) |
| |||||||
|
| June 30, |
|
| December 31, |
| ||
ASSETS |
|
|
|
|
|
| ||
Real estate assets: |
|
|
|
|
|
| ||
Land |
| $ | 174,157 |
|
| $ | 174,157 |
|
Buildings and improvements |
|
| 402,074 |
|
|
| 401,453 |
|
|
| 576,231 |
|
|
| 575,610 |
| |
Accumulated depreciation |
|
| (68,663 | ) |
|
| (51,134 | ) |
|
| 507,568 |
|
|
| 524,476 |
| |
Developments in progress |
|
| 2,416 |
|
|
| 880 |
|
Net investment in real estate assets |
|
| 509,984 |
|
|
| 525,356 |
|
Cash |
|
| 19,877 |
|
|
| 39,105 |
|
Receivables: |
|
|
|
|
|
| ||
Tenant |
|
| 13,578 |
|
|
| 15,797 |
|
Other |
|
| 5,093 |
|
|
| 4,638 |
|
In-place leases, net |
|
| 68,166 |
|
|
| 85,840 |
|
Above market leases, net |
|
| 46,410 |
|
|
| 55,810 |
|
Other assets |
|
| 15,862 |
|
|
| 5,211 |
|
| $ | 678,970 |
|
| $ | 731,757 |
| |
LIABILITIES AND EQUITY |
|
|
|
|
|
| ||
Senior secured term loan, net of deferred financing costs |
| $ | 812,306 |
|
| $ | 828,521 |
|
Below market leases, net |
|
| 30,178 |
|
|
| 36,553 |
|
Accounts payable and accrued liabilities |
|
| 38,330 |
|
|
| 43,061 |
|
Total liabilities |
|
| 880,814 |
|
|
| 908,135 |
|
Owner's deficit |
|
| (201,844 | ) |
|
| (176,378 | ) |
|
| $ | 678,970 |
|
| $ | 731,757 |
|
CBL & Associates HoldCo I, LLC - Consolidated Income Statement |
|
|
|
|
|
|
| |||||||||
(unaudited, in thousands) |
|
|
|
|
|
|
| |||||||||
|
| Three Months Ended June 30, |
|
| Six Months Ended June 30, |
| ||||||||||
|
| 2023 |
|
| 2022 |
|
| 2023 |
|
| 2022 |
| ||||
Revenues: |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Rental revenues |
| $ | 49,320 |
|
| $ | 48,131 |
|
| $ | 99,105 |
|
| $ | 99,992 |
|
Other |
|
| 1,149 |
|
|
| 1,319 |
|
|
| 2,492 |
|
|
| 2,383 |
|
Total revenues |
|
| 50,469 |
|
|
| 49,450 |
|
|
| 101,597 |
|
|
| 102,375 |
|
Expenses: |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Property operating |
|
| (7,773 | ) |
|
| (7,423 | ) |
|
| (17,218 | ) |
|
| (15,785 | ) |
Depreciation and amortization |
|
| (18,991 | ) |
|
| (23,385 | ) |
|
| (39,186 | ) |
|
| (48,743 | ) |
Real estate taxes |
|
| (5,027 | ) |
|
| (4,908 | ) |
|
| (10,116 | ) |
|
| (9,661 | ) |
Maintenance and repairs |
|
| (3,915 | ) |
|
| (4,018 | ) |
|
| (8,618 | ) |
|
| (7,801 | ) |
Management fees |
|
| (2,250 | ) |
|
| (2,250 | ) |
|
| (4,500 | ) |
|
| (4,500 | ) |
Total expenses |
|
| (37,956 | ) |
|
| (41,984 | ) |
|
| (79,638 | ) |
|
| (86,490 | ) |
Other income (expenses): |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Other income |
|
| 88 |
|
|
| 805 |
|
|
| 209 |
|
|
| 833 |
|
Interest expense |
|
| (16,073 | ) |
|
| (8,245 | ) |
|
| (31,170 | ) |
|
| (16,493 | ) |
Total other expenses |
|
| (15,985 | ) |
|
| (7,440 | ) |
|
| (30,961 | ) |
|
| (15,660 | ) |
Net (loss) income |
| $ | (3,472 | ) |
| $ | 26 |
|
| $ | (9,002 | ) |
| $ | 225 |
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Modified Cash NOI (1) |
| $ | 34,456 |
|
| $ | 62,288 |
|
| $ | 67,222 |
|
| $ | 99,214 |
|
Interest Coverage Ratio (2) |
|
|
|
|
|
|
| 2.5x |
|
| 4.5x |
|
27
CBL & Associates HoldCo I, LLC - Consolidated Statement of Cash Flows |
| |||||||
(unaudited, in thousands) |
| |||||||
|
| Six Months Ended June 30, |
|
| Six Months Ended June 30, |
| ||
|
| 2023 |
|
| 2022 |
| ||
CASH FLOWS FROM OPERATING ACTIVITIES: |
|
|
|
|
|
| ||
Net (loss) income |
| $ | (9,002 | ) |
| $ | 225 |
|
Adjustments to reconcile net (loss) income to net cash provided by operating activities: |
|
|
|
|
|
| ||
Depreciation and amortization |
|
| 39,186 |
|
|
| 48,743 |
|
Net amortization of deferred financing costs and debt discounts |
|
| 200 |
|
|
| 149 |
|
Net amortization of intangible lease assets and liabilities |
|
| 3,031 |
|
|
| 3,391 |
|
Write-off of development projects |
|
| 17 |
|
|
| — |
|
Gain on sales of real estate assets |
|
| — |
|
|
| (3 | ) |
Gain on insurance proceeds |
|
| — |
|
|
| (803 | ) |
Change in estimate of uncollectable revenues |
|
| (278 | ) |
|
| (1,739 | ) |
Changes in: |
|
|
|
|
|
| ||
Tenant and other receivables |
|
| 2,042 |
|
|
| 3,061 |
|
Other assets |
|
| (925 | ) |
|
| (645 | ) |
Accounts payable and accrued liabilities |
|
| (4,571 | ) |
|
| 1,281 |
|
Net cash provided by operating activities |
|
| 29,700 |
|
|
| 53,660 |
|
|
|
|
|
|
|
| ||
CASH FLOWS FROM INVESTING ACTIVITIES: |
|
|
|
|
|
| ||
Additions to real estate assets |
|
| (5,299 | ) |
|
| (6,954 | ) |
Proceeds from sales of real estate assets |
|
| — |
|
|
| 5 |
|
Proceeds from insurance |
|
| — |
|
|
| 743 |
|
Changes in other assets |
|
| (293 | ) |
|
| (192 | ) |
Net cash used in investing activities |
|
| (5,592 | ) |
|
| (6,398 | ) |
|
|
|
|
|
|
| ||
CASH FLOWS FROM FINANCING ACTIVITIES: |
|
|
|
|
|
| ||
Principal payments on mortgage and other indebtedness |
|
| (16,414 | ) |
|
| (26,761 | ) |
Additions to deferred financing costs |
|
| — |
|
|
| (4 | ) |
Distributions to member |
|
| (17,408 | ) |
|
| (5,897 | ) |
Net cash used in financing activities |
|
| (33,822 | ) |
|
| (32,662 | ) |
|
|
|
|
|
|
| ||
NET CHANGE IN CASH EQUIVALENTS AND RESTRICTED CASH |
|
| (9,714 | ) |
|
| 14,600 |
|
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, beginning of period |
|
| 39,105 |
|
|
| 18,226 |
|
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period |
| $ | 29,391 |
|
| $ | 32,826 |
|
Reconciliation from consolidated statement of cash flows to consolidated balance sheets: |
|
|
|
|
|
| ||
Cash and cash equivalents |
| $ | 19,877 |
|
| $ | 24,371 |
|
Restricted cash |
|
| 9,514 |
|
|
| 8,455 |
|
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period |
| $ | 29,391 |
|
| $ | 32,826 |
|
28
CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
New and Renewal Leasing Activity of Same Small Shop Space Less Than 10,000 Square Feet
Property Type |
| Square |
|
| Prior Gross |
|
| New Initial |
|
| % Change |
|
| New Average |
|
| % Change |
| ||||||
Three Months Ended June 30, 2023: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
All Property Types (2) |
|
| 410,725 |
|
| $ | 38.33 |
|
| $ | 40.99 |
|
|
| 6.9 | % |
| $ | 41.82 |
|
|
| 9.1 | % |
Malls, Lifestyle Centers & Outlet Centers |
|
| 352,206 |
|
|
| 40.81 |
|
|
| 42.89 |
|
|
| 5.1 | % |
|
| 43.73 |
|
|
| 7.2 | % |
New leases |
|
| 40,014 |
|
|
| 34.10 |
|
|
| 41.56 |
|
|
| 21.9 | % |
|
| 44.21 |
|
|
| 29.6 | % |
Renewal leases |
|
| 312,192 |
|
|
| 41.67 |
|
|
| 43.07 |
|
|
| 3.4 | % |
|
| 43.67 |
|
|
| 4.8 | % |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Six Months Ended June 30, 2023: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
All Property Types (2) |
|
| 1,147,811 |
|
| $ | 35.26 |
|
| $ | 36.34 |
|
|
| 3.1 | % |
| $ | 37.06 |
|
|
| 5.1 | % |
Malls, Lifestyle Centers & Outlet Centers |
|
| 1,040,724 |
|
|
| 36.57 |
|
|
| 37.13 |
|
|
| 1.5 | % |
|
| 37.85 |
|
|
| 3.5 | % |
New leases |
|
| 82,414 |
|
|
| 36.15 |
|
|
| 42.81 |
|
|
| 18.4 | % |
|
| 45.14 |
|
|
| 24.9 | % |
Renewal leases |
|
| 958,310 |
|
|
| 36.61 |
|
|
| 36.65 |
|
|
| 0.1 | % |
|
| 37.22 |
|
|
| 1.7 | % |
Total Leasing Activity: |
|
|
|
| Average Annual Base Rents Per Square Foot (3) By Property Type For Small Shop Space Less Than 10,000 Square Feet: |
| ||||||||
|
| Square Feet |
|
|
|
| ||||||||
Three Months Ended June 30, 2023: |
|
|
|
|
|
|
|
|
|
|
| |||
Operating portfolio: |
|
|
|
|
|
| As of June 30, |
|
| As of June 30, |
| |||
New leases |
|
| 289,181 |
|
|
|
| 2023 |
|
| 2022 |
| ||
Renewal leases |
|
| 586,036 |
|
| Same-center Malls, Lifestyle & Outlet Centers |
| $ | 30.03 |
|
| $ | 29.43 |
|
Total leased |
|
| 875,217 |
|
| Total Malls |
|
| 30.43 |
|
|
| 30.02 |
|
|
|
|
|
| Total Lifestyle Centers |
|
| 29.30 |
|
|
| 27.88 |
| |
Six Months Ended June 30, 2023: |
|
|
|
| Total Outlet Centers |
|
| 27.76 |
|
|
| 26.51 |
| |
Operating Portfolio: |
|
|
|
| Total Malls, Lifestyle & Outlet Centers |
|
| 30.03 |
|
|
| 29.43 |
| |
New leases |
|
| 575,194 |
|
| Open-Air Centers |
|
| 15.29 |
|
|
| 15.10 |
|
Renewal leases |
|
| 1,574,527 |
|
| Other |
|
| 19.94 |
|
|
| 19.31 |
|
Total leased |
|
| 2,149,721 |
|
|
|
|
|
|
|
|
|
29
CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
New and Renewal Leasing Activity of Same Small Shop Space Less Than 10,000 Square Feet
For the Six Months Ended June 30, 2023 Based on Commencement Date
|
| Number |
|
| Square |
|
| Term |
|
| Initial |
|
| Average |
|
| Expiring |
|
| Initial Rent |
|
| Average Rent |
| ||||||||||||||||
Commencement 2023: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||||
New |
|
| 53 |
|
|
| 159,063 |
|
|
| 6.34 |
|
| $ | 37.38 |
|
| $ | 39.42 |
|
| $ | 31.92 |
|
| $ | 5.46 |
|
|
| 17.1 | % |
| $ | 7.50 |
|
|
| 23.5 | % |
Renewal |
|
| 411 |
|
|
| 1,369,901 |
|
|
| 2.65 |
|
|
| 34.35 |
|
|
| 34.69 |
|
|
| 33.88 |
|
|
| 0.47 |
|
|
| 1.4 | % |
|
| 0.81 |
|
|
| 2.4 | % |
Commencement 2023 Total |
|
| 464 |
|
|
| 1,528,964 |
|
|
| 3.07 |
|
|
| 34.67 |
|
|
| 35.18 |
|
|
| 33.68 |
|
|
| 0.99 |
|
|
| 2.9 | % |
|
| 1.50 |
|
|
| 4.5 | % |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||||
Commencement 2024: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||||
New |
|
| 3 |
|
|
| 6,953 |
|
|
| 7.67 |
|
|
| 47.35 |
|
|
| 51.16 |
|
|
| 39.50 |
|
|
| 7.85 |
|
|
| 19.9 | % |
|
| 11.66 |
|
|
| 29.5 | % |
Renewal |
|
| 64 |
|
|
| 161,556 |
|
|
| 2.61 |
|
|
| 47.39 |
|
|
| 47.70 |
|
|
| 46.73 |
|
|
| 0.66 |
|
|
| 1.4 | % |
|
| 0.97 |
|
|
| 2.1 | % |
Commencement 2024 Total |
|
| 67 |
|
|
| 168,509 |
|
|
| 2.84 |
|
|
| 47.39 |
|
|
| 47.84 |
|
|
| 46.43 |
|
|
| 0.96 |
|
|
| 2.1 | % |
|
| 1.41 |
|
|
| 3.0 | % |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||||||
Total 2023/2024 |
|
| 531 |
|
|
| 1,697,473 |
|
|
| 3.04 |
|
| $ | 35.93 |
|
| $ | 36.44 |
|
| $ | 34.94 |
|
| $ | 0.99 |
|
|
| 2.8 | % |
| $ | 1.50 |
|
|
| 4.3 | % |
30
CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
Top 25 Tenants Based On Percentage Of Total Annualized Revenues
|
| Tenant |
| Number of |
|
| Square |
|
| Percentage |
| |||
1 |
| Signet Jewelers Ltd. (2) |
|
| 108 |
|
|
| 164,271 |
|
|
| 2.73 | % |
2 |
| Victoria's Secret & Co. |
|
| 50 |
|
|
| 404,466 |
|
|
| 2.70 | % |
3 |
| Foot Locker, Inc. |
|
| 73 |
|
|
| 357,594 |
|
|
| 2.58 | % |
4 |
| Dick's Sporting Goods, Inc. (3) |
|
| 25 |
|
|
| 1,462,150 |
|
|
| 2.26 | % |
5 |
| American Eagle Outfitters, Inc. |
|
| 63 |
|
|
| 382,073 |
|
|
| 2.12 | % |
6 |
| Bath & Body Works, Inc. |
|
| 58 |
|
|
| 236,088 |
|
|
| 1.92 | % |
7 |
| Genesco Inc. (4) |
|
| 81 |
|
|
| 158,961 |
|
|
| 1.60 | % |
8 |
| Finish Line, Inc. |
|
| 37 |
|
|
| 201,852 |
|
|
| 1.52 | % |
9 |
| Luxottica Group S.P.A. (5) |
|
| 79 |
|
|
| 178,795 |
|
|
| 1.23 | % |
10 |
| The Buckle, Inc. |
|
| 36 |
|
|
| 186,133 |
|
|
| 1.22 | % |
11 |
| Cinemark Holdings, Inc. |
|
| 9 |
|
|
| 467,190 |
|
|
| 1.19 | % |
12 |
| The Gap, Inc. |
|
| 44 |
|
|
| 537,209 |
|
|
| 1.17 | % |
13 |
| Hot Topic, Inc. |
|
| 99 |
|
|
| 245,477 |
|
|
| 0.99 | % |
14 |
| Shoe Show, Inc. |
|
| 29 |
|
|
| 377,980 |
|
|
| 0.96 | % |
15 |
| Express Fashions |
|
| 30 |
|
|
| 246,437 |
|
|
| 0.95 | % |
16 |
| The TJX Companies, Inc. (6) |
|
| 18 |
|
|
| 520,475 |
|
|
| 0.89 | % |
17 |
| Spencer Spirit Holdings, Inc. |
|
| 48 |
|
|
| 111,729 |
|
|
| 0.88 | % |
18 |
| H & M Hennes & Mauritz AB |
|
| 38 |
|
|
| 803,797 |
|
|
| 0.86 | % |
19 |
| Claire's Stores, Inc. |
|
| 68 |
|
|
| 85,364 |
|
|
| 0.85 | % |
20 |
| Barnes & Noble, Inc. |
|
| 16 |
|
|
| 457,337 |
|
|
| 0.83 | % |
21 |
| Ulta Salon, Cosmetics & Fragrance, Inc. |
|
| 23 |
|
|
| 237,961 |
|
|
| 0.75 | % |
22 |
| Abercrombie & Fitch, Co. |
|
| 28 |
|
|
| 189,942 |
|
|
| 0.71 | % |
23 |
| The Children's Place, Inc. |
|
| 34 |
|
|
| 147,763 |
|
|
| 0.70 | % |
24 |
| Focus Brands LLC (7) |
|
| 66 |
|
|
| 47,785 |
|
|
| 0.70 | % |
25 |
| Scheels All Sports, Inc. |
|
| 2 |
|
|
| 223,136 |
|
|
| 0.70 | % |
|
|
|
|
| 1,162 |
|
|
| 8,431,965 |
|
|
| 33.01 | % |
31
CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
Capital Expenditures
(In thousands)
|
| Three Months Ended June 30, |
|
| Six Months Ended June 30, |
| ||||||||||
|
| 2023 |
|
| 2022 |
|
| 2023 |
|
| 2022 |
| ||||
Tenant allowances (1) |
| $ | 3,075 |
|
| $ | 4,173 |
|
| $ | 6,649 |
|
| $ | 7,040 |
|
Maintenance capital expenditures: (2) |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Parking lot and parking lot lighting |
|
| 865 |
|
|
| 980 |
|
|
| 1,196 |
|
|
| 1,513 |
|
Roof replacements |
|
| 888 |
|
|
| 2 |
|
|
| 1,425 |
|
|
| 126 |
|
Other capital expenditures |
|
| 4,331 |
|
|
| 2,275 |
|
|
| 5,989 |
|
|
| 4,097 |
|
Total maintenance capital expenditures |
|
| 6,084 |
|
|
| 3,257 |
|
|
| 8,610 |
|
|
| 5,736 |
|
Total capital expenditures |
| $ | 9,159 |
|
| $ | 7,430 |
|
| $ | 15,259 |
|
| $ | 12,776 |
|
32
CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
Redevelopments Completed at June 30, 2023
(Dollars in thousands)
|
|
|
|
|
|
|
|
| CBL's Share of |
|
|
|
|
| ||||||||||
Property |
| Location |
| CBL |
| Total |
|
| Total |
|
| Cost to |
|
| 2023 |
|
| Opening |
| Initial | ||||
Redevelopments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
The Terrace - Nordstrom Rack (former Staples) |
| Chattanooga, TN |
| 92% |
|
| 24,155 |
|
| $ | 2,513 |
|
| $ | 1,694 |
|
| $ | 72 |
|
| Q2 '23 |
| 13.0% |
York Town Center - Burlington (former Bed Bath & Beyond) |
| York, PA |
| 50% |
|
| 28,000 |
|
|
| 1,247 |
|
|
| 1,268 |
|
|
| 281 |
|
| Q1 '23 |
| 18.5% |
Total Properties Completed |
|
|
|
|
|
| 52,155 |
|
| $ | 3,760 |
|
| $ | 2,962 |
|
| $ | 353 |
|
|
|
|
|
Properties Under Development at June 30, 2023
(Dollars in thousands)
|
|
|
|
|
|
|
|
| CBL's Share of |
|
|
|
|
| ||||||||||
Property |
| Location |
| CBL |
| Total |
|
| Total |
|
| Cost to |
|
| 2023 |
|
| Expected Opening |
| Initial | ||||
Mall Expansion: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Sunrise Mall - Bubba's 33 |
| Brownsville, TX |
| 100% |
|
| 7,575 |
|
| $ | 1,049 |
|
| $ | 997 |
|
| $ | 797 |
|
| Summer '23 |
| 18.0% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Open-Air Center: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Fremaux Town Center - Marshall's |
| Slidell, LA |
| 65% |
|
| 22,132 |
|
|
| 2,356 |
|
|
| 632 |
|
|
| 570 |
|
| Fall '23 |
| 10.5% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Outparcel Development: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Mayfaire Town Center - hotel development |
| Wilmington, NC |
| 49% |
|
| 83,021 |
|
|
| 15,435 |
|
|
| 2,255 |
|
|
| 1,082 |
|
| Spring '24 |
| 11.0% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Redevelopments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Hamilton Place - Crunch Fitness |
| Chattanooga, TN |
| 100% |
|
| 36,640 |
|
|
| 2,648 |
|
|
| 74 |
|
|
| 56 |
|
| Winter '24 |
| 23.3% |
Kirkwood Mall - Five Below |
| Bismarck, ND |
| 100% |
|
| 19,478 |
|
|
| 2,323 |
|
|
| 707 |
|
|
| 704 |
|
| Fall '23 |
| 16.3% |
|
|
|
|
|
|
| 56,118 |
|
|
| 4,971 |
|
|
| 781 |
|
|
| 760 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Total Properties Under Development |
|
|
|
|
|
| 168,846 |
|
| $ | 23,811 |
|
| $ | 4,665 |
|
| $ | 3,209 |
|
|
|
|
|
33
CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
CBL Core Portfolio Exposure to Sears and Closed Bon-Ton Locations and Redevelopment Plans
Property |
| Location |
| Sears Redevelopment Plans |
| BonTon Redevelopment Plans |
Arbor Place |
| Atlanta (Douglasville), GA |
| Sears sold to third party developer for redevelopment. Conn's opened on lower level (summer 2023). Under negotiation with entertainment use for remainder. |
|
|
Brookfield Square |
| Brookfield, WI |
| Redeveloped in 2019 with Movie Tavern, Whirlyball, Outback Steakhouse, Uncle Julio's, convention center/hotel. |
| Sold to third party for future office use. |
CherryVale Mall |
| Rockford, IL |
| Redeveloped with Tilt in 2020. |
| Gallery Furniture opened 2021 |
Coastal Grand |
| Myrtle Beach, SC |
| Owned by Sears. Under negotiation with sporting goods retailer for lower level. |
|
|
CoolSprings Galleria |
| Nashville, TN |
| Redeveloped in 2015. |
|
|
Cross Creek Mall |
| Fayetteville, NC |
| Sale of parcel to Rooms to Go. New store opened December 2021. Longhorn Steakhouse opened. Pad sale to Main Event completed in August 2022. Opening in 2023. Construction underway on new Bahama Breeze for opening in late 2023. Razoo's lease executed. |
|
|
Dakota Square Mall |
| Minot, ND |
| Sold to Scheel's and new expanded store opened in fall 2022. |
| Ross Dress For Less opened. Five Below opened in fall 2022. |
East Towne Mall |
| Madison, WI |
| Owned by Sears. |
| Owned by third party. |
Eastland Mall |
| Bloomington, IL |
| Closed Pursuing potential joint venture redevelopment. |
| Closed pursuing potential joint venture redevelopment |
Fayette Mall |
| Lexington, KY |
| Redeveloped in 2016. |
|
|
Friendly Center and The Shops at Friendly |
| Greensboro, NC |
| Whole Foods sub-leases a third of the box from Sears. Sears closed in Q2 2023 and ground lease terminated for future redevelopment. |
|
|
Frontier Mall |
| Cheyenne, WY |
| Owned by third party. Jax Outdoor Gear purchased location and opened November 2019. |
|
|
Governor's Square |
| Clarksville, TN |
| 50/50 joint venture property. Under negotiation/LOIs with tenants. |
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Hamilton Place |
| Chattanooga, TN |
| Redevelopment with Cheesecake Factory (December 2019), Dick's Sporting Goods and Dave & Busters (March 2020). Malone's (opening TBD). Aloft hotel opened June 2021. |
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Hanes Mall |
| Winston-Salem, NC |
| Owned by third party. Novant Health, Inc. purchased Sears and Sear TBA for future medical office. |
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Harford Mall |
| Bel Air, MD |
| Sold to third party developer. New grocer under construction. |
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Imperial Valley Mall |
| El Centro, CA |
| Seritage sold to third party for future redevelopment. |
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Jefferson Mall |
| Louisville, KY |
| Currently occupied by Overstock. PSA executed for sale to wholesale club. |
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Kentucky Oaks Mall |
| Paducah, KY |
| Owned by Seritage. Redeveloped with Burlington and Ross Dress for Less. |
| 50/50 joint venture asset. HomeGoods and Five Below opened November 2019. |
Kirkwood Mall |
| Bismarck, ND |
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| New Chick-fil-A, Five Guys, Thrifty White Pharmacy, Blaze Pizza and Panchero's Restaurant opened in parking lot. Construction commencing on building for entertainment user, Tilt. |
Laurel Park Place |
| Livonia, MI |
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| Dunham's Sports opened November 2019. |
Layton Hills Mall |
| Layton, UT |
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Mall del Norte |
| Laredo, TX |
| Owned by Sears. |
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Mayfaire Town Center |
| Wilmington, NC |
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Property |
| Location |
| Sears Redevelopment Plans |
| BonTon Redevelopment Plans |
Meridian Mall |
| Lansing, MI |
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| High Caliber Karts opened fall 2019. Actively leasing women's store and pursuing non-retail use. |
Mid Rivers Mall |
| St. Peters, MO |
| Owned by Sears. |
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Monroeville Mall |
| Pittsburgh, PA |
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Northgate Mall |
| Chattanooga, TN |
| Building purchased by third party for non-retail development. CBL 50% partner. |
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Northpark Mall |
| Joplin, MO |
| Building owned by Sears. |
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Northwoods Mall |
| North Charleston, SC |
| Owned by third party. Partially redeveloped with Burlington. |
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Oak Park Mall |
| Overland Park, KS |
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Old Hickory Mall |
| Jackson, TN |
| Actively leasing. |
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Parkdale Mall |
| Beaumont, TX |
| Owned by Sears |
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Parkway Place |
| Huntsville, AL |
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Pearland Town Center |
| Pearland, TX |
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Post Oak Mall |
| College Station, TX |
| Location purchased from Sears by third party. Conn's opened. Executed lease with Murdoch's Farm & Ranch. |
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Richland Mall |
| Waco, TX |
| Dillard's opened Q2 2020. |
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South County Center |
| St. Louis, MO |
| Sears still paying rent under ground lease. |
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Southaven Towne Center |
| Southaven, MS |
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Southpark Mall |
| Colonial Heights, VA |
| Under negotiation with non-retail uses. |
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St. Clair Square |
| Fairview Heights, IL |
| Building owned by Sears on ground lease. |
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Stroud Mall |
| Stroudsburg, PA |
| EFO Furniture Outlet Opened February 2020. |
| Shoprite opened October 2019. |
Sunrise Mall |
| Brownsville, TX |
| Sears sold to third party developer. TruFit and Main Event opened. |
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The Outlet Shoppes at Atlanta |
| Woodstock, GA |
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The Outlet Shoppes at El Paso |
| El Paso, TX |
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The Outlet Shoppes at Gettysburg |
| Gettysburg, PA |
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The Outlet Shoppes at Laredo |
| Laredo, TX |
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The Outlet Shoppes of the Bluegrass |
| Simpsonville, KY |
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Turtle Creek Mall |
| Hattiesburg, MS |
| Owned by Sears. |
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Valley View Mall |
| Roanoke, VA |
| Owned by Sears. Under negotiation with sporting goods tenant. |
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Volusia Mall |
| Daytona Beach, FL |
| Sears sold to third party developer for future redevelopment. |
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West County Center |
| St. Louis, MO |
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West Towne Mall |
| Madison, WI |
| Owned by third party. Redeveloped with Dave & Busters and Total Wine. Hobby Lobby opened June 2021. Portillo's restaurant opened fall 2022. |
| Von Maur opened October 2022. |
Westmoreland Mall |
| Greensburg, PA |
| Building owned by Sears on ground lease. Potential for non-retail. |
| Stadium Casino opened November 2020. |
York Galleria |
| York, PA |
| Hollywood Casino opened August 2021. |
| Extra Space Storage purchased store and opened. |
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