Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | 36 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2020 | May 29, 2020 | |
Document And Entity Information [Line Items] | |||
Entity Central Index Key | 0000910612 | 0000910612 | |
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | Q1 | ||
Amendment Flag | false | ||
Document Type | 10-Q | ||
Document Quarterly Report | true | ||
Document Period End Date | Mar. 31, 2020 | ||
Document Transition Report | false | ||
Entity File Number | 1-12494 | ||
Entity Registrant Name | CBL & ASSOCIATES PROPERTIES, INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 62-1545718 | ||
Entity Address, Address Line One | 2030 Hamilton Place Blvd. | ||
Entity Address, Address Line Two | Suite 500 | ||
Entity Address, City or Town | Chattanooga | ||
Entity Address, State or Province | TN | ||
Entity Address, Postal Zip Code | 37421 | ||
City Area Code | 423 | ||
Local Phone Number | 855-0001 | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Common Stock, Shares Outstanding | 191,970,853 | ||
Common Stock, $0.01 par value | |||
Document And Entity Information [Line Items] | |||
Title of 12(b) Security | Common Stock, $0.01 par value | ||
Trading Symbol | CBL | ||
Security Exchange Name | NYSE | ||
7.375% Series D Cumulative Redeemable Preferred Stock, $0.01 par value | |||
Document And Entity Information [Line Items] | |||
Title of 12(b) Security | 7.375% Series D Cumulative Redeemable Preferred Stock, $0.01 par value | ||
Trading Symbol | CBLprD | ||
Security Exchange Name | NYSE | ||
6.625% Series E Cumulative Redeemable Preferred Stock, $0.01 par value | |||
Document And Entity Information [Line Items] | |||
Title of 12(b) Security | 6.625% Series E Cumulative Redeemable Preferred Stock, $0.01 par value | ||
Trading Symbol | CBLprE | ||
Security Exchange Name | NYSE | ||
CBL & Associates Limited Partnership | |||
Document And Entity Information [Line Items] | |||
Entity Central Index Key | 0000915140 | ||
Document Fiscal Year Focus | 2020 | ||
Document Period End Date | Mar. 31, 2020 | ||
Entity File Number | 333-182515-01 | ||
Entity Registrant Name | CBL & ASSOCIATES LIMITED PARTNERSHIP | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 62-1542285 | ||
Entity Address, Address Line One | 2030 Hamilton Place Blvd. | ||
Entity Address, Address Line Two | Suite 500 | ||
Entity Address, City or Town | Chattanooga | ||
Entity Address, State or Province | TN | ||
Entity Address, Postal Zip Code | 37421 | ||
City Area Code | 423 | ||
Local Phone Number | 855-0001 | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 | |
Real estate assets: | |||
Land | [1] | $ 719,142,000 | $ 730,218,000 |
Buildings and improvements | [1] | 5,360,133,000 | 5,631,831,000 |
Real estate assets | [1] | 6,079,275,000 | 6,362,049,000 |
Accumulated depreciation | [1] | (2,218,254,000) | (2,349,404,000) |
Real estate investment property, net, before developments in progress | [1] | 3,861,021,000 | 4,012,645,000 |
Developments in progress | [1] | 31,009,000 | 49,351,000 |
Net investment in real estate assets | [1] | 3,892,030,000 | 4,061,996,000 |
Cash and cash equivalents | [1] | 159,117,000 | 32,816,000 |
Available-for-sale securities - at fair value (amortized cost of $153,150 in 2020) | [1] | 153,172,000 | |
Receivables: | |||
Tenant | [1] | 72,157,000 | 75,252,000 |
Other | [1] | 10,152,000 | 10,792,000 |
Mortgage and other notes receivable | [1] | 2,928,000 | 4,662,000 |
Investments in unconsolidated affiliates | [1] | 299,797,000 | 307,354,000 |
Intangible lease assets and other assets | [1] | 131,962,000 | 129,474,000 |
Total assets | [1] | 4,721,315,000 | 4,622,346,000 |
Accumulated depreciation | [1] | (2,218,254,000) | (2,349,404,000) |
Real estate investment property, net, before developments in progress | [1] | 3,861,021,000 | 4,012,645,000 |
Developments in progress | [1] | 31,009,000 | 49,351,000 |
Net investment in real estate assets | [1] | 3,892,030,000 | 4,061,996,000 |
Mortgage and other notes receivable | 2,928,000 | 4,662,000 | |
Intangible lease assets and other assets | [1] | 131,962,000 | 129,474,000 |
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY | |||
Mortgage and other indebtedness, net | 3,789,692,000 | 3,527,015,000 | |
Accounts payable and accrued liabilities | 205,470,000 | 231,306,000 | |
Total liabilities | [1] | 3,995,162,000 | 3,758,321,000 |
Commitments and contingencies | |||
Redeemable noncontrolling interests | 1,062,000 | 2,160,000 | |
Preferred Stock, $.01 par value, 15,000,000 shares authorized: | |||
Common stock, $.01 par value, 350,000,000 shares authorized, 191,965,622 and 174,115,111 issued and outstanding in 2020 and 2019, respectively | 1,920,000 | 1,741,000 | |
Additional paid-in capital | 1,977,891,000 | 1,965,897,000 | |
Accumulated other comprehensive income | 22,000 | ||
Dividends in excess of cumulative earnings | (1,284,024,000) | (1,161,351,000) | |
Total shareholders' equity | 695,834,000 | 806,312,000 | |
Noncontrolling interests | 29,257,000 | 55,553,000 | |
Total equity | 725,091,000 | 861,865,000 | |
Common units | |||
Accumulated other comprehensive income | 22,000 | ||
Noncontrolling interests | 29,257,000 | 55,553,000 | |
Total liabilities, redeemable noncontrolling interests and equity | 4,721,315,000 | 4,622,346,000 | |
CBL & Associates Limited Partnership | |||
Real estate assets: | |||
Land | [2] | 719,142,000 | 730,218,000 |
Buildings and improvements | [2] | 5,360,133,000 | 5,631,831,000 |
Real estate assets | [2] | 6,079,275,000 | 6,362,049,000 |
Accumulated depreciation | [2] | (2,218,254,000) | (2,349,404,000) |
Real estate investment property, net, before developments in progress | [2] | 3,861,021,000 | 4,012,645,000 |
Developments in progress | [2] | 31,009,000 | 49,351,000 |
Net investment in real estate assets | [2] | 3,892,030,000 | 4,061,996,000 |
Cash and cash equivalents | [2] | 159,110,000 | 32,813,000 |
Available-for-sale securities - at fair value (amortized cost of $153,150 in 2020) | [2] | 153,172,000 | |
Receivables: | |||
Tenant | [2] | 72,157,000 | 75,252,000 |
Other | [2] | 10,104,000 | 10,744,000 |
Mortgage and other notes receivable | [2] | 2,928,000 | 4,662,000 |
Investments in unconsolidated affiliates | [2] | 300,327,000 | 307,885,000 |
Intangible lease assets and other assets | [2] | 131,841,000 | 129,354,000 |
Total assets | [2] | 4,721,669,000 | 4,622,706,000 |
Accumulated depreciation | [2] | (2,218,254,000) | (2,349,404,000) |
Real estate investment property, net, before developments in progress | [2] | 3,861,021,000 | 4,012,645,000 |
Developments in progress | [2] | 31,009,000 | 49,351,000 |
Net investment in real estate assets | [2] | 3,892,030,000 | 4,061,996,000 |
Intangible lease assets and other assets | [2] | 131,841,000 | 129,354,000 |
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY | |||
Mortgage and other indebtedness, net | 3,789,692,000 | 3,527,015,000 | |
Accounts payable and accrued liabilities | 205,541,000 | 231,377,000 | |
Total liabilities | [2] | 3,995,233,000 | 3,758,392,000 |
Commitments and contingencies | |||
Redeemable noncontrolling interests | 1,062,000 | 2,160,000 | |
Preferred Stock, $.01 par value, 15,000,000 shares authorized: | |||
Accumulated other comprehensive income | 22,000 | ||
Partners' capital | |||
Preferred units | 565,212,000 | 565,212,000 | |
Common units | |||
General partner | 1,372,000 | 2,765,000 | |
Limited partners | 135,077,000 | 270,216,000 | |
Accumulated other comprehensive income | 22,000 | ||
Total partners' capital | 701,683,000 | 838,193,000 | |
Noncontrolling interests | 23,691,000 | 23,961,000 | |
Total capital | 725,374,000 | 862,154,000 | |
Total liabilities, redeemable noncontrolling interests and equity | 4,721,669,000 | 4,622,706,000 | |
Owners' equity | 701,683,000 | 838,193,000 | |
Series D Preferred Stock | |||
Preferred Stock, $.01 par value, 15,000,000 shares authorized: | |||
Preferred stock outstanding | 18,000 | 18,000 | |
Series E Preferred Stock | |||
Preferred Stock, $.01 par value, 15,000,000 shares authorized: | |||
Preferred stock outstanding | 7,000 | 7,000 | |
Guarantor Subsidiaries | |||
Real estate assets: | |||
Land | 230,653,000 | 229,423,000 | |
Buildings and improvements | 2,166,700,000 | 2,160,628,000 | |
Real estate assets | 2,397,353,000 | 2,390,051,000 | |
Accumulated depreciation | (917,268,000) | (899,500,000) | |
Real estate investment property, net, before developments in progress | 1,480,085,000 | 1,490,551,000 | |
Developments in progress | 11,697,000 | 14,503,000 | |
Net investment in real estate assets | 1,491,782,000 | 1,505,054,000 | |
Cash and cash equivalents | 1,849,000 | 6,456,000 | |
Receivables: | |||
Tenant | 28,772,000 | 30,374,000 | |
Other | 902,000 | 1,496,000 | |
Intangible lease assets and other assets | 39,879,000 | 38,717,000 | |
Total assets | 1,636,970,000 | 1,657,113,000 | |
Accumulated depreciation | (917,268,000) | (899,500,000) | |
Real estate investment property, net, before developments in progress | 1,480,085,000 | 1,490,551,000 | |
Developments in progress | 11,697,000 | 14,503,000 | |
Net investment in real estate assets | 1,491,782,000 | 1,505,054,000 | |
Mortgage and other notes receivable | 73,786,000 | 75,016,000 | |
Intangible lease assets and other assets | 39,879,000 | 38,717,000 | |
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY | |||
Mortgage and other indebtedness, net | 248,223,000 | 249,879,000 | |
Accounts payable and accrued liabilities | 37,395,000 | 50,663,000 | |
Total liabilities | 285,618,000 | 300,542,000 | |
Commitments and contingencies | |||
Common units | |||
Total partners' capital | 1,351,352,000 | 1,356,571,000 | |
Total liabilities, redeemable noncontrolling interests and equity | 1,636,970,000 | 1,657,113,000 | |
Mortgage notes payable, net | 248,223,000 | 249,879,000 | |
Owners' equity | $ 1,351,352,000 | $ 1,356,571,000 | |
[1] | As of March 31, 2020, includes $367,622 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $171,605 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 7 | ||
[2] | As of March 31, 2020, includes $367,622 of assets related to consolidated variable interest entities that can only be used to settle obligations of the consolidated variable interest entities and $171,605 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Operating Partnership. See Note 7 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Dec. 31, 2019 | ||
Available-for-sale securities, fair value | $ 153,150,000 | ||
Preferred stock, par value (USD per share) | $ 0.01 | $ 0.01 | |
Preferred stock authorized (shares) | 15,000,000 | 15,000,000 | |
Common stock, par value (USD per share) | $ 0.01 | $ 0.01 | |
Common stock authorized (shares) | 350,000,000 | 350,000,000 | |
Common stock issued (shares) | 191,965,622 | 174,115,111 | |
Common stock outstanding (shares) | 191,965,622 | 174,115,111 | |
Variable interest asset entities | [1] | $ 4,721,315,000 | $ 4,622,346,000 |
Variable interest liability entities | [1] | 3,995,162,000 | 3,758,321,000 |
CBL & Associates Limited Partnership | |||
Available-for-sale securities, fair value | 153,150,000 | ||
Variable interest asset entities | [2] | 4,721,669,000 | 4,622,706,000 |
Variable interest liability entities | [2] | 3,995,233,000 | $ 3,758,392,000 |
Variable Interest Entity Primary Beneficiary | |||
Variable interest asset entities | 367,622,000 | ||
Variable Interest Entity Primary Beneficiary | CBL & Associates Limited Partnership | |||
Variable interest asset entities | 367,622,000 | ||
Variable interest liability entities | 171,605,000 | ||
Variable Interest Entity Primary Beneficiary | Nonrecourse | |||
Variable interest liability entities | $ 171,605,000 | ||
Series D Preferred Stock | |||
Preferred stock outstanding (shares) | 1,815,000 | 1,815,000 | |
Dividend rate of preferred stock (as a percent) | 7.375% | 7.375% | |
Series E Preferred Stock | |||
Preferred stock outstanding (shares) | 690,000 | 690,000 | |
Dividend rate of preferred stock (as a percent) | 6.625% | 6.625% | |
[1] | As of March 31, 2020, includes $367,622 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $171,605 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 7 | ||
[2] | As of March 31, 2020, includes $367,622 of assets related to consolidated variable interest entities that can only be used to settle obligations of the consolidated variable interest entities and $171,605 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Operating Partnership. See Note 7 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | ||
REVENUES: | |||
Rental revenues | $ 161,173,000 | $ 190,980,000 | |
Management, development and leasing fees | 2,092,000 | 2,523,000 | |
Other | 4,309,000 | 4,527,000 | |
Total revenues | [1] | 167,574,000 | 198,030,000 |
Other | (158,000) | ||
OPERATING EXPENSES: | |||
Property operating | (25,709,000) | (28,980,000) | |
Depreciation and amortization | (55,902,000) | (69,792,000) | |
Real estate taxes | (18,448,000) | (19,919,000) | |
Maintenance and repairs | (11,208,000) | (12,776,000) | |
General and administrative | (17,836,000) | (22,007,000) | |
Loss on impairment | (133,644,000) | (24,825,000) | |
Litigation settlement | (88,150,000) | ||
Other | (158,000) | ||
Total operating expenses | (262,905,000) | (266,449,000) | |
OTHER INCOME (EXPENSES): | |||
Interest and other income | 2,397,000 | 489,000 | |
Interest expense | (46,992,000) | (53,998,000) | |
Gain on extinguishment of debt | 71,722,000 | ||
Gain on sales of real estate assets | 140,000 | 228,000 | |
Income tax provision | (526,000) | (139,000) | |
Equity in earnings of unconsolidated affiliates | 1,018,000 | 3,308,000 | |
Total other income (expenses) | (43,963,000) | 21,610,000 | |
Net income | (139,294,000) | (46,809,000) | |
Other consolidated subsidiaries/Net income attributable to noncontrolling interests | 207,000 | 75,000 | |
Net income (loss) attributable to the Company/Operating Partnership | (122,673,000) | (38,976,000) | |
Net income (loss) attributable to common shareholders/unitholders | (133,896,000) | (50,199,000) | |
Net loss attributable to noncontrolling interests in: | |||
Operating Partnership | 16,414,000 | 7,758,000 | |
Other consolidated subsidiaries/Net income attributable to noncontrolling interests | 207,000 | 75,000 | |
Net income (loss) attributable to the Company/Operating Partnership | (122,673,000) | (38,976,000) | |
Preferred dividends declared | (11,223,000) | ||
Preferred dividends undeclared | (11,223,000) | ||
Net income (loss) attributable to common shareholders/unitholders | $ (133,896,000) | $ (50,199,000) | |
Basic and diluted per share data attributable to common shareholders: | |||
Net income attributable to common shareholders/unitholders | $ (0.75) | $ (0.29) | |
Weighted-average common and potential dilutive common shares/units outstanding | 179,133 | 173,252 | |
CBL & Associates Limited Partnership | |||
REVENUES: | |||
Rental revenues | $ 161,173,000 | $ 190,980,000 | |
Management, development and leasing fees | 2,092,000 | 2,523,000 | |
Other | 4,309,000 | 4,527,000 | |
Total revenues | 167,574,000 | 198,030,000 | |
Other | (158,000) | ||
OPERATING EXPENSES: | |||
Property operating | (25,709,000) | (28,980,000) | |
Depreciation and amortization | (55,902,000) | (69,792,000) | |
Real estate taxes | (18,448,000) | (19,919,000) | |
Maintenance and repairs | (11,208,000) | (12,776,000) | |
General and administrative | (17,836,000) | (22,007,000) | |
Loss on impairment | (133,644,000) | (24,825,000) | |
Litigation settlement | (88,150,000) | ||
Other | (158,000) | ||
Total operating expenses | (262,905,000) | (266,449,000) | |
OTHER INCOME (EXPENSES): | |||
Interest and other income | 2,397,000 | 489,000 | |
Interest expense | (46,992,000) | (53,998,000) | |
Gain on extinguishment of debt | 71,722,000 | ||
Gain on sales of real estate assets | 140,000 | 228,000 | |
Income tax provision | (526,000) | (139,000) | |
Equity in earnings of unconsolidated affiliates | 1,018,000 | 3,308,000 | |
Total other income (expenses) | (43,963,000) | 21,610,000 | |
Net income | (139,294,000) | (46,809,000) | |
Other consolidated subsidiaries/Net income attributable to noncontrolling interests | 207,000 | 75,000 | |
Net income (loss) attributable to the Company/Operating Partnership | (139,087,000) | (46,734,000) | |
Distributions to preferred unitholders declared | (11,223,000) | ||
Distributions to preferred unitholders undeclared | (11,223,000) | ||
Net income (loss) attributable to common shareholders/unitholders | (150,310,000) | (57,957,000) | |
Net loss attributable to noncontrolling interests in: | |||
Other consolidated subsidiaries/Net income attributable to noncontrolling interests | 207,000 | 75,000 | |
Net income (loss) attributable to the Company/Operating Partnership | (139,087,000) | (46,734,000) | |
Preferred dividends declared | (11,223,000) | ||
Net income (loss) attributable to common shareholders/unitholders | $ (150,310,000) | $ (57,957,000) | |
Basic and diluted per share data attributable to common shareholders: | |||
Net income attributable to common shareholders/unitholders | $ (0.75) | $ (0.29) | |
Weighted-average common and potential dilutive common shares/units outstanding | 201,258 | 200,010 | |
Guarantor Subsidiaries | |||
REVENUES: | |||
Rental revenues | $ 63,831,000 | $ 71,272,000 | |
Total revenues | 65,427,000 | 72,992,000 | |
Rental revenues | 63,831,000 | 71,272,000 | |
Other | 1,596,000 | 1,720,000 | |
OPERATING EXPENSES: | |||
Property operating | (10,773,000) | (11,208,000) | |
Depreciation and amortization | (21,864,000) | (24,101,000) | |
Real estate taxes | (6,602,000) | (6,801,000) | |
Maintenance and repairs | (4,621,000) | (4,756,000) | |
Loss on impairment | (22,770,000) | ||
Other | 1,596,000 | 1,720,000 | |
Total operating expenses | (43,860,000) | (69,636,000) | |
OTHER INCOME (EXPENSES): | |||
Interest and other income | 1,040,000 | 942,000 | |
Interest expense | (3,772,000) | (3,985,000) | |
Gain on extinguishment of debt | 61,796,000 | ||
Net income | 18,835,000 | 62,109,000 | |
Total other income (expenses) | $ (2,732,000) | $ 58,753,000 | |
[1] | Management, development and leasing fees are included in the All Other category. See Note 3 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Net loss | $ 139,294,000 | $ 46,809,000 |
Other comprehensive income: | ||
Unrealized gain on available-for-sale securities | (22,000) | |
Comprehensive loss | (139,272,000) | (46,809,000) |
Other consolidated subsidiaries | 207,000 | 75,000 |
Comprehensive loss attributable to the Company: | (122,653,000) | (38,976,000) |
Comprehensive loss attributable to noncontrolling interests in: | ||
Operating Partnership | 16,412,000 | 7,758,000 |
Other consolidated subsidiaries | 207,000 | 75,000 |
Comprehensive loss attributable to the Company: | (122,653,000) | (38,976,000) |
CBL & Associates Limited Partnership | ||
Net loss | 139,294,000 | 46,809,000 |
Other comprehensive income: | ||
Unrealized gain on available-for-sale securities | (22,000) | |
Comprehensive loss | (139,272,000) | (46,809,000) |
Other consolidated subsidiaries | 207,000 | 75,000 |
Comprehensive loss attributable to the Company: | (139,065,000) | (46,734,000) |
Comprehensive loss attributable to noncontrolling interests in: | ||
Other consolidated subsidiaries | 207,000 | 75,000 |
Comprehensive loss attributable to the Company: | $ (139,065,000) | $ (46,734,000) |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) | Total | Redeemable Noncontrolling Interests | Preferred Stock | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income | Dividends in Excess of Cumulative Earnings | Total Shareholders' Equity | Non controlling Interest |
Beginning balance at Dec. 31, 2018 | $ 1,032,165,000 | $ 25,000 | $ 1,727,000 | $ 1,968,280,000 | $ (1,005,895,000) | $ 964,137,000 | $ 68,028,000 | ||
Beginning balance of redeemable noncontrolling partnership interests at Dec. 31, 2018 | $ 3,575,000 | ||||||||
Net loss | (46,356,000) | (38,976,000) | (38,976,000) | (7,380,000) | |||||
Net loss | (453,000) | ||||||||
Dividends declared - common stock | (13,010,000) | (13,010,000) | (13,010,000) | ||||||
Preferred dividends declared | (11,223,000) | (11,223,000) | (11,223,000) | ||||||
Issuance of common stock and restricted common stock | 717,000 | 9,000 | 708,000 | 717,000 | |||||
Cancellation of restricted common stock | (134,000) | (1,000) | (133,000) | (134,000) | |||||
Performance stock units | 313,000 | 313,000 | 313,000 | ||||||
Amortization of deferred compensation | 1,033,000 | 1,033,000 | 1,033,000 | ||||||
Adjustment for noncontrolling interests | (1,038,000) | 1,038,000 | (2,356,000) | (2,356,000) | 1,318,000 | ||||
Distributions to noncontrolling interests | (4,450,000) | (1,143,000) | (4,450,000) | ||||||
Contributions from noncontrolling interests | 455,000 | 455,000 | |||||||
Ending balance at Mar. 31, 2019 | 958,472,000 | 25,000 | 1,735,000 | 1,967,845,000 | (1,069,104,000) | 900,501,000 | 57,971,000 | ||
Ending balance of redeemable noncontrolling partnership interests at Mar. 31, 2019 | 3,017,000 | ||||||||
Beginning balance at Dec. 31, 2019 | 861,865,000 | 25,000 | 1,741,000 | 1,965,897,000 | (1,161,351,000) | 806,312,000 | 55,553,000 | ||
Beginning balance of redeemable noncontrolling partnership interests at Dec. 31, 2019 | 2,160,000 | 2,160,000 | |||||||
Net loss | (138,136,000) | (122,673,000) | (122,673,000) | (15,463,000) | |||||
Net loss | (1,158,000) | ||||||||
Other Comprehensive Income | 22,000 | $ 22,000 | 22,000 | ||||||
Conversion of Operating Partnership common units into shares of common stock | 21,051,000 | 163,000 | 20,888,000 | 21,051,000 | (21,051,000) | ||||
Issuance of common stock and restricted common stock | 537,000 | 17,000 | 520,000 | 537,000 | |||||
Cancellation of restricted common stock | (97,000) | (1,000) | (96,000) | (97,000) | |||||
Performance stock units | 390,000 | 390,000 | 390,000 | ||||||
Amortization of deferred compensation | 633,000 | 633,000 | 633,000 | ||||||
Adjustment for noncontrolling interests | (60,000) | 60,000 | (10,341,000) | (10,341,000) | 10,281,000 | ||||
Distributions to noncontrolling interests | (731,000) | (731,000) | |||||||
Contributions from noncontrolling interests | 668,000 | 668,000 | |||||||
Ending balance at Mar. 31, 2020 | 725,091,000 | $ 25,000 | $ 1,920,000 | $ 1,977,891,000 | $ 22,000 | $ (1,284,024,000) | $ 695,834,000 | $ 29,257,000 | |
Ending balance of redeemable noncontrolling partnership interests at Mar. 31, 2020 | $ 1,062,000 | $ 1,062,000 |
Consolidated Statements of Eq_2
Consolidated Statements of Equity (Parenthetical) - $ / shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement Of Stockholders Equity [Abstract] | ||
Dividends/distributions declared - common stock/unit (USD per share/unit) | $ 75 | |
Conversion of Operating Partnership common units into common stock (shares) | 16,333,947 | |
Issuance of common stock and restricted common stock (shares) | 1,633,345 | 863,174 |
Cancellation of restricted common stock (shares) | 116,781 | 57,656 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 3 Months Ended | 12 Months Ended | ||||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | ||||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||
Net income | $ (139,294,000) | $ (46,809,000) | ||||
Adjustments to reconcile net loss to net cash provided by operating activities: | ||||||
Depreciation and amortization | 55,902,000 | 69,792,000 | ||||
Net amortization of deferred financing costs, premiums on available-for-sale securities and debt premiums and discounts | 1,990,000 | 2,304,000 | ||||
Net amortization of intangible lease assets and liabilities | (687,000) | (551,000) | ||||
Gain on insurance proceeds | (511,000) | (690,000) | ||||
Write-off of development projects | 158,000 | |||||
Loss on impairment | 133,644,000 | 24,825,000 | ||||
Change in estimate of uncollectable rental revenues | 2,312,000 | 1,540,000 | ||||
Tenant and other receivables | 1,424,000 | (387,000) | ||||
Other assets | (3,746,000) | (3,826,000) | ||||
Accounts payable and accrued liabilities | (16,847,000) | 76,771,000 | ||||
Net amortization of deferred financing costs, premiums on available-for-sale securities and debt premiums and discounts | 1,990,000 | 2,304,000 | ||||
Net amortization of intangible lease assets and liabilities | (687,000) | (551,000) | ||||
Gain on sales of real estate assets | (140,000) | (228,000) | ||||
Gain on insurance proceeds | (511,000) | (690,000) | ||||
Write-off of development projects | 158,000 | |||||
Share-based compensation expense | 1,545,000 | 2,043,000 | ||||
Loss on impairment | 133,644,000 | 24,825,000 | ||||
Gain on extinguishment of debt | (71,722,000) | |||||
Equity in earnings of unconsolidated affiliates | (1,018,000) | (3,308,000) | ||||
Distributions of earnings from unconsolidated affiliates | 4,235,000 | 5,671,000 | ||||
Change in estimate of uncollectable rental revenues | 2,312,000 | 1,540,000 | ||||
Change in deferred tax accounts | (239,000) | 63,000 | ||||
Changes in: | ||||||
Net cash provided by operating activities | 38,728,000 | 55,488,000 | ||||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||
Additions to real estate assets | (22,760,000) | (26,429,000) | ||||
Proceeds from sales of real estate assets | 520,000 | 35,260,000 | ||||
Purchase of available-for-sale securities | (153,193,000) | |||||
Proceeds from insurance | 600,000 | 548,000 | ||||
Payments received on mortgage and other notes receivable | 503,000 | 266,000 | ||||
Additional investments in and advances to unconsolidated affiliates | (2,679,000) | (566,000) | ||||
Distributions in excess of equity in earnings of unconsolidated affiliates | 4,668,000 | 4,979,000 | ||||
Changes in other assets | (290,000) | (321,000) | ||||
Net cash provided by (used in) investing activities | (172,631,000) | 13,737,000 | ||||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||
Proceeds from mortgage and other indebtedness | 365,000,000 | 941,217,000 | ||||
Principal payments on mortgage notes payable | (103,582,000) | (978,006,000) | ||||
Additions to deferred financing costs | (1,300,000) | (15,107,000) | ||||
Proceeds from issuances of common stock | 3,000 | 17,000 | ||||
Contributions from noncontrolling interests | 668,000 | 455,000 | ||||
Payment of tax withholdings for restricted stock awards | (87,000) | (132,000) | ||||
Distributions to noncontrolling interests | (731,000) | (5,593,000) | ||||
Dividends paid to holders of preferred stock/Distributions to preferred unitholders | (11,223,000) | |||||
Dividends paid to common shareholders/Distributions to common unitholders | (12,949,000) | |||||
Net cash provided by (used in) financing activities | 259,971,000 | (81,321,000) | ||||
NET CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | 126,068,000 | (12,096,000) | ||||
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, beginning of period | 59,058,000 | 57,512,000 | $ 57,512,000 | |||
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period | 185,126,000 | 45,416,000 | 59,058,000 | |||
Reconciliation from condensed combined statements of cash flows to condensed combined balance sheets: | ||||||
Cash and cash equivalents | 159,117,000 | [1] | 21,055,000 | 32,816,000 | [1] | |
Restricted cash (1): | ||||||
Restricted cash: | [2] | 175,000 | 79,000 | |||
Mortgage escrows | [2] | 25,834,000 | 24,282,000 | |||
Mortgage escrows | [2] | 25,834,000 | 24,282,000 | |||
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period | 185,126,000 | 45,416,000 | 59,058,000 | |||
SUPPLEMENTAL INFORMATION: | ||||||
Cash paid for interest, net of amounts capitalized | 25,321,000 | 35,659,000 | ||||
CBL & Associates Limited Partnership | ||||||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||
Net income | (139,294,000) | (46,809,000) | ||||
Adjustments to reconcile net loss to net cash provided by operating activities: | ||||||
Depreciation and amortization | 55,902,000 | 69,792,000 | ||||
Net amortization of deferred financing costs, premiums on available-for-sale securities and debt premiums and discounts | 1,990,000 | 2,304,000 | ||||
Net amortization of intangible lease assets and liabilities | (687,000) | (551,000) | ||||
Gain on insurance proceeds | (511,000) | (690,000) | ||||
Write-off of development projects | 158,000 | |||||
Loss on impairment | 133,644,000 | 24,825,000 | ||||
Change in estimate of uncollectable rental revenues | 2,312,000 | 1,540,000 | ||||
Tenant and other receivables | 1,424,000 | (387,000) | ||||
Other assets | (3,746,000) | (3,826,000) | ||||
Accounts payable and accrued liabilities | (16,851,000) | 76,770,000 | ||||
Net amortization of deferred financing costs, premiums on available-for-sale securities and debt premiums and discounts | 1,990,000 | 2,304,000 | ||||
Net amortization of intangible lease assets and liabilities | (687,000) | (551,000) | ||||
Gain on sales of real estate assets | (140,000) | (228,000) | ||||
Gain on insurance proceeds | (511,000) | (690,000) | ||||
Write-off of development projects | 158,000 | |||||
Share-based compensation expense | 1,545,000 | 2,043,000 | ||||
Loss on impairment | 133,644,000 | 24,825,000 | ||||
Gain on extinguishment of debt | (71,722,000) | |||||
Equity in earnings of unconsolidated affiliates | (1,018,000) | (3,308,000) | ||||
Distributions of earnings from unconsolidated affiliates | 4,235,000 | 5,671,000 | ||||
Change in estimate of uncollectable rental revenues | 2,312,000 | 1,540,000 | ||||
Change in deferred tax accounts | (239,000) | 63,000 | ||||
Changes in: | ||||||
Net cash provided by operating activities | 38,724,000 | 55,487,000 | ||||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||
Additions to real estate assets | (22,760,000) | (26,429,000) | ||||
Proceeds from sales of real estate assets | 520,000 | 35,260,000 | ||||
Purchase of available-for-sale securities | (153,193,000) | |||||
Proceeds from insurance | 600,000 | 548,000 | ||||
Payments received on mortgage and other notes receivable | 503,000 | 266,000 | ||||
Additional investments in and advances to unconsolidated affiliates | (2,679,000) | (566,000) | ||||
Distributions in excess of equity in earnings of unconsolidated affiliates | 4,668,000 | 4,979,000 | ||||
Changes in other assets | (290,000) | (321,000) | ||||
Net cash provided by (used in) investing activities | (172,631,000) | 13,737,000 | ||||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||
Proceeds from mortgage and other indebtedness | 365,000,000 | 941,217,000 | ||||
Principal payments on mortgage notes payable | (103,582,000) | (978,006,000) | ||||
Additions to deferred financing costs | (1,300,000) | (15,107,000) | ||||
Proceeds from issuances of common stock | 3,000 | 17,000 | ||||
Contributions from noncontrolling interests | 668,000 | 455,000 | ||||
Payment of tax withholdings for restricted stock awards | (87,000) | (132,000) | ||||
Distributions to noncontrolling interests | (731,000) | (2,554,000) | ||||
Dividends paid to holders of preferred stock/Distributions to preferred unitholders | (11,223,000) | |||||
Dividends paid to common shareholders/Distributions to common unitholders | (15,988,000) | |||||
Net cash provided by (used in) financing activities | 259,971,000 | (81,321,000) | ||||
NET CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | 126,064,000 | (12,097,000) | ||||
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, beginning of period | 59,055,000 | 57,512,000 | 57,512,000 | |||
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period | 185,119,000 | 45,415,000 | 59,055,000 | |||
Reconciliation from condensed combined statements of cash flows to condensed combined balance sheets: | ||||||
Cash and cash equivalents | 159,110,000 | [3] | 21,054,000 | 32,813,000 | [3] | |
Restricted cash (1): | ||||||
Restricted cash: | [4] | 175,000 | 79,000 | |||
Mortgage escrows | [4] | 25,834,000 | 24,282,000 | |||
Mortgage escrows | [4] | 25,834,000 | 24,282,000 | |||
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period | 185,119,000 | 45,415,000 | 59,055,000 | |||
SUPPLEMENTAL INFORMATION: | ||||||
Cash paid for interest, net of amounts capitalized | 25,321,000 | 35,659,000 | ||||
Guarantor Subsidiaries | ||||||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||
Net income | 18,835,000 | 62,109,000 | ||||
Adjustments to reconcile net loss to net cash provided by operating activities: | ||||||
Depreciation and amortization | 21,864,000 | 24,101,000 | ||||
Net amortization of deferred financing costs, premiums on available-for-sale securities and debt premiums and discounts | 18,000 | 62,000 | ||||
Net amortization of intangible lease assets and liabilities | (209,000) | (611,000) | ||||
Gain on insurance proceeds | 64,000 | |||||
Write-off of development projects | 132,000 | |||||
Loss on impairment | 22,770,000 | 22,770,000 | ||||
Gain on extinguishment of debt | (61,796,000) | |||||
Change in estimate of uncollectable rental revenues | 1,377,000 | 584,000 | ||||
Tenant and other receivables | 820,000 | (367,000) | ||||
Other assets | (954,000) | (632,000) | ||||
Accounts payable and accrued liabilities | (13,524,000) | (10,251,000) | ||||
Net amortization of deferred financing costs, premiums on available-for-sale securities and debt premiums and discounts | 18,000 | 62,000 | ||||
Net amortization of intangible lease assets and liabilities | (209,000) | (611,000) | ||||
Gain on insurance proceeds | 64,000 | |||||
Write-off of development projects | 132,000 | |||||
Loss on impairment | 22,770,000 | 22,770,000 | ||||
Gain on extinguishment of debt | (61,796,000) | (61,796,000) | ||||
Change in estimate of uncollectable rental revenues | 1,377,000 | 584,000 | ||||
Changes in: | ||||||
Net cash provided by operating activities | 28,359,000 | 36,033,000 | ||||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||
Additions to real estate assets | (6,414,000) | (6,207,000) | ||||
Proceeds from insurance | 367,000 | |||||
Payments received on mortgage and other notes receivable | 17,000 | |||||
Changes in other assets | (66,000) | (313,000) | ||||
Net cash provided by (used in) investing activities | (6,480,000) | (6,136,000) | ||||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||
Principal payments on mortgage notes payable | (1,674,000) | (6,709,000) | ||||
Net cash provided by (used in) financing activities | (25,728,000) | (31,004,000) | ||||
Distributions to owners | (56,868,000) | (41,658,000) | ||||
Contributions from owners | 32,814,000 | 17,363,000 | ||||
NET CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | (3,849,000) | (1,107,000) | ||||
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, beginning of period | 10,590,000 | 13,020,000 | 13,020,000 | |||
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period | 6,741,000 | 11,913,000 | 10,590,000 | |||
Reconciliation from condensed combined statements of cash flows to condensed combined balance sheets: | ||||||
Cash and cash equivalents | 1,849,000 | 8,057,000 | 6,456,000 | |||
Restricted cash (1): | ||||||
Mortgage escrows | 4,892,000 | 3,856,000 | ||||
Mortgage escrows | 4,892,000 | 3,856,000 | ||||
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period | 6,741,000 | 11,913,000 | $ 10,590,000 | |||
SUPPLEMENTAL INFORMATION: | ||||||
Cash paid for interest, net of amounts capitalized | $ 3,569,000 | $ 3,375,000 | ||||
[1] | As of March 31, 2020, includes $367,622 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $171,605 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 7 | |||||
[2] | Included in intangible lease assets and other assets in the condensed consolidated balance sheets | |||||
[3] | As of March 31, 2020, includes $367,622 of assets related to consolidated variable interest entities that can only be used to settle obligations of the consolidated variable interest entities and $171,605 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Operating Partnership. See Note 7 | |||||
[4] | Included in intangible lease assets and other assets in the condensed consolidated balance sheets. |
Consolidated Statements of Capi
Consolidated Statements of Capital - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Beginning balance of redeemable noncontrolling partnership interests | $ 2,160,000 | |
Redeemable Noncontrolling Interests | ||
Dividends declared - common stock | $ (13,010,000) | |
Preferred dividends declared | (11,223,000) | |
Cancellation of restricted common stock | (97,000) | (134,000) |
Performance stock units | 390,000 | 313,000 |
Amortization of deferred compensation | 633,000 | 1,033,000 |
Distributions to noncontrolling interests | (731,000) | (4,450,000) |
Contributions from noncontrolling interests | 668,000 | 455,000 |
Ending balance of redeemable noncontrolling partnership interests | 1,062,000 | |
Total Shareholders' Equity | ||
Redeemable Noncontrolling Interests | ||
Dividends declared - common stock | (13,010,000) | |
Preferred dividends declared | (11,223,000) | |
Cancellation of restricted common stock | (97,000) | (134,000) |
Performance stock units | 390,000 | 313,000 |
Amortization of deferred compensation | 633,000 | 1,033,000 |
Non controlling Interest | ||
Redeemable Noncontrolling Interests | ||
Distributions to noncontrolling interests | (731,000) | (4,450,000) |
Contributions from noncontrolling interests | 668,000 | 455,000 |
CBL & Associates Limited Partnership | ||
Beginning balance, partners' capital | 862,154,000 | 1,032,458,000 |
Beginning balance of redeemable noncontrolling partnership interests | 2,160,000 | |
Redeemable Noncontrolling Interests | ||
Net loss | (138,136,000) | (46,356,000) |
Other Comprehensive Income | 22,000 | |
Issuances of common units | 536,000 | 717,000 |
Dividends declared - common stock | (16,048,000) | |
Preferred dividends declared | (11,223,000) | |
Cancellation of restricted common stock | (97,000) | (133,000) |
Performance stock units | 390,000 | 312,000 |
Amortization of deferred compensation | 633,000 | 1,033,000 |
Allocation of partners' capital | (65,000) | (1,038,000) |
Distributions to noncontrolling interests | (731,000) | (1,412,000) |
Contributions from noncontrolling interests | 668,000 | 455,000 |
Ending balance, partners' capital | 725,374,000 | 958,765,000 |
Ending balance of redeemable noncontrolling partnership interests | 1,062,000 | |
CBL & Associates Limited Partnership | CBL & Associates Limited Partnership Redeemable Common Units | ||
Beginning balance of redeemable noncontrolling partnership interests | 2,160,000 | 3,575,000 |
Redeemable Noncontrolling Interests | ||
Net loss | (1,158,000) | (453,000) |
Dividends declared - common stock | (1,143,000) | |
Allocation of partners' capital | 60,000 | 1,038,000 |
Ending balance of redeemable noncontrolling partnership interests | 1,062,000 | 3,017,000 |
CBL & Associates Limited Partnership | Accumulated Other Comprehensive Income | ||
Redeemable Noncontrolling Interests | ||
Other Comprehensive Income | 22,000 | |
Ending balance, partners' capital | 22,000 | |
CBL & Associates Limited Partnership | Total Shareholders' Equity | ||
Beginning balance, partners' capital | 838,193,000 | 1,020,347,000 |
Redeemable Noncontrolling Interests | ||
Net loss | (137,929,000) | (46,281,000) |
Other Comprehensive Income | 22,000 | |
Issuances of common units | 536,000 | 717,000 |
Dividends declared - common stock | (16,048,000) | |
Preferred dividends declared | (11,223,000) | |
Cancellation of restricted common stock | (97,000) | (133,000) |
Performance stock units | 390,000 | 312,000 |
Amortization of deferred compensation | 633,000 | 1,033,000 |
Allocation of partners' capital | (65,000) | (1,038,000) |
Ending balance, partners' capital | 701,683,000 | 947,686,000 |
CBL & Associates Limited Partnership | Non controlling Interest | ||
Beginning balance, partners' capital | 23,961,000 | 12,111,000 |
Redeemable Noncontrolling Interests | ||
Net loss | (207,000) | (75,000) |
Distributions to noncontrolling interests | (731,000) | (1,412,000) |
Contributions from noncontrolling interests | 668,000 | 455,000 |
Ending balance, partners' capital | 23,691,000 | 11,079,000 |
CBL & Associates Limited Partnership | General Partner | ||
Beginning balance, partners' capital | 2,765,000 | 4,628,000 |
Redeemable Noncontrolling Interests | ||
Net loss | (1,406,000) | (590,000) |
Dividends declared - common stock | (151,000) | |
Performance stock units | 4,000 | 3,000 |
Amortization of deferred compensation | 18,000 | 11,000 |
Allocation of partners' capital | (1,000) | (34,000) |
Adjustment to record redeemable interests at redemption value | (8,000) | |
Ending balance, partners' capital | 1,372,000 | 3,867,000 |
CBL & Associates Limited Partnership | Limited Partner | ||
Beginning balance, partners' capital | 270,216,000 | 450,507,000 |
Redeemable Noncontrolling Interests | ||
Net loss | (136,523,000) | (56,914,000) |
Issuances of common units | 536,000 | 717,000 |
Dividends declared - common stock | (15,897,000) | |
Cancellation of restricted common stock | (97,000) | (133,000) |
Performance stock units | 386,000 | 309,000 |
Amortization of deferred compensation | 615,000 | 1,022,000 |
Allocation of partners' capital | (64,000) | (1,004,000) |
Adjustment to record redeemable interests at redemption value | 8,000 | |
Ending balance, partners' capital | 135,077,000 | 378,607,000 |
CBL & Associates Limited Partnership | Preferred Units | ||
Beginning balance, partners' capital | $ 565,212,000 | $ 565,212,000 |
Beginning balance, partners' capital units (shares) | 25,050,000 | 25,050,000 |
Redeemable Noncontrolling Interests | ||
Net loss | $ 11,223,000 | |
Preferred dividends declared | (11,223,000) | |
Ending balance, partners' capital | $ 565,212,000 | $ 565,212,000 |
Ending balance, partners' capital units (shares) | 25,050,000 | 25,050,000 |
CBL & Associates Limited Partnership | Common Units | ||
Beginning balance, partners' capital units (shares) | 200,189,000 | 199,415,000 |
Redeemable Noncontrolling Interests | ||
Issuance of common units (shares) | 1,633,000 | 863,000 |
Cancellation of restricted common units (shares) | (116,000) | (58,000) |
Ending balance, partners' capital units (shares) | 201,706,000 | 200,220,000 |
Consolidated Statements of Ca_2
Consolidated Statements of Capital (Parenthetical) | 3 Months Ended |
Mar. 31, 2019$ / shares | |
Dividends/distributions declared - common stock/unit (USD per share/unit) | $ 75 |
CBL & Associates Limited Partnership | |
Dividends/distributions declared - common stock/unit (USD per share/unit) | $ 0.086 |
Combined Guarantor Subsidiaries
Combined Guarantor Subsidiaries - Condensed Combined Statements of Owners' Equity (Unaudited) - USD ($) | Total | Guarantor Subsidiaries |
Beginning balance at Dec. 31, 2018 | $ 1,404,623,000 | |
Increase (Decrease) in Partners' Capital [Roll Forward] | ||
Net income | $ (46,809,000) | 62,109,000 |
Contributions | 17,363,000 | |
Distributions | (41,658,000) | |
Noncash distributions | (8,835,000) | |
Ending balance at Mar. 31, 2019 | 1,433,602,000 | |
Beginning balance at Dec. 31, 2019 | 1,356,571,000 | |
Increase (Decrease) in Partners' Capital [Roll Forward] | ||
Net income | $ (139,294,000) | 18,835,000 |
Contributions | 32,814,000 | |
Distributions | (56,868,000) | |
Ending balance at Mar. 31, 2020 | $ 1,351,352,000 |
Organization and Basis of Prese
Organization and Basis of Presentation | 3 Months Ended |
Mar. 31, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Basis of Presentation | Note 1 – Organization and Basis of Presentation Unless stated otherwise or the context otherwise requires, references to the "Company" mean CBL & Associates Properties, Inc. and its subsidiaries. References to the "Operating Partnership" mean CBL & Associates Limited Partnership and its subsidiaries. CBL & Associates Properties, Inc. (“CBL”), a Delaware corporation, is a self-managed, self-administered, fully-integrated real estate investment trust (“REIT”) that is engaged in the ownership, development, acquisition, leasing, management and operation of regional shopping malls, open-air and mixed-use centers, outlet centers, associated centers, community centers and office properties. Its properties are located in 26 states, but are primarily in the southeastern and midwestern United States. CBL conducts substantially all its business through CBL & Associates Limited Partnership (the “Operating Partnership”), which is a variable interest entity ("VIE"). The Operating Partnership consolidates the financial statements of all entities in which it has a controlling financial interest or where it is the primary beneficiary of a VIE. As of March 31, 2020, the Operating Partnership owned interests in the following properties: All Other Properties Malls (1) Associated Centers Community Centers Office Buildings and Other Total Consolidated Properties 53 20 1 4 (2) 78 Unconsolidated Properties (3) 10 3 5 2 20 Total 63 23 6 6 98 (1) Category consists of regional malls, open-air centers and outlet centers (including one mixed-use center). (2) Includes CBL's two corporate office buildings. (3) The Operating Partnership accounts for these investments using the equity method because one or more of the other partners have substantive participating rights. At March 31, 2020, the Operating Partnership had an interest in two self-storage facilities that were under development (the "Construction Properties"). The Malls, All Other Properties ("Associated Centers, Community Centers, Office Buildings and Other") and the Construction Properties are collectively referred to as the “Properties” and individually as a “Property.” CBL is the 100% owner of two qualified REIT subsidiaries, CBL Holdings I, Inc. and CBL Holdings II, Inc. At March 31, 2020, CBL Holdings I, Inc., the sole general partner of the Operating Partnership, owned a 1.0% general partner interest in the Operating Partnership and CBL Holdings II, Inc. owned an 94.2% limited partner interest for a combined interest held by CBL of 95.2%. The noncontrolling interest in the Operating Partnership is held by CBL & Associates, Inc., its shareholders and affiliates and certain senior officers of the Company (collectively "CBL's Predecessor"), all of which contributed their interests in certain real estate properties and joint ventures to the Operating Partnership in exchange for a limited partner interest when the Operating Partnership was formed in November 1993, and by various third parties. In March 2020, the Company issued 16,333,947 shares of the Company’s common stock to CBL’s Predecessor in exchange for a like number of common units of limited partnership interest in the Operating Partnership pursuant to exchange notices received from CBL’s Predecessor. The Operating Partnership conducts the Company’s property management and development activities through its wholly owned subsidiary, CBL & Associates Management, Inc. (the “Management Company”), to comply with certain requirements of the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”). The accompanying condensed consolidated financial statements are unaudited; however, they have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in conjunction with the rules and regulations of the Securities and Exchange Commission ("SEC"). Accordingly, they do not include all of the disclosures required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting solely of normal recurring matters) necessary for a fair presentation of the financial statements for these interim periods have been included. All intercompany transactions have been eliminated. The results for the interim period ended March 31, 2020 are not necessarily indicative of the results to be obtained for the full fiscal year. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in its Annual Report on Form 10-K, as amended, for the year ended December 31, 2019. COVID-19 The COVID-19 pandemic has had, and likely will continue to have, repercussions across local, national and global economies and financial markets. COVID-19 has impacted all states where the Company’s tenants operate their businesses or where the Company’s properties are located and measures taken to prevent or remediate COVID-19, including “shelter-in place” or “stay-at-home” orders or other quarantine mandates issued by local, state or federal authorities, have had an adverse effect on its business and the businesses of its tenants. The full extent of the adverse impact on, among other things, the Company’s results of operations, liquidity (including its ability to access capital markets), the possibility of future impairments of long-lived assets or its investments in unconsolidated joint ventures, its compliance with debt covenants, its ability to renew and re-lease its leased space, the outlook for the retail environment, potential bankruptcies or other store closings and its ability to develop, acquire, dispose or lease properties, is unknown and will depend on future developments, which are highly uncertain and cannot be predicted. The Company expects a material adverse impact on its revenues, results of operations, and cash flows for the year ended December 31, 2020. The situation is rapidly changing and additional impacts to the business may arise that the Company is not aware of currently. Listing Criteria On February 5, 2020, the Company received notice from the New York Stock Exchange ("NYSE") that its common stock is no longer in compliance with NYSE continued listing criteria set forth in Section 802.01C of the Listed Company Manual of the NYSE, which require listed companies to maintain an average closing share price of at least $1.00 over a period of 30 consecutive trading days. The Company has until October 14, 2020, inclusive of extensions of the cure period provided by the NYSE in response to the COVID-19 pandemic, to regain compliance with the continued listing criteria. During this period, the Company expects its common stock to continue to trade on the NYSE, which will allow for flexibility in addressing this matter. On May 7, 2020, . The Company intends to actively evaluate and monitor the price of its common stock between now and October 2020. A delisting of the Company’s common stock from the NYSE could negatively impact it by, among other things, reducing the trading liquidity of, and the market price for, its common stock. Liquidity and Going Concern Considerations In accordance with the accounting guidance related to the presentation of financial statements, when preparing financial statements for each annual and interim reporting period, management evaluates whether there are conditions or events that, when considered in the aggregate, raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. In making its assessment, management considered the Company’s current financial condition and liquidity sources, including current funds available, forecasted future cash flows and conditional and unconditional obligations due over the next twelve months. The Company was in compliance with the financial covenants of its secured credit facility and the senior unsecured notes (the “Notes”) as of March 31, 2020, with the exception of one covenant under the secured credit facility. At March 31, 2020, the Company was not in compliance with a covenant under the secured credit facility, which provides that the Company may not have more than $100,000 of cash on hand that constitutes borrowings on the secured line of credit. In March 2020, the Company drew $280,000 from the secured line of credit and anticipated promptly purchasing $180,000 of U.S. Treasury securities, which would leave $100,000 of cash on hand from such borrowings. However, due to market conditions, the Company was not able to purchase the U.S. Treasury securities promptly, which resulted in the Company violating this covenant. Violation of this covenant provides the lenders with the option to accelerate the maturity of the senior secured credit facility. The administrative agent of the secured credit facility notified the Company that it was in default and that the administrative agent and lenders reserve all rights and remedies under the secured credit facility. The lenders have not exercised their right to accelerate the maturity of the secured credit facility. In March 2020, the Company used $154,228 to purchase U.S. Treasury securities and subsequent to March 31, 2020 utilized an additional $ 26,366 to fund April debt service payments and operating expenses, which reduced the amount of cash on hand that constitutes borrowings on the secured line of credit to less than $ 100,000 . However, this did not cure the default per the terms of the senior secured credit facility. Management will pursue obtaining a waiver from the lenders. If management is not able to obtain a waiver directly, then management will seek to obtain a waiver as part of the alternatives it is exploring, as described below. The Company has considered the projected impact of COVID-19 on its cash flows and its analysis of future compliance with the financial covenants and has determined that it is probable it will fail to meet the minimum debt yield covenant under the senior secured credit facility during the third quarter of 2020, the fourth quarter of 2020 and the first quarter of 2021. The minimum debt yield covenant provides that the ratio of the adjusted net operating income, as defined, of the borrowing base properties that secure the senior secured credit facility to the total outstanding balance on the senior secured credit facility must be greater than 10.0%. Violation of this covenant provides the lenders with the option to accelerate the maturity of the senior secured credit facility. The Company could remain in compliance with the debt yield covenant if it (i) added additional unencumbered assets to the collateral pool, subject to lender approval, which is not to be unreasonably withheld, (ii) paid down the amount of debt outstanding with projected available cash or (iii) negotiated a waiver of the covenant with the lenders. Management has engaged Weil, Gotshal & Manges LLP and Moelis & Company LLC (the “Advisors”) to assist the Company in exploring several alternatives to reduce overall leverage and interest expense and to extend the maturity of its debt including (i) the senior secured credit facility, which includes a revolving facility with a balance of $675,925 and term loan with a balance of $456,250 as of March 31, 2020, that matures in July 2023 December 2023 October 2024 December 2026 As described in Note 15 – Subsequent Events, the Company elected to not make the $11,813 interest payment due and payable on June 1, 2020, with respect to the Operating Partnership’s 5.25% senior unsecured notes due 2023 (the “2023 Notes”) (the “Interest Payment”). Under the indenture governing the 2023 Notes, the Operating Partnership has a 30-day grace period to make the Interest Payment before the nonpayment is considered an event of default with respect to the 2023 Notes. Any event of default under the 2023 Notes for nonpayment of the Interest Payment would also be considered an event of default under the Operating Partnership’s senior secured credit facility, which could lead to an acceleration of amounts due under the facility. Further, if the trustee for the 2023 Notes should exercise its right to accelerate the maturity of the full balance owed on the 2023 Notes as a result of such an event of default, that would also constitute an event of default under the Operating Partnership’s 4.60% senior unsecured notes due 2024 and the Operating Partnership’s 5.95% senior notes due 2026, which could lead to the acceleration of all amounts due under those notes. The Company has elected to enter the 30-day grace period with respect to the Interest Payment in order to advance discussions with its lenders and explore alternative strategies. The Company was notified by the administrative agent of the senior secured credit facility that the failure to make the Interest Payment constitutes a default under the senior secured credit facility and that, if not cured within the applicable 30-day grace period, it will be an event of default under the senior secured credit facility. The Company could prevent an event of default if it paid the Interest Payment prior to the expiration of the 30-day grace period or if it reached an alternative arrangement with the holders of the 2023 Notes. Given the impact of the COVID-19 pandemic on the retail and broader markets, the ongoing weakness of the credit markets and significant uncertainties associated with each of these matters, the Company believes that there is substantial doubt that it will continue to operate as a going concern within one year after the date these condensed consolidated financial statements are issued. The accompanying condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. Accordingly, the condensed consolidated financial statements do not reflect any adjustments related to the recoverability of assets and satisfaction of liabilities that might be necessary should the Company be unable to continue as a going concern. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2 – Summary of Significant Accounting Policies Accounting Guidance Adopted Description Expected Adoption Date & Application Method Financial Statement Effect and Other Information Accounting Standards Update (“ASU”) 2016-13, Measurement of Credit Losses on Financial Instruments January 1, 2020 - Modified Retrospective The guidance replaces the current incurred loss impairment model, which reflects credit events, with a current expected credit loss model, which recognizes an allowance for credit losses based on an entity’s estimate of contractual cash flows not expected to be collected. The Company has determined that its available-for-sale debt securities, guarantees, mortgage and other notes receivable and receivables within the scope of ASC 606 fall under the scope of this standard. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements or disclosures. ASU 2018-13, Fair Value Measurement January 1, 2020 - Prospective The guidance eliminates, adds and modifies certain disclosure requirements for fair value measurements. Entities will no longer be required to disclose the amount of and reasons for transfers between Level 1 and 2 of the fair value hierarchy, but public companies will be required to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements or disclosures. ASU 2018-15, Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract January 1, 2020 - Prospective The guidance addresses diversity in practice in accounting for the costs of implementation activities in a cloud computing arrangement that is a service contract. Under the guidance, the Company is to follow Subtopic 350-40 on internal-use software to determine which implementation costs to capitalize and which to expense. The guidance also requires an entity to expense capitalized implementation costs over the term of the hosting arrangement and include that expense in the same line item as the fees associated with the service element of the arrangement. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements or disclosures. Accounting Guidance Not Yet Adopted Description Financial Statement Effect and Other Information ASU 2020-04, Reference Rate Reform On March 12, 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848) - Facilitation of the Effects of Reference Rate Reform on Financial Reporting Lease Modification Q&A In April 2020, the FASB issued a question-and-answer document (the “Lease Modification Q&A”) focused on the application of lease accounting guidance related to lease concessions provided as a result of COVID-19. Under existing lease guidance, the Company would have to determine, on a lease by lease basis, if a lease concession was the result of a new arrangement reached with the tenant (treated within the lease modification accounting framework) or if a lease concession was under the enforceable rights and obligations within the existing lease agreement (precluded from applying the lease modification accounting framework). The Lease Modification Q&A clarifies that entities may elect to not evaluate whether lease-related relief that lessors provide to mitigate the economic effects of COVID-19 on lessees is a lease modification under Topic 842, Leases . Instead, an entity that elects not to evaluate whether a concession directly related to COVID-19 is a modification can then elect whether to apply the modification guidance (i.e. assume the relief was always contemplated by the contract or assume the relief was not contemplated by the contract). Both lessees and lessors may make this election. The Company is evaluating its election on a disaggregated basis, with such election applied consistently to leases with similar characteristics and similar circumstances. The future impact of the Lease Modification Q&A is dependent upon the extent of lease concessions granted to tenants as a result of COVID-19 in future periods and the elections made by the Company at the time of entering into such concessions. The Company is evaluating the impact that this update may have on its condensed consolidated financial statements and related disclosures. Carrying Value of Long-Lived Assets The Company evaluates its real estate assets and investment in unconsolidated affiliates for impairment indicators whenever events or changes in circumstances indicate that recoverability of its investment in the asset is not reasonably assured. Furthermore, this evaluation is conducted no less frequently than quarterly, irrespective of changes in circumstances. The prolonged outbreak of the COVID-19 pandemic has resulted in sustained closure of the Company’s properties, as well as the cessation of the operations of certain of its tenants, which will likely result in a reduction in the revenues and cash flows of many of its properties due to the adverse financial impacts on its tenants, as well as reductions in other sources of income generated by its properties. In addition to reduced revenues, the Company’s ability to obtain sufficient financing for such properties may be impaired as well as its ability to lease or re-lease properties as a result of worsening market and economic conditions resulting from the COVID-19 pandemic. As of March 31, 2020, the Company’s evaluation of impairment considered its estimate of cash flow declines caused by the COVID-19 pandemic, but its other assumptions, including estimated hold period, were generally unchanged given the highly uncertain environment. The worsening of estimated future cash flows due to a change in the Company’s plans, policies, or views of market and economic conditions as it relates to one or more of its properties adversely impacted by the COVID-19 pandemic could result in the recognition of substantial impairment charges on its assets, which could adversely impact its financial results. For the period ended March 31, 2020, the Company recorded $133,644 of impairment charges for two of its malls and six other properties had impairment indicators; however, based on the Company’s plans with respect to those properties and the economic environment as of March 31, 2020, no additional impairment charges were recorded. |
Revenues
Revenues | 3 Months Ended |
Mar. 31, 2020 | |
Revenue From Contract With Customer [Abstract] | |
Revenues | Note 3 – Revenues Revenues The following table presents the Company's revenues disaggregated by revenue source: Three Months Ended March 31, 2020 Three Months Ended March 31, 2019 Rental revenues (1) $ 161,173 $ 190,980 Revenues from contracts with customers (ASC 606): Operating expense reimbursements (2) 2,389 2,143 Management, development and leasing fees (3) 2,092 2,523 Marketing revenues (4) 743 874 5,224 5,540 Other revenues 1,177 1,510 Total revenues (5) $ 167,574 $ 198,030 (1) Revenues from leases that commenced subsequent to December 31, 2018 are accounted for in accordance with ASC 842, Leases ( 2 ) Includes $2,321 in the Malls segment and $68 in the All Other segment for the three months ended March 31, 2020, and includes $2,192 in the Malls segment and $( 49) in the All Other segment for the three months ended March 31, 2019. ( 3 ) Included in All Other segment. ( 4 ) Marketing revenues solely relate to the Malls segment for all periods presented. See description below. ( 5 ) Sales taxes are excluded from revenues. See Note 10 for information on the Company's segments. Revenue from Contracts with Customers Expected credit losses During the three months ended March 31, 2020, the Company individually evaluated tenant receivables within the scope of ASC 606, of which a significant portion are short term. Based on this information and the quarterly analysis of the tenant receivables, the Company wrote off $220 that was deemed uncollectable related to this class of receivables for the three months ended March 31, 2020. Outstanding Performance Obligations The Company has outstanding performance obligations related to certain noncancellable contracts with customers for which it will receive fixed operating expense reimbursements for providing certain maintenance and other services as described above. As of March 31, 2020, the Company expects to recognize these amounts as revenue over the following periods: Performance obligation Less than 5 years 5-20 years Over 20 years Total Fixed operating expense reimbursements $ 23,908 $ 48,366 $ 45,869 $ 118,143 The Company evaluates its performance obligations each period and makes adjustments to reflect any known additions or cancellations. Performance obligations related to variable consideration, which is based on sales, are constrained. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Leases | Note 4 – Leases Lessor The components of rental revenues are as follows: Three Months Ended March 31, 2020 2019 Fixed lease payments $ 137,394 $ 159,278 Variable lease payments 23,779 31,702 Total rental revenues $ 161,173 $ 190,980 Lessee The Company has eight ground leases and one office lease in which it is a lessee. The maturities of these leases range from 2021 to 2089 and generally provide for renewal options ranging from five ten The components of lease expense are presented below: Three Months Ended March 31, 2020 Three Months Ended March 31, 2019 Lease expense: Operating lease expense $ 125 $ 218 Variable lease expense 85 32 Total lease expense $ 210 $ 250 |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 5 – Fair Value Measurements The Company has categorized its financial assets and financial liabilities that are recorded at fair value into a hierarchy in accordance with ASC 820, Fair Value Measurements and Disclosure Level 1 – Inputs represent quoted prices in active markets for identical assets and liabilities as of the measurement date. Level 2 – Inputs, other than those included in Level 1, represent observable measurements for similar instruments in active markets, or identical or similar instruments in markets that are not active, and observable measurements or market data for instruments with substantially the full term of the asset or liability. Level 3 – Inputs represent unobservable measurements, supported by little, if any, market activity, and require considerable assumptions that are significant to the fair value of the asset or liability. Market valuations must often be determined using discounted cash flow methodologies, pricing models or similar techniques based on the Company’s assumptions and best judgment. The asset or liability's fair value within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Under ASC 820, fair value measurements are determined based on the assumptions that market participants would use in pricing the asset or liability in an orderly transaction at the measurement date and under current market conditions. Valuation techniques used maximize the use of observable inputs and minimize the use of unobservable inputs and consider assumptions such as inherent risk, transfer restrictions and risk of nonperformance. Fair Value Measurements on a Recurring Basis The carrying values of cash and cash equivalents, receivables, accounts payable and accrued liabilities are reasonable estimates of their fair values because of the short-term nature of these financial instruments. Based on the interest rates for similar financial instruments, the carrying value of mortgage and other notes receivable is a reasonable estimate of fair value. The estimated fair value of mortgage and other indebtedness was $2,661,981 and $2,970,246 at March 31, 2020 and December 31, 2019, respectively. The fair value was calculated using Level 2 inputs by discounting future cash flows for mortgage and other indebtedness using estimated market rates at which similar loans would be made currently. During March 2020, the Company purchased U.S. Treasury securities that are scheduled to mature between April 2021 and June 2021. The Company has designated these securities as available-for-sale (“AFS”). The fair value of these securities was calculated based on quoted market prices in active markets and are included in the Level 1 fair value hierarchy. The Company believes the market for U.S. Treasury securities is an actively traded market given the high level of daily trading volume. The following table sets forth information regarding the Company’s AFS securities that were measured at fair value for the three months ended March 31, 2020: AFS Security Amortized Cost Allowance for credit losses (1) Total unrealized gains/(losses) Fair Value U.S. Treasury securities $ 153,150 $ — $ 22 $ 153,172 (1) U.S Treasury securities have a long history with no credit losses. Additionally, the Company notes that U.S Treasury securities are explicitly fully guaranteed by a sovereign entity that can print its own currency and that the sovereign entity’s currency is routinely held by central banks and other major financial institutions, is used in international commerce, and commonly viewed as a reserve currency, all of which qualitatively indicate that historical credit loss information should be minimally affected by current conditions and reasonable and supportable forecasts. Therefore, the Company did not record expected credit losses for its U.S Treasury securities for the three months ended March 31, 2020. The Company adopted the ASU 2016-13, Measurement of Credit Losses on Financial Instruments Fair Value Measurements on a Nonrecurring Basis The Company measures the fair value of certain long-lived assets on a nonrecurring basis, through quarterly impairment testing or when events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. The Company considers both quantitative and qualitative factors in its impairment analysis of long-lived assets. Significant quantitative factors include historical and forecasted information for each property such as net operating income ("NOI"), occupancy statistics and sales levels. Significant qualitative factors used include market conditions, age and condition of the property and tenant mix. Due to the significant unobservable estimates and assumptions used in the valuation of long-lived assets that experience impairment, the Company classifies such long-lived assets under Level 3 in the fair value hierarchy. Level 3 inputs primarily consist of sales and market data, independent valuations and discounted cash flow models. Long-lived Assets Measured at Fair Value in 2020 The following table sets forth information regarding the Company's assets that are measured at fair value on a nonrecurring basis and related impairment charges for the three months ended March 31, 2020: Fair Value Measurements at Reporting Date Using Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Loss on Impairment 2020: Long-lived assets $ 114,300 $ — $ — $ 114,300 $ 133,644 During the three months ended March 31, 2020, the Company recognized impairments of real estate of $133,644 related to two malls. Impairment Date Property Location Segment Classification Loss on Impairment Fair Value March Burnsville Center (1) Burnsville, MN Malls $ 26,562 $ 47,300 March Monroeville Mall (2) Pittsburgh, PA Malls 107,082 67,000 $ 133,644 $ 114,300 (1) In accordance with the Company's quarterly impairment process, the Company wrote down the book value of the mall to its estimated fair value of $47,300. The mall had experienced a decline of NOI due to store closures and rent reductions. These factors resulted in a reduction of the expected hold period for this asset based on Management’s assessment that there was an increased likelihood that the loan secured by the mall may not be successfully restructured or refinanced. Management determined the fair value of Burnsville Center using a discounted cash flow methodology. The discounted cash flow used assumptions including a holding period of ten years, with a sale at the end of the holding period, a capitalization rate of 14.5% and a discount rate of 15.5%. (2) In accordance with the Company's quarterly impairment process, the Company wrote down the book value of the mall to its estimated fair value of $67,000. The mall had experienced a decline of NOI due to store closures and rent reductions. Management determined the fair value of Monroeville Mall using a discounted cash flow methodology. The discounted cash flow used assumptions including a holding period of ten years, with a sale at the end of the holding period, a capitalization rate of 14.0% and a discount rate of 14.5%. Long-lived Assets Measured at Fair Value in 2019 The following table sets forth information regarding the Company's assets that were measured at fair value on a nonrecurring basis and related impairment charges for the three months ended March 31, 2019: Fair Value Measurements at Reporting Date Using Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Loss on Impairment 2019: Long-lived assets $ 70,800 $ — $ — $ 70,800 $ 24,825 During the three months ended March 31, 2019, the Company recognized impairments of real estate of $25,054 related to two malls: Impairment Date Property Location Segment Classification Loss on Impairment Fair Value March Greenbrier Mall (1) Chesapeake, VA Malls $ 22,770 $ 56,300 March Honey Creek Mall (2) Terre Haute, IN Malls 2,284 14,500 January/March Other adjustments (3) Various Malls ( 229 ) — $ 24,825 $ 70,800 (1) In accordance with the Company's quarterly impairment process, the Company wrote down the book value of the mall to its estimated fair value of $56,300. The mall had experienced a decline in cash flows due to store closures and rent reductions. Additionally, one anchor was vacant as of the date of impairment. These factors resulted in a reduction of the expected hold period for this asset based on Management’s assessment that there was an increased likelihood that the loan secured by the mall may not be successfully restructured or refinanced. Management determined the fair value of Greenbrier Mall using a discounted cash flow methodology. The discounted cash flow used assumptions including a holding period of ten years, with a sale at the end of the holding period, a capitalization rate of 11.5% and a discount rate of 11.5%. (2) The Company adjusted the book value of the mall to the net sales price of $14,360 based on a signed contract with a third-party buyer, adjusted to reflect estimated disposition costs. The mall was sold in April 2019. See Note 6 for additional information. ( 3 ) Related to true-ups of estimated expenses to actual expenses for properties sold in prior periods. |
Dispositions and Held for Sale
Dispositions and Held for Sale | 3 Months Ended |
Mar. 31, 2020 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Dispositions and Held for Sale | Note 6 – Dispositions and Held for Sale The Company evaluates its disposals utilizing the guidance in ASU 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity 2020 Dispositions The Company realized a gain of $140 related to the sale of an outparcel during the three months ended March 31, 2020. |
Unconsolidated Affiliates and N
Unconsolidated Affiliates and Noncontrolling Interests | 3 Months Ended |
Mar. 31, 2020 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Unconsolidated Affiliates and Noncontrolling Interests | Note 7 – Unconsolidated Affiliates and Noncontrolling Interests Unconsolidated Affiliates Although the Company had majority ownership of certain joint ventures during 2020 and 2019, it evaluated the investments and concluded that the other partners or owners in these joint ventures had substantive participating rights, such as approvals of: • the pro forma for the development and construction of the project and any material deviations or modifications thereto; • the site plan and any material deviations or modifications thereto; • the conceptual design of the project and the initial plans and specifications for the project and any material deviations or modifications thereto; • any acquisition/construction loans or any permanent financings/refinancings; • the annual operating budgets and any material deviations or modifications thereto; • the initial leasing plan and leasing parameters and any material deviations or modifications thereto; and • any material acquisitions or dispositions with respect to the project. As a result of the joint control over these joint ventures, the Company accounts for these investments using the equity method of accounting. At March 31, 2020, the Company had investments in 28 entities, which are accounted for using the equity method of accounting. The Company's ownership interest in these unconsolidated affiliates ranges from 20% to 65%. Of these entities, 17 are owned in 50/50 joint ventures. 20 20 Activity - Unconsolidated Affiliates Atlanta Outlet JV, LLC In February 2020, Atlanta Outlet JV, LLC, a 50/50 joint venture, closed on a new loan in the amount of $4,680, with an interest rate of LIBOR plus 2.5% and a maturity date of November 2023 Note 12 for more information. Condensed Combined Financial Statements - Unconsolidated Affiliates Condensed combined financial statement information of the unconsolidated affiliates is as follows: March 31, 2020 December 31, 2019 ASSETS: Investment in real estate assets $ 2,288,173 $ 2,293,438 Accumulated depreciation ( 819,034 ) ( 803,909 ) 1,469,139 1,489,529 Developments in progress 70,039 46,503 Net investment in real estate assets 1,539,178 1,536,032 Other assets 141,501 154,427 Total assets $ 1,680,679 $ 1,690,459 LIABILITIES: Mortgage and other indebtedness, net $ 1,422,015 $ 1,417,644 Other liabilities 32,675 41,007 Total liabilities 1,454,690 1,458,651 OWNERS' EQUITY: The Company 146,192 149,376 Other investors 79,797 82,432 Total owners' equity 225,989 231,808 Total liabilities and owners’ equity $ 1,680,679 $ 1,690,459 Three Months Ended March 31, 2020 2019 Total revenues $ 60,514 $ 55,867 Net income (1) $ 5,043 $ 6,010 (1) The Company's pro rata share of net income is $1,018 and $3,308 for the three months ended March 31, 2020 and 2019, respectively. Noncontrolling Interests Noncontrolling interests consist of the following: As of March 31, 2020 December 31, 2019 Noncontrolling interests: Operating Partnership $ 5,566 $ 31,592 Other consolidated subsidiaries 23,691 23,961 $ 29,257 $ 55,553 Variable Interest Entities In accordance with the guidance in ASU 2015-02, Amendments to the Consolidation Analysis Interests Held Through Related Parties That Are under Common Control, The Company consolidates the Operating Partnership, which is a VIE, for which the Company is the primary beneficiary. The Company, through the Operating Partnership, consolidates all VIEs for which it is the primary beneficiary. Generally, a VIE is a legal entity in which the equity investors do not have the characteristics of a controlling financial interest or the equity investors lack sufficient equity at risk for the entity to finance its activities without additional subordinated financial support. A limited partnership is considered a VIE when the majority of the limited partners unrelated to the general partner possess neither the right to remove the general partner without cause, nor certain rights to participate in the decisions that most significantly affect the financial results of the partnership. In determining whether the Company is the primary beneficiary of a VIE, the Company considers qualitative and quantitative factors, including, but not limited to: which activities most significantly impact the VIE’s economic performance and which party controls such activities; the amount and characteristics of the Company's investment; the obligation or likelihood for the Company or other investors to provide financial support; and the similarity with and significance to the Company's business activities and the business activities of the other investors. Consolidated VIEs As of March 31, 2020, the Company had investments in 12 consolidated VIEs with ownership interests ranging from 50% to 92%. Unconsolidated VIEs The table below lists the Company's unconsolidated VIEs as of March 31, 2020: Unconsolidated VIEs: Investment in Real Estate Joint Ventures and Partnerships Maximum Risk of Loss Ambassador Infrastructure, LLC (1) $ — $ 9,360 BI Development, LLC — — Bullseye, LLC — — Continental 425 Fund LLC 7,231 7,231 EastGate Storage, LLC (1) 712 3,962 Hamilton Place Self Storage (1) 1,411 8,413 Parkdale Self Storage, LLC (1) 1,157 7,657 PHG-CBL Lexington, LLC 35 35 Self Storage at Mid Rivers, LLC (1) 683 3,677 Shoppes at Eagle Point, LLC (1) 16,579 29,319 Vision - CBL Hamilton Place, LLC 2,223 2,223 $ 30,031 $ 71,877 (1) The Operating Partnership has guaranteed all or a portion of the debt of each of these VIEs. See Note 12 for more information. |
Mortgage and Other Indebtedness
Mortgage and Other Indebtedness, Net | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Mortgage and Other Indebtedness, Net | Note 8 – Mortgage and Other Indebtedness, Net Debt of the Company CBL has no indebtedness. Either the Operating Partnership or one of its consolidated subsidiaries, that it has a direct or indirect ownership interest in, is the borrower on all of the Company's debt. CBL is a limited guarantor of the senior unsecured notes (the "Notes"), as described below, for losses suffered solely by reason of fraud or willful misrepresentation by the Operating Partnership or its affiliates. The Company also provides a similar limited guarantee of the Operating Partnership's obligations with respect to its secured credit facility and secured term loan as of March 31, 2020. Debt of the Operating Partnership Net mortgage and other indebtedness consisted of the following: March 31, 2020 December 31, 2019 Amount Weighted- Average Interest Rate (1) Amount Weighted- Average Interest Rate (1) Fixed-rate debt: Non-recourse loans on operating Properties $ 1,236,179 5.19 % $ 1,330,561 5.27 % Senior unsecured notes due 2023 (2) 448,016 5.25 % 447,894 5.25 % Senior unsecured notes due 2024 (3) 299,962 4.60 % 299,960 4.60 % Senior unsecured notes due 2026 (4) 617,692 5.95 % 617,473 5.95 % Total fixed-rate debt 2,601,849 5.31 % 2,695,888 5.35 % Variable-rate debt: Recourse loan on operating Property 41,500 4.23 % 41,950 4.34 % Construction loan 29,400 4.42 % 29,400 4.60 % Secured line of credit 675,925 3.83 % 310,925 3.94 % Secured term loan 456,250 3.83 % 465,000 3.94 % Total variable-rate debt 1,203,075 3.86 % 847,275 3.98 % Total fixed-rate and variable-rate debt 3,804,924 4.85 % 3,543,163 5.02 % Unamortized deferred financing costs ( 15,232 ) ( 16,148 ) Total mortgage and other indebtedness, net $ 3,789,692 $ 3,527,015 (1) Weighted-average interest rate includes the effect of debt premiums and discounts, but excludes amortization of deferred financing costs. (2) The balance is net of an unamortized discount of $1,984 and $2,106 as of March 31, 2020 and December 31, 2019, respectively. (3) The balance is net of an unamortized discount of $38 and $40 as of March 31, 2020 and December 31, 2019, respectively. (4) The balance is net of an unamortized discount of $7,308 and $7,527 as of March 31, 2020 and December 31, 2019, respectively. Non-recourse term loans, recourse term loans, the secured line of credit and the secured term loan include loans that are secured by Properties owned by the Company that have a net carrying value of $2,422,116 at March 31, 2020. Senior Unsecured Notes Description Issued (1) Amount Interest Rate Maturity Date (2) 2023 Notes November 2013 $ 450,000 5.25 % December 2023 2024 Notes October 2014 300,000 4.60 % October 2024 2026 Notes December 2016 / September 2017 625,000 5.95 % December 2026 (1) Issued by the Operating Partnership. CBL is a limited guarantor of the Operating Partnership's obligations under the Notes as described above. ( 2 ) The Notes are redeemable at the Operating Partnership's election, in whole or in part from time to time, on not less than 30 days and not more than 60 days' notice to the holders of the Notes to be redeemed. The 2026 Notes, the 2024 Notes and the 2023 Notes may be redeemed prior to September 15, 2026, July 15, 2024, and September 1, 2023, respectively, for cash at a redemption price equal to the aggregate principal amount of the Notes to be redeemed, plus accrued and unpaid interest to, but not including, the redemption date and a make-whole premium calculated in accordance with the indenture. On or after the respective dates noted above, the Notes are redeemable for cash at a redemption price equal to the aggregate principal amount of the Notes to be redeemed plus accrued and unpaid interest. If redeemed prior to the respective dates noted above, each issuance of Notes is redeemable at the treasury rate plus 0.50%, 0.35% and 0.40% for the 2026 Notes, the 2024 Notes and the 2023 Notes, respectively. See Note 15 – Subsequent Events for information regarding the Company’s election to not make the interest payment related to the 2023 Notes that was due and payable on June 1, 2020. Senior Secured Credit Facility The Company has a $1,185,000 senior secured credit facility, which includes a revolving line of credit with a borrowing capacity of $685,000 and a term loan with an outstanding balance of $456,250 at March 31, 2020. The facility matures in July 2023 and bears interest at a variable rate of LIBOR plus 2.25%. The facility had an interest rate of 3.83% at March 31, 2020. The Operating Partnership is required to pay an annual facility fee, to be paid quarterly, which ranges from 0.25% to 0.35%, based on the unused capacity of the line of credit. The principal balance on the term loan will be reduced by $35,000 per year in quarterly installments. At March 31, 2020, the secured line of credit had an outstanding balance of $675,925. In March 2020, the Company drew $280,000 on its secured credit facility to increase liquidity and preserve financial flexibility in light of the uncertainty surrounding the impact of COVID-19. The secured credit facility is secured by 17 malls and 3 associated centers that are owned by 36 wholly owned subsidiaries of the Operating Partnership (collectively the “Combined Guarantor Subsidiaries”). The Combined Guarantor Subsidiaries own an additional malls, two associated centers and four mortgage notes receivable that are not collateral for the secured credit facility. The properties that are collateral for the secured credit facility and the properties and mortgage notes receivable that are not collateral are collectively referred to as the “Guarantor Properties.” The terms of the Notes provide that, to the extent that any subsidiary of the Operating Partnership executes and delivers a guarantee to another debt facility, the Operating Partnership shall also cause the subsidiary to guarantee the Operating Partnership’s obligations under the Notes on a senior basis. In January 2019, the Combined Guarantor Subsidiaries entered into a guarantee agreement with the issuer of the Notes to satisfy the guaranty requirement. Each of the Combined Guarantor Subsidiaries meet the criteria in Rule 3-10(f) of SEC Regulation S-X to provide condensed consolidating financial information as additional disclosure in the notes to the Operating Partnership's consolidated financial statements or within Management’s Discussion and Analysis which accompanies the condensed consolidated financial statements because each Combined Guarantor Subsidiary is 100% owned by the Operating Partnership, the guaranty issued by each Combined Guarantor Subsidiary is full and unconditional and the guaranty issued by each Combined Guarantor Subsidiary is joint and several. However, the Operating Partnership has elected to provide condensed combined financial statements and accompanying notes for the Combined Guarantor Subsidiaries in lieu of including the condensed consolidating financial information in the notes to its condensed consolidated financial statements. These condensed combined financial statements and notes are presented as an exhibit to this quarterly report on Form 10-Q for ease of reference. Financial Covenants and Restrictions The agreements for the Notes and senior secured credit facility contain default provisions customary for transactions of this nature (with applicable customary grace periods). Additionally, any default in the payment of any recourse indebtedness greater than or equal to $50,000 of the Operating Partnership will constitute an event of default under the Notes and the senior secured credit facility. Additionally, the senior secured credit facility contains a provision that any default on a payment of non-recourse indebtedness in excess of $150,000 is also a default of the senior secured credit facility. At March 31, 2020, the Company was not in compliance with a covenant under the secured credit facility, which provides that the Company will not have more than $100,000 of cash on hand that constitutes borrowings on the secured line of credit. The Company has also determined that it is probable that it will fail to meet the minimum debt yield covenant under the senior secured credit facility in the third quarter of 2020, the fourth quarter of 2020 and the first quarter of 2021. Violation of each covenant provides the lenders with the option to accelerate the maturity of the secured credit facility. See Liquidity and Going Concern Considerations in Note 1 – Organization and Basis of Presentation and Note 15 – Subsequent Events for additional information. Mortgages on Operating Properties 2020 Loan Repayments Date Property Interest Rate at Repayment Date Scheduled Maturity Date Principal Balance Repaid (1) February Parkway Place 6.50% July 2020 $ 33,186 February Valley View Mall 6.50% July 2020 51,360 $ 84,546 (1) The Company retired the loans with borrowings from its secured line of credit. Scheduled Principal Payments As of March 31, 2020, the scheduled principal amortization and balloon payments of the Company’s consolidated debt, excluding extensions available at the Company’s option, on all mortgage and other indebtedness, including construction loans and the secured line of credit, are as follows: 2020 (1) $ 118,560 2021 557,328 2022 465,455 2023 1,491,825 2024 341,398 2025 36,105 Thereafter 711,636 3,722,307 Net unamortized discounts and premium ( 9,330 ) Unamortized deferred financing costs ( 15,232 ) Principal balance of loan secured by Lender Malls in default (2) 91,947 Total mortgage and other indebtedness, net $ 3,789,692 (1 ) Reflects payments for the fiscal period April 1, 2020 through December 31, 2020. ( 2 ) Represents the aggregate principal balance as of March 31, 2020 of two non-recourse loans, secured by Greenbrier Mall and Hickory Point Mall, which were in default. The loans secured by Greenbrier Mall and Hickory Point Mall matured in December 2019. Of the $118,560 of scheduled principal payments in 2020, $64,233 relates to the maturing principal balance of one operating property loan. The Company’s mortgage and other indebtedness had a weighted-average maturity of 3.5 years as of March 31, 2020 and 3.7 years as of December 31, 2019. |
Mortgage and Other Notes Receiv
Mortgage and Other Notes Receivable | 3 Months Ended |
Mar. 31, 2020 | |
Accounts Notes Loans And Financing Receivable Gross Allowance And Net [Abstract] | |
Mortgage and Other Notes Receivable | Note 9 – Mortgage and Other Notes Receivable The Company’s mortgage note receivable is collateralized by an assignment of 100% of the partnership interests that own the real estate assets. Other notes receivable include amounts due from tenants or government-sponsored districts and unsecured notes received from third parties as whole or partial consideration for property or investments. Mortgage and other notes receivable consist of the following: As of March 31, 2020 As of December 31, 2019 Maturity Date Interest Rate Balance Interest Rate Balance Mortgages Dec 2016 (1) 3.48% $ 1,100 4.28% - 9.50% $ 2,637 Other Notes Receivable Sep 2021- Apr 2026 4.00% - 5.00% 1,828 4.00% - 5.00% 2,025 $ 2,928 $ 4,662 (1 ) Includes a $1,100 note with D'Iberville Promenade, LLC with a maturity date of December 2016, that is in default. This is secured by the joint venture partner’s interest in the joint venture. Expected credit losses As of March 31, 2020, the one mortgage note receivable is in default, but as noted above, the Company has a noncontrolling interest recorded related to the defaulting partner’s interest that serves as collateral on the note, and that amount is greater than the outstanding balance on the note. Based on this information, the Company did not record a credit loss for this class of receivables for the three months ended March 31, 2020. During the three months ended March 31, 2020, the Company assessed each of its three note receivables factoring in credit quality indicators such as collection experience and future expectations of performance to determine whether a credit loss should be recorded. Based on this information, the Company wrote off the $1,230 note receivable associated with amounts due from a government sponsored district at The Shoppes at St. Clair. The Company did not record any other credit losses for this class of receivables for the three months ended March 31, 2020. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | Note 10 – Segment Information The Company measures performance and allocates resources according to property type, which is determined based on certain criteria such as type of tenants, capital requirements, economic risks, leasing terms, and short and long-term returns on capital. Rental income and tenant reimbursements from tenant leases provide the majority of revenues from all segments. Information on the Company’s segments is presented as follows: Three Months Ended March 31, 2020 Malls All Other (1) Total Revenues (2) $ 153,351 $ 14,223 $ 167,574 Property operating expenses (3) ( 52,098 ) ( 3,267 ) ( 55,365 ) Interest expense ( 18,147 ) ( 28,845 ) ( 46,992 ) Other expense — ( 158 ) ( 158 ) Gain (loss) on sales of real estate assets ( 25 ) 165 140 Segment profit (loss) $ 83,081 $ ( 17,882 ) 65,199 Depreciation and amortization ( 55,902 ) General and administrative expense ( 17,836 ) Interest and other income 2,397 Loss on impairment ( 133,644 ) Income tax provision ( 526 ) Equity in earnings of unconsolidated affiliates 1,018 Net loss $ ( 139,294 ) Capital expenditures (4) $ 18,056 $ 2,276 $ 20,332 Three Months Ended March 31, 2019 Malls All Other (1) Total Revenues (2) $ 183,864 $ 14,166 $ 198,030 Property operating expenses (3) ( 57,181 ) ( 4,494 ) ( 61,675 ) Interest expense ( 23,190 ) ( 30,808 ) ( 53,998 ) Gain on sales of real estate assets — 228 228 Segment profit (loss) $ 103,493 $ ( 20,908 ) 82,585 Depreciation and amortization ( 69,792 ) General and administrative expense ( 22,007 ) Litigation settlement ( 88,150 ) Interest and other income 489 Gain on extinguishment of debt 71,722 Loss on impairment ( 24,825 ) Income tax provision ( 139 ) Equity in earnings of unconsolidated affiliates 3,308 Net loss $ ( 46,809 ) Capital expenditures (4) $ 28,024 $ 115 $ 28,139 Total Assets Malls All Other (1) Total March 31, 2020 $ 3,998,280 $ 723,035 $ 4,721,315 December 31, 2019 $ 4,180,515 $ 441,831 $ 4,622,346 (1) The All Other category includes associated centers, community centers, mortgage and other notes receivable, office buildings, self-storage facilities, corporate-level debt and the Management Company. (2) Management, development and leasing fees are included in the All Other category. See Note 3 (3) Property operating expenses include property operating, real estate taxes and maintenance and repairs. (4) Includes additions to and acquisitions of real estate assets and investments in unconsolidated affiliates. Developments in progress are included in the All Other category. |
Earnings per Share and Earnings
Earnings per Share and Earnings per Unit | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Earnings per Share and Earnings per Unit | Note 11 – Earnings per Share and Earnings per Unit Earnings per Share of the Company Basic earnings per share (“EPS”) is computed by dividing net income (loss) attributable to common shareholders by the weighted-average number of common shares outstanding for the period. Diluted EPS assumes the issuance of common stock for all potential dilutive common shares outstanding. The limited partners’ rights to convert their noncontrolling interests in the Operating Partnership into shares of common stock are not dilutive. There were no potential dilutive common shares and there were no anti-dilutive shares for the three month periods ended March 31, 2020 and 2019. Earnings per Unit of the Operating Partnership Basic earnings per unit (“EPU”) is computed using the two-class method. The two-class method is required when either (i) participating securities or (ii) multiple classes of common stock exists. The Operating Partnership’s special common units, and common units issued upon the conversion or redemption of special common units, meet the definition of participating securities as these units have the contractual right and obligation to share in the Operating Partnership’s net income (loss) and distributions. Under this approach net income (loss) attributable to common unitholders is reduced by the amount of distributions made (declared) to all common unitholders and by the amount of distributions that are required to be made (declared and undeclared) to special common unitholders. Distributed and undistributed earnings is subsequently divided by the weighted-average number of common and special common units outstanding for the period to compute basic EPU for each unit. Undistributed losses are allocated 100 percent to common units, other than common units issued upon the conversion or redemption of special common units. The special common units, and common units issued upon the conversion or redemption of special common units, only participate in undistributed losses in the event of a liquidation. Diluted EPU is computed by considering either the two-class method or the if-converted method, whichever results in more dilution. The if-converted method assumes the issuance of common units for all potential dilutive special common units outstanding. Due to the loss position (negative earnings) of the Operating Partnership for the three month periods ended March 31, 2020 and 2019 all special common units, and common units issued upon the conversion or redemption of special common units, are antidilutive. The calculation of diluted EPU through the if-converted method would reduce the loss per share (as a result of an increase number of shares in the denominator) for the common units. Therefore in a loss position diluted EPU is equal to basic EPU. There were no potential dilutive common units and there were no anti-dilutive units other than the special common units, and common units issued upon the conversion or redemption of special common units, outstanding for the three month periods ended March 31, 2020 and 2019. The following table presents basic and diluted EPU for common and special common units for the three month periods ended March 31, 2020 and 2019. Three Months Ended March 31, (In thousands, except per unit data) 2020 2019 Net Loss Attributable to Common Unitholders $ ( 150,310 ) $ ( 57,957 ) Distributions to Common Unitholders - Declared Only — ( 14,594 ) Distributions to Special Common Unitholders - Declared and Undeclared Common units issued on conversion of SCUs — ( 178 ) S-SCUs ( 1,143 ) ( 1,143 ) L-SCUs ( 433 ) ( 433 ) K-SCUs ( 844 ) ( 844 ) Total Undistributed Losses Available to Common and Special Common Unitholders $ ( 152,730 ) $ ( 75,149 ) Distributed Earnings: Common units issued on conversion of SCUs — $ 178 S-SCUs 1,143 1,143 L-SCUs 433 433 K-SCUs 844 844 Common Units — 14,594 Undistributed Losses: Common units issued on conversion of SCUs $ — $ — S-SCUs — — L-SCUs — — K-SCUs — — Common Units ( 152,730 ) ( 75,149 ) Weighted Average: Common units issued on conversion of SCUs 2,300 2,373 S-SCUs 1,561 1,561 L-SCUs 572 572 K-SCUs 1,137 1,137 Common Units 195,688 194,368 Basic EPS: Common units issued on conversion of SCUs $ — $ 0.08 S-SCUs 0.73 0.73 L-SCUs 0.76 0.76 K-SCUs 0.74 0.74 Common Units ( 0.78 ) ( 0.31 ) Total Basic EPS $ ( 0.75 ) $ ( 0.29 ) Diluted EPS: Common units issued on conversion of SCUs $ — $ 0.08 S-SCUs 0.73 0.73 L-SCUs 0.76 0.76 K-SCUs 0.74 0.74 Common Units ( 0.78 ) ( 0.31 ) Total Diluted EPS $ ( 0.75 ) $ ( 0.29 ) For additional information regarding the participation rights and minimum distributions relating to the common and special common units, see Note 9. Shareholders’ Equity and Partners’ Capital and Note 10. Redeemable Interests and Noncontrolling Interests of the Company’s Annual Report on Form 10-K, as amended, for the year ended December 31, 2019. |
Contingencies
Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Contingencies | Note 12 – Contingencies Litigation In April 2019, the Company entered into a settlement agreement and release with respect to the class action lawsuit filed on March 16, 2016 in the United States District Court for the Middle District of Florida by Wave Lengths Hair Salons of Florida, Inc. d/b/a Salon Adrian. The settlement agreement stated that the Company had to set aside a common fund with a monetary and non-monetary value of $90,000 to be disbursed to class members in accordance with an agreed-upon formula that is based upon aggregate damages of $60,000. The Court granted final approval to the proposed settlement on August 22, 2019. Class members are comprised of past and current tenants at certain of the Company's shopping centers that it owns or formerly owned during the class period, which extended from January 1, 2011 through the date of preliminary court approval. Class members who are past tenants and made a claim pursuant to the Court's order will receive payment of their claims in cash. Class members who are current tenants will receive monthly credits against rents and future charges, beginning no earlier than January 1, 2020 and continuing for the following five years. Any amounts under the settlement allocated to tenants with outstanding amounts payable to the Company, including tenants which have declared bankruptcy or declare bankruptcy over the relevant period, will first be deducted from the amounts owed to the Company. All attorney’s fees and associated costs to be paid to class counsel (up to a maximum of $28,000), any incentive award to the class representative (up to a maximum of $50), and class administration costs (which are expected to not exceed $100), have or will be funded by the common fund, which has been approved by the Court. Under the terms of the settlement agreement, the Company did not pay any dividends to holders of its common shares payable in the third and fourth quarters of 2019. The settlement agreement does not restrict the Company's ability to declare dividends payable in 2020 or in subsequent years. The Company recorded an accrued liability and corresponding litigation settlement expense of $88,150 in the three months ended March 31, 2019 related to the settlement agreement. The Company reduced the accrued liability by $26,396, a majority of which was related to past tenants that did not submit a claim pursuant to the terms of the settlement agreement with the remainder relating to tenants that either opted out of the lawsuit or waived their rights to their respective settlement amounts. The Company also reduced the accrued liability by $23,050 related to attorney and administrative fees that were paid pursuant to the settlement agreement. The Company also received document requests in the third quarter of 2019, in the form of subpoenas, from the Securities and Exchange Commission and the Department of Justice regarding the Wave Lengths Hair Salons of Florida, Inc. litigation and other related matters. The Company is continuing to cooperate in these matters. Securities Litigation The Company and certain of its officers and directors were named as defendants in three putative securities class action lawsuits (collectively, the “Securities Class Action Litigation”), each filed in the United States District Court for the Eastern District of Tennessee, on behalf of all persons who purchased or otherwise acquired the Company’s securities during a specified period of time. Those cases were consolidated on July 17, 2019, under the caption In re CBL & Associates Properties, Inc. Securities Litigation The complaints filed in the Securities Class Action Litigation allege violations of the securities laws, including, among other things, that the defendants made certain materially false and misleading statements and omissions regarding the Company’s contingent liabilities, business, operations, and prospects during the periods of time specified above. The plaintiffs seek compensatory damages and attorneys’ fees and costs, among other relief, but have not specified the amount of damages sought. The outcome of these legal proceedings cannot be predicted with certainty. Certain of the Company’s current and former directors and officers have been named as defendants in nine shareholder derivative lawsuits (collectively, the “Derivative Litigation”). On June 4, 2019, a shareholder filed a putative derivative complaint captioned Robert Garfield v. Stephen D. Lebovitz et al. Garfield Robert Cohen v. Stephen D. Lebovitz et al. Cohen Travis Lore v. Stephen D. Lebovitz et al. Lore City of Gainesville Cons. Police Officers’ and Firefighters Retirement Plan v. Stephen D. Lebovitz et al. Gainesville Garfield Cohen In re CBL & Associates Properties, Inc. Derivative Litigation Consolidated Consolidated Gainesville Lore Consolidated Shebitz v. Lebovitz et al. Shebitz Chatman v. Lebovitz, et al., Kurup v. Lebovitz, et al., Kurup Kemmer v. Lebovitz, et al., Kemmer Hebig v. Lebovitz, et al., Hebig Shebitz Chatman, Kurup, Kemmer, and Hebig The complaints filed in the Derivative Litigation allege, among other things, breaches of fiduciary duties, unjust enrichment, waste of corporate assets, and violations of the federal securities laws. The factual allegations upon which these claims are based are similar to the factual allegations made in the Securities Class Action Litigation, described above. The complaints filed in the Derivative Litigation seek, among other things, unspecified damages and restitution for the Company from the individual defendants, the payment of costs and attorneys’ fees, and that the Company be directed to reform certain governance and internal procedures. The outcome of these legal proceedings cannot be predicted with certainty. The Company's insurance carriers have been placed on notice of these matters. The Company is currently involved in certain other litigation that arises in the ordinary course of business, most of which is expected to be covered by liability insurance. Management makes assumptions and estimates concerning the likelihood and amount of any potential loss relating to these matters using the latest information available. The Company records a liability for litigation if an unfavorable outcome is probable and the amount of loss or range of loss can be reasonably estimated. If an unfavorable outcome is probable and a reasonable estimate of the loss is a range, the Company accrues the best estimate within the range. If no amount within the range is a better estimate than any other amount, the Company accrues the minimum amount within the range. If an unfavorable outcome is probable but the amount of the loss cannot be reasonably estimated, the Company discloses the nature of the litigation and indicates that an estimate of the loss or range of loss cannot be made. If an unfavorable outcome is reasonably possible and the estimated loss is material, the Company discloses the nature and estimate of the possible loss of the litigation. Based on current expectations, such matters, both individually and in the aggregate, are not expected to have a material adverse effect on the liquidity, results of operations, business or financial condition of the Company. Environmental Contingencies The Company evaluates potential loss contingencies related to environmental matters using the same criteria described above related to litigation matters. Based on current information, an unfavorable outcome concerning such environmental matters, both individually and in the aggregate, is considered to be reasonably possible. However, the Company believes its maximum potential exposure to loss would not be material to its results of operations or financial condition. The Company has a master insurance policy that provides coverage through 2022 for certain environmental claims up to $10,000 per occurrence and up to $50,000 in the aggregate, subject to deductibles and certain exclusions. At certain locations, individual policies are in place. Guarantees The Operating Partnership may guarantee the debt of a joint venture primarily because it allows the joint venture to obtain funding at a lower cost than could be obtained otherwise. This results in a higher return for the joint venture on its investment, and a higher return on the Operating Partnership's investment in the joint venture. The Operating Partnership may receive a fee from the joint venture for providing the guaranty. Additionally, when the Operating Partnership issues a guaranty, the terms of the joint venture agreement typically provide that the Operating Partnership may receive indemnification from the joint venture partner or have the ability to increase its ownership interest. The guarantees expire upon repayment of the debt, unless noted otherwise. The following table represents the Operating Partnership's guarantees of unconsolidated affiliates' debt as reflected in the accompanying condensed consolidated balance sheets as of March 31, 2020 and December 31, 2019: As of March 31, 2020 Obligation recorded to reflect guaranty Unconsolidated Affiliate Company's Ownership Interest Outstanding Balance Percentage Guaranteed by the Operating Partnership Maximum Guaranteed Amount Debt Maturity Date (1) March 31, 2020 December 31, 2019 West Melbourne I, LLC - Phase I 50% $ 39,612 50% $ 19,806 Feb-2021 (2) $ 198 $ 199 West Melbourne I, LLC - Phase II 50% 15,557 50% 7,779 Feb-2021 (2) 78 78 Port Orange I, LLC 50% 53,792 50% 26,896 Feb-2021 (2) 269 270 Ambassador Infrastructure, LLC 65% 9,360 100% 9,360 Aug-2020 101 101 Shoppes at Eagle Point, LLC 50% 35,189 35% (3) 12,740 Oct-2020 (4) 127 127 EastGate Storage, LLC 50% 6,377 50% (5) 3,250 Dec-2022 33 33 Self Storage at Mid Rivers, LLC 50% 5,803 50% (6) 2,994 Apr-2023 30 30 Parkdale Self Storage, LLC 50% 4,878 100% (7) 6,500 Jul-2024 65 65 Hamilton Place Self Storage, LLC 54% 2,485 100% (8) 7,002 Sep-2024 70 70 Atlanta Outlet JV, LLC 50% 4,680 100% (9) 4,680 Nov-2023 — — Louisville Outlet Shoppes, LLC 50% 9,182 100% (10) 9,182 Jul-2020 — — Total guaranty liability $ 971 $ 973 (1) Excludes any extension options. (2) These loans have two one-year (3) The guaranty is for a fixed amount of $12,740 throughout the term of the loan, including any extensions. (4) The loan has one two-year (5) The guaranty was reduced to 50% once construction was completed during the second quarter of 2019. The guaranty may be further reduced to 25% once certain debt and operational metrics are met. (6) The Company received a 1% fee for the guaranty when the loan was issued in April 2018. The guaranty was reduced to 50% once construction was completed during the second quarter of 2019. The guaranty may be further reduced to 25% once certain debt and operational metrics are met. (7) Parkdale Self Storage, LLC, a 50/50 joint venture, closed on a construction loan with a total borrowing capacity of up to $6,500 for the development of a climate controlled self-storage facility adjacent to Parkdale Mall in Beaumont, TX. The Operating Partnership has a joint and several guaranty with its 50/50 partner. Therefore, the maximum guarantee is 100% of the loan. (8) Hamilton Place Self Storage, LLC, a 54/46 joint venture, closed on a construction loan with a total borrowing capacity of up to $7,002 for the development of a climate controlled self-storage facility adjacent to Hamilton Place in Chattanooga, TN. The Operating Partnership has guaranteed 100% of the construction loan, but it has a back-up guaranty with its joint venture partner for 50% of the construction loan. (9) In December 2019, the Company deconsolidated this entity. (10) In November 2019, the Company deconsolidated this entity. The Company has guaranteed the lease performance of York Town Center, LP ("YTC"), an unconsolidated affiliate in which the Company owns a 50% interest, under the terms of an agreement with a third party that owns property as part of York Town Center. Under the terms of that agreement, YTC is obligated to cause performance of the third party’s obligations as landlord under its lease with its sole tenant, including, but not limited to, provisions such as co-tenancy and exclusivity requirements. Should YTC fail to cause performance, then the tenant under the third party landlord’s lease may pursue certain remedies ranging from rights to terminate its lease to receiving reductions in rent. The Company has guaranteed YTC’s performance under this agreement up to a maximum of $22,000, which decreases by $800 annually until the guaranteed amount is reduced to $10,000. The maximum guaranteed obligation was $11,600 as of March 31, 2020. The Company entered into an agreement with its joint venture partner under which the joint venture partner has agreed to reimburse the Company 50% of any amounts it is obligated to fund under the guaranty. The Company did not include an obligation for this guaranty because it determined that the fair value of the guaranty was not material as of March 31, 2020 and December 31, 2019. Expected credit losses During the three months ended March 31, 2020, the Company evaluated each guarantee individually by looking at the debt service ratio, cash flow forecasts and the performance of each loan. The result of the analysis was that each loan is current and performing, and if applicable, none of the loans that are guaranteed by the Company are in violation of their debt covenants, each operating property has positive cash flows that are sufficient to cover debt service and forecasted cash flows for each operating property do not indicate that there is more than a remote probability that the Company will be required to perform under each guaranty. Historically, the Company has not had to perform on any of its guarantees of unconsolidated affiliates’ debt. Based on current and future conditions, the Company does not expect to have to perform, and therefore did not record a credit loss for the three months ended March 31, 2020. Performance Bonds |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Mar. 31, 2020 | |
Share Based Compensation [Abstract] | |
Share-Based Compensation | Note 13 – Share-Based Compensation As of March 31, 2020, the Company has outstanding awards under the CBL & Associates Properties, Inc. 2012 Stock Incentive Plan ("the 2012 Plan"), which was approved by the Company's shareholders in May 2012. The 2012 Plan permits the Company to issue stock options and common stock to selected officers, employees and non-employee directors of the Company up to a total of 10,400,000 shares. As the primary operating subsidiary of the Company, the Operating Partnership participates in and bears the compensation expense associated with the Company's share-based compensation plan. Restricted Stock Awards The Company may make restricted stock awards to independent directors, officers and its employees under the 2012 Plan. These awards are generally granted based on the performance of the Company and its employees. None of these awards have performance requirements other than a service condition of continued employment, unless otherwise provided. Compensation expense is recognized on a straight-line basis over the requisite service period. Share-based compensation expense related to the restricted stock awards was $1,144 and $1,713 for the three months ended March 31, 2020 and 2019, respectively. Share-based compensation cost capitalized as part of real estate assets was $7 and $14 for the three months ended March 31, 2020 and 2019, respectively. A summary of the status of the Company’s nonvested restricted stock awards as of March 31, 2020, and changes during the three months ended March 31, 2020, is presented below: Shares Weighted- Average Grant-Date Fair Value Nonvested at January 1, 2020 971,846 $ 5.16 Granted 1,628,397 $ 0.86 Vested ( 1,051,783 ) $ 2.86 Forfeited ( 4,852 ) $ 5.81 Nonvested at March 31, 2020 1,543,608 $ 2.19 As of March 31, 2020, there was $3,165 of total unrecognized compensation cost related to nonvested stock awards granted under the plans, which is expected to be recognized over a weighted-average period of 2.6 years. Long-Term Incentive Program In 2015, the Company adopted a long-term incentive program ("LTIP") for its named executive officers, which consists of performance stock unit ("PSU") awards and annual restricted stock awards, that may be issued under the 2012 Plan. The number of shares related to the PSU awards that each named executive officer may receive upon the conclusion of a three-year performance period is determined based on the Company's achievement of specified levels of long-term total stockholder return ("TSR") performance relative to the National Association of Real Estate Investment Trusts ("NAREIT") Retail Index, provided that at least a "Threshold" level must be attained for any shares to be earned. Beginning with the 2018 PSUs, two-thirds one In conjunction with the February 2020 approval of the 2020 LTIP grants for the named executive officers, the 2012 Stock Incentive Plan was amended to remove the Section 162(m) Grant Limit, which no longer served its original purpose because the “qualified performance-based compensation” exception to the Section 162(m) deduction limits was repealed by the 2017 tax reform legislation. However, NYSE rules also include an annual equity grant limit which effectively limits the number of shares that can be subject to stock awards to any individual named executive officer, without additional shareholder approval, to one percent ( 1%) of the total number of outstanding shares of the Company’s Common Stock (the “NYSE Annual Grant Limit”). To maintain NYSE compliance following elimination of the Section 162(m) Grant Limit, the Company’s Compensation Committee revised PSU awards under the LTIP, beginning in 2020, to provide that if a grant of PSUs could result in the issuance of a number of shares to a named executive officer at the conclusion of the 3-year performance period that would exceed the NYSE Annual Grant Limit, when coupled with the number of shares subject to other stock awards (e.g., the time-vesting restricted stock component of the LTIP) issued in the same year that such PSUs were issued, any such excess will instead be converted to a cash bonus award, while remaining subject to vesting conditions as described below. Any such portion of the value of the 2018 PSUs, the 2019 PSUs or the 2020 PSUs earned payable as a cash bonus will be subject to the same vesting provisions as the issuance of common stock pursuant to the PSUs. In addition, to the extent any cash is to be paid, the cash will be paid first relative to the vesting schedule, ahead of the issuance of shares of common stock with respect to the balance of PSUs earned. Annual Restricted Stock Awards Under the LTIP, annual restricted stock awards consist of shares of time-vested restricted stock awarded based on a qualitative evaluation of the performance of the Company and the named executive officer during the fiscal year. Annual restricted stock awards under the LTIP, which are included in the totals reflected in the preceding table, vest 20% on the date of grant with the remainder vesting in four equal annual installments. Performance Stock Units A summary of the status of the Company’s PSU activity as of March 31, 2020, and changes during the three months ended March 31, 2020, is presented below: PSUs Weighted-Average Grant Date Fair Value Outstanding at January 1, 2020 1,766,580 $ 2.96 2020 PSUs granted (1) 3,408,083 $ 0.84 Outstanding at March 31, 2020 (2) 5,174,663 $ 1.56 (1) Includes 211,375 shares classified as a liability due to the potential cash component described above. ( 2 ) None of the PSUs outstanding at March 31, 2020 were vested. Shares earned pursuant to the PSU awards vest 60% at the conclusion of the performance period while the remaining 40% of the PSU award vests 20% on each of the first two anniversaries thereafter. Compensation cost is recognized on a tranche-by-tranche basis using the accelerated attribution method. The resulting expense, for awards classified as equity, is recorded regardless of whether any PSU awards are earned as long as the required service period is met. The fair value of the potential cash component related to the 2020 PSUs is measured at each reporting period, using the same methodology as was used at the initial grant date, and classified as a liability on the condensed consolidated balance sheet as of March 31, 2020 with an adjustment to compensation expense. If the performance criterion is not satisfied at the end of the performance period for the 2020 PSUs, previously recognized compensation expense related to the liability-classified awards would be reversed as there would be no value at the settlement date. Share-based compensation expense related to the PSUs was $478 and $426 for the three months ended March 31, 2020 and 2019, respectively. Unrecognized compensation costs related to the PSUs was $4,678 as of March 31, 2020, which is expected to be recognized over a weighted-average period of 4.1 years. The following table summarizes the assumptions used in the Monte Carlo simulation pricing model related to the PSUs: 2020 PSUs 2019 PSUs 2018 PSUs Grant date February 10, 2020 February 11, 2019 February 12, 2018 Fair value per share on valuation date (1) $ 0.84 $ 4.74 $ 4.76 Risk-free interest rate (2) 1.39 % 2.54 % 2.36 % Expected share price volatility (3) 57.98 % 60.99 % 42.02 % ( 1) The value of the PSU awards is estimated on the date of grant using a Monte Carlo simulation model. The valuation consists of computing the fair value using CBL's simulated stock price as well as TSR over a three-year performance period. The award is modeled as a contingent claim in that the expected return on the underlying shares is risk-free and the rate of discounting the payoff of the award is also risk-free. The weighted-average fair value per share related to the 2020 PSUs classified as equity consists of 2,131,245 shares at a fair value of $0.88 (which relate to relative TSR) and 1,065,463 shares at fair value of $0.75 per share (which relate to absolute TSR). The weighted-average fair value per share related to the 2019 PSUs classified as equity consists of 357,800 shares at a fair value of $2.45 per share (which relate to relative TSR) and 178,875 shares at a fair value of $2.29 per share (which relate to absolute TSR). (2) The risk-free interest rate was based on the yield curve on zero-coupon U.S. Treasury securities in effect as of the valuation date, which is the respective grant date listed above. ( 3) The computation of expected volatility was based on a blend of the historical volatility of CBL's shares of common stock based on annualized daily total continuous returns over a five-year period for the 2020 PSUs and a three-year period for the 2019 and 2018 PSUs and implied volatility data based on the trailing month average of daily implied volatilities implied by stock call option contracts that were both closest to the terms shown and closest to the money. |
Noncash Investing and Financing
Noncash Investing and Financing Activities | 3 Months Ended |
Mar. 31, 2020 | |
Supplemental Cash Flow Information [Abstract] | |
Noncash Investing and Financing Activities | Note 14 – Noncash Investing and Financing Activities The Company’s noncash investing and financing activities were as follows: Three Months Ended March 31, 2020 2019 Accrued dividends and distributions payable $ — $ 17,191 Additions to real estate assets accrued but not yet paid 19,478 19,757 Transfer of real estate assets in settlement of mortgage debt obligations: Decrease in real estate assets — ( 60,059 ) Decrease in mortgage and other indebtedness — 124,111 Decrease in operating assets and liabilities — 9,333 Decrease in intangible lease and other assets — ( 1,663 ) Conversion of Operating Partnership units to common stock 21,051 — Increase (decrease) in lease liabilities arising from right-of-use assets ( 200 ) 4,024 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 15 – Subsequent Events Subsequent to March 31, 2020, the United States continues to be severely impacted by the COVID-19 pandemic and by the economic effects of government responses, such as “stay-at-home” orders and various restrictions on certain business activities, which have materially disrupted the economy. The Company has received rent relief requests from a majority of its tenants at its properties, most often in the form of rent deferral requests, as a result of COVID-19. The Company is evaluating each tenant rent relief request on an individual basis, considering a number of factors. Not all tenant requests will ultimately result in the Company granting any form of rent or other relief, nor does it plan to forgo its contractual rights under its lease agreements in connection with any such requests. While the Company is not able to estimate the impact of the COVID-19 pandemic at this time, the pandemic could materially affect its future financial and operational results. In May 2020, the lender notified the Company that the loan secured by EastGate Mall was in default because the April 2020 debt service payment was not made. The Company elected to not make the $11,813 Interest Payment due and payable on June 1, 2020, with respect to the Operating Partnership’s 5.25% senior unsecured notes due 2023. Under the indenture governing the 2023 Notes, the Operating Partnership has a 30-day grace period to make the Interest Payment before the nonpayment is considered an event of default with respect to the 2023 Notes. Any event of default under the 2023 Notes for nonpayment of the Interest Payment would also be considered an event of default under the Operating Partnership’s senior secured credit facility, which could lead to an acceleration of amounts due under the facility. Further, if the trustee for the 2023 Notes should exercise its right to accelerate the maturity of the full balance owed on the 2023 Notes as a result of such an event of default, that would also constitute an event of default under the Operating Partnership’s 4.60% senior unsecured notes due 2024 and the Operating Partnership’s 5.95% senior notes due 2026, which could lead to the acceleration of all amounts due under those notes. The Company has elected to enter the 30-day grace period with respect to the Interest Payment in order to advance discussions with its lenders and explore alternative strategies. The Company was notified by the administrative agent of the senior secured credit facility that the failure to make the Interest Payment constitutes a default under the senior secured credit facility and that, if not cured within the applicable 30-day grace period, it will be an event of default under the senior secured credit facility. The Company could prevent an event of default if it paid the Interest Payment prior to the expiration of the 30-day grace period or if it reached an alternative arrangement with the holders of the 2023 Notes |
Combined Guarantor Subsidiari_2
Combined Guarantor Subsidiaries - Organization and Basis of Presentation | 3 Months Ended |
Mar. 31, 2020 | |
Condensed Financial Statements Captions [Line Items] | |
Organization and Basis of Presentation | Note 1 – Organization and Basis of Presentation Unless stated otherwise or the context otherwise requires, references to the "Company" mean CBL & Associates Properties, Inc. and its subsidiaries. References to the "Operating Partnership" mean CBL & Associates Limited Partnership and its subsidiaries. CBL & Associates Properties, Inc. (“CBL”), a Delaware corporation, is a self-managed, self-administered, fully-integrated real estate investment trust (“REIT”) that is engaged in the ownership, development, acquisition, leasing, management and operation of regional shopping malls, open-air and mixed-use centers, outlet centers, associated centers, community centers and office properties. Its properties are located in 26 states, but are primarily in the southeastern and midwestern United States. CBL conducts substantially all its business through CBL & Associates Limited Partnership (the “Operating Partnership”), which is a variable interest entity ("VIE"). The Operating Partnership consolidates the financial statements of all entities in which it has a controlling financial interest or where it is the primary beneficiary of a VIE. As of March 31, 2020, the Operating Partnership owned interests in the following properties: All Other Properties Malls (1) Associated Centers Community Centers Office Buildings and Other Total Consolidated Properties 53 20 1 4 (2) 78 Unconsolidated Properties (3) 10 3 5 2 20 Total 63 23 6 6 98 (1) Category consists of regional malls, open-air centers and outlet centers (including one mixed-use center). (2) Includes CBL's two corporate office buildings. (3) The Operating Partnership accounts for these investments using the equity method because one or more of the other partners have substantive participating rights. At March 31, 2020, the Operating Partnership had an interest in two self-storage facilities that were under development (the "Construction Properties"). The Malls, All Other Properties ("Associated Centers, Community Centers, Office Buildings and Other") and the Construction Properties are collectively referred to as the “Properties” and individually as a “Property.” CBL is the 100% owner of two qualified REIT subsidiaries, CBL Holdings I, Inc. and CBL Holdings II, Inc. At March 31, 2020, CBL Holdings I, Inc., the sole general partner of the Operating Partnership, owned a 1.0% general partner interest in the Operating Partnership and CBL Holdings II, Inc. owned an 94.2% limited partner interest for a combined interest held by CBL of 95.2%. The noncontrolling interest in the Operating Partnership is held by CBL & Associates, Inc., its shareholders and affiliates and certain senior officers of the Company (collectively "CBL's Predecessor"), all of which contributed their interests in certain real estate properties and joint ventures to the Operating Partnership in exchange for a limited partner interest when the Operating Partnership was formed in November 1993, and by various third parties. In March 2020, the Company issued 16,333,947 shares of the Company’s common stock to CBL’s Predecessor in exchange for a like number of common units of limited partnership interest in the Operating Partnership pursuant to exchange notices received from CBL’s Predecessor. The Operating Partnership conducts the Company’s property management and development activities through its wholly owned subsidiary, CBL & Associates Management, Inc. (the “Management Company”), to comply with certain requirements of the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”). The accompanying condensed consolidated financial statements are unaudited; however, they have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in conjunction with the rules and regulations of the Securities and Exchange Commission ("SEC"). Accordingly, they do not include all of the disclosures required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting solely of normal recurring matters) necessary for a fair presentation of the financial statements for these interim periods have been included. All intercompany transactions have been eliminated. The results for the interim period ended March 31, 2020 are not necessarily indicative of the results to be obtained for the full fiscal year. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in its Annual Report on Form 10-K, as amended, for the year ended December 31, 2019. COVID-19 The COVID-19 pandemic has had, and likely will continue to have, repercussions across local, national and global economies and financial markets. COVID-19 has impacted all states where the Company’s tenants operate their businesses or where the Company’s properties are located and measures taken to prevent or remediate COVID-19, including “shelter-in place” or “stay-at-home” orders or other quarantine mandates issued by local, state or federal authorities, have had an adverse effect on its business and the businesses of its tenants. The full extent of the adverse impact on, among other things, the Company’s results of operations, liquidity (including its ability to access capital markets), the possibility of future impairments of long-lived assets or its investments in unconsolidated joint ventures, its compliance with debt covenants, its ability to renew and re-lease its leased space, the outlook for the retail environment, potential bankruptcies or other store closings and its ability to develop, acquire, dispose or lease properties, is unknown and will depend on future developments, which are highly uncertain and cannot be predicted. The Company expects a material adverse impact on its revenues, results of operations, and cash flows for the year ended December 31, 2020. The situation is rapidly changing and additional impacts to the business may arise that the Company is not aware of currently. Listing Criteria On February 5, 2020, the Company received notice from the New York Stock Exchange ("NYSE") that its common stock is no longer in compliance with NYSE continued listing criteria set forth in Section 802.01C of the Listed Company Manual of the NYSE, which require listed companies to maintain an average closing share price of at least $1.00 over a period of 30 consecutive trading days. The Company has until October 14, 2020, inclusive of extensions of the cure period provided by the NYSE in response to the COVID-19 pandemic, to regain compliance with the continued listing criteria. During this period, the Company expects its common stock to continue to trade on the NYSE, which will allow for flexibility in addressing this matter. On May 7, 2020, . The Company intends to actively evaluate and monitor the price of its common stock between now and October 2020. A delisting of the Company’s common stock from the NYSE could negatively impact it by, among other things, reducing the trading liquidity of, and the market price for, its common stock. Liquidity and Going Concern Considerations In accordance with the accounting guidance related to the presentation of financial statements, when preparing financial statements for each annual and interim reporting period, management evaluates whether there are conditions or events that, when considered in the aggregate, raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. In making its assessment, management considered the Company’s current financial condition and liquidity sources, including current funds available, forecasted future cash flows and conditional and unconditional obligations due over the next twelve months. The Company was in compliance with the financial covenants of its secured credit facility and the senior unsecured notes (the “Notes”) as of March 31, 2020, with the exception of one covenant under the secured credit facility. At March 31, 2020, the Company was not in compliance with a covenant under the secured credit facility, which provides that the Company may not have more than $100,000 of cash on hand that constitutes borrowings on the secured line of credit. In March 2020, the Company drew $280,000 from the secured line of credit and anticipated promptly purchasing $180,000 of U.S. Treasury securities, which would leave $100,000 of cash on hand from such borrowings. However, due to market conditions, the Company was not able to purchase the U.S. Treasury securities promptly, which resulted in the Company violating this covenant. Violation of this covenant provides the lenders with the option to accelerate the maturity of the senior secured credit facility. The administrative agent of the secured credit facility notified the Company that it was in default and that the administrative agent and lenders reserve all rights and remedies under the secured credit facility. The lenders have not exercised their right to accelerate the maturity of the secured credit facility. In March 2020, the Company used $154,228 to purchase U.S. Treasury securities and subsequent to March 31, 2020 utilized an additional $ 26,366 to fund April debt service payments and operating expenses, which reduced the amount of cash on hand that constitutes borrowings on the secured line of credit to less than $ 100,000 . However, this did not cure the default per the terms of the senior secured credit facility. Management will pursue obtaining a waiver from the lenders. If management is not able to obtain a waiver directly, then management will seek to obtain a waiver as part of the alternatives it is exploring, as described below. The Company has considered the projected impact of COVID-19 on its cash flows and its analysis of future compliance with the financial covenants and has determined that it is probable it will fail to meet the minimum debt yield covenant under the senior secured credit facility during the third quarter of 2020, the fourth quarter of 2020 and the first quarter of 2021. The minimum debt yield covenant provides that the ratio of the adjusted net operating income, as defined, of the borrowing base properties that secure the senior secured credit facility to the total outstanding balance on the senior secured credit facility must be greater than 10.0%. Violation of this covenant provides the lenders with the option to accelerate the maturity of the senior secured credit facility. The Company could remain in compliance with the debt yield covenant if it (i) added additional unencumbered assets to the collateral pool, subject to lender approval, which is not to be unreasonably withheld, (ii) paid down the amount of debt outstanding with projected available cash or (iii) negotiated a waiver of the covenant with the lenders. Management has engaged Weil, Gotshal & Manges LLP and Moelis & Company LLC (the “Advisors”) to assist the Company in exploring several alternatives to reduce overall leverage and interest expense and to extend the maturity of its debt including (i) the senior secured credit facility, which includes a revolving facility with a balance of $675,925 and term loan with a balance of $456,250 as of March 31, 2020, that matures in July 2023 December 2023 October 2024 December 2026 As described in Note 15 – Subsequent Events, the Company elected to not make the $11,813 interest payment due and payable on June 1, 2020, with respect to the Operating Partnership’s 5.25% senior unsecured notes due 2023 (the “2023 Notes”) (the “Interest Payment”). Under the indenture governing the 2023 Notes, the Operating Partnership has a 30-day grace period to make the Interest Payment before the nonpayment is considered an event of default with respect to the 2023 Notes. Any event of default under the 2023 Notes for nonpayment of the Interest Payment would also be considered an event of default under the Operating Partnership’s senior secured credit facility, which could lead to an acceleration of amounts due under the facility. Further, if the trustee for the 2023 Notes should exercise its right to accelerate the maturity of the full balance owed on the 2023 Notes as a result of such an event of default, that would also constitute an event of default under the Operating Partnership’s 4.60% senior unsecured notes due 2024 and the Operating Partnership’s 5.95% senior notes due 2026, which could lead to the acceleration of all amounts due under those notes. The Company has elected to enter the 30-day grace period with respect to the Interest Payment in order to advance discussions with its lenders and explore alternative strategies. The Company was notified by the administrative agent of the senior secured credit facility that the failure to make the Interest Payment constitutes a default under the senior secured credit facility and that, if not cured within the applicable 30-day grace period, it will be an event of default under the senior secured credit facility. The Company could prevent an event of default if it paid the Interest Payment prior to the expiration of the 30-day grace period or if it reached an alternative arrangement with the holders of the 2023 Notes. Given the impact of the COVID-19 pandemic on the retail and broader markets, the ongoing weakness of the credit markets and significant uncertainties associated with each of these matters, the Company believes that there is substantial doubt that it will continue to operate as a going concern within one year after the date these condensed consolidated financial statements are issued. The accompanying condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. Accordingly, the condensed consolidated financial statements do not reflect any adjustments related to the recoverability of assets and satisfaction of liabilities that might be necessary should the Company be unable to continue as a going concern. |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Organization and Basis of Presentation | Note 1 – Organization and Basis of Presentation CBL & Associates Properties, Inc. (“CBL”), a Delaware corporation, is a self-managed, self-administered, fully-integrated real estate investment trust (“REIT”) that is engaged in the ownership, development, acquisition, leasing, management and operation of regional shopping malls, open-air and mixed-use centers, outlet centers, associated centers, community centers and office properties. Its properties are located in 26 states, but are primarily in the southeastern and midwestern United States. CBL conducts substantially all of its business through CBL & Associates Limited Partnership (the “Operating Partnership”), which is a variable interest entity ("VIE"). The Operating Partnership consolidates the financial statements of all entities in which it has a controlling financial interest or where it is the primary beneficiary of a VIE. In January 2019, the Operating Partnership entered into a new $1,185,000 senior secured credit facility which replaced all of the Operating Partnership’s prior unsecured bank facilities. The secured credit facility is secured by 17 malls and 3 associated centers that are owned by 36 wholly owned subsidiaries of the Operating Partnership (collectively the “Combined Guarantor Subsidiaries”). The Combined Guarantor Subsidiaries own an additional four malls, two associated centers and four mortgage notes receivable that are not collateral for the secured credit facility. The properties that are collateral for the secured credit facility and the properties and mortgage notes receivable that are not collateral are collectively referred to as the “Guarantor Properties”. In addition to the secured credit facility, the Operating Partnership’s debt includes three separate series of senior unsecured notes (the “Notes”). Based on the terms of the Notes, to the extent that any subsidiary of the Operating Partnership executes and delivers a guarantee to another debt facility, the Operating Partnership shall also cause the subsidiary to guarantee the Operating Partnership’s obligations under the Notes on a senior basis. In January 2019, the Combined Guarantor Subsidiaries entered a guarantee agreement with the issuer of the Notes to satisfy the guaranty requirement. The guarantees related to the secured credit facility and the Notes expire upon maturity of the secured credit facility and repayment of the debt under the secured credit facility. The Combined Guarantor Subsidiaries maximum guarantee related to the secured credit facility is $1,185,000 as of March 31, 2020, and the maximum guarantee related to the Notes is $1,375,000 as of March 31, 2020. The percentage of actual Guarantor Properties that are pledged as collateral on the secured credit facility in relation to the Combined Guarantor Subsidiaries as of and for the three months ended March 31, 2020 is shown in the table below: Assets Liabilities Revenue Net Income Guarantor Properties pledged as collateral on the secured credit facility $ 1,310,359 $ 29,720 $ 51,217 $ 15,402 Combined Guarantor Subsidiaries $ 1,636,970 $ 285,618 $ 65,427 $ 18,835 Guarantor Properties pledged as collateral on the secured credit facility as % of Combined Guarantor Subsidiaries 80.0 % 10.4 % 78.3 % 81.8 % The Combined Guarantor Subsidiaries and Guarantor Properties consist of the following: Combined Guarantor Subsidiaries Guarantor Properties Location CW Joint Venture, LLC (1) Arbor Place Limited Partnership Multi-GP Holdings, LLC Arbor Place (2) Greenbrier Mall (2) Park Plaza (2) Shoppes at St. Claire Square (2) St. Claire Square (2) Douglasville, GA Chesapeake, VA Little Rock, AR Fairview Heights, IL Fairview Heights, IL CBL/Westmoreland, L.P. CBL/Westmoreland I, LLC CBL/Westmoreland II, LLC CW Joint Venture, LLC Arbor Place Limited Partnership Multi-GP Holdings, LLC Westmoreland Mall Westmoreland Crossing Greensburg, PA Greensburg, PA Cherryvale Mall, LLC CherryVale Mall Rockford, IL Madison/East Towne, LLC Madison Joint Venture, LLC CBL/Madison I, LLC East Towne Mall Madison, WI Frontier Mall Associates Limited Partnership Mortgage Holdings LLC (3) Frontier Mall Cheyenne, WY JG Winston-Salem, LLC Hanes Mall Winston-Salem, NC Imperial Valley Mall II, L.P. Imperial Valley Mall GP, LLC Imperial Valley Mall, L.P. CBL/Imperial Valley, GP, LLC Imperial Valley Mall El Centro, CA Kirkwood Mall Acquisition LLC Kirkwood Mall Mezz LLC CBL/Kirkwood Mall, LLC Kirkwood Mall Bismarck, ND Layton Hills Mall CMBS, LLC Layton Hills Mall and Cinema Layton Hills Plaza Layton Hills Convenience Center Layton, UT Layton, UT Layton, UT Mall del Norte, LLC MDN/Laredo GP, LLC Mall del Norte and Cinema Laredo, TX Mayfaire Town Center, LP Mayfaire GP, LLC Mayfaire Town Center Wilmington, NC Mortgage Holdings, LLC (3) Four mortgage notes receivable (2) Chattanooga, TN Hixson Mall, LLC Northgate Mall Chattanooga, TN Pearland Town Center Limited Partnership Pearland Ground, LLC Pearland Town Center GP, LLC Pearland Town Center - Retail Pearland Town Center - Office Pearland, TX POM-College Station, LLC Mortgage Holdings, LLC (3) Post Oak Mall College Station, TX CBL RM-Waco, LLC CBL/Richland G.P., LLC Richland Mall Waco, TX CBL SM - Brownsville, LLC CBL/Sunrise GP, LLC Sunrise Mall Brownsville, TX Turtle Creek Limited Partnership Mortgage Holdings, LLC (3) Turtle Creek Mall Hattiesburg, MS Madison/West Towne, LLC Madison Joint Venture, LLC CBL/Madison I, LLC West Towne Mall Madison, WI Madison Joint Venture, LLC (4) CBL/Madison I, LLC West Town Crossing (2) Madison, WI (1) CW Joint Venture, LLC is a Guarantor Subsidiary because it is an entity in the ownership chain of Westmoreland Mall and Westmoreland Crossing. (2) Property/asset is not collateral on the secured credit facility. ( 3 ) Mortgage Holdings, LLC is a Guarantor Subsidiary because it is an entity in the ownership chains of Frontier Mall, Post Oak Mall and Turtle Creek Mall. ( 4 ) Madison Joint Venture, LLC is a Guarantor Subsidiary because it is an entity in the ownership chain of East Towne Mall and West Towne Mall. Each of the Combined Guarantor Subsidiaries meet the criteria in Rule 3-10(f) of SEC Regulation S-X to provide condensed consolidating financial information as additional disclosure in the notes to the Operating Partnership’s condensed consolidated financial statements or within Management’s Discussion and Analysis which accompanies the condensed consolidated financial statements because each Combined Guarantor Subsidiary is 100% owned by the Operating Partnership, the guaranty issued by each Combined Guarantor Subsidiary is full and unconditional and the guaranty issued by each Combined Guarantor Subsidiary is joint and several. However, the Operating Partnership has elected to provide these condensed combined financial statements and accompanying notes for the Combined Guarantor Subsidiaries in lieu of including the condensed consolidating financial information in the notes to its condensed consolidated financial statements. These combined financial statements and notes are presented as an exhibit to the Operating Partnership's quarterly report on Form 10-Q for ease of reference. The results for the interim period ended March 31, 2020 are not necessarily indicative of the results to be obtained for the full fiscal year. COVID-19 The current novel coronavirus (“COVID-19”) pandemic has had, and likely will continue to have, repercussions across local, national and global economies and financial markets. COVID-19 has impacted all states where the Combined Guarantor Subsidiaries’ tenants operate their businesses or where their properties are located and measures taken to prevent or remediate COVID-19, including “shelter-in place” or “stay-at-home” orders or other quarantine mandates issued by local, state or federal authorities, have had an adverse effect on their business and the businesses of their tenants. The full extent of the adverse impact on, among other things, the Combined Guarantor Subsidiaries’ results of operations, liquidity (including their ability to access capital markets), the possibility of future impairments of long-lived assets, their compliance with debt covenants, their ability to renew and re-lease their leased space, the outlook for the retail environment, potential bankruptcies or other store closings and their ability to develop, acquire, dispose or lease properties for their portfolio, is unknown and will depend on future developments, which are highly uncertain and cannot be predicted. The Combined Guarantor Subsidiaries expect a material adverse impact on their revenues, results of operations, and cash flows for the year ended December 31, 2020. The situation is rapidly changing and additional impacts to the business may arise that the Combined Guarantor Subsidiaries are not aware of currently. Liquidity and Going Concern Considerations In accordance with the accounting guidance related to the presentation of financial statements, when preparing financial statements for each annual and interim reporting period, management evaluates whether there are conditions or events that, when considered in the aggregate, raise substantial doubt about the Combined Guarantor Subsidiaries’ ability to continue as a going concern within one year after the date that the financial statements are issued. In making its assessment, management considered the Combined Guarantor Subsidiaries’ current financial condition and liquidity sources, including current funds available, forecasted future cash flows and conditional and unconditional obligations due over the next twelve months. As described above, the Operating Partnership’s senior secured credit facility and the Notes are secured by 17 malls and 3 associated centers that are owned by the Combined Guarantor Subsidiaries, which represent a substantial portion of the real estate assets owned by the Combined Guarantor Subsidiaries. At March 31, 2020, the Operating Partnership was in violation of a covenant under its senior secured credit facility, which provides that the Operating Partnership may The Operating Partnership has considered the projected impact of COVID-19 on its cash flows and its analysis of future compliance with the financial covenants and has determined that it is probable it will fail to meet the minimum debt yield covenant under the senior secured credit facility during third quarter of 2020, the fourth quarter of 2020 and the first quarter of 2021. The minimum debt yield covenant provides that the ratio of the adjusted net operating income, as defined, of the Guarantor Properties that secure the senior secured credit facility to the total outstanding balance on the senior secured credit facility must be greater than 10.0%. Management of CBL has engaged Weil, Gotshal & Manges LLP and Moelis & Company LLC (the “Advisors”) to assist CBL in exploring several alternatives to reduce overall leverage and interest expense and to extend the maturity of its debt including (i) the senior secured credit facility, which includes a revolving facility with a balance of $675,925 and term loan with a balance of $456,250 as of March 31, 2020, that matures in July 2023 and (ii) the Notes with balances of $450,000, $300,000, and $625,000, as of March 31, 2020, that mature in December 2023, October 2024 and December 2026, respectively, as well as the cumulative unpaid dividends on CBL’s preferred stock and the special common units of limited partnership interest in the Operating Partnership. The Advisors recently commenced discussions with advisors to certain holders of the Notes and the credit committee of the senior secured credit facility. Management of CBL may pursue a comprehensive solution that includes a potential exchange of debt with the holders of the Notes, addressing the preferred stock of CBL and the special common units of limited partnership interest in the Operating Partnership, amendments to the financial covenants under the senior secured credit facility and the Notes and other options that may result in the reorganization of CBL and the Operating Partnership. As described in Note 12 – Subsequent Events , the Operating Partnership elected to not make the $11,813 interest payment due and payable on June 1, 2020, with respect to its 5.25% senior unsecured notes due 2023 (the “2023 Notes”) (the “Interest Payment”). Under the indenture governing the 2023 Notes, the Operating Partnership has a 30-day grace period to make the Interest Payment before the nonpayment is considered an event of default with respect to the 2023 Notes. Any event of default under the 2023 Notes for nonpayment of the Interest Payment would also be considered an event of default under the Operating Partnership’s senior secured credit facility, which could lead to an acceleration of amounts due under the facility. Further, if the trustee for the 2023 Notes should exercise its right to accelerate the maturity of the full balance owed on the 2023 Notes as a result of such an event of default, that would also constitute an event of default under the Operating Partnership’s 4.60% senior unsecured notes due 2024 and the Operating Partnership’s 5.95% senior notes due 2026, which could lead to the acceleration of all amounts due under those notes. The Operating Partnership has elected to enter the 30-day grace period with respect to the Interest Payment in order to advance discussions with its lenders and explore alternative strategies. The Operating Partnership was notified by the administrative agent of the senior secured credit facility that the failure to make the Interest Payment constitutes a default under the senior secured credit facility and that, if not cured within the applicable 30-day grace period, it will be an event of default under the senior secured credit facility. The Operating Partnership could prevent an event of default if it paid the Interest Payment prior to the expiration of the 30-day grace period or if it reached an alternative arrangement with the holders of the 2023 Notes. Given the impact of the COVID-19 pandemic on the retail and broader markets, the ongoing weakness of the credit markets and significant uncertainties associated with each of these matters, CBL and the Operating Partnership believe that there is substantial doubt that they will each continue to operate as a going concern within one year after the date their condensed consolidated financial statements are issued. Since the Operating Partnership’s senior secured credit facility and the Notes are secured by 17 malls and 3 associated centers that are owned by the Combined Guarantor Subsidiaries, the Combined Guarantor Subsidiaries believe that there is substantial The accompanying condensed combined financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. Accordingly, the condensed combined financial statements do not reflect any adjustments related to the recoverability of assets and satisfaction of liabilities that might be necessary should the Combined Guarantor Subsidiaries be unable to continue as a going concern |
Combined Guarantor Subsidiari_3
Combined Guarantor Subsidiaries - Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2020 | |
Condensed Financial Statements Captions [Line Items] | |
Summary of Significant Accounting Policies | Note 2 – Summary of Significant Accounting Policies Accounting Guidance Adopted Description Expected Adoption Date & Application Method Financial Statement Effect and Other Information Accounting Standards Update (“ASU”) 2016-13, Measurement of Credit Losses on Financial Instruments January 1, 2020 - Modified Retrospective The guidance replaces the current incurred loss impairment model, which reflects credit events, with a current expected credit loss model, which recognizes an allowance for credit losses based on an entity’s estimate of contractual cash flows not expected to be collected. The Company has determined that its available-for-sale debt securities, guarantees, mortgage and other notes receivable and receivables within the scope of ASC 606 fall under the scope of this standard. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements or disclosures. ASU 2018-13, Fair Value Measurement January 1, 2020 - Prospective The guidance eliminates, adds and modifies certain disclosure requirements for fair value measurements. Entities will no longer be required to disclose the amount of and reasons for transfers between Level 1 and 2 of the fair value hierarchy, but public companies will be required to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements or disclosures. ASU 2018-15, Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract January 1, 2020 - Prospective The guidance addresses diversity in practice in accounting for the costs of implementation activities in a cloud computing arrangement that is a service contract. Under the guidance, the Company is to follow Subtopic 350-40 on internal-use software to determine which implementation costs to capitalize and which to expense. The guidance also requires an entity to expense capitalized implementation costs over the term of the hosting arrangement and include that expense in the same line item as the fees associated with the service element of the arrangement. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements or disclosures. Accounting Guidance Not Yet Adopted Description Financial Statement Effect and Other Information ASU 2020-04, Reference Rate Reform On March 12, 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848) - Facilitation of the Effects of Reference Rate Reform on Financial Reporting Lease Modification Q&A In April 2020, the FASB issued a question-and-answer document (the “Lease Modification Q&A”) focused on the application of lease accounting guidance related to lease concessions provided as a result of COVID-19. Under existing lease guidance, the Company would have to determine, on a lease by lease basis, if a lease concession was the result of a new arrangement reached with the tenant (treated within the lease modification accounting framework) or if a lease concession was under the enforceable rights and obligations within the existing lease agreement (precluded from applying the lease modification accounting framework). The Lease Modification Q&A clarifies that entities may elect to not evaluate whether lease-related relief that lessors provide to mitigate the economic effects of COVID-19 on lessees is a lease modification under Topic 842, Leases . Instead, an entity that elects not to evaluate whether a concession directly related to COVID-19 is a modification can then elect whether to apply the modification guidance (i.e. assume the relief was always contemplated by the contract or assume the relief was not contemplated by the contract). Both lessees and lessors may make this election. The Company is evaluating its election on a disaggregated basis, with such election applied consistently to leases with similar characteristics and similar circumstances. The future impact of the Lease Modification Q&A is dependent upon the extent of lease concessions granted to tenants as a result of COVID-19 in future periods and the elections made by the Company at the time of entering into such concessions. The Company is evaluating the impact that this update may have on its condensed consolidated financial statements and related disclosures. Carrying Value of Long-Lived Assets The Company evaluates its real estate assets and investment in unconsolidated affiliates for impairment indicators whenever events or changes in circumstances indicate that recoverability of its investment in the asset is not reasonably assured. Furthermore, this evaluation is conducted no less frequently than quarterly, irrespective of changes in circumstances. The prolonged outbreak of the COVID-19 pandemic has resulted in sustained closure of the Company’s properties, as well as the cessation of the operations of certain of its tenants, which will likely result in a reduction in the revenues and cash flows of many of its properties due to the adverse financial impacts on its tenants, as well as reductions in other sources of income generated by its properties. In addition to reduced revenues, the Company’s ability to obtain sufficient financing for such properties may be impaired as well as its ability to lease or re-lease properties as a result of worsening market and economic conditions resulting from the COVID-19 pandemic. As of March 31, 2020, the Company’s evaluation of impairment considered its estimate of cash flow declines caused by the COVID-19 pandemic, but its other assumptions, including estimated hold period, were generally unchanged given the highly uncertain environment. The worsening of estimated future cash flows due to a change in the Company’s plans, policies, or views of market and economic conditions as it relates to one or more of its properties adversely impacted by the COVID-19 pandemic could result in the recognition of substantial impairment charges on its assets, which could adversely impact its financial results. For the period ended March 31, 2020, the Company recorded $133,644 of impairment charges for two of its malls and six other properties had impairment indicators; however, based on the Company’s plans with respect to those properties and the economic environment as of March 31, 2020, no additional impairment charges were recorded. |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Summary of Significant Accounting Policies | Note 2 – Summary of Significant Accounting Policies Accounting Guidance Adopted Description Date Adopted & Application Method Financial Statement Effect and Other Information Accounting Standards Update (“ASU”) 2016-13, Measurement of Credit Losses on Financial Instruments January 1, 2020 - Prospective The guidance replaces the current incurred loss impairment model, which reflects credit events, with a current expected credit loss model, which recognizes an allowance for credit losses based on an entity's estimate of contractual cash flows not expected to be collected. The Combined Guarantor Subsidiaries have determined that the guarantees, mortgage and other notes receivable and receivables within the scope of ASC 606 fall under the scope of this standard. The adoption of this guidance did not have a material impact on the Combined Guarantor Subsidiaries' condensed combined financial statements or disclosures. ASU 2018-13, Fair Value Measurement January 1, 2020 - Prospective The guidance eliminates, adds and modifies certain disclosure requirements for fair value measurements. Entities will no longer be required to disclose the amount of and reasons for transfers between Level 1 and 2 of the fair value hierarchy, but public companies will be required to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements. The adoption of this guidance did not have a material impact on the Combined Guarantor Subsidiaries' condensed combined financial statements or disclosures. Accounting Guidance Not Yet Adopted Description Financial Statement Effect and Other Information Lease Modification Q&A In April 2020, the FASB issued a question-and-answer document (the “Lease Modification Q&A”) focused on the application of lease accounting guidance related to lease concessions provided as a result of COVID-19. Under existing lease guidance, the Combined Guarantor Subsidiaries would have to determine, on a lease by lease basis, if a lease concession was the result of a new arrangement reached with the tenant (treated withi n the lease modification accounting framework) or if a lease concession was under the enforceable rights and obligations within the existing lease agreement (precluded from applying the lease modification accounting framework). The Lease Modification Q&A clarifies that entities may elect to not evaluate whether lease-related relief that lessors provide to mitigate the economic effects of COVID-19 on lessees is a lease modification under Topic 842, Leases. Instead, an entity that elects not to evaluate whether a concession directly related to COVID-19 is a modification can then elect whether to apply the modification guidance (i.e. assume the relief was always contemplated by the contract or assume the relief was not contemplated by the contract). Both lessees and lessors may make this election. The Combined Guarantor Subsidiaries are evaluating their election on a disaggregated basis, with such election applied consistently to leases with similar characteristics and similar circumstances. The future impact of the Lease Modification Q&A is dependent upon the extent of lease concessions granted to tenants as a result of COVID-19 in future periods and the elections made by the Combined Guarantor Subsidiaries at the time of entering into such concessions. The Combined Guarantor Subsidiaries are evaluating the impact that this update may have on their condensed combined financial statements and related disclosures. Carrying Value of Long-Lived Assets The Com bined Guarantor Subsidiaries evaluate their real estate assets for impairment indicators whenever events or changes in circumstances indicate that recoverability of their investment in the asset is not reasonably assured. Furthermore, this evaluation is conducted no less frequently than quarterly, irrespective of changes in circumstances. The prolonged outbreak of the COVID-19 pandemic has resulted in sustained closure of the Com bined Guarantor Subsidiaries ’ properties as well as the cessation of the operations of certain of their tenants , which will likely result in a reduction in the revenues and cash flows of their properties due to the adverse financial impacts on their tenants , as well as other sources of income generated by their properties. In addition to reduced revenues generated as a result of the COVID-19 outbreak, the Com bined Guarantor Subsidiaries ability to obtain sufficient financing for such properties may be impaired as well as their ability to lease or re-lease properties as a result of worsening market and economic conditions resulting from the COVID-19 pandemic. As of March 31, 2020, the Combined Guarantor Subsidiaries’ evaluation of impairment considered their estimate of cash flow declines caused by the COVID-19 pandemic, but their other assumptions, including estimated hold period, were generally unchanged given the highly uncertain environment. The worsening of estimated future cash flows due to a change in the Combined Guarantor Subsidiaries’ plans, policies, or views of market and economic conditions as it relates to one or more of their properties adversely impacted by the COVID-19 pandemic could result in the recognition of substantial impairment charges imposed on their assets which could adversely impact their financial results. For the period ended March 31, 2020, the Combined Guarantor Subsidiaries did not record impairment charges. |
Combined Guarantor Subsidiari_4
Combined Guarantor Subsidiaries - Revenues | 3 Months Ended |
Mar. 31, 2020 | |
Condensed Financial Statements Captions [Line Items] | |
Revenues | Note 3 – Revenues Revenues The following table presents the Company's revenues disaggregated by revenue source: Three Months Ended March 31, 2020 Three Months Ended March 31, 2019 Rental revenues (1) $ 161,173 $ 190,980 Revenues from contracts with customers (ASC 606): Operating expense reimbursements (2) 2,389 2,143 Management, development and leasing fees (3) 2,092 2,523 Marketing revenues (4) 743 874 5,224 5,540 Other revenues 1,177 1,510 Total revenues (5) $ 167,574 $ 198,030 (1) Revenues from leases that commenced subsequent to December 31, 2018 are accounted for in accordance with ASC 842, Leases ( 2 ) Includes $2,321 in the Malls segment and $68 in the All Other segment for the three months ended March 31, 2020, and includes $2,192 in the Malls segment and $( 49) in the All Other segment for the three months ended March 31, 2019. ( 3 ) Included in All Other segment. ( 4 ) Marketing revenues solely relate to the Malls segment for all periods presented. See description below. ( 5 ) Sales taxes are excluded from revenues. See Note 10 for information on the Company's segments. Revenue from Contracts with Customers Expected credit losses During the three months ended March 31, 2020, the Company individually evaluated tenant receivables within the scope of ASC 606, of which a significant portion are short term. Based on this information and the quarterly analysis of the tenant receivables, the Company wrote off $220 that was deemed uncollectable related to this class of receivables for the three months ended March 31, 2020. Outstanding Performance Obligations The Company has outstanding performance obligations related to certain noncancellable contracts with customers for which it will receive fixed operating expense reimbursements for providing certain maintenance and other services as described above. As of March 31, 2020, the Company expects to recognize these amounts as revenue over the following periods: Performance obligation Less than 5 years 5-20 years Over 20 years Total Fixed operating expense reimbursements $ 23,908 $ 48,366 $ 45,869 $ 118,143 The Company evaluates its performance obligations each period and makes adjustments to reflect any known additions or cancellations. Performance obligations related to variable consideration, which is based on sales, are constrained. |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Revenues | Note 3 – Revenues Revenues The following table presents the Combined Guarantor Subsidiaries' revenues disaggregated by revenue source: Three Months Ended March 31, 2020 2019 Rental revenues (1) $ 63,831 $ 71,272 Revenues from contracts with customers (ASC 606): Operating expense reimbursements (2) 1,071 1,151 Marketing revenues (3) 390 437 1,461 1,588 Other revenues 135 132 Total revenues (4) $ 65,427 $ 72,992 ( 1 ) Revenues from leases that commenced subsequent to December 31, 2018 are accounted for in accordance with ASC 842, Leases ( 2 ) Includes $1,046 ( 3 ) Marketing revenues solely relate to the Malls segment for all periods presented. See description below. ( 4 ) Sales taxes are excluded from revenues. See Note 9 for information on the Combined Guarantor Subsidiaries' segments. Revenue from Contracts with Customers Expected credit losses During the three months ended March 31, 2020, the Combined Guarantor Subsidiaries individually evaluated tenant receivables within the scope of ASC 606, of which a significant portion are short term. Based on this information and the quarterly analysis of the tenant receivables, the Combined Guarantor Subsidiaries wrote off $107 that was deemed uncollectable related to this class of receivables for the three months ended March 31, 2020. Outstanding Performance Obligations The Combined Guarantor Subsidiaries have outstanding performance obligations related to certain noncancellable contracts with customers for which they will receive fixed operating expense reimbursements for providing certain maintenance and other services as described above. As of March 31, 2020, the Combined Guarantor Subsidiaries expect to recognize these amounts as revenue over the following periods: Performance obligation Less than 5 years 5-20 years Over 20 years Total Fixed operating expense reimbursements $ 12,297 $ 24,340 $ 33,576 $ 70,213 The Combined Guarantor Subsidiaries evaluate performance obligations each period and make adjustments to reflect any known additions or cancellations. Performance obligations related to variable consideration, which is based on sales, are constrained. |
Combined Guarantor Subsidiari_5
Combined Guarantor Subsidiaries - Leases | 3 Months Ended |
Mar. 31, 2020 | |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Leases | Note 4 – Leases Lessor The components of rental revenues are as follows: Three Months Ended March 31, 2020 2019 Fixed lease payments $ 54,655 $ 60,247 Variable lease payments 9,176 11,025 Total rental revenues $ 63,831 $ 71,272 |
Combined Guarantor Subsidiari_6
Combined Guarantor Subsidiaries - Fair Value Measurements | 3 Months Ended |
Mar. 31, 2020 | |
Condensed Financial Statements Captions [Line Items] | |
Fair Value Measurements | Note 5 – Fair Value Measurements The Company has categorized its financial assets and financial liabilities that are recorded at fair value into a hierarchy in accordance with ASC 820, Fair Value Measurements and Disclosure Level 1 – Inputs represent quoted prices in active markets for identical assets and liabilities as of the measurement date. Level 2 – Inputs, other than those included in Level 1, represent observable measurements for similar instruments in active markets, or identical or similar instruments in markets that are not active, and observable measurements or market data for instruments with substantially the full term of the asset or liability. Level 3 – Inputs represent unobservable measurements, supported by little, if any, market activity, and require considerable assumptions that are significant to the fair value of the asset or liability. Market valuations must often be determined using discounted cash flow methodologies, pricing models or similar techniques based on the Company’s assumptions and best judgment. The asset or liability's fair value within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Under ASC 820, fair value measurements are determined based on the assumptions that market participants would use in pricing the asset or liability in an orderly transaction at the measurement date and under current market conditions. Valuation techniques used maximize the use of observable inputs and minimize the use of unobservable inputs and consider assumptions such as inherent risk, transfer restrictions and risk of nonperformance. Fair Value Measurements on a Recurring Basis The carrying values of cash and cash equivalents, receivables, accounts payable and accrued liabilities are reasonable estimates of their fair values because of the short-term nature of these financial instruments. Based on the interest rates for similar financial instruments, the carrying value of mortgage and other notes receivable is a reasonable estimate of fair value. The estimated fair value of mortgage and other indebtedness was $2,661,981 and $2,970,246 at March 31, 2020 and December 31, 2019, respectively. The fair value was calculated using Level 2 inputs by discounting future cash flows for mortgage and other indebtedness using estimated market rates at which similar loans would be made currently. During March 2020, the Company purchased U.S. Treasury securities that are scheduled to mature between April 2021 and June 2021. The Company has designated these securities as available-for-sale (“AFS”). The fair value of these securities was calculated based on quoted market prices in active markets and are included in the Level 1 fair value hierarchy. The Company believes the market for U.S. Treasury securities is an actively traded market given the high level of daily trading volume. The following table sets forth information regarding the Company’s AFS securities that were measured at fair value for the three months ended March 31, 2020: AFS Security Amortized Cost Allowance for credit losses (1) Total unrealized gains/(losses) Fair Value U.S. Treasury securities $ 153,150 $ — $ 22 $ 153,172 (1) U.S Treasury securities have a long history with no credit losses. Additionally, the Company notes that U.S Treasury securities are explicitly fully guaranteed by a sovereign entity that can print its own currency and that the sovereign entity’s currency is routinely held by central banks and other major financial institutions, is used in international commerce, and commonly viewed as a reserve currency, all of which qualitatively indicate that historical credit loss information should be minimally affected by current conditions and reasonable and supportable forecasts. Therefore, the Company did not record expected credit losses for its U.S Treasury securities for the three months ended March 31, 2020. The Company adopted the ASU 2016-13, Measurement of Credit Losses on Financial Instruments Fair Value Measurements on a Nonrecurring Basis The Company measures the fair value of certain long-lived assets on a nonrecurring basis, through quarterly impairment testing or when events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. The Company considers both quantitative and qualitative factors in its impairment analysis of long-lived assets. Significant quantitative factors include historical and forecasted information for each property such as net operating income ("NOI"), occupancy statistics and sales levels. Significant qualitative factors used include market conditions, age and condition of the property and tenant mix. Due to the significant unobservable estimates and assumptions used in the valuation of long-lived assets that experience impairment, the Company classifies such long-lived assets under Level 3 in the fair value hierarchy. Level 3 inputs primarily consist of sales and market data, independent valuations and discounted cash flow models. Long-lived Assets Measured at Fair Value in 2020 The following table sets forth information regarding the Company's assets that are measured at fair value on a nonrecurring basis and related impairment charges for the three months ended March 31, 2020: Fair Value Measurements at Reporting Date Using Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Loss on Impairment 2020: Long-lived assets $ 114,300 $ — $ — $ 114,300 $ 133,644 During the three months ended March 31, 2020, the Company recognized impairments of real estate of $133,644 related to two malls. Impairment Date Property Location Segment Classification Loss on Impairment Fair Value March Burnsville Center (1) Burnsville, MN Malls $ 26,562 $ 47,300 March Monroeville Mall (2) Pittsburgh, PA Malls 107,082 67,000 $ 133,644 $ 114,300 (1) In accordance with the Company's quarterly impairment process, the Company wrote down the book value of the mall to its estimated fair value of $47,300. The mall had experienced a decline of NOI due to store closures and rent reductions. These factors resulted in a reduction of the expected hold period for this asset based on Management’s assessment that there was an increased likelihood that the loan secured by the mall may not be successfully restructured or refinanced. Management determined the fair value of Burnsville Center using a discounted cash flow methodology. The discounted cash flow used assumptions including a holding period of ten years, with a sale at the end of the holding period, a capitalization rate of 14.5% and a discount rate of 15.5%. (2) In accordance with the Company's quarterly impairment process, the Company wrote down the book value of the mall to its estimated fair value of $67,000. The mall had experienced a decline of NOI due to store closures and rent reductions. Management determined the fair value of Monroeville Mall using a discounted cash flow methodology. The discounted cash flow used assumptions including a holding period of ten years, with a sale at the end of the holding period, a capitalization rate of 14.0% and a discount rate of 14.5%. Long-lived Assets Measured at Fair Value in 2019 The following table sets forth information regarding the Company's assets that were measured at fair value on a nonrecurring basis and related impairment charges for the three months ended March 31, 2019: Fair Value Measurements at Reporting Date Using Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Loss on Impairment 2019: Long-lived assets $ 70,800 $ — $ — $ 70,800 $ 24,825 During the three months ended March 31, 2019, the Company recognized impairments of real estate of $25,054 related to two malls: Impairment Date Property Location Segment Classification Loss on Impairment Fair Value March Greenbrier Mall (1) Chesapeake, VA Malls $ 22,770 $ 56,300 March Honey Creek Mall (2) Terre Haute, IN Malls 2,284 14,500 January/March Other adjustments (3) Various Malls ( 229 ) — $ 24,825 $ 70,800 (1) In accordance with the Company's quarterly impairment process, the Company wrote down the book value of the mall to its estimated fair value of $56,300. The mall had experienced a decline in cash flows due to store closures and rent reductions. Additionally, one anchor was vacant as of the date of impairment. These factors resulted in a reduction of the expected hold period for this asset based on Management’s assessment that there was an increased likelihood that the loan secured by the mall may not be successfully restructured or refinanced. Management determined the fair value of Greenbrier Mall using a discounted cash flow methodology. The discounted cash flow used assumptions including a holding period of ten years, with a sale at the end of the holding period, a capitalization rate of 11.5% and a discount rate of 11.5%. (2) The Company adjusted the book value of the mall to the net sales price of $14,360 based on a signed contract with a third-party buyer, adjusted to reflect estimated disposition costs. The mall was sold in April 2019. See Note 6 for additional information. ( 3 ) Related to true-ups of estimated expenses to actual expenses for properties sold in prior periods. |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Fair Value Measurements | Note 5 – Fair Value Measurements The Combined Guarantor Subsidiaries have categorized financial assets and financial liabilities that are recorded at fair value into a hierarchy in accordance with ASC 820, Fair Value Measurements and Disclosure Level 1 – Inputs represent quoted prices in active markets for identical assets and liabilities as of the measurement date. Level 2 – Inputs, other than those included in Level 1, represent observable measurements for similar instruments in active markets, or identical or similar instruments in markets that are not active, and observable measurements or market data for instruments with substantially the full term of the asset or liability. Level 3 – Inputs represent unobservable measurements, supported by little, if any, market activity, and require considerable assumptions that are significant to the fair value of the asset or liability. Market valuations must often be determined using discounted cash flow methodologies, pricing models or similar techniques based on the Combined Guarantor Subsidiaries' assumptions and best judgment. The asset or liability's fair value within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Under ASC 820, fair value measurements are determined based on the assumptions that market participants would use in pricing the asset or liability in an orderly transaction at the measurement date and under current market conditions. Valuation techniques used maximize the use of observable inputs and minimize the use of unobservable inputs and consider assumptions such as inherent risk, transfer restrictions and risk of nonperformance. Fair Value Measurements on a Recurring Basis The carrying values of cash and cash equivalents, receivables, accounts payable and accrued liabilities are reasonable estimates of their fair values because of the short-term nature of these financial instruments. Based on the interest rates for similar financial instruments, the carrying value of the note receivable is a reasonable estimate of fair value. The estimated fair value of mortgage notes payable was $204,785 and $202,772 at March 31, 2020 and December 31, 2019, respectively. The fair value was calculated using Level 2 inputs by discounting future cash flows for mortgage notes payable using estimated market rates at which similar loans would be made currently. |
Combined Guarantor Subsidiari_7
Combined Guarantor Subsidiaries - Mortgage Notes Payable, Net | 3 Months Ended |
Mar. 31, 2020 | |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Mortgage Notes Payable, Net | Note 6 – Mortgage Notes Payable, Net Mortgage notes payable, net, consisted of the following: Interest Rate (1) Maturity Date March 31, 2020 December 31, 2019 Property Greenbrier Mall (2) 5.41% Dec-19 $ 64,501 $ 64,801 Park Plaza 5.28% Apr-21 77,577 78,339 Arbor Place 5.10% May-22 106,239 106,851 Total mortgage notes payable 5.23% 248,317 249,991 Unamortized deferred financing costs ( 94 ) ( 112 ) Total mortgage notes payable, net $ 248,223 $ 249,879 (1) Weighted-average interest rate includes the effect of debt premiums and discounts, but excludes amortization of deferred financing costs. ( 2 ) The non-recourse loan is in default. The default interest rate is an additional 3.00% above the stated interest rate. Scheduled Principal Payments As of March 31, 2020, the scheduled principal amortization and balloon payments of the Combined Guarantor Subsidiaries' mortgage notes payable, excluding extensions available at the Combined Guarantor Subsidiaries' option, are as follows: 2020 (1) $ 4,200 2021 77,844 2022 101,772 183,816 Unamortized deferred financing costs ( 94 ) Principal balance of loan secured by Greenbrier Mall 64,501 Total mortgage notes payable, net $ 248,223 (1) Reflects payments for the fiscal period April 1, 2020 through December 31, 2020. The Combined Guarantor Subsidiaries' mortgage notes payable had a weighted-average maturity of 1.1 years as of March 31, 2020 and 1.4 years as of December 31, 2019. Financial Covenants and Restrictions Each of the mortgage notes payable are subject to certain financial covenants under the respective loan agreements. The applicable Guarantor Properties were in compliance with all financial covenants as of March 31, 2020, except as it relates to Park Plaza and Greenbrier Mall. Park Plaza has failed to meet the required minimum net operating income, as defined in the agreement, and as a result, the lender retains excess cash flow until such time the required minimum net operating income is met for two consecutive calendar quarters. Greenbrier Mall failed to retire its mortgage note payable at the scheduled maturity date and the lender has placed the loan in default. |
Combined Guarantor Subsidiari_8
Combined Guarantor Subsidiaries - Mortgage and Other Notes Receivable | 3 Months Ended |
Mar. 31, 2020 | |
Condensed Financial Statements Captions [Line Items] | |
Mortgage and Other Notes Receivable | Note 9 – Mortgage and Other Notes Receivable The Company’s mortgage note receivable is collateralized by an assignment of 100% of the partnership interests that own the real estate assets. Other notes receivable include amounts due from tenants or government-sponsored districts and unsecured notes received from third parties as whole or partial consideration for property or investments. Mortgage and other notes receivable consist of the following: As of March 31, 2020 As of December 31, 2019 Maturity Date Interest Rate Balance Interest Rate Balance Mortgages Dec 2016 (1) 3.48% $ 1,100 4.28% - 9.50% $ 2,637 Other Notes Receivable Sep 2021- Apr 2026 4.00% - 5.00% 1,828 4.00% - 5.00% 2,025 $ 2,928 $ 4,662 (1 ) Includes a $1,100 note with D'Iberville Promenade, LLC with a maturity date of December 2016, that is in default. This is secured by the joint venture partner’s interest in the joint venture. Expected credit losses As of March 31, 2020, the one mortgage note receivable is in default, but as noted above, the Company has a noncontrolling interest recorded related to the defaulting partner’s interest that serves as collateral on the note, and that amount is greater than the outstanding balance on the note. Based on this information, the Company did not record a credit loss for this class of receivables for the three months ended March 31, 2020. During the three months ended March 31, 2020, the Company assessed each of its three note receivables factoring in credit quality indicators such as collection experience and future expectations of performance to determine whether a credit loss should be recorded. Based on this information, the Company wrote off the $1,230 note receivable associated with amounts due from a government sponsored district at The Shoppes at St. Clair. The Company did not record any other credit losses for this class of receivables for the three months ended March 31, 2020. |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Mortgage and Other Notes Receivable | Note 7 – Mortgage and Other Notes Receivable Each of the mortgage notes receivable is collateralized by a first mortgage. Other note receivable includes an amount due from a government sponsored district for reimbursable costs pursuant to an agreement with the district. The Combined Guarantor Subsidiaries review the mortgage and other notes receivable to determine if the balances are realizable based on factors affecting the collectability of those balances. Factors may include credit quality, timeliness of required periodic payments, past due status and management discussion with obligors. Mortgage and other notes receivable consist of the following: As of March 31, 2020 As of December 31, 2019 Maturity Date Interest Rate Balance Interest Rate Balance Mortgages: The Promenade (1)(2) June 2020 5.00% $ 47,514 5.00% $ 47,514 Hamilton Corner (1) Aug 2020 5.67% 14,295 5.67% 14,295 The Terrace (1) June 2020 7.25% 11,977 7.25% 11,977 73,786 73,786 Other Note Receivable: Community improvement district Aug 2028 5.25% — 6.75% 1,230 $ 73,786 $ 75,016 (1) The mortgaged property is owned by an entity that is controlled by the Operating Partnership and included in the Operating Partnership's condensed consolidated financial statements. The mortgage note receivable is interest only. (2) The note was amended subsequent to March 31, 2020 to extend the maturity date. See Note 12 Expected credit losses The Combined Guarantor Subsidiaries applied the zero-loss expectation exception to their mortgage receivables because, even in the case of default by the borrower, a loss would not be expected based on the value of the property that serves as collateral for each mortgage. During the three months ended March 31, 2020, the Combined Guarantor Subsidiaries evaluated the current and potential future fair values of the properties secured as collateral against each mortgage receivable, as well as taking in account their historical loss experience with similar assets. Based on this information, the Combined Guarantor Subsidiaries did not record a credit loss for this class of receivables for the three months ended March 31, 2020. During the three months ended March 31, 2020, the Combined Guarantor Subsidiaries assessed their other note receivable factoring in credit quality indicators such as collection experience and future expectations of performance to determine whether a credit loss should be recorded. Based on this information, the Combined Guarantor Subsidiaries wrote off the $1,230 note receivable |
Combined Guarantor Subsidiari_9
Combined Guarantor Subsidiaries - Related Party Transactions | 3 Months Ended |
Mar. 31, 2020 | |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Related Party Transactions | Note 8 – Related Party Transactions The Combined Guarantor Subsidiaries are party to management agreements with CBL & Associates Management, Inc. (“CBL Management”), which is controlled by the Operating Partnership, to manage the Guarantor Properties. The agreements provide that the Guarantor Properties pay management fees equal to a percentage of gross revenues as defined by the respective management agreements. The management fee percentage ranges from 2.5% to 3.5% based on the agreements. Within property operating expenses, management fee expense was $1,368 and $1,491 for the three months ended March 31, 2020 and 2019, respectively. Amounts payable to CBL Management for management fees were $76 and $394 as of March 31, 2020 and December 31, 2019, respectively. The Combined Guarantor Subsidiaries have mortgage notes receivable with entities under common control totaling $73,786 as of March 31, 2020 and December 21, 2019, respectively. See Note 7 |
Combined Guarantor Subsidiar_10
Combined Guarantor Subsidiaries - Segment Information | 3 Months Ended |
Mar. 31, 2020 | |
Condensed Financial Statements Captions [Line Items] | |
Segment Information | Note 10 – Segment Information The Company measures performance and allocates resources according to property type, which is determined based on certain criteria such as type of tenants, capital requirements, economic risks, leasing terms, and short and long-term returns on capital. Rental income and tenant reimbursements from tenant leases provide the majority of revenues from all segments. Information on the Company’s segments is presented as follows: Three Months Ended March 31, 2020 Malls All Other (1) Total Revenues (2) $ 153,351 $ 14,223 $ 167,574 Property operating expenses (3) ( 52,098 ) ( 3,267 ) ( 55,365 ) Interest expense ( 18,147 ) ( 28,845 ) ( 46,992 ) Other expense — ( 158 ) ( 158 ) Gain (loss) on sales of real estate assets ( 25 ) 165 140 Segment profit (loss) $ 83,081 $ ( 17,882 ) 65,199 Depreciation and amortization ( 55,902 ) General and administrative expense ( 17,836 ) Interest and other income 2,397 Loss on impairment ( 133,644 ) Income tax provision ( 526 ) Equity in earnings of unconsolidated affiliates 1,018 Net loss $ ( 139,294 ) Capital expenditures (4) $ 18,056 $ 2,276 $ 20,332 Three Months Ended March 31, 2019 Malls All Other (1) Total Revenues (2) $ 183,864 $ 14,166 $ 198,030 Property operating expenses (3) ( 57,181 ) ( 4,494 ) ( 61,675 ) Interest expense ( 23,190 ) ( 30,808 ) ( 53,998 ) Gain on sales of real estate assets — 228 228 Segment profit (loss) $ 103,493 $ ( 20,908 ) 82,585 Depreciation and amortization ( 69,792 ) General and administrative expense ( 22,007 ) Litigation settlement ( 88,150 ) Interest and other income 489 Gain on extinguishment of debt 71,722 Loss on impairment ( 24,825 ) Income tax provision ( 139 ) Equity in earnings of unconsolidated affiliates 3,308 Net loss $ ( 46,809 ) Capital expenditures (4) $ 28,024 $ 115 $ 28,139 Total Assets Malls All Other (1) Total March 31, 2020 $ 3,998,280 $ 723,035 $ 4,721,315 December 31, 2019 $ 4,180,515 $ 441,831 $ 4,622,346 (1) The All Other category includes associated centers, community centers, mortgage and other notes receivable, office buildings, self-storage facilities, corporate-level debt and the Management Company. (2) Management, development and leasing fees are included in the All Other category. See Note 3 (3) Property operating expenses include property operating, real estate taxes and maintenance and repairs. (4) Includes additions to and acquisitions of real estate assets and investments in unconsolidated affiliates. Developments in progress are included in the All Other category. |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Segment Information | Note 9 – Segment Information The Combined Guarantor Subsidiaries measure performance and allocate resources according to property type, which is determined based on certain criteria such as type of tenants, capital requirements, economic risks, leasing terms, and short and long-term returns on capital. Rental income and tenant reimbursements from tenant leases provide the majority of revenues from all segments. Information on the Combined Guarantor Subsidiaries' segments is presented as follows: Three Months Ended March 31, 2020 Malls All Other (1) Total Revenues $ 63,045 $ 2,382 $ 65,427 Property operating expenses (2) ( 21,390 ) ( 606 ) ( 21,996 ) Interest expense ( 3,772 ) — ( 3,772 ) Segment profit $ 37,883 $ 1,776 39,659 Depreciation and amortization expense ( 21,864 ) Interest and other income 1,040 Net income $ 18,835 Capital expenditures (3) $ 7,303 $ 625 $ 7,928 Three Months Ended March 31, 2019 Malls All Other (1) Total Revenues $ 70,400 $ 2,592 $ 72,992 Property operating expenses (2) ( 22,169 ) ( 596 ) ( 22,765 ) Interest expense ( 3,985 ) — ( 3,985 ) Segment profit $ 44,246 $ 1,996 46,242 Depreciation and amortization expense ( 24,101 ) Interest and other income 942 Gain on extinguishment of debt 61,796 Loss on impairment ( 22,770 ) Net income $ 62,109 Capital expenditures (3) $ 2,618 $ — $ 2,618 Total Assets Malls All Other (1) Total March 31, 2020 $ 1,498,319 $ 138,651 $ 1,636,970 December 31, 2019 $ 1,519,558 $ 137,555 $ 1,657,113 (1) The All Other category includes associated centers and notes receivable. (2) Property operating expenses include property operating, real estate taxes and maintenance and repairs. (3) Amounts include acquisitions of real estate assets. Developments in progress are included in the All Other category. |
Combined Guarantor Subsidiar_11
Combined Guarantor Subsidiaries - Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Condensed Financial Statements Captions [Line Items] | |
Contingencies | Note 12 – Contingencies Litigation In April 2019, the Company entered into a settlement agreement and release with respect to the class action lawsuit filed on March 16, 2016 in the United States District Court for the Middle District of Florida by Wave Lengths Hair Salons of Florida, Inc. d/b/a Salon Adrian. The settlement agreement stated that the Company had to set aside a common fund with a monetary and non-monetary value of $90,000 to be disbursed to class members in accordance with an agreed-upon formula that is based upon aggregate damages of $60,000. The Court granted final approval to the proposed settlement on August 22, 2019. Class members are comprised of past and current tenants at certain of the Company's shopping centers that it owns or formerly owned during the class period, which extended from January 1, 2011 through the date of preliminary court approval. Class members who are past tenants and made a claim pursuant to the Court's order will receive payment of their claims in cash. Class members who are current tenants will receive monthly credits against rents and future charges, beginning no earlier than January 1, 2020 and continuing for the following five years. Any amounts under the settlement allocated to tenants with outstanding amounts payable to the Company, including tenants which have declared bankruptcy or declare bankruptcy over the relevant period, will first be deducted from the amounts owed to the Company. All attorney’s fees and associated costs to be paid to class counsel (up to a maximum of $28,000), any incentive award to the class representative (up to a maximum of $50), and class administration costs (which are expected to not exceed $100), have or will be funded by the common fund, which has been approved by the Court. Under the terms of the settlement agreement, the Company did not pay any dividends to holders of its common shares payable in the third and fourth quarters of 2019. The settlement agreement does not restrict the Company's ability to declare dividends payable in 2020 or in subsequent years. The Company recorded an accrued liability and corresponding litigation settlement expense of $88,150 in the three months ended March 31, 2019 related to the settlement agreement. The Company reduced the accrued liability by $26,396, a majority of which was related to past tenants that did not submit a claim pursuant to the terms of the settlement agreement with the remainder relating to tenants that either opted out of the lawsuit or waived their rights to their respective settlement amounts. The Company also reduced the accrued liability by $23,050 related to attorney and administrative fees that were paid pursuant to the settlement agreement. The Company also received document requests in the third quarter of 2019, in the form of subpoenas, from the Securities and Exchange Commission and the Department of Justice regarding the Wave Lengths Hair Salons of Florida, Inc. litigation and other related matters. The Company is continuing to cooperate in these matters. Securities Litigation The Company and certain of its officers and directors were named as defendants in three putative securities class action lawsuits (collectively, the “Securities Class Action Litigation”), each filed in the United States District Court for the Eastern District of Tennessee, on behalf of all persons who purchased or otherwise acquired the Company’s securities during a specified period of time. Those cases were consolidated on July 17, 2019, under the caption In re CBL & Associates Properties, Inc. Securities Litigation The complaints filed in the Securities Class Action Litigation allege violations of the securities laws, including, among other things, that the defendants made certain materially false and misleading statements and omissions regarding the Company’s contingent liabilities, business, operations, and prospects during the periods of time specified above. The plaintiffs seek compensatory damages and attorneys’ fees and costs, among other relief, but have not specified the amount of damages sought. The outcome of these legal proceedings cannot be predicted with certainty. Certain of the Company’s current and former directors and officers have been named as defendants in nine shareholder derivative lawsuits (collectively, the “Derivative Litigation”). On June 4, 2019, a shareholder filed a putative derivative complaint captioned Robert Garfield v. Stephen D. Lebovitz et al. Garfield Robert Cohen v. Stephen D. Lebovitz et al. Cohen Travis Lore v. Stephen D. Lebovitz et al. Lore City of Gainesville Cons. Police Officers’ and Firefighters Retirement Plan v. Stephen D. Lebovitz et al. Gainesville Garfield Cohen In re CBL & Associates Properties, Inc. Derivative Litigation Consolidated Consolidated Gainesville Lore Consolidated Shebitz v. Lebovitz et al. Shebitz Chatman v. Lebovitz, et al., Kurup v. Lebovitz, et al., Kurup Kemmer v. Lebovitz, et al., Kemmer Hebig v. Lebovitz, et al., Hebig Shebitz Chatman, Kurup, Kemmer, and Hebig The complaints filed in the Derivative Litigation allege, among other things, breaches of fiduciary duties, unjust enrichment, waste of corporate assets, and violations of the federal securities laws. The factual allegations upon which these claims are based are similar to the factual allegations made in the Securities Class Action Litigation, described above. The complaints filed in the Derivative Litigation seek, among other things, unspecified damages and restitution for the Company from the individual defendants, the payment of costs and attorneys’ fees, and that the Company be directed to reform certain governance and internal procedures. The outcome of these legal proceedings cannot be predicted with certainty. The Company's insurance carriers have been placed on notice of these matters. The Company is currently involved in certain other litigation that arises in the ordinary course of business, most of which is expected to be covered by liability insurance. Management makes assumptions and estimates concerning the likelihood and amount of any potential loss relating to these matters using the latest information available. The Company records a liability for litigation if an unfavorable outcome is probable and the amount of loss or range of loss can be reasonably estimated. If an unfavorable outcome is probable and a reasonable estimate of the loss is a range, the Company accrues the best estimate within the range. If no amount within the range is a better estimate than any other amount, the Company accrues the minimum amount within the range. If an unfavorable outcome is probable but the amount of the loss cannot be reasonably estimated, the Company discloses the nature of the litigation and indicates that an estimate of the loss or range of loss cannot be made. If an unfavorable outcome is reasonably possible and the estimated loss is material, the Company discloses the nature and estimate of the possible loss of the litigation. Based on current expectations, such matters, both individually and in the aggregate, are not expected to have a material adverse effect on the liquidity, results of operations, business or financial condition of the Company. Environmental Contingencies The Company evaluates potential loss contingencies related to environmental matters using the same criteria described above related to litigation matters. Based on current information, an unfavorable outcome concerning such environmental matters, both individually and in the aggregate, is considered to be reasonably possible. However, the Company believes its maximum potential exposure to loss would not be material to its results of operations or financial condition. The Company has a master insurance policy that provides coverage through 2022 for certain environmental claims up to $10,000 per occurrence and up to $50,000 in the aggregate, subject to deductibles and certain exclusions. At certain locations, individual policies are in place. Guarantees The Operating Partnership may guarantee the debt of a joint venture primarily because it allows the joint venture to obtain funding at a lower cost than could be obtained otherwise. This results in a higher return for the joint venture on its investment, and a higher return on the Operating Partnership's investment in the joint venture. The Operating Partnership may receive a fee from the joint venture for providing the guaranty. Additionally, when the Operating Partnership issues a guaranty, the terms of the joint venture agreement typically provide that the Operating Partnership may receive indemnification from the joint venture partner or have the ability to increase its ownership interest. The guarantees expire upon repayment of the debt, unless noted otherwise. The following table represents the Operating Partnership's guarantees of unconsolidated affiliates' debt as reflected in the accompanying condensed consolidated balance sheets as of March 31, 2020 and December 31, 2019: As of March 31, 2020 Obligation recorded to reflect guaranty Unconsolidated Affiliate Company's Ownership Interest Outstanding Balance Percentage Guaranteed by the Operating Partnership Maximum Guaranteed Amount Debt Maturity Date (1) March 31, 2020 December 31, 2019 West Melbourne I, LLC - Phase I 50% $ 39,612 50% $ 19,806 Feb-2021 (2) $ 198 $ 199 West Melbourne I, LLC - Phase II 50% 15,557 50% 7,779 Feb-2021 (2) 78 78 Port Orange I, LLC 50% 53,792 50% 26,896 Feb-2021 (2) 269 270 Ambassador Infrastructure, LLC 65% 9,360 100% 9,360 Aug-2020 101 101 Shoppes at Eagle Point, LLC 50% 35,189 35% (3) 12,740 Oct-2020 (4) 127 127 EastGate Storage, LLC 50% 6,377 50% (5) 3,250 Dec-2022 33 33 Self Storage at Mid Rivers, LLC 50% 5,803 50% (6) 2,994 Apr-2023 30 30 Parkdale Self Storage, LLC 50% 4,878 100% (7) 6,500 Jul-2024 65 65 Hamilton Place Self Storage, LLC 54% 2,485 100% (8) 7,002 Sep-2024 70 70 Atlanta Outlet JV, LLC 50% 4,680 100% (9) 4,680 Nov-2023 — — Louisville Outlet Shoppes, LLC 50% 9,182 100% (10) 9,182 Jul-2020 — — Total guaranty liability $ 971 $ 973 (1) Excludes any extension options. (2) These loans have two one-year (3) The guaranty is for a fixed amount of $12,740 throughout the term of the loan, including any extensions. (4) The loan has one two-year (5) The guaranty was reduced to 50% once construction was completed during the second quarter of 2019. The guaranty may be further reduced to 25% once certain debt and operational metrics are met. (6) The Company received a 1% fee for the guaranty when the loan was issued in April 2018. The guaranty was reduced to 50% once construction was completed during the second quarter of 2019. The guaranty may be further reduced to 25% once certain debt and operational metrics are met. (7) Parkdale Self Storage, LLC, a 50/50 joint venture, closed on a construction loan with a total borrowing capacity of up to $6,500 for the development of a climate controlled self-storage facility adjacent to Parkdale Mall in Beaumont, TX. The Operating Partnership has a joint and several guaranty with its 50/50 partner. Therefore, the maximum guarantee is 100% of the loan. (8) Hamilton Place Self Storage, LLC, a 54/46 joint venture, closed on a construction loan with a total borrowing capacity of up to $7,002 for the development of a climate controlled self-storage facility adjacent to Hamilton Place in Chattanooga, TN. The Operating Partnership has guaranteed 100% of the construction loan, but it has a back-up guaranty with its joint venture partner for 50% of the construction loan. (9) In December 2019, the Company deconsolidated this entity. (10) In November 2019, the Company deconsolidated this entity. The Company has guaranteed the lease performance of York Town Center, LP ("YTC"), an unconsolidated affiliate in which the Company owns a 50% interest, under the terms of an agreement with a third party that owns property as part of York Town Center. Under the terms of that agreement, YTC is obligated to cause performance of the third party’s obligations as landlord under its lease with its sole tenant, including, but not limited to, provisions such as co-tenancy and exclusivity requirements. Should YTC fail to cause performance, then the tenant under the third party landlord’s lease may pursue certain remedies ranging from rights to terminate its lease to receiving reductions in rent. The Company has guaranteed YTC’s performance under this agreement up to a maximum of $22,000, which decreases by $800 annually until the guaranteed amount is reduced to $10,000. The maximum guaranteed obligation was $11,600 as of March 31, 2020. The Company entered into an agreement with its joint venture partner under which the joint venture partner has agreed to reimburse the Company 50% of any amounts it is obligated to fund under the guaranty. The Company did not include an obligation for this guaranty because it determined that the fair value of the guaranty was not material as of March 31, 2020 and December 31, 2019. Expected credit losses During the three months ended March 31, 2020, the Company evaluated each guarantee individually by looking at the debt service ratio, cash flow forecasts and the performance of each loan. The result of the analysis was that each loan is current and performing, and if applicable, none of the loans that are guaranteed by the Company are in violation of their debt covenants, each operating property has positive cash flows that are sufficient to cover debt service and forecasted cash flows for each operating property do not indicate that there is more than a remote probability that the Company will be required to perform under each guaranty. Historically, the Company has not had to perform on any of its guarantees of unconsolidated affiliates’ debt. Based on current and future conditions, the Company does not expect to have to perform, and therefore did not record a credit loss for the three months ended March 31, 2020. Performance Bonds |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Contingencies | Note 10 – Contingencies Litigation On March 20, 2019, the board of directors of CBL, the parent of the Operating Partnership, approved the structure of a settlement of a class action lawsuit filed on March 16, 2016 in the United States District Court for the Middle District of Florida (the “Court”) by Wave Lengths Hair Salons of Florida, Inc. d/b/a Salon Adrian. The CBL entities that were the defendants in the action (and which are responsible for payments under the settlement) are CBL & Associates Properties, Inc., CBL & Associates Limited Partnership, CBL & Associates Management, Inc. and JG Gulf Coast Town Center, LLC (collectively, the “CBL Defendant Entities”). In its action, plaintiff sought unspecified monetary damages as well as costs and attorneys’ fees, based on allegations that the CBL Defendant Entities overcharged tenants at bulk metered malls for electricity. Under the terms of the proposed settlement, the CBL Defendant Entities have denied all allegations of wrongdoing and have asserted that their actions have at all times been lawful and proper. No Combined Guarantor Subsidiary is a CBL Defendant Entity and no Combined Guarantor Subsidiary is responsible for payment of amounts under the above-referenced settlement. The Court granted final approval to the proposed settlement terms on August 22, 2019. Class members include past and current tenants of certain Guarantor Properties (the “Guarantor Class Subsidiaries”) during the class period, which extended from January 1, 2011 through the date of the Court's preliminary approval of the settlement. Under the terms of the settlement, class members who are past tenants and made a claim pursuant to the Court's order will receive payment of their claims in cash. Class members who are current tenants will receive monthly credits against rents and future charges for a five-year period that will begin at the time set forth in the settlement agreement (the “credit period”). Any amounts under the settlement allocated to tenants with outstanding amounts payable to the Guarantor Class Subsidiaries, the CBL Defendant Entities or any other affiliate of those entities, including tenants which have declared bankruptcy or declare bankruptcy over the credit period, will first be deducted from the amounts owed to the Guarantor Class Subsidiaries, the CBL Defendant Entities, or any other affiliate of those entities. CBL Defendant Entities will be responsible for directly paying all cash payments that are made to past tenants who have made a claim. CBL Defendant Entities will be responsible for directly funding to the Guarantor Class Subsidiaries an amount equal to any credits that are due to and taken by current tenants of the Guarantor Class Subsidiaries during the credit period. CBL Defendant Entities intend to fund all amounts due to past and current tenants under the settlement such that the Guarantor Class Subsidiaries' cash flows and results of operations are not impacted by the settlement. The Combined Guarantor Subsidiaries are currently involved in certain other litigation that arises in the ordinary course of business, most of which is expected to be covered by liability insurance. Management makes assumptions and estimates concerning the likelihood and amount of any potential loss relating to these matters using the latest information available. The Combined Guarantor Subsidiaries record a liability for litigation if an unfavorable outcome is probable and the amount of loss or range of loss can be reasonably estimated. If an unfavorable outcome is probable and a reasonable estimate of the loss is a range, the Combined Guarantor Subsidiaries accrue the best estimate within the range. If no amount within the range is a better estimate than any other amount, the Combined Guarantor Subsidiaries accrue the minimum amount within the range. If an unfavorable outcome is probable but the amount of the loss cannot be reasonably estimated, the Combined Guarantor Subsidiaries disclose the nature of the litigation and indicate that an estimate of the loss or range of loss cannot be made. If an unfavorable outcome is reasonably possible and the estimated loss is material, the Combined Guarantor Subsidiaries disclose the nature and estimate of the possible loss of the litigation. Based on current expectations, such matters, both individually and in the aggregate, are not expected to have a material adverse effect on the liquidity, results of operations, business or financial condition of the Combined Guarantor Subsidiaries. Environmental Contingencies The Combined Guarantor Subsidiaries evaluate potential loss contingencies related to environmental matters using the same criteria described above related to litigation matters. Based on current information, an unfavorable outcome concerning such environmental matters, both individually and in the aggregate, is considered to be reasonably possible. However, the Combined Guarantor Subsidiaries believe the maximum potential exposure to loss would not be material to results of operations or financial condition. The Combined Guarantor Subsidiaries have a master insurance policy that provides coverage through 2022 for certain environmental claims up to $10,000 per occurrence and up to $50,000 in the aggregate, subject to deductibles and certain exclusions. At certain locations, individual policies are in place. |
Combined Guarantor Subsidiar_12
Combined Guarantor Subsidiaries - Noncash Investing and Financing Activities | 3 Months Ended |
Mar. 31, 2020 | |
Condensed Financial Statements Captions [Line Items] | |
Noncash Investing and Financing Activities | Note 14 – Noncash Investing and Financing Activities The Company’s noncash investing and financing activities were as follows: Three Months Ended March 31, 2020 2019 Accrued dividends and distributions payable $ — $ 17,191 Additions to real estate assets accrued but not yet paid 19,478 19,757 Transfer of real estate assets in settlement of mortgage debt obligations: Decrease in real estate assets — ( 60,059 ) Decrease in mortgage and other indebtedness — 124,111 Decrease in operating assets and liabilities — 9,333 Decrease in intangible lease and other assets — ( 1,663 ) Conversion of Operating Partnership units to common stock 21,051 — Increase (decrease) in lease liabilities arising from right-of-use assets ( 200 ) 4,024 |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Noncash Investing and Financing Activities | Note 11 – Noncash Investing and Financing Activities The Combined Guarantor Subsidiaries' noncash investing and financing activities were as follows: Three Months Ended March 31, 2020 2019 Additions to real estate assets accrued but not yet paid $ 8,785 $ 2,583 Distribution of properties to owners — 8,835 Increase (decrease) in lease liabilities arising from right-of-use assets ( 10 ) 490 Transfer of real estate assets in settlement of mortgage debt obligation: Decrease in real estate assets — ( 60,058 ) Decrease in mortgage and other indebtedness — 115,271 Decrease in operating assets and liabilities — 8,246 Decrease in intangible lease and other assets — ( 1,663 ) |
Combined Guarantor Subsidiar_13
Combined Guarantor Subsidiaries - Subsequent Events | 3 Months Ended |
Mar. 31, 2020 | |
Condensed Financial Statements Captions [Line Items] | |
Subsequent Events | Note 15 – Subsequent Events Subsequent to March 31, 2020, the United States continues to be severely impacted by the COVID-19 pandemic and by the economic effects of government responses, such as “stay-at-home” orders and various restrictions on certain business activities, which have materially disrupted the economy. The Company has received rent relief requests from a majority of its tenants at its properties, most often in the form of rent deferral requests, as a result of COVID-19. The Company is evaluating each tenant rent relief request on an individual basis, considering a number of factors. Not all tenant requests will ultimately result in the Company granting any form of rent or other relief, nor does it plan to forgo its contractual rights under its lease agreements in connection with any such requests. While the Company is not able to estimate the impact of the COVID-19 pandemic at this time, the pandemic could materially affect its future financial and operational results. In May 2020, the lender notified the Company that the loan secured by EastGate Mall was in default because the April 2020 debt service payment was not made. The Company elected to not make the $11,813 Interest Payment due and payable on June 1, 2020, with respect to the Operating Partnership’s 5.25% senior unsecured notes due 2023. Under the indenture governing the 2023 Notes, the Operating Partnership has a 30-day grace period to make the Interest Payment before the nonpayment is considered an event of default with respect to the 2023 Notes. Any event of default under the 2023 Notes for nonpayment of the Interest Payment would also be considered an event of default under the Operating Partnership’s senior secured credit facility, which could lead to an acceleration of amounts due under the facility. Further, if the trustee for the 2023 Notes should exercise its right to accelerate the maturity of the full balance owed on the 2023 Notes as a result of such an event of default, that would also constitute an event of default under the Operating Partnership’s 4.60% senior unsecured notes due 2024 and the Operating Partnership’s 5.95% senior notes due 2026, which could lead to the acceleration of all amounts due under those notes. The Company has elected to enter the 30-day grace period with respect to the Interest Payment in order to advance discussions with its lenders and explore alternative strategies. The Company was notified by the administrative agent of the senior secured credit facility that the failure to make the Interest Payment constitutes a default under the senior secured credit facility and that, if not cured within the applicable 30-day grace period, it will be an event of default under the senior secured credit facility. The Company could prevent an event of default if it paid the Interest Payment prior to the expiration of the 30-day grace period or if it reached an alternative arrangement with the holders of the 2023 Notes |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Subsequent Events | Note 12 – Subsequent Events Subsequent to March 31, 2020, the United States continues to be severely impacted by the COVID-19 pandemic and by the economic effects of government responses, such as “stay-at-home” orders and various restrictions on certain business activities, which have materially disrupted the economy. The Combined Guarantor Subsidiaries have received rent relief requests from a majority of their tenants at their properties, most often in the form of rent deferral requests, as a result of COVID-19. The Combined Guarantor Subsidiaries are evaluating each tenant rent relief request on an individual basis, considering a number of factors. Not all tenant requests will ultimately result in the Combined Guarantor Subsidiaries granting any form of rent or other relief, nor do the Combined Guarantor Subsidiaries plan to forgo their contractual rights under their lease agreements in connection with any such requests. While the Combined Guarantor Subsidiaries are not able to estimate the impact of the COVID-19 pandemic at this time, the pandemic could materially affect their future financial and operational results. In June 2020, The Promenade note receivable was amended to extend the maturity date to December 2020 The Operating Partnership elected to not make the $11,813 Interest Payment due and payable on June 1, 2020, with respect to the its 5.25% senior unsecured notes due 2023. Under the indenture governing the 2023 Notes, the Operating Partnership has a 30-day grace period to make the Interest Payment before the nonpayment is considered an event of default with respect to the 2023 Notes. Any event of default under the 2023 Notes for nonpayment of the Interest Payment would also be considered an event of default under the Operating Partnership’s senior secured credit facility, which could lead to an acceleration of amounts due under the facility. Further, if the trustee for the 2023 Notes should exercise its right to accelerate the maturity of the full balance owed on the 2023 Notes as a result of such an event of default, that would also constitute an event of default under the Operating Partnership’s 4.60% senior unsecured notes due 2024 and the Operating Partnership’s 5.95% senior notes due 2026, which could lead to the acceleration of all amounts due under those notes. The Operating Partnership has elected to enter the 30-day grace period with respect to the Interest Payment in order to advance discussions with its lenders and explore alternative strategies. The Operating Partnership was notified by the administrative agent of the senior secured credit facility that the failure to make the Interest Payment constitutes a default under the senior secured credit facility and that, if not cured within the applicable 30-day grace period, it will be an event of default under the senior secured credit facility. The Operating Partnership could prevent an event of default if it paid the Interest Payment prior to the expiration of the 30-day grace period or if it reached an alternative arrangement with the holders of the 2023 Notes. |
Combined Guarantor Subsidiar_14
Combined Guarantor Subsidiaries - Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Condensed Financial Statements Captions [Line Items] | |
Accounting Guidance Adopted and Not Yet Adopted | Accounting Guidance Adopted Description Expected Adoption Date & Application Method Financial Statement Effect and Other Information Accounting Standards Update (“ASU”) 2016-13, Measurement of Credit Losses on Financial Instruments January 1, 2020 - Modified Retrospective The guidance replaces the current incurred loss impairment model, which reflects credit events, with a current expected credit loss model, which recognizes an allowance for credit losses based on an entity’s estimate of contractual cash flows not expected to be collected. The Company has determined that its available-for-sale debt securities, guarantees, mortgage and other notes receivable and receivables within the scope of ASC 606 fall under the scope of this standard. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements or disclosures. ASU 2018-13, Fair Value Measurement January 1, 2020 - Prospective The guidance eliminates, adds and modifies certain disclosure requirements for fair value measurements. Entities will no longer be required to disclose the amount of and reasons for transfers between Level 1 and 2 of the fair value hierarchy, but public companies will be required to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements or disclosures. ASU 2018-15, Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract January 1, 2020 - Prospective The guidance addresses diversity in practice in accounting for the costs of implementation activities in a cloud computing arrangement that is a service contract. Under the guidance, the Company is to follow Subtopic 350-40 on internal-use software to determine which implementation costs to capitalize and which to expense. The guidance also requires an entity to expense capitalized implementation costs over the term of the hosting arrangement and include that expense in the same line item as the fees associated with the service element of the arrangement. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements or disclosures. Accounting Guidance Not Yet Adopted Description Financial Statement Effect and Other Information ASU 2020-04, Reference Rate Reform On March 12, 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848) - Facilitation of the Effects of Reference Rate Reform on Financial Reporting Lease Modification Q&A In April 2020, the FASB issued a question-and-answer document (the “Lease Modification Q&A”) focused on the application of lease accounting guidance related to lease concessions provided as a result of COVID-19. Under existing lease guidance, the Company would have to determine, on a lease by lease basis, if a lease concession was the result of a new arrangement reached with the tenant (treated within the lease modification accounting framework) or if a lease concession was under the enforceable rights and obligations within the existing lease agreement (precluded from applying the lease modification accounting framework). The Lease Modification Q&A clarifies that entities may elect to not evaluate whether lease-related relief that lessors provide to mitigate the economic effects of COVID-19 on lessees is a lease modification under Topic 842, Leases . Instead, an entity that elects not to evaluate whether a concession directly related to COVID-19 is a modification can then elect whether to apply the modification guidance (i.e. assume the relief was always contemplated by the contract or assume the relief was not contemplated by the contract). Both lessees and lessors may make this election. The Company is evaluating its election on a disaggregated basis, with such election applied consistently to leases with similar characteristics and similar circumstances. The future impact of the Lease Modification Q&A is dependent upon the extent of lease concessions granted to tenants as a result of COVID-19 in future periods and the elections made by the Company at the time of entering into such concessions. The Company is evaluating the impact that this update may have on its condensed consolidated financial statements and related disclosures. |
Carrying Value of Long-Lived Assets | Carrying Value of Long-Lived Assets The Company evaluates its real estate assets and investment in unconsolidated affiliates for impairment indicators whenever events or changes in circumstances indicate that recoverability of its investment in the asset is not reasonably assured. Furthermore, this evaluation is conducted no less frequently than quarterly, irrespective of changes in circumstances. The prolonged outbreak of the COVID-19 pandemic has resulted in sustained closure of the Company’s properties, as well as the cessation of the operations of certain of its tenants, which will likely result in a reduction in the revenues and cash flows of many of its properties due to the adverse financial impacts on its tenants, as well as reductions in other sources of income generated by its properties. In addition to reduced revenues, the Company’s ability to obtain sufficient financing for such properties may be impaired as well as its ability to lease or re-lease properties as a result of worsening market and economic conditions resulting from the COVID-19 pandemic. As of March 31, 2020, the Company’s evaluation of impairment considered its estimate of cash flow declines caused by the COVID-19 pandemic, but its other assumptions, including estimated hold period, were generally unchanged given the highly uncertain environment. The worsening of estimated future cash flows due to a change in the Company’s plans, policies, or views of market and economic conditions as it relates to one or more of its properties adversely impacted by the COVID-19 pandemic could result in the recognition of substantial impairment charges on its assets, which could adversely impact its financial results. For the period ended March 31, 2020, the Company recorded $133,644 of impairment charges for two of its malls and six other properties had impairment indicators; however, based on the Company’s plans with respect to those properties and the economic environment as of March 31, 2020, no additional impairment charges were recorded. |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Accounting Guidance Adopted and Not Yet Adopted | Accounting Guidance Adopted Description Date Adopted & Application Method Financial Statement Effect and Other Information Accounting Standards Update (“ASU”) 2016-13, Measurement of Credit Losses on Financial Instruments January 1, 2020 - Prospective The guidance replaces the current incurred loss impairment model, which reflects credit events, with a current expected credit loss model, which recognizes an allowance for credit losses based on an entity's estimate of contractual cash flows not expected to be collected. The Combined Guarantor Subsidiaries have determined that the guarantees, mortgage and other notes receivable and receivables within the scope of ASC 606 fall under the scope of this standard. The adoption of this guidance did not have a material impact on the Combined Guarantor Subsidiaries' condensed combined financial statements or disclosures. ASU 2018-13, Fair Value Measurement January 1, 2020 - Prospective The guidance eliminates, adds and modifies certain disclosure requirements for fair value measurements. Entities will no longer be required to disclose the amount of and reasons for transfers between Level 1 and 2 of the fair value hierarchy, but public companies will be required to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements. The adoption of this guidance did not have a material impact on the Combined Guarantor Subsidiaries' condensed combined financial statements or disclosures. Accounting Guidance Not Yet Adopted Description Financial Statement Effect and Other Information Lease Modification Q&A In April 2020, the FASB issued a question-and-answer document (the “Lease Modification Q&A”) focused on the application of lease accounting guidance related to lease concessions provided as a result of COVID-19. Under existing lease guidance, the Combined Guarantor Subsidiaries would have to determine, on a lease by lease basis, if a lease concession was the result of a new arrangement reached with the tenant (treated withi n the lease modification accounting framework) or if a lease concession was under the enforceable rights and obligations within the existing lease agreement (precluded from applying the lease modification accounting framework). The Lease Modification Q&A clarifies that entities may elect to not evaluate whether lease-related relief that lessors provide to mitigate the economic effects of COVID-19 on lessees is a lease modification under Topic 842, Leases. Instead, an entity that elects not to evaluate whether a concession directly related to COVID-19 is a modification can then elect whether to apply the modification guidance (i.e. assume the relief was always contemplated by the contract or assume the relief was not contemplated by the contract). Both lessees and lessors may make this election. The Combined Guarantor Subsidiaries are evaluating their election on a disaggregated basis, with such election applied consistently to leases with similar characteristics and similar circumstances. The future impact of the Lease Modification Q&A is dependent upon the extent of lease concessions granted to tenants as a result of COVID-19 in future periods and the elections made by the Combined Guarantor Subsidiaries at the time of entering into such concessions. The Combined Guarantor Subsidiaries are evaluating the impact that this update may have on their condensed combined financial statements and related disclosures. |
Carrying Value of Long-Lived Assets | Carrying Value of Long-Lived Assets The Com bined Guarantor Subsidiaries evaluate their real estate assets for impairment indicators whenever events or changes in circumstances indicate that recoverability of their investment in the asset is not reasonably assured. Furthermore, this evaluation is conducted no less frequently than quarterly, irrespective of changes in circumstances. The prolonged outbreak of the COVID-19 pandemic has resulted in sustained closure of the Com bined Guarantor Subsidiaries ’ properties as well as the cessation of the operations of certain of their tenants , which will likely result in a reduction in the revenues and cash flows of their properties due to the adverse financial impacts on their tenants , as well as other sources of income generated by their properties. In addition to reduced revenues generated as a result of the COVID-19 outbreak, the Com bined Guarantor Subsidiaries ability to obtain sufficient financing for such properties may be impaired as well as their ability to lease or re-lease properties as a result of worsening market and economic conditions resulting from the COVID-19 pandemic. As of March 31, 2020, the Combined Guarantor Subsidiaries’ evaluation of impairment considered their estimate of cash flow declines caused by the COVID-19 pandemic, but their other assumptions, including estimated hold period, were generally unchanged given the highly uncertain environment. The worsening of estimated future cash flows due to a change in the Combined Guarantor Subsidiaries’ plans, policies, or views of market and economic conditions as it relates to one or more of their properties adversely impacted by the COVID-19 pandemic could result in the recognition of substantial impairment charges imposed on their assets which could adversely impact their financial results. For the period ended March 31, 2020, the Combined Guarantor Subsidiaries did not record impairment charges. |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Schedule of Properties Owned by Operating Partnership | As of March 31, 2020, the Operating Partnership owned interests in the following properties: All Other Properties Malls (1) Associated Centers Community Centers Office Buildings and Other Total Consolidated Properties 53 20 1 4 (2) 78 Unconsolidated Properties (3) 10 3 5 2 20 Total 63 23 6 6 98 (1) Category consists of regional malls, open-air centers and outlet centers (including one mixed-use center). (2) Includes CBL's two corporate office buildings. (3) The Operating Partnership accounts for these investments using the equity method because one or more of the other partners have substantive participating rights. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles | Accounting Guidance Adopted Description Expected Adoption Date & Application Method Financial Statement Effect and Other Information Accounting Standards Update (“ASU”) 2016-13, Measurement of Credit Losses on Financial Instruments January 1, 2020 - Modified Retrospective The guidance replaces the current incurred loss impairment model, which reflects credit events, with a current expected credit loss model, which recognizes an allowance for credit losses based on an entity’s estimate of contractual cash flows not expected to be collected. The Company has determined that its available-for-sale debt securities, guarantees, mortgage and other notes receivable and receivables within the scope of ASC 606 fall under the scope of this standard. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements or disclosures. ASU 2018-13, Fair Value Measurement January 1, 2020 - Prospective The guidance eliminates, adds and modifies certain disclosure requirements for fair value measurements. Entities will no longer be required to disclose the amount of and reasons for transfers between Level 1 and 2 of the fair value hierarchy, but public companies will be required to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements or disclosures. ASU 2018-15, Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract January 1, 2020 - Prospective The guidance addresses diversity in practice in accounting for the costs of implementation activities in a cloud computing arrangement that is a service contract. Under the guidance, the Company is to follow Subtopic 350-40 on internal-use software to determine which implementation costs to capitalize and which to expense. The guidance also requires an entity to expense capitalized implementation costs over the term of the hosting arrangement and include that expense in the same line item as the fees associated with the service element of the arrangement. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements or disclosures. Accounting Guidance Not Yet Adopted Description Financial Statement Effect and Other Information ASU 2020-04, Reference Rate Reform On March 12, 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848) - Facilitation of the Effects of Reference Rate Reform on Financial Reporting Lease Modification Q&A In April 2020, the FASB issued a question-and-answer document (the “Lease Modification Q&A”) focused on the application of lease accounting guidance related to lease concessions provided as a result of COVID-19. Under existing lease guidance, the Company would have to determine, on a lease by lease basis, if a lease concession was the result of a new arrangement reached with the tenant (treated within the lease modification accounting framework) or if a lease concession was under the enforceable rights and obligations within the existing lease agreement (precluded from applying the lease modification accounting framework). The Lease Modification Q&A clarifies that entities may elect to not evaluate whether lease-related relief that lessors provide to mitigate the economic effects of COVID-19 on lessees is a lease modification under Topic 842, Leases . Instead, an entity that elects not to evaluate whether a concession directly related to COVID-19 is a modification can then elect whether to apply the modification guidance (i.e. assume the relief was always contemplated by the contract or assume the relief was not contemplated by the contract). Both lessees and lessors may make this election. The Company is evaluating its election on a disaggregated basis, with such election applied consistently to leases with similar characteristics and similar circumstances. The future impact of the Lease Modification Q&A is dependent upon the extent of lease concessions granted to tenants as a result of COVID-19 in future periods and the elections made by the Company at the time of entering into such concessions. The Company is evaluating the impact that this update may have on its condensed consolidated financial statements and related disclosures. |
Revenues (Tables)
Revenues (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Revenue From Contract With Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following table presents the Company's revenues disaggregated by revenue source: Three Months Ended March 31, 2020 Three Months Ended March 31, 2019 Rental revenues (1) $ 161,173 $ 190,980 Revenues from contracts with customers (ASC 606): Operating expense reimbursements (2) 2,389 2,143 Management, development and leasing fees (3) 2,092 2,523 Marketing revenues (4) 743 874 5,224 5,540 Other revenues 1,177 1,510 Total revenues (5) $ 167,574 $ 198,030 (1) Revenues from leases that commenced subsequent to December 31, 2018 are accounted for in accordance with ASC 842, Leases ( 2 ) Includes $2,321 in the Malls segment and $68 in the All Other segment for the three months ended March 31, 2020, and includes $2,192 in the Malls segment and $( 49) in the All Other segment for the three months ended March 31, 2019. ( 3 ) Included in All Other segment. ( 4 ) Marketing revenues solely relate to the Malls segment for all periods presented. See description below. ( 5 ) Sales taxes are excluded from revenues. |
Schedule of Expected Recognition of Remaining Performance Obligation | As of March 31, 2020, the Company expects to recognize these amounts as revenue over the following periods: Performance obligation Less than 5 years 5-20 years Over 20 years Total Fixed operating expense reimbursements $ 23,908 $ 48,366 $ 45,869 $ 118,143 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Schedule of Components of Lease Revenue | The components of rental revenues are as follows: Three Months Ended March 31, 2020 2019 Fixed lease payments $ 137,394 $ 159,278 Variable lease payments 23,779 31,702 Total rental revenues $ 161,173 $ 190,980 |
Schedule of Lease Expense | The components of lease expense are presented below: Three Months Ended March 31, 2020 Three Months Ended March 31, 2019 Lease expense: Operating lease expense $ 125 $ 218 Variable lease expense 85 32 Total lease expense $ 210 $ 250 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of Debt Securities, Available-for-sale Measured at Fair Value | The following table sets forth information regarding the Company’s AFS securities that were measured at fair value for the three months ended March 31, 2020: AFS Security Amortized Cost Allowance for credit losses (1) Total unrealized gains/(losses) Fair Value U.S. Treasury securities $ 153,150 $ — $ 22 $ 153,172 (1) U.S Treasury securities have a long history with no credit losses. Additionally, the Company notes that U.S Treasury securities are explicitly fully guaranteed by a sovereign entity that can print its own currency and that the sovereign entity’s currency is routinely held by central banks and other major financial institutions, is used in international commerce, and commonly viewed as a reserve currency, all of which qualitatively indicate that historical credit loss information should be minimally affected by current conditions and reasonable and supportable forecasts. Therefore, the Company did not record expected credit losses for its U.S Treasury securities for the three months ended March 31, 2020. |
Schedule of Assets Measured at Fair Value on Nonrecurring Basis | The following table sets forth information regarding the Company's assets that are measured at fair value on a nonrecurring basis and related impairment charges for the three months ended March 31, 2020: Fair Value Measurements at Reporting Date Using Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Loss on Impairment 2020: Long-lived assets $ 114,300 $ — $ — $ 114,300 $ 133,644 The following table sets forth information regarding the Company's assets that were measured at fair value on a nonrecurring basis and related impairment charges for the three months ended March 31, 2019: Fair Value Measurements at Reporting Date Using Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Loss on Impairment 2019: Long-lived assets $ 70,800 $ — $ — $ 70,800 $ 24,825 |
Schedule of Impairment on Real Estate Properties | During the three months ended March 31, 2020, the Company recognized impairments of real estate of $133,644 related to two malls. Impairment Date Property Location Segment Classification Loss on Impairment Fair Value March Burnsville Center (1) Burnsville, MN Malls $ 26,562 $ 47,300 March Monroeville Mall (2) Pittsburgh, PA Malls 107,082 67,000 $ 133,644 $ 114,300 (1) In accordance with the Company's quarterly impairment process, the Company wrote down the book value of the mall to its estimated fair value of $47,300. The mall had experienced a decline of NOI due to store closures and rent reductions. These factors resulted in a reduction of the expected hold period for this asset based on Management’s assessment that there was an increased likelihood that the loan secured by the mall may not be successfully restructured or refinanced. Management determined the fair value of Burnsville Center using a discounted cash flow methodology. The discounted cash flow used assumptions including a holding period of ten years, with a sale at the end of the holding period, a capitalization rate of 14.5% and a discount rate of 15.5%. (2) In accordance with the Company's quarterly impairment process, the Company wrote down the book value of the mall to its estimated fair value of $67,000. The mall had experienced a decline of NOI due to store closures and rent reductions. Management determined the fair value of Monroeville Mall using a discounted cash flow methodology. The discounted cash flow used assumptions including a holding period of ten years, with a sale at the end of the holding period, a capitalization rate of 14.0% and a discount rate of 14.5%. During the three months ended March 31, 2019, the Company recognized impairments of real estate of $25,054 related to two malls: Impairment Date Property Location Segment Classification Loss on Impairment Fair Value March Greenbrier Mall (1) Chesapeake, VA Malls $ 22,770 $ 56,300 March Honey Creek Mall (2) Terre Haute, IN Malls 2,284 14,500 January/March Other adjustments (3) Various Malls ( 229 ) — $ 24,825 $ 70,800 (1) In accordance with the Company's quarterly impairment process, the Company wrote down the book value of the mall to its estimated fair value of $56,300. The mall had experienced a decline in cash flows due to store closures and rent reductions. Additionally, one anchor was vacant as of the date of impairment. These factors resulted in a reduction of the expected hold period for this asset based on Management’s assessment that there was an increased likelihood that the loan secured by the mall may not be successfully restructured or refinanced. Management determined the fair value of Greenbrier Mall using a discounted cash flow methodology. The discounted cash flow used assumptions including a holding period of ten years, with a sale at the end of the holding period, a capitalization rate of 11.5% and a discount rate of 11.5%. (2) The Company adjusted the book value of the mall to the net sales price of $14,360 based on a signed contract with a third-party buyer, adjusted to reflect estimated disposition costs. The mall was sold in April 2019. See Note 6 for additional information. |
Unconsolidated Affiliates and_2
Unconsolidated Affiliates and Noncontrolling Interests (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Schedule of Condensed Combined Financial Statements of Unconsolidated Affiliates | Condensed combined financial statement information of the unconsolidated affiliates is as follows: March 31, 2020 December 31, 2019 ASSETS: Investment in real estate assets $ 2,288,173 $ 2,293,438 Accumulated depreciation ( 819,034 ) ( 803,909 ) 1,469,139 1,489,529 Developments in progress 70,039 46,503 Net investment in real estate assets 1,539,178 1,536,032 Other assets 141,501 154,427 Total assets $ 1,680,679 $ 1,690,459 LIABILITIES: Mortgage and other indebtedness, net $ 1,422,015 $ 1,417,644 Other liabilities 32,675 41,007 Total liabilities 1,454,690 1,458,651 OWNERS' EQUITY: The Company 146,192 149,376 Other investors 79,797 82,432 Total owners' equity 225,989 231,808 Total liabilities and owners’ equity $ 1,680,679 $ 1,690,459 Three Months Ended March 31, 2020 2019 Total revenues $ 60,514 $ 55,867 Net income (1) $ 5,043 $ 6,010 (1) The Company's pro rata share of net income is $1,018 and $3,308 for the three months ended March 31, 2020 and 2019, respectively. |
Schedule of Limited Partners' Capital Account by Class | Noncontrolling interests consist of the following: As of March 31, 2020 December 31, 2019 Noncontrolling interests: Operating Partnership $ 5,566 $ 31,592 Other consolidated subsidiaries 23,691 23,961 $ 29,257 $ 55,553 |
Schedule of Variable Interest Entities | The table below lists the Company's unconsolidated VIEs as of March 31, 2020: Unconsolidated VIEs: Investment in Real Estate Joint Ventures and Partnerships Maximum Risk of Loss Ambassador Infrastructure, LLC (1) $ — $ 9,360 BI Development, LLC — — Bullseye, LLC — — Continental 425 Fund LLC 7,231 7,231 EastGate Storage, LLC (1) 712 3,962 Hamilton Place Self Storage (1) 1,411 8,413 Parkdale Self Storage, LLC (1) 1,157 7,657 PHG-CBL Lexington, LLC 35 35 Self Storage at Mid Rivers, LLC (1) 683 3,677 Shoppes at Eagle Point, LLC (1) 16,579 29,319 Vision - CBL Hamilton Place, LLC 2,223 2,223 $ 30,031 $ 71,877 (1) The Operating Partnership has guaranteed all or a portion of the debt of each of these VIEs. See Note 12 for more information. |
Mortgage and Other Indebtedne_2
Mortgage and Other Indebtedness, Net (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Net Mortgage Notes Payable | Net mortgage and other indebtedness consisted of the following: March 31, 2020 December 31, 2019 Amount Weighted- Average Interest Rate (1) Amount Weighted- Average Interest Rate (1) Fixed-rate debt: Non-recourse loans on operating Properties $ 1,236,179 5.19 % $ 1,330,561 5.27 % Senior unsecured notes due 2023 (2) 448,016 5.25 % 447,894 5.25 % Senior unsecured notes due 2024 (3) 299,962 4.60 % 299,960 4.60 % Senior unsecured notes due 2026 (4) 617,692 5.95 % 617,473 5.95 % Total fixed-rate debt 2,601,849 5.31 % 2,695,888 5.35 % Variable-rate debt: Recourse loan on operating Property 41,500 4.23 % 41,950 4.34 % Construction loan 29,400 4.42 % 29,400 4.60 % Secured line of credit 675,925 3.83 % 310,925 3.94 % Secured term loan 456,250 3.83 % 465,000 3.94 % Total variable-rate debt 1,203,075 3.86 % 847,275 3.98 % Total fixed-rate and variable-rate debt 3,804,924 4.85 % 3,543,163 5.02 % Unamortized deferred financing costs ( 15,232 ) ( 16,148 ) Total mortgage and other indebtedness, net $ 3,789,692 $ 3,527,015 (1) Weighted-average interest rate includes the effect of debt premiums and discounts, but excludes amortization of deferred financing costs. (2) The balance is net of an unamortized discount of $1,984 and $2,106 as of March 31, 2020 and December 31, 2019, respectively. (3) The balance is net of an unamortized discount of $38 and $40 as of March 31, 2020 and December 31, 2019, respectively. (4) The balance is net of an unamortized discount of $7,308 and $7,527 as of March 31, 2020 and December 31, 2019, respectively. Description Issued (1) Amount Interest Rate Maturity Date (2) 2023 Notes November 2013 $ 450,000 5.25 % December 2023 2024 Notes October 2014 300,000 4.60 % October 2024 2026 Notes December 2016 / September 2017 625,000 5.95 % December 2026 (1) Issued by the Operating Partnership. CBL is a limited guarantor of the Operating Partnership's obligations under the Notes as described above. ( 2 ) The Notes are redeemable at the Operating Partnership's election, in whole or in part from time to time, on not less than 30 days and not more than 60 days' notice to the holders of the Notes to be redeemed. The 2026 Notes, the 2024 Notes and the 2023 Notes may be redeemed prior to September 15, 2026, July 15, 2024, and September 1, 2023, respectively, for cash at a redemption price equal to the aggregate principal amount of the Notes to be redeemed, plus accrued and unpaid interest to, but not including, the redemption date and a make-whole premium calculated in accordance with the indenture. On or after the respective dates noted above, the Notes are redeemable for cash at a redemption price equal to the aggregate principal amount of the Notes to be redeemed plus accrued and unpaid interest. If redeemed prior to the respective dates noted above, each issuance of Notes is redeemable at the treasury rate plus 0.50%, 0.35% and 0.40% for the 2026 Notes, the 2024 Notes and the 2023 Notes, respectively. |
Schedule of Loan Repayments | Date Property Interest Rate at Repayment Date Scheduled Maturity Date Principal Balance Repaid (1) February Parkway Place 6.50% July 2020 $ 33,186 February Valley View Mall 6.50% July 2020 51,360 $ 84,546 (1) The Company retired the loans with borrowings from its secured line of credit. |
Schedule of Principal Repayments | As of March 31, 2020, the scheduled principal amortization and balloon payments of the Company’s consolidated debt, excluding extensions available at the Company’s option, on all mortgage and other indebtedness, including construction loans and the secured line of credit, are as follows: 2020 (1) $ 118,560 2021 557,328 2022 465,455 2023 1,491,825 2024 341,398 2025 36,105 Thereafter 711,636 3,722,307 Net unamortized discounts and premium ( 9,330 ) Unamortized deferred financing costs ( 15,232 ) Principal balance of loan secured by Lender Malls in default (2) 91,947 Total mortgage and other indebtedness, net $ 3,789,692 (1 ) Reflects payments for the fiscal period April 1, 2020 through December 31, 2020. ( 2 ) Represents the aggregate principal balance as of March 31, 2020 of two non-recourse loans, secured by Greenbrier Mall and Hickory Point Mall, which were in default. The loans secured by Greenbrier Mall and Hickory Point Mall matured in December 2019. |
Mortgage and Other Notes Rece_2
Mortgage and Other Notes Receivable (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Accounts Notes Loans And Financing Receivable Gross Allowance And Net [Abstract] | |
Schedule of Mortgage and Other Notes Receivable | Mortgage and other notes receivable consist of the following: As of March 31, 2020 As of December 31, 2019 Maturity Date Interest Rate Balance Interest Rate Balance Mortgages Dec 2016 (1) 3.48% $ 1,100 4.28% - 9.50% $ 2,637 Other Notes Receivable Sep 2021- Apr 2026 4.00% - 5.00% 1,828 4.00% - 5.00% 2,025 $ 2,928 $ 4,662 (1 ) Includes a $1,100 note with D'Iberville Promenade, LLC with a maturity date of December 2016, that is in default. This is secured by the joint venture partner’s interest in the joint venture. |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Schedule of Information on Reportable Segments | Information on the Company’s segments is presented as follows: Three Months Ended March 31, 2020 Malls All Other (1) Total Revenues (2) $ 153,351 $ 14,223 $ 167,574 Property operating expenses (3) ( 52,098 ) ( 3,267 ) ( 55,365 ) Interest expense ( 18,147 ) ( 28,845 ) ( 46,992 ) Other expense — ( 158 ) ( 158 ) Gain (loss) on sales of real estate assets ( 25 ) 165 140 Segment profit (loss) $ 83,081 $ ( 17,882 ) 65,199 Depreciation and amortization ( 55,902 ) General and administrative expense ( 17,836 ) Interest and other income 2,397 Loss on impairment ( 133,644 ) Income tax provision ( 526 ) Equity in earnings of unconsolidated affiliates 1,018 Net loss $ ( 139,294 ) Capital expenditures (4) $ 18,056 $ 2,276 $ 20,332 Three Months Ended March 31, 2019 Malls All Other (1) Total Revenues (2) $ 183,864 $ 14,166 $ 198,030 Property operating expenses (3) ( 57,181 ) ( 4,494 ) ( 61,675 ) Interest expense ( 23,190 ) ( 30,808 ) ( 53,998 ) Gain on sales of real estate assets — 228 228 Segment profit (loss) $ 103,493 $ ( 20,908 ) 82,585 Depreciation and amortization ( 69,792 ) General and administrative expense ( 22,007 ) Litigation settlement ( 88,150 ) Interest and other income 489 Gain on extinguishment of debt 71,722 Loss on impairment ( 24,825 ) Income tax provision ( 139 ) Equity in earnings of unconsolidated affiliates 3,308 Net loss $ ( 46,809 ) Capital expenditures (4) $ 28,024 $ 115 $ 28,139 Total Assets Malls All Other (1) Total March 31, 2020 $ 3,998,280 $ 723,035 $ 4,721,315 December 31, 2019 $ 4,180,515 $ 441,831 $ 4,622,346 (1) The All Other category includes associated centers, community centers, mortgage and other notes receivable, office buildings, self-storage facilities, corporate-level debt and the Management Company. (2) Management, development and leasing fees are included in the All Other category. See Note 3 (3) Property operating expenses include property operating, real estate taxes and maintenance and repairs. (4) Includes additions to and acquisitions of real estate assets and investments in unconsolidated affiliates. Developments in progress are included in the All Other category. |
Earnings per Share and Earnin_2
Earnings per Share and Earnings per Unit (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted EPU for Common and Special Common Units | The following table presents basic and diluted EPU for common and special common units for the three month periods ended March 31, 2020 and 2019. Three Months Ended March 31, (In thousands, except per unit data) 2020 2019 Net Loss Attributable to Common Unitholders $ ( 150,310 ) $ ( 57,957 ) Distributions to Common Unitholders - Declared Only — ( 14,594 ) Distributions to Special Common Unitholders - Declared and Undeclared Common units issued on conversion of SCUs — ( 178 ) S-SCUs ( 1,143 ) ( 1,143 ) L-SCUs ( 433 ) ( 433 ) K-SCUs ( 844 ) ( 844 ) Total Undistributed Losses Available to Common and Special Common Unitholders $ ( 152,730 ) $ ( 75,149 ) Distributed Earnings: Common units issued on conversion of SCUs — $ 178 S-SCUs 1,143 1,143 L-SCUs 433 433 K-SCUs 844 844 Common Units — 14,594 Undistributed Losses: Common units issued on conversion of SCUs $ — $ — S-SCUs — — L-SCUs — — K-SCUs — — Common Units ( 152,730 ) ( 75,149 ) Weighted Average: Common units issued on conversion of SCUs 2,300 2,373 S-SCUs 1,561 1,561 L-SCUs 572 572 K-SCUs 1,137 1,137 Common Units 195,688 194,368 Basic EPS: Common units issued on conversion of SCUs $ — $ 0.08 S-SCUs 0.73 0.73 L-SCUs 0.76 0.76 K-SCUs 0.74 0.74 Common Units ( 0.78 ) ( 0.31 ) Total Basic EPS $ ( 0.75 ) $ ( 0.29 ) Diluted EPS: Common units issued on conversion of SCUs $ — $ 0.08 S-SCUs 0.73 0.73 L-SCUs 0.76 0.76 K-SCUs 0.74 0.74 Common Units ( 0.78 ) ( 0.31 ) Total Diluted EPS $ ( 0.75 ) $ ( 0.29 ) |
Contingencies (Tables)
Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of Guarantees | The following table represents the Operating Partnership's guarantees of unconsolidated affiliates' debt as reflected in the accompanying condensed consolidated balance sheets as of March 31, 2020 and December 31, 2019: As of March 31, 2020 Obligation recorded to reflect guaranty Unconsolidated Affiliate Company's Ownership Interest Outstanding Balance Percentage Guaranteed by the Operating Partnership Maximum Guaranteed Amount Debt Maturity Date (1) March 31, 2020 December 31, 2019 West Melbourne I, LLC - Phase I 50% $ 39,612 50% $ 19,806 Feb-2021 (2) $ 198 $ 199 West Melbourne I, LLC - Phase II 50% 15,557 50% 7,779 Feb-2021 (2) 78 78 Port Orange I, LLC 50% 53,792 50% 26,896 Feb-2021 (2) 269 270 Ambassador Infrastructure, LLC 65% 9,360 100% 9,360 Aug-2020 101 101 Shoppes at Eagle Point, LLC 50% 35,189 35% (3) 12,740 Oct-2020 (4) 127 127 EastGate Storage, LLC 50% 6,377 50% (5) 3,250 Dec-2022 33 33 Self Storage at Mid Rivers, LLC 50% 5,803 50% (6) 2,994 Apr-2023 30 30 Parkdale Self Storage, LLC 50% 4,878 100% (7) 6,500 Jul-2024 65 65 Hamilton Place Self Storage, LLC 54% 2,485 100% (8) 7,002 Sep-2024 70 70 Atlanta Outlet JV, LLC 50% 4,680 100% (9) 4,680 Nov-2023 — — Louisville Outlet Shoppes, LLC 50% 9,182 100% (10) 9,182 Jul-2020 — — Total guaranty liability $ 971 $ 973 (1) Excludes any extension options. (2) These loans have two one-year (3) The guaranty is for a fixed amount of $12,740 throughout the term of the loan, including any extensions. (4) The loan has one two-year (5) The guaranty was reduced to 50% once construction was completed during the second quarter of 2019. The guaranty may be further reduced to 25% once certain debt and operational metrics are met. (6) The Company received a 1% fee for the guaranty when the loan was issued in April 2018. The guaranty was reduced to 50% once construction was completed during the second quarter of 2019. The guaranty may be further reduced to 25% once certain debt and operational metrics are met. (7) Parkdale Self Storage, LLC, a 50/50 joint venture, closed on a construction loan with a total borrowing capacity of up to $6,500 for the development of a climate controlled self-storage facility adjacent to Parkdale Mall in Beaumont, TX. The Operating Partnership has a joint and several guaranty with its 50/50 partner. Therefore, the maximum guarantee is 100% of the loan. (8) Hamilton Place Self Storage, LLC, a 54/46 joint venture, closed on a construction loan with a total borrowing capacity of up to $7,002 for the development of a climate controlled self-storage facility adjacent to Hamilton Place in Chattanooga, TN. The Operating Partnership has guaranteed 100% of the construction loan, but it has a back-up guaranty with its joint venture partner for 50% of the construction loan. (9) In December 2019, the Company deconsolidated this entity. (10) In November 2019, the Company deconsolidated this entity. |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Share Based Compensation [Abstract] | |
Schedule of Company Stock Awards | A summary of the status of the Company’s nonvested restricted stock awards as of March 31, 2020, and changes during the three months ended March 31, 2020, is presented below: Shares Weighted- Average Grant-Date Fair Value Nonvested at January 1, 2020 971,846 $ 5.16 Granted 1,628,397 $ 0.86 Vested ( 1,051,783 ) $ 2.86 Forfeited ( 4,852 ) $ 5.81 Nonvested at March 31, 2020 1,543,608 $ 2.19 |
Schedule of PSU Activity | A summary of the status of the Company’s PSU activity as of March 31, 2020, and changes during the three months ended March 31, 2020, is presented below: PSUs Weighted-Average Grant Date Fair Value Outstanding at January 1, 2020 1,766,580 $ 2.96 2020 PSUs granted (1) 3,408,083 $ 0.84 Outstanding at March 31, 2020 (2) 5,174,663 $ 1.56 (1) Includes 211,375 shares classified as a liability due to the potential cash component described above. ( 2 ) None of the PSUs outstanding at March 31, 2020 were vested. |
Schedule of Assumptions used in the Monte Carlo Simulation Pricing Models | The following table summarizes the assumptions used in the Monte Carlo simulation pricing model related to the PSUs: 2020 PSUs 2019 PSUs 2018 PSUs Grant date February 10, 2020 February 11, 2019 February 12, 2018 Fair value per share on valuation date (1) $ 0.84 $ 4.74 $ 4.76 Risk-free interest rate (2) 1.39 % 2.54 % 2.36 % Expected share price volatility (3) 57.98 % 60.99 % 42.02 % ( 1) The value of the PSU awards is estimated on the date of grant using a Monte Carlo simulation model. The valuation consists of computing the fair value using CBL's simulated stock price as well as TSR over a three-year performance period. The award is modeled as a contingent claim in that the expected return on the underlying shares is risk-free and the rate of discounting the payoff of the award is also risk-free. The weighted-average fair value per share related to the 2020 PSUs classified as equity consists of 2,131,245 shares at a fair value of $0.88 (which relate to relative TSR) and 1,065,463 shares at fair value of $0.75 per share (which relate to absolute TSR). The weighted-average fair value per share related to the 2019 PSUs classified as equity consists of 357,800 shares at a fair value of $2.45 per share (which relate to relative TSR) and 178,875 shares at a fair value of $2.29 per share (which relate to absolute TSR). (2) The risk-free interest rate was based on the yield curve on zero-coupon U.S. Treasury securities in effect as of the valuation date, which is the respective grant date listed above. |
Noncash Investing and Financi_2
Noncash Investing and Financing Activities (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Supplemental Cash Flow Information [Abstract] | |
Schedule of Noncash Investing and Financing Activities | The Company’s noncash investing and financing activities were as follows: Three Months Ended March 31, 2020 2019 Accrued dividends and distributions payable $ — $ 17,191 Additions to real estate assets accrued but not yet paid 19,478 19,757 Transfer of real estate assets in settlement of mortgage debt obligations: Decrease in real estate assets — ( 60,059 ) Decrease in mortgage and other indebtedness — 124,111 Decrease in operating assets and liabilities — 9,333 Decrease in intangible lease and other assets — ( 1,663 ) Conversion of Operating Partnership units to common stock 21,051 — Increase (decrease) in lease liabilities arising from right-of-use assets ( 200 ) 4,024 |
Combined Guarantor Subsidiar_15
Combined Guarantor Subsidiaries - Organization and Basis of Presentation (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Percentage of Actual Guarantor Properties Pledged as Collateral on Secured Credit | The percentage of actual Guarantor Properties that are pledged as collateral on the secured credit facility in relation to the Combined Guarantor Subsidiaries as of and for the three months ended March 31, 2020 is shown in the table below: Assets Liabilities Revenue Net Income Guarantor Properties pledged as collateral on the secured credit facility $ 1,310,359 $ 29,720 $ 51,217 $ 15,402 Combined Guarantor Subsidiaries $ 1,636,970 $ 285,618 $ 65,427 $ 18,835 Guarantor Properties pledged as collateral on the secured credit facility as % of Combined Guarantor Subsidiaries 80.0 % 10.4 % 78.3 % 81.8 % |
Combined Guarantor Subsidiar_16
Combined Guarantor Subsidiaries - Revenues (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Condensed Financial Statements Captions [Line Items] | |
Schedule of Disaggregation of Revenue | The following table presents the Company's revenues disaggregated by revenue source: Three Months Ended March 31, 2020 Three Months Ended March 31, 2019 Rental revenues (1) $ 161,173 $ 190,980 Revenues from contracts with customers (ASC 606): Operating expense reimbursements (2) 2,389 2,143 Management, development and leasing fees (3) 2,092 2,523 Marketing revenues (4) 743 874 5,224 5,540 Other revenues 1,177 1,510 Total revenues (5) $ 167,574 $ 198,030 (1) Revenues from leases that commenced subsequent to December 31, 2018 are accounted for in accordance with ASC 842, Leases ( 2 ) Includes $2,321 in the Malls segment and $68 in the All Other segment for the three months ended March 31, 2020, and includes $2,192 in the Malls segment and $( 49) in the All Other segment for the three months ended March 31, 2019. ( 3 ) Included in All Other segment. ( 4 ) Marketing revenues solely relate to the Malls segment for all periods presented. See description below. ( 5 ) Sales taxes are excluded from revenues. |
Schedule of Expected Recognition of Remaining Performance Obligation | As of March 31, 2020, the Company expects to recognize these amounts as revenue over the following periods: Performance obligation Less than 5 years 5-20 years Over 20 years Total Fixed operating expense reimbursements $ 23,908 $ 48,366 $ 45,869 $ 118,143 |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Schedule of Disaggregation of Revenue | The following table presents the Combined Guarantor Subsidiaries' revenues disaggregated by revenue source: Three Months Ended March 31, 2020 2019 Rental revenues (1) $ 63,831 $ 71,272 Revenues from contracts with customers (ASC 606): Operating expense reimbursements (2) 1,071 1,151 Marketing revenues (3) 390 437 1,461 1,588 Other revenues 135 132 Total revenues (4) $ 65,427 $ 72,992 ( 1 ) Revenues from leases that commenced subsequent to December 31, 2018 are accounted for in accordance with ASC 842, Leases ( 2 ) Includes $1,046 ( 3 ) Marketing revenues solely relate to the Malls segment for all periods presented. See description below. ( 4 ) Sales taxes are excluded from revenues. |
Schedule of Expected Recognition of Remaining Performance Obligation | As of March 31, 2020, the Combined Guarantor Subsidiaries expect to recognize these amounts as revenue over the following periods: Performance obligation Less than 5 years 5-20 years Over 20 years Total Fixed operating expense reimbursements $ 12,297 $ 24,340 $ 33,576 $ 70,213 |
Combined Guarantor Subsidiar_17
Combined Guarantor Subsidiaries - Leases (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Condensed Financial Statements Captions [Line Items] | |
Schedule of Components of Lease Revenue | The components of rental revenues are as follows: Three Months Ended March 31, 2020 2019 Fixed lease payments $ 137,394 $ 159,278 Variable lease payments 23,779 31,702 Total rental revenues $ 161,173 $ 190,980 |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Schedule of Components of Lease Revenue | The components of rental revenues are as follows: Three Months Ended March 31, 2020 2019 Fixed lease payments $ 54,655 $ 60,247 Variable lease payments 9,176 11,025 Total rental revenues $ 63,831 $ 71,272 |
Combined Guarantor Subsidiar_18
Combined Guarantor Subsidiaries - Mortgage Notes Payable, Net (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Condensed Financial Statements Captions [Line Items] | |
Schedule of Net Mortgage Notes Payable | Net mortgage and other indebtedness consisted of the following: March 31, 2020 December 31, 2019 Amount Weighted- Average Interest Rate (1) Amount Weighted- Average Interest Rate (1) Fixed-rate debt: Non-recourse loans on operating Properties $ 1,236,179 5.19 % $ 1,330,561 5.27 % Senior unsecured notes due 2023 (2) 448,016 5.25 % 447,894 5.25 % Senior unsecured notes due 2024 (3) 299,962 4.60 % 299,960 4.60 % Senior unsecured notes due 2026 (4) 617,692 5.95 % 617,473 5.95 % Total fixed-rate debt 2,601,849 5.31 % 2,695,888 5.35 % Variable-rate debt: Recourse loan on operating Property 41,500 4.23 % 41,950 4.34 % Construction loan 29,400 4.42 % 29,400 4.60 % Secured line of credit 675,925 3.83 % 310,925 3.94 % Secured term loan 456,250 3.83 % 465,000 3.94 % Total variable-rate debt 1,203,075 3.86 % 847,275 3.98 % Total fixed-rate and variable-rate debt 3,804,924 4.85 % 3,543,163 5.02 % Unamortized deferred financing costs ( 15,232 ) ( 16,148 ) Total mortgage and other indebtedness, net $ 3,789,692 $ 3,527,015 (1) Weighted-average interest rate includes the effect of debt premiums and discounts, but excludes amortization of deferred financing costs. (2) The balance is net of an unamortized discount of $1,984 and $2,106 as of March 31, 2020 and December 31, 2019, respectively. (3) The balance is net of an unamortized discount of $38 and $40 as of March 31, 2020 and December 31, 2019, respectively. (4) The balance is net of an unamortized discount of $7,308 and $7,527 as of March 31, 2020 and December 31, 2019, respectively. Description Issued (1) Amount Interest Rate Maturity Date (2) 2023 Notes November 2013 $ 450,000 5.25 % December 2023 2024 Notes October 2014 300,000 4.60 % October 2024 2026 Notes December 2016 / September 2017 625,000 5.95 % December 2026 (1) Issued by the Operating Partnership. CBL is a limited guarantor of the Operating Partnership's obligations under the Notes as described above. ( 2 ) The Notes are redeemable at the Operating Partnership's election, in whole or in part from time to time, on not less than 30 days and not more than 60 days' notice to the holders of the Notes to be redeemed. The 2026 Notes, the 2024 Notes and the 2023 Notes may be redeemed prior to September 15, 2026, July 15, 2024, and September 1, 2023, respectively, for cash at a redemption price equal to the aggregate principal amount of the Notes to be redeemed, plus accrued and unpaid interest to, but not including, the redemption date and a make-whole premium calculated in accordance with the indenture. On or after the respective dates noted above, the Notes are redeemable for cash at a redemption price equal to the aggregate principal amount of the Notes to be redeemed plus accrued and unpaid interest. If redeemed prior to the respective dates noted above, each issuance of Notes is redeemable at the treasury rate plus 0.50%, 0.35% and 0.40% for the 2026 Notes, the 2024 Notes and the 2023 Notes, respectively. |
Schedule of Principal Repayments | As of March 31, 2020, the scheduled principal amortization and balloon payments of the Company’s consolidated debt, excluding extensions available at the Company’s option, on all mortgage and other indebtedness, including construction loans and the secured line of credit, are as follows: 2020 (1) $ 118,560 2021 557,328 2022 465,455 2023 1,491,825 2024 341,398 2025 36,105 Thereafter 711,636 3,722,307 Net unamortized discounts and premium ( 9,330 ) Unamortized deferred financing costs ( 15,232 ) Principal balance of loan secured by Lender Malls in default (2) 91,947 Total mortgage and other indebtedness, net $ 3,789,692 (1 ) Reflects payments for the fiscal period April 1, 2020 through December 31, 2020. ( 2 ) Represents the aggregate principal balance as of March 31, 2020 of two non-recourse loans, secured by Greenbrier Mall and Hickory Point Mall, which were in default. The loans secured by Greenbrier Mall and Hickory Point Mall matured in December 2019. |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Schedule of Net Mortgage Notes Payable | Mortgage notes payable, net, consisted of the following: Interest Rate (1) Maturity Date March 31, 2020 December 31, 2019 Property Greenbrier Mall (2) 5.41% Dec-19 $ 64,501 $ 64,801 Park Plaza 5.28% Apr-21 77,577 78,339 Arbor Place 5.10% May-22 106,239 106,851 Total mortgage notes payable 5.23% 248,317 249,991 Unamortized deferred financing costs ( 94 ) ( 112 ) Total mortgage notes payable, net $ 248,223 $ 249,879 (1) Weighted-average interest rate includes the effect of debt premiums and discounts, but excludes amortization of deferred financing costs. ( 2 ) The non-recourse loan is in default. The default interest rate is an additional 3.00% above the stated interest rate. |
Schedule of Principal Repayments | As of March 31, 2020, the scheduled principal amortization and balloon payments of the Combined Guarantor Subsidiaries' mortgage notes payable, excluding extensions available at the Combined Guarantor Subsidiaries' option, are as follows: 2020 (1) $ 4,200 2021 77,844 2022 101,772 183,816 Unamortized deferred financing costs ( 94 ) Principal balance of loan secured by Greenbrier Mall 64,501 Total mortgage notes payable, net $ 248,223 (1) Reflects payments for the fiscal period April 1, 2020 through December 31, 2020. |
Combined Guarantor Subsidiar_19
Combined Guarantor Subsidiaries - Mortgage and Other Notes Receivable (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Condensed Financial Statements Captions [Line Items] | |
Schedule of Mortgage and Other Notes Receivable | Mortgage and other notes receivable consist of the following: As of March 31, 2020 As of December 31, 2019 Maturity Date Interest Rate Balance Interest Rate Balance Mortgages Dec 2016 (1) 3.48% $ 1,100 4.28% - 9.50% $ 2,637 Other Notes Receivable Sep 2021- Apr 2026 4.00% - 5.00% 1,828 4.00% - 5.00% 2,025 $ 2,928 $ 4,662 (1 ) Includes a $1,100 note with D'Iberville Promenade, LLC with a maturity date of December 2016, that is in default. This is secured by the joint venture partner’s interest in the joint venture. |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Schedule of Mortgage and Other Notes Receivable | Mortgage and other notes receivable consist of the following: As of March 31, 2020 As of December 31, 2019 Maturity Date Interest Rate Balance Interest Rate Balance Mortgages: The Promenade (1)(2) June 2020 5.00% $ 47,514 5.00% $ 47,514 Hamilton Corner (1) Aug 2020 5.67% 14,295 5.67% 14,295 The Terrace (1) June 2020 7.25% 11,977 7.25% 11,977 73,786 73,786 Other Note Receivable: Community improvement district Aug 2028 5.25% — 6.75% 1,230 $ 73,786 $ 75,016 (1) The mortgaged property is owned by an entity that is controlled by the Operating Partnership and included in the Operating Partnership's condensed consolidated financial statements. The mortgage note receivable is interest only. (2) The note was amended subsequent to March 31, 2020 to extend the maturity date. See Note 12 |
Combined Guarantor Subsidiar_20
Combined Guarantor Subsidiaries - Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Condensed Financial Statements Captions [Line Items] | |
Schedule of Information on Reportable Segments | Information on the Company’s segments is presented as follows: Three Months Ended March 31, 2020 Malls All Other (1) Total Revenues (2) $ 153,351 $ 14,223 $ 167,574 Property operating expenses (3) ( 52,098 ) ( 3,267 ) ( 55,365 ) Interest expense ( 18,147 ) ( 28,845 ) ( 46,992 ) Other expense — ( 158 ) ( 158 ) Gain (loss) on sales of real estate assets ( 25 ) 165 140 Segment profit (loss) $ 83,081 $ ( 17,882 ) 65,199 Depreciation and amortization ( 55,902 ) General and administrative expense ( 17,836 ) Interest and other income 2,397 Loss on impairment ( 133,644 ) Income tax provision ( 526 ) Equity in earnings of unconsolidated affiliates 1,018 Net loss $ ( 139,294 ) Capital expenditures (4) $ 18,056 $ 2,276 $ 20,332 Three Months Ended March 31, 2019 Malls All Other (1) Total Revenues (2) $ 183,864 $ 14,166 $ 198,030 Property operating expenses (3) ( 57,181 ) ( 4,494 ) ( 61,675 ) Interest expense ( 23,190 ) ( 30,808 ) ( 53,998 ) Gain on sales of real estate assets — 228 228 Segment profit (loss) $ 103,493 $ ( 20,908 ) 82,585 Depreciation and amortization ( 69,792 ) General and administrative expense ( 22,007 ) Litigation settlement ( 88,150 ) Interest and other income 489 Gain on extinguishment of debt 71,722 Loss on impairment ( 24,825 ) Income tax provision ( 139 ) Equity in earnings of unconsolidated affiliates 3,308 Net loss $ ( 46,809 ) Capital expenditures (4) $ 28,024 $ 115 $ 28,139 Total Assets Malls All Other (1) Total March 31, 2020 $ 3,998,280 $ 723,035 $ 4,721,315 December 31, 2019 $ 4,180,515 $ 441,831 $ 4,622,346 (1) The All Other category includes associated centers, community centers, mortgage and other notes receivable, office buildings, self-storage facilities, corporate-level debt and the Management Company. (2) Management, development and leasing fees are included in the All Other category. See Note 3 (3) Property operating expenses include property operating, real estate taxes and maintenance and repairs. (4) Includes additions to and acquisitions of real estate assets and investments in unconsolidated affiliates. Developments in progress are included in the All Other category. |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Schedule of Information on Reportable Segments | Information on the Combined Guarantor Subsidiaries' segments is presented as follows: Three Months Ended March 31, 2020 Malls All Other (1) Total Revenues $ 63,045 $ 2,382 $ 65,427 Property operating expenses (2) ( 21,390 ) ( 606 ) ( 21,996 ) Interest expense ( 3,772 ) — ( 3,772 ) Segment profit $ 37,883 $ 1,776 39,659 Depreciation and amortization expense ( 21,864 ) Interest and other income 1,040 Net income $ 18,835 Capital expenditures (3) $ 7,303 $ 625 $ 7,928 Three Months Ended March 31, 2019 Malls All Other (1) Total Revenues $ 70,400 $ 2,592 $ 72,992 Property operating expenses (2) ( 22,169 ) ( 596 ) ( 22,765 ) Interest expense ( 3,985 ) — ( 3,985 ) Segment profit $ 44,246 $ 1,996 46,242 Depreciation and amortization expense ( 24,101 ) Interest and other income 942 Gain on extinguishment of debt 61,796 Loss on impairment ( 22,770 ) Net income $ 62,109 Capital expenditures (3) $ 2,618 $ — $ 2,618 Total Assets Malls All Other (1) Total March 31, 2020 $ 1,498,319 $ 138,651 $ 1,636,970 December 31, 2019 $ 1,519,558 $ 137,555 $ 1,657,113 (1) The All Other category includes associated centers and notes receivable. (2) Property operating expenses include property operating, real estate taxes and maintenance and repairs. (3) Amounts include acquisitions of real estate assets. Developments in progress are included in the All Other category. |
Combined Guarantor Subsidiar_21
Combined Guarantor Subsidiaries - Noncash Investing and Financing Activities (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Condensed Financial Statements Captions [Line Items] | |
Schedule of Noncash Investing and Financing Activities | The Company’s noncash investing and financing activities were as follows: Three Months Ended March 31, 2020 2019 Accrued dividends and distributions payable $ — $ 17,191 Additions to real estate assets accrued but not yet paid 19,478 19,757 Transfer of real estate assets in settlement of mortgage debt obligations: Decrease in real estate assets — ( 60,059 ) Decrease in mortgage and other indebtedness — 124,111 Decrease in operating assets and liabilities — 9,333 Decrease in intangible lease and other assets — ( 1,663 ) Conversion of Operating Partnership units to common stock 21,051 — Increase (decrease) in lease liabilities arising from right-of-use assets ( 200 ) 4,024 |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Schedule of Noncash Investing and Financing Activities | The Combined Guarantor Subsidiaries' noncash investing and financing activities were as follows: Three Months Ended March 31, 2020 2019 Additions to real estate assets accrued but not yet paid $ 8,785 $ 2,583 Distribution of properties to owners — 8,835 Increase (decrease) in lease liabilities arising from right-of-use assets ( 10 ) 490 Transfer of real estate assets in settlement of mortgage debt obligation: Decrease in real estate assets — ( 60,058 ) Decrease in mortgage and other indebtedness — 115,271 Decrease in operating assets and liabilities — 8,246 Decrease in intangible lease and other assets — ( 1,663 ) |
Organization and Basis of Pre_3
Organization and Basis of Presentation - Narrative (Details) | May 07, 2020 | Feb. 05, 2020$ / shares | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($)statesubsidiaryshares | Dec. 31, 2019USD ($) |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Number of states in which entity operates | state | 26 | ||||
Number of wholly owned subsidiaries | subsidiary | 36 | ||||
Conversion of Operating Partnership common units into common stock (shares) | shares | 16,333,947 | ||||
Mortgage and other indebtedness, variable-rate debt | $ 1,203,075,000 | $ 847,275,000 | |||
Weighted average interest rate (as a percent) | 4.85% | 5.02% | |||
Forecast [Member] | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Interest payment | $ 11,813,000 | ||||
Fixed Rate Interest | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Weighted average interest rate (as a percent) | 5.31% | 5.35% | |||
Secured Line of Credit | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Mortgage and other indebtedness, variable-rate debt | $ 675,925,000 | $ 310,925,000 | |||
Line of credit facility, maturity date | Jul. 31, 2023 | ||||
Weighted average interest rate (as a percent) | 3.83% | 3.94% | |||
Unsecured Debt [Member] | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Mortgage and other indebtedness, variable-rate debt | $ 456,250,000 | $ 465,000,000 | |||
Debt instrument, maturity date | Jul. 31, 2023 | ||||
Senior unsecured notes due 2023 | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Debt instrument, maturity date | Dec. 31, 2023 | ||||
Balance of non-recourse debt | $ 450,000,000 | ||||
Senior unsecured notes due 2023 | Fixed Rate Interest | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Weighted average interest rate (as a percent) | 5.25% | 5.25% | |||
Senior unsecured notes due 2024 | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Debt instrument, maturity date | Oct. 31, 2024 | ||||
Balance of non-recourse debt | $ 300,000,000 | ||||
Senior unsecured notes due 2024 | Fixed Rate Interest | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Weighted average interest rate (as a percent) | 4.60% | 4.60% | |||
Senior unsecured notes due 2026 | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Debt instrument, maturity date | Dec. 31, 2026 | ||||
Balance of non-recourse debt | $ 625,000,000 | ||||
Senior unsecured notes due 2026 | Fixed Rate Interest | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Weighted average interest rate (as a percent) | 5.95% | 5.95% | |||
Secured Debt | Line of Credit | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Balance of non-recourse debt | $ 1,185,000,000 | ||||
Subsequent Event | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Interest payment | $ 11,813,000 | ||||
Subsequent Event | Senior unsecured notes due 2023 | Fixed Rate Interest | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Weighted average interest rate (as a percent) | 5.25% | ||||
Subsequent Event | Senior unsecured notes due 2024 | Fixed Rate Interest | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Weighted average interest rate (as a percent) | 4.60% | ||||
Subsequent Event | Senior unsecured notes due 2026 | Fixed Rate Interest | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Weighted average interest rate (as a percent) | 5.95% | ||||
Maximum | Secured Debt | Line of Credit | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Line of credit, remaining borrowing capacity | $ 100,000 | ||||
Minimum | Secured Debt | Line of Credit | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Number of malls securing credit facility, collateral | 10.00% | ||||
COVID 19 | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Listing criteria description | 802.01C of the Listed Company Manual of the NYSE, which require listed companies to maintain an average closing share price of at least $1.00 over a period of 30 consecutive trading days. | ||||
COVID 19 | U.S. Treasury securities [Member] | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Fixed income securities | $ 154,228,000 | ||||
COVID 19 | Debt [Member] | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Debt service payments and operating expenses | 26,366,000 | ||||
COVID 19 | Line of Credit | Secured Debt | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Line of credit, current borrowing capacity | 280,000,000 | ||||
COVID 19 | Line of Credit | Secured Debt | U.S. Treasury securities [Member] | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Fixed income securities | 180,000,000 | ||||
COVID 19 | Maximum | Line of Credit | Secured Debt | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Line of credit, remaining borrowing capacity | 100,000,000 | ||||
COVID 19 | Maximum | Subsequent Event | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Reverse stock split | 1-for-5 | ||||
COVID 19 | Minimum | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Average closing price of listed shares | $ / shares | $ 1 | ||||
Line of credit, remaining borrowing capacity | $ 100,000,000 | ||||
COVID 19 | Minimum | Subsequent Event | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Reverse stock split | 1-for-25 | ||||
Consolidated Properties | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Non-controlling limited partner interest of third parties in Operating partnership (as a percent) | 3.90% | ||||
Common stock owned by CBL's Predecessor (shares) | shares | 21,300,000 | ||||
Total combined effective interest of CBL's Predecessor in Operating Partnership (as a percent) | 11.50% | ||||
CBL Associates Properties Inc | Consolidated Properties | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Non-controlling limited partner interest ownership of CBL's Predecessor in the Operating Partnership (as a percent) | 0.90% | ||||
Conversion of Operating Partnership common units into common stock (shares) | shares | 16,333,947 | ||||
Consolidated Properties | CBL Holdings | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Ownership interest in qualified subsidiaries (as a percent) | 100.00% | ||||
CBL & Associates Limited Partnership | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Number of wholly owned subsidiaries | subsidiary | 2 | ||||
Combined ownership by the subsidiaries in operating partnership (as a percent) | 95.20% | ||||
CBL & Associates Limited Partnership | CBL Associates Properties Inc | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Ownership of the sole general partner in partnership (as a percent) | 1.00% | ||||
Limited partnership interest owned by CBL Holdings II, Inc. in the operating partnership (as a percent) | 94.20% |
Organization and Basis of Pre_4
Organization and Basis of Presentation - Properties Owned by Operating Partnership (Details) | Mar. 31, 2020mallassociated_centercommunity_centeroffice_buildingproperty |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |
Malls | mall | 63 |
Associated Centers | associated_center | 23 |
Community Centers | community_center | 6 |
Office Buildings/Other | 6 |
Total Properties | property | 98 |
Consolidated Properties | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |
Malls | mall | 53 |
Associated Centers | associated_center | 20 |
Community Centers | community_center | 1 |
Office Buildings/Other | 4 |
Total Properties | property | 78 |
Consolidated Properties | CBL & Associates Limited Partnership | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |
Office Buildings/Other | 2 |
Unconsolidated Properties | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |
Malls | mall | 10 |
Associated Centers | associated_center | 3 |
Community Centers | community_center | 5 |
Office Buildings/Other | 2 |
Total Properties | property | 20 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Carrying Value of Long-Lived Assets (Details) | 3 Months Ended | |
Mar. 31, 2020USD ($)mallother_property | Mar. 31, 2019USD ($) | |
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | ||
Impairment charges of real estate | $ 133,644,000 | $ 24,825,000 |
Malls | ||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | ||
Impairment charges of real estate | $ 133,644,000 | |
Number of malls with impairment | mall | 2 | |
Other Properties | ||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | ||
Impairment charges of real estate | $ 0 | |
Number of other properties with impairment | other_property | 6 |
Revenues - Disaggregation of Re
Revenues - Disaggregation of Revenue (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | ||
Disaggregation Of Revenue [Line Items] | |||
Rental revenues | $ 161,173,000 | $ 190,980,000 | |
Revenues from contracts with customers (ASC 606): | 5,224,000 | 5,540,000 | |
Total revenues | [1] | 167,574,000 | 198,030,000 |
Malls | |||
Disaggregation Of Revenue [Line Items] | |||
Total revenues | [1] | 153,351,000 | 183,864,000 |
Operating expense reimbursements | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues from contracts with customers (ASC 606): | 2,389,000 | 2,143,000 | |
Operating expense reimbursements | Malls | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues from contracts with customers (ASC 606): | 2,321,000 | 2,192,000 | |
Operating expense reimbursements | All Other Segments | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues from contracts with customers (ASC 606): | 68,000 | (49,000) | |
Management, development and leasing fees | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues from contracts with customers (ASC 606): | 2,092,000 | 2,523,000 | |
Marketing revenues | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues from contracts with customers (ASC 606): | 743,000 | 874,000 | |
Other revenues | |||
Disaggregation Of Revenue [Line Items] | |||
Total revenues | $ 1,177,000 | $ 1,510,000 | |
[1] | Management, development and leasing fees are included in the All Other category. See Note 3 |
Revenues - Narrative (Details)
Revenues - Narrative (Details) | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Revenue From Contract With Customer [Abstract] | |
Amount of wrote off was deemed uncollectable related to class of receivable | $ 220,000 |
Revenues - Remaining Performanc
Revenues - Remaining Performance Obligations (Details) | Mar. 31, 2020USD ($) |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining performance obligation | $ 118,143,000 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2020-04-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining performance obligation | $ 23,908,000 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 5 years |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2025-04-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining performance obligation | $ 48,366,000 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 15 years |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2040-04-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining performance obligation | $ 45,869,000 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 20 years |
Revenues - Remaining Performa_2
Revenues - Remaining Performance Obligations (Details 1) | Mar. 31, 2020USD ($) |
Revenue From Contract With Customer [Abstract] | |
Remaining performance obligation | $ 118,143,000 |
Leases - Components of Rental R
Leases - Components of Rental Revenue (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Leases [Abstract] | ||
Fixed lease payments | $ 137,394,000 | $ 159,278,000 |
Variable lease payments | 23,779,000 | 31,702,000 |
Total rental revenues | $ 161,173,000 | $ 190,980,000 |
Leases - Narrative (Details)
Leases - Narrative (Details) | Mar. 31, 2020ground_leaseoffice_lease |
Lessee, Lease, Description [Line Items] | |
Number of ground leases | ground_lease | 8 |
Number of office leases | office_lease | 1 |
Weighted-average remaining term of operating leases | 42 years 8 months 12 days |
Weighted-average discount rate of operating leases (as a percent) | 8.10% |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Operating lease renewal term | 5 years |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Operating lease renewal term | 10 years |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Lease expense: | ||
Operating lease expense | $ 125,000 | $ 218,000 |
Variable lease expense | 85,000 | 32,000 |
Total lease expense | $ 210,000 | $ 250,000 |
Fair Value Measurements - Recur
Fair Value Measurements - Recurring Basis (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Fair value of mortgage and other indebtedness | $ 2,661,981,000 | $ 2,970,246,000 | |
Available-for-sale securities - at fair value (amortized cost of $153,150 in 2020) | [1] | 153,172,000 | |
Available-for-sale securities, fair value | 153,150,000 | ||
Accrued interest receivable | 1,082,000 | ||
U.S. Treasury securities [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Available-for-sale securities - at fair value (amortized cost of $153,150 in 2020) | 153,150,000 | ||
Available-For-Sale Securities Held, unrealized gains/(losses) | 22,000 | ||
Available-for-sale securities, fair value | $ 153,172,000 | ||
[1] | As of March 31, 2020, includes $367,622 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $171,605 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 7 |
Fair Value Measurements - Nonre
Fair Value Measurements - Nonrecurring Basis (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Long-lived assets | $ 114,300,000 | $ 70,800,000 |
Loss on impairment | 133,644,000 | 24,825,000 |
Significant Unobservable Inputs (Level 3) | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Long-lived assets | $ 114,300,000 | $ 70,800,000 |
Fair Value Measurements - Long-
Fair Value Measurements - Long-Lived Assets Measured at Fair Value (Details) | 3 Months Ended | |
Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($) | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Loss on impairment | $ 133,644,000 | $ 24,825,000 |
Long-lived assets | 114,300,000 | 70,800,000 |
Malls | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Loss on impairment | 133,644,000 | |
Burnsville Center | Malls | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Loss on impairment | 26,562,000 | |
Long-lived assets | $ 47,300,000 | |
Burnsville Center | Malls | Measurement Input, Expected Term | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Holding period | 10 years | |
Burnsville Center | Malls | Cap Rate (as a percent) | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value measurement input (as a percent) | 14.5 | |
Burnsville Center | Malls | Discount Rate (as a percent) | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value measurement input (as a percent) | 15.5 | |
Monroeville Mall | Malls | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Loss on impairment | $ 107,082,000 | |
Long-lived assets | $ 67,000,000 | |
Monroeville Mall | Malls | Measurement Input, Expected Term | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Holding period | 10 years | |
Monroeville Mall | Malls | Cap Rate (as a percent) | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value measurement input (as a percent) | 14 | |
Monroeville Mall | Malls | Discount Rate (as a percent) | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value measurement input (as a percent) | 14.5 | |
Greenbrier Mall | Malls | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Loss on impairment | 22,770,000 | |
Long-lived assets | 56,300,000 | |
Honey Creek Mall | Malls | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Loss on impairment | 2,284,000 | |
Long-lived assets | 14,500,000 | |
Assets book value | 14,360,000 | |
Prior Sales Adjustment | Malls | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Loss on impairment | (229,000) | |
Greenbriar Mall | Malls | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Long-lived assets | $ 56,300,000 | |
Greenbriar Mall | Malls | Measurement Input, Expected Term | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Holding period | 10 years | |
Greenbriar Mall | Malls | Cap Rate (as a percent) | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value measurement input (as a percent) | 11.5 | |
Greenbriar Mall | Malls | Discount Rate (as a percent) | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value measurement input (as a percent) | 11.5 |
Dispositions and Held for Sale-
Dispositions and Held for Sale- Summary (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Gain on sales of real estate assets | $ 140,000 | $ 228,000 |
Outparcel Sale | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Gain on sales of real estate assets | $ 140,000 |
Unconsolidated Affiliates and_3
Unconsolidated Affiliates and Noncontrolling Interests - Narrative (Details) | 1 Months Ended | 3 Months Ended |
Feb. 29, 2020USD ($) | Mar. 31, 2020entity | |
Schedule Of Equity Method Investments [Line Items] | ||
Number of entities - equity method of accounting (entity) | 28 | |
Number of 50/50 joint ventures | 17 | |
Atlanta Outlet JV, LLC | ||
Schedule Of Equity Method Investments [Line Items] | ||
Ownership interest in joint venture (as a percent) | 50.00% | |
Balance of non-recourse debt | $ | $ 4,680,000 | |
Partnership guarantee (as a percent) | 100.00% | |
Debt instrument, maturity date | Nov. 30, 2023 | |
Atlanta Outlet JV, LLC | LIBOR | ||
Schedule Of Equity Method Investments [Line Items] | ||
Basis spread on variable rate (as a percent) | 2.50% | |
Minimum | ||
Schedule Of Equity Method Investments [Line Items] | ||
Ownership interest in joint venture (as a percent) | 20.00% | |
Ownership in variable interest entity (as a percent) | 50.00% | |
Maximum | ||
Schedule Of Equity Method Investments [Line Items] | ||
Ownership interest in joint venture (as a percent) | 65.00% | |
Ownership in variable interest entity (as a percent) | 92.00% |
Unconsolidated Affiliates and_4
Unconsolidated Affiliates and Noncontrolling Interests - Unconsolidated Affiliates (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
ASSETS: | |||
Investment in real estate assets | $ 2,288,173,000 | $ 2,293,438,000 | |
Accumulated depreciation | (819,034,000) | (803,909,000) | |
Investment in real estate, net | 1,469,139,000 | 1,489,529,000 | |
Developments in progress | 70,039,000 | 46,503,000 | |
Net investment in real estate assets | 1,539,178,000 | 1,536,032,000 | |
Other assets | 141,501,000 | 154,427,000 | |
Total assets | 1,680,679,000 | 1,690,459,000 | |
LIABILITIES: | |||
Mortgage and other indebtedness, net | 1,422,015,000 | 1,417,644,000 | |
Other liabilities | 32,675,000 | 41,007,000 | |
Total liabilities | 1,454,690,000 | 1,458,651,000 | |
OWNERS' EQUITY: | |||
The Company | 146,192,000 | 149,376,000 | |
Other investors | 79,797,000 | 82,432,000 | |
Total owners' equity | 225,989,000 | 231,808,000 | |
Total liabilities and owners’ equity | 1,680,679,000 | $ 1,690,459,000 | |
Total revenues | 60,514,000 | $ 55,867,000 | |
Net income | 5,043,000 | 6,010,000 | |
Equity in earnings of unconsolidated affiliates | $ 1,018,000 | $ 3,308,000 |
Unconsolidated Affiliates and_5
Unconsolidated Affiliates and Noncontrolling Interests - Noncontrolling Interests (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Schedule Of Equity Method Investments [Line Items] | ||
Noncontrolling interests | $ 29,257,000 | $ 55,553,000 |
Operating Partnership | ||
Schedule Of Equity Method Investments [Line Items] | ||
Noncontrolling interests | 5,566,000 | 31,592,000 |
Other consolidated subsidiaries | ||
Schedule Of Equity Method Investments [Line Items] | ||
Noncontrolling interests | $ 23,691,000 | $ 23,961,000 |
Unconsolidated Affiliates and_6
Unconsolidated Affiliates and Noncontrolling Interests - Variable Interest Entities (Details) | Mar. 31, 2020USD ($) |
Schedule Of Equity Method Investments [Line Items] | |
Assets, Unconsolidated | $ 30,031,000 |
Maximum Risk of Loss, Unconsolidated | 71,877,000 |
Ambassador Infrastructure, LLC | |
Schedule Of Equity Method Investments [Line Items] | |
Maximum Risk of Loss, Unconsolidated | 9,360,000 |
Continental 425 Fund LLC | |
Schedule Of Equity Method Investments [Line Items] | |
Assets, Unconsolidated | 7,231,000 |
Maximum Risk of Loss, Unconsolidated | 7,231,000 |
EastGate Storage, LLC | |
Schedule Of Equity Method Investments [Line Items] | |
Assets, Unconsolidated | 712,000 |
Maximum Risk of Loss, Unconsolidated | 3,962,000 |
Hamilton Place Self Storage, LLC | |
Schedule Of Equity Method Investments [Line Items] | |
Assets, Unconsolidated | 1,411,000 |
Maximum Risk of Loss, Unconsolidated | 8,413,000 |
Parkdale Self Storage LLC | |
Schedule Of Equity Method Investments [Line Items] | |
Assets, Unconsolidated | 1,157,000 |
Maximum Risk of Loss, Unconsolidated | 7,657,000 |
PHG-CBL Lexington, LLC | |
Schedule Of Equity Method Investments [Line Items] | |
Assets, Unconsolidated | 35,000 |
Maximum Risk of Loss, Unconsolidated | 35,000 |
Self-Storage at Mid Rivers, LLC | |
Schedule Of Equity Method Investments [Line Items] | |
Assets, Unconsolidated | 683,000 |
Maximum Risk of Loss, Unconsolidated | 3,677,000 |
Shoppes at Eagle Point, LLC | |
Schedule Of Equity Method Investments [Line Items] | |
Assets, Unconsolidated | 16,579,000 |
Maximum Risk of Loss, Unconsolidated | 29,319,000 |
Vision-CBL Hamilton Place, LLC | |
Schedule Of Equity Method Investments [Line Items] | |
Assets, Unconsolidated | 2,223,000 |
Maximum Risk of Loss, Unconsolidated | $ 2,223,000 |
Mortgage and Other Indebtedne_3
Mortgage and Other Indebtedness, Net - Debt of Operating Partnership (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Mortgage notes payable | $ 2,601,849,000 | $ 2,695,888,000 |
Mortgage and other indebtedness, variable-rate debt | 1,203,075,000 | 847,275,000 |
Total fixed-rate and variable-rate debt | 3,804,924,000 | 3,543,163,000 |
Unamortized deferred financing costs | (15,232,000) | (16,148,000) |
Mortgage and other indebtedness, net | $ 3,789,692,000 | $ 3,527,015,000 |
Weighted average interest rate (as a percent) | 4.85% | 5.02% |
Fixed Rate Interest | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate (as a percent) | 5.31% | 5.35% |
Variable Rate Interest | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate (as a percent) | 3.86% | 3.98% |
Non-Recourse Loans on Operating Properties | ||
Debt Instrument [Line Items] | ||
Mortgage notes payable | $ 1,236,179,000 | $ 1,330,561,000 |
Non-Recourse Loans on Operating Properties | Fixed Rate Interest | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate (as a percent) | 5.19% | 5.27% |
Senior unsecured notes due 2023 | ||
Debt Instrument [Line Items] | ||
Mortgage notes payable | $ 448,016,000 | $ 447,894,000 |
Debt Instrument Unamortized Discount | $ 1,984,000 | $ 2,106,000 |
Senior unsecured notes due 2023 | Fixed Rate Interest | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate (as a percent) | 5.25% | 5.25% |
Senior unsecured notes due 2024 | ||
Debt Instrument [Line Items] | ||
Mortgage notes payable | $ 299,962,000 | $ 299,960,000 |
Debt Instrument Unamortized Discount | $ 38,000 | $ 40,000 |
Senior unsecured notes due 2024 | Fixed Rate Interest | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate (as a percent) | 4.60% | 4.60% |
Senior unsecured notes due 2026 | ||
Debt Instrument [Line Items] | ||
Mortgage notes payable | $ 617,692,000 | $ 617,473,000 |
Debt Instrument Unamortized Discount | $ 7,308,000 | $ 7,527,000 |
Senior unsecured notes due 2026 | Fixed Rate Interest | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate (as a percent) | 5.95% | 5.95% |
Recourse loans on operating Properties | ||
Debt Instrument [Line Items] | ||
Mortgage and other indebtedness, variable-rate debt | $ 41,500,000 | $ 41,950,000 |
Recourse loans on operating Properties | Variable Rate Interest | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate (as a percent) | 4.23% | 4.34% |
Construction loan | ||
Debt Instrument [Line Items] | ||
Mortgage and other indebtedness, variable-rate debt | $ 29,400,000 | $ 29,400,000 |
Construction loan | Variable Rate Interest | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate (as a percent) | 4.42% | 4.60% |
Secured Line of Credit | ||
Debt Instrument [Line Items] | ||
Mortgage and other indebtedness, variable-rate debt | $ 675,925,000 | $ 310,925,000 |
Weighted average interest rate (as a percent) | 3.83% | 3.94% |
Unsecured Debt [Member] | ||
Debt Instrument [Line Items] | ||
Mortgage and other indebtedness, variable-rate debt | $ 456,250,000 | $ 465,000,000 |
Secured Term Loan | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate (as a percent) | 3.83% | 3.94% |
Recourse and Nonrecourse Term Loans | ||
Debt Instrument [Line Items] | ||
Secured non-recourse and recourse term loans | $ 2,422,116,000 |
Mortgage and Other Indebtedne_4
Mortgage and Other Indebtedness, Net - Senior Unsecured Notes, Unsecured Lines of Credit and Unsecured Term Loans (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Dec. 31, 2019 | |
Debt Instrument [Line Items] | ||
Weighted average interest rate (as a percent) | 4.85% | 5.02% |
Minimum | ||
Debt Instrument [Line Items] | ||
Notice required to redeem debt | 30 days | |
Maximum | ||
Debt Instrument [Line Items] | ||
Notice required to redeem debt | 60 days | |
Fixed Rate Interest | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate (as a percent) | 5.31% | 5.35% |
Senior unsecured notes due 2023 | ||
Debt Instrument [Line Items] | ||
Balance of Non-recourse Debt | $ 450,000 | |
Senior unsecured notes due 2023 | Fixed Rate Interest | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate (as a percent) | 5.25% | 5.25% |
Senior unsecured notes due 2023 | Treasury Rate | ||
Debt Instrument [Line Items] | ||
Basis spread on variable interest rate (as a percent) | 0.50% | |
Senior unsecured notes due 2024 | ||
Debt Instrument [Line Items] | ||
Balance of Non-recourse Debt | $ 300,000 | |
Senior unsecured notes due 2024 | Fixed Rate Interest | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate (as a percent) | 4.60% | 4.60% |
Senior unsecured notes due 2024 | Treasury Rate | ||
Debt Instrument [Line Items] | ||
Basis spread on variable interest rate (as a percent) | 0.35% | |
Senior unsecured notes due 2026 | ||
Debt Instrument [Line Items] | ||
Balance of Non-recourse Debt | $ 625,000 | |
Senior unsecured notes due 2026 | Fixed Rate Interest | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate (as a percent) | 5.95% | 5.95% |
Senior unsecured notes due 2026 | Treasury Rate | ||
Debt Instrument [Line Items] | ||
Basis spread on variable interest rate (as a percent) | 0.40% |
Mortgage and Other Indebtedne_5
Mortgage and Other Indebtedness, Net - Narrative (Details) | 3 Months Ended | ||
Mar. 31, 2020USD ($)mallassociated_centersubsidiarymortgage_note_receivable | Dec. 31, 2019USD ($) | Jan. 01, 2019USD ($) | |
Debt Instrument [Line Items] | |||
Mortgage and other indebtedness, variable-rate debt | $ 1,203,075,000 | $ 847,275,000 | |
Number of Malls Securing Credit Facility, Collateral | mall | 17 | ||
Number of Associated Centers Securing Credit Facility, Collateral | associated_center | 3 | ||
Number of wholly owned subsidiaries | subsidiary | 36 | ||
Ownership Interest in Guarantor Subsidiary by Operating Partnership, Percent | 100.00% | ||
Line of credit facility payment restrictions | 150,000 | ||
Guarantor Subsidiaries | |||
Debt Instrument [Line Items] | |||
Number of Malls Securing Credit Facility, Collateral | mall | 17 | ||
Number of Associated Centers Securing Credit Facility, Collateral | associated_center | 3 | ||
Number of malls not classified as collateral for the secured credit facility | mall | 4 | ||
Number of associated centers not classified as collateral for the secured credit facility | associated_center | 2 | ||
Number of Mortgage Notes Receivable not Classified as Collateral | mortgage_note_receivable | 4 | ||
COVID-19 | |||
Debt Instrument [Line Items] | |||
Secured credit facility, impact of uncetainity | $ 280,000,000 | ||
Line of Credit | Guarantor Subsidiaries | Maximum | |||
Debt Instrument [Line Items] | |||
Line of credit, remaining borrowing capacity | 100,000,000 | ||
Line of Credit | Secured Debt | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | $ 1,185,000,000 | ||
Debt Instrument, Interest Rate, Effective Percentage | 3.83% | ||
Quarterly Installment Payments on Debt | $ 35,000,000 | ||
Line of Credit | Secured Debt | Maximum | |||
Debt Instrument [Line Items] | |||
Line of credit, remaining borrowing capacity | $ 100,000 | ||
Line of Credit | Secured Debt | Minimum | |||
Debt Instrument [Line Items] | |||
Debt instrument, Minimum interest rate | 10.00% | ||
Line of Credit | Secured Debt | Guarantor Subsidiaries | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | $ 1,185,000,000 | $ 1,185,000,000 | |
Line of credit, remaining borrowing capacity | $ 100,000,000 | ||
Line of Credit | Secured Debt | Guarantor Subsidiaries | Maximum | |||
Debt Instrument [Line Items] | |||
Debt instrument, Minimum interest rate | 10.00% | ||
Line of Credit | Secured Debt | Minimum | |||
Debt Instrument [Line Items] | |||
Line of Credit Facility, Commitment Fee Percentage | 0.25% | ||
Line of Credit | Secured Debt | Maximum | |||
Debt Instrument [Line Items] | |||
Line of Credit Facility, Commitment Fee Percentage | 0.35% | ||
Revolving Credit Facility | Secured Debt | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | $ 685,000,000 | ||
Secured Term Loan | Secured Debt | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | 456,250,000 | ||
Secured Line of Credit | |||
Debt Instrument [Line Items] | |||
Mortgage and other indebtedness, variable-rate debt | 675,925,000 | $ 310,925,000 | |
Secured Line of Credit | Guarantor Subsidiaries | |||
Debt Instrument [Line Items] | |||
Mortgage and other indebtedness, variable-rate debt | 675,925,000 | ||
Non-Recourse Loans on Operating Properties | |||
Debt Instrument [Line Items] | |||
Debt default threshold, minimum loan amount (greater than) | $ 50,000 |
Mortgage and Other Indebtedne_6
Mortgage and Other Indebtedness, Net - Loan Repayments (Details) | 1 Months Ended |
Feb. 29, 2020USD ($) | |
Debt Instrument [Line Items] | |
Principal Balance Repaid (1) | $ 84,546,000 |
Mortgages | Parkway Place | |
Debt Instrument [Line Items] | |
Number of malls securing credit facility, collateral | 6.50% |
Principal Balance Repaid (1) | $ 33,186,000 |
Mortgages | Valley View Mall | |
Debt Instrument [Line Items] | |
Number of malls securing credit facility, collateral | 6.50% |
Principal Balance Repaid (1) | $ 51,360,000 |
Mortgage and Other Indebtedne_7
Mortgage and Other Indebtedness, Net- Scheduled Principal Payments (Details) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020USD ($)loan | Dec. 31, 2019USD ($) | |
Debt Instrument [Line Items] | ||
2020 (1) | $ 118,560,000 | |
2021 | 557,328,000 | |
2022 | 465,455,000 | |
2023 | 1,491,825,000 | |
2024 | 341,398,000 | |
2025 | 36,105,000 | |
Thereafter | 711,636,000 | |
Long-term Debt, Gross | 3,722,307,000 | |
Net unamortized discounts and premium | (9,330,000) | |
Unamortized deferred financing costs | (15,232,000) | $ (16,148,000) |
Mortgage and other indebtedness, net | $ 3,789,692,000 | $ 3,527,015,000 |
Weighted-average remaining term to maturity | 3 years 6 months | 3 years 8 months 12 days |
Operating Property Loan | ||
Debt Instrument [Line Items] | ||
2020 (1) | $ 64,233,000 | |
Number of operating property loans (loan) | loan | 1 | |
Operating Property Loan | Mortgages | ||
Debt Instrument [Line Items] | ||
Mortgage and other indebtedness, net | $ 91,947,000 |
Mortgage and Other Notes Rece_3
Mortgage and Other Notes Receivable - Summary (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Mortgage And Other Notes Receivable [Line Items] | ||
Assignment of the partnership interest (as a percent) | 100.00% | |
Mortgage and other notes receivable | $ 2,928,000 | $ 4,662,000 |
Mortgage Receivable | ||
Mortgage And Other Notes Receivable [Line Items] | ||
Interest Rate (as a percent) | 3.48% | |
Mortgage and other notes receivable | $ 1,100,000 | $ 2,637,000 |
Mortgage Receivable | D'Iberville Promenade, LLC | ||
Mortgage And Other Notes Receivable [Line Items] | ||
Mortgage and other notes receivable | 1,100,000 | |
Mortgage Receivable | Minimum | ||
Mortgage And Other Notes Receivable [Line Items] | ||
Interest Rate (as a percent) | 4.28% | |
Mortgage Receivable | Maximum | ||
Mortgage And Other Notes Receivable [Line Items] | ||
Interest Rate (as a percent) | 9.50% | |
Other Notes Receivable | ||
Mortgage And Other Notes Receivable [Line Items] | ||
Mortgage and other notes receivable | 1,828,000 | $ 2,025,000 |
Other Notes Receivable | The Shoppes At St Clair Square | ||
Mortgage And Other Notes Receivable [Line Items] | ||
Writing off for tenant receivables | $ 1,230,000 | |
Other Notes Receivable | Minimum | ||
Mortgage And Other Notes Receivable [Line Items] | ||
Interest Rate (as a percent) | 4.00% | 4.00% |
Other Notes Receivable | Maximum | ||
Mortgage And Other Notes Receivable [Line Items] | ||
Interest Rate (as a percent) | 5.00% | 5.00% |
Segment Information - Summary (
Segment Information - Summary (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | ||
Segment Reporting Information [Line Items] | ||||
Total revenues | [1] | $ 167,574,000 | $ 198,030,000 | |
Property operating expenses | [2] | (55,365,000) | (61,675,000) | |
Interest expense | (46,992,000) | (53,998,000) | ||
Other expense | (158,000) | |||
Gain (loss) on sales of real estate assets | 140,000 | 228,000 | ||
Segment profit (loss) | 65,199,000 | 82,585,000 | ||
Depreciation and amortization | (55,902,000) | (69,792,000) | ||
General and administrative | (17,836,000) | (22,007,000) | ||
Litigation settlement | (88,150,000) | |||
Interest and other income | 2,397,000 | 489,000 | ||
Gain on extinguishment of debt | 71,722,000 | |||
Loss on impairment | (133,644,000) | (24,825,000) | ||
Income tax provision | (526,000) | (139,000) | ||
Equity in earnings of unconsolidated affiliates | 1,018,000 | 3,308,000 | ||
Net income | (139,294,000) | (46,809,000) | ||
Capital expenditures | [3] | 20,332,000 | 28,139,000 | |
Total Assets | [4] | 4,721,315,000 | $ 4,622,346,000 | |
Malls | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | [1] | 153,351,000 | 183,864,000 | |
Property operating expenses | [2] | (52,098,000) | (57,181,000) | |
Interest expense | (18,147,000) | (23,190,000) | ||
Gain (loss) on sales of real estate assets | (25,000) | |||
Segment profit (loss) | 83,081,000 | 103,493,000 | ||
Capital expenditures | [3] | 18,056,000 | 28,024,000 | |
Total Assets | 3,998,280,000 | 4,180,515,000 | ||
All Other | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | [1],[5] | 14,223,000 | 14,166,000 | |
Property operating expenses | [2],[5] | (3,267,000) | (4,494,000) | |
Interest expense | [5] | (28,845,000) | (30,808,000) | |
Other expense | [5] | (158,000) | ||
Gain (loss) on sales of real estate assets | [5] | 165,000 | 228,000 | |
Segment profit (loss) | [5] | (17,882,000) | (20,908,000) | |
Capital expenditures | [3],[5] | 2,276,000 | $ 115,000 | |
Total Assets | [5] | $ 723,035,000 | $ 441,831,000 | |
[1] | Management, development and leasing fees are included in the All Other category. See Note 3 | |||
[2] | Property operating expenses include property operating, real estate taxes and maintenance and repairs. | |||
[3] | Includes additions to and acquisitions of real estate assets and investments in unconsolidated affiliates. Developments in progress are included in the All Other category. | |||
[4] | As of March 31, 2020, includes $367,622 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $171,605 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 7 | |||
[5] | The All Other category includes associated centers, community centers, mortgage and other notes receivable, office buildings, self-storage facilities, corporate-level debt and the Management Company. |
Earnings per Share and Earnin_3
Earnings per Share and Earnings per Unit - Narrative (Details) - shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
CBL & Associates Limited Partnership | ||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Undistributed losses allocated to participating common units percent | 100.00% | |
Common Units | CBL & Associates Limited Partnership | ||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Potentially dilutive securities excluded from the computation of EPS (shares) | 0 | 0 |
Antidilutive securities excluded from the computation of EPS (shares) | 0 | 0 |
Common Stock | ||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Potentially dilutive securities excluded from the computation of EPS (shares) | 0 | 0 |
Antidilutive securities excluded from the computation of EPS (shares) | 0 | 0 |
Earnings per Share and Earnin_4
Earnings per Share and Earnings per Unit - Schedule of Basic and Diluted EPU for Common and Special Common Units (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Net Loss Attributable to Common Unitholders | $ (133,896,000) | $ (50,199,000) |
Weighted Average: | ||
Weighted-average common and potential dilutive common shares/units outstanding | 179,133 | 173,252 |
CBL & Associates Limited Partnership | ||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Net Loss Attributable to Common Unitholders | $ (150,310,000) | $ (57,957,000) |
Distributions to Common Unitholders - Declared Only | (14,594,000) | |
Total Undistributed Losses Available to Common and Special Common Unitholders | $ (152,730,000) | $ (75,149,000) |
Weighted Average: | ||
Weighted-average common and potential dilutive common shares/units outstanding | 201,258 | 200,010 |
Basic EPS: | ||
Basic EPS | $ (0.75) | $ (0.29) |
Diluted EPS: | ||
Diluted EPS | $ (0.75) | $ (0.29) |
Common units issued on conversion of SCUs | CBL & Associates Limited Partnership | ||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Total Undistributed Losses Available to Common and Special Common Unitholders | $ (178,000) | |
Distributed Earnings: | ||
Distributed Earnings | $ 178,000 | |
Weighted Average: | ||
Weighted-average common and potential dilutive common shares/units outstanding | 2,300,000 | 2,373,000 |
Basic EPS: | ||
Basic EPS | $ 0.08 | |
Diluted EPS: | ||
Diluted EPS | $ 0.08 | |
S-SCUs | CBL & Associates Limited Partnership | ||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Total Undistributed Losses Available to Common and Special Common Unitholders | $ (1,143,000) | $ (1,143,000) |
Distributed Earnings: | ||
Distributed Earnings | $ 1,143,000 | $ 1,143,000 |
Weighted Average: | ||
Weighted-average common and potential dilutive common shares/units outstanding | 1,561,000 | 1,561,000 |
Basic EPS: | ||
Basic EPS | $ 0.73 | $ 0.73 |
Diluted EPS: | ||
Diluted EPS | $ 0.73 | $ 0.73 |
L-SCUs | CBL & Associates Limited Partnership | ||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Total Undistributed Losses Available to Common and Special Common Unitholders | $ (433,000) | $ (433,000) |
Distributed Earnings: | ||
Distributed Earnings | $ 433,000 | $ 433,000 |
Weighted Average: | ||
Weighted-average common and potential dilutive common shares/units outstanding | 572,000 | 572,000 |
Basic EPS: | ||
Basic EPS | $ 0.76 | $ 0.76 |
Diluted EPS: | ||
Diluted EPS | $ 0.76 | $ 0.76 |
K-SCUs | CBL & Associates Limited Partnership | ||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Total Undistributed Losses Available to Common and Special Common Unitholders | $ (844,000) | $ (844,000) |
Distributed Earnings: | ||
Distributed Earnings | $ 844,000 | $ 844,000 |
Weighted Average: | ||
Weighted-average common and potential dilutive common shares/units outstanding | 1,137,000 | 1,137,000 |
Basic EPS: | ||
Basic EPS | $ 0.74 | $ 0.74 |
Diluted EPS: | ||
Diluted EPS | $ 0.74 | $ 0.74 |
Common Units | CBL & Associates Limited Partnership | ||
Distributed Earnings: | ||
Distributed Earnings | $ 14,594,000 | |
Undistributed Losses: | ||
Undistributed Losses | $ (152,730,000) | $ (75,149,000) |
Weighted Average: | ||
Weighted-average common and potential dilutive common shares/units outstanding | 195,688,000 | 194,368,000 |
Basic EPS: | ||
Basic EPS | $ (0.78) | $ (0.31) |
Diluted EPS: | ||
Diluted EPS | $ (0.78) | $ (0.31) |
Contingencies - Litigation (Det
Contingencies - Litigation (Details) - Wave Lengths Hair Salonsof Florida Inc - USD ($) | 1 Months Ended | 3 Months Ended | |
Oct. 31, 2019 | Apr. 30, 2019 | Sep. 30, 2019 | |
Loss Contingencies [Line Items] | |||
Required amount reserved | $ 90,000,000 | ||
Amount awarded to other party | $ 60,000,000 | ||
Period of settlement payments of monthly rent credits | 5 years | ||
Loss contingency accrual | $ 88,150,000 | ||
Litigation settlement expense | $ 23,050,000 | ||
Reduction in accrued liability | $ 26,396,000 | ||
Maximum | |||
Loss Contingencies [Line Items] | |||
Attorney fees and associated costs | 28,000,000 | ||
Incentive award costs | 50,000 | ||
Class administration costs | $ 100,000 |
Contingencies - Environmental C
Contingencies - Environmental Contingencies (Details) | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Commitments And Contingencies Disclosure [Abstract] | |
Environmental liability insurance, maximum coverage per incident (up to) | $ 10,000,000 |
Environmental liability insurance, annual coverage limit (up to) | $ 50,000,000 |
Contingencies - Guarantees (Det
Contingencies - Guarantees (Details) | 3 Months Ended | |
Mar. 31, 2020USD ($)extension_option | Dec. 31, 2019USD ($) | |
Guarantor Obligations [Line Items] | ||
Obligation Recorded to Reflect Guaranty | $ 971,000 | $ 973,000 |
Shoppes at Eagle Point, LLC | ||
Guarantor Obligations [Line Items] | ||
Maximum Guaranteed Amount | $ 12,740,000 | |
Parkdale Self Storage LLC | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 50.00% | |
Balance of non-recourse debt | $ 6,500,000 | |
Partnership guarantee (as a percent) | 100.00% | |
Hamilton Place Self Storage, LLC | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 54.00% | |
Balance of non-recourse debt | $ 7,002,000 | |
Partnership guarantee (as a percent) | 100.00% | |
Ambassador Infrastructure, LLC | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 65.00% | |
Outstanding Balance | $ 9,360,000 | |
Percentage Guaranteed by the Operating Partnership (as a percent) | 100.00% | |
Maximum Guaranteed Amount | $ 9,360,000 | |
Obligation Recorded to Reflect Guaranty | $ 101,000 | 101,000 |
Hamilton Place Self Storage, LLC | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 54.00% | |
Outstanding Balance | $ 2,485,000 | |
Percentage Guaranteed by the Operating Partnership (as a percent) | 100.00% | |
Maximum Guaranteed Amount | $ 7,002,000 | |
Obligation Recorded to Reflect Guaranty | $ 70,000 | 70,000 |
West Melbourne I, LLC - Phase I | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 50.00% | |
Outstanding Balance | $ 39,612,000 | |
Percentage Guaranteed by the Operating Partnership (as a percent) | 50.00% | |
Maximum Guaranteed Amount | $ 19,806,000 | |
Obligation Recorded to Reflect Guaranty | $ 198,000 | 199,000 |
West Melbourne I, LLC - Phase II | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 50.00% | |
Outstanding Balance | $ 15,557,000 | |
Percentage Guaranteed by the Operating Partnership (as a percent) | 50.00% | |
Maximum Guaranteed Amount | $ 7,779,000 | |
Obligation Recorded to Reflect Guaranty | $ 78,000 | 78,000 |
Port Orange I, LLC | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 50.00% | |
Outstanding Balance | $ 53,792,000 | |
Percentage Guaranteed by the Operating Partnership (as a percent) | 50.00% | |
Maximum Guaranteed Amount | $ 26,896,000 | |
Obligation Recorded to Reflect Guaranty | $ 269,000 | 270,000 |
Shoppes at Eagle Point, LLC | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 50.00% | |
Outstanding Balance | $ 35,189,000 | |
Percentage Guaranteed by the Operating Partnership (as a percent) | 35.00% | |
Maximum Guaranteed Amount | $ 12,740,000 | |
Obligation Recorded to Reflect Guaranty | $ 127,000 | 127,000 |
Number of extension options available | extension_option | 1 | |
Option extension term of debt instrument | 2 years | |
EastGate Storage, LLC | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 50.00% | |
Outstanding Balance | $ 6,377,000 | |
Percentage Guaranteed by the Operating Partnership (as a percent) | 50.00% | |
Maximum Guaranteed Amount | $ 3,250,000 | |
Obligation Recorded to Reflect Guaranty | $ 33,000 | 33,000 |
Reduction of guarantor obligations once construction is complete (as a percent) | 50.00% | |
Reduction of guarantor obligations once certain debt and operational metrics are met (as a percent) | 25.00% | |
Self-Storage at Mid Rivers, LLC | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 50.00% | |
Outstanding Balance | $ 5,803,000 | |
Percentage Guaranteed by the Operating Partnership (as a percent) | 50.00% | |
Maximum Guaranteed Amount | $ 2,994,000 | |
Obligation Recorded to Reflect Guaranty | $ 30,000 | 30,000 |
Reduction of guarantor obligations once construction is complete (as a percent) | 50.00% | |
Reduction of guarantor obligations once certain debt and operational metrics are met (as a percent) | 25.00% | |
Guaranty fee (as a percent) | 1.00% | |
Parkdale Self Storage LLC | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 50.00% | |
Outstanding Balance | $ 4,878,000 | |
Percentage Guaranteed by the Operating Partnership (as a percent) | 100.00% | |
Maximum Guaranteed Amount | $ 6,500,000 | |
Obligation Recorded to Reflect Guaranty | $ 65,000 | $ 65,000 |
Atlanta Outlet Outparcels, LLC | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 50.00% | |
Outstanding Balance | $ 4,680,000 | |
Percentage Guaranteed by the Operating Partnership (as a percent) | 100.00% | |
Maximum Guaranteed Amount | $ 4,680,000 | |
Louisville Outlet Shoppes, LLC | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 50.00% | |
Outstanding Balance | $ 9,182,000 | |
Percentage Guaranteed by the Operating Partnership (as a percent) | 100.00% | |
Maximum Guaranteed Amount | $ 9,182,000 | |
West Melbourne I LLC Phase I, West Melbourne I LLC Phase II and Port Orange I, LLC | ||
Guarantor Obligations [Line Items] | ||
Number of extension options available | extension_option | 2 | |
Option extension term of debt instrument | 1 year | |
York Town Center Lp | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 50.00% | |
Undiscounted maximum exposure | $ 22,000,000 | |
Annual reductions to guarantors obligations | 800,000 | |
Guaranteed minimum exposure amount | 10,000,000 | |
Guaranteed amount of the outstanding loan based on percentage | $ 11,600,000 | |
Guarantor obligations recoverable (as a percent) | 50.00% |
Contingencies - Performance Bon
Contingencies - Performance Bonds (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Commitments And Contingencies Disclosure [Abstract] | ||
Malpractice loss contingency, letters of credit and surety bonds | $ 6,384,000 | $ 13,660,000 |
Share-Based Compensation - Summ
Share-Based Compensation - Summary (Details) | Feb. 10, 2020$ / sharesshares | Feb. 11, 2019$ / sharesshares | Feb. 12, 2018$ / shares | Mar. 31, 2020USD ($)installment$ / sharesshares | Mar. 31, 2019USD ($) | Mar. 31, 2020USD ($)$ / sharesshares |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Number of shares authorized (shares) | 10,400,000 | |||||
Share-based compensation cost capitalized as part of real estate assets | $ | $ 7,000 | $ 14,000 | ||||
Weighted-Average Grant Date Fair Value | ||||||
Performance period | 3 years | |||||
Vesting rate based on achievement of TSR relative to the NAREIT retail index (as a percent) | 33.33% | |||||
Share based Compensation Arrangement by Share based Payment Award Award Vesting Rights Absolute Total Stockholder Return Metrics Percentage | 66.66% | |||||
Number of granted annually shares removed as per amendement | 200,000 | |||||
Unrecognized compensation cost related to nonvested stock awards | $ | $ 3,165,000 | |||||
Compensation cost to be recognized over a weighted-average period | 2 years 7 months 6 days | |||||
Shares | ||||||
Performance period | 3 years | |||||
Vested each year for the first two anniversaries after conclusion of performance period | ||||||
Weighted-Average Grant Date Fair Value | ||||||
Vesting rate | 20.00% | |||||
Executive Officer | Maximum | ||||||
Weighted-Average Grant Date Fair Value | ||||||
Percentage released stock awards granted | 1.00% | |||||
Restricted Common Stock | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Share-based compensation expense | $ | $ 1,144,000 | 1,713,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||||
Nonvested, beginning of period (shares) | 971,846 | |||||
Granted (shares) | 1,628,397 | |||||
Vested (shares) | (1,051,783) | |||||
Forfeited (shares) | (4,852) | |||||
Nonvested, end of period (shares) | 1,543,608 | |||||
Weighted-Average Grant Date Fair Value | ||||||
Weighted average grant-date fair value, nonvested, beginning of period (USD per share) | $ / shares | $ 5.16 | |||||
Weighted average grant-date fair value, granted (USD per share) | $ / shares | 0.86 | |||||
Weighted average grant-date fair value, vested (USD per share) | $ / shares | 2.86 | |||||
Weighted average grant-date fair value, forfeited (USD per share) | $ / shares | 5.81 | |||||
Weighted average grant-date fair value, nonvested, ending of period (USD per share) | $ / shares | $ 2.19 | |||||
Number of annual installment for awards to vest | installment | 4 | |||||
Shares | ||||||
Nonvested, beginning of period (shares) | 971,846 | |||||
Granted (shares) | 1,628,397 | |||||
Nonvested, end of period (shares) | 1,543,608 | |||||
Total fair value of shares vested | 1,051,783 | |||||
Weighted average grant-date fair value, nonvested, ending of period (USD per share) | | $ / shares | $ 2.19 | $ 2.19 | ||||
Granted (shares) | 1,628,397 | |||||
Performance Shares | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||||
Nonvested, beginning of period (shares) | 1,766,580 | |||||
Granted (shares) | 3,408,083 | |||||
Vested (shares) | 0 | |||||
Nonvested, end of period (shares) | 5,174,663 | |||||
Weighted-Average Grant Date Fair Value | ||||||
Weighted average grant-date fair value, nonvested, beginning of period (USD per share) | $ / shares | $ 2.96 | |||||
Weighted average grant-date fair value, granted (USD per share) | $ / shares | 0.84 | |||||
Weighted average grant-date fair value, nonvested, ending of period (USD per share) | $ / shares | $ 0.84 | $ 4.74 | $ 4.76 | $ 1.56 | ||
Performance period | 3 years | |||||
Unrecognized compensation cost related to nonvested stock awards | $ | $ 4,678,000 | |||||
Shares | ||||||
Nonvested, beginning of period (shares) | 1,766,580 | |||||
Granted (shares) | 3,408,083 | |||||
Nonvested, end of period (shares) | 5,174,663 | |||||
Shares granted in period classified as liabilities (shares) | 211,375 | |||||
Total fair value of shares vested | 0 | |||||
Weighted average grant-date fair value, nonvested, ending of period (USD per share) | | $ / shares | $ 0.84 | $ 4.74 | $ 4.76 | $ 1.56 | $ 1.56 | |
Risk-free interest rate (as a percent) | 1.39% | 2.54% | 2.36% | |||
Expected share price volatility (as a percent) | 57.98% | 60.99% | 42.02% | |||
Performance period | 3 years | |||||
Granted (shares) | 3,408,083 | |||||
Performance Shares | Vested each year for the first two anniversaries after conclusion of performance period | ||||||
Weighted-Average Grant Date Fair Value | ||||||
Vesting rate | 20.00% | |||||
Performance Shares | Vested at conclusion of performance period | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Share-based compensation expense | $ | $ 478,000 | $ 426,000 | ||||
Weighted-Average Grant Date Fair Value | ||||||
Vesting rate | 60.00% | |||||
Performance Shares | Remaining percentage after performance period | ||||||
Weighted-Average Grant Date Fair Value | ||||||
Compensation cost to be recognized over a weighted-average period | 4 years 1 month 6 days | |||||
Vesting rate | 40.00% | |||||
Performance Shares | Chief Executive Officer | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||||
Granted (shares) | 2,131,245 | 357,800 | ||||
Weighted-Average Grant Date Fair Value | ||||||
Weighted average grant-date fair value, nonvested, ending of period (USD per share) | $ / shares | $ 0.88 | $ 2.45 | ||||
Shares | ||||||
Granted (shares) | 2,131,245 | 357,800 | ||||
Weighted average grant-date fair value, nonvested, ending of period (USD per share) | | $ / shares | $ 0.88 | $ 2.45 | ||||
Granted (shares) | 2,131,245 | 357,800 | ||||
Performance Shares | Officer | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||||
Granted (shares) | 1,065,463 | 178,875 | ||||
Weighted-Average Grant Date Fair Value | ||||||
Weighted average grant-date fair value, nonvested, ending of period (USD per share) | $ / shares | $ 0.75 | $ 2.29 | ||||
Shares | ||||||
Granted (shares) | 1,065,463 | 178,875 | ||||
Weighted average grant-date fair value, nonvested, ending of period (USD per share) | | $ / shares | $ 0.75 | $ 2.29 | ||||
Granted (shares) | 1,065,463 | 178,875 |
Noncash Investing and Financi_3
Noncash Investing and Financing Activities - Summary (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Supplemental Cash Flow Information [Abstract] | ||
Accrued dividends and distributions payable | $ 17,191,000 | |
Additions to real estate assets accrued but not yet paid | $ 19,478,000 | 19,757,000 |
Decrease in real estate assets | (60,059,000) | |
Decrease in mortgage and other indebtedness | 124,111,000 | |
Decrease in operating assets and liabilities | 9,333,000 | |
Decrease in intangible lease and other assets | (1,663,000) | |
Conversion of Operating Partnership common units into shares of common stock | 21,051,000 | |
Increase (decrease) in lease liabilities arising from right-of-use assets | $ (200,000) | $ 4,024,000 |
Subsequent Events - Narrative (
Subsequent Events - Narrative (Details) - USD ($) | 1 Months Ended | ||
Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | |
Subsequent Event [Line Items] | |||
Weighted average interest rate (as a percent) | 4.85% | 5.02% | |
Fixed Rate Interest | |||
Subsequent Event [Line Items] | |||
Weighted average interest rate (as a percent) | 5.31% | 5.35% | |
Senior unsecured notes due 2023 | Fixed Rate Interest | |||
Subsequent Event [Line Items] | |||
Weighted average interest rate (as a percent) | 5.25% | 5.25% | |
Senior unsecured notes due 2024 | Fixed Rate Interest | |||
Subsequent Event [Line Items] | |||
Weighted average interest rate (as a percent) | 4.60% | 4.60% | |
Senior unsecured notes due 2026 | Fixed Rate Interest | |||
Subsequent Event [Line Items] | |||
Weighted average interest rate (as a percent) | 5.95% | 5.95% | |
Subsequent Event | |||
Subsequent Event [Line Items] | |||
Interest payment | $ 11,813,000 | ||
Subsequent Event | Senior unsecured notes due 2023 | Fixed Rate Interest | |||
Subsequent Event [Line Items] | |||
Weighted average interest rate (as a percent) | 5.25% | ||
Subsequent Event | Senior unsecured notes due 2024 | Fixed Rate Interest | |||
Subsequent Event [Line Items] | |||
Weighted average interest rate (as a percent) | 4.60% | ||
Subsequent Event | Senior unsecured notes due 2026 | Fixed Rate Interest | |||
Subsequent Event [Line Items] | |||
Weighted average interest rate (as a percent) | 5.95% |
Combined Guarantor Subsidiar_22
Combined Guarantor Subsidiaries - Organization and Basis of Presentation - Narrative (Details) | 3 Months Ended | |||
Mar. 31, 2020USD ($)statemallassociated_centersubsidiarymortgage_note_receivablesenior_unsecured_note | Jun. 01, 2020USD ($) | Dec. 31, 2019USD ($) | Jan. 01, 2019USD ($) | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Number of states in which entity operates | state | 26 | |||
Number of Malls Securing Credit Facility, Collateral | mall | 17 | |||
Number of Associated Centers Securing Credit Facility, Collateral | associated_center | 3 | |||
Mortgage and other indebtedness, variable-rate debt | $ 1,203,075,000 | $ 847,275,000 | ||
Weighted average interest rate (as a percent) | 4.85% | 5.02% | ||
Fixed Rate Interest | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Weighted average interest rate (as a percent) | 5.31% | 5.35% | ||
Line of Credit | Secured Debt | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Balance of non-recourse debt | $ 1,185,000,000 | |||
Line of Credit | Secured Debt | Minimum | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Number of malls securing credit facility, collateral | 10.00% | |||
Line of Credit | Secured Debt | Maximum | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Line of credit, remaining borrowing capacity | $ 100,000 | |||
Secured Line of Credit | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Mortgage and other indebtedness, variable-rate debt | $ 675,925,000 | $ 310,925,000 | ||
Weighted average interest rate (as a percent) | 3.83% | 3.94% | ||
Unsecured Debt [Member] | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Mortgage and other indebtedness, variable-rate debt | $ 456,250,000 | $ 465,000,000 | ||
Senior unsecured notes due 2023 | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Balance of non-recourse debt | $ 450,000,000 | |||
Senior unsecured notes due 2023 | Fixed Rate Interest | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Weighted average interest rate (as a percent) | 5.25% | 5.25% | ||
Senior unsecured notes due 2024 | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Balance of non-recourse debt | $ 300,000,000 | |||
Senior unsecured notes due 2024 | Fixed Rate Interest | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Weighted average interest rate (as a percent) | 4.60% | 4.60% | ||
Senior unsecured notes due 2026 | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Balance of non-recourse debt | $ 625,000,000 | |||
Senior unsecured notes due 2026 | Fixed Rate Interest | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Weighted average interest rate (as a percent) | 5.95% | 5.95% | ||
Guarantor Subsidiaries | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Number of states in which entity operates | state | 26 | |||
Number of Malls Securing Credit Facility, Collateral | mall | 17 | |||
Number of Associated Centers Securing Credit Facility, Collateral | associated_center | 3 | |||
Number of wholly owned subsidiaries | subsidiary | 36 | |||
Number of malls not classified as collateral for the secured credit facility | mall | 4 | |||
Number of associated centers not classified as collateral for the secured credit facility | associated_center | 2 | |||
Number of Mortgage Notes Receivable not Classified as Collateral | mortgage_note_receivable | 4 | |||
Guarantor Subsidiaries | Forecast [Member] | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Interest Payable | $ 11,813,000 | |||
Guarantor Subsidiaries | U.S. Treasury securities [Member] | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Line of credit, current borrowing capacity | $ 180,000,000 | |||
Fixed income securities | 154,228,000 | |||
Guarantor Subsidiaries | Debt [Member] | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Debt service payments and operating expenses | 26,366,000 | |||
Guarantor Subsidiaries | Line of Credit | Maximum | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Line of credit, remaining borrowing capacity | 100,000,000 | |||
Guarantor Subsidiaries | Line of Credit | Secured Debt | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Balance of non-recourse debt | 1,185,000,000 | $ 1,185,000,000 | ||
Line of credit, remaining borrowing capacity | 100,000,000 | |||
Guarantor Subsidiaries | Line of Credit | Secured Debt | Minimum | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Line of credit, current borrowing capacity | $ 280,000,000 | |||
Guarantor Subsidiaries | Line of Credit | Secured Debt | Maximum | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Number of malls securing credit facility, collateral | 10.00% | |||
Guarantor Subsidiaries | Senior Unsecured Notes | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Balance of non-recourse debt | $ 1,375,000,000 | |||
Debt instrument, number of instruments | senior_unsecured_note | 3 | |||
Guarantor Subsidiaries | Secured Line of Credit | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Mortgage and other indebtedness, variable-rate debt | $ 675,925,000 | |||
Guarantor Subsidiaries | Unsecured Debt [Member] | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Mortgage and other indebtedness, variable-rate debt | 456,250,000 | |||
Guarantor Subsidiaries | Senior unsecured notes due 2023 | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Balance of non-recourse debt | $ 450,000,000 | |||
Guarantor Subsidiaries | Senior unsecured notes due 2023 | Fixed Rate Interest | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Weighted average interest rate (as a percent) | 5.25% | |||
Guarantor Subsidiaries | Senior unsecured notes due 2024 | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Balance of non-recourse debt | $ 300,000,000 | |||
Guarantor Subsidiaries | Senior unsecured notes due 2024 | Fixed Rate Interest | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Weighted average interest rate (as a percent) | 4.60% | |||
Guarantor Subsidiaries | Senior unsecured notes due 2026 | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Balance of non-recourse debt | $ 625,000,000 | |||
Guarantor Subsidiaries | Senior unsecured notes due 2026 | Fixed Rate Interest | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Weighted average interest rate (as a percent) | 5.95% |
Combined Guarantor Subsidiar_23
Combined Guarantor Subsidiaries - Organization and Basis of Presentation - Percentage of Actual Guarantor Properties Pledged as Collateral on Secured Credit (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | ||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Total Assets | [1] | $ 4,721,315,000 | $ 4,622,346,000 | |
Liabilities | [1] | 3,995,162,000 | 3,758,321,000 | |
Total revenues | [2] | 167,574,000 | $ 198,030,000 | |
Net income | (139,294,000) | (46,809,000) | ||
Guarantor Subsidiaries | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Total Assets | 1,636,970,000 | 1,657,113,000 | ||
Liabilities | 285,618,000 | 300,542,000 | ||
Total revenues | 65,427,000 | 72,992,000 | $ 72,992,000 | |
Net income | 18,835,000 | $ 62,109,000 | ||
Guarantor Subsidiaries | Collateral Pledged | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Total Assets | 1,310,359,000 | |||
Liabilities | 29,720,000 | |||
Total revenues | 51,217,000 | |||
Net income | $ 15,402,000 | |||
Assets | 80.00% | |||
Liabilities | 10.40% | |||
Revenue | 78.30% | |||
Net Income | 81.80% | |||
[1] | As of March 31, 2020, includes $367,622 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $171,605 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 7 | |||
[2] | Management, development and leasing fees are included in the All Other category. See Note 3 |
Combined Guarantor Subsidiar_24
Combined Guarantor Subsidiaries - Revenues - Disaggregation of Revenue (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | ||
Disaggregation Of Revenue [Line Items] | ||||
Revenues from contracts with customers (ASC 606): | $ 5,224,000 | $ 5,540,000 | ||
Total revenues | [1] | 167,574,000 | 198,030,000 | |
Malls | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues | [1] | 153,351,000 | 183,864,000 | |
All Other | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues | [1],[2] | 14,223,000 | 14,166,000 | |
Operating expense reimbursements | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues from contracts with customers (ASC 606): | 2,389,000 | 2,143,000 | ||
Operating expense reimbursements | Malls | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues from contracts with customers (ASC 606): | 2,321,000 | 2,192,000 | ||
Marketing revenues | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues from contracts with customers (ASC 606): | 743,000 | 874,000 | ||
Other revenues | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues | 1,177,000 | 1,510,000 | ||
Guarantor Subsidiaries | ||||
Disaggregation Of Revenue [Line Items] | ||||
Rental revenues | 63,831,000 | 71,272,000 | ||
Total revenues | 65,427,000 | 72,992,000 | $ 72,992,000 | |
Guarantor Subsidiaries | Malls | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues | 63,045,000 | 70,400,000 | ||
Guarantor Subsidiaries | All Other | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total revenues | 2,382,000 | $ 2,592,000 | ||
Guarantor Subsidiaries | Operating expense reimbursements | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues from contracts with customers (ASC 606): | 1,071,000 | 1,151,000 | ||
Guarantor Subsidiaries | Operating expense reimbursements | Malls | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues from contracts with customers (ASC 606): | 1,046,000 | |||
Guarantor Subsidiaries | Operating expense reimbursements | All Other | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues from contracts with customers (ASC 606): | 25,000 | |||
Guarantor Subsidiaries | Marketing revenues | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues from contracts with customers (ASC 606): | 390,000 | 437,000 | ||
Guarantor Subsidiaries | Total Revenue | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues from contracts with customers (ASC 606): | 1,461,000 | 1,588,000 | ||
Guarantor Subsidiaries | Other revenues | ||||
Disaggregation Of Revenue [Line Items] | ||||
Other revenues | $ 135,000 | $ 132,000 | ||
[1] | Management, development and leasing fees are included in the All Other category. See Note 3 | |||
[2] | The All Other category includes associated centers, community centers, mortgage and other notes receivable, office buildings, self-storage facilities, corporate-level debt and the Management Company. |
Combined Guarantor Subsidiar_25
Combined Guarantor Subsidiaries - Revenues - Narrative (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Guarantor Subsidiaries | Tenant Receivable | |
Disaggregation Of Revenue [Line Items] | |
Writing off for tenant receivables | $ 107 |
Combined Guarantor Subsidiar_26
Combined Guarantor Subsidiaries - Revenues - Remaining Performance Obligations (Details) | Mar. 31, 2020USD ($) |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining performance obligation | $ 118,143,000 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2020-04-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 5 years |
Remaining performance obligation | $ 23,908,000 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2025-04-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 15 years |
Remaining performance obligation | $ 48,366,000 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2040-04-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 20 years |
Remaining performance obligation | $ 45,869,000 |
Guarantor Subsidiaries | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining performance obligation | $ 70,213,000 |
Guarantor Subsidiaries | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2020-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 5 years |
Remaining performance obligation | $ 12,297,000 |
Guarantor Subsidiaries | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2025-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 15 years |
Remaining performance obligation | $ 24,340,000 |
Guarantor Subsidiaries | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2040-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 20 years |
Remaining performance obligation | $ 33,576,000 |
Combined Guarantor Subsidiar_27
Combined Guarantor Subsidiaries - Revenues - Remaining Performance Obligations (Details1) | Mar. 31, 2020USD ($) |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining performance obligation | $ 118,143,000 |
Guarantor Subsidiaries | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining performance obligation | $ 70,213,000 |
Combined Guarantor Subsidiar_28
Combined Guarantor Subsidiaries - Leases - Components of Rental Revenue (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Lessor Lease Description [Line Items] | ||
Fixed lease payments | $ 137,394,000 | $ 159,278,000 |
Variable lease payments | 23,779,000 | 31,702,000 |
Total rental revenues | 161,173,000 | 190,980,000 |
Guarantor Subsidiaries | ||
Lessor Lease Description [Line Items] | ||
Fixed lease payments | 54,655,000 | 60,247,000 |
Variable lease payments | 9,176,000 | 11,025,000 |
Total rental revenues | $ 63,831,000 | $ 71,272,000 |
Combined Guarantor Subsidiar_29
Combined Guarantor Subsidiaries - Fair Value Measurements - Narrative (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value of mortgage and other indebtedness | $ 2,661,981,000 | $ 2,970,246,000 |
Guarantor Subsidiaries | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value of mortgage and other indebtedness | $ 204,785,000 | $ 202,772,000 |
Combined Guarantor Subsidiar_30
Combined Guarantor Subsidiaries - Mortgage Notes Payable, Net - Net Mortgage Notes Payable (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Mortgage notes payable | $ 2,601,849,000 | $ 2,695,888,000 |
Unamortized deferred financing costs | (15,232,000) | (16,148,000) |
Total mortgage notes payable, net | $ 3,789,692,000 | $ 3,527,015,000 |
Weighted average interest rate (as a percent) | 4.85% | 5.02% |
Guarantor Subsidiaries | ||
Debt Instrument [Line Items] | ||
Unamortized deferred financing costs | $ (94,000) | $ (112,000) |
Total mortgage notes payable, net | 248,223,000 | 249,879,000 |
Guarantor Subsidiaries | Mortgages | ||
Debt Instrument [Line Items] | ||
Mortgage notes payable | $ 248,317,000 | 249,991,000 |
Weighted average interest rate (as a percent) | 5.23% | |
Guarantor Subsidiaries | Greenbrier Mall | Mortgages | ||
Debt Instrument [Line Items] | ||
Mortgage notes payable | $ 64,501,000 | 64,801,000 |
Weighted average interest rate (as a percent) | 5.41% | |
Guarantor Subsidiaries | Park Plaza Mall | Mortgages | ||
Debt Instrument [Line Items] | ||
Mortgage notes payable | $ 77,577,000 | 78,339,000 |
Weighted average interest rate (as a percent) | 5.28% | |
Guarantor Subsidiaries | Arbor Place Mall | Mortgages | ||
Debt Instrument [Line Items] | ||
Mortgage notes payable | $ 106,239,000 | $ 106,851,000 |
Weighted average interest rate (as a percent) | 5.10% |
Combined Guarantor Subsidiar_31
Combined Guarantor Subsidiaries - Mortgage Notes Payable, Net - Net Mortgage Notes Payable (Parenthetical) (Details) | Mar. 31, 2020 |
Debt Disclosure [Abstract] | |
Non-recourse loan default additional interest rate above stated interest rate | 3.00% |
Combined Guarantor Subsidiar_32
Combined Guarantor Subsidiaries - Mortgage Notes Payable, Net - Scheduled Principal Amortization and Balloon Payments (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Condensed Financial Statements Captions [Line Items] | ||
2021 | $ 557,328,000 | |
2022 | 465,455,000 | |
Long-term Debt, Gross | 3,722,307,000 | |
Unamortized deferred financing costs | (15,232,000) | $ (16,148,000) |
Total mortgage notes payable, net | 3,789,692,000 | 3,527,015,000 |
Guarantor Subsidiaries | ||
Condensed Financial Statements Captions [Line Items] | ||
2020 | 4,200,000 | |
2021 | 77,844,000 | |
2022 | 101,772,000 | |
Long-term Debt, Gross | 183,816,000 | |
Unamortized deferred financing costs | (94,000) | (112,000) |
Principal balance of loan secured by Greenbrier Mall | 64,501,000 | |
Total mortgage notes payable, net | $ 248,223,000 | $ 249,879,000 |
Combined Guarantor Subsidiar_33
Combined Guarantor Subsidiaries - Mortgage Notes Payable, Net - Narrative (Details) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Debt Instrument [Line Items] | ||
Weighted-average remaining term to maturity | 3 years 6 months | 3 years 8 months 12 days |
Guarantor Subsidiaries | ||
Debt Instrument [Line Items] | ||
Weighted-average remaining term to maturity | 1 year 1 month 6 days | 1 year 4 months 24 days |
Combined Guarantor Subsidiar_34
Combined Guarantor Subsidiaries - Mortgage and Other Notes Receivable - Summary (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Mortgage and Other Notes Receivable [Line Items] | ||
Balance | $ 2,928,000 | $ 4,662,000 |
Mortgage Receivable | ||
Mortgage and Other Notes Receivable [Line Items] | ||
Interest Rate (as a percent) | 3.48% | |
Balance | $ 1,100,000 | 2,637,000 |
Other Notes Receivable | ||
Mortgage and Other Notes Receivable [Line Items] | ||
Balance | 1,828,000 | 2,025,000 |
Guarantor Subsidiaries | ||
Mortgage and Other Notes Receivable [Line Items] | ||
Balance | 73,786,000 | 75,016,000 |
Guarantor Subsidiaries | Mortgage Receivable | ||
Mortgage and Other Notes Receivable [Line Items] | ||
Balance | $ 73,786,000 | $ 73,786,000 |
Guarantor Subsidiaries | Mortgage Receivable | The Promenade | ||
Mortgage and Other Notes Receivable [Line Items] | ||
Maturity Date | 2020-06 | |
Interest Rate (as a percent) | 5.00% | 5.00% |
Balance | $ 47,514,000 | $ 47,514,000 |
Guarantor Subsidiaries | Mortgage Receivable | Hamilton Corner | ||
Mortgage and Other Notes Receivable [Line Items] | ||
Maturity Date | 2020-08 | |
Interest Rate (as a percent) | 5.67% | 5.67% |
Balance | $ 14,295,000 | $ 14,295,000 |
Guarantor Subsidiaries | Mortgage Receivable | The Terrace | ||
Mortgage and Other Notes Receivable [Line Items] | ||
Maturity Date | 2020-06 | |
Interest Rate (as a percent) | 7.25% | 7.25% |
Balance | $ 11,977,000 | $ 11,977,000 |
Guarantor Subsidiaries | Other Notes Receivable | ||
Mortgage and Other Notes Receivable [Line Items] | ||
Balance | $ 73,786,000 | $ 75,016,000 |
Guarantor Subsidiaries | Other Notes Receivable | Community improvement district | ||
Mortgage and Other Notes Receivable [Line Items] | ||
Maturity Date | 2028-08 | |
Interest Rate (as a percent) | 5.25% | 6.75% |
Balance | $ 1,230,000 |
Combined Guarantor Subsidiar_35
Combined Guarantor Subsidiaries - Mortgage and Other Notes Receivable - Additional Information (Details $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Guarantor Subsidiaries | Other Notes Receivable | |
Mortgage and Other Notes Receivable [Line Items] | |
Writing off for tenant receivables | $ 1,230 |
Combined Guarantor Subsidiar_36
Combined Guarantor Subsidiaries - Related Party Transactions - Narrative (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Condensed Financial Statements, Captions [Line Items] | |||
Notes receivable with entities under common control | $ 2,928,000 | $ 4,662,000 | |
Other Notes Receivable | |||
Condensed Financial Statements, Captions [Line Items] | |||
Notes receivable with entities under common control | 1,828,000 | 2,025,000 | |
Guarantor Subsidiaries | |||
Condensed Financial Statements, Captions [Line Items] | |||
Notes receivable with entities under common control | 73,786,000 | 75,016,000 | |
Guarantor Subsidiaries | Other Notes Receivable | |||
Condensed Financial Statements, Captions [Line Items] | |||
Notes receivable with entities under common control | 73,786,000 | 75,016,000 | |
Guarantor Subsidiaries | CBL Management | |||
Condensed Financial Statements, Captions [Line Items] | |||
Management fee expense | 1,368,000 | $ 1,491,000 | |
Amounts payable for management fees | 76,000 | 394,000 | |
Notes receivable with entities under common control | 73,786,000 | $ 73,786,000 | |
Guarantor Subsidiaries | CBL Management | Other Notes Receivable | |||
Condensed Financial Statements, Captions [Line Items] | |||
Interest Income, Related Party | $ 1,014,000 | $ 959,000 | |
Guarantor Subsidiaries | CBL Management | Minimum | |||
Condensed Financial Statements, Captions [Line Items] | |||
Management fee (as a percent) | 2.50% | ||
Guarantor Subsidiaries | CBL Management | Maximum | |||
Condensed Financial Statements, Captions [Line Items] | |||
Management fee (as a percent) | 3.50% |
Combined Guarantor Subsidiar_37
Combined Guarantor Subsidiaries - Segment Information - Summary (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | ||
Segment Reporting Information [Line Items] | ||||
Total revenues | [1] | $ 167,574,000 | $ 198,030,000 | |
Interest expense | (46,992,000) | (53,998,000) | ||
Segment profit (loss) | 65,199,000 | 82,585,000 | ||
Depreciation and amortization | (55,902,000) | (69,792,000) | ||
Interest and other income | 2,397,000 | 489,000 | ||
Net income | (139,294,000) | (46,809,000) | ||
Capital expenditures | [2] | 20,332,000 | 28,139,000 | |
Gain on extinguishment of debt | 71,722,000 | |||
Loss on impairment | (133,644,000) | (24,825,000) | ||
Total Assets | [3] | 4,721,315,000 | $ 4,622,346,000 | |
Malls | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | [1] | 153,351,000 | 183,864,000 | |
Interest expense | (18,147,000) | (23,190,000) | ||
Segment profit (loss) | 83,081,000 | 103,493,000 | ||
Capital expenditures | [2] | 18,056,000 | 28,024,000 | |
Total Assets | 3,998,280,000 | 4,180,515,000 | ||
All Other | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | [1],[4] | 14,223,000 | 14,166,000 | |
Interest expense | [4] | (28,845,000) | (30,808,000) | |
Segment profit (loss) | [4] | (17,882,000) | (20,908,000) | |
Capital expenditures | [2],[4] | 2,276,000 | 115,000 | |
Total Assets | [4] | 723,035,000 | 441,831,000 | |
Guarantor Subsidiaries | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 65,427,000 | 72,992,000 | 72,992,000 | |
Property operating expenses | (21,996,000) | (22,765,000) | ||
Interest expense | (3,772,000) | (3,985,000) | (3,985,000) | |
Segment profit (loss) | 39,659,000 | 46,242,000 | ||
Depreciation and amortization | (21,864,000) | (24,101,000) | (24,101,000) | |
Interest and other income | 1,040,000 | 942,000 | 942,000 | |
Net income | 18,835,000 | 62,109,000 | ||
Capital expenditures | 7,928,000 | 2,618,000 | ||
Gain on extinguishment of debt | 61,796,000 | 61,796,000 | ||
Loss on impairment | $ (22,770,000) | (22,770,000) | ||
Total Assets | 1,636,970,000 | 1,657,113,000 | ||
Guarantor Subsidiaries | Malls | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 63,045,000 | 70,400,000 | ||
Property operating expenses | (21,390,000) | (22,169,000) | ||
Interest expense | (3,772,000) | (3,985,000) | ||
Segment profit (loss) | 37,883,000 | 44,246,000 | ||
Capital expenditures | 7,303,000 | 2,618,000 | ||
Total Assets | 1,498,319,000 | 1,519,558,000 | ||
Guarantor Subsidiaries | All Other | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 2,382,000 | 2,592,000 | ||
Property operating expenses | (606,000) | (596,000) | ||
Segment profit (loss) | 1,776,000 | 1,996,000 | ||
Capital expenditures | 625,000 | |||
Total Assets | $ 138,651,000 | $ 137,555,000 | ||
[1] | Management, development and leasing fees are included in the All Other category. See Note 3 | |||
[2] | Includes additions to and acquisitions of real estate assets and investments in unconsolidated affiliates. Developments in progress are included in the All Other category. | |||
[3] | As of March 31, 2020, includes $367,622 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $171,605 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 7 | |||
[4] | The All Other category includes associated centers, community centers, mortgage and other notes receivable, office buildings, self-storage facilities, corporate-level debt and the Management Company. |
Combined Guarantor Subsidiar_38
Combined Guarantor Subsidiaries - Contingencies - Narrative (Details) | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Condensed Financial Statements Captions [Line Items] | |
Environmental liability insurance, maximum coverage per incident (up to) | $ 10,000,000 |
Environmental liability insurance, annual coverage limit (up to) | 50,000,000 |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Environmental liability insurance, maximum coverage per incident (up to) | 10,000,000 |
Environmental liability insurance, annual coverage limit (up to) | $ 50,000,000 |
Combined Guarantor Subsidiar_39
Combined Guarantor Subsidiaries - Noncash Investing and Financing Activities - Summary (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Real Estate Investments, Net [Abstract] | ||
Additions to real estate assets accrued but not yet paid | $ 19,478,000 | $ 19,757,000 |
Increase (decrease) in lease liabilities arising from right-of-use assets | (200,000) | 4,024,000 |
Transfer of real estate assets in settlement of mortgage debt obligation: | ||
Decrease in real estate assets | (60,059,000) | |
Decrease in mortgage and other indebtedness | 124,111,000 | |
Guarantor Subsidiaries | ||
Real Estate Investments, Net [Abstract] | ||
Additions to real estate assets accrued but not yet paid | 8,785,000 | 2,583,000 |
Distribution of properties to owners | 8,835,000 | |
Increase (decrease) in lease liabilities arising from right-of-use assets | $ (10,000) | 490,000 |
Transfer of real estate assets in settlement of mortgage debt obligation: | ||
Decrease in real estate assets | (60,058,000) | |
Decrease in mortgage and other indebtedness | 115,271,000 | |
Decrease in operating assets and liabilities | 8,246,000 | |
Decrease in intangible lease and other assets | $ (1,663,000) |
Combined Guarantor Subsidiar_40
Combined Guarantor Subsidiaries - Subsequent Events - Narrative (Details) - USD ($) | 1 Months Ended | ||
Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | |
Subsequent Event [Line Items] | |||
Weighted average interest rate (as a percent) | 4.85% | 5.02% | |
Fixed Rate Interest | |||
Subsequent Event [Line Items] | |||
Weighted average interest rate (as a percent) | 5.31% | 5.35% | |
Senior unsecured notes due 2023 | Fixed Rate Interest | |||
Subsequent Event [Line Items] | |||
Weighted average interest rate (as a percent) | 5.25% | 5.25% | |
Senior unsecured notes due 2024 | Fixed Rate Interest | |||
Subsequent Event [Line Items] | |||
Weighted average interest rate (as a percent) | 4.60% | 4.60% | |
Senior unsecured notes due 2026 | Fixed Rate Interest | |||
Subsequent Event [Line Items] | |||
Weighted average interest rate (as a percent) | 5.95% | 5.95% | |
Subsequent Event | |||
Subsequent Event [Line Items] | |||
Interest payment | $ 11,813,000 | ||
Subsequent Event | Senior unsecured notes due 2023 | Fixed Rate Interest | |||
Subsequent Event [Line Items] | |||
Weighted average interest rate (as a percent) | 5.25% | ||
Subsequent Event | Senior unsecured notes due 2024 | Fixed Rate Interest | |||
Subsequent Event [Line Items] | |||
Weighted average interest rate (as a percent) | 4.60% | ||
Subsequent Event | Senior unsecured notes due 2026 | Fixed Rate Interest | |||
Subsequent Event [Line Items] | |||
Weighted average interest rate (as a percent) | 5.95% | ||
Guarantor Subsidiaries | Senior unsecured notes due 2023 | Fixed Rate Interest | |||
Subsequent Event [Line Items] | |||
Weighted average interest rate (as a percent) | 5.25% | ||
Guarantor Subsidiaries | Senior unsecured notes due 2024 | Fixed Rate Interest | |||
Subsequent Event [Line Items] | |||
Weighted average interest rate (as a percent) | 4.60% | ||
Guarantor Subsidiaries | Senior unsecured notes due 2026 | Fixed Rate Interest | |||
Subsequent Event [Line Items] | |||
Weighted average interest rate (as a percent) | 5.95% | ||
Guarantor Subsidiaries | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Maturity Date | 2020-12 | ||
Interest payment | $ 11,813,000 | ||
Guarantor Subsidiaries | Subsequent Event | Senior unsecured notes due 2023 | Fixed Rate Interest | |||
Subsequent Event [Line Items] | |||
Weighted average interest rate (as a percent) | 5.25% | ||
Guarantor Subsidiaries | Subsequent Event | Senior unsecured notes due 2024 | Fixed Rate Interest | |||
Subsequent Event [Line Items] | |||
Weighted average interest rate (as a percent) | 4.60% | ||
Guarantor Subsidiaries | Subsequent Event | Senior unsecured notes due 2026 | Fixed Rate Interest | |||
Subsequent Event [Line Items] | |||
Weighted average interest rate (as a percent) | 5.95% |