Results In-line With Expectations - Guidance Maintained
CHATTANOOGA, Tenn.--(BUSINESS WIRE)--
CBL Properties (NYSE: CBL) announced results for the first quarter ended
March 31, 2018. A description of each supplemental non-GAAP financial
measure and the related reconciliation to the comparable GAAP financial
measure is located at the end of this news release.
|
|
| Three Months Ended March 31, |
| | | 2018 |
| 2017 |
| % |
|
Net income (loss) attributable to common shareholders per diluted
share
| | | $ | (0.06 | ) | |
$
|
0.13
|
| |
(146.2
|
)%
|
|
Funds from Operations ("FFO") per diluted share
| | | $ | 0.42 |
| |
$
|
0.53
|
| |
(20.8
|
)%
|
|
FFO, as adjusted, per diluted share (1) | | | $ | 0.42 |
| |
$
|
0.52
|
| |
(19.2
|
)%
|
(1) For a reconciliation of FFO to FFO, as adjusted,
for the periods presented, please refer to the footnotes to the
Company's reconciliation of net income (loss) attributable to
common shareholders to FFO allocable to Operating Partnership
common unitholders on page 9 of this news release.
|
|
|
KEY TAKEAWAYS:
-
Same-center sales per square foot for the stabilized mall portfolio
during the first quarter increased 4.1% compared with the prior-year
quarter. For the twelve months ended March 31, 2018, same-center sales
were $376 per square foot.
-
FFO per diluted share, as adjusted, was $0.42 for the first quarter
2018, compared with $0.52 per share for the first quarter 2017. First
quarter 2018 was impacted by approximately $0.01 per share of dilution
from asset sales completed in 2017, $0.05 per share of lower property
NOI, lower outparcel sales of $0.02 per share, $0.03 per share higher
corporate interest expense offset by $0.04 lower property level
interest expense and $0.01 higher G&A expense primarily related to
lower capitalized overhead, a one-time favorable accrual adjustment in
the prior-year period as well as comparatively higher legal expense.
-
Total Portfolio Same-center NOI declined 6.8% for the first quarter
2018.
-
Portfolio occupancy was 91.1% as of March 31, 2018, compared with
92.1% as of March 31, 2017. Same-center mall occupancy was 89.5% as of
March 31, 2018 compared with 90.4% as of March 31, 2017.
-
CBL completed gross asset sales of $12.3 million during the first
quarter and in April entered into a binding contract for the sale of a
Tier 3 mall for a gross sales price of $18.0 million.
-
Redevelopment activity is underway at eight properties, including five
anchor redevelopments.
“First quarter results were in-line with expectations and, as
anticipated, reflect the impact from 2017 and 2018 bankruptcies and rent
reductions,” said Stephen Lebovitz, CBL’s president & CEO. “We were
encouraged by the solid 4.1% increase in retail sales in our portfolio
during the first quarter and reports from a number of brands citing
marked improvement in both traffic and sales, which should lead to
improved leasing metrics later in the year. Operationally, our focus in
2018 is stabilizing revenues as well as diversifying income by adding
more dining, entertainment, value and service users.
“While we are disappointed with the news of Bon-Ton liquidating, we have
been proactive by preparing for this outcome. We have identified
replacement tenants for the majority of our locations and have several
in advanced negotiations, including one lease already executed with a
supermarket that will require zero investment by CBL. We are estimating
a total investment of $60 - $90 million for the replacement of the
Bon-Ton stores in our portfolio over several years. We had already
incorporated expected rent loss, including any co-tenancy impact, in our
guidance for the year and are on-track to perform within that range.
“Actively managing our balance sheet to maximize liquidity and lengthen
maturities is a top priority for us. We are expecting to complete the
refinancing of the loan secured by CoolSprings Galleria shortly. We are
also holding preliminary discussions to complete early refinancings of
our unsecured term loan and line of credit that mature in 2019 and 2020,
respectively, which will put us in an even stronger financial position
and provide further flexibility to execute our strategies.”
Net loss attributable to common shareholders for the first quarter 2018
was $10.3 million, or $(0.06) per diluted share, compared with net
income of $22.9 million, or $0.13 per diluted share, for the first
quarter 2017.
FFO allocable to common shareholders, as adjusted, for the first quarter
2018 was $72.2 million, or $0.42 per diluted share, compared with $88.4
million, or $0.52 per diluted share, for the first quarter 2017. FFO
allocable to the Operating Partnership common unitholders, as adjusted,
for the first quarter 2018 was $83.8 million compared with $103.0
million for the first quarter 2017.
Percentage change in same-center Net Operating Income (“NOI”)(1): |
|
|
|
|
| Three Months Ended March 31, 2018 |
|
Portfolio same-center NOI
| | | (6.8)% |
|
Mall same-center NOI
| | | (7.2)% |
|
|
(1) CBL’s definition of same-center NOI excludes the
impact of lease termination fees and certain non-cash items of
straight-line rents, write-offs of landlord inducements and net
amortization of acquired above and below market leases.
|
|
|
Major variances impacting same-center NOI for the quarter ended
March 31, 2018, include:
-
Same-center NOI declined $11.2 million, due to a $10.5 million
decrease in revenue and a $0.7 million increase in operating expenses.
-
Minimum rents and tenant reimbursements declined $9.5 million during
the quarter, primarily related to store closures and rent concessions
for tenants in bankruptcy.
-
Percentage rents declined $0.2 million compared with the prior year
quarter.
-
Other rents and other income declined $0.8 million.
-
Property operating expenses decreased $1.3 million, maintenance and
repair expense increased $1.7 million, and real estate tax expenses
increased $0.3 million.
|
|
|
|
PORTFOLIO OPERATIONAL RESULTS |
Occupancy: |
|
|
|
| As of March 31, |
| | 2018 |
| 2017 |
|
Portfolio occupancy
| | 91.1% | |
92.1%
|
|
Mall portfolio
| | 89.3% | |
90.5%
|
|
Same-center malls
| | 89.5% | |
90.4%
|
|
Stabilized malls
| | 89.5% | |
90.5%
|
|
Non-stabilized malls (1) | | 77.0% | |
92.7%
|
|
Associated centers
| | 97.8% | |
97.7%
|
|
Community centers
| | 97.4% | |
98.2%
|
|
|
(1) Represents occupancy for The Outlet Shoppes at
Laredo as of March 31, 2018 and The Outlet Shoppes of the
Bluegrass as of March 31, 2017.
|
|
|
|
|
New and Renewal Leasing Activity of Same Small Shop Space Less
Than 10,000 Square Feet: |
|
|
| % Change in Average Gross Rent Per Square Foot: |
|
|
|
|
|
| Three Months Ended March 31, 2018 |
|
Stabilized Malls
| | | | | |
(13.9
|
)%
|
|
New leases
| | | | | |
0.4
|
%
|
|
Renewal leases
| | | | | |
(16.0
|
)%
|
|
|
|
|
Same-Center Sales Per Square Foot for Mall Tenants 10,000
Square Feet or Less: |
|
|
|
|
| Twelve Months Ended March 31, |
|
| |
|
| Three Months Ended March 31, 2018 |
| | | 2018 |
|
| 2017 | | | % Change | | | % Change |
|
Stabilized mall same-center sales per square foot
| | | $ | 376 | | | |
$
|
375
| | | |
0.3
|
%
| | | 4.1 | % |
|
Stabilized mall sales per square foot
| | | $ | 376 | | | |
$
|
372
| | | |
1.1
|
%
| | | 4.4 | % |
|
|
|
|
DISPOSITIONS
During the quarter, CBL closed on the sale of Gulf Coast Town Center
Phase III in Ft. Myers, FL, for a gross sales price of $9.0 million. CBL
also completed the sale of various outparcel locations generating an
aggregate $3.3 million in gross proceeds.
CBL has entered into a binding contract for the sale of Janesville Mall
in Janesville, WI, for $18.0 million to RockStep Capital. The buyer has
posted a significant non-refundable deposit. The disposition is expected
to close summer 2018, subject to due diligence and customary closing
conditions. CBL recorded an impairment charge of $18.1 million in the
first quarter to write down the depreciated carrying value of the mall
to its net sales price.
FINANCING ACTIVITY
In January, CBL retired the $37.5 million loan secured by Kirkwood Mall
in Bismarck, ND, using availability on its lines of credit. The loan
bore an interest rate of 5.75% and was scheduled to mature in April 2018.
DEVELOPMENT
In April, CBL commenced construction on the first phase of redevelopment
of the former Sears building at Brookfield Square in Milwaukee, WI. The
redevelopment will deliver new dining and entertainment options,
including new-to-market entertainment concept, WhirlyBall, and
BistroPlex℠ from Marcus Theatres®, which combines dining and moviegoing
in every auditorium. Planning is underway for additional phases of the
redevelopment, which will include new dining options and other
non-retail uses. More details will be announced over the coming months.
Anchor redevelopments completed and underway in 2018 include (complete
project list can be found in the financial supplement):
|
|
|
|
| Prior Tenant |
|
|
|
| New Tenant |
| Brookfield Square | | | | |
Sears
| | | | | Marcus Theaters/Whirlyball
|
| Eastland Mall | | | | |
JCPenney
| | | | |
H&M, Outback, Planet Fitness
|
| Frontier Mall | | | | | Sports Authority | | | | |
Planet Fitness
|
| Jefferson Mall | | | | |
Macy's
| | | | |
Round 1
|
|
York Galleria
| | | | |
JCPenney
| | | | |
Marshalls
|
| | | | | | | | | |
|
OUTLOOK AND GUIDANCE
CBL is maintaining 2018 FFO, as adjusted, guidance in the range of $1.70
- $1.80 per diluted share. Guidance incorporates a full-year budgeted
impact of loss in rent related to 2017 tenant bankruptcies, store
closures and rent adjustments net of expected new leasing as well as a
reserve in the range of $10.0 - $20.0 million (the “Reserve”) for
potential future unbudgeted loss in rent from tenant bankruptcies, store
closures or lease modifications that may occur in 2018. Based on
bankruptcy and leasing activity year-to-date, including the impact of
any co-tenancy, CBL expects to utilize $10.0 - $13.0 million of the
Reserve.
Detail of assumptions underlying guidance follows:
|
|
|
|
|
|
| Low |
|
| High |
|
2018 FFO, as adjusted, per share (Includes the Reserve)
| | | | $1.70 | | | $1.80 |
|
2018 Change in Same-Center NOI ("SC NOI") (Includes the Reserve)
| | | |
(6.75)%
| | |
(5.25)%
|
|
Reserve for unbudgeted lost rents included in SC NOI and FFO
| | | | $20.0 million | | | $10.0 million |
|
Gain on outparcel sales
| | | | $7.0 million | | | $10.0 million |
|
Estimated 2018 Dividend Per Common Share (1) | | | | $0.80 | | | $0.80 |
(1) Subject to Board approval
|
|
|
Reconciliation of GAAP net income to 2018 FFO, as adjusted, per
share guidance:
|
|
|
|
|
|
| Low |
|
| High |
|
Expected diluted earnings per common share
| | | |
$
|
0.04
| | | |
$
|
0.13
| |
|
Adjust to fully converted shares from common shares
| | | |
(0.01
|
)
| | |
(0.01
|
)
|
|
Expected earnings per diluted, fully converted common share
| | | |
0.03
| | | |
0.12
| |
|
Add: depreciation and amortization
| | | |
1.58
| | | |
1.58
| |
|
Less: gain on depreciable property
| | | |
(0.01
|
)
| | |
(0.01
|
)
|
|
Add: loss on impairment
| | | |
0.09
| | | |
0.09
| |
|
Add: noncontrolling interest in earnings of Operating Partnership | | | |
0.01
|
| | |
0.02
|
|
|
Expected FFO, as adjusted, per diluted, fully converted common share
| | | |
$
|
1.70
|
| | |
$
|
1.80
|
|
| | | | | | | | | | |
|
| | | | | | | | | | |
|
| | | | | | | | | | |
|
INVESTOR CONFERENCE CALL AND WEBCAST
CBL Properties will host a conference call on Friday, April 27, 2018, at
11:00 a.m. ET. To access this interactive teleconference, dial (888)
317-6003 or (412) 317-6061 and enter the confirmation number, 3192915. A
replay of the conference call will be available through May 4, 2018, by
dialing (877) 344-7529 or (412) 317-0088 and entering the confirmation
number, 10117542.
The Company will also provide an online webcast and rebroadcast of its
first quarter 2018 earnings release conference call. The live broadcast
of the quarterly conference call will be available online at cblproperties.com
on Friday, April 27, 2018, beginning at 11:00 a.m. ET. The online replay
will follow shortly after the call.
To receive the CBL Properties first quarter earnings release and
supplemental information, please visit the Invest section of our website
at cblproperties.com
or contact Investor Relations at (423) 490-8312.
ABOUT CBL PROPERTIES
Headquartered in Chattanooga, TN, CBL Properties owns and manages a
national portfolio of market-dominant properties located in dynamic and
growing communities. CBL’s portfolio is comprised of 117 properties
totaling 73.4 million square feet across 26 states, including 75
high-quality enclosed, outlet and open-air retail centers and 11
properties managed for third parties. CBL continuously strengthens its
company and portfolio through active management, aggressive leasing and
profitable reinvestment in its properties. For more information visit cblproperties.com.
NON-GAAP FINANCIAL MEASURES
Funds From Operations
FFO is a widely used non-GAAP measure of the operating performance of
real estate companies that supplements net income (loss) determined in
accordance with GAAP. The National Association of Real Estate Investment
Trusts (“NAREIT”) defines FFO as net income (loss) (computed in
accordance with GAAP) excluding gains or losses on sales of depreciable
operating properties and impairment losses of depreciable properties,
plus depreciation and amortization, and after adjustments for
unconsolidated partnerships and joint ventures and noncontrolling
interests. Adjustments for unconsolidated partnerships and joint
ventures and noncontrolling interests are calculated on the same basis.
We define FFO as defined above by NAREIT less dividends on preferred
stock of the Company or distributions on preferred units of the
Operating Partnership, as applicable. The Company’s method of
calculating FFO may be different from methods used by other REITs and,
accordingly, may not be comparable to such other REITs.
The Company believes that FFO provides an additional indicator of the
operating performance of its properties without giving effect to real
estate depreciation and amortization, which assumes the value of real
estate assets declines predictably over time. Since values of
well-maintained real estate assets have historically risen with market
conditions, the Company believes that FFO enhances investors’
understanding of its operating performance. The use of FFO as an
indicator of financial performance is influenced not only by the
operations of the Company’s properties and interest rates, but also by
its capital structure.
The Company presents both FFO allocable to Operating Partnership common
unitholders and FFO allocable to common shareholders, as it believes
that both are useful performance measures. The Company believes FFO
allocable to Operating Partnership common unitholders is a useful
performance measure since it conducts substantially all of its business
through its Operating Partnership and, therefore, it reflects the
performance of the properties in absolute terms regardless of the ratio
of ownership interests of the Company’s common shareholders and the
noncontrolling interest in the Operating Partnership. The Company
believes FFO allocable to its common shareholders is a useful
performance measure because it is the performance measure that is most
directly comparable to net income (loss) attributable to its common
shareholders.
In the reconciliation of net income (loss) attributable to the Company’s
common shareholders to FFO allocable to Operating Partnership common
unitholders, located in this earnings release, the Company makes an
adjustment to add back noncontrolling interest in income (loss) of its
Operating Partnership in order to arrive at FFO of the Operating
Partnership common unitholders. The Company then applies a percentage to
FFO of the Operating Partnership common unitholders to arrive at FFO
allocable to its common shareholders. The percentage is computed by
taking the weighted-average number of common shares outstanding for the
period and dividing it by the sum of the weighted-average number of
common shares and the weighted-average number of Operating Partnership
units held by noncontrolling interests during the period.
FFO does not represent cash flows from operations as defined by GAAP, is
not necessarily indicative of cash available to fund all cash flow needs
and should not be considered as an alternative to net income (loss) for
purposes of evaluating the Company’s operating performance or to cash
flow as a measure of liquidity.
The Company believes that it is important to identify the impact of
certain significant items on its FFO measures for a reader to have a
complete understanding of the Company’s results of operations.
Therefore, the Company has also presented adjusted FFO measures
excluding these items from the applicable periods. Please refer to the
reconciliation of net income (loss) attributable to common shareholders
to FFO allocable to Operating Partnership common unitholders on page 9
of this news release for a description of these adjustments.
Same-center Net Operating Income
NOI is a supplemental non-GAAP measure of the operating performance of
the Company’s shopping centers and other properties. The Company defines
NOI as property operating revenues (rental revenues, tenant
reimbursements and other income) less property operating expenses
(property operating, real estate taxes and maintenance and repairs).
The Company computes NOI based on the Operating Partnership’s pro rata
share of both consolidated and unconsolidated properties. The Company
believes that presenting NOI and same-center NOI (described below) based
on its Operating Partnership’s pro rata share of both consolidated and
unconsolidated properties is useful since the Company conducts
substantially all of its business through its Operating Partnership and,
therefore, it reflects the performance of the properties in absolute
terms regardless of the ratio of ownership interests of the Company’s
common shareholders and the noncontrolling interest in the Operating
Partnership. The Company’s definition of NOI may be different than that
used by other companies and, accordingly, the Company’s calculation of
NOI may not be comparable to that of other companies.
Since NOI includes only those revenues and expenses related to the
operations of the Company’s shopping center properties, the Company
believes that same-center NOI provides a measure that reflects trends in
occupancy rates, rental rates, sales at the malls and operating costs
and the impact of those trends on the Company’s results of operations.
The Company’s calculation of same-center NOI excludes lease termination
income, straight-line rent adjustments, amortization of above and below
market lease intangibles and write-off of landlord inducement assets in
order to enhance the comparability of results from one period to
another. A reconciliation of same-center NOI to net income is located at
the end of this earnings release.
Pro Rata Share of Debt
The Company presents debt based on its pro rata ownership share
(including the Company’s pro rata share of unconsolidated affiliates and
excluding noncontrolling interests’ share of consolidated properties)
because it believes this provides investors a clearer understanding of
the Company’s total debt obligations which affect the Company’s
liquidity. A reconciliation of the Company’s pro rata share of debt to
the amount of debt on the Company’s condensed consolidated balance sheet
is located at the end of this earnings release.
Information included herein contains “forward-looking statements”
within the meaning of the federal securities laws.Such
statements are inherently subject to risks and uncertainties, many of
which cannot be predicted with accuracy and some of which might not even
be anticipated.Future events and actual events, financial and
otherwise, may differ materially from the events and results discussed
in the forward-looking statements.The reader is directed to the
Company’s various filings with the Securities and Exchange Commission,
including without limitation the Company’s Annual Report on Form 10-K,
and the “Management’s Discussion and Analysis of Financial Condition and
Results of Operations” included therein, for a discussion of such risks
and uncertainties.
|
|
|
|
|
|
|
|
|
|
CBL & Associates Properties, Inc. Consolidated
Statements of Operations (Unaudited; in thousands, except
per share amounts)
|
|
|
|
|
|
|
|
|
| Three Months Ended March 31, |
| | | | | | | 2018 |
|
| 2017 |
| REVENUES: | | | | | | | | | | |
|
Minimum rents
| | | | | | | $ | 150,361 | | | |
$
|
159,750
| |
|
Percentage rents
| | | | | | | 2,043 | | | |
2,389
| |
|
Other rents
| | | | | | | 2,055 | | | |
3,652
| |
|
Tenant reimbursements
| | | | | | | 60,613 | | | |
67,291
| |
|
Management, development and leasing fees
| | | | | | | 2,721 | | | |
3,452
| |
|
Other
| | | | | | | 2,407 |
| | |
1,479
|
|
|
Total revenues
| | | | | | | 220,200 |
| | |
238,013
|
|
| OPERATING EXPENSES: | | | | | | | | | | |
|
Property operating
| | | | | | | 32,826 | | | |
34,914
| |
|
Depreciation and amortization
| | | | | | | 71,750 | | | |
71,220
| |
|
Real estate taxes
| | | | | | | 21,848 | | | |
22,083
| |
|
Maintenance and repairs
| | | | | | | 13,179 | | | |
13,352
| |
|
General and administrative
| | | | | | | 18,304 | | | |
16,082
| |
|
Loss on impairment
| | | | | | | 18,061 | | | |
3,263
| |
|
Other
| | | | | | | 94 |
| | |
—
|
|
|
Total operating expenses
| | | | | | | 176,062 |
| | |
160,914
|
|
| Income from operations | | | | | | | 44,138 | | | |
77,099
| |
|
Interest and other income
| | | | | | | 213 | | | |
1,404
| |
|
Interest expense
| | | | | | | (53,767 | ) | | |
(56,201
|
)
|
|
Gain on extinguishment of debt
| | | | | | | — | | | |
4,055
| |
|
Income tax benefit
| | | | | | | 645 | | | |
800
| |
|
Equity in earnings of unconsolidated affiliates
| | | | | | | 3,739 |
| | |
5,373
|
|
| Income (loss) from continuing operations before gain on sales of
real estate assets | | | | | | | (5,032 | ) | | |
32,530
| |
|
Gain on sales of real estate assets
| | | | | | | 4,371 |
| | |
5,988
|
|
| Net income (loss) | | | | | | | (661 | ) | | |
38,518
| |
|
Net (income) loss attributable to noncontrolling interests in:
| | | | | | | | | | |
|
Operating Partnership
| | | | | | | 1,665 | | | |
(3,690
|
)
|
|
Other consolidated subsidiaries
| | | | | | | (101 | ) | | |
(713
|
)
|
| Net income attributable to the Company | | | | | | | 903 | | | |
34,115
| |
|
Preferred dividends
| | | | | | | (11,223 | ) | | |
(11,223
|
)
|
| Net income (loss) attributable to common shareholders | | | | | | | $ | (10,320 | ) | | |
$
|
22,892
|
|
| | | | | | | | | |
|
| Basic and diluted per share data attributable to common
shareholders: | | | | | | | | | | |
|
Net income (loss) attributable to common shareholders
| | | | | | | $ | (0.06 | ) | | |
$
|
0.13
| |
Weighted-average common and potential dilutive common shares
outstanding
| | | | | | | 171,943 | | | |
170,989
| |
| | | | | | | | | |
|
|
Dividends declared per common share
| | | | | | | $ | 0.200 | | | |
$
|
0.265
| |
|
|
|
|
|
|
|
|
|
|
|
|
The Company’s reconciliation of net income (loss) attributable
to common shareholders to FFO allocable to Operating Partnership
common unitholders is as follows: |
(in thousands, except per share data)
|
|
|
|
|
|
|
|
| Three Months Ended March 31, |
| | | | 2018 |
|
| 2017 |
|
Net income (loss) attributable to common shareholders
| | | | $ | (10,320 | ) | | |
$
|
22,892
| |
|
Noncontrolling interest in income (loss) of Operating Partnership | | | | (1,665 | ) | | |
3,690
| |
|
Depreciation and amortization expense of:
| | | | | | | |
|
Consolidated properties
| | | | 71,750 | | | |
71,220
| |
|
Unconsolidated affiliates
| | | | 10,401 | | | |
9,543
| |
|
Non-real estate assets
| | | | (921 | ) | | |
(864
|
)
|
|
Noncontrolling interests' share of depreciation and amortization
| | | | (2,166 | ) | | |
(1,979
|
)
|
|
Loss on impairment, net of taxes
| | | | 18,061 | | | |
2,067
| |
|
(Gain) loss on depreciable property
| | | | (2,236 | ) | | |
41
|
|
| FFO allocable to Operating Partnership common unitholders | | | | 82,904 | | | |
106,610
| |
|
Litigation expenses (1) | | | | — | | | |
43
| |
|
Nonrecurring professional fees reimbursement (1) | | | | — | | | |
(925
|
)
|
|
Non-cash default interest expense (2) | | | | 916 | | | |
1,307
| |
|
Gain on extinguishment of debt (3) | | | | — |
| | |
(4,055
|
)
|
| FFO allocable to Operating Partnership common unitholders, as
adjusted | | | | $ | 83,820 |
| | |
$
|
102,980
|
|
| | | | | | |
|
| FFO per diluted share | | | | $ | 0.42 |
| | |
$
|
0.53
|
|
| | | | | | |
|
| FFO, as adjusted, per diluted share | | | | $ | 0.42 |
| | |
$
|
0.52
|
|
| | | | | | |
|
|
Weighted-average common and potential dilutive common shares
outstanding with Operating Partnership units fully converted
| | | | 199,694 | | | |
199,281
| |
| | | | | | |
|
(1) |
|
Litigation expense is included in general and administrative
expense in the consolidated statements of operations. Nonrecurring
professional fees reimbursement is included in interest and other
income in the consolidated statements of operations.
|
(2) | |
The three months ended March 31, 2018 includes default interest
expense related to Acadiana Mall. The three months ended March 31,
2017 includes default interest expense related to Chesterfield
Mall, Wausau Center and Midland Mall.
|
(3) | |
The three months ended March 31, 2017 represents gain on
extinguishment of debt related to the non-recourse loan secured by
Midland Mall, which was conveyed to the lender in January 2017.
|
|
|
|
|
|
|
The reconciliation of diluted EPS to FFO per diluted share is as
follows:
|
|
|
|
| Three Months Ended March 31, |
| | 2018 |
| 2017 |
| Diluted EPS attributable to common shareholders | | $ | (0.06 | ) | |
$
|
0.13
| |
|
Eliminate amounts per share excluded from FFO:
| | | | |
|
Depreciation and amortization expense, including amounts from
consolidated properties, unconsolidated affiliates, non-real estate
assets and excluding amounts allocated to noncontrolling interests
| | | 0.40 | | | |
0.39
| |
|
Loss on impairment, net of taxes
| | | 0.09 | | | |
0.01
| |
|
Gain on depreciable property
| |
| (0.01 | ) | |
|
—
|
|
| FFO per diluted share | | $ | 0.42 |
| |
$
|
0.53
|
|
|
|
|
|
|
|
The reconciliations of FFO allocable to Operating Partnership
common unitholders to FFO allocable to common shareholders,
including and excluding the adjustments noted above, are as
follows:
|
|
|
| | Three Months Ended March 31, |
| | 2018 | | 2017 |
| FFO allocable to Operating Partnership common unitholders | | $ | 82,904 | | |
$
|
106,610
| |
Percentage allocable to common shareholders (1) | |
| 86.10 | % | |
|
85.80
|
%
|
| FFO allocable to common shareholders | | $ | 71,380 |
| |
$
|
91,471
|
|
| | | |
|
| FFO allocable to Operating Partnership common unitholders, as
adjusted | | $ | 83,820 | | |
$
|
102,980
| |
|
Percentage allocable to common shareholders (1) | |
| 86.10 | % | |
|
85.80
|
%
|
| FFO allocable to common shareholders, as adjusted | | $ | 72,169 |
| |
$
|
88,357
|
|
(1) |
|
Represents the weighted average number of common shares outstanding
for the period divided by the sum of the weighted average number of
common shares and the weighted average number of Operating
Partnership units outstanding during the period. See the
reconciliation of shares and Operating Partnership units outstanding
on page 15.
|
|
|
|
|
|
|
|
|
|
|
|
|
| SUPPLEMENTAL FFO INFORMATION: |
|
|
|
|
|
| Three Months Ended March 31, |
| | | | | | 2018 |
|
| 2017 |
|
Lease termination fees
| | | | | | $ | 6,261 | | | |
$
|
247
| |
|
Lease termination fees per share
| | | | | | $ | 0.03 | | | |
$
|
—
| |
| | | | | | | | |
|
|
Straight-line rental income (write-offs)
| | | | | | $ | (3,633 | ) | | |
$
|
73
| |
|
Straight-line rental income (write-offs) per share
| | | | | | $ | (0.02 | ) | | |
$
|
—
| |
| | | | | | | | |
|
|
Gains on outparcel sales
| | | | | | $ | 2,147 | | | |
$
|
5,997
| |
|
Gains on outparcel sales per share
| | | | | | $ | 0.01 | | | |
$
|
0.03
| |
| | | | | | | | |
|
|
Net amortization of acquired above- and below-market leases
| | | | | | $ | 805 | | | |
$
|
1,218
| |
|
Net amortization of acquired above- and below-market leases per share
| | | | | | $ | — | | | |
$
|
0.01
| |
| | | | | | | | |
|
|
Net amortization of debt premiums and discounts
| | | | | | $ | 107 | | | |
$
|
623
| |
|
Net amortization of debt premiums and discounts per share
| | | | | | $ | — | | | |
$
|
—
| |
| | | | | | | | |
|
|
Income tax benefit
| | | | | | $ | 645 | | | |
$
|
800
| |
|
Income tax benefit per share
| | | | | | $ | — | | | |
$
|
—
| |
| | | | | | | | |
|
|
Gain on extinguishment of debt
| | | | | | $ | — | | | |
$
|
4,055
| |
|
Gain on extinguishment of debt per share
| | | | | | $ | — | | | |
$
|
0.02
| |
| | | | | | | | |
|
|
Non-cash default interest expense
| | | | | | $ | (916 | ) | | |
$
|
(1,307
|
)
|
|
Non-cash default interest expense per share
| | | | | | $ | — | | | |
$
|
(0.01
|
)
|
| | | | | | | | |
|
|
Abandoned projects expense
| | | | | | $ | (94 | ) | | |
$
|
—
| |
|
Abandoned projects expense per share
| | | | | | $ | — | | | |
$
|
—
| |
| | | | | | | | |
|
|
Interest capitalized
| | | | | | $ | 587 | | | |
$
|
839
| |
|
Interest capitalized per share
| | | | | | $ | — | | | |
$
|
—
| |
| | | | | | | | |
|
|
Litigation expenses
| | | | | | $ | — | | | |
$
|
(43
|
)
|
|
Litigation expenses per share
| | | | | | $ | — | | | |
$
|
—
| |
| | | | | | | | |
|
|
Nonrecurring professional fees reimbursement
| | | | | | $ | — | | | |
$
|
925
| |
|
Nonrecurring professional fees reimbursement per share
| | | | | | $ | — | | | |
$
|
—
| |
|
|
|
|
|
|
| | | | | | As of March 31, |
| | | | | | 2018 | | | 2017 |
|
Straight-line rent receivable
| | | | | | $ | 58,244 | | | |
$
|
67,029
| |
|
|
|
|
|
|
| | | | | | Three Months Ended March 31, |
| | | | | | 2018 | | | 2017 |
| Net income (loss) | | | | | | $ | (661 | ) | | |
$
|
38,518
| |
| | | | | | | | |
|
| Adjustments: | | | | | | | | | |
|
Depreciation and amortization
| | | | | | | 71,750 | | | | |
71,220
| |
|
Depreciation and amortization from unconsolidated affiliates
| | | | | | | 10,401 | | | | |
9,543
| |
|
Noncontrolling interests' share of depreciation and amortization in
other consolidated subsidiaries
| | | | | | | (2,166 | ) | | | |
(1,979
|
)
|
|
Interest expense
| | | | | | | 53,767 | | | | |
56,201
| |
|
Interest expense from unconsolidated affiliates
| | | | | | | 5,954 | | | | |
6,161
| |
|
Noncontrolling interests' share of interest expense in other
consolidated subsidiaries
| | | | | | | (1,851 | ) | | | |
(1,706
|
)
|
|
Abandoned projects expense
| | | | | | | 94 | | | | |
—
| |
|
Gain on sales of real estate assets
| | | | | | | (4,371 | ) | | | |
(5,988
|
)
|
|
Loss on sales of real estate assets of unconsolidated affiliates
| | | | | | | — | | | | |
35
| |
|
Gain on extinguishment of debt
| | | | | | | — | | | | |
(4,055
|
)
|
|
Loss on impairment
| | | | | | | 18,061 | | | | |
3,263
| |
|
Income tax benefit
| | | | | | | (645 | ) | | | |
(800
|
)
|
|
Lease termination fees
| | | | | | | (6,261 | ) | | | |
(247
|
)
|
|
Straight-line rent and above- and below-market lease amortization
| | | | | | | 2,828 | | | | |
(1,291
|
)
|
|
Net income attributable to noncontrolling interests in other
consolidated subsidiaries
| | | | | | | (101 | ) | | | |
(713
|
)
|
|
General and administrative expenses
| | | | | | | 18,304 | | | | |
16,082
| |
|
Management fees and non-property level revenues
| | | | | |
| (3,887 | ) | | |
|
(5,257
|
)
|
| Operating Partnership's share of property NOI | | | | | | | 161,216 | | | | |
178,987
| |
|
Non-comparable NOI
| | | | | |
| (6,420 | ) | | |
|
(12,954
|
)
|
| Total same-center NOI (1) | | | | | | $ | 154,796 |
| | |
$
|
166,033
|
|
| Total same-center NOI percentage change | | | | | |
| (6.8 | )% | | | |
|
|
|
|
|
|
|
|
|
|
|
|
Same-center Net Operating Income (Continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Three Months Ended March 31, |
| | | | | | | | | | | | | | | 2018 |
|
| 2017 |
|
Malls
| | | | | | | | | | | | | | | $ | 138,931 | | | |
$
|
149,705
| |
|
Associated centers
| | | | | | | | | | | | | | | 7,925 | | | |
8,305
| |
|
Community centers
| | | | | | | | | | | | | | | 6,006 | | | |
6,188
| |
|
Offices and other
| | | | | | | | | | | | | | | 1,934 |
| | |
1,835
|
|
| Total same-center NOI (1) | | | | | | | | | | | | | | | $ | 154,796 |
| | |
$
|
166,033
|
|
| | | | | | | | | | | | | | | | | | |
|
| Percentage Change: | | | | | | | | | | | | | | | | | | | |
|
Malls
| | | | | | | | | | | | | | | (7.2)% | | | | |
|
Associated centers
| | | | | | | | | | | | | | | (4.6)% | | | | |
|
Community centers
| | | | | | | | | | | | | | | (2.9)% | | | | |
|
Offices and other
| | | | | | | | | | | | | | | 5.4% | | | | |
| Total same-center NOI (1) | | | | | | | | | | | | | | | (6.8)% | | | | |
|
|
(1) |
|
CBL defines NOI as property operating revenues (rental revenues,
tenant reimbursements and other income), less property operating
expenses (property operating, real estate taxes and maintenance and
repairs). Same-center NOI excludes lease termination income,
straight-line rent adjustments, amortization of above and below
market lease intangibles and write-offs of landlord inducement
assets. We include a property in our same-center pool when we own
all or a portion of the property as of March 31, 2018, and we owned
it and it was in operation for both the entire preceding calendar
year and the current year-to-date reporting period ending March 31,
2018. New properties are excluded from same-center NOI, until they
meet this criteria. Properties excluded from the same-center pool
that would otherwise meet this criteria are properties which are
either under major redevelopment, being considered for
repositioning, where we intend to renegotiate the terms of the debt
secured by the related property or return the property to the
lender, or minority interest properties in which we own an interest
of 25% or less.
|
|
|
|
|
|
|
|
|
|
|
|
|
Company’s Share of Consolidated and Unconsolidated Debt (Dollars
in thousands)
|
|
|
|
|
|
| As of March 31, 2018 |
| | | | Fixed Rate |
|
| Variable Rate |
|
| Total per Debt Schedule |
|
| Unamortized Deferred Financing Costs |
|
| Total |
|
Consolidated debt
| | | | $ | 3,110,446 | | | | $ | 1,114,969 | |
| | $ | 4,225,415 | | | | $ | (17,730 | ) | | | $ | 4,207,685 | |
|
Noncontrolling interests' share of consolidated debt
| | | | | (76,785 | ) | | | | (5,403 | ) | | | | (82,188 | ) | | | | 670 | | | | | (81,518 | ) |
|
Company's share of unconsolidated affiliates' debt
| | | |
| 529,722 |
| | |
| 67,754 |
| | |
| 597,476 |
| | |
| (2,319 | ) | | |
| 595,157 |
|
|
Company's share of consolidated and unconsolidated debt
| | | | $ | 3,563,383 |
| | | $ | 1,177,320 |
| | | $ | 4,740,703 |
| | | $ | (19,379 | ) | | | $ | 4,721,324 |
|
|
Weighted-average interest rate
| | | | | 5.19 | % | | | | 3.23 | % | | | | 4.70 | % | | | | | | |
| | | | | | | | | | | | | | | |
|
| | | | | | | | | | | | | | | |
|
| | | | As of March 31, 2017 |
| | | | Fixed Rate | | | Variable Rate |
| | Total per Debt Schedule | | | Unamortized Deferred Financing Costs | | | Total |
|
Consolidated debt
| | | |
$
|
3,389,900
| | | |
$
|
1,149,563
| | | |
$
|
4,539,463
| | | |
$
|
(16,983
|
)
| | |
$
|
4,522,480
| |
|
Noncontrolling interests' share of consolidated debt
| | | | |
(107,197
|
)
| | | |
(6,855
|
)
| | | |
(114,052
|
)
| | | |
903
| | | | |
(113,149
|
)
|
|
Company's share of unconsolidated affiliates' debt
| | | |
|
528,040
|
| | |
|
72,299
|
| | |
|
600,339
|
| | |
|
(2,651
|
)
| | |
|
597,688
|
|
|
Company's share of consolidated and unconsolidated debt
| | | |
$
|
3,810,743
|
| | |
$
|
1,215,007
|
| | |
$
|
5,025,750
|
| | |
$
|
(18,731
|
)
| | |
$
|
5,007,019
|
|
|
Weighted-average interest rate
| | | | |
5.28
|
%
| | | |
2.31
|
%
| | | |
4.56
|
%
| | | | | | |
|
|
|
|
|
|
Debt-To-Total-Market Capitalization Ratio as of March 31, 2018 (In
thousands, except stock price)
|
|
|
| | | Shares Outstanding | | | Stock Price (1) | | | Value |
|
Common stock and Operating Partnership units
| | | |
199,950
| | | |
$
|
4.17
| | | |
$
|
833,792
| |
|
7.375% Series D Cumulative Redeemable Preferred Stock
| | | |
1,815
| | | | |
250.00
| | | | |
453,750
| |
|
6.625% Series E Cumulative Redeemable Preferred Stock
| | | |
690
| | | | |
250.00
| | | |
|
172,500
|
|
|
Total market equity
| | | | | | | | | |
1,460,042
| |
|
Company's share of total debt, excluding unamortized deferred
financing costs
| | | | | | | | |
|
4,740,703
|
|
|
Total market capitalization
| | | | | | | | |
$
|
6,200,745
|
|
|
Debt-to-total-market capitalization ratio
| | | | | | | | | |
76.5
|
%
|
(1) |
|
Stock price for common stock and Operating Partnership units equals
the closing price of the common stock on March 29, 2018. The stock
prices for the preferred stocks represent the liquidation preference
of each respective series.
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of Shares and Operating Partnership Units
Outstanding (In thousands)
|
|
|
|
|
|
|
|
| Three Months Ended March 31, |
| | | | | | Basic |
|
| Diluted |
| 2018: | | | | | | | | | |
|
Weighted-average shares - EPS
| | | | | | | 171,943 | | | | | 171,943 | |
| Weighted-average Operating Partnership units
| | | | | |
| 27,751 |
| | |
| 27,751 |
|
|
Weighted-average shares- FFO
| | | | | |
| 199,694 |
| | |
| 199,694 |
|
| | | | | | | | |
|
| 2017: | | | | | | | | | |
|
Weighted-average shares - EPS
| | | | | | |
170,989
| | | | |
170,989
| |
| Weighted-average Operating Partnership units
| | | | | |
|
28,292
|
| | |
|
28,292
|
|
|
Weighted-average shares- FFO
| | | | | |
|
199,281
|
| | |
|
199,281
|
|
|
|
|
|
|
|
Dividend Payout Ratio |
|
|
| | | | | | Three Months Ended March 31, |
| | | | | | 2018 | | | 2017 |
|
Weighted-average cash dividend per share
| | | | | | $ | 0.20885 | | | |
$
|
0.27281
| |
|
FFO, as adjusted, per diluted fully converted share
| | | | | | $ | 0.42 |
| | |
$
|
0.52
|
|
|
Dividend payout ratio
| | | | | |
| 49.7 | % | | |
|
52.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Balance Sheets (Unaudited; in thousands,
except share data)
|
|
|
| | | | | | As of |
| | | | | | March 31, 2018 | | | December 31, 2017 |
| ASSETS | | | | | | | | | |
|
Real estate assets:
| | | | | | | | | |
|
Land
| | | | | | $ | 808,228 | | | |
$
|
813,390
| |
|
Buildings and improvements
| | | | | |
| 6,688,716 |
| | |
|
6,723,194
|
|
| | | | | | | 7,496,944 | | | | |
7,536,584
| |
|
Accumulated depreciation
| | | | | |
| (2,496,629 | ) | | |
|
(2,465,095
|
)
|
| | | | | | | 5,000,315 | | | | |
5,071,489
| |
|
Developments in progress
| | | | | |
| 100,481 |
| | |
|
85,346
|
|
|
Net investment in real estate assets
| | | | | | | 5,100,796 | | | | |
5,156,835
| |
|
Cash and cash equivalents
| | | | | | | 23,346 | | | | |
32,627
| |
|
Receivables:
| | | | | | | | | |
Tenant, net of allowance for doubtful accounts of $2,062 and
$2,011 in 2018 and 2017, respectively
| | | | | | | 78,788 | | | | |
83,552
| |
|
Other, net of allowance for doubtful accounts of $838 in 2018 and
2017
| | | | | | | 8,726 | | | | |
7,570
| |
|
Mortgage and other notes receivable
| | | | | | | 8,677 | | | | |
8,945
| |
|
Investments in unconsolidated affiliates
| | | | | | | 306,191 | | | | |
249,192
| |
|
Intangible lease assets and other assets
| | | | | |
| 164,613 |
| | |
|
166,087
|
|
| | | | | | $ | 5,691,137 |
| | |
$
|
5,704,808
|
|
| | | | | | | | |
|
| LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY | | | | | | | | | |
|
Mortgage and other indebtedness, net
| | | | | | $ | 4,207,685 | | | |
$
|
4,230,845
| |
|
Accounts payable and accrued liabilities
| | | | | |
| 232,431 |
| | |
|
228,650
|
|
|
Total liabilities
| | | | | |
| 4,440,116 |
| | |
|
4,459,495
|
|
|
Commitments and contingencies
| | | | | | | | | |
|
Redeemable noncontrolling interests
| | | | | |
| 6,365 |
| | |
|
8,835
|
|
|
Shareholders' equity:
| | | | | | | | | |
|
Preferred stock, $.01 par value, 15,000,000 shares authorized:
| | | | | | | | | |
7.375% Series D Cumulative Redeemable Preferred Stock, 1,815,000
shares outstanding
| | | | | | | 18 | | | | |
18
| |
6.625% Series E Cumulative Redeemable Preferred Stock, 690,000
shares outstanding
| | | | | | | 7 | | | | |
7
| |
Common stock, $.01 par value, 350,000,000 shares authorized,
172,656,783 and 171,088,778 issued and outstanding in 2018 and
2017, respectively
| | | | | | | 1,727 | | | | |
1,711
| |
|
Additional paid-in capital
| | | | | | | 1,971,983 | | | | |
1,974,537
| |
|
Dividends in excess of cumulative earnings
| | | | | |
| (822,173 | ) | | |
|
(836,269
|
)
|
|
Total shareholders' equity
| | | | | | | 1,151,562 | | | | |
1,140,004
| |
|
Noncontrolling interests
| | | | | |
| 93,094 |
| | |
|
96,474
|
|
|
Total equity
| | | | | |
| 1,244,656 |
| | |
|
1,236,478
|
|
| | | | | | $ | 5,691,137 |
| | |
$
|
5,704,808
|
|
| | | | | | | | | | | | |
|
| | | | | | | | | | | | |
|
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View source version on businesswire.com: https://www.businesswire.com/news/home/20180426006758/en/
CBL Properties
Katie Reinsmidt, 423-490-8301
Executive Vice
President - Chief Investment Officer
katie.reinsmidt@cblproperties.com
Source: CBL Properties