CBL Properties Reports Results for First Quarter 2020 and Provides Further COVID-19 Update

Company Release - 5/26/2020

CHATTANOOGA, Tenn.--(BUSINESS WIRE)-- CBL Properties (NYSE:CBL) announced results for the first quarter ended March 31, 2020, and provided a further update on the impact of the COVID-19 pandemic on its financial and operational performance. 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,

 

 

2020

 

2019

 

%

Net loss attributable to common shareholders per diluted share

 

$

(0.75

)

 

$

(0.29

)

 

 

(158.6

)%

Funds from Operations ("FFO") per diluted share

 

$

0.25

 

 

$

0.22

 

 

 

13.6

%

FFO, as adjusted, per diluted share (1)

 

$

0.26

 

 

$

0.30

 

 

 

(13.3

)%

(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 loss attributable to common shareholders to FFO allocable to Operating Partnership common unitholders on page 8 of this news release

KEY TAKEAWAYS:

  • FFO per diluted share, as adjusted, was $0.26 for the first quarter 2020, compared with $0.30 per share for the first quarter 2019. First quarter 2020 FFO per share was impacted by $0.02 per share of dilution from asset sales completed since the prior-year period and $0.07 per share of lower property NOI offset by $0.02 per share lower interest expense and $0.02 per share lower net G&A expense.
  • Same-center sales per square foot for the twelve-months ended February 29, 2020, increased 3% to $392 per square foot compared with the prior-year period ended February 28, 2019. The majority of stores in the CBL portfolio closed during the month of March 2020, which resulted in a decline in reported same-center sales per square foot for the month of 45% compared with the prior year month.
  • Total Portfolio same-center NOI declined 8.7% for the three months ended March 31, 2020, as compared with the prior-year period.
  • Portfolio occupancy as of March 31, 2020, was 89.5%, representing a 180-basis point decline compared with 91.3% as of March 31, 2019. Same-center mall occupancy was 87.8% as of March 31, 2020, a 200-basis point decline compared with 89.8% as of March 31, 2019.
  • CBL established a comprehensive COVID-19 operational response plan, including enacting a work from home protocol for employees, following CDC and governmental recommended guidelines across the portfolio for operating, closing and re-opening plans and providing assistance to its local and regional tenants in various ways, including launching a dynamic informational website to help access local, state and federal resources.
  • The Company also took significant actions to improve liquidity and reduce costs in response to the COVID-19 pandemic. These steps included drawing $280 million on its line of credit, eliminating all non-essential expenditures, implementing a company-wide furlough and salary reduction program and delaying and suspending capital expenditures, including redevelopment investments (more details herein).

“While first quarter results were largely as anticipated, the COVID-19 pandemic significantly shifted our expectations for the remainder of the year,” said Stephen D. Lebovitz, Chief Executive Officer. “The majority of the properties in our portfolio closed during March due to government mandates. As of May 25th, 66 of 68 CBL owned or managed malls have re-opened, subject to certain health and safety restrictions, including a dozen properties that are offering curbside or exterior-only service. As properties re-open, we have worked in cooperation with our tenants to institute strict guidelines, following CDC and health department recommendations, to help ensure the safety of our employees, tenants and customers.

“For the month of April, we received approximately 27% of billed cash rents. We estimate a collection rate for the month of May in the range of 25-30% based on preliminary cash receipts and conversations with retailers. The majority of our tenants requested rent relief, either in the form of rent deferrals or abatements. We have placed a number of tenants in default for non-payment of rent. We anticipate a significant portion of April and May rents will be collected later in 2020 and into 2021 under agreed upon deferral plans. However, negotiations are ongoing, and it is premature to estimate a recovery rate at this time.

“Our priority during this time of uncertainty has been to preserve cash. We announced significant steps to improve our liquidity position, including drawing down the available amount on our line of credit. In addition, we instituted a significant cost reduction program. We have been successful in deferring or halting approximately $60 - $80 million in planned capital expenditures, including redevelopment investments, for 2020. While we have paused several major projects, we are pursuing capital lite solutions for backfilling our remaining available anchors, including joint venture partnerships, favorable lease structures and third-party arrangements – all of which benefit our portfolio while preserving capital. Additionally, we were able to achieve debt service payment deferrals for a portion of our secured loans. Securitized lenders in general have shown minimal flexibility in amending loan payments.

“We have addressed nearly all of our major debt maturities for 2020 and are in discussions with existing lenders for certain 2021 secured loan maturities. As a reminder, we have no significant unsecured debt maturities until December 2023, and have time to evaluate the optimal financial roadmap for CBL. We are being proactive to determine the best strategies for addressing these future maturities and significantly reducing leverage.”

FINANCIAL RESULTS

Net loss attributable to common shareholders for the first quarter 2020 was $133.9 million, or $0.75 per diluted share, compared with a net loss of $50.2 million, or a loss of $0.29 per diluted share, for the first quarter 2019. Net loss for the first quarter 2020 was impacted by a $133.6 million loss on impairment of real estate to write down the carrying values of Monroeville Mall in Monroeville, PA, and Burnsville Center in Minneapolis, MN, to the properties’ estimated fair values.

FFO allocable to common shareholders, as adjusted, for the first quarter 2020 was $45.9 million, or $0.26 per diluted share, compared with $52.4 million, or $0.30 per diluted share, for the first quarter 2019. FFO allocable to the Operating Partnership common unitholders, as adjusted, for the first quarter 2020 was $51.6 million compared with $60.5 million for the first quarter 2019.

Percentage change in same-center Net Operating Income (“NOI”) (1):

 

 

Three Months Ended

March 31,

 

 

2020

Portfolio same-center NOI

 

 

(8.7

)%

Mall same-center NOI

 

 

(9.6

)%

(1)

 

CBL’s definition of same-center NOI excludes the impact of lease termination fees and certain non-cash items such as straight-line rents and reimbursements, write-offs of landlord inducements and net amortization of acquired above and below market leases.

Major variances impacting same-center NOI for the three months ended March 31, 2020, include:

  • Same-center NOI declined $11.8 million, due to a $12.1 million decrease in revenues offset by a $0.3 million decline in operating expenses.
  • Rental revenues declined $13.6 million, including a $6.4 million decline in tenant reimbursements and a $7.0 million decline in minimum and other rents. Percentage rents declined $0.2 million.
  • Property operating expenses increased $0.1 million compared with the prior year. Maintenance and repair expenses improved $0.5 million. Real estate tax expenses increased $0.1 million.

COVID-19 UPDATE

On March 11, 2020, the World Health Organization classified COVID-19 as a pandemic. As a result of extraordinary governmental actions taken to contain COVID-19, the Company is unable to predict the full extent of the pandemic’s impact to the Company’s results of operations for the remainder of 2020. As a result, on March 25, 2020, CBL withdrew its full-year 2020 FFO per share, as adjusted, guidance and underlying assumptions and does not plan to reinstate full-year 2020 guidance until there is further clarity on the financial impact of the pandemic.

In response to local and state mandated closures, the majority of the properties in the CBL portfolio closed during the month of March 2020. Beginning in late April, government agencies began allowing the re-opening of certain properties with various health and safety restrictions or solely for curbside service. As of May 25th, 66 of 68 owned or managed mall properties have re-opened including twelve for curbside or exterior-only service. The safety and health of our customers, employees and tenants remains a top priority. With each re-opening, CBL has instituted a comprehensive re-opening plan that includes strict procedures and guidelines for our employees, tenants and property visitors based on CDC and other health agency recommendations.

During the month of April, CBL collected approximately 27% of billed cash-based rents and estimates May rent collections will be in the range of 25-30%. Many tenants have requested deferral of rent or in certain instances, abatement of rents due. While, in general, under the leases, CBL believes that the tenants have a clear contractual obligation to pay rent, CBL is working with tenants that may require rent deferral or relief. These tenant discussions are ongoing and at this time, CBL is unable to estimate the outcome of these discussions, the impact of these relief packages or the ultimate recoverability of any amounts deferred.

EXPENSE REDUCTION AND LIQUIDITY

As previously announced, CBL has implemented comprehensive programs to halt all non-essential expenditures, to reduce operating and overhead expenses and to reduce, defer or suspend capital expenditures, including redevelopment investments. These programs include:

  • reductions to executive compensation, including a 50% reduction for CBL’s Chairman, CEO and President, a 50% reduction to independent director fees and a 20% reduction for other officers;
  • a broad-based temporary furlough program impacting approximately 300 employees, or 60% of CBL’s workforce;
  • salary reductions for the remaining staff;
  • capital expenditure reductions or deferrals, including redevelopment expenditures, estimated in the range of $60 million - $80 million;
  • suspension or delay of all other non-essential expenditures.

CBL has also taken actions to improve its liquidity position to help offset the impact to near-term cash flows. In March, CBL completed a $280 million aggregate draw on its line of credit, which represented substantially all of the remaining available balance. CBL has also been able to achieve debt service payment deferrals for certain secured loans.

PORTFOLIO OPERATIONAL RESULTS

Occupancy(1):

 

 

As of March 31,

 

 

2020

 

2019

Total portfolio

 

 

89.5

%

 

 

91.3

%

Malls:

 

 

 

 

 

 

 

 

Total Mall portfolio

 

 

87.8

%

 

 

89.4

%

Same-center Malls

 

 

87.8

%

 

 

89.8

%

Stabilized Malls

 

 

88.0

%

 

 

89.7

%

Non-stabilized Malls (2)

 

 

80.0

%

 

 

76.4

%

Associated centers

 

 

93.2

%

 

 

96.9

%

Community centers

 

 

95.8

%

 

 

97.6

%

(1)

 

Occupancy for malls represents percentage of mall store gross leasable area under 20,000 square feet occupied. Occupancy for associated and community centers represents percentage of gross leasable area occupied.

(2)

Represents occupancy for The Outlet Shoppes at Laredo.

 

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, 2020

Stabilized Malls

 

 

(7.4

)%

New leases

 

 

31.5

%

Renewal leases

 

 

(11.2

)%

Same-Center Sales Per Square Foot for Mall Tenants 10,000 Square Feet or Less:

 

 

Twelve Months Ended

February 29, 2020

 

 

Twelve Months Ended

February 28, 2019

 

 

% Change

Stabilized mall same-center sales per square foot

 

$

392

 

 

$

380

 

 

 

3

%

 

FINANCING ACTIVITY

During the quarter, CBL retired two loans aggregating $84.7 million secured separately by Valley View Mall in Roanoke, VA and Parkway Place in Huntsville, AL.

CBL also closed on a new $4.68 million loan in first quarter 2020 secured by The Outlet Shoppes at Atlanta – Phase II with a new lender. The new loan will mature in November 2023, bears interest at 4.1% and replaced the existing loan, which matured in February 2020.

CBL has discontinued discussions with lenders for a potential modification and extension of the loans secured by Park Plaza in Little Rock, AR ($77.6 million) and Hickory Point in Forsyth, IL ($27.5 million). CBL anticipates cooperating with the lenders in foreclosure proceedings. CBL is also working with the servicer for the loan secured by EastGate Mall in Cincinnati, OH ($31.9 million) to return the property to the lender.

CBL is currently in discussions with the lenders to modify and extend the loans secured by Burnsville Center in Minneapolis, MN ($64.2 million) and Greenbrier Mall in Chesapeake, VA ($64.5 million). These discussions are ongoing and CBL is not able to predict the outcome at this time.

DISPOSITIONS

CBL did not complete any major dispositions during the quarter.

ANCHOR REPLACEMENT PROGRESS AND REDEVELOPMENT

As part of overall cost reduction and cash preservation actions, CBL has suspended or delayed certain redevelopment projects, where possible. Detailed project information is available in CBL’s Financial Supplement for Q1 2020.

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 108 properties totaling 68.2 million square feet across 26 states, including 68 high-quality enclosed, outlet and open-air retail centers and 9 properties managed for third parties. CBL seeks to continuously strengthen its company and portfolio through active management, aggressive leasing and profitable reinvestment in its properties. For more information visit cblproperties.com.

NON-GAAP FINANCIAL MEASURES

Funds From Operations

FFO is a widely used non-GAAP measure of the operating performance of real estate companies that supplements net income (loss) determined in accordance with GAAP. The National Association of Real Estate Investment Trusts ("NAREIT") defines FFO as net income (loss) (computed in accordance with GAAP) excluding gains or losses on sales of depreciable operating properties and impairment losses of depreciable properties, plus depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures and noncontrolling interests. Adjustments for unconsolidated partnerships and joint ventures and noncontrolling interests are calculated on the same basis. We define FFO as defined above by NAREIT 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 8 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.

 

Consolidated Statements of Operations

(Unaudited; in thousands, except per share amounts)

 

 

Three Months Ended

March 31,

 

 

2020

 

2019

REVENUES:

 

 

 

 

 

 

 

 

Rental revenues

 

$

161,173

 

 

$

190,980

 

Management, development and leasing fees

 

 

2,092

 

 

 

2,523

 

Other

 

 

4,309

 

 

 

4,527

 

Total revenues

 

 

167,574

 

 

 

198,030

 

OPERATING EXPENSES:

 

 

 

 

 

 

 

 

Property operating

 

 

(25,709

)

 

 

(28,980

)

Depreciation and amortization

 

 

(55,902

)

 

 

(69,792

)

Real estate taxes

 

 

(18,448

)

 

 

(19,919

)

Maintenance and repairs

 

 

(11,208

)

 

 

(12,776

)

General and administrative

 

 

(17,836

)

 

 

(22,007

)

Loss on impairment

 

 

(133,644

)

 

 

(24,825

)

Litigation settlement

 

 

 

 

 

(88,150

)

Other

 

 

(158

)

 

 

 

Total operating expenses

 

 

(262,905

)

 

 

(266,449

)

OTHER INCOME (EXPENSES):

 

 

 

 

 

 

 

 

Interest and other income

 

 

2,397

 

 

 

489

 

Interest expense

 

 

(46,992

)

 

 

(53,998

)

Gain on extinguishment of debt

 

 

 

 

 

71,722

 

Gain on sales of real estate assets

 

 

140

 

 

 

228

 

Income tax provision

 

 

(526

)

 

 

(139

)

Equity in earnings of unconsolidated affiliates

 

 

1,018

 

 

 

3,308

 

Total other income (expenses)

 

 

(43,963

)

 

 

21,610

 

Net loss

 

 

(139,294

)

 

 

(46,809

)

Net loss attributable to noncontrolling interests in:

 

 

 

 

 

 

 

 

Operating Partnership

 

 

16,414

 

 

 

7,758

 

Other consolidated subsidiaries

 

 

207

 

 

 

75

 

Net loss attributable to the Company

 

 

(122,673

)

 

 

(38,976

)

Preferred dividends declared

 

 

 

 

 

(11,223

)

Preferred dividends undeclared

 

 

(11,223

)

 

 

 

Net loss attributable to common shareholders

 

$

(133,896

)

 

$

(50,199

)

Basic and diluted per share data attributable to common shareholders:

 

 

 

 

 

 

 

 

Net loss attributable to common shareholders

 

$

(0.75

)

 

$

(0.29

)

Weighted-average common and potential dilutive common shares outstanding

 

 

179,133

 

 

 

173,252

 

The Company's reconciliation of net loss attributable to common shareholders to FFO allocable to Operating Partnership common unitholders is as follows:

(in thousands, except per share data)

 

 

Three Months Ended

March 31,

 

 

2020

 

2019

Net loss attributable to common shareholders

 

$

(133,896

)

 

$

(50,199

)

Noncontrolling interest in loss of Operating Partnership

 

 

(16,414

)

 

 

(7,758

)

Depreciation and amortization expense of:

 

 

 

 

 

 

 

 

Consolidated properties

 

 

55,902

 

 

 

69,792

 

Unconsolidated affiliates

 

 

13,510

 

 

 

10,666

 

Non-real estate assets

 

 

(917

)

 

 

(897

)

Noncontrolling interests' share of depreciation and amortization in other

consolidated subsidiaries

 

 

(923

)

 

 

(2,157

)

Loss on impairment

 

 

133,644

 

 

 

24,825

 

(Gain) loss on depreciable property

 

 

25

 

 

 

(242

)

FFO allocable to Operating Partnership common unitholders

 

 

50,931

 

 

 

44,030

 

Litigation settlement, net of taxes (1)

 

 

 

 

 

87,667

 

Non-cash default interest expense (2)

 

 

690

 

 

 

542

 

Gain on extinguishment of debt (3)

 

 

 

 

 

(71,722

)

FFO allocable to Operating Partnership common unitholders, as adjusted

 

$

51,621

 

 

$

60,517

 

FFO per diluted share

 

$

0.25

 

 

$

0.22

 

FFO, as adjusted, per diluted share

 

$

0.26

 

 

$

0.30

 

Weighted-average common and potential dilutive common shares

outstanding with Operating Partnership units fully converted

 

 

201,258

 

 

 

200,010

 

(1)

The three months ended March 31, 2019 is comprised of the accrued maximum expense of $88.2 million related to the proposed settlement of a class action lawsuit.

(2)

The three months ended March 31, 2020 includes default interest expense related to Greenbrier Mall and Hickory Point Mall. The three months ended March 31, 2019 includes default interest expense related to Acadiana Mall and Cary Towne Center.

(3)

The three months ended March 31, 2019 includes a gain on extinguishment of debt related to the non-recourse loan secured by Acadiana Mall, which was conveyed to the lender in the first quarter of 2019, and a gain on extinguishment of debt related to the non-recourse loan secured by Cary Towne Center, which was sold in the first quarter of 2019.

The reconciliation of diluted EPS to FFO per diluted share is as follows:

 

 

Three Months Ended

March 31,

 

 

2020

 

2019

Diluted EPS attributable to common shareholders

 

$

(0.75

)

 

$

(0.29

)

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

 

 

0.34

 

 

 

0.39

 

Loss on impairment

 

 

0.66

 

 

 

0.12

 

FFO per diluted share

 

$

0.25

 

 

$

0.22

 

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,

 

 

2020

 

2019

FFO allocable to Operating Partnership common unitholders

 

$

50,931

 

 

$

44,030

 

Percentage allocable to common shareholders (1)

 

 

89.01

%

 

 

86.62

%

FFO allocable to common shareholders

 

$

45,334

 

 

$

38,139

 

FFO allocable to Operating Partnership common unitholders, as adjusted

 

$

51,621

 

 

$

60,517

 

Percentage allocable to common shareholders (1)

 

 

89.01

%

 

 

86.62

%

FFO allocable to common shareholders, as adjusted

 

$

45,948

 

 

$

52,420

 

(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 13.

 

 

Three Months Ended

March 31,

 

 

2020

 

2019

SUPPLEMENTAL FFO INFORMATION:

 

 

 

 

 

 

 

 

Lease termination fees

 

$

220

 

 

$

1,017

 

Lease termination fees per share

 

$

 

 

$

0.01

 

 

 

 

 

 

 

 

 

 

Straight-line rental income

 

$

892

 

 

$

237

 

Straight-line rental income per share

 

$

 

 

$

 

 

 

 

 

 

 

 

 

 

Gains on outparcel sales

 

$

165

 

 

$

618

 

Gains on outparcel sales per share

 

$

 

 

$

 

 

 

 

 

 

 

 

 

 

Net amortization of acquired above- and below-market leases

 

$

903

 

 

$

808

 

Net amortization of acquired above- and below-market leases per share

 

$

 

 

$

 

 

 

 

 

 

 

 

 

 

Net amortization of debt premiums and discounts

 

$

343

 

 

$

324

 

Net amortization of debt premiums and discounts per share

 

$

 

 

$

 

 

 

 

 

 

 

 

 

 

Income tax provision

 

$

(526

)

 

$

(139

)

Income tax provision per share

 

$

 

 

$

 

 

 

 

 

 

 

 

 

 

Gain on extinguishment of debt

 

$

 

 

$

71,722

 

Gain on extinguishment of debt per share

 

$

 

 

$

0.36

 

 

 

 

 

 

 

 

 

 

Non-cash default interest expense

 

$

(690

)

 

$

(542

)

Non-cash default interest expense per share

 

$

 

 

$

 

 

 

 

 

 

 

 

 

 

Abandoned projects expense

 

$

(158

)

 

$

 

Abandoned projects expense per share

 

$

 

 

$

 

 

 

 

 

 

 

 

 

 

Interest capitalized

 

$

726

 

 

$

563

 

Interest capitalized per share

 

$

 

 

$

 

 

 

 

 

 

 

 

 

 

Litigation settlement, net of taxes

 

$

 

 

$

87,667

 

Litigation settlement, net of taxes per share

 

$

 

 

$

0.44

 

 

 

 

 

 

 

 

 

 

 

 

As of March 31,

 

 

2020

 

2019

Straight-line rent receivable

 

$

55,845

 

 

$

53,870

 

Same-center Net Operating Income

(Dollars in thousands)

 

 

Three Months Ended

March 31,

 

 

2020

 

2019

Net loss

 

$

(139,294

)

 

$

(46,809

)

Adjustments:

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

55,902

 

 

 

69,792

 

Depreciation and amortization from unconsolidated affiliates

 

 

13,510

 

 

 

10,666

 

Noncontrolling interests' share of depreciation and amortization in other

consolidated subsidiaries

 

 

(923

)

 

 

(2,157

)

Interest expense

 

 

46,992

 

 

 

53,998

 

Interest expense from unconsolidated affiliates

 

 

7,676

 

 

 

6,570

 

Noncontrolling interests' share of interest expense in other consolidated subsidiaries

 

 

(582

)

 

 

(1,766

)

Abandoned projects expense

 

 

158

 

 

 

 

Gain on sales of real estate assets

 

 

(140

)

 

 

(228

)

Gain on sales of real estate assets of unconsolidated affiliates

 

 

 

 

 

(630

)

Gain on extinguishment of debt

 

 

 

 

 

(71,722

)

Loss on impairment

 

 

133,644

 

 

 

24,825

 

Litigation settlement

 

 

 

 

 

88,150

 

Income tax provision

 

 

526

 

 

 

139

 

Lease termination fees

 

 

(220

)

 

 

(1,017

)

Straight-line rent and above- and below-market lease amortization

 

 

(1,795

)

 

 

(1,045

)

Net loss attributable to noncontrolling interests in other consolidated subsidiaries

 

 

207

 

 

 

75

 

General and administrative expenses

 

 

17,836

 

 

 

22,007

 

Management fees and non-property level revenues

 

 

(4,177

)

 

 

(2,666

)

Operating Partnership's share of property NOI

 

 

129,320

 

 

 

148,182

 

Non-comparable NOI

 

 

(5,665

)

 

 

(12,720

)

Total same-center NOI (1)

 

$

123,655

 

 

$

135,462

 

Total same-center NOI percentage change

 

 

(8.7

)%

 

 

 

 

Same-center Net Operating Income

(Continued)

 

 

Three Months Ended

March 31,

 

 

2020

 

2019

Malls

 

$

109,388

 

 

$

120,967

 

Associated centers

 

 

7,460

 

 

 

8,127

 

Community centers

 

 

5,597

 

 

 

5,167

 

Offices and other

 

 

1,210

 

 

 

1,201

 

Total same-center NOI (1)

 

$

123,655

 

 

$

135,462

 

Percentage Change:

 

 

 

 

 

 

 

 

Malls

 

 

(9.6

)%

 

 

 

 

Associated centers

 

 

(8.2

)%

 

 

 

 

Community centers

 

 

8.3

%

 

 

 

 

Offices and other

 

 

0.7

%

 

 

 

 

Total same-center NOI (1)

 

 

(8.7

)%

 

 

 

 

(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, 2020, 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, 2020. New properties are excluded from same-center NOI, until they meet these criteria. Properties excluded from the same-center pool that would otherwise meet these criteria are properties which are under major redevelopment or 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.

Company's Share of Consolidated and Unconsolidated Debt

(Dollars in thousands)

 

 

As of March 31, 2020

 

 

Fixed Rate

 

Variable

Rate

 

Total per

Debt

Schedule

 

 

Unamortized

Deferred

Financing

Costs

 

Total

Consolidated debt

 

$

2,601,849

 

 

$

1,203,075

 

 

$

3,804,924

 

 

 

$

(15,232

)

 

$

3,789,692

 

Noncontrolling interests' share of consolidated debt

 

 

(30,505

)

 

 

 

 

 

(30,505

)

 

 

 

304

 

 

 

(30,201

)

Company's share of unconsolidated affiliates' debt

 

 

629,306

 

 

 

111,936

 

 

 

741,242

 

 

 

 

(2,774

)

 

 

738,468

 

Company's share of consolidated and unconsolidated debt

 

$

3,200,650

 

 

$

1,315,011

 

 

$

4,515,661

 

 

 

$

(17,702

)

 

$

4,497,959

 

Weighted-average interest rate

 

 

5.06

%

 

 

3.87

%

 

 

4.72

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of March 31, 2019

 

 

 

Fixed Rate

 

Variable

Rate

 

Total per

Debt

Schedule

 

 

Unamortized

Deferred

Financing

Costs

 

Total

Consolidated debt

 

$

2,971,830

 

 

$

970,453

 

 

$

3,942,283

 

 

 

$

(20,083

)

 

$

3,922,200

 

Noncontrolling interests' share of consolidated debt

 

 

(93,909

)

 

 

 

 

 

(93,909

)

 

 

 

775

 

 

 

(93,134

)

Company's share of unconsolidated affiliates' debt

 

 

547,494

 

 

 

84,404

 

 

 

631,898

 

 

 

 

(2,529

)

 

 

629,369

 

Company's share of consolidated and unconsolidated debt

 

$

3,425,415

 

 

$

1,054,857

 

 

$

4,480,272

 

 

 

$

(21,837

)

 

$

4,458,435

 

Weighted-average interest rate

 

 

5.16

%

 

 

4.78

%

 

 

5.07

%

 

 

 

 

 

 

 

 

 

Total Market Capitalization as of March 31, 2020

(In thousands, except stock price)

 

 

Shares

Outstanding

 

Stock

Price (1)

Common stock and operating partnership units

 

 

201,706

 

 

$

0.20

 

7.375% Series D Cumulative Redeemable Preferred Stock

 

 

1,815

 

 

 

250.00

 

6.625% Series E Cumulative Redeemable Preferred Stock

 

 

690

 

 

 

250.00

 

(1)

 

Stock price for common stock and Operating Partnership units equals the closing price of the common stock on March 31, 2020. 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

2020:

 

 

 

 

 

 

 

 

Weighted-average shares - EPS

 

 

179,133

 

 

 

179,133

 

Weighted-average Operating Partnership units

 

 

22,125

 

 

 

22,125

 

Weighted-average shares - FFO

 

 

201,258

 

 

 

201,258

 

2019:

 

 

 

 

 

 

 

 

Weighted-average shares - EPS

 

 

173,252

 

 

 

173,252

 

Weighted-average Operating Partnership units

 

 

26,758

 

 

 

26,758

 

Weighted-average shares - FFO

200,010

200,010

Consolidated Balance Sheets

(Unaudited; in thousands, except share data)

 

 

As of

 

 

March 31,
2020

 

December 31,
2019

ASSETS

 

 

 

 

 

 

 

 

Real estate assets:

 

 

 

 

 

 

 

 

Land

 

$

718,547

 

 

$

730,218

 

Buildings and improvements

 

 

5,360,133

 

 

 

5,631,831

 

 

 

 

6,078,680

 

 

 

6,362,049

 

Accumulated depreciation

 

 

(2,218,254

)

 

 

(2,349,404

)

 

 

 

3,860,426

 

 

 

4,012,645

 

Developments in progress

 

 

31,009

 

 

 

49,351

 

Net investment in real estate assets

 

 

3,891,435

 

 

 

4,061,996

 

Cash and cash equivalents

 

 

159,117

 

 

 

32,816

 

Available-for-sale securities - at amortized cost (fair value of $153,172 in 2020)

 

 

153,150

 

 

 

 

Receivables:

 

 

 

 

 

 

 

 

Tenant

 

 

72,157

 

 

 

75,252

 

Other

 

 

10,152

 

 

 

10,792

 

Mortgage and other notes receivable

 

 

3,523

 

 

 

4,662

 

Investments in unconsolidated affiliates

 

 

299,797

 

 

 

307,354

 

Intangible lease assets and other assets

 

 

131,984

 

 

 

129,474

 

 

 

$

4,721,315

 

 

$

4,622,346

 

LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY

 

 

 

 

 

 

 

 

Mortgage and other indebtedness, net

 

$

3,789,692

 

 

$

3,527,015

 

Accounts payable and accrued liabilities

 

 

205,470

 

 

 

231,306

 

Total liabilities

 

 

3,995,162

 

 

 

3,758,321

 

Commitments and contingencies

 

 

 

 

 

 

 

 

Redeemable noncontrolling interests

 

 

1,062

 

 

 

2,160

 

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, 191,965,622 and

174,115,111 issued and outstanding in 2020 and 2019, respectively

 

 

1,920

 

 

 

1,741

 

Additional paid-in capital

 

 

1,977,891

 

 

 

1,965,897

 

Accumulated other comprehensive income

 

 

22

 

 

 

 

Dividends in excess of cumulative earnings

 

 

(1,284,024

)

 

 

(1,161,351

)

Total shareholders' equity

 

 

695,834

 

 

 

806,312

 

Noncontrolling interests

 

 

29,257

 

 

 

55,553

 

Total equity

 

 

725,091

 

 

 

861,865

 

 

 

$

4,721,315

 

 

$

4,622,346

 

 

Katie Reinsmidt, Executive Vice President - Chief Investment Officer, 423.490.8301, katie.reinsmidt@cblproperties.com

Source: CBL Properties