CBL & ASSOCIATES PROPERTIES INC, 10-Q filed on 8/17/2020
Quarterly Report
v3.20.2
Document And Entity Information - shares
6 Months Ended
Jun. 30, 2020
Aug. 11, 2020
Document And Entity Information [Line Items]    
Entity Central Index Key 0000910612  
Current Fiscal Year End Date --12-31  
Document Fiscal Year Focus 2020  
Document Fiscal Period Focus Q2  
Amendment Flag false  
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Jun. 30, 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   194,073,103
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, $0.01 par value  
Trading Symbol CBLprE  
Security Exchange Name NYSE  
CBL & Associates Limited Partnership    
Document And Entity Information [Line Items]    
Entity Central Index Key 0000915140  
Document Fiscal Year Focus 2020  
Document Period End Date Jun. 30, 2020  
Entity File Number 333-182515-01  
Entity Registrant Name CBL & ASSOCIATES LIMITED PARTNERSHIP  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 62-1542285  
Entity Address, Address Line One 2030 Hamilton Place Blvd.  
Entity Address, Address Line Two Suite 500  
Entity Address, City or Town Chattanooga  
Entity Address, State or Province TN  
Entity Address, Postal Zip Code 37421  
City Area Code 423  
Local Phone Number 855-0001  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Non-accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
v3.20.2
Consolidated Balance Sheets - USD ($)
Jun. 30, 2020
Dec. 31, 2019
Real estate assets:    
Land [1] $ 719,497,000 $ 730,218,000
Buildings and improvements [1] 5,285,259,000 5,631,831,000
Real estate assets [1] 6,004,756,000 6,362,049,000
Accumulated depreciation [1] (2,199,622,000) (2,349,404,000)
Real estate investment property, net, before developments in progress [1] 3,805,134,000 4,012,645,000
Developments in progress [1] 30,600,000 49,351,000
Net investment in real estate assets [1] 3,835,734,000 4,061,996,000
Cash and cash equivalents [1] 123,388,000 32,816,000
Available-for-sale securities - at fair value (amortized cost of $152,460 in 2020) 152,418,000  
Receivables:    
Tenant [1] 125,930,000 75,252,000
Other [1] 5,457,000 10,792,000
Mortgage and other notes receivable [1] 2,729,000 4,662,000
Investments in unconsolidated affiliates [1] 301,148,000 307,354,000
Intangible lease assets and other assets [1] 108,355,000 129,474,000
Total assets [1] 4,655,159,000 4,622,346,000
Accumulated depreciation [1] (2,199,622,000) (2,349,404,000)
Real estate investment property, net, before developments in progress [1] 3,805,134,000 4,012,645,000
Developments in progress [1] 30,600,000 49,351,000
Net investment in real estate assets [1] 3,835,734,000 4,061,996,000
Mortgage and other notes receivable 2,729,000 4,662,000
Intangible lease assets and other assets [1] 108,355,000 129,474,000
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY    
Mortgage and other indebtedness, net 3,774,034,000 3,527,015,000
Accounts payable and accrued liabilities 227,147,000 231,306,000
Total liabilities [1] 4,001,181,000 3,758,321,000
Commitments and contingencies
Redeemable noncontrolling interests 525,000 2,160,000
Preferred Stock, $.01 par value, 15,000,000 shares authorized:    
Common stock, $.01 par value, 350,000,000 shares authorized, 191,951,454 and 174,115,111 issued and outstanding in 2020 and 2019, respectively 1,920,000 1,741,000
Additional paid-in capital 1,982,454,000 1,965,897,000
Accumulated other comprehensive loss (42,000)  
Dividends in excess of cumulative earnings (1,354,253,000) (1,161,351,000)
Total shareholders' equity 630,104,000 806,312,000
Noncontrolling interests 23,349,000 55,553,000
Total equity 653,453,000 861,865,000
Common units    
Accumulated other comprehensive loss (42,000)  
Noncontrolling interests 23,349,000 55,553,000
Total liabilities, redeemable noncontrolling interests and equity 4,655,159,000 4,622,346,000
CBL & Associates Limited Partnership    
Real estate assets:    
Land [2] 719,497,000 730,218,000
Buildings and improvements [2] 5,285,259,000 5,631,831,000
Real estate assets [2] 6,004,756,000 6,362,049,000
Accumulated depreciation [2] (2,199,622,000) (2,349,404,000)
Real estate investment property, net, before developments in progress [2] 3,805,134,000 4,012,645,000
Developments in progress [2] 30,600,000 49,351,000
Net investment in real estate assets [2] 3,835,734,000 4,061,996,000
Cash and cash equivalents [2] 123,380,000 32,813,000
Available-for-sale securities - at fair value (amortized cost of $152,460 in 2020) [2] 152,418,000  
Receivables:    
Tenant [2] 125,930,000 75,252,000
Other [2] 5,409,000 10,744,000
Mortgage and other notes receivable [2] 2,729,000 4,662,000
Investments in unconsolidated affiliates [2] 301,677,000 307,885,000
Intangible lease assets and other assets [2] 108,235,000 129,354,000
Total assets [2] 4,655,512,000 4,622,706,000
Accumulated depreciation [2] (2,199,622,000) (2,349,404,000)
Real estate investment property, net, before developments in progress [2] 3,805,134,000 4,012,645,000
Developments in progress [2] 30,600,000 49,351,000
Net investment in real estate assets [2] 3,835,734,000 4,061,996,000
Intangible lease assets and other assets [2] 108,235,000 129,354,000
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY    
Mortgage and other indebtedness, net 3,774,034,000 3,527,015,000
Accounts payable and accrued liabilities 227,218,000 231,377,000
Total liabilities [2] 4,001,252,000 3,758,392,000
Commitments and contingencies
Redeemable noncontrolling interests 525,000 2,160,000
Preferred Stock, $.01 par value, 15,000,000 shares authorized:    
Accumulated other comprehensive loss (42,000)  
Partners' capital    
Preferred units 565,212,000 565,212,000
Common units    
General partner 658,000 2,765,000
Limited partners 64,772,000 270,216,000
Accumulated other comprehensive loss (42,000)  
Total partners' capital 630,600,000 838,193,000
Noncontrolling interests 23,135,000 23,961,000
Total capital 653,735,000 862,154,000
Total liabilities, redeemable noncontrolling interests and equity 4,655,512,000 4,622,706,000
Owners' equity 630,600,000 838,193,000
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 230,654,000 229,423,000
Buildings and improvements 2,168,418,000 2,160,628,000
Real estate assets 2,399,072,000 2,390,051,000
Accumulated depreciation (935,836,000) (899,500,000)
Real estate investment property, net, before developments in progress 1,463,236,000 1,490,551,000
Developments in progress 11,620,000 14,503,000
Net investment in real estate assets 1,474,856,000 1,505,054,000
Cash and cash equivalents 3,525,000 6,456,000
Receivables:    
Tenant 50,888,000 30,374,000
Other 2,133,000 1,496,000
Intangible lease assets and other assets 37,023,000 38,717,000
Total assets 1,642,211,000 1,657,113,000
Accumulated depreciation (935,836,000) (899,500,000)
Real estate investment property, net, before developments in progress 1,463,236,000 1,490,551,000
Developments in progress 11,620,000 14,503,000
Net investment in real estate assets 1,474,856,000 1,505,054,000
Mortgage and other notes receivable 73,786,000 75,016,000
Intangible lease assets and other assets 37,023,000 38,717,000
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY    
Mortgage and other indebtedness, net 247,635,000 249,879,000
Accounts payable and accrued liabilities 40,968,000 50,663,000
Total liabilities 288,603,000 300,542,000
Commitments and contingencies
Common units    
Total partners' capital 1,353,608,000 1,356,571,000
Total liabilities, redeemable noncontrolling interests and equity 1,642,211,000 1,657,113,000
Mortgage notes payable, net 247,635,000 249,879,000
Owners' equity $ 1,353,608,000 $ 1,356,571,000
[1] As of June 30, 2020, includes $369,359 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $171,518 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 June 30, 2020, includes $369,359 of assets related to consolidated variable interest entities that can only be used to settle obligations of the consolidated variable interest entities and $171,518 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Operating Partnership. See Note 7 .
v3.20.2
Consolidated Balance Sheets (Parenthetical) - USD ($)
6 Months Ended 12 Months Ended
Jun. 30, 2020
Dec. 31, 2019
Available-for-sale securities, fair value $ 152,460,000  
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) 191,951,454 174,115,111
Common stock outstanding (shares) 191,951,454 174,115,111
Variable interest asset entities [1] $ 4,655,159,000 $ 4,622,346,000
Variable interest liability entities [1] 4,001,181,000 3,758,321,000
CBL & Associates Limited Partnership    
Available-for-sale securities, fair value 152,460,000  
Variable interest asset entities [2] 4,655,512,000 4,622,706,000
Variable interest liability entities [2] 4,001,252,000 $ 3,758,392,000
Variable Interest Entity Primary Beneficiary    
Variable interest asset entities 369,359,000  
Variable Interest Entity Primary Beneficiary | CBL & Associates Limited Partnership    
Variable interest asset entities 369,359,000  
Variable interest liability entities 171,518,000  
Variable Interest Entity Primary Beneficiary | Nonrecourse    
Variable interest liability entities $ 171,518,000  
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 June 30, 2020, includes $369,359 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $171,518 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 June 30, 2020, includes $369,359 of assets related to consolidated variable interest entities that can only be used to settle obligations of the consolidated variable interest entities and $171,518 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Operating Partnership. See Note 7 .
v3.20.2
Consolidated Statements of Operations - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
REVENUES:        
Rental revenues $ 120,222,000 $ 185,393,000 $ 281,395,000 $ 376,373,000
Management, development and leasing fees 1,055,000 2,586,000 3,147,000 5,109,000
Other 2,934,000 5,398,000 7,243,000 9,925,000
Total revenues [1] 124,211,000 193,377,000 291,785,000 391,407,000
OPERATING EXPENSES:        
Property operating (16,906,000) (26,532,000) (42,615,000) (55,512,000)
Depreciation and amortization (52,663,000) (64,478,000) (108,565,000) (134,270,000)
Real estate taxes (17,837,000) (19,148,000) (36,285,000) (39,067,000)
Maintenance and repairs (6,042,000) (11,298,000) (17,250,000) (24,074,000)
General and administrative (18,727,000) (14,427,000) (36,563,000) (36,434,000)
Loss on impairment (13,274,000) (41,608,000) (146,918,000) (66,433,000)
Litigation settlement       (88,150,000)
Other (242,000) (34,000) (400,000) (34,000)
Total operating expenses (125,691,000) (177,525,000) (388,596,000) (443,974,000)
OTHER INCOME (EXPENSES):        
Interest and other income 891,000 356,000 3,288,000 845,000
Interest expense (52,631,000) (52,482,000) (99,623,000) (106,480,000)
Gain on extinguishment of debt       71,722,000
Gain on sales of real estate assets 2,623,000 5,527,000 2,763,000 5,755,000
Income tax provision (16,117,000) (813,000) (16,643,000) (952,000)
Equity in earnings (losses) of unconsolidated affiliates (6,079,000) 1,872,000 (5,061,000) 5,180,000
Total other expenses (71,313,000) (45,540,000) (115,276,000) (23,930,000)
Net income (72,793,000) (29,688,000) (212,087,000) (76,497,000)
Other consolidated subsidiaries/Net income attributable to noncontrolling interests 487,000 57,000 694,000 132,000
Net income (loss) attributable to the Company/Operating Partnership (70,229,000) (24,177,000) (192,902,000) (63,153,000)
Net income (loss) attributable to common shareholders/unitholders (81,452,000) (35,400,000) (215,348,000) (85,599,000)
Gain (loss) on sales of real estate assets 2,623,000 5,527,000 2,763,000 5,755,000
Net loss attributable to noncontrolling interests in:        
Operating Partnership 2,077,000 5,454,000 18,491,000 13,212,000
Other consolidated subsidiaries/Net income attributable to noncontrolling interests 487,000 57,000 694,000 132,000
Net income (loss) attributable to the Company/Operating Partnership (70,229,000) (24,177,000) (192,902,000) (63,153,000)
Preferred dividends declared   (11,223,000)   (22,446,000)
Preferred dividends undeclared (11,223,000)   (22,446,000)  
Net income (loss) attributable to common shareholders/unitholders $ (81,452,000) $ (35,400,000) $ (215,348,000) $ (85,599,000)
Basic and diluted per share data attributable to common shareholders:        
Net income attributable to common shareholders/unitholders $ (0.42) $ (0.20) $ (1.16) $ (0.49)
Weighted-average common and potential dilutive common shares/units outstanding 191,962 173,473 185,547 173,363
CBL & Associates Limited Partnership        
REVENUES:        
Rental revenues $ 120,222,000 $ 185,393,000 $ 281,395,000 $ 376,373,000
Management, development and leasing fees 1,055,000 2,586,000 3,147,000 5,109,000
Other 2,934,000 5,398,000 7,243,000 9,925,000
Total revenues 124,211,000 193,377,000 291,785,000 391,407,000
OPERATING EXPENSES:        
Property operating (16,906,000) (26,532,000) (42,615,000) (55,512,000)
Depreciation and amortization (52,663,000) (64,478,000) (108,565,000) (134,270,000)
Real estate taxes (17,837,000) (19,148,000) (36,285,000) (39,067,000)
Maintenance and repairs (6,042,000) (11,298,000) (17,250,000) (24,074,000)
General and administrative (18,727,000) (14,427,000) (36,563,000) (36,434,000)
Loss on impairment (13,274,000) (41,608,000) (146,918,000) (66,433,000)
Litigation settlement       (88,150,000)
Other (242,000) (34,000) (400,000) (34,000)
Total operating expenses (125,691,000) (177,525,000) (388,596,000) (443,974,000)
OTHER INCOME (EXPENSES):        
Interest and other income 891,000 356,000 3,288,000 845,000
Interest expense (52,631,000) (52,482,000) (99,623,000) (106,480,000)
Gain on extinguishment of debt       71,722,000
Gain on sales of real estate assets 2,623,000 5,527,000 2,763,000 5,755,000
Income tax provision (16,117,000) (813,000) (16,643,000) (952,000)
Equity in earnings (losses) of unconsolidated affiliates (6,079,000) 1,872,000 (5,061,000) 5,180,000
Total other expenses (71,313,000) (45,540,000) (115,276,000) (23,930,000)
Net income (72,793,000) (29,688,000) (212,087,000) (76,497,000)
Other consolidated subsidiaries/Net income attributable to noncontrolling interests 487,000 57,000 694,000 132,000
Net income (loss) attributable to the Company/Operating Partnership (72,306,000) (29,631,000) (211,393,000) (76,365,000)
Distributions to preferred unitholders declared   (11,223,000)   (22,446,000)
Distributions to preferred unitholders undeclared (11,223,000)   (22,446,000)  
Net income (loss) attributable to common shareholders/unitholders (83,529,000) (40,854,000) (233,839,000) (98,811,000)
Net loss attributable to noncontrolling interests in:        
Other consolidated subsidiaries/Net income attributable to noncontrolling interests 487,000 57,000 694,000 132,000
Net income (loss) attributable to the Company/Operating Partnership (72,306,000) (29,631,000) (211,393,000) (76,365,000)
Preferred dividends declared   (11,223,000)    
Net income (loss) attributable to common shareholders/unitholders $ (83,529,000) $ (40,854,000) $ (233,839,000) $ (98,811,000)
Basic and diluted per share data attributable to common shareholders:        
Net income attributable to common shareholders/unitholders $ (0.41) $ (0.20) $ (1.16) $ (0.49)
Weighted-average common and potential dilutive common shares/units outstanding 201,702 200,231 201,480 200,122
Guarantor Subsidiaries        
REVENUES:        
Rental revenues $ 46,849,000 $ 67,316,000 $ 110,680,000 $ 138,588,000
Other 1,134,000 1,552,000 2,730,000 3,271,000
Total revenues [2] 47,983,000 68,868,000 113,410,000 141,859,000
Rental revenues [3] 46,849,000 67,316,000 110,680,000 138,588,000
OPERATING EXPENSES:        
Property operating (7,033,000) (10,342,000) (17,806,000) (21,550,000)
Depreciation and amortization (21,437,000) (22,717,000) (43,301,000) (46,818,000)
Real estate taxes (6,379,000) (5,994,000) (12,981,000) (12,795,000)
Maintenance and repairs (2,345,000) (4,085,000) (6,966,000) (8,841,000)
Loss on impairment       (22,770,000)
Other   (627,000)   (627,000)
Total operating expenses (37,194,000) (43,765,000) (81,054,000) (113,401,000)
OTHER INCOME (EXPENSES):        
Interest and other income 952,000 1,084,000 1,992,000 2,027,000
Interest expense (4,334,000) (3,412,000) (8,106,000) (7,397,000)
Gain on extinguishment of debt       61,796,000
Net income 8,057,000 22,775,000 26,892,000 84,884,000
Gain (loss) on sales of real estate assets 650,000   650,000  
Total other income (expenses) $ (2,732,000) $ (2,328,000) $ (5,464,000) $ 56,426,000
[1] Management, development and leasing fees are included in the All Other category. See Note 3 for information on the Company's revenues disaggregated by revenue source for each of the above segments.
[2] Sales taxes are excluded from revenues.
[3] Revenues from leases that commenced subsequent to December 31, 2018 are accounted for in accordance with ASC 842, Leases , whereas all leases existing prior to that date are accounted for in accordance with ASC 840.
v3.20.2
Consolidated Statements of Comprehensive Loss - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Net loss $ 72,793,000 $ 29,688,000 $ 212,087,000 $ 76,497,000
Other comprehensive income (loss):        
Unrealized gain (loss) on available-for-sale securities (64,000)   (42,000)  
Comprehensive loss (72,857,000) (29,688,000) (212,129,000) (76,497,000)
Other consolidated subsidiaries 487,000 57,000 694,000 132,000
Comprehensive loss attributable to the Operating Partnership: 2,080,000 5,454,000 18,494,000 13,212,000
Comprehensive loss attributable to noncontrolling interests in:        
Operating Partnership 2,080,000 5,454,000 18,494,000 13,212,000
Other consolidated subsidiaries 487,000 57,000 694,000 132,000
Comprehensive loss attributable to the Company: (70,290,000) (24,177,000) (192,941,000) (63,153,000)
CBL & Associates Limited Partnership        
Net loss 72,793,000 29,688,000 212,087,000 76,497,000
Other comprehensive income (loss):        
Unrealized gain (loss) on available-for-sale securities (64,000)   (42,000)  
Comprehensive loss (72,857,000) (29,688,000) (212,129,000) (76,497,000)
Other consolidated subsidiaries 487,000 57,000 694,000 132,000
Comprehensive loss attributable to the Operating Partnership: (72,370,000) (29,631,000) (211,435,000) (76,365,000)
Comprehensive loss attributable to noncontrolling interests in:        
Operating Partnership (72,370,000) (29,631,000) (211,435,000) (76,365,000)
Other consolidated subsidiaries $ 487,000 $ 57,000 $ 694,000 $ 132,000
v3.20.2
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, 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              
Preferred dividends declared (22,446,000)                
Ending balance at Jun. 30, 2019 918,586,000   25,000 1,735,000 1,966,549,000   (1,104,504,000) 863,805,000 54,781,000
Ending balance of redeemable noncontrolling partnership interests at Jun. 30, 2019   2,687,000              
Beginning 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
Beginning balance of redeemable noncontrolling partnership interests at Mar. 31, 2019   3,017,000              
Net loss (29,371,000)           (24,177,000) (24,177,000) (5,194,000)
Net loss   (317,000)              
Preferred dividends declared (11,223,000)           (11,223,000) (11,223,000)  
Issuance of common stock and restricted common stock 21,000       21,000     21,000  
Cancellation of restricted common stock (5,000)       (5,000)     (5,000)  
Performance stock units 312,000       312,000     312,000  
Amortization of deferred compensation 587,000       587,000     587,000  
Adjustment for noncontrolling interests (1,130,000) 1,130,000     (2,211,000)     (2,211,000) 1,081,000
Distributions to noncontrolling interests (3,225,000) (1,143,000)             (3,225,000)
Contributions from noncontrolling interests 4,148,000               4,148,000
Ending balance at Jun. 30, 2019 918,586,000   25,000 1,735,000 1,966,549,000   (1,104,504,000) 863,805,000 54,781,000
Ending balance of redeemable noncontrolling partnership interests at Jun. 30, 2019   2,687,000              
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 (loss) 22,000         $ 22,000   22,000  
Conversion of Operating Partnership common units into shares of common stock       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              
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              
Conversion of Operating Partnership common units into shares of common stock 21,051,000                
Ending balance at Jun. 30, 2020 653,453,000   25,000 1,920,000 1,982,454,000 (42,000) (1,354,253,000) 630,104,000 23,349,000
Ending balance of redeemable noncontrolling partnership interests at Jun. 30, 2020 525,000 525,000              
Beginning 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
Beginning balance of redeemable noncontrolling partnership interests at Mar. 31, 2020   1,062,000              
Net loss (72,139,000)           (70,229,000) (70,229,000) (1,910,000)
Net loss   (654,000)              
Other comprehensive income (loss) (64,000)         (64,000)   (64,000)  
Issuance of common stock and restricted common stock 2,000       2,000     2,000  
Cancellation of restricted common stock (14,000)       (14,000)     (14,000)  
Performance stock units 379,000       379,000     379,000  
Amortization of deferred compensation 384,000       384,000     384,000  
Adjustment for noncontrolling interests (117,000) 117,000     3,812,000     3,812,000 (3,929,000)
Distributions to noncontrolling interests (94,000)               (94,000)
Contributions from noncontrolling interests 25,000               25,000
Ending balance at Jun. 30, 2020 653,453,000   $ 25,000 $ 1,920,000 $ 1,982,454,000 $ (42,000) $ (1,354,253,000) $ 630,104,000 $ 23,349,000
Ending balance of redeemable noncontrolling partnership interests at Jun. 30, 2020 $ 525,000 $ 525,000              
v3.20.2
Consolidated Statements of Equity (Parenthetical) - $ / shares
3 Months Ended
Jun. 30, 2020
Mar. 31, 2020
Jun. 30, 2019
Mar. 31, 2019
Statement Of Stockholders Equity [Abstract]        
Dividends/distributions declared - common stock/unit (USD per share/unit)       $ 0.075
Conversion of Operating Partnership common units into common stock (shares)   16,333,947    
Issuance of common stock and restricted common stock (shares) 5,891 1,633,345 15,634 863,174
Cancellation of restricted common stock (shares) 20,059 116,781 5,717 57,656
v3.20.2
Consolidated Statements of Cash Flows - USD ($)
6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
CASH FLOWS FROM OPERATING ACTIVITIES:    
Net income $ (212,087,000) $ (76,497,000)
Adjustments to reconcile net loss to net cash provided by operating activities:    
Depreciation and amortization 108,565,000 134,270,000
Net amortization of deferred financing costs, premiums on available-for-sale securities and debt premiums and discounts 4,595,000 4,306,000
Net amortization of intangible lease assets and liabilities (753,000) (1,071,000)
Gain on sales of real estate assets (2,763,000) (5,755,000)
Gain on insurance proceeds (511,000) (421,000)
Write-off of development projects 400,000 34,000
Share-based compensation expense 2,293,000 2,938,000
Loss on impairment 146,918,000 66,433,000
Gain on extinguishment of debt   (71,722,000)
Equity in (earnings) losses of unconsolidated affiliates 5,061,000 (5,180,000)
Distributions of earnings from unconsolidated affiliates 3,797,000 11,320,000
Change in estimate of uncollectable rental revenues 41,955,000 1,692,000
Change in deferred tax accounts 15,596,000 90,000
Tenant and other receivables (87,298,000) (473,000)
Other assets 753,000 (2,036,000)
Accounts payable and accrued liabilities 11,849,000 68,104,000
Changes in:    
Net cash provided by operating activities 38,370,000 126,032,000
CASH FLOWS FROM INVESTING ACTIVITIES:    
Additions to real estate assets (36,413,000) (51,148,000)
Proceeds from sales of real estate assets 3,579,000 69,238,000
Purchase of available-for-sale securities (153,193,000)  
Proceeds from insurance 600,000 740,000
Payments received on mortgage and other notes receivable 703,000 1,346,000
Additional investments in and advances to unconsolidated affiliates (10,990,000) (780,000)
Distributions in excess of equity in earnings of unconsolidated affiliates 5,255,000 8,565,000
Changes in other assets (920,000) (857,000)
Net cash provided by (used in) investing activities (191,379,000) 27,104,000
CASH FLOWS FROM FINANCING ACTIVITIES:    
Proceeds from mortgage and other indebtedness 365,000,000 1,019,369,000
Principal payments on mortgage notes payable (120,467,000) (1,113,337,000)
Additions to deferred financing costs (240,000) (15,546,000)
Proceeds from issuances of common stock 5,000 38,000
Contributions from noncontrolling interests 693,000 4,603,000
Payment of tax withholdings for restricted stock awards (87,000) (132,000)
Distributions to noncontrolling interests (825,000) (11,722,000)
Dividends paid to holders of preferred stock/Distributions to preferred unitholders   (22,446,000)
Dividends paid to common shareholders/Distributions to common unitholders   (25,959,000)
Net cash provided by (used in) financing activities 244,079,000 (165,132,000)
NET CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH 91,070,000 (11,996,000)
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, beginning of period 59,058,000 57,512,000
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period 150,128,000 45,516,000
Reconciliation from condensed combined statements of cash flows to condensed combined balance sheets:    
Cash and cash equivalents 123,388,000 [1] 20,483,000
Restricted cash (1):    
Restricted cash: [2] 249,000 84,000
Mortgage escrows [2] 26,491,000 24,949,000
Mortgage escrows [2] 26,491,000 24,949,000
SUPPLEMENTAL INFORMATION:    
Cash paid for interest, net of amounts capitalized 51,703,000 105,621,000
CBL & Associates Limited Partnership    
CASH FLOWS FROM OPERATING ACTIVITIES:    
Net income (212,087,000) (76,497,000)
Adjustments to reconcile net loss to net cash provided by operating activities:    
Depreciation and amortization 108,565,000 134,270,000
Net amortization of deferred financing costs, premiums on available-for-sale securities and debt premiums and discounts 4,595,000 4,306,000
Net amortization of intangible lease assets and liabilities (753,000) (1,071,000)
Gain on sales of real estate assets (2,763,000) (5,755,000)
Gain on insurance proceeds (511,000) (421,000)
Write-off of development projects 400,000 34,000
Share-based compensation expense 2,293,000 2,938,000
Loss on impairment 146,918,000 66,433,000
Gain on extinguishment of debt   (71,722,000)
Equity in (earnings) losses of unconsolidated affiliates 5,061,000 (5,180,000)
Distributions of earnings from unconsolidated affiliates 3,797,000 11,321,000
Change in estimate of uncollectable rental revenues 41,955,000 1,692,000
Change in deferred tax accounts 15,596,000 90,000
Tenant and other receivables (87,298,000) (473,000)
Other assets 753,000 (2,036,000)
Accounts payable and accrued liabilities 11,845,000 68,102,000
Changes in:    
Net cash provided by operating activities 38,366,000 126,031,000
CASH FLOWS FROM INVESTING ACTIVITIES:    
Additions to real estate assets (36,413,000) (51,148,000)
Proceeds from sales of real estate assets 3,579,000 69,238,000
Purchase of available-for-sale securities (153,193,000)  
Proceeds from insurance 600,000 740,000
Payments received on mortgage and other notes receivable 703,000 1,346,000
Additional investments in and advances to unconsolidated affiliates (10,990,000) (780,000)
Distributions in excess of equity in earnings of unconsolidated affiliates 5,255,000 8,565,000
Changes in other assets (920,000) (857,000)
Net cash provided by (used in) investing activities (191,379,000) 27,104,000
CASH FLOWS FROM FINANCING ACTIVITIES:    
Proceeds from mortgage and other indebtedness 365,000,000 1,019,369,000
Principal payments on mortgage notes payable (120,467,000) (1,113,337,000)
Additions to deferred financing costs (240,000) (15,546,000)
Proceeds from issuances of common stock 5,000 38,000
Contributions from noncontrolling interests 693,000 4,603,000
Payment of tax withholdings for restricted stock awards (87,000) (132,000)
Distributions to noncontrolling interests (825,000) (5,646,000)
Dividends paid to holders of preferred stock/Distributions to preferred unitholders   (22,446,000)
Dividends paid to common shareholders/Distributions to common unitholders   (32,035,000)
Net cash provided by (used in) financing activities 244,079,000 (165,132,000)
NET CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH 91,066,000 (11,997,000)
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, beginning of period 59,054,000 57,512,000
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period 150,120,000 45,515,000
Reconciliation from condensed combined statements of cash flows to condensed combined balance sheets:    
Cash and cash equivalents 123,380,000 [3] 20,482,000
Restricted cash (1):    
Restricted cash: [4] 249,000 84,000
Mortgage escrows [4] 26,491,000 24,949,000
Mortgage escrows [4] 26,491,000 24,949,000
SUPPLEMENTAL INFORMATION:    
Cash paid for interest, net of amounts capitalized 51,703,000 105,621,000
Guarantor Subsidiaries    
CASH FLOWS FROM OPERATING ACTIVITIES:    
Net income 26,892,000 84,884,000
Adjustments to reconcile net loss to net cash provided by operating activities:    
Depreciation and amortization 43,301,000 46,818,000
Net amortization of deferred financing costs, premiums on available-for-sale securities and debt premiums and discounts 35,000 124,000
Net amortization of intangible lease assets and liabilities (404,000) (983,000)
Gain on sales of real estate assets (650,000)  
Gain on insurance proceeds   (9,000)
Write-off of development projects 132,000  
Loss on impairment   22,770,000
Gain on extinguishment of debt   (61,796,000)
Change in estimate of uncollectable rental revenues 18,273,000 1,168,000
Gain on extinguishment of debt   (61,796,000)
Tenant and other receivables (39,424,000) 116,000
Other assets (318,000) (703,000)
Accounts payable and accrued liabilities (8,167,000) (8,423,000)
Changes in:    
Net cash provided by operating activities 39,670,000 83,966,000
CASH FLOWS FROM INVESTING ACTIVITIES:    
Additions to real estate assets (11,338,000) (14,280,000)
Proceeds from sales of real estate assets 650,000  
Proceeds from insurance   653,000
Payments received on mortgage and other notes receivable   177,000
Changes in other assets (394,000) (329,000)
Net cash provided by (used in) investing activities (11,082,000) (13,779,000)
CASH FLOWS FROM FINANCING ACTIVITIES:    
Principal payments on mortgage notes payable (2,279,000) (8,916,000)
Net cash provided by (used in) financing activities (32,134,000) (70,965,000)
Distributions to owners (80,769,000) (95,970,000)
Contributions from owners 50,914,000 33,921,000
NET CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH (3,546,000) (778,000)
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, beginning of period 10,590,000 13,020,000
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period 7,044,000 12,242,000
Reconciliation from condensed combined statements of cash flows to condensed combined balance sheets:    
Cash and cash equivalents 3,525,000 8,808,000
Restricted cash (1):    
Mortgage escrows 3,519,000 3,434,000
Mortgage escrows 3,519,000 3,434,000
SUPPLEMENTAL INFORMATION:    
Cash paid for interest, net of amounts capitalized $ 5,822,000 $ 6,751,000
[1] As of June 30, 2020, includes $369,359 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $171,518 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 June 30, 2020, includes $369,359 of assets related to consolidated variable interest entities that can only be used to settle obligations of the consolidated variable interest entities and $171,518 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Operating Partnership. See Note 7 .
[4] Included in intangible lease assets and other assets in the condensed consolidated balance sheets.
v3.20.2
Consolidated Statements of Capital - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Mar. 31, 2020
Jun. 30, 2019
Mar. 31, 2019
Jun. 30, 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) (11,223,000) $ (22,446,000)
Cancellation of restricted common stock $ (14,000) (97,000) (5,000) (134,000)  
Performance stock units 379,000 390,000 312,000 313,000  
Amortization of deferred compensation 384,000 633,000 587,000 1,033,000  
Distributions to noncontrolling interests (94,000) (731,000) (3,225,000) (4,450,000)  
Contributions from noncontrolling interests 25,000 668,000 4,148,000 455,000  
Ending balance of redeemable noncontrolling partnership interests 525,000        
Total Shareholders' Equity          
Redeemable Noncontrolling Interests          
Dividends declared - common stock       (13,010,000)  
Preferred dividends declared     (11,223,000) (11,223,000)  
Cancellation of restricted common stock (14,000) (97,000) (5,000) (134,000)  
Performance stock units 379,000 390,000 312,000 313,000  
Amortization of deferred compensation 384,000 633,000 587,000 1,033,000  
Non controlling Interest          
Redeemable Noncontrolling Interests          
Distributions to noncontrolling interests (94,000) (731,000) (3,225,000) (4,450,000)  
Contributions from noncontrolling interests 25,000 668,000 4,148,000 455,000  
CBL & Associates Limited Partnership          
Beginning balance, partners' capital 725,374,000 862,154,000 958,765,000 1,032,458,000 1,032,458,000
Beginning balance of redeemable noncontrolling partnership interests   2,160,000      
Redeemable Noncontrolling Interests          
Net loss (72,139,000) (138,136,000) (29,371,000) (46,356,000)  
Other comprehensive income (loss) (64,000) 22,000      
Issuances of common units 2,000 536,000 (17,000) 717,000  
Dividends declared - common stock     (1,239,000) (16,048,000)  
Preferred dividends declared     (11,223,000) (11,223,000)  
Cancellation of restricted common stock (14,000) (97,000) (6,000) (133,000)  
Performance stock units 379,000 390,000 313,000 312,000  
Amortization of deferred compensation 384,000 633,000 587,000 1,033,000  
Allocation of partners' capital (118,000) (65,000) (1,130,000) (1,038,000)  
Distributions to noncontrolling interests (94,000) (731,000) (1,948,000) (1,412,000)  
Contributions from noncontrolling interests 25,000 668,000 4,148,000 455,000  
Ending balance, partners' capital 653,735,000 725,374,000 918,879,000 958,765,000 918,879,000
Ending balance of redeemable noncontrolling partnership interests 525,000        
CBL & Associates Limited Partnership | CBL & Associates Limited Partnership Redeemable Common Units          
Beginning balance of redeemable noncontrolling partnership interests 1,062,000 2,160,000 3,017,000 3,575,000 3,575,000
Redeemable Noncontrolling Interests          
Net loss (654,000) (1,158,000) (317,000) (453,000)  
Dividends declared - common stock     (1,143,000) (1,143,000)  
Allocation of partners' capital 117,000 60,000 1,130,000 1,038,000  
Ending balance of redeemable noncontrolling partnership interests 525,000 1,062,000 2,687,000 3,017,000 2,687,000
CBL & Associates Limited Partnership | Accumulated Other Comprehensive Income          
Beginning balance, partners' capital 22,000        
Redeemable Noncontrolling Interests          
Other comprehensive income (loss) (64,000) 22,000      
Ending balance, partners' capital (42,000) 22,000      
CBL & Associates Limited Partnership | Total Shareholders' Equity          
Beginning balance, partners' capital 701,683,000 838,193,000 947,686,000 1,020,347,000 1,020,347,000
Redeemable Noncontrolling Interests          
Net loss (71,652,000) (137,929,000) (29,314,000) (46,281,000)  
Other comprehensive income (loss) (64,000) 22,000      
Issuances of common units 2,000 536,000 (17,000) 717,000  
Dividends declared - common stock     (1,239,000) (16,048,000)  
Preferred dividends declared     (11,223,000) (11,223,000)  
Cancellation of restricted common stock (14,000) (97,000) (6,000) (133,000)  
Performance stock units 379,000 390,000 313,000 312,000  
Amortization of deferred compensation 384,000 633,000 587,000 1,033,000  
Allocation of partners' capital (118,000) (65,000) (1,130,000) (1,038,000)  
Ending balance, partners' capital 630,600,000 701,683,000 905,657,000 947,686,000 905,657,000
CBL & Associates Limited Partnership | Non controlling Interest          
Beginning balance, partners' capital 23,691,000 23,961,000 11,079,000 12,111,000 12,111,000
Redeemable Noncontrolling Interests          
Net loss (487,000) (207,000) (57,000) (75,000)  
Distributions to noncontrolling interests (94,000) (731,000) (1,948,000) (1,412,000)  
Contributions from noncontrolling interests 25,000 668,000 4,148,000 455,000  
Ending balance, partners' capital 23,135,000 23,691,000 13,222,000 11,079,000 13,222,000
CBL & Associates Limited Partnership | General Partner          
Beginning balance, partners' capital 1,372,000 2,765,000 3,867,000 4,628,000 4,628,000
Redeemable Noncontrolling Interests          
Net loss (728,000) (1,406,000) (414,000) (590,000)  
Dividends declared - common stock       (151,000)  
Performance stock units 4,000 4,000 3,000 3,000  
Amortization of deferred compensation 11,000 18,000 6,000 11,000  
Allocation of partners' capital (1,000) (1,000) (14,000) (34,000)  
Adjustment to record redeemable interests at redemption value   (8,000)      
Ending balance, partners' capital 658,000 1,372,000 3,448,000 3,867,000 3,448,000
CBL & Associates Limited Partnership | Limited Partner          
Beginning balance, partners' capital 135,077,000 270,216,000 378,607,000 450,507,000 450,507,000
Redeemable Noncontrolling Interests          
Net loss (70,924,000) (136,523,000) (40,123,000) (56,914,000)  
Issuances of common units 2,000 536,000 (17,000) 717,000  
Dividends declared - common stock     (1,239,000) (15,897,000)  
Cancellation of restricted common stock (14,000) (97,000) (6,000) (133,000)  
Performance stock units 375,000 386,000 310,000 309,000  
Amortization of deferred compensation 373,000 615,000 581,000 1,022,000  
Allocation of partners' capital (117,000) (64,000) (1,116,000) (1,004,000)  
Adjustment to record redeemable interests at redemption value   8,000      
Ending balance, partners' capital 64,772,000 135,077,000 336,997,000 378,607,000 336,997,000
CBL & Associates Limited Partnership | Preferred Units          
Beginning balance, partners' capital $ 565,212,000 $ 565,212,000 $ 565,212,000 $ 565,212,000 $ 565,212,000
Beginning balance, partners' capital units (shares) 25,050,000 25,050,000 25,050,000 25,050,000 25,050,000
Redeemable Noncontrolling Interests          
Net loss     $ 11,223,000 $ 11,223,000  
Preferred dividends declared     (11,223,000) (11,223,000)  
Ending balance, partners' capital $ 565,212,000 $ 565,212,000 $ 565,212,000 $ 565,212,000 $ 565,212,000
Ending balance, partners' capital units (shares) 25,050,000 25,050,000 25,050,000 25,050,000 25,050,000
CBL & Associates Limited Partnership | Common Units          
Beginning balance, partners' capital units (shares) 201,706,000 200,189,000 200,220,000 199,415,000 199,415,000
Redeemable Noncontrolling Interests          
Issuance of common units (shares) 6,000 1,633,000 15,000 863,000  
Cancellation of restricted common units (shares) (21,000) (116,000) (5,000) (58,000)  
Ending balance, partners' capital units (shares) 201,691,000 201,706,000 200,230,000 200,220,000 200,230,000
v3.20.2
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   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, 2018   1,404,623,000
Increase (Decrease) in Partners' Capital [Roll Forward]    
Net income $ (76,497,000) 84,884,000
Ending balance at Jun. 30, 2019   1,416,003,000
Beginning balance at Mar. 31, 2019   1,433,602,000
Increase (Decrease) in Partners' Capital [Roll Forward]    
Net income (29,688,000) 22,775,000
Contributions   16,558,000
Distributions   (54,312,000)
Noncash distributions   (2,620,000)
Ending balance at Jun. 30, 2019   1,416,003,000
Beginning balance at Dec. 31, 2019   1,356,571,000
Increase (Decrease) in Partners' Capital [Roll Forward]    
Net income   18,835,000
Contributions   32,814,000
Distributions   (56,868,000)
Ending balance at Mar. 31, 2020   1,351,352,000
Beginning balance at Dec. 31, 2019   1,356,571,000
Increase (Decrease) in Partners' Capital [Roll Forward]    
Net income (212,087,000) 26,892,000
Ending balance at Jun. 30, 2020   1,353,608,000
Beginning balance at Mar. 31, 2020   1,351,352,000
Increase (Decrease) in Partners' Capital [Roll Forward]    
Net income $ (72,793,000) 8,057,000
Contributions   18,100,000
Distributions   (23,901,000)
Ending balance at Jun. 30, 2020   $ 1,353,608,000
v3.20.2
Organization and Basis of Presentation
6 Months Ended
Jun. 30, 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 June 30, 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

 

 

 

3

 

 

 

21

 

Total

 

 

63

 

 

 

23

 

 

 

6

 

 

 

7

 

 

 

99

 

 

(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 June 30, 2020, the Operating Partnership had an interest in one self-storage facility that was 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 June 30, 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 a 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. At June 30, 2020, CBL’s Predecessor owned a 0.9% limited partner interest and third parties owned a 3.9% limited partner interest in the Operating Partnership.  CBL's Predecessor also owned 19.9 million shares of CBL’s common stock at June 30, 2020, for a total combined effective interest of 10.7% in the Operating Partnership.

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 June 30 , 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’s shareholders voted to approve an amendment to the Company’s Amended and Restated Certificate of Incorporation, as amended, to effect a reverse stock split at a ratio between 1-for-5 and 1-for-25, and a proportionate reduction in the number of authorized shares of common stock, to be determined at the discretion of the board of directors for the purpose of complying with NYSE Listing Standards, subject to the board of directors’ discretion to abandon this amendment. The Company’s board of directors has not yet taken action to effect the reverse stock split . The Company intends to actively evaluate and monitor the price of its common stock between the date of this report 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 Operating Partnership received notices of default and reservation of rights letters from the administrative agent under the secured credit facility asserting that certain defaults and events of default have occurred and continue to exist as of June 30, 2020 by reason of the Operating Partnership’s failure to comply with certain restrictive covenants, including the liquidity covenant, in the secured credit facility. As of the date of this report, the lenders under the secured credit facility have not accelerated the outstanding amount due and payable on the loans or commenced foreclosure proceedings, but they may seek to exercise one or more of these remedies in the future.  

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 $447,500 as of June 30, 2020, that matures in July 2023 and (ii) the Notes with balances of $450,000, $300,000, and $625,000, as of June 30, 2020, that mature in December 2023 , October 2024 and December 2026 ,

respectively, as well as the cumulative unpaid dividends on the Company’s preferred stock and the special common units of limited partnership interest in the Operating Partnership. The Advisors commenced discussions in May 2020 with advisors to certain holders of the N otes and the credit committee of the senior secured credit facility. Management may pursue a comprehensive capital structure solution that will address the Company’s funded indebtedness and outstanding equity interests that may result in the reorganization of the Company.

Given the impact of the COVID-19 pandemic on the retail and broader markets, the ongoing weakness of the credit markets, and the Operating Partnership’s default of certain restrictive covenants, 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.

v3.20.2
Summary of Significant Accounting Policies
6 Months Ended
Jun. 30, 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.

 

Lease Modification Q&A

 

April 1, 2020 –

Prospective

 

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 has elected to apply the relief provided under the Lease Modification Q&A and will avail itself of the election to avoid performing a lease by lease analysis for the lease concessions that were (1) granted as relief due to the COVID-19 pandemic and (2) result in the cash flows remaining substantially the same or less than the original contract. The Lease Modification Q&A had a material impact on the Company’s consolidated financial statements as of and for the three and six months ended June 30, 2020. However, its future impact to the Company is dependent upon the extent of lease concessions granted to tenants as a result of the COVID-19 pandemic in future periods and the elections made by the Company at the time of entering such concessions.

 

The Lease Modification Q&A allows the Company to determine accounting policy elections at a disaggregated level, and the elections should be applied consistently by either the type of concession, underlying asset class or on another reasonable basis. As a result, the Company has made the following policy elections based on the type of concession agreed to with the respective tenant.

Rent Deferrals

The Company will account for rental deferrals using the receivables model as described within the Lease Modification Q&A. Under the receivables model, the Company will continue to recognize lease revenue in a manner that is unchanged from the original lease agreement and continue to recognize lease receivables and rental revenue during the deferral period.

Rent Abatements

The Company will account for rental abatements using the negative variable income model as described within the Lease Modification Q&A. Under the negative variable income model, the Company will recognize negative variable rent for the current period reduction of rental revenue associated with any lease concessions we provide.

 

 

 

 

 

At June 30, 2020, the Company’s receivables include $9,129 related to receivables that have been deferred and are to be repaid over periods generally starting in late 2020 and extending for some portion of 2021. The Company granted abatements of $1,848 for the three and six months ended June 30, 2020. As of early August 2020, the Company estimates that it will defer $15,500 of rents that were billed for April, May and June 2020 based on agreements that have been executed or are in active negotiation. The Company continues to assess rent relief requests from its tenants but is unable to predict the resolution or impact of these discussions.

 

 

 

 

 

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 , which provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions that reference LIBOR or other reference rates expected to be discontinued because of reference rate reform. This ASU is effective as of March 12, 2020 through December 31, 2022. The Company has not adopted any of the optional expedients or exceptions as of June 30, 2020, but will continue to evaluate the possible adoption of any such expedients or exceptions during the effective period as circumstances evolve.

 

 

 

 

Accounts Receivable

Receivables include amounts billed and currently due from tenants pursuant to lease agreements and receivables attributable to straight-line rents associated with those lease agreements. Individual leases where the collection of rents is in dispute are assessed for collectability based on management’s best estimate of collection considering the anticipated outcome of the dispute. Individual leases that are not in dispute are assessed for collectability and upon the determination that the collection of rents over the remaining lease term is not probable, accounts receivable are reduced as an adjustment to rental revenues. Revenue from leases where collection is deemed to be less than probable is recorded on a cash basis until collectability is determined to be probable. Further, management assesses whether operating lease receivables, at a portfolio level, are appropriately valued based upon an analysis of balances outstanding, historical collection levels and current economic trends. An allowance for the uncollectible portion of the portfolio is recorded as an adjustment to rental revenues.  Management’s estimate of the collectability of accounts receivable from tenants is based on the best information available to management at the time of evaluation.

The duration of the COVID-19 pandemic and our tenants’ ability to resume operations once governmental and legislative restrictions are lifted has caused uncertainty in the Company’s ongoing ability to collect rents when due. Considering the potential impact of these uncertainties, management’s collection assessment also took into consideration the type of retailer and current discussions with the tenants, as well as recent rent collection experience and tenant bankruptcies based on the best information available to management at the time of evaluation. For the three and six months ended June 30, 2020, the Company recorded $36,912 and $40,692, respectively, associated with potentially uncollectible revenues, which includes $1,088 and $2,557, respectively, for straight-line rent receivables .

Carrying Value of Long-Lived Assets and Investment in Unconsolidated Affiliates

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 June 30 , 2020, the Company’s evaluation of impairment of real estate assets 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 three months ended June 30, 2020, the Company recorded an impairment charge of $ 13,274 related to one mall. For the six months ended June 30 , 2020, the Company recorded impairment charges of $ 146,918 related to three of its malls . As of June 30, 2020, four other properties had impairment indicators; however, based on the Company’s plans with respect to those properties and the economic environment as of June 30 , 2020, no additional impairment charges were recorded .

As of June 30, 2020, the Company’s estimates of fair value for each investment are based on a number of assumptions that are subject to economic and market uncertainties including, but not limited to, demand for space, competition for tenants, changes in market rental rates, and operating costs. Future declines in the fair value of the Company’s investments in unconsolidated affiliates, including those resulting from the adverse impact of the COVID-19 pandemic on the real estate assets owned by the unconsolidated affiliates, could result in the recognition of substantial impairment charges on its investments in unconsolidated affiliates to the extent such declines are determined to be other-than-temporary. No impairments of investments in unconsolidated affiliates were recorded in the three and six-month periods ended June 30, 2020 and 2019. As of June 30, 2020, there were indicators that the fair value of one investment in unconsolidated affiliates had declined below the Company’s carrying value of the investment; however, the decline was determined to not be other-than-temporary.  

v3.20.2
Revenues
6 Months Ended
Jun. 30, 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

June 30, 2020

 

 

Three Months Ended

June 30, 2019

 

 

Six Months Ended

June 30, 2020

 

 

Six Months Ended

June 30, 2019

 

Rental revenues (1)

 

$

120,222

 

 

$

185,393

 

 

$

281,395

 

 

$

376,373

 

Revenues from contracts with customers (ASC 606):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expense reimbursements (2)

 

 

2,103

 

 

 

2,061

 

 

 

4,492

 

 

 

4,204

 

Management, development and leasing fees (3)

 

 

1,055

 

 

 

2,586

 

 

 

3,147

 

 

 

5,109

 

Marketing revenues (4)

 

 

351

 

 

 

1,218

 

 

 

1,094

 

 

 

2,092

 

 

 

 

3,509

 

 

 

5,865

 

 

 

8,733

 

 

 

11,405

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other revenues

 

 

480

 

 

 

2,119

 

 

 

1,657

 

 

 

3,629

 

Total revenues (5)

 

$

124,211

 

 

$

193,377

 

 

$

291,785

 

 

$

391,407

 

 

(1)

Revenues from leases that commenced subsequent to December 31, 2018 are accounted for in accordance with ASC 842, Leases , whereas all leases existing prior to that date are accounted for in accordance with ASC 840.

 

( 2 )

Includes $2,024 in the Malls segment and $79 in the All Other segment for the three months ended June 30, 2020, and includes $1,892 in the Malls segment and $169 in the All Other segment for the three months ended June 30, 2019.  Includes $4,345 in the Malls segment and $147 in the All Other segment for the six months ended June 30, 2020, and includes $4,084 in the Malls segment and $120 in the All Other segment for the six months ended June 30, 2019.

( 3 )

Included in All Other segment.

( 4 )

Marketing revenues solely relate to the Malls segment for all periods presented.

( 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 and six months ended June 30, 2020, the Company individually evaluated tenant receivables within the scope of ASC 606, of which a significant portion are short term. These receivables are assessed for collectability based on management’s best estimate of collection considering balances outstanding, historical collection levels and current economic trends. The Company recognized bad debt expense of $1,041 and $1,263 related to this class of receivables that were deemed uncollectable for the three and six months ended June 30, 2020, respectively.

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 June 30, 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

 

$

25,080

 

 

$

52,220

 

 

$

47,746

 

 

$

125,046

 

 

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.

v3.20.2
Leases
6 Months Ended
Jun. 30, 2020
Leases [Abstract]  
Leases

Note 4 – Leases

Lessor

The components of rental revenues are as follows:

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Fixed lease payments

 

$

99,150

 

 

$

151,730

 

 

$

236,544

 

 

$

311,002

 

Variable lease payments

 

 

21,072

 

 

 

33,663

 

 

 

44,851

 

 

 

65,371

 

Total rental revenues

 

$

120,222

 

 

$

185,393

 

 

$

281,395

 

 

$

376,373

 

 

The undiscounted future fixed lease payments to be received under the Company's operating leases as of June 30, 2020, are as follows :

 

Years Ending December 31,

 

Operating Leases

 

2020 (1)

 

$

242,571

 

2021

 

 

446,200

 

2022

 

 

376,986

 

2023

 

 

313,251

 

2024

 

 

248,727

 

2025

 

 

185,386

 

Thereafter

 

 

451,572

 

Total undiscounted lease payments

 

$

2,264,693

 

 

(1)

Reflects rental payments for the fiscal period July 1, 2020 to December 31, 2020.

 

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 to ten years. We included the renewal options in our lease terms for purposes of calculating our lease liability and ROU asset where we have plans to continue operating our assets under the current terms associated with each ground lease. The ground leases relate to properties where the Company owns the buildings and improvements, but leases the underlying land. The lease payments on the majority of the ground leases are fixed, but in the instances where they are variable they are either based on the CPI index or a percentage of sales. The one office lease is subleased as of June 30, 2020. As of June 30, 2020, these leases have a weighted-average remaining lease term of 42.9 years and a weighted-average discount rate of 8.1%.

 

The components of lease expense are presented below:

 

 

 

Three Months

Ended

June 30, 2020

 

 

Three Months

Ended

June 30, 2019

 

 

Six Months

Ended

June 30, 2020

 

 

Six Months

Ended

June 30, 2019

 

Lease expense:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating lease expense

 

$

114

 

 

$

207

 

 

$

239

 

 

$

425

 

Variable lease expense

 

 

31

 

 

 

( 2

)

 

 

116

 

 

 

30

 

Total lease expense

 

$

145

 

 

$

205

 

 

$

355

 

 

$

455

 

 

 

v3.20.2
Fair Value Measurements
6 Months Ended
Jun. 30, 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 , ("ASC 820") based on whether the inputs to valuation techniques are observable or unobservable.  The fair value hierarchy contains three levels of inputs that may be used to measure fair value as follows:

 

Level 1 –

Inputs represent quoted prices in active markets for identical assets and liabilities as of the measurement date.

Level 2 –

Inputs, other than those included in Level 1, represent observable measurements for similar instruments in active markets, or identical or similar instruments in markets that are not active, and observable measurements or market data for instruments with substantially the full term of the asset or liability.

Level 3 –

Inputs represent unobservable measurements, supported by little, if any, market activity, and require considerable assumptions that are significant to the fair value of the asset or liability.  Market valuations must often be determined using discounted cash flow methodologies, pricing models or similar techniques based on the Company’s assumptions and best judgment.

 

The asset or liability's fair value within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Under ASC 820, fair value measurements are determined based on the assumptions that market participants would use in pricing the asset or liability in an orderly transaction at the measurement date and under current market conditions. Valuation techniques used maximize the use of observable inputs and minimize the use of unobservable inputs and consider assumptions such as inherent risk, transfer restrictions and risk of nonperformance.

Fair Value Measurements on a Recurring Basis

The carrying values of cash and cash equivalents, receivables, accounts payable and accrued liabilities are reasonable estimates of their fair values because of the short-term nature of these financial instruments.  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 $2,652,997 and $2,970,246 at June 30, 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 six months ended June 30, 2020:

 

AFS Security

 

Amortized

Cost

 

 

Allowance

for credit

losses (1)

 

 

Total unrealized gains/(losses)

 

 

Fair Value

 

U.S. Treasury securities

 

$

152,460

 

 

$

 

 

$

( 42

)

 

$

152,418

 

(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 and six months ended June 30, 2020.

 

The Company adopted ASU 2016-13, Measurement of Credit Losses on Financial Instruments (Topic 326), on January 1, 2020. Under ASC Topic 326-30, the Company elected to exclude applicable accrued interest from both the fair value and the amortized cost basis of the available-for-sale debt securities, and separately present the accrued interest receivable balance within the Other Receivables line item of the condensed consolidated balance sheets. The accrued interest receivables balance totaled $329 as of June 30, 2020. The Company elected not to measure an allowance for credit losses on accrued interest receivable as an allowance on possible uncollectable accrued interest receivable is recorded in a timely manner.

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 six months ended June 30, 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

 

$

166,900

 

 

$

 

 

$

 

 

$

166,900

 

 

$

146,918

 

 

During the six months ended June 30, 2020, the Company recognized impairments of real estate of $146,918 related to three 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

 

 

June

 

Asheville Mall (3)

 

Asheville, NC

 

Malls

 

 

13,274

 

 

 

52,600

 

 

 

 

 

 

 

 

 

 

$

146,918

 

 

$

166,900

 

 

 

(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%.

(3)

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 $52,600. 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 Asheville 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 13.25% and a discount rate of 14.0%.

 

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 six months ended June 30, 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

 

$

127,319

 

 

$

 

 

$

 

 

$

127,319

 

 

$

66,433

 

 

During the six months ended June 30, 2019, the Company recognized impairments of real estate of $66,662 related to three malls and one community center:

 

Impairment

Date

 

Property

 

Location

 

Segment

Classification

 

Loss on

Impairment

 

 

Fair

Value

 

 

March

 

Greenbrier Mall (1)

 

Chesapeake, VA

 

Malls

 

$

22,770

 

 

$

56,300

 

 

March/April

 

Honey Creek Mall (2)

 

Terre Haute, IN

 

Malls

 

 

2,045

 

 

 

14,360

 

 

June

 

The Forum at Grandview (3)

 

Madison, MS

 

All Other

 

 

8,582

 

 

 

31,559

 

 

June

 

EastGate Mall (4)

 

Cincinnati, OH

 

Malls

 

 

33,265

 

 

 

25,100

 

 

January/March

 

Other adjustments (5)

 

Various

 

Malls

 

 

( 229

)

 

 

 

 

 

 

 

 

 

 

 

 

$

66,433

 

 

$

127,319

 

 

 

(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 has 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.

(3)

The Company adjusted the book value to the net sales price of $31,559 based on a signed contract with a third-party buyer, adjusted to reflect estimated disposition costs. The property was sold in July 2019.

(4)

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 $25,100. The mall had experienced a decline in cash flows due to store closures and rent reductions. These factors resulted in a reduction of the expected hold period for 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 EastGate 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 14.5% and a discount rate of 15.0%.

(5)

Related to true-ups of estimated expenses to actual expenses for properties sold in prior periods.

v3.20.2
Dispositions and Held for Sale
6 Months Ended
Jun. 30, 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 . Based on its analysis, the Company determined that the dispositions described below do not meet the criteria for classification as discontinued operations and are not considered to be significant disposals based on its quantitative and qualitative evaluation. Thus, the results of operations of the properties described below, as well as any related gains or losses, are included in net loss for all periods presented, as applicable.

2020 Dispositions

The Company realized a gain of $2,623 related to the sale of two outparcels during the three months ended June 30, 2020, and realized a gain of $2,763 related to the sale of three outparcels during the six months ended June 30, 2020.

v3.20.2
Unconsolidated Affiliates and Noncontrolling Interests
6 Months Ended
Jun. 30, 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 June 30, 2020, the Company had investments in 29 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.

2020 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 . Proceeds were used to retire the previous loan. The Operating Partnership and its joint venture partner have each guaranteed 100% of the loan. See Note 12 for more information.

BI Development II, LLC

In June 2020, the Company entered into a joint venture, BI Development II, LLC, to acquire, redevelop and operate the vacant Sears parcel at Northgate Mall in Chattanooga, TN. The Company has a 20% membership interest in the joint venture. As of June 30, 2020, the Company made no initial capital contribution and has no future funding obligations. The unconsolidated affiliate is a variable interest entity ("VIE").

CBL/T-C, LLC

As of June 30, 2020, the non-recourse loan that is secured by Oak Park Mall was in default. The loan, which matures in October 2025 , had an outstanding balance of $262,971 at June 30, 2020. The Company has been in discussions with the lender regarding a restructure of the loan. As of the date of this report, the lender has not accelerated the outstanding amount due and payable on the loan or commenced foreclosure proceedings, but it may seek to exercise one or more of these remedies in the future.

Condensed Combined Financial Statements - Unconsolidated Affiliates

Condensed combined financial statement information of the unconsolidated affiliates is as follows:

 

 

 

June 30, 2020

 

 

December 31, 2019

 

ASSETS:

 

 

 

 

 

 

 

 

Investment in real estate assets

 

$

2,324,956

 

 

$

2,293,438

 

Accumulated depreciation

 

 

( 835,032

)

 

 

( 803,909

)

 

 

 

1,489,924

 

 

 

1,489,529

 

Developments in progress

 

 

47,761

 

 

 

46,503

 

Net investment in real estate assets

 

 

1,537,685

 

 

 

1,536,032

 

Other assets

 

 

170,711

 

 

 

154,427

 

Total assets

 

$

1,708,396

 

 

$

1,690,459

 

LIABILITIES:

 

 

 

 

 

 

 

 

Mortgage and other indebtedness, net

 

$

1,432,269

 

 

$

1,417,644

 

Other liabilities

 

 

40,449

 

 

 

41,007

 

Total liabilities

 

 

1,472,718

 

 

 

1,458,651

 

OWNERS' EQUITY:

 

 

 

 

 

 

 

 

The Company

 

 

150,542

 

 

 

149,376

 

Other investors

 

 

85,136

 

 

 

82,432

 

Total owners' equity

 

 

235,678

 

 

 

231,808

 

Total liabilities and owners’ equity

 

$

1,708,396

 

 

$

1,690,459

 

 

 

 

Three Months Ended

June 30,

 

 

 

2020

 

 

2019

 

Total revenues

 

$

46,661

 

 

$

54,230

 

Net income (loss) (1)

 

$

( 6,511

)

 

$

2,993

 

(1) The Company's pro rata share of net income (loss) is $( 6,079) and $1,872 for the three months ended June 30, 2020 and 2019, respectively.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended June 30,

 

 

 

2020

 

 

2019

 

Total revenues

 

$

107,175

 

 

$

110,097

 

Net income (loss) (1)

 

$

( 1,468

)

 

$

9,003

 

 

 

 

 

 

 

 

 

 

(1)

The Company's pro rata share of net income (loss) is $( 5,061) and $5,180 for the six months ended June 30, 2020 and 2019, respectively.

 

Noncontrolling Interests

Noncontrolling interests consist of the following:

 

 

 

As of

 

 

 

June 30, 2020

 

 

December 31, 2019

 

Noncontrolling interests:

 

 

 

 

 

 

 

 

Operating Partnership

 

$

214

 

 

$

31,592

 

Other consolidated subsidiaries

 

 

23,135

 

 

 

23,961

 

 

 

$

23,349

 

 

$

55,553

 

 

 

Accounts Receivable

See Note 2 – Summary of Significant Accounting Policies for the Company’s accounting policy related to accounts receivable, which is also applicable to the unconsolidated affiliates. The duration of the COVID-19 pandemic and the unconsolidated affiliates’ tenants’ ability to resume operations once governmental and legislative restrictions are lifted has caused uncertainty in the unconsolidated affiliates’ ongoing ability to collect rents when due. Considering the potential impact of these uncertainties, the unconsolidated affiliates’ collection assessment also took into consideration the type of retailer and current discussions with the tenants, as well as recent rent collection experience and tenant bankruptcies based on the best information available to management at the time of evaluation. For the three and six months ended June 30, 2020, the unconsolidated affiliates recorded $11,799 and $13,535, respectively, associated with potentially uncollectible revenues, which includes $250 and $435, respectively, for straight-line rent receivables.

At June 30, 2020, the unconsolidated affiliates’ Receivables include $1,944 related to receivables that have been deferred and are to be repaid over periods generally starting in late 2020 and extending for some portion of 2021. The unconsolidated affiliates granted abatements of $1,191 for the three and six months ended June 30, 2020. As of early August 2020, the Company estimates that the unconsolidated affiliates will defer $3,200 of the rents that were billed for April, May and June 2020 based on agreements that have been executed or are in active negotiation. The unconsolidated affiliates continue to assess rent relief requests from their tenants but are unable to predict the resolution or impact of these discussions.

Variable Interest Entities

In accordance with the guidance in ASU 2015-02, Amendments to the Consolidation Analysis , and ASU 2016-17, Interests Held Through Related Parties That Are under Common Control, the Operating Partnership and certain of its subsidiaries are deemed to have the characteristics of a VIE primarily because the limited partners of these entities do not collectively possess substantive kick-out or participating rights.

The Company consolidates the Operating Partnership, which is a VIE, for which the Company is the primary beneficiary. The Company, through the Operating Partnership, consolidates all VIEs for which it is the primary beneficiary. Generally, a VIE is a legal entity in which the equity investors do not have the characteristics of a controlling financial interest or the equity investors lack sufficient equity at risk for the entity to finance its activities without additional subordinated financial support. A limited partnership is considered a VIE when the majority of the limited partners unrelated to the general partner possess neither the right to remove the general partner without cause, nor certain rights to participate in the decisions that most significantly affect the financial results of the partnership. In determining whether the Company is the primary beneficiary of a VIE, the Company considers qualitative and quantitative factors, including, but not limited to: which

activities most significantly impact the VIE’s economic performance and which party controls such activities; the amount and characteristics of the Company's investment; the obligation or likelihood for the Company or other investors to provide financial support; and the similarity with and significance to the Company's business activities and the business activities of the other investors.     

Consolidated VIEs

As of June 30, 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 June 30, 2020:

 

Unconsolidated VIEs:

 

Investment in

Real Estate

Joint

Ventures

and

Partnerships

 

 

Maximum

Risk of Loss

 

Ambassador Infrastructure, LLC (1)

 

$

 

 

$

9,360

 

BI Development, LLC

 

 

 

 

 

 

BI Development II, LLC

 

 

 

 

 

 

Bullseye, LLC

 

 

 

 

 

 

Continental 425 Fund LLC

 

 

7,120

 

 

 

7,120

 

EastGate Storage, LLC (1)

 

 

654

 

 

 

3,904

 

Hamilton Place Self Storage (1)

 

 

1,406

 

 

 

8,408

 

Parkdale Self Storage, LLC (1)

 

 

1,088

 

 

 

7,588

 

PHG-CBL Lexington, LLC

 

 

35

 

 

 

35

 

Self Storage at Mid Rivers, LLC (1)

 

 

605

 

 

 

3,599

 

Shoppes at Eagle Point, LLC (1)

 

 

16,818

 

 

 

29,558

 

Vision - CBL Hamilton Place, LLC

 

 

3,620

 

 

 

3,620

 

 

 

$

31,346

 

 

$

73,192

 

 

(1)

The Operating Partnership has guaranteed all or a portion of the debt of each of these VIEs. See Note 12 for more information.

v3.20.2
Mortgage and Other Indebtedness, Net
6 Months Ended
Jun. 30, 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 June 30, 2020.

Debt of the Operating Partnership

Net mortgage and other indebtedness consisted of the following:

 

 

 

June 30, 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

 

$

1,230,227

 

 

 

5.19

%

 

$

1,330,561

 

 

 

5.27

%

Senior unsecured notes due 2023 (2)

 

 

448,139

 

 

 

5.25

%

 

 

447,894

 

 

 

5.25

%

Senior unsecured notes due 2024 (3)

 

 

299,964

 

 

 

4.60

%

 

 

299,960

 

 

 

4.60

%

Senior unsecured notes due 2026 (4)

 

 

617,911

 

 

 

5.95

%

 

 

617,473

 

 

 

5.95

%

Total fixed-rate debt

 

 

2,596,241

 

 

 

5.31

%

 

 

2,695,888

 

 

 

5.35

%

Variable-rate debt:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Recourse loan on operating Property

 

 

41,500

 

 

 

2.82

%

 

 

41,950

 

 

 

4.34

%

Construction loan

 

 

27,215

 

 

 

3.07

%

 

 

29,400

 

 

 

4.60

%

Secured line of credit

 

 

675,925

 

 

 

2.42

%

 

 

310,925

 

 

 

3.94

%

Secured term loan

 

 

447,500

 

 

 

2.42

%

 

 

465,000

 

 

 

3.94

%

Total variable-rate debt

 

 

1,192,140

 

 

 

2.45

%

 

 

847,275

 

 

 

3.98

%

Total fixed-rate and variable-rate debt

 

 

3,788,381

 

 

 

4.41

%

 

 

3,543,163

 

 

 

5.02

%

Unamortized deferred financing costs (5)

 

 

( 14,347

)

 

 

 

 

 

 

( 16,148

)

 

 

 

 

Total mortgage and other indebtedness, net

 

$

3,774,034

 

 

 

 

 

 

$

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 $1,861 and $2,106 as of June 30, 2020 and December 31, 2019, respectively.

(3)

The balance is net of an unamortized discount of $36 and $40 as of June 30, 2020 and December 31, 2019, respectively.

(4)

The balance is net of an unamortized discount of $7,090 and $7,527 as of June 30, 2020 and December 31, 2019, respectively.

(5)

Includes $4,795 of unamortized deferred financing costs related to the secured term loan and certain property-level, non-recourse mortgage loans that may be required to be written off in the event that a waiver or restructuring of terms cannot be negotiated and the debt is either redeemed or otherwise extinguished. Additionally, intangible lease assets and other assets includes $7,828 of unamortized deferred financing costs related to the secured line of credit that may be required to be written off in the event that a waiver or restructuring of terms cannot be negotiated and the debt is either redeemed or otherwise extinguished.

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 $2,378,939 at June 30, 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.

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 “2023 Notes Interest Payment”). The Company also elected to not make the $18,594 interest payment due and payable on June 15, 2020, with respect to the Operating Partnership’s 5.95% senior unsecured notes due 2026 (the “2026 Notes”) (the “2026 Notes Interest Payment”). The Operating Partnership did not make either the 2023 Notes Interest Payment or the 2026 Notes Interest Payment by the last day of the respective 30-day grace periods provided for in the indenture governing the 2023 Notes and the 2026 Notes. The Operating Partnership’s failure to make the 2023 Notes Interest Payment and the 2026 Notes Interest Payment during the applicable grace periods constituted an “event of default” with respect to each of the 2023 Notes and the 2026 Notes.

The Company entered into forbearance agreements, as amended, with certain beneficial owners and/or investment advisors or managers of discretionary funds, accounts or other entities for the holders or beneficial owners (the “Holders”) of in excess of 50 % of the aggregate principal amount of each of the 2023 Notes and the 2026 Notes. Pursuant to the forbearance agreements, among other provisions, the Holders of the 2023 Notes and the 2026 Notes agreed to forbear from exercising any rights and remedies under the indenture governing the 2023 Notes and the 2026 Notes solely with respect to the respective defaults from the nonpayment of the 2023 Notes Interest Payment and the 2026 Notes Interest Payment. The event of default caused by the Operating Partnership’s failure to make the 2023 Notes Interest Payment and the 2026 Notes Interest Payment resulted in a cross default under the secured credit facility. The Company entered into a forbearance agreement, as amended, (the “Bank Forbearance Agreement”) with the administrative agent for the lenders under the secured credit facility pursuant to which, among other provisions, the administrative agent, on behalf of itself and the lenders, agreed to forbear from exercising any rights and remedies under the secured credit facility agreement solely with respect to the specified defaults (as defined in the Bank Forbearance Agreement), including the cross-default resulting from the failure to pay the 2023 Notes Interest Payment and the 2026 Notes Interest Payment .

On August 5, 2020, prior to the expiration of the forbearance periods in the forbearance agreements with the Holders of the 2023 Notes and the 2026 Notes and the Bank Forbearance Agreement, the Operating Partnership made the 2023 Notes Interest Payment to the holders of the 2023 Notes and the 2026 Notes Interest Payment to the holders of the 2026 Notes. Accordingly, from and after such payment, the nonpayment of each of the 2023 Notes Interest Payment and the 2026 Notes Interest Payment no longer constitutes (i) an “event of default” under the indenture governing the 2023 Notes and the 2026 Notes that occurred and is continuing or (ii) to the extent provided in the Bank Forbearance Agreement, an “event of default” under the secured credit facility. See Financial Covenants and Restrictions below for more information.

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 $447,500 at June 30, 2020. The facility matures in July 2023 and bore interest at a variable rate of LIBOR plus 2.25% through March 30, 2020. As described in Note 15 – Subsequent Events , on August 6, 2020, the Operating Partnership received a notice of imposition of base rate and post-default rate letter from the administrative agent under the secured credit facility, which (i) informed the Operating Partnership that following an asserted event of default on March 19, 2020, all outstanding loans were converted to base rate loans at the expiration of the applicable interest periods and (ii) seeks payment of $4,812 related thereto for April through June 2020. The base rate is defined as the highest of (i) the prime rate, (ii) the federal funds rate plus 0.50% and (iii) the LIBOR Market Index Rate plus 1.0%, plus 1.25%. The base rate on June 30, 2020 was 4.50% based on the prime rate plus 1.25%. The administrative agent also informed the Operating Partnership that from and after August 6, 2020, interest will accrue on all outstanding obligations at the post-default rate, which is equal to the rate that otherwise would be in effect plus 5.0%. The post-default interest rate at the time of notification was 9.50%.

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 June 30, 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 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.” 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.

In connection with the Company’s election to not make the 2023 Notes Interest Payment and the 2026 Notes Interest Payment, the Company entered into forbearance agreements, as amended, with the Holders of in excess of 50 % of the aggregate principal amount of each of the 2023 Notes and the 2026 Notes. Pursuant to the forbearance agreements, among other provisions, the Holders of the 2023 Notes and the 2026 Notes agreed to forbear from exercising any rights and remedies under the indenture governing the 2023 Notes and the 2026 Notes solely with respect to the respective defaults from the nonpayment of the 2023 Notes Interest Payment and the 2026 Notes Interest Payment . The event of default caused by the Operating Partnership’s failure to make the 2023 Notes Interest Payment and the 2026 Notes Interest Payment resulted in a cross default under the secured credit facility. The Company entered into a forbearance agreement, as amended, (the “Bank Forbearance Agreement”) with the administrative agent for the lenders under the secured credit facility pursuant to which, among other provisions, the administrative agent, on behalf of itself and the lenders, agreed to forbear from exercising any rights and remedies under the secured credit facility agreement solely with respect to the specified defaults (as defined in the Bank Forbearance Agreement), including the cross-default resulting from the failure to pay the 2023 Notes Interest Payment and the 2026 Notes Interest Payment .

On August 5, 2020, prior to the expiration of the forbearance periods in the forbearance agreements with the Holders of the 2023 Notes and the 2026 Notes and the Bank Forbearance Agreement, the Operating Partnership made the 2023 Notes Interest Payment to the holders of the 2023 Notes and the 2026 Notes Interest Payment to the holders of the 2026 Notes. Accordingly, from and after such payment, the nonpayment of each of the 2023 Notes Interest Payment and the 2026 Notes Interest Payment no longer constitutes (i) an “event of default” under the indenture governing the 2023 Notes and the 2026 Notes that occurred and is continuing or (ii) to the extent provided in the Bank Forbearance Agreement, an “event of default” under the secured credit facility.

On each of May 26, 2020, June 2, 2020, June 16, 2020 and August 6, 2020, the Operating Partnership received notices of default and reservation of rights letters from the administrative agent under the secured credit facility asserting that certain defaults and events of default have occurred and continue to exist by reason of the Operating Partnership’s failure to comply with certain restrictive covenants, including the liquidity covenant, in the secured credit facility and resulting from the failure to make the 2023 Notes Interest Payment and the 2026 Notes Interest Payment prior to the expiration of the applicable grace periods. In addition, as described in Note 15 – Subsequent Events , on August 6, 2020, the Operating Partnership received a notice of imposition of base rate and post-default rate letter from the administrative agent under the secured credit facility, which (i) informed the Operating Partnership that following an asserted event of default on March 19, 2020, all outstanding loans were converted to base rate loans at the expiration of the applicable interest periods and (ii) seeks payment of approximately $4,812 related thereto for April through June 2020. The base rate is defined as the highest of (i) the prime rate, (ii) the federal funds rate plus 0.50% and (iii) the LIBOR Market Index Rate plus 1.0%, plus 1.25%. The base rate on June 30, 2020 was 4.50% based on the prime rate plus 1.25%. The administrative agent also informed the Operating Partnership that from and after August 6, 2020, interest will accrue on all outstanding obligations at the post-default rate, which is equal to the rate that otherwise would be in effect plus 5.0%. The post-default interest rate at the time of notification was 9.50%.

Violation of each of the covenants as described above provides the lenders with the option to accelerate the maturity of the secured credit facility. As of the date of this report, the lenders under the secured credit facility have not accelerated the outstanding amount due and payable on the loans or commenced foreclosure proceedings, but they may seek to exercise one or more of these remedies in the future. In addition, as a result of the events of default asserted by the administrative agent in such letters, the administrative agent may deny the Operating Partnership’s request for future LIBOR interest periods, which would result in an increase in annual interest expense of approximately $23,100 based on the base rate and $78,600 based on the post-default rate. The Operating Partnership has commenced discussions with the administrative agent on behalf of the lenders with respect to these assertions; however, there can be no assurance that the Operating Partnership will agree upon a favorable resolution with respect to such claims. Failure to reach a consensual resolution of these claims or to complete a refinancing or other restructuring could have a material adverse effect on the Operating Partnership’s liquidity, financial condition and results of operations, which may result in filing a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in order to implement a restructuring plan. 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.

Loans in Default

As of June 30, 2020, six non-recourse loans that are each secured by one of the Company’s malls were in default. The Company has been in discussions with the lenders for each of these properties regarding a restructure of each respective loan. As of the date of this report, the lenders under each of these loans have not accelerated the outstanding amount due and payable on the loans or commenced foreclosure proceedings, but they may seek to exercise one or more of these remedies in the future. Management has previously impaired the mall that secures each loan due to a shortened expected hold period resulting from management’s assessment that there is an increased likelihood that the loan secured by each mall may not be successfully restructured or refinanced. The non-recourse loans that are in default at June 30, 2020 are as follows:

Property

 

Location

 

Interest Rate

 

 

Scheduled Maturity Date

 

Loan Amount

 

Greenbrier Mall

 

Chesapeake, VA

 

5.41%

 

 

Dec-19

 

$

64,501

 

Hickory Point Mall

 

Forsyth, IL

 

5.85%

 

 

Dec-19

 

 

27,446

 

Burnsville Center

 

Burnsville, MN

 

6.00%

 

 

Jul-20

 

 

64,233

 

EastGate Mall

 

Cincinnati, OH

 

5.83%

 

 

Apr-21

 

 

31,952

 

Park Plaza

 

Little Rock, AR

 

5.28%

 

 

Apr-21

 

 

77,577

 

Asheville Mall

 

Asheville, NC

 

5.80%

 

 

Sep-21

 

 

63,041

 

Scheduled Principal Payments

As of June 30, 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)

 

$

101,401

 

2021

 

 

557,157

 

2022

 

 

465,844

 

2023

 

 

1,491,825

 

2024

 

 

341,398

 

2025

 

 

36,160

 

Thereafter

 

 

711,636

 

 

 

 

3,705,421

 

Net unamortized discounts and premium

 

 

( 8,987

)

Unamortized deferred financing costs

 

 

( 14,347

)

Principal balance of loans with a maturity date prior to June 30, 2020 (2)

 

 

91,947

 

Total mortgage and other indebtedness, net

 

$

3,774,034

 

 

(1 )

Reflects payments for the fiscal period July 1, 2020 through December 31, 2020.

(2)

Represents the aggregate principal balance as of June 30, 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 $101,401 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 3.3 years as of June 30, 2020 and 3.7 years as of December 31, 2019.

v3.20.2
Mortgage and Other Notes Receivable
6 Months Ended
Jun. 30, 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 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 June 30, 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%

 

 

 

1,629

 

 

4.00% - 5.00%

 

 

2,025

 

 

 

 

 

 

 

 

 

$

2,729

 

 

 

 

$

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 June 30, 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 six months ended June 30, 2020.

During the six months ended June 30, 2020, the Company assessed each of its 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 a $1,230 note receivable associated with amounts due from a government sponsored district at The Shoppes at St. Clair during the three months ended March 31, 2020. The Company did not record any other credit losses for this class of receivables for the three months ended June 30, 2020.

v3.20.2
Segment Information
6 Months Ended
Jun. 30, 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 June 30, 2020

 

Malls

 

 

All

Other (1)

 

 

Total

 

Revenues (2)

 

$

112,002

 

 

$

12,209

 

 

$

124,211

 

Property operating expenses (3)

 

 

( 38,385

)

 

 

( 2,400

)

 

 

( 40,785

)

Interest expense

 

 

( 18,960

)

 

 

( 33,671

)

 

 

( 52,631

)

Other expense

 

 

 

 

 

( 242

)

 

 

( 242

)

Gain on sales of real estate assets

 

 

 

 

 

2,623

 

 

 

2,623

 

Segment profit (loss)

 

$

54,657

 

 

$

( 21,481

)

 

 

33,176

 

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

( 52,663

)

General and administrative expense

 

 

 

 

 

 

 

 

 

 

( 18,727

)

Interest and other income

 

 

 

 

 

 

 

 

 

 

891

 

Loss on impairment

 

 

 

 

 

 

 

 

 

 

( 13,274

)

Income tax provision

 

 

 

 

 

 

 

 

 

 

( 16,117

)

Equity in earnings (losses) of unconsolidated affiliates

 

 

 

 

 

 

 

 

 

 

( 6,079

)

Net loss

 

 

 

 

 

 

 

 

 

$

( 72,793

)

Capital expenditures (4)

 

$

9,754

 

 

$

1,377

 

 

$

11,131

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended June 30, 2019

 

Malls

 

 

All

Other (1)

 

 

Total

 

Revenues (2)

 

$

170,976

 

 

$

22,401

 

 

$

193,377

 

Property operating expenses (3)

 

 

( 53,599

)

 

 

( 3,379

)

 

 

( 56,978

)

Interest expense

 

 

( 21,556

)

 

 

( 30,926

)

 

 

( 52,482

)

Other expense

 

 

 

 

 

( 34

)

 

 

( 34

)

Gain on sales of real estate assets

 

 

2,478

 

 

 

3,049

 

 

 

5,527

 

Segment profit (loss)

 

$

98,299

 

 

$

( 8,889

)

 

 

89,410

 

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

( 64,478

)

General and administrative expense

 

 

 

 

 

 

 

 

 

 

( 14,427

)

Interest and other income

 

 

 

 

 

 

 

 

 

 

356

 

Loss on impairment

 

 

 

 

 

 

 

 

 

 

( 41,608

)

Income tax provision

 

 

 

 

 

 

 

 

 

 

( 813

)

Equity in earnings (losses) of unconsolidated affiliates

 

 

 

 

 

 

 

 

 

 

1,872

 

Net loss

 

 

 

 

 

 

 

 

 

$

( 29,688

)

Capital expenditures (4)

 

$

31,560

 

 

$

1,413

 

 

$

32,973

 

 

Six Months Ended June 30, 2020

 

Malls

 

 

All

Other (1)

 

 

Total

 

Revenues (2)

 

$

265,353

 

 

$

26,432

 

 

$

291,785

 

Property operating expenses (3)

 

 

( 90,483

)

 

 

( 5,667

)

 

 

( 96,150

)

Interest expense

 

 

( 37,107

)

 

 

( 62,516

)

 

 

( 99,623

)

Other expense

 

 

 

 

 

( 400

)

 

 

( 400

)

Gain (loss) on sales of real estate assets

 

 

( 25

)

 

 

2,788

 

 

 

2,763

 

Segment profit (loss)

 

$

137,738

 

 

$

( 39,363

)

 

 

98,375

 

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

( 108,565

)

General and administrative expense

 

 

 

 

 

 

 

 

 

 

( 36,563

)

Litigation settlement

 

 

 

 

 

 

 

 

 

 

 

Interest and other income

 

 

 

 

 

 

 

 

 

 

3,288

 

Gain on extinguishment of debt

 

 

 

 

 

 

 

 

 

 

 

Loss on impairment

 

 

 

 

 

 

 

 

 

 

( 146,918

)

Income tax provision

 

 

 

 

 

 

 

 

 

 

( 16,643

)

Equity in earnings (losses) of unconsolidated affiliates

 

 

 

 

 

 

 

 

 

 

( 5,061

)

Net loss

 

 

 

 

 

 

 

 

 

$

( 212,087

)

Capital expenditures (4)

 

$

27,810

 

 

$

3,653

 

 

$

31,463

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended June 30, 2019

 

Malls

 

 

All

Other (1)

 

 

Total

 

Revenues (2)

 

$

354,840

 

 

$

36,567

 

 

$

391,407

 

Property operating expenses (3)

 

 

( 110,780

)

 

 

( 7,873

)

 

 

( 118,653

)

Interest expense

 

 

( 44,746

)

 

 

( 61,734

)

 

 

( 106,480

)

Other expense

 

 

 

 

 

( 34

)

 

 

( 34

)

Gain on sales of real estate assets

 

 

2,478

 

 

 

3,277

 

 

 

5,755

 

Segment profit (loss)

 

$

201,792

 

 

$

( 29,797

)

 

 

171,995

 

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

( 134,270

)

General and administrative expense

 

 

 

 

 

 

 

 

 

 

( 36,434

)

Litigation settlement

 

 

 

 

 

 

 

 

 

 

( 88,150

)

Interest and other income

 

 

 

 

 

 

 

 

 

 

845

 

Gain on extinguishment of debt

 

 

 

 

 

 

 

 

 

 

71,722

 

Loss on impairment

 

 

 

 

 

 

 

 

 

 

( 66,433

)

Income tax provision

 

 

 

 

 

 

 

 

 

 

( 952

)

Equity in earnings (losses) of unconsolidated affiliates

 

 

 

 

 

 

 

 

 

 

5,180

 

Net loss

 

 

 

 

 

 

 

 

 

$

( 76,497

)

Capital expenditures (4)

 

$

59,584

 

 

$

1,528

 

 

$

61,112

 

 

Total Assets

 

Malls

 

 

All

Other (1)

 

 

Total

 

June 30, 2020

 

$

3,994,951

 

 

$

660,208

 

 

$

4,655,159

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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 for information on the Company's revenues disaggregated by revenue source for each of the above segments.

(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.

v3.20.2
Earnings per Share and Earnings per Unit
6 Months Ended
Jun. 30, 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 and six month periods ended June 30, 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 and six month periods ended June 30, 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 and six month periods ended June 30, 2020 and 2019.

The following table presents basic and diluted EPU for common and special common units for the three-month and six-month periods ended June 30, 2020 and 2019.

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

(In thousands, except per unit data)

 

 

2020

 

 

 

2019

 

 

 

2020

 

 

 

2019

 

Net Loss Attributable to Common Unitholders

 

$

( 83,529

)

 

$

( 40,854

)

 

$

( 233,839

)

 

$

( 98,811

)

Distributions to Common Unitholders - Declared Only

 

 

 

 

 

( 14,594

)

 

 

 

 

 

( 14,639

)

Distributions to Special Common Unitholders - Declared and Undeclared

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common units issued on conversion of SCUs

 

 

 

 

 

( 178

)

 

 

 

 

 

( 133

)

S-SCUs

 

 

( 1,143

)

 

 

( 1,143

)

 

 

( 2,286

)

 

 

( 2,286

)

L-SCUs

 

 

-

 

 

 

( 433

)

 

 

( 433

)

 

 

( 866

)

K-SCUs

 

 

( 844

)

 

 

( 844

)

 

 

( 1,687

)

 

 

( 1,687

)

Total Undistributed Losses Available to Common and Special Common Unitholders

 

$

( 85,516

)

 

$

( 58,046

)

 

$

( 238,245

)

 

$

( 118,421

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Distributed Earnings:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common units issued on conversion of SCUs

 

 

 

 

 

 

 

 

 

 

 

133

 

S-SCUs

 

 

1,143

 

 

 

1,143

 

 

 

2,286

 

 

 

4,572

 

L-SCUs

 

 

433

 

 

 

433

 

 

 

433

 

 

 

1,732

 

K-SCUs

 

 

844

 

 

 

844

 

 

 

1,687

 

 

 

3,375

 

Common Units

 

 

 

 

 

 

 

 

 

 

 

14,639

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Undistributed Losses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common units issued on conversion of SCUs

 

$

 

 

$

 

 

$

 

 

$

 

S-SCUs

 

 

 

 

 

 

 

 

 

 

 

 

L-SCUs

 

 

 

 

 

 

 

 

 

 

 

 

K-SCUs

 

 

 

 

 

 

 

 

 

 

 

 

Common Units

 

 

( 85,513

)

 

 

( 43,274

)

 

 

( 238,243

)

 

 

( 201,801

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted Average:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common units issued on conversion of SCUs

 

 

1,697

 

 

 

1,770

 

 

 

1,697

 

 

 

1,758

 

S-SCUs

 

 

1,561

 

 

 

1,561

 

 

 

1,561

 

 

 

1,561

 

L-SCUs

 

 

572

 

 

 

572

 

 

 

572

 

 

 

572

 

K-SCUs

 

 

1,137

 

 

 

1,137

 

 

 

1,137

 

 

 

1,137

 

Common Units

 

 

196,736

 

 

 

195,192

 

 

 

196,513

 

 

 

195,142

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic EPU:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common units issued on conversion of SCUs

 

$

 

 

$

 

 

$

 

 

$

 

S-SCUs

 

 

0.73

 

 

 

0.73

 

 

 

1.46

 

 

 

2.93

 

L-SCUs

 

 

0.76

 

 

 

0.76

 

 

 

0.76

 

 

 

3.03

 

K-SCUs

 

 

0.74

 

 

 

0.74

 

 

 

1.48

 

 

 

2.97

 

Common Units

 

 

( 0.43

)

 

 

( 0.22

)

 

 

( 1.21

)

 

 

( 0.96

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Basic EPU

 

$

( 0.41

)

 

$

( 0.20

)

 

$

( 1.16

)

 

$

( 0.49

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted EPU:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common units issued on conversion of SCUs

 

$

 

 

$

 

 

$

 

 

$

 

S-SCUs

 

 

0.73

 

 

 

0.73

 

 

 

1.46

 

 

 

2.93

 

L-SCUs

 

 

0.76

 

 

 

0.76

 

 

 

0.76

 

 

 

3.03

 

K-SCUs

 

 

0.74

 

 

 

0.74

 

 

 

1.48

 

 

 

2.97

 

Common Units

 

 

( 0.43

)

 

 

( 0.22

)

 

 

( 1.21

)

 

 

( 0.53

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Diluted EPU

 

$

( 0.41

)

 

$

( 0.20

)

 

$

( 1.16

)

 

$

( 0.49

)

 

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.

v3.20.2
Contingencies
6 Months Ended
Jun. 30, 2020
Commitments And Contingencies Disclosure [Abstract]  
Contingencies

Note 12 – Contingencies

Litigation

As previously disclosed, 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. Pursuant to the settlement agreement the Company 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. The class members were 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 valid claim pursuant to the Court's order will receive payment of their claims in cash. Class members who are current tenants began receiving monthly credits against rents and future charges during the three months ended June 30, 2020 and will continue 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 class counsel (up to a maximum of $27,000), 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. During the three-month periods ended September 30, 2019 and December 31, 2019, 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. Additionally, the Company reduced the accrued liability during the three months ended December 31, 2019 by $23,050 related to attorney and administrative fees that were paid pursuant to the settlement agreement. During the three months and six months ended June 30, 2020, the Company reduced the accrued liability by $3,276, which was related to monthly credits against rents and other charges for current tenants. The Company 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.

See Note 15 – Subsequent Events for discussion of events that occurred subsequent to June 30, 2020 in connection with the class action litigation settlement.

Securities Litigation

The Company and certain of its officers and directors were named as defendants in three putative securities class action lawsuits (collectively, the “Securities Class Action Litigation”), each filed in the United States District Court for the Eastern District of Tennessee, on behalf of all persons who purchased or otherwise acquired the Company’s securities during a specified period of time. Those cases were consolidated on July 17, 2019, under the caption In re CBL & Associates Properties, Inc. Securities Litigation , 1:19-cv-00149-JRG-CHS.

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. , 1:19-cv-01038-LPS, in the United States District Court for the District of Delaware (the “ Garfield Derivative Action”), purportedly on behalf of the Company against certain of its officers and directors. On June 24, 2019, September 5, 2019 and September 25, 2019, respectively, other shareholders filed three additional putative derivative complaints, each in the United States District Court for the District of Delaware, captioned as follows: Robert Cohen v. Stephen D. Lebovitz et al. , 1:19-cv-01185-LPS (the “ Cohen Derivative Action”); Travis Lore v. Stephen D. Lebovitz et al. , 1:19-cv-01665-LPS (the “ Lore Derivative Action”), and City of Gainesville Cons. Police Officers’ and Firefighters Retirement Plan v. Stephen D. Lebovitz et al. , 1:19-cv-01800 (the “ Gainesville Derivative Action”), each asserting substantially similar claims purportedly on behalf of the Company against similar defendants. The Court consolidated the Garfield Derivative Action and the Cohen Derivative Action on July 17, 2019, under the caption In re CBL & Associates Properties, Inc. Derivative Litigation , 1:19-cv-01038-LPS (the " Consolidated Derivative

Action"). On July 25, 2019, the Court stayed proceedings in the Consolidated Derivative Action pending resolution of an eventual motion to dismiss in the Securities Class Action Litigation. On October 14, 2019, the parties to the Gainesville Derivative Action and the Lore Derivative Action filed a joint stipulation and proposed order confirming that each of those cases is subject to the consolidation order previously entered by the Court in the Consolidated Derivative Action and that further proceedings in those cases are stayed pending resolution of an eventual motion to dismiss in the Securities Class Action Litigation. On July 22, 2019, a shareholder filed a putative derivative complaint captioned Shebitz v. Lebovitz et al. , 1:19-cv-00213, in the United States District Court for the Eastern District of Tennessee (the “ Shebitz Derivative Action”); on January 10, 2020, a shareholder filed a putative derivative complaint captioned Chatman v. Lebovitz, et al., 2020-0011-JTL, in the Delaware Chancery Court (the “Chatman Derivative Action”); on February 12, 2020, a shareholder filed a putative derivative complaint captioned Kurup v. Lebovitz, et al., 2020-0070-JTL, in the Delaware Chancery Court (the “ Kurup Derivative Action”); on February 26, 2020, a shareholder filed a putative derivative complaint captioned Kemmer v. Lebovitz, et al., 1:20-cv-00052, in the United States District Court for the Eastern District of Tennessee (the “ Kemmer Derivative Action”) ; and on April 14, 2020, a shareholder filed a putative derivative complaint captioned Hebig v. Lebovitz, et al., 1:19-cv-00149-JRG-CHS , in the United States District Court for the Eastern District of Tennessee (the “ Hebig Derivative Action”) , each asserting substantially similar claims purportedly on behalf of the Company against similar defendants. On October 7, 2019, the Court stayed the Shebitz Derivative Action, pending resolution of an eventual motion to dismiss in the related Securities Class Action Litigation; the Company expects the Chatman, Kurup, Kemmer , and Hebig Derivative Actions to be stayed as well .

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 June 30, 2020 and December 31, 2019:

 

 

 

As of June 30, 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)

 

 

June 30, 2020

 

 

December 31, 2019

 

West Melbourne I, LLC - Phase I

 

50%

 

 

$

40,567

 

 

50%

 

 

 

$

20,284

 

 

Feb-2021

(2)

 

$

203

 

 

$

199

 

West Melbourne I, LLC - Phase II

 

50%

 

 

 

14,603

 

 

50%

 

 

 

 

7,302

 

 

Feb-2021

(2)

 

 

73

 

 

 

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

 

 

 

94

 

 

 

101

 

Shoppes at Eagle Point, LLC

 

50%

 

 

 

35,189

 

 

35%

 

(3)

 

 

12,740

 

 

Oct-2020

(4)

 

 

127

 

 

 

127

 

EastGate Storage, LLC

 

50%

 

 

 

6,439

 

 

50%

 

(5)

 

 

3,250

 

 

Dec-2022

 

 

 

33

 

 

 

33

 

Self Storage at Mid Rivers, LLC

 

50%

 

 

 

5,843

 

 

50%

 

(6)

 

 

2,994

 

 

Apr-2023

 

 

 

30

 

 

 

30

 

Parkdale Self Storage, LLC

 

50%

 

 

 

5,483

 

 

100%

 

(7)

 

 

6,500

 

 

Jul-2024

 

 

 

65

 

 

 

65

 

Hamilton Place Self Storage, LLC

 

54%

 

 

 

5,146

 

 

100%

 

(8)

 

 

7,002

 

 

Sep-2024

 

 

 

70

 

 

 

70

 

Atlanta Outlet JV, LLC

 

50%

 

 

 

4,680

 

 

100%

 

 

 

 

4,680

 

 

Nov-2023

 

 

 

 

 

 

 

Louisville Outlet Shoppes, LLC

 

50%

 

 

 

9,182

 

 

100%

 

(9)

 

 

9,182

 

 

Jul-2020

 

 

 

 

 

 

 

Total guaranty liability

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

964

 

 

$

973

 

 

(1)

Excludes any extension options.

(2)

These loans have two one-year extension options at the joint venture’s election.

(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 extension option, at the joint venture's election, for an outside maturity date of October 2022.

(5)

The guaranty may be reduced to 25% once certain debt and operational metrics are met.

(6)

The guaranty may be 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. The guaranty may be reduced to 50% upon opening, and further reduced to 25% once certain debt and operations metrics are met.

(9)

In July 2020, the maturity date was extended to October 2020.

 

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 June 30, 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 June 30, 2020 and December 31, 2019.

Expected credit losses

During the three and six months ended June 30, 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 and six months ended June 30, 2020.

Performance Bonds

The Company has issued various bonds that it would have to satisfy in the event of non-performance. The total amount outstanding on these bonds was $4,902 and $13,660 at June 30, 2020 and December 31, 2019, respectively.
v3.20.2
Share-Based Compensation
6 Months Ended
Jun. 30, 2020
Share Based Compensation [Abstract]  
Share-Based Compensation

Note 13 – Share-Based Compensation

As of June 30, 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 $361 and $546 for the three months ended June 30, 2020 and 2019, respectively, and $1,505 and $2,259 for the six months ended June 30, 2020 and 2019, respectively. Share-based compensation cost capitalized as part of real estate assets was $5 and $27 for the three months ended June 30, 2020 and 2019, respectively, and $12 and $41 for the six months ended June 30, 2020 and 2019, respectively.

A summary of the status of the Company’s nonvested restricted stock awards as of June 30, 2020, and changes during the six months ended June 30, 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

 

 

( 24,911

)

 

$

4.64

 

Nonvested at June 30, 2020

 

 

1,523,549

 

 

$

2.16

 

 

As of June 30, 2020, there was $2,709 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 2.4 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 of the quantitative portion of the award over the performance period is based on the achievement of TSR relative to the NAREIT Retail Index while the remaining one -third is based on the achievement of absolute TSR metrics for the Company. Beginning with the 2018 PSU grant, to maintain compliance with a 200,000 share annual equity grant limit (the “Section 162(m) Grant Limit”) that was included in the 2012 Plan to satisfy the “qualified performance-based compensation” exception to the deduction limits for certain executive compensation under Section 162(m) of the Code, to the extent that a grant of PSUs could result in the issuance of a number of shares of common stock at the conclusion of the performance period that, when coupled with the number of shares of time-vesting restricted stock granted in the same year the PSUs were granted, would exceed such limit, any such excess will be converted to a cash bonus award with a value equivalent to the number of shares of common stock constituting such excess times the average of the high and low trading prices reported for CBL's common stock on the date such shares would otherwise have been issuable.

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 June 30, 2020, and changes during the six months ended June 30, 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 June 30, 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 June 30, 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 June 30, 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 $( 60) and $443 for the three months ended June 30, 2020 and 2019, respectively, and $418 and $869 for the six months ended June 30, 2020 and 2019, respectively. Unrecognized compensation costs related to the PSUs was $3,597 as of June 30, 2020, which is expected to be recognized over a weighted-average period of 4.2 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.     

v3.20.2
Noncash Investing and Financing Activities
6 Months Ended
Jun. 30, 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:

 

 

 

Six Months Ended

June 30,

 

 

 

2020

 

 

2019

 

Accrued dividends and distributions payable

 

$

 

 

$

2,420

 

Additions to real estate assets accrued but not yet paid

 

 

14,130

 

 

 

26,572

 

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

 

 

( 159

)

 

 

4,042

 

Deconsolidation upon formation or transfer of interests in joint ventures:

 

 

 

 

 

 

 

 

Decrease in real estate assets

 

 

 

 

 

( 566

)

Increase in investment in unconsolidated affiliates

 

 

 

 

 

999

 

 

v3.20.2
Subsequent Events
6 Months Ended
Jun. 30, 2020
Subsequent Events [Abstract]  
Subsequent Events

Note 15 – Subsequent Events

The Company elected to not make the 2026 Notes Interest Payment by the end of the 30-day grace period to make such payment. The Company made the 2023 Notes Interest Payment and the 2026 Notes Interest Payment on August 5, 2020. See Note 8 – Mortgage and Other Indebtedness, Net for more information.

On August 6, 2020, the Operating Partnership received a notice of imposition of base rate and post-default rate letter from the administrative agent under the secured credit facility, which (i) informed the Operating Partnership that following an asserted event of default on March 19, 2020, all outstanding loans were converted to base rate loans at the expiration of the applicable interest periods and (ii) seeks payment of approximately $4,812 related thereto for April through June 2020. The administrative agent also informed the Operating Partnership that from and after August 6, 2020, interest will accrue on all outstanding obligations at the post-default rate, which is equal to the rate that otherwise would be in effect plus 5.0%. See Note 8 – Mortgage and Other Indebtedness, Net for more information.

The maturity date of the loan secured by The Outlet Shoppes of the Bluegrass – Phase II that was scheduled to mature in July 2020 was extended to October 2020 .

With respect to the class action litigation settlement discussed in Note 12 – Contingencies , the Company made the final fee payment of $4,000 to class counsel in July 2020. Additionally, the Company paid $4,915 in July 2020 to settle claims of former tenants in connection with the class action litigation settlement.

In July 2020, the Company issued 1,783,403 and 338,331 shares of the Company’s common stock to certain individuals and entities included in CBL’s Predecessor and a third party, respectively, 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 and such third party.

v3.20.2
Combined Guarantor Subsidiaries - Organization
6 Months Ended
Jun. 30, 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 June 30, 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

 

 

 

3

 

 

 

21

 

Total

 

 

63

 

 

 

23

 

 

 

6

 

 

 

7

 

 

 

99

 

 

(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 June 30, 2020, the Operating Partnership had an interest in one self-storage facility that was 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 June 30, 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 a 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. At June 30, 2020, CBL’s Predecessor owned a 0.9% limited partner interest and third parties owned a 3.9% limited partner interest in the Operating Partnership.  CBL's Predecessor also owned 19.9 million shares of CBL’s common stock at June 30, 2020, for a total combined effective interest of 10.7% in the Operating Partnership.

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 June 30 , 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’s shareholders voted to approve an amendment to the Company’s Amended and Restated Certificate of Incorporation, as amended, to effect a reverse stock split at a ratio between 1-for-5 and 1-for-25, and a proportionate reduction in the number of authorized shares of common stock, to be determined at the discretion of the board of directors for the purpose of complying with NYSE Listing Standards, subject to the board of directors’ discretion to abandon this amendment. The Company’s board of directors has not yet taken action to effect the reverse stock split . The Company intends to actively evaluate and monitor the price of its common stock between the date of this report 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 Operating Partnership received notices of default and reservation of rights letters from the administrative agent under the secured credit facility asserting that certain defaults and events of default have occurred and continue to exist as of June 30, 2020 by reason of the Operating Partnership’s failure to comply with certain restrictive covenants, including the liquidity covenant, in the secured credit facility. As of the date of this report, the lenders under the secured credit facility have not accelerated the outstanding amount due and payable on the loans or commenced foreclosure proceedings, but they may seek to exercise one or more of these remedies in the future.  

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 $447,500 as of June 30, 2020, that matures in July 2023 and (ii) the Notes with balances of $450,000, $300,000, and $625,000, as of June 30, 2020, that mature in December 2023 , October 2024 and December 2026 ,

respectively, as well as the cumulative unpaid dividends on the Company’s preferred stock and the special common units of limited partnership interest in the Operating Partnership. The Advisors commenced discussions in May 2020 with advisors to certain holders of the N otes and the credit committee of the senior secured credit facility. Management may pursue a comprehensive capital structure solution that will address the Company’s funded indebtedness and outstanding equity interests that may result in the reorganization of the Company.

Given the impact of the COVID-19 pandemic on the retail and broader markets, the ongoing weakness of the credit markets, and the Operating Partnership’s default of certain restrictive covenants, 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

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 June 30, 2020, and the maximum guarantee related to the Notes is $1,375,000 as of June 30, 2020.

The percentage of actual Guarantor Properties that are pledged as collateral on the secured credit facility in relation to the Combined Guarantor Subsidiaries is shown in the table below:

 

 

 

As of June 30, 2020

 

 

For the three months ended

June 30, 2020

 

 

For the six months ended

June 30, 2020

 

 

 

Assets

 

 

Liabilities

 

 

Revenue

 

 

Net income

 

 

Revenue

 

 

Net income

 

Guarantor Properties pledged as collateral on the secured credit facility

 

$

1,314,801

 

 

$

31,098

 

 

$

37,955

 

 

$

8,202

 

 

$

89,173

 

 

$

23,604

 

Combined Guarantor Subsidiaries

 

$

1,642,211

 

 

$

288,603

 

 

$

47,983

 

 

$

8,057

 

 

$

113,410

 

 

$

26,892

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Guarantor Properties pledged as collateral on the secured credit facility as % of Combined Guarantor Subsidiaries

 

 

80.1

%

 

 

10.8

%

 

 

79.1

%

 

 

101.8

%

 

 

78.6

%

 

 

87.8

%

 


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.

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.

The Operating Partnership received notices of default and reservation of rights letters from the administrative agent under the secured credit facility asserting that certain defaults and events of default have occurred and continue to exist as of June 30, 2020 by reason of the Operating Partnership’s failure to comply with certain restrictive covenants, including the liquidity covenant, in the secured credit facility. As of the date of this report, the lenders under the secured credit facility have not accelerated the outstanding amount due and payable on the loans or commenced foreclosure proceedings, but they may seek to exercise one or more of these remedies in the future.

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 $447,500 as of June 30, 2020, that matures in July 2023 and (ii) the Notes with balances of $450,000, $300,000, and $625,000, as of June 30, 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 commenced discussions in May 2020 with advisors to certain holders of the Notes and the credit committee of the senior secured credit facility. Management may pursue a comprehensive capital structure solution that will address the Operating Partnership’s funded indebtedness and outstanding equity interests that may result in the reorganization of CBL and the Operating Partnership.

Given the impact of the COVID-19 pandemic on the retail and broader markets, the ongoing weakness of the credit markets, and the Operating Partnership’s default of certain restrictive covenants, 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 doubt that they will continue to operate as a going concern within one year after the date their condensed combined financial statements are issued. 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.

v3.20.2
Combined Guarantor Subsidiaries - Summary of Significant Accounting Policies
6 Months Ended
Jun. 30, 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.

 

Lease Modification Q&A

 

April 1, 2020 –

Prospective

 

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 has elected to apply the relief provided under the Lease Modification Q&A and will avail itself of the election to avoid performing a lease by lease analysis for the lease concessions that were (1) granted as relief due to the COVID-19 pandemic and (2) result in the cash flows remaining substantially the same or less than the original contract. The Lease Modification Q&A had a material impact on the Company’s consolidated financial statements as of and for the three and six months ended June 30, 2020. However, its future impact to the Company is dependent upon the extent of lease concessions granted to tenants as a result of the COVID-19 pandemic in future periods and the elections made by the Company at the time of entering such concessions.

 

The Lease Modification Q&A allows the Company to determine accounting policy elections at a disaggregated level, and the elections should be applied consistently by either the type of concession, underlying asset class or on another reasonable basis. As a result, the Company has made the following policy elections based on the type of concession agreed to with the respective tenant.

Rent Deferrals

The Company will account for rental deferrals using the receivables model as described within the Lease Modification Q&A. Under the receivables model, the Company will continue to recognize lease revenue in a manner that is unchanged from the original lease agreement and continue to recognize lease receivables and rental revenue during the deferral period.

Rent Abatements

The Company will account for rental abatements using the negative variable income model as described within the Lease Modification Q&A. Under the negative variable income model, the Company will recognize negative variable rent for the current period reduction of rental revenue associated with any lease concessions we provide.

 

 

 

 

 

At June 30, 2020, the Company’s receivables include $9,129 related to receivables that have been deferred and are to be repaid over periods generally starting in late 2020 and extending for some portion of 2021. The Company granted abatements of $1,848 for the three and six months ended June 30, 2020. As of early August 2020, the Company estimates that it will defer $15,500 of rents that were billed for April, May and June 2020 based on agreements that have been executed or are in active negotiation. The Company continues to assess rent relief requests from its tenants but is unable to predict the resolution or impact of these discussions.

 

 

 

 

 

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 , which provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions that reference LIBOR or other reference rates expected to be discontinued because of reference rate reform. This ASU is effective as of March 12, 2020 through December 31, 2022. The Company has not adopted any of the optional expedients or exceptions as of June 30, 2020, but will continue to evaluate the possible adoption of any such expedients or exceptions during the effective period as circumstances evolve.

 

 

 

 

Accounts Receivable

Receivables include amounts billed and currently due from tenants pursuant to lease agreements and receivables attributable to straight-line rents associated with those lease agreements. Individual leases where the collection of rents is in dispute are assessed for collectability based on management’s best estimate of collection considering the anticipated outcome of the dispute. Individual leases that are not in dispute are assessed for collectability and upon the determination that the collection of rents over the remaining lease term is not probable, accounts receivable are reduced as an adjustment to rental revenues. Revenue from leases where collection is deemed to be less than probable is recorded on a cash basis until collectability is determined to be probable. Further, management assesses whether operating lease receivables, at a portfolio level, are appropriately valued based upon an analysis of balances outstanding, historical collection levels and current economic trends. An allowance for the uncollectible portion of the portfolio is recorded as an adjustment to rental revenues.  Management’s estimate of the collectability of accounts receivable from tenants is based on the best information available to management at the time of evaluation.

The duration of the COVID-19 pandemic and our tenants’ ability to resume operations once governmental and legislative restrictions are lifted has caused uncertainty in the Company’s ongoing ability to collect rents when due. Considering the potential impact of these uncertainties, management’s collection assessment also took into consideration the type of retailer and current discussions with the tenants, as well as recent rent collection experience and tenant bankruptcies based on the best information available to management at the time of evaluation. For the three and six months ended June 30, 2020, the Company recorded $36,912 and $40,692, respectively, associated with potentially uncollectible revenues, which includes $1,088 and $2,557, respectively, for straight-line rent receivables .

Carrying Value of Long-Lived Assets and Investment in Unconsolidated Affiliates

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 June 30 , 2020, the Company’s evaluation of impairment of real estate assets 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 three months ended June 30, 2020, the Company recorded an impairment charge of $ 13,274 related to one mall. For the six months ended June 30 , 2020, the Company recorded impairment charges of $ 146,918 related to three of its malls . As of June 30, 2020, four other properties had impairment indicators; however, based on the Company’s plans with respect to those properties and the economic environment as of June 30 , 2020, no additional impairment charges were recorded .

As of June 30, 2020, the Company’s estimates of fair value for each investment are based on a number of assumptions that are subject to economic and market uncertainties including, but not limited to, demand for space, competition for tenants, changes in market rental rates, and operating costs. Future declines in the fair value of the Company’s investments in unconsolidated affiliates, including those resulting from the adverse impact of the COVID-19 pandemic on the real estate assets owned by the unconsolidated affiliates, could result in the recognition of substantial impairment charges on its investments in unconsolidated affiliates to the extent such declines are determined to be other-than-temporary. No impairments of investments in unconsolidated affiliates were recorded in the three and six-month periods ended June 30, 2020 and 2019. As of June 30, 2020, there were indicators that the fair value of one investment in unconsolidated affiliates had declined below the Company’s carrying value of the investment; however, the decline was determined to not be other-than-temporary.  

Guarantor Subsidiaries  
Condensed Financial Statements Captions [Line Items]  
Summary of Significant Accounting Policies

Note 2 – Summary of Significant Accounting Policies

Basis of Presentation

The accompanying financial statements represent the combined financial statements of the Combined Guarantor Subsidiaries on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America. All intercompany transactions have been eliminated. Results of operations realized in any one quarter may not be indicative of the results likely to be experienced over the course of the fiscal year.

Accounting Guidance Adopted

 

Description

 

Date Adopted &

Application

Method

 

Financial Statement Effect and Other Information

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' 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' combined financial statements or disclosures.

 

 

 

 

 

Lease Modification Q & A

 

April 1, 2020 - Prospective

 

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 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 Combined Guarantor Subsidiaries have elected to apply the relief provided under the Lease Modification Q&A and have elected to avoid performing a lease by lease analysis for the lease concessions that were (1) granted as relief due to the COVID-19 pandemic and (2) result in the cash flows remaining substantially the same or less than the original contract. The Lease Modification Q&A had a material impact on the Combined Guarantor Subsidiaries' condensed combined financial statements as of and for the three and six months ended June 30, 2020. However, its future impact to the Combined Guarantors Subsidiaries is dependent upon the extent of lease concessions granted to tenants as a result of the COVID-19 pandemic in future periods and the elections made by the Combined Guarantor Subsidiaries at the time of entering such concessions.

 

The Lease Modification Q&A allows the Combined Guarantor Subsidiaries to determine accounting policy elections at a disaggregated level, and the elections should be applied consistently by either the type of concession, underlying asset class or on another reasonable basis. As a result, the Combined Guarantor Subsidiaries have made the following policy elections based on the type of concession agreed to with respective tenant.

 

Rent Deferrals

The Combined Guarantor Subsidiaries will account for rental deferrals using the receivables model as described within the Lease Modification Q&A. Under the receivables model, the Combined Guarantor Subsidiaries will continue to recognize lease revenue in a manner that is unchanged from the original lease agreement and continue to recognize lease receivables and rental revenue during the deferral period.

 

Rent Abatements

The Combined Guarantor Subsidiaries will account for rental abatements using the negative variable income model as described within the Lease Modification Q&A. Under the negative variable income model, the Combined Guarantor Subsidiaries will recognize negative variable rent for the current period reduction of rental revenue associated with any lease concessions we provide

 

At June 30, 2020, the Combined Guarantor Subsidiaries’ Receivables include $3,789 related to receivables that have been deferred and are to be repaid over periods generally starting in late 2020 and extending for some portion of 2021 months. The Combined Guarantor Subsidiaries granted abatements of $870 for the three and six months ended June 30, 2020. As of early August 2020, the Combined Guarantor Subsidiaries estimate that they will defer $6,100 of rents that were billed for April, May and June 2020 based on agreements that have been executed or are in active negotiation. The Combined Guarantor Subsidiaries continue to assess rent relief requests from tenants but are unable to predict the resolution or impact of these discussions.

Accounts Receivable

Receivables include amounts billed and currently due from tenants pursuant to lease agreements and receivables attributable to straight-line rents associated with those lease agreements. Individual leases where the collection of rents is in dispute are assessed for collectability based on management’s best estimate of collection considering the anticipated outcome of the dispute. Individual leases that are not in dispute are assessed for collectability and upon the determination that the collection of rents over the remaining lease term is not probable, accounts receivable are reduced as an adjustment to rental revenues. Revenue from leases where collection is deemed to be less than probable is recorded on a cash basis until collectability is determined to be probable. Further, management assesses whether operating lease receivables, at a portfolio level, are appropriately valued based upon an analysis of balances outstanding, historical collection levels and current economic trends. An allowance for the uncollectible portion of the portfolio is recorded as an adjustment to rental revenues.  Management’s estimate of the collectability of accounts receivable from tenants is based on the best information available to management at the time of evaluation.

The duration of the COVID-19 pandemic and our tenants’ ability to resume operations once governmental and legislative restrictions are lifted has caused uncertainty in our ongoing ability to collect rents when due. Considering the potential impact of these uncertainties, our collection assessment also took into consideration the type of retailer and current discussions with the tenants, as well as recent rent collection experience and tenant bankruptcies based on the best information available to management at the time of evaluation. For the three and six months ended June 30, 2020, we have recorded $15,808 and $17,637, respectively, associated with potentially uncollectible revenues, which includes $753 and $1,206, respectively, for straight-line rent receivables.

Carrying Value of Long-Lived Assets

The Combined 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 Combined 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, the Combined 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 June 30, 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 three and six months ended June 30, 2020, the Combined Guarantor Subsidiaries did not record impairment charges.

v3.20.2
Combined Guarantor Subsidiaries - Revenues
6 Months Ended
Jun. 30, 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

June 30, 2020

 

 

Three Months Ended

June 30, 2019

 

 

Six Months Ended

June 30, 2020

 

 

Six Months Ended

June 30, 2019

 

Rental revenues (1)

 

$

120,222

 

 

$

185,393

 

 

$

281,395

 

 

$

376,373

 

Revenues from contracts with customers (ASC 606):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expense reimbursements (2)

 

 

2,103

 

 

 

2,061

 

 

 

4,492

 

 

 

4,204

 

Management, development and leasing fees (3)

 

 

1,055

 

 

 

2,586

 

 

 

3,147

 

 

 

5,109

 

Marketing revenues (4)

 

 

351

 

 

 

1,218

 

 

 

1,094

 

 

 

2,092

 

 

 

 

3,509

 

 

 

5,865

 

 

 

8,733

 

 

 

11,405

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other revenues

 

 

480

 

 

 

2,119

 

 

 

1,657

 

 

 

3,629

 

Total revenues (5)

 

$

124,211

 

 

$

193,377

 

 

$

291,785

 

 

$

391,407

 

 

(1)

Revenues from leases that commenced subsequent to December 31, 2018 are accounted for in accordance with ASC 842, Leases , whereas all leases existing prior to that date are accounted for in accordance with ASC 840.

 

( 2 )

Includes $2,024 in the Malls segment and $79 in the All Other segment for the three months ended June 30, 2020, and includes $1,892 in the Malls segment and $169 in the All Other segment for the three months ended June 30, 2019.  Includes $4,345 in the Malls segment and $147 in the All Other segment for the six months ended June 30, 2020, and includes $4,084 in the Malls segment and $120 in the All Other segment for the six months ended June 30, 2019.

( 3 )

Included in All Other segment.

( 4 )

Marketing revenues solely relate to the Malls segment for all periods presented.

( 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 and six months ended June 30, 2020, the Company individually evaluated tenant receivables within the scope of ASC 606, of which a significant portion are short term. These receivables are assessed for collectability based on management’s best estimate of collection considering balances outstanding, historical collection levels and current economic trends. The Company recognized bad debt expense of $1,041 and $1,263 related to this class of receivables that were deemed uncollectable for the three and six months ended June 30, 2020, respectively.

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 June 30, 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

 

$

25,080

 

 

$

52,220

 

 

$

47,746

 

 

$

125,046

 

 

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

June 30,

 

 

Six Months Ended June 30,

 

 

 

 

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Rental revenues (1)

 

 

 

 

 

$

46,849

 

 

$

67,316

 

 

$

110,680

 

 

$

138,588

 

Revenues from contracts with customers (ASC 606):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expense reimbursements (2)

 

 

 

 

 

 

882

 

 

 

693

 

 

 

1,953

 

 

 

1,844

 

Marketing revenues (3)

 

 

 

 

 

 

196

 

 

 

549

 

 

 

586

 

 

 

986

 

 

 

 

 

 

 

 

1,078

 

 

 

1,242

 

 

 

2,539

 

 

 

2,830

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other revenues

 

 

 

 

 

 

56

 

 

 

310

 

 

 

191

 

 

 

441

 

Total revenues (4)

 

 

 

 

 

$

47,983

 

 

$

68,868

 

 

$

113,410

 

 

$

141,859

 

 

( 1 )

Revenues from leases that commenced subsequent to December 31, 2018 are accounted for in accordance with ASC 842, Leases , whereas all leases existing prior to that date are accounted for in accordance with ASC 840.

( 2 )

Operating expense reimbursements solely relate to the Malls segment    for the three months ended June 30, 2020 and includes $688 in the Malls segment and $5 in the All Other segment for the three months ended June 30, 2019. Includes $1,928 in the Malls segment and $25 in the All Other segment for the six months ended June 30, 2020 and includes $1,839 in the Malls segment and $5 in the All Other segment for the six months ended June 30, 2019.

( 3 )

Marketing revenues solely relate to the Malls segment for all periods presented.

( 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 and six months ended June 30, 2020, the Combined Guarantor Subsidiaries individually evaluated tenant receivables within the scope of ASC 606, of which a significant portion are short term. These receivables are assessed for collectability based on management’s best estimate of collection considering balances outstanding, historical collection levels and current economic trends. The Combined Guarantor Subsidiaries wrote off $530 and $636 that was deemed uncollectable related to this class of receivables for the three and six months ended June 30, 2020, respectively.

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 June 30, 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

 

$

12,839

 

 

$

25,383

 

 

$

33,641

 

 

$

71,863

 

 

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.

v3.20.2
Combined Guarantor Subsidiaries - Leases
6 Months Ended
Jun. 30, 2020
Condensed Financial Statements Captions [Line Items]  
Leases

Note 4 – Leases

Lessor

The components of rental revenues are as follows:

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Fixed lease payments

 

$

99,150

 

 

$

151,730

 

 

$

236,544

 

 

$

311,002

 

Variable lease payments

 

 

21,072

 

 

 

33,663

 

 

 

44,851

 

 

 

65,371

 

Total rental revenues

 

$

120,222

 

 

$

185,393

 

 

$

281,395

 

 

$

376,373

 

 

The undiscounted future fixed lease payments to be received under the Company's operating leases as of June 30, 2020, are as follows :

 

Years Ending December 31,

 

Operating Leases

 

2020 (1)

 

$

242,571

 

2021

 

 

446,200

 

2022

 

 

376,986

 

2023

 

 

313,251

 

2024

 

 

248,727

 

2025

 

 

185,386

 

Thereafter

 

 

451,572

 

Total undiscounted lease payments

 

$

2,264,693

 

 

(1)

Reflects rental payments for the fiscal period July 1, 2020 to December 31, 2020.

 

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 to ten years. We included the renewal options in our lease terms for purposes of calculating our lease liability and ROU asset where we have plans to continue operating our assets under the current terms associated with each ground lease. The ground leases relate to properties where the Company owns the buildings and improvements, but leases the underlying land. The lease payments on the majority of the ground leases are fixed, but in the instances where they are variable they are either based on the CPI index or a percentage of sales. The one office lease is subleased as of June 30, 2020. As of June 30, 2020, these leases have a weighted-average remaining lease term of 42.9 years and a weighted-average discount rate of 8.1%.

 

The components of lease expense are presented below:

 

 

 

Three Months

Ended

June 30, 2020

 

 

Three Months

Ended

June 30, 2019

 

 

Six Months

Ended

June 30, 2020

 

 

Six Months

Ended

June 30, 2019

 

Lease expense:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating lease expense

 

$

114

 

 

$

207

 

 

$

239

 

 

$

425

 

Variable lease expense

 

 

31

 

 

 

( 2

)

 

 

116

 

 

 

30

 

Total lease expense

 

$

145

 

 

$

205

 

 

$

355

 

 

$

455

 

 

 

Guarantor Subsidiaries  
Condensed Financial Statements Captions [Line Items]  
Leases

Note 4 – Leases

Lessor   

The components of rental revenues are as follows:

 

 

 

 

 

 

 

Three Months Ended

June 30,

 

 

Six Months Ended June 30,

 

 

 

 

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Fixed lease payments

 

 

 

 

 

$

37,096

 

 

$

54,755

 

 

$

91,751

 

 

$

115,062

 

Variable lease payments

 

 

 

 

 

 

9,753

 

 

 

12,561

 

 

 

18,929

 

 

 

23,526

 

Total rental revenues

 

 

 

 

 

$

46,849

 

 

$

67,316

 

 

$

110,680

 

 

$

138,588

 

 

The undiscounted future fixed lease payments to be received under the Combined Guarantor Subsidiaries' operating leases as of June 30, 2020, are as follows:

 

Year Ending December 31,

 

Operating Leases

 

2020 (1)

 

$

92,809

 

2021

 

 

171,662

 

2022

 

 

143,967

 

2023

 

 

121,591

 

2024

 

 

96,184

 

2025

 

 

71,132

 

Thereafter

 

 

158,064

 

Total undiscounted lease payments

 

$

855,409

 

(1)

Reflects rental payments for the fiscal period July 1, 2020 to December 31, 2020.

v3.20.2
Combined Guarantor Subsidiaries - Fair Value Measurements
6 Months Ended
Jun. 30, 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 , ("ASC 820") based on whether the inputs to valuation techniques are observable or unobservable.  The fair value hierarchy contains three levels of inputs that may be used to measure fair value as follows:

 

Level 1 –

Inputs represent quoted prices in active markets for identical assets and liabilities as of the measurement date.

Level 2 –

Inputs, other than those included in Level 1, represent observable measurements for similar instruments in active markets, or identical or similar instruments in markets that are not active, and observable measurements or market data for instruments with substantially the full term of the asset or liability.

Level 3 –

Inputs represent unobservable measurements, supported by little, if any, market activity, and require considerable assumptions that are significant to the fair value of the asset or liability.  Market valuations must often be determined using discounted cash flow methodologies, pricing models or similar techniques based on the Company’s assumptions and best judgment.

 

The asset or liability's fair value within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Under ASC 820, fair value measurements are determined based on the assumptions that market participants would use in pricing the asset or liability in an orderly transaction at the measurement date and under current market conditions. Valuation techniques used maximize the use of observable inputs and minimize the use of unobservable inputs and consider assumptions such as inherent risk, transfer restrictions and risk of nonperformance.

Fair Value Measurements on a Recurring Basis

The carrying values of cash and cash equivalents, receivables, accounts payable and accrued liabilities are reasonable estimates of their fair values because of the short-term nature of these financial instruments.  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 $2,652,997 and $2,970,246 at June 30, 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 six months ended June 30, 2020:

 

AFS Security

 

Amortized

Cost

 

 

Allowance

for credit

losses (1)

 

 

Total unrealized gains/(losses)

 

 

Fair Value

 

U.S. Treasury securities

 

$

152,460

 

 

$

 

 

$

( 42

)

 

$

152,418

 

(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 and six months ended June 30, 2020.

 

The Company adopted ASU 2016-13, Measurement of Credit Losses on Financial Instruments (Topic 326), on January 1, 2020. Under ASC Topic 326-30, the Company elected to exclude applicable accrued interest from both the fair value and the amortized cost basis of the available-for-sale debt securities, and separately present the accrued interest receivable balance within the Other Receivables line item of the condensed consolidated balance sheets. The accrued interest receivables balance totaled $329 as of June 30, 2020. The Company elected not to measure an allowance for credit losses on accrued interest receivable as an allowance on possible uncollectable accrued interest receivable is recorded in a timely manner.

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 six months ended June 30, 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

 

$

166,900

 

 

$

 

 

$

 

 

$

166,900

 

 

$

146,918

 

 

During the six months ended June 30, 2020, the Company recognized impairments of real estate of $146,918 related to three 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

 

 

June

 

Asheville Mall (3)

 

Asheville, NC

 

Malls

 

 

13,274

 

 

 

52,600

 

 

 

 

 

 

 

 

 

 

$

146,918

 

 

$

166,900

 

 

 

(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%.

(3)

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 $52,600. 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 Asheville 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 13.25% and a discount rate of 14.0%.

 

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 six months ended June 30, 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

 

$

127,319

 

 

$

 

 

$

 

 

$

127,319

 

 

$

66,433

 

 

During the six months ended June 30, 2019, the Company recognized impairments of real estate of $66,662 related to three malls and one community center:

 

Impairment

Date

 

Property

 

Location

 

Segment

Classification

 

Loss on

Impairment

 

 

Fair

Value

 

 

March

 

Greenbrier Mall (1)

 

Chesapeake, VA

 

Malls

 

$

22,770

 

 

$

56,300

 

 

March/April

 

Honey Creek Mall (2)

 

Terre Haute, IN

 

Malls

 

 

2,045

 

 

 

14,360

 

 

June

 

The Forum at Grandview (3)

 

Madison, MS

 

All Other

 

 

8,582

 

 

 

31,559

 

 

June

 

EastGate Mall (4)

 

Cincinnati, OH

 

Malls

 

 

33,265

 

 

 

25,100

 

 

January/March

 

Other adjustments (5)

 

Various

 

Malls

 

 

( 229

)

 

 

 

 

 

 

 

 

 

 

 

 

$

66,433

 

 

$

127,319

 

 

 

(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 has 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.

(3)

The Company adjusted the book value to the net sales price of $31,559 based on a signed contract with a third-party buyer, adjusted to reflect estimated disposition costs. The property was sold in July 2019.

(4)

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 $25,100. The mall had experienced a decline in cash flows due to store closures and rent reductions. These factors resulted in a reduction of the expected hold period for 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 EastGate 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 14.5% and a discount rate of 15.0%.

(5)

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 , ("ASC 820") based on whether the inputs to valuation techniques are observable or unobservable.  The fair value hierarchy contains three levels of inputs that may be used to measure fair value as follows:

 

 

Level 1 –

Inputs represent quoted prices in active markets for identical assets and liabilities as of the measurement date.

 

Level 2 –

Inputs, other than those included in Level 1, represent observable measurements for similar instruments in active markets, or identical or similar instruments in markets that are not active, and observable measurements or market data for instruments with substantially the full term of the asset or liability.

 

Level 3 –

Inputs represent unobservable measurements, supported by little, if any, market activity, and require considerable assumptions that are significant to the fair value of the asset or liability.  Market valuations must often be determined using discounted cash flow methodologies, pricing models or similar techniques based on the 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 $202,163 and $202,772 at June 30, 2020 and

December 31, 201 9 , 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.

Fair Value Measurements on a Nonrecurring Basis

The Combined Guarantor Subsidiaries measure 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 Combined Guarantor Subsidiaries consider both quantitative and qualitative factors in their 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 Combined Guarantor Subsidiaries classify 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 2019

The following table sets forth information regarding the Combined Guarantor Subsidiaries’ assets that were measured at fair value on a nonrecurring basis and related impairment charges for the six months ended June 30, 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

 

Long-lived assets

 

$

56,300

 

 

$

 

 

$

 

 

$

56,300

 

 

$

22,770

 

During the six months ended June 30, 2019, the Combined Guarantor Subsidiaries recognized an impairment of real estate of $22,770 related to one mall.

 

Impairment Date

 

Property

 

Location

 

Segment

Classification

 

Loss on

Impairment

 

 

Fair

Value

 

March

 

Greenbriar Mall (1)

 

Chesapeake, VA

 

Malls

 

$

22,770

 

 

$

56,300

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1)

In accordance with the Combined Guarantor Subsidiaries' quarterly impairment process, the Combined Guarantor Subsidiaries wrote down the book value of the mall to its estimated fair value of $56,300. The mall has 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%.

 

v3.20.2
Combined Guarantor Subsidiaries - Mortgage Notes Payable, Net
6 Months Ended
Jun. 30, 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

 

June

30, 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

 

 

105,634

 

 

 

106,851

 

Total mortgage notes payable

 

5.23%

 

 

 

 

 

247,712

 

 

 

249,991

 

Unamortized deferred financing costs

 

 

 

 

 

 

 

 

( 77

)

 

 

( 112

)

Total mortgage notes payable, net

 

 

 

 

 

 

 

$

247,635

 

 

$

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 June 30, 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)

 

$

2,803

 

2021

 

 

78,637

 

2022

 

 

101,771

 

 

 

 

183,211

 

Unamortized deferred financing costs

 

 

( 77

)

Principal balance of loan with a maturity date prior to June 30, 2020 (2)

 

 

64,501

 

Total mortgage notes payable, net

 

$

247,635

 

 

 

(1)

Reflects payments for the fiscal period July 1, 2020 through December 31, 2020.

(2)

Represents the aggregate principal balance as of June 30, 2020 of the non-recourse loan secured by Greenbrier Mall, which was in default.  The loan matured in December 2019 .

The Combined Guarantor Subsidiaries' mortgage notes payable had a weighted-average maturity of 0.9 year as of June 30, 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 June 30, 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.

v3.20.2
Combined Guarantor Subsidiaries - Mortgage and Other Notes Receivable
6 Months Ended
Jun. 30, 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 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 June 30, 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%

 

 

 

1,629

 

 

4.00% - 5.00%

 

 

2,025

 

 

 

 

 

 

 

 

 

$

2,729

 

 

 

 

$

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 June 30, 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 six months ended June 30, 2020.

During the six months ended June 30, 2020, the Company assessed each of its 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 a $1,230 note receivable associated with amounts due from a government sponsored district at The Shoppes at St. Clair during the three months ended March 31, 2020. The Company did not record any other credit losses for this class of receivables for the three months ended June 30, 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 June 30, 2020

 

 

As of December 31, 2019

 

 

 

Maturity

Date

 

Interest

Rate

 

 

Balance

 

 

Interest

Rate

 

 

Balance

 

Mortgages:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The Promenade (1)

 

Dec 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)

 

Dec 2020

 

7.25%

 

 

 

11,977

 

 

7.25%

 

 

 

11,977

 

 

 

 

 

 

 

 

 

 

73,786

 

 

 

 

 

 

 

73,786

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other Note Receivable:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Community improvement district

 

Aug 2028

 

 

 

 

 

 

 

 

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.  

 

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 and six months ended June 30, 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 and six months ended June 30, 2020.

During the six months ended June 30, 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 n ote receivable .

v3.20.2
Combined Guarantor Subsidiaries - Related Party Transactions
6 Months Ended
Jun. 30, 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 $606 and $1,522 for the three months ended June 30, 2020 and 2019, respectively, and $1,974 and $3,014 for the six months ended June 30, 2020 and 2019, respectively.

Amounts payable to CBL Management for management fees were $42 and $394 as of June 30, 2020 and December 31, 2019, respectively.

The Combined Guarantor Subsidiaries have mortgage notes receivable with entities under common control totaling $73,786 as of June 30, 2020 and December 31, 2019. See Note 7 for more information. Interest income earned under the notes receivable were $1,014 and $959 for the three months ended June 30, 2020 and 2019, respectively, and $2,027 and $1,919 for the six months ended June 30, 2020 and 2019, respectively.

At June 30, the Combined Guarantor Subsidiaries had a receivable of $1,264 from the Operating Partnership related to credits to current tenants that were taken during the three months ended June 30, 2020 in connection with the litigation matter discussed in more detail in Note 10- Contingencies .

v3.20.2
Combined Guarantor Subsidiaries - Segment Information
6 Months Ended
Jun. 30, 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 June 30, 2020

 

Malls

 

 

All

Other (1)

 

 

Total

 

Revenues (2)

 

$

112,002

 

 

$

12,209

 

 

$

124,211

 

Property operating expenses (3)

 

 

( 38,385

)

 

 

( 2,400

)

 

 

( 40,785

)

Interest expense

 

 

( 18,960

)

 

 

( 33,671

)

 

 

( 52,631

)

Other expense

 

 

 

 

 

( 242

)

 

 

( 242

)

Gain on sales of real estate assets

 

 

 

 

 

2,623

 

 

 

2,623

 

Segment profit (loss)

 

$

54,657

 

 

$

( 21,481

)

 

 

33,176

 

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

( 52,663

)

General and administrative expense

 

 

 

 

 

 

 

 

 

 

( 18,727

)

Interest and other income

 

 

 

 

 

 

 

 

 

 

891

 

Loss on impairment

 

 

 

 

 

 

 

 

 

 

( 13,274

)

Income tax provision

 

 

 

 

 

 

 

 

 

 

( 16,117

)

Equity in earnings (losses) of unconsolidated affiliates

 

 

 

 

 

 

 

 

 

 

( 6,079

)

Net loss

 

 

 

 

 

 

 

 

 

$

( 72,793

)

Capital expenditures (4)

 

$

9,754

 

 

$

1,377

 

 

$

11,131

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended June 30, 2019

 

Malls

 

 

All

Other (1)

 

 

Total

 

Revenues (2)

 

$

170,976

 

 

$

22,401

 

 

$

193,377

 

Property operating expenses (3)

 

 

( 53,599

)

 

 

( 3,379

)

 

 

( 56,978

)

Interest expense

 

 

( 21,556

)

 

 

( 30,926

)

 

 

( 52,482

)

Other expense

 

 

 

 

 

( 34

)

 

 

( 34

)

Gain on sales of real estate assets

 

 

2,478

 

 

 

3,049

 

 

 

5,527

 

Segment profit (loss)

 

$

98,299

 

 

$

( 8,889

)

 

 

89,410

 

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

( 64,478

)

General and administrative expense

 

 

 

 

 

 

 

 

 

 

( 14,427

)

Interest and other income

 

 

 

 

 

 

 

 

 

 

356

 

Loss on impairment

 

 

 

 

 

 

 

 

 

 

( 41,608

)

Income tax provision

 

 

 

 

 

 

 

 

 

 

( 813

)

Equity in earnings (losses) of unconsolidated affiliates

 

 

 

 

 

 

 

 

 

 

1,872

 

Net loss

 

 

 

 

 

 

 

 

 

$

( 29,688

)

Capital expenditures (4)

 

$

31,560

 

 

$

1,413

 

 

$

32,973

 

 

Six Months Ended June 30, 2020

 

Malls

 

 

All

Other (1)

 

 

Total

 

Revenues (2)

 

$

265,353

 

 

$

26,432

 

 

$

291,785

 

Property operating expenses (3)

 

 

( 90,483

)

 

 

( 5,667

)

 

 

( 96,150

)

Interest expense

 

 

( 37,107

)

 

 

( 62,516

)

 

 

( 99,623

)

Other expense

 

 

 

 

 

( 400

)

 

 

( 400

)

Gain (loss) on sales of real estate assets

 

 

( 25

)

 

 

2,788

 

 

 

2,763

 

Segment profit (loss)

 

$

137,738

 

 

$

( 39,363

)

 

 

98,375

 

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

( 108,565

)

General and administrative expense

 

 

 

 

 

 

 

 

 

 

( 36,563

)

Litigation settlement

 

 

 

 

 

 

 

 

 

 

 

Interest and other income

 

 

 

 

 

 

 

 

 

 

3,288

 

Gain on extinguishment of debt

 

 

 

 

 

 

 

 

 

 

 

Loss on impairment

 

 

 

 

 

 

 

 

 

 

( 146,918

)

Income tax provision

 

 

 

 

 

 

 

 

 

 

( 16,643

)

Equity in earnings (losses) of unconsolidated affiliates

 

 

 

 

 

 

 

 

 

 

( 5,061

)

Net loss

 

 

 

 

 

 

 

 

 

$

( 212,087

)

Capital expenditures (4)

 

$

27,810

 

 

$

3,653

 

 

$

31,463

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended June 30, 2019

 

Malls

 

 

All

Other (1)

 

 

Total

 

Revenues (2)

 

$

354,840

 

 

$

36,567

 

 

$

391,407

 

Property operating expenses (3)

 

 

( 110,780

)

 

 

( 7,873

)

 

 

( 118,653

)

Interest expense

 

 

( 44,746

)

 

 

( 61,734

)

 

 

( 106,480

)

Other expense

 

 

 

 

 

( 34

)

 

 

( 34

)

Gain on sales of real estate assets

 

 

2,478

 

 

 

3,277

 

 

 

5,755

 

Segment profit (loss)

 

$

201,792

 

 

$

( 29,797

)

 

 

171,995

 

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

( 134,270

)

General and administrative expense

 

 

 

 

 

 

 

 

 

 

( 36,434

)

Litigation settlement

 

 

 

 

 

 

 

 

 

 

( 88,150

)

Interest and other income

 

 

 

 

 

 

 

 

 

 

845

 

Gain on extinguishment of debt

 

 

 

 

 

 

 

 

 

 

71,722

 

Loss on impairment

 

 

 

 

 

 

 

 

 

 

( 66,433

)

Income tax provision

 

 

 

 

 

 

 

 

 

 

( 952

)

Equity in earnings (losses) of unconsolidated affiliates

 

 

 

 

 

 

 

 

 

 

5,180

 

Net loss

 

 

 

 

 

 

 

 

 

$

( 76,497

)

Capital expenditures (4)

 

$

59,584

 

 

$

1,528

 

 

$

61,112

 

 

Total Assets

 

Malls

 

 

All

Other (1)

 

 

Total

 

June 30, 2020

 

$

3,994,951

 

 

$

660,208

 

 

$

4,655,159

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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 for information on the Company's revenues disaggregated by revenue source for each of the above segments.

(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 June 30, 2020

 

Malls

 

 

All Other (1)

 

 

Total

 

Revenues

 

$

45,941

 

 

$

2,042

 

 

$

47,983

 

Property operating expenses (2)

 

 

( 15,329

)

 

 

( 428

)

 

 

( 15,757

)

Interest expense

 

 

( 4,334

)

 

 

 

 

 

( 4,334

)

Gain on sales of real estate assets

 

 

650

 

 

 

 

 

 

650

 

Segment profit

 

$

26,928

 

 

$

1,614

 

 

 

28,542

 

Depreciation and amortization expense

 

 

 

 

 

 

 

 

 

 

( 21,437

)

Interest and other income

 

 

 

 

 

 

 

 

 

 

952

 

Net income

 

 

 

 

 

 

 

 

 

$

8,057

 

Capital expenditures (3)

 

$

4,312

 

 

$

34

 

 

$

4,346

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended June 30, 2019

 

Malls

 

 

All Other (1)

 

 

Total

 

Revenues

 

$

66,403

 

 

$

2,465

 

 

$

68,868

 

Property operating expenses (2)

 

 

( 19,840

)

 

 

( 581

)

 

 

( 20,421

)

Interest expense

 

 

( 3,412

)

 

 

 

 

 

( 3,412

)

Other expense

 

 

( 627

)

 

 

 

 

 

( 627

)

Segment profit

 

$

42,524

 

 

$

1,884

 

 

 

44,408

 

Depreciation and amortization expense

 

 

 

 

 

 

 

 

 

 

( 22,717

)

Interest and other income

 

 

 

 

 

 

 

 

 

 

1,084

 

Net income

 

 

 

 

 

 

 

 

 

$

22,775

 

Capital expenditures (3)

 

$

15,911

 

 

$

23

 

 

$

15,934

 

 

Six Months Ended June 30, 2020

 

Malls

 

 

All Other (1)

 

 

Total

 

Revenues

 

$

108,985

 

 

$

4,425

 

 

$

113,410

 

Property operating expenses (2)

 

 

( 36,719

)

 

 

( 1,034

)

 

 

( 37,753

)

Interest expense

 

 

( 8,106

)

 

 

 

 

 

( 8,106

)

Gain on sales of real estate assets

 

 

650

 

 

 

 

 

 

650

 

Segment profit

 

$

64,810

 

 

$

3,391

 

 

 

68,201

 

Depreciation and amortization expense

 

 

 

 

 

 

 

 

 

 

( 43,301

)

Interest and other income

 

 

 

 

 

 

 

 

 

 

1,992

 

Net income

 

 

 

 

 

 

 

 

 

$

26,892

 

Capital expenditures (3)

 

$

11,615

 

 

$

659

 

 

$

12,274

 

 

Six Months Ended June 30, 2019

 

Malls

 

 

All Other (1)

 

 

Total

 

Revenues

 

$

136,803

 

 

$

5,056

 

 

$

141,859

 

Property operating expenses (2)

 

 

( 42,009

)

 

 

( 1,177

)

 

 

( 43,186

)

Interest expense

 

 

( 7,397

)

 

 

 

 

 

( 7,397

)

Other expense

 

 

( 627

)

 

 

 

 

 

( 627

)

Segment profit

 

$

86,770

 

 

$

3,879

 

 

 

90,649

 

Depreciation and amortization expense

 

 

 

 

 

 

 

 

 

 

( 46,818

)

Interest and other income

 

 

 

 

 

 

 

 

 

 

2,027

 

Gain on extinguishment of debt

 

 

 

 

 

 

 

 

 

 

61,796

 

Loss on impairment

 

 

 

 

 

 

 

 

 

 

( 22,770

)

Net income

 

 

 

 

 

 

 

 

 

$

84,884

 

Capital expenditures (3)

 

$

18,529

 

 

$

23

 

 

$

18,552

 

 

Total Assets

 

Malls

 

 

All Other (1)

 

 

Total

 

June 30, 2020

 

$

1,505,640

 

 

$

136,571

 

 

$

1,642,211

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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.

v3.20.2
Combined Guarantor Subsidiaries - Contingencies
6 Months Ended
Jun. 30, 2020
Condensed Financial Statements Captions [Line Items]  
Contingencies

Note 12 – Contingencies

Litigation

As previously disclosed, 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. Pursuant to the settlement agreement the Company 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. The class members were 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 valid claim pursuant to the Court's order will receive payment of their claims in cash. Class members who are current tenants began receiving monthly credits against rents and future charges during the three months ended June 30, 2020 and will continue 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 class counsel (up to a maximum of $27,000), 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. During the three-month periods ended September 30, 2019 and December 31, 2019, 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. Additionally, the Company reduced the accrued liability during the three months ended December 31, 2019 by $23,050 related to attorney and administrative fees that were paid pursuant to the settlement agreement. During the three months and six months ended June 30, 2020, the Company reduced the accrued liability by $3,276, which was related to monthly credits against rents and other charges for current tenants. The Company 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.

See Note 15 – Subsequent Events for discussion of events that occurred subsequent to June 30, 2020 in connection with the class action litigation settlement.

Securities Litigation

The Company and certain of its officers and directors were named as defendants in three putative securities class action lawsuits (collectively, the “Securities Class Action Litigation”), each filed in the United States District Court for the Eastern District of Tennessee, on behalf of all persons who purchased or otherwise acquired the Company’s securities during a specified period of time. Those cases were consolidated on July 17, 2019, under the caption In re CBL & Associates Properties, Inc. Securities Litigation , 1:19-cv-00149-JRG-CHS.

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. , 1:19-cv-01038-LPS, in the United States District Court for the District of Delaware (the “ Garfield Derivative Action”), purportedly on behalf of the Company against certain of its officers and directors. On June 24, 2019, September 5, 2019 and September 25, 2019, respectively, other shareholders filed three additional putative derivative complaints, each in the United States District Court for the District of Delaware, captioned as follows: Robert Cohen v. Stephen D. Lebovitz et al. , 1:19-cv-01185-LPS (the “ Cohen Derivative Action”); Travis Lore v. Stephen D. Lebovitz et al. , 1:19-cv-01665-LPS (the “ Lore Derivative Action”), and City of Gainesville Cons. Police Officers’ and Firefighters Retirement Plan v. Stephen D. Lebovitz et al. , 1:19-cv-01800 (the “ Gainesville Derivative Action”), each asserting substantially similar claims purportedly on behalf of the Company against similar defendants. The Court consolidated the Garfield Derivative Action and the Cohen Derivative Action on July 17, 2019, under the caption In re CBL & Associates Properties, Inc. Derivative Litigation , 1:19-cv-01038-LPS (the " Consolidated Derivative

Action"). On July 25, 2019, the Court stayed proceedings in the Consolidated Derivative Action pending resolution of an eventual motion to dismiss in the Securities Class Action Litigation. On October 14, 2019, the parties to the Gainesville Derivative Action and the Lore Derivative Action filed a joint stipulation and proposed order confirming that each of those cases is subject to the consolidation order previously entered by the Court in the Consolidated Derivative Action and that further proceedings in those cases are stayed pending resolution of an eventual motion to dismiss in the Securities Class Action Litigation. On July 22, 2019, a shareholder filed a putative derivative complaint captioned Shebitz v. Lebovitz et al. , 1:19-cv-00213, in the United States District Court for the Eastern District of Tennessee (the “ Shebitz Derivative Action”); on January 10, 2020, a shareholder filed a putative derivative complaint captioned Chatman v. Lebovitz, et al., 2020-0011-JTL, in the Delaware Chancery Court (the “Chatman Derivative Action”); on February 12, 2020, a shareholder filed a putative derivative complaint captioned Kurup v. Lebovitz, et al., 2020-0070-JTL, in the Delaware Chancery Court (the “ Kurup Derivative Action”); on February 26, 2020, a shareholder filed a putative derivative complaint captioned Kemmer v. Lebovitz, et al., 1:20-cv-00052, in the United States District Court for the Eastern District of Tennessee (the “ Kemmer Derivative Action”) ; and on April 14, 2020, a shareholder filed a putative derivative complaint captioned Hebig v. Lebovitz, et al., 1:19-cv-00149-JRG-CHS , in the United States District Court for the Eastern District of Tennessee (the “ Hebig Derivative Action”) , each asserting substantially similar claims purportedly on behalf of the Company against similar defendants. On October 7, 2019, the Court stayed the Shebitz Derivative Action, pending resolution of an eventual motion to dismiss in the related Securities Class Action Litigation; the Company expects the Chatman, Kurup, Kemmer , and Hebig Derivative Actions to be stayed as well .

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 June 30, 2020 and December 31, 2019:

 

 

 

As of June 30, 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)

 

 

June 30, 2020

 

 

December 31, 2019

 

West Melbourne I, LLC - Phase I

 

50%

 

 

$

40,567

 

 

50%

 

 

 

$

20,284

 

 

Feb-2021

(2)

 

$

203

 

 

$

199

 

West Melbourne I, LLC - Phase II

 

50%

 

 

 

14,603

 

 

50%

 

 

 

 

7,302

 

 

Feb-2021

(2)

 

 

73

 

 

 

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

 

 

 

94

 

 

 

101

 

Shoppes at Eagle Point, LLC

 

50%

 

 

 

35,189

 

 

35%

 

(3)

 

 

12,740

 

 

Oct-2020

(4)

 

 

127

 

 

 

127

 

EastGate Storage, LLC

 

50%

 

 

 

6,439

 

 

50%

 

(5)

 

 

3,250

 

 

Dec-2022

 

 

 

33

 

 

 

33

 

Self Storage at Mid Rivers, LLC

 

50%

 

 

 

5,843

 

 

50%

 

(6)

 

 

2,994

 

 

Apr-2023

 

 

 

30

 

 

 

30

 

Parkdale Self Storage, LLC

 

50%

 

 

 

5,483

 

 

100%

 

(7)

 

 

6,500

 

 

Jul-2024

 

 

 

65

 

 

 

65

 

Hamilton Place Self Storage, LLC

 

54%

 

 

 

5,146

 

 

100%

 

(8)

 

 

7,002

 

 

Sep-2024

 

 

 

70

 

 

 

70

 

Atlanta Outlet JV, LLC

 

50%

 

 

 

4,680

 

 

100%

 

 

 

 

4,680

 

 

Nov-2023

 

 

 

 

 

 

 

Louisville Outlet Shoppes, LLC

 

50%

 

 

 

9,182

 

 

100%

 

(9)

 

 

9,182

 

 

Jul-2020

 

 

 

 

 

 

 

Total guaranty liability

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

964

 

 

$

973

 

 

(1)

Excludes any extension options.

(2)

These loans have two one-year extension options at the joint venture’s election.

(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 extension option, at the joint venture's election, for an outside maturity date of October 2022.

(5)

The guaranty may be reduced to 25% once certain debt and operational metrics are met.

(6)

The guaranty may be 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. The guaranty may be reduced to 50% upon opening, and further reduced to 25% once certain debt and operations metrics are met.

(9)

In July 2020, the maturity date was extended to October 2020.

 

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 June 30, 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 June 30, 2020 and December 31, 2019.

Expected credit losses

During the three and six months ended June 30, 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 and six months ended June 30, 2020.

Performance Bonds

The Company has issued various bonds that it would have to satisfy in the event of non-performance. The total amount outstanding on these bonds was $4,902 and $13,660 at June 30, 2020 and December 31, 2019, respectively.
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 have funded or will 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. At June 30, the Combined Guarantor Subsidiaries had a receivable of $1,264 from the Operating Partnership related to credits to current tenants that were taken during the three months ended June 30, 2020.

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.

v3.20.2
Combined Guarantor Subsidiaries - Noncash Investing and Financing Activities
6 Months Ended
Jun. 30, 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:

 

 

 

Six Months Ended

June 30,

 

 

 

2020

 

 

2019

 

Accrued dividends and distributions payable

 

$

 

 

$

2,420

 

Additions to real estate assets accrued but not yet paid

 

 

14,130

 

 

 

26,572

 

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

 

 

( 159

)

 

 

4,042

 

Deconsolidation upon formation or transfer of interests in joint ventures:

 

 

 

 

 

 

 

 

Decrease in real estate assets

 

 

 

 

 

( 566

)

Increase in investment in unconsolidated affiliates

 

 

 

 

 

999

 

 

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:

 

 

 

Six Months Ended June 30,

 

 

 

2020

 

 

2019

 

Additions to real estate assets accrued but not yet paid

 

$

7,460

 

 

$

10,423

 

Distribution of properties to owners

 

 

 

 

 

11,455

 

Increase (decrease) in lease liabilities arising from right-of-use assets

 

 

( 20

)

 

 

489

 

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

)

v3.20.2
Combined Guarantor Subsidiaries - Summary of Significant Accounting Policies (Policies)
6 Months Ended
Jun. 30, 2020
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.

 

Lease Modification Q&A

 

April 1, 2020 –

Prospective

 

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 has elected to apply the relief provided under the Lease Modification Q&A and will avail itself of the election to avoid performing a lease by lease analysis for the lease concessions that were (1) granted as relief due to the COVID-19 pandemic and (2) result in the cash flows remaining substantially the same or less than the original contract. The Lease Modification Q&A had a material impact on the Company’s consolidated financial statements as of and for the three and six months ended June 30, 2020. However, its future impact to the Company is dependent upon the extent of lease concessions granted to tenants as a result of the COVID-19 pandemic in future periods and the elections made by the Company at the time of entering such concessions.

 

The Lease Modification Q&A allows the Company to determine accounting policy elections at a disaggregated level, and the elections should be applied consistently by either the type of concession, underlying asset class or on another reasonable basis. As a result, the Company has made the following policy elections based on the type of concession agreed to with the respective tenant.

Rent Deferrals

The Company will account for rental deferrals using the receivables model as described within the Lease Modification Q&A. Under the receivables model, the Company will continue to recognize lease revenue in a manner that is unchanged from the original lease agreement and continue to recognize lease receivables and rental revenue during the deferral period.

Rent Abatements

The Company will account for rental abatements using the negative variable income model as described within the Lease Modification Q&A. Under the negative variable income model, the Company will recognize negative variable rent for the current period reduction of rental revenue associated with any lease concessions we provide.

 

 

 

 

 

At June 30, 2020, the Company’s receivables include $9,129 related to receivables that have been deferred and are to be repaid over periods generally starting in late 2020 and extending for some portion of 2021. The Company granted abatements of $1,848 for the three and six months ended June 30, 2020. As of early August 2020, the Company estimates that it will defer $15,500 of rents that were billed for April, May and June 2020 based on agreements that have been executed or are in active negotiation. The Company continues to assess rent relief requests from its tenants but is unable to predict the resolution or impact of these discussions.

 

 

 

 

 

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 , which provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions that reference LIBOR or other reference rates expected to be discontinued because of reference rate reform. This ASU is effective as of March 12, 2020 through December 31, 2022. The Company has not adopted any of the optional expedients or exceptions as of June 30, 2020, but will continue to evaluate the possible adoption of any such expedients or exceptions during the effective period as circumstances evolve.

 

 

 

 

Accounts Receivable

Accounts Receivable

Receivables include amounts billed and currently due from tenants pursuant to lease agreements and receivables attributable to straight-line rents associated with those lease agreements. Individual leases where the collection of rents is in dispute are assessed for collectability based on management’s best estimate of collection considering the anticipated outcome of the dispute. Individual leases that are not in dispute are assessed for collectability and upon the determination that the collection of rents over the remaining lease term is not probable, accounts receivable are reduced as an adjustment to rental revenues. Revenue from leases where collection is deemed to be less than probable is recorded on a cash basis until collectability is determined to be probable. Further, management assesses whether operating lease receivables, at a portfolio level, are appropriately valued based upon an analysis of balances outstanding, historical collection levels and current economic trends. An allowance for the uncollectible portion of the portfolio is recorded as an adjustment to rental revenues.  Management’s estimate of the collectability of accounts receivable from tenants is based on the best information available to management at the time of evaluation.

The duration of the COVID-19 pandemic and our tenants’ ability to resume operations once governmental and legislative restrictions are lifted has caused uncertainty in the Company’s ongoing ability to collect rents when due. Considering the potential impact of these uncertainties, management’s collection assessment also took into consideration the type of retailer and current discussions with the tenants, as well as recent rent collection experience and tenant bankruptcies based on the best information available to management at the time of evaluation. For the three and six months ended June 30, 2020, the Company recorded $36,912 and $40,692, respectively, associated with potentially uncollectible revenues, which includes $1,088 and $2,557, respectively, for straight-line rent receivables .

Carrying Value of Long-Lived Assets and Investment in Unconsolidated Affiliates

Carrying Value of Long-Lived Assets and Investment in Unconsolidated Affiliates

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 June 30 , 2020, the Company’s evaluation of impairment of real estate assets 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 three months ended June 30, 2020, the Company recorded an impairment charge of $ 13,274 related to one mall. For the six months ended June 30 , 2020, the Company recorded impairment charges of $ 146,918 related to three of its malls . As of June 30, 2020, four other properties had impairment indicators; however, based on the Company’s plans with respect to those properties and the economic environment as of June 30 , 2020, no additional impairment charges were recorded .

As of June 30, 2020, the Company’s estimates of fair value for each investment are based on a number of assumptions that are subject to economic and market uncertainties including, but not limited to, demand for space, competition for tenants, changes in market rental rates, and operating costs. Future declines in the fair value of the Company’s investments in unconsolidated affiliates, including those resulting from the adverse impact of the COVID-19 pandemic on the real estate assets owned by the unconsolidated affiliates, could result in the recognition of substantial impairment charges on its investments in unconsolidated affiliates to the extent such declines are determined to be other-than-temporary. No impairments of investments in unconsolidated affiliates were recorded in the three and six-month periods ended June 30, 2020 and 2019. As of June 30, 2020, there were indicators that the fair value of one investment in unconsolidated affiliates had declined below the Company’s carrying value of the investment; however, the decline was determined to not be other-than-temporary.  

Guarantor Subsidiaries  
Basis of Presentation

Basis of Presentation

The accompanying financial statements represent the combined financial statements of the Combined Guarantor Subsidiaries on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America. All intercompany transactions have been eliminated. Results of operations realized in any one quarter may not be indicative of the results likely to be experienced over the course of the fiscal year.

Accounting Guidance Adopted and Not Yet Adopted

Accounting Guidance Adopted

 

Description

 

Date Adopted &

Application

Method

 

Financial Statement Effect and Other Information

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' 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' combined financial statements or disclosures.

 

 

 

 

 

Lease Modification Q & A

 

April 1, 2020 - Prospective

 

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 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 Combined Guarantor Subsidiaries have elected to apply the relief provided under the Lease Modification Q&A and have elected to avoid performing a lease by lease analysis for the lease concessions that were (1) granted as relief due to the COVID-19 pandemic and (2) result in the cash flows remaining substantially the same or less than the original contract. The Lease Modification Q&A had a material impact on the Combined Guarantor Subsidiaries' condensed combined financial statements as of and for the three and six months ended June 30, 2020. However, its future impact to the Combined Guarantors Subsidiaries is dependent upon the extent of lease concessions granted to tenants as a result of the COVID-19 pandemic in future periods and the elections made by the Combined Guarantor Subsidiaries at the time of entering such concessions.

 

The Lease Modification Q&A allows the Combined Guarantor Subsidiaries to determine accounting policy elections at a disaggregated level, and the elections should be applied consistently by either the type of concession, underlying asset class or on another reasonable basis. As a result, the Combined Guarantor Subsidiaries have made the following policy elections based on the type of concession agreed to with respective tenant.

 

Rent Deferrals

The Combined Guarantor Subsidiaries will account for rental deferrals using the receivables model as described within the Lease Modification Q&A. Under the receivables model, the Combined Guarantor Subsidiaries will continue to recognize lease revenue in a manner that is unchanged from the original lease agreement and continue to recognize lease receivables and rental revenue during the deferral period.

 

Rent Abatements

The Combined Guarantor Subsidiaries will account for rental abatements using the negative variable income model as described within the Lease Modification Q&A. Under the negative variable income model, the Combined Guarantor Subsidiaries will recognize negative variable rent for the current period reduction of rental revenue associated with any lease concessions we provide

 

At June 30, 2020, the Combined Guarantor Subsidiaries’ Receivables include $3,789 related to receivables that have been deferred and are to be repaid over periods generally starting in late 2020 and extending for some portion of 2021 months. The Combined Guarantor Subsidiaries granted abatements of $870 for the three and six months ended June 30, 2020. As of early August 2020, the Combined Guarantor Subsidiaries estimate that they will defer $6,100 of rents that were billed for April, May and June 2020 based on agreements that have been executed or are in active negotiation. The Combined Guarantor Subsidiaries continue to assess rent relief requests from tenants but are unable to predict the resolution or impact of these discussions.

Accounts Receivable

Accounts Receivable

Receivables include amounts billed and currently due from tenants pursuant to lease agreements and receivables attributable to straight-line rents associated with those lease agreements. Individual leases where the collection of rents is in dispute are assessed for collectability based on management’s best estimate of collection considering the anticipated outcome of the dispute. Individual leases that are not in dispute are assessed for collectability and upon the determination that the collection of rents over the remaining lease term is not probable, accounts receivable are reduced as an adjustment to rental revenues. Revenue from leases where collection is deemed to be less than probable is recorded on a cash basis until collectability is determined to be probable. Further, management assesses whether operating lease receivables, at a portfolio level, are appropriately valued based upon an analysis of balances outstanding, historical collection levels and current economic trends. An allowance for the uncollectible portion of the portfolio is recorded as an adjustment to rental revenues.  Management’s estimate of the collectability of accounts receivable from tenants is based on the best information available to management at the time of evaluation.

The duration of the COVID-19 pandemic and our tenants’ ability to resume operations once governmental and legislative restrictions are lifted has caused uncertainty in our ongoing ability to collect rents when due. Considering the potential impact of these uncertainties, our collection assessment also took into consideration the type of retailer and current discussions with the tenants, as well as recent rent collection experience and tenant bankruptcies based on the best information available to management at the time of evaluation. For the three and six months ended June 30, 2020, we have recorded $15,808 and $17,637, respectively, associated with potentially uncollectible revenues, which includes $753 and $1,206, respectively, for straight-line rent receivables.

Carrying Value of Long-Lived Assets and Investment in Unconsolidated Affiliates

Carrying Value of Long-Lived Assets

The Combined 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 Combined 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, the Combined 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 June 30, 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 three and six months ended June 30, 2020, the Combined Guarantor Subsidiaries did not record impairment charges.

v3.20.2
Organization and Basis of Presentation (Tables)
6 Months Ended
Jun. 30, 2020
Organization Consolidation And Presentation Of Financial Statements [Abstract]  
Schedule of Properties Owned by Operating Partnership

As of June 30, 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

 

 

 

3

 

 

 

21

 

Total

 

 

63

 

 

 

23

 

 

 

6

 

 

 

7

 

 

 

99

 

 

(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.

v3.20.2
Summary of Significant Accounting Policies (Tables)
6 Months Ended
Jun. 30, 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.

 

Lease Modification Q&A

 

April 1, 2020 –

Prospective

 

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 has elected to apply the relief provided under the Lease Modification Q&A and will avail itself of the election to avoid performing a lease by lease analysis for the lease concessions that were (1) granted as relief due to the COVID-19 pandemic and (2) result in the cash flows remaining substantially the same or less than the original contract. The Lease Modification Q&A had a material impact on the Company’s consolidated financial statements as of and for the three and six months ended June 30, 2020. However, its future impact to the Company is dependent upon the extent of lease concessions granted to tenants as a result of the COVID-19 pandemic in future periods and the elections made by the Company at the time of entering such concessions.

 

The Lease Modification Q&A allows the Company to determine accounting policy elections at a disaggregated level, and the elections should be applied consistently by either the type of concession, underlying asset class or on another reasonable basis. As a result, the Company has made the following policy elections based on the type of concession agreed to with the respective tenant.

Rent Deferrals

The Company will account for rental deferrals using the receivables model as described within the Lease Modification Q&A. Under the receivables model, the Company will continue to recognize lease revenue in a manner that is unchanged from the original lease agreement and continue to recognize lease receivables and rental revenue during the deferral period.

Rent Abatements

The Company will account for rental abatements using the negative variable income model as described within the Lease Modification Q&A. Under the negative variable income model, the Company will recognize negative variable rent for the current period reduction of rental revenue associated with any lease concessions we provide.

 

 

 

 

 

At June 30, 2020, the Company’s receivables include $9,129 related to receivables that have been deferred and are to be repaid over periods generally starting in late 2020 and extending for some portion of 2021. The Company granted abatements of $1,848 for the three and six months ended June 30, 2020. As of early August 2020, the Company estimates that it will defer $15,500 of rents that were billed for April, May and June 2020 based on agreements that have been executed or are in active negotiation. The Company continues to assess rent relief requests from its tenants but is unable to predict the resolution or impact of these discussions.

 

 

 

 

 

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 , which provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions that reference LIBOR or other reference rates expected to be discontinued because of reference rate reform. This ASU is effective as of March 12, 2020 through December 31, 2022. The Company has not adopted any of the optional expedients or exceptions as of June 30, 2020, but will continue to evaluate the possible adoption of any such expedients or exceptions during the effective period as circumstances evolve.

 

 

 

 

v3.20.2
Revenues (Tables)
6 Months Ended
Jun. 30, 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

June 30, 2020

 

 

Three Months Ended

June 30, 2019

 

 

Six Months Ended

June 30, 2020

 

 

Six Months Ended

June 30, 2019

 

Rental revenues (1)

 

$

120,222

 

 

$

185,393

 

 

$

281,395

 

 

$

376,373

 

Revenues from contracts with customers (ASC 606):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expense reimbursements (2)

 

 

2,103

 

 

 

2,061

 

 

 

4,492

 

 

 

4,204

 

Management, development and leasing fees (3)

 

 

1,055

 

 

 

2,586

 

 

 

3,147

 

 

 

5,109

 

Marketing revenues (4)

 

 

351

 

 

 

1,218

 

 

 

1,094

 

 

 

2,092

 

 

 

 

3,509

 

 

 

5,865

 

 

 

8,733

 

 

 

11,405

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other revenues

 

 

480

 

 

 

2,119

 

 

 

1,657

 

 

 

3,629

 

Total revenues (5)

 

$

124,211

 

 

$

193,377

 

 

$

291,785

 

 

$

391,407

 

 

(1)

Revenues from leases that commenced subsequent to December 31, 2018 are accounted for in accordance with ASC 842, Leases , whereas all leases existing prior to that date are accounted for in accordance with ASC 840.

 

( 2 )

Includes $2,024 in the Malls segment and $79 in the All Other segment for the three months ended June 30, 2020, and includes $1,892 in the Malls segment and $169 in the All Other segment for the three months ended June 30, 2019.  Includes $4,345 in the Malls segment and $147 in the All Other segment for the six months ended June 30, 2020, and includes $4,084 in the Malls segment and $120 in the All Other segment for the six months ended June 30, 2019.

( 3 )

Included in All Other segment.

( 4 )

Marketing revenues solely relate to the Malls segment for all periods presented.

( 5 )

Sales taxes are excluded from revenues.

Schedule of Expected Recognition of Remaining Performance Obligation As of June 30, 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

 

$

25,080

 

 

$

52,220

 

 

$

47,746

 

 

$

125,046

 

 

v3.20.2
Leases (Tables)
6 Months Ended
Jun. 30, 2020
Leases [Abstract]  
Schedule of Components of Lease Revenue

The components of rental revenues are as follows:

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Fixed lease payments

 

$

99,150

 

 

$

151,730

 

 

$

236,544

 

 

$

311,002

 

Variable lease payments

 

 

21,072

 

 

 

33,663

 

 

 

44,851

 

 

 

65,371

 

Total rental revenues

 

$

120,222

 

 

$

185,393

 

 

$

281,395

 

 

$

376,373

 

 

Schedule of Undiscounted Future Lease Payments to be Received

The undiscounted future fixed lease payments to be received under the Company's operating leases as of June 30, 2020, are as follows :

 

Years Ending December 31,

 

Operating Leases

 

2020 (1)

 

$

242,571

 

2021

 

 

446,200

 

2022

 

 

376,986

 

2023

 

 

313,251

 

2024

 

 

248,727

 

2025

 

 

185,386

 

Thereafter

 

 

451,572

 

Total undiscounted lease payments

 

$

2,264,693

 

 

(1)

Reflects rental payments for the fiscal period July 1, 2020 to December 31, 2020.

Schedule of Lease Expense

The components of lease expense are presented below:

 

 

 

Three Months

Ended

June 30, 2020

 

 

Three Months

Ended

June 30, 2019

 

 

Six Months

Ended

June 30, 2020

 

 

Six Months

Ended

June 30, 2019

 

Lease expense:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating lease expense

 

$

114

 

 

$

207

 

 

$

239

 

 

$

425

 

Variable lease expense

 

 

31

 

 

 

( 2

)

 

 

116

 

 

 

30

 

Total lease expense

 

$

145

 

 

$

205

 

 

$

355

 

 

$

455

 

v3.20.2
Fair Value Measurements (Tables)
6 Months Ended
Jun. 30, 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 six months ended June 30, 2020:

AFS Security

 

Amortized

Cost

 

 

Allowance

for credit

losses (1)

 

 

Total unrealized gains/(losses)

 

 

Fair Value

 

U.S. Treasury securities

 

$

152,460

 

 

$

 

 

$

( 42

)

 

$

152,418

 

(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 and six months ended June 30, 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 six months ended June 30, 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

 

$

166,900

 

 

$

 

 

$

 

 

$

166,900

 

 

$

146,918

 

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 six months ended June 30, 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

 

$

127,319

 

 

$

 

 

$

 

 

$

127,319

 

 

$

66,433

 

Schedule of Impairment on Real Estate Properties

During the six months ended June 30, 2020, the Company recognized impairments of real estate of $146,918 related to three 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

 

 

June

 

Asheville Mall (3)

 

Asheville, NC

 

Malls

 

 

13,274

 

 

 

52,600

 

 

 

 

 

 

 

 

 

 

$

146,918

 

 

$

166,900

 

 

 

(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%.

(3)

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 $52,600. 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 Asheville 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 13.25% and a discount rate of 14.0%.

 

During the six months ended June 30, 2019, the Company recognized impairments of real estate of $66,662 related to three malls and one community center:

 

Impairment

Date

 

Property

 

Location

 

Segment

Classification

 

Loss on

Impairment

 

 

Fair

Value

 

 

March

 

Greenbrier Mall (1)

 

Chesapeake, VA

 

Malls

 

$

22,770

 

 

$

56,300

 

 

March/April

 

Honey Creek Mall (2)

 

Terre Haute, IN

 

Malls

 

 

2,045

 

 

 

14,360

 

 

June

 

The Forum at Grandview (3)

 

Madison, MS

 

All Other

 

 

8,582

 

 

 

31,559

 

 

June

 

EastGate Mall (4)

 

Cincinnati, OH

 

Malls

 

 

33,265

 

 

 

25,100

 

 

January/March

 

Other adjustments (5)

 

Various

 

Malls

 

 

( 229

)

 

 

 

 

 

 

 

 

 

 

 

 

$

66,433

 

 

$

127,319

 

 

 

(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 has 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.

(3)

The Company adjusted the book value to the net sales price of $31,559 based on a signed contract with a third-party buyer, adjusted to reflect estimated disposition costs. The property was sold in July 2019.

(4)

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 $25,100. The mall had experienced a decline in cash flows due to store closures and rent reductions. These factors resulted in a reduction of the expected hold period for 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 EastGate 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 14.5% and a discount rate of 15.0%.

(5)

Related to true-ups of estimated expenses to actual expenses for properties sold in prior periods.

v3.20.2
Unconsolidated Affiliates and Noncontrolling Interests (Tables)
6 Months Ended
Jun. 30, 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:

 

 

 

June 30, 2020

 

 

December 31, 2019

 

ASSETS:

 

 

 

 

 

 

 

 

Investment in real estate assets

 

$

2,324,956

 

 

$

2,293,438

 

Accumulated depreciation

 

 

( 835,032

)

 

 

( 803,909

)

 

 

 

1,489,924

 

 

 

1,489,529

 

Developments in progress

 

 

47,761

 

 

 

46,503

 

Net investment in real estate assets

 

 

1,537,685

 

 

 

1,536,032

 

Other assets

 

 

170,711

 

 

 

154,427

 

Total assets

 

$

1,708,396

 

 

$

1,690,459

 

LIABILITIES:

 

 

 

 

 

 

 

 

Mortgage and other indebtedness, net

 

$

1,432,269

 

 

$

1,417,644

 

Other liabilities

 

 

40,449

 

 

 

41,007

 

Total liabilities

 

 

1,472,718

 

 

 

1,458,651

 

OWNERS' EQUITY:

 

 

 

 

 

 

 

 

The Company

 

 

150,542

 

 

 

149,376

 

Other investors

 

 

85,136

 

 

 

82,432

 

Total owners' equity

 

 

235,678

 

 

 

231,808

 

Total liabilities and owners’ equity

 

$

1,708,396

 

 

$

1,690,459

 

 

 

 

Three Months Ended

June 30,

 

 

 

2020

 

 

2019

 

Total revenues

 

$

46,661

 

 

$

54,230

 

Net income (loss) (1)

 

$

( 6,511

)

 

$

2,993

 

(1) The Company's pro rata share of net income (loss) is $( 6,079) and $1,872 for the three months ended June 30, 2020 and 2019, respectively.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended June 30,

 

 

 

2020

 

 

2019

 

Total revenues

 

$

107,175

 

 

$

110,097

 

Net income (loss) (1)

 

$

( 1,468

)

 

$

9,003

 

 

 

 

 

 

 

 

 

 

(1)

The Company's pro rata share of net income (loss) is $( 5,061) and $5,180 for the six months ended June 30, 2020 and 2019, respectively.

 

Schedule of Limited Partners' Capital Account by Class

Noncontrolling interests consist of the following:

 

 

 

As of

 

 

 

June 30, 2020

 

 

December 31, 2019

 

Noncontrolling interests:

 

 

 

 

 

 

 

 

Operating Partnership

 

$

214

 

 

$

31,592

 

Other consolidated subsidiaries

 

 

23,135

 

 

 

23,961

 

 

 

$

23,349

 

 

$

55,553

 

 

Schedule of Variable Interest Entities

The table below lists the Company's unconsolidated VIEs as of June 30, 2020:

 

Unconsolidated VIEs:

 

Investment in

Real Estate

Joint

Ventures

and

Partnerships

 

 

Maximum

Risk of Loss

 

Ambassador Infrastructure, LLC (1)

 

$

 

 

$

9,360

 

BI Development, LLC

 

 

 

 

 

 

BI Development II, LLC

 

 

 

 

 

 

Bullseye, LLC

 

 

 

 

 

 

Continental 425 Fund LLC

 

 

7,120

 

 

 

7,120

 

EastGate Storage, LLC (1)

 

 

654

 

 

 

3,904

 

Hamilton Place Self Storage (1)

 

 

1,406

 

 

 

8,408

 

Parkdale Self Storage, LLC (1)

 

 

1,088

 

 

 

7,588

 

PHG-CBL Lexington, LLC

 

 

35

 

 

 

35

 

Self Storage at Mid Rivers, LLC (1)

 

 

605

 

 

 

3,599

 

Shoppes at Eagle Point, LLC (1)

 

 

16,818

 

 

 

29,558

 

Vision - CBL Hamilton Place, LLC

 

 

3,620

 

 

 

3,620

 

 

 

$

31,346

 

 

$

73,192

 

 

(1)

The Operating Partnership has guaranteed all or a portion of the debt of each of these VIEs. See Note 12 for more information.

v3.20.2
Mortgage and Other Indebtedness, Net (Tables)
6 Months Ended
Jun. 30, 2020
Debt Disclosure [Abstract]  
Schedule of Net Mortgage Notes Payable

Net mortgage and other indebtedness consisted of the following:

 

 

 

June 30, 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

 

$

1,230,227

 

 

 

5.19

%

 

$

1,330,561

 

 

 

5.27

%

Senior unsecured notes due 2023 (2)

 

 

448,139

 

 

 

5.25

%

 

 

447,894

 

 

 

5.25

%

Senior unsecured notes due 2024 (3)

 

 

299,964

 

 

 

4.60

%

 

 

299,960

 

 

 

4.60

%

Senior unsecured notes due 2026 (4)

 

 

617,911

 

 

 

5.95

%

 

 

617,473

 

 

 

5.95

%

Total fixed-rate debt

 

 

2,596,241

 

 

 

5.31

%

 

 

2,695,888

 

 

 

5.35

%

Variable-rate debt:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Recourse loan on operating Property

 

 

41,500

 

 

 

2.82

%

 

 

41,950

 

 

 

4.34

%

Construction loan

 

 

27,215

 

 

 

3.07

%

 

 

29,400

 

 

 

4.60

%

Secured line of credit

 

 

675,925

 

 

 

2.42

%

 

 

310,925

 

 

 

3.94

%

Secured term loan

 

 

447,500

 

 

 

2.42

%

 

 

465,000

 

 

 

3.94

%

Total variable-rate debt

 

 

1,192,140

 

 

 

2.45

%

 

 

847,275

 

 

 

3.98

%

Total fixed-rate and variable-rate debt

 

 

3,788,381

 

 

 

4.41

%

 

 

3,543,163

 

 

 

5.02

%

Unamortized deferred financing costs (5)

 

 

( 14,347

)

 

 

 

 

 

 

( 16,148

)

 

 

 

 

Total mortgage and other indebtedness, net

 

$

3,774,034

 

 

 

 

 

 

$

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 $1,861 and $2,106 as of June 30, 2020 and December 31, 2019, respectively.

(3)

The balance is net of an unamortized discount of $36 and $40 as of June 30, 2020 and December 31, 2019, respectively.

(4)

The balance is net of an unamortized discount of $7,090 and $7,527 as of June 30, 2020 and December 31, 2019, respectively.

(5)

Includes $4,795 of unamortized deferred financing costs related to the secured term loan and certain property-level, non-recourse mortgage loans that may be required to be written off in the event that a waiver or restructuring of terms cannot be negotiated and the debt is either redeemed or otherwise extinguished. Additionally, intangible lease assets and other assets includes $7,828 of unamortized deferred financing costs related to the secured line of credit that may be required to be written off in the event that a waiver or restructuring of terms cannot be negotiated and the debt is either redeemed or otherwise extinguished.

 

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.

Summary of Non Recourse Loans The non-recourse loans that are in default at June 30, 2020 are as follows:

Property

 

Location

 

Interest Rate

 

 

Scheduled Maturity Date

 

Loan Amount

 

Greenbrier Mall

 

Chesapeake, VA

 

5.41%

 

 

Dec-19

 

$

64,501

 

Hickory Point Mall

 

Forsyth, IL

 

5.85%

 

 

Dec-19

 

 

27,446

 

Burnsville Center

 

Burnsville, MN

 

6.00%

 

 

Jul-20

 

 

64,233

 

EastGate Mall

 

Cincinnati, OH

 

5.83%

 

 

Apr-21

 

 

31,952

 

Park Plaza

 

Little Rock, AR

 

5.28%

 

 

Apr-21

 

 

77,577

 

Asheville Mall

 

Asheville, NC

 

5.80%

 

 

Sep-21

 

 

63,041

 

Schedule of Principal Repayments

As of June 30, 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)

 

$

101,401

 

2021

 

 

557,157

 

2022

 

 

465,844

 

2023

 

 

1,491,825

 

2024

 

 

341,398

 

2025

 

 

36,160

 

Thereafter

 

 

711,636

 

 

 

 

3,705,421

 

Net unamortized discounts and premium

 

 

( 8,987

)

Unamortized deferred financing costs

 

 

( 14,347

)

Principal balance of loans with a maturity date prior to June 30, 2020 (2)

 

 

91,947

 

Total mortgage and other indebtedness, net

 

$

3,774,034

 

 

(1 )

Reflects payments for the fiscal period July 1, 2020 through December 31, 2020.

(2)

Represents the aggregate principal balance as of June 30, 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.

v3.20.2
Mortgage and Other Notes Receivable (Tables)
6 Months Ended
Jun. 30, 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 June 30, 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%

 

 

 

1,629

 

 

4.00% - 5.00%

 

 

2,025

 

 

 

 

 

 

 

 

 

$

2,729

 

 

 

 

$

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.

v3.20.2
Segment Information (Tables)
6 Months Ended
Jun. 30, 2020
Segment Reporting [Abstract]  
Schedule of Information on Reportable Segments

Information on the Company’s segments is presented as follows:

 

Three Months Ended June 30, 2020

 

Malls

 

 

All

Other (1)

 

 

Total

 

Revenues (2)

 

$

112,002

 

 

$

12,209

 

 

$

124,211

 

Property operating expenses (3)

 

 

( 38,385

)

 

 

( 2,400

)

 

 

( 40,785

)

Interest expense

 

 

( 18,960

)

 

 

( 33,671

)

 

 

( 52,631

)

Other expense

 

 

 

 

 

( 242

)

 

 

( 242

)

Gain on sales of real estate assets

 

 

 

 

 

2,623

 

 

 

2,623

 

Segment profit (loss)

 

$

54,657

 

 

$

( 21,481

)

 

 

33,176

 

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

( 52,663

)

General and administrative expense

 

 

 

 

 

 

 

 

 

 

( 18,727

)

Interest and other income

 

 

 

 

 

 

 

 

 

 

891

 

Loss on impairment

 

 

 

 

 

 

 

 

 

 

( 13,274

)

Income tax provision

 

 

 

 

 

 

 

 

 

 

( 16,117

)

Equity in earnings (losses) of unconsolidated affiliates

 

 

 

 

 

 

 

 

 

 

( 6,079

)

Net loss

 

 

 

 

 

 

 

 

 

$

( 72,793

)

Capital expenditures (4)

 

$

9,754

 

 

$

1,377

 

 

$

11,131

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended June 30, 2019

 

Malls

 

 

All

Other (1)

 

 

Total

 

Revenues (2)

 

$

170,976

 

 

$

22,401

 

 

$

193,377

 

Property operating expenses (3)

 

 

( 53,599

)

 

 

( 3,379

)

 

 

( 56,978

)

Interest expense

 

 

( 21,556

)

 

 

( 30,926

)

 

 

( 52,482

)

Other expense

 

 

 

 

 

( 34

)

 

 

( 34

)

Gain on sales of real estate assets

 

 

2,478

 

 

 

3,049

 

 

 

5,527

 

Segment profit (loss)

 

$

98,299

 

 

$

( 8,889

)

 

 

89,410

 

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

( 64,478

)

General and administrative expense

 

 

 

 

 

 

 

 

 

 

( 14,427

)

Interest and other income

 

 

 

 

 

 

 

 

 

 

356

 

Loss on impairment

 

 

 

 

 

 

 

 

 

 

( 41,608

)

Income tax provision

 

 

 

 

 

 

 

 

 

 

( 813

)

Equity in earnings (losses) of unconsolidated affiliates

 

 

 

 

 

 

 

 

 

 

1,872

 

Net loss

 

 

 

 

 

 

 

 

 

$

( 29,688

)

Capital expenditures (4)

 

$

31,560

 

 

$

1,413

 

 

$

32,973

 

 

Six Months Ended June 30, 2020

 

Malls

 

 

All

Other (1)

 

 

Total

 

Revenues (2)

 

$

265,353

 

 

$

26,432

 

 

$

291,785

 

Property operating expenses (3)

 

 

( 90,483

)

 

 

( 5,667

)

 

 

( 96,150

)

Interest expense

 

 

( 37,107

)

 

 

( 62,516

)

 

 

( 99,623

)

Other expense

 

 

 

 

 

( 400

)

 

 

( 400

)

Gain (loss) on sales of real estate assets

 

 

( 25

)

 

 

2,788

 

 

 

2,763

 

Segment profit (loss)

 

$

137,738

 

 

$

( 39,363

)

 

 

98,375

 

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

( 108,565

)

General and administrative expense

 

 

 

 

 

 

 

 

 

 

( 36,563

)

Litigation settlement

 

 

 

 

 

 

 

 

 

 

 

Interest and other income

 

 

 

 

 

 

 

 

 

 

3,288

 

Gain on extinguishment of debt

 

 

 

 

 

 

 

 

 

 

 

Loss on impairment

 

 

 

 

 

 

 

 

 

 

( 146,918

)

Income tax provision

 

 

 

 

 

 

 

 

 

 

( 16,643

)

Equity in earnings (losses) of unconsolidated affiliates

 

 

 

 

 

 

 

 

 

 

( 5,061

)

Net loss

 

 

 

 

 

 

 

 

 

$

( 212,087

)

Capital expenditures (4)

 

$

27,810

 

 

$

3,653

 

 

$

31,463

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended June 30, 2019

 

Malls

 

 

All

Other (1)

 

 

Total

 

Revenues (2)

 

$

354,840

 

 

$

36,567

 

 

$

391,407

 

Property operating expenses (3)

 

 

( 110,780

)

 

 

( 7,873

)

 

 

( 118,653

)

Interest expense

 

 

( 44,746

)

 

 

( 61,734

)

 

 

( 106,480

)

Other expense

 

 

 

 

 

( 34

)

 

 

( 34

)

Gain on sales of real estate assets

 

 

2,478

 

 

 

3,277

 

 

 

5,755

 

Segment profit (loss)

 

$

201,792

 

 

$

( 29,797

)

 

 

171,995

 

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

( 134,270

)

General and administrative expense

 

 

 

 

 

 

 

 

 

 

( 36,434

)

Litigation settlement

 

 

 

 

 

 

 

 

 

 

( 88,150

)

Interest and other income

 

 

 

 

 

 

 

 

 

 

845

 

Gain on extinguishment of debt

 

 

 

 

 

 

 

 

 

 

71,722

 

Loss on impairment

 

 

 

 

 

 

 

 

 

 

( 66,433

)

Income tax provision

 

 

 

 

 

 

 

 

 

 

( 952

)

Equity in earnings (losses) of unconsolidated affiliates

 

 

 

 

 

 

 

 

 

 

5,180

 

Net loss

 

 

 

 

 

 

 

 

 

$

( 76,497

)

Capital expenditures (4)

 

$

59,584

 

 

$

1,528

 

 

$

61,112

 

 

Total Assets

 

Malls

 

 

All

Other (1)

 

 

Total

 

June 30, 2020

 

$

3,994,951

 

 

$

660,208

 

 

$

4,655,159

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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 for information on the Company's revenues disaggregated by revenue source for each of the above segments.

(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.

v3.20.2
Earnings per Share and Earnings per Unit (Tables)
6 Months Ended
Jun. 30, 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 and six-month periods ended June 30, 2020 and 2019.

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

(In thousands, except per unit data)

 

 

2020

 

 

 

2019

 

 

 

2020

 

 

 

2019

 

Net Loss Attributable to Common Unitholders

 

$

( 83,529

)

 

$

( 40,854

)

 

$

( 233,839

)

 

$

( 98,811

)

Distributions to Common Unitholders - Declared Only

 

 

 

 

 

( 14,594

)

 

 

 

 

 

( 14,639

)

Distributions to Special Common Unitholders - Declared and Undeclared

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common units issued on conversion of SCUs

 

 

 

 

 

( 178

)

 

 

 

 

 

( 133

)

S-SCUs

 

 

( 1,143

)

 

 

( 1,143

)

 

 

( 2,286

)

 

 

( 2,286

)

L-SCUs

 

 

-

 

 

 

( 433

)

 

 

( 433

)

 

 

( 866

)

K-SCUs

 

 

( 844

)

 

 

( 844

)

 

 

( 1,687

)

 

 

( 1,687

)

Total Undistributed Losses Available to Common and Special Common Unitholders

 

$

( 85,516

)

 

$

( 58,046

)

 

$

( 238,245

)

 

$

( 118,421

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Distributed Earnings:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common units issued on conversion of SCUs

 

 

 

 

 

 

 

 

 

 

 

133

 

S-SCUs

 

 

1,143

 

 

 

1,143

 

 

 

2,286

 

 

 

4,572

 

L-SCUs

 

 

433

 

 

 

433

 

 

 

433

 

 

 

1,732

 

K-SCUs

 

 

844

 

 

 

844

 

 

 

1,687

 

 

 

3,375

 

Common Units

 

 

 

 

 

 

 

 

 

 

 

14,639

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Undistributed Losses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common units issued on conversion of SCUs

 

$

 

 

$

 

 

$

 

 

$

 

S-SCUs

 

 

 

 

 

 

 

 

 

 

 

 

L-SCUs

 

 

 

 

 

 

 

 

 

 

 

 

K-SCUs

 

 

 

 

 

 

 

 

 

 

 

 

Common Units

 

 

( 85,513

)

 

 

( 43,274

)

 

 

( 238,243

)

 

 

( 201,801

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted Average:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common units issued on conversion of SCUs

 

 

1,697

 

 

 

1,770

 

 

 

1,697

 

 

 

1,758

 

S-SCUs

 

 

1,561

 

 

 

1,561

 

 

 

1,561

 

 

 

1,561

 

L-SCUs

 

 

572

 

 

 

572

 

 

 

572

 

 

 

572

 

K-SCUs

 

 

1,137

 

 

 

1,137

 

 

 

1,137

 

 

 

1,137

 

Common Units

 

 

196,736

 

 

 

195,192

 

 

 

196,513

 

 

 

195,142

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic EPU:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common units issued on conversion of SCUs

 

$

 

 

$

 

 

$

 

 

$

 

S-SCUs

 

 

0.73

 

 

 

0.73

 

 

 

1.46

 

 

 

2.93

 

L-SCUs

 

 

0.76

 

 

 

0.76

 

 

 

0.76

 

 

 

3.03

 

K-SCUs

 

 

0.74

 

 

 

0.74

 

 

 

1.48

 

 

 

2.97

 

Common Units

 

 

( 0.43

)

 

 

( 0.22

)

 

 

( 1.21

)

 

 

( 0.96

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Basic EPU

 

$

( 0.41

)

 

$

( 0.20

)

 

$

( 1.16

)

 

$

( 0.49

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted EPU:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common units issued on conversion of SCUs

 

$

 

 

$

 

 

$

 

 

$

 

S-SCUs

 

 

0.73

 

 

 

0.73

 

 

 

1.46

 

 

 

2.93

 

L-SCUs

 

 

0.76

 

 

 

0.76

 

 

 

0.76

 

 

 

3.03

 

K-SCUs

 

 

0.74

 

 

 

0.74

 

 

 

1.48

 

 

 

2.97

 

Common Units

 

 

( 0.43

)

 

 

( 0.22

)

 

 

( 1.21

)

 

 

( 0.53

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Diluted EPU

 

$

( 0.41

)

 

$

( 0.20

)

 

$

( 1.16

)

 

$

( 0.49

)

 

v3.20.2
Contingencies (Tables)
6 Months Ended
Jun. 30, 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 June 30, 2020 and December 31, 2019:

 

 

 

As of June 30, 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)

 

 

June 30, 2020

 

 

December 31, 2019

 

West Melbourne I, LLC - Phase I

 

50%

 

 

$

40,567

 

 

50%

 

 

 

$

20,284

 

 

Feb-2021

(2)

 

$

203

 

 

$

199

 

West Melbourne I, LLC - Phase II

 

50%

 

 

 

14,603

 

 

50%

 

 

 

 

7,302

 

 

Feb-2021

(2)

 

 

73

 

 

 

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

 

 

 

94

 

 

 

101

 

Shoppes at Eagle Point, LLC

 

50%

 

 

 

35,189

 

 

35%

 

(3)

 

 

12,740

 

 

Oct-2020

(4)

 

 

127

 

 

 

127

 

EastGate Storage, LLC

 

50%

 

 

 

6,439

 

 

50%

 

(5)

 

 

3,250

 

 

Dec-2022

 

 

 

33

 

 

 

33

 

Self Storage at Mid Rivers, LLC

 

50%

 

 

 

5,843

 

 

50%

 

(6)

 

 

2,994

 

 

Apr-2023

 

 

 

30

 

 

 

30

 

Parkdale Self Storage, LLC

 

50%

 

 

 

5,483

 

 

100%

 

(7)

 

 

6,500

 

 

Jul-2024

 

 

 

65

 

 

 

65

 

Hamilton Place Self Storage, LLC

 

54%

 

 

 

5,146

 

 

100%

 

(8)

 

 

7,002

 

 

Sep-2024

 

 

 

70

 

 

 

70

 

Atlanta Outlet JV, LLC

 

50%

 

 

 

4,680

 

 

100%

 

 

 

 

4,680

 

 

Nov-2023

 

 

 

 

 

 

 

Louisville Outlet Shoppes, LLC

 

50%

 

 

 

9,182

 

 

100%

 

(9)

 

 

9,182

 

 

Jul-2020

 

 

 

 

 

 

 

Total guaranty liability

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

964

 

 

$

973

 

 

(1)

Excludes any extension options.

(2)

These loans have two one-year extension options at the joint venture’s election.

(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 extension option, at the joint venture's election, for an outside maturity date of October 2022.

(5)

The guaranty may be reduced to 25% once certain debt and operational metrics are met.

(6)

The guaranty may be 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. The guaranty may be reduced to 50% upon opening, and further reduced to 25% once certain debt and operations metrics are met.

(9)

In July 2020, the maturity date was extended to October 2020.

 

v3.20.2
Share-Based Compensation (Tables)
6 Months Ended
Jun. 30, 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 June 30, 2020, and changes during the six months ended June 30, 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

 

 

( 24,911

)

 

$

4.64

 

Nonvested at June 30, 2020

 

 

1,523,549

 

 

$

2.16

 

 

Schedule of PSU Activity

A summary of the status of the Company’s PSU activity as of June 30, 2020, and changes during the six months ended June 30, 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 June 30, 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 June 30, 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.

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.     
v3.20.2
Noncash Investing and Financing Activities (Tables)
6 Months Ended
Jun. 30, 2020
Supplemental Cash Flow Information [Abstract]  
Schedule of Noncash Investing and Financing Activities

The Company’s noncash investing and financing activities were as follows:

 

 

 

Six Months Ended

June 30,

 

 

 

2020

 

 

2019

 

Accrued dividends and distributions payable

 

$

 

 

$

2,420

 

Additions to real estate assets accrued but not yet paid

 

 

14,130

 

 

 

26,572

 

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

 

 

( 159

)

 

 

4,042

 

Deconsolidation upon formation or transfer of interests in joint ventures:

 

 

 

 

 

 

 

 

Decrease in real estate assets

 

 

 

 

 

( 566

)

Increase in investment in unconsolidated affiliates

 

 

 

 

 

999

 

v3.20.2
Combined Guarantor Subsidiaries - Organization (Tables)
6 Months Ended
Jun. 30, 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 is shown in the table below:

 

 

 

As of June 30, 2020

 

 

For the three months ended

June 30, 2020

 

 

For the six months ended

June 30, 2020

 

 

 

Assets

 

 

Liabilities

 

 

Revenue

 

 

Net income

 

 

Revenue

 

 

Net income

 

Guarantor Properties pledged as collateral on the secured credit facility

 

$

1,314,801

 

 

$

31,098

 

 

$

37,955

 

 

$

8,202

 

 

$

89,173

 

 

$

23,604

 

Combined Guarantor Subsidiaries

 

$

1,642,211

 

 

$

288,603

 

 

$

47,983

 

 

$

8,057

 

 

$

113,410

 

 

$

26,892

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Guarantor Properties pledged as collateral on the secured credit facility as % of Combined Guarantor Subsidiaries

 

 

80.1

%

 

 

10.8

%

 

 

79.1

%

 

 

101.8

%

 

 

78.6

%

 

 

87.8

%

v3.20.2
Combined Guarantor Subsidiaries - Revenues (Tables)
6 Months Ended
Jun. 30, 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

June 30, 2020

 

 

Three Months Ended

June 30, 2019

 

 

Six Months Ended

June 30, 2020

 

 

Six Months Ended

June 30, 2019

 

Rental revenues (1)

 

$

120,222

 

 

$

185,393

 

 

$

281,395

 

 

$

376,373

 

Revenues from contracts with customers (ASC 606):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expense reimbursements (2)

 

 

2,103

 

 

 

2,061

 

 

 

4,492

 

 

 

4,204

 

Management, development and leasing fees (3)

 

 

1,055

 

 

 

2,586

 

 

 

3,147

 

 

 

5,109

 

Marketing revenues (4)

 

 

351

 

 

 

1,218

 

 

 

1,094

 

 

 

2,092

 

 

 

 

3,509

 

 

 

5,865

 

 

 

8,733

 

 

 

11,405

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other revenues

 

 

480

 

 

 

2,119

 

 

 

1,657

 

 

 

3,629

 

Total revenues (5)

 

$

124,211

 

 

$

193,377

 

 

$

291,785

 

 

$

391,407

 

 

(1)

Revenues from leases that commenced subsequent to December 31, 2018 are accounted for in accordance with ASC 842, Leases , whereas all leases existing prior to that date are accounted for in accordance with ASC 840.

 

( 2 )

Includes $2,024 in the Malls segment and $79 in the All Other segment for the three months ended June 30, 2020, and includes $1,892 in the Malls segment and $169 in the All Other segment for the three months ended June 30, 2019.  Includes $4,345 in the Malls segment and $147 in the All Other segment for the six months ended June 30, 2020, and includes $4,084 in the Malls segment and $120 in the All Other segment for the six months ended June 30, 2019.

( 3 )

Included in All Other segment.

( 4 )

Marketing revenues solely relate to the Malls segment for all periods presented.

( 5 )

Sales taxes are excluded from revenues.

Schedule of Expected Recognition of Remaining Performance Obligation As of June 30, 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

 

$

25,080

 

 

$

52,220

 

 

$

47,746

 

 

$

125,046

 

 

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

June 30,

 

 

Six Months Ended June 30,

 

 

 

 

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Rental revenues (1)

 

 

 

 

 

$

46,849

 

 

$

67,316

 

 

$

110,680

 

 

$

138,588

 

Revenues from contracts with customers (ASC 606):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expense reimbursements (2)

 

 

 

 

 

 

882

 

 

 

693

 

 

 

1,953

 

 

 

1,844

 

Marketing revenues (3)

 

 

 

 

 

 

196

 

 

 

549

 

 

 

586

 

 

 

986

 

 

 

 

 

 

 

 

1,078

 

 

 

1,242

 

 

 

2,539

 

 

 

2,830

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other revenues

 

 

 

 

 

 

56

 

 

 

310

 

 

 

191

 

 

 

441

 

Total revenues (4)

 

 

 

 

 

$

47,983

 

 

$

68,868

 

 

$

113,410

 

 

$

141,859

 

 

( 1 )

Revenues from leases that commenced subsequent to December 31, 2018 are accounted for in accordance with ASC 842, Leases , whereas all leases existing prior to that date are accounted for in accordance with ASC 840.

( 2 )

Operating expense reimbursements solely relate to the Malls segment    for the three months ended June 30, 2020 and includes $688 in the Malls segment and $5 in the All Other segment for the three months ended June 30, 2019. Includes $1,928 in the Malls segment and $25 in the All Other segment for the six months ended June 30, 2020 and includes $1,839 in the Malls segment and $5 in the All Other segment for the six months ended June 30, 2019.

( 3 )

Marketing revenues solely relate to the Malls segment for all periods presented.

( 4 )

Sales taxes are excluded from revenues.

Schedule of Expected Recognition of Remaining Performance Obligation As of June 30, 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

 

$

12,839

 

 

$

25,383

 

 

$

33,641

 

 

$

71,863

 

 

v3.20.2
Combined Guarantor Subsidiaries - Leases (Tables)
6 Months Ended
Jun. 30, 2020
Condensed Financial Statements Captions [Line Items]  
Schedule of Components of Lease Revenue

The components of rental revenues are as follows:

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Fixed lease payments

 

$

99,150

 

 

$

151,730

 

 

$

236,544

 

 

$

311,002

 

Variable lease payments

 

 

21,072

 

 

 

33,663

 

 

 

44,851

 

 

 

65,371

 

Total rental revenues

 

$

120,222

 

 

$

185,393

 

 

$

281,395

 

 

$

376,373

 

 

Schedule of Undiscounted Future Lease Payments to be Received

The undiscounted future fixed lease payments to be received under the Company's operating leases as of June 30, 2020, are as follows :

 

Years Ending December 31,

 

Operating Leases

 

2020 (1)

 

$

242,571

 

2021

 

 

446,200

 

2022

 

 

376,986

 

2023

 

 

313,251

 

2024

 

 

248,727

 

2025

 

 

185,386

 

Thereafter

 

 

451,572

 

Total undiscounted lease payments

 

$

2,264,693

 

 

(1)

Reflects rental payments for the fiscal period July 1, 2020 to December 31, 2020.

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

June 30,

 

 

Six Months Ended June 30,

 

 

 

 

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Fixed lease payments

 

 

 

 

 

$

37,096

 

 

$

54,755

 

 

$

91,751

 

 

$

115,062

 

Variable lease payments

 

 

 

 

 

 

9,753

 

 

 

12,561

 

 

 

18,929

 

 

 

23,526

 

Total rental revenues

 

 

 

 

 

$

46,849

 

 

$

67,316

 

 

$

110,680

 

 

$

138,588

 

Schedule of Undiscounted Future Lease Payments to be Received

The undiscounted future fixed lease payments to be received under the Combined Guarantor Subsidiaries' operating leases as of June 30, 2020, are as follows:

 

Year Ending December 31,

 

Operating Leases

 

2020 (1)

 

$

92,809

 

2021

 

 

171,662

 

2022

 

 

143,967

 

2023

 

 

121,591

 

2024

 

 

96,184

 

2025

 

 

71,132

 

Thereafter

 

 

158,064

 

Total undiscounted lease payments

 

$

855,409

 

(1)

Reflects rental payments for the fiscal period July 1, 2020 to December 31, 2020.

v3.20.2
Combined Guarantor Subsidiaries - Fair Value Measurements (Tables)
6 Months Ended
Jun. 30, 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 six months ended June 30, 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

 

$

166,900

 

 

$

 

 

$

 

 

$

166,900

 

 

$

146,918

 

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 six months ended June 30, 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

 

$

127,319

 

 

$

 

 

$

 

 

$

127,319

 

 

$

66,433

 

Schedule of Impairment on Real Estate Properties

During the six months ended June 30, 2020, the Company recognized impairments of real estate of $146,918 related to three 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

 

 

June

 

Asheville Mall (3)

 

Asheville, NC

 

Malls

 

 

13,274

 

 

 

52,600

 

 

 

 

 

 

 

 

 

 

$

146,918

 

 

$

166,900

 

 

 

(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%.

(3)

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 $52,600. 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 Asheville 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 13.25% and a discount rate of 14.0%.

 

During the six months ended June 30, 2019, the Company recognized impairments of real estate of $66,662 related to three malls and one community center:

 

Impairment

Date

 

Property

 

Location

 

Segment

Classification

 

Loss on

Impairment

 

 

Fair

Value

 

 

March

 

Greenbrier Mall (1)

 

Chesapeake, VA

 

Malls

 

$

22,770

 

 

$

56,300

 

 

March/April

 

Honey Creek Mall (2)

 

Terre Haute, IN

 

Malls

 

 

2,045

 

 

 

14,360

 

 

June

 

The Forum at Grandview (3)

 

Madison, MS

 

All Other

 

 

8,582

 

 

 

31,559

 

 

June

 

EastGate Mall (4)

 

Cincinnati, OH

 

Malls

 

 

33,265

 

 

 

25,100

 

 

January/March

 

Other adjustments (5)

 

Various

 

Malls

 

 

( 229

)

 

 

 

 

 

 

 

 

 

 

 

 

$

66,433

 

 

$

127,319

 

 

 

(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 has 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.

(3)

The Company adjusted the book value to the net sales price of $31,559 based on a signed contract with a third-party buyer, adjusted to reflect estimated disposition costs. The property was sold in July 2019.

(4)

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 $25,100. The mall had experienced a decline in cash flows due to store closures and rent reductions. These factors resulted in a reduction of the expected hold period for 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 EastGate 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 14.5% and a discount rate of 15.0%.

(5)

Related to true-ups of estimated expenses to actual expenses for properties sold in prior periods.

Guarantor Subsidiaries  
Schedule of Assets Measured at Fair Value on Nonrecurring Basis

The following table sets forth information regarding the Combined Guarantor Subsidiaries’ assets that were measured at fair value on a nonrecurring basis and related impairment charges for the six months ended June 30, 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

 

Long-lived assets

 

$

56,300

 

 

$

 

 

$

 

 

$

56,300

 

 

$

22,770

 

Schedule of Impairment on Real Estate Properties

During the six months ended June 30, 2019, the Combined Guarantor Subsidiaries recognized an impairment of real estate of $22,770 related to one mall.

 

Impairment Date

 

Property

 

Location

 

Segment

Classification

 

Loss on

Impairment

 

 

Fair

Value

 

March

 

Greenbriar Mall (1)

 

Chesapeake, VA

 

Malls

 

$

22,770

 

 

$

56,300

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1)

In accordance with the Combined Guarantor Subsidiaries' quarterly impairment process, the Combined Guarantor Subsidiaries wrote down the book value of the mall to its estimated fair value of $56,300. The mall has 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%.

v3.20.2
Combined Guarantor Subsidiaries - Mortgage Notes Payable, Net (Tables)
6 Months Ended
Jun. 30, 2020
Condensed Financial Statements Captions [Line Items]  
Schedule of Net Mortgage Notes Payable

Net mortgage and other indebtedness consisted of the following:

 

 

 

June 30, 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

 

$

1,230,227

 

 

 

5.19

%

 

$

1,330,561

 

 

 

5.27

%

Senior unsecured notes due 2023 (2)

 

 

448,139

 

 

 

5.25

%

 

 

447,894

 

 

 

5.25

%

Senior unsecured notes due 2024 (3)

 

 

299,964

 

 

 

4.60

%

 

 

299,960

 

 

 

4.60

%

Senior unsecured notes due 2026 (4)

 

 

617,911

 

 

 

5.95

%

 

 

617,473

 

 

 

5.95

%

Total fixed-rate debt

 

 

2,596,241

 

 

 

5.31

%

 

 

2,695,888

 

 

 

5.35

%

Variable-rate debt:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Recourse loan on operating Property

 

 

41,500

 

 

 

2.82

%

 

 

41,950

 

 

 

4.34

%

Construction loan

 

 

27,215

 

 

 

3.07

%

 

 

29,400

 

 

 

4.60

%

Secured line of credit

 

 

675,925

 

 

 

2.42

%

 

 

310,925

 

 

 

3.94

%

Secured term loan

 

 

447,500

 

 

 

2.42

%

 

 

465,000

 

 

 

3.94

%

Total variable-rate debt

 

 

1,192,140

 

 

 

2.45

%

 

 

847,275

 

 

 

3.98

%

Total fixed-rate and variable-rate debt

 

 

3,788,381

 

 

 

4.41

%

 

 

3,543,163

 

 

 

5.02

%

Unamortized deferred financing costs (5)

 

 

( 14,347

)

 

 

 

 

 

 

( 16,148

)

 

 

 

 

Total mortgage and other indebtedness, net

 

$

3,774,034

 

 

 

 

 

 

$

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 $1,861 and $2,106 as of June 30, 2020 and December 31, 2019, respectively.

(3)

The balance is net of an unamortized discount of $36 and $40 as of June 30, 2020 and December 31, 2019, respectively.

(4)

The balance is net of an unamortized discount of $7,090 and $7,527 as of June 30, 2020 and December 31, 2019, respectively.

(5)

Includes $4,795 of unamortized deferred financing costs related to the secured term loan and certain property-level, non-recourse mortgage loans that may be required to be written off in the event that a waiver or restructuring of terms cannot be negotiated and the debt is either redeemed or otherwise extinguished. Additionally, intangible lease assets and other assets includes $7,828 of unamortized deferred financing costs related to the secured line of credit that may be required to be written off in the event that a waiver or restructuring of terms cannot be negotiated and the debt is either redeemed or otherwise extinguished.

 

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 June 30, 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)

 

$

101,401

 

2021

 

 

557,157

 

2022

 

 

465,844

 

2023

 

 

1,491,825

 

2024

 

 

341,398

 

2025

 

 

36,160

 

Thereafter

 

 

711,636

 

 

 

 

3,705,421

 

Net unamortized discounts and premium

 

 

( 8,987

)

Unamortized deferred financing costs

 

 

( 14,347

)

Principal balance of loans with a maturity date prior to June 30, 2020 (2)

 

 

91,947

 

Total mortgage and other indebtedness, net

 

$

3,774,034

 

 

(1 )

Reflects payments for the fiscal period July 1, 2020 through December 31, 2020.

(2)

Represents the aggregate principal balance as of June 30, 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

 

June

30, 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

 

 

105,634

 

 

 

106,851

 

Total mortgage notes payable

 

5.23%

 

 

 

 

 

247,712

 

 

 

249,991

 

Unamortized deferred financing costs

 

 

 

 

 

 

 

 

( 77

)

 

 

( 112

)

Total mortgage notes payable, net

 

 

 

 

 

 

 

$

247,635

 

 

$

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 June 30, 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)

 

$

2,803

 

2021

 

 

78,637

 

2022

 

 

101,771

 

 

 

 

183,211

 

Unamortized deferred financing costs

 

 

( 77

)

Principal balance of loan with a maturity date prior to June 30, 2020 (2)

 

 

64,501

 

Total mortgage notes payable, net

 

$

247,635

 

 

 

(1)

Reflects payments for the fiscal period July 1, 2020 through December 31, 2020.

(2)

Represents the aggregate principal balance as of June 30, 2020 of the non-recourse loan secured by Greenbrier Mall, which was in default.  The loan matured in December 2019 .

v3.20.2
Combined Guarantor Subsidiaries - Mortgage and Other Notes Receivable (Tables)
6 Months Ended
Jun. 30, 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 June 30, 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%

 

 

 

1,629

 

 

4.00% - 5.00%

 

 

2,025

 

 

 

 

 

 

 

 

 

$

2,729

 

 

 

 

$

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 June 30, 2020

 

 

As of December 31, 2019

 

 

 

Maturity

Date

 

Interest

Rate

 

 

Balance

 

 

Interest

Rate

 

 

Balance

 

Mortgages:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The Promenade (1)

 

Dec 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)

 

Dec 2020

 

7.25%

 

 

 

11,977

 

 

7.25%

 

 

 

11,977

 

 

 

 

 

 

 

 

 

 

73,786

 

 

 

 

 

 

 

73,786

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other Note Receivable:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Community improvement district

 

Aug 2028

 

 

 

 

 

 

 

 

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.  

v3.20.2
Combined Guarantor Subsidiaries - Segment Information (Tables)
6 Months Ended
Jun. 30, 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 June 30, 2020

 

Malls

 

 

All

Other (1)

 

 

Total

 

Revenues (2)

 

$

112,002

 

 

$

12,209

 

 

$

124,211

 

Property operating expenses (3)

 

 

( 38,385

)

 

 

( 2,400

)

 

 

( 40,785

)

Interest expense

 

 

( 18,960

)

 

 

( 33,671

)

 

 

( 52,631

)

Other expense

 

 

 

 

 

( 242

)

 

 

( 242

)

Gain on sales of real estate assets

 

 

 

 

 

2,623

 

 

 

2,623

 

Segment profit (loss)

 

$

54,657

 

 

$

( 21,481

)

 

 

33,176

 

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

( 52,663

)

General and administrative expense

 

 

 

 

 

 

 

 

 

 

( 18,727

)

Interest and other income

 

 

 

 

 

 

 

 

 

 

891

 

Loss on impairment

 

 

 

 

 

 

 

 

 

 

( 13,274

)

Income tax provision

 

 

 

 

 

 

 

 

 

 

( 16,117

)

Equity in earnings (losses) of unconsolidated affiliates

 

 

 

 

 

 

 

 

 

 

( 6,079

)

Net loss

 

 

 

 

 

 

 

 

 

$

( 72,793

)

Capital expenditures (4)

 

$

9,754

 

 

$

1,377

 

 

$

11,131

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended June 30, 2019

 

Malls

 

 

All

Other (1)

 

 

Total

 

Revenues (2)

 

$

170,976

 

 

$

22,401

 

 

$

193,377

 

Property operating expenses (3)

 

 

( 53,599

)

 

 

( 3,379

)

 

 

( 56,978

)

Interest expense

 

 

( 21,556

)

 

 

( 30,926

)

 

 

( 52,482

)

Other expense

 

 

 

 

 

( 34

)

 

 

( 34

)

Gain on sales of real estate assets

 

 

2,478

 

 

 

3,049

 

 

 

5,527

 

Segment profit (loss)

 

$

98,299

 

 

$

( 8,889

)

 

 

89,410

 

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

( 64,478

)

General and administrative expense

 

 

 

 

 

 

 

 

 

 

( 14,427

)

Interest and other income

 

 

 

 

 

 

 

 

 

 

356

 

Loss on impairment

 

 

 

 

 

 

 

 

 

 

( 41,608

)

Income tax provision

 

 

 

 

 

 

 

 

 

 

( 813

)

Equity in earnings (losses) of unconsolidated affiliates

 

 

 

 

 

 

 

 

 

 

1,872

 

Net loss

 

 

 

 

 

 

 

 

 

$

( 29,688

)

Capital expenditures (4)

 

$

31,560

 

 

$

1,413

 

 

$

32,973

 

 

Six Months Ended June 30, 2020

 

Malls

 

 

All

Other (1)

 

 

Total

 

Revenues (2)

 

$

265,353

 

 

$

26,432

 

 

$

291,785

 

Property operating expenses (3)

 

 

( 90,483

)

 

 

( 5,667

)

 

 

( 96,150

)

Interest expense

 

 

( 37,107

)

 

 

( 62,516

)

 

 

( 99,623

)

Other expense

 

 

 

 

 

( 400

)

 

 

( 400

)

Gain (loss) on sales of real estate assets

 

 

( 25

)

 

 

2,788

 

 

 

2,763

 

Segment profit (loss)

 

$

137,738

 

 

$

( 39,363

)

 

 

98,375

 

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

( 108,565

)

General and administrative expense

 

 

 

 

 

 

 

 

 

 

( 36,563

)

Litigation settlement

 

 

 

 

 

 

 

 

 

 

 

Interest and other income

 

 

 

 

 

 

 

 

 

 

3,288

 

Gain on extinguishment of debt

 

 

 

 

 

 

 

 

 

 

 

Loss on impairment

 

 

 

 

 

 

 

 

 

 

( 146,918

)

Income tax provision

 

 

 

 

 

 

 

 

 

 

( 16,643

)

Equity in earnings (losses) of unconsolidated affiliates

 

 

 

 

 

 

 

 

 

 

( 5,061

)

Net loss

 

 

 

 

 

 

 

 

 

$

( 212,087

)

Capital expenditures (4)

 

$

27,810

 

 

$

3,653

 

 

$

31,463

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended June 30, 2019

 

Malls

 

 

All

Other (1)

 

 

Total

 

Revenues (2)

 

$

354,840

 

 

$

36,567

 

 

$

391,407

 

Property operating expenses (3)

 

 

( 110,780

)

 

 

( 7,873

)

 

 

( 118,653

)

Interest expense

 

 

( 44,746

)

 

 

( 61,734

)

 

 

( 106,480

)

Other expense

 

 

 

 

 

( 34

)

 

 

( 34

)

Gain on sales of real estate assets

 

 

2,478

 

 

 

3,277

 

 

 

5,755

 

Segment profit (loss)

 

$

201,792

 

 

$

( 29,797

)

 

 

171,995

 

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

( 134,270

)

General and administrative expense

 

 

 

 

 

 

 

 

 

 

( 36,434

)

Litigation settlement

 

 

 

 

 

 

 

 

 

 

( 88,150

)

Interest and other income

 

 

 

 

 

 

 

 

 

 

845

 

Gain on extinguishment of debt

 

 

 

 

 

 

 

 

 

 

71,722

 

Loss on impairment

 

 

 

 

 

 

 

 

 

 

( 66,433

)

Income tax provision

 

 

 

 

 

 

 

 

 

 

( 952

)

Equity in earnings (losses) of unconsolidated affiliates

 

 

 

 

 

 

 

 

 

 

5,180

 

Net loss

 

 

 

 

 

 

 

 

 

$

( 76,497

)

Capital expenditures (4)

 

$

59,584

 

 

$

1,528

 

 

$

61,112

 

 

Total Assets

 

Malls

 

 

All

Other (1)

 

 

Total

 

June 30, 2020

 

$

3,994,951

 

 

$

660,208

 

 

$

4,655,159

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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 for information on the Company's revenues disaggregated by revenue source for each of the above segments.

(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 June 30, 2020

 

Malls

 

 

All Other (1)

 

 

Total

 

Revenues

 

$

45,941

 

 

$

2,042

 

 

$

47,983

 

Property operating expenses (2)

 

 

( 15,329

)

 

 

( 428

)

 

 

( 15,757

)

Interest expense

 

 

( 4,334

)

 

 

 

 

 

( 4,334

)

Gain on sales of real estate assets

 

 

650

 

 

 

 

 

 

650

 

Segment profit

 

$

26,928

 

 

$

1,614

 

 

 

28,542

 

Depreciation and amortization expense

 

 

 

 

 

 

 

 

 

 

( 21,437

)

Interest and other income

 

 

 

 

 

 

 

 

 

 

952

 

Net income

 

 

 

 

 

 

 

 

 

$

8,057

 

Capital expenditures (3)

 

$

4,312

 

 

$

34

 

 

$

4,346

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended June 30, 2019

 

Malls

 

 

All Other (1)

 

 

Total

 

Revenues

 

$

66,403

 

 

$

2,465

 

 

$

68,868

 

Property operating expenses (2)

 

 

( 19,840

)

 

 

( 581

)

 

 

( 20,421

)

Interest expense

 

 

( 3,412

)

 

 

 

 

 

( 3,412

)

Other expense

 

 

( 627

)

 

 

 

 

 

( 627

)

Segment profit

 

$

42,524

 

 

$

1,884

 

 

 

44,408

 

Depreciation and amortization expense

 

 

 

 

 

 

 

 

 

 

( 22,717

)

Interest and other income

 

 

 

 

 

 

 

 

 

 

1,084

 

Net income

 

 

 

 

 

 

 

 

 

$

22,775

 

Capital expenditures (3)

 

$

15,911

 

 

$

23

 

 

$

15,934

 

 

Six Months Ended June 30, 2020

 

Malls

 

 

All Other (1)

 

 

Total

 

Revenues

 

$

108,985

 

 

$

4,425

 

 

$

113,410

 

Property operating expenses (2)

 

 

( 36,719

)

 

 

( 1,034

)

 

 

( 37,753

)

Interest expense

 

 

( 8,106

)

 

 

 

 

 

( 8,106

)

Gain on sales of real estate assets

 

 

650

 

 

 

 

 

 

650

 

Segment profit

 

$

64,810

 

 

$

3,391

 

 

 

68,201

 

Depreciation and amortization expense

 

 

 

 

 

 

 

 

 

 

( 43,301

)

Interest and other income

 

 

 

 

 

 

 

 

 

 

1,992

 

Net income

 

 

 

 

 

 

 

 

 

$

26,892

 

Capital expenditures (3)

 

$

11,615

 

 

$

659

 

 

$

12,274

 

 

Six Months Ended June 30, 2019

 

Malls

 

 

All Other (1)

 

 

Total

 

Revenues

 

$

136,803

 

 

$

5,056

 

 

$

141,859

 

Property operating expenses (2)

 

 

( 42,009

)

 

 

( 1,177

)

 

 

( 43,186

)

Interest expense

 

 

( 7,397

)

 

 

 

 

 

( 7,397

)

Other expense

 

 

( 627

)

 

 

 

 

 

( 627

)

Segment profit

 

$

86,770

 

 

$

3,879

 

 

 

90,649

 

Depreciation and amortization expense

 

 

 

 

 

 

 

 

 

 

( 46,818

)

Interest and other income

 

 

 

 

 

 

 

 

 

 

2,027

 

Gain on extinguishment of debt

 

 

 

 

 

 

 

 

 

 

61,796

 

Loss on impairment

 

 

 

 

 

 

 

 

 

 

( 22,770

)

Net income

 

 

 

 

 

 

 

 

 

$

84,884

 

Capital expenditures (3)

 

$

18,529

 

 

$

23

 

 

$

18,552

 

 

Total Assets

 

Malls

 

 

All Other (1)

 

 

Total

 

June 30, 2020

 

$

1,505,640

 

 

$

136,571

 

 

$

1,642,211

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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.

v3.20.2
Combined Guarantor Subsidiaries - Noncash Investing and Financing Activities (Tables)
6 Months Ended
Jun. 30, 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:

 

 

 

Six Months Ended

June 30,

 

 

 

2020

 

 

2019

 

Accrued dividends and distributions payable

 

$

 

 

$

2,420

 

Additions to real estate assets accrued but not yet paid

 

 

14,130

 

 

 

26,572

 

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

 

 

( 159

)

 

 

4,042

 

Deconsolidation upon formation or transfer of interests in joint ventures:

 

 

 

 

 

 

 

 

Decrease in real estate assets

 

 

 

 

 

( 566

)

Increase in investment in unconsolidated affiliates

 

 

 

 

 

999

 

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:

 

 

 

Six Months Ended June 30,

 

 

 

2020

 

 

2019

 

Additions to real estate assets accrued but not yet paid

 

$

7,460

 

 

$

10,423

 

Distribution of properties to owners

 

 

 

 

 

11,455

 

Increase (decrease) in lease liabilities arising from right-of-use assets

 

 

( 20

)

 

 

489

 

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

)

v3.20.2
Organization and Basis of Presentation - Narrative (Details)
1 Months Ended 3 Months Ended 6 Months Ended
May 07, 2020
Feb. 05, 2020
$ / shares
Mar. 31, 2020
shares
Mar. 31, 2020
shares
Jun. 30, 2020
USD ($)
state
subsidiary
shares
Dec. 31, 2019
USD ($)
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         $ 1,192,140,000 $ 847,275,000
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
Line of credit facility, maturity date         Jul. 31, 2023  
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         $ 447,500,000  
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 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 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  
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 | Maximum            
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   $ 1.00        
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         19,900,000  
Total combined effective interest of CBL's Predecessor in Operating Partnership (as a percent)         10.70%  
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%  
v3.20.2
Organization and Basis of Presentation - Properties Owned by Operating Partnership (Details)
Jun. 30, 2020
mall
associated_center
community_center
office_building
property
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 7
Total Properties | property 99
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 3
Total Properties | property 21
v3.20.2
Summary of Significant Accounting Policies - Schedule of New Accounting Pronouncements and Changes in Accounting Principles (Details) - USD ($)
Aug. 17, 2020
Jun. 30, 2020
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]    
Deferred rent included in receivables   $ 9,129,000
Rent abatements   $ 1,848,000
Subsequent Event    
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]    
Rent abatements $ 15,500,000  
v3.20.2
Summary of Significant Accounting Policies - Accounts Receivable (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2020
Jun. 30, 2019
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]      
Change in estimate of uncollectable rental revenues   $ 41,955,000 $ 1,692,000
Accounts Receivable      
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]      
Change in estimate of uncollectable rental revenues $ 36,912,000 40,692,000  
Straight line rent receivables $ 1,088,000 $ 2,557,000  
v3.20.2
Summary of Significant Accounting Policies - Carrying Value of Long-Lived Assets and Investment in Unconsolidated Affiliates (Details)
3 Months Ended 6 Months Ended
Jun. 30, 2020
USD ($)
mall
investment
Jun. 30, 2019
USD ($)
Jun. 30, 2020
USD ($)
mall
other_property
investment
Jun. 30, 2019
USD ($)
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]        
Impairment charges of real estate $ 13,274,000 $ 41,608,000 $ 146,918,000 $ 66,433,000
Impairments of investments $ 0 $ 0 $ 0 $ 0
Number of investments in unconsolidated affiliates | investment 1   1  
Malls        
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]        
Impairment charges of real estate $ 13,274,000   $ 146,918,000  
Number of malls with impairment | mall 1   3  
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     4  
v3.20.2
Revenues - Disaggregation of Revenue (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Disaggregation Of Revenue [Line Items]        
Rental revenues $ 120,222,000 $ 185,393,000 $ 281,395,000 $ 376,373,000
Revenues from contracts with customers (ASC 606): 3,509,000 5,865,000 8,733,000 11,405,000
Total revenues [1] 124,211,000 193,377,000 291,785,000 391,407,000
Malls        
Disaggregation Of Revenue [Line Items]        
Total revenues [1] 112,002,000 170,976,000 265,353,000 354,840,000
Operating expense reimbursements        
Disaggregation Of Revenue [Line Items]        
Revenues from contracts with customers (ASC 606): 2,103,000 2,061,000 4,492,000 4,204,000
Operating expense reimbursements | Malls        
Disaggregation Of Revenue [Line Items]        
Revenues from contracts with customers (ASC 606): 2,024,000 1,892,000 4,345,000 4,084,000
Operating expense reimbursements | All Other Segments        
Disaggregation Of Revenue [Line Items]        
Revenues from contracts with customers (ASC 606): 79,000 169,000 147,000 120,000
Management, development and leasing fees        
Disaggregation Of Revenue [Line Items]        
Revenues from contracts with customers (ASC 606): 1,055,000 2,586,000 3,147,000 5,109,000
Marketing revenues        
Disaggregation Of Revenue [Line Items]        
Revenues from contracts with customers (ASC 606): 351,000 1,218,000 1,094,000 2,092,000
Other revenues        
Disaggregation Of Revenue [Line Items]        
Total revenues $ 480,000 $ 2,119,000 $ 1,657,000 $ 3,629,000
[1] Management, development and leasing fees are included in the All Other category. See Note 3 for information on the Company's revenues disaggregated by revenue source for each of the above segments.
v3.20.2
Revenues - Narrative (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2020
Jun. 30, 2019
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]      
Change in estimate of uncollectable rental revenues   $ 41,955,000 $ 1,692,000
Uncollectible Receivables      
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]      
Change in estimate of uncollectable rental revenues $ 1,041,000 $ 1,263,000  
v3.20.2
Revenues - Remaining Performance Obligations (Details)
Jun. 30, 2020
USD ($)
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items]  
Remaining performance obligation $ 125,046,000
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2020-07-01  
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items]  
Remaining performance obligation $ 25,080,000
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 5 years
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2025-07-01  
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items]  
Remaining performance obligation $ 52,220,000
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 15 years
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2040-07-01  
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items]  
Remaining performance obligation $ 47,746,000
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 20 years
v3.20.2
Revenues - Remaining Performance Obligations (Details 1)
Jun. 30, 2020
USD ($)
Revenue From Contract With Customer [Abstract]  
Remaining performance obligation $ 125,046,000
v3.20.2
Leases - Components of Rental Revenue (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Leases [Abstract]        
Fixed lease payments $ 99,150,000 $ 151,730,000 $ 236,544,000 $ 311,002,000
Variable lease payments 21,072,000 33,663,000 44,851,000 65,371,000
Total rental revenues $ 120,222,000 $ 185,393,000 $ 281,395,000 $ 376,373,000
v3.20.2
Leases - Future Minimum Lease Payments to be Received (Details)
Jun. 30, 2020
USD ($)
Operating Leases  
2020 $ 242,571,000
2021 446,200,000
2022 376,986,000
2023 313,251,000
2024 248,727,000
2025 185,386,000
Thereafter 451,572,000
Total undiscounted lease payments $ 2,264,693,000
v3.20.2
Leases - Narrative (Details)
Jun. 30, 2020
ground_lease
office_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 10 months 24 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
v3.20.2
Leases - Components of Lease Expense (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Lease expense:        
Operating lease expense $ 114,000 $ 207,000 $ 239,000 $ 425,000
Variable lease expense 31,000 (2,000) 116,000 30,000
Total lease expense $ 145,000 $ 205,000 $ 355,000 $ 455,000
v3.20.2
Fair Value Measurements - Recurring Basis (Details) - USD ($)
Jun. 30, 2020
Dec. 31, 2019
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Fair value of mortgage and other indebtedness $ 2,652,997,000 $ 2,970,246,000
Available-for-sale securities - at fair value (amortized cost of $152,460 in 2020) 152,418,000  
Available-for-sale securities, fair value 152,460,000  
Accrued interest receivable 329,000  
U.S Treasury Securities    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Available-for-sale securities - at fair value (amortized cost of $152,460 in 2020) 152,460,000  
Available-For-Sale Securities Held, unrealized gains/(losses) (42,000)  
Available-for-sale securities, fair value $ 152,418,000  
v3.20.2
Fair Value Measurements - Nonrecurring Basis (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]        
Long-lived assets $ 166,900,000 $ 127,319,000 $ 166,900,000 $ 127,319,000
Loss on impairment 13,274,000 41,608,000 146,918,000 66,433,000
Impairments of real estate       66,662,000
Significant Unobservable Inputs (Level 3)        
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]        
Long-lived assets $ 166,900,000 $ 127,319,000 $ 166,900,000 $ 127,319,000
v3.20.2
Fair Value Measurements - Long-Lived Assets Measured at Fair Value (Details)
3 Months Ended 6 Months Ended
Jun. 30, 2020
USD ($)
Jun. 30, 2019
USD ($)
Jun. 30, 2020
USD ($)
Jun. 30, 2019
USD ($)
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]        
Loss on impairment $ 13,274,000 $ 41,608,000 $ 146,918,000 $ 66,433,000
Long-lived assets 166,900,000 127,319,000 166,900,000 127,319,000
Malls        
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]        
Loss on impairment 13,274,000   146,918,000  
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   $ 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   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   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   $ 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) 14.0   14.0  
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   14.5  
Asheville Mall | Malls        
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]        
Loss on impairment     $ 13,274,000  
Long-lived assets $ 52,600,000   $ 52,600,000  
Asheville Mall | Malls | Measurement Input, Expected Term        
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]        
Holding period     10 years  
Asheville Mall | Malls | Cap Rate (as a percent)        
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]        
Fair value measurement input (as a percent) 13.25   13.25  
Asheville 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) 14.0   14.0  
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   56,300,000
Honey Creek Mall | Malls        
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]        
Loss on impairment       2,045,000
Long-lived assets   14,360,000   14,360,000
Assets book value   14,360,000   14,360,000
The Forumat Grandview | Malls        
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]        
Assets book value   31,559,000   31,559,000
The Forumat Grandview | All Other        
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]        
Loss on impairment       8,582,000
Long-lived assets   31,559,000   31,559,000
Eastgate Mall | Malls        
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]        
Loss on impairment       33,265,000
Long-lived assets   $ 25,100,000   $ 25,100,000
Eastgate Mall | Malls | Measurement Input, Expected Term        
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]        
Holding period       10 years
Eastgate 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)   14.5   14.5
Eastgate Mall | Malls | Discount Rate (as a percent)        
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]        
Fair value measurement input (as a percent)   15.0   15.0
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 | 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   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   11.5
v3.20.2
Dispositions and Held for Sale- Summary (Details)
3 Months Ended 6 Months Ended
Jun. 30, 2020
USD ($)
outparcel
Jun. 30, 2020
USD ($)
outparcel
Jun. 30, 2019
USD ($)
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]      
Gain on sales of real estate assets   $ 2,763,000 $ 5,755,000
Outparcel Sale      
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]      
Gain on sales of real estate assets $ 2,623,000 $ 2,763,000  
Number of stores sold (outparcel) | outparcel 2 3  
v3.20.2
Unconsolidated Affiliates and Noncontrolling Interests - Narrative (Details)
1 Months Ended 6 Months Ended
Feb. 29, 2020
USD ($)
Jun. 30, 2020
USD ($)
entity
Schedule Of Equity Method Investments [Line Items]    
Number of entities - equity method of accounting (entity) | entity   29
Number of 50/50 joint ventures | entity   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%  
BI Development II, LLC    
Schedule Of Equity Method Investments [Line Items]    
Ownership in variable interest entity (as a percent)   20.00%
CBL/T-C, LLC    
Schedule Of Equity Method Investments [Line Items]    
Balance of non-recourse debt | $   $ 262,971,000
Debt instrument, maturity date   Oct. 31, 2025
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%
v3.20.2
Unconsolidated Affiliates and Noncontrolling Interests - Unconsolidated Affiliates (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Mar. 31, 2020
Dec. 31, 2019
Mar. 31, 2019
Dec. 31, 2018
ASSETS:                
Investment in real estate assets [1] $ 6,004,756,000   $ 6,004,756,000     $ 6,362,049,000    
Accumulated depreciation [1] (2,199,622,000)   (2,199,622,000)     (2,349,404,000)    
Net investment in real estate assets [1] 3,835,734,000   3,835,734,000     4,061,996,000    
Developments in progress [1] 30,600,000   30,600,000     49,351,000    
Total assets [1] 4,655,159,000   4,655,159,000     4,622,346,000    
LIABILITIES:                
Mortgage and other indebtedness, net 3,774,034,000   3,774,034,000     3,527,015,000    
Total liabilities [1] 4,001,181,000   4,001,181,000     3,758,321,000    
Shareholders' equity:                
The Company 630,104,000   630,104,000     806,312,000    
Noncontrolling interests 23,349,000   23,349,000     55,553,000    
Total equity 653,453,000 $ 918,586,000 653,453,000 $ 918,586,000 $ 725,091,000 861,865,000 $ 958,472,000 $ 1,032,165,000
Total liabilities, redeemable noncontrolling interests and equity 4,655,159,000   4,655,159,000     4,622,346,000    
Total revenues [2] 124,211,000 193,377,000 291,785,000 391,407,000        
Net income (72,793,000) (29,688,000) (212,087,000) (76,497,000)        
Equity in earnings (losses) of unconsolidated affiliates (6,079,000) 1,872,000 (5,061,000) 5,180,000        
BI Development II, LLC                
ASSETS:                
Investment in real estate assets 2,324,956,000   2,324,956,000     2,293,438,000    
Accumulated depreciation (835,032,000)   (835,032,000)     (803,909,000)    
Net investment in real estate assets 1,489,924,000   1,489,924,000     1,489,529,000    
Developments in progress 47,761,000   47,761,000     46,503,000    
Net investment in real estate assets 1,537,685,000   1,537,685,000     1,536,032,000    
Other assets 170,711,000   170,711,000     154,427,000    
Total assets 1,708,396,000   1,708,396,000     1,690,459,000    
LIABILITIES:                
Mortgage and other indebtedness, net 1,432,269,000   1,432,269,000     1,417,644,000    
Other liabilities 40,449,000   40,449,000     41,007,000    
Total liabilities 1,472,718,000   1,472,718,000     1,458,651,000    
Shareholders' equity:                
The Company 150,542,000   150,542,000     149,376,000    
Noncontrolling interests 85,136,000   85,136,000     82,432,000    
Total equity 235,678,000   235,678,000     231,808,000    
Total liabilities, redeemable noncontrolling interests and equity 1,708,396,000   1,708,396,000     $ 1,690,459,000    
Total revenues 46,661,000 54,230,000 107,175,000 110,097,000        
Net income (6,511,000) 2,993,000 (1,468,000) 9,003,000        
Equity in earnings (losses) of unconsolidated affiliates $ (6,079,000) $ 1,872,000 $ (5,061,000) $ 5,180,000        
[1] As of June 30, 2020, includes $369,359 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $171,518 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 7
[2] Management, development and leasing fees are included in the All Other category. See Note 3 for information on the Company's revenues disaggregated by revenue source for each of the above segments.
v3.20.2
Unconsolidated Affiliates and Noncontrolling Interests - Noncontrolling Interests (Details) - USD ($)
Jun. 30, 2020
Dec. 31, 2019
Schedule Of Equity Method Investments [Line Items]    
Noncontrolling interests $ 23,349,000 $ 55,553,000
Operating Partnership    
Schedule Of Equity Method Investments [Line Items]    
Noncontrolling interests 214,000 31,592,000
Other consolidated subsidiaries    
Schedule Of Equity Method Investments [Line Items]    
Noncontrolling interests $ 23,135,000 $ 23,961,000
v3.20.2
Unconsolidated Affiliates and Noncontrolling Interests - Accounts Receivable (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2020
Jun. 30, 2019
Jul. 31, 2020
Schedule Of Equity Method Investments [Line Items]        
Change in estimate of uncollectable rental revenues   $ 41,955,000 $ 1,692,000  
Deferred rent included in receivables $ 9,129,000 9,129,000    
Rent abatements 1,848,000 1,848,000    
Accounts Receivable        
Schedule Of Equity Method Investments [Line Items]        
Change in estimate of uncollectable rental revenues 36,912,000 40,692,000    
Straight line rent receivables 1,088,000 2,557,000    
Unconsolidated Affiliates | Accounts Receivable        
Schedule Of Equity Method Investments [Line Items]        
Change in estimate of uncollectable rental revenues 11,799,000 13,535,000    
Straight line rent receivables 250,000 435,000    
Deferred rent included in receivables 1,944,000 1,944,000    
Rent abatements $ 1,191,000 $ 1,191,000    
Deferred rent       $ 3,200,000
v3.20.2
Unconsolidated Affiliates and Noncontrolling Interests - Variable Interest Entities (Details) - USD ($)
Jun. 30, 2020
Dec. 31, 2019
Schedule Of Equity Method Investments [Line Items]    
Assets, Unconsolidated [1] $ 4,655,159,000 $ 4,622,346,000
Variable Interest Entity Primary Beneficiary    
Schedule Of Equity Method Investments [Line Items]    
Assets, Unconsolidated 31,346,000  
Maximum Risk of Loss, Unconsolidated 73,192,000  
Variable Interest Entity Primary Beneficiary | Ambassador Infrastructure, LLC    
Schedule Of Equity Method Investments [Line Items]    
Maximum Risk of Loss, Unconsolidated 9,360,000  
Variable Interest Entity Primary Beneficiary | Continental 425 Fund LLC    
Schedule Of Equity Method Investments [Line Items]    
Assets, Unconsolidated 7,120,000  
Maximum Risk of Loss, Unconsolidated 7,120,000  
Variable Interest Entity Primary Beneficiary | EastGate Storage, LLC    
Schedule Of Equity Method Investments [Line Items]    
Assets, Unconsolidated 654,000  
Maximum Risk of Loss, Unconsolidated 3,904,000  
Variable Interest Entity Primary Beneficiary | Hamilton Place Self Storage, LLC    
Schedule Of Equity Method Investments [Line Items]    
Assets, Unconsolidated 1,406,000  
Maximum Risk of Loss, Unconsolidated 8,408,000  
Variable Interest Entity Primary Beneficiary | Parkdale Self Storage LLC    
Schedule Of Equity Method Investments [Line Items]    
Assets, Unconsolidated 1,088,000  
Maximum Risk of Loss, Unconsolidated 7,588,000  
Variable Interest Entity Primary Beneficiary | PHG-CBL Lexington, LLC    
Schedule Of Equity Method Investments [Line Items]    
Assets, Unconsolidated 35,000  
Maximum Risk of Loss, Unconsolidated 35,000  
Variable Interest Entity Primary Beneficiary | Self-Storage at Mid Rivers, LLC    
Schedule Of Equity Method Investments [Line Items]    
Assets, Unconsolidated 605,000  
Maximum Risk of Loss, Unconsolidated 3,599,000  
Variable Interest Entity Primary Beneficiary | Shoppes at Eagle Point, LLC    
Schedule Of Equity Method Investments [Line Items]    
Assets, Unconsolidated 16,818,000  
Maximum Risk of Loss, Unconsolidated 29,558,000  
Variable Interest Entity Primary Beneficiary | Vision-CBL Hamilton Place, LLC    
Schedule Of Equity Method Investments [Line Items]    
Assets, Unconsolidated 3,620,000  
Maximum Risk of Loss, Unconsolidated $ 3,620,000  
[1] As of June 30, 2020, includes $369,359 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $171,518 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 7
v3.20.2
Mortgage and Other Indebtedness, Net - Debt of Operating Partnership (Details) - USD ($)
Jun. 30, 2020
Dec. 31, 2019
Debt Instrument [Line Items]    
Mortgage notes payable $ 2,596,241,000 $ 2,695,888,000
Mortgage and other indebtedness, variable-rate debt 1,192,140,000 847,275,000
Total fixed-rate and variable-rate debt 3,788,381,000 3,543,163,000
Unamortized deferred financing costs (14,347,000) (16,148,000)
Mortgage and other indebtedness, net $ 3,774,034,000 $ 3,527,015,000
Weighted average interest rate (as a percent) 4.41% 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) 2.45% 3.98%
Non-Recourse Loans on Operating Properties    
Debt Instrument [Line Items]    
Mortgage notes payable $ 1,230,227,000 $ 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 $ 448,139,000 $ 447,894,000
Debt Instrument Unamortized Discount $ 1,861,000 $ 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 $ 299,964,000 $ 299,960,000
Debt Instrument Unamortized Discount $ 36,000 $ 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 $ 617,911,000 $ 617,473,000
Debt Instrument Unamortized Discount $ 7,090,000 $ 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) 2.82% 4.34%
Construction loan    
Debt Instrument [Line Items]    
Mortgage and other indebtedness, variable-rate debt $ 27,215,000 $ 29,400,000
Construction loan | Variable Rate Interest    
Debt Instrument [Line Items]    
Weighted average interest rate (as a percent) 3.07% 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) 2.42% 3.94%
Secured Line of Credit | Intangible Lease Assets And Other Assets    
Debt Instrument [Line Items]    
Unamortized deferred financing costs $ (7,828,000)  
Secured Term Loan    
Debt Instrument [Line Items]    
Mortgage and other indebtedness, variable-rate debt $ 447,500,000 $ 465,000,000
Weighted average interest rate (as a percent) 2.42% 3.94%
Secured Term Loan and Certain Property-level, Non-recourse Mortgage Loans [member]    
Debt Instrument [Line Items]    
Unamortized deferred financing costs $ (4,795,000)  
Recourse and Nonrecourse Term Loans    
Debt Instrument [Line Items]    
Secured non-recourse and recourse term loans $ 2,378,939,000  
v3.20.2
Mortgage and Other Indebtedness, Net - Senior Unsecured Notes, Unsecured Lines of Credit and Unsecured Term Loans (Details) - USD ($)
$ in Thousands
6 Months Ended
Jun. 30, 2020
Dec. 31, 2019
Debt Instrument [Line Items]    
Weighted average interest rate (as a percent) 4.41% 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%  
v3.20.2
Mortgage and Other Indebtedness, Net - Narrative (Details)
1 Months Ended 3 Months Ended 6 Months Ended
Aug. 06, 2020
USD ($)
Jun. 30, 2020
USD ($)
mall
associated_center
subsidiary
mortgage_note_receivable
Jun. 30, 2020
USD ($)
mall
associated_center
subsidiary
mortgage_note_receivable
Jun. 30, 2020
USD ($)
mall
associated_center
subsidiary
mortgage_note_receivable
Dec. 31, 2019
USD ($)
Jan. 01, 2019
USD ($)
Debt Instrument [Line Items]            
Weighted average interest rate (as a percent)   4.41% 4.41% 4.41% 5.02%  
Mortgage and other indebtedness, variable-rate debt   $ 1,192,140,000 $ 1,192,140,000 $ 1,192,140,000 $ 847,275,000  
Number of Malls Securing Credit Facility, Collateral | mall   17 17 17    
Number of Associated Centers Securing Credit Facility, Collateral | associated_center   3 3 3    
Number of wholly owned subsidiaries | subsidiary   36 36 36    
Ownership Interest in Guarantor Subsidiary by Operating Partnership, Percent   100.00% 100.00% 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 17 17    
Number of Associated Centers Securing Credit Facility, Collateral | associated_center   3 3 3    
Number of wholly owned subsidiaries | subsidiary   36 36 36    
Number of malls not classified as collateral for the secured credit facility | mall   4 4 4    
Number of associated centers not classified as collateral for the secured credit facility | associated_center   2 2 2    
Number of Mortgage Notes Receivable not Classified as Collateral | mortgage_note_receivable   4 4 4    
COVID-19            
Debt Instrument [Line Items]            
Secured credit facility, impact of uncetainity   $ 280,000,000 $ 280,000,000 $ 280,000,000    
Fixed Rate Interest            
Debt Instrument [Line Items]            
Weighted average interest rate (as a percent)   5.31% 5.31% 5.31% 5.35%  
Senior unsecured notes due 2023            
Debt Instrument [Line Items]            
Interest payment   $ 11,813,000        
Debt Instrument, Face Amount   450,000,000 $ 450,000,000 $ 450,000,000    
Debt instrument, maturity date       Dec. 31, 2023    
Senior unsecured notes due 2023 | Guarantor Subsidiaries            
Debt Instrument [Line Items]            
Debt Instrument, Face Amount   $ 450,000,000 $ 450,000,000 $ 450,000,000    
Senior unsecured notes due 2023 | Minimum            
Debt Instrument [Line Items]            
Percentage of aggregate principal amount in forbearance agreements   50.00%   50.00%    
Senior unsecured notes due 2023 | Fixed Rate Interest            
Debt Instrument [Line Items]            
Weighted average interest rate (as a percent)   5.25% 5.25% 5.25% 5.25%  
Senior unsecured notes due 2026            
Debt Instrument [Line Items]            
Interest payment   $ 18,594,000        
Debt Instrument, Face Amount   625,000,000 $ 625,000,000 $ 625,000,000    
Debt instrument, maturity date       Dec. 31, 2026    
Senior unsecured notes due 2026 | Guarantor Subsidiaries            
Debt Instrument [Line Items]            
Debt Instrument, Face Amount   $ 625,000,000 $ 625,000,000 $ 625,000,000    
Senior unsecured notes due 2026 | Minimum            
Debt Instrument [Line Items]            
Percentage of aggregate principal amount in forbearance agreements   50.00%   50.00%    
Senior unsecured notes due 2026 | Fixed Rate Interest            
Debt Instrument [Line Items]            
Weighted average interest rate (as a percent)   5.95% 5.95% 5.95% 5.95%  
Line of Credit | Secured Debt            
Debt Instrument [Line Items]            
Debt Instrument, Face Amount   $ 1,185,000,000 $ 1,185,000,000 $ 1,185,000,000    
Debt instrument, maturity date       Jul. 31, 2023    
Payment for loan     4,812,000 $ 4,812,000    
Quarterly Installment Payments on Debt   35,000,000 35,000,000 35,000,000    
Line of Credit | Secured Debt | Guarantor Subsidiaries            
Debt Instrument [Line Items]            
Debt Instrument, Face Amount   1,185,000,000 1,185,000,000 $ 1,185,000,000   $ 1,185,000,000
Line of Credit | Secured Debt | Subsequent Event            
Debt Instrument [Line Items]            
Debt Instrument, Interest Rate, Effective Percentage 5.00%          
Line of Credit | Minimum | Secured Debt            
Debt Instrument [Line Items]            
Line of Credit Facility, Commitment Fee Percentage       0.25%    
Line of Credit | Maximum | Secured Debt            
Debt Instrument [Line Items]            
Line of Credit Facility, Commitment Fee Percentage       0.35%    
Line of Credit | LIBOR Market Index Rate | Secured Debt            
Debt Instrument [Line Items]            
Basis spread on variable rate (as a percent)       2.25%    
Line of Credit | LIBOR Market Index Rate | Minimum | Secured Debt            
Debt Instrument [Line Items]            
Basis spread on variable rate (as a percent)       1.00%    
Line of Credit | LIBOR Market Index Rate | Maximum | Secured Debt            
Debt Instrument [Line Items]            
Basis spread on variable rate (as a percent)       1.25%    
Line of Credit | Federal Funds Rate | Secured Debt            
Debt Instrument [Line Items]            
Basis spread on variable rate (as a percent)       0.50%    
Line of Credit | Base Rate            
Debt Instrument [Line Items]            
Basis spread on variable rate (as a percent)       4.50%    
Line of Credit | Base Rate | Secured Debt            
Debt Instrument [Line Items]            
Basis spread on variable rate (as a percent)       4.50%    
Line of Credit | Base Rate | Secured Debt | Subsequent Event            
Debt Instrument [Line Items]            
Annual interest expense $ 23,100,000          
Line of Credit | Prime Rate            
Debt Instrument [Line Items]            
Basis spread on variable rate (as a percent)       1.25%    
Line of Credit | Prime Rate | Secured Debt            
Debt Instrument [Line Items]            
Basis spread on variable rate (as a percent)       1.25%    
Line of Credit | Post-Default Rate | Secured Debt | Subsequent Event            
Debt Instrument [Line Items]            
Debt Instrument, Interest Rate, Effective Percentage 9.50%          
Annual interest expense $ 78,600,000          
Revolving Credit Facility | Secured Debt            
Debt Instrument [Line Items]            
Debt Instrument, Face Amount   $ 685,000,000 $ 685,000,000 $ 685,000,000    
Secured Term Loan            
Debt Instrument [Line Items]            
Weighted average interest rate (as a percent)   2.42% 2.42% 2.42% 3.94%  
Mortgage and other indebtedness, variable-rate debt   $ 447,500,000 $ 447,500,000 $ 447,500,000 $ 465,000,000  
Secured Term Loan | Secured Debt            
Debt Instrument [Line Items]            
Debt Instrument, Face Amount   $ 447,500,000 $ 447,500,000 $ 447,500,000    
Secured Line of Credit            
Debt Instrument [Line Items]            
Weighted average interest rate (as a percent)   2.42% 2.42% 2.42% 3.94%  
Mortgage and other indebtedness, variable-rate debt   $ 675,925,000 $ 675,925,000 $ 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 $ 675,925,000 675,925,000    
Non-Recourse Loans on Operating Properties            
Debt Instrument [Line Items]            
Debt default threshold, minimum loan amount (greater than)       $ 50,000    
Non-Recourse Loans on Operating Properties | Fixed Rate Interest            
Debt Instrument [Line Items]            
Weighted average interest rate (as a percent)   5.19% 5.19% 5.19% 5.27%  
v3.20.2
Mortgage and Other Indebtedness, Net - Loan Repayments (Details)
1 Months Ended
Feb. 29, 2020
USD ($)
Debt Instrument [Line Items]  
Principal Balance Repaid (1) $ 84,546,000
Mortgages | Parkway Place  
Debt Instrument [Line Items]  
Interest Rate at Repayment Date 6.50%
Principal Balance Repaid (1) $ 33,186,000
Mortgages | Valley View Mall  
Debt Instrument [Line Items]  
Interest Rate at Repayment Date 6.50%
Principal Balance Repaid (1) $ 51,360,000
v3.20.2
Mortgage and Other Indebtedness, Net - Summary of Non-recourse Loans (Details)
Jun. 30, 2020
USD ($)
Greenbrier Mall | Chesapeake, VA  
Debt Instrument [Line Items]  
Interest Rate at Repayment Date 5.41%
Loan Amount $ 64,501,000
Hickory Point Mall | Forsyth, IL  
Debt Instrument [Line Items]  
Interest Rate at Repayment Date 5.85%
Loan Amount $ 27,446,000
Burnsville Center | Burnsville, MN  
Debt Instrument [Line Items]  
Interest Rate at Repayment Date 6.00%
Loan Amount $ 64,233,000
EastGate Mall | Cincinnati, OH  
Debt Instrument [Line Items]  
Interest Rate at Repayment Date 5.83%
Loan Amount $ 31,952,000
Park Plaza Mall | Little Rock, AR  
Debt Instrument [Line Items]  
Interest Rate at Repayment Date 5.28%
Loan Amount $ 77,577,000
Asheville Mall | Asheville, NC  
Debt Instrument [Line Items]  
Interest Rate at Repayment Date 5.80%
Loan Amount $ 63,041,000
v3.20.2
Mortgage and Other Indebtedness, Net- Scheduled Principal Payments (Details)
6 Months Ended 12 Months Ended
Jun. 30, 2020
USD ($)
loan
Dec. 31, 2019
USD ($)
Debt Instrument [Line Items]    
2020 (1) $ 101,401,000  
2021 557,157,000  
2022 465,844,000  
2023 1,491,825,000  
2024 341,398,000  
2025 36,160,000  
Thereafter 711,636,000  
Long-term Debt, Gross 3,705,421,000  
Net unamortized discounts and premium (8,987,000)  
Unamortized deferred financing costs (14,347,000) $ (16,148,000)
Mortgage and other indebtedness, net $ 3,774,034,000 $ 3,527,015,000
Weighted-average remaining term to maturity 3 years 3 months 18 days 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  
v3.20.2
Mortgage and Other Notes Receivable - Summary (Details) - USD ($)
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2020
Jun. 30, 2020
Dec. 31, 2019
Mar. 31, 2020
Mortgage And Other Notes Receivable [Line Items]        
Assignment of the partnership interest (as a percent)   100.00%    
Mortgage and other notes receivable $ 2,729,000 $ 2,729,000 $ 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 $ 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 1,629,000 $ 1,629,000 $ 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%  
v3.20.2
Segment Information - Summary (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Dec. 31, 2019
Segment Reporting Information [Line Items]          
Total revenues [1] $ 124,211,000 $ 193,377,000 $ 291,785,000 $ 391,407,000  
Property operating expenses [2] (40,785,000) (56,978,000) (96,150,000) (118,653,000)  
Interest expense (52,631,000) (52,482,000) (99,623,000) (106,480,000)  
Other expense (242,000) (34,000) (400,000) (34,000)  
Gain (loss) on sales of real estate assets 2,623,000 5,527,000 2,763,000 5,755,000  
Segment profit (loss) 33,176,000 89,410,000 98,375,000 171,995,000  
Depreciation and amortization (52,663,000) (64,478,000) (108,565,000) (134,270,000)  
General and administrative (18,727,000) (14,427,000) (36,563,000) (36,434,000)  
Litigation settlement       (88,150,000)  
Interest and other income 891,000 356,000 3,288,000 845,000  
Gain on extinguishment of debt       71,722,000  
Loss on impairment (13,274,000) (41,608,000) (146,918,000) (66,433,000)  
Income tax provision (16,117,000) (813,000) (16,643,000) (952,000)  
Equity in earnings (losses) of unconsolidated affiliates (6,079,000) 1,872,000 (5,061,000) 5,180,000  
Net income (72,793,000) (29,688,000) (212,087,000) (76,497,000)  
Capital expenditures [3] 11,131,000 32,973,000 31,463,000 61,112,000  
Total Assets [4] 4,655,159,000   4,655,159,000   $ 4,622,346,000
Malls          
Segment Reporting Information [Line Items]          
Total revenues [1] 112,002,000 170,976,000 265,353,000 354,840,000  
Property operating expenses [2] (38,385,000) (53,599,000) (90,483,000) (110,780,000)  
Interest expense (18,960,000) (21,556,000) (37,107,000) (44,746,000)  
Gain (loss) on sales of real estate assets   2,478,000 (25,000) 2,478,000  
Segment profit (loss) 54,657,000 98,299,000 137,738,000 201,792,000  
Capital expenditures [3] 9,754,000 31,560,000 27,810,000 59,584,000  
Total Assets 3,994,951,000   3,994,951,000   4,180,515,000
All Other          
Segment Reporting Information [Line Items]          
Total revenues [1],[5] 12,209,000 22,401,000 26,432,000 36,567,000  
Property operating expenses [2],[5] (2,400,000) (3,379,000) (5,667,000) (7,873,000)  
Interest expense [5] (33,671,000) (30,926,000) (62,516,000) (61,734,000)  
Other expense [5] (242,000) (34,000) (400,000) (34,000)  
Gain (loss) on sales of real estate assets [5] 2,623,000 3,049,000 2,788,000 3,277,000  
Segment profit (loss) [5] (21,481,000) (8,889,000) (39,363,000) (29,797,000)  
Capital expenditures [3],[5] 1,377,000 $ 1,413,000 3,653,000 $ 1,528,000  
Total Assets [5] $ 660,208,000   $ 660,208,000   $ 441,831,000
[1] Management, development and leasing fees are included in the All Other category. See Note 3 for information on the Company's revenues disaggregated by revenue source for each of the above segments.
[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 June 30, 2020, includes $369,359 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $171,518 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 7
[5] The All Other category includes associated centers, community centers, mortgage and other notes receivable, office buildings, self-storage facilities, corporate-level debt and the Management Company.
v3.20.2
Earnings per Share and Earnings per Unit - Narrative (Details) - shares
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
CBL & Associates Limited Partnership        
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]        
Undistributed losses allocated to participating common units percent     100.00%  
Common Units | CBL & Associates Limited Partnership        
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]        
Potentially dilutive securities excluded from the computation of EPS (shares) 0 0 0 0
Antidilutive securities excluded from the computation of EPS (shares) 0 0 0 0
Common Stock        
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]        
Potentially dilutive securities excluded from the computation of EPS (shares) 0 0 0 0
Antidilutive securities excluded from the computation of EPS (shares) 0 0 0 0
v3.20.2
Earnings per Share and Earnings per Unit - Schedule of Basic and Diluted EPU for Common and Special Common Units (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]        
Net Loss Attributable to Common Unitholders $ (81,452,000) $ (35,400,000) $ (215,348,000) $ (85,599,000)
Weighted Average:        
Weighted-average common and potential dilutive common shares/units outstanding 191,962 173,473 185,547 173,363
CBL & Associates Limited Partnership        
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]        
Net Loss Attributable to Common Unitholders $ (83,529,000) $ (40,854,000) $ (233,839,000) $ (98,811,000)
Distributions to Common Unitholders - Declared Only   (14,594,000)   (14,639,000)
Total Undistributed Losses Available to Common and Special Common Unitholders $ (85,516,000) $ (58,046,000) $ (238,245,000) $ (118,421,000)
Weighted Average:        
Weighted-average common and potential dilutive common shares/units outstanding 201,702 200,231 201,480 200,122
Basic EPU:        
Basic EPU $ (0.41) $ (0.20) $ (1.16) $ (0.49)
Diluted EPU:        
Diluted EPU $ (0.41) $ (0.20) $ (1.16) $ (0.49)
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)   $ (133,000)
Distributed Earnings:        
Distributed Earnings       $ 133,000
Weighted Average:        
Weighted-average common and potential dilutive common shares/units outstanding 1,697,000 1,770,000 1,697,000 1,758,000
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) $ (2,286,000) $ (2,286,000)
Distributed Earnings:        
Distributed Earnings $ 1,143,000 $ 1,143,000 $ 2,286,000 $ 4,572,000
Weighted Average:        
Weighted-average common and potential dilutive common shares/units outstanding 1,561,000 1,561,000 1,561,000 1,561,000
Basic EPU:        
Basic EPU $ 0.73 $ 0.73 $ 1.46 $ 2.93
Diluted EPU:        
Diluted EPU $ 0.73 $ 0.73 $ 1.46 $ 2.93
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) $ (866,000)
Distributed Earnings:        
Distributed Earnings $ 433,000 $ 433,000 $ 433,000 $ 1,732,000
Weighted Average:        
Weighted-average common and potential dilutive common shares/units outstanding 572,000 572,000 572,000 572,000
Basic EPU:        
Basic EPU $ 0.76 $ 0.76 $ 0.76 $ 3.03
Diluted EPU:        
Diluted EPU $ 0.76 $ 0.76 $ 0.76 $ 3.03
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) $ (1,687,000) $ (1,687,000)
Distributed Earnings:        
Distributed Earnings $ 844,000 $ 844,000 $ 1,687,000 $ 3,375,000
Weighted Average:        
Weighted-average common and potential dilutive common shares/units outstanding 1,137,000 1,137,000 1,137,000 1,137,000
Basic EPU:        
Basic EPU $ 0.74 $ 0.74 $ 1.48 $ 2.97
Diluted EPU:        
Diluted EPU $ 0.74 $ 0.74 $ 1.48 $ 2.97
Common Units | CBL & Associates Limited Partnership        
Distributed Earnings:        
Distributed Earnings       $ 14,639,000
Undistributed Losses:        
Undistributed Losses $ (85,513,000) $ (43,274,000) $ (238,243,000) $ (201,801,000)
Weighted Average:        
Weighted-average common and potential dilutive common shares/units outstanding 196,736,000 195,192,000 196,513,000 195,142,000
Basic EPU:        
Basic EPU $ (0.43) $ (0.22) $ (1.21) $ (0.96)
Diluted EPU:        
Diluted EPU $ (0.43) $ (0.22) $ (1.21) $ (0.53)
v3.20.2
Contingencies - Litigation (Details) - Wave Lengths Hair Salonsof Florida Inc - USD ($)
1 Months Ended 3 Months Ended 6 Months Ended
Apr. 30, 2019
Jun. 30, 2020
Dec. 31, 2019
Sep. 30, 2019
Jun. 30, 2020
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   $ 3,276,000 $ 26,396,000 $ 26,396,000 $ 3,276,000
Maximum          
Loss Contingencies [Line Items]          
Attorney fees and associated costs 27,000,000        
Incentive award costs 50,000        
Class administration costs $ 100,000        
v3.20.2
Contingencies - Environmental Contingencies (Details)
6 Months Ended
Jun. 30, 2020
USD ($)
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
v3.20.2
Contingencies - Guarantees (Details)
6 Months Ended
Jun. 30, 2020
USD ($)
extension_option
Dec. 31, 2019
USD ($)
Guarantor Obligations [Line Items]    
Obligation Recorded to Reflect Guaranty $ 964,000 $ 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%  
Debt Instrument, Face Amount $ 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%  
Reduction of guarantor obligations once certain debt and operational metrics are met (as a percent) 25.00%  
Debt Instrument, Face Amount $ 7,002,000  
Partnership guarantee (as a percent) 100.00%  
Reduction of guarantor obligations upon opening (as a percent) 50.00%  
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 $ 94,000 101,000
Hamilton Place Self Storage, LLC    
Guarantor Obligations [Line Items]    
Company's Ownership Interest (as a percent) 54.00%  
Outstanding Balance $ 5,146,000  
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 $ 40,567,000  
Percentage Guaranteed by the Operating Partnership (as a percent) 50.00%  
Maximum Guaranteed Amount $ 20,284,000  
Obligation Recorded to Reflect Guaranty $ 203,000 199,000
West Melbourne I, LLC - Phase II    
Guarantor Obligations [Line Items]    
Company's Ownership Interest (as a percent) 50.00%  
Outstanding Balance $ 14,603,000  
Percentage Guaranteed by the Operating Partnership (as a percent) 50.00%  
Maximum Guaranteed Amount $ 7,302,000  
Obligation Recorded to Reflect Guaranty $ 73,000 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 $ 6,439,000  
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 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 $ 5,843,000  
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 certain debt and operational metrics are met (as a percent) 25.00%  
Reduction of guarantor obligations once construction is complete (as a percent) 25.00%  
Parkdale Self Storage LLC    
Guarantor Obligations [Line Items]    
Company's Ownership Interest (as a percent) 50.00%  
Outstanding Balance $ 5,483,000  
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%  
v3.20.2
Contingencies - Performance Bonds (Details) - USD ($)
Jun. 30, 2020
Dec. 31, 2019
Commitments And Contingencies Disclosure [Abstract]    
Malpractice loss contingency, letters of credit and surety bonds $ 4,902,000 $ 13,660,000
v3.20.2
Share-Based Compensation - Summary (Details)
3 Months Ended 6 Months Ended
Feb. 10, 2020
$ / shares
shares
Feb. 11, 2019
$ / shares
shares
Feb. 12, 2018
$ / shares
Jun. 30, 2020
USD ($)
$ / shares
shares
Jun. 30, 2019
USD ($)
Jun. 30, 2020
USD ($)
installment
$ / shares
shares
Jun. 30, 2019
USD ($)
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]              
Number of shares authorized (shares)       10,400,000   10,400,000  
Share-based compensation cost capitalized as part of real estate assets | $       $ 5,000 $ 27,000 $ 12,000 $ 41,000
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   200,000  
Unrecognized compensation cost related to nonvested stock awards | $       $ 2,709,000   $ 2,709,000  
Compensation cost to be recognized over a weighted-average period           2 years 4 months 24 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 | $       $ 361,000 546,000 $ 1,505,000 2,259,000
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)           (24,911)  
Nonvested, end of period (shares)       1,523,549   1,523,549  
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           4.64  
Weighted average grant-date fair value, nonvested, ending of period (USD per share) | $ / shares       $ 2.16   $ 2.16  
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)       1,523,549   1,523,549  
Total fair value of shares vested           1,051,783  
Weighted average grant-date fair value, nonvested, ending of period (USD per share) | $ / shares       $ 2.16   $ 2.16  
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   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   $ 1.56  
Performance period           3 years  
Unrecognized compensation cost related to nonvested stock awards | $       $ 3,597,000   $ 3,597,000  
Shares              
Nonvested, beginning of period (shares)           1,766,580  
Granted (shares)           3,408,083  
Nonvested, end of period (shares)       5,174,663   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 | $       $ (60,000) $ 443,000 $ 418,000 $ 869,000
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 2 months 12 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          
v3.20.2
Noncash Investing and Financing Activities - Summary (Details) - USD ($)
6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Other Significant Noncash Transactions [Line Items]    
Accrued dividends and distributions payable   $ 2,420,000
Additions to real estate assets accrued but not yet paid $ 14,130,000 26,572,000
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 $ (159,000) 4,042,000
Deconsolidation upon Formation or Transfer of Interests in Joint Ventures    
Other Significant Noncash Transactions [Line Items]    
Decrease in real estate assets   (566,000)
Increase in investment in unconsolidated affiliates   $ 999,000
v3.20.2
Subsequent Events - Narrative (Details) - USD ($)
1 Months Ended 3 Months Ended 6 Months Ended
Jul. 31, 2020
Jun. 30, 2020
Mar. 31, 2020
Jun. 30, 2020
Aug. 06, 2020
Subsequent Event [Line Items]          
Conversion of Operating Partnership common units into common stock (shares)     16,333,947    
Subsequent Event          
Subsequent Event [Line Items]          
Attorney fees and associated costs $ 4,000,000        
Amount awarded to other party $ 4,915,000        
Subsequent Event | Total Shareholders' Equity          
Subsequent Event [Line Items]          
Conversion of Operating Partnership common units into common stock (shares) 338,331        
Subsequent Event | Total Shareholders' Equity | Subsidiaries          
Subsequent Event [Line Items]          
Conversion of Operating Partnership common units into common stock (shares) 1,783,403        
Secured Debt | The Outlet Shoppes of the Bluegrass Phase II          
Subsequent Event [Line Items]          
Debt instrument, maturity date       Jul. 31, 2020  
Secured Debt | Subsequent Event | The Outlet Shoppes of the Bluegrass Phase II          
Subsequent Event [Line Items]          
Debt instrument, maturity date Oct. 31, 2020        
Line of Credit | Secured Debt          
Subsequent Event [Line Items]          
Payment for loan   $ 4,812,000   $ 4,812,000  
Debt instrument, maturity date       Jul. 31, 2023  
Line of Credit | Secured Debt | Subsequent Event          
Subsequent Event [Line Items]          
Debt Instrument, Interest Rate, Effective Percentage         5.00%
v3.20.2
Combined Guarantor Subsidiaries - Organization - Narrative (Details)
Jun. 30, 2020
USD ($)
state
mall
associated_center
subsidiary
mortgage_note_receivable
senior_unsecured_note
Dec. 31, 2019
USD ($)
Jan. 01, 2019
USD ($)
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    
Mortgage and other indebtedness, variable-rate debt $ 1,192,140,000 $ 847,275,000  
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    
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  
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 447,500,000    
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 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 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      
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 | 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
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 447,500,000    
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 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 2026      
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]      
Balance of non-recourse debt $ 625,000,000    
v3.20.2
Combined Guarantor Subsidiaries - Organization - Percentage of Actual Guarantor Properties Pledged as Collateral on Secured Credit (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Mar. 31, 2020
Jun. 30, 2019
Mar. 31, 2019
Jun. 30, 2020
Jun. 30, 2019
Dec. 31, 2019
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]              
Assets, Unconsolidated [1] $ 4,655,159,000       $ 4,655,159,000   $ 4,622,346,000
Liabilities [1] 4,001,181,000       4,001,181,000   3,758,321,000
Total revenues [2] 124,211,000   $ 193,377,000   291,785,000 $ 391,407,000  
Net income (72,793,000)   (29,688,000)   (212,087,000) (76,497,000)  
Guarantor Subsidiaries              
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]              
Assets, Unconsolidated 1,642,211,000       1,642,211,000   1,657,113,000
Liabilities 288,603,000       288,603,000   $ 300,542,000
Total revenues [3] 47,983,000   68,868,000   113,410,000 141,859,000  
Net income 8,057,000 $ 18,835,000 $ 22,775,000 $ 62,109,000 26,892,000 $ 84,884,000  
Guarantor Subsidiaries | Collateral Pledged              
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]              
Assets, Unconsolidated 1,314,801,000       1,314,801,000    
Liabilities 31,098,000       31,098,000    
Total revenues 37,955,000       89,173,000    
Net income $ 8,202,000       $ 23,604,000    
Assets 80.10%       80.10%    
Liabilities 10.80%       10.80%    
Revenue 79.10%       78.60%    
Net income 101.80%       87.80%    
[1] As of June 30, 2020, includes $369,359 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $171,518 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 7
[2] Management, development and leasing fees are included in the All Other category. See Note 3 for information on the Company's revenues disaggregated by revenue source for each of the above segments.
[3] Sales taxes are excluded from revenues.
v3.20.2
Combined Guarantor Subsidiaries - Summary of Significant Accounting Policies - Narrative (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2020
Jun. 30, 2019
Aug. 17, 2020
Condensed Financial Statements Captions [Line Items]        
Deferred rent included in receivables $ 9,129,000 $ 9,129,000    
Rent abatements 1,848,000 1,848,000    
Change in estimate of uncollectable rental revenues   41,955,000 $ 1,692,000  
Accounts Receivable        
Condensed Financial Statements Captions [Line Items]        
Change in estimate of uncollectable rental revenues 15,808,000 17,637,000    
Straight line rent receivables 753,000 1,206,000    
Subsequent Event        
Condensed Financial Statements Captions [Line Items]        
Rent abatements       $ 15,500,000
Receivables        
Condensed Financial Statements Captions [Line Items]        
Deferred rent included in receivables 3,789,000 3,789,000    
Rent abatements $ 870,000 $ 870,000    
Receivables | Subsequent Event        
Condensed Financial Statements Captions [Line Items]        
Rent abatements       $ 6,100,000
v3.20.2
Combined Guarantor Subsidiaries - Revenues - Disaggregation of Revenue (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Disaggregation Of Revenue [Line Items]        
Revenues from contracts with customers (ASC 606): $ 3,509,000 $ 5,865,000 $ 8,733,000 $ 11,405,000
Total revenues [1] 124,211,000 193,377,000 291,785,000 391,407,000
Malls        
Disaggregation Of Revenue [Line Items]        
Total revenues [1] 112,002,000 170,976,000 265,353,000 354,840,000
All Other        
Disaggregation Of Revenue [Line Items]        
Total revenues [1],[2] 12,209,000 22,401,000 26,432,000 36,567,000
Operating expense reimbursements        
Disaggregation Of Revenue [Line Items]        
Revenues from contracts with customers (ASC 606): 2,103,000 2,061,000 4,492,000 4,204,000
Operating expense reimbursements | Malls        
Disaggregation Of Revenue [Line Items]        
Revenues from contracts with customers (ASC 606): 2,024,000 1,892,000 4,345,000 4,084,000
Marketing revenues        
Disaggregation Of Revenue [Line Items]        
Revenues from contracts with customers (ASC 606): 351,000 1,218,000 1,094,000 2,092,000
Other revenues        
Disaggregation Of Revenue [Line Items]        
Total revenues 480,000 2,119,000 1,657,000 3,629,000
Guarantor Subsidiaries        
Disaggregation Of Revenue [Line Items]        
Rental revenues [3] 46,849,000 67,316,000 110,680,000 138,588,000
Total revenues [4] 47,983,000 68,868,000 113,410,000 141,859,000
Guarantor Subsidiaries | Malls        
Disaggregation Of Revenue [Line Items]        
Total revenues 45,941,000 66,403,000 108,985,000 136,803,000
Guarantor Subsidiaries | All Other        
Disaggregation Of Revenue [Line Items]        
Total revenues [5] 2,042,000 2,465,000 4,425,000 5,056,000
Guarantor Subsidiaries | Operating expense reimbursements        
Disaggregation Of Revenue [Line Items]        
Revenues from contracts with customers (ASC 606): [6] 882,000 693,000 1,953,000 1,844,000
Guarantor Subsidiaries | Operating expense reimbursements | Malls        
Disaggregation Of Revenue [Line Items]        
Revenues from contracts with customers (ASC 606):   688,000 1,928,000 1,839,000
Guarantor Subsidiaries | Operating expense reimbursements | All Other        
Disaggregation Of Revenue [Line Items]        
Revenues from contracts with customers (ASC 606):   5,000 25,000 5,000
Guarantor Subsidiaries | Marketing revenues        
Disaggregation Of Revenue [Line Items]        
Revenues from contracts with customers (ASC 606): [7] 196,000 549,000 586,000 986,000
Guarantor Subsidiaries | Total Revenue        
Disaggregation Of Revenue [Line Items]        
Revenues from contracts with customers (ASC 606): 1,078,000 1,242,000 2,539,000 2,830,000
Guarantor Subsidiaries | Other revenues        
Disaggregation Of Revenue [Line Items]        
Other revenues $ 56,000 $ 310,000 $ 191,000 $ 441,000
[1] Management, development and leasing fees are included in the All Other category. See Note 3 for information on the Company's revenues disaggregated by revenue source for each of the above segments.
[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.
[3] Revenues from leases that commenced subsequent to December 31, 2018 are accounted for in accordance with ASC 842, Leases , whereas all leases existing prior to that date are accounted for in accordance with ASC 840.
[4] Sales taxes are excluded from revenues.
[5] The All Other category includes associated centers and notes receivable.
[6] Operating expense reimbursements solely relate to the Malls segment    for the three months ended June 30, 2020 and includes $688 in the Malls segment and $5 in the All Other segment for the three months ended June 30, 2019. Includes $1,928 in the Malls segment and $25 in the All Other segment for the six months ended June 30, 2020 and includes $1,839 in the Malls segment and $5 in the All Other segment for the six months ended June 30, 2019.
[7] Marketing revenues solely relate to the Malls segment for all periods presented.
v3.20.2
Combined Guarantor Subsidiaries - Revenues - Narrative (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2020
Guarantor Subsidiaries | Tenant Receivable    
Disaggregation Of Revenue [Line Items]    
Writing off for tenant receivables $ 530 $ 636
v3.20.2
Combined Guarantor Subsidiaries - Revenues - Remaining Performance Obligations (Details)
Jun. 30, 2020
USD ($)
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items]  
Remaining performance obligation $ 125,046,000
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2020-07-01  
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items]  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 5 years
Remaining performance obligation $ 25,080,000
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2025-07-01  
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items]  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 15 years
Remaining performance obligation $ 52,220,000
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2040-07-01  
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items]  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 20 years
Remaining performance obligation $ 47,746,000
Guarantor Subsidiaries  
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items]  
Remaining performance obligation $ 71,863,000
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 $ 12,839,000
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 $ 25,383,000
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 $ 33,641,000
v3.20.2
Combined Guarantor Subsidiaries - Revenues - Remaining Performance Obligations (Details1)
Jun. 30, 2020
USD ($)
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items]  
Remaining performance obligation $ 125,046,000
Guarantor Subsidiaries  
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items]  
Remaining performance obligation $ 71,863,000
v3.20.2
Combined Guarantor Subsidiaries - Leases - Components of Rental Revenue (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Lessor Lease Description [Line Items]        
Fixed lease payments $ 99,150,000 $ 151,730,000 $ 236,544,000 $ 311,002,000
Variable lease payments 21,072,000 33,663,000 44,851,000 65,371,000
Total rental revenues 120,222,000 185,393,000 281,395,000 376,373,000
Guarantor Subsidiaries        
Lessor Lease Description [Line Items]        
Fixed lease payments 37,096,000 54,755,000 91,751,000 115,062,000
Variable lease payments 9,753,000 12,561,000 18,929,000 23,526,000
Total rental revenues $ 46,849,000 $ 67,316,000 $ 110,680,000 $ 138,588,000
v3.20.2
Combined Guarantor Subsidiaries - Leases - Future Minimum Lease Payments to be Received (Details)
Jun. 30, 2020
USD ($)
Condensed Financial Statements Captions [Line Items]  
2020 $ 242,571,000
2021 446,200,000
2022 376,986,000
2023 313,251,000
2024 248,727,000
2025 185,386,000
Thereafter 451,572,000
Total undiscounted lease payments 2,264,693,000
Guarantor Subsidiaries  
Condensed Financial Statements Captions [Line Items]  
2020 92,809,000
2021 171,662,000
2022 143,967,000
2023 121,591,000
2024 96,184,000
2025 71,132,000
Thereafter 158,064,000
Total undiscounted lease payments $ 855,409,000
v3.20.2
Combined Guarantor Subsidiaries - Fair Value Measurements - Narrative (Details) - USD ($)
Jun. 30, 2020
Dec. 31, 2019
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Fair value of mortgage and other indebtedness $ 2,652,997,000 $ 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 $ 202,163,000 $ 202,772,000
v3.20.2
Combined Guarantor Subsidiaries - Fair Value Measurements - Nonrecurring Basis (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]        
Long-lived assets $ 166,900,000 $ 127,319,000 $ 166,900,000 $ 127,319,000
Loss on impairment 13,274,000 41,608,000 146,918,000 66,433,000
Significant Unobservable Inputs (Level 3)        
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]        
Long-lived assets $ 166,900,000 127,319,000 $ 166,900,000 127,319,000
Guarantor Subsidiaries        
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]        
Long-lived assets   56,300,000   56,300,000
Loss on impairment       22,770,000
Guarantor Subsidiaries | Significant Unobservable Inputs (Level 3)        
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]        
Long-lived assets   $ 56,300,000   $ 56,300,000
v3.20.2
Combined Guarantor Subsidiaries - Fair Value Measurements - Long-Lived Assets Measured at Fair Value (Details)
3 Months Ended 6 Months Ended
Jun. 30, 2020
USD ($)
Jun. 30, 2019
USD ($)
Jun. 30, 2020
USD ($)
Jun. 30, 2019
USD ($)
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]        
Loss on impairment $ 13,274,000 $ 41,608,000 $ 146,918,000 $ 66,433,000
Long-lived assets 166,900,000 $ 127,319,000 166,900,000 $ 127,319,000
Malls        
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]        
Loss on impairment $ 13,274,000   $ 146,918,000  
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   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   11.5
Guarantor Subsidiaries        
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   56,300,000
Guarantor Subsidiaries | Greenbriar 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   $ 56,300,000
Guarantor Subsidiaries | Greenbriar Mall | Malls | Measurement Input, Expected Term        
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]        
Holding period       10 years
Guarantor Subsidiaries | 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   11.5
Guarantor Subsidiaries | 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   11.5
v3.20.2
Combined Guarantor Subsidiaries - Mortgage Notes Payable, Net - Net Mortgage Notes Payable (Details) - USD ($)
Jun. 30, 2020
Dec. 31, 2019
Debt Instrument [Line Items]    
Mortgage notes payable $ 2,596,241,000 $ 2,695,888,000
Unamortized deferred financing costs (14,347,000) (16,148,000)
Total mortgage notes payable, net $ 3,774,034,000 $ 3,527,015,000
Weighted average interest rate (as a percent) 4.41% 5.02%
Guarantor Subsidiaries    
Debt Instrument [Line Items]    
Unamortized deferred financing costs $ (77,000) $ (112,000)
Total mortgage notes payable, net 247,635,000 249,879,000
Guarantor Subsidiaries | Mortgages    
Debt Instrument [Line Items]    
Mortgage notes payable $ 247,712,000 249,991,000
Weighted average interest rate (as a percent) [1] 5.23%  
Guarantor Subsidiaries | Greenbrier Mall | Mortgages    
Debt Instrument [Line Items]    
Mortgage notes payable [2] $ 64,501,000 64,801,000
Weighted average interest rate (as a percent) [1],[2] 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) [1] 5.28%  
Guarantor Subsidiaries | Arbor Place Mall | Mortgages    
Debt Instrument [Line Items]    
Mortgage notes payable $ 105,634,000 $ 106,851,000
Weighted average interest rate (as a percent) [1] 5.10%  
[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.
v3.20.2
Combined Guarantor Subsidiaries - Mortgage Notes Payable, Net - Net Mortgage Notes Payable (Parenthetical) (Details)
Jun. 30, 2020
Debt Disclosure [Abstract]  
Non-recourse loan default additional interest rate above stated interest rate 3.00%
v3.20.2
Combined Guarantor Subsidiaries - Mortgage Notes Payable, Net - Scheduled Principal Amortization and Balloon Payments (Details) - USD ($)
Jun. 30, 2020
Dec. 31, 2019
Condensed Financial Statements Captions [Line Items]    
2021 $ 557,157,000  
2022 465,844,000  
Long-term Debt, Gross 3,705,421,000  
Unamortized deferred financing costs (14,347,000) $ (16,148,000)
Total mortgage notes payable, net 3,774,034,000 3,527,015,000
Guarantor Subsidiaries    
Condensed Financial Statements Captions [Line Items]    
2020 [1] 2,803,000  
2021 78,637,000  
2022 101,771,000  
Long-term Debt, Gross 183,211,000  
Unamortized deferred financing costs (77,000) (112,000)
Principal balance of loan with a maturity date prior to June 30, 2020 [2] 64,501,000  
Total mortgage notes payable, net $ 247,635,000 $ 249,879,000
[1] Reflects payments for the fiscal period July 1, 2020 through December 31, 2020.
[2] Represents the aggregate principal balance as of June 30, 2020 of the non-recourse loan secured by Greenbrier Mall, which was in default.  The loan matured in December 2019 .
v3.20.2
Combined Guarantor Subsidiaries - Mortgage Notes Payable, Net - Scheduled Principal Amortization and Balloon Payments (Parenthetical) (Details)
Jun. 30, 2020
Guarantor Subsidiaries  
Condensed Financial Statements Captions [Line Items]  
Loan maturity date Dec. 31, 2019
v3.20.2
Combined Guarantor Subsidiaries - Mortgage Notes Payable, Net - Narrative (Details)
6 Months Ended 12 Months Ended
Jun. 30, 2020
Dec. 31, 2019
Debt Instrument [Line Items]    
Weighted-average remaining term to maturity 3 years 3 months 18 days 3 years 8 months 12 days
Guarantor Subsidiaries    
Debt Instrument [Line Items]    
Weighted-average remaining term to maturity 10 months 24 days 1 year 4 months 24 days
v3.20.2
Combined Guarantor Subsidiaries - Mortgage and Other Notes Receivable - Summary (Details) - USD ($)
6 Months Ended 12 Months Ended
Jun. 30, 2020
Dec. 31, 2019
Mortgage and Other Notes Receivable [Line Items]    
Balance $ 2,729,000 $ 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 1,629,000 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 [1] 2020-12  
Interest Rate (as a percent) [1] 5.00% 5.00%
Balance [1] $ 47,514,000 $ 47,514,000
Guarantor Subsidiaries | Mortgage Receivable | Hamilton Corner    
Mortgage and Other Notes Receivable [Line Items]    
Maturity Date [1] 2020-08  
Interest Rate (as a percent) [1] 5.67% 5.67%
Balance [1] $ 14,295,000 $ 14,295,000
Guarantor Subsidiaries | Mortgage Receivable | The Terrace    
Mortgage and Other Notes Receivable [Line Items]    
Maturity Date [1] 2020-12  
Interest Rate (as a percent) [1] 7.25% 7.25%
Balance [1] $ 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)   6.75%
Balance   $ 1,230,000
[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.
v3.20.2
Combined Guarantor Subsidiaries - Mortgage and Other Notes Receivable - Additional Information (Details)
$ in Thousands
6 Months Ended
Jun. 30, 2020
USD ($)
Guarantor Subsidiaries | Other Notes Receivable  
Mortgage and Other Notes Receivable [Line Items]  
Writing off for tenant receivables $ 1,230
v3.20.2
Combined Guarantor Subsidiaries - Related Party Transactions - Narrative (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Dec. 31, 2019
Condensed Financial Statements, Captions [Line Items]          
Notes receivable with entities under common control $ 2,729,000   $ 2,729,000   $ 4,662,000
Other Notes Receivable          
Condensed Financial Statements, Captions [Line Items]          
Notes receivable with entities under common control 1,629,000   1,629,000   2,025,000
Guarantor Subsidiaries          
Condensed Financial Statements, Captions [Line Items]          
Notes receivable with entities under common control 73,786,000   73,786,000   75,016,000
Receivables related to credits to current tenants 1,264,000        
Guarantor Subsidiaries | Other Notes Receivable          
Condensed Financial Statements, Captions [Line Items]          
Notes receivable with entities under common control 73,786,000   73,786,000   75,016,000
Guarantor Subsidiaries | CBL Management          
Condensed Financial Statements, Captions [Line Items]          
Management fee expense 606,000 $ 1,522,000 1,974,000 $ 3,014,000  
Amounts payable for management fees 42,000 394,000 42,000 394,000  
Notes receivable with entities under common control 73,786,000   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 $ 2,027,000 $ 1,919,000  
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%    
v3.20.2
Combined Guarantor Subsidiaries - Segment Information - Summary (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Jun. 30, 2020
Jun. 30, 2019
Dec. 31, 2019
Segment Reporting Information [Line Items]          
Total revenues [1] $ 124,211,000 $ 193,377,000 $ 291,785,000 $ 391,407,000  
Property operating expenses [2] (40,785,000) (56,978,000) (96,150,000) (118,653,000)  
Interest expense (52,631,000) (52,482,000) (99,623,000) (106,480,000)  
Gain on sales of real estate assets     2,763,000 5,755,000  
Segment profit (loss) 33,176,000 89,410,000 98,375,000 171,995,000  
Depreciation and amortization (52,663,000) (64,478,000) (108,565,000) (134,270,000)  
Interest and other income 891,000 356,000 3,288,000 845,000  
Net income (72,793,000) (29,688,000) (212,087,000) (76,497,000)  
Capital expenditures [3] 11,131,000 32,973,000 31,463,000 61,112,000  
Other (242,000) (34,000) (400,000) (34,000)  
Gain (loss) on sales of real estate assets 2,623,000 5,527,000 2,763,000 5,755,000  
Gain on extinguishment of debt       71,722,000  
Loss on impairment (13,274,000) (41,608,000) (146,918,000) (66,433,000)  
Assets, Unconsolidated [4] 4,655,159,000   4,655,159,000   $ 4,622,346,000
Malls          
Segment Reporting Information [Line Items]          
Total revenues [1] 112,002,000 170,976,000 265,353,000 354,840,000  
Property operating expenses [2] (38,385,000) (53,599,000) (90,483,000) (110,780,000)  
Interest expense (18,960,000) (21,556,000) (37,107,000) (44,746,000)  
Segment profit (loss) 54,657,000 98,299,000 137,738,000 201,792,000  
Capital expenditures [3] 9,754,000 31,560,000 27,810,000 59,584,000  
Gain (loss) on sales of real estate assets   2,478,000 (25,000) 2,478,000  
Assets, Unconsolidated 3,994,951,000   3,994,951,000   4,180,515,000
All Other          
Segment Reporting Information [Line Items]          
Total revenues [1],[5] 12,209,000 22,401,000 26,432,000 36,567,000  
Property operating expenses [2],[5] (2,400,000) (3,379,000) (5,667,000) (7,873,000)  
Interest expense [5] (33,671,000) (30,926,000) (62,516,000) (61,734,000)  
Segment profit (loss) [5] (21,481,000) (8,889,000) (39,363,000) (29,797,000)  
Capital expenditures [3],[5] 1,377,000 1,413,000 3,653,000 1,528,000  
Other [5] (242,000) (34,000) (400,000) (34,000)  
Gain (loss) on sales of real estate assets [5] 2,623,000 3,049,000 2,788,000 3,277,000  
Assets, Unconsolidated [5] 660,208,000   660,208,000   441,831,000
Guarantor Subsidiaries          
Segment Reporting Information [Line Items]          
Total revenues [6] 47,983,000 68,868,000 113,410,000 141,859,000  
Property operating expenses [7] (15,757,000) (20,421,000) (37,753,000) (43,186,000)  
Interest expense (4,334,000) (3,412,000) (8,106,000) (7,397,000)  
Gain on sales of real estate assets 650,000   650,000    
Segment profit (loss) 28,542,000 44,408,000 68,201,000 90,649,000  
Depreciation and amortization (21,437,000) (22,717,000) (43,301,000) (46,818,000)  
Interest and other income 952,000 1,084,000 1,992,000 2,027,000  
Net income 8,057,000 22,775,000 26,892,000 84,884,000  
Capital expenditures [8] 4,346,000 15,934,000 12,274,000 18,552,000  
Other   (627,000)   (627,000)  
Gain (loss) on sales of real estate assets 650,000   650,000    
Gain on extinguishment of debt       61,796,000  
Loss on impairment       (22,770,000)  
Assets, Unconsolidated 1,642,211,000   1,642,211,000   1,657,113,000
Guarantor Subsidiaries | Malls          
Segment Reporting Information [Line Items]          
Total revenues 45,941,000 66,403,000 108,985,000 136,803,000  
Property operating expenses [7] (15,329,000) (19,840,000) (36,719,000) (42,009,000)  
Interest expense (4,334,000) (3,412,000) (8,106,000) (7,397,000)  
Gain on sales of real estate assets 650,000        
Segment profit (loss) 26,928,000 42,524,000 64,810,000 86,770,000  
Capital expenditures [8] 4,312,000 15,911,000 11,615,000 18,529,000  
Other   (627,000)   (627,000)  
Gain (loss) on sales of real estate assets     650,000    
Assets, Unconsolidated 1,505,640,000   1,505,640,000   1,519,558,000
Guarantor Subsidiaries | All Other          
Segment Reporting Information [Line Items]          
Total revenues [9] 2,042,000 2,465,000 4,425,000 5,056,000  
Property operating expenses [7],[9] (428,000) (581,000) (1,034,000) (1,177,000)  
Segment profit (loss) [9] 1,614,000 1,884,000 3,391,000 3,879,000  
Capital expenditures [8],[9] 34,000 $ 23,000 659,000 $ 23,000  
Assets, Unconsolidated [9] $ 136,571,000   $ 136,571,000   $ 137,555,000
[1] Management, development and leasing fees are included in the All Other category. See Note 3 for information on the Company's revenues disaggregated by revenue source for each of the above segments.
[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 June 30, 2020, includes $369,359 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $171,518 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 7
[5] The All Other category includes associated centers, community centers, mortgage and other notes receivable, office buildings, self-storage facilities, corporate-level debt and the Management Company.
[6] Sales taxes are excluded from revenues.
[7] Property operating expenses include property operating, real estate taxes and maintenance and repairs.
[8] Amounts include acquisitions of real estate assets. Developments in progress are included in the All Other category.
[9] The All Other category includes associated centers and notes receivable.
v3.20.2
Combined Guarantor Subsidiaries - Contingencies - Narrative (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2020
Jun. 30, 2020
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]    
Receivables related to credits to current tenants $ 1,264,000  
Environmental liability insurance, maximum coverage per incident (up to)   10,000,000
Environmental liability insurance, annual coverage limit (up to)   $ 50,000,000
v3.20.2
Combined Guarantor Subsidiaries - Noncash Investing and Financing Activities - Summary (Details) - USD ($)
6 Months Ended
Jun. 30, 2020
Jun. 30, 2019
Real Estate Investments, Net [Abstract]    
Additions to real estate assets accrued but not yet paid $ 14,130,000 $ 26,572,000
Increase (decrease) in lease liabilities arising from right-of-use assets (159,000) 4,042,000
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 7,460,000 10,423,000
Distribution of properties to owners   11,455,000
Increase (decrease) in lease liabilities arising from right-of-use assets $ (20,000) 489,000
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)