Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | 36 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2019 | Feb. 28, 2020 | Jun. 30, 2019 | |
Document And Entity Information [Line Items] | ||||
Entity Registrant Name | CBL & ASSOCIATES PROPERTIES, INC | |||
Document Type | 10-K/A | |||
Current Fiscal Year End Date | --12-31 | |||
Entity Common Stock, Shares Outstanding | 175,633,044 | |||
Entity Public Float | $ 175,943,089 | |||
Amendment Flag | true | |||
Entity Central Index Key | 0000910612 | 0000910612 | ||
Entity Filer Category | Accelerated Filer | |||
Document Period End Date | Dec. 31, 2019 | |||
Document Fiscal Year Focus | 2019 | |||
Document Fiscal Period Focus | FY | |||
Entity Voluntary Filers | No | |||
Entity Well-known Seasoned Issuer | No | |||
Entity Current Reporting Status | Yes | |||
Entity Interactive Data Current | Yes | |||
Entity Shell Company | false | |||
Entity Small Business | true | |||
Entity Emerging Growth Company | false | |||
Entity File Number | 1-12494 | |||
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 | |||
Document Annual Report | true | |||
Document Transition Report | false | |||
Documents Incorporated by Reference [Text Block] | Portions of CBL & Associates Properties, Inc.’s Proxy Statement for the 2020 Annual Meeting of Stockholders are incorporated by reference in Part III to the Annual Report on Form 10-K for the year ended December 31, 2019 of CBL & Associates Properties, Inc. and CBL & Associates Limited Partnership. | |||
Amendment Description | This Amendment No. 1 to the Annual Report on Form 10-K for the year ended December 31, 2019 (“Annual Report”) of CBL & Associates Properties, Inc. and CBL & Associates Limited Partnership, filed with the Securities and Exchange Commission on March 9, 2020 (“Original Filing Date”), is being filed to amend Part II, Item 5 to include disclosure regarding the issuance of unregistered common stock during the fourth quarter of the year ended December 31, 2019, which was inadvertently omitted from the original filing. This Amendment No. 1 also corrects an inadvertent typographical error that resulted in the omission of the conformed signature of Deloitte & Touche LLP on the Report of Independent Registered Public Accounting Firm contained in Exhibit 99.1. In addition, this Amendment No. 1 amends the Exhibit Index included in the original Annual Report to include new certifications by the Company’s principal executive officer and principal financial officer (Exhibits 31.5 through 31.8 and Exhibits 32.5 through 32.8). This Amendment No. 1 speaks as of the Original Filing Date of the Annual Report, does not reflect events that may have occurred subsequent to the Original Filing Date, and, apart from the disclosure added as described above, does not modify or update in any way the disclosures made in the original Annual Report. 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. The terms “we,” “us” and “our” refer to the Company or the Company and the Operating Partnership collectively, as the context requires. | |||
C B L Associates Limited Partnership | ||||
Document And Entity Information [Line Items] | ||||
Entity Registrant Name | CBL & ASSOCIATES LIMITED PARTNERSHIP | |||
Entity Central Index Key | 0000915140 | |||
Entity Filer Category | Non-accelerated Filer | |||
Document Period End Date | Dec. 31, 2019 | |||
Document Fiscal Year Focus | 2019 | |||
Entity Voluntary Filers | No | |||
Entity Well-known Seasoned Issuer | No | |||
Entity Current Reporting Status | Yes | |||
Entity Interactive Data Current | Yes | |||
Entity Shell Company | false | |||
Entity Small Business | false | |||
Entity Emerging Growth Company | false | |||
Entity File Number | 333-182515-01 | |||
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 | |||
Common Stock, $0.01 par value | ||||
Document And Entity Information [Line Items] | ||||
Trading Symbol | CBL | |||
Title of 12(b) Security | Common Stock, $0.01 par value | |||
Security Exchange Name | NYSE | |||
7.375% Series D Cumulative Redeemable Preferred Stock, $0.01 par value | ||||
Document And Entity Information [Line Items] | ||||
Trading Symbol | CBLprD | |||
Title of 12(b) Security | 7.375% Series D Cumulative Redeemable Preferred Stock, $0.01 par value | |||
Security Exchange Name | NYSE | |||
6.625% Series E Cumulative Redeemable Preferred Stock, $0.01 par value | ||||
Document And Entity Information [Line Items] | ||||
Trading Symbol | CBLprE | |||
Title of 12(b) Security | 6.625% Series E Cumulative Redeemable Preferred Stock, $0.01 par value | |||
Security Exchange Name | NYSE |
Combined Guarantor Subsidiaries
Combined Guarantor Subsidiaries - Combined Balance Sheets - Guarantor Subsidiaries - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Real estate assets: | ||
Land | $ 229,423,000 | $ 232,813,000 |
Buildings and improvements | 2,160,628,000 | 2,361,707,000 |
Real estate assets | 2,390,051,000 | 2,594,520,000 |
Accumulated depreciation | (899,500,000) | (921,562,000) |
Real estate investment property, net, before developments in progress | 1,490,551,000 | 1,672,958,000 |
Developments in progress | 14,503,000 | 6,582,000 |
Net investment in real estate assets | 1,505,054,000 | 1,679,540,000 |
Cash and cash equivalents | 6,456,000 | 5,880,000 |
Receivables: | ||
Tenant, net of allowance for doubtful accounts of $260 in 2018 | 30,374,000 | 30,553,000 |
Other | 1,496,000 | 1,007,000 |
Mortgage and other notes receivable | 75,016,000 | 76,747,000 |
Intangible lease assets and other assets | 38,717,000 | 48,133,000 |
Total assets | 1,657,113,000 | 1,841,860,000 |
LIABILITIES AND OWNERS' EQUITY | ||
Mortgage notes payable, net | 249,879,000 | 377,996,000 |
Accounts payable and accrued liabilities | 50,663,000 | 59,241,000 |
Total liabilities | 300,542,000 | 437,237,000 |
Commitments and contingencies (Note 8 and Note 12) | ||
Owners' equity | 1,356,571,000 | 1,404,623,000 |
Total liabilities, redeemable noncontrolling interests and equity | $ 1,657,113,000 | $ 1,841,860,000 |
Combined Guarantor Subsidiari_2
Combined Guarantor Subsidiaries - Combined Balance Sheets (Parenthetical) | Dec. 31, 2018USD ($) |
Guarantor Subsidiaries | |
Tenant receivables allowance for doubtful accounts | $ 260,000 |
Combined Guarantor Subsidiari_3
Combined Guarantor Subsidiaries - Combined Statements of Operations - Guarantor Subsidiaries - USD ($) | 12 Months Ended | ||||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |||
REVENUES: | |||||
Rental revenues | $ 277,452,000 | [1] | $ 311,804,000 | [1] | $ 343,527,000 |
Other | 7,538,000 | 7,121,000 | 530,000 | ||
Total revenues | 284,990,000 | [2] | 318,925,000 | [2] | 344,057,000 |
OPERATING EXPENSES: | |||||
Property operating | (43,193,000) | (46,733,000) | (49,215,000) | ||
Depreciation and amortization | (94,221,000) | (97,929,000) | (106,836,000) | ||
Real estate taxes | (25,535,000) | (28,217,000) | (28,124,000) | ||
Maintenance and repairs | (17,722,000) | (17,730,000) | (18,073,000) | ||
Loss on impairment | (60,170,000) | 0 | (43,007,000) | ||
Other | (640,000) | (41,000) | (8,000) | ||
Total operating expenses | (241,481,000) | (190,650,000) | (245,263,000) | ||
OTHER INCOME (EXPENSES): | |||||
Interest and other income | 4,078,000 | 7,038,000 | 5,485,000 | ||
Interest expense | (15,246,000) | (24,668,000) | (39,419,000) | ||
Gain on extinguishment of debt | 61,796,000 | 0 | 28,815,000 | ||
Gain on sales of real estate assets | 22,000 | 2,406,000 | 38,247,000 | ||
Total other income (expenses) | 50,650,000 | (15,224,000) | 33,128,000 | ||
Net income | $ 94,159,000 | $ 113,051,000 | $ 131,922,000 | ||
[1] | Revenues from leases that commenced subsequent to December 31, 2018 are accounted for in accordance with ASC 842, Leases Leases Note 4 | ||||
[2] | Sales taxes are excluded from revenues. |
Combined Guarantor Subsidiari_4
Combined Guarantor Subsidiaries - Combined Statements of Owners' Equity | Guarantor SubsidiariesUSD ($) |
Beginning balance at Dec. 31, 2016 | $ 1,187,580,000 |
Increase (Decrease) in Partners' Capital [Roll Forward] | |
Net income | 131,922,000 |
Contributions | 462,726,000 |
Distributions | (296,064,000) |
Ending balance at Dec. 31, 2017 | 1,486,164,000 |
Increase (Decrease) in Partners' Capital [Roll Forward] | |
Net income | 113,051,000 |
Contributions | 93,977,000 |
Distributions | (288,569,000) |
Ending balance at Dec. 31, 2018 | 1,404,623,000 |
Increase (Decrease) in Partners' Capital [Roll Forward] | |
Net income | 94,159,000 |
Contributions | 86,170,000 |
Distributions | (216,877,000) |
Noncash distributions | (11,504,000) |
Ending balance at Dec. 31, 2019 | $ 1,356,571,000 |
Combined Guarantor Subsidiari_5
Combined Guarantor Subsidiaries - Combined Statements of Cash Flows - Guarantor Subsidiaries | 12 Months Ended | |||||
Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | ||||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||
Net income | $ 94,159,000 | $ 113,051,000 | $ 131,922,000 | |||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||
Depreciation and amortization | 94,221,000 | 97,929,000 | 106,836,000 | |||
Net amortization of deferred financing costs, debt premiums and discounts | 249,000 | 264,000 | (191,000) | |||
Net amortization of intangible lease assets and liabilities | (1,525,000) | (3,035,000) | (3,125,000) | |||
Gain on sales of real estate assets | (22,000) | (2,406,000) | (38,247,000) | |||
(Gain) loss on insurance proceeds | (92,000) | 47,000 | 0 | |||
Write-off of development projects | 0 | 455,000 | 55,000 | |||
Loss on impairment | 60,170,000 | 0 | 43,007,000 | |||
Gain on extinguishment of debt | (61,796,000) | 0 | (28,815,000) | |||
Change in estimate of uncollectable rental revenues | 2,072,000 | 1,236,000 | 1,564,000 | |||
Changes in: | ||||||
Tenant and other receivables | (4,574,000) | 508,000 | (4,181,000) | |||
Other assets | (411,000) | (653,000) | 170,000 | |||
Accounts payable and accrued liabilities | 2,136,000 | 8,586,000 | 7,844,000 | |||
Net cash provided by operating activities | 184,587,000 | 215,982,000 | 216,839,000 | |||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||
Additions to real estate assets | (35,759,000) | (42,646,000) | (77,428,000) | |||
Acquisitions of real estate assets | (8,453,000) | (3,301,000) | 0 | |||
Proceeds from sales of real estate assets | 24,000 | 3,453,000 | 47,565,000 | |||
Proceeds from insurance | 769,000 | 3,020,000 | 0 | |||
Additions to mortgage and other notes receivable | (11,977,000) | (79,974,000) | ||||
Payments received on mortgage and other notes receivable | 13,707,000 | 65,659,000 | 367,000 | |||
Changes in other assets | (1,525,000) | (1,195,000) | (5,698,000) | |||
Net cash provided by (used in) investing activities | (43,214,000) | 24,990,000 | (115,168,000) | |||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||
Principal payments on mortgage notes payable | (13,095,000) | (47,905,000) | (268,512,000) | |||
Prepayment fees in extinguishment of debt | 0 | 0 | (371,000) | |||
Distributions to owners | (216,877,000) | (288,569,000) | (296,064,000) | |||
Contributions from owners | 86,170,000 | 93,977,000 | 462,726,000 | |||
Net cash used in financing activities | (143,802,000) | (242,497,000) | (102,221,000) | |||
NET CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | (2,429,000) | (1,525,000) | (550,000) | |||
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, beginning of period | 13,019,000 | 14,544,000 | 15,094,000 | |||
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period | 10,590,000 | 13,019,000 | 14,544,000 | |||
Reconciliation from combined statements of cash flows to combined balance sheets: | ||||||
Cash and cash equivalents | 6,456,000 | 5,880,000 | 8,479,000 | |||
Restricted cash: | ||||||
Restricted cash | 3,726,000 | [1] | ||||
Mortgage escrows | 4,134,000 | [1] | 3,413,000 | [1] | 6,065,000 | [1] |
SUPPLEMENTAL INFORMATION: | ||||||
Cash paid for interest, net of amounts capitalized | $ 13,109,000 | $ 19,151,000 | $ 31,837,000 | |||
[1] | Included in intangible lease assets and other assets in the combined balance sheets. |
Combined Guarantor Subsidiari_6
Combined Guarantor Subsidiaries - Organization and Basis of Presentation | 12 Months Ended |
Dec. 31, 2019 | |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Organization and Basis of Presentation | Note 1 – Organization and Basis of Presentation CBL & Associates Properties, Inc. (“CBL”), a Delaware corporation, is a self-managed, self-administered, fully-integrated real estate investment trust (“REIT”) that is engaged in the ownership, development, acquisition, leasing, management and operation of regional shopping malls, open-air and mixed-use centers, outlet centers, associated centers, community centers and office properties. Its properties are located in 26 states, but are primarily in the southeastern and midwestern United States. CBL conducts substantially all of its business through CBL & Associates Limited Partnership (the “Operating Partnership”), which is a variable interest entity ("VIE"). The Operating Partnership consolidates the financial statements of all entities in which it has a controlling financial interest or where it is the primary beneficiary of a VIE. In January 2019, the Operating Partnership entered into a new $ 1,185,000 senior secured credit facility which replaced all of the Operating Partnership’s prior unsecured bank facilities. The secured credit facility is secured by 17 malls and 3 associated centers that are owned by 36 wholly owned subsidiaries of the Operating Partnership (collectively the “Combined Guarantor Subsidiaries”). The Combined Guarantor Subsidiaries own an additional five 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 December 31, 2019, and the maximum guarantee related to the Notes is $ 1,375,000 as of December 31, 2019. The percentage of actual Guarantor Properties that are pledged as collateral on the secured credit facility in relation to the Combined Guarantor Subsidiaries as of and for the year ended December 31, 2019 is shown in the table below: Assets Liabilities Revenue Net Income Guarantor Properties pledged as collateral on the secured credit facility $ 1,326,247 $ 41,079 $ 222,014 $ 78,134 Combined Guarantor Subsidiaries $ 1,657,113 $ 300,542 $ 284,990 $ 94,159 Guarantor Properties pledged as collateral on the secured credit facility as % of Combined Guarantor Subsidiaries 80.0 % 13.7 % 77.9 % 83.0 % 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 Acadiana Mall (2) (3) Arbor Place (2) Greenbrier Mall (2) Park Plaza (2) Shoppes at St. Claire Square (2) St. Claire Square (2) Lafayette, LA 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 (4) 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 (4) 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 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 (4) 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 (5) 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, as noted below. (2) Property/asset is not collateral on the secured credit facility. (3) In January 2019, the Combined Guarantor Subsidiaries transferred title to the mall to the mortgage holder in satisfaction of the non-recourse debt secured by the property. See Note 7 for additional information. (4) Mortgage Holdings, LLC is a Guarantor Subsidiary because it is an entity in the ownership chain of Turtle Creek Mall and Frontier Mall. (5) 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 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 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 consolidated financial statements. These combined financial statements and notes are presented as an exhibit to the Operating Partnership's annual report on Form 10- K for ease of reference. |
Combined Guarantor Subsidiari_7
Combined Guarantor Subsidiaries - Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2019 | |
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. Accounting Guidance Adopted Description Date Adopted & Application Method Financial Statement Effect and Other Information ASU 2017-01, Clarifying the Definition of a Business January 1, 2017 - Prospective ASU 2017-01, provides a more narrow definition of a business to be used in determining the accounting treatment of an acquisition. Under ASC 805, Business Combinations, the Combined Guarantor Subsidiaries generally accounted for acquisitions of shopping center properties as acquisitions of a business. Under ASU 2017-01, more acquisitions are expected to be accounted for as acquisitions of assets. Transaction costs for asset acquisitions are capitalized while those related to business acquisitions are expensed. ASU 2017-01 is to be applied prospectively to any transactions occurring within the period of adoption. The Combined Guarantor Subsidiaries expect most of its future acquisitions of shopping center properties will be accounted for as acquisitions of assets in accordance with the guidance in ASU 2017-01. ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments October 1, 2017 - Retrospective The objective of ASU 2016-15 is to reduce diversity in practice in the classification of certain items in the statement of cash flows. The Combined Guarantor Subsidiaries adopted ASU 2016-15 in the fourth quarter of 2017 and it did not have a material impact on the combined financial statements. ASU 2016-18, Statement of Cash Flows (Topic 230) October 1, 2017 - Retrospective The FASB issued ASU 2016-18 to address diversity in practice related to the classification and presentation of changes in restricted cash. The update requires a reporting entity to explain the change in the total of cash, cash equivalents and amounts generally described as restricted cash and restricted cash equivalents in reconciling the beginning-of-period and end-of-period total amounts on the statement of cash flows. The Combined Guarantor Subsidiaries adopted ASU 2016-18 in the fourth quarter of 2017 and it had no impact on the Combined Guarantor Subsidiaries's total combined cash flows as the adoption of the guidance only changed the location of where restricted cash is reported within the combined statements of cash flows. As prescribed by the guidance, a reconciliation was added to the Combined Statements of Cash Flows to reconcile ending cash, cash equivalents and restricted cash to the respective line items in the combined balance sheets. Description Date Adopted & Application Method Financial Statement Effect and Other Information ASU 2014-19, Revenue from Contracts with Customers, and related subsequent amendments January 1, 2018 - Modified Retrospective (applied to contracts not completed as of the implementation date) The objective of this guidance is to enable financial statement users to better understand and analyze revenue by replacing transaction and industry-specific guidance with a more principles-based approach to revenue recognition. The core principle is that an entity should recognize revenue to depict the transfer of goods or services to customers in an amount that the entity expects to be entitled to in exchange for those goods or services. The guidance also requires additional disclosure about the nature, timing and uncertainty of revenue and cash flows arising from customer contracts. The adoption of this guidance did not have a material impact on the Combined Guarantor Subsidiaries’ combined financial statements as the majority of its revenues relate to leasing. ASU 2016-02, Leases, January 1, 2019 - Modified Retrospective (elected optional transition method to apply at adoption date and record cumulative -effect adjustment as of January 1, 2019) The objective of the leasing guidance is to increase transparency and comparability by recognizing lease assets and liabilities on the balance sheet and disclosing key information about leasing arrangements. Putting nearly all leases on the balance sheet is the biggest change for lessees, as lessees will now be required to recognize a right-of-use (“ROU”) asset and corresponding lease liability for assets with terms greater than 12 months. Under the FASB model, lessees will classify a lease as either a finance lease or an operating lease, while a lessor will classify a lease as either a sales-type, direct financing, or operating lease. A lessee should classify a lease based on whether the arrangement is effectively a purchase of the underlying asset. Leases that transfer control of the underlying asset to a lessee are classified as finance leases for lessees and sales-type leases for lessors, whereas leases where the lessee obtains control of only the use of the underlying asset, but not the underlying asset itself, will be classified as operating leases for both lessees and lessors. A lease may meet the lessee finance lease criteria even when control of the underlying asset is not transferred to the lessee, and in these cases the lease would be classified as an operating lease for the lessee and a direct finance lease by the lessor. The guidance to be applied by lessors is substantially similar to existing GAAP. In order to align lessor accounting with the principles in the revenue recognition guidance in ASC 606, a lessor is precluded from recognizing selling profit or sales revenue at lease commencement for a lease that does not transfer control of the underlying asset to the lessee. As a lessee, the guidance impacted the Combined Guarantor Subsidiaries' combined financial statements through the recognition of right-of-use ("ROU") assets and corresponding lease liabilities for operating leases as of January 1, 2019. As a lessor, the guidance impacted the Combined Guarantor Subsidiaries' combined financial statements in regard to the narrowed definition of initial direct costs that can be capitalized, the change in the presentation of rental revenues as one line item and the change in reporting uncollectable operating lease receivables as a reduction of rental revenues instead of as a property operating expense. The adoption did not result in a cumulative catch-up adjustment to opening equity. See Note 4 for further details. Accounting Guidance Not Yet Effective Description Expected Adoption Date & Application Method Financial Statement Effect and Other Information 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 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. Real Estate Assets The Combined Guarantor Subsidiaries capitalize predevelopment project costs paid to third parties. All previously capitalized predevelopment costs are expensed when it is no longer probable that the project will be completed. Once development of a project commences, all direct costs incurred to construct the project, including interest and real estate taxes, are capitalized. Ordinary repairs and maintenance are expensed as incurred. Major replacements and improvements are capitalized and depreciated over their estimated useful lives. All acquired real estate assets have been accounted for using the acquisition method of accounting and accordingly, the results of operations are included in the combined statements of operations from the respective dates of acquisition. The Combined Guarantor Subsidiaries allocate the purchase price to (i) tangible assets, consisting of land, buildings and improvements, as if vacant, and tenant improvements, and (ii) identifiable intangible assets and liabilities, generally consisting of above-market leases, in-place leases and tenant relationships, which are included in intangible lease assets and other assets, and below-market leases, which are included in accounts payable and accrued liabilities. The Combined Guarantor Subsidiaries use estimates of fair value based on estimated cash flows, using appropriate discount rates, and other valuation techniques to allocate the purchase price to the acquired tangible and intangible assets. Liabilities assumed generally consist of mortgage debt on the real estate assets acquired. Assumed debt is recorded at its fair value based on estimated market interest rates at the date of acquisition. The Combined Guarantor Subsidiaries expect future acquisitions will be accounted for as acquisitions of assets in which related transaction costs will be capitalized. Depreciation is computed on a straight-line basis over estimated lives of 40 years for buildings, 10 20 7 10 The Combined Guarantor Subsidiaries' intangibles and their balance sheet classifications as of December 31, 2019 and 2018, are summarized as follows: December 31, 2019 December 31, 2018 Cost Accumulated Amortization Cost Accumulated Amortization Intangible lease assets and other assets: Above-market leases $ 11,389 $ ( 10,766 ) $ 12,307 $ ( 11,198 ) In-place leases 42,327 ( 36,821 ) 46,229 ( 37,381 ) Tenant relationships 26,068 ( 4,828 ) 27,866 ( 4,880 ) Accounts payable and accrued liabilities: Below-market leases 27,648 ( 23,092 ) 28,942 ( 21,805 ) These intangibles are related to specific tenant leases. Should a termination occur earlier than the date indicated in the lease, the related unamortized intangible assets or liabilities, if any, related to the lease are recorded as expense or income, as applicable. The total net amortization expense of the above intangibles was $ 2,346, $ 2,394 and $ 4,622 in 2019, 2018 and 2017, respectively. The estimated total net amortization expense for the following five succeeding years is $ 1,595 in 2020, $ 1,204 in 2021, $ 984 in 2022, $ 672 in 2023 and $ 612 in 2024. Total interest expense capitalized was $ 505, $ 705 and $ 598 in 2019, 2018 and 2017, respectively. Carrying Value of Long-Lived Assets The Combined Guarantor Subsidiaries monitor events or changes in circumstances that could indicate the carrying value of a long-lived asset may not be recoverable. When indicators of potential impairment are present that suggest that the carrying amounts of a long-lived asset may not be recoverable, the Combined Guarantor Subsidiaries assess the recoverability of the asset by determining whether the asset’s carrying value will be recovered through the estimated undiscounted future cash flows expected from the Combined Guarantor Subsidiaries' probability weighted use of the asset and its eventual disposition. In the event that such undiscounted future cash flows do not exceed the carrying value, the Combined Guarantor Subsidiaries adjust the carrying value of the long-lived asset to its estimated fair value and recognize an impairment loss. The estimated fair value is calculated based on the following information, in order of preference, depending upon availability: (Level 1) recently quoted market prices, (Level 2) market prices for comparable properties, or (Level 3) the present value of future cash flows, including estimated salvage value. Certain of the Combined Guarantor Subsidiaries' long-lived assets may be carried at more than an amount that could be realized in a current disposition transaction. The Combined Guarantor Subsidiaries estimate future operating cash flows, the terminal capitalization rate and the discount rate. As these assumptions are subject to economic and market uncertainties, they are difficult to predict and are subject to future events that may alter the assumptions used or management’s estimates of future possible outcomes. Therefore, the future cash flows estimated in the Combined Guarantor Subsidiaries' impairment analyses may not be achieved. See Note 5 for information related to the impairment of long-lived assets in 2019, 2018 and 2017. Cash and Cash Equivalents The Combined Guarantor Subsidiaries consider all highly liquid investments with original maturities of three months or less as cash equivalents. Restricted Cash Restricted cash of $ 4,134 and $ 7,139 was included in intangible lease assets and other assets at December 31, 2019 and 2018, respectively. Restricted cash consists primarily of cash held in escrow accounts for Estimated Uncollectable Accounts The Combined Guarantor Subsidiaries periodically perform a detailed review of amounts due from tenants to determine if accounts receivable balances are realizable based on factors affecting the collectability of those balances. The Combined Guarantor Subsidiaries’ estimate of the allowance for doubtful accounts prior to adoption of ASC 842 required management to exercise significant judgment about the timing, frequency and severity of collection losses, which affected the allowance and net income. The Combined Guarantor Subsidiaries recorded a provision for doubtful accounts of $ 1,236 and $ 1,564 for 2018 and 2017, respectively. Upon adoption of ASC 842 on January 1, 2019, the Combined Guarantor Subsidiaries began recognizing changes in the collectability assessment of amounts due from tenants as a reduction of rental revenues, rather than as a property operating expense. Management is required to exercise significant judgment about the timing, frequency and severity of collection losses, which affect the net income. If a lessee’s accounts receivable balance is considered uncollectable, the Combined Guarantor Subsidiaries write off the receivable balances associated with the lease and recognize lease income on a cash basis. The Combined Guarantor Subsidiaries wrote off uncollectible accounts of $ 2,072 in 2019. Deferred Financing Costs Net deferred financing costs related to the Combined Guarantor Subsidiaries' indebtedness of $ 112 and $ 361 were included in mortgage notes payable at December 31, 2019 and 2018, respectively. Deferred financing costs include fees and costs incurred to obtain financing and are amortized on a straight-line basis to interest expense over the terms of the related indebtedness. Amortization expense related to deferred financing costs was $ 249, $ 264 and $ 399 in 2019, 2018 and 2017, respectively. Accumulated amortization of deferred financing costs was $ 1,340 and $ 1,092 as of December 31, 2019 and 2018, respectively. Gain on Sales of Real Estate Assets Gains on the sale of real estate assets, like all non-lease related revenue, are subject to a five-step model requiring that the Combined Guarantor Subsidiaries identify the contract with the customer, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to the performance obligations in the contract, and recognize revenue upon satisfaction of the performance obligations. In circumstances where the Combined Guarantor Subsidiaries contract to sell a property with material post-sale involvement, such involvement must be accounted for as a separate performance obligation in the contract and a portion of the sales price allocated to each performance obligation. When the post-sale involvement performance obligation is satisfied, the portion of the sales price allocated to it will be recognized as gain on sale of real estate assets. Property dispositions with no continuing involvement will continue to be recognized upon closing of the sale. Revenue Recognition See Note 3 for a description of the Combined Guarantor Subsidiaries’ revenue streams. Income Taxes No provision has been made for federal and state income taxes since these taxes are the responsibility of the owners. As of December 31, 2019, tax years that generally remain subject to examination by the Combined Guarantor Subsidiaries' major tax jurisdictions include 2019, 2018, 2017 and 2016. Concentration of Credit Risk The Combined Guarantor Subsidiaries’ tenants include national, regional and local retailers. Financial instruments that subject the Combined Guarantor Subsidiaries to concentrations of credit risk consist primarily of tenant receivables. The Combined Guarantor Subsidiaries generally do not obtain collateral or other security to support financial instruments subject to credit risk, but monitors the credit standing of tenants. The Combined Guarantor Subsidiaries derive a substantial portion of rental income from various national and regional retail companies; however, no single tenant collectively accounted for more than 10.0% of the Combined Guarantor Subsidiaries' total combined revenues in 2019. Use of Estimates The preparation of combined financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the combined financial statements, and the reported amounts of revenues and expenses during the reported period. Actual results could differ from those estimates. |
Combined Guarantor Subsidiari_8
Combined Guarantor Subsidiaries - Revenues | 12 Months Ended |
Dec. 31, 2019 | |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Revenue | Note 3 – Revenues Adoption of ASU 2014-09, and all related subsequent amendments, and ASU 2017-05 The Combined Guarantor Subsidiaries adopted ASC 606 (which includes ASU 2014-09 and all related subsequent amendments) on January 1, 2018 and applied the guidance to contracts that were not complete as of January 1, 2018. Historical amounts for prior periods were not adjusted and will continue to be reported using the guidance in ASC 605, Revenue Recognition Sales of real estate assets are accounted for under ASC 610-20, Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets , which provides for revenue recognition based on the transfer of control. There should be no change in revenue recognition for sales in which the Com bined Guarantor Subsidiaries ha ve no continuing involvement. ASU 2017-05 addresses revenue recognition related to property sales in which the Com bined Guarantor Subsidiaries ha ve continuing involvement and may require full gain recognition. Revenues The following table presents the Combined Guarantor Subsidiaries' revenues disaggregated by revenue source: Year Ended December 31, 2019 2018 Rental revenues (1) $ 277,452 $ 311,804 Revenues from contracts with customers (ASC 606): Operating expense reimbursements (2) 4,045 3,914 Marketing revenues (3) 2,760 2,673 6,805 6,587 Other revenues 733 534 Total revenues (4) $ 284,990 $ 318,925 (1) Revenues from leases that commenced subsequent to December 31, 2018 are accounted for in accordance with ASC 842, Leases Leases Note 4 (2) Includes $ 4,039 in the Malls segment and $ 6 in the All Other segment in 2019 and includes $ 3,880 in the Malls segment and $ 34 in the All Other segment in 2018. (3) Marketing revenues solely relate to the Malls segment for all periods presented. See description below. (4) Sales taxes are excluded from revenues. See Note 11 for information on the Combined Guarantor Subsidiaries' segments. Revenue from Contracts with Customers Operating expense reimbursements Under operating and other agreements with third parties that own anchor or outparcel buildings at the Guarantor Properties and pay no rent, the Combined Guarantor Subsidiaries receive reimbursements for certain operating expenses such as ring road and parking lot maintenance, landscaping and other fees. These arrangements are primarily either set at a fixed rate with rate increases typically every five years or are on a variable (pro rata) basis, typically as a percentage of costs allocated based on square footage or sales. The majority of these contracts have an initial term and one or more extension options, which cumulatively approximate 50 or more years as historically the initial term and any extension options are reasonably certain of being executed by the third party. The standalone selling price of each performance obligation is determined based on the terms of the contract, which typically assign a price to each performance obligation that directly relates to the value the customer receives for the services being Marketing revenues The Combined Guarantor Subsidiaries earn marketing revenues from advertising and sponsorship agreements. These fees may be for tangible items in which the Combined Guarantor Subsidiaries provide advertising services and create signs and other promotional materials for the tenant or may be arrangements in which the customer sponsors a play area or event and receives specified brand recognition and other benefits over a set period of time. Revenue related to advertising services is recognized as goods and services are provided to the customer. Sponsorship revenue is recognized on a straight-line basis over the time period specified in the contract. Performance obligations A performance obligation is a promise in a contract to transfer a distinct good or service to a customer. If the contract does not specify the revenue by performance obligation, the Combined Guarantor Subsidiaries allocate the transaction price to each performance obligation based on its relative standalone selling price. Such prices are generally determined using prices charged to customers or using the Combined Guarantor Subsidiaries' expected cost plus margin. Revenue is recognized as the Combined Guarantor Subsidiaries' performance obligations are satisfied over time, as services are provided, or at a point in time, such as leasing a space to earn a commission. Open performance obligations are those in which the Combined Guarantor Subsidiaries have not fully or have partially provided the applicable goods or services to the customer as specified in the contract. If consideration is received in advance of the Combined Guarantor Subsidiaries' performance, including amounts which are refundable, recognition of revenue is deferred until the performance obligation is satisfied or amounts are no longer refundable. Practical Expedients The Combined Guarantor Subsidiaries do not disclose the value of open performance obligations for (1) contracts with an original expected duration of one year or less and (2) contracts for which the Combined Guarantor Subsidiaries recognize revenue at the amount to which they have the right to invoice, which primarily relate to services performed for certain operating expense reimbursements, as described above. Performance obligations related to fixed operating expense reimbursements for certain noncancellable contracts are disclosed below. 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 December 31, 2019, 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 $ 12,895 $ 23,584 $ 31,712 $ 68,191 The Combined Guarantor Subsidiaries evaluate performance obligations each period and make adjustments to reflect any known additions or cancellations. Performance obligations related to variable consideration, which is based on sales, are constrained. |
Combined Guarantor Subsidiari_9
Combined Guarantor Subsidiaries - Leases | 12 Months Ended |
Dec. 31, 2019 | |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Leases | Note 4 – Leases Adoption of ASU 2016-02, and all related subsequent amendments The Combined Guarantor Subsidiaries adopted ASC 842 (which includes ASU 2016-02 and all related subsequent amendments) on January 1, 2019 and applied the guidance to leases that commenced on or after January 1, 2019. Historical amounts for prior periods were not adjusted and will continue to be reported using the guidance in ASC 840, Leases To determine whether a contract contained a lease, the Combined Guarantor Subsidiaries evaluated contracts and verified that there was an identified asset and that the Combined Guarantor Subsidiaries, or the tenant, have the right to obtain substantially all the economic benefits from the use of the asset throughout the contract term. If a contract was determined to contain a lease and the Combined Guarantor Subsidiaries are the lessee, the lease was evaluated to determine whether it was an operating or financing lease. If a contract was determined to contain a lease and the Combined Guarantor Subsidiaries are the lessor, the lease was evaluated to determine whether it was an operating, direct financing or sales-type lease. After determining that the contract contained a lease, the Combined Guarantor Subsidiaries identified the lease component and any nonlease components associated with that lease component, and through the Combined Guarantor Subsidiaries' election to combine lease and nonlease components for all asset classes, combined the components into a single lease component within each applicable lease. The discount rate to be used for each lease was determined by assessing the Operating Partnership’s debt information, assessing the credit rating of the Operating Partnership and the Operating Partnership’s debt, estimating a synthetic “secured” credit rating for the Operating Partnership and estimating an appropriate incremental borrowing rate. Rental expense for lease payments related to operating leases is recognized on a straight-line basis over the lease term. See Note 2 for additional information about these accounting standards. Lessor Rental Revenues The majority of the Combined Guarantor Subsidiaries' revenues are earned through the lease of space at their properties. All of the Combined Guarantor Subsidiaries' leases with tenants for the use of space at its properties are classified as operating leases. Rental revenues include minimum rent, percentage rent, other rents and reimbursements from tenants for real estate taxes, insurance, common area maintenance ("CAM") and other operating expenses as provided in the lease agreements. The option to extend or terminate our leases is specific to each underlying tenant lease agreement. Typically, the Combined Guarantor Subsidiaries' leases contain penalties for early termination. The Combined Guarantor Subsidiaries do not have any leases that convey the right for the lessee to purchase the leased asset. Minimum rental revenue from operating leases is recognized on a straight-line basis over the initial terms of the related leases. Certain tenants are required to pay percentage rent if their sales volumes exceed thresholds specified in their lease agreements. Percentage rent is recognized as revenue when the thresholds are achieved and the amounts become determinable. The Combined Guarantor Subsidiaries receive reimbursements from tenants for real estate taxes, insurance, CAM and other recoverable operating expenses as provided in the lease agreements. Any tenant reimbursements that require fixed payments are recognized on a straight-line basis over the initial terms of the related leases, whereas any variable payments are recognized when earned in accordance with the tenant lease agreements. Tenant reimbursements related to certain capital expenditures are billed to tenants over periods of 5 to 15 years . Additionally, ASU 2018-19 clarifies that operating lease receivables are within the scope of ASC 842. Therefore, in conjunction with the Combined Guarantor Subsidiaries adoption of ASC 842 on January 1, 2019, the Combined Guarantor Subsidiaries began recognizing changes in the collectability assessment of their operating lease receivables as a reduction of rental revenues, rather than as a property operating expense. See Note 2 . The components of rental revenues are as follows: Year Ended December 31, 2019 2018 2017 Fixed lease payments $ 229,507 $ 261,090 $ 291,144 Variable lease payments 47,945 50,714 52,383 Total rental revenues $ 277,452 $ 311,804 $ 343,527 The undiscounted future fixed lease payments to be received under the Combined Guarantor Subsidiaries' operating leases as of December 31, 2019, are as follows: Year Ending December 31, Operating Leases 2020 $ 194,258 2021 174,409 2022 144,230 2023 121,773 2024 95,661 Thereafter 234,711 Total undiscounted lease payments $ 965,042 As required by the Comparatives Under ASC 840 Option, which is a transitional amendment that allows for the presentation of comparative periods in the year of adoption under ASC 840 (the former leasing guidance), the Combined Guarantor Subsidiaries' future minimum rental income from lessees under non-cancellable operating leases where the Combined Guarantor Subsidiaries are the lessor as of December 31, 2018 is also presented below: Years Ending December 31, Operating Leases 2019 $ 184,923 2020 154,944 2021 133,093 2022 107,092 2023 86,957 Thereafter 193,324 Total $ 860,333 Lessee The Combined Guarantor Subsidiaries have one ground lease where they own the buildings and improvements, but lease the underlying land. The maturity of the lease is January 1, 2073 and provides for five year renewal options. The Combined Guarantor Subsidiaries included the renewal options in the lease term for purposes of calculating the lease liability and ROU asset because they have no plans to cease operating the asset associated with this ground lease. The lease payments on the ground lease are fixed. The Combined Guarantor Subsidiaries' ROU asset and lease liability are presented in the combined balance sheets within intangible lease assets and other assets and accounts payable and accrued liabilities, respectively. A summary of the Combined Guarantor Subsidiaries' ROU asset and lease liability activity during 2019 is presented below: ROU Asset Lease Liability Balance as of January 1, 2019 $ 493 $ 490 Cash reduction ( 10 ) ( 10 ) Noncash increase 6 9 Balance as of December 31, 2019 $ 489 $ 489 The Combined Guarantor Subsidiaries incurred The undiscounted future lease payments to be paid under the Combined Guarantor Subsidiaries' operating lease as of December 31, 2019, are as follows: Year Ending December 31, Operating Lease 2020 $ 41 2021 41 2022 41 2023 41 2024 41 Thereafter 1,951 Total undiscounted lease payments 2,156 Less imputed interest ( 1,667 ) Lease Liability $ 489 As required by the Comparatives Under ASC 840 Option, which is a transitional amendment that allows for the presentation of comparative periods in the year of adoption under ASC 840 (the former leasing guidance), the Combined Guarantor Subsidiaries' future obligations to be paid under the Combined Guarantor Subsidiaries' operating leases where the Combined Guarantor Subsidiaries are the lessee as of December 31, 2018 are also presented below: 2019 $ 41 2020 41 2021 41 2022 41 2023 41 Thereafter 1,990 Total $ 2,195 Practical Expedients In regard to leases that commenced before January 1, 2019, the Combined Guarantor Subsidiaries elected to use a package of practical expedients to not reassess whether any expired or existing contracts are or contain a lease, to not reassess lease classification for any expired or existing leases, and to not reassess initial direct costs for any existing leases. The Combined Guarantor Subsidiaries also elected a practical expedient to not assess whether existing or expired land easements that were not previously accounted for as leases under ASC 840 are or contain a lease under ASC 842. Additionally, the Combined Guarantor Subsidiaries elected a practical expedient by class of underlying asset applied to all leases to elect not to separate lease and nonlease components as long as the lease and at least one nonlease component have the same timing and pattern of transfer and the lease is classified as an operating lease. The combined component is being accounted for under ASC 842. The Combined Guarantor Subsidiaries made an accounting policy election to exclude sales and other similar taxes from revenues, and instead account for them as costs of the lessee. Lastly, the Combined Guarantor Subsidiaries have elected not to apply the recognition requirements of ASC 842 to short-term leases. See Note 2 for additional information about these accounting standards. |
Combined Guarantor Subsidiar_10
Combined Guarantor Subsidiaries - Fair Value Measurements | 12 Months Ended |
Dec. 31, 2019 | |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Fair Value Measurements | Note 5 – Fair Value Measurements The Combined Guarantor Subsidiaries have categorized financial assets and financial liabilities that are recorded at fair value into a hierarchy in accordance with ASC 820, Fair Value Measurements and Disclosure Level 1 – Inputs represent quoted prices in active markets for identical assets and liabilities as of the measurement date. Level 2 – Inputs, other than those included in Level 1, represent observable measurements for similar instruments in active markets, or identical or similar instruments in markets that are not active, and observable measurements or market data for instruments with substantially the full term of the asset or liability. Level 3 – Inputs represent unobservable measurements, supported by little, if any, market activity, and require considerable assumptions that are significant to the fair value of the asset or liability. Market valuations must often be determined using discounted cash flow methodologies, pricing models or similar techniques based on the Combined Guarantor Subsidiaries' assumptions and best judgment. The asset or liability's fair value within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Under ASC 820, fair value measurements are determined based on the assumptions that market participants would use in pricing the asset or liability in an orderly transaction at the measurement date and under current market conditions. Valuation techniques used maximize the use of observable inputs and minimize the use of unobservable inputs and consider assumptions such as inherent risk, transfer restrictions and risk of nonperformance. Fair Value Measurements on a Recurring Basis The carrying values of cash and cash equivalents, receivables, accounts payable and accrued liabilities are reasonable estimates of their fair values because of the short-term nature of these financial instruments. Based on the interest rates for similar financial instruments, the carrying value of the mortgage and other notes receivable is a reasonable estimate of fair value. The estimated fair value of mortgage notes payable was $ 202,772 and $ 319,222 at December 31, 2019 and 2018, 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 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 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. See below for a description of the estimates and assumptions the Combined Guarantor Subsidiaries used in its impairment analysis. See Note 2 for additional information describing the Combined Guarantor Subsidiaries’ impairment review process. Long-lived Assets Measured at Fair Value in 2019 The following table sets forth information regarding the Combined Guarantor Subsidiaries' assets that are measured at fair value on a nonrecurring basis and related impairment charges for the year ended December 31, 2019: Fair Value Measurements at Reporting Date Using Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Loss on Impairment Long-lived assets $ 95,300 $ — $ — $ 95,300 $ 60,170 During the year ended December 31, 2019, the Combined Guarantor Subsidiaries recognized an impairment of $ 60,170 related to two malls. Impairment Date Property Location Segment Classification Loss on Impairment Fair Value March Greenbrier Mall (1) Chesapeake, VA Malls $ 22,770 $ 56,300 December Park Plaza Mall (2) Little Rock, AR Malls 37,400 39,000 $ 60,170 $ 95,300 (1) In accordance with the Combined Guarantor Subsidiaries' 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 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. Additionally, one anchor was vacant as of the date of impairment. 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 11.0% and a discount rate 11.5%. (2) In accordance with the Combined Guarantor Subsidiaries' impairment process, the Combined Guarantor Subsidiaries wrote down the book value of the mall to its estimated fair value of $ 39,000. The mall has 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 Park Plaza 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 15.0% and a discount rate 14.0%. Long-lived Asset Measured at Fair Value in 201 7 The following table sets forth information regarding the Combined Guarantor Subsidiaries' asset that is measured at fair value on a nonrecurring basis and related impairment charges for the year ended December 31, 2017: 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 asset $ 67,300 $ — $ — $ 67,300 $ 43,007 During the year ended December 31, 2017, the Combined Guarantor Subsidiaries recognized an impairment of $ 43,007 related to one mall. Impairment Date Property Location Segment Classification Loss on Impairment Fair Value June Acadiana Mall (1) Lafayette, LA Malls $ 43,007 $ 67,300 (1) In accordance with the Combined Guarantor Subsidiaries' impairment process, the Combined Guarantor Subsidiaries wrote down the book value of the mall to its estimated fair value of $ 67,300. The mall had experienced declining tenant sales and cash flows as a result of the downturn of the economy in its market area and an anchor announced in the second quarter of 2017 that it would close its store later in 2017. Management determined the fair value of Acadiana 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 15.5% and a discount rate 15.75%. |
Combined Guarantor Subsidiar_11
Combined Guarantor Subsidiaries - Acquisitions | 12 Months Ended |
Dec. 31, 2019 | |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Acquisitions | Note 6 – Acquisitions 2019 Acquisitions In 2019, the Combined Guarantor Subsidiaries acquired three outparcels located at Mall del Norte from CBL Associates and Management, Inc. (“CBL Management”) for $ 8,453 in cash. 2018 Acquisition In February 2018, the Combined Guarantor Subsidiaries acquired the former Bon-Ton store located at Westmoreland Mall for $ 3,250 in cash. The Combined Guarantor Subsidiaries are redeveloping this space. |
Combined Guarantor Subsidiar_12
Combined Guarantor Subsidiaries - Dispositions | 12 Months Ended |
Dec. 31, 2019 | |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Dispositions | Note 7 – Dispositions The Combined Guarantor Subsidiaries evaluate disposals utilizing the guidance in ASU 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity 2019 Disposition The Combined Guarantor Subsidiaries recognized a gain on extinguishment of debt for the property listed below, which represented the amount by which the outstanding debt balance exceeded the net book value of the property as of the transfer date. The following is a summary of the Combined Guarantor Subsidiaries' 2019 disposition: Transfer Date Property Property Type Location Balance of Non-recourse Debt Gain on Extinguishment of Debt January Acadiana Mall (1) Mall Lafayette, LA $ 119,760 $ 61,796 (1) The Combined Guarantor Subsidiaries transferred title to the mall to the mortgage holder in satisfaction of the non-recourse debt secured by the property. A loss on impairment of real estate of $ 43,007 was recorded in 2017 to write down the book value of the mall to its then estimated fair value. 2018 Dispositions The Combined Guarantor Subsidiaries realized a gain of $ 2,406 related to the sale of five outparcels in 2018. 2017 Dispositions The Combined Guarantor Subsidiaries realized a gain of $ 38,247 related to the sale of eighteen outparcels in 2017, which included $ 28,894 of gain realized from the sale of thirteen of these outparcels to CBL Management. |
Combined Guarantor Subsidiar_13
Combined Guarantor Subsidiaries - Mortgage Notes Payable, Net | 12 Months Ended |
Dec. 31, 2019 | |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Mortgage Notes Payable, Net | Note 8 – Mortgage Notes Payable, Net Mortgage notes payable, net, consisted of the following: Interest Rate (1) Maturity Date December 31, 2019 December 31, 2018 Property Acadiana Mall (2) 5.67% Apr-17 $ — $ 119,760 Greenbrier Mall (3) 5.41% Dec-19 64,801 68,101 Park Plaza 5.28% Apr-21 78,339 81,287 Arbor Place 5.10% May-22 106,851 109,209 Total mortgage notes payable 5.23% 249,991 378,357 Unamortized deferred financing costs ( 112 ) ( 361 ) Total mortgage notes payable, net $ 249,879 $ 377,996 (1) Weighted-average interest rate includes the effect of debt premiums and discounts, but excludes amortization of deferred financing costs. (2) See Note 7 (3) The non-recourse loan is in default. 2018 Loan Repayments In January 2018, the Combined Guarantor Subsidiaries retired the outstanding balance of $ 37,295 on the fixed-rate loan secured by Kirkwood Mall with cash contributed by the Operating Partnership. The loan had a maturity date of April 2018 and bore interest at 5.75%. Scheduled Principal Payments As of December 31, 2019, the scheduled principal amortization and balloon payments of the Combined Guarantor Subsidiaries' mortgage notes payable are as follows: 2020 $ 5,574 2021 77,844 2022 101,772 185,190 Unamortized deferred financing costs ( 112 ) Principal balance of loan secured by Greenbrier Mall 64,801 Total mortgage notes payable, net $ 249,879 The Combined Guarantor Subsidiaries' mortgage notes payable had a weighted-average maturity of 1.4 years and 1.1 years as of December 31, 2019 and 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 December 31, 2019, except as it relates to Park Plaza. 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. |
Combined Guarantor Subsidiar_14
Combined Guarantor Subsidiaries - Mortgage and Other Notes Receivable | 12 Months Ended |
Dec. 31, 2019 | |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Mortgage and Other Notes Receivable | Note 9 – Mortgage and Other Notes Receivable Each of the mortgage notes receivable is collateralized by a first mortgage. Other notes receivable include amounts 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 December 31, 2019 As of December 31, 2018 Maturity Date Interest Rate Balance Interest Rate Balance Mortgages: The Promenade (1) June 2020 5.00% $ 47,514 5.00% $ 47,514 Hamilton Corner (1)(2) Feb 2020 5.67% 14,295 5.67% 14,295 The Terrace (1) June 2020 7.25% 11,977 — Forum at Grandview (1)(3) Sep 2023 5.25% — 5.25% 12,400 Village Square (4) Sep 2019 — 4.00% 1,308 73,786 75,517 Other Notes Receivable: Community improvement district Aug 2028 6.75% 1,230 7.50% 1,230 $ 75,016 $ 76,747 (1) The mortgaged property is owned by an entity that is controlled by the Operating Partnership and included in the Operating Partnership’s consolidated financial statements. The mortgage note receivable is interest only. (2) The note was amended subsequent to December 31, 2019 to extend the maturity date. See Note 15 for additional information. (3) The property was sold in July 2019. (4) The note was retired in 2019 |
Combined Guarantor Subsidiar_15
Combined Guarantor Subsidiaries - Related Party Transactions | 12 Months Ended |
Dec. 31, 2019 | |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Related Party Transactions | Note 10 – Related Party Transactions The Combined Guarantor Subsidiaries are party to management agreements with 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, which range from 2.5% to 3.5% based on the agreements. Within property operating expenses, management fee expense was $ 5,884, $ 6,022 and $ 6,322 in 2019, 2018 and 2017, respectively. Amounts payable to CBL Management for management fees were $ 394 and $ 176 as of December 31, 2019 and 2018, respectively. The Combined Guarantor Subsidiaries have notes receivable with entities under common control totaling $ 73,786 and $ 74,209 as of December 31, 2019 and December 21, 2018, respectively. See Note 9 for more information. Interest income earned under the notes receivable were $ 3,566, $ 6,853, and $ 5,179 in 2019, 2018, and 2017, respectively. The Combined Guarantor Subsidiaries sold outparcels to CBL Management in 2017. See Note 7 for more information. The Combined Guarantor Subsidiaries acquired outparcels from CBL Management in 2019. See Note 6 for more information. |
Combined Guarantor Subsidiar_16
Combined Guarantor Subsidiaries - Segment Information | 12 Months Ended |
Dec. 31, 2019 | |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Segment Information | Note 11 – 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. The accounting policies of the reportable segments are the same as those described in Note 2 . Information on the Combined Guarantor Subsidiaries' segments is presented as follows: Year Ended December 31, 2019 Malls All Other (1) Total Revenues $ 274,772 $ 10,218 $ 284,990 Property operating expenses (2) ( 84,273 ) ( 2,177 ) ( 86,450 ) Interest expense ( 15,246 ) — ( 15,246 ) Other expense ( 638 ) ( 2 ) ( 640 ) Gain on sales of real estate assets 22 — 22 Segment profit $ 174,637 $ 8,039 182,676 Depreciation and amortization expense ( 94,221 ) Interest and other income 4,078 Gain on extinguishment of debt 61,796 Loss on impairment ( 60,170 ) Net income $ 94,159 Capital expenditures (3) $ 37,120 $ 864 $ 37,984 Year Ended December 31, 2018 Malls All Other (1) Total Revenues $ 308,193 $ 10,732 $ 318,925 Property operating expenses (2) ( 90,047 ) ( 2,633 ) ( 92,680 ) Interest expense ( 24,668 ) — ( 24,668 ) Other expense ( 41 ) — ( 41 ) Gain on sales of real estate assets 2,406 — 2,406 Segment profit $ 195,843 $ 8,099 203,942 Depreciation and amortization expense ( 97,929 ) Interest and other income 7,038 Net income $ 113,051 Capital expenditures (3) $ 35,966 $ 611 $ 36,577 Year Ended December 31, 2017 Malls All Other (1) Total Revenues $ 333,247 $ 10,810 $ 344,057 Property operating expenses (2) ( 92,932 ) ( 2,480 ) ( 95,412 ) Interest expense ( 39,408 ) ( 11 ) ( 39,419 ) Other expense ( 7 ) ( 1 ) ( 8 ) Gain on sales of real estate assets 38,247 — 38,247 Segment profit $ 239,147 $ 8,318 247,465 Depreciation and amortization expense ( 106,836 ) Interest and other income 5,485 Gain on extinguishment of debt 28,815 Loss on impairment ( 43,007 ) Net income $ 131,922 Capital expenditures (3) $ 78,865 $ 157 $ 79,022 Total Assets Malls All Other (1) Total December 31, 2019 $ 1,519,558 $ 137,555 $ 1,657,113 December 31, 2018 $ 1,697,211 $ 144,649 $ 1,841,860 (1) The All Other category includes associated centers and notes receivable. (2) Property operating expenses include property operating, real estate taxes and maintenance and repairs. (3) Amounts include acquisitions of real estate assets. Developments in progress are included in the All Other category. |
Combined Guarantor Subsidiar_17
Combined Guarantor Subsidiaries - Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Contingencies | Note 12 – Contingencies Litigation On March 20, 2019, the board of directors of CBL, the parent of the Operating Partnership, approved the structure of a settlement of a class action lawsuit filed on March 16, 2016 in the United States District Court for the Middle District of Florida (the “Court”) by Wave Lengths Hair Salons of Florida, Inc. d/b/a Salon Adrian. The CBL entities that were the defendants in the action (and which are responsible for payments under the settlement) are CBL & Associates Properties, Inc., CBL & Associates Limited Partnership, CBL & Associates Management, Inc. and JG Gulf Coast Town Center, LLC (collectively, the “CBL Defendant Entities”). In its action, plaintiff sought unspecified monetary damages as well as costs and attorneys’ fees, based on allegations that the CBL Defendant Entities overcharged tenants at bulk metered malls for electricity. Under the terms of the proposed settlement, the CBL Defendant Entities have denied all allegations of wrongdoing and have asserted that their actions have at all times been lawful and proper. No Combined Guarantor Subsidiary is a CBL Defendant Entity and no Combined Guarantor Subsidiary is responsible for payment of amounts under the above-referenced settlement. The Court granted final approval to the proposed settlement terms on August 22, 2019. Class members include past and current tenants of certain Guarantor Properties (the “Guarantor Class Subsidiaries”) during the class period, which extended from January 1, 2011 through the date of the Court's preliminary approval of the settlement. Under the terms of the settlement, class members who are past tenants and made a claim pursuant to the Court's order will receive payment of their claims in cash. Class members who are current tenants will receive monthly credits against rents and future charges for a five-year period that will begin at the time set forth in the settlement agreement (the “credit period”). Any amounts under the settlement allocated to tenants with outstanding amounts payable to the Guarantor Class Subsidiaries, the CBL Defendant Entities or any other affiliate of those entities, including tenants which have declared bankruptcy or declare bankruptcy over the credit period, will first be deducted from the amounts owed to the Guarantor Class Subsidiaries, the CBL Defendant Entities, or any other affiliate of those entities. CBL Defendant Entities will be responsible for directly paying all cash payments that are made to past tenants who have made a claim. CBL Defendant Entities will be responsible for directly funding to the Guarantor Class Subsidiaries an amount equal to any credits that are due to and taken by current tenants of the Guarantor Class Subsidiaries during the credit period. CBL Defendant Entities intend to fund all amounts due to past and current tenants under the settlement such that the Guarantor Class Subsidiaries' cash flows and results of operations are not impacted by the settlement. The Combined Guarantor Subsidiaries are currently involved in certain other litigation that arises in the ordinary course of business, most of which is expected to be covered by liability insurance. Management makes assumptions and estimates concerning the likelihood and amount of any potential loss relating to these matters using the latest information available. The Combined Guarantor Subsidiaries record a liability for litigation if an unfavorable outcome is probable and the amount of loss or range of loss can be reasonably estimated. If an unfavorable outcome is probable and a reasonable estimate of the loss is a range, the Combined Guarantor Subsidiaries accrue the best estimate within the range. If no amount within the range is a better estimate than any other amount, the Combined Guarantor Subsidiaries accrue the minimum amount within the range. If an unfavorable outcome is probable but the amount of the loss cannot be reasonably estimated, the Combined Guarantor Subsidiaries disclose the nature of the litigation and indicate that an estimate of the loss or range of loss cannot be made. If an unfavorable outcome is reasonably possible and the estimated loss is material, the Combined Guarantor Subsidiaries disclose the nature and estimate of the possible loss of the litigation. Based on current expectations, such matters, both individually and in the aggregate, are not expected to have a material adverse effect on the liquidity, results of operations, business or financial condition of the Combined Guarantor Subsidiaries. Environmental Contingencies The Combined Guarantor Subsidiaries evaluate potential loss contingencies related to environmental matters using the same criteria described above related to litigation matters. Based on current information, an unfavorable outcome concerning such environmental matters, both individually and in the aggregate, is considered to be reasonably possible. However, the Combined Guarantor Subsidiaries believe the maximum potential exposure to loss would not be material to results of operations or financial condition. The Combined Guarantor Subsidiaries have a master insurance policy that provides coverage through 2022 for certain environmental claims up to $ 10,000 per occurrence and up to $ 50,000 in the aggregate, subject to deductibles and certain exclusions. At certain locations, individual policies are in place. |
Combined Guarantor Subsidiar_18
Combined Guarantor Subsidiaries - Noncash Investing and Financing Activities | 12 Months Ended |
Dec. 31, 2019 | |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Noncash Investing and Financing Activities | Note 13 – Noncash Investing and Financing Activities The Combined Guarantor Subsidiaries' noncash investing and financing activities were as follows: Year Ended December 31, 2019 2018 2017 Additions to real estate assets accrued but not yet paid $ 8,198 $ 5,764 $ 9,777 Distribution of properties to owners 11,504 — — Lease liabilities arising from obtaining right-of-use assets 489 — — Transfer of real estate assets in settlement of mortgage debt obligation: Decrease in real estate assets ( 60,058 ) — ( 111,457 ) Decrease in mortgage and other indebtedness 115,271 — 135,366 Decrease in operating assets and liabilities 8,246 — 8,215 Decrease in intangible lease and other assets ( 1,663 ) — ( 2,938 ) |
Combined Guarantor Subsidiar_19
Combined Guarantor Subsidiaries - Quarterly Information | 12 Months Ended |
Dec. 31, 2019 | |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Quarterly Information (Unaudited) | Note 14 – Quarterly Information (Unaudited) Year Ended December 31, 2019 First Quarter Second Quarter Third Quarter Fourth Quarter Total Total revenues $ 72,991 $ 68,868 $ 69,328 $ 73,803 $ 284,990 Net income (loss) 62,109 22,775 21,036 ( 11,761 ) 94,159 Year Ended December 31, 2018 First Quarter Second Quarter Third Quarter Fourth Quarter Total Total revenues $ 80,438 $ 78,591 $ 78,655 $ 81,241 $ 318,925 Net income 29,615 27,117 27,094 29,225 113,051 |
Combined Guarantor Subsidiar_20
Combined Guarantor Subsidiaries - Subsequent Events | 12 Months Ended |
Dec. 31, 2019 | |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Subsequent Events | Note 15 – Subsequent Events In February 2020, the Hamilton Corner note receivable was amended to extend the maturity date to August 2020. |
Combined Guarantor Subsidiar_21
Combined Guarantor Subsidiaries - Summary of Significant Accounting Policies (Policies) - Guarantor Subsidiaries | 12 Months Ended |
Dec. 31, 2019 | |
Condensed Financial Statements Captions [Line Items] | |
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. Accounting Guidance Adopted |
Accounting Guidance Adopted and Not Yet Effective | Description Date Adopted & Application Method Financial Statement Effect and Other Information ASU 2017-01, Clarifying the Definition of a Business January 1, 2017 - Prospective ASU 2017-01, provides a more narrow definition of a business to be used in determining the accounting treatment of an acquisition. Under ASC 805, Business Combinations, the Combined Guarantor Subsidiaries generally accounted for acquisitions of shopping center properties as acquisitions of a business. Under ASU 2017-01, more acquisitions are expected to be accounted for as acquisitions of assets. Transaction costs for asset acquisitions are capitalized while those related to business acquisitions are expensed. ASU 2017-01 is to be applied prospectively to any transactions occurring within the period of adoption. The Combined Guarantor Subsidiaries expect most of its future acquisitions of shopping center properties will be accounted for as acquisitions of assets in accordance with the guidance in ASU 2017-01. ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments October 1, 2017 - Retrospective The objective of ASU 2016-15 is to reduce diversity in practice in the classification of certain items in the statement of cash flows. The Combined Guarantor Subsidiaries adopted ASU 2016-15 in the fourth quarter of 2017 and it did not have a material impact on the combined financial statements. ASU 2016-18, Statement of Cash Flows (Topic 230) October 1, 2017 - Retrospective The FASB issued ASU 2016-18 to address diversity in practice related to the classification and presentation of changes in restricted cash. The update requires a reporting entity to explain the change in the total of cash, cash equivalents and amounts generally described as restricted cash and restricted cash equivalents in reconciling the beginning-of-period and end-of-period total amounts on the statement of cash flows. The Combined Guarantor Subsidiaries adopted ASU 2016-18 in the fourth quarter of 2017 and it had no impact on the Combined Guarantor Subsidiaries's total combined cash flows as the adoption of the guidance only changed the location of where restricted cash is reported within the combined statements of cash flows. As prescribed by the guidance, a reconciliation was added to the Combined Statements of Cash Flows to reconcile ending cash, cash equivalents and restricted cash to the respective line items in the combined balance sheets. Description Date Adopted & Application Method Financial Statement Effect and Other Information ASU 2014-19, Revenue from Contracts with Customers, and related subsequent amendments January 1, 2018 - Modified Retrospective (applied to contracts not completed as of the implementation date) The objective of this guidance is to enable financial statement users to better understand and analyze revenue by replacing transaction and industry-specific guidance with a more principles-based approach to revenue recognition. The core principle is that an entity should recognize revenue to depict the transfer of goods or services to customers in an amount that the entity expects to be entitled to in exchange for those goods or services. The guidance also requires additional disclosure about the nature, timing and uncertainty of revenue and cash flows arising from customer contracts. The adoption of this guidance did not have a material impact on the Combined Guarantor Subsidiaries’ combined financial statements as the majority of its revenues relate to leasing. ASU 2016-02, Leases, January 1, 2019 - Modified Retrospective (elected optional transition method to apply at adoption date and record cumulative -effect adjustment as of January 1, 2019) The objective of the leasing guidance is to increase transparency and comparability by recognizing lease assets and liabilities on the balance sheet and disclosing key information about leasing arrangements. Putting nearly all leases on the balance sheet is the biggest change for lessees, as lessees will now be required to recognize a right-of-use (“ROU”) asset and corresponding lease liability for assets with terms greater than 12 months. Under the FASB model, lessees will classify a lease as either a finance lease or an operating lease, while a lessor will classify a lease as either a sales-type, direct financing, or operating lease. A lessee should classify a lease based on whether the arrangement is effectively a purchase of the underlying asset. Leases that transfer control of the underlying asset to a lessee are classified as finance leases for lessees and sales-type leases for lessors, whereas leases where the lessee obtains control of only the use of the underlying asset, but not the underlying asset itself, will be classified as operating leases for both lessees and lessors. A lease may meet the lessee finance lease criteria even when control of the underlying asset is not transferred to the lessee, and in these cases the lease would be classified as an operating lease for the lessee and a direct finance lease by the lessor. The guidance to be applied by lessors is substantially similar to existing GAAP. In order to align lessor accounting with the principles in the revenue recognition guidance in ASC 606, a lessor is precluded from recognizing selling profit or sales revenue at lease commencement for a lease that does not transfer control of the underlying asset to the lessee. As a lessee, the guidance impacted the Combined Guarantor Subsidiaries' combined financial statements through the recognition of right-of-use ("ROU") assets and corresponding lease liabilities for operating leases as of January 1, 2019. As a lessor, the guidance impacted the Combined Guarantor Subsidiaries' combined financial statements in regard to the narrowed definition of initial direct costs that can be capitalized, the change in the presentation of rental revenues as one line item and the change in reporting uncollectable operating lease receivables as a reduction of rental revenues instead of as a property operating expense. The adoption did not result in a cumulative catch-up adjustment to opening equity. See Note 4 for further details. Accounting Guidance Not Yet Effective Description Expected Adoption Date & Application Method Financial Statement Effect and Other Information 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 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. |
Real Estate Assets | Real Estate Assets The Combined Guarantor Subsidiaries capitalize predevelopment project costs paid to third parties. All previously capitalized predevelopment costs are expensed when it is no longer probable that the project will be completed. Once development of a project commences, all direct costs incurred to construct the project, including interest and real estate taxes, are capitalized. Ordinary repairs and maintenance are expensed as incurred. Major replacements and improvements are capitalized and depreciated over their estimated useful lives. All acquired real estate assets have been accounted for using the acquisition method of accounting and accordingly, the results of operations are included in the combined statements of operations from the respective dates of acquisition. The Combined Guarantor Subsidiaries allocate the purchase price to (i) tangible assets, consisting of land, buildings and improvements, as if vacant, and tenant improvements, and (ii) identifiable intangible assets and liabilities, generally consisting of above-market leases, in-place leases and tenant relationships, which are included in intangible lease assets and other assets, and below-market leases, which are included in accounts payable and accrued liabilities. The Combined Guarantor Subsidiaries use estimates of fair value based on estimated cash flows, using appropriate discount rates, and other valuation techniques to allocate the purchase price to the acquired tangible and intangible assets. Liabilities assumed generally consist of mortgage debt on the real estate assets acquired. Assumed debt is recorded at its fair value based on estimated market interest rates at the date of acquisition. The Combined Guarantor Subsidiaries expect future acquisitions will be accounted for as acquisitions of assets in which related transaction costs will be capitalized. Depreciation is computed on a straight-line basis over estimated lives of 40 years for buildings, 10 20 7 10 The Combined Guarantor Subsidiaries' intangibles and their balance sheet classifications as of December 31, 2019 and 2018, are summarized as follows: December 31, 2019 December 31, 2018 Cost Accumulated Amortization Cost Accumulated Amortization Intangible lease assets and other assets: Above-market leases $ 11,389 $ ( 10,766 ) $ 12,307 $ ( 11,198 ) In-place leases 42,327 ( 36,821 ) 46,229 ( 37,381 ) Tenant relationships 26,068 ( 4,828 ) 27,866 ( 4,880 ) Accounts payable and accrued liabilities: Below-market leases 27,648 ( 23,092 ) 28,942 ( 21,805 ) These intangibles are related to specific tenant leases. Should a termination occur earlier than the date indicated in the lease, the related unamortized intangible assets or liabilities, if any, related to the lease are recorded as expense or income, as applicable. The total net amortization expense of the above intangibles was $ 2,346, $ 2,394 and $ 4,622 in 2019, 2018 and 2017, respectively. The estimated total net amortization expense for the following five succeeding years is $ 1,595 in 2020, $ 1,204 in 2021, $ 984 in 2022, $ 672 in 2023 and $ 612 in 2024. Total interest expense capitalized was $ 505, $ 705 and $ 598 in 2019, 2018 and 2017, respectively. |
Carrying Value of Long-Lived Assets | Carrying Value of Long-Lived Assets The Combined Guarantor Subsidiaries monitor events or changes in circumstances that could indicate the carrying value of a long-lived asset may not be recoverable. When indicators of potential impairment are present that suggest that the carrying amounts of a long-lived asset may not be recoverable, the Combined Guarantor Subsidiaries assess the recoverability of the asset by determining whether the asset’s carrying value will be recovered through the estimated undiscounted future cash flows expected from the Combined Guarantor Subsidiaries' probability weighted use of the asset and its eventual disposition. In the event that such undiscounted future cash flows do not exceed the carrying value, the Combined Guarantor Subsidiaries adjust the carrying value of the long-lived asset to its estimated fair value and recognize an impairment loss. The estimated fair value is calculated based on the following information, in order of preference, depending upon availability: (Level 1) recently quoted market prices, (Level 2) market prices for comparable properties, or (Level 3) the present value of future cash flows, including estimated salvage value. Certain of the Combined Guarantor Subsidiaries' long-lived assets may be carried at more than an amount that could be realized in a current disposition transaction. The Combined Guarantor Subsidiaries estimate future operating cash flows, the terminal capitalization rate and the discount rate. As these assumptions are subject to economic and market uncertainties, they are difficult to predict and are subject to future events that may alter the assumptions used or management’s estimates of future possible outcomes. Therefore, the future cash flows estimated in the Combined Guarantor Subsidiaries' impairment analyses may not be achieved. See Note 5 for information related to the impairment of long-lived assets in 2019, 2018 and 2017. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Combined Guarantor Subsidiaries consider all highly liquid investments with original maturities of three months or less as cash equivalents. |
Restricted Cash | Restricted Cash Restricted cash of $ 4,134 and $ 7,139 was included in intangible lease assets and other assets at December 31, 2019 and 2018, respectively. Restricted cash consists primarily of cash held in escrow accounts for |
Estimated Uncollectable Accounts | Estimated Uncollectable Accounts The Combined Guarantor Subsidiaries periodically perform a detailed review of amounts due from tenants to determine if accounts receivable balances are realizable based on factors affecting the collectability of those balances. The Combined Guarantor Subsidiaries’ estimate of the allowance for doubtful accounts prior to adoption of ASC 842 required management to exercise significant judgment about the timing, frequency and severity of collection losses, which affected the allowance and net income. The Combined Guarantor Subsidiaries recorded a provision for doubtful accounts of $ 1,236 and $ 1,564 for 2018 and 2017, respectively. |
Deferred Financing Costs | Deferred Financing Costs Net deferred financing costs related to the Combined Guarantor Subsidiaries' indebtedness of $ 112 and $ 361 were included in mortgage notes payable at December 31, 2019 and 2018, respectively. Deferred financing costs include fees and costs incurred to obtain financing and are amortized on a straight-line basis to interest expense over the terms of the related indebtedness. Amortization expense related to deferred financing costs was $ 249, $ 264 and $ 399 in 2019, 2018 and 2017, respectively. Accumulated amortization of deferred financing costs was $ 1,340 and $ 1,092 as of December 31, 2019 and 2018, respectively. |
Gain on Sales of Real Estate Assets | Gain on Sales of Real Estate Assets Gains on the sale of real estate assets, like all non-lease related revenue, are subject to a five-step model requiring that the Combined Guarantor Subsidiaries identify the contract with the customer, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to the performance obligations in the contract, and recognize revenue upon satisfaction of the performance obligations. In circumstances where the Combined Guarantor Subsidiaries contract to sell a property with material post-sale involvement, such involvement must be accounted for as a separate performance obligation in the contract and a portion of the sales price allocated to each performance obligation. When the post-sale involvement performance obligation is satisfied, the portion of the sales price allocated to it will be recognized as gain on sale of real estate assets. Property dispositions with no continuing involvement will continue to be recognized upon closing of the sale. |
Revenue Recognition | Revenue Recognition See Note 3 for a description of the Combined Guarantor Subsidiaries’ revenue streams. |
Income Taxes | Income Taxes No provision has been made for federal and state income taxes since these taxes are the responsibility of the owners. As of December 31, 2019, tax years that generally remain subject to examination by the Combined Guarantor Subsidiaries' major tax jurisdictions include 2019, 2018, 2017 and 2016. |
Concentration of Credit Risk | Concentration of Credit Risk The Combined Guarantor Subsidiaries’ tenants include national, regional and local retailers. Financial instruments that subject the Combined Guarantor Subsidiaries to concentrations of credit risk consist primarily of tenant receivables. The Combined Guarantor Subsidiaries generally do not obtain collateral or other security to support financial instruments subject to credit risk, but monitors the credit standing of tenants. The Combined Guarantor Subsidiaries derive a substantial portion of rental income from various national and regional retail companies; however, no single tenant collectively accounted for more than 10.0% of the Combined Guarantor Subsidiaries' total combined revenues in 2019. |
Use of Estimates | Use of Estimates The preparation of combined financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the combined financial statements, and the reported amounts of revenues and expenses during the reported period. Actual results could differ from those estimates. |
Combined Guarantor Subsidiar_22
Combined Guarantor Subsidiaries - Organization and Basis of Presentation (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Percentage of Actual Guarantor Properties Pledged as Collateral on Secured Credit | The percentage of actual Guarantor Properties that are pledged as collateral on the secured credit facility in relation to the Combined Guarantor Subsidiaries as of and for the year ended December 31, 2019 is shown in the table below: Assets Liabilities Revenue Net Income Guarantor Properties pledged as collateral on the secured credit facility $ 1,326,247 $ 41,079 $ 222,014 $ 78,134 Combined Guarantor Subsidiaries $ 1,657,113 $ 300,542 $ 284,990 $ 94,159 Guarantor Properties pledged as collateral on the secured credit facility as % of Combined Guarantor Subsidiaries 80.0 % 13.7 % 77.9 % 83.0 % |
Combined Guarantor Subsidiar_23
Combined Guarantor Subsidiaries - Summary of Significant Accounting Policies (Tables) - Guarantor Subsidiaries | 12 Months Ended |
Dec. 31, 2019 | |
Condensed Financial Statements Captions [Line Items] | |
Schedule of Guarantor Subsidiaries' Intangibles and Balance Sheet Classifications | The Combined Guarantor Subsidiaries' intangibles and their balance sheet classifications as of December 31, 2019 and 2018, are summarized as follows: December 31, 2019 December 31, 2018 Cost Accumulated Amortization Cost Accumulated Amortization Intangible lease assets and other assets: Above-market leases $ 11,389 $ ( 10,766 ) $ 12,307 $ ( 11,198 ) In-place leases 42,327 ( 36,821 ) 46,229 ( 37,381 ) Tenant relationships 26,068 ( 4,828 ) 27,866 ( 4,880 ) Accounts payable and accrued liabilities: Below-market leases 27,648 ( 23,092 ) 28,942 ( 21,805 ) |
Schedule of Below Market Leases | The Combined Guarantor Subsidiaries' intangibles and their balance sheet classifications as of December 31, 2019 and 2018, are summarized as follows: December 31, 2019 December 31, 2018 Cost Accumulated Amortization Cost Accumulated Amortization Intangible lease assets and other assets: Above-market leases $ 11,389 $ ( 10,766 ) $ 12,307 $ ( 11,198 ) In-place leases 42,327 ( 36,821 ) 46,229 ( 37,381 ) Tenant relationships 26,068 ( 4,828 ) 27,866 ( 4,880 ) Accounts payable and accrued liabilities: Below-market leases 27,648 ( 23,092 ) 28,942 ( 21,805 ) |
Combined Guarantor Subsidiar_24
Combined Guarantor Subsidiaries - Revenues (Tables) - Guarantor Subsidiaries | 12 Months Ended |
Dec. 31, 2019 | |
Condensed Financial Statements Captions [Line Items] | |
Schedule of Disaggregation of Revenue | The following table presents the Combined Guarantor Subsidiaries' revenues disaggregated by revenue source: Year Ended December 31, 2019 2018 Rental revenues (1) $ 277,452 $ 311,804 Revenues from contracts with customers (ASC 606): Operating expense reimbursements (2) 4,045 3,914 Marketing revenues (3) 2,760 2,673 6,805 6,587 Other revenues 733 534 Total revenues (4) $ 284,990 $ 318,925 (1) Revenues from leases that commenced subsequent to December 31, 2018 are accounted for in accordance with ASC 842, Leases Leases Note 4 (2) Includes $ 4,039 in the Malls segment and $ 6 in the All Other segment in 2019 and includes $ 3,880 in the Malls segment and $ 34 in the All Other segment in 2018. (3) Marketing revenues solely relate to the Malls segment for all periods presented. See description below. (4) Sales taxes are excluded from revenues. |
Schedule of Expected Recognition of Remaining Performance Obligation | . As of December 31, 2019, 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 $ 12,895 $ 23,584 $ 31,712 $ 68,191 |
Combined Guarantor Subsidiar_25
Combined Guarantor Subsidiaries - Leases (Tables) - Guarantor Subsidiaries | 12 Months Ended |
Dec. 31, 2019 | |
Condensed Financial Statements Captions [Line Items] | |
Schedule of Components of Lease Revenue | The components of rental revenues are as follows: Year Ended December 31, 2019 2018 2017 Fixed lease payments $ 229,507 $ 261,090 $ 291,144 Variable lease payments 47,945 50,714 52,383 Total rental revenues $ 277,452 $ 311,804 $ 343,527 |
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 December 31, 2019, are as follows: Year Ending December 31, Operating Leases 2020 $ 194,258 2021 174,409 2022 144,230 2023 121,773 2024 95,661 Thereafter 234,711 Total undiscounted lease payments $ 965,042 |
Schedule of Future Minimum Rental Payments Receivable for Operating Leases | As required by the Comparatives Under ASC 840 Option, which is a transitional amendment that allows for the presentation of comparative periods in the year of adoption under ASC 840 (the former leasing guidance), the Combined Guarantor Subsidiaries' future minimum rental income from lessees under non-cancellable operating leases where the Combined Guarantor Subsidiaries are the lessor as of December 31, 2018 is also presented below: Years Ending December 31, Operating Leases 2019 $ 184,923 2020 154,944 2021 133,093 2022 107,092 2023 86,957 Thereafter 193,324 Total $ 860,333 |
Schedule of Right-of-Use Asset and Lease Liability Activity | A summary of the Combined Guarantor Subsidiaries' ROU asset and lease liability activity during 2019 is presented below: ROU Asset Lease Liability Balance as of January 1, 2019 $ 493 $ 490 Cash reduction ( 10 ) ( 10 ) Noncash increase 6 9 Balance as of December 31, 2019 $ 489 $ 489 |
Schedule of Undiscounted Future Lease Payments under Operating Leases | The undiscounted future lease payments to be paid under the Combined Guarantor Subsidiaries' operating lease as of December 31, 2019, are as follows: Year Ending December 31, Operating Lease 2020 $ 41 2021 41 2022 41 2023 41 2024 41 Thereafter 1,951 Total undiscounted lease payments 2,156 Less imputed interest ( 1,667 ) Lease Liability $ 489 |
Schedule of Future Minimum Rental Payments for Operating Leases | As required by the Comparatives Under ASC 840 Option, which is a transitional amendment that allows for the presentation of comparative periods in the year of adoption under ASC 840 (the former leasing guidance), the Combined Guarantor Subsidiaries' future obligations to be paid under the Combined Guarantor Subsidiaries' operating leases where the Combined Guarantor Subsidiaries are the lessee as of December 31, 2018 are also presented below: 2019 $ 41 2020 41 2021 41 2022 41 2023 41 Thereafter 1,990 Total $ 2,195 |
Combined Guarantor Subsidiar_26
Combined Guarantor Subsidiaries - Fair Value Measurements (Tables) - Guarantor Subsidiaries | 12 Months Ended |
Dec. 31, 2019 | |
Condensed Financial Statements Captions [Line Items] | |
Schedule of Assets Measured on a Nonrecurring Basis | The following table sets forth information regarding the Combined Guarantor Subsidiaries' assets that are measured at fair value on a nonrecurring basis and related impairment charges for the year ended December 31, 2019: Fair Value Measurements at Reporting Date Using Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Loss on Impairment Long-lived assets $ 95,300 $ — $ — $ 95,300 $ 60,170 The following table sets forth information regarding the Combined Guarantor Subsidiaries' asset that is measured at fair value on a nonrecurring basis and related impairment charges for the year ended December 31, 2017: 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 asset $ 67,300 $ — $ — $ 67,300 $ 43,007 |
Schedule of Impairment on Real Estate Properties | During the year ended December 31, 2019, the Combined Guarantor Subsidiaries recognized an impairment of $ 60,170 related to two malls. Impairment Date Property Location Segment Classification Loss on Impairment Fair Value March Greenbrier Mall (1) Chesapeake, VA Malls $ 22,770 $ 56,300 December Park Plaza Mall (2) Little Rock, AR Malls 37,400 39,000 $ 60,170 $ 95,300 (1) In accordance with the Combined Guarantor Subsidiaries' 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 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. Additionally, one anchor was vacant as of the date of impairment. 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 11.0% and a discount rate 11.5%. (2) In accordance with the Combined Guarantor Subsidiaries' impairment process, the Combined Guarantor Subsidiaries wrote down the book value of the mall to its estimated fair value of $ 39,000. The mall has 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 Park Plaza 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 15.0% and a discount rate 14.0%. During the year ended December 31, 2017, the Combined Guarantor Subsidiaries recognized an impairment of $ 43,007 related to one mall. Impairment Date Property Location Segment Classification Loss on Impairment Fair Value June Acadiana Mall (1) Lafayette, LA Malls $ 43,007 $ 67,300 (1) In accordance with the Combined Guarantor Subsidiaries' impairment process, the Combined Guarantor Subsidiaries wrote down the book value of the mall to its estimated fair value of $ 67,300. The mall had experienced declining tenant sales and cash flows as a result of the downturn of the economy in its market area and an anchor announced in the second quarter of 2017 that it would close its store later in 2017. Management determined the fair value of Acadiana 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 15.5% and a discount rate 15.75%. |
Combined Guarantor Subsidiar_27
Combined Guarantor Subsidiaries - Dispositions (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Schedule of Disposition | The following is a summary of the Combined Guarantor Subsidiaries' 2019 disposition: Transfer Date Property Property Type Location Balance of Non-recourse Debt Gain on Extinguishment of Debt January Acadiana Mall (1) Mall Lafayette, LA $ 119,760 $ 61,796 (1) The Combined Guarantor Subsidiaries transferred title to the mall to the mortgage holder in satisfaction of the non-recourse debt secured by the property. A loss on impairment of real estate of $ 43,007 was recorded in 2017 to write down the book value of the mall to its then estimated fair value. |
Combined Guarantor Subsidiar_28
Combined Guarantor Subsidiaries - Mortgage Notes Payable, Net (Tables) - Guarantor Subsidiaries | 12 Months Ended |
Dec. 31, 2019 | |
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 December 31, 2019 December 31, 2018 Property Acadiana Mall (2) 5.67% Apr-17 $ — $ 119,760 Greenbrier Mall (3) 5.41% Dec-19 64,801 68,101 Park Plaza 5.28% Apr-21 78,339 81,287 Arbor Place 5.10% May-22 106,851 109,209 Total mortgage notes payable 5.23% 249,991 378,357 Unamortized deferred financing costs ( 112 ) ( 361 ) Total mortgage notes payable, net $ 249,879 $ 377,996 (1) Weighted-average interest rate includes the effect of debt premiums and discounts, but excludes amortization of deferred financing costs. (2) See Note 7 (3) The non-recourse loan is in default. |
Schedule of Principal Repayments | As of December 31, 2019, the scheduled principal amortization and balloon payments of the Combined Guarantor Subsidiaries' mortgage notes payable are as follows: 2020 $ 5,574 2021 77,844 2022 101,772 185,190 Unamortized deferred financing costs ( 112 ) Principal balance of loan secured by Greenbrier Mall 64,801 Total mortgage notes payable, net $ 249,879 |
Combined Guarantor Subsidiar_29
Combined Guarantor Subsidiaries - Mortgage and Other Notes Receivable (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
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 December 31, 2019 As of December 31, 2018 Maturity Date Interest Rate Balance Interest Rate Balance Mortgages: The Promenade (1) June 2020 5.00% $ 47,514 5.00% $ 47,514 Hamilton Corner (1)(2) Feb 2020 5.67% 14,295 5.67% 14,295 The Terrace (1) June 2020 7.25% 11,977 — Forum at Grandview (1)(3) Sep 2023 5.25% — 5.25% 12,400 Village Square (4) Sep 2019 — 4.00% 1,308 73,786 75,517 Other Notes Receivable: Community improvement district Aug 2028 6.75% 1,230 7.50% 1,230 $ 75,016 $ 76,747 (1) The mortgaged property is owned by an entity that is controlled by the Operating Partnership and included in the Operating Partnership’s consolidated financial statements. The mortgage note receivable is interest only. (2) The note was amended subsequent to December 31, 2019 to extend the maturity date. See Note 15 for additional information. (3) The property was sold in July 2019. (4) The note was retired in 2019 |
Combined Guarantor Subsidiar_30
Combined Guarantor Subsidiaries - Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
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: Year Ended December 31, 2019 Malls All Other (1) Total Revenues $ 274,772 $ 10,218 $ 284,990 Property operating expenses (2) ( 84,273 ) ( 2,177 ) ( 86,450 ) Interest expense ( 15,246 ) — ( 15,246 ) Other expense ( 638 ) ( 2 ) ( 640 ) Gain on sales of real estate assets 22 — 22 Segment profit $ 174,637 $ 8,039 182,676 Depreciation and amortization expense ( 94,221 ) Interest and other income 4,078 Gain on extinguishment of debt 61,796 Loss on impairment ( 60,170 ) Net income $ 94,159 Capital expenditures (3) $ 37,120 $ 864 $ 37,984 Year Ended December 31, 2018 Malls All Other (1) Total Revenues $ 308,193 $ 10,732 $ 318,925 Property operating expenses (2) ( 90,047 ) ( 2,633 ) ( 92,680 ) Interest expense ( 24,668 ) — ( 24,668 ) Other expense ( 41 ) — ( 41 ) Gain on sales of real estate assets 2,406 — 2,406 Segment profit $ 195,843 $ 8,099 203,942 Depreciation and amortization expense ( 97,929 ) Interest and other income 7,038 Net income $ 113,051 Capital expenditures (3) $ 35,966 $ 611 $ 36,577 Year Ended December 31, 2017 Malls All Other (1) Total Revenues $ 333,247 $ 10,810 $ 344,057 Property operating expenses (2) ( 92,932 ) ( 2,480 ) ( 95,412 ) Interest expense ( 39,408 ) ( 11 ) ( 39,419 ) Other expense ( 7 ) ( 1 ) ( 8 ) Gain on sales of real estate assets 38,247 — 38,247 Segment profit $ 239,147 $ 8,318 247,465 Depreciation and amortization expense ( 106,836 ) Interest and other income 5,485 Gain on extinguishment of debt 28,815 Loss on impairment ( 43,007 ) Net income $ 131,922 Capital expenditures (3) $ 78,865 $ 157 $ 79,022 Total Assets Malls All Other (1) Total December 31, 2019 $ 1,519,558 $ 137,555 $ 1,657,113 December 31, 2018 $ 1,697,211 $ 144,649 $ 1,841,860 (1) The All Other category includes associated centers and notes receivable. (2) Property operating expenses include property operating, real estate taxes and maintenance and repairs. (3) Amounts include acquisitions of real estate assets. Developments in progress are included in the All Other category. |
Combined Guarantor Subsidiar_31
Combined Guarantor Subsidiaries - Noncash Investing and Financing Activities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
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: Year Ended December 31, 2019 2018 2017 Additions to real estate assets accrued but not yet paid $ 8,198 $ 5,764 $ 9,777 Distribution of properties to owners 11,504 — — Lease liabilities arising from obtaining right-of-use assets 489 — — Transfer of real estate assets in settlement of mortgage debt obligation: Decrease in real estate assets ( 60,058 ) — ( 111,457 ) Decrease in mortgage and other indebtedness 115,271 — 135,366 Decrease in operating assets and liabilities 8,246 — 8,215 Decrease in intangible lease and other assets ( 1,663 ) — ( 2,938 ) |
Combined Guarantor Subsidiar_32
Combined Guarantor Subsidiaries - Quarterly Information (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Guarantor Subsidiaries | |
Condensed Financial Statements Captions [Line Items] | |
Schedule of Quarterly Information | Year Ended December 31, 2019 First Quarter Second Quarter Third Quarter Fourth Quarter Total Total revenues $ 72,991 $ 68,868 $ 69,328 $ 73,803 $ 284,990 Net income (loss) 62,109 22,775 21,036 ( 11,761 ) 94,159 Year Ended December 31, 2018 First Quarter Second Quarter Third Quarter Fourth Quarter Total Total revenues $ 80,438 $ 78,591 $ 78,655 $ 81,241 $ 318,925 Net income 29,615 27,117 27,094 29,225 113,051 |
Combined Guarantor Subsidiar_33
Combined Guarantor Subsidiaries - Organization and Basis of Presentation - Narrative (Details) - Guarantor Subsidiaries | Dec. 31, 2019USD ($)statemallassociated_centersubsidiarymortgage_note_receivablesenior_unsecured_note | Jan. 01, 2019USD ($) |
Consolidation Less Than Wholly Owned Subsidiary Parent Ownership Interest Effects Of Changes Net [Line Items] | ||
Number of states in which entity operates | state | 26 | |
Number of malls securing the credit facility | mall | 17 | |
Number of associated centers securing the credit facility | associated_center | 3 | |
Number of wholly owned subsidiaries | subsidiary | 36 | |
Number of malls not classified as collateral for the secured credit facility | mall | 5 | |
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 for the secured credit facility | mortgage_note_receivable | 4 | |
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 |
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 | |
Number of debt instruments | senior_unsecured_note | 3 |
Combined Guarantor Subsidiar_34
Combined Guarantor Subsidiaries - Organization and Basis of Presentation - Percentage of Actual Guarantor Properties Pledged as Collateral on Secured Credit (Details) - Guarantor Subsidiaries - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |||
Consolidation Less Than Wholly Owned Subsidiary Parent Ownership Interest Effects Of Changes Net [Line Items] | |||||||||||||
Assets | $ 1,657,113,000 | $ 1,841,860,000 | $ 1,657,113,000 | $ 1,841,860,000 | |||||||||
Liabilities | 300,542,000 | 437,237,000 | 300,542,000 | 437,237,000 | |||||||||
Revenue | 73,803,000 | $ 69,328,000 | $ 68,868,000 | $ 72,991,000 | 81,241,000 | $ 78,655,000 | $ 78,591,000 | $ 80,438,000 | 284,990,000 | [1] | 318,925,000 | [1] | $ 344,057,000 |
Net income | (11,761,000) | $ 21,036,000 | $ 22,775,000 | $ 62,109,000 | $ 29,225,000 | $ 27,094,000 | $ 27,117,000 | $ 29,615,000 | 94,159,000 | $ 113,051,000 | $ 131,922,000 | ||
Collateral Pledged | |||||||||||||
Consolidation Less Than Wholly Owned Subsidiary Parent Ownership Interest Effects Of Changes Net [Line Items] | |||||||||||||
Assets | 1,326,247,000 | 1,326,247,000 | |||||||||||
Liabilities | $ 41,079,000 | 41,079,000 | |||||||||||
Revenue | 222,014,000 | ||||||||||||
Net income | $ 78,134,000 | ||||||||||||
Assets | 80.00% | 80.00% | |||||||||||
Liabilities | 13.70% | 13.70% | |||||||||||
Revenue | 77.90% | ||||||||||||
Net Income | 83.00% | ||||||||||||
[1] | Sales taxes are excluded from revenues. |
Combined Guarantor Subsidiar_35
Combined Guarantor Subsidiaries - Summary of Significant Accounting Policies - Narrative (Details) - Guarantor Subsidiaries - USD ($) | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | ||
Condensed Financial Statements Captions [Line Items] | ||||
Amortization of intangible assets | $ 2,346,000 | $ 2,394,000 | $ 4,622,000 | |
Estimated total net amortization expense of intangible assets in 2020 | 1,595,000 | |||
Estimated total net amortization expense of intangible assets in 2021 | 1,204,000 | |||
Estimated total net amortization expense of intangible assets in 2022 | 984,000 | |||
Estimated total net amortization expense of intangible assets in 2023 | 672,000 | |||
Estimated total net amortization expense of intangible assets in 2024 | 612,000 | |||
Interest expense capitalized | 505,000 | 705,000 | 598,000 | |
Restricted cash related to mortgage escrows | [1] | 4,134,000 | 3,413,000 | 6,065,000 |
Restricted cash related to mortgage escrows | 7,139,000 | |||
Provision for doubtful accounts | 2,072,000 | 1,236,000 | 1,564,000 | |
Net deferred financing costs | 112,000 | 361,000 | ||
Amortization expense related to deferred financing costs | 249,000 | 264,000 | $ 399,000 | |
Accumulated amortization of deferred financing costs | 1,340,000 | $ 1,092,000 | ||
Income tax provision | $ 0 | |||
Customer Concentration Risk | Sales Revenue, Net | ||||
Condensed Financial Statements Captions [Line Items] | ||||
Concentration risk (less than) | 10.00% | |||
ASC 842 | ||||
Condensed Financial Statements Captions [Line Items] | ||||
Provision for doubtful accounts | $ 2,072,000 | |||
Building | ||||
Condensed Financial Statements Captions [Line Items] | ||||
Useful life of property, plant and equipment | 40 years | |||
Improvements | Minimum | ||||
Condensed Financial Statements Captions [Line Items] | ||||
Useful life of property, plant and equipment | 10 years | |||
Improvements | Maximum | ||||
Condensed Financial Statements Captions [Line Items] | ||||
Useful life of property, plant and equipment | 20 years | |||
Equipment and Fixtures | Minimum | ||||
Condensed Financial Statements Captions [Line Items] | ||||
Useful life of property, plant and equipment | 7 years | |||
Equipment and Fixtures | Maximum | ||||
Condensed Financial Statements Captions [Line Items] | ||||
Useful life of property, plant and equipment | 10 years | |||
[1] | Included in intangible lease assets and other assets in the combined balance sheets. |
Combined Guarantor Subsidiar_36
Combined Guarantor Subsidiaries - Summary of Significant Accounting Policies - Intangibles and Balance Sheet Classifications (Details) - Guarantor Subsidiaries - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Accounts payable and accrued liabilities: | ||
Cost | $ 27,648,000 | $ 28,942,000 |
Accumulated Amortization | (23,092,000) | (21,805,000) |
Above-market leases | ||
Intangible lease assets and other assets: | ||
Cost | 11,389,000 | 12,307,000 |
Accumulated Amortization | (10,766,000) | (11,198,000) |
In-place leases | ||
Intangible lease assets and other assets: | ||
Cost | 42,327,000 | 46,229,000 |
Accumulated Amortization | (36,821,000) | (37,381,000) |
Tenant relationships | ||
Intangible lease assets and other assets: | ||
Cost | 26,068,000 | 27,866,000 |
Accumulated Amortization | $ (4,828,000) | $ (4,880,000) |
Combined Guarantor Subsidiar_37
Combined Guarantor Subsidiaries - Revenues - Disaggregation of Revenue (Details) - Guarantor Subsidiaries - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | ||||
Disaggregation Of Revenue [Line Items] | ||||||||||||||
Rental revenues | $ 277,452,000 | [1] | $ 311,804,000 | [1] | $ 343,527,000 | |||||||||
Revenue | $ 73,803,000 | $ 69,328,000 | $ 68,868,000 | $ 72,991,000 | $ 81,241,000 | $ 78,655,000 | $ 78,591,000 | $ 80,438,000 | 284,990,000 | [2] | 318,925,000 | [2] | 344,057,000 | |
Malls | ||||||||||||||
Disaggregation Of Revenue [Line Items] | ||||||||||||||
Revenue | 274,772,000 | 308,193,000 | 333,247,000 | |||||||||||
All Other | ||||||||||||||
Disaggregation Of Revenue [Line Items] | ||||||||||||||
Revenue | [3] | 10,218,000 | 10,732,000 | $ 10,810,000 | ||||||||||
Operating expense reimbursements | ||||||||||||||
Disaggregation Of Revenue [Line Items] | ||||||||||||||
Revenues from contracts with customers (ASC 606): | [4] | 4,045,000 | 3,914,000 | |||||||||||
Operating expense reimbursements | Malls | ||||||||||||||
Disaggregation Of Revenue [Line Items] | ||||||||||||||
Revenues from contracts with customers (ASC 606): | 4,039,000 | 3,880,000 | ||||||||||||
Operating expense reimbursements | All Other | ||||||||||||||
Disaggregation Of Revenue [Line Items] | ||||||||||||||
Revenues from contracts with customers (ASC 606): | 6,000 | 34,000 | ||||||||||||
Marketing revenues | ||||||||||||||
Disaggregation Of Revenue [Line Items] | ||||||||||||||
Revenues from contracts with customers (ASC 606): | [5] | 2,760,000 | 2,673,000 | |||||||||||
Total Revenue | ||||||||||||||
Disaggregation Of Revenue [Line Items] | ||||||||||||||
Revenues from contracts with customers (ASC 606): | 6,805,000 | 6,587,000 | ||||||||||||
Other revenues | ||||||||||||||
Disaggregation Of Revenue [Line Items] | ||||||||||||||
Other revenues | $ 733,000 | $ 534,000 | ||||||||||||
[1] | Revenues from leases that commenced subsequent to December 31, 2018 are accounted for in accordance with ASC 842, Leases Leases Note 4 | |||||||||||||
[2] | Sales taxes are excluded from revenues. | |||||||||||||
[3] | The All Other category includes associated centers and notes receivable. | |||||||||||||
[4] | Includes $ 4,039 in the Malls segment and $ 6 in the All Other segment in 2019 and includes $ 3,880 in the Malls segment and $ 34 in the All Other segment in 2018. | |||||||||||||
[5] | Marketing revenues solely relate to the Malls segment for all periods presented. See description below. |
Combined Guarantor Subsidiar_38
Combined Guarantor Subsidiaries - Revenues - Narrative (Details) - Guarantor Subsidiaries | 12 Months Ended |
Dec. 31, 2019extension_option | |
Disaggregation Of Revenue [Line Items] | |
Period between increases in fixed rate of arrangements | 5 years |
Number of extension options (one or more) | 1 |
Period of extension option (50 or more years) | 50 years |
Combined Guarantor Subsidiar_39
Combined Guarantor Subsidiaries - Revenues - Remaining Performance Obligations (Details) - Guarantor Subsidiaries | Dec. 31, 2019USD ($) |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining performance obligation | $ 68,191,000 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2020-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Expected timing of satisfaction of remaining performance obligation | 5 years |
Remaining performance obligation | $ 12,895,000 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2025-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Expected timing of satisfaction of remaining performance obligation | 15 years |
Remaining performance obligation | $ 23,584,000 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2040-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Expected timing of satisfaction of remaining performance obligation | 20 years |
Remaining performance obligation | $ 31,712,000 |
Combined Guarantor Subsidiar_40
Combined Guarantor Subsidiaries - Revenues - Remaining Performance Obligations (Details1) | Dec. 31, 2019USD ($) |
Guarantor Subsidiaries | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining performance obligation | $ 68,191,000 |
Combined Guarantor Subsidiar_41
Combined Guarantor Subsidiaries - Leases - Narrative (Details) - Guarantor Subsidiaries | 12 Months Ended |
Dec. 31, 2019USD ($)ground_lease | |
Lessee Lease Description [Line Items] | |
Tenant reimbursements period related to certain capital expenditure minimum | 5 years |
Tenant reimbursements period related to certain capital expenditure maximum | 15 years |
Number of ground leases | ground_lease | 1 |
Operating lease renewal term | 5 years |
Lease expense | $ | $ 41,000 |
Combined Guarantor Subsidiar_42
Combined Guarantor Subsidiaries - Leases - Components of Rental Revenue (Details) - Guarantor Subsidiaries - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Lessor Lease Description [Line Items] | |||
Fixed lease payments | $ 229,507,000 | $ 261,090,000 | $ 291,144,000 |
Variable lease payments | 47,945,000 | 50,714,000 | 52,383,000 |
Total rental revenues | $ 277,452,000 | $ 311,804,000 | $ 343,527,000 |
Combined Guarantor Subsidiar_43
Combined Guarantor Subsidiaries - Leases - Future Minimum Lease Payments to be Received (Details) - Guarantor Subsidiaries - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Condensed Financial Statements Captions [Line Items] | ||
2020 | $ 194,258,000 | |
2021 | 174,409,000 | |
2022 | 144,230,000 | |
2023 | 121,773,000 | |
2024 | 95,661,000 | |
Thereafter | 234,711,000 | |
Total undiscounted lease payments | $ 965,042,000 | |
2019 | $ 184,923,000 | |
2020 | 154,944,000 | |
2021 | 133,093,000 | |
2022 | 107,092,000 | |
2023 | 86,957,000 | |
Thereafter | 193,324,000 | |
Total | $ 860,333,000 |
Combined Guarantor Subsidiar_44
Combined Guarantor Subsidiaries - Leases - Right-of-Use Asset and Lease Liability Activity (Details) - Guarantor Subsidiaries | 12 Months Ended |
Dec. 31, 2019USD ($) | |
ROU Asset | |
Balance at beginning of period | $ 493,000 |
Cash reduction | (10,000) |
Noncash increase | 6,000 |
Balance at end of period | 489,000 |
Lease Liability | |
Balance at beginning of period | 490,000 |
Cash reduction | (10,000) |
Noncash increase | 9,000 |
Balance at end of period | $ 489,000 |
Combined Guarantor Subsidiar_45
Combined Guarantor Subsidiaries - Leases - Maturities of Operating Lease Payments (Details) - Guarantor Subsidiaries - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Condensed Financial Statements Captions [Line Items] | ||
2020 | $ 41,000 | |
2021 | 41,000 | |
2022 | 41,000 | |
2023 | 41,000 | |
2024 | 41,000 | |
Thereafter | 1,951,000 | |
Total undiscounted lease payments | 2,156,000 | |
Less imputed interest | (1,667,000) | |
Lease Liability | $ 489,000 | $ 490,000 |
2019 | 41,000 | |
2020 | 41,000 | |
2021 | 41,000 | |
2022 | 41,000 | |
2023 | 41,000 | |
Thereafter | 1,990,000 | |
Total | $ 2,195,000 |
Combined Guarantor Subsidiar_46
Combined Guarantor Subsidiaries - Fair Value Measurements - Narrative (Details) - Guarantor Subsidiaries | 12 Months Ended | ||
Dec. 31, 2019USD ($)mall | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($)mall | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of long-term debt | $ 202,772,000 | $ 319,222,000 | |
Loss on impairment | $ 60,170,000 | $ 0 | $ 43,007,000 |
Number of malls with impairment | mall | 2 | 1 |
Combined Guarantor Subsidiar_47
Combined Guarantor Subsidiaries - Fair Value Measurements - Assets Measured at Fair Value on Nonrecurring Basis (Details) - Guarantor Subsidiaries - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Long-lived assets | $ 95,300,000 | $ 67,300,000 | |
Long-lived assets | 60,170,000 | $ 0 | 43,007,000 |
Significant Unobservable Inputs (Level 3) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Long-lived assets | $ 95,300,000 | $ 67,300,000 |
Combined Guarantor Subsidiar_48
Combined Guarantor Subsidiaries - Fair Value Measurements - Impairment of Real Estate Properties (Details) - Guarantor Subsidiaries | 12 Months Ended | ||
Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Loss on impairment | $ 60,170,000 | $ 0 | $ 43,007,000 |
Long-lived assets | 95,300,000 | 67,300,000 | |
Malls | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Loss on impairment | 60,170,000 | ||
Long-lived assets | 95,300,000 | ||
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 | ||
Greenbrier Mall | Malls | Measurement Input, Expected Term | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Holding period | 10 years | ||
Greenbrier Mall | Malls | Cap Rate | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value measurement input (as a percent) | 11 | ||
Greenbrier Mall | Malls | Discount Rate | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value measurement input (as a percent) | 11.5 | ||
Park Plaza Mall | Malls | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Loss on impairment | $ 37,400,000 | ||
Long-lived assets | $ 39,000,000 | ||
Park Plaza Mall | Malls | Measurement Input, Expected Term | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Holding period | 10 years | ||
Park Plaza Mall | Malls | Cap Rate | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value measurement input (as a percent) | 15 | ||
Park Plaza Mall | Malls | Discount Rate | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value measurement input (as a percent) | 14 | ||
Acadiana Mall | Malls | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Loss on impairment | 43,007,000 | ||
Long-lived assets | $ 67,300,000 | ||
Acadiana Mall | Malls | Measurement Input, Expected Term | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Holding period | 10 years | ||
Acadiana Mall | Malls | Cap Rate | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value measurement input (as a percent) | 15.5 | ||
Acadiana Mall | Malls | Discount Rate | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value measurement input (as a percent) | 15.75 |
Combined Guarantor Subsidiar_49
Combined Guarantor Subsidiaries - Acquisitions - Narrative (Details) - Guarantor Subsidiaries | 1 Months Ended | 12 Months Ended | ||
Feb. 28, 2018USD ($) | Dec. 31, 2019USD ($)store | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
Business Acquisition [Line Items] | ||||
Payments to acquire real estate | $ 8,453,000 | $ 3,301,000 | $ 0 | |
Mall Del Norte - Outparcels Location | ||||
Business Acquisition [Line Items] | ||||
Payments to acquire real estate | $ 8,453,000 | |||
Number of locations purchased | store | 3 | |||
Westmoreland Mall - Bon-Ton Location | ||||
Business Acquisition [Line Items] | ||||
Payments to acquire real estate | $ 3,250,000 |
Combined Guarantor Subsidiar_50
Combined Guarantor Subsidiaries - Dispositions - Summary of Disposition (Details) - Guarantor Subsidiaries - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Gain on extinguishment of debt | $ 61,796,000 | $ 0 | $ 28,815,000 |
Loss on impairment | 60,170,000 | $ 0 | 43,007,000 |
Acadiana Mall | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Loss on impairment | $ 43,007,000 | ||
Malls | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Loss on impairment | 60,170,000 | ||
Non-recourse loans on operating properties | Malls | Acadiana Mall | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Balance of Non-recourse Debt | 119,760,000 | ||
Gain on extinguishment of debt | $ 61,796,000 |
Combined Guarantor Subsidiar_51
Combined Guarantor Subsidiaries - Dispositions - Narrative (Details) - Guarantor Subsidiaries | 12 Months Ended | ||
Dec. 31, 2019USD ($)outparcel | Dec. 31, 2018USD ($)outparcel | Dec. 31, 2017USD ($)outparcel | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Gain (loss) on sales of real estate assets | $ | $ 22,000 | $ 2,406,000 | $ 38,247,000 |
Number of outparcels sold | outparcel | 5 | 18 | |
CBL Management | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Gain (loss) on sales of real estate assets | $ | $ 28,894,000 | ||
Number of outparcels sold | outparcel | 13 |
Combined Guarantor Subsidiar_52
Combined Guarantor Subsidiaries - Mortgage Notes Payable, Net - Net Mortgage Notes Payable (Details) - Guarantor Subsidiaries - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 | |
Debt Instrument [Line Items] | |||
Unamortized deferred financing costs | $ (112,000) | $ (361,000) | |
Total mortgage notes payable, net | 249,879,000 | 377,996,000 | |
Mortgages | |||
Debt Instrument [Line Items] | |||
Mortgage notes payable | $ 249,991,000 | 378,357,000 | |
Weighted-average interest rate (as a percent) | [1] | 5.23% | |
Acadiana Mall | Mortgages | |||
Debt Instrument [Line Items] | |||
Mortgage notes payable | [2] | 119,760,000 | |
Weighted-average interest rate (as a percent) | [1],[2] | 5.67% | |
Greenbrier Mall | Mortgages | |||
Debt Instrument [Line Items] | |||
Mortgage notes payable | [3] | $ 64,801,000 | 68,101,000 |
Weighted-average interest rate (as a percent) | [1],[3] | 5.41% | |
Park Plaza Mall | Mortgages | |||
Debt Instrument [Line Items] | |||
Mortgage notes payable | $ 78,339,000 | 81,287,000 | |
Weighted-average interest rate (as a percent) | [1] | 5.28% | |
Arbor Place | Mortgages | |||
Debt Instrument [Line Items] | |||
Mortgage notes payable | $ 106,851,000 | $ 109,209,000 | |
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] | See Note 7 | ||
[3] | The non-recourse loan is in default. |
Combined Guarantor Subsidiar_53
Combined Guarantor Subsidiaries - Mortgage Notes Payable, Net - Narrative (Details) - Guarantor Subsidiaries - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Jan. 01, 2018 | |
Debt Instrument [Line Items] | |||
Weighted-average maturity period | 1 year 4 months 24 days | 1 year 1 month 6 days | |
Mortgages | |||
Debt Instrument [Line Items] | |||
Total Outstanding | $ 37,295,000 | ||
Interest rate (as a percent) | 5.75% |
Combined Guarantor Subsidiar_54
Combined Guarantor Subsidiaries - Mortgage Notes Payable, Net - Scheduled Principal Amortization and Balloon Payments (Details) - Guarantor Subsidiaries - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Condensed Financial Statements Captions [Line Items] | ||
2020 | $ 5,574,000 | |
2021 | 77,844,000 | |
2022 | 101,772,000 | |
Long-term Debt, Gross | 185,190,000 | |
Unamortized deferred financing costs | (112,000) | $ (361,000) |
Principal balance of loan secured by Greenbrier Mall | 64,801,000 | |
Total mortgage notes payable, net | $ 249,879,000 | $ 377,996,000 |
Combined Guarantor Subsidiar_55
Combined Guarantor Subsidiaries - Mortgage and Other Notes Receivable - Summary (Details) - Guarantor Subsidiaries - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | ||
Mortgage and Other Notes Receivable [Line Items] | |||
Balance | $ 75,016,000 | $ 76,747,000 | |
Mortgage Receivable | |||
Mortgage and Other Notes Receivable [Line Items] | |||
Balance | $ 73,786,000 | $ 75,517,000 | |
Mortgage Receivable | The Promenade | |||
Mortgage and Other Notes Receivable [Line Items] | |||
Maturity Date | [1] | 2020-06 | |
Interest Rate (as a percent) | [1] | 5.00% | 5.00% |
Balance | [1] | $ 47,514,000 | $ 47,514,000 |
Mortgage Receivable | Hamilton Corner | |||
Mortgage and Other Notes Receivable [Line Items] | |||
Maturity Date | [1],[2] | 2020-02 | |
Interest Rate (as a percent) | [1],[2] | 5.67% | 5.67% |
Balance | [1],[2] | $ 14,295,000 | $ 14,295,000 |
Mortgage Receivable | The Terrace | |||
Mortgage and Other Notes Receivable [Line Items] | |||
Maturity Date | [1] | 2020-06 | |
Interest Rate (as a percent) | [1] | 7.25% | |
Balance | [1] | $ 11,977,000 | |
Mortgage Receivable | Forum at Grandview | |||
Mortgage and Other Notes Receivable [Line Items] | |||
Maturity Date | [1],[3] | 2023-09 | |
Interest Rate (as a percent) | [1],[3] | 5.25% | 5.25% |
Balance | [1],[3] | $ 12,400,000 | |
Mortgage Receivable | Village Square | |||
Mortgage and Other Notes Receivable [Line Items] | |||
Maturity Date | [4] | 2019-09 | |
Interest Rate (as a percent) | [4] | 4.00% | |
Balance | [4] | $ 1,308,000 | |
Other Notes Receivable | |||
Mortgage and Other Notes Receivable [Line Items] | |||
Balance | $ 75,016,000 | $ 76,747,000 | |
Other Notes Receivable | Community improvement district | |||
Mortgage and Other Notes Receivable [Line Items] | |||
Maturity Date | 2028-08 | ||
Interest Rate (as a percent) | 6.75% | 7.50% | |
Balance | $ 1,230,000 | $ 1,230,000 | |
[1] | (1) The mortgaged property is owned by an entity that is controlled by the Operating Partnership and included in the Operating Partnership’s consolidated financial statements. The mortgage note receivable is interest only. | ||
[2] | (2) The note was amended subsequent to December 31, 2019 to extend the maturity date. See Note 15 for additional information. | ||
[3] | (3) The property was sold in July 2019. | ||
[4] | (4) The note was retired in 2019 |
Combined Guarantor Subsidiar_56
Combined Guarantor Subsidiaries - Related Party Transactions - Narrative (Details) - Guarantor Subsidiaries - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Condensed Financial Statements, Captions [Line Items] | |||
Notes receivable with entities under common control | $ 75,016,000 | $ 76,747,000 | |
Other Notes Receivable | |||
Condensed Financial Statements, Captions [Line Items] | |||
Notes receivable with entities under common control | 75,016,000 | 76,747,000 | |
CBL Management | |||
Condensed Financial Statements, Captions [Line Items] | |||
Management fee expense | 5,884,000 | 6,022,000 | $ 6,322,000 |
Amounts payable for management fees | 394,000 | 176,000 | |
Notes receivable with entities under common control | 73,786,000 | 74,209,000 | |
CBL Management | Other Notes Receivable | |||
Condensed Financial Statements, Captions [Line Items] | |||
Interest Income, Related Party | $ 3,566,000 | $ 6,853,000 | $ 5,179,000 |
CBL Management | Minimum | |||
Condensed Financial Statements, Captions [Line Items] | |||
Management fee (as a percent) | 2.50% | ||
CBL Management | Maximum | |||
Condensed Financial Statements, Captions [Line Items] | |||
Management fee (as a percent) | 3.50% |
Combined Guarantor Subsidiar_57
Combined Guarantor Subsidiaries - Segment Information - Summary (Details) - Guarantor Subsidiaries - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | ||||
Segment Reporting Information [Line Items] | ||||||||||||||
Revenue | $ 73,803,000 | $ 69,328,000 | $ 68,868,000 | $ 72,991,000 | $ 81,241,000 | $ 78,655,000 | $ 78,591,000 | $ 80,438,000 | $ 284,990,000 | [1] | $ 318,925,000 | [1] | $ 344,057,000 | |
Property operating expenses | [2] | (86,450,000) | (92,680,000) | (95,412,000) | ||||||||||
Interest expense | (15,246,000) | (24,668,000) | (39,419,000) | |||||||||||
Other | (640,000) | (41,000) | (8,000) | |||||||||||
Gain on sales of real estate assets | 22,000 | 2,406,000 | 38,247,000 | |||||||||||
Segment profit | 182,676,000 | 203,942,000 | 247,465,000 | |||||||||||
Depreciation and amortization | (94,221,000) | (97,929,000) | (106,836,000) | |||||||||||
Interest and other income | 4,078,000 | 7,038,000 | 5,485,000 | |||||||||||
Gain on extinguishment of debt | 61,796,000 | 0 | 28,815,000 | |||||||||||
Loss on impairment | (60,170,000) | 0 | (43,007,000) | |||||||||||
Net income | 94,159,000 | 113,051,000 | 131,922,000 | |||||||||||
Capital expenditures | [3] | 37,984,000 | 36,577,000 | 79,022,000 | ||||||||||
Assets | 1,657,113,000 | 1,841,860,000 | 1,657,113,000 | 1,841,860,000 | ||||||||||
Malls | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Revenue | 274,772,000 | 308,193,000 | 333,247,000 | |||||||||||
Property operating expenses | [2] | (84,273,000) | (90,047,000) | (92,932,000) | ||||||||||
Interest expense | (15,246,000) | (24,668,000) | (39,408,000) | |||||||||||
Other | (638,000) | (41,000) | (7,000) | |||||||||||
Gain on sales of real estate assets | 22,000 | 2,406,000 | 38,247,000 | |||||||||||
Segment profit | 174,637,000 | 195,843,000 | 239,147,000 | |||||||||||
Capital expenditures | [3] | 37,120,000 | 35,966,000 | 78,865,000 | ||||||||||
Assets | 1,519,558,000 | 1,697,211,000 | 1,519,558,000 | 1,697,211,000 | ||||||||||
All Other | ||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||
Revenue | [4] | 10,218,000 | 10,732,000 | 10,810,000 | ||||||||||
Property operating expenses | [2],[4] | (2,177,000) | (2,633,000) | (2,480,000) | ||||||||||
Interest expense | [4] | (11,000) | ||||||||||||
Other | [4] | (2,000) | (1,000) | |||||||||||
Segment profit | [4] | 8,039,000 | 8,099,000 | 8,318,000 | ||||||||||
Capital expenditures | [3],[4] | 864,000 | 611,000 | $ 157,000 | ||||||||||
Assets | [4] | $ 137,555,000 | $ 144,649,000 | $ 137,555,000 | $ 144,649,000 | |||||||||
[1] | Sales taxes are excluded from revenues. | |||||||||||||
[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. | |||||||||||||
[4] | The All Other category includes associated centers and notes receivable. |
Combined Guarantor Subsidiar_58
Combined Guarantor Subsidiaries - Contingencies - Narrative (Details) - Guarantor Subsidiaries | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Condensed Financial Statements Captions [Line Items] | |
Environmental liability insurance, maximum coverage per incident (up to) | $ 10,000,000 |
Environmental liability insurance, annual coverage limit (up to) | $ 50,000,000 |
Combined Guarantor Subsidiar_59
Combined Guarantor Subsidiaries - Noncash Investing and Financing Activities - Summary (Details) - Guarantor Subsidiaries - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Real Estate Investments, Net [Abstract] | |||
Additions to real estate assets accrued but not yet paid | $ 8,198,000 | $ 5,764,000 | $ 9,777,000 |
Distribution of properties to owners | 11,504,000 | 0 | |
Lease liabilities arising from obtaining right-of-use assets | 489,000 | 490,000 | |
Transfer of real estate assets in settlement of mortgage debt obligation: | |||
Decrease in real estate assets | (60,058,000) | 0 | (111,457,000) |
Decrease in mortgage and other indebtedness | 115,271,000 | 0 | 135,366,000 |
Decrease in operating assets and liabilities | 8,246,000 | 0 | 8,215,000 |
Decrease in intangible lease and other assets | $ (1,663,000) | $ 0 | $ (2,938,000) |
Combined Guarantor Subsidiar_60
Combined Guarantor Subsidiaries - Quarterly Information - Summary (Details) - Guarantor Subsidiaries - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |||
Revenue | $ 73,803,000 | $ 69,328,000 | $ 68,868,000 | $ 72,991,000 | $ 81,241,000 | $ 78,655,000 | $ 78,591,000 | $ 80,438,000 | $ 284,990,000 | [1] | $ 318,925,000 | [1] | $ 344,057,000 |
Net income (loss) | $ (11,761,000) | $ 21,036,000 | $ 22,775,000 | $ 62,109,000 | $ 29,225,000 | $ 27,094,000 | $ 27,117,000 | $ 29,615,000 | $ 94,159,000 | $ 113,051,000 | $ 131,922,000 | ||
[1] | Sales taxes are excluded from revenues. |
Combined Guarantor Subsidiar_61
Combined Guarantor Subsidiaries - Subsequent Events - Narrative (Details) | 1 Months Ended |
Feb. 29, 2020 | |
Subsequent Event | Guarantor Subsidiaries | |
Subsequent Event [Line Items] | |
Maturity Date | 2020-08 |