Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2022 | May 10, 2022 | |
Cover [Abstract] | ||
Entity Central Index Key | 0000910612 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2022 | |
Document Transition Report | false | |
Entity File Number | 1-12494 | |
Entity Registrant Name | CBL & ASSOCIATES PROPERTIES, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 62-1545718 | |
Entity Address, Address Line One | 2030 Hamilton Place Blvd. | |
Entity Address, Address Line Two | Suite 500 | |
Entity Address, City or Town | Chattanooga | |
Entity Address, State or Province | TN | |
Entity Address, Postal Zip Code | 37421 | |
City Area Code | 423 | |
Local Phone Number | 855-0001 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Title of 12(b) Security | Common Stock, $0.001 par value | |
Trading Symbol | CBL | |
Security Exchange Name | NYSE | |
Entity Common Stock, Shares Outstanding | 31,814,178 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 | |
Real estate assets: | |||
Land | [1] | $ 594,355 | $ 599,283 |
Buildings and improvements | [1] | 1,161,414 | 1,173,106 |
Real estate assets | [1] | 1,755,769 | 1,772,389 |
Accumulated depreciation | [1] | (49,188) | (19,939) |
Real estate investment property, net, before developments in progress | [1] | 1,706,581 | 1,752,450 |
Developments in progress | [1] | 18,493 | 16,665 |
Net investment in real estate assets | [1] | 1,725,074 | 1,769,115 |
Cash and cash equivalents | [1] | 185,744 | 169,554 |
Available-for-sale securities - at fair value (amortized cost of $149,936 and $149,999 as of March 31, 2022 and December 31, 2021, respectively) | [1] | 149,975 | 149,996 |
Receivables: | |||
Tenant | [1] | 21,818 | 25,190 |
Other | [1] | 5,356 | 4,793 |
Investments in unconsolidated affiliates | [1] | 100,685 | 103,655 |
In-place leases, net | [1] | 341,152 | 384,705 |
Above market leases, net | [1] | 216,648 | 234,286 |
Intangible lease assets and other assets | [1] | 102,872 | 104,685 |
Total assets | [1] | 2,849,324 | 2,945,979 |
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY | |||
Mortgage and other indebtedness, net | 1,639,469 | 1,813,209 | |
Below market leases, net | 141,388 | 151,871 | |
Accounts payable and accrued liabilities | 159,531 | 184,404 | |
Total liabilities | 2,335,981 | 2,544,879 | |
Common stock, $.001 par value, 200,000,000 shares authorized, 31,807,511 and 20,774,716 issued and outstanding in 2022 and 2021, respectively | 32 | 21 | |
Shareholders' equity: | |||
Additional paid-in capital | 702,996 | 547,726 | |
Accumulated other comprehensive income (loss) | 39 | (3) | |
Accumulated deficit | (192,267) | (151,545) | |
Total shareholders' equity | 510,800 | 396,199 | |
Noncontrolling interests | 2,543 | 4,901 | |
Total equity | 513,343 | 401,100 | |
Total liabilities, redeemable noncontrolling interests and equity | 2,849,324 | 2,945,979 | |
Senior Notes | |||
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY | |||
10% senior secured notes - at fair value (carrying amount of $395,000 as of March 31, 2022 and December 31, 2021, respectively) | $ 395,593 | $ 395,395 | |
[1] | As of March 31, 2022, includes $254,237 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $142,132 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 7 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 | |
Available-for-sale securities, amortized cost | $ 149,936 | $ 149,999 | |
Fair value carrying amount | $ 2,054,513 | ||
Common stock, par value (USD per share) | $ 0.001 | $ 0.001 | |
Common stock authorized (shares) | 200,000,000 | 200,000,000 | |
Common stock issued (shares) | 31,807,511 | 20,774,716 | |
Common stock outstanding (shares) | 31,807,511 | 20,774,716 | |
Variable interest asset entities | [1] | $ 2,849,324 | $ 2,945,979 |
Variable interest liability entities | 2,335,981 | 2,544,879 | |
Variable Interest Entity Primary Beneficiary | |||
Variable interest asset entities | 254,237 | ||
Variable Interest Entity Primary Beneficiary | Nonrecourse | |||
Variable interest liability entities | 142,132 | ||
10% Senior Secured Notes | |||
Fair value carrying amount | $ 395,000 | $ 395,000 | |
[1] | As of March 31, 2022, includes $254,237 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $142,132 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 7 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
REVENUES: | |||
Rental revenues | $ 135,332 | $ 128,175 | |
Management, development and leasing fees | 1,769 | 1,659 | |
Other | 3,001 | 3,350 | |
Total revenues | [1] | 140,102 | 133,184 |
EXPENSES: | |||
Property operating | (23,344) | (21,802) | |
Depreciation and amortization | (68,943) | (48,112) | |
Real estate taxes | (14,435) | (16,551) | |
Maintenance and repairs | (10,566) | (10,781) | |
General and administrative | (18,074) | (12,612) | |
Loss on impairment | (57,182) | ||
Litigation settlement | 81 | 858 | |
Total expenses | (135,281) | (166,182) | |
OTHER INCOME (EXPENSES): | |||
Interest and other income | 155 | 776 | |
Interest expense | (90,659) | (24,130) | |
Gain on deconsolidation | 36,250 | 55,131 | |
Gain (loss) on sales of real estate assets | 16 | (299) | |
Reorganization items, net | (1,571) | (22,933) | |
Income tax provision | (801) | (751) | |
Equity in earnings (losses) of unconsolidated affiliates | 8,566 | (3,076) | |
Total other income (expenses) | (48,044) | 4,718 | |
Net loss | (43,223) | (28,280) | |
Net loss attributable to noncontrolling interests in: | |||
Operating Partnership | 15 | 698 | |
Other consolidated subsidiaries | 2,486 | 819 | |
Net loss attributable to common shareholders | $ (40,722) | $ (26,763) | |
Basic and diluted per share data attributable to common shareholders: | |||
Net loss attributable to common shareholders | $ (1.45) | $ (0.14) | |
Weighted-average common and potential dilutive common shares outstanding | 27,998 | 196,509 | |
[1] | Management, development and leasing fees are included in All Other category. See Note 3 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Net loss | $ (43,223) | $ (28,280) |
Other comprehensive loss: | ||
Unrealized gain on available-for-sale securities | 42 | 21 |
Comprehensive loss | (43,181) | (28,259) |
Comprehensive loss attributable to noncontrolling interests in: | ||
Operating Partnership | 15 | 698 |
Other consolidated subsidiaries | 2,486 | 819 |
Comprehensive loss attributable to the Company: | $ (40,680) | $ (26,742) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Equity - USD ($) $ in Thousands | Total | Redeemable Noncontrolling Interests | Preferred Stock | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Dividends in Excess of Cumulative Earnings | Total Shareholders' Equity | Noncontrolling Interests |
Beginning balance at Dec. 31, 2020 | $ 534,297 | $ 25 | $ 1,966 | $ 1,986,269 | $ 18 | $ (1,456,435) | $ 531,843 | $ 2,454 | |
Beginning balance of redeemable noncontrolling partnership interests at Dec. 31, 2020 | $ (265) | ||||||||
Net loss | (28,067) | (26,763) | (26,763) | (1,304) | |||||
Net loss | (213) | ||||||||
Other comprehensive income (loss) | 3 | 3 | 3 | ||||||
Cancellation of shares of restricted common stock | (1) | (1) | (1) | ||||||
Amortization of deferred compensation | 304 | 304 | 304 | ||||||
Performance stock units | 93 | 93 | 93 | ||||||
Distributions to noncontrolling interests | (11) | (11) | |||||||
Ending balance at Mar. 31, 2021 | 506,618 | $ 25 | 1,965 | 1,986,666 | 21 | (1,483,198) | 505,479 | 1,139 | |
Ending balance of redeemable noncontrolling partnership interests at Mar. 31, 2021 | $ (478) | ||||||||
Beginning balance at Dec. 31, 2021 | 401,100 | 21 | 547,726 | (3) | (151,545) | 396,199 | 4,901 | ||
Net loss | (43,223) | (40,722) | (40,722) | (2,501) | |||||
Other comprehensive income (loss) | 42 | 42 | 42 | ||||||
Shared-based compensation expense | 2,743 | 2,743 | 2,743 | ||||||
Conversion of exchangeable notes into shares of common stock | 152,538 | 11 | 152,527 | 152,538 | |||||
Contributions from noncontrolling interests | 143 | 143 | |||||||
Ending balance at Mar. 31, 2022 | $ 513,343 | $ 32 | $ 702,996 | $ 39 | $ (192,267) | $ 510,800 | $ 2,543 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Equity (Parenthetical) - shares | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Statement Of Stockholders Equity [Abstract] | ||
Cancellation of restricted common stock (shares) | 111,139 | |
Conversion of exchangeable notes into shares of common stock (shares) | 10,982,795 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows $ in Thousands | 3 Months Ended | |||
Mar. 31, 2022USD ($) | Mar. 31, 2021USD ($) | |||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||
Net loss | $ (43,223) | $ (28,280) | ||
Adjustments to reconcile net loss to net cash provided by operating activities: | ||||
Depreciation and amortization | 68,943 | 48,112 | ||
Net amortization of deferred financing costs and debt discounts | 63,655 | 923 | ||
Net amortization of intangible lease assets and liabilities | 6,323 | 58 | ||
(Gain) loss on sales of real estate assets | (16) | 299 | ||
Gain on deconsolidation | (36,250) | (55,131) | ||
Share-based compensation expense | 2,743 | 395 | ||
Loss on impairment | 57,182 | |||
Equity in (earnings) losses of unconsolidated affiliates | (8,566) | 3,076 | ||
Distributions of earnings from unconsolidated affiliates | 7,840 | 2,566 | ||
Change in estimate of uncollectable revenues | (737) | 6,486 | ||
Change in deferred tax accounts | (67) | |||
Changes in: | ||||
Tenant and other receivables | 3,305 | 11,017 | ||
Other assets | (5,114) | (8,115) | ||
Accounts payable and accrued liabilities | (16,407) | 24,181 | ||
Net cash provided by operating activities | 42,429 | 62,769 | ||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||
Additions to real estate assets | (5,762) | (6,865) | ||
Proceeds from sales of real estate assets | 16 | 2,510 | ||
Purchases of available-for-sale securities | (149,936) | (136,392) | ||
Redemptions of available-for-sale securities | 149,998 | 135,987 | ||
Payments received on mortgage and other notes receivable | 13 | 224 | ||
Additional investments in and advances to unconsolidated affiliates | (997) | 57 | ||
Distributions in excess of equity in earnings of unconsolidated affiliates | 4,697 | 2,279 | ||
Changes in other assets | (471) | (364) | ||
Net cash used in investing activities | (2,442) | (2,564) | ||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||
Principal payments on mortgage and other indebtedness | (29,500) | (13,732) | ||
Additions to deferred financing costs | (1,668) | (16) | ||
Contributions from noncontrolling interests | 143 | |||
Payment of tax withholdings for restricted stock awards | (1) | |||
Distributions to noncontrolling interests | (11) | |||
Net cash used in financing activities | (31,025) | (13,760) | ||
NET CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | 8,962 | 46,445 | ||
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, beginning of period | 236,198 | 121,713 | ||
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period | 245,160 | 168,158 | ||
Reconciliation from condensed consolidated statements of cash flows to condensed consolidated balance sheets: | ||||
Cash and cash equivalents | 185,744 | [1] | 84,646 | |
Restricted cash (1): | ||||
Restricted cash | 28,678 | [2] | 61,146 | [2] |
Mortgage escrows | 30,738 | [2] | 22,366 | [2] |
SUPPLEMENTAL INFORMATION: | ||||
Cash paid for interest, net of amounts capitalized | 21,453 | 14,055 | ||
Cash paid for reorganization items | $ 3,156 | $ 12,044 | ||
[1] | As of March 31, 2022, includes $254,237 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $142,132 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 7 | |||
[2] | Included in intangible lease assets and other assets in the condensed consolidated balance sheets |
Organization and Basis of Prese
Organization and Basis of Presentation | 3 Months Ended |
Mar. 31, 2022 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
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, outlet centers, lifestyle centers, open-air centers, office buildings and other properties, including single-tenant and multi-tenant parcels. Its properties are located in 24 states, but are primarily in the southeastern and midwestern United States. CBL conducts substantially all its business through CBL & Associates Limited Partnership (the “Operating Partnership”), which is a variable interest entity ("VIE"). The Operating Partnership consolidates the financial statements of all entities in which it has a controlling financial interest or where it is the primary beneficiary of a VIE. As of March 31, 2022, the Operating Partnership owned interests in the following properties: Malls (1) Outlet Centers (1) Lifestyle Centers (1) Open-Air Centers (2) Other (2) (3) Total Consolidated Properties 41 2 4 21 4 72 Unconsolidated Properties (4) 9 3 1 8 1 22 Total 50 5 5 29 5 94 (1) The Company has aggregated malls, outlet centers and lifestyle centers into one reportable segment, the Malls category, because they have similar economic characteristics and they provide similar products and services to similar types of, and in many cases, the same tenants. (2) Included in “All Other” for purposes of segment reporting. (3) CBL's two consolidated corporate office buildings are included in the Other category. (4) The Operating Partnership accounts for these investments using the equity method because one or more of the other partners have substantive participating rights. CBL is the 100% owner of two qualified REIT subsidiaries, CBL Holdings I, Inc. and CBL Holdings II, Inc. As of March 31, 2022, CBL Holdings I, Inc., the sole general partner of the Operating Partnership, owned a 1.0% general partner interest in the Operating Partnership and CBL Holdings II, Inc. owned a 98.9% limited partner interest for a combined interest held by CBL of 99.9%. As of March 31, 2022, third parties owned a 0.1% limited partner interest in the Operating Partnership. As used herein, the term "Company" includes CBL & Associates Properties, Inc. and its subsidiaries, including CBL & Associates Limited Partnership and its subsidiaries, unless the context indicates otherwise. The term "Operating Partnership" refers to CBL & Associates Limited Partnership and its subsidiaries. The Operating Partnership conducts the Company's property management and development activities through its wholly owned subsidiary, CBL & Associates Management, Inc. (the “Management Company"), to comply with certain requirements of the Internal Revenue Code. The accompanying condensed consolidated financial statements are unaudited; however, they have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in conjunction with the rules and regulations of the Securities and Exchange Commission ("SEC"). Accordingly, they do not include all the disclosures required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting solely of normal recurring matters) necessary for a fair presentation of the financial statements for these interim periods have been included. All intercompany transactions have been eliminated. The results for the interim period ended March 31, 2022 are not necessarily indicative of the results to be obtained for the full fiscal year. Fresh Start Accounting and Reorganizations Upon the Company’s emergence from the Chapter 11 Cases (defined below), the Company adopted fresh start accounting, which resulted in a new basis of accounting and the Company becoming a new entity for financial reporting purposes. As a result of the application of fresh start accounting and the effects of the implementation of the third amended joint chapter 11 plan of CBL & Associates Properties, Inc. and its affiliated debtors (with technical modifications) (as modified at Docket No. 1521) (the “Plan”), the condensed consolidated financial statements after November 1, 2021 (the “Effective Date”) are not comparable with the condensed consolidated financial statements on or before that date. During the Predecessor period, the Company applied Accounting Standards Codification (“ASC”) 852 - Reorganizations (“ASC 852”) in preparing the condensed consolidated financial statements. ASC 852 requires the financial statements, for periods subsequent to the commencement of the Chapter 11 Cases, to distinguish transactions and events that are directly associated with the reorganization from the ongoing operations of the business. As a result, the Company classified all expenses, gains and losses that were incurred as a result of the Chapter 11 proceedings since filing as “Reorganization items, net” in the Predecessor Company’s condensed consolidated statements of operations . Liquidity and Loan Defaults In accordance with the accounting guidance related to the presentation of financial statements, when preparing financial statements for each annual and interim reporting period, management evaluates whether there are conditions or events that, when considered in the aggregate, raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. In making its assessment, management considered the Company’s current financial condition and liquidity sources. As of March 31, 2022, the Company had $1.15 billion of property-level debt and related obligations maturing or callable within the next 12 months from the issuance of the financial statements. Subsequent to March 31, 2022 and through the issuance of the financial statements, the Company obtained certain waivers and/or refinanced and extended the maturity dates for $0.2 billion of mortgage debt obligations. Accordingly, the Company still had $0.9 billion of property-level debt and related obligations maturing or callable within the next 12 months from the issuance of the financial statements, including $474 million reported within mortgage debt payable and $474 million related to unconsolidated affiliates, a portion of which is guaranteed by the Company as disclosed in Note 11 Management intends to refinance and/or extend the maturity dates for such mortgage notes payable. In such instances where a refinancing and/or extension of maturity dates is unsuccessful the Company will repay certain of the mortgage notes based on the availability of liquidity and convey certain properties to the lender to satisfy the debt obligation. As a result, the Company has concluded that management’s plans are probable of being achieved to alleviate substantial doubt about the Company’s ability to continue as a going concern. The Company has prepared its financial statements in conformity with accounting principles generally accepted in the United States of America applicable to a going concern. The financial statements do not reflect any adjustments related to the recoverability of assets and satisfaction of liabilities that might be necessary should the Company be unable to continue as a going concern. Reclassifications The Successor Company reclassified mortgage and other notes receivable of $384 into other receivables for the year ended December 31, 2021. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2 – Summary of Significant Accounting Policies Accounting Guidance Not Yet Adopted Description Expected Adoption Date & Application Method Financial Statement Effect and Other Information Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform On March 12, 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848) - Facilitation of the Effects of Reference Rate Reform on Financial Reporting Accounts Receivable Receivables include amounts billed and currently due from tenants pursuant to lease agreements and receivables attributable to straight-line rents associated with those lease agreements. Individual leases where the collection of rents is in dispute are assessed for collectability based on management’s best estimate of collection considering the anticipated outcome of the dispute. Individual leases that are not in dispute are assessed for collectability and upon the determination that the collection of rents over the remaining lease term is not probable, accounts receivable are reduced as an adjustment to rental revenues. Revenue from leases where collection is deemed to be less than probable is recorded on a cash basis until collectability is determined to be probable. Further, management assesses whether operating lease receivables, at a portfolio level, are appropriately valued based upon an analysis of balances outstanding, historical collection levels and current economic trends. An allowance for the uncollectable portion of the portfolio is recorded as an adjustment to rental revenues. Management’s estimate of the collectability of accounts receivable from tenants is based on the best information available to management at the time of evaluation. Management’s collection assessment took into consideration the type of retailer, billing disputes, lease negotiation status and executed deferral or abatement agreements, as well as recent rent collection experience and tenant bankruptcies based on the best information available to management at the time of evaluation. For the three-month Successor period ended March 31, 2022 there was a reversal of $737 related to uncollectable revenues. For the three-month Predecessor period ended March 31, 2021, revenues were reduced by $6,486 associated with uncollectable revenues, which includes the write-off of $1,679 for straight line rent receivables. |
Revenues
Revenues | 3 Months Ended |
Mar. 31, 2022 | |
Revenue From Contract With Customer [Abstract] | |
Revenues | Note 3 – Revenues Revenues The following table presents the Company's revenues disaggregated by revenue source: Successor Predecessor Three Months Ended March 31, Three Months Ended March 31, 2022 2021 Rental revenues $ 135,332 $ 128,175 Revenues from contracts with customers (ASC 606): Operating expense reimbursements 2,189 2,156 Management, development and leasing fees (1) 1,769 1,659 Marketing revenues (2) (15 ) 301 3,943 4,116 Other revenues 827 893 Total revenues (3) $ 140,102 $ 133,184 ( 1 ) Included in All Other segment. ( 2 ) Marketing revenues solely relate to the Malls segment for all periods presented. ( 3 ) Sales taxes are excluded from revenues. See Note 9 for information on the Company's segments. Revenues from Contracts with Customers Outstanding Performance Obligations The Company has outstanding performance obligations related to certain noncancellable contracts with customers for which it will receive fixed operating expense reimbursements for providing certain maintenance and other services as described above. As of March 31, 2022, the Company expects to recognize these amounts as revenue over the following periods: Performance obligation Less than 5 years 5-20 years Over 20 years Total Fixed operating expense reimbursements $ 22,877 $ 50,967 $ 47,352 $ 121,196 The Company evaluates its performance obligations each period and makes adjustments to reflect any known additions or cancellations. Performance obligations related to variable consideration, which is based on sales, are constrained. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
Leases | Note 4 – Leases The components of rental revenues are as follows: Successor Predecessor Three Months Ended March 31, Three Months Ended March 31, 2022 2021 Fixed lease payments $ 95,648 $ 71,227 Variable lease payments 39,684 56,948 Total rental revenues $ 135,332 $ 128,175 The undiscounted future fixed lease payments to be received under the Successor Company's operating leases as of March 31, 2022, are as follows: Years Ending December 31, Operating Leases 2022 (1) $ 266,243 2023 311,345 2024 253,351 2025 196,536 2026 145,634 2027 99,328 Thereafter 225,650 Total undiscounted lease payments $ 1,498,087 (1) Reflects rental payments for the fiscal period April 1, 2022 to December 31, 2022. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 5 – Fair Value Measurements The Company has categorized its financial assets and financial liabilities that are recorded at fair value into a hierarchy in accordance with ASC 820, Fair Value Measurements and Disclosure Level 1 – Inputs represent quoted prices in active markets for identical assets and liabilities as of the measurement date. Level 2 – Inputs, other than those included in Level 1, represent observable measurements for similar instruments in active markets, or identical or similar instruments in markets that are not active, and observable measurements or market data for instruments with substantially the full term of the asset or liability. Level 3 – Inputs represent unobservable measurements, supported by little, if any, market activity, and require considerable assumptions that are significant to the fair value of the asset or liability. Market valuations must often be determined using discounted cash flow methodologies, pricing models or similar techniques based on the Company’s assumptions and best judgment. The asset or liability's fair value within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Under ASC 820, fair value measurements are determined based on the assumptions that market participants would use in pricing the asset or liability in an orderly transaction at the measurement date and under current market conditions. Valuation techniques used maximize the use of observable inputs and minimize the use of unobservable inputs and consider assumptions such as inherent risk, transfer restrictions and risk of nonperformance. Fair Value Measurements on a Recurring Basis The carrying values of cash and cash equivalents, receivables, accounts payable and accrued liabilities are reasonable estimates of their fair values because of the short-term nature of these financial instruments. The estimated fair value of the 10% senior secured notes due 2029 (the “Secured Notes”) and mortgage and other indebtedness was $1,854,171 and $2,059,094 at March 31, 2022 and December 31, 2021, respectively. The fair value of mortgage and other indebtedness was calculated using Level 2 inputs by discounting future cash flows for mortgage and other indebtedness using estimated market rates at which similar loans would be made currently. The Company elected the fair value option in conjunction with the issuance of the Secured Notes because it believes that the fair value option provides the most accurate depiction of the current value of the Secured Notes. The following table sets forth information regarding the Secured Notes for the three months ended March 31, 2022: Debt Instrument Carrying amount as of March 31,2022 Change in fair value (1) Fair value as of March 31, 2022 (2) Secured Notes $ 395,000 $ 593 $ 395,593 (1) For the three months ended March 31, 2022, the change in fair value is included within “Interest Expense” in the Company’s condensed consolidated income statement. (2) The fair value was calculated using Level 1 inputs. The following table sets forth information regarding the Secured Notes for the year ended December 31, 2021: Debt Instrument Carrying amount as of December 31, 2021 Change in fair value (1) Fair value as of December 31, 2021 (2) Secured Notes $ 395,000 $ 395 $ 395,395 (1) For the two months ended December 31, 2021, the change in fair value is included within “Interest Expense” in the Company’s condensed consolidated income statement. (2) The fair value was calculated using Level 1 inputs. During the three months ended March 31, 2022, the Company has continued to reinvest the cash from maturing U.S. Treasury securities into new U.S. Treasury securities. The Company designated the U.S. Treasury securities as available-for-sale (“AFS”). The following table sets forth information regarding the Company’s AFS securities that were measured at fair value for the three months ended March 31, 2022: AFS Security Amortized Cost (1) Allowance for credit losses (2) Total unrealized gain Fair value as of March 31, 2022 U.S. Treasury securities $ 149,936 $ — $ 39 $ 149,975 (1) The U.S. Treasury securities have maturities through May 2022 . Note 14 for more information. ( 2 ) U.S Treasury securities have a long history with no credit losses. Additionally, the Company notes that U.S Treasury securities are explicitly fully guaranteed by a sovereign entity that can print its own currency and that the sovereign entity’s currency is routinely held by central banks and other major financial institutions, is used in international commerce, and commonly viewed as a reserve currency, all of which qualitatively indicate that historical credit loss information should be minimally affected by current conditions and reasonable and supportable forecasts. Therefore, the Company did not record expected credit losses for its U.S Treasury securities for the three months ended March 31, 2022. The following table sets forth information regarding the Company’s AFS securities that were measured at fair value for the year ended December 31, 2021: AFS Security Amortized Cost Allowance for credit losses (1) Total unrealized gain Fair value as of December 31, 2021 U.S. Treasury securities $ 149,999 $ — $ (3 ) $ 149,996 (1) U.S Treasury securities have a long history with no credit losses. Additionally, the Company notes that U.S Treasury securities are explicitly fully guaranteed by a sovereign entity that can print its own currency and that the sovereign entity’s currency is routinely held by central banks and other major financial institutions, is used in international commerce, and commonly viewed as a reserve currency, all of which qualitatively indicate that historical credit loss information should be minimally affected by current conditions and reasonable and supportable forecasts. Therefore, the Company did not record expected credit losses for its U.S Treasury securities for the year ended December 31, 2021. Fair Value Measurements on a Nonrecurring Basis The Company measures the fair value of certain long-lived assets on a nonrecurring basis, through quarterly impairment testing or when events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. The Company’s evaluation of the recoverability of long-lived assets involves the comparison of undiscounted future cash flows expected to be generated by each property over the Company’s expected remaining holding period to the respective carrying amount. The determination of whether the carrying value is recoverable also requires management to make estimates related to probability weighted scenarios impacting undiscounted cash flow models. The Company considers both quantitative and qualitative factors in its impairment analysis of long-lived assets. Significant quantitative factors include historical and forecasted information for each property such as net operating income, occupancy statistics and sales levels. Significant qualitative factors used include market conditions, age and condition of the property and tenant mix. The quantitative and qualitative factors impact the selection of the terminal capitalization rate which is used in both an undiscounted and discounted cash flow model and the discount rate used in a discounted cash flow model. Due to the significant unobservable estimates and assumptions used in the valuation of long-lived assets that experience impairment, the Company classifies such long-lived assets under Level 3 in the fair value hierarchy. Level 3 inputs primarily consist of sales and market data, independent valuations and discounted cash flow models. See below for a description of the estimates and assumptions the Company used in its impairment analysis. See Note 3 in the annual report on Form 10-K for the year ended December 31, 2021 for information regarding the fair value adjustments associated with fresh start accounting. Long-lived Assets Measured at Fair Value in 2022 During the three months ended March 31, 2022, the Successor Company adjusted the negative equity in Greenbrier Mall to zero upon deconsolidation, which represents the estimated fair value of the Successor Company’s investment in that property. See Note 7 for additional information. Long-lived Assets Measured at Fair Value in 2021 The following table sets forth information regarding the Predecessor Company's assets that were measured at fair value on a nonrecurring basis and related impairment charges for the three months ended March 31, 2021: 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 2021: Predecessor Long-lived assets $ 38,500 $ — $ — $ 38,500 $ 57,182 During the three months ended March 31, 2021, the Predecessor Company recognized impairments of real estate of $57,182 related to three malls. Impairment Date Property Location Segment Classification Loss on Impairment Fair Value March Eastland Mall (1) Bloomington, IL Malls $ 13,243 $ 10,700 March Old Hickory Mall (2) Jackson, TN Malls 20,149 12,400 March Stroud Mall (3) Stroudsburg, PA Malls 23,790 15,400 $ 57,182 $ 38,500 (1) In accordance with the Company's quarterly impairment process, the Predecessor Company wrote down the book value of the mall to its estimated fair value of $10,700. The mall had experienced a decline in cash flows due to store closures and rent reductions. Management determined the fair value of Eastland Mall using a discounted cash flow methodology. The discounted cash flow used assumptions including a holding period of nine years, with a sale at the end of the holding period, a capitalization rate of 14.0% and a discount rate of 15.0%. (2) In accordance with the Company's quarterly impairment process, the Predecessor Company wrote down the book value of the mall to its estimated fair value of $12,400. The mall had experienced a decline in cash flows due to store closures and rent reductions. Management determined the fair value of Old Hickory Mall using a discounted cash flow methodology. The discounted cash flow used assumptions including a holding period of nine years, with a sale at the end of the holding period, a capitalization rate of 13.0% and a discount rate of 14.0%. (3) In accordance with the Company's quarterly impairment process, the Predecessor Company wrote down the book value of the mall to its estimated fair value of $15,400. The mall had experienced a decline in cash flows due to store closures and rent reductions. Management determined the fair value of Stroud Mall using a discounted cash flow methodology. The discounted cash flow used assumptions including a holding period of nine years, with a sale at the end of the holding period, a capitalization rate of 11.75% and a discount rate of 12.5%. During the three months ended March 31, 2021, the Predecessor Company adjusted the combined negative equity in Asheville Mall and Park Plaza to zero upon deconsolidation, which represents the estimated fair values of the Predecessor Company’s investments in these properties. |
Dispositions
Dispositions | 3 Months Ended |
Mar. 31, 2022 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Dispositions | Note 6 – Dispositions Dispositions Based on its analysis, the Company determined that the dispositions described below do not meet the criteria for classification as discontinued operations and are not considered to be significant disposals based on its quantitative and qualitative evaluation. Thus, the results of operations of the properties described below, as well as any related gains or losses, are included in net loss for all periods presented, as applicable. 2022 Dispositions The Successor Company had no significant dispositions during the three months ended March 31, 2022. 2021 Dispositions The Predecessor Company realized a loss of $299 related to the sale of an |
Unconsolidated Affiliates and N
Unconsolidated Affiliates and Noncontrolling Interests | 3 Months Ended |
Mar. 31, 2022 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Unconsolidated Affiliates and Noncontrolling Interests | Note 7 – Unconsolidated Affiliates and Noncontrolling Interests Unconsolidated Affiliates Although the Company had majority ownership of certain joint ventures during 2022 and 2021, it evaluated the investments and concluded that the other partners or owners in these joint ventures had substantive participating rights, such as approvals of: • the pro forma for the development and construction of the project and any material deviations or modifications thereto; • the site plan and any material deviations or modifications thereto; • the conceptual design of the project and the initial plans and specifications for the project and any material deviations or modifications thereto; • any acquisition/construction loans or any permanent financings/refinancings; • the annual operating budgets and any material deviations or modifications thereto; • the initial leasing plan and leasing parameters and any material deviations or modifications thereto; and • any material acquisitions or dispositions with respect to the project. As a result of the joint control over these joint ventures, the Company accounts for these investments using the equity method of accounting. At March 31, 2022, the Company had investments in 27 entities, which are accounted for using the equity method of accounting. The Company's ownership interest in these unconsolidated affiliates ranges from 20% to 100%. Of these entities, 14 are owned in 50/50 joint ventures. 2022 Activity - Unconsolidated Affiliates Atlanta Outlet JV, LLC In February 2022, the joint venture entered into a forbearance agreement with the lender regarding the default triggered by the filing of voluntary petitions (the “Chapter 11 Cases”) under chapter 11 of title 11 (“Chapter 11”) of the United States Code in the United States Bankruptcy Court for the Southern District of Texas related to the loan secured by The Outlet Shoppes at Atlanta. Bullseye, LLC In March 2022, the joint venture sold its income-producing property, which generated gross proceeds of $10,500. The Company’s share of the net profit from the sale was $629. Fremaux Town Center JV, LLC In March 2022, the joint venture entered into a forbearance agreement with the lender regarding the default triggered by the Chapter 11 Cases related to the loan secured by Fremaux Town Center. Greenbrier Mall II, LLC In March 2022, the Company deconsolidated Greenbrier Mall as a result of the Company losing control when the property was placed in receivership. As of March 31, 2022, the loan secured by Greenbrier Mall had an outstanding balance of $61,647. For the three months ended March 31, 2022, the Company recognized a gain on deconsolidation of $36,250. Louisville Outlet Shoppes, LLC Subsequent to March 31, 2022, the joint venture entered into a forbearance agreement with the lender regarding the default triggered by the bankruptcy filing related to the loan secured by The Outlet Shoppes of the Bluegrass. See Note 14 . Mall of South Carolina, LP and Mall of South Carolina Outparcel, LP In March 2022, the joint ventures entered into forbearance agreements with the lenders regarding the default triggered by the Chapter 11 Cases related to the loans secured by Coastal Grand. Shoppes at Eagle Point, LLC Subsequent to March 31, 2022, the joint venture entered into a new $40,000, ten-year Note 14 for additional information. York Town Center Holding, LP In March 2022, the joint venture entered into a $30,000 non-recourse mortgage note payable, secured by York Town Center, that provides for a three-year Condensed Combined Financial Statements - Unconsolidated Affiliates Condensed combined financial statement information of the unconsolidated affiliates are as follows: March 31, 2022 December 31, 2021 ASSETS: Investment in real estate assets $ 2,048,670 $ 2,364,154 Accumulated depreciation (791,622 ) (934,374 ) 1,257,048 1,429,780 Developments in progress 6,717 7,288 Net investment in real estate assets 1,263,765 1,437,068 Other assets 197,179 188,683 Total assets $ 1,460,944 $ 1,625,751 LIABILITIES: Mortgage and other indebtedness, net $ 1,501,094 $ 1,452,794 Other liabilities 62,755 64,598 Total liabilities 1,563,849 1,517,392 OWNERS' EQUITY: The Company 17,238 102,792 Other investors (120,143 ) 5,567 Total owners' equity (102,905 ) 108,359 Total liabilities and owners’ equity $ 1,460,944 $ 1,625,751 Successor Predecessor Three Months Ended March 31, Three Months Ended March 31, 2022 2021 Total revenues $ 63,737 $ 58,756 Net income (loss) (1) $ 20,678 $ (3,321 ) (1) The Successor Company's pro rata share of net income is $8,566 for the three months ended March 31, 2022. The Predecessor Company’s pro rata share of net loss is Variable Interest Entities The Operating Partnership and certain of its subsidiaries are deemed to have the characteristics of a VIE primarily because the limited partners of these entities do not collectively possess substantive kick-out or participating rights. The Company consolidates the Operating Partnership, which is a VIE, for which the Company is the primary beneficiary. The Company, through the Operating Partnership, consolidates all VIEs for which it is the primary beneficiary. Generally, a VIE is a legal entity in which the equity investors do not have the characteristics of a controlling financial interest or the equity investors lack sufficient equity at risk for the entity to finance its activities without additional subordinated financial support. A limited partnership is considered a VIE when the majority of the limited partners unrelated to the general partner possess neither the right to remove the general partner without cause, nor certain rights to participate in the decisions that most significantly affect the financial results of the partnership. In determining whether the Company is the primary beneficiary of a VIE, the Company considers qualitative and quantitative factors, including, but not limited to: which activities most significantly impact the VIE’s economic performance and which party controls such activities; the amount and characteristics of the Company's investment; the obligation or likelihood for the Company or other investors to provide financial support; and the similarity with and significance to the Company's business activities and the business activities of the other investors. Consolidated VIEs As of March 31, 2022, the Company had investments in 12 consolidated VIEs with ownership interests ranging from 50% to 92%. Unconsolidated VIEs The table below lists the Company's unconsolidated VIEs as of March 31, 2022: Unconsolidated VIEs: Investment in Real Estate Joint Ventures and Partnerships Maximum Risk of Loss Ambassador Infrastructure, LLC (1) $ — $ 7,001 Asheville Mall CMBS, LLC — — Atlanta Outlet JV, LLC (1) 881 5,318 CBL-T/C, LLC — — EastGate Mall CMBS, LLC — — El Paso Outlet Center Holding, LLC 285 285 Fremaux Town Center JV, LLC 2,052 2,052 Greenbrier Mall II, LLC — — Louisville Outlet Shoppes, LLC (1) — 7,947 Mall of South Carolina L.P. — — Shoppes at Eagle Point, LLC (1)(2) 21,058 33,798 Vision - CBL Hamilton Place, LLC 2,112 2,112 $ 26,388 $ 58,513 (1) The Operating Partnership has guaranteed all or a portion of the debt of each of these VIEs. See Note 11 (2) Subsequent to March 31, 2022, the guaranty was removed. See Note 14 |
Mortgage and Other Indebtedness
Mortgage and Other Indebtedness, Net | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Mortgage and Other Indebtedness, Net | Note 8 – Mortgage and Other Indebtedness, Net Debt of the Company CBL has no indebtedness. Consolidated subsidiaries that it has a direct or indirect ownership interest in are the borrowers on all the Company's debt. CBL is a limited guarantor of the secured term loan and the Secured Notes for losses suffered solely by reason of fraud or willful misrepresentation by the Operating Partnership or its affiliates. Debt of the Operating Partnership Our Secured Notes and mortgage and other indebtedness, net, consisted of the following: March 31, 2022 December 31, 2021 Amount Weighted- Average Interest Rate (1) Amount Weighted- Average Interest Rate (1) Fixed-rate debt at fair value: Secured Notes - at fair value (carrying amount of $395,000 as of March 31, 2022 and December 31, 2021) $ 395,593 10.00 % $ 395,395 10.00 % Fixed-rate debt: Exchangeable senior secured notes — — 150,000 7.00 % Non-recourse loans on operating properties 847,208 4.83 % 916,927 5.04 % Total fixed-rate debt 847,208 4.83 % 1,066,927 5.32 % Variable-rate debt: Secured term loan 864,611 3.75 % 880,091 3.75 % Non-recourse loans on operating properties 66,386 3.45 % 66,911 3.21 % Total variable-rate debt 930,997 3.73 % 947,002 3.71 % Total fixed-rate and variable-rate debt 1,778,205 4.26 % 2,013,929 4.56 % Unamortized deferred financing costs (2,928 ) (1,567 ) Debt discounts (2) (135,808 ) (199,153 ) Total mortgage and other indebtedness, net $ 1,639,469 $ 1,813,209 (1 ) Weighted-average interest rate excludes amortization of deferred financing costs. ( 2 ) In conjunction with fresh start accounting, the Company estimated the fair value of its mortgage notes with the assistance of a third-party valuation advisor. This resulted in recognizing a debt discount on the Effective Date. The debt discount is accreted over the term of the respective debt using the effective interest method. The remaining debt discounts at March 31, 2022 will be accreted over a weighted average period of 3.1 years. As of March 31, 2022, In February 2022, the loan secured by Fayette Mall was modified to reduce the fixed interest rate to 4.25% and extend the maturity date through May 2023 In March 2022, the Company deconsolidated Greenbrier Mall as a result of the Company losing control when the property was placed in receivership. See Note 7 for additional information. In March 2022, the loan secured by Cross Creek Mall was extended through May 2022. The Company remains in discussions with the lender regarding an extension. As of March 31, 2022, the loan had an outstanding balance of $101,077. Several of the Company’s properties are owned by special purpose entities, created as a requirement under certain loan agreements that are included in the Company’s condensed consolidated financial statements. The sole business purpose of the special purpose entities is to own and operate these properties. The real estate and other assets owned by these special purpose entities are restricted under the loan agreements in that they are not available to settle other debts of the Company. However, so long as the loans are not under an event of default, as defined in the loan agreement, the cash flows from these properties, after payments of debt service, operating expenses and reserves, are available for distribution to the Company. Exit Credit Agreement On November 1, 2021, CBL & Associates HoldCo I, LLC (“HoldCo I”), a wholly owned subsidiary of the Operating Partnership, entered into an amended and restated credit agreement (the “Exit Credit Agreement”), providing for an $883,700 senior secured term loan that matures November 1, 2025 . The Operating Partnership provided a limited guaranty up to a maximum of $ 175,000 (the “Principal Liability Cap”). The Principal Liability Cap will be reduced by an amount equal to 100 % of the first $ 2,500 in principal amortization made by HoldCo I each calendar year and will be reduced further by 50 % of the principal amortization payments made by HoldCo I each calendar year in excess of the first $ 2,500 in principal amortization for such calendar year. As of March 31, 2022, the Principal Liability Cap had been reduced to $ 160,661 . The Principal Liability Cap is eliminated when the loan balance is reduced below $ 650,000 . Secured Notes Indenture Subsequent to March 31, 2022, HoldCo II delivered a conditional notice of redemption to holders of the Secured Notes, pursuant to the terms of the indenture governing the Secured Notes, to redeem $60,000 aggregate principal amount of the Secured Notes on May 26, 2022. See Note 14 for additional information. Exchangeable Notes Indenture On the Effective Date, HoldCo II entered into a secured exchangeable notes indenture relating to the issuance of 7.0% exchangeable senior secured notes due 2028 (the “Exchangeable Notes”) in an aggregate principal amount of $150,000. In December 2021, the Company announced that HoldCo II exercised its optional exchange right with respect to all the $150,000 aggregate principal amount of the Exchangeable Notes. The exchange date was January 28, 2022, and settlement occurred on February 1, 2022. Per the terms of the indenture governing the Exchangeable Notes, shares of the Company’s common stock, par value $0.001, plus cash in lieu of fractional shares, were issued to settle the exchange. On February 1, 2022, the Company issued 10,982,795 shares of common stock to holders of the Exchangeable Notes in satisfaction of principal, accrued interest and the makewhole payment, and all the Exchangeable Notes were cancelled in accordance with the terms of the indenture. Scheduled Principal Payments As of March 31, 2022, the scheduled principal amortization and balloon payments of the Company’s consolidated debt, excluding extensions available at the Company’s option, on all mortgage and other indebtedness, are as follows: 2022 (1) (2) $ 409,393 2023 215,407 2024 111,867 2025 785,230 2026 137,616 Thereafter 395,000 Total 2,054,513 Principal balance of loans with maturity date prior to March 31, 2022 ( 3 ) 118,692 Total mortgage and other indebtedness $ 2,173,205 (1) Reflects scheduled principal amortization and balloon payments for the fiscal period April 1, 2022 through December 31, 2022. ( 2 ) Subsequent to March 31, 2022, the loan secured by Arbor Place was extended for an additional four years, with a new maturity date of May 2026 Note 14 . ( 3 ) Represents the aggregate principal balance as of March 31, 2022 of the loans secured by Alamance Crossing, Hamilton Crossing and Parkdale Mall & Crossing, which are in default. The Company is in discussions with the lender regarding the loans secured by these properties. March 2021 April 2021 July 2021 Of the $409,393 of scheduled principal payments for the remainder of 2022, $362,722 relates to the maturing principal balance of six operating property loans. The Company is in discussions with the lenders regarding extensions. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Segment Information | Note 9 – Segment Information The Company measures performance and allocates resources according to property type, which is determined based on certain criteria such as type of tenants, capital requirements, economic risks, leasing terms, and short and long-term returns on capital. Rental income and tenant reimbursements from tenant leases provide the majority of revenues from all segments. Information on the Company’s segments is presented as follows: Three Months Ended March 31, 2022 (Successor) Malls (1) All Other (2) Total Revenues (3) $ 121,428 $ 18,674 $ 140,102 Property operating expenses (4) (44,684 ) (3,661 ) (48,345 ) Interest expense (71,159 ) (19,500 ) (90,659 ) Gain on sales of real estate assets — 16 16 Segment profit (loss) $ 5,585 $ (4,471 ) 1,114 Depreciation and amortization (68,943 ) General and administrative (18,074 ) Litigation settlement 81 Interest and other income 155 Gain on deconsolidation 36,250 Reorganization items, net (1,571 ) Income tax provision (801 ) Equity in earnings of unconsolidated affiliates 8,566 Net loss $ (43,223 ) Capital expenditures (5) $ 3,960 $ 1,870 $ 5,830 Three Months Ended March 31, 2021 (Predecessor) Malls (1) All Other (2) Total Revenues (3) $ 119,328 $ 13,856 $ 133,184 Property operating expenses (4) (45,595 ) (3,539 ) (49,134 ) Interest expense (23,170 ) (960 ) (24,130 ) Loss on sales of real estate assets — (299 ) (299 ) Segment profit $ 50,563 $ 9,058 59,621 Depreciation and amortization (48,112 ) General and administrative (12,612 ) Litigation settlement 858 Interest and other income 776 Reorganization items (22,933 ) Loss on impairment (57,182 ) Gain on deconsolidation 55,131 Income tax provision (751 ) Equity in losses of unconsolidated affiliates (3,076 ) Net loss $ (28,280 ) Capital expenditures (5) $ 3,491 $ 637 $ 4,128 Total assets Malls (1) All Other ( 2 ) Total March 31, 2022 $ 1,860,718 $ 988,606 $ 2,849,324 December 31, 2021 $ 1,961,061 $ 984,918 $ 2,945,979 (1) The Malls category includes malls, lifestyle centers and outlet centers. (2) The All Other category includes open-air centers, outparcels, office buildings, self-storage facilities, corporate-level debt and the Management Company. (3) Management, development and leasing fees are included in All Other category. See Note 3 (4) Property operating expenses include property operating, real estate taxes and maintenance and repairs. (5) Includes additions to and acquisitions of real estate assets and investments in unconsolidated affiliates. Developments in progress are included in the All Other category. |
Earnings per Share
Earnings per Share | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Note 10 – Earnings per Share Basic earnings per share ("EPS") is computed by dividing net income (loss) attributable to common shareholders by the weighted-average number of common shares outstanding for the period. Diluted EPS assumes the issuance of common stock for all potential dilutive common shares outstanding. There were no potential dilutive common shares and there were no anti-dilutive shares for the three months ended March 31, 2022 and 2021. |
Contingencies
Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Commitments And Contingencies Disclosure [Abstract] | |
Contingencies | Note 11 – Contingencies Securities Litigation The Company and certain of its officers and directors were named as defendants in three putative securities class action lawsuits (collectively, the “Securities Class Action Litigation”), each filed in the United States District Court for the Eastern District of Tennessee, on behalf of all persons who purchased or otherwise acquired the Company’s securities during a specified period of time. Those cases were consolidated on July 17, 2019, under the caption In re CBL & Associates Properties, Inc. Securities Litigation, 1:19-cv-00149-JRG-CHS, and a consolidated amended complaint was filed on November 5, 2019, seeking to represent a class of purchasers from July 29, 2014 through March 26, 2019. The operative complaint filed in the Securities Class Action Litigation alleges violations of the securities laws, including, among other things, that the defendants made certain materially false and misleading statements and omissions regarding the Company’s contingent liabilities, business, operations, and prospects during the periods of time specified above. The plaintiffs seek compensatory damages and attorneys’ fees and costs, among other relief, but have not specified the amount of damages sought. On May 3, 2022, the court dismissed the Company from the Securities Class Action Litigation but declined to dismiss the individual defendants. The court also lifted the stay of the proceedings and instructed the parties to confer on a proposed schedule. The outcome of these legal proceedings cannot be predicted with certainty. The Company's insurance carriers remain on notice of the Securities Class Action Litigation. The Company is currently involved in certain other litigation that arises in the ordinary course of business, most of which is expected to be covered by liability insurance. Management makes assumptions and estimates concerning the likelihood and amount of any potential loss relating to these matters using the latest information available. The Company records a liability for litigation if an unfavorable outcome is probable and the amount of loss or range of loss can be reasonably estimated. If an unfavorable outcome is probable and a reasonable estimate of the loss is a range, the Company accrues the best estimate within the range. If no amount within the range is a better estimate than any other amount, the Company accrues the minimum amount within the range. If an unfavorable outcome is probable but the amount of the loss cannot be reasonably estimated, the Company discloses the nature of the litigation and indicates that an estimate of the loss or range of loss cannot be made. If an unfavorable outcome is reasonably possible and the estimated loss is material, the Company discloses the nature and estimate of the possible loss of the litigation. Based on current expectations, such matters, both individually and in the aggregate, are not expected to have a material adverse effect on the liquidity, results of operations, business or financial condition of the Company. Environmental Contingencies The Company evaluates potential loss contingencies related to environmental matters using the same criteria described above related to litigation matters. Based on current information, an unfavorable outcome concerning such environmental matters, both individually and in the aggregate, is considered to be reasonably possible. However, the Company believes its maximum potential exposure to loss would not be material to its results of operations or financial condition. The Company has a master insurance policy that provides coverage through 2022 for certain environmental claims up to $10,000 per occurrence and up to $50,000 in the aggregate, subject to deductibles and certain exclusions. At certain locations, individual policies are in place. Guarantees The Operating Partnership may guarantee the debt of a joint venture primarily because it allows the joint venture to obtain funding at a lower cost than could be obtained otherwise. This results in a higher return for the joint venture on its investment, and a higher return on the Operating Partnership's investment in the joint venture. The Operating Partnership may receive a fee from the joint venture for providing the guaranty. Additionally, when the Operating Partnership issues a guaranty, the terms of the joint venture agreement typically provide that the Operating Partnership may receive indemnification from the joint venture partner or have the ability to increase its ownership interest. The guarantees expire upon repayment of the debt, unless noted otherwise. The following table represents the Operating Partnership's guarantees of unconsolidated affiliates' debt as reflected in the accompanying condensed consolidated balance sheets as of March 31, 2022 and December 31, 2021: As of March 31, 2022 Obligation recorded to reflect guaranty Unconsolidated Affiliate Company's Ownership Interest Outstanding Balance Percentage Guaranteed by the Operating Partnership Maximum Guaranteed Amount Debt Maturity Date (1) March 31, 2022 December 31, 2021 West Melbourne I, LLC - Phase I 50% $ 38,691 50% $ 19,345 Feb-2025 (2) $ 193 $ 195 West Melbourne I, LLC - Phase II 50% 13,743 50% 6,872 Feb-2025 (2) 69 69 Port Orange I, LLC 50% 51,073 50% 25,536 Feb-2025 (2) 255 258 Ambassador Infrastructure, LLC 65% 7,001 100% 7,001 Mar-2025 82 83 Shoppes at Eagle Point, LLC 50% 33,585 35% (3) 12,740 Oct-2022 127 127 Atlanta Outlet JV, LLC 50% 4,437 100% 4,437 Nov-2023 — — Louisville Outlet Shoppes, LLC 50% 7,947 100% 7,947 Oct-2022 — — Total guaranty liability $ 726 $ 732 (1) Excludes any extension options. (2) These loans have a one-year ( 3 ) The guaranty is for a fixed amount of $12,740 throughout the term of the loan, including any extensions. Subsequent to March 31, 2022, the joint venture entered into a new non-recourse loan, which removed the guaranty. See Note 14 for additional information. For the three months ended March 31, 2022, the Successor Company evaluated each guaranty, listed in the table above, individually by evaluating the debt service ratio, cash flow forecasts and the performance of each loan. The result of the analysis was that each loan is current and performing. The Successor Company did not record a credit loss related to the guarantees listed in the table above for the three months ended March 31, 2022. For the three months ended March 31, 2021, the Predecessor Company evaluated each guaranty, listed in the table above, individually by evaluating the debt service ratio, cash flow forecasts, the performance of each loan and, where applicable, the collateral value in relation to the outstanding amount of the loan. The result of the analysis was that each loan is current, performing and, where applicable, the collateral value was greater than the outstanding amount of the loan. The Predecessor Company did not record a credit loss related to the guarantees listed in the table above for the three months ended March 31, 2021. |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Mar. 31, 2022 | |
Share Based Compensation [Abstract] | |
Share-Based Compensation | Note 12 – Share-Based Compensation 2021 Equity Incentive Plan Following the Effective Date, the board of directors of the Successor Company adopted the CBL & Associates Properties, Inc. 2021 Equity Incentive Plan (the “EIP”). The EIP authorizes the grant of equity awards to eligible participants based on the new common stock, in the form of stock options, stock appreciation rights, restricted stock, restricted stock units and other equity awards. Awards under the EIP may be granted to officers, employees, directors, consultants and independent contractors of the reorganized company. Initially, 3,222,222 shares of new common stock are available under the EIP. The initial new common stock under the EIP is subject to an annual increase of a number of shares equal to 3% of the number of shares of new common stock issued and outstanding at the end of the relevant calendar year (beginning January 2023), or such lesser amount as the board of directors may determine. The EIP will be administered by the compensation committee of the board of directors, which will determine the participants who will be granted awards under the EIP and the terms and conditions of EIP awards. In accordance with the provisions of ASU 2016-09, which are designed to simplify the accounting for share-based payments transactions, the Successor Company elected to account for forfeitures of share-based payments as they occur rather than estimating them in advance. Restricted Stock Awards Compensation expense is recognized on a straight-line basis over the requisite service period. The share-based compensation expense related to the restricted stock awards of the Successor Company was $1,622 for the three months ended March 31, 2022. The share-based compensation expense related to the restricted stock awards of the Predecessor Company was $297 for the three months ended March 31, 2021. Share-based compensation cost resulting from share-based awards is recorded at the Management Company, which is a taxable entity. A summary of the status of the Company’s nonvested restricted stock awards as of March 31, 2022, and changes during the period from January 1, 2022 through March 31, 2022, are presented below: Shares Weighted- Average Grant-Date Fair Value Per Share Nonvested at January 1, 2022 784,999 $ 27.57 Granted 50,000 $ 27.69 Nonvested at March 31, 2022 834,999 $ 27.58 As of March 31, 2022, there was $21,106 of total unrecognized compensation cost related to nonvested restricted stock awards granted under the EIP, which is expected to be recognized over a weighted-average period of 3.5 years. As of the Effective Date, nonvested restricted stock of the Predecessor Company was deemed vested and the Company’s 2012 stock incentive plan, as amended, pursuant to which such restricted stock had been granted, was terminated. Performance Stock Awards In February 2022, the compensation committee of the board of directors of the Company approved the terms of new awards of performance stock units (“PSUs”). The PSUs are earned over a four-year In February 2022, the Company issued 727,223 PSUs to senior officers. The PSUs had a weighted-average grant date fair value of $24.67. Compensation cost is recognized on a tranche-by-tranche basis using the accelerated attribution method. The resulting expense, for awards classified as equity, is recorded regardless of whether any PSU awards are earned as long as the required service period is met. Share-based compensation expense related to the Successor Company’s PSUs was $1,121 for the three months ended March 31, 2022. Share-based compensation expense related to the Predecessor Company’s PSUs was $94 for the three months ended March 31, 2021. The unrecognized compensation expense related to the Successor Company’s PSUs was $16,821 as of March 31, 2022, which is expected to be recognized over a weighted-average period of 3.8 years. As of the Effective Date, all outstanding PSUs of the Predecessor Company were deemed cancelled. |
Noncash Investing and Financing
Noncash Investing and Financing Activities | 3 Months Ended |
Mar. 31, 2022 | |
Supplemental Cash Flow Information [Abstract] | |
Noncash Investing and Financing Activities | Note 13 – Noncash Investing and Financing Activities The Company’s noncash investing and financing activities were as follows: Successor Predecessor Three Months Ended March 31, Three Months Ended March 31, 2022 2021 Additions to real estate assets accrued but not yet paid $ 11,177 $ 3,190 Deconsolidation upon loss of control (1) Decrease in real estate assets (18,810 ) (84,860 ) Decrease in mortgage and other indebtedness 56,226 134,354 Decrease in operating assets and liabilities 5,686 5,808 Decrease in intangible lease and other assets (6,852 ) (171 ) ( 1 ) See Note 7 for additional information. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 14 – Subsequent Events In April 2022, HoldCo II delivered a conditional notice of redemption to holders of the Secured Notes, pursuant to the terms of the indenture governing the Secured Notes, to redeem $60,000 aggregate principal amount of the Secured Notes on May 26, 2022. The redemption is conditioned upon the receipt by HoldCo II of cash proceeds from a new debt financing. There can be no assurances as to when or if such condition will be satisfied and HoldCo II may waive the condition at its discretion. In April 2022, the Company and its joint venture partner closed on a new $40,000, ten-year October 2022 In 2022, the Company used funds from its matured U.S. Treasury securities to November 2022 . In May 2022, the loan secured by Arbor Place was extended for an additional four years, with a new maturity date of May 2026 In May 2022, the Company and its joint venture partner entered into a forbearance agreement with the lender regarding the default triggered by the bankruptcy filing related to the loan secured by The Outlet Shoppes of the Bluegrass. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Accounting Guidance Not Yet Adopted | Accounting Guidance Not Yet Adopted Description Expected Adoption Date & Application Method Financial Statement Effect and Other Information Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform On March 12, 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848) - Facilitation of the Effects of Reference Rate Reform on Financial Reporting |
Accounts Receivable | Accounts Receivable Receivables include amounts billed and currently due from tenants pursuant to lease agreements and receivables attributable to straight-line rents associated with those lease agreements. Individual leases where the collection of rents is in dispute are assessed for collectability based on management’s best estimate of collection considering the anticipated outcome of the dispute. Individual leases that are not in dispute are assessed for collectability and upon the determination that the collection of rents over the remaining lease term is not probable, accounts receivable are reduced as an adjustment to rental revenues. Revenue from leases where collection is deemed to be less than probable is recorded on a cash basis until collectability is determined to be probable. Further, management assesses whether operating lease receivables, at a portfolio level, are appropriately valued based upon an analysis of balances outstanding, historical collection levels and current economic trends. An allowance for the uncollectable portion of the portfolio is recorded as an adjustment to rental revenues. Management’s estimate of the collectability of accounts receivable from tenants is based on the best information available to management at the time of evaluation. Management’s collection assessment took into consideration the type of retailer, billing disputes, lease negotiation status and executed deferral or abatement agreements, as well as recent rent collection experience and tenant bankruptcies based on the best information available to management at the time of evaluation. For the three-month Successor period ended March 31, 2022 there was a reversal of $737 related to uncollectable revenues. For the three-month Predecessor period ended March 31, 2021, revenues were reduced by $6,486 associated with uncollectable revenues, which includes the write-off of $1,679 for straight line rent receivables. |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Schedule of Properties Owned by Operating Partnership | As of March 31, 2022, the Operating Partnership owned interests in the following properties: Malls (1) Outlet Centers (1) Lifestyle Centers (1) Open-Air Centers (2) Other (2) (3) Total Consolidated Properties 41 2 4 21 4 72 Unconsolidated Properties (4) 9 3 1 8 1 22 Total 50 5 5 29 5 94 (1) The Company has aggregated malls, outlet centers and lifestyle centers into one reportable segment, the Malls category, because they have similar economic characteristics and they provide similar products and services to similar types of, and in many cases, the same tenants. (2) Included in “All Other” for purposes of segment reporting. (3) CBL's two consolidated corporate office buildings are included in the Other category. (4) The Operating Partnership accounts for these investments using the equity method because one or more of the other partners have substantive participating rights. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles | Accounting Guidance Not Yet Adopted Description Expected Adoption Date & Application Method Financial Statement Effect and Other Information Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform On March 12, 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848) - Facilitation of the Effects of Reference Rate Reform on Financial Reporting |
Revenues (Tables)
Revenues (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Revenue From Contract With Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following table presents the Company's revenues disaggregated by revenue source: Successor Predecessor Three Months Ended March 31, Three Months Ended March 31, 2022 2021 Rental revenues $ 135,332 $ 128,175 Revenues from contracts with customers (ASC 606): Operating expense reimbursements 2,189 2,156 Management, development and leasing fees (1) 1,769 1,659 Marketing revenues (2) (15 ) 301 3,943 4,116 Other revenues 827 893 Total revenues (3) $ 140,102 $ 133,184 ( 1 ) Included in All Other segment. ( 2 ) Marketing revenues solely relate to the Malls segment for all periods presented. ( 3 ) Sales taxes are excluded from revenues. |
Schedule of Expected Recognition of Remaining Performance Obligation | As of March 31, 2022, the Company expects to recognize these amounts as revenue over the following periods: Performance obligation Less than 5 years 5-20 years Over 20 years Total Fixed operating expense reimbursements $ 22,877 $ 50,967 $ 47,352 $ 121,196 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
Schedule of Components of Lease Revenue | The components of rental revenues are as follows: Successor Predecessor Three Months Ended March 31, Three Months Ended March 31, 2022 2021 Fixed lease payments $ 95,648 $ 71,227 Variable lease payments 39,684 56,948 Total rental revenues $ 135,332 $ 128,175 |
Schedule of Undiscounted Future Lease Payments to be Received | The undiscounted future fixed lease payments to be received under the Successor Company's operating leases as of March 31, 2022, are as follows: Years Ending December 31, Operating Leases 2022 (1) $ 266,243 2023 311,345 2024 253,351 2025 196,536 2026 145,634 2027 99,328 Thereafter 225,650 Total undiscounted lease payments $ 1,498,087 (1) Reflects rental payments for the fiscal period April 1, 2022 to December 31, 2022. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Secured Notes Measured at Fair Value | The following table sets forth information regarding the Secured Notes for the three months ended March 31, 2022: Debt Instrument Carrying amount as of March 31,2022 Change in fair value (1) Fair value as of March 31, 2022 (2) Secured Notes $ 395,000 $ 593 $ 395,593 (1) For the three months ended March 31, 2022, the change in fair value is included within “Interest Expense” in the Company’s condensed consolidated income statement. (2) The fair value was calculated using Level 1 inputs. The following table sets forth information regarding the Secured Notes for the year ended December 31, 2021: Debt Instrument Carrying amount as of December 31, 2021 Change in fair value (1) Fair value as of December 31, 2021 (2) Secured Notes $ 395,000 $ 395 $ 395,395 (1) For the two months ended December 31, 2021, the change in fair value is included within “Interest Expense” in the Company’s condensed consolidated income statement. (2) The fair value was calculated using Level 1 inputs. |
Schedule of Debt Securities, Available-for-sale Measured at Fair Value | The following table sets forth information regarding the Company’s AFS securities that were measured at fair value for the three months ended March 31, 2022 AFS Security Amortized Cost (1) Allowance for credit losses (2) Total unrealized gain Fair value as of March 31, 2022 U.S. Treasury securities $ 149,936 $ — $ 39 $ 149,975 (1) The U.S. Treasury securities have maturities through May 2022 . Note 14 for more information. ( 2 ) U.S Treasury securities have a long history with no credit losses. Additionally, the Company notes that U.S Treasury securities are explicitly fully guaranteed by a sovereign entity that can print its own currency and that the sovereign entity’s currency is routinely held by central banks and other major financial institutions, is used in international commerce, and commonly viewed as a reserve currency, all of which qualitatively indicate that historical credit loss information should be minimally affected by current conditions and reasonable and supportable forecasts. Therefore, the Company did not record expected credit losses for its U.S Treasury securities for the three months ended March 31, 2022. AFS Security Amortized Cost Allowance for credit losses (1) Total unrealized gain Fair value as of December 31, 2021 U.S. Treasury securities $ 149,999 $ — $ (3 ) $ 149,996 (1) U.S Treasury securities have a long history with no credit losses. Additionally, the Company notes that U.S Treasury securities are explicitly fully guaranteed by a sovereign entity that can print its own currency and that the sovereign entity’s currency is routinely held by central banks and other major financial institutions, is used in international commerce, and commonly viewed as a reserve currency, all of which qualitatively indicate that historical credit loss information should be minimally affected by current conditions and reasonable and supportable forecasts. Therefore, the Company did not record expected credit losses for its U.S Treasury securities for the year ended December 31, 2021. |
Schedule of Assets Measured at Fair Value on Nonrecurring Basis | During the three months ended March 31, 2022, the Successor Company adjusted the negative equity in Greenbrier Mall to zero upon deconsolidation, which represents the estimated fair value of the Successor Company’s investment in that property. See Note 7 for additional information. The following table sets forth information regarding the Predecessor Company's assets that were measured at fair value on a nonrecurring basis and related impairment charges for the three months ended March 31, 2021: 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 2021: Predecessor Long-lived assets $ 38,500 $ — $ — $ 38,500 $ 57,182 |
Schedule of Impairment on Real Estate Properties | During the three months ended March 31, 2021, the Predecessor Company recognized impairments of real estate of $57,182 related to three malls. Impairment Date Property Location Segment Classification Loss on Impairment Fair Value March Eastland Mall (1) Bloomington, IL Malls $ 13,243 $ 10,700 March Old Hickory Mall (2) Jackson, TN Malls 20,149 12,400 March Stroud Mall (3) Stroudsburg, PA Malls 23,790 15,400 $ 57,182 $ 38,500 (1) In accordance with the Company's quarterly impairment process, the Predecessor Company wrote down the book value of the mall to its estimated fair value of $10,700. The mall had experienced a decline in cash flows due to store closures and rent reductions. Management determined the fair value of Eastland Mall using a discounted cash flow methodology. The discounted cash flow used assumptions including a holding period of nine years, with a sale at the end of the holding period, a capitalization rate of 14.0% and a discount rate of 15.0%. (2) In accordance with the Company's quarterly impairment process, the Predecessor Company wrote down the book value of the mall to its estimated fair value of $12,400. The mall had experienced a decline in cash flows due to store closures and rent reductions. Management determined the fair value of Old Hickory Mall using a discounted cash flow methodology. The discounted cash flow used assumptions including a holding period of nine years, with a sale at the end of the holding period, a capitalization rate of 13.0% and a discount rate of 14.0%. (3) In accordance with the Company's quarterly impairment process, the Predecessor Company wrote down the book value of the mall to its estimated fair value of $15,400. The mall had experienced a decline in cash flows due to store closures and rent reductions. Management determined the fair value of Stroud Mall using a discounted cash flow methodology. The discounted cash flow used assumptions including a holding period of nine years, with a sale at the end of the holding period, a capitalization rate of 11.75% and a discount rate of 12.5%. |
Unconsolidated Affiliates and_2
Unconsolidated Affiliates and Noncontrolling Interests (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Schedule of Condensed Combined Financial Statement Information - Unconsolidated Affiliates | Condensed combined financial statement information of the unconsolidated affiliates are as follows: March 31, 2022 December 31, 2021 ASSETS: Investment in real estate assets $ 2,048,670 $ 2,364,154 Accumulated depreciation (791,622 ) (934,374 ) 1,257,048 1,429,780 Developments in progress 6,717 7,288 Net investment in real estate assets 1,263,765 1,437,068 Other assets 197,179 188,683 Total assets $ 1,460,944 $ 1,625,751 LIABILITIES: Mortgage and other indebtedness, net $ 1,501,094 $ 1,452,794 Other liabilities 62,755 64,598 Total liabilities 1,563,849 1,517,392 OWNERS' EQUITY: The Company 17,238 102,792 Other investors (120,143 ) 5,567 Total owners' equity (102,905 ) 108,359 Total liabilities and owners’ equity $ 1,460,944 $ 1,625,751 Successor Predecessor Three Months Ended March 31, Three Months Ended March 31, 2022 2021 Total revenues $ 63,737 $ 58,756 Net income (loss) (1) $ 20,678 $ (3,321 ) (1) The Successor Company's pro rata share of net income is $8,566 for the three months ended March 31, 2022. The Predecessor Company’s pro rata share of net loss is |
Schedule of Variable Interest Entities | The table below lists the Company's unconsolidated VIEs as of March 31, 2022: Unconsolidated VIEs: Investment in Real Estate Joint Ventures and Partnerships Maximum Risk of Loss Ambassador Infrastructure, LLC (1) $ — $ 7,001 Asheville Mall CMBS, LLC — — Atlanta Outlet JV, LLC (1) 881 5,318 CBL-T/C, LLC — — EastGate Mall CMBS, LLC — — El Paso Outlet Center Holding, LLC 285 285 Fremaux Town Center JV, LLC 2,052 2,052 Greenbrier Mall II, LLC — — Louisville Outlet Shoppes, LLC (1) — 7,947 Mall of South Carolina L.P. — — Shoppes at Eagle Point, LLC (1)(2) 21,058 33,798 Vision - CBL Hamilton Place, LLC 2,112 2,112 $ 26,388 $ 58,513 (1) The Operating Partnership has guaranteed all or a portion of the debt of each of these VIEs. See Note 11 (2) Subsequent to March 31, 2022, the guaranty was removed. See Note 14 |
Mortgage and Other Indebtedne_2
Mortgage and Other Indebtedness, Net (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Pre-Emergence Net Mortgage Notes Payable | Our Secured Notes and mortgage and other indebtedness, net, consisted of the following: March 31, 2022 December 31, 2021 Amount Weighted- Average Interest Rate (1) Amount Weighted- Average Interest Rate (1) Fixed-rate debt at fair value: Secured Notes - at fair value (carrying amount of $395,000 as of March 31, 2022 and December 31, 2021) $ 395,593 10.00 % $ 395,395 10.00 % Fixed-rate debt: Exchangeable senior secured notes — — 150,000 7.00 % Non-recourse loans on operating properties 847,208 4.83 % 916,927 5.04 % Total fixed-rate debt 847,208 4.83 % 1,066,927 5.32 % Variable-rate debt: Secured term loan 864,611 3.75 % 880,091 3.75 % Non-recourse loans on operating properties 66,386 3.45 % 66,911 3.21 % Total variable-rate debt 930,997 3.73 % 947,002 3.71 % Total fixed-rate and variable-rate debt 1,778,205 4.26 % 2,013,929 4.56 % Unamortized deferred financing costs (2,928 ) (1,567 ) Debt discounts (2) (135,808 ) (199,153 ) Total mortgage and other indebtedness, net $ 1,639,469 $ 1,813,209 (1 ) Weighted-average interest rate excludes amortization of deferred financing costs. ( 2 ) In conjunction with fresh start accounting, the Company estimated the fair value of its mortgage notes with the assistance of a third-party valuation advisor. This resulted in recognizing a debt discount on the Effective Date. The debt discount is accreted over the term of the respective debt using the effective interest method. The remaining debt discounts at March 31, 2022 will be accreted over a weighted average period of 3.1 years. |
Schedule of Pre-Emergence Principal Payments | As of March 31, 2022, the scheduled principal amortization and balloon payments of the Company’s consolidated debt, excluding extensions available at the Company’s option, on all mortgage and other indebtedness, are as follows: 2022 (1) (2) $ 409,393 2023 215,407 2024 111,867 2025 785,230 2026 137,616 Thereafter 395,000 Total 2,054,513 Principal balance of loans with maturity date prior to March 31, 2022 ( 3 ) 118,692 Total mortgage and other indebtedness $ 2,173,205 (1) Reflects scheduled principal amortization and balloon payments for the fiscal period April 1, 2022 through December 31, 2022. ( 2 ) Subsequent to March 31, 2022, the loan secured by Arbor Place was extended for an additional four years, with a new maturity date of May 2026 Note 14 . ( 3 ) Represents the aggregate principal balance as of March 31, 2022 of the loans secured by Alamance Crossing, Hamilton Crossing and Parkdale Mall & Crossing, which are in default. The Company is in discussions with the lender regarding the loans secured by these properties. March 2021 April 2021 July 2021 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Schedule of Information on Reportable Segments | Information on the Company’s segments is presented as follows: Three Months Ended March 31, 2022 (Successor) Malls (1) All Other (2) Total Revenues (3) $ 121,428 $ 18,674 $ 140,102 Property operating expenses (4) (44,684 ) (3,661 ) (48,345 ) Interest expense (71,159 ) (19,500 ) (90,659 ) Gain on sales of real estate assets — 16 16 Segment profit (loss) $ 5,585 $ (4,471 ) 1,114 Depreciation and amortization (68,943 ) General and administrative (18,074 ) Litigation settlement 81 Interest and other income 155 Gain on deconsolidation 36,250 Reorganization items, net (1,571 ) Income tax provision (801 ) Equity in earnings of unconsolidated affiliates 8,566 Net loss $ (43,223 ) Capital expenditures (5) $ 3,960 $ 1,870 $ 5,830 Three Months Ended March 31, 2021 (Predecessor) Malls (1) All Other (2) Total Revenues (3) $ 119,328 $ 13,856 $ 133,184 Property operating expenses (4) (45,595 ) (3,539 ) (49,134 ) Interest expense (23,170 ) (960 ) (24,130 ) Loss on sales of real estate assets — (299 ) (299 ) Segment profit $ 50,563 $ 9,058 59,621 Depreciation and amortization (48,112 ) General and administrative (12,612 ) Litigation settlement 858 Interest and other income 776 Reorganization items (22,933 ) Loss on impairment (57,182 ) Gain on deconsolidation 55,131 Income tax provision (751 ) Equity in losses of unconsolidated affiliates (3,076 ) Net loss $ (28,280 ) Capital expenditures (5) $ 3,491 $ 637 $ 4,128 Total assets Malls (1) All Other ( 2 ) Total March 31, 2022 $ 1,860,718 $ 988,606 $ 2,849,324 December 31, 2021 $ 1,961,061 $ 984,918 $ 2,945,979 (1) The Malls category includes malls, lifestyle centers and outlet centers. (2) The All Other category includes open-air centers, outparcels, office buildings, self-storage facilities, corporate-level debt and the Management Company. (3) Management, development and leasing fees are included in All Other category. See Note 3 (4) Property operating expenses include property operating, real estate taxes and maintenance and repairs. (5) Includes additions to and acquisitions of real estate assets and investments in unconsolidated affiliates. Developments in progress are included in the All Other category. |
Contingencies (Tables)
Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of Guarantees | The following table represents the Operating Partnership's guarantees of unconsolidated affiliates' debt as reflected in the accompanying condensed consolidated balance sheets as of March 31, 2022 and December 31, 2021: As of March 31, 2022 Obligation recorded to reflect guaranty Unconsolidated Affiliate Company's Ownership Interest Outstanding Balance Percentage Guaranteed by the Operating Partnership Maximum Guaranteed Amount Debt Maturity Date (1) March 31, 2022 December 31, 2021 West Melbourne I, LLC - Phase I 50% $ 38,691 50% $ 19,345 Feb-2025 (2) $ 193 $ 195 West Melbourne I, LLC - Phase II 50% 13,743 50% 6,872 Feb-2025 (2) 69 69 Port Orange I, LLC 50% 51,073 50% 25,536 Feb-2025 (2) 255 258 Ambassador Infrastructure, LLC 65% 7,001 100% 7,001 Mar-2025 82 83 Shoppes at Eagle Point, LLC 50% 33,585 35% (3) 12,740 Oct-2022 127 127 Atlanta Outlet JV, LLC 50% 4,437 100% 4,437 Nov-2023 — — Louisville Outlet Shoppes, LLC 50% 7,947 100% 7,947 Oct-2022 — — Total guaranty liability $ 726 $ 732 (1) Excludes any extension options. (2) These loans have a one-year ( 3 ) The guaranty is for a fixed amount of $12,740 throughout the term of the loan, including any extensions. Subsequent to March 31, 2022, the joint venture entered into a new non-recourse loan, which removed the guaranty. See Note 14 for additional information. |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Share Based Compensation [Abstract] | |
Schedule of Company Stock Awards | A summary of the status of the Company’s nonvested restricted stock awards as of March 31, 2022, and changes during the period from January 1, 2022 through March 31, 2022, are presented below: Shares Weighted- Average Grant-Date Fair Value Per Share Nonvested at January 1, 2022 784,999 $ 27.57 Granted 50,000 $ 27.69 Nonvested at March 31, 2022 834,999 $ 27.58 |
Noncash Investing and Financi_2
Noncash Investing and Financing Activities (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Supplemental Cash Flow Information [Abstract] | |
Schedule of Noncash Investing and Financing Activities | The Company’s noncash investing and financing activities were as follows: Successor Predecessor Three Months Ended March 31, Three Months Ended March 31, 2022 2021 Additions to real estate assets accrued but not yet paid $ 11,177 $ 3,190 Deconsolidation upon loss of control (1) Decrease in real estate assets (18,810 ) (84,860 ) Decrease in mortgage and other indebtedness 56,226 134,354 Decrease in operating assets and liabilities 5,686 5,808 Decrease in intangible lease and other assets (6,852 ) (171 ) ( 1 ) See Note 7 for additional information. |
Organization and Basis of Pre_3
Organization and Basis of Presentation - Narrative (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022USD ($)statesubsidiary | Dec. 31, 2021USD ($) | ||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Number of states in which entity operates | state | 24 | ||
Fresh-start reporting, description | Upon the Company’s emergence from the Chapter 11 Cases (defined below), the Company adopted fresh start accounting, which resulted in a new basis of accounting and the Company becoming a new entity for financial reporting purposes. As a result of the application of fresh start accounting and the effects of the implementation of the third amended joint chapter 11 plan of CBL & Associates Properties, Inc. and its affiliated debtors (with technical modifications) (as modified at Docket No. 1521) (the “Plan”), the condensed consolidated financial statements after November 1, 2021 (the “Effective Date”) are not comparable with the condensed consolidated financial statements on or before that date. | ||
Short term property-level debt and related obligations | $ 1,150,000 | ||
Mortgage debt obligations | 200,000 | ||
Remaining short term property-level debt and related obligations | 900,000 | ||
Other | [1] | $ 5,356 | $ 4,793 |
Mortgage and Other Notes Receivable | |||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Other | $ 384 | ||
Minimum | |||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Percentage of projected annual operating cash flows | 10.00% | ||
Maximum | |||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Percentage of projected annual operating cash flows | 12.00% | ||
Mortgage Debt Payable | |||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Remaining short term property-level debt and related obligations | $ 474,000 | ||
Unconsolidated Affiliates | |||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Remaining short term property-level debt and related obligations | $ 474,000 | ||
Consolidated Properties | CBL Holdings | |||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Ownership interest in qualified subsidiaries (as a percent) | 100.00% | ||
Subsidiaries | |||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Number of wholly owned subsidiaries | subsidiary | 2 | ||
Combined ownership by the subsidiaries in operating partnership (as a percent) | 99.90% | ||
Non-controlling limited partner interest ownership of CBL's related parties in the Operating Partnership (as a percent) | 0.10% | ||
Subsidiaries | CBL Associates Properties Inc | |||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Ownership of the sole general partner in partnership (as a percent) | 1.00% | ||
Limited partnership interest owned by CBL Holdings II, Inc. in the operating partnership (as a percent) | 98.90% | ||
[1] | As of March 31, 2022, includes $254,237 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $142,132 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 7 |
Organization and Basis of Pre_4
Organization and Basis of Presentation - Properties Owned by Operating Partnership (Details) | 3 Months Ended |
Mar. 31, 2022malloutlet_centerlifestyle_centeropen-air_centerother_propertypropertysegmentoffice_building | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |
Malls | mall | 50 |
Outlet Centers | outlet_center | 5 |
Lifestyle Centers | lifestyle_center | 5 |
Open-Air Centers | open-air_center | 29 |
Other | other_property | 5 |
Total Properties | property | 94 |
Malls | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |
Number of reportable segments | segment | 1 |
Consolidated Properties | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |
Malls | mall | 41 |
Outlet Centers | outlet_center | 2 |
Lifestyle Centers | lifestyle_center | 4 |
Open-Air Centers | open-air_center | 21 |
Other | other_property | 4 |
Total Properties | property | 72 |
Consolidated Properties | Subsidiaries | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |
Office Buildings | office_building | 2 |
Unconsolidated Properties | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |
Malls | mall | 9 |
Outlet Centers | outlet_center | 3 |
Lifestyle Centers | lifestyle_center | 1 |
Open-Air Centers | open-air_center | 8 |
Other | other_property | 1 |
Total Properties | property | 22 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Accounts Receivable (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | ||
Change in estimate of uncollectable revenues | $ (737) | $ 6,486 |
Accounts Receivable | ||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | ||
Change in estimate of uncollectable revenues | $ 737 | 6,486 |
Straight line rent receivables | $ 1,679 |
Revenues - Disaggregation of Re
Revenues - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
Disaggregation Of Revenue [Line Items] | |||
Rental revenues | $ 135,332 | $ 128,175 | |
Revenues from contracts with customers (ASC 606): | 3,943 | 4,116 | |
Total revenues | [1] | 140,102 | 133,184 |
Operating expense reimbursements | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues from contracts with customers (ASC 606): | 2,189 | 2,156 | |
Management, development and leasing fees | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues from contracts with customers (ASC 606): | 1,769 | 1,659 | |
Marketing revenues | |||
Disaggregation Of Revenue [Line Items] | |||
Revenues from contracts with customers (ASC 606): | (15) | 301 | |
Other revenues | |||
Disaggregation Of Revenue [Line Items] | |||
Total revenues | $ 827 | $ 893 | |
[1] | Management, development and leasing fees are included in All Other category. See Note 3 |
Revenues - Remaining Performanc
Revenues - Remaining Performance Obligations (Details) $ in Thousands | Mar. 31, 2022USD ($) |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining performance obligation | $ 121,196 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2022-04-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining performance obligation | $ 22,877 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 5 years |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2027-04-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining performance obligation | $ 50,967 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 15 years |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2042-04-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Remaining performance obligation | $ 47,352 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 20 years |
Revenues - Remaining Performa_2
Revenues - Remaining Performance Obligations (Details 1) $ in Thousands | Mar. 31, 2022USD ($) |
Revenue From Contract With Customer [Abstract] | |
Remaining performance obligation | $ 121,196 |
Leases - Components of Rental R
Leases - Components of Rental Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Leases [Abstract] | ||
Fixed lease payments | $ 95,648 | $ 71,227 |
Variable lease payments | 39,684 | 56,948 |
Total rental revenues | $ 135,332 | $ 128,175 |
Leases - Future Minimum Lease P
Leases - Future Minimum Lease Payments to be Received (Details) $ in Thousands | Mar. 31, 2022USD ($) | |
Operating Leases | ||
2022 | $ 266,243 | [1] |
2023 | 311,345 | |
2024 | 253,351 | |
2025 | 196,536 | |
2026 | 145,634 | |
2027 | 99,328 | |
Thereafter | 225,650 | |
Total undiscounted lease payments | $ 1,498,087 | |
[1] | Reflects rental payments for the fiscal period April 1, 2022 to December 31, 2022. |
Fair Value Measurements - Recur
Fair Value Measurements - Recurring Basis (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Fair value of mortgage and other indebtedness | $ 1,854,171 | $ 2,059,094 | |
Available-for-sale securities, amortized cost | 149,936 | 149,999 | |
Available-For-Sale Securities Held, Fair Value | [1] | 149,975 | 149,996 |
U.S Treasury Securities | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Available-for-sale securities, amortized cost | 149,936 | 149,999 | |
Available-For-Sale Securities Held, unrealized gains/(losses) | 39 | (3) | |
Available-For-Sale Securities Held, Fair Value | $ 149,975 | $ 149,996 | |
U.S. Treasury securities, maturity date | May 31, 2022 | ||
[1] | As of March 31, 2022, includes $254,237 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $142,132 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 7 |
Fair Value Measurements - Secur
Fair Value Measurements - Secured Notes Measured at Fair Value (Details) - Secured Notes - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Carrying amount | $ 395,000 | $ 395,000 |
10% senior secured notes - at fair value (carrying amount of $395,000 as of March 31, 2022 and December 31, 2021, respectively) | 395,593 | 395,395 |
Change in Fair Value [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
10% senior secured notes - at fair value (carrying amount of $395,000 as of March 31, 2022 and December 31, 2021, respectively) | $ 593 | $ 395 |
Fair Value Measurements - Long-
Fair Value Measurements - Long-Lived Assets Measured at Fair Value (Details) | 3 Months Ended | |
Mar. 31, 2021USD ($)mall | Mar. 31, 2022USD ($) | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair Value | $ 38,500,000 | |
Loss on impairment | $ 57,182,000 | |
Number of malls with impairment | mall | 3 | |
Malls | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair Value | $ 38,500,000 | |
Loss on impairment | 57,182,000 | |
Significant Unobservable Inputs (Level 3) | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair Value | 38,500,000 | |
Greenbrier Mall | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair Value | $ 0 | |
Eastland Mall | Malls | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair Value | 10,700,000 | |
Loss on impairment | $ 13,243,000 | |
Eastland Mall | Malls | Measurement Input, Expected Term | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Holding period | 9 years | |
Eastland Mall | Malls | Cap Rate (as a percent) | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value measurement input (as a percent) | 14 | |
Eastland Mall | Malls | Discount Rate (as a percent) | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value measurement input (as a percent) | 15 | |
Old Hickory Mall | Malls | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair Value | $ 12,400,000 | |
Loss on impairment | $ 20,149,000 | |
Old Hickory Mall | Malls | Measurement Input, Expected Term | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Holding period | 9 years | |
Old Hickory Mall | Malls | Cap Rate (as a percent) | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value measurement input (as a percent) | 13 | |
Old Hickory Mall | Malls | Discount Rate (as a percent) | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value measurement input (as a percent) | 14 | |
Stroud Mall | Malls | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair Value | $ 15,400,000 | |
Loss on impairment | $ 23,790,000 | |
Stroud Mall | Malls | Measurement Input, Expected Term | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Holding period | 9 years | |
Stroud Mall | Malls | Cap Rate (as a percent) | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value measurement input (as a percent) | 11.75 | |
Stroud Mall | Malls | Discount Rate (as a percent) | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value measurement input (as a percent) | 12.5 | |
Asheville Mall and Park Plaza | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair Value | $ 0 |
Dispositions - Summary (Details
Dispositions - Summary (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
(Gain) loss on sales of real estate assets | $ (16) | $ 299 |
Outparcel Sale | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
(Gain) loss on sales of real estate assets | $ 299 |
Unconsolidated Affiliates and_3
Unconsolidated Affiliates and Noncontrolling Interests - Narrative (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | ||
Apr. 30, 2022USD ($) | Mar. 31, 2022USD ($)entity | Mar. 31, 2022USD ($)entity | Mar. 31, 2021USD ($) | |
Schedule Of Equity Method Investments [Line Items] | ||||
Number of entities - equity method of accounting (entity) | entity | 27 | 27 | ||
Number of 50/50 joint ventures | entity | 14 | 14 | ||
Gain on deconsolidation | $ 36,250 | $ 55,131 | ||
Fair value carrying amount | $ 2,054,513 | 2,054,513 | ||
Subsequent Event | ||||
Schedule Of Equity Method Investments [Line Items] | ||||
Loan agreement term | 10 years | |||
Bullseye, LLC | ||||
Schedule Of Equity Method Investments [Line Items] | ||||
Gross proceeds from sale of property | 10,500 | |||
Net profit from sale of property | 629 | |||
Greenbrier Mall | ||||
Schedule Of Equity Method Investments [Line Items] | ||||
Loan outstanding balance | 61,647 | 61,647 | ||
Gain on deconsolidation | $ 36,250 | |||
Shoppes at Eagle Point, LLC | Subsequent Event | Nonrecourse | ||||
Schedule Of Equity Method Investments [Line Items] | ||||
Fair value carrying amount | $ 40,000 | |||
Loan agreement term | 10 years | |||
York Town Center Holding, LP | ||||
Schedule Of Equity Method Investments [Line Items] | ||||
Loan agreement term | 18 months | |||
York Town Center Holding, LP | Nonrecourse | Mortgage Note Payable | ||||
Schedule Of Equity Method Investments [Line Items] | ||||
Fair value carrying amount | $ 30,000 | $ 30,000 | ||
Loan agreement term | 3 years | |||
Debt Instrument, Interest Rate, Effective Percentage | 4.75% | 4.75% | ||
Minimum | ||||
Schedule Of Equity Method Investments [Line Items] | ||||
Ownership interest in joint venture (as a percent) | 20.00% | 20.00% | ||
Ownership in variable interest entity (as a percent) | 50.00% | |||
Maximum | ||||
Schedule Of Equity Method Investments [Line Items] | ||||
Ownership interest in joint venture (as a percent) | 100.00% | 100.00% | ||
Ownership in variable interest entity (as a percent) | 92.00% |
Unconsolidated Affiliates and_4
Unconsolidated Affiliates and Noncontrolling Interests -Summarized Financial Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | ||
ASSETS: | |||||
Investment in real estate assets | [1] | $ 1,755,769 | $ 1,772,389 | ||
Accumulated depreciation | [1] | (49,188) | (19,939) | ||
Net investment in real estate assets | [1] | 1,725,074 | 1,769,115 | ||
Developments in progress | [1] | 18,493 | 16,665 | ||
Total assets | [1] | 2,849,324 | 2,945,979 | ||
LIABILITIES: | |||||
Mortgage and other indebtedness, net | 1,639,469 | 1,813,209 | |||
Total liabilities | 2,335,981 | 2,544,879 | |||
OWNERS' EQUITY: | |||||
The Company | 510,800 | 396,199 | |||
Noncontrolling interests | 2,543 | 4,901 | |||
Total equity | 513,343 | $ 506,618 | 401,100 | $ 534,297 | |
Total liabilities, redeemable noncontrolling interests and equity | 2,849,324 | 2,945,979 | |||
Total revenues | [2] | 140,102 | 133,184 | ||
Net loss | (43,223) | (28,280) | |||
BI Development II, LLC | |||||
ASSETS: | |||||
Investment in real estate assets | 2,048,670 | 2,364,154 | |||
Accumulated depreciation | (791,622) | (934,374) | |||
Net investment in real estate assets | 1,257,048 | 1,429,780 | |||
Developments in progress | 6,717 | 7,288 | |||
Net investment in real estate assets | 1,263,765 | 1,437,068 | |||
Other assets | 197,179 | 188,683 | |||
Total assets | 1,460,944 | 1,625,751 | |||
LIABILITIES: | |||||
Mortgage and other indebtedness, net | 1,501,094 | 1,452,794 | |||
Other liabilities | 62,755 | 64,598 | |||
Total liabilities | 1,563,849 | 1,517,392 | |||
OWNERS' EQUITY: | |||||
The Company | 17,238 | 102,792 | |||
Noncontrolling interests | (120,143) | 5,567 | |||
Total equity | (102,905) | 108,359 | |||
Total liabilities, redeemable noncontrolling interests and equity | 1,460,944 | $ 1,625,751 | |||
Total revenues | 63,737 | 58,756 | |||
Net loss | [3] | $ 20,678 | $ (3,321) | ||
[1] | As of March 31, 2022, includes $254,237 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $142,132 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 7 | ||||
[2] | Management, development and leasing fees are included in All Other category. See Note 3 | ||||
[3] | The Successor Company's pro rata share of net income is $8,566 for the three months ended March 31, 2022. The Predecessor Company’s pro rata share of net loss is |
Unconsolidated Affiliates and_5
Unconsolidated Affiliates and Noncontrolling Interests - Summarized Financial Information (Parenthetical) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Schedule Of Equity Method Investments [Line Items] | ||
Equity in earnings (losses) of unconsolidated affiliates | $ 8,566 | $ (3,076) |
BI Development II, LLC | ||
Schedule Of Equity Method Investments [Line Items] | ||
Equity in earnings (losses) of unconsolidated affiliates | $ 8,566 | $ (3,076) |
Unconsolidated Affiliates and_6
Unconsolidated Affiliates and Noncontrolling Interests - Variable Interest Entities (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 | |
Schedule Of Equity Method Investments [Line Items] | |||
Variable interest asset entities | [1] | $ 2,849,324 | $ 2,945,979 |
Unconsolidated VIEs | |||
Schedule Of Equity Method Investments [Line Items] | |||
Variable interest asset entities | 26,388 | ||
Maximum Risk of Loss, Unconsolidated | 58,513 | ||
Unconsolidated VIEs | Ambassador Infrastructure, LLC | |||
Schedule Of Equity Method Investments [Line Items] | |||
Maximum Risk of Loss, Unconsolidated | [2] | 7,001 | |
Unconsolidated VIEs | Atlanta Outlet JV, LLC | |||
Schedule Of Equity Method Investments [Line Items] | |||
Variable interest asset entities | [2] | 881 | |
Maximum Risk of Loss, Unconsolidated | [2] | 5,318 | |
Unconsolidated VIEs | El Paso Outlet Center Holding, LLC | |||
Schedule Of Equity Method Investments [Line Items] | |||
Variable interest asset entities | 285 | ||
Maximum Risk of Loss, Unconsolidated | 285 | ||
Unconsolidated VIEs | Fremaux Town Center JV, LLC | |||
Schedule Of Equity Method Investments [Line Items] | |||
Variable interest asset entities | 2,052 | ||
Maximum Risk of Loss, Unconsolidated | 2,052 | ||
Unconsolidated VIEs | Louisville Outlet Shoppes, LLC | |||
Schedule Of Equity Method Investments [Line Items] | |||
Maximum Risk of Loss, Unconsolidated | [2] | 7,947 | |
Unconsolidated VIEs | Shoppes at Eagle Point, LLC | |||
Schedule Of Equity Method Investments [Line Items] | |||
Variable interest asset entities | [2],[3] | 21,058 | |
Maximum Risk of Loss, Unconsolidated | [2],[3] | 33,798 | |
Unconsolidated VIEs | Vision-CBL Hamilton Place, LLC | |||
Schedule Of Equity Method Investments [Line Items] | |||
Variable interest asset entities | 2,112 | ||
Maximum Risk of Loss, Unconsolidated | $ 2,112 | ||
[1] | As of March 31, 2022, includes $254,237 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $142,132 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 7 | ||
[2] | The Operating Partnership has guaranteed all or a portion of the debt of each of these VIEs. See Note 11 | ||
[3] | Subsequent to March 31, 2022, the guaranty was removed. See Note 14 |
Mortgage and Other Indebtedne_3
Mortgage and Other Indebtedness, Net - Debt of Operating Partnership (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Dec. 31, 2021 | ||
Debt Instrument [Line Items] | |||
New secured notes | $ 395,593 | $ 395,395 | |
Mortgage notes payable | 847,208 | 1,066,927 | |
Mortgage and other indebtedness, variable-rate debt | 930,997 | 947,002 | |
Total fixed-rate and variable-rate debt | 1,778,205 | 2,013,929 | |
Unamortized deferred financing costs | (2,928) | (1,567) | |
Debt discounts | [1] | (135,808) | (199,153) |
Total mortgage and other indebtedness, net | $ 1,639,469 | $ 1,813,209 | |
Secured Notes - at fair value (carrying amount of $395,000 as of March 31, 2022 and December 31, 2021) | [2] | 10.00% | 10.00% |
Weighted average interest rate (as a percent) | [2] | 4.26% | 4.56% |
Fair value carrying amount | $ 2,054,513 | ||
Five Mortgage Notes Payable | |||
Debt Instrument [Line Items] | |||
Remaining debt discount amortization period | 3 years 1 month 6 days | ||
Fixed Rate Interest | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate (as a percent) | [2] | 4.83% | 5.32% |
Variable Rate Interest | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate (as a percent) | [2] | 3.73% | 3.71% |
Exchangeable Senior Secured Notes | |||
Debt Instrument [Line Items] | |||
Mortgage notes payable | $ 150,000 | ||
Exchangeable Senior Secured Notes | Fixed Rate Interest | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate (as a percent) | [2] | 7.00% | |
Non-Recourse Loans on Operating Properties | |||
Debt Instrument [Line Items] | |||
Mortgage notes payable | $ 847,208 | $ 916,927 | |
Mortgage and other indebtedness, variable-rate debt | $ 66,386 | $ 66,911 | |
Non-Recourse Loans on Operating Properties | Fixed Rate Interest | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate (as a percent) | [2] | 4.83% | 5.04% |
Non-Recourse Loans on Operating Properties | Variable Rate Interest | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate (as a percent) | [2] | 3.45% | 3.21% |
Secured Term Loan | |||
Debt Instrument [Line Items] | |||
Mortgage and other indebtedness, variable-rate debt | $ 864,611 | $ 880,091 | |
Secured Term Loan | Variable Rate Interest | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate (as a percent) | [2] | 3.75% | 3.75% |
Secured Notes | |||
Debt Instrument [Line Items] | |||
Fair value carrying amount | $ 395,000 | $ 395,000 | |
[1] | In conjunction with fresh start accounting, the Company estimated the fair value of its mortgage notes with the assistance of a third-party valuation advisor. This resulted in recognizing a debt discount on the Effective Date. The debt discount is accreted over the term of the respective debt using the effective interest method. The remaining debt discounts at March 31, 2022 will be accreted over a weighted average period of 3.1 years. | ||
[2] | Weighted-average interest rate excludes amortization of deferred financing costs. |
Mortgage and Other Indebtedne_4
Mortgage and Other Indebtedness, Net - Pre-Emergence Debt of Operating Partnership (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
New secured notes | $ 395,593 | $ 395,395 |
Mortgage and Other Indebtedne_5
Mortgage and Other Indebtedness, Net - Narrative (Details) - USD ($) | Nov. 01, 2021 | Apr. 30, 2022 | Feb. 28, 2022 | Mar. 31, 2022 | Feb. 01, 2022 | Jan. 28, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | |||||||
Fair value carrying amount | $ 2,054,513,000 | ||||||
Common stock, par value (USD per share) | $ 0.001 | $ 0.001 | |||||
Common stock issued (shares) | 31,807,511 | 20,774,716 | |||||
Exit Credit Agreement | First Year | |||||||
Debt Instrument [Line Items] | |||||||
Principal liability cap reduction percentage | 100.00% | ||||||
Principal amortization payments | $ 2,500,000 | ||||||
Exit Credit Agreement | Excess of First Year | |||||||
Debt Instrument [Line Items] | |||||||
Principal liability cap reduction percentage | 50.00% | ||||||
Exit Credit Agreement | Senior Secured Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, maturity date | Nov. 1, 2025 | ||||||
Fair value carrying amount | $ 883,700,000 | ||||||
Principal liability cap | $ 160,661,000 | ||||||
Limited guarantee description | The Principal Liability Cap is eliminated when the loan balance is reduced below $650,000. | ||||||
Limited guaranty eliminated loan balance reduced amount | $ 650,000,000 | ||||||
Debt Instrument, covenant description | On November 1, 2021, CBL & Associates HoldCo I, LLC (“HoldCo I”), a wholly owned subsidiary of the Operating Partnership, entered into an amended and restated credit agreement (the “Exit Credit Agreement”), providing for an $883,700 senior secured term loan that matures November 1, 2025. The Operating Partnership provided a limited guaranty up to a maximum of $175,000 (the “Principal Liability Cap”). The Principal Liability Cap will be reduced by an amount equal to 100% of the first $2,500 in principal amortization made by HoldCo I each calendar year and will be reduced further by 50% of the principal amortization payments made by HoldCo I each calendar year in excess of the first $2,500 in principal amortization for such calendar year. As of March 31, 2022, the Principal Liability Cap had been reduced to $160,661. The Principal Liability Cap is eliminated when the loan balance is reduced below $650,000. | ||||||
Exit Credit Agreement | Senior Secured Term Loan | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Undiscounted maximum exposure | $ 175,000,000 | ||||||
Secured Notes Indenture | 10% Senior Secured Notes Due 2029 | |||||||
Debt Instrument [Line Items] | |||||||
Redemption of aggregate principal amount | $ 60,000,000 | ||||||
Secured Notes Indenture | 7.0% Exchangeable Senior Secured Notes Due 2028 | |||||||
Debt Instrument [Line Items] | |||||||
Fair value carrying amount | $ 150,000,000 | $ 150,000,000 | |||||
Common stock, par value (USD per share) | $ 0.001 | ||||||
Common stock issued (shares) | 10,982,795 | ||||||
Cross Creek Mall | |||||||
Debt Instrument [Line Items] | |||||||
Loan outstanding balance | $ 101,077,000 | ||||||
Fayette Mall | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate percentage | 4.25% | ||||||
Debt instrument, maturity date | May 31, 2023 | ||||||
Debt instrument, maturity date, description | three one-year extension options |
Mortgage and Other Indebtedne_6
Mortgage and Other Indebtedness, Net- Scheduled Principal Payments (Details) $ in Thousands | Apr. 01, 2022 | May 31, 2022 | Apr. 30, 2022 | Feb. 28, 2022 | Mar. 31, 2022USD ($)loan | Dec. 31, 2021USD ($) |
Debt Instrument [Line Items] | ||||||
2022 | $ 409,393 | |||||
2023 | 215,407 | |||||
2024 | 111,867 | |||||
2025 | 785,230 | |||||
2026 | 137,616 | |||||
Thereafter | 395,000 | |||||
Total | 2,054,513 | |||||
Mortgage and other indebtedness, net | 1,639,469 | $ 1,813,209 | ||||
Subsequent Event | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, maturity date | Oct. 31, 2022 | |||||
Loan agreement term | 10 years | |||||
Parkdale Mall & Crossing | ||||||
Debt Instrument [Line Items] | ||||||
Mortgage and other indebtedness, net | $ 68,662 | |||||
Debt instrument, maturity date | Mar. 31, 2021 | |||||
Hamilton Crossing | ||||||
Debt Instrument [Line Items] | ||||||
Mortgage and other indebtedness, net | $ 7,780 | |||||
Debt instrument, maturity date | Apr. 30, 2021 | |||||
Fayette Mall | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, maturity date | May 31, 2023 | |||||
Alamance Crossing | ||||||
Debt Instrument [Line Items] | ||||||
Mortgage and other indebtedness, net | $ 42,250 | |||||
Debt instrument, maturity date | Jul. 31, 2021 | |||||
Arbor Place | Subsequent Event | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, maturity date | May 31, 2026 | May 31, 2026 | ||||
Loan agreement term | 4 years | 4 years | ||||
Mortgages | ||||||
Debt Instrument [Line Items] | ||||||
Total mortgage and other indebtedness | $ 2,173,205 | |||||
Operating Property Loan | ||||||
Debt Instrument [Line Items] | ||||||
2022 | $ 362,722 | |||||
Number of operating property loans (loan) | loan | 6 | |||||
Operating Property Loan | Mortgages | ||||||
Debt Instrument [Line Items] | ||||||
Principal balance of loans with maturity date prior to March 31, 2022 | $ 118,692 |
Segment Information - Summary (
Segment Information - Summary (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | ||
Segment Reporting Information [Line Items] | ||||
Total revenues | [1] | $ 140,102 | $ 133,184 | |
Property operating expenses | [2] | (48,345) | (49,134) | |
Interest expense | (90,659) | (24,130) | ||
Gain (loss) on sales of real estate assets | 16 | (299) | ||
Segment profit (loss) | 1,114 | 59,621 | ||
Depreciation and amortization | (68,943) | (48,112) | ||
General and administrative | (18,074) | (12,612) | ||
Litigation settlement | 81 | 858 | ||
Interest and other income | 155 | 776 | ||
Gain on deconsolidation | 36,250 | 55,131 | ||
Reorganization items, net | (1,571) | (22,933) | ||
Loss on impairment | (57,182) | |||
Income tax provision | (801) | (751) | ||
Equity in earnings (losses) of unconsolidated affiliates | 8,566 | (3,076) | ||
Net loss | (43,223) | (28,280) | ||
Capital expenditures | [3] | 5,830 | 4,128 | |
Total Assets | [4] | 2,849,324 | $ 2,945,979 | |
Malls | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | [1],[5] | 121,428 | 119,328 | |
Property operating expenses | [2],[5] | (44,684) | (45,595) | |
Interest expense | [5] | (71,159) | (23,170) | |
Segment profit (loss) | [5] | 5,585 | 50,563 | |
Capital expenditures | [3],[5] | 3,960 | 3,491 | |
Total Assets | [5] | 1,860,718 | 1,961,061 | |
All Other | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | [1],[6] | 18,674 | 13,856 | |
Property operating expenses | [2],[6] | (3,661) | (3,539) | |
Interest expense | [6] | (19,500) | (960) | |
Gain (loss) on sales of real estate assets | [6] | 16 | (299) | |
Segment profit (loss) | [6] | (4,471) | 9,058 | |
Capital expenditures | [3],[6] | 1,870 | $ 637 | |
Total Assets | [6] | $ 988,606 | $ 984,918 | |
[1] | Management, development and leasing fees are included in All Other category. See Note 3 | |||
[2] | Property operating expenses include property operating, real estate taxes and maintenance and repairs. | |||
[3] | Includes additions to and acquisitions of real estate assets and investments in unconsolidated affiliates. Developments in progress are included in the All Other category. | |||
[4] | As of March 31, 2022, includes $254,237 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $142,132 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 7 | |||
[5] | The Malls category includes malls, lifestyle centers and outlet centers. | |||
[6] | The All Other category includes open-air centers, outparcels, office buildings, self-storage facilities, corporate-level debt and the Management Company. |
Earnings per Share - Narrative
Earnings per Share - Narrative (Details) - Common Stock - shares | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Potentially dilutive securities excluded from the computation of EPS (shares) | 0 | 0 |
Antidilutive securities excluded from the computation of EPS (shares) | 0 | 0 |
Contingencies - Environmental C
Contingencies - Environmental Contingencies (Details) | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Commitments And Contingencies Disclosure [Abstract] | |
Environmental liability insurance, maximum coverage per incident (up to) | $ 10,000 |
Environmental liability insurance, annual coverage limit (up to) | $ 50,000 |
Contingencies - Guarantees (Det
Contingencies - Guarantees (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Guarantor Obligations [Line Items] | ||
Obligation Recorded to Reflect Guaranty | $ 726 | $ 732 |
Shoppes at Eagle Point, LLC | ||
Guarantor Obligations [Line Items] | ||
Maximum Guaranteed Amount | $ 12,740 | |
Ambassador Infrastructure, LLC | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 65.00% | |
Outstanding Balance | $ 7,001 | |
Percentage Guaranteed by the Operating Partnership (as a percent) | 100.00% | |
Maximum Guaranteed Amount | $ 7,001 | |
Obligation Recorded to Reflect Guaranty | $ 82 | 83 |
West Melbourne I, LLC - Phase I | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 50.00% | |
Outstanding Balance | $ 38,691 | |
Percentage Guaranteed by the Operating Partnership (as a percent) | 50.00% | |
Maximum Guaranteed Amount | $ 19,345 | |
Obligation Recorded to Reflect Guaranty | $ 193 | 195 |
West Melbourne I, LLC - Phase II | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 50.00% | |
Outstanding Balance | $ 13,743 | |
Percentage Guaranteed by the Operating Partnership (as a percent) | 50.00% | |
Maximum Guaranteed Amount | $ 6,872 | |
Obligation Recorded to Reflect Guaranty | $ 69 | 69 |
Port Orange I, LLC | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 50.00% | |
Outstanding Balance | $ 51,073 | |
Percentage Guaranteed by the Operating Partnership (as a percent) | 50.00% | |
Maximum Guaranteed Amount | $ 25,536 | |
Obligation Recorded to Reflect Guaranty | $ 255 | 258 |
Shoppes at Eagle Point, LLC | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 50.00% | |
Outstanding Balance | $ 33,585 | |
Percentage Guaranteed by the Operating Partnership (as a percent) | 35.00% | |
Maximum Guaranteed Amount | $ 12,740 | |
Obligation Recorded to Reflect Guaranty | $ 127 | $ 127 |
Atlanta Outlet Outparcels, LLC | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 50.00% | |
Outstanding Balance | $ 4,437 | |
Percentage Guaranteed by the Operating Partnership (as a percent) | 100.00% | |
Maximum Guaranteed Amount | $ 4,437 | |
Louisville Outlet Shoppes, LLC | ||
Guarantor Obligations [Line Items] | ||
Company's Ownership Interest (as a percent) | 50.00% | |
Outstanding Balance | $ 7,947 | |
Percentage Guaranteed by the Operating Partnership (as a percent) | 100.00% | |
Maximum Guaranteed Amount | $ 7,947 | |
West Melbourne I LLC Phase I, West Melbourne I LLC Phase II and Port Orange I, LLC | ||
Guarantor Obligations [Line Items] | ||
Option extension term of debt instrument | 1 year |
Share-Based Compensation - Summ
Share-Based Compensation - Summary (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | |
Feb. 28, 2022 | Mar. 31, 2022 | Mar. 31, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Share-based compensation cost | $ 2,743 | ||
Weighted-Average Grant Date Fair Value | |||
Shared-based compensation expense | $ 2,743 | ||
2021 Equity Incentive Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of shares authorized (shares) | 3,222,222 | ||
Percentage released stock awards granted | 3.00% | ||
Restricted Stock Awards | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Share-based compensation cost | $ 1,622 | $ 297 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Nonvested, beginning of period (shares) | 784,999 | ||
Granted (shares) | 50,000 | ||
Nonvested, end of period (shares) | 834,999 | ||
Weighted-Average Grant Date Fair Value | |||
Weighted average grant-date fair value, nonvested, beginning of period (USD per share) | $ 27.57 | ||
Weighted average grant-date fair value, granted (USD per share) | 27.69 | ||
Weighted average grant-date fair value, nonvested, ending of period (USD per share) | $ 27.58 | ||
Unrecognized compensation cost related to nonvested stock awards | $ 21,106 | ||
Compensation cost to be recognized over a weighted-average period | 3 years 6 months | ||
Granted (shares) | 50,000 | ||
weighted-average grant date fair value | $ 27.58 | ||
Shared-based compensation expense | $ 1,622 | 297 | |
Performance Stock Awards | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Share-based compensation cost | 1,121 | 94 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Granted (shares) | 727,223 | ||
Weighted-Average Grant Date Fair Value | |||
Weighted average grant-date fair value, nonvested, ending of period (USD per share) | $ 24.67 | ||
Unrecognized compensation cost related to nonvested stock awards | $ 16,821 | ||
Compensation cost to be recognized over a weighted-average period | 3 years 9 months 18 days | ||
Performance period | 4 years | ||
Percentage of outstanding shares would be earned upon achievement of stated goal | 50.00% | ||
Granted (shares) | 727,223 | ||
weighted-average grant date fair value | $ 24.67 | ||
Shared-based compensation expense | $ 1,121 | $ 94 |
Noncash Investing and Financi_3
Noncash Investing and Financing Activities - Summary (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Other Significant Noncash Transactions [Line Items] | ||
Additions to real estate assets accrued but not yet paid | $ 11,177 | $ 3,190 |
Deconsolidation Upon Loss of Control | ||
Other Significant Noncash Transactions [Line Items] | ||
Decrease in real estate assets | (18,810) | (84,860) |
Decrease in mortgage and other indebtedness | 56,226 | 134,354 |
Decrease in operating assets and liabilities | 5,686 | 5,808 |
Decrease in intangible lease and other assets | $ (6,852) | $ (171) |
Subsequent Events - Narrative (
Subsequent Events - Narrative (Details) - USD ($) $ in Thousands | Apr. 01, 2022 | May 31, 2022 | Apr. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | |
Subsequent Event [Line Items] | ||||||
Available-For-Sale Securities Held, Fair Value | [1] | $ 149,975 | $ 149,996 | |||
Secured Notes Indenture | 10% Senior Secured Notes Due 2029 | ||||||
Subsequent Event [Line Items] | ||||||
Redemption of aggregate principal amount | $ 60,000 | |||||
Debt instrument, redemption description | In April 2022, HoldCo II delivered a conditional notice of redemption to holders of the Secured Notes, pursuant to the terms of the indenture governing the Secured Notes, to redeem $60,000 aggregate principal amount of the Secured Notes on May 26, 2022. The redemption is conditioned upon the receipt by HoldCo II of cash proceeds from a new debt financing. There can be no assurances as to when or if such condition will be satisfied and HoldCo II may waive the condition at its discretion. | |||||
U.S Treasury Securities | ||||||
Subsequent Event [Line Items] | ||||||
Available-For-Sale Securities Held, Fair Value | $ 149,975 | $ 149,996 | ||||
Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Non-recourse loan amount | $ 40,000 | |||||
Debt instrument, term | 10 years | |||||
Loan, fixed interest rate | 5.40% | |||||
Partial recourse loan amount | $ 33,585 | |||||
Debt instrument, maturity date | Oct. 31, 2022 | |||||
Subsequent Event | Arbor Place | ||||||
Subsequent Event [Line Items] | ||||||
Debt instrument, term | 4 years | 4 years | ||||
Loan, fixed interest rate | 5.10% | |||||
Debt instrument, maturity date | May 31, 2026 | May 31, 2026 | ||||
Subsequent Event | Secured Notes Indenture | 10% Senior Secured Notes Due 2029 | ||||||
Subsequent Event [Line Items] | ||||||
Redemption of aggregate principal amount | $ 60,000 | |||||
Subsequent Event | U.S Treasury Securities | ||||||
Subsequent Event [Line Items] | ||||||
Debt instrument, maturity date | Nov. 30, 2022 | |||||
Available-For-Sale Securities Held, Fair Value | $ 148,965 | |||||
[1] | As of March 31, 2022, includes $254,237 of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and $142,132 of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. See Note 7 |