Attached files

file filename
8-K - CBL & ASSOCIATES PROPERTIES INCform8k.htm
EX-99.2 - INVESTOR CONFERENCE CALL SCRIPT - CBL & ASSOCIATES PROPERTIES INCexhibit992.htm
EX-99.3 - SUPPLEMENTAL FINANCIAL AND OPERATING INFORMATION - CBL & ASSOCIATES PROPERTIES INCexhibit993.htm
Exhibit 99.1

Investor Contact:  Katie Reinsmidt, Vice President - Corporate Communications and Investor Relations, 423.490.8301, katie_reinsmidt@cblproperties.com


CBL & ASSOCIATES PROPERTIES REPORTS
FOURTH QUARTER AND YEAR END 2009 RESULTS

·  
Reported FFO per diluted share of $0.62 for the fourth quarter and $2.52 for the year ended December 31, 2009, excluding a non-cash impairment of real estate assets.
·  
Total portfolio same-center NOI, excluding lease termination fees, for the fourth quarter and year ended December 31, 2009, declined 1.5% and 1.3%, respectively, from the prior year periods.
·  
Stabilized mall occupancy increased 130 bps to 91.6% as of December 31, 2009, from the sequential quarter.

CHATTANOOGA, Tenn. (February 3, 2010) – CBL & Associates Properties, Inc. (NYSE:CBL) announced results for the fourth quarter and year ended December 31, 2009.  A description of each non-GAAP financial measure and the related reconciliation to the comparable GAAP measure is located at the end of this news release.  In accordance with recently issued accounting guidance related to the treatment of the stock component of our dividend paid on April 15, 2009, all previously reported share and per share amounts that were retroactively adjusted to reflect the common stock and common units, as applicable, issued as part of that dividend have been revised.  The new guidance requires that the stock component be treated as a stock issuance.  Thus, the Company has reflected the stock distribution in its share and per share amounts beginning April 15, 2009.

Funds from Operations (“FFO”) allocable to common shareholders for the fourth quarter ended December 31, 2009, was $2,358,000 or $0.02 per diluted share.  FFO for the current quarter was reduced by a non-cash impairment of real estate of $0.60 per diluted share.  Excluding the impact of this impairment of real estate, FFO allocable to common shareholders was $0.62 per diluted share.  Additionally, FFO for the fourth quarter 2009, excluding the impairment of real estate, reflects dilution of $0.34 per fully diluted share as a result of the 66.63 million shares issued in the June 2009 equity offering. FFO allocable to common shareholders for the fourth quarter ended December 31, 2008, was $52,867,000 or $0.80 per diluted share.

During the course of the Company's normal quarterly review, the Company determined that it was appropriate to write down the depreciated book value of three shopping centers to their estimated fair values. The Net Operating Income ("NOI") of the three centers represents less than 0.6% of total 2009 portfolio NOI. These write downs resulted in a non-cash impairment of real estate in the fourth quarter 2009 of $114,862,000.  Property-specific information is provided in the section titled "Property Review."

 
-MORE-
 

CBL Reports Fourth Quarter Results
Page 2
February 3, 2010


“We are pleased that the overwhelming majority of properties in our portfolio are performing well and reinforcing the strength of our market dominant mall strategy, notwithstanding the impairment of these three properties,” said John N. Foy, Vice Chairman and Chief Financial Officer.

FFO allocable to common shareholders for the year ended December 31, 2009, was $190,066,000, or $1.79 per diluted share.  FFO for the year ended December 31, 2009, was reduced by the non-cash impairment of real estate of $0.73 per diluted share.  Excluding the impact of this impairment, FFO allocable to common shareholders was $2.52 per diluted share. FFO for the year ended December 31, 2009, excluding the impairment of real estate, was also reduced by $0.75 per fully diluted share as a result of the 66.63 million shares issued in the June 2009 equity offering. FFO allocable to common shareholders for the year ended December 31, 2008, was $213,347,000, or $3.21 per diluted share.

FFO of the operating partnership for the fourth quarter ended December 31, 2009, was $3,247,000, or $118,109,000 excluding the non-cash impairment of real estate, compared with $93,207,000 for the fourth quarter ended December 31, 2008. FFO of the operating partnership for the year ended December 31, 2009, was $282,206,000, or $397,068,000 excluding the non-cash impairment of real estate, compared with $376,273,000 for the year ended December 31, 2008.

Net loss attributable to common shareholders for the fourth quarter ended December 31, 2009, was $57,790,000, or $0.42 per diluted share, compared with net loss of $10,055,000, or $0.15 per diluted share for the prior-year period.  Net loss attributable to common shareholders for the year ended December 31, 2009, was $36,807,000, or $0.35 per diluted share, compared with net income of $9,768,000, or $0.15 per diluted share, for the year ended December 31, 2008.  Net loss attributable to common shareholders for the fourth quarter and year ended December 31, 2009, was impacted by the non-cash impairment of real estate and per share information was diluted by the 66.63 million shares issued in the June 2009 equity offering.

CBL’s President and Chief Executive Officer, Stephen D. Lebovitz, commented, “Our performance in the fourth quarter and for the full year 2009 demonstrated the continuing stability of our portfolio.  While the impairment announcement impacted our stated financial results, 2009 was clearly a year of significant achievement in operating performance for CBL. We were pleased to report full-year same-center NOI at the high end of our guidance range as well as improvements in occupancy and sales throughout the year.  We continue to make progress in releasing the inventory of junior anchor spaces with more than 45% of these spaces now leased.  We also finished the year with more than $1.6 billion of financing activity, over five million square feet of leases signed, and three new developments completed with leased or committed rates greater than 90%.

“We have a realistic view of 2010 and are looking for opportunities for CBL to benefit from the economic recovery.  We are proactively addressing upcoming debt maturities and the ongoing deleveraging of the company. Near-term liquidity issues have been resolved to the point where we are exploring new capital sources at more attractive terms than a year ago. While managing expenses very closely, we are also transitioning more of our efforts to driving NOI growth with continued emphasis on leasing and other sources of income. As a much stronger and leaner company than a year ago, we are confident our strategic focus has positioned us for long-term success.”

HIGHLIGHTS

§  
Total portfolio same-center NOI, excluding lease termination fees, for the fourth quarter and year ended December 31, 2009, declined 1.5% and 1.3%, respectively, compared with a decline of 4.0% and 1.8%, respectively, in the prior-year periods.

§  
Same-store sales for mall tenants of 10,000 square feet or less for stabilized malls as of December 31, 2009, declined 5.4% to $313 per square foot compared with $331 per square foot as of December 31, 2008.
 

 
-MORE-
 

CBL Reports Fourth Quarter Results
Page 3
February 3, 2010

§  
Consolidated and unconsolidated variable rate debt of $1,755,656,000 represents 21.1% of the total market capitalization for the Company and 28.4% of the Company's share of total consolidated and unconsolidated debt.
 
PORTFOLIO OCCUPANCY 
 

   
September 30,
   
December 31,
 
   
2009
   
2009
   
2008
 
Portfolio occupancy
    89.2 %     90.4 %     92.3 %
Mall portfolio
    89.9 %     91.3 %     92.6 %
Stabilized malls
    90.3 %     91.6 %     92.9 %
Non-stabilized malls
    74.0 %     76.3 %     86.5 %
Associated centers
    90.0 %     92.5 %     92.2 %
Community centers
    80.4 %     80.9 %     92.1 %

PROPERTY REVIEW
During the course of the Company's normal quarterly review, the Company determined that it was appropriate to write down the depreciated book value of three shopping centers to their estimated fair values including Hickory Hollow Mall in Nashville (Antioch), TN, Pemberton Square in Vicksburg, MS, and Towne Mall in Franklin, OH.

Hickory Hollow Mall has experienced declining income as a result of changes in the property-specific market conditions as well as increasing retail competition.  These declines were further exacerbated by the recent economic conditions.  CBL has formulated a repositioning plan to enhance and maximize property NOI.  The plan contemplates incorporating non-retail uses at Hickory Hollow Mall and CBL is in the process of executing this plan.  However, as a result of the current estimate of projected future cash flows, CBL determined that a write down of the depreciated book value from $107.4 million to an estimated fair value of $12.6 million was appropriate.  Currently Hickory Hollow Mall generates insufficient NOI to cover debt service on its $33.4 million recourse loan.  CBL plans to continue to service the loan, which is self-liquidating, over the remaining eight year term.

Pemberton Square and Towne Mall have also experienced declining property-specific market conditions.  CBL is exploring redevelopment plans that would seek to maximize both properties’ cash flow.  However, due to the uncertainty as to the timing of these projects, CBL determined that it was appropriate to write down Pemberton Square's depreciated book value of $7.1 million to an estimated fair value of $1.4 million and Towne Mall's depreciated book value of $15.8 million to an estimated fair value of $1.4 million.  Pemberton Square and Towne Mall are currently unencumbered.

DISPOSITIONS
During the fourth quarter, the Company completed the sale of its 60% interest in Plaza Macaé in Macaé, Brazil to a third party for $24.2 million.

FINANCING ACTIVITY
In 2009, CBL refinanced or extended more than $1.6 billion in mortgage loans and credit facilities.  These included the extension of its three major credit facilities, while maintaining full lending capacity aggregating $1.2 billion, as well as successfully addressing nine property-specific mortgages or construction loans totaling more than $360.0 million.

During the fourth quarter, CBL repaid the $52.3 million loan secured by Eastgate Mall in Cincinnati, OH.  Eastgate Mall was then pledged to the Company's $560 million credit facility.  During the fourth quarter CBL also repaid two secured facilities including a $17.2 million facility and a $20.0 million facility.  The properties used to collateralize those facilities were pledged to the Company's $560 million credit facility.

 
-MORE-
 

CBL Reports Fourth Quarter Results
Page 4
February 3, 2010

Subsequent to the fourth quarter 2009, CBL closed a $72.0 million non-recourse loan secured by St. Clair Square in Fairview Heights, IL.  The new five-year loan bears a floating interest rate of LIBOR plus 400 basis points.  This loan replaced the existing $58.0 million loan, which was scheduled to mature in April 2010.  Concurrent with the closing, CBL entered into a two-year LIBOR cap agreement with an associated strike rate of 3.0%

DEVELOPMENT
On March 10, 2010, CBL will celebrate the official Grand Opening for the 415,000-square-foot phase one of The Pavilion at Port Orange, an open air development in Port Orange, FL.  The area’s newest and most unique shopping destination will open more than 92% leased or committed with anchors including Hollywood Theaters, Belk, Homegoods, Marshall’s, Michaels, PETCO and ULTA.

OTHER EVENTS
During the fourth quarter, CBL announced that its Board of Directors promoted Stephen D. Lebovitz to serve as Chief Executive Officer of the Company effective January 1, 2010, in addition to his position as President.  Former Chairman and Chief Executive Officer, Charles B. Lebovitz, continues to serve as executive Chairman of the Board, maintaining an integral role in the Company’s ongoing operations and leadership.

CBL also announced the expansion of its executive management team with the promotions of Augustus N. Stephas to Executive Vice President and Chief Operating Officer, Farzana K. Mitchell to the role of Executive Vice President – Finance and Michael I. Lebovitz to the role of Executive Vice President – Development and Administration.

OUTLOOK AND GUIDANCE
Based on today's outlook the Company is providing 2010 FFO guidance of $1.82 - $1.90 per share.  The full year guidance assumes $3.0 million to $6.0 million of outparcel sales and same-center NOI growth in the range of (1.5%) to (3.5%), excluding the impact of lease termination fees from both applicable periods.  The guidance excludes the impact of any future unannounced acquisitions or dispositions.  The Company expects to update its annual guidance after each quarter's results.
 
 
    Low    
High
 
 Expected diluted earnings per common share   $ 0.18     $ 0.26  
 Adjust to fully converted shares from common shares     (0.05 )     (0.07 )
 Expected earnings per diluted, fully converted common share     0.13       0.19  
 Add: depreciation and amortization     1.64       1.64  
 Add: noncontrolling interest in earnings of Operating Partnership     0.05       0.07  
 Expected FFO per diluted, fully converted common share   $ 1.82     $ 1.90  
 
INVESTOR CONFERENCE CALL AND SIMULCAST
CBL & Associates Properties, Inc. will conduct a conference call at 11:00 a.m. ET on Thursday, February 4, 2010, to discuss its fourth quarter results.  The number to call for this interactive teleconference is (212) 231-2921.  A seven-day replay of the conference call will be available by dialing (402) 977-9140 and entering the passcode 21449058.  A transcript of the Company's prepared remarks will be furnished on a Form 8-K following the conference call.

To receive the CBL & Associates Properties, Inc., fourth quarter earnings release and supplemental information please visit our website at cblproperties.com or contact Investor Relations at 423-490-8312.

The Company will also provide an online Web simulcast and rebroadcast of its 2009 fourth quarter earnings release conference call.  The live broadcast of CBL's quarterly conference call will be available online at the Company's Web site at cblproperties.com on Thursday, February 4, 2010, beginning at 11:00 a.m. ET.  The online replay will follow shortly after the call and continue through February 11, 2010.

CBL is one of the largest and most active owners and developers of malls and shopping centers in the United States. CBL owns, holds interests in or manages 163 properties, including 88 regional malls/open-air centers. The properties are located in 27 states and total 87.8 million square feet including 3.0 million square feet of non-owned shopping centers managed for third parties. CBL currently has one project under construction totaling 500,000 square feet, The Pavilion at Port Orange in Port Orange, FL. Headquartered in Chattanooga, TN, CBL has regional offices in Boston (Waltham), MA, Dallas (Irving), TX, and St. Louis, MO.  Additional information can be found at cblproperties.com.

 
-MORE-
 

CBL Reports Fourth Quarter Results
Page 5
February 3, 2010


NON-GAAP FINANCIAL MEASURES

Funds From Operations
FFO is a widely used measure of the operating performance of real estate companies that supplements net income (loss) determined in accordance with GAAP. The National Association of Real Estate Investment Trusts (“NAREIT”) defines FFO as net income (loss) (computed in accordance with GAAP) excluding gains or losses on sales of operating properties, plus depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures and noncontrolling interests. Adjustments for unconsolidated partnerships and joint ventures and noncontrolling interests are calculated on the same basis. The Company defines FFO allocable to its common shareholders as defined above by NAREIT less dividends on preferred stock. The Company’s method of calculating FFO allocable to its common shareholders may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs.

The Company believes that FFO provides an additional indicator of the operating performance of its properties without giving effect to real estate depreciation and amortization, which assumes the value of real estate assets declines predictably over time. Since values of well-maintained real estate assets have historically risen with market conditions, the Company believes that FFO enhances investors’ understanding of its operating performance. The use of FFO as an indicator of financial performance is influenced not only by the operations of the Company’s properties and interest rates, but also by its capital structure.

The Company presents both FFO of its operating partnership and FFO allocable to its common shareholders, as it believes that both are useful performance measures.  The Company believes FFO of its operating partnership is a useful performance measure since it conducts substantially all of its business through its operating partnership and, therefore, it reflects the performance of the properties in absolute terms regardless of the ratio of ownership interests of the Company’s common shareholders and the noncontrolling interest in the operating partnership.  The Company believes FFO allocable to its common shareholders is a useful performance measure because it is the performance measure that is most directly comparable to net income (loss) attributable to its common shareholders.

In the reconciliation of net income (loss) attributable to the Company's common shareholders to FFO allocable to its common shareholders, located at the end of this earnings release, the Company makes an adjustment to add back noncontrolling interest in earnings of its operating partnership in order to arrive at FFO of its operating partnership.  The Company then applies a percentage to FFO of its operating partnership to arrive at FFO allocable to its common shareholders. The percentage is computed by taking the weighted average number of common shares outstanding for the period and dividing it by the sum of the weighted average number of common shares and the weighted average number of operating partnership units outstanding during the period.

During the fourth quarter and year ended December 31, 2009, the Company recorded a loss on impairment of real estate assets related to three operating properties. Considering the significance and nature of the impairment, the Company believes that it is important to emphasize the impact on the Company's FFO measures for a reader to have a complete understanding of the Company's results of operations. Therefore, the Company has also presented what FFO would have been excluding the impairment charge.

FFO does not represent cash flows from operations as defined by accounting principles generally accepted in the United States, is not necessarily indicative of cash available to fund all cash flow needs and should not be considered as an alternative to net income (loss) for purposes of evaluating the Company’s operating performance or to cash flow as a measure of liquidity.

 
-MORE-
 

CBL Reports Fourth Quarter Results
Page 6
February 3, 2010

Same-Center Net Operating Income
NOI is a supplemental measure of the operating performance of the Company's shopping centers.  The Company defines NOI as operating revenues (rental revenues, tenant reimbursements and other income) less property operating expenses (property operating, real estate taxes and maintenance and repairs).

Similar to FFO, the Company computes NOI based on its pro rata share of both consolidated and unconsolidated properties.  The Company's definition of NOI may be different than that used by other companies and, accordingly, the Company's NOI may not be comparable to that of other companies.  A reconciliation of same-center NOI to net income (loss) is located at the end of this earnings release.

Since NOI includes only those revenues and expenses related to the operations of its shopping center properties, the Company believes that same-center NOI provides a measure that reflects trends in occupancy rates, rental rates and operating costs and the impact of those trends on the Company's results of operations. Additionally, there are instances when tenants terminate their leases prior to the scheduled expiration date and pay the Company one-time, lump-sum termination fees. These one-time lease termination fees may distort same-center NOI trends and may result in same-center NOI that is not indicative of the ongoing operations of the Company's shopping center properties. Therefore, the Company believes that presenting same-center NOI, excluding lease termination fees, is useful to investors.

Pro Rata Share of Debt
The Company presents debt based on its pro rata ownership share (including the Company's pro rata share of unconsolidated affiliates and excluding noncontrolling interests' share of consolidated properties) because it believes this provides investors a clearer understanding of the Company's total debt obligations which affect the Company's liquidity.  A reconciliation of the Company's pro rata share of debt to the amount of debt on the Company's consolidated balance sheet is located at the end of this earnings release.

Information included herein contains "forward-looking statements" within the meaning of the federal securities laws.  Such statements are inherently subject to risks and uncertainties, many of which cannot be predicted with accuracy and some of which might not even be anticipated.  Future events and actual events, financial and otherwise, may differ materially from the events and results discussed in the forward-looking statements.  The reader is directed to the Company's various filings with the Securities and Exchange Commission, including without limitation the Company's Annual Report on Form 10-K and the "Management's Discussion and Analysis of Financial Condition and Results of Operations" incorporated by reference therein, for a discussion of such risks and uncertainties.

 
-MORE-
 
 

 

CBL Reports Fourth Quarter Results
Page 7
February 3, 2010

CBL & Associates Properties, Inc.
Consolidated Statements of Operations
 (Unaudited; in thousands, except per share amounts)


   
Three Months Ended
December 31,
   
Year Ended
December 31,
 
   
2009
   
2008
   
2009
   
2008
 
 REVENUES:
                       
 Minimum rents
  $ 182,718     $ 188,300     $ 693,911     $ 716,570  
 Percentage rents
    7,163       8,509       16,422       18,375  
 Other rents
    8,959       9,372       20,763       22,887  
 Tenant reimbursements
    80,946       85,183       322,702       336,173  
 Management, development and leasing fees
    1,980       2,459       7,372       19,393  
 Other
    7,371       5,575       28,319       24,820  
 Total revenues
    289,137       299,398       1,089,489       1,138,218  
                                 
 EXPENSES:
                               
 Property operating
    39,068       49,274       162,819       190,148  
 Depreciation and amortization
    84,317       102,369       309,682       332,475  
 Real estate taxes
    22,466       23,658       96,881       95,393  
 Maintenance and repairs
    14,812       17,258       57,441       65,617  
 General and administrative
    9,830       11,973       41,010       45,241  
 Loss on impairment of real estate
    114,862       -       114,862       -  
 Other
    7,009       14,643       25,794       33,333  
 Total expenses
    292,364       219,175       808,489       762,207  
 Income (loss) from operations
    (3,227 )     80,223       281,000       376,011  
 Interest and other income
    1,022       2,942       5,211       10,076  
 Interest expense
    (78,204 )     (79,473 )     (294,051 )     (313,209 )
 Loss on extinguishment of debt
    (601 )     -       (601 )     -  
 Loss on impairment of investments
    (411 )     (11,403 )     (9,260 )     (17,181 )
 Gain on sales of real estate assets
    2,352       279       3,820       12,401  
 Equity in earnings of unconsolidated affiliates
    3,622       1,523       5,489       2,831  
 Income tax benefit (provision)
    619       (738 )     1,222       (13,495 )
 Income (loss) from continuing operations
    (74,828 )     (6,647 )     (7,170 )     57,434  
 Operating income (loss) of discontinued operations
    (10 )     347       122       1,809  
 Gain (loss) on discontinued operations
    45       10       (17 )     3,798  
 Net income (loss)
    (74,793 )     (6,290 )     (7,065 )     63,041  
 Net (income) loss attributable to noncontrolling interests:
                               
 Operating partnership
    29,018       7,700       17,845       (7,495 )
 Other consolidated subsidiaries
    (6,561 )     (6,010 )     (25,769 )     (23,959 )
 Net income (loss) attributable to the Company
    (52,336 )     (4,600 )     (14,989 )     31,587  
 Preferred dividends
    (5,454 )     (5,455 )     (21,818 )     (21,819 )
 Net income (loss) attributable to common shareholders
  $ (57,790 )   $ (10,055 )   $ (36,807 )   $ 9,768  
 Basic per share data attributable to common shareholders:
                               
 Income (loss) from continuing operations, net of preferred dividends
  $ (0.42 )   $ (0.15 )   $ (0.35 )   $ 0.10  
 Discontinued operations
    -       -       -       0.05  
 Net income (loss) attributable to common shareholders
  $ (0.42 )   $ (0.15 )   $ (0.35 )   $ 0.15  
 Weighted average common shares outstanding
    137,878       66,360       106,366       66,313  
                                 
 Diluted per share data attributable to common shareholders:
                               
 Income (loss) from continuing operations, net of preferred dividends
  $ (0.42 )   $ (0.15 )   $ (0.35 )   $ 0.10  
 Discontinued operations
    -       -       -       0.05  
 Net income (loss) attributable to common shareholders
  $ (0.42 )   $ (0.15 )   $ (0.35 )   $ 0.15  
 Weighted average common and potential dilutive
      common shares outstanding
    137,878       66,360       106,366       66,418  
                                 
 Amounts attributable to common shareholders:
                               
 Income (loss) from continuing operations, net of preferred dividends
  $ (57,815 )   $ (10,257 )   $ (36,878 )   $ 6,589  
 Discontinued operations
    25       202       71       3,179  
 Net income (loss) attributable to common shareholders
  $ (57,790 )   $ (10,055 )   $ (36,807 )   $ 9,768  

 
-MORE-
 
 

 

CBL Reports Fourth Quarter Results
Page 8
February 3, 2010
 

The Company's calculation of FFO allocable to Company shareholders is as follows:
(in thousands, except per share data)
   
Three Months Ended
December 31,
   
Year Ended
December 31,
 
   
2009
   
2008
   
2009
   
2008
 
                         
Net income (loss) attributable to common shareholders
  $ (57,790 )   $ (10,055 )   $ (36,807 )   $ 9,768  
Noncontrolling interest in earnings (loss) of operating partnership
    (29,018 )     (7,700 )     (17,845 )     7,495  
Depreciation and amortization expense of:
                               
      Consolidated properties
    84,317       102,369       309,682       332,475  
      Unconsolidated affiliates
    6,334       8,875       28,826       29,987  
      Discontinued operations
    -       -       -       892  
      Non-real estate assets
    (231 )     (257 )     (962 )     (1,027 )
Noncontrolling interests' share of depreciation and amortization
    (320 )     (15 )     (705 )     (958 )
(Gain) loss on discontinued operations
    (45 )     (10 )     17       (3,798 )
Income tax provision on disposal of discontinued operations
    -       -       -       1,439  
Funds from operations of the operating partnership
    3,247       93,207       282,206       376,273  
Loss on impairment of real estate
    114,862       -       114,862       -  
Funds from operations of the operating partnership, excluding
     loss on impairment of real estate
  $ 118,109     $ 93,207     $ 397,068     $ 376,273  
                                 
Funds from operations per diluted share
  $ 0.02     $ 0.80     $ 1.79     $ 3.21  
Loss on impairment of real estate per diluted share
    0.60       -       0.73       -  
Funds from operations, excluding loss on impairment of real
     estate, per diluted share
  $ 0.62     $ 0.80     $ 2.52     $ 3.21  
Weighted average common and potential dilutive common shares
     outstanding with operating partnership units fully converted
    189,866       117,022       157,970       117,051  
                                 
                                 
Reconciliation of FFO of the operating partnership
    to FFO allocable to Company shareholders:
                               
                                 
Funds from operations of the operating partnership
  $ 3,247     $ 93,207     $ 282,206     $ 376,273  
Percentage allocable to Company shareholders (1)
    72.63 %     56.72 %     67.35 %     56.70 %
Funds from operations allocable to Company shareholders
  $ 2,358     $ 52,867     $ 190,066     $ 213,347  
                                 
Funds from operations of the operating partnership, excluding
     loss on impairment of real estate
  $ 118,109     $ 93,207     $ 397,068     $ 376,273  
Percentage allocable to Company shareholders (1)
    72.63 %     56.72 %     67.35 %     56.70 %
Funds from operations allocable to Company shareholders,
     excluding loss on impairment of real estate
  $ 85,783     $ 52,867     $ 267,425     $ 213,347  

(1) Represents the weighted average number of common shares outstanding for the period divided by the sum of the weighted average
     number of common shares and the weighted average number of operating partnership units outstanding during the period.  See the
     reconciliation of shares and operating partnership units on page 11.
 
 
-MORE-
 
 

 

CBL Reports Fourth Quarter Results
Page 9
February 3, 2010

 

SUPPLEMENTAL FFO INFORMATION:
   
Three Months Ended
December 31,
   
Year Ended
December 31,
 
 (in thousands, except per share data)
 
2009
   
2008
   
2009
   
2008
 
                         
Lease termination fees
  $ 2,871     $ 679     $ 7,284     $ 9,935  
    Lease termination fees per share
  $ 0.02     $ 0.01     $ 0.05     $ 0.08  
                                 
Straight-line rental income
  $ 1,602     $ 2,087     $ 7,762     $ 6,137  
    Straight-line rental income per share
  $ 0.01     $ 0.02     $ 0.05     $ 0.05  
                                 
Gains on outparcel sales
  $ 3,791     $ 1,111     $ 6,136     $ 15,963  
    Gains on outparcel sales per share
  $ 0.02     $ 0.01     $ 0.04     $ 0.14  
                                 
Amortization of acquired above- and below-market leases
  $ 1,109     $ 3,950     $ 5,561     $ 10,735  
    Amortization of acquired above- and below-market leases per share
  $ 0.01     $ 0.03     $ 0.04     $ 0.09  
                                 
Amortization of debt premiums
  $ 1,623     $ 1,991     $ 6,980     $ 7,909  
    Amortization of debt premiums per share
  $ 0.01     $ 0.02     $ 0.04     $ 0.07  
                                 
Income tax benefit (provision)
  $ 619     $ (738 )   $ 1,222     $ (12,056 )
    Income tax benefit (provision) per share
  $ -     $ (0.01 )   $ 0.01     $ (0.10 )
                                 
Loss on impairment of real estate
  $ (114,862 )   $ -     $ (114,862 )   $ -  
     Loss on impairment of real estate per share
  $ (0.60 )   $ -     $ (0.73 )   $ -  
                                 
Loss on impairment of investments
  $ (411 )   $ (11,403 )   $ (9,260 )   $ (17,181 )
    Loss on impairment of investments per share
  $ -     $ (0.10 )   $ (0.06 )   $ (0.15 )

 
 
-MORE-
 
 

 

CBL Reports Fourth Quarter Results
Page 10
February 3, 2010


Same-Center Net Operating Income
(Dollars in thousands)
 
   
Three Months Ended
December 31,
   
Year Ended
December 31,
 
   
2009
   
2008
   
2009
   
2008
 
                         
Net income (loss) attributable to the Company
  $ (52,336 )   $ (4,600 )   $ (14,989 )   $ 31,587  
                                 
Adjustments:
                               
Depreciation and amortization
    84,317       102,369       309,682       332,475  
Depreciation and amortization from unconsolidated affiliates
    6,334       8,875       28,826       29,987  
Depreciation and amortization from discontinued operations
    -       -       -       892  
Noncontrolling interests' share of depreciation and amortization in
   other consolidated subsidiaries
    (320 )     (15 )     (705 )     (958 )
Interest expense
    78,204       79,473       294,051       313,209  
Interest expense from unconsolidated affiliates
    6,332       7,653       29,092       28,525  
Noncontrolling interests' share of interest expense in
   other consolidated subsidiaries
    (238 )     (135 )     (933 )     (1,492 )
Loss on extinguishment of debt
    601       -       601       -  
Abandoned projects expense
    155       9,407       1,501       12,351  
Gain on sales of real estate assets
    (2,352 )     (279 )     (3,820 )     (12,401 )
Gain on sales of real estate assets of unconsolidated affiliates
    (1,433 )     (832 )     (2,310 )     (3,548 )
Loss on impairment of investments
    411       11,403       9,260       17,181  
Loss on impairment of real estate
    114,862       -       114,862       -  
Income tax (benefit) provision
    (619 )     738       (1,222 )     13,495  
Noncontrolling interest in earnings (loss) of operating partnership
    (29,018 )     (7,700 )     (17,845 )     7,495  
(Gain) loss on discontinued operations
    (45 )     (10 )     17       (3,798 )
Operating partnership's share of total NOI
    204,855       206,347       746,068       765,000  
General and administrative expenses
    9,830       11,973       41,010       45,241  
Management fees and non-property level revenues
    (6,488 )     (7,651 )     (22,711 )     (36,255 )
Operating partnership's share of property NOI
    208,197       210,669       764,367       773,986  
NOI of non-comparable centers
    (3,470 )     (4,925 )     (14,779 )     (11,946 )
Total same-center NOI
  $ 204,727     $ 205,744     $ 749,588     $ 762,040  
Total same-center NOI percentage change
    -0.5 %             -1.6 %        
                                 
Total same-center NOI
  $ 204,727     $ 205,744     $ 749,588     $ 762,040  
Less lease termination fees
    (2,846 )     (717 )     (7,243 )     (9,927 )
Total same-center NOI, excluding lease termination fees
  $ 201,881     $ 205,027     $ 742,345     $ 752,113  
                                 
Malls
  $ 184,549     $ 188,527     $ 674,157     $ 681,796  
Associated centers
    7,932       7,960       31,430       33,979  
Community centers
    3,487       3,492       13,972       14,641  
Office and other
    5,913       5,048       22,786       21,697  
Total same-center NOI, excluding lease termination fees
  $ 201,881     $ 205,027     $ 742,345     $ 752,113  
                                 
Percentage Change:
                               
Malls
    -2.1 %             -1.1 %        
Associated centers
    -0.4 %             -7.5 %        
Community centers
    -0.1 %             -4.6 %        
Office and other
    17.1 %             5.0 %        
Total same-center NOI, excluding lease termination fees
    -1.5 %             -1.3 %        
 
 
 
-MORE-
 
 

 

CBL Reports Fourth Quarter Results
Page 11
February 3, 2010


Company's Share of Consolidated and Unconsolidated Debt
(Dollars in thousands)
   
December 31, 2009
 
   
Fixed Rate
   
Variable Rate
   
Total
 
Consolidated debt
  $ 4,049,718     $ 1,566,421     $ 5,616,139  
Noncontrolling interests' share of consolidated debt
    (23,737 )     (928 )     (24,665 )
Company's share of unconsolidated affiliates' debt
    404,104       190,163       594,267  
Company's share of consolidated and unconsolidated debt
  $ 4,430,085     $ 1,755,656     $ 6,185,741  
Weighted average interest rate
    5.95 %     3.07 %     5.13 %
 
   
December 31, 2008
 
   
Fixed Rate
   
Variable Rate
   
Total
 
Consolidated debt
  $ 4,608,347     $ 1,487,329     $ 6,095,676  
Noncontrolling interests' share of consolidated debt
    (23,648 )     (928 )     (24,576 )
Company's share of unconsolidated affiliates' debt
    418,761       143,468       562,229  
Company's share of consolidated and unconsolidated debt
  $ 5,003,460     $ 1,629,869     $ 6,633,329  
Weighted average interest rate
    5.96 %     2.02 %     4.99 %


Debt-To-Total-Market Capitalization Ratio as of December 31, 2009
(In thousands, except stock price)
   
Shares Outstanding
   
Stock Price (1)
   
Value
 
Common stock and operating partnership units
    189,837     $ 9.67     $ 1,835,724  
7.75% Series C Cumulative Redeemable Preferred Stock
    460       250.00       115,000  
7.375% Series D Cumulative Redeemable Preferred Stock
    700       250.00       175,000  
Total market equity
                    2,125,724  
Company's share of total debt
                    6,185,741  
Total market capitalization
                  $ 8,311,465  
Debt-to-total-market capitalization ratio
                    74.4 %
 (1)
Stock price for common stock and operating partnership units equals the closing price of the common stock on December 31, 2009.  The stock price for the preferred stock represents the liquidation preference of each respective series of preferred stock.
 

Reconciliation of Shares and Operating Partnership Units Outstanding
(In thousands)
   
Three Months Ended
December 31,
   
Year Ended
December 31,
 
2009:
 
Basic
   
Diluted
   
Basic
   
Diluted
 
Weighted average shares - EPS
    137,878       137,878       106,366       106,366  
Weighted average diluted shares for FFO (2)
    -       39       -       37  
Weighted average operating partnership units
    51,949       51,949       51,567       51,567  
Weighted average shares- FFO
    189,827       189,866       157,933       157,970  
                                 
2008:
                               
Weighted average shares - EPS
    66,360       66,360       66,313       66,418  
Weighted average diluted shares for FFO (2)
    -       34       -       -  
Weighted average operating partnership units
    50,628       50,628       50,633       50,633  
Weighted average shares- FFO
    116,988       117,022       116,946       117,051  


Dividend Payout Ratio
   
Three Months Ended
December 31,
   
Year Ended
December 31,
 
   
2009
   
2008
   
2009
   
2008
 
Weighted average dividend per share
  $ 0.10371     $ 0.37255     $ 0.74032     $ 2.02396  
FFO per diluted, fully converted share (3)
  $ 0.02     $ 0.80     $ 1.79     $ 3.21  
Dividend payout ratio
    518.6 %     46.6 %     41.4 %     63.1 %

(2)
Because the Company incurred net losses during the three months ended December 31, 2009 and 2008 and during the year ended December 31, 2009, there are no potentially dilutive shares recognized in the number of diluted weighted average shares for EPS purposes for those periods due to their anti-dilutive nature.  However, because FFO was positive during these periods, the dilutive shares are recognized in the number of diluted weighted average shares for purposes of calculating FFO per share.
(3)
FFO per diluted, fully converted share for the three months and year ended December 31, 2009 includes the impact of a non-cash impairment of real estate of $0.60 and $0.73, respectively, per share.
 
-MORE-
 
 

 

CBL Reports Fourth Quarter Results
Page 12
February 3, 2010
 

Consolidated Balance Sheets
(Unaudited,  in thousands except share data)

   
December 31,
 
   
2009
   
2008
 
 ASSETS
           
 Real estate assets:
           
 Land
  $ 956,750     $ 902,504  
 Buildings and improvements
    7,569,015       7,503,334  
      8,525,765       8,405,838  
 Accumulated depreciation
    (1,505,840 )     (1,310,173 )
      7,019,925       7,095,665  
 Developments in progress
    85,110       225,815  
 Net investment in real estate assets
    7,105,035       7,321,480  
 Cash and cash equivalents
    48,062       51,227  
 Cash in escrow
    -       2,700  
 Receivables:
               
 Tenant, net of allowance
    73,170       74,402  
 Other
    8,162       12,145  
 Mortgage and other notes receivable
    38,208       58,961  
 Investments in unconsolidated affiliates
    186,523       207,618  
 Intangible lease assets and other assets
    279,950       305,802  
    $ 7,739,110     $ 8,034,335  
                 
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
 
 Mortgage and other indebtedness
  $ 5,616,139     $ 6,095,676  
 Accounts payable and accrued liabilities
    258,333       329,991  
 Total liabilities
    5,874,472       6,425,667  
 Commitments and contingencies
               
 Redeemable noncontrolling interests:  
               
 Redeemable noncontrolling partnership interests  
    22,689       18,393  
 Redeemable noncontrolling preferred joint venture interest
    421,570       421,279  
 Total redeemable noncontrolling interests
    444,259       439,672  
 Shareholders' equity:
               
 Preferred Stock, $.01 par value, 15,000,000 shares authorized:
               
 7.75% Series C Cumulative Redeemable Preferred Stock,
   460,000 shares outstanding
    5       5  
 7.375% Series D Cumulative Redeemable Preferred Stock,
   700,000 shares outstanding
    7       7  
 Common Stock, $.01 par value, 180,000,000 shares authorized,
  137,888,408 and 66,394,844 issued and outstanding in 2009 and
  2008, respectively
    1,379       664  
 Additional paid-in capital
    1,399,654       993,941  
 Accumulated other comprehensive income (loss)
    491       (12,786 )
 Accumulated deficit
    (283,640 )     (193,307 )
 Total shareholders' equity
    1,117,896       788,524  
 Noncontrolling interests
    302,483       380,472  
       Total equity
    1,420,379       1,168,996  
    $ 7,739,110     $ 8,034,335  
 
 
 
-END-