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Section 1: 8-K (8-K)

Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 
Washington, D.C.  20549
 

FORM 8-K
 
CURRENT REPORT
 
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
 
Date of report (Date of earliest event reported)February 8, 2018
 

CBL & ASSOCIATES PROPERTIES, INC.

CBL & ASSOCIATES LIMITED PARTNERSHIP

(Exact Name of Registrant as Specified in its Charter)
 
 
 
 
 
 
 
Delaware
 
1-12494
 
62-1545718
Delaware
 
333-182515-01
 
62-1542285
(State or Other Jurisdiction of
Incorporation or Organization)
 
(Commission File
 Number)
 
(I.R.S. Employer Identification No.)
 
 
 
 
 
2030 Hamilton Place Blvd., Suite 500, Chattanooga, TN 37421
(Address of principal executive office, including zip code)
 
 
 
 
 
423.855.0001
(Registrant's telephone number, including area code)
 
 
 
 
 
N/A
(Former name, former address and former fiscal year, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).
Emerging growth company o    

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o






ITEM 2.02 Results of Operations and Financial Condition

On February 8, 2018, CBL & Associates Properties, Inc. (the "Company") reported its results for the fourth quarter and year ended December 31, 2017. The Company's earnings release and supplemental financial and operating information for the fourth quarter ended December 31, 2017 is attached as Exhibit 99.1. On February 9, 2018, the Company held a conference call to discuss the results for the fourth quarter and year ended December 31, 2017. The conference call script is attached as Exhibit 99.2.

The information in this Form 8-K and the Exhibits attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

ITEM 9.01 Financial Statements and Exhibits

(a)
Financial Statements of Businesses Acquired
Not applicable

(b)
Pro Forma Financial Information
Not applicable

(c)
Shell Company Transactions
Not applicable

(d)
Exhibits
 
 
 
 
Exhibit
Number
 
Description
 
 






SIGNATURES
 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CBL & ASSOCIATES PROPERTIES, INC.
 
 
/s/ Farzana Khaleel
Farzana Khaleel
Executive Vice President -
Chief Financial Officer and Treasurer
 
 
CBL & ASSOCIATES LIMITED PARTNERSHIP
 
 
By: CBL HOLDINGS I, INC., its general partner
 
 
/s/ Farzana Khaleel
Farzana Khaleel
Executive Vice President -
Chief Financial Officer and Treasurer

                          



Date: February 9, 2018



(Back To Top)

Section 2: EX-99.1 (EXHIBIT 99.1)

Exhibit
Exhibit 99.1










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Earnings Release and
Supplemental Financial and Operating Information

For the Three Months and Year Ended
December 31, 2017




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Earnings Release and Supplemental Financial and Operating Information
Table of Contents

 
 
Page
Earnings Release
 
 
 
 
Consolidated Statements of Operations
 
 
 
 
Reconciliations of Supplementary Non-GAAP Financial Measures:
 
 
     Funds from Operations (FFO)
 
     Same-center Net Operating Income (NOI)
 
 
 
 
Selected Financial and Equity Information
 
 
 
 
Consolidated Balance Sheets
 
 
 
 
Condensed Combined Financial Statements - Unconsolidated Affiliates
 
 
 
 
Ratio of Adjusted EBITDA to Interest Expense and Reconciliation of Adjusted EBITDA to Operating Cash Flows
 
 
 
 
Schedule of Mortgage and Other Indebtedness
 
 
 
 
Schedule of Maturities and Unsecured Debt Covenant Compliance Ratios
 
 
 
 
Unencumbered Consolidated Portfolio Statistics
 
 
 
 
Mall Portfolio Statistics
 
 
 
 
Leasing Activity and Average Annual Base Rents
 
 
 
 
Top 25 Tenants Based on Percentage of Total Annual Revenues
 
 
 
 
Capital Expenditures
 
 
 
 
Development Activity
 
 
 
 



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Contact: Katie Reinsmidt, EVP - Chief Investment Officer, 423.490.8301, katie.reinsmidt@cblproperties.com

CBL & ASSOCIATES PROPERTIES REPORTS RESULTS FOR FOURTH QUARTER AND FULL-YEAR 2017

CHATTANOOGA, Tenn. (February 8, 2018) – CBL & Associates Properties, Inc. (NYSE:CBL) announced results for the fourth quarter and year ended December 31, 2017. A description of each non-GAAP financial measure and the related reconciliation to the comparable GAAP financial measure is located at the end of this news release.
 
Three Months Ended
December 31,
 
Year Ended
December 31,
 
2017
 
2016
 
%
 
2017
 
2016
 
%
Net income attributable to common shareholders per diluted share
$
0.15

 
$
0.34

 
(55.9
)%
 
$
0.44

 
$
0.75

 
(41.3
)%
Funds from Operations ("FFO") per diluted share
$
0.55

 
$
0.72

 
(23.6
)%
 
$
2.18

 
$
2.69

 
(19.0
)%
FFO, as adjusted, per diluted share (1)
$
0.56

 
$
0.68

 
(17.6
)%
 
$
2.08

 
$
2.41

 
(13.7
)%
(1) For a reconciliation of FFO to FFO, as adjusted, for the periods presented, please refer to the footnotes to the Company's reconciliation of net income attributable to common shareholders to FFO allocable to Operating Partnership common unitholders on page 9 of this earnings release.

KEY TAKEAWAYS:
FFO per diluted share, as adjusted, was $0.56 in the fourth quarter 2017 compared to $0.68 in the prior year period. Major items impacting fourth quarter 2017 FFO, as adjusted, include approximately $0.03 per share of dilution from asset sales, $0.06 lower property net operating income primarily due to retail bankruptcies and $0.04 per share due to lower gains on outparcel sales.
FFO per diluted share, as adjusted, was $2.08 for 2017, compared with $2.41 in the prior-year period. Major items impacting 2017 FFO, as adjusted, include approximately $0.15 per share of dilution from asset sales, $0.09 per share lower property net operating income primarily due to retail bankruptcies, $0.09 per share higher interest expense and $0.02 per share lower gains on outparcel sales.
Same-center NOI declined 2.9% for the year ended December 31, 2017, and 6.7% for the fourth quarter 2017, over the prior-year periods.
Average gross rent per square foot declined 5.4% for stabilized mall leases signed in 2017 over the prior rate.
Total portfolio occupancy at December 31, 2017 was 93.2%, representing a decline of 160 basis points from the prior year-end.
Same-center sales per square foot for 2017 were $372, a decline of 1.8% compared with $379 for 2016.
In 2017, CBL has completed gross asset sales of more than $190 million, including approximately $27 million in outparcel sales.
In 2017, CBL completed more than $1.1 billion of financing activity.

 
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CBL's President & CEO, Stephen D. Lebovitz, commented, "Fourth quarter results and our outlook for 2018 reflect the impact of significant retailer bankruptcies, store closings and rent adjustments during 2017. Looking ahead, we are encouraged by the stronger holiday results compared to 2016 and generally more positive retail sentiment.  We are also focused on effectively executing our property transformation strategy by diversifying the offerings at our centers. We are adding dining, entertainment, value retail, fitness, service and other new uses to generate additional traffic. Recently, we announced an anchor redevelopment project at Eastland Mall as well as the redevelopment of two recaptured Sears Auto Centers and will announce additional projects throughout the year. 

"Our balance sheet is well-positioned to support this strategy with a longer maturity profile and minimal near-term maturities.  In addition, we fund the majority of our redevelopment and capital expenditures using our significant portfolio free-cash-flow, which allows us to generate new income on a leverage neutral basis.  Looking forward, we expect some continued headwinds from retailers; however, we are encouraged that many of these companies are adopting new technologies that are driving increased store traffic and sales.  Our goal for 2018 is to stabilize the performance of our portfolio and accelerate the reinvention of our properties, positioning CBL for growth in 2019 and beyond."
 
Net income attributable to common shareholders for the fourth quarter 2017 was $25.2 million, or $0.15 per diluted share, compared with net income of $57.6 million, or $0.34 per diluted share for the fourth quarter 2016.

Net income attributable to common shareholders for 2017 was $76.0 million, or $0.44 per diluted share, compared with net income of $128.0 million, or $0.75 per diluted share, for 2016.

FFO allocable to common shareholders, as adjusted, for the fourth quarter of 2017 was $96.4 million, or $0.56 per diluted share, compared with $116.6 million, or $0.68 per diluted share, for the fourth quarter of 2016. FFO allocable to the Operating Partnership common unitholders, as adjusted, for the fourth quarter of 2017 was $112.3 million compared with $135.9 million for the fourth quarter of 2016.
FFO allocable to common shareholders, as adjusted, for 2017 was $355.1 million, or $2.08 per diluted share, compared with $411.0 million, or $2.41 per diluted share, for 2016. FFO allocable to the Operating Partnership common unitholders, as adjusted, for 2017 was $413.7 million compared with $480.8 million for 2016.
Percentage change in same-center Net Operating Income ("NOI")(1):

 
Three Months
Ended December 31,
 
Year Ended
December 31,
 
2017
 
2017
Portfolio same-center NOI
(6.7)%
 
(2.9)%
Mall same-center NOI
(7.3)%
 
(3.5)%
(1) CBL's definition of same-center NOI excludes the impact of lease termination fees and certain non-cash items of straight line rents, write-offs of landlord inducements, and net amortization of acquired above and below market leases.

MAJOR ITEMS IMPACTING SAME-CENTER NOI RESULTS FOR 2017

NOI declined $20.1 million during 2017, due to a $20.6 million decrease in revenue offset by a $0.5 million decrease in expense.
Minimum rents, tenant reimbursements and other income and revenues declined $12.8 million, primarily related to store closures and rent concessions related to tenants in bankruptcy.
Other rents, including business development and short-term specialty leasing, declined $3.0 million.
Percentage rents declined $4.8 million, due to the decline in sales.
Property operating expense increased $0.3 million, real estate tax expense increased $3.3 million, offset by a $4.1 million decline in maintenance and repair expense.

 
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PORTFOLIO OPERATIONAL RESULTS

Occupancy:
 
 
As of December 31,
 
 
2017
 
2016
Portfolio occupancy
 
93.2%
 
94.8%
Mall portfolio
 
92.0%
 
94.1%
Same-center malls
 
92.2%
 
94.0%
Stabilized malls 
 
92.1%
 
94.2%
Non-stabilized malls (1)
 
88.4%
 
92.8%
Associated centers
 
97.9%
 
96.9%
Community centers
 
96.8%
 
98.2%
(1) Represents occupancy for The Outlet Shoppes at Laredo and The Outlet Shoppes of the Bluegrass as of December 31, 2017 and occupancy for The Outlet Shoppes of the Bluegrass and The Outlet Shoppes at Atlanta as of December 31, 2016.

New and Renewal Leasing Activity of Same Small Shop Space Less Than 10,000 Square Feet:
% Change in Average Gross Rent Per Square Foot
 
 
Three Months
Ended December 31,
 
Year Ended
December 31,
 
 
2017
 
2017
Stabilized Malls
 
(9.8)%
 
(5.4)%
New leases
 
0.5%
 
9.0%
Renewal leases
 
(11.1)%
 
(8.7)%

Same-center Sales Per Square Foot for Mall Tenants 10,000 Square Feet or Less:
 
Year Ended December 31,
 
 
2017
 
2016
% Change
Stabilized mall same-center sales per square foot
$
372

 
$
379

(1.8)%
Stabilized mall sales per square foot
$
372

 
$
376

(1.1)%

DISPOSITIONS
In 2017, CBL completed the sale of two office buildings, interests in three malls and one outlet center for a gross sales price (at CBL's share) of $166.25 million.

CBL also completed the sale of several outparcel locations generating aggregate gross proceeds of approximately $27 million.    
    
FINANCING ACTIVITY
In 2017, CBL completed over $1.1 billion in financing activity including the following transactions:
On September 1, 2017, CBL's majority-owned operating partnership subsidiary, CBL & Associates Limited Partnership (the "Operating Partnership"), closed on an offering of $225 million aggregate principal amount of its 5.950% Senior Notes Due 2026 (the "notes").
In July, CBL completed the extension and modification of two unsecured term loans totaling $535 million. CBL expects to reduce the outstanding balance of the $490 million term loan by $190 million in July 2018.

 
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CBL retired loans totaling $350.9 million with a weighted average interest rate of 6.4%. The loans were secured separately by seven properties, each of which were added to CBL's unencumbered pool of assets.
    
In April, the $122.4 million loan secured by Acadiana Mall in Lafayette, LA, matured. After negotiations with the lender to seek a modification of the existing loan, CBL and the lender were not able to reach a satisfactory agreement. The property is in receivership and foreclosure proceedings have commenced.
    
In January 2018, CBL retired the $37.3 million loan secured by Kirkwood Mall in Bismarck, ND, using availability on its lines of credit. The loan bore an interest rate of 5.85% and was scheduled to mature in April 2018.

REDEVELOPMENT
During the fourth quarter, CBL announced details of its transformation plan for Eastland Mall in Bloomington, IL. Global fashion retailer H&M and popular fitness center Planet Fitness will join the center as part of the redevelopment of the former JCPenney store. In addition to H&M and Planet Fitness, Outback Steakhouse is also slated to join the line-up at Eastland Mall. Construction has commenced with openings planned for later this year.

OUTLOOK AND GUIDANCE
CBL is providing 2018 FFO guidance in the range of $1.70 - $1.80 per diluted share. Guidance incorporates a full-year budgeted impact of loss in rent related to 2017 tenant bankruptcies, store closures and rent adjustments net of expected new leasing as well as a reserve in the range of $10.0 - $20.0 million (the "Reserve") for potential future unbudgeted loss in rent from tenant bankruptcies, store closures or lease modifications that may occur in 2018. Detail of assumptions underlying guidance follows:
 
Low
 
High
2018 FFO per share (Includes the Reserve)
$1.70
 
$1.80
2018 Change in Same-Center NOI ("SC NOI") (Includes the Reserve)
(6.75)%
 
(5.25)%
Reserve for unbudgeted lost rents included in SC NOI and FFO
$20.0 million
 
$10.0 million
Gain on outparcel sales
$7.0 million
 
$10.0 million
Estimated 2018 Dividend Per Common Share (1)
$0.80
 
$0.80
(1) Subject to Board approval

Assumptions underlying the change in 2018 Same-Center NOI are as follows:    
 
 
Estimated Impact to 2018 SC NOI
 
Explanation
New Leasing/Contractual Rent Increases
 
3.2%
 
 
Store Closures/Non-renewals
 
(3.0)%
 
Includes 2017 actual and budgeted 2018 store closures at natural lease maturation as well as mid-term store closures primarily related to tenants in bankruptcy
Lease Renewals
 
(2.9)%
 
Impact of net lease renewals completed in 2017 and budgeted for 2018, including certain tenants in bankruptcy reorganization
Lease Modifications
 
(1.1)%
 
Mid-term lease modifications completed in 2017 and budgeted for 2018
Reserve for lost rents
 
(2.2)%
 
Mid-point ($15M) of reserve for future unbudgeted lost rents
Property Operating Expense
 
—%
 
 
Total 2018 SC NOI Change at Midpoint
 
(6.0)%
 
 

 
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Reconciliation of major variances in 2017 FFO, as adjusted, per share to 2018 FFO per share guidance at mid-point:
 
 
2017 FFO per share, as adjusted
$
2.08

Change in SC NOI (excluding reserve for unbudgeted lost rents)
(0.14
)
Reserve for unbudgeted lost rents ($15M)
(0.08
)
Outparcel Sales Gains
(0.05
)
Dilution from 2017 Asset Sales
(0.05
)
Net Interest Expense (pro rata share of consolidated and unconsolidated)
0.01

Net Impact of Non-Core and Other Corporate Items
(0.02
)
Mid-point of 2018 FFO per share guidance
$
1.75

Reconciliation of GAAP net income to 2018 FFO per share guidance:
 
Low
 
High
Expected diluted earnings per common share
$
0.11

 
$
0.21

Adjust to fully converted shares from common shares
(0.01
)
 
(0.02
)
Expected earnings per diluted, fully converted common share
0.10

 
0.19

Add: depreciation and amortization
1.58

 
1.58

Add: noncontrolling interest in earnings of Operating Partnership
0.02

 
0.03

Expected FFO per diluted, fully converted common share
$
1.70

 
$
1.80


INVESTOR CONFERENCE CALL AND WEBCAST
CBL & Associates Properties, Inc. will conduct a conference call at 11:00 a.m. ET on Friday, February 9, 2018, to discuss its fourth quarter and full year results. The number to call for this interactive teleconference is (888) 317-6003 or (412) 317-6061 and enter the confirmation number 6695155.  A replay of the conference call will be available through February 16, 2018, by dialing (877) 344-7529 or (412) 317-0088 and entering the confirmation number 10114768. 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 and full year earnings release and supplemental information please visit the Investing section of our website at cblproperties.com or contact Investor Relations at (423) 490-8312.

The Company will also provide an online webcast and rebroadcast of its 2017 fourth quarter and full year earnings release conference call. The live broadcast of the quarterly conference call will be available online at cblproperties.com on Friday, February 9, 2017 beginning at 11:00 a.m. ET. The online replay will follow shortly after the call and continue for three months.

ABOUT CBL & ASSOCIATES PROPERTIES, INC.    
Headquartered in Chattanooga, TN, 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 119 properties, including 76 regional malls/open-air centers. The properties are located in 27 states and total 74.4 million square feet including 6.2 million square feet of non-owned shopping centers managed for third parties. Additional information can be found at cblproperties.com.


 
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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 depreciable operating properties and impairment losses of depreciable properties, plus depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures and noncontrolling interests. Adjustments for unconsolidated partnerships and joint ventures and noncontrolling interests are calculated on the same basis. We define FFO as defined above by NAREIT less dividends on preferred stock of the Company or distributions on preferred units of the Operating Partnership, as applicable. The Company’s method of calculating FFO may be different from methods used by other REITs and, accordingly, may not be comparable to such other REITs.
 
The Company believes that FFO provides an additional indicator of the operating performance of its properties without giving effect to real estate depreciation and amortization, which assumes the value of real estate assets declines predictably over time. Since values of well-maintained real estate assets have historically risen with market conditions, the Company believes that FFO enhances investors’ understanding of its operating performance. The use of FFO as an indicator of financial performance is influenced not only by the operations of the Company’s properties and interest rates, but also by its capital structure. The Company presents both FFO allocable to Operating Partnership common unitholders and FFO allocable to common shareholders, as it believes that both are useful performance measures. The Company believes FFO allocable to Operating Partnership common unitholders is a useful performance measure since it conducts substantially all of its business through its Operating Partnership and, therefore, it reflects the performance of the properties in absolute terms regardless of the ratio of ownership interests of the Company’s common shareholders and the noncontrolling interest in the Operating Partnership. The Company believes FFO allocable to its common shareholders is a useful performance measure because it is the performance measure that is most directly comparable to net income (loss) attributable to its common shareholders.

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

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.

The Company believes that it is important to identify the impact of certain significant items on its FFO measures for a reader to have a complete understanding of the Company’s results of operations. Therefore, the Company has also presented adjusted FFO measures excluding these significant items from the applicable periods. Please refer to the reconciliation of net income (loss) attributable to common shareholders to FFO allocable to Operating Partnership common unitholders on page 9 of this earnings release for a description of these adjustments.

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

We believe that presenting NOI and same-center NOI (described below) based on our Operating Partnership’s pro rata share of both consolidated and unconsolidated properties is useful since we conduct substantially all of our business through our Operating Partnership and, therefore, it reflects the performance of the properties in absolute terms regardless of the ratio of ownership interests of our common shareholders and the noncontrolling interest in the Operating Partnership. The Company computes NOI based on the Operating Partnership's pro rata share of both

 
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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.

Since NOI includes only those revenues and expenses related to the operations of its shopping center and other 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. The Company’s calculation of same-center NOI also excludes lease termination income, straight-line rent adjustments, and amortization of above and below market lease intangibles in order to enhance the comparability of results from one period to another, as these items can be impacted by one-time events that 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 and other properties. A reconciliation of same-center NOI to net income is located at the end of this earnings release.

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

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


 
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CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
For the Three Months and Year Ended December 31, 2017
Consolidated Statements of Operations
(Unaudited; in thousands, except per share amounts)

 
Three Months Ended
December 31,
 
Year Ended
December 31,
 
2017
 
2016
 
2017
 
2016
REVENUES:
 
 
 
 
 
 
 
Minimum rents
$
155,966


$
168,276


$
624,161


$
670,565

Percentage rents
4,747


7,213


11,874


17,803

Other rents
7,837


9,363


19,008


23,110

Tenant reimbursements
61,975


67,487


254,552


280,438

Management, development and leasing fees
3,235


4,100


11,982


14,925

Other
1,596


2,054


5,675


21,416

Total revenues
235,356


258,493


927,252


1,028,257

OPERATING EXPENSES:







Property operating
31,780


32,956


128,030


137,760

Depreciation and amortization
73,629


72,188


299,090


292,693

Real estate taxes
21,574


21,756


83,917


90,110

Maintenance and repairs
12,284


14,012


48,606


53,586

General and administrative
13,064


16,467


58,466


63,332

Loss on impairment


86


71,401


116,822

Other
29


13


5,180


20,326

Total operating expenses
152,360


157,478


694,690


774,629

Income from operations
82,996


101,015


232,562


253,628

Interest and other income
471


462


1,706


1,524

Interest expense
(53,501
)

(53,608
)

(218,680
)

(216,318
)
Gain on extinguishment of debt




30,927



Gain (loss) on investments


7,534


(6,197
)

7,534

Income tax benefit (provision)
(2,851
)

(911
)

1,933


2,063

Equity in earnings of unconsolidated affiliates
6,535


10,316


22,939


117,533

Income from continuing operations before gain on sales of real estate assets
33,650


64,808


65,190


165,964

Gain on sales of real estate assets
6,888

 
15,064

 
93,792

 
29,567

Net income
40,538


79,872


158,982


195,531

Net income attributable to noncontrolling interests in:







Operating Partnership
(3,950
)

(9,481
)

(12,652
)

(21,537
)
Other consolidated subsidiaries
(124
)

(1,561
)

(25,390
)

(1,112
)
Net income attributable to the Company
36,464


68,830


120,940


172,882

Preferred dividends
(11,223
)

(11,223
)

(44,892
)

(44,892
)
Net income attributable to common shareholders
$
25,241


$
57,607


$
76,048


$
127,990

 
 
 
 
 
 
 
 
Basic per share data attributable to common shareholders:







Net income attributable to common shareholders
$
0.15


$
0.34


$
0.44


$
0.75

Weighted-average common shares outstanding
171,098


170,793


171,070


170,762

 
 
 
 
 
 
 
 
Diluted per share data attributable to common shareholders:
 
 
 
 
Net income attributable to common shareholders
$
0.15

 
$
0.34

 
$
0.44

 
$
0.75

Weighted-average common and potential dilutive common shares outstanding
171,098

 
171,089

 
171,070

 
170,836


8


CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
For the Three Months and Year Ended December 31, 2017
The Company's reconciliation of net income attributable to common shareholders to FFO allocable to Operating Partnership common unitholders is as follows:
(in thousands, except per share data)

 
Three Months Ended
December 31,
 
Year Ended
December 31,
 
2017
 
2016
 
2017
 
2016
Net income attributable to common shareholders
$
25,241


$
57,607


$
76,048


$
127,990

Noncontrolling interest in income of Operating Partnership
3,950


9,481


12,652


21,537

Depreciation and amortization expense of:







Consolidated properties
73,629


72,188


299,090


292,693

Unconsolidated affiliates
9,591


9,516


38,124


38,606

Non-real estate assets
(936
)

(757
)

(3,526
)

(3,154
)
Noncontrolling interests' share of depreciation and amortization
(2,186
)

(2,075
)

(8,977
)

(8,760
)
Loss on impairment, net of taxes


37


70,185


115,027

Gain on depreciable property, net of taxes and noncontrolling interests' share
(222
)

(1,535
)

(48,983
)

(45,741
)
FFO allocable to Operating Partnership common unitholders
109,067

 
144,462

 
434,613

 
538,198

    Litigation expense (1)
34


259


103


2,567

    Nonrecurring professional fees expense (reimbursement) (1)

 
477

 
(919
)
 
2,258

    (Gain) loss on investments, net of taxes (2)


(7,034
)

6,197


(7,034
)
    Equity in earnings from disposals of unconsolidated
affiliates
(3)

 
(3,758
)
 

 
(58,243
)
    Non-cash default interest expense (4)
921

 
1,466

 
5,319

 
2,840

    Impact of new tax law on income tax expense
2,309

 

 
2,309

 

    (Gain) loss on extinguishment of debt, net of
noncontrolling interests' share
(5)




(33,902
)

197

FFO allocable to Operating Partnership common unitholders, as adjusted
$
112,331


$
135,872


$
413,720


$
480,783

 
 
 
 
 
 
 
 
FFO per diluted share
$
0.55


$
0.72


$
2.18


$
2.69

 
 
 
 
 
 
 
 
FFO, as adjusted, per diluted share
$
0.56


$
0.68


$
2.08


$
2.41

 
 
 
 
 
 
 
 
Weighted average common and potential dilutive common shares outstanding with Operating Partnership units fully converted
199,314

 
199,381

 
199,322

 
199,838

(1) Litigation expense and nonrecurring professional fees expense are included in General and Administrative expense in the Consolidated Statements of Operations. Nonrecurring professional fees reimbursement is included in Interest and Other Income in the Consolidated Statements of Operations.
 
(2) The year ended December 31, 2017 includes a loss on investment related to the write down of our 25% interest in River Ridge Mall JV, LLC based on the contract price to sell such interest to the joint venture partner. The sale closed in August 2017. The three months and the year ended December 31, 2016 includes a gain of $10,136 related to the redemption of the Company’s 2007 investment in a Chinese real estate company, less related taxes of $500, partially offset by a $2,602 loss related to the Company’s exit from its consolidated joint venture that provided security and maintenance services to third parties.
 
 
 
 
 
 
 
 
(3) For the three months and the year ended December 31, 2016, includes $3,758 related to the sale of four office buildings. For the year ended December 31, 2016, includes $28,146 related to the foreclosure of the loan secured by Gulf Coast Town Center and $26,373 related to the sale of our 50% interest in Triangle Town Center.
 
 
 
 
 
 
 
 
(4) The three months and year ended December 31, 2017 includes default interest expense related to Acadiana Mall. The year ended December 31, 2017 also includes default interest expense related to Chesterfield Mall, Midland Mall and Wausau Center. The three months and year ended December 31, 2016 includes default interest expense relate to Chesterfield Mall, Midland Mall and Wausau Center.
 
 
 
 
 
 
 
 
(5) The year ended December 31, 2017 includes a $6,851 gain on extinguishment of debt related to the non-recourse loan secured by Wausau Center, which was conveyed to the lender in the third quarter of 2017, which was partially offset by a loss on extinguishment of debt related to a prepayment fee of $371 related to the early retirement of a mortgage loan, a gain on extinguishment of debt related to the non-recourse loan secured by Chesterfield Mall, which was conveyed to the lender in the second quarter of 2017, a loss on extinguishment of debt related to a prepayment fee on the early retirement of the loans secured by The Outlet Shoppes at Oklahoma City, which was sold in the second quarter of 2017, and a gain on extinguishment of debt related to the non-recourse loan secured by Midland Mall, which was conveyed to the lender in the first quarter of 2017.

9



The reconciliation of diluted EPS to FFO per diluted share is as follows:
 
Three Months Ended
December 31,
 
Year Ended
December 31,
 
2017
 
2016
 
2017
 
2016
Diluted EPS attributable to common shareholders
$
0.15

 
$
0.34

 
$
0.44

 
$
0.75

Eliminate amounts per share excluded from FFO:
 
 
 
 
 
 
 
Depreciation and amortization expense, including amounts from consolidated properties, unconsolidated affiliates, non-real estate assets and excluding amounts allocated to noncontrolling interests
0.40

 
0.40

 
1.64

 
1.60

Loss on impairment, net of taxes

 

 
0.35

 
0.57

Gain on depreciable property, net of taxes and noncontrolling interests' share

 
(0.02
)
 
(0.25
)
 
(0.23
)
FFO per diluted share
$
0.55

 
$
0.72

 
$
2.18

 
$
2.69



The reconciliations of FFO allocable to Operating Partnership common unitholders to FFO allocable to common shareholders, including and excluding the adjustments noted above, are as follows:
    
 
Three Months Ended
December 31,
 
Year Ended
December 31,
 
2017
 
2016
 
2017
 
2016
FFO allocable to Operating Partnership common unitholders
$
109,067

 
$
144,462

 
$
434,613

 
$
538,198

Percentage allocable to common shareholders (1)
85.84
%
 
85.79
%
 
85.83
%
 
85.48
%
FFO allocable to common shareholders
$
93,623

 
$
123,934

 
$
373,028

 
$
460,052

 
 
 
 
 
 
 
 
FFO allocable to Operating Partnership common unitholders, as adjusted
$
112,331

 
$
135,872

 
$
413,720

 
$
480,783

Percentage allocable to common shareholders (1)
85.84
%
 
85.79
%
 
85.83
%
 
85.48
%
FFO allocable to common shareholders, as adjusted
$
96,425

 
$
116,565

 
$
355,096

 
$
410,973

(1) Represents the weighted average number of common shares outstanding for the period divided by the sum of the weighted average number of common shares and the weighted average number of Operating Partnership units outstanding during the period. See the reconciliation of shares and Operating Partnership units outstanding on page 15.

10


 
Three Months Ended
December 31,
 
Year Ended
December 31,
 
2017
 
2016
 
2017
 
2016
SUPPLEMENTAL FFO INFORMATION:
 
 
 
 
 
 
 
Lease termination fees
$
2,042

 
$
9

 
$
4,036

 
$
2,211

Lease termination fees per share
$
0.01

 
$

 
$
0.02

 
$
0.01

 
 
 
 
 
 
 
 
Straight-line rental income (including write-offs)
$
(197
)
 
$
(1,175
)
 
$
31

 
$
(985
)
Straight-line rental income (including write-offs) per share
$

 
$
(0.01
)
 
$

 
$

 
 
 
 
 
 
 
 
Gains on outparcel sales
$
6,678

 
$
13,269

 
$
18,374

 
$
21,621

Gains on outparcel sales per share
$
0.03

 
$
0.07

 
$
0.09

 
$
0.11

 
 
 
 
 
 
 
 
Net amortization of acquired above- and below-market leases
$
903

 
$
301

 
$
4,365

 
$
3,066

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

 
$

 
$
0.02

 
$
0.02

 
 
 
 
 
 
 
 
Net amortization of debt (premiums) discounts
$
140

 
$
519

 
$
(632
)
 
$
2,519

Net amortization of debt (premiums) discounts per share
$

 
$

 
$

 
$
0.01

 
 
 
 
 
 
 
 
 Income tax benefit (provision) prior to impact of 2017 tax law
$
(542
)
 
$
(911
)
 
$
4,242

 
$
2,063

Income tax benefit (provision) prior to impact of 2017 tax law per share
$

 
$

 
$
0.02

 
$
0.01

 
 
 
 
 
 
 
 
 Impact of new tax law on income tax expense
$
(2,309
)
 
$

 
$
(2,309
)
 
$

Impact of new tax law on income tax expense per share
$
(0.01
)
 
$

 
$
(0.01
)
 
$

 
 
 
 
 
 
 
 
Abandoned projects expense
$
(29
)
 
$
(12
)
 
$
(5,180
)
 
$
(56
)
Abandoned projects expense per share
$

 
$

 
$
(0.03
)
 
$

 
 
 
 
 
 
 
 
Gain (loss) on extinguishment of debt, net of noncontrolling interests' share
$

 
$

 
$
33,902

 
$
(197
)
Gain (loss) on extinguishment of debt, net of noncontrolling interests' share, per share
$

 
$

 
$
0.17

 
$

 
 
 
 
 
 
 
 
Non cash default interest expense
$
(921
)
 
$
(1,466
)
 
$
(5,319
)
 
$
(2,840
)
Non cash default interest expense per share
$

 
$
(0.01
)
 
$
(0.03
)
 
$
(0.01
)
 
 
 
 
 
 
 
 
 Gain (loss) on investments, net of tax
$

 
$
7,034

 
$
(6,197
)
 
$
7,034

Gain (loss) on investments, net of tax per share
$

 
$
0.04

 
$
(0.03
)
 
$
0.04

 
 
 
 
 
 
 
 
 Equity in earnings from disposals of unconsolidated affiliates
$

 
$
3,758

 
$

 
$
58,243

Equity in earnings from disposals of unconsolidated affiliates per share
$

 
$
0.02

 
$

 
$
0.29

 
 
 
 
 
 
 
 
Interest capitalized
$
554

 
$
690

 
$
2,230

 
$
2,302

Interest capitalized per share
$

 
$

 
$
0.01

 
$
0.01

 
 
 
 
 
 
 
 
Litigation expenses
$
(34
)
 
$
(259
)
 
$
(103
)
 
$
(2,567
)
Litigation expenses per share
$

 
$

 
$

 
$
(0.01
)
 
 
 
 
 
 
 
 
Nonrecurring professional fees (expense) reimbursement
$

 
$
(477
)
 
$
919

 
$
(2,258
)
Nonrecurring professional fees (expense) reimbursement per share
$

 
$

 
$

 
$
(0.01
)
 
 
As of December 31,
 
 
2017
 
2016
Straight-line rent receivable

$
61,506


$
67,086


11


CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
For the Three Months and Year Ended December 31, 2017
Same-center Net Operating Income
(Dollars in thousands)


Three Months Ended
December 31,

Year Ended
December 31,

2017

2016

2017

2016
Net income
$
40,538


$
79,872


$
158,982


$
195,531













Adjustments:











Depreciation and amortization
73,629


72,188


299,090


292,693

Depreciation and amortization from unconsolidated affiliates
9,591


9,516


38,124


38,606

Noncontrolling interests' share of depreciation and
amortization in other consolidated subsidiaries
(2,186
)

(2,075
)

(8,977
)

(8,760
)
Interest expense
53,501


53,608


218,680


216,318

Interest expense from unconsolidated affiliates
6,268


6,296


25,083


26,083

Noncontrolling interests' share of interest expense in
other consolidated subsidiaries
(1,902
)

(1,689
)

(7,062
)

(6,815
)
Abandoned projects expense
29


12


5,180


56

Gain on sales of real estate assets
(6,888
)

(15,064
)

(93,792
)

(29,567
)
Gain on sales of real estate assets of unconsolidated
affiliates
(12
)

(4,090
)

(201
)

(97,430
)
Noncontrolling interests' share of gain on sales of real estate assets in other consolidated subsidiaries

 

 
26,639

 

(Gain) loss on investments


(7,534
)

6,197


(7,534
)
(Gain) loss on extinguishment of debt




(30,927
)

197

Noncontrolling interests' share of loss on extinguishment of debt in other consolidated subsidiaries

 

 
(2,975
)
 

Loss on impairment


86


71,401


116,822

Income tax (benefit) provision
2,851


911


(1,933
)

(2,063
)
Lease termination fees
(2,042
)

(9
)

(4,036
)

(2,211
)
Straight-line rent and above- and below-market lease
amortization
(711
)

874


(4,396
)

(2,081
)
Net income attributable to noncontrolling interest
in other consolidated subsidiaries
(124
)

(1,561
)

(25,390
)

(1,112
)
General and administrative expenses
13,064


16,467


58,466


63,332

Management fees and non-property level revenues
(4,046
)

(3,349
)

(14,115
)

(17,026
)
Operating Partnership's share of property NOI
181,560


204,459


714,038


775,039

Non-comparable NOI
(7,996
)

(18,419
)

(41,834
)

(82,703
)
Total same-center NOI (1)
$
173,564


$
186,040


$
672,204


$
692,336

Total same-center NOI percentage change
(6.7
)%



(2.9
)%












12



Same-center Net Operating Income
(Continued)
 
Three Months Ended
December 31,
 
Year Ended
December 31,
 
2017
 
2016
 
2017
 
2016
Malls
$
157,976

 
$
170,383

 
$
610,164

 
$
632,087

Associated centers
8,120

 
8,631

 
32,509

 
32,792

Community centers
5,519

 
5,402

 
22,098

 
20,936

Offices and other
1,949

 
1,624

 
7,433

 
6,521

Total same-center NOI (1)
$
173,564

 
$
186,040

 
$
672,204

 
$
692,336

 
 
 
 
 
 
 
 
Percentage Change:
 
 
 
 
 
 
 
Malls
(7.3
)%
 
 
 
(3.5
)%
 
 
Associated centers
(5.9
)%
 
 
 
(0.9
)%
 
 
Community centers
2.2
 %
 
 
 
5.6
 %
 
 
Offices and other
20.0
 %
 
 
 
14.0
 %
 
 
Total same-center NOI (1)
(6.7
)%
 
 
 
(2.9
)%
 
 
(1)
CBL defines NOI as property operating revenues (rental revenues, tenant reimbursements and other income), less property operating expenses (property operating, real estate taxes and maintenance and repairs). Same-center NOI excludes lease termination income, straight-line rent adjustments, amortization of above and below market lease intangibles and write-offs of landlord inducement assets. We include a property in our same-center pool when we own all or a portion of the property as of December 31, 2017, and we owned it and it was in operation for both the entire preceding calendar year and the current year-to-date reporting period ending December 31, 2017. New properties are excluded from same-center NOI, until they meet this criteria. Properties excluded from the same-center pool that would otherwise meet this criteria are properties which are either under major redevelopment, being considered for repositioning, where we intend to renegotiate the terms of the debt secured by the related property or return the property to the lender, or minority interest properties in which we own an interest of 25% or less.

13



CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
As of December 31, 2017 and 2016

Company's Share of Consolidated and Unconsolidated Debt


As of December 31, 2017


Fixed Rate

Variable
Rate

Total per
Debt
Schedule
 
Unamortized
Deferred
Financing
Costs
 
Total
Consolidated debt

$
3,158,973

 
$
1,090,810


$
4,249,783

 
$
(18,938
)
 
$
4,230,845

Noncontrolling interests' share of consolidated debt

(77,155
)
 
(5,418
)

(82,573
)
 
687

 
(81,886
)
Company's share of unconsolidated affiliates' debt

532,766

 
64,455


597,221

 
(2,441
)
 
594,780

Company's share of consolidated and unconsolidated debt

$
3,614,584


$
1,149,847


$
4,764,431

 
$
(20,692
)
 
$
4,743,739

Weighted average interest rate

5.19
%
 
2.93
%
 
4.65
%
 
 
 
 


 
 
 
 
 
 
 
 
 


As of December 31, 2016


Fixed Rate

Variable
Rate

Total per
Debt
Schedule
 
Unamortized
Deferred
Financing
Costs
 
Total
Consolidated debt

$
3,594,379


$
888,770


$
4,483,149

 
$
(17,855
)
 
$
4,465,294

Noncontrolling interests' share of consolidated debt

(109,162
)

(7,504
)

(116,666
)
 
945

 
(115,721
)
Company's share of unconsolidated affiliates' debt

530,062


73,263


603,325

 
(2,806
)
 
600,519

Company's share of consolidated and unconsolidated debt

$
4,015,279


$
954,529


$
4,969,808

 
$
(19,716
)
 
$
4,950,092

Weighted average interest rate

5.30
%

2.18
%

4.70
%
 
 
 
 


Debt-To-Total-Market Capitalization Ratio as of December 31, 2017
(In thousands, except stock price)
 
 
Shares
Outstanding
 
Stock Price (1)
 
Value
Common stock and Operating Partnership units

199,297


$
5.66


$
1,128,021

7.375% Series D Cumulative Redeemable Preferred Stock

1,815


250.00


453,750

6.625% Series E Cumulative Redeemable Preferred Stock

690


250.00


172,500

Total market equity

 
 
 

1,754,271

Company's share of total debt, excluding unamortized deferred financing costs

 
 
 

4,764,431

Total market capitalization

 
 
 

$
6,518,702

Debt-to-total-market capitalization ratio

 
 
 

73.1
%
 
 
 
 
 
 
 
(1) Stock price for common stock and Operating Partnership units equals the closing price of the common stock on December 29, 2017. The stock prices for the preferred stocks represent the liquidation preference of each respective series.

14


CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
As of December 31, 2017 and 2016


Reconciliation of Shares and Operating Partnership Units Outstanding
(In thousands)


Three Months Ended
December 31,

Year Ended
December 31,
2017:

Basic

Diluted

Basic

Diluted
Weighted average shares - EPS

171,098

 
171,098

 
171,070

 
171,070

Weighted average Operating Partnership units

28,216


28,216


28,252


28,252

Weighted average shares - FFO

199,314


199,314


199,322


199,322










2016:








Weighted average shares - EPS

170,793


171,089


170,762


170,836

Weighted average Operating Partnership units

28,292


28,292


29,002


29,002

Weighted average shares - FFO

199,085


199,381


199,764


199,838



Dividend Payout Ratio


Three Months Ended
December 31,

Year Ended
December 31,


2017

2016

2017

2016
Weighted average cash dividend per share

$
0.20888


$
0.27283


$
1.02731


$
1.09121

FFO as adjusted, per diluted fully converted share

$
0.56


$
0.68


$
2.08


$
2.41

Dividend payout ratio

37.3
%

40.1
%

49.4
%

45.3
%

15


CBL & Associates Properties, Inc.
Supplemental Financial and Operating Information
As of December 31, 2017 and 2016

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

 As of December 31,

2017

2016
 ASSETS



Real estate assets:



Land
$
813,390


$
820,979

Buildings and improvements
6,723,194


6,942,452

 
7,536,584


7,763,431

Accumulated depreciation
(2,465,095
)

(2,427,108
)

5,071,489


5,336,323

Held for sale


5,861

Developments in progress
85,346


178,355

Net investment in real estate assets
5,156,835


5,520,539

Cash and cash equivalents
32,627


18,951

Receivables:



 

Tenant, net of allowance for doubtful accounts of $2,011
and $1,910 in 2017 and 2016, respectively
83,552


94,676

Other, net of allowance for doubtful accounts of $838
in 2017 and 2016
7,570


6,227

Mortgage and other notes receivable
8,945


16,803

Investments in unconsolidated affiliates
249,192


266,872

Intangible lease assets and other assets
166,087


180,572


$
5,704,808


$
6,104,640

 
 
 
 
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
 


Mortgage and other indebtedness, net
$
4,230,845


$
4,465,294

Accounts payable and accrued liabilities
228,650


280,498

Total liabilities
4,459,495


4,745,792

Commitments and contingencies



Redeemable noncontrolling interests  
8,835


17,996

Shareholders' equity:



Preferred stock, $.01 par value, 15,000,000 shares authorized:



  7.375% Series D Cumulative Redeemable Preferred
Stock, 1,815,000 shares outstanding
18


18

  6.625% Series E Cumulative Redeemable Preferred
Stock, 690,000 shares outstanding
7


7

Common stock, $.01 par value, 350,000,000 shares
authorized, 171,088,778 and 170,792,645 issued and
outstanding in 2017 and 2016, respectively
1,711


1,708

Additional paid-in capital
1,974,537


1,969,059

Dividends in excess of cumulative earnings
(836,269
)

(742,078
)
Total shareholders' equity
1,140,004


1,228,714

Noncontrolling interests
96,474


112,138

Total equity
1,236,478


1,340,852


$
5,704,808


$
6,104,640


16


CBL & Associates Properties, Inc.
Supplemental Financial And Operating Information
As of December 31, 2017 and 2016

Condensed Combined Financial Statements - Unconsolidated Affiliates
(Unaudited; in thousands)
 
As of December 31,
 
2017
 
2016
 ASSETS:
 
 
 
Investment in real estate assets
$
2,089,262

 
$
2,137,666

Accumulated depreciation
(618,922
)
 
(564,612
)

1,470,340

 
1,573,054

Developments in progress
36,765

 
9,210

 Net investment in real estate assets
1,507,105

 
1,582,264

Other assets
201,114

 
223,347

 Total assets
$
1,708,219

 
$
1,805,611

 
 
 
 
LIABILITIES:

 

Mortgage and other indebtedness, net
$
1,248,817

 
$
1,266,046

Other liabilities
41,291

 
46,160

Total liabilities
1,290,108

 
1,312,206

 
 
 
 
OWNERS' EQUITY:

 

The Company
216,292

 
228,313

Other investors
201,819

 
265,092

Total owners' equity
418,111

 
493,405

Total liabilities and owners’ equity
$
1,708,219

 
$
1,805,611

 
Three Months Ended
December 31,
 
Year Ended
December 31,
 
2017
 
2016
 
2017
 
2016
 Total revenues
$
61,357

 
$
64,199

 
$
236,607

 
$
250,361

 Depreciation and amortization
(19,826
)
 
(20,555
)
 
(80,102
)
 
(83,640
)
 Other operating expenses
(18,475
)
 
(19,707
)
 
(71,293
)
 
(76,328
)
 Income from operations
23,056

 
23,937

 
85,212

 
90,393

 Interest income
485

 
389

 
1,671

 
1,352

 Interest expense
(12,952
)
 
(13,276
)
 
(51,843
)
 
(55,227
)
 Gain on extinguishment of debt

 

 

 
62,901

 Gain on sales of real estate assets
26

 
2,787

 
555

 
160,977

 Net income
$
10,615

 
$
13,837

 
$
35,595

 
$
260,396

 
Company's Share for the
Three Months Ended December 31,
 
Company's Share for the
Year Ended December 31,
 
2017
 
2016
 
2017
 
2016
 Total revenues
$
30,999

 
$
31,119

 
$
118,915

 
$
118,646

 Depreciation and amortization
(9,591
)
 
(9,516
)
 
(38,124
)