-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KDiHKKfaRfLctN2EbLoXMlrlD4colAcI7Cr4jPsqSJUrunjMkvTmOyGQuRDUURpu oYBHdAp6yRtv8C9qo1lhgw== 0000910612-05-000111.txt : 20050803 0000910612-05-000111.hdr.sgml : 20050803 20050803144225 ACCESSION NUMBER: 0000910612-05-000111 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20050802 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050803 DATE AS OF CHANGE: 20050803 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CBL & ASSOCIATES PROPERTIES INC CENTRAL INDEX KEY: 0000910612 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 621545718 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12494 FILM NUMBER: 05995275 BUSINESS ADDRESS: STREET 1: 2030 HAMILTON PLACE BVLD, SUITE 500 STREET 2: CBL CENTER CITY: CHATTANOOGA STATE: TN ZIP: 37421 BUSINESS PHONE: 4238550001 MAIL ADDRESS: STREET 1: 2030 HAMILTON PLACE BVLD, SUITE 500 STREET 2: CBL CENTER CITY: CHATTANOOGA STATE: TN ZIP: 37421 8-K 1 form8k.txt FORM 8-K PRESS RELEASE AND CONFERENCE CALL SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 2, 2005 CBL & ASSOCIATES PROPERTIES, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 1-12494 62-154718 (State or Other Jurisdiction (Commission File (I.R.S. Employer of Incorporation) Number) Indentification No.) Suite 500, 2030 Hamilton Place Blvd, 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)) ITEM 2.02 Results of Operations and Financial Condition On August 2, 2005, CBL & Associates Properties, Inc. (the "Company") reported its results for the second quarter ended June 30, 2005. The Company's earnings release for the second quarter ended June 30, 2005 is attached as Exhibit 99.1. On August 3, 2005, the Company held a conference call to discuss the second quarter results. The transcript of the conference call is attached as Exhibit 99.2. The Company has posted to its website certain supplemental financial and operating information for the three months and six months ended June 30, 2005, which is attached as Exhibit 99.3. 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 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) Exhibits Exhibit Number Description 99.1 Earnings Release - Second Quarter Ended June 30, 2005 99.2 Investor Conference Call Script - Second Quarter Ended June 30, 2005 99.3 Supplemental Financial and Operating Information - For the Three Months and Six Months Ended June 30, 2005 SIGNATURE 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 thereunto duly authorized. CBL & ASSOCIATES PROPERTIES, INC. /s/ John N. Foy --------------------------------------- John N. Foy Vice Chairman, Chief Financial Officer and Treasurer (Authorized Officer of the Registrant, Principal Financial Officer and Principal Accounting Officer) Date: August 3, 2005 EX-99 3 pressrelease.txt EXHIBIT 99.1 PRESS RELEASE EXHIBIT 99.1 [ CBL LETTERHEAD ] Contact: Katie Knight Director, Investor Relations (423) 855-0001 CBL & ASSOCIATES PROPERTIES REPORTS SECOND QUARTER RESULTS o FFO per share rose 18.3% to $0.71 in the second quarter. o Same-center NOI for the quarter and six-months ended June 30, 2005, rose 2.5% and 5.9%, respectively. o Same store sales improved by 3.4% year-to-date. o Portfolio occupancy rose to 91.9% as of the second quarter. o Completed two-for-one stock split of Company's common stock. CHATTANOOGA, Tenn. (August 2, 2005) CBL & Associates Properties, Inc. (NYSE:CBL) announced results for the second quarter ended June 30, 2005. 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. Per share amounts have been adjusted to reflect the two-for-one split of the Company's common shares, effective June 16, 2005. Net income available to common shareholders for the second quarter ended June 30, 2005, was $20,783,000 compared with $21,708,000 for the prior-year period representing a decline of 4.3%. Net income available to common shareholders per diluted share was $0.32 in the second quarter ended June 30, 2005, compared with $0.34 for the prior-year period, representing a decline of 5.9%. Net income available to common shareholders for the second quarter ended June 30, 2005, declined over the prior year period primarily due to an increase in depreciation expense for the properties acquired in 2004. Net income available to common shareholders for six months ended June 30, 2005, was $46,154,000 compared with $51,897,000 for the six months ended June 30, 2004, representing a decline of 11.1%. On a diluted per share basis, net income available to common shareholders for the six months ended June 30, 2005, was $0.71 compared with $0.82 in the prior-year period, representing a decline of 13.4%. Net income available to common shareholders for the six months ended June 30, 2005, declined over the prior year period due to an increase in depreciation expense for the properties acquired in 2004 and gains recognized in 2004 from the contribution of properties into the Galileo joint venture in January of 2004. Funds from operations (FFO) increased 21.0% to $83,203,000 for the second quarter of 2005 from $68,738,000 for the second quarter of 2004. FFO per share on a diluted fully converted basis increased 18.3% to $0.71 for the second quarter of 2005 from $0.60 in the prior-year period. FFO increased 24.0% to $171,664,000 for the six months ended June 30, 2005 from $138,398,000 for the six months ended June 30, 2004. FFO per share increased 21.3% on a diluted, fully converted basis for the six months ended June 30, 2005, to $1.48 from $1.22 per share in the prior-year period. HIGHLIGHTS |X| Total revenues increased 13.4% in the second quarter 2005 to $198,996,000 from $175,506,000 in the prior-year period. Total revenues increased 17.9% in the first six months of 2005 to $409,901,000 from $347,662,000 in the comparable period a year ago. |X| Same center net operating income for the portfolio improved for the quarter and six months ended June 30, 2005, by 2.5% and 5.9%, respectively, compared with a 1.5% and 1.1% increase, respectively, for the prior-year periods. |X| Same-store sales for mall tenants of 10,000 square feet or less for stabilized malls for the six months ended June 30, 2005, increased 3.4% for those tenants who have reported sales, compared with a 5.9% increase for the prior year period. -MORE- CBL Reports Second Quarter Results Page 2 August 2, 2005 |X| The debt-to-total-market capitalization ratio as of June 30, 2005, was 40.3% based on the common stock closing price of $43.07 and a fully converted common stock share count of 115,162,000 shares as of the same date. The debt-to-total-market capitalization ratio as of June 30, 2004, was 49.4% based on the split-adjusted common stock closing price of $27.50 and a fully converted common stock share count of 111,962,000 shares as of the same date. |X| Variable rate debt of $767,697,000 represents 8.6% of the total market capitalization for the Company and 21.2% of the Company's share of total consolidated and unconsolidated debt. CBL's Chairman and Chief Executive Officer, Charles B. Lebovitz, said, "The proactive management approach we provide has once again produced impressive results in all facets of our business including development, acquisition, leasing, property management, and financial strategies. We are committed to effectively executing these strategies so as to continue achieving our goal of double-digit increases in FFO for 2005 and beyond. "With the recent transactions involving our community center portfolio, we are reallocating resources and creating further efficiencies to better leverage the productivity of our team of professionals. The current healthy retail environment is having a very positive impact on our mall portfolio and has allowed us to accelerate our program of mall redevelopments, renovations, and expansions as well as ground-up developments of regional malls, open-air lifestyle centers and community/power centers. These transactions and the continued strong performance in our portfolio demonstrate our focus and commitment to producing long-term growth and value creation for our shareholders." PORTFOLIO OCCUPANCY*
June 30, 2005 2004 ------------- ------------- Portfolio occupancy 91.9% 91.1% Mall portfolio 91.9% 91.1% Stabilized malls (69) 92.2% 91.4% Non-stabilized malls (3) 84.1% 85.1% Associated centers (28) 93.8% 89.3% Community centers (5) 81.1% 92.6% *Figures exclude the community centers that were contributed into the Galileo America joint venture.
ACQUISITIONS In June, the Company acquired a 70% joint venture interest in the 505,000-square-foot Laurel Park Place in Livonia, MI, for $82.2 million, including closing costs. Subsequent to the quarter-end, the Company closed on the acquisition of The Mall of Acadiana in Lafayette, LA, for approximately $175.3 million, including closing costs. The Company also entered into an agreement to acquire 14.62 acres located adjacent to the mall for $3.2 million as well as an option agreement to purchase an additional 14.32 acres for $3.2 million. DISPOSITIONS Subsequent to the quarter end, the Company entered into a definitive agreement to transfer its 8.4% equity interest in Galileo America, LLC ("Galileo"), a joint venture between CBL and Galileo America Inc., to Galileo. Additionally, CBL's management and advisory contracts with Galileo will be purchased by New Plan Excel Realty Trust, Inc. (NYSE: NXL), a shopping center REIT. CBL will receive total consideration of approximately $100.0 million related to these transactions, which are expected to close in August. The Company has determined that the $41.8 million gain from the sale of the equity interest will be recognized in net income in the third quarter 2005. This gain will not be included in FFO. OTHER SIGNIFICANT EVENTS On May 11, 2005, the Company announced a two-for-one stock split of the Company's common stock effective on June 16, 2005. -MORE- CBL Reports Second Quarter Results Page 3 August 2, 2005 OUTLOOK AND GUIDANCE Based on today's outlook and the Company's second quarter results, the Company is providing guidance for 2005 FFO in the range of $3.27 to $3.31 per share. The full year guidance assumes NOI growth in the range of 3% to 4% and excludes the impact of any future acquisitions, lease termination fee income, gains on sales of outparcels, or gains on sales of non-operating properties. The guidance does incorporate the expected sale of CBL's equity interest and management contracts with Galileo, which represents $0.26 per share in FFO. Included in net income is the $41.8 million gain on the sale of the equity interest, which represents $0.36 per share. The $0.36 per share gain will not be included in FFO. The Company expects to update its annual guidance after each quarter's results.
Low High Expected diluted earnings per common share $2.07 $2.11 Adjust to fully converted shares from common shares (0.92) (0.93) ------ ------ Expected earnings per diluted, fully converted common share 1.15 1.18 Add: depreciation and amortization 1.52 1.52 Add: gain on sales of interest in Galileo (0.36) (0.36) Add: minority interest in earnings of Operating Partnership 0.96 0.97 ------ ------ Expected FFO per diluted, fully converted common share $3.27 $3.31 ====== ======
INVESTOR CONFERENCE CALL AND SIMULCAST CBL & Associates Properties, Inc. will conduct a conference call at 10:00 a.m. EDT on August 3, 2005, to discuss the second quarter results. The number to call for this interactive teleconference is 913-981-5532. A seven-day replay of the conference call will be available by dialing 719-457-0820 and entering the passcode 4800349. 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., second quarter earnings release and supplemental information please visit our website at cblproperties.com or contact Investor Relations at 423-490-8292. The Company will also provide an online Web simulcast and rebroadcast of its 2005 second 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, as well as www.streetevents.com and www.earnings.com, on August 3, 2005, beginning at 10:00 a.m. EDT. The online replay will follow shortly after the call and continue through August 17, 2005. CBL & Associates Properties, Inc. is the fourth largest mall REIT in North America and the largest owner of malls and shopping centers in the Southeast, ranked by GLA. CBL owns, holds interests in or manages 174 properties including 72 enclosed regional malls. The properties are located in 30 states and total 75.7 million square feet including 2.0 million square feet of non-owned shopping centers managed for third parties. CBL currently has eight projects under construction totaling approximately 1.5 million square feet. The projects include two open-air shopping centers located in Ft. Myers, FL and Memphis (Southaven, MS), TN, three community centers and three expansions. In addition to its office in Chattanooga, TN, CBL has a regional office in Boston (Waltham), MA. Additional information can be found at cblproperties.com. 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 determined in accordance with generally accepted accounting principles ("GAAP"). The National Association of Real Estate Investment Trusts defines FFO as net income (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. The Company believes that FFO provides an additional indicator of the operating performance of the Company's properties without giving effect to real estate depreciation and amortization, which assumes the value of real estate assets decline predictably over time. Since values of well-maintained -MORE- CBL Reports Second Quarter Results Page 4 August 2, 2005 real estate assets have historically risen or fallen with market conditions, the Company believes that FFO enhances investors' understanding of the Company's operating performance. FFO does not represent cash flow 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 for purposes of evaluating the Company's operating performance or to cash flow as a measure of liquidity. Same-Center Net Operating Income 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 is located at the end of this earnings release. Since NOI includes only those revenues and expenses related to the continuing 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. 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 minority investors' 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 Second Quarter Results Page 5 August 2, 2005 CBL & Associates Properties, Inc. Consolidated Statements of Operations (Unaudited; in thousands, except per share amounts)
Three Months Ended Six Months Ended June 30, June 30, ------------------------ ------------------------ 2005 2004 2005 2004 ---------- ---------- ---------- ---------- REVENUES: Minimum rents $ 127,378 $ 113,487 $ 257,809 $ 221,937 Percentage rents 1,758 1,472 9,857 8,157 Other rents 2,795 2,456 5,920 5,242 Tenant reimbursements 58,315 50,523 119,101 98,519 Management, development and leasing fees 3,773 1,716 6,818 3,511 Other 4,977 5,849 10,396 10,296 ---------- ---------- ---------- ---------- Total revenues 198,996 175,503 409,901 347,662 ---------- ---------- ---------- ---------- EXPENSES: Property operating 28,361 26,350 60,026 53,995 Depreciation and amortization 43,339 32,878 84,625 65,434 Real estate taxes 15,892 14,095 31,343 27,176 Maintenance and repairs 11,926 10,174 24,271 20,367 General and administrative 9,234 7,992 18,420 16,225 Loss on impairment of real estate assets - - 262 - Other 3,057 4,923 6,487 7,955 ---------- ---------- ---------- ---------- Total expenses 111,809 96,412 225,434 191,152 ---------- ---------- ---------- ---------- Income from operations 87,187 79,091 184,467 156,510 Interest income 2,594 706 4,277 1,586 Interest expense (50,255) (42,798) (99,176) (83,232) Loss on extinguishment of debt - - (884) - Gain on sales of real estate assets 4,382 4,955 7,096 24,780 Equity in earnings of unconsolidated affiliates 2,683 2,682 5,774 5,546 Minority interest in earnings: Operating partnership (16,895) (17,840) (37,721) (42,874) Shopping center properties (1,178) (1,819) (2,575) (3,058) ---------- ---------- ---------- ---------- Income before discontinued operations 28,518 24,977 61,258 59,258 Operating income (loss) of discontinued operations (39) 622 266 951 Gain (loss) on discontinued operations (54) 525 (86) 520 ---------- ---------- ---------- ---------- Net income 28,425 26,124 61,438 60,729 Preferred dividends (7,642) (4,416) (15,284) (8,832) ---------- ---------- ---------- ---------- Net income available to common shareholders $ 20,783 $ 21,708 $ 46,154 $ 51,897 ========== ========== ========== ========== Basic per share data: Income before discontinued operations, net of preferred dividends $ 0.33 $ 0.34 $ 0.73 $ 0.83 Discontinued operations (0.00) 0.02 0.01 0.02 ---------- ---------- ---------- ---------- Net income available to common shareholders $ 0.33 $ 0.35 $ 0.74 $ 0.85 ========== ========== ========== ========== Weighted average common shares outstanding 62,685 61,200 62,567 60,928 Diluted per share data: Income before discontinued operations, net of preferred dividends $ 0.32 $ 0.32 $ 0.71 $ 0.80 Discontinued operations (0.00) 0.02 0.00 0.02 ---------- ---------- ---------- ---------- Net income available to common shareholders $ 0.32 $ 0.34 $ 0.71 $ 0.82 ========== ========== ========== ========== Weighted average common and potential dilutive common shares outstanding 65,004 63,510 64,895 63,372
-MORE- CBL Reports Second Quarter Results Page 6 August 2, 2005 The Company's calculation of FFO is as follows (in thousands, except per share data):
Three Months Ended Six Months Ended June 30, June 30, ------------------------ ------------------------ 2005 2004 2005 2004 ---------- ---------- ---------- ---------- Net income available to common shareholders $ 20,783 $ 21,708 $ 46,154 $ 51,897 Add: Depreciation and amortization from consolidated properties 43,339 32,878 84,625 65,434 Depreciation and amortization from unconsolidated affiliates 2,210 1,547 3,920 2,743 Depreciation and amortization from discontinued operations - 156 - 345 Minority interest in earnings of operating partnership 16,895 17,840 37,721 42,874 Less: (Gain) loss on sales of operating real estate assets 397 (4,484) 174 (23,565) Minority investors' share of depreciation and amortization (289) (304) (651) (597) (Gain) loss on discontinued operations 54 (525) 86 (520) Depreciation and amortization of non-real estate assets (186) (78) (365) (213) ---------- ---------- ---------- ---------- Funds from operations $ 83,203 $ 68,738 $ 171,664 $ 138,398 ========== ========== ========== ========== Funds from operations applicable to Company shareholders $ 45,646 $ 37,732 $ 94,228 $ 75,814 ========== ========== ========== ========== Basic per share data: Funds from operations $ 0.73 $ 0.62 $ 1.51 $ 1.24 ========== ========== ========== ========== Weighted average common shares outstanding with operating partnership units fully converted 114,134 111,490 113,923 111,220 Diluted per share data: Funds from operations $ 0.71 $ 0.60 $ 1.48 $ 1.22 ========== ========== ========== ========== Weighted average common and potential dilutive common shares outstanding with operating parntership units fully converted 116,452 113,802 116,251 113,664 SUPPLEMENTAL FFO INFORMATION: Lease termination fees $ 178 $ 1,444 $ 2,426 $ 2,601 Lease termination fees per share $ - $ 0.01 $ 0.02 $ 0.02 Straight-line rental income $ 1,327 $ 596 $ 2,852 $ 1,242 Straight-line rental income per share $ 0.01 $ 0.01 $ 0.02 $ 0.01 Gains on outparcel sales $ 6,023 $ 705 $ 8,633 $ 2,041 Gains on outparcel sales per share $ 0.05 $ 0.01 $ 0.07 $ 0.02 Amortization of acquired above- and below-market leases $ 1,279 $ 607 $ 2,812 $ 1,242 Amortization of acquired above- and below-market leases per share $ 0.01 $ 0.01 $ 0.02 $ 0.01 Amortization of debt premiums $ 1,948 $ 1,166 $ 3,661 $ 2,139 Amortization of debt premiums per share $ 0.02 $ 0.01 $ 0.03 $ 0.02 Gain on sales of non operating properties $ 406 $ - $ 815 $ - Gain on sales of non operating properties per share $ - $ - $ 0.01 $ - Loss on impairment of real estate assets $ - $ - $ (262) $ - Loss on impairment of real estate assets per share $ - $ - $ - $ -
-MORE- CBL Reports Second Quarter Results Page 7 August 2, 2005 Same-Center Net Operating Income (Dollars in thousands)
Three Months Ended Six Months Ended June 30, June 30, --------------------------------------------- 2005 2004 2005 2004 ---------- ---------- --------- ---------- Net income $ 28,425 $ 26,124 $ 61,438 $ 60,729 Adjustments: Depreciation and amortization 43,339 32,878 84,625 65,434 Depreciation and amortization from unconsolidated affiliates 2,210 1,547 3,920 2,743 Depreciation and amortization from discontinued operations - 156 - 345 Minority investors' share of depreciation and amortization in shopping center properties (289) (304) (651) (597) Interest expense 50,255 42,798 99,176 83,232 Interest expense from unconsolidated affiliates 3,538 1,658 6,060 3,077 Interest expense from discontinued operations - 9 - 20 Minority investors' share of interest expense in shopping center properties (392) (369) (770) (702) Loss on extinguishment of debt - - 884 - Abandoned projects expense 17 1,240 138 1,685 Gain on sales of real estate assets (4,382) (4,955) (7,096) (24,780) Loss on impairment of real estate assets - - 262 - Gain on sales of real estate assets of unconsolidated affiliates (1,689) - (2,623) (592) Minority interest in earnings of operating partnership 16,895 17,840 37,721 42,874 (Gain) loss on discontinued operations 54 (525) 86 (520) ---------- ---------- --------- ---------- Operating partnership's share of total NOI 137,981 118,097 283,170 232,948 General and administrative expenses 9,234 7,992 18,420 16,225 Management fees and non-property level revenues (7,283) (1,786) (12,815) (5,317) ---------- ---------- --------- ---------- Operating partnership's share of property NOI 139,932 124,303 288,775 243,856 NOI of non-comparable centers (24,716) (11,948) (48,099) (16,485) ---------- ---------- --------- ---------- Total same center NOI $ 115,216 $112,355 $ 240,676 $227,371 ========== ========== ========= ========== Malls $ 106,088 $102,946 $ 221,983 $209,137 Associated centers 5,580 4,971 11,039 11,322 Community centers 1,044 867 2,354 1,381 Other 2,504 3,571 5,300 5,531 ---------- ---------- --------- ---------- Total same center NOI $ 115,216 $112,355 $ 240,676 $227,371 ========== ========== ========= ========== Percentage Change: Malls 3.1% 6.1% Associated centers 12.3% -2.5% Community centers 20.4% 70.5% Other -29.9% -4.2% ---------- --------- Total same center NOI 2.5% 5.9% ========== =========
-MORE- CBL Reports Second Quarter Results Page 8 August 2, 2005 Company's Share of Consolidated and Unconsolidated Debt (Dollars in thousands)
June 30, 2005 ------------------------------------------------------ Fixed Rate Variable Rate Total ------------------- ------------- ------------------ Consolidated debt $ 2,778,311 $ 680,530 $ 3,458,841 Minority investors' share of consolidated debt (52,436) - (52,436) Company's share of unconsolidated affiliates' debt 121,715 87,167 208,882 ------------------- ------------- ------------------ Company's share of consolidated and unconsolidated debt $ 2,847,590 $ 767,697 $ 3,615,287 =================== ============= ================== Weighted average interest rate 6.36% 4.26% 5.91% =================== ============= ================== June 30, 2004 ------------------------------------------------------ Fixed Rate Variable Rate Total ------------------- ------------- ------------------ Consolidated debt $ 2,366,070 $ 729,365 $ 3,095,435 Minority investors' share of consolidated debt (53,365) - (53,365) Company's share of unconsolidated affiliates' debt 58,885 121,041 179,926 ------------------- ------------- ------------------ Company's share of consolidated and unconsolidated debt $ 2,371,590 $ 850,406 $ 3,221,996 =================== ============= ================== Weighted average interest rate 6.56% 2.36% 5.45% =================== ============= ==================
Debt-To-Total-Market Capitalization Ratio as of June 30, 2005 (In thousands, except stock price)
Shares Outstanding Stock Price (1) Value ------------------- ------------- ------------------ Common stock and operating partnership units 115,162 $ 43.07 $ 4,960,027 8.75% Series B Cumulative Redeemable Preferred Stock 2,000 50.00 100,000 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 5,350,027 Company's share of total debt 3,615,287 ------------------ Total market capitalization $ 8,965,314 ================== Debt-to-total-market capitalization ratio 40.3% ================== (1) Stock price for common stock and operating partnership units equals the closing price of the common stock on June 30, 2005. 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 Six Months Ended June 30, June 30, ---------------------------------- --------------------------------- 2005: Basic Diluted Basic Diluted ------------- ------------------- ------------- ------------------ Weighted average shares - EPS 62,685 65,004 62,567 64,895 Weighted average operating partnership units 51,449 51,448 51,356 51,356 ------------- ------------------- ------------- ------------------ Weighted average shares- FFO 114,134 116,452 113,923 116,251 ============= =================== ============= ================== 2004: Weighted average shares - EPS 61,200 63,510 60,928 63,372 Weighted average operating partnership units 50,290 50,292 50,292 50,292 ------------- ------------------- ------------- ------------------ Weighted average shares- FFO 111,490 113,802 111,220 113,664 ============= =================== ============= ==================
Dividend Payout Ratio
Three Months Ended Six Months Ended June 30, June 30, ---------------------------------- --------------------------------- 2005 2004 2005 2004 ------------- ------------------- ------------- ------------------ Weighted average dividend per share $ 0.40861 $ 0.36270 $ 0.81800 $ 0.72540 FFO per diluted, fully converted share $ 0.71 $ 0.60 $ 1.48 $ 1.22 ------------- ------------------- ------------- ------------------ Dividend payout ratio 57.6% 60.5% 55.3% 59.5% ============= =================== ============= ==================
-MORE- CBL Reports Second Quarter Results Page 9 August 2, 2005 Consolidated Balance Sheets (Preliminary and unaudited, in thousands)
June 30, December 31, 2005 2004 ----------- ------------ ASSETS Real estate assets: Land $ 666,681 $ 659,782 Buildings and improvements 4,820,211 4,670,462 ----------- ------------ 5,486,892 5,330,244 Less: accumulated depreciation (651,614) (575,464) ----------- ------------ 4,835,278 4,754,780 Real estate assets held for sale - 61,607 Developments in progress 170,131 78,393 ----------- ------------ Net investment in real estate assets 5,005,409 4,894,780 Cash and cash equivalents 37,888 25,766 Receivables: Tenant, net of allowance 35,326 38,409 Other 10,216 13,706 Mortgage notes receivable 18,301 27,804 Investment in unconsolidated affiliates 98,737 84,782 Other assets 119,047 119,253 ----------- ------------ $5,324,924 $5,204,500 =========== ============ LIABILITIES AND SHAREHOLDERS' EQUITY Mortgage and other notes payable $3,458,841 $3,359,466 Mortgage notes payable on real estate assets held for sale - 12,213 Accounts payable and accrued liabilities 222,894 212,064 ----------- ------------ Total liabilities 3,681,735 3,583,743 ----------- ------------ Commitments and contingencies Minority interests 577,115 566,606 ----------- ------------ Shareholders' equity: Preferred stock, $.01 par value 32 32 Common stock, $.01 par value 633 626 Additional paid-in capital 1,049,974 1,025,479 Deferred compensation (10,570) (3,081) Retained earnings 26,005 31,095 ----------- ------------ Total shareholders' equity 1,066,074 1,054,151 ----------- ------------ $5,324,924 $5,204,500 =========== ============
EX-99 4 conferencecall.txt EXHIBIT 99.2 CONFERENCE CALL EXHIBIT 99.2 CBL & ASSOCIATES PROPERTIES, INC. CONFERENCE CALL, SECOND QUARTER AUGUST 3, 2005 @ 10:00 AM EDT Stephen: Thank you and good morning. We appreciate your participation in CBL & Associates Properties Inc., conference call to discuss second quarter 2005 results. Joining me today is John Foy, the Company's Chief Financial Officer and Katie Knight, Director of Investor Relations who will begin by reading our Safe Harbor disclosure. Katie: This conference call 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 results, financial and otherwise, may differ materially from the events and results discussed in the forward-looking statements. During our discussion today, references made to per share are adjusted to account for the 2-for1 stock split of the Company's common stock and based upon a fully diluted converted share. Also, references made to community centers are only those that are wholly owned by CBL & Associates Properties, Inc. We direct you 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 "Management's Discussion and Analysis of Financial Condition and Results of Operations" included therein for a discussion of such risks and uncertainties. A transcript of today's comments including the earnings release and additional supplemental schedules will be furnished to the SEC on Form 8-K and will be available on our website. This call will also be available for replay on the Internet through a link on our website at cblproperties.com. This conference call is the property of CBL & Associates Properties, Inc. Any redistribution, retransmission or rebroadcast of this call without the express written consent of CBL is strictly prohibited. During this conference call, the Company may discuss non-GAAP financial measures as defined by SEC Regulation G. A description of each non-GAAP measure and a reconciliation of each non-GAAP financial measure to the comparable GAAP financial measure will be included in the earnings release on the Form 8-K. 1 Stephen: Thank you, Katie. The second quarter continued our trend of producing healthy FFO increases with an impressive 18.3% increase in FFO per share. Through efficient management, aggressive portfolio leasing and innovative marketing we recorded positive increases in our portfolio operating metrics including a 2.5% increase in same center NOI in the quarter, a 80 bps increase in portfolio occupancy, and a 3.4% year-to-date increase in same store sales. We were pleased to complete the acquisition of Laurel Park Place, in Livonia MI, in the quarter and subsequent to the end of the quarter we announced the acquisition of The Mall of Acadiana in Lafayette, LA. Our total investment in acquisitions year-to-date exceeds $257million. We were also pleased to announce the sale of our management and advisory contracts with and equity interest in Galileo. After two years of a healthy and productive relationship with Galileo, we are satisfied with the results of this transaction and our ability to generate shareholder value. DEVELOPMENT: Our development pipeline continues to be a major focus, with approximately 2.6 million square feet expected to come online this year and nearly 1.3 million square feet already announced for 2006 with more expected to come. We have several exciting updates to report on these developments. We are pleased to report that the 437,600 square foot Southaven Towne Center in Southaven, MS is currently 100% leased and committed and is well on its way to a successful grand opening in October of this year. We hope you have a chance to join us at the celebration of the opening of this impressive open-air development. Our latest mall development, Imperial Valley Mall in El Centro, CA continues to perform well and is currently over 90% leased and committed. Construction of Gulf Coast Town Center, our 1.7 million square foot open-air joint venture development with the Jacobs Group is progressing nicely. The first phase of 445,000 square feet will include a Super Target, Babies R Us, Linens N' Things, Joann's Fabrics, Kirklands, Staples, Petco, and a 16 - screen Regal Cinema. All of the big box and anchors stores included in Phase One are leased or committed with only 10,000 square feet of small shop space remaining to be leased. We expect to open the first phase in October with construction anticipated to begin on Phase Two later this year. Phase Two will include the region's first Bass Pro Shops, JCPenney, Belk, Ross Dress For Less, approximately 220,000 square feet of open-air small shop space, and numerous restaurants. 2 We recently announced the commencement of the second phase of the Hamilton Corner redevelopment. You will recall that the first phase of the redevelopment of this Hamilton Place associated center included the addition of several upscale "lifestyle" retailers such as Ann Taylor LOFT, Chico's, Coldwater Creek, J.Jill, Liz Claiborne Shoes and two restaurants. The second phase will continue the interior and exterior redevelopment into the west wing of the center and will include the addition of another restaurant and Mia Cucina, an upscale kitchen accessory store. Cobblestone Village at Royal Palm, our 225,000 square foot community center development in Royal Palm Beach, FL is currently 94% leased and committed with only two spaces remaining available in the second phase. Anchored by Target, which opened in October of last year, the small shops in Phase I are scheduled to open in September of this year and Phase II in the first half of next year. Chicopee Marketplace in Chicopee, MA, a 156,000 square foot development spearheaded by our Boston office with Staples and Marshall's as anchors, is currently over 93% leased and committed and on schedule to open in September of this year. Consistent with our commitment to provide the best retail mix at each of our malls, we have several anchor, junior anchor, and restaurant additions under construction. We recently announced the development of a J. Buck's restaurant at St. Clair Square in Fairview Heights, IL as well as an expansion of the Dillard's store. J. Buck's, a landmark restaurant in St. Louis, is currently under construction and is scheduled to open in September. The Dillard's store will be renovated and expanded by approximately 30% and will include enhancements in ladies shoes, cosmetics, handbags, and more. At College Square in Morristown, TN we are replacing a 9 - Screen Cinema with a 12- screen state of the art Carmike cinema. The opening is scheduled for summer of 2006. We are progressing with the 144,000 square foot expansion at Fayette Mall in Lexington, KY. The addition, scheduled to open later this year, will include the addition of a 75,000 square foot, two level, Dick's Sporting Goods and approximately 53,000 square feet of small shop space. The expansion is currently 91.0% leased and committed. Last week we announced the Village at Coastal Grand, a lifestyle expansion at Coastal Grand Myrtle Beach. The 60,000 square foot expansion will complement our highly successful mall that opened last year. We have two renovations currently underway at CoolSprings Galleria in Nashville, TN and Fayette Mall in Lexington, KY. We have also announced that we will begin 3 the renovation of Madison Square in Huntsville, AL in January of the coming year. All three renovations include updates to lighting, flooring, signage and other enhancements. Fayette Mall's renovation is scheduled for completion later this year, with the completion of CoolSprings scheduled for Spring 2006 and Madison Square in Fall 2006. LEASING: We are happy to report strong results from both of the leasing events held in the quarter, ICSC and our retailer Connections event. We were bolstered by the record-setting attendance at ICSC and all reports indicate that this year was one of the most productive Conventions for our Company. We followed up many successful leads initiated at Convention at our annual Connections event in June, where retailers from around the country came to Chattanooga for three days of deal making. We had an excellent turnout with more than 140 people from numerous retail chains in attendance. As a result of these events, several new retailers and concepts are joining the CBL portfolio. Aeropostale's emerging concept "Jimmy Z" will be joining two of our malls later this year. In addition, we are excited about the addition of the first two H&M locations within the CBL portfolio at Brookfield Square in Brookfield, WI, and West Town Mall in Madison, WI. Leasing efforts continued to produce good results in the second quarter. We accomplished more than 583,000 square feet of leasing in the quarter, including 297,000 square feet of new leases and 286,000 square feet of renewal leases. This compares with 544,000 square feet completed in the prior year period with 338,000 square feet of new leases and 206,000 square feet of renewal. Both periods exclude centers sold to Galileo. For the second quarter, leases for the same small shop space of 20,000 square feet and less, were signed at an average increase of 14.2% over the average base rent per square foot of the prior leases. Leases for both same space and non-comparable space of 20,000 square feet and less were signed at an average increase of 8.1% over the average base rent per square foot of expiring leases in the quarter. Total portfolio occupancy as of June 30, 2005 increased 80 bps to 91.9% from 91.1% at June 30, 2004. Mall occupancy at June 30, 2005 was 91.9%, an 80 basis point increase from 91.1% occupancy at June 30, 2004. Occupancy in the associated centers increased 450 basis points to 93.8% as of June 30, 2005. The effect of bankruptcies remains limited this year. For the six months ended June 30, 2005, 13 stores closed due to bankruptcy, representing 30,000 square feet and $978,000 in annual base rent. We have released approximately 10% of 4 this space at a 26% increase in average base rents over the prior average base rents. RETAIL SALES Retailer sales performance continued to be strong this quarter and we expect continued strength from our retailers. Same store sales in the six months for mall tenants 10,000 square feet or less in stabilized malls increased 3.4% over the prior year. Occupancy costs as a percent of sales was 13.7% for the six-months ended June 30, 2005 as compared with 13.8% for the prior year period. Occupancy cost is typically higher in the interim period as a higher percentage of sales occur in the fourth quarter. ACQUISITIONS: During the second quarter we completed the acquisition of a 70% interest in Laurel Park Place in Livonia, MI for $82.2 million at a going-in cap rate of 8.52% based on income in-place. Additionally, subsequent to the quarter end, we completed the acquisition of The Mall of Acadiana in Lafayette, LA for approximately $175.3 million at an initial cap rate of 6.1% based on income in-place. We are excited about the addition of these two properties to our portfolio. Each offers ample opportunity to increase NOI through lease-up, rollover, and implementation of specialty leasing programs. Additionally, the properties offer opportunity for future development including an expansion and the development of an associated center at The Mall of Acadiana. The acquisition environment continues to be extremely competitive, but we maintain our belief that there are opportunities out there to acquire properties that meet our requirements. Although our latest acquisition was completed at a lower cap rate than we have historically paid, we believe that leasing, expansions, as well as aggressive management should improve the cap rate over the next few years and we are confident in our ability to take advantage of the many opportunities available to us at the property for near-term value creation. I will now turn the call over to John for the financial review. FINANCIAL REVIEW: Thank you, Stephen. During the second quarter 2005, FFO per share increased 18.3% to $0.71 per share from $0.60 per share in the prior year period. For the six months ended June 30, 5 2005, FFO per share increased 21.3% to $1.48 from $1.22 in the prior year period. For the second quarter, 10% of the increase in FFO was attributable to internal sources and 90% from external sources. Additional highlights in the quarter included: o Same center NOI increased 2.5% for the quarter, and 5.9% for six-months ended June 30, 2005. The same center NOI increase was attributable to increases in occupancy and rental rate increases. o G&A represented approximately 4.6% of total revenues, consistent with the prior year period. Quarter over quarter, G&A increased 15.5% primarily due to the addition of employees, and professional fees. o Our cost recovery ratio was 103.8% for the quarter, as we continue to benefit from occupancy increases and the implementation of efficiency optimizing utility management systems within our malls. o Our debt-to-total market capitalization ratio was 40.3% at June 30, 2005 compared with 49.4% at the close of the prior year period. Variable rate debt represented approximately 8.6% of the total market capitalization at quarter-end and 21.2% of total debt. Our EBITDA to interest coverage ratio at quarter-end was 2.72 times, compared with 2.71 times for the prior year period. o Outparcel sales were $0.05 in the quarter primarily due to sales of outparcels at Southaven Town Center. GUIDANCE UPDATE: As indicated in our press release, we are updating our 2005 FFO per share guidance range to account for second quarter results and other recently announced transactions. Our new FFO guidance range of $3.27 to $3.31 per share assumes full year NOI growth in the range of 3% to 4% and excludes the impact of future acquisitions, lease termination fee income, gains on sales of outparcels, or gains on sales of non-operating properties. The new guidance includes our recently announced transactions with Galileo and New Plan. As previously announced we expect this transaction to be revenue neutral on an annual basis, but will contribute $0.26 to FFO in the third quarter for one-time gains and fee income. We also stated in the press release that we will record a $41.8 million gain on the sale of our joint venture equity interest in net income in the third quarter. This gain will not be included in FFO. CONCLUSION: Our outlook for the remainder of the year is positive. Our existing portfolio of malls contains numerous opportunities to take advantage of the established retail hub by adding a big box or lifestyle component, an associated center, or additional small shop space. We continue to explore these prospects and as a 6 result, an increasing number of these types of developments are entering our pipeline. We believe that this proactive strategy will help to maintain each property's status as the retail destination in the respective trade area and is a part of our continued success. Thank you again for joining us today, we appreciate your continued support and would now be happy to answer any questions you may have. EX-99 5 supplemental.txt EXHIBIT 99.3 SUPPLEMENTAL EXHIBIT 99.3 CBL & Associates Properties, Inc. Supplemental Financial and Operating Information For the Three Months and Six Months Ended June 30, 2005
Three Months Ended Six Months Ended June 30, June 30, ------------------------ ------------------------ 2005 2004 2005 2004 ---------- ---------- ---------- ---------- REVENUES: Minimum rents $ 127,378 $ 113,487 $ 257,809 $ 221,937 Percentage rents 1,758 1,472 9,857 8,157 Other rents 2,795 2,456 5,920 5,242 Tenant reimbursements 58,315 50,523 119,101 98,519 Management, development and leasing fees 3,773 1,716 6,818 3,511 Other 4,977 5,849 10,396 10,296 ---------- ---------- ---------- ---------- Total revenues 198,996 175,503 409,901 347,662 ---------- ---------- ---------- ---------- EXPENSES: Property operating 28,361 26,350 60,026 53,995 Depreciation and amortization 43,339 32,878 84,625 65,434 Real estate taxes 15,892 14,095 31,343 27,176 Maintenance and repairs 11,926 10,174 24,271 20,367 General and administrative 9,234 7,992 18,420 16,225 Loss on impairment of real estate assets - - 262 - Other 3,057 4,923 6,487 7,955 ---------- ---------- ---------- ---------- Total expenses 111,809 96,412 225,434 191,152 ---------- ---------- ---------- ---------- Income from operations 87,187 79,091 184,467 156,510 Interest income 2,594 706 4,277 1,586 Interest expense (50,255) (42,798) (99,176) (83,232) Loss on extinguishment of debt - - (884) - Gain on sales of real estate assets 4,382 4,955 7,096 24,780 Equity in earnings of unconsolidated affiliates 2,683 2,682 5,774 5,546 Minority interest in earnings: Operating partnership (16,895) (17,840) (37,721) (42,874) Shopping center properties (1,178) (1,819) (2,575) (3,058) ---------- ---------- ---------- ---------- Income before discontinued operations 28,518 24,977 61,258 59,258 Operating income (loss) of discontinued operations (39) 622 266 951 Gain (loss) on discontinued operations (54) 525 (86) 520 ---------- ---------- ---------- ---------- Net income 28,425 26,124 61,438 60,729 Preferred dividends (7,642) (4,416) (15,284) (8,832) ---------- ---------- ---------- ---------- Net income available to common shareholders $ 20,783 $ 21,708 $ 46,154 $ 51,897 ========== ========== ========== ========== Basic per share data: Income before discontinued operations, net of preferred dividends $ 0.33 $ 0.34 $ 0.73 $ 0.83 Discontinued operations (0.00) 0.02 0.01 0.02 ---------- ---------- ---------- ---------- Net income available to common shareholders $ 0.33 $ 0.35 $ 0.74 $ 0.85 ========== ========== ========== ========== Weighted average common shares outstanding 62,685 61,200 62,567 60,928 Diluted per share data: Income before discontinued operations, net of preferred dividends $ 0.32 $ 0.32 $ 0.71 $ 0.80 Discontinued operations (0.00) 0.02 0.00 0.02 ---------- ---------- ---------- ---------- Net income available to common shareholders $ 0.32 $ 0.34 $ 0.71 $ 0.82 ========== ========== ========== ========== Weighted average common and potential dilutive common shares outstanding 65,004 63,510 64,895 63,372
-MORE- CBL & Associates Properties, Inc. Supplemental Financial and Operating Information For the Three Months and Six Months Ended June 30, 2005 The Company's calculation of FFO is as follows (in thousands, except per share data):
Three Months Ended Six Months Ended June 30, June 30, ------------------------ ------------------------ 2005 2004 2005 2004 ---------- ---------- ---------- ---------- Net income available to common shareholders $ 20,783 $ 21,708 $ 46,154 $ 51,897 Add: Depreciation and amortization from consolidated properties 43,339 32,878 84,625 65,434 Depreciation and amortization from unconsolidated affiliates 2,210 1,547 3,920 2,743 Depreciation and amortization from discontinued operations - 156 - 345 Minority interest in earnings of operating partnership 16,895 17,840 37,721 42,874 Less: (Gain) loss on sales of operating real estate assets 397 (4,484) 174 (23,565) Minority investors' share of depreciation and amortization (289) (304) (651) (597) (Gain) loss on discontinued operations 54 (525) 86 (520) Depreciation and amortization of non-real estate assets (186) (78) (365) (213) ---------- ---------- ---------- ---------- Funds from operations $ 83,203 $ 68,738 $ 171,664 $ 138,398 ========== ========== ========== ========== Funds from operations applicable to Company shareholders $ 45,646 $ 37,732 $ 94,228 $ 75,814 ========== ========== ========== ========== Basic per share data: Funds from operations $ 0.73 $ 0.62 $ 1.51 $ 1.24 ========== ========== ========== ========== Weighted average common shares outstanding with operating partnership units fully converted 114,134 111,490 113,923 111,220 Diluted per share data: Funds from operations $ 0.71 $ 0.60 $ 1.48 $ 1.22 ========== ========== ========== ========== Weighted average common and potential dilutive common shares outstanding with operating parntership units fully converted 116,452 113,802 116,251 113,664 SUPPLEMENTAL FFO INFORMATION: Lease termination fees $ 178 $ 1,444 $ 2,426 $ 2,601 Lease termination fees per share $ - $ 0.01 $ 0.02 $ 0.02 Straight-line rental income $ 1,327 $ 596 $ 2,852 $ 1,242 Straight-line rental income per share $ 0.01 $ 0.01 $ 0.02 $ 0.01 Gains on outparcel sales $ 6,023 $ 705 $ 8,633 $ 2,041 Gains on outparcel sales per share $ 0.05 $ 0.01 $ 0.07 $ 0.02 Amortization of acquired above- and below-market leases $ 1,279 $ 607 $ 2,812 $ 1,242 Amortization of acquired above- and below-market leases per share $ 0.01 $ 0.01 $ 0.02 $ 0.01 Amortization of debt premiums $ 1,948 $ 1,166 $ 3,661 $ 2,139 Amortization of debt premiums per share $ 0.02 $ 0.01 $ 0.03 $ 0.02 Gain on sales of non operating properties $ 406 $ - $ 815 $ - Gain on sales of non operating properties per share $ - $ - $ 0.01 $ - Loss on impairment of real estate assets $ - $ - $ (262) $ - Loss on impairment of real estate assets per share $ - $ - $ - $ -
-MORE- CBL & Associates Properties, Inc. Supplemental Financial and Operating Information For the Three Months and Six Months Ended June 30, 2005 Same-Center Net Operating Income (Dollars in thousands)
Three Months Ended Six Months Ended June 30, June 30, --------------------------------------------- 2005 2004 2005 2004 ---------- ---------- --------- ---------- Net income $ 28,425 $ 26,124 $ 61,438 $ 60,729 Adjustments: Depreciation and amortization 43,339 32,878 84,625 65,434 Depreciation and amortization from unconsolidated affiliates 2,210 1,547 3,920 2,743 Depreciation and amortization from discontinued operations - 156 - 345 Minority investors' share of depreciation and amortization in shopping center properties (289) (304) (651) (597) Interest expense 50,255 42,798 99,176 83,232 Interest expense from unconsolidated affiliates 3,538 1,658 6,060 3,077 Interest expense from discontinued operations - 9 - 20 Minority investors' share of interest expense in shopping center properties (392) (369) (770) (702) Loss on extinguishment of debt - - 884 - Abandoned projects expense 17 1,240 138 1,685 Gain on sales of real estate assets (4,382) (4,955) (7,096) (24,780) Loss on impairment of real estate assets - - 262 - Gain on sales of real estate assets of unconsolidated affiliates (1,689) - (2,623) (592) Minority interest in earnings of operating partnership 16,895 17,840 37,721 42,874 (Gain) loss on discontinued operations 54 (525) 86 (520) ---------- ---------- --------- ---------- Operating partnership's share of total NOI 137,981 118,097 283,170 232,948 General and administrative expenses 9,234 7,992 18,420 16,225 Management fees and non-property level revenues (7,283) (1,786) (12,815) (5,317) ---------- ---------- --------- ---------- Operating partnership's share of property NOI 139,932 124,303 288,775 243,856 NOI of non-comparable centers (24,716) (11,948) (48,099) (16,485) ---------- ---------- --------- ---------- Total same center NOI $ 115,216 $112,355 $ 240,676 $227,371 ========== ========== ========= ========== Malls $ 106,088 $102,946 $ 221,983 $209,137 Associated centers 5,580 4,971 11,039 11,322 Community centers 1,044 867 2,354 1,381 Other 2,504 3,571 5,300 5,531 ---------- ---------- --------- ---------- Total same center NOI $ 115,216 $112,355 $ 240,676 $227,371 ========== ========== ========= ========== Percentage Change: Malls 3.1% 6.1% Associated centers 12.3% -2.5% Community centers 20.4% 70.5% Other -29.9% -4.2% ---------- --------- Total same center NOI 2.5% 5.9% ========== =========
-MORE- CBL & Associates Properties, Inc. Supplemental Financial and Operating Information For the Three Months and Six Months Ended June 30, 2005 Company's Share of Consolidated and Unconsolidated Debt (Dollars in thousands)
June 30, 2005 ------------------------------------------------------ Fixed Rate Variable Rate Total ------------------- ------------- ------------------ Consolidated debt $ 2,778,311 $ 680,530 $ 3,458,841 Minority investors' share of consolidated debt (52,436) - (52,436) Company's share of unconsolidated affiliates' debt 121,715 87,167 208,882 ------------------- ------------- ------------------ Company's share of consolidated and unconsolidated debt $ 2,847,590 $ 767,697 $ 3,615,287 =================== ============= ================== Weighted average interest rate 6.36% 4.26% 5.91% =================== ============= ================== June 30, 2004 ------------------------------------------------------ Fixed Rate Variable Rate Total ------------------- ------------- ------------------ Consolidated debt $ 2,366,070 $ 729,365 $ 3,095,435 Minority investors' share of consolidated debt (53,365) - (53,365) Company's share of unconsolidated affiliates' debt 58,885 121,041 179,926 ------------------- ------------- ------------------ Company's share of consolidated and unconsolidated debt $ 2,371,590 $ 850,406 $ 3,221,996 =================== ============= ================== Weighted average interest rate 6.56% 2.36% 5.45% =================== ============= ==================
Debt-To-Total-Market Capitalization Ratio as of June 30, 2005 (In thousands, except stock price)
Shares Outstanding Stock Price (1) Value ------------------- ------------- ------------------ Common stock and operating partnership units 115,162 $ 43.07 $ 4,960,027 8.75% Series B Cumulative Redeemable Preferred Stock 2,000 50.00 100,000 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 5,350,027 Company's share of total debt 3,615,287 ------------------ Total market capitalization $ 8,965,314 ================== Debt-to-total-market capitalization ratio 40.3% ================== (1) Stock price for common stock and operating partnership units equals the closing price of the common stock on June 30, 2005. 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 Six Months Ended June 30, June 30, ---------------------------------- --------------------------------- 2005: Basic Diluted Basic Diluted ------------- ------------------- ------------- ------------------ Weighted average shares - EPS 62,685 65,004 62,567 64,895 Weighted average operating partnership units 51,449 51,448 51,356 51,356 ------------- ------------------- ------------- ------------------ Weighted average shares- FFO 114,134 116,452 113,923 116,251 ============= =================== ============= ================== 2004: Weighted average shares - EPS 61,200 63,510 60,928 63,372 Weighted average operating partnership units 50,290 50,292 50,292 50,292 ------------- ------------------- ------------- ------------------ Weighted average shares- FFO 111,490 113,802 111,220 113,664 ============= =================== ============= ==================
Dividend Payout Ratio
Three Months Ended Six Months Ended June 30, June 30, ---------------------------------- --------------------------------- 2005 2004 2005 2004 ------------- ------------------- ------------- ------------------ Weighted average dividend per share $ 0.40861 $ 0.36270 $ 0.81800 $ 0.72540 FFO per diluted, fully converted share $ 0.71 $ 0.60 $ 1.48 $ 1.22 ------------- ------------------- ------------- ------------------ Dividend payout ratio 57.6% 60.5% 55.3% 59.5% ============= =================== ============= ==================
-MORE- CBL & Associates Properties, Inc. Supplemental Financial and Operating Information For the Three Months and Six Months Ended June 30, 2005 Consolidated Balance Sheets (Preliminary and unaudited, in thousands)
June 30, December 31, 2005 2004 ----------- ------------ ASSETS Real estate assets: Land $ 666,681 $ 659,782 Buildings and improvements 4,820,211 4,670,462 ----------- ------------ 5,486,892 5,330,244 Less: accumulated depreciation (651,614) (575,464) ----------- ------------ 4,835,278 4,754,780 Real estate assets held for sale - 61,607 Developments in progress 170,131 78,393 ----------- ------------ Net investment in real estate assets 5,005,409 4,894,780 Cash and cash equivalents 37,888 25,766 Receivables: Tenant, net of allowance 35,326 38,409 Other 10,216 13,706 Mortgage notes receivable 18,301 27,804 Investment in unconsolidated affiliates 98,737 84,782 Other assets 119,047 119,253 ----------- ------------ $5,324,924 $5,204,500 =========== ============ LIABILITIES AND SHAREHOLDERS' EQUITY Mortgage and other notes payable $3,458,841 $3,359,466 Mortgage notes payable on real estate assets held for sale - 12,213 Accounts payable and accrued liabilities 222,894 212,064 ----------- ------------ Total liabilities 3,681,735 3,583,743 ----------- ------------ Commitments and contingencies Minority interests 577,115 566,606 ----------- ------------ Shareholders' equity: Preferred stock, $.01 par value 32 32 Common stock, $.01 par value 633 626 Additional paid-in capital 1,049,974 1,025,479 Deferred compensation (10,570) (3,081) Retained earnings 26,005 31,095 ----------- ------------ Total shareholders' equity 1,066,074 1,054,151 ----------- ------------ $5,324,924 $5,204,500 =========== ============ The balance sheet above is preliminary as of the date of this report. Please refer to the Company's Quarterly Report on Form 10-Q when filed for complete balance sheet as of June 30, 2005.
CBL & Associates Properties, Inc. Supplemental Financial and Operating Information For the Three Months and Six Months Ended June 30, 2005 The Company presents the ratio of earnings before interest, taxes, depreciation and amortization (EBITDA) to interest because the Company believes that the EBITDA to interest coverage ratio, along with cash flows from operating activities, investing activities and financing activities, provides investors an additional indicator of the Company's ability to incur and service debt. Ratio of EBITDA to Interest Expense (Dollars in thousands)
Three Months Ended Six Months Ended June 30, June 30, ----------------------------------------- 2005 2004 2005 2004 --------- --------- --------- --------- EBITDA: Net Income $ 28,425 $ 26,124 $ 61,438 $ 60,729 Adjustments: Depreciation and amortization 43,339 32,878 84,625 65,434 Depreciation and amortization from unconsolidated affiliates 2,210 1,547 3,920 2,743 Depreciation and amortization from discontinued operations - 156 - 345 Minority investors' share of depreciation and amortization in shopping center properties (289) (304) (651) (597) Interest expense 50,255 42,798 99,176 83,232 Interest expense from unconsolidated affiliates 3,538 1,658 6,060 3,077 Interest expense from discontinued operations - 9 - 20 Minority investors' share of interest expense in shopping center properties (392) (369) (770) (702) Income taxes 947 819 1,301 1,265 Loss on extinguishment of debt - - 884 - Loss on impairment of real estate assets - - 262 - Abandoned projects expense 17 1,240 138 1,685 (Gain) loss on sales of operating real estate assets 397 (4,484) 174 (23,565) Minority interest in earnings of operating partnership 16,895 17,840 37,721 42,874 (Gain) loss on discontinued operations 54 (525) 86 (520) --------- --------- --------- --------- Company's share of total EBITDA $145,396 $119,387 $294,364 $236,020 ========= ========= ========= ========= Interest Expense: Interest expense $ 50,255 $ 42,798 $ 99,176 $ 83,232 Interest expense from discontinued operations - 9 - 20 Interest expense from unconsolidated affiliates 3,538 1,658 6,060 3,077 Minority investors' share of interest expense in shopping center properties (392) (369) (770) (702) --------- --------- --------- --------- Company's share of total interest expense $ 53,401 $ 44,096 $104,466 $ 85,627 ========= ========= ========= ========= Ratio of EBITDA to Interest Expense 2.72 2.71 2.82 2.76 ========= ========= ========= =========
Reconciliation of EBITDA to Cash Flows Provided By Operating Activities (In thousands)
Three Months Ended Six Months Ended June 30, June 30, ----------------------------------------- 2005 2004 2005 2004 --------- --------- --------- --------- Company's share of total EBITDA $145,396 $119,387 $294,364 $236,020 Interest expense (50,255) (42,807) (99,176) (83,252) Minority investors' share of interest expense in shopping center properties 392 369 770 702 Income taxes (947) (819) (1,301) (1,265) Amortization of deferred financing costs and non real estate 1,377 1,644 3,399 3,397 depreciation included in operating expense Amortization of debt premiums (1,906) (1,125) (3,584) (2,057) Amortization of above and below market leases (1,307) (568) (2,838) (1,171) Depreciation and interest expense from unconsolidated affiliates (5,748) (3,205) (9,980) (5,820) Minority investors' share of depreciation and amortization in 289 304 651 597 shopping center properties Minority interest in earnings - shopping center properties 1,178 1,819 2,575 3,058 Gains on outparcel sales (4,779) (471) (7,270) (1,215) Issuances of stock under incentive plan (39) 269 771 1,268 Amortization of deferred compensation 470 164 669 257 Accrual of deferred compensation 129 111 251 230 Changes in operating assets and liabilities 10,928 (3,682) (7,775) (612) --------- --------- --------- --------- Cash flows provided by operating activities $ 95,178 $ 71,390 $171,526 $150,137 ========= ========= ========= =========
CBL & Associates Properties, Inc. Supplemental Financial and Operating Information For the Three Months and Six Months Ended June 30, 2005 Schedule of Mortgage and Other Notes Payable as of June 30, 2005 (Dollars In thousands )
Balance Maturity Interest ---------------------------- Location Property Date Rate Balance Fixed Variable - ----------------------------------------------------------------------------------------------------------------------- Hattiesburg, MS Turtle Creek Mall Mar-06 7.400% $ 30,029 $ 30,029 $ - Chesapeake, VA Greenbrier Mall Apr-06 4.313% 92,650 - 92,650 Akron, OH Chapel Hill Mall May-06 4.130% 64,000 - 64,000 Akron, OH Chapel Hill Surburban May-06 4.190% 2,500 - 2,500 Midland MI Midland Mall Jun-06 4.313% 30,000 - 30,000 Brookfield, IL Brookfield Square Jul-06 7.498% 68,887 68,887 - Rockford, IL Cherryvale Mall Jul-06 7.375% 43,710 43,710 - Lynchburg, VA River Ridge Mall Jan-07 4.000% 21,506 21,506 - Madison, WI East Towne Mall Jan-07 8.010% 26,754 26,754 - Madison, WI West Towne Mall Jan-07 8.010% 41,362 41,362 - Chattanooga, TN Hamilton Place Mar-07 7.000% 62,642 62,642 - Cincinnati, OH Eastgate Crossing Apr-07 6.380% 10,089 10,089 - Charleston, SC Citadel Mall May-07 7.390% 30,479 30,479 - Highpoint, NC Oak Hollow Mall Feb-08 7.310% 43,832 43,832 - Winston-Salem NC Hanes Mall Jul-08 7.310% 107,448 107,448 - Nashville, TN Hickory Hollow Mall Aug-08 6.770% 87,017 87,017 - Nashville, TN Courtyard At Hickory Hollow Aug-08 6.770% 4,051 4,051 - Nashville, TN Rivergate Mall Aug-08 6.770% 70,327 70,327 - Nashville, TN Village At Rivergate Aug-08 6.770% 3,322 3,322 - Lansing MI Meridian Mall Oct-08 4.520% 92,225 92,225 - Cary , NC Cary Towne Centre Mar-09 6.850% 86,691 86,691 - Joplin, MO North Park Mall Mar-09 5.500% 41,071 41,071 - Fairview Heights, IL St. Claire Square Apr-09 7.000% 66,463 66,463 - Daytona Beach, FL Volusia Mall Apr-09 4.750% 54,044 54,044 - Terre Haute, IN Honey Creek Mall Apr-09 4.750% 32,447 32,447 - Meridian, MS Bonita Lakes Mall Oct-09 6.820% 26,154 26,154 - Meridian, MS Bonita Lakes Crossing Oct-09 6.820% 8,195 8,195 - Cincinnati, OH Eastgate Mall (a) Dec-09 4.550% 56,797 56,797 - Little Rock, AR Park Plaza Mall May-10 5.000% 40,948 40,948 - Spartanburg, SC Westgate Crossing Jul-10 8.420% 9,530 9,530 - Burnsville, MN Burnsville Center Aug-10 8.000% 68,975 68,975 - Roanoke, VA Valley View Mall Sep-10 5.100% 44,125 44,125 - Beaumont, TX Parkdale Mall Sep-10 5.010% 54,907 54,907 - Beaumont, TX Parkdale Crossing Sep-10 5.010% 8,670 8,670 - Nashville, TN Coolsprings Galleria Sep-10 8.290% 129,358 129,358 - Stroud, PA Stroud Mall Dec-10 8.420% 31,399 31,399 - Wausau WI Wausau Center Dec-10 6.700% 13,109 13,109 - York, PA York Galleria Dec-10 8.340% 50,204 50,204 - Lexington KY Fayette Mall Jul-11 7.000% 93,671 93,671 - Chattanooga, TN Hamilton Corner Aug-11 10.125% 2,152 2,152 - Asheville, NC Asheville Mall Sep-11 6.980% 68,244 68,244 - Ft Smith, AR Massard Crossing Feb-12 7.540% 5,822 5,822 - Houston, TX Willowbrook Plaza Feb-12 7.540% 29,789 29,789 - Vicksburg, MS Pemberton Plaza Feb-12 7.540% 1,989 1,989 - Fayetteville, NC Cross Creek Mall Apr-12 5.000% 63,024 63,024 - Colonial Heights, VA Southpark Mall May-12 5.100% 37,018 37,018 - Balance Maturity Interest ---------------------------- Location Property Date Rate Balance Fixed Variable - ----------------------------------------------------------------------------------------------------------------------- Asheboro, NC Randolph Mall Jul-12 6.500% 14,894 14,894 - Douglasville, GA Arbor Place Mall Jul-12 6.510% 77,325 77,325 - Douglasville, GA The Landing At Arbor Place Jul-12 6.510% 8,729 8,729 - Jackson, TN Old Hickory Mall Jul-12 6.510% 34,155 34,155 - Louisville, KY Jefferson Mall Jul-12 6.510% 43,074 43,074 - N Charleston SC Northwoods Mall Jul-12 6.510% 61,670 61,670 - Racine, WI Regency Mall Jul-12 6.510% 33,776 33,776 - Saginaw, MI Fashion Square Jul-12 6.510% 59,203 59,203 - Spartanburg, SC Westgate Mall Jul-12 6.500% 53,506 53,506 - Chattanooga, TN CBL Center Aug-12 6.250% 14,472 14,472 - Panama City, FL Panama City Mall Aug-12 7.300% 39,513 39,513 - Livonia, MI Laurel Park Place Dec-12 5.000% 50,609 50,609 - Monroeville, PA Monroeville Mall Jan-13 5.300% 131,360 131,360 - Greensburg PA Westmoreland Mall Jan-13 5.050% 80,958 80,958 - Columbia, SC Columbia Mall Oct-13 5.450% 32,827 32,827 - Laredo, TX Mall del Norte Dec-14 5.040% 113,400 113,400 - Janesville WI Janesville Mall Apr-16 8.375% 13,199 13,199 - ----------- ----------- --------- 2,920,296 2,731,146 189,150 ----------- ----------- --------- Weighted average interest rate 6.27% 6.41% 4.25% Debt Premiums: Colonial Heights, VA Southpark Mall May-12 5.100% 3,794 3,794 - Daytona Beach, FL Volusia Mall Apr-09 4.750% 3,531 3,531 - Fayetteville, NC Cross Creek Mall Apr-12 5.000% 8,352 8,352 - Joplin, MO North Park Mall Mar-09 5.500% 647 647 - Little Rock, AR Park Plaza Mall May-10 4.900% 6,485 6,485 - Lynchburg, VA River Ridge Mall Jan-07 4.000% 1,304 1,304 - Livonia, MI Laurel Park Place Dec-12 5.000% 10,449 10,449 - Monroeville, PA Monroeville Mall Jan-13 5.300% 3,264 3,264 - Roanoke, VA Valley View Mall Sep-10 5.100% 6,877 6,877 - Terre Haute, IN Honey Creek Mall Apr-09 4.750% 2,462 2,462 - ----------- ----------- --------- 47,165 47,165 - ----------- ----------- --------- Weighted average interest rate 4.98% 4.98% SUBTOTAL 2,967,461 2,778,311 189,150 ----------- ----------- --------- Weighted average interest rate 6.25% 6.39% 4.25% CONSTRUCTION LOAN: Lexington KY The Plaza at Fayette Dec-06 4.863% 8,550 - 8,550 Southaven, MS Southaven Towne Center Jun-07 4.350% 16,545 - 16,545 ----------- ----------- --------- 25,095 - 25,095 ----------- ----------- --------- LINES OF CREDIT 4.260% 466,285 - 466,285 ----------- ----------- --------- TOTAL BALANCE SHEET $3,458,841 $2,778,311 $680,530 Weighted average interest rate 5.97% 6.39% 4.27% Balance Maturity Interest ---------------------------- Location Property Date Rate Balance Fixed Variable - ----------------------------------------------------------------------------------------------------------------------- Plus CBL's Share Of Unconsolidated Affiliates: El Centro, CA Imperial Valley Mall Dec-06 4.3800% 54,628 - 54,628 Paducah, KY Kentucky Oaks Jun-07 9.0000% 15,501 15,501 - Huntsville, AL Parkway Place Jun-08 4.3750% 26,600 - 26,600 Del Rio, TX Plaza del Sol Aug-10 9.1500% 1,652 1,652 - Myrtle Beach, SC Coastal Grand-Myrtle Beach Oct-14 5.0900% 58,327 58,327 - Clarksville, TN Governor's Square Sep-16 8.2300% 14,745 14,745 - Galileo America LLC Portfolio various 4.7110% 37,429 31,490 5,939 ----------- ----------- --------- 208,882 121,715 87,167 ----------- ----------- --------- Less Minority Interests' Share: Minority Interest % Chattanooga, TN CBL Center 8.0% 6.250% (1,158) (1,158) - Chattanooga, TN Hamilton Corner 10.0% 10.125% (215) (215) - Chattanooga, TN Hamilton Place 10.0% 7.000% (6,264) (6,264) - Ft Smith AR Massard Crossing 10.0% 7.540% (5,240) (5,240) - Highpoint, NC Oak Hollow Mall 25.0% 7.310% (10,958) (10,958) - Houston, TX Willowbrook Plaza 10.0% 7.540% (26,810) (26,810) - Vicksburg, MS Pemberton Plaza 10.0% 7.310% (1,791) (1,791) - ----------- ----------- --------- (52,436) (52,436) - ----------- ----------- --------- TOTAL OBLIGATIONS $3,615,287 $2,847,590 $767,697 =========== ============ ========= Weighted average interest rate 5.91% 6.36% 4.26% Total Debt of Unconsolidated Affiliates El Centro, CA Imperial Valley Mall Dec-06 4.380% $ 54,628 $ - $ 54,628 Paducah, KY Kentucky Oaks Jun-07 9.000% 31,000 31,000 - Huntsville, AL Parkway Place Jun-08 4.375% 53,200 - 53,200 Del Rio, TX Plaza del Sol Aug-10 9.150% 3,266 3,266 - Myrtle Beach, SC Coastal Grand-Myrtle Beach (Oct-14 5.090% 116,656 116,656 - Clarksville, TN Governor's Square Sep-16 8.230% 31,042 31,042 - Galileo America LLC Portfolio various 4.711% 446,644 375,778 70,866 ----------- ----------- --------- $ 736,436 $ 557,742 $178,694 =========== ============ ========= Weighted average interest rate 4.95% 5.25% 4.00% (a) Represents a first mortgage securing the property. In addition to the first mortgage, there is also a $7,750 B-note that is held by the Company. (b) Represents a first mortgage securing the property. In addition to the first mortgage, there is also $18,000 of B-notes that are payable to the Company and its joint venture partner, each of which hold $9,000.
CBL & Associates Properties, Inc. Supplemental Financial and Operating Information For the Three Months and Six Months Ended June 30, 2005 New and Renewal Leasing Activity of Same Small Shop Space Less Than 20,000 Square Feet Excluding Junior Anchors
Quarter: New New Square Prior Base Initial Base % Change Average Base % Change Property Type Feet Rent PSF Rent PSF Initial Rent PSF Average - --------------- ------------- ----------- ------------- ----------- ------------- ---------- Stabilized malls 472,356 $ 24.80 $ 27.70 11.7% $ 28.46 14.8% Associated centers 22,867 16.18 18.37 13.5% 18.63 15.1% Community centers 27,300 18.52 18.63 0.6% 18.63 0.6% Other - - - 0.0% - 0.0% TOTAL 522,523 $ 24.09 $ 26.82 11.3% $ 27.52 14.2%
Year To Date: New New Square Prior Base Initial Base % Change Average Base % Change Property Type Feet Rent PSF Rent PSF Initial Rent PSF Average - --------------- ------------- ----------- ------------- ----------- ------------- ---------- Stabilized malls 1,160,662 $ 24.50 $ 25.86 5.5% $ 26.49 8.1% Associated centers 49,333 13.85 17.53 26.6% 17.86 29.0% Community centers 38,500 15.51 15.64 0.8% 15.67 1.0% Other 3,087 20.83 24.35 16.9% 24.97 19.9% TOTAL 1,251,582 $ 23.80 $ 25.21 6.0% $ 25.81 8.5%
Stabilized Mall Leasing Activity of Same Small Shop Space Less Than 20,000 Square Feet Excluding Junior Anchors
Quarter: New New Square Prior Base Initial Base % Change Average Base % Change Stabilized Malls Feet Rent PSF Rent PSF Initial Rent PSF Average - --------------- ------------- ----------- ------------- ----------- ------------- ---------- New leases 206,719 $ 25.45 $ 28.45 11.8% $ 29.66 16.5% Renewal leases 265,637 24.29 27.11 11.6% 27.53 13.3% 472,356 $ 24.80 $ 27.70 11.7% $ 28.46 14.8%
Year To Date: New New Square Prior Base Initial Base % Change Average Base % Change Stabilized Malls Feet Rent PSF Rent PSF Initial Rent PSF Average - --------------- ------------- ----------- ------------- ----------- ------------- ---------- New leases 374,938 $ 25.22 $ 27.66 9.7% $ 28.83 14.3% Renewal leases 785,724 24.16 25.00 3.5% 25.37 5.0% 1,160,662 $ 24.50 $ 25.86 5.5% $ 26.49 8.1%
Total Leasing Activity of All Small Shop Spaces Compared to Expiring Tenants of Small Shop Space Less Than 20,000 Square Feet Excluding Junior Anchors
% Change of Total Scheduled Unscheduled Leased to Scheduled and Quarter: Leased Scheduled Expiring Unscheduled Expiring Unscheduled Expiring Leased Average Base Expiring Average Base Expiring Average Base Average Base Property Type Square Feet Rent PSF Square Feet Rent PSF Square Feet Rent PSF Rent PSF - --------------- ------------- ----------- ------------- ----------- ------------- ------------- ------------------------ Stabilized Malls 530,457 $ 28.06 277,074 $ 28.35 244,560 $ 23.67 7.3% Associated centers 25,417 18.07 30,111 14.86 13,065 19.62 10.9% Community centers 27,300 18.63 10,000 20.50 7,371 12.62 8.6% Other - - - - - - - TOTAL 583,174 $ 27.19 317,185 $ 26.82 264,996 $ 23.16 8.1%
% Change of Total Scheduled Unscheduled Leased to Scheduled and Year To Date: Leased Scheduled Expiring Unscheduled Expiring Unscheduled Expiring Leased Average Base Expiring Average Base Expiring Average Base Average Base Property Type Square Feet Rent PSF Square Feet Rent PSF Square Feet Rent PSF Rent PSF - --------------- ------------- ----------- ------------- ----------- ------------- ------------- ------------------------ Stabilized Malls 1,294,838 $ 26.42 1,001,735 $ 25.10 459,018 $ 23.10 8.0% Associated centers 53,683 17.53 45,801 14.97 14,090 19.43 9.5% Community centers 46,950 14.28 29,650 12.28 10,431 11.78 17.5% Other 3,087 24.98 2,148 20.72 1,695 20.00 22.5% TOTAL 1,398,558 $ 25.67 1,079,334 $ 24.30 485,234 $ 22.73 7.8%
Leasing Activity of Small Shop Space Less Than 20,000 Square Feet Excluding Junior Anchors
Quarter: New Leases Renewal Leases Total ------------------------- ------------------------- ------------------------- Average Base Average Base Average Base Square Feet Rent PSF Square Feet Rent PSF Square Feet Rent PSF ------------- ----------- ------------- ----------- ------------- ---------- Stabilized Malls 264,820 $ 28.60 265,637 $ 27.53 530,457 $ 28.06 Associated centers 15,377 18.26 10,040 17.78 25,417 18.07 Community centers 17,300 17.54 10,000 20.50 27,300 18.63 Other - - - - - - TOTAL 297,497 $ 27.43 285,677 $ 26.94 583,174 $ 27.19
Year To Date: New Leases Renewal Leases Total ------------------------- ------------------------- ------------------------- Average Base Average Base Average Base Square Feet Rent PSF Square Feet Rent PSF Square Feet Rent PSF ------------- ----------- ------------- ----------- ------------- ---------- Stabilized Malls 509,114 $ 28.05 785,724 $ 25.37 1,294,838 $ 26.42 Associated centers 33,310 18.05 20,373 16.69 53,683 17.53 Community centers 17,300 17.54 29,650 12.38 46,950 14.28 Other 939 28.51 2,148 23.43 3,087 24.98 TOTAL 560,663 $ 27.13 837,895 $ 24.70 1,398,558 $ 25.67
Total Leasing Activity of Small Shop Space and Junior Anchors
Quarter: New Leases Renewal Leases Total ------------------------- ------------------------- ------------------------- Average Base Average Base Average Base Square Feet Rent PSF Square Feet Rent PSF Square Feet Rent PSF ------------- ----------- ------------- ----------- ------------- ---------- Stabilized Malls 264,820 $ 28.60 265,637 $ 27.53 530,457 $ 28.06 Associated centers 15,377 18.26 10,040 17.78 25,417 18.07 Community centers 17,300 17.54 10,000 20.50 27,300 18.63 Other - - - - - - TOTAL 297,497 $ 27.43 285,677 $ 26.94 583,174 $ 27.19
Year To Date: New Leases Renewal Leases Total ------------------------- ------------------------- ------------------------- Average Base Average Base Average Base Square Feet Rent PSF Square Feet Rent PSF Square Feet Rent PSF ------------- ----------- ------------- ----------- ------------- ---------- Stabilized Malls 634,025 $ 24.72 785,724 $ 25.37 1,419,749 $ 25.08 Associated centers 33,310 18.05 20,373 16.69 53,683 17.53 Community centers 17,300 17.54 29,650 12.38 46,950 14.28 Other 939 28.51 2,148 23.43 3,087 24.98 TOTAL 685,574 $ 24.22 837,895 $ 24.70 1,523,469 $ 24.48
Average Annual Base Rents Per Square Foot By Property Type of Small Shop Space Less Than 20,000 Square Feet Excluding Junior Anchors
As of June 30, ------------------------- 2005 2004 ------------- ----------- Stabalized malls $ 25.62 $ 25.26 Non-stabalized malls 28.04 27.01 Associated centers 10.19 9.70 Community centers (1) 14.70 7.99 (1) Excludes community centers that were contributed to Galileo America
CBL & Associates Properties, Inc. Supplemental Financial and Operating Information For the Three Months and Six Months Ended June 30, 2005 Top 25 Based On Percentage Of Total Revenues As Of June 30, 2005:
Annual Percentage Number of Gross of Total Tenant Stores Square Feet Rentals (1) Revenues - ----------------------------------------- -------------- --------------- --------------- ------------ 1 Limited Brands, Inc. 216 1,322,834 $44,461,750 5.9% 2 Foot Locker, Inc. 179 704,921 26,432,328 3.5% 3 The Gap, Inc. 91 913,661 22,074,472 2.9% 4 Luxottica Group, S.P.A. (2) 188 338,028 15,542,201 2.1% 5 Abercrombie & Fitch, Co. 60 409,017 14,503,639 1.9% 6 American Eagle Outfitters, Inc. 66 346,374 13,703,175 1.8% 7 Signet Group PLC (3) 94 142,825 13,185,811 1.7% 8 JC Penney Co. Inc. (4) 65 7,135,808 12,205,578 1.6% 9 Zale Corporation 133 131,545 11,946,007 1.6% 10 Finish Line, Inc. 58 309,904 11,308,190 1.5% 11 The Regis Corporation 178 204,472 9,903,269 1.3% 12 Lerner New York, Inc. 40 315,307 9,553,409 1.3% 13 Genesco Inc. (5) 129 165,859 9,087,330 1.2% 14 Hallmark Cards, Inc. 79 265,182 8,796,689 1.2% 15 Charming Shoppes, Inc. (6) 51 306,047 8,721,877 1.2% 16 Pacific Sunwear of California 71 240,109 8,082,076 1.1% 17 Trans World Entertainment (7) 47 240,214 8,041,090 1.1% 18 The Children's Place Retail Stores, Inc. 48 202,314 7,534,952 1.0% 19 Aeropostale, Inc. 56 188,540 7,350,871 1.0% 20 The Shoe Show of Rocky Mount, Inc 50 269,370 6,900,104 0.9% 21 Barnes & Noble, Inc. 49 303,618 6,883,698 0.9% 22 Christopher & Banks, Inc. 58 201,295 6,848,714 0.9% 23 Sun Capital Partners, Inc. (8) 55 319,580 6,820,809 0.9% 24 Claire's Stores, Inc. 105 117,718 6,677,481 0.9% 25 Borders Group, Inc. 43 256,542 6,672,334 0.9% -------------- --------------- --------------- ------------ 2,209 15,351,084 $303,237,854 40.3% ============== =============== =============== ============ (1) Includes annual minimum rent and tenant reimbursements based on amounts in effect at June 30, 2005. (2) Luxottica was previously Lenscrafters and Sunglass Hut. Luxottica purchased Cole National Corporation, which operates Pearl Vision and Things Remembered in October 2004. (3) Signet Group was previously Sterling, Inc. They operate Kay Jewelers, Marks & Morgan, JB Robinson, Shaw's Jewelers, Osterman's Jewelers, LeRoy's Jewelers, Jared Jewelers, Belden Jewelers, & Rogers Jewelers. (4) J.C. Penney owns 28 of these stores. (5) Genesco Inc. operates Journey's, Jarman and Underground Station. Genesco purchased Hat World, which operates Hat World, Lids, Hat Zone, and Cap Factory, as of April 2, 2004. (6) Charming Shoppes, Inc. operates Lane Bryant, Fashion Bug and Catherine's. (7) Trans World Entertainment operates FYE (formerly Camelot Music and Record Town) and Saturday Matinee. (8) Sun Capital Partners, Inc. operates Sam Goody, Suncoast Motion Pictures, Musicland, Life Uniform, Anchor Blue, Mervyn's, Bruegger's Bagels, Wick's Furniture and the Mattress Firm.
CBL & Associates Properties, Inc. Supplemental Financial and Operating Information For the Three Months and Six Months Ended June 30, 2005 Capital Expenditures for Three Months and Six Months Ended June 30 , 2005 (In thousands)
Three Months Six Months ------------- ------------ Tenant allowances $ 11,483 $ 20,152 ------------- ------------ Renovations 8,174 9,517 ------------- ------------ Deferred maintenance: Parking lot and parking lot lighting 1,717 1,908 Roof repairs and replacements 3,674 4,917 Other capital expenditures 1,330 2,477 ------------- ------------ Total deferred maintenancee expenditures 6,721 9,302 ------------- ------------ Total capital expenditures $ 26,378 $ 38,971 ============= ============
The capital expenditures incurred for maintenance such as parking lot repairs, parking lot lighting and roofs are classified as deferred maintenance expenditures. These expenditures are billed to tenants as common area maintenance expense and the majority is recovered over a five to fifteen year period. Renovation capital expenditures are for remodelings and upgrades for enhancing our competitive position in the market area. A portion of these expenditures covering items such as new floor coverings, painting, lighting and new seating areas are also recovered through tenant billings. The costs of other items such as new entrances, new ceilings and skylights are not recovered from tenants. We estimate that 30% of our renovation expenditures are recoverable from our tenants over a ten to fifteen year period. The third category of capital expenditures is tenant allowances, sometimes made to third-generation tenants. Tenant allowances are recovered through minimum rents from the tenants over the term of the lease. Deferred Leasing Costs Capitalized (In thousands)
2005 2004 ------------- ------------ Quarter ended: March 31, $ 374 $ 492 June 30, 699 242 September 30, - 524 December 31, - 628 ------------- ------------ $ 1,073 $ 1,886 ============= ============
CBL & Associates Properties, Inc. Supplemental Financial and Operating Information For the Three Months and Six Months Ended June 30, 2005 Properties Under Development at June 30, 2005 (Dollars in thousands)
CBL's Share of -------------------------- Square Total Costs Opening Initial Property Location Feet Costs To Date Date Yield - -------------------------------- --------------------- ------------ ------------ ----------- --------------- ------ Mall Expansions: Citadel Mall Charleston, SC 46,000 $ 6,545 $ 5,000 August-05 9% Fayette Mall Lexington, KY 144,000 22,961 11,032 October-05 11% Burnsville Center Burnsville, MN 146,000 24,612 6,080 Nov-05/Mar-06 9% Stroud Mall Stroudsburg, PA 4,513 1,326 231 September-05 9% St. Clair Square Fairview Heights, IL 8,500 2,794 1,700 October-05 9% Open Air Centers: Southaven Towne Center Southaven, MS 437,600 43,238 28,860 October-05 10% Gulf Coast Town Center Phase I Ft. Meyers, FL 445,000 71,806 (a) 47,799 (a) October-05 9% Community Centers: Cobblestone Village at Royal Palm Royal Palm Beach, FL 225,000 10,029 8,719 September-05 9% Chicopee Marketplace Chicopee, MA 156,000 20,360 12,726 September-05 9% Community Center Expansion: Fashion Square Orange Park, FL 18,000 3,278 886 September-05 10% ------------ ------------ ----------- 1,630,613 $ 206,949 $ 123,033 ============ ============ =========== (a) Amounts shown are 100% of the cost and cost to date. CBL is funding the cost at this time.
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