Business Wire | Aug 17, 2021 08:01AM EDT

CBL Properties Reports Results for Second Quarter 2021

Aug. 17, 2021

CHATTANOOGA, Tenn.--(BUSINESS WIRE)--Aug. 17, 2021--CBL Properties (OTCMKTS: CBLAQ) announced results for the second quarter ended June 30, 2021. A description of each supplemental 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 Six Months Ended June 30, June 30,

2021 2020 % 2021 2020 %

Net lossattributableto common $ (0.05 ) $ (0.42 ) 88.1 % $ (0.18 ) $ (1.16 ) 84.5 %shareholdersper dilutedshare

Funds fromOperations("FFO") per $ 0.25 $ (0.03 ) 933.3 % $ 0.70 $ 0.23 204.3 %dilutedshare

FFO, asadjusted, $ 0.39 $ 0.02 1,850.0 % $ 0.73 $ 0.28 160.7 %per dilutedshare ^(1)

(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 loss attributable to common shareholders to FFO allocable to Operating Partnership common unitholders on page 8 of this news release.

KEY TAKEAWAYS:

* FFO, as adjusted, per diluted share, was $0.39 for the second quarter 2021, compared with $0.02 per share for the second quarter 2020. The increase in FFO, as adjusted, per diluted share, as compared with the prior year period is principally a result of $0.15 per diluted share lower net interest expense and a $0.17 per diluted share positive variance in the estimate for uncollectable revenues, rent abatements and write-offs for past due rents. The decline in net interest expense was primarily due to the post-petition interest expense payments that are not required to be made on the senior unsecured notes and secured credit facility subsequent to the Company's bankruptcy filing on November 1, 2020. The positive variance in the estimate for uncollectable revenues, abatements and write-offs for past due rents was primarily a result of the tenant accommodations that were made in the prior-year period due to the impact of the pandemic. * Other major variances in the second quarter 2021 FFO, as adjusted, per diluted share, compared with the prior year period included $0.07 per diluted share of higher property NOI, including the estimate for uncollectable revenues, rent abatements and write-offs for past due rents. The second quarter 2021 also benefited from a $0.06 per diluted share positive variance from undeclared preferred dividends accrued in the prior year period. G&A expense during the second quarter 2021 was approximately $0.04 per diluted share lower, due to cost saving initiatives. * Sales for the second quarter 2021 increased 22.3% as compared with the second quarter 2019. Sales for the six months ended June 30, 2021, increased 17.2% over the six months ended June 30, 2019. * Total portfolio same-center NOI increased 18.5% for the three months ended June 30, 2021. Total portfolio same-center NOI for the six months ended June 30, 2021, declined 1.9%. * Portfolio occupancy as of June 30, 2021, was 87.0%, representing a 160-basis point improvement from the sequential quarter and a 110-basis point decline compared with 88.1% as of June 30, 2020. Same-center mall occupancy was 85.2% as of June 30, 2021, representing a 200-basis point increase sequentially and a 160-basis point decline compared with 86.8% as of June 30, 2020. An estimated 379-basis points of the decline in total mall portfolio occupancy was due to store closures related to tenants in bankruptcy.

"Shopping at the mall is back! The combination of pent-up demand, stimulus checks, positive consumer sentiment and cabin fever led to a rebound in sales across our portfolio over the last few months," said Stephen Lebovitz, Chief Executive Officer. "Sales at nearly all our malls are exceeding 2019 levels, with many categories showing double-digit increases. Traffic has picked up as well and is approaching pre-pandemic levels. This recovery benefited second quarter results, with percentage rents and short-term income trending above expectations. Preliminary reports on back-to-school are positive, which bodes well for the holiday sales season. Same-center NOI increased more than 18%, much of which was driven by the $33 million positive variance in the estimate for uncollectable revenues and abatements. Even with inflation pressures, we kept expenses, as well as capital expenditures, in check.

"We are maintaining the positive momentum of redevelopments across our portfolio and are strengthening our properties by converting vacant parcels and former anchor stores into more productive uses. In June, we opened the HCA office building at Pearland Town Center, which will generate steady traffic for our stores and restaurants. Just a few days ago, we celebrated the grand opening of Hollywood Casino at York Galleria in York, PA, marking the second casino in our portfolio. In July, we sold a former anchor location at Eastgate Mall in Cincinnati that will be developed into a national grocer and another former anchor location at Dakota Square in Minot, ND, was sold to Scheel's sporting goods to bring their latest prototype to the property. We are under negotiation on several other locations across our portfolio to a wide range of tenants including grocery, value retail, entertainment and e-sports, hotel, multi-family and others that represent a diversity of uses as we reinvent our malls. We are also adding exciting, new local and regional specialty stores that are broadening our tenant mix and revenues.

"We are pleased with the overwhelming support received for our Chapter 11 Plan of Reorganization from all constituencies, with over 95% of votes cast voting in favor of the plan. Following the confirmation hearing on August 11th, the court entered the confirmation order, providing a clear path to emergence. Between now and our planned emergence date of November 1, we will be working diligently to close and effect the approved restructuring plan. The entire CBL organization is excited about our future. The balance sheet and cash flow flexibility CBL will enjoy positions us to implement our redevelopment strategy, as well as pursue new growth opportunities. We are energized by these opportunities and CBL's future prospects."

FINANCIAL RESULTS

Net loss attributable to common shareholders for the three months ended June 30, 2021 was $8.9 million, or a loss of $0.05 per diluted share, compared with net loss of $81.5 million, or a loss of $0.42 per diluted share, for the three months ended June 30, 2020.

Net loss attributable to common shareholders for the six months ended June 30, 2021 was $35.6 million, or a loss of $0.18 per diluted share, compared with net loss of $215.3 million, or a loss of $1.16 per diluted share, for the six months ended June 30, 2020.

FFO, as adjusted, allocable to common shareholders, for the three months ended June 30, 2021 was $77.5 million, or $0.39 per diluted share, compared with $4.7 million, or $0.02 per diluted share, for the three months ended June 30, 2020. FFO, as adjusted, allocable to the Operating Partnership common unitholders, for the three months ended June 30, 2021 was $79.5 million compared with $4.9 million for the three months ended June 30, 2020.

FFO, as adjusted, allocable to common shareholders, for the six months ended June 30, 2021 was $144.4 million, or $0.73 per diluted share, compared with $52.0 million, or $0.28 per diluted share, for the six months ended June 30, 2020. FFO, as adjusted, allocable to the Operating Partnership common unitholders, for the six months ended June 30, 2021 was $148.2 million compared with $56.5 million for the six months ended June 30, 2020.

Percentage change in same-center Net Operating Income ("NOI") (1):

For a reconciliation of FFO to FFO, as adjusted, for the periods presented,(1) please refer to the footnotes to the Company's reconciliation of net loss attributable to common shareholders to FFO allocable to Operating Partnership common unitholders on page 8 of this news release.

KEY TAKEAWAYS:

* FFO, as adjusted, per diluted share, was $0.39 for the second quarter 2021, compared with $0.02 per share for the second quarter 2020. The increase in FFO, as adjusted, per diluted share, as compared with the prior year period is principally a result of $0.15 per diluted share lower net interest expense and a $0.17 per diluted share positive variance in the estimate for uncollectable revenues, rent abatements and write-offs for past due rents. The decline in net interest expense was primarily due to the post-petition interest expense payments that are not required to be made on the senior unsecured notes and secured credit facility subsequent to the Company's bankruptcy filing on November 1, 2020. The positive variance in the estimate for uncollectable revenues, abatements and write-offs for past due rents was primarily a result of the tenant accommodations that were made in the prior-year period due to the impact of the pandemic. * Other major variances in the second quarter 2021 FFO, as adjusted, per diluted share, compared with the prior year period included $0.07 per diluted share of higher property NOI, including the estimate for uncollectable revenues, rent abatements and write-offs for past due rents. The second quarter 2021 also benefited from a $0.06 per diluted share positive variance from undeclared preferred dividends accrued in the prior year period. G&A expense during the second quarter 2021 was approximately $0.04 per diluted share lower, due to cost saving initiatives. * Sales for the second quarter 2021 increased 22.3% as compared with the second quarter 2019. Sales for the six months ended June 30, 2021, increased 17.2% over the six months ended June 30, 2019. * Total portfolio same-center NOI increased 18.5% for the three months ended June 30, 2021. Total portfolio same-center NOI for the six months ended June 30, 2021, declined 1.9%. * Portfolio occupancy as of June 30, 2021, was 87.0%, representing a 160-basis point improvement from the sequential quarter and a 110-basis point decline compared with 88.1% as of June 30, 2020. Same-center mall occupancy was 85.2% as of June 30, 2021, representing a 200-basis point increase sequentially and a 160-basis point decline compared with 86.8% as of June 30, 2020. An estimated 379-basis points of the decline in total mall portfolio occupancy was due to store closures related to tenants in bankruptcy.

"Shopping at the mall is back! The combination of pent-up demand, stimulus checks, positive consumer sentiment and cabin fever led to a rebound in sales across our portfolio over the last few months," said Stephen Lebovitz, Chief Executive Officer. "Sales at nearly all our malls are exceeding 2019 levels, with many categories showing double-digit increases. Traffic has picked up as well and is approaching pre-pandemic levels. This recovery benefited second quarter results, with percentage rents and short-term income trending above expectations. Preliminary reports on back-to-school are positive, which bodes well for the holiday sales season. Same-center NOI increased more than 18%, much of which was driven by the $33 million positive variance in the estimate for uncollectable revenues and abatements. Even with inflation pressures, we kept expenses, as well as capital expenditures, in check.

"We are maintaining the positive momentum of redevelopments across our portfolio and are strengthening our properties by converting vacant parcels and former anchor stores into more productive uses. In June, we opened the HCA office building at Pearland Town Center, which will generate steady traffic for our stores and restaurants. Just a few days ago, we celebrated the grand opening of Hollywood Casino at York Galleria in York, PA, marking the second casino in our portfolio. In July, we sold a former anchor location at Eastgate Mall in Cincinnati that will be developed into a national grocer and another former anchor location at Dakota Square in Minot, ND, was sold to Scheel's sporting goods to bring their latest prototype to the property. We are under negotiation on several other locations across our portfolio to a wide range of tenants including grocery, value retail, entertainment and e-sports, hotel, multi-family and others that represent a diversity of uses as we reinvent our malls. We are also adding exciting, new local and regional specialty stores that are broadening our tenant mix and revenues.

"We are pleased with the overwhelming support received for our Chapter 11 Plan of Reorganization from all constituencies, with over 95% of votes cast voting in favor of the plan. Following the confirmation hearing on August 11th, the court entered the confirmation order, providing a clear path to emergence. Between now and our planned emergence date of November 1, we will be working diligently to close and effect the approved restructuring plan. The entire CBL organization is excited about our future. The balance sheet and cash flow flexibility CBL will enjoy positions us to implement our redevelopment strategy, as well as pursue new growth opportunities. We are energized by these opportunities and CBL's future prospects."

FINANCIAL RESULTS

Net loss attributable to common shareholders for the three months ended June 30, 2021 was $8.9 million, or a loss of $0.05 per diluted share, compared with net loss of $81.5 million, or a loss of $0.42 per diluted share, for the three months ended June 30, 2020.

Net loss attributable to common shareholders for the six months ended June 30, 2021 was $35.6 million, or a loss of $0.18 per diluted share, compared with net loss of $215.3 million, or a loss of $1.16 per diluted share, for the six months ended June 30, 2020.

FFO, as adjusted, allocable to common shareholders, for the three months ended June 30, 2021 was $77.5 million, or $0.39 per diluted share, compared with $4.7 million, or $0.02 per diluted share, for the three months ended June 30, 2020. FFO, as adjusted, allocable to the Operating Partnership common unitholders, for the three months ended June 30, 2021 was $79.5 million compared with $4.9 million for the three months ended June 30, 2020.

FFO, as adjusted, allocable to common shareholders, for the six months ended June 30, 2021 was $144.4 million, or $0.73 per diluted share, compared with $52.0 million, or $0.28 per diluted share, for the six months ended June 30, 2020. FFO, as adjusted, allocable to the Operating Partnership common unitholders, for the six months ended June 30, 2021 was $148.2 million compared with $56.5 million for the six months ended June 30, 2020.

Percentage change in same-center Net Operating Income ("NOI") (1):

Three Months Ended Six Months Ended June 30, June 30,

2021 2021

Portfolio same-center NOI 18.5% (1.9)%

Mall same-center NOI 19.0% (2.6)%

(1)

CBL's definition of same-center NOI excludes the impact of lease termination fees and certain non-cash items such as straight-line rents and reimbursements, write-offs of landlord inducements and net amortization of acquired above and below market leases.

Major variances impacting same-center NOI for the three months ended June 30, 2021, include:

* Same-center NOI increased $16.7 million, due to a $23.5 million increase in revenues partially offset by a $6.8 million increase in operating expenses. * Rental revenues increased $22.9 million, including a $29.6 million increase in minimum and other rents and a $3.6 million increase in percentage rents. Rental revenues also include a $10.3 million decline in tenant reimbursements (net of any abatements). The increase in rental revenues for the quarter was primarily due to the $31.2 million positive variance from uncollectable revenues. The total estimate for uncollectable revenues and abatements for the second quarter 2021 was $8.6 million compared with a total of $39.9 million in the prior year period. * Property operating expenses increased $5.0 million compared with the prior year, primarily due to the reopening of CBL's portfolio. Maintenance and repair expenses increased $3.6 million. Real estate tax expenses declined by $1.5 million.

COVID-19 RENT COLLECTION UPDATE

The Company has collected approximately 90% of related gross rents for the period April 2020 through June 2021. As of July 2021, CBL had deferred approximately $40.5 million in rents. Of the approximately 73% of the deferred amounts billed to-date, CBL has collected approximately 93%.

LIQUIDITY

As of June 30, 2021, on a consolidated basis, the company had $329.5 million available in unrestricted cash and marketable securities.

CBL's definition of same-center NOI excludes the impact of lease(1) termination fees and certain non-cash items such as straight-line rents and reimbursements, write-offs of landlord inducements and net amortization of acquired above and below market leases.

Major variances impacting same-center NOI for the three months ended June 30, 2021, include:

* Same-center NOI increased $16.7 million, due to a $23.5 million increase in revenues partially offset by a $6.8 million increase in operating expenses. * Rental revenues increased $22.9 million, including a $29.6 million increase in minimum and other rents and a $3.6 million increase in percentage rents. Rental revenues also include a $10.3 million decline in tenant reimbursements (net of any abatements). The increase in rental revenues for the quarter was primarily due to the $31.2 million positive variance from uncollectable revenues. The total estimate for uncollectable revenues and abatements for the second quarter 2021 was $8.6 million compared with a total of $39.9 million in the prior year period. * Property operating expenses increased $5.0 million compared with the prior year, primarily due to the reopening of CBL's portfolio. Maintenance and repair expenses increased $3.6 million. Real estate tax expenses declined by $1.5 million.

COVID-19 RENT COLLECTION UPDATE

The Company has collected approximately 90% of related gross rents for the period April 2020 through June 2021. As of July 2021, CBL had deferred approximately $40.5 million in rents. Of the approximately 73% of the deferred amounts billed to-date, CBL has collected approximately 93%.

LIQUIDITY

As of June 30, 2021, on a consolidated basis, the company had $329.5 million available in unrestricted cash and marketable securities.

PORTFOLIO OPERATIONAL RESULTS

Occupancy^(1):

As of June 30,

2021 2020

Total portfolio 87.0% 88.1%

Malls:

Total Mall portfolio 85.2% 86.6%

Same-center Malls 85.2% 86.8%

Stabilized Malls 85.2% 86.8%

Associated centers 91.3% 90.5%

Community centers 93.5% 95.2%

(1)

Occupancy for malls represents percentage of mall store gross leasable area under 20,000 square feet occupied. Occupancy for associated and community centers represents percentage of gross leasable area occupied.

Occupancy for malls represents percentage of mall store gross leasable area(1) under 20,000 square feet occupied. Occupancy for associated and community centers represents percentage of gross leasable area occupied.

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

June 30,

Six Months Ended

June 30,

2021

2021

Stabilized Malls

(14.6)%

(19.1)%

New leases

(10.4)%

(17.1)%

Renewal leases

(15.3)%

(19.4)%

Same-Center Sales Per Square Foot for Mall Tenants 10,000 Square Feet or Less:

Sales for the second quarter 2021 increased 22.3% as compared with the second quarter 2019, with 52 of CBL's 56 reporting malls demonstrating an increase over the comparable period. For the six months ended June 30, 2021, sales increased 17.2% as compared with the six months ended June 30, 2019. Due to the temporary mall and store closures that occurred in 2020, the majority of CBL's tenants did not report sales for the full reporting period. As a result, CBL is not able to provide a complete measure of sales for the trailing twelve-month period.

FINANCING ACTIVITY AND LENDER DISCUSSIONS

In July 2021, the Company reached a comprehensive settlement agreement with the existing lender to modify the loan secured by The Outlet Shoppes at Laredo, subject to court approval and documentation. The modified loan has a principal balance of $39.95 million, bears interest at LIBOR plus 3.25% and has a maturity date of July 2023, with a one-year extension option available at the Company's election. As part of the settlement, the parties have agreed to a $5.0 million maximum unsecured deficiency claim, certain agreed-upon covenants and defaults, and mutual releases. The settlement is expected to be implemented through a stipulated dismissal of the Laredo Outlet Shoppes chapter 11 case.

In July 2021, the Company reached an agreement with the lender to amend the loan secured by Springs at Port Orange, which extends the term of the note to December 31, 2021 and increases the principal amount of the loan to $44.4 million ($19.3 million at CBL's share). The interest rate was reduced from LIBOR plus 235 basis points to LIBOR plus 200 basis points.

In August 2021, CBL entered into a forbearance agreement with the lender for the $137.6 million non-recourse loan secured by Fayette Mall in Lexington, KY, that provides that, subject to certain conditions, the lender would forbear from exercising any rights with respect to the loan maturity default until December 1, 2021. CBL has reached an agreement, in principle, on the modification and extension of the loan secured by Fayette Mall in Lexington, KY. The agreement is subject to additional lender approvals and due diligence. The loan is expected to be extended for two years, with three additional one-year extension options, subject to certain requirements. The fixed interest rate was reduced from 5.42% to 4.25%.

CBL anticipates cooperating with conveyance or foreclosure proceedings for Park Plaza in Little Rock, AR ($76.8 million), EastGate Mall in Cincinnati, OH ($30.3 million) and Asheville Mall in Asheville, NC ($62.1 million). Park Plaza and Asheville Mall were deconsolidated during the first quarter 2021. CBL no longer controls either property following their transfer to receivership. EastGate Mall is expected to be transferred into receivership imminently.

The $71.3 million loan secured by Parkdale Mall and Crossing matured in March 2021 and is currently in default. The $8.0 million loan secured by Hamilton Crossing matured in April 2021 and is currently in default. Additionally, the $43.0 million loan secured by Alamance Crossing matured in July 2021 and is currently in default. CBL is in discussion with each respective existing lender regarding loan modifications and extensions.

Additionally, CBL is in the process of negotiating extensions and modifications of the remaining property level mortgage loans with maturities in 2021 and 2022.

RESTRUCTURING UPDATE

Following the confirmation hearing held on August 11, 2021, the United States Bankruptcy Court for the Southern District of Texas entered an order approving the Company's Plan of Reorganization. The latest information on CBL's restructuring, including news and frequently asked questions, can be found at cblproperties.com/restructuring or https://dm.epiq11.com/case/cblproperties/info.

DISPOSITIONS

In July 2021, CBL completed the sale of the former Sears location at Dakota Square Mall in Minot, ND to Scheel's for $4.0 million. Scheel's plans to expand the former Sears building to approximately 100,000-square-feet to accommodate their new prototype and relocate from their existing location to the new store. Additionally, in July, CBL sold a former department store in Cincinnati, Ohio for $5.2 million, for redevelopment into a future grocer.

In July 2021, CBL entered into a contract for the sale of 62 residential units at Pearland Town Center in Houston, TX, for $8.75 million. The disposition is subject to due diligence, customary closing conditions and approval by the Bankruptcy Court and is expected to close in late '21.

Year-to-date, CBL has generated $15.7 million in gross proceeds from asset sales.

DEVELOPMENT AND LEASING PROGRESS

During the second quarter, CBL celebrated the opening of a new 135-key Aloft hotel at Hamilton Place in Chattanooga, TN, and the HCA medical office building at Pearland Town Center in Houston, TX.

On August 12th, 2021, Hollywood Casino at York Galleria in York, PA held its grand opening. Hobby Lobby at West Towne Mall in Madison, WI, celebrated its grand opening recently and Rooms to Go at Cross Creek in Fayetteville, NC will open later this year.

During the second quarter, CBL commenced construction on the redevelopment of the former Herberger's location at Kirkwood Mall in Bismarck, ND. Kirkwood Mall will welcome fast casual restaurant, Pancheros Mexican Grill, Thrifty White Pharmacy in addition to Chick-fil-A, Five Guys, and Blaze Pizza.

Additional offerings, including new restaurants, fitness, hotel and other uses are planned or under negotiation and will be announced as details are finalized.

Detailed project information is available in CBL's Financial Supplement for Q2 2021, which can be found in the Invest - Financial Reports section of CBL's website at cblproperties.com.

ABOUT CBL PROPERTIES

Headquartered in Chattanooga, TN, CBL Properties owns and manages a national portfolio of market-dominant properties located in dynamic and growing communities. CBL's portfolio is comprised of 105 properties totaling 63.9 million square feet across 24 states, including 63 high-quality enclosed, outlet and open-air retail centers and six properties managed for third parties. CBL seeks to continuously strengthen its company and portfolio through active management, aggressive leasing and profitable reinvestment in its properties. For more information visit cblproperties.com.

NON-GAAP FINANCIAL MEASURES

Funds From Operations

FFO is a widely used non-GAAP 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 (loss) 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 the Operating Partnership common unitholders. The Company then applies a percentage to FFO of the Operating Partnership common unitholders to arrive at FFO allocable to its common shareholders. The percentage is computed by taking the weighted-average number of common shares outstanding for the period and dividing it by the sum of the weighted-average number of common shares and the weighted-average number of Operating Partnership units held by noncontrolling interests during the period.

FFO does not represent cash flows from operations as defined by GAAP, 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 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 8 of this news release for a description of these adjustments.

Same-center Net Operating Income

NOI is a supplemental non-GAAP 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).

The Company computes NOI based on the Operating Partnership's pro rata share of both consolidated and unconsolidated properties. The Company believes that presenting NOI and same-center NOI (described below) based on its Operating Partnership's pro rata share of both consolidated and unconsolidated properties is useful since the Company 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's definition of NOI may be different than that used by other companies and, accordingly, the Company's calculation of NOI may not be comparable to that of other companies.

Since NOI includes only those revenues and expenses related to the operations of the Company's shopping center properties, the Company believes that same-center NOI provides a measure that reflects trends in occupancy rates, rental rates, sales at the malls and operating costs and the impact of those trends on the Company's results of operations. The Company's calculation of same-center NOI excludes lease termination income, straight-line rent adjustments, amortization of above and below market lease intangibles and write-off of landlord inducement assets in order to enhance the comparability of results from one period to another. 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 condensed 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.

New and Renewal Leasing Activity of Same Small Shop Space Less Than 10,000Square Feet:

% Change in Average Gross Rent Per Square Foot:

Three Six Months Months Ended Ended June 30, June 30,

2021 2021

Stabilized Malls (14.6)% (19.1)%

New leases (10.4)% (17.1)%

Renewal leases (15.3)% (19.4)%

Same-Center Sales Per Square Foot for Mall Tenants 10,000 Square Feet or Less:

Sales for the second quarter 2021 increased 22.3% as compared with the second quarter 2019, with 52 of CBL's 56 reporting malls demonstrating an increase over the comparable period. For the six months ended June 30, 2021, sales increased 17.2% as compared with the six months ended June 30, 2019. Due to the temporary mall and store closures that occurred in 2020, the majority of CBL's tenants did not report sales for the full reporting period. As a result, CBL is not able to provide a complete measure of sales for the trailing twelve-month period.

FINANCING ACTIVITY AND LENDER DISCUSSIONS

In July 2021, the Company reached a comprehensive settlement agreement with the existing lender to modify the loan secured by The Outlet Shoppes at Laredo, subject to court approval and documentation. The modified loan has a principal balance of $39.95 million, bears interest at LIBOR plus 3.25% and has a maturity date of July 2023, with a one-year extension option available at the Company's election. As part of the settlement, the parties have agreed to a $5.0 million maximum unsecured deficiency claim, certain agreed-upon covenants and defaults, and mutual releases. The settlement is expected to be implemented through a stipulated dismissal of the Laredo Outlet Shoppes chapter 11 case.

In July 2021, the Company reached an agreement with the lender to amend the loan secured by Springs at Port Orange, which extends the term of the note to December 31, 2021 and increases the principal amount of the loan to $44.4 million ($19.3 million at CBL's share). The interest rate was reduced from LIBOR plus 235 basis points to LIBOR plus 200 basis points.

In August 2021, CBL entered into a forbearance agreement with the lender for the $137.6 million non-recourse loan secured by Fayette Mall in Lexington, KY, that provides that, subject to certain conditions, the lender would forbear from exercising any rights with respect to the loan maturity default until December 1, 2021. CBL has reached an agreement, in principle, on the modification and extension of the loan secured by Fayette Mall in Lexington, KY. The agreement is subject to additional lender approvals and due diligence. The loan is expected to be extended for two years, with three additional one-year extension options, subject to certain requirements. The fixed interest rate was reduced from 5.42% to 4.25%.

CBL anticipates cooperating with conveyance or foreclosure proceedings for Park Plaza in Little Rock, AR ($76.8 million), EastGate Mall in Cincinnati, OH ($30.3 million) and Asheville Mall in Asheville, NC ($62.1 million). Park Plaza and Asheville Mall were deconsolidated during the first quarter 2021. CBL no longer controls either property following their transfer to receivership. EastGate Mall is expected to be transferred into receivership imminently.

The $71.3 million loan secured by Parkdale Mall and Crossing matured in March 2021 and is currently in default. The $8.0 million loan secured by Hamilton Crossing matured in April 2021 and is currently in default. Additionally, the $43.0 million loan secured by Alamance Crossing matured in July 2021 and is currently in default. CBL is in discussion with each respective existing lender regarding loan modifications and extensions.

Additionally, CBL is in the process of negotiating extensions and modifications of the remaining property level mortgage loans with maturities in 2021 and 2022.

RESTRUCTURING UPDATE

Following the confirmation hearing held on August 11, 2021, the United States Bankruptcy Court for the Southern District of Texas entered an order approving the Company's Plan of Reorganization. The latest information on CBL's restructuring, including news and frequently asked questions, can be found at cblproperties.com/restructuring or https://dm.epiq11.com/case/cblproperties/info.

DISPOSITIONS

In July 2021, CBL completed the sale of the former Sears location at Dakota Square Mall in Minot, ND to Scheel's for $4.0 million. Scheel's plans to expand the former Sears building to approximately 100,000-square-feet to accommodate their new prototype and relocate from their existing location to the new store. Additionally, in July, CBL sold a former department store in Cincinnati, Ohio for $5.2 million, for redevelopment into a future grocer.

In July 2021, CBL entered into a contract for the sale of 62 residential units at Pearland Town Center in Houston, TX, for $8.75 million. The disposition is subject to due diligence, customary closing conditions and approval by the Bankruptcy Court and is expected to close in late '21.

Year-to-date, CBL has generated $15.7 million in gross proceeds from asset sales.

DEVELOPMENT AND LEASING PROGRESS

During the second quarter, CBL celebrated the opening of a new 135-key Aloft hotel at Hamilton Place in Chattanooga, TN, and the HCA medical office building at Pearland Town Center in Houston, TX.

On August 12th, 2021, Hollywood Casino at York Galleria in York, PA held its grand opening. Hobby Lobby at West Towne Mall in Madison, WI, celebrated its grand opening recently and Rooms to Go at Cross Creek in Fayetteville, NC will open later this year.

During the second quarter, CBL commenced construction on the redevelopment of the former Herberger's location at Kirkwood Mall in Bismarck, ND. Kirkwood Mall will welcome fast casual restaurant, Pancheros Mexican Grill, Thrifty White Pharmacy in addition to Chick-fil-A, Five Guys, and Blaze Pizza.

Additional offerings, including new restaurants, fitness, hotel and other uses are planned or under negotiation and will be announced as details are finalized.

Detailed project information is available in CBL's Financial Supplement for Q2 2021, which can be found in the Invest - Financial Reports section of CBL's website at cblproperties.com.

ABOUT CBL PROPERTIES

Headquartered in Chattanooga, TN, CBL Properties owns and manages a national portfolio of market-dominant properties located in dynamic and growing communities. CBL's portfolio is comprised of 105 properties totaling 63.9 million square feet across 24 states, including 63 high-quality enclosed, outlet and open-air retail centers and six properties managed for third parties. CBL seeks to continuously strengthen its company and portfolio through active management, aggressive leasing and profitable reinvestment in its properties. For more information visit cblproperties.com.

NON-GAAP FINANCIAL MEASURES

Funds From Operations

FFO is a widely used non-GAAP 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 (loss) 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 the Operating Partnership common unitholders. The Company then applies a percentage to FFO of the Operating Partnership common unitholders to arrive at FFO allocable to its common shareholders. The percentage is computed by taking the weighted-average number of common shares outstanding for the period and dividing it by the sum of the weighted-average number of common shares and the weighted-average number of Operating Partnership units held by noncontrolling interests during the period.

FFO does not represent cash flows from operations as defined by GAAP, 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 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 8 of this news release for a description of these adjustments.

Same-center Net Operating Income

NOI is a supplemental non-GAAP 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).

The Company computes NOI based on the Operating Partnership's pro rata share of both consolidated and unconsolidated properties. The Company believes that presenting NOI and same-center NOI (described below) based on its Operating Partnership's pro rata share of both consolidated and unconsolidated properties is useful since the Company 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's definition of NOI may be different than that used by other companies and, accordingly, the Company's calculation of NOI may not be comparable to that of other companies.

Since NOI includes only those revenues and expenses related to the operations of the Company's shopping center properties, the Company believes that same-center NOI provides a measure that reflects trends in occupancy rates, rental rates, sales at the malls and operating costs and the impact of those trends on the Company's results of operations. The Company's calculation of same-center NOI excludes lease termination income, straight-line rent adjustments, amortization of above and below market lease intangibles and write-off of landlord inducement assets in order to enhance the comparability of results from one period to another. 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 condensed 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.

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

For the Three and Six Months Ended June 30, 2021 and 2020



Consolidated Statements of Operations

(Unaudited; in thousands, except per share amounts)

Three Months Ended Six Months Ended June 30, June 30,

2021 2020 2021 2020

REVENUES:

Rental revenues $ 131,316 $ 120,222 $ 259,491 $ 281,395

Management,development and 1,449 1,055 3,108 3,147 leasing fees

Other 3,796 2,934 7,146 7,243

Total revenues 136,561 124,211 269,745 291,785

EXPENSES:

Property operating (19,623 ) (16,906 ) (41,425 ) (42,615 )

Depreciation and (47,499 ) (52,663 ) (95,611 ) (108,565 )amortization

Real estate taxes (15,110 ) (17,837 ) (31,661 ) (36,285 )

Maintenance and (8,784 ) (6,042 ) (19,565 ) (17,250 )repairs

General and (11,269 ) (18,727 ) (23,881 ) (36,563 )administrative

Loss on impairment - (13,274 ) (57,182 ) (146,918 )

Litigation (57 ) - 801 - settlement

Other (287 ) (242 ) (287 ) (400 )

Total expenses (102,629 ) (125,691 ) (268,811 ) (388,596 )

OTHER INCOME (EXPENSES):

Interest and other 752 891 1,528 3,288 income

Interest expense(unrecognizedcontractualinterest expensewas $45,279 and (22,299 ) (52,631 ) (46,429 ) (99,623 )$90,043 for thethree and sixmonths ended June30, 2021,respectively)

Gain on - - 55,131 - deconsolidation

Gain (loss) onsales of real 107 2,623 (192 ) 2,763 estate assets

Reorganization (17,073 ) - (40,006 ) - items

Income tax (705 ) (16,117 ) (1,456 ) (16,643 )provision

Equity in losses ofunconsolidated (4,275 ) (6,079 ) (7,351 ) (5,061 )affiliates

Total other (43,493 ) (71,313 ) (38,775 ) (115,276 )expenses

Net loss (9,561 ) (72,793 ) (37,841 ) (212,087 )

Net lossattributable to noncontrollinginterests in:

Operating 230 2,077 928 18,491 Partnership

Other consolidated 449 487 1,268 694 subsidiaries

Net lossattributable to the (8,882 ) (70,229 ) (35,645 ) (192,902 )Company

Preferred dividends - (11,223 ) - (22,446 )undeclared

Net lossattributable to $ (8,882 ) $ (81,452 ) $ (35,645 ) $ (215,348 )common shareholders

Basic and dilutedper share dataattributable to common

shareholders:

Net lossattributable to $ (0.05 ) $ (0.42 ) $ (0.18 ) $ (1.16 )common shareholders

Weighted-averagecommon andpotential dilutive 196,458 191,962 196,484 185,547 common shares

outstanding

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

For the Three and Six Months Ended June 30, 2021 and 2020

The Company's reconciliation of net loss attributable to common shareholders to FFO allocable to Operating Partnership common unitholders is as follows:

(in thousands, except per share data)

Three Months Ended

June 30,

Six Months Ended

June 30,

2021

2020

2021

2020

Net loss attributable to common shareholders

$

(8,882

)

$

(81,452

)

$

(35,645

)

$

(215,348

)

Noncontrolling interest in loss of Operating Partnership

(230

)

(2,077

)

(928

)

(18,491

)

Depreciation and amortization expense of:

Consolidated properties

47,499

52,663

95,611

108,565

Unconsolidated affiliates

13,456

14,020

26,986

27,530

Non-real estate assets

(492

)

(812

)

(1,032

)

(1,729

)

Noncontrolling interests' share of depreciation and amortization in other consolidated subsidiaries

(558

)

(788

)

(1,139

)

(1,711

)

Loss on impairment

-

13,274

57,182

146,918

Loss on depreciable property

-

-

-

25

FFO allocable to Operating Partnership common unitholders

50,793

(5,172

)

141,035

45,759

Litigation settlement (1)

57

-

(801

)

-

Non-cash default interest expense (2)

11,576

2,203

23,046

2,893

Gain on deconsolidation (3)

-

-

(55,131

)

-

Reorganization items (4)

17,073

7,857

40,006

7,857

FFO allocable to Operating Partnership common unitholders, as adjusted

$

79,499

$

4,888

$

148,155

$

56,509

FFO per diluted share

$

0.25

$

(0.03

)

$

0.70

$

0.23

FFO, as adjusted, per diluted share

$

0.39

$

0.02

$

0.73

$

0.28

Weighted-average common and potential dilutive common shares

outstanding with Operating Partnership units fully converted

201,576

201,702

201,601

201,480

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

For the Three and Six Months Ended June 30, 2021 and 2020



The Company's reconciliation of net loss attributable to common shareholders toFFO allocable to Operating Partnership common unitholders is as follows:

(in thousands, except per share data)

Three Months Ended Six Months Ended June 30, June 30,

2021 2020 2021 2020

Net loss attributable $ (8,882 ) $ (81,452 ) $ (35,645 ) $ (215,348 )to common shareholders

Noncontrollinginterest in loss of (230 ) (2,077 ) (928 ) (18,491 )Operating Partnership

Depreciation andamortization expense of:

Consolidated 47,499 52,663 95,611 108,565 properties

Unconsolidated 13,456 14,020 26,986 27,530 affiliates

Non-real estate assets (492 ) (812 ) (1,032 ) (1,729 )

Noncontrollinginterests' share ofdepreciation and (558 ) (788 ) (1,139 ) (1,711 )amortization in otherconsolidatedsubsidiaries

Loss on impairment - 13,274 57,182 146,918

Loss on depreciable - - - 25 property

FFO allocable toOperating Partnership 50,793 (5,172 ) 141,035 45,759 common unitholders

Litigation settlement 57 - (801 ) - ^(1)

Non-cash default 11,576 2,203 23,046 2,893 interest expense ^(2)

Gain on - - (55,131 ) - deconsolidation ^(3)

Reorganization items ^ 17,073 7,857 40,006 7,857 (4)

FFO allocable toOperating Partnership $ 79,499 $ 4,888 $ 148,155 $ 56,509 common unitholders, asadjusted

FFO per diluted share $ 0.25 $ (0.03 ) $ 0.70 $ 0.23

FFO, as adjusted, per $ 0.39 $ 0.02 $ 0.73 $ 0.28 diluted share

Weighted-averagecommon and potentialdilutive common shares 201,576 201,702 201,601 201,480 outstanding withOperating Partnershipunits fully converted

(1)

For the three and six months ended June 30, 2021, represents the accrued expense related to the settlement of a class action lawsuit. Also, for the six months ended June 30, 2021, represents a credit to litigation settlement expense related to claim amounts that were released pursuant to the terms of the settlement agreement related to the settlement of a class action lawsuit.

(2)

The three and six months ended June 30, 2021 includes default interest expense related to loans secured by properties that were in default prior to the Company filing voluntary petitions under Chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the Southern District of Texas, as well as loans secured by properties that are in default due to the Company filing voluntary petitions under Chapter 11 of title 11 of the United States Code. The six months ended June 30, 2020 includes default interest expense related to Greenbrier Mall, Hickory Point Mall, Eastgate Mall, Asheville Mall, Burnsville Center and Park Plaza Mall.

(3)

During the six months ended June 30, 2021, the Company deconsolidated Asheville Mall and Park Plaza due to a loss of control when the properties were placed into receivership in connection with the foreclosure process.

(4)

Represents costs incurred subsequent to the Company filing voluntary petitions under Chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the Southern District of Texas associated with the Company's reorganization efforts, which consists of professional fees, legal fees, retention bonuses and U.S. Trustee fees.

For the three and six months ended June 30, 2021, represents the accrued expense related to the settlement of a class action lawsuit. Also, for the(1) six months ended June 30, 2021, represents a credit to litigation settlement expense related to claim amounts that were released pursuant to the terms of the settlement agreement related to the settlement of a class action lawsuit.

The three and six months ended June 30, 2021 includes default interest expense related to loans secured by properties that were in default prior to the Company filing voluntary petitions under Chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the(2) Southern District of Texas, as well as loans secured by properties that are in default due to the Company filing voluntary petitions under Chapter 11 of title 11 of the United States Code. The six months ended June 30, 2020 includes default interest expense related to Greenbrier Mall, Hickory Point Mall, Eastgate Mall, Asheville Mall, Burnsville Center and Park Plaza Mall.

During the six months ended June 30, 2021, the Company deconsolidated(3) Asheville Mall and Park Plaza due to a loss of control when the properties were placed into receivership in connection with the foreclosure process.

Represents costs incurred subsequent to the Company filing voluntary petitions under Chapter 11 of title 11 of the United States Code in the(4) United States Bankruptcy Court for the Southern District of Texas associated with the Company's reorganization efforts, which consists of professional fees, legal fees, retention bonuses and U.S. Trustee fees.

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

For the Three and Six Months Ended June 30, 2021 and 2020

The reconciliation of diluted EPS to FFO per diluted share is as follows:

Three Months Ended

June 30,

Six Months Ended

June 30,

2021

2020

2021

2020

Diluted EPS attributable to common shareholders

$

(0.05

)

$

(0.42

)

$

(0.18

)

$

(1.16

)

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

0.30

0.32

0.59

0.66

Loss on impairment

-

0.07

0.29

0.73

FFO per diluted share

$

0.25

$

(0.03

)

$

0.70

$

0.23

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

For the Three and Six Months Ended June 30, 2021 and 2020



The reconciliation of diluted EPS to FFO per diluted share is as follows:

Three Months Ended Six Months Ended June 30, June 30,

2021 2020 2021 2020

Diluted EPS attributable to $ (0.05 ) $ (0.42 ) $ (0.18 ) $ (1.16 )common shareholders

Eliminate amounts per share excluded from FFO:

Depreciation and amortizationexpense, including amounts from

consolidated properties,unconsolidated affiliates,non-real estate 0.30 0.32 0.59 0.66

assets and excluding amountsallocated to noncontrolling

interests

Loss on impairment - 0.07 0.29 0.73

FFO per diluted share $ 0.25 $ (0.03 ) $ 0.70 $ 0.23

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

June 30,

Six Months Ended

June 30,

2021

2020

2021

2020

FFO allocable to Operating Partnership common unitholders

$

50,793

$

(5,172

)

$

141,035

$

45,759

Percentage allocable to common shareholders (1)

97.46

%

95.17

%

97.46

%

92.09

%

FFO allocable to common shareholders

$

49,503

$

(4,922

)

$

137,453

$

42,139

FFO allocable to Operating Partnership common unitholders, as adjusted

$

79,499

$

4,888

$

148,155

$

56,509

Percentage allocable to common shareholders (1)

97.46

%

95.17

%

97.46

%

92.09

%

FFO allocable to common shareholders, as adjusted

$

77,480

$

4,652

$

144,392

$

52,039

The reconciliations of FFO allocable to Operating Partnership commonunitholders to FFO allocable to common shareholders, including and excludingthe adjustments noted above, are as follows:

Three Months Ended Six Months Ended June 30, June 30,

2021 2020 2021 2020

FFO allocable to OperatingPartnership common $ 50,793 $ (5,172 ) $ 141,035 $ 45,759 unitholders

Percentage allocable to 97.46 % 95.17 % 97.46 % 92.09 %common shareholders ^(1)

FFO allocable to common $ 49,503 $ (4,922 ) $ 137,453 $ 42,139 shareholders



FFO allocable to OperatingPartnership common $ 79,499 $ 4,888 $ 148,155 $ 56,509 unitholders, as adjusted

Percentage allocable to 97.46 % 95.17 % 97.46 % 92.09 %common shareholders ^(1)

FFO allocable to common $ 77,480 $ 4,652 $ 144,392 $ 52,039 shareholders, as adjusted

(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 14.

Represents the weighted-average number of common shares outstanding for the period divided by the sum of the weighted-average number of common shares(1) 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 14.

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

For the Three and Six Months Ended June 30, 2021 and 2020

Three Months Ended

June 30,

Six Months Ended

June 30,

2021

2020

2021

2020

SUPPLEMENTAL FFO INFORMATION:

Lease termination fees

$

167

$

1,433

$

1,278

$

1,653

Per share

$

-

$

0.01

$

0.01

$

0.01

Straight-line rental income adjustment

$

(2,549

)

$

27

$

(5,445

)

$

919

Per share

$

(0.01

)

$

-

$

(0.03

)

$

-

Gain (loss) on outparcel sales, net of taxes

$

90

$

2,623

$

(209

)

$

2,788

Per share

$

-

$

0.01

$

-

$

0.01

Net amortization of acquired above- and below-market leases

$

73

$

209

$

125

$

1,112

Per share

$

-

$

-

$

-

$

0.01

Net amortization of debt premiums and discounts

$

-

$

344

$

-

$

687

Per share

$

-

$

-

$

-

$

-

Income tax provision

$

(705

)

$

(16,117

)

$

(1,456

)

$

(16,643

)

Per share

$

-

$

(0.08

)

$

(0.01

)

$

(0.08

)

Non-cash default interest expense (property-level loans)

$

(11,576

)

$

(2,203

)

$

(23,046

)

$

(2,893

)

Per share

$

(0.06

)

$

(0.01

)

$

(0.11

)

$

(0.01

)

Abandoned projects expense

$

(287

)

$

(242

)

$

(287

)

$

(400

)

Per share

$

-

$

-

$

-

$

-

Interest capitalized

$

13

$

366

$

32

$

1,092

Per share

$

-

$

-

$

-

$

0.01

Litigation settlement

$

(57

)

$

-

$

801

$

-

Per share

$

-

$

-

$

-

$

-

Estimate of uncollectable revenues

$

(7,253

)

$

(41,484

)

$

(16,370

)

$

(44,623

)

Per share

$

(0.04

)

$

(0.21

)

$

(0.08

)

$

(0.22

)

As of June 30,

2021

2020

Straight-line rent receivable

$

48,341

$

55,930

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

For the Three and Six Months Ended June 30, 2021 and 2020

Three Months Ended Six Months Ended June 30, June 30,

2021 2020 2021 2020

SUPPLEMENTAL FFO INFORMATION:

Lease termination fees $ 167 $ 1,433 $ 1,278 $ 1,653

Per share $ - $ 0.01 $ 0.01 $ 0.01



Straight-line rental $ (2,549 ) $ 27 $ (5,445 ) $ 919 income adjustment

Per share $ (0.01 ) $ - $ (0.03 ) $ -



Gain (loss) onoutparcel sales, net of $ 90 $ 2,623 $ (209 ) $ 2,788 taxes

Per share $ - $ 0.01 $ - $ 0.01



Net amortization ofacquired above- and $ 73 $ 209 $ 125 $ 1,112 below-market leases

Per share $ - $ - $ - $ 0.01



Net amortization ofdebt premiums and $ - $ 344 $ - $ 687 discounts

Per share $ - $ - $ - $ -



Income tax provision $ (705 ) $ (16,117 ) $ (1,456 ) $ (16,643 )

Per share $ - $ (0.08 ) $ (0.01 ) $ (0.08 )



Non-cash defaultinterest expense $ (11,576 ) $ (2,203 ) $ (23,046 ) $ (2,893 )(property-level loans)

Per share $ (0.06 ) $ (0.01 ) $ (0.11 ) $ (0.01 )



Abandoned projects $ (287 ) $ (242 ) $ (287 ) $ (400 )expense

Per share $ - $ - $ - $ -



Interest capitalized $ 13 $ 366 $ 32 $ 1,092

Per share $ - $ - $ - $ 0.01



Litigation settlement $ (57 ) $ - $ 801 $ -

Per share $ - $ - $ - $ -



Estimate of $ (7,253 ) $ (41,484 ) $ (16,370 ) $ (44,623 )uncollectable revenues

Per share $ (0.04 ) $ (0.21 ) $ (0.08 ) $ (0.22 )



As of June 30,

2021 2020

Straight-line rent $ 48,341 $ 55,930 receivable

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

For the Three and Six Months Ended June 30, 2021 and 2020

Same-center Net Operating Income

(Dollars in thousands)

Three Months Ended

June 30,

Six Months Ended

June 30,

2021

2020

2021

2020

Net loss

$

(9,561

)

$

(72,793

)

$

(37,841

)

$

(212,087

)

Adjustments:

Depreciation and amortization

47,499

52,663

95,611

108,565

Depreciation and amortization from unconsolidated affiliates

13,456

14,020

26,986

27,530

Noncontrolling interests' share of depreciation and amortization in other

consolidated subsidiaries

(558

)

(788

)

(1,139

)

(1,711

)

Interest expense

22,299

52,631

46,429

99,623

Interest expense from unconsolidated affiliates

10,512

7,679

20,361

15,355

Noncontrolling interests' share of interest expense in other consolidated

subsidiaries

(878

)

(574

)

(1,845

)

(1,156

)

Abandoned projects expense

287

242

287

400

(Gain) loss on sales of real estate assets

(107

)

(2,623

)

192

(2,763

)

Gain on deconsolidation

-

-

(55,131

)

-

Loss on impairment

-

13,274

57,182

146,918

Litigation settlement

57

-

(801

)

-

Reorganization items

17,073

-

40,006

-

Income tax provision

705

16,117

1,456

16,643

Lease termination fees

(167

)

(1,433

)

(1,278

)

(1,653

)

Straight-line rent and above- and below-market lease amortization

2,476

(236

)

5,320

(2,031

)

Net loss attributable to noncontrolling interests in other

consolidated subsidiaries

449

487

1,268

694

General and administrative expenses

11,269

18,727

23,881

36,563

Management fees and non-property level revenues

(5,166

)

(1,142

)

(7,379

)

(5,320

)

Operating Partnership's share of property NOI

109,645

96,251

213,565

225,570

Non-comparable NOI

(2,779

)

(6,071

)

(6,674

)

(14,612

)

Total same-center NOI (1)

$

106,866

$

90,180

$

206,891

$

210,958

Total same-center NOI percentage change

18.5

%

(1.9

)%

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

For the Three and Six Months Ended June 30, 2021 and 2020



Same-center Net Operating Income

(Dollars in thousands)

Three Months Ended Six Months Ended June 30, June 30,

2021 2020 2021 2020

Net loss $ (9,561 ) $ (72,793 ) $ (37,841 ) $ (212,087 )

Adjustments:

Depreciation and 47,499 52,663 95,611 108,565 amortization

Depreciation andamortization from 13,456 14,020 26,986 27,530 unconsolidatedaffiliates

Noncontrollinginterests' share ofdepreciation andamortization in other (558 ) (788 ) (1,139 ) (1,711 )

consolidatedsubsidiaries

Interest expense 22,299 52,631 46,429 99,623

Interest expense fromunconsolidated 10,512 7,679 20,361 15,355 affiliates

Noncontrollinginterests' share ofinterest expense in (878 ) (574 ) (1,845 ) (1,156 )other consolidated

subsidiaries

Abandoned projects 287 242 287 400 expense

(Gain) loss on sales (107 ) (2,623 ) 192 (2,763 )of real estate assets

Gain on - - (55,131 ) - deconsolidation

Loss on impairment - 13,274 57,182 146,918

Litigation settlement 57 - (801 ) -

Reorganization items 17,073 - 40,006 -

Income tax provision 705 16,117 1,456 16,643

Lease termination fees (167 ) (1,433 ) (1,278 ) (1,653 )

Straight-line rent andabove- and 2,476 (236 ) 5,320 (2,031 )below-market leaseamortization

Net loss attributableto noncontrollinginterests in other 449 487 1,268 694

consolidatedsubsidiaries

General andadministrative 11,269 18,727 23,881 36,563 expenses

Management fees andnon-property level (5,166 ) (1,142 ) (7,379 ) (5,320 )revenues

OperatingPartnership's share of 109,645 96,251 213,565 225,570 property NOI

Non-comparable NOI (2,779 ) (6,071 ) (6,674 ) (14,612 )

Total same-center NOI $ 106,866 $ 90,180 $ 206,891 $ 210,958 ^(1)

Total same-center NOI 18.5 % (1.9 ) percentage change %

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

For the Three and Six Months Ended June 30, 2021 and 2020

Same-center Net Operating Income

(Continued)

Three Months Ended

June 30,

Six Months Ended

June 30,

2021

2020

2021

2020

Malls

$

92,986

$

78,171

$

180,025

$

184,771

Associated centers

7,449

6,316

13,972

13,776

Community centers

5,167

4,508

10,479

10,104

Offices and other

1,264

1,185

2,415

2,307

Total same-center NOI (1)

$

106,866

$

90,180

$

206,891

$

210,958

Percentage Change:

Malls

19.0

%

(2.6

)%

Associated centers

17.9

%

1.4

%

Community centers

14.6

%

3.7

%

Offices and other

6.7

%

4.7

%

Total same-center NOI (1)

18.5

%

(1.9

)%

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

For the Three and Six Months Ended June 30, 2021 and 2020



Same-center Net Operating Income

(Continued)

Three Months Ended Six Months Ended June 30, June 30,

2021 2020 2021 2020

Malls $ 92,986 $ 78,171 $ 180,025 $ 184,771

Associated centers 7,449 6,316 13,972 13,776

Community centers 5,167 4,508 10,479 10,104

Offices and other 1,264 1,185 2,415 2,307

Total same-center NOI ^ $ 106,866 $ 90,180 $ 206,891 $ 210,958 (1)

Percentage Change:

Malls 19.0 % (2.6 ) %

Associated centers 17.9 % 1.4 %

Community centers 14.6 % 3.7 %

Offices and other 6.7 % 4.7 %

Total same-center NOI ^ 18.5 % (1.9 ) (1) %

(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 June 30, 2021, 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 June 30, 2021. New properties are excluded from same-center NOI, until they meet these criteria. Properties excluded from the same-center pool that would otherwise meet these criteria are properties which are under major redevelopment or 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.

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 June(1) 30, 2021, 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 June 30, 2021. New properties are excluded from same-center NOI, until they meet these criteria. Properties excluded from the same-center pool that would otherwise meet these criteria are properties which are under major redevelopment or 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.

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

As of June 30, 2021 and 2020

Company's Share of Consolidated and Unconsolidated Debt

(Dollars in thousands)

As of June 30, 2021

Fixed Rate

Variable

Rate

Total per

Debt

Schedule

Unamortized

Deferred

Financing

Costs (1)

Total

Consolidated debt (2)

$

2,338,118

$

1,181,599

$

3,519,717

$

(2,987

)

$

3,516,730

Noncontrolling interests' share of consolidated debt

(29,744

)

-

(29,744

)

238

(29,506

)

Company's share of unconsolidated affiliates' debt

618,092

124,141

742,233

(2,648

)

739,585

Other debt (3)

138,926

-

138,926

-

138,926

Company's share of consolidated, unconsolidated and other debt

$

3,065,392

$

1,305,740

$

4,371,132

$

(5,397

)

$

4,365,735

Weighted-average interest rate

5.04

%

8.62

%

(4)

6.11

%

As of June 30, 2020

Fixed Rate

Variable

Rate

Total per

Debt

Schedule

Unamortized

Deferred

Financing

Costs

Total

Consolidated debt

$

2,596,241

$

1,192,140

$

3,788,381

$

(14,347

)

$

3,774,034

Noncontrolling interests' share of consolidated debt

(30,377

)

-

(30,377

)

291

(30,086

)

Company's share of unconsolidated affiliates' debt

628,262

117,715

745,977

(2,769

)

743,208

Company's share of consolidated and unconsolidated debt

$

3,194,126

$

1,309,855

$

4,503,981

$

(16,825

)

$

4,487,156

Weighted-average interest rate

5.07

%

2.49

%

4.32

%

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

As of June 30, 2021 and 2020



Company's Share of Consolidated and Unconsolidated Debt

(Dollars in thousands)

As of June 30, 2021

Unamortized Total per Variable Deferred Fixed Rate Debt Total Rate Financing Schedule Costs ^(1)

Consolidated $ 2,338,118 $ 1,181,599 $ 3,519,717 $ (2,987 ) $ 3,516,730 debt ^(2)

Noncontrollinginterests' share (29,744 ) - (29,744 ) 238 (29,506 )of consolidateddebt

Company's shareof 618,092 124,141 742,233 (2,648 ) 739,585 unconsolidatedaffiliates' debt

Other debt ^(3) 138,926 - 138,926 - 138,926

Company's shareof consolidated, $ 3,065,392 $ 1,305,740 $ 4,371,132 $ (5,397 ) $ 4,365,735 unconsolidatedand other debt

Weighted-average 5.04 % 8.62 % ^ 6.11 % interest rate (4)



As of June 30, 2020

Unamortized Total per Variable Deferred Fixed Rate Debt Total Rate Financing Schedule Costs

Consolidated $ 2,596,241 $ 1,192,140 $ 3,788,381 $ (14,347 ) $ 3,774,034 debt

Noncontrollinginterests' share (30,377 ) - (30,377 ) 291 (30,086 )of consolidateddebt

Company's shareof 628,262 117,715 745,977 (2,769 ) 743,208 unconsolidatedaffiliates' debt

Company's shareof consolidatedand $ 3,194,126 $ 1,309,855 $ 4,503,981 $ (16,825 ) $ 4,487,156 unconsolidateddebt

Weighted-average 5.07 % 2.49 % 4.32 % interest rate

(1)

Unamortized deferred financing costs of $2,624 and $1,879 for certain consolidated and the Company's share of unconsolidated property-level, non-recourse mortgage loans, respectively, may be required to be written off in the event that a waiver or restructuring of terms cannot be negotiated and the debt is either redeemed or otherwise extinguished.

(2)

Includes $2,529,138 included in liabilities subject to compromise in the accompanying consolidated balance sheets as of June 30, 2021.

(3)

During the six months ended June 30, 2021, the Company deconsolidated Asheville Mall and Park Plaza due to a loss of control when the properties were placed into receivership in connection with the foreclosure process.

(4)

The administrative agent informed the Company that interest will accrue on all outstanding obligations at the post-default rate, which is equal to the rate that otherwise would be in effect plus 5.0%. The post-default interest rate at June 30, 2021 was 9.50%. In accordance with ASC 852, Reorganizations, which limits the recognition of interest expense during a bankruptcy proceeding to only amounts that will be paid during the bankruptcy proceeding or that are probable of becoming allowed claims, interest has not been accrued on the secured credit facility subsequent to the filing of voluntary petitions under Chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the Southern District of Texas beginning on November 1, 2020.

Unamortized deferred financing costs of $2,624 and $1,879 for certain consolidated and the Company's share of unconsolidated property-level,(1) non-recourse mortgage loans, respectively, may be required to be written off in the event that a waiver or restructuring of terms cannot be negotiated and the debt is either redeemed or otherwise extinguished.

(2) Includes $2,529,138 included in liabilities subject to compromise in the accompanying consolidated balance sheets as of June 30, 2021.

During the six months ended June 30, 2021, the Company deconsolidated(3) Asheville Mall and Park Plaza due to a loss of control when the properties were placed into receivership in connection with the foreclosure process.

The administrative agent informed the Company that interest will accrue on all outstanding obligations at the post-default rate, which is equal to the rate that otherwise would be in effect plus 5.0%. The post-default interest rate at June 30, 2021 was 9.50%. In accordance with ASC 852, Reorganizations, which limits the recognition of interest expense during a(4) bankruptcy proceeding to only amounts that will be paid during the bankruptcy proceeding or that are probable of becoming allowed claims, interest has not been accrued on the secured credit facility subsequent to the filing of voluntary petitions under Chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the Southern District of Texas beginning on November 1, 2020.

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

As of June 30, 2021 and 2020

Total Market Capitalization as ofJune 30, 2021

(In thousands, except stock price)

Shares

Outstanding

Stock

Price (1)

Common stock and operating partnership units

201,562

$

0.12

7.375% Series D Cumulative Redeemable Preferred Stock

1,815

250.00

6.625% Series E Cumulative Redeemable Preferred Stock

690

250.00

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

As of June 30, 2021 and 2020



Total Market Capitalization as of June 30, 2021

(In thousands, except stock price)

Shares Stock Outstanding Price ^ (1)

Common stock and operating partnership units 201,562 $ 0.12

7.375% Series D Cumulative Redeemable Preferred 1,815 250.00 Stock

6.625% Series E Cumulative Redeemable Preferred 690 250.00 Stock

(1)

Stock price for common stock and Operating Partnership units equals the closing price of the common stock on June 30, 2021. The stock prices for the preferred stocks represent the liquidation preference of each respective series.

Stock price for common stock and Operating Partnership units equals the(1) closing price of the common stock on June 30, 2021. The stock prices for the preferred stocks represent the liquidation preference of each respective series.

Reconciliation of Shares and Operating Partnership Units Outstanding

(In thousands)

Three Months Ended

June 30,

Six Months Ended

June 30,

Basic

Diluted

Basic

Diluted

2021:

Weighted-average shares - EPS

196,458

196,458

196,484

196,484

Weighted-average Operating Partnership units

5,118

5,118

5,117

5,117

Weighted-average shares - FFO

201,576

201,576

201,601

201,601

2020:

Weighted-average shares - EPS

191,962

191,962

185,547

185,547

Weighted-average Operating Partnership units

9,740

9,740

15,933

15,933

Weighted-average shares - FFO

201,702

201,702

201,480

201,480

Reconciliation of Shares and Operating Partnership Units Outstanding

(In thousands)

Three Months Ended Six Months Ended June 30, June 30,

Basic Diluted Basic Diluted

2021:

Weighted-average shares 196,458 196,458 196,484 196,484 - EPS

Weighted-averageOperating Partnership 5,118 5,118 5,117 5,117 units

Weighted-average shares 201,576 201,576 201,601 201,601 - FFO

2020:

Weighted-average shares 191,962 191,962 185,547 185,547 - EPS

Weighted-averageOperating Partnership 9,740 9,740 15,933 15,933 units

Weighted-average shares 201,702 201,702 201,480 201,480 - FFO

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

As of June 30, 2021 and December 31, 2020

Consolidated Balance Sheets

(Unaudited; in thousands, except share data)

As of

June 30,

2021

December 31,

2020

ASSETS

Real estate assets:

Land

$

662,045

$

695,711

Buildings and improvements

4,978,546

5,135,074

5,640,591

5,830,785

Accumulated depreciation

(2,270,736

)

(2,241,421

)

3,369,855

3,589,364

Developments in progress

15,150

28,327

Net investment in real estate assets

3,385,005

3,617,691

Cash and cash equivalents

143,874

61,781

Available-for-sale securities - at fair value (amortized cost of $183,496 and $233,053 as of

June 30, 2021 and December 31, 2020, respectively)

183,490

233,071

Receivables:

Tenant

68,514

103,655

Other

2,727

5,958

Mortgage and other notes receivable

1,912

2,337

Investments in unconsolidated affiliates

261,082

279,355

Intangible lease assets and other assets

217,603

139,892

$

4,264,207

$

4,443,740

LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY

Mortgage and other indebtedness, net

$

987,592

$

1,184,831

Accounts payable and accrued liabilities

188,368

173,387

Total liabilities not subject to compromise

1,175,960

1,358,218

Liabilities subject to compromise

2,591,706

2,551,490

Commitments and contingencies

Redeemable noncontrolling interests

(543

)

(265

)

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, 196,444,452 and

196,569,917 issued and outstanding in 2021 and 2020, respectively

1,964

1,966

Additional paid-in capital

1,986,982

1,986,269

Accumulated other comprehensive income (loss)

(6

)

18

Dividends in excess of cumulative earnings

(1,492,080

)

(1,456,435

)

Total shareholders' equity

496,885

531,843

Noncontrolling interests

199

2,454

Total equity

497,084

534,297

$

4,264,207

$

4,443,740

View source version on businesswire.com: https://www.businesswire.com/news/home/20210817005264/en/

CONTACT: Katie Reinsmidt, Executive Vice President - Chief Investment Officer, 423.490.8301, katie.reinsmidt@cblproperties.com