Securities Exchange Act of 1934 -- Form 8-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report:
July 25, 2002
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CBL & ASSOCIATES PROPERTIES, INC.
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(Exact name of registrant as specified in its charter)
Delaware 1-12494 62-1545718
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification Number)
incorporation)
2030 Hamilton Place Boulevard, Chattanooga, TN 37421
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(Address of principal executive offices)
Registrant's telephone number, including area code:
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(423) 855-0001
CBL & ASSOCIATES PROPERTIES, INC.
Conference Call - Second Quarter 2002
July 25, 2002 @ 10:00 a.m. EDT
Thank you and good morning. We appreciate your participation in today's call to
discuss our results for the second quarter of 2002. With me today is Stephen
Lebovitz, our President, and Kelly Sargent, our Director of Investor Relations,
who will first read our Safe Harbor disclosure.
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 is based upon a fully diluted converted share. 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 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.
I would like to note that a transcript of today's comments including the
preliminary balance sheet, comprehensive debt schedule, development schedule and
renewal leasing information will be filed today as a Form 8-K and will be
available upon request. This call is also 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.
Thank you, Kelly.
INCOME STATEMENT REVIEW
-----------------------
Notwithstanding the current turmoil in the equity markets, we remain focused on
what we do best - taking advantage of great opportunities in retail real estate
that generate long-term growth. On July 1, 1978 we started the real estate
development business that has become CBL today. Charles and I are as enthused
and committed about the business today as we were twenty-four years ago. Even
though Stephen Lebovitz was just learning to drive at that time, he is just as
committed to the growth of our business as we are, along with our entire senior
management team.
The second quarter proved to be a very successful and active quarter for the
company. Let me briefly review the second quarter's significant highlights:
1. FFO increased 13.8% to $1.07 per share. $3.3 million of the FFO
increase was a result of lease termination fees received, compared to
$600,000 received in the second quarter one year ago. FFO growth was
7.5% absent the lease termination fees. Approximately 80% of the $3.3
million was received from General Cinema's guarantor. Historically,
lease termination fees have represented less than 1% of total
revenues. This quarter's FFO growth was due in part to interest
savings as well as maintaining our occupancy levels.
2
2. In May we acquired two regional malls: Richland Mall, a 725,000 square
foot mall, with five anchor stores, located in Waco, Texas; and the
607,000 square foot Panama City Mall, anchored by four department
stores, which is located in Panama City, Florida. The combined initial
unleveraged return on the $91.5 million invested in these two
properties is approximately 10.4%.
3. During the quarter we commenced construction on two community centers,
Waterford Commons located in Waterford, CT and Cobblestone Village in
St. Augustine, FL. Subsequent to the end of the quarter, we announced
the start of The Mall of South Carolina in Myrtle Beach, SC, which
will ultimately total 1.5 million square feet when fully built out.
Last week, we announced the start of The Shoppes at Hamilton Place, an
associated center in Chattanooga, TN adjacent to our flagship mall,
Hamilton Place. Including these new development projects, we currently
have a total of 3.1 million square feet under construction. A schedule
with total development costs, development costs incurred to date, as
well as the initial yield will be filed with our Form 8-K.
4. Our cost recovery ratio was 92.4% for this quarter compared to 99% for
the same period a year ago. From a historic high in 2000, the cost
recovery ratio trended down as a result of bankruptcies, store
closings and new lease negotiations with certain tenants.
Historically, our cost recovery ratio has been near the current 93%
range and we anticipate that our cost recovery ratio will trend near
this level for the remainder of 2002.
As we stated in our news release, same-center NOI growth for the quarter
increased 5.5% for the total portfolio, driven by lease termination fees
recognized during the quarter. Excluding lease termination fees the same-store
NOI growth was 2.1%. Now let us give you the breakdown by property type. The
same-store mall NOI increased 6.1% with lease termination fees, and 2.0%
without. NOI for the associated centers increased by 27.3% with lease
termination fees and 27.3% without. Associated centers same-store NOI increased
significantly due to releasing of space vacated last year due to bankruptcies.
Same-store community center NOI experienced a decrease of 3.7% for the quarter
including lease termination fees and the same decrease of 3.7% without. The
vacancies resulting from the bankruptcy of both Home Place at Kingston Overlook
in Knoxville, TN and Quality Stores at Sattler Square in Big Rapids, MI kept
community centers results from being positive. We are presently negotiatiing
leases for these stores.
Our FFO calculation excludes outparcel sales. For the quarter, outparcel sales
would have increased FFO by $0.03 per share to $1.10. Before consideration of
outparcel sales, our dividend payout ratio for the quarter was 51.9%. Including
outparcel sales, the payout ratio was 49.6%.
CAPITAL STRUCTURE
-----------------
As mentioned in the earnings release yesterday, we completed a $100 million
perpetual preferred offering and a $407 million CMBS financing during the
quarter. The result of these transactions is that variable rate debt as a
percentage of total debt has been decreased to 10.8%. With the completion of
this refinancing we will have less than $215 million of debt maturities on three
properties through 2004.
3
CAPITAL EXPENDITURES
--------------------
There have been a lot of questions recently as to capital expenditures. Let`s
spend a few minutes on what we spend, where we spend it and how we recover it.
There are three basic types of capital expenditures, excluding new developments
and acquisitions. The capital expenditures that we incur for maintenance such as
parking lots repairs, parking lot lighting and roofs are classified as revenue
neutral. These expenditures are billed to the tenants as common area maintenance
expense and the vast majority is recovered over a five to fifteen year period.
The second category we call revenue enhancing. These 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
revenue enhancing expenditures are recoverable from our tenants over a ten to
fifteen year period of time. The third category of capital expenditures is
tenant allowances, sometimes made to second-generation tenants. Tenant
allowances are recovered in minimum rents from the tenants over the life of the
lease.
Year to date we have spent $10.0 million on tenant allowances, $6.7 million on
revenue neutral capital expenditures and $24.2 million on revenue enhancing
capital expenditures. During the quarter, the revenue neutral expenditures were
comprised of the following: $1.6 million spent on resurfacing and improved
lighting of parking lots and $5.9 million for roof repairs and replacements, a
small portion of this amount was included in the renovation expense. For the
combined portfolio, we are projecting to spend $25 million on tenant allowances,
$35 million in revenue neutral and $62 million on revenue enhancing capital
expenditures in 2002.
Attached to the Form 8-K is a schedule of our revenue enhancing capital
expenditures for 2002. As we renovate the properties, we do not forecast an
initial return associated with the dollars invested. As we look back several
years after the renovation, we can measure the renovation's impact through
increased rental income, increased occupancy, improvement of tenant mix and
continuation of the shopping center's retail dominance.
I will now call on Stephen, who will spend a few minutes discussing leasing,
retail sales, developments and acquisitions.
Thank you John, and good morning.
LEASING & OCCUPANCY
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Despite the challenges evident in the broader equity markets, we are encouraged
by both our recent accomplishments and the enthusiasm shown by our retail
partners. We recently held our annual `Connections' event in late June. This
year's event drew a record attendance of more than 150 retailer representatives
who were upbeat about their expansion plans at our properties and the prospects
for new retail concepts.
4
In the second quarter we increased our total mall portfolio's occupancy to
89.4%, representing a 50 basis points improvement over occupancy one year ago.
We have been able to maintain and increase occupancy levels at our mall
properties in a difficult economic environment. Seasonality impacts occupancy
levels throughout the year, as exhibited this year by the decline from 90.1% in
the first quarter to 89.4% in the second quarter. Historically, the occupancy
range decline has been from 30 to 110 basis points in the first to second
quarter occupancy levels.
For the six months we have leased a total of 1.87 million square feet, an
increase of 84% leased over the same period one year ago. Average renewal rents,
as compared to prior rents increased 2.2% in the malls, 1.9% in the community
centers and 8.5% in the associated centers. Associated centers leasing was
strong, driven by the high occupancy levels in these centers. Our renewal
leasing has been impacted somewhat by our commitment to bring in new, exciting
retailers.
Our renewal leasing spreads are truly apples to apples in that we include all
malls, even those under renovation and all spaces released, regardless of size
or previous occupant. We also compare prior effective rent (base + percentage)
to new base rent. While this is more conservative than many of our peers, we
feel it is the appropriate way to disclose this information.
Our property operating expenses increased by 15% over the second quarter one
year ago. This is from the additional operating expenses attributable to the two
new acquisitions, conversion of Columbia Place from being reported on the equity
basis and the opening of The Lakes Mall, as well as increased insurance expenses
and increased leased equipment amortization costs. Some of this increase is a
matter of timing such as energy charges that will be recovered over the
remainder of the year.
RETAIL SALES
------------
Based upon the criteria of including only stores of 10,000 square feet and less
for mall stores, same store sales year to date decreased 1.0% for those tenants
reporting. Occupancy costs as a percentage of sales at our malls was 14.1% for
the six months endedg June 30, 2002 compared to 13.5% for the same period one
year ago. Occupancy costs as a percentage of sales has increased due to the
relatively flat sales results reported by the retailers, while certain expenses
such as insurance and other recoverable costs have increased. While we are not
pleased with the sales results, a number of retailers have focused on improving
sales margins at the expense of sales growth by reducing inventory and taking
other measures. Also, our recent trend has been positive in May and June, and we
are optimistic that the sales of certain specialty retailers such as Gap,
American Eagle and Abercrombie will continue to improve.
During the second quarter of 2002 we lost only 60,000 square feet to
bankruptcies as compared to the second quarter of 2001 in which we lost 314,000
square feet in our portfolio due to tenants filing bankruptcy and disavowing
leases. We have many new retailers such as Hollister and Jos. A Banks going into
our properties and we feel comfortable with current occupancy levels remaining
stable.
DEVELOPMENTS
------------
We will celebrate the grand opening of Parkway Place in October with our 50/50
joint venture partner Colonial Properties. Parkway Place in Huntsville, AL is
anchored by two department stores, Parisian's which opened last fall and
Dillard's opening on October 16. We have an excellent lineup of tenants
including Williams-Sonoma, Chico's, Jos A. Banks and Hollister. We are very
excited about this new joint venture development and hope that you will join us
for the grand opening celebration with us on October 16.
5
Including Parkway Place, we currently have 3.1 million square feet under
construction, including the addition of Galyan's at Meridian Mall in Lansing,
MI, which opens August 1; Parkdale Crossing, an associated center in Beaumont,
TX, and two community centers, Waterford Commons, Waterford, CT and Cobblestone
Village, St. Augustine, FL. As John mentioned earlier, subsequent to the end of
the quarter we announced two new developments, The Mall of South Carolina at
Myrtle Beach, SC, and an associated center, The Shoppes at Hamilton Place in
Chattanooga, TN.
All of the projects currently under construction represent the company's total
investment of approximately $231 million. As of June 30, 2002, $68.0 million has
been invested. Construction loans or credit facilities are in place for the
remaining construction costs. Initial unleveraged yields on these developments
are expected to range from 9% to 11%, after management and development fees. A
schedule detailing these projects under construction will be included with our
Form 8-K filing later today.
PROPERTY REDEVELOPMENT
----------------------
We have several exciting developments occurring at our properties. At Randolph
Mall in Asheboro, NC, Cinemark USA, Inc. announced a major expansion and total
renovation of the existing Cinemark V Theatre into a stadium-seating complex.
The new Cinemark 7 at Randolph Mall Theatre will be situated in its present
location and will involve relocating some current tenants, which will allow the
theatre to make its changes while remaining in its current location. The plans
for the new theatre call for an opening in the Spring of 2003. Also at Randolph
Mall, Dillard's is building a new department store replacing Rose's, which was
closed when we acquired the property.
In addition to the new Dillard's at Randolph Mall, which will open this October,
we also have four additional new department stores opening in our mall portfolio
further strengthening their competitive position in their respective markets.
These new department stores include: Target, which recently opened at Citadel
Mall, Charleston, SC; Belk at College Square, Morristown, TN; Foley's at
Parkdale Mall in Beaumont, TX and Dillard's at Asheville Mall, Asheville, NC. We
also recently completed a deal with Rich's to open at Arbor Place Mall in
Atlanta, GA in 2004.
DISPOSITIONS/ACQUISITIONS
-------------------------
During the second quarter we sold three properties: our previous headquarters
One Park Place and two community centers, LaGrange Commons, LaGrange, NY, and
Chesterfield Crossing in Richmond, VA, for a combined gain of $163,000. This
gain was reflected in the income statement in gain on disposal of discontinued
operations with operating income from discontinued operations of $59,000 and
$464,000 for 2002 and 2001. The proceeds from these transactions were used to
retire debt.
As John mentioned, we acquired two regional malls this quarter. Richland Mall
and Panama City Mall, both of which are the dominant retail centers within their
markets. These acquisitions were accomplished at attractive yields and have
considerable upside potential in both the short and long term. We continue to
look for opportunities such as these where we can enhance the value of the
property through our aggressive hands-on approach to leasing, specialty leasing
and management.
Now I will turn the call back over to John to conclude.
6
CONCLUSION
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Based on our second quarter results and barring any further disruptions from
unforeseen economic events, we are comfortable with the current 2002 First Call
consensus estimate of $4.29 for the year.
Before we open the call for Q&A I would like to share our thoughts on the
following:
o During our October board meeting the directors will give full
consideration to the merits of expensing the cost of employee
stock options. Any action the board takes will not significantly
alter the financial results of the company. The proforma expense
of employee stock options has been footnoted in the 2001 annual
report to be $0.03 per fully diluted share for the last three
calendar years using the Black-Sholes option pricing model.
o Our balance sheet is strong and we have the flexibility to make
acquisitions and pursue other growth opportunities as they arise.
o We believe that occupancy levels are important to our tenants and
to us. A well-leased mall with up-to-date retailers sets the stage
for profitability for our tenants as well as our shareholders. Our
strong and consistent occupancy levels during tough economic
environments represent stability in regional malls in general and
our portfolio in particular.
o Disclosure, transparency, and consistency in financial reporting
have been very important to us since the inception of our company
in 1978. We will continue to provide as much information as
possible to facilitate all parties reaching their own conclusions
as to our performance. We as major owners of over 22% of the
operating partnership are focused and committed to providing
conservative and realistic financial information.
We appreciate the confidence and support. Thank you for joining us today.
Stephen and I will now be happy to answer questions that you have.
7
Properties Under Renovation as of June 30, 2002
Property Location Est. Total Cost Cost To Date Completion
(in millions) (in millions)
------------------------- --------------------------- -------------------- ---------------------- -----------------------
Columbia Place Columbia, SC $10.9 $5.3 October 2002
Kentucky Oaks Paducah, KY $0.8 $0 November 2002
Hickory Hollow Nashville, TN $8.6 $4.7 November 2002
Stroud Mall Stroudsburg, PA $3.0 $0.4 October 2002
Hanes Mall Winston-Salem, NC $18.2 $10.2 November 2002
St. Clair Square Fairview Heights, IL $12.3 $0.68 April 2003
Parkdale Mall Beaumont, TX $13.2 $0.5 April 2003
Renewal Leasing, Second Quarter Ending June 30, 2002
Prior PSF Prior PSF New PSF New PSF %A % A
Property Type Base Rent Rent & Percentage Rent-Initial Rent-Avg. Initial Average
Rent
---------------------------- -------------- --------------------- -------------- -------------- ------------ ------------
Stabilized Malls $23.78 $24.14 $24.07 $24.67 (0.3%) 2.2%
Community Centers $12.56 $12.64 $12.85 $12.92 1.4% 1.9%
Associated Centers $11.07 $11.37 $12.06 $12.34 6.1% 8.5%
Total Leasing Compared to Tenants Vacating, Second Quarter ending June 30, 2002
Property Type Leased Avg. Rate Vacated Avg. Rate
------------------------------ ------------- ------------- -------------- -------------
Malls 467,000 $24.06 148,812 $22.04
Associated Centers 46,655 $12.46 10,295 $11.72
Community Centers 97,714 $12.96 17,485 $11.07
8
Development Schedule for projects under development as of July 24, 2002 and
balances as of June 30, 2002
CBL's Share Cost to
of Cost date Inital
Property / Property Type Location GLA (in millions) ( in millions) Opening Yield
Meridian Mall expansion, Lansing, MI 82,000 $6.0 $3.5 Aug. 2002 10%
Galyan's
Westgate Mall, expansion Spartanburg, SC 17,250 2.2 0.8 Sept. 2002 10%
Tweeter's
Springdale Mall, expansion Mobile, AL 10,000 1.1 1.0 Oct. 2002 11%
David's Bridal
Parkdale Crossing, Beaumont, TX 87,000 12.0 6.2 Oct. 2002 9%
Associated Center
Bonita Crossing, expansion Meridian, MS 17,600 1.8 0.0 Oct. 2002 9%
Parkway Place* (50/50 Huntsville, AL 631,000 65.0* 36.0 Oct. 2002 10%
JV) New Mall Development
Waterford Commons**, (75/25 Waterford, CT 354,900 33.5 10.0 Sept. 2003 9.9%
JV) Community Center
Cobblestone Village, St. Augustine, FL 305,000 34.8 8.3 Spring 2003 10%
Community Center
The Shoppes at Hamilton Chattanooga, TN 130,000 16.6 5.5 April 2003 9%
Place, associated center
Mall of South Carolina* Myrtle Beach, SC 1,500,000 58.4* 0.8 March 2004 9%
(50/50 JV) New Mall
Development
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Total 3,134,750 $231.4 $72.1
========= ====== =====
*JV development
** With CBL owning at least 75%
9
CBL & Associates Properties, Inc.
Consolidated Summary Balance Sheets
Preliminary
(In thousands)
June 30, December 31,
2002 2001
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ASSETS
REAL ESTATE ASSETS:
OPERATING REAL ESTATE ASSETS NET OF
ACCUMULATED DEPRECIATION $ 3,220,916 $ 3,134,579
DEVELOPMENTS IN PROGRESS 78,392 67,043
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NET INVESTMENT IN REAL ESTATE ASSETS 3,299,308 3,201,622
CASH, RESTRICTED CASH CASH IN ESCROW AND CASH EQUIVALENTS 34,132 10,137
RECEIVABLES: TENANT AND OTHER 40,970 41,186
MORTGAGE NOTES RECEIVABLE 14,306 10,634
INVESTMENT IN UNCONSOLIDATED AFFILIATES 104,669 77,673
OTHER ASSETS 39,276 31,599
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$ 3,532,661 $ 3,372,851
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LIABILITIES AND SHAREHOLDERS' EQUITY
MORTGAGE AND OTHER NOTES PAYABLE $ 2,208,884 $ 2,315,955
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES 91,554 103,707
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Total liabilities 2,300,438 2,419,662
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MINORITY INTERESTS 489,497 431,101
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SHAREHOLDERS' EQUITY:
Total shareholders' equity 742,726 522,088
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$ 3,532,661 $ 3,372,851
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The Balance sheet ablove is prelimary as of the date of this report. Please
refer the Company's Filing on Fom 10Q when filed for a complete balance sheet As
of June 30, 2002
10
CBL & Associates Properties, Inc.
Notes Payable And Interest Rate
AS OF June 30, 2002
MATURITY Interest Balance
PROPERTY DATE Rate Fixed Floating
------------------ ------------------ --------------- ------------- --------------- -------------
Albemarle, NC Northwoods Plaza Jun-12 9.750% $1,087,997 $ -
Ashboro, NC Randolph Mall Aug-12 6.500% 15,700,000 -
Asheville, NC Asheville Mall Sep-11 6.980% 70,709,849 -
Beaumont, TX Parkdale Mall Jun-03 3.170% - 45,000,000
Brookfield, IL Brookfield Square May-05 7.498% 74,354,585 -
Burnsville, MN Burnsville Center Aug-10 8.000% 72,650,404 -
Cary , NC Cary Towne Ctr Mar-09 6.850% 89,770,746 -
Charleston, SC Citadel Mall May-07 7.390% 32,919,077 -
Chattanooga, TN Gunbarrel Pointe Jan-03 3.120% - 11,975,000
Chattanooga, TN Hamilton Corner Aug-11 10.125% 2,804,020 -
Chattanooga, TN Hamilton Place Mar-07 7.000% 67,975,564 -
Chattanooga, TN Perimeter Place Jan-08 10.625% 1,165,719 -
Cincinnati, OH Eastgate Mall Dec-03 3.375% - 41,750,000
Cincinnati, OH Eastgate Crossing Apr-07 6.380% 10,670,805 -
Columbia, SC Columbia Mall Jun-03 3.230% - 36,168,765
Cortlandt, NY Cortlandt Towne Center Aug-08 6.900% 50,445,221 -
Dalton, GA Walnut Square Feb-08 10.125% 616,929 -
Douglasville, GA Arbor Place Mall Aug-12 6.510% 81,500,000 -
Douglasville, GA Cosby Station Sep-14 8.500% 3,715,952 -
Douglasville, GA The Landing At Arbor Aug-12 6.510% 9,200,000 -
Fairview Heights, IL St. Claire Square Apr-09 7.000% 71,074,130 -
Hattiesburg, MS Turtle Creek Mall Mar-06 7.400% 32,025,306 -
Henderson, NC Henderson Square Apr-14 7.500% 5,874,410 -
Highpoint, NC Oak Hollow Mall Feb-08 7.310% 47,866,360 -
Hudson, NY Greenport Towne Ctr Sep-14 9.000% 3,918,364 -
Huntsville, AL Madison Plaza Feb-04 10.125% 820,719 -
Jackson, TN Old Hickory Mall Aug-12 6.510% 36,000,000 -
Janesville WI Janesville Mall Apr-16 8.375% 15,187,586 -
Knoxville, TN Cedar Bluff Xing Aug-07 10.625% 951,979 -
Knoxville, TN Suburban Plaza Jan-04 7.875% 8,233,297 -
Lansing MI Swap rate Meridian Mall Aug-03 6.341% - 80,000,000
Lexington KY Fayette Mall Jul-11 7.000% 97,004,506 -
Lexington KY Fayette Developmnt Loan Dec-04 3.440% - 8,550,000
Longview, NC Longview Xing Aug-10 10.250% 364,901 -
Louisville, KY Jefferson Mall Aug-12 6.510% 45,400,000 -
Lousiville KY Springhurst Towne Center Aug-18 6.650% 21,461,407 -
Meridian, MS Bonita Lakes Crossing Oct-09 6.820% 8,819,652 -
Meridian, MS Bonita Lakes Mall Oct-09 6.820% 28,086,806 -
Midland MI Midland Mall Jun-03 3.370% - 35,000,000
Morristown, TN College Square Sep-13 6.750% 13,573,173 -
N Charleston SC Northwoods Mall Aug-12 6.510% 65,000,000 -
Nashua, NH Willow Springs Plaza Aug-07 9.750% 3,780,635 -
Nashville, TN Coolsprings Galleria Oct-10 8.290% 62,614,901 -
Nashville, TN Courtyard At Hickory Aug-08 6.770% 4,270,933 -
Nashville, TN Hickory Hollow Mall Aug-08 6.770% 91,739,643 -
Nashville, TN Rivergate Mall Aug-08 6.770% 74,143,399 -
Nashville, TN Village At Rivergate Aug-08 6.770% 3,502,165 -
North Haven, CT North Haven Xing Oct-08 9.550% 5,861,410 -
Oakridge, TN Briarcliff Square Feb-13 10.375% 1,452,821 -
Panama City, FL Panama City Mall Aug-12 7.300% 40,708,760 -
Plant City, FL Collins Park Commons Oct-10 10.250% 653,594 -
Portland, ME Bj'S Plaza Dec-11 10.400% 2,865,585 -
Roanoke, VA Shenandoah Crossing Aug-10 10.250% 458,695 -
Racine, WI Regency Mall Aug-12 6.510% 35,600,000 -
Rockford, IL Cherryvale Mall Jul-06 7.375% 47,534,162 -
Saginaw, MI Fashion Square Aug-12 6.510% 62,400,000 -
Salem, VA Valley Commons Oct-10 10.250% 799,592 -
Spartanburg, SC Westgate Crossing Jul-10 8.420% 9,773,515 -
Spartanburg, SC Westgate Mall Aug-12 6.500% 56,400,000 -
St. Petersburg, FL 34Th St Crossing Dec-10 10.625% 1,307,633 -
Stroud, PA Stroud Mall Dec-10 8.420% 32,173,681 -
Uvalde, TX Uvalde Plaza Feb-08 10.625% 563,830 -
Waco, Tx Richland Mal May-03 4.750% - 9,500,000
11
Walterboro, SC Colleton Square Aug-10 9.375% 815,518 -
Wausau WI Wausau Center Dec-10 6.700% 14,083,941 -
Winston-Salem NC Hanes Mall Jul-08 7.310% 115,161,821 -
York, PA York Galleria Dec-10 8.340% 51,467,207 -
------------------ ------------------ --------------- ------------- --------------- -------------
SUBTOTAL 1,807,082,906 267,943,764
Weighted average interest rate
CONSTRUCTION LOANS
Beaumont, TX Parkdale Crossing Nov-04 3.440% - 2,280,799
St Augstine FL Cobblestone Vilage Jun-05 3.370% - 410,594
Lansing MI Swap rate Meridian Mall Aug-03 4.833% - 27,165,808
------------------ ------------------ --------------- ------------- --------------- -------------
SUBTOTAL 29,857,201
-
LINES OF CREDIT 5.275% - 104,000,000
------------------ ------------------ --------------- ------------- --------------- -------------
TOTAL BALANCE SHEET 1,807,082,906 401,800,965
Weighted average interest rate 7.1445% 4.5462%
Plus CBL Share Of
Equities
Clarksville, TN Governors Square Sep-16 8.230% 15,951,231 -
Del Rio, TX Plaza Del Sol Aug-10 9.150% 2,266,577 -
Ft Smith AR Massard Crossing Feb-12 7.540% 598,213 -
Houston, TX Willowbrook Plaza Feb-12 7.540% 3,060,855 -
Huntsville, AL Parkway Place Dec-03 3.350% - 23,655,144
Madison WI East Towne Mall Jan-07 8.010% 18,732,897 -
Madison WI West Towne Mall Jan-07 8.010% 28,961,654 -
Paducah, KY Kentucky Oaks Jun-07 9.000% 16,852,333 -
Vicksburg, MS Pemberton Plaza Feb-12 7.540% 204,389 -
------------------ ------------------ --------------- ------------- --------------- -------------
TOTAL 86,628,148 23,655,144
LESS MINORITY INTEREST
Chattanooga, TN Hamilton Corner 10.125% (280,402) -
Chattanooga, TN Hamilton Place 7.000% (6,797,556) -
Columbia, SC Columbia Mall 3.230% - (7,595,441)
Uvalde, TX Uvalde Plaza 10.625% (140,958) -
Highpoint, NC Oak Hollow Mall 7.310% (11,966,590) -
------------------ ------------------ --------------- ------------- --------------- -------------
(19,185,506) (7,595,441)
------------------ ------------------ --------------- ------------- --------------- -------------
TOTAL OBLIGATIONS 2,292,386,216 1,874,525,548 417,860,668
Weighted average
interest rate 6.7037% 7.1945% 4.5024%
Number Of Shares Stock Price
at 06/30/2002
EQUITY
Common Stock And Units 54,374,075 $40.50 2,202,150,038
-----------------------
Preferred Stock Series A 2,675,000 $26.10 69,817,500
Preferred Stock Series B 2,000,000 $50.22 100,440,000
Total Market Equity 2.372.407.538
Total Debt and Market equity 4,664,793,754
Debt to Market value 49.1%
Total Joint Venture Debt
Clarksville, TN Governors Square Sep-16 8.230% 33,581,538 -
Del Rio, TX Plaza Del Sol Aug-10 9.150% 4,533,154 -
Ft Smith, AR Massard Crossing Feb-12 7.540% 5,982,127 -
Houston, TX Willowbrook Plaza Feb-12 7.540% 30,608,550 -
Huntsville, AL Parkway Place Dec-03 3.350% 0 47,310,287
Madison WI East Towne Mall Jan-07 8.010% 28,819,842 -
Madison WI West Towne Mall Jan-07 8.010% 44,556,390 -
Paducah, KY Kentucky Oaks Jun-07 9.000% 33,704,665 -
Vicksburg, MS Pemberton Plaza Feb-12 7.540% 2,043,893 -
------------------ ------------------ --------------- ------------- --------------- -------------
TOTAL 183,830,159 47,310,287
Weighted average interest rat 8.1610% 3.3500%
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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.
/c/ 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: July 25, 2002
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