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 CBL & Associates Properties Reports Results for Second Quarter 2017
   Thursday, August 03, 2017 4:15:12 PM ET

CBL & Associates Properties, Inc. (CBL ) announced results for the second quarter ended June 30, 2017. 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,
                                                                                                                              ------------------------------------------------------------------------------------------------------                               ------------------------------------------------------------------------------------------------------
                                                                                                                                           2017                            2016                    %                                      2017                            2016                    %
                                                                                                                              ------------------------------                     ------------------------------                     ----------                     ------------------------------                     ------------------------------                     ----------
    Net income attributable to common shareholders per diluted share                                                            $ 0.18                          $ 0.30                        (40.0 )%                         $ 0.31                          $ 0.47                        (34.0 )%
                                                                                                                              === ==== ====================                      === ==== ====================                      ===== ===                      === ==== ====================                      === ==== ====================                      ===== ===
    Funds from Operations ("FFO") per diluted share                        $ 0.58                          $ 0.73                        (20.5 )%                         $ 1.12                          $ 1.41                        (20.6 )%
                                                                                                                              === ==== ====================                      === ==== ====================                      ===== ===                      === ==== ====================                      === ==== ====================                      ===== ===
    FFO, as adjusted, per diluted share (1)                                                                                     $ 0.50                          $ 0.59                        (15.3 )%                         $ 1.02                          $ 1.15                        (11.3 )%
                                                                                                                              === ==== ====================                      === ==== ====================                      ===== ===                      === ==== ====================                      === ==== ====================                      ===== ===
(1)
     For a reconciliation of FFO to FFO, as adjusted, for the periods
     presented, please refer to the footnotes to the Company’s
     reconciliation of net income attributable to common shareholders
     to FFO allocable to Operating Partnership common unitholders on
     page 8 of this earnings release.
     


HIGHLIGHTS:

-- FFO per diluted share, as adjusted, was $0.50 for the second quarter 2017, compared with $0.59 per share for the second quarter 2016. Second quarter 2017 was impacted by approximately $0.04 per share of dilution from asset sales and $0.03 per share of abandoned projects expense related to the write-off of several new development projects CBL has elected not to pursue.

-- Additional progress on our disposition program included the sale of two malls, an outlet center and two office buildings year-to-date, generating net proceeds of approximately $100 million. In August, CBL entered into a binding contract for the sale of its remaining 25% interest in River Ridge Mall to its joint venture partner for $9.0 million.

-- Closed on the extension and modification of two unsecured term loans.

-- Total Portfolio Same-center NOI declined 1.3% for the second quarter 2017 and 1.0% for the six months ended June 30, 2017.

-- Portfolio occupancy declined 100 basis points to 91.6% compared with 92.6% as of June 30, 2016, and same-center mall occupancy declined 140 basis points to 90.6% as of June 30, 2017, compared with 92.0% as of June 30, 2016.

-- Year-to-date through June 30, 2017, CBL has executed nearly two million square feet of leases. On a comparable basis for spaces under 10,000 square feet in the stabilized mall portfolio, CBL executed nearly one million square feet of leases at an average gross rent per square foot increase of 0.6%, including a 13.5% increase for new leases executed in the period.

"Taking into account the difficult retail environment, second quarter operating results were in-line with expectations, but still disappointing," said Stephen Lebovitz, CBL’s president & CEO. "Our priority through the remainder of the year is maintaining and improving occupancy and income as we focus on reinventing our market dominant properties. We are bringing in more productive uses that appeal to today’s consumer preferences and driving increased traffic and sales. This quarter, we made the decision to write-off several potential new development projects so that we can concentrate on our program of anchor store redevelopments and the reinvention of our properties.

"We are pleased with the progress we’ve made in strengthening our balance sheet. As announced this week, we have successfully extended two bank term loans, demonstrating the ongoing confidence in CBL and our strategy by the lending community. We recently completed our portfolio transformation program with 19 transactions closed, representing over $750 million in value, including the two malls sold this quarter. Proceeds from these sales as well as our outlet center in Oklahoma contributed to total debt reduction of more than $330 million compared with the prior-year quarter. These improvements to our balance sheet provide us with the financial resources to deliver on our redevelopment program and position our properties for long-term success."

Net income attributable to common shareholders for the second quarter 2017 was $30.2 million, or $0.18 per diluted share, compared with net income of $51.7 million, or $0.30 per diluted share, for the second quarter 2016.

FFO allocable to common shareholders, as adjusted, for the second quarter 2017 was $85.6 million, or $0.50 per diluted share, compared with $101.3 million, or $0.59 per diluted share, for the second quarter 2016. FFO allocable to the Operating Partnership common unitholders, as adjusted, for the second quarter 2017 was $99.7 million compared with $118.6 million for the second quarter 2016. FFO, as adjusted, for the second quarter 2017 included $5.0 million, or $0.03 per diluted share, of abandoned project expense related to the write-off of several potential new development projects the Company has elected not to pursue.

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

                                                    
                                                   Three Months Ended                        Six Months Ended
                                                      June 30, 2017                            June 30, 2017
                                                   ------------------                      --------------------
    Portfolio same-center NOI                            (1.3)%                                   (1.0)%
    Mall same-center NOI                                 (2.1)%                                   (1.7)%
                                                                                            
(1)
     CBL’s definition of same-center NOI excludes the impact of lease
     termination fees and certain non-cash items of straight-line
     rents, write-offs of landlord inducements and net amortization of
     acquired above and below market leases.
                                                                                            

Major variances impacting same-center NOI for the quarter ended June 30, 2017, include:

-- NOI declined $2.3 million, due to a $4.3 million decrease in revenue, partially offset by a $2.0 million decrease in operating expenses.

-- Minimum rents increased $0.01 million during the quarter.

-- Percentage rents decreased $0.7 million, impacted by relatively flat sales in the second quarter.

-- Tenant reimbursements and other rents declined $3.7 million.

-- Property operating expenses were flat, maintenance and repair expense declined $1.0 million, and real estate tax expenses declined $1.0 million.

PORTFOLIO OPERATIONAL RESULTS

                              
    Occupancy:
                                                   
                                                                        As of June 30,
                                                  -----------------------------------------------------------
                                                        2017                 2016
                                                  ----------------                      --------------------
    Portfolio occupancy                                 91.6%                                   92.6%
    Mall portfolio                                      90.2%                                   91.6%
    Same-center malls                                   90.6%                                   92.0%
    Stabilized malls                                    90.5%                                   91.6%
    Non-stabilized malls (1)                            81.8%                                   92.3%
    Associated centers                                  95.5%                                   95.6%
    Community centers                                   97.0%                                   96.8%
                                                                                         
(1)
     Represents occupancy for The Outlet Shoppes at Laredo and The
     Outlet Shoppes of the Bluegrass as of June 30, 2017, and The
     Outlet Shoppes at Atlanta and The Outlet Shoppes of the Bluegrass
     as of June 30, 2016.
                                                                                         
                                                                         
New and Renewal Leasing Activity of Same Small Shop Space Less
Than 10,000 Square Feet:
                                                                                              
             % Change in Average Gross Rent Per Square Foot                
-------------------------------------------------------------------------------------------- ---------------------------------
                           Three Months Ended                  Six Months Ended
                                                 June 30, 2017                                         June 30, 2017
                                      --------------------------------  -------------------- -------------------------------
Stabilized Malls                             (0.9 )%                                                0.6  %
New leases                                    8.1  %                            13.5  %
Renewal leases                               (3.5 )%                                               (3.4 )%
                                                                                                         
                                                                                                    
Same-Center Sales Per Square Foot for Mall Tenants 10,000 Square
Feet or Less:
                                                                                                                                            
                                                                                Twelve Months Ended June 30,
                                                                       -----------------------------------------------
                                                                           2017           2016                                % Change
                                                                       -------------                     -------------                     --------------------
Stabilized mall same-center sales per square foot                          $   373                           $   382                              (2.4)%
Stabilized mall sales per square foot                                      $   373                           $   377                              (1.1)%
                                                                                                                                            

DISPOSITIONS

CBL has entered into a binding contract for the sale of its remaining 25% interest in River Ridge Mall in Lynchburg, VA, for $9.0 million, cash. Subject to customary conditions, the sale is expected to close during the third quarter 2017. Second quarter results included a $5.3 million loss on investment related to the pending disposition.

As of June 30, 2017, CBL completed the sale of two office buildings, two malls and one outlet center for a gross sales price (at CBL’s share) of $157.25 million. Transactions completed in the second quarter included the sale of two malls, College Square in Morristown, TN (2016 sales psf $265) and Foothills Mall in Maryville, TN (2016 sales psf $283), for a total gross sales price of $53.5 million. Additionally, during the second quarter CBL closed on the sale of The Outlet Shoppes at Oklahoma City in Oklahoma City, OK for a gross sales price of $97.5 million (at CBL’s share).

FINANCING ACTIVITY

In July, CBL completed the extension and modification of two unsecured term loans expiring in 2018. The first, with a balance of $400 million, was increased to a balance of $490 million until July 2018, when it will be reduced to $300 million for the remainder of its term. New borrowings under this term loan were used to reduce outstanding balances on the Company’s unsecured lines of credit. The new term loan has an initial maturity date of July 2020 with two, one-year extension options (the 2nd option is at the lenders’ sole discretion), for a final maturity of July 2022. The term loan bears an interest rate of 150 basis points over LIBOR, based on CBL’s current investment grade rating of BBB-/Baa3/BBB-. Wells Fargo Bank National Association served as Administrative Agent.

The second unsecured term loan, which currently has a balance of $50 million and was due to mature in February 2018, was modified to a new $45 million term loan. The new loan has an initial maturity date of June 2021, with an additional one-year extension option available at CBL’s discretion, for a final maturity of June 2022. The term loan bears interest at a rate of 165 basis points over LIBOR. First Tennessee Bank NA served as Administrative Agent.

In April, the $124.2 million loan secured by Acadiana Mall in Lafayette, LA, matured. CBL has entered into a preliminary agreement with the existing lender to modify the terms of the loan to an A/B note structure and extend the maturity. The principal will be split into a $65 million A-note and a $60 million B-note. Interest will be payable on a current basis on the $65 million A-note. Interest will accrue, payable at maturity, on the $60 million B-note. The loan is expected to be extended to September 2020, with a one-year extension option for a final maturity of September 2021. The interest rate will remain at 5.67%, with amortization payments eliminated. CBL recorded a $43 million impairment of the carrying value of this center in the second quarter.

During the second quarter Chesterfield Mall in Chesterfield, MO, was conveyed to the lender in settlement of the $140 million non-recourse loan secured by the property. CBL recorded a gain on extinguishment of debt of $28.4 million related to the conveyance.

OUTLOOK AND GUIDANCE

CBL is maintaining its previously issued 2017 FFO, as adjusted, guidance in the range of $2.18 - $2.24 per diluted share. This FFO assumes a same-center NOI change in the range of (2.0)% - 0% in 2017.

The guidance also assumes the following:

-- $10.0 million to $12.0 million in gains on outparcel sales;

-- 75 to 125 basis points lower total portfolio occupancy as well as stabilized mall occupancy at year-end;

-- G&A expense of $62 million to $64 million for the full year; and

-- No unannounced capital markets activity.

                                                                                                  
                                                                                                    Low                                              High
                                                                                       -----------------------------                     -----------------------------
Expected diluted earnings per common share                                              $ 0.67                                            $ 0.73
Adjust to fully converted shares from common shares                                      (0.09 )                                           (0.09 )
                                                                                       ----------------------------                      ----------------------------
Expected earnings per diluted, fully converted common share                               0.58                                              0.64
Add: depreciation and amortization                                                        1.63                                              1.63
Less: gain on depreciable property                                                       (0.25 )                                           (0.25 )
Add: loss on impairment                                                                   0.23                                              0.23
Add: noncontrolling interest in earnings of Operating Partnership                         0.10                           0.10  
                                                                                       ----------------------------                      ----------------------------
Expected FFO per diluted, fully converted common share                                    2.29                                              2.35
Adjustment for certain significant items                                                 (0.11 )                                           (0.11 )
                                                                                       ----------------------------                      ----------------------------
Expected adjusted FFO per diluted, fully converted common share                         $ 2.18                         $ 2.24  
                                                                                       == ==== ====================                      == ==== ====================
                                                                                                                                                  

INVESTOR CONFERENCE CALL AND WEBCAST

CBL & Associates Properties, Inc. will conduct a conference call on Friday, August 4, 2017, at 11:00 a.m. ET. To access this interactive teleconference, dial (888) 317-6003 or (412) 317-6061 and enter the confirmation number, 6011729. A replay of the conference call will be available through August 11, 2017, by dialing (877) 344-7529 or (412) 317-0088 and entering the confirmation number, 10107045. A transcript of the Company’s prepared remarks will be furnished on a Form 8-K following the conference call.

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

The Company will also provide an online webcast and rebroadcast of its 2017 second quarter earnings release conference call. The live broadcast of the quarterly conference call will be available online at cblproperties.com on Friday, August 4, 2017, beginning at 11:00 a.m. ET. The online replay will follow shortly after the call.

ABOUT CBL & ASSOCIATES PROPERTIES, INC.

Headquartered in Chattanooga, TN, CBL is one of the largest and most active owners and developers of malls and shopping centers in the United States. CBL owns, holds interests in or manages 121 properties, including 78 regional malls/open-air centers. The properties are located in 27 states and total 75.5 million square feet including 6.3 million square feet of non-owned shopping centers managed for third parties. Additional information can be found at 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 9 of this earnings 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.
                                                                                                                               Consolidated Statements of Operations
                                                                                                                        (Unaudited; in thousands, except per share amounts)
 
                                                                                                        Three Months Ended                                                                             Six Months Ended
                                                                                                                                June 30,                                                                                                         June 30,
                                                                                       ------------------------------------------------------------------------------------                            -------------------------------------------------------------------------------------
                                                                                                     2017                                 2016                                                     2017                                 2016
                                                                                       ---------------------------------                     -------------------------------------                     ----------------------------------                     -------------------------------------
REVENUES:
   Minimum rents                                                                         $ 157,609                                                 $ 167,216                                              $ 317,359                                                 $ 337,845
   Percentage rents                                                                          1,738                                                     2,692                                                  4,127                                                     7,365
   Other rents                                                                               3,729                                                     4,819                                                  7,381                                                     9,881
   Tenant reimbursements                                                                    62,231                                                    70,096                                                129,522                                                   143,462
   Management, development and leasing fees                                                  2,577                                                     4,067                                                  6,029                                                     6,648
   Other                                                                                     1,349                                  6,075                               2,828                                 12,842  
                                                                                       --------------------------------                      ------------------------------------                      ---------------------------------                      ------------------------------------
      Total revenues                                                                       229,233                                254,965                             467,246                                518,043  
                                                                                       --------------------------------                      ------------------------------------                      ---------------------------------                      ------------------------------------
OPERATING EXPENSES:
   Property operating                                                                       30,041                                                    31,060                                                 64,955                                                    69,688
   Depreciation and amortization                                                            82,509                                                    72,205                                                153,729                                                   148,711
   Real estate taxes                                                                        18,687                                                    22,834                                                 40,770                                                    45,862
   Maintenance and repairs                                                                  11,716                                                    11,790                                                 25,068                                                    26,338
   General and administrative                                                               15,752                                                    16,475                                                 31,834                                                    33,643
   Loss on impairment                                                                       43,203                                                    43,493                                                 46,466                                                    63,178
   Other                                                                                     5,019                                  5,052                               5,019                                 14,737  
                                                                                       --------------------------------                      ------------------------------------                      ---------------------------------                      ------------------------------------
      Total operating expenses                                                             206,927                                202,909                             367,841                                402,157  
                                                                                       --------------------------------                      ------------------------------------                      ---------------------------------                      ------------------------------------
Income from operations                                                                      22,306                                                    52,056                                                 99,405                                                   115,886
   Interest and other income                                                                    31                                                       251                                                  1,435                                                       611
   Interest expense                                                                        (55,065 )                                                 (53,187 )                                             (111,266 )                                                (108,418 )
   Gain on extinguishment of debt                                                           20,420                                            --                                                 24,475                                                         6
   Loss on investment                                                                       (5,843 )                                          --                                                 (5,843 )                                          --
   Equity in earnings of unconsolidated affiliates                                           6,325                                                    64,349                                                 11,698                                                    96,739
   Income tax benefit                                                                        2,920                                     51                               3,720                                    588  
                                                                                       --------------------------------                      ------------------------------------                      ---------------------------------                      ------------------------------------
Income (loss) from continuing operations before gain on sales of                            (8,906 )                                                  63,520                                                 23,624                                                   105,412
real estate assets
   Gain on sales of real estate assets                                                      79,533                                  9,577                              85,521                                  9,577  
                                                                                       --------------------------------                      ------------------------------------                      ---------------------------------                      ------------------------------------
Net income                                                                                  70,627                                                    73,097                                                109,145                                                   114,989
   Net (income) loss attributable to noncontrolling interests in:
      Operating Partnership                                                                 (5,093 )                                                  (8,483 )                                               (8,783 )                                                 (13,428 )
      Other consolidated subsidiaries                                                      (24,138 )                                                  (1,695 )                                              (24,851 )                                                   1,432  
                                                                                       --------------------------------                      ------------------------------------                      ---------------------------------                      ------------------------------------
Net income attributable to the Company                                                      41,396                                                    62,919                                                 75,511                                                   102,993
   Preferred dividends                                                                     (11,223 )                                                 (11,223 )                                              (22,446 )                                                 (22,446 )
                                                                                       --------------------------------                      ------------------------------------                      ---------------------------------                      ------------------------------------
Net income attributable to common shareholders                                           $  30,173                              $  51,696                           $  53,065                              $  80,547  
                                                                                       === ======= ====================                      ======= ======= ====================                      ==== ======= ====================                      ======= ======= ====================
                                                                                                                                                                                                                                                               
Basic and diluted per share data attributable to common
shareholders:
   Net income attributable to common shareholders                                        $    0.18                                                 $    0.30                                              $    0.31                                                 $    0.47
   Weighted-average common and potential dilutive common shares                            171,095                                                   170,792                                                171,042                                                   170,731
   outstanding
                                                                                                                                                                                                                                                               
   Dividends declared per common share                                                   $   0.265                                                 $   0.265                                              $   0.530                                                 $   0.530
                                                                                                                                                                                                                                                                               
     
The Company’s reconciliation of net income attributable to
common shareholders to FFO allocable to Operating Partnership
common unitholders is as follows:
(in thousands, except per share data)
     
                                                                                                                  Three Months Ended                                                                                Six Months Ended
                                                                                                                                          June 30,                                                                                                            June 30,
                                                                                               ----------------------------------------------------------------------------------------                            ----------------------------------------------------------------------------------------
                                                                                                               2017                                   2016                                                      2017                                   2016
                                                                                               -------------------------------------                     -------------------------------------                     -------------------------------------                     -------------------------------------
    Net income attributable to common shareholders                                                   $  30,173                                                 $  51,696                                                 $  53,065                                                 $  80,547
    Noncontrolling interest in income of Operating Partnership                                           5,093                                                     8,483                                                     8,783                                                    13,428
    Depreciation and amortization expense of:
       Consolidated properties                                                                          82,509                                                    72,205                                                   153,729                                                   148,711
       Unconsolidated affiliates                                                                         9,357                                                     9,156                                                    18,900                                                    18,334
       Non-real estate assets                                                                             (792 )                                                    (722 )                                                  (1,656 )                                                  (1,559 )
    Noncontrolling interests’ share of depreciation and amortization                                    (2,642 )                                                  (2,055 )                                                  (4,621 )                                                  (4,448 )
    Loss on impairment, net of taxes                                                                    43,183                                                    43,493                                                    45,250                                                    63,178
    Gain on depreciable property, net of taxes and noncontrolling                                      (50,797 )                                                 (35,521 )                                                 (50,756 )                                                 (35,521 )
    interests’ share
                                                                                               --------------  --------------------                      --------------  --------------------                      --------------  --------------------                      --------------  --------------------
    FFO allocable to Operating Partnership common unitholders                                          116,084                                                   146,735                                                   222,694                                                   282,670
       Litigation expenses (1)                                                                               9                                            --                                                        52                                                     1,707
       Nonrecurring professional fees expense (reimbursement) (1)                                            6                                                     1,119                                                      (919 )                                                   1,119
       Loss on investment (2)                                                                            5,843                                            --                                                     5,843                                            --
       Equity in earnings from disposals of unconsolidated affiliates (3)                       --                                                   (29,235 )                                          --                                                   (55,630 )
       Non-cash default interest expense (4)                                                             1,187                                            --                                                     2,494                                            --
       Gain on extinguishment of debt, net of noncontrolling interests’                                (23,395 )                                          --                                (27,450 )                                          --  
       share (5)
                                                                                               --------------  --------------------                      --------------  --------------------                      --------------  --------------------                      --------------  --------------------
    FFO allocable to Operating Partnership common unitholders, as                                    $  99,734                              $ 118,619                              $ 202,714                              $ 229,866  
    adjusted
                                                                                               ======= ======= ====================                      ======= ======= ====================                      ======= ======= ====================                      ======= ======= ====================
                                                                                                                                                                                                                                                                              
    FFO per diluted share                                                                            $    0.58                              $    0.73                              $    1.12                              $    1.41  
                                                                                               ======= ======= ====================                      ======= ======= ====================                      ======= ======= ====================                      ======= ======= ====================
                                                                                                                                                                                                                                                                              
    FFO, as adjusted, per diluted share                                                              $    0.50                              $    0.59                              $    1.02                              $    1.15  
                                                                                               ======= ======= ====================                      ======= ======= ====================                      ======= ======= ====================                      ======= ======= ====================
                                                                                                                                                                                                                                                                              
    Weighted-average common and potential dilutive common shares                                       199,371                                                   200,045                                                   199,326                                                   199,986
    outstanding with Operating Partnership units fully converted
                                                                                                                                                                                                                                                                              
                                                                                                                                                                                                                                                                              
(1)
     Litigation expense and nonrecurring professional fees expense are
     included in General and Administrative expense in the Consolidated
     Statements of Operations. Nonrecurring professional fees
     reimbursement is included in Interest and Other Income in the
     Consolidated Statements of Operations.
(2)
     The three months and six months ended June 30, 2017 represents a
     loss on investment related to the write down of the Company’s 25%
     interest in River Ridge Mall based on the contract price to sell
     such interest to its joint venture partner.
(3)
     The three months and six months ended June 30, 2016 includes
     $29,267 related to the foreclosure of the loan secured by Gulf
     Coast Town Center. The six months ended June 30, 2016 also
     includes $26,373 related to the sale of the Company’s 50% interest
     in Triangle Town Center. These amounts are included in Equity in
     Earnings of Unconsolidated Affiliates in the Consolidated
     Statements of Operations.
(4)
     The three months and six months ended June 30, 2017 includes
     default interest expense related to Wausau Center and Chesterfield
     Mall. The six months ended June 30, 2017 also includes default
     interest expense related to Midland Mall.
(5)
     The three months and six months ended June 30, 2017 primarily
     represents gain on extinguishment of debt related to the
     non-recourse loan secured by Chesterfield Mall, which was conveyed
     to the lender in the second quarter of 2017. The three months and
     six months ended June 30, 2017 also includes loss on
     extinguishment of debt related to a prepayment fee on the early
     retirement of the loans secured by The Outlet Shoppes at Oklahoma
     City, which was sold in April 2017. The six months ended June 30,
     2017 also includes gain on extinguishment of debt related to the
     non-recourse loan secured by Midland Mall, which was conveyed to
     the lender in the first quarter of 2017.
     
                                                                                                                                                           
The reconciliation of diluted EPS to FFO per diluted share is as
follows:
                                                                                                                                                                                                   
                                                                                                                           Three Months Ended                                                                                     Six Months Ended
                                                                                                                                June 30,                                                                                              June 30,
                                                                                            --------------------------------------------------------------------------                            --------------------------------------------------------------------------
                                                                                                         2017                            2016                                               2017                            2016
                                                                                            ------------------------------                     ------------------------------                     ------------------------------                     ------------------------------
Diluted EPS attributable to common shareholders                                               $ 0.18                                             $ 0.30                                             $ 0.31                                             $ 0.47
Eliminate amounts per share excluded from FFO:
   Depreciation and amortization expense, including amounts from                                0.44                                               0.39                                               0.83                                               0.81
   consolidated properties, unconsolidated affiliates, non-real estate
   assets and excluding amounts allocated to noncontrolling interests
   Loss on impairment, net of taxes                                                             0.22                                               0.22                                               0.23                                               0.31
   Gain on depreciable property, net of tax and noncontrolling                                 (0.26 )                                            (0.18 )                                            (0.25 )                                            (0.18 )
   interests’ share
                                                                                            -------  --------------------                      -------  --------------------                      -------  --------------------                      -------  --------------------
FFO per diluted share                                                                         $ 0.58                          $ 0.73                          $ 1.12                          $ 1.41  
                                                                                            === ==== ====================                      === ==== ====================                      === ==== ====================                      === ==== ====================
                                                                                                                                                                                                                                                               
                                                                                                                                                            
    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                                                                                             Six Months Ended
                                                                                                                              June 30,                                                                                                      June 30,
                                                                                       --------------------------------------------------------------------------------                            -----------------------------------------------------------------------------------
                                                                                                     2017                               2016                                    2017                                               2016
                                                                                       ---------------------------------                     ---------------------------------                     ---------------------------------                     ------------------------------------
    FFO allocable to Operating Partnership common unitholders                            $ 116,084                                             $ 146,735                                             $ 222,694                                                $ 282,670
    Percentage allocable to common shareholders (1)                                          85.82 %                                               85.38 %                                               85.81 %                                                  85.37 %
                                                                                       --------------------------------                      --------------------------------                      --------------------------------                      -----------------------------------
    FFO allocable to common shareholders                                                 $  99,623                          $ 125,282                          $ 191,094                             $ 241,315  
                                                                                       === ======= ====================                      === ======= ====================                      === ======= ====================                      ====== ======= ====================
                                                                                                                                                                                                                                                          
    FFO allocable to Operating Partnership common unitholders, as                        $  99,734                                             $ 118,619                                             $ 202,714                                                $ 229,866
    adjusted
    Percentage allocable to common shareholders (1)                                          85.82 %                                               85.38 %                                               85.81 %                                                  85.37 %
                                                                                       --------------------------------                      --------------------------------                      --------------------------------                      -----------------------------------
    FFO allocable to common shareholders, as adjusted                                    $  85,592                          $ 101,277                          $ 173,949                             $ 196,237  
                                                                                       === ======= ====================                      === ======= ====================                      === ======= ====================                      ====== ======= ====================
                                                                                                                                                                                                                                                          
(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.
     
                                                                                                                                                                 
SUPPLEMENTAL FFO INFORMATION:
                                                                                                                      Three Months Ended                                                                                    Six Months Ended
                                                                                                                           June 30,                                                                                             June 30,
                                                                                              -----------------------------------------------------------                            -----------------------------------------------------------------------------------
                                                                                                       2017                                        2016                                              2017                                                      2016
                                                                                              -----------------------                     ----------------------                     ------------------------------------                     --------------------------------------
Lease termination fees                                                                          $            864                            $            394                          $                          1,111                        $          1,345
   Lease termination fees per share                                                             $ --                            $ --                          $                           0.01                        $           0.01
                                                                                                                                                                                                                                                                
Straight-line rental income                                                                     $            559                            $          1,411                          $                            632                        $          1,560
   Straight-line rental income per share                                                        $ --                            $           0.01                          $                 --                        $           0.01
                                                                                                                                                                                                                                                                
Gains on outparcel sales                                                                        $          2,094                            $          3,783                          $                          8,091                        $          3,783
   Gains on outparcel sales per share                                                           $           0.01                            $           0.02                          $                           0.04                        $           0.02
                                                                                                                                                                                                                                                                
Net amortization of acquired above- and below-market leases                                     $          1,198                            $            906                          $                          2,416                        $          1,982
   Net amortization of acquired above- and below-market leases per share                        $           0.01                            $ --                          $                           0.01                        $           0.01
                                                                                                                                                                                                                                                                
Net amortization of debt premiums and discounts                                                 $           (206 )                          $            411                          $                           (403 )                      $            838
   Net amortization of debt premiums and discounts per share                                    $ --                            $ --                          $                 --                        $ --
                                                                                                                                                                                                                                                                
Income tax benefit                                                                              $          2,920                            $             51                          $                          3,720                        $            588
   Income tax benefit per share                                                                 $           0.01                            $ --                          $                           0.02                        $ --
                                                                                                                                                                                                                                                                
Gain on extinguishment of debt, net of noncontrolling interests’                                $         23,395                            $ --                          $                         27,450                        $              6
share
   Gain on extinguishment of debt, net of noncontrolling interests’                             $           0.12                            $ --                          $                           0.14                        $ --
   share, per share
                                                                                                                                                                                                                                                                
Loss on investment                                                                              $         (5,843 )                          $ --                          $                         (5,843 )                      $ --
   Loss on investment per share                                                                 $          (0.03 )                          $ --                          $                          (0.03 )                      $ --
                                                                                                                                                                                                                                                                
Equity in earnings from disposals of unconsolidated affiliates                                  $ --                            $         29,235                          $                 --                        $         55,630
   Equity in earnings from disposals of unconsolidated affiliates per                           $ --                            $           0.15                          $                 --                        $           0.28
   share
                                                                                                                                                                                                                                                                
 Non-cash default interest expense                                                              $         (1,187 )                          $ --                          $                         (2,494 )                      $ --
   Non-cash default interest expense per share                                                  $          (0.01 )                          $ --                          $                          (0.01 )                      $ --
                                                                                                                                                                                                                                                                
Abandoned projects expense                                                                      $         (5,019 )                          $             32                          $                         (5,019 )                      $            (33 )
   Abandoned projects expense per share                                                         $          (0.03 )                          $ --                          $                          (0.03 )                      $ --
                                                                                                                                                                                                                                                                
Interest capitalized                                                                            $            385                            $            448                          $                          1,224                        $            996
   Interest capitalized per share                                                               $ --                            $ --                          $                           0.01                        $ --
                                                                                                                                                                                                                                                                
Litigation expenses                                                                             $             (9 )                          $ --                          $                            (52 )                      $         (1,707 )
   Litigation expenses per share                                                                $ --                            $ --                          $                 --                        $          (0.01 )
                                                                                                                                                                                                                                                                
Nonrecurring professional fees (expense) reimbursement                                          $             (6 )                          $         (1,119 )                        $                            919                        $         (1,119 )
   Nonrecurring professional fees (expense) reimbursement per share                             $ --                            $ --                          $                 --                        $ --
                                                                                                                                                                                                                                                                
                                                                                                                                                                                                       As of June 30,
                                                                                                                                                             --------------------------------------------------------------------------------------------------
                                                                                                                                                                          2017                                     2016
                                                                                                                                                             -------------------------------                     ----------------------------------------------
Straight-line rent receivable                                                                                                                                 $                     62,989                        $                              68,038
                                                                                                                                                                                                                                                                
 
Same-center Net Operating Income
(Dollars in thousands)
 
                                                                                                          Three Months Ended                                                                            Six Months Ended
                                                                                                                                  June 30,                                                                                                        June 30,
                                                                                         ------------------------------------------------------------------------------------                            ------------------------------------------------------------------------------------
                                                                                                       2017                                 2016                                                    2017                                 2016
                                                                                         ---------------------------------                     -------------------------------------                     ---------------------------------                     -------------------------------------
Net income                                                                                 $  70,627                                                 $  73,097                                             $ 109,145                                                 $ 114,989
                                                                                                                                                                                                                                                                
Adjustments:
Depreciation and amortization                                                                 82,509                                                    72,205                                               153,729                                                   148,711
Depreciation and amortization from unconsolidated affiliates                                   9,357                                                     9,156                                                18,900                                                    18,334
Noncontrolling interests’ share of depreciation and amortization in                           (2,642 )                                                  (2,055 )                                              (4,621 )                                                  (4,448 )
other consolidated subsidiaries
Interest expense                                                                              55,065                                                    53,187                                               111,266                                                   108,418
Interest expense from unconsolidated affiliates                                                6,410                                                     7,093                                                12,571                                                    13,678
Noncontrolling interests’ share of interest expense in other                                  (1,870 )                                                  (1,678 )                                              (3,576 )                                                  (3,357 )
consolidated subsidiaries
Abandoned projects expense                                                                     5,019                                                        32                                                 5,019                                                        33
Gain on sales of real estate assets                                                          (79,533 )                                                  (9,577 )                                             (85,521 )                                                  (9,577 )
(Gain) loss on sales of real estate assets of unconsolidated                                       3                                                   (58,927 )                                                  38                                                   (85,322 )
affiliates
Noncontrolling interests’ share of gain on sales of real estate                               26,639                                            --                                                26,639                                            --
assets in other consolidated affiliates
Loss on investment                                                                             5,843                                            --                                                 5,843                                            --
Gain on extinguishment of debt                                                               (20,420 )                                          --                                               (24,475 )                                                      (6 )
Noncontrolling interests’ share of loss on extinguishment of debt                             (2,975 )                                          --                                                (2,975 )                                          --
in other consolidated subsidiaries
Loss on impairment                                                                            43,203                                                    43,493                                                46,466                                                    63,178
Income tax benefit                                                                            (2,920 )                                                     (51 )                                              (3,720 )                                                    (588 )
Lease termination fees                                                                          (864 )                                                    (394 )                                              (1,111 )                                                  (1,345 )
Straight-line rent and above- and below-market lease amortization                             (1,757 )                                                  (2,317 )                                              (3,048 )                                                  (3,542 )
Net (income) loss attributable to noncontrolling interests in other                          (24,138 )                                                  (1,695 )                                             (24,851 )                                                   1,432
consolidated subsidiaries
General and administrative expenses                                                           15,752                                                    16,475                                                31,834                                                    33,643
Management fees and non-property level revenues                                               (2,293 )                                                  (6,293 )                                              (7,550 )                                                 (11,069 )
                                                                                         --------------------------------                      ------------------------------------                      --------------------------------                      ------------------------------------
Operating Partnership’s share of property NOI                                                181,015                                                   191,751                                               360,002                                                   383,162
Non-comparable NOI                                                                            (8,587 )                                                 (16,997 )                                             (17,887 )                                                 (37,497 )
                                                                                         --------------------------------                      ------------------------------------                      --------------------------------                      ------------------------------------
Total same-center NOI (1)                                                                  $ 172,428                              $ 174,754                          $ 342,115                              $ 345,665  
                                                                                         === ======= ====================                      ======= ======= ====================                      === ======= ====================                      ======= ======= ====================
Total same-center NOI percentage change                                                                            (1.3)%                                                                                                          (1.0)%
                                                                                         =================================                                                                               =================================
                                                                                                                                                                                                                                                                
                                                                                                                                   
    Same-center Net Operating Income
    (Continued)
                                                                                                                                                                           
                                                                                              Three Months Ended                                                                                         Six Months Ended
                                                                                                   June 30,                                                                                                  June 30,
                                                          ------------------------------------------------------------------------------------                            ------------------------------------------------------------------------
                                                                         2017                                 2016                                                    2017                           2016
                                                          -----------------------------------                     -----------------------------------                     -----------------------------------                     ----------------------
    Malls                                                     $ 156,648                                               $ 160,020                                               $ 310,709                                                    $    316,174
    Associated centers                                            8,185                                                   8,137                                                  16,491                                                          16,031
    Community centers                                             5,697                                                   5,033                                                  11,181                                                          10,190
    Offices and other                                             1,898                                1,564                                3,734                                        3,270
                                                          ----------------------------------                      ----------------------------------                      ----------------------------------                      ----------------------
    Total same-center NOI (1)                                 $ 172,428                            $ 174,754                            $ 342,115                                 $    345,665
                                                          ===== ======= ====================                      ===== ======= ====================                      ===== ======= ====================                      ========== ==========
                                                                                                                                                                                                                                   
    Percentage Change:
    Malls                                                               (2.1)%                                                                                                          (1.7)%
    Associated centers                                                   0.6%                                                                                                            2.9%
    Community centers                                                    13.2%                                                                                                           9.7%
    Offices and other                                                    21.4%                                                                                                           14.2%
                                                          -----------------------------------                                                                             -----------------------------------
    Total same-center NOI (1)                                           (1.3)%                                                                                                          (1.0)%
                                                          ===================================                                                                             ===================================
                                                                                                                                                                                                                                   
(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, 2017, and we owned
     it and it was in operation for both the entire preceding calendar
     year and the current year-to-date reporting period ending June 30,
     2017. New properties are excluded from same-center NOI, until they
     meet this criteria. The only properties excluded from the
     same-center pool that would otherwise meet this criteria are
     properties which are either under major redevelopment, being
     considered for repositioning, minority interest properties in
     which we own an interest of 25% or less, or where we intend to
     renegotiate the terms of the debt secured by the related property.
                                                                                                                                                                                                                                   
                                                             
    Company’s Share of Consolidated and Unconsolidated Debt
    (Dollars in thousands)
                                                                                  
                                                                                                                                                                                                                       As of June 30, 2017
                                                                                 ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
                                                                                              Fixed Rate                            Variable                              Total per                      Unamortized                     Total
                                                                                                                                                         Rate                                                     Debt                                                                                   Deferred
                                                                                                                                                                                                                Schedule                                                                                 Financing
                                                                                                                                                                                                                                                                                                           Costs
                                                                                 ---------------------------------                        --------------------------------   -------------------- ---------------------------------   -------------------- -------------------- -------------------- -------------                        -----------------------------------
    Consolidated debt                                                               $ 3,184,580                                             $ 1,081,266                           $ 4,265,846                                                 $ (16,406 )                             $ 4,249,440
    Noncontrolling interests’ share of consolidated debt                                (93,377 )                                                (5,449 )                                                (98,826 )                                                                                           765                                   (98,061 )
    Company’s share of unconsolidated affiliates’ debt                                  526,136                               72,002                               598,138                                                                       (2,506 )                                 595,632  
                                                                                 -----------------------------------                      ----------------------------------                      -----------------------------------                                                                ---------------                      -------------------------------------
    Company’s share of consolidated and unconsolidated debt                         $ 3,617,339                          $ 1,147,819                           $ 4,765,158                                                                    $ (18,147 )                             $ 4,747,011  
                                                                                 ==== ========= ====================                      === ========= ====================                      ==== ========= ====================                                                                === ======= ===                      ====== ========= ====================
    Weighted-average interest rate                                                         5.25 %                                                  2.58 %                                                   4.61 %
                                                                                 ===================================                      ==================================                      ===================================
                                                                                                                                                                                                                                                                                                                                           
                                                                                                                                                                                                                       As of June 30, 2016
                                                                                 ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
                                                                                              Fixed Rate                                               Variable                              Total per                      Unamortized                                        Total
                                                                                                                                                         Rate                                                     Debt                                                                                   Deferred
                                                                                                                                                                                                                Schedule                                                                                 Financing
                                                                                                                                                                                                                                                                                                           Costs
                                                                                 ---------------------------------                        --------------------------------   -------------------- ---------------------------------   -------------------- -------------------- -------------------- -------------                        -----------------------------------
    Consolidated debt                                                               $ 3,359,851                                             $ 1,234,099                                              $ 4,593,950                                                    (1)                                $ (15,234 )                             $ 4,578,716
    Noncontrolling interests’ share of consolidated debt                               (110,236 )                                                (7,575 )                                               (117,811 )                                                                                           739                                  (117,072 )
    Company’s share of unconsolidated affiliates’ debt                                  551,369                               73,870                               625,239                                                                       (3,001 )                                 622,238  
                                                                                 -----------------------------------                      ----------------------------------                      -----------------------------------                                                                ---------------                      -------------------------------------
    Company’s share of consolidated and unconsolidated debt                         $ 3,800,984                          $ 1,300,394                           $ 5,101,378                                                                    $ (17,496 )                             $ 5,083,882  
                                                                                 ==== ========= ====================                      === ========= ====================                      ==== ========= ====================                                                                === ======= ===                      ====== ========= ====================
    Weighted-average interest rate                                                         5.31 %                                                  1.89 %                                                   4.44 %
                                                                                 ===================================                      ==================================                      ===================================
                                                                                                                                                                                                                                                                                                                                           
(1)
     Includes $38,237 of debt related to Fashion Square Mall that was
     classified in Liabilities Related to Assets Held for Sale in the
     Consolidated Balance Sheet as of June 30, 2016.
                                                                                                                                                                                                                                                                                                                                           
                                                                                                    
    Debt-To-Total-Market Capitalization Ratio as of June 30, 2017
    (In thousands, except stock price)
                                                                                                                                                               
                                                                                          Shares                              Stock                                            Value
                                                                                        Outstanding                         Price (1)
                                                                                       ----------                       --------------                        ------------------------------------
    Common stock and Operating Partnership units                                       199,321                                $    8.43                             $ 1,680,276
    7.375% Series D Cumulative Redeemable Preferred Stock                                1,815                                   250.00                                 453,750
    6.625% Series E Cumulative Redeemable Preferred Stock                                  690                                   250.00                                 172,500  
                                                                                                                                                              --------------------------------------
    Total market equity                                                                                                                                               2,306,526
    Company’s share of total debt, excluding unamortized deferred                                                                                                     4,765,158  
    financing costs
                                                                                                                                                              ----------------  --------------------
    Total market capitalization                                                                                                                                     $ 7,071,684  
                                                                                                                                                              ======= ========= ====================
    Debt-to-total-market capitalization ratio                                                                                                                              67.4 %
                                                                                                                                                                                 
(1)
     Stock price for common stock and Operating Partnership units
     equals the closing price of the common stock on June 30, 2017. 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                                                                                                            Six Months Ended
                                                                                                                          June 30,                                                                                                                     June 30,
                                                                         --------------------------------------------------------------------------------------------------                              --------------------------------------------------------------------------------------------
2017:                                                                                       Basic                                       Diluted                                                          Basic                                    Diluted
                                                                         -------------------------------------------                     -------------------------------------------                     -------------------------------------------                     ------------------------------------
Weighted-average shares - EPS                                                          171,095                                                         171,095                                                         171,042                                                                       171,042
Weighted-average Operating Partnership units                                            28,276                                       28,276                                       28,284                                                     28,284
                                                                         ------------------------------------------                      ------------------------------------------                      ------------------------------------------                      ------------------------------------
Weighted-average shares- FFO                                                           199,371                                      199,371                                      199,326                                                    199,326
                                                                         ==========================================                      ==========================================                      ==========================================                      ====================================
                                                                                                                                                                                                                                                                          
2016:
Weighted-average shares - EPS                                                          170,792                                                         170,792                                                         170,731                                                                       170,731
Weighted-average Operating Partnership units                                            29,253                                       29,253                                       29,255                                                     29,255
                                                                         ------------------------------------------                      ------------------------------------------                      ------------------------------------------                      ------------------------------------
Weighted-average shares- FFO                                                           200,045                                      200,045                                      199,986                                                    199,986
                                                                         ==========================================                      ==========================================                      ==========================================                      ====================================
                                                                                                                                                                                                                                                                          
                                                                                                                                                                                                                                                                          
Dividend Payout Ratio
                                                                                                                     Three Months Ended                                                                                                            Six Months Ended
                                                                                                                          June 30,                                                                                                                     June 30,
                                                                         --------------------------------------------------------------------------------------------------                              --------------------------------------------------------------------------------------------
                                                                                            2017                                                            2016                                                            2017                                                         2016
                                                                         -------------------------------------------                     -------------------------------------------                     -------------------------------------------                     ------------------------------------
Weighted-average cash dividend per share                                  $ 0.27281                                                       $ 0.27278                                                       $ 0.54562                                                           $ 0.54556
FFO, as adjusted, per diluted fully converted share                       $    0.50                                    $    0.59                                    $    1.02                                        $    1.15  
                                                                         -- ------- --------------------------------                     -- ------- --------------------------------                     -- ------- --------------------------------                     ------ ------- --------------------
Dividend payout ratio                                                          54.6 %                                                          46.2 %                                                          53.5 %                                                              47.4 %
                                                                         ===========================================                     ===========================================                     ===========================================                     ===================================
                                                                                                                                                                                                                                                                                         
 
Consolidated Balance Sheets
(Unaudited; in thousands, except share data)
                                                                                                                        As of
                                                                                            --------------------------------------------------------------------------------------------------
ASSETS                                                                                                     June 30,                               December 31,
                                                                                                             2017                                                        2016
                                                                                            ------------------------------------                        -----------------------------------
Real estate assets:
   Land                                                                                           $   818,550                                                $   820,979
   Buildings and improvements                                                                       6,687,134                               6,942,452  
                                                                                            --------------------------------------                      -------------------------------------
                                                                                                    7,505,684                                                  7,763,431
   Accumulated depreciation                                                                        (2,374,071 )                                               (2,427,108 )
                                                                                            --------------------------------------                      -------------------------------------
                                                                                                    5,131,613                                                  5,336,323
   Held for sale                                                                               --                                                      5,861
   Developments in progress                                                                            94,698                                 178,355  
                                                                                            --------------------------------------                      -------------------------------------
      Net investment in real estate assets                                                          5,226,311                                                  5,520,539
Cash and cash equivalents                                                                              29,622                                                     18,951
Receivables:
                                                                                                       84,472                                                     94,676
   Tenant, net of allowance for doubtful accounts of $2,091 and
   $1,910 in 2017 and 2016, respectively
                                                                                                        7,699                                                      6,227
   Other, net of allowance for doubtful accounts of $838 in 2017 and
   2016
Mortgage and other notes receivable                                                                    17,414                                                     16,803
Investments in unconsolidated affiliates                                                              254,522                                                    266,872
Intangible lease assets and other assets                                                              188,293                                 180,572  
                                                                                            --------------------------------------                      -------------------------------------
                                                                                                  $ 5,808,333                             $ 6,104,640  
                                                                                            ======= ========= ====================                      ====== ========= ====================
                                                                                                                                                         
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
Mortgage and other indebtedness, net                                                              $ 4,249,440                                                $ 4,465,294
Accounts payable and accrued liabilities                                                              244,542                                 280,498  
                                                                                            --------------------------------------                      -------------------------------------
   Total liabilities                                                                                4,493,982                               4,745,792  
                                                                                            --------------------------------------                      -------------------------------------
Commitments and contingencies
Redeemable noncontrolling interests                                                                    13,392                                  17,996  
                                                                                            --------------------------------------                      -------------------------------------
Shareholders’ equity:
   Preferred stock, $.01 par value, 15,000,000 shares authorized:
                                                                                                           18                                                         18
      7.375% Series D Cumulative Redeemable Preferred Stock, 1,815,000
      shares outstanding
                                                                                                            7                                                          7
      6.625% Series E Cumulative Redeemable Preferred Stock, 690,000
      shares outstanding
                                                                                                        1,711                                                      1,708
   Common stock, $.01 par value, 350,000,000 shares authorized,
   171,094,642 and 170,792,645 issued and outstanding in 2017 and
   2016, respectively
   Additional paid-in capital                                                                       1,972,070                                                  1,969,059
   Dividends in excess of cumulative earnings                                                        (779,693 )                                                 (742,078 )
                                                                                            --------------------------------------                      -------------------------------------
      Total shareholders’ equity                                                                    1,194,113                                                  1,228,714
Noncontrolling interests                                                                              106,846                                 112,138  
                                                                                            --------------------------------------                      -------------------------------------
   Total equity                                                                                     1,300,959                               1,340,852  
                                                                                            --------------------------------------                      -------------------------------------
                                                                                                  $ 5,808,333                             $ 6,104,640  
                                                                                            ======= ========= ====================                      ====== ========= ====================

http://cts.businesswire.com/ct/CT?id=bwnews&sty=20170803006402r1&sid=cmtx6&distro=nx&

View source version on businesswire.com: http://www.businesswire.com/news/home/20170803006402/en/

SOURCE: CBL & Associates Properties, Inc.

CBL & Associates Properties, Inc. 
Katie Reinsmidt, 423-490-8301 
Executive Vice President - Chief Investment Officer 
katie.reinsmidt@cblproperties.com


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