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CBL & ASSOCIATES PROPERTIES INC

For the period ended Jun 30, 2025. Filed Aug 6, 2025.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2025 · Filed Aug 6, 2025

CBL$48.03+1.5%Stored close · as of Nov 9, 2026

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Item 2. Results of Operations

Results of Operations

Properties that were in operation for the entire year during 2024 and the six months ended June 30, 2025 are referred to as the "Comparable Properties." Since January 2024, we have opened, consolidated, acquired, deconsolidated and disposed of the following properties:

Properties Opened

PropertyLocationDate Opened
Friendly Center Medical Office (1)Greensboro, NCAugust 2024

(1)

The property is owned by a joint venture that is accounted for using the equity method of accounting and is included in equity in earnings of unconsolidated affiliates in the accompanying condensed consolidated statements of operations.

Consolidations

PropertyLocationDate of Consolidation
CoolSprings GalleriaNashville, TNDecember 2024
Oak Park MallOverland Park, KSDecember 2024
West County CenterDes Peres, MODecember 2024

Acquisitions

PropertyLocationDate of Consolidation
Ashland Town Center (1)Ashland, KYJuly 2025
Mesa Mall (1)Grand Junction, COJuly 2025
Paddock Mall (1)Ocala, FLJuly 2025
Southgate Mall (1)Missoula, MTJuly 2025

(1)

Deconsolidations

PropertyLocationDate Opened
Southpark Mall (1)Colonial Heights, VAAugust 2025

(1)

Dispositions

PropertyLocationDate of Disposition
Layton Hills MallLayton, UTAugust 2024
Layton Hills Convenience CenterLayton, UTSeptember 2024
PropertyLocationDate of Disposition
Layton Hills PlazaLayton, UTSeptember 2024
Monroeville MallMonroeville, PAJanuary 2025
Annex at MonroevilleMonroeville, PAJanuary 2025
Imperial Valley MallEl Centro, CAFebruary 2025
840 Greenbrier CircleChesapeake, VAJune 2025
The Promenade (1)D'Iberville, MSJuly 2025

(1)

We consider properties undergoing major redevelopment, properties being considered for repositioning, properties where we intend to renegotiate the terms of the debt secured by the related property or return the property to the lender as non-core. As of June 30, 2025, Brookfield Square, Harford Mall, Laurel Park Place and Southpark Mall were designated as non-core. Additionally, The Promenade was in the process of being sold and therefore was designated as non-core as of June 30, 2025.

Comparison of the Three Months Ended June 30, 2025 to the Three Months Ended June 30, 2024

Three Months Ended June 30,
20252024ChangeMallsOutlet CentersLifestyle CentersOpen-Air CentersAll Other
Rental revenues$136,453$124,071$12,382$12,542$(273)$907$(255)$(539)
Management, development and leasing fees1,3571,817(460)————(460)
Other3,0953,777(682)(175)(22)(28)(37)(420)
Total revenues$140,905$129,665$11,240$12,367$(295)$879$(292)$(1,419)

Rental revenues increased primarily due to the consolidation of CoolSprings Galleria, Oak Park Mall and West County Center in December 2024, which resulted in an increase of $21.0 million during the current-year period. The increase was partially offset by $8.5 million of rental revenues associated with properties sold since the prior-year period. Rental revenues at the comparable properties were flat compared to the prior-year period.

Operating Expenses

Three Months Ended June 30,
20252024ChangeMallsOutlet CentersLifestyle CentersOpen-Air CentersAll Other
Property operating$(23,583)$(20,740)$(2,843)$(2,377)$53$(145)$(525)$151
Real estate taxes(15,027)(13,028)(1,999)(1,929)(52)(74)254
Maintenance and repairs(10,372)(9,179)(1,193)(935)(36)(91)(71)(60)
Property operating expenses(48,982)(42,947)(6,035)(5,241)(35)(310)(594)145
Depreciation and amortization(39,702)(38,664)(1,038)(4,054)53562,224683
General and administrative(15,188)(14,831)(357)————(357)
Loss on impairment(1,457)—(1,457)————(1,457)
Litigation settlement—72(72)————(72)
Other(30)(127)97(30)———127
Total operating expenses$(105,359)$(96,497)$(8,862)$(9,325)$18$(254)$1,630$(931)

Total property operating expenses increased primarily due to the consolidation of CoolSprings Galleria, Oak Park Mall and West County Center in December 2024, which resulted in an increase of $7.7 million during the current-year period. Also, the increase was impacted by state franchise tax rebates received in the prior-year period. The increase was partially offset by $3.7 million of total property operating expenses associated with properties sold since the prior-year period.

Depreciation and amortization expense increased primarily due to the addition of tangible assets and intangible lease assets recognized upon the consolidation of CoolSprings Galleria, Oak Park Mall and West County Center in December 2024, which resulted in an increase of $13.2 million during the current-year period. The increase was partially offset by tenant improvement and intangible in-place lease assets recognized upon the adoption of fresh start accounting on November 1, 2021 becoming fully depreciated or amortized since the prior-year period. Also, dispositions accounted for a $2.1 million decrease in the current-year period as compared to the prior-year period.

Other Income and Expenses

Interest expense increased $4.6 million during the three months ended June 30, 2025 as compared to the prior-year period. The increase was primarily due to higher accretion of property-level debt discounts and property-level interest expense associated with the consolidation of CoolSprings Galleria, Oak Park Mall and West County Center in December 2024. The increase was partially offset by lower interest expense on the secured term loan due to paydowns that have occurred since the prior-year period, as well as a lower variable interest rate in the current-year period.

During the three months ended June 30, 2025, we recognized a $1.3 million gain on sales of real estate assets primarily related to the sale of an outparcel.

Comparison of the Six Months Ended June 30, 2025 to the Six Months Ended June 30, 2024

Six Months Ended June 30,
20252024ChangeMallsOutlet CentersLifestyle CentersOpen-Air CentersAll Other
Rental revenues$273,813$248,098$25,715$26,289$(251)$907$(631)$(599)
Management, development and leasing fees2,6743,722(1,048)————(1,048)
Other6,1866,962(776)36(112)(161)(125)(414)
Total revenues$282,673$258,782$23,891$26,325$(363)$746$(756)$(2,061)

Rental revenues increased primarily due to the consolidation of CoolSprings Galleria, Oak Park Mall and West County Center in December 2024, which resulted in an increase of $41.8 million during the current-year period. The increase was partially offset by $14.7 million of rental revenues associated with properties sold since the prior-year period.

Operating Expenses

Six Months Ended June 30,
20252024ChangeMallsOutlet CentersLifestyle CentersOpen-Air CentersAll Other
Property operating$(49,461)$(44,567)$(4,894)$(5,135)$(91)$(273)$(255)$860
Real estate taxes(30,758)(22,297)(8,461)(7,698)(121)(193)(665)216
Maintenance and repairs(23,838)(19,117)(4,721)(4,062)(114)(240)(240)(65)
Property operating expenses(104,057)(85,981)(18,076)(16,895)(326)(706)(1,160)1,011
Depreciation and amortization(85,243)(76,704)(8,539)(14,159)2075473,4811,385
General and administrative(35,895)(35,245)(650)————(650)
Loss on impairment(1,457)(836)(621)————(621)
Litigation settlement—140(140)————(140)
Other(30)(127)97(30)———127
Total operating expenses$(226,682)$(198,753)$(27,929)$(31,084)$(119)$(159)$2,321$1,112

Total property operating expenses increased primarily due to the consolidation of CoolSprings Galleria, Oak Park Mall and West County Center in December 2024, which resulted in an increase of $15.8 million during the current-year period. Also, the increase was impacted by state franchise tax rebates received in the prior-year period, as well as an increase in non-contract exterior maintenance costs, primarily driven by an increase in snow removal expense across our properties. The increase was partially offset by $2.2 million of total property operating expenses associated with properties sold since the prior-year period.

Depreciation and amortization expense increased primarily due to the addition of tangible assets and intangible lease assets recognized upon the consolidation of CoolSprings Galleria, Oak Park Mall and West County Center in December 2024, which resulted in an increase of $30.4 million during the current-year period. The increase was partially offset by tenant improvement and intangible in-place lease assets recognized upon the adoption of fresh start accounting on November 1, 2021 becoming fully depreciated or amortized since the prior-year period. Also, dispositions accounted for a $3.8 million decrease in the current-year period as compared to the prior-year period.

Other Income and Expenses

Interest expense increased $9.0 million during the six months ended June 30, 2025 as compared to the prior-year period. The increase was primarily due to higher accretion of property-level debt discounts and property-level interest expense associated with the consolidation of CoolSprings Galleria, Oak Park Mall and West County Center in December

  1. The increase was partially offset by lower interest expense on the secured term loan due to paydowns that have occurred since the prior-year period, as well as a lower variable interest rate in the current-year period.

During the six months ended June 30, 2025, we recognized a $22.9 million gain on sales of real estate assets related to the sales of Imperial Valley Mall, Monroeville Mall, Annex at Monroeville, three outparcels associated with the Monroeville Mall properties, a land parcel associated with Imperial Valley Mall and an outparcel. During the six months ended June 30, 2024 we recognized a $3.7 million gain on sales of real estate assets related to the sale of an anchor parcel.

Non-GAAP Measure

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