Skip to main content

CBL & ASSOCIATES PROPERTIES INC

For the period ended Sep 30, 2025. Filed Nov 7, 2025.

View on SEC.gov

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.

Sep 30, 2025 · Filed Nov 7, 2025

CBL$47.32-1.3%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-06-30; filed 2025-08-06.

0000950170-25-103884

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-09-30; filed 2025-11-07.

0001193125-25-272118

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 48 previous paragraphs and 54 current paragraphs.

27 unchanged; 13 reworded; 13 added; 6 removed; 2 previous and 1 current paragraphs rearranged.

Tables are not compared: 1 previous and 1 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (13)

Current report

Equity in earnings of unconsolidated affiliates was $5.4 million lower;

Current report

General and administrative expense was $2.4 million higher; and

Current report

Equity in earnings of unconsolidated affiliates was $3.8 million lower;

Current report

General and administrative expense was $3.0 million higher;
Removed paragraphs (6)

Previous report

The WPG acquisition also furthers our goal of enhancing returns to shareholders. Supported by the incremental cash flow growth from the WPG acquisition, our board of directors has authorized a 12.5% increase in the regular common dividend to an annualized rate of $1.80 per share. This is in addition to the special cash dividend of $0.80 per share paid in March 2025 and the board of director's authorization of a new $25 million stock repurchase program in May 2025.

Previous report

Additionally, we have made significant progress on our balance sheet in recent months. In July 2025, we announced a new $78.0 million non-recourse loan secured by Cross Creek Mall in Fayetteville, NC. The new five-year loan bears a fixed interest rate of 6.856%, a more than 130 basis point improvement over the prior rate. We also expanded our existing non-recourse open-air centers and outparcels loan with the WPG acquisition, extending the overall loan maturity by seven years and fixing the rate on the majority of the loan amount. These financings strengthen our balance sheet by extending our maturities, reducing interest rate risk, locking in attractive returns and increasing cash flow generation. While the industry and our Company continue to face challenges, some of which may not be in our control, we believe that the strategies in place to improve occupancy, diversify our tenant mix and redevelop our properties will continue to contribute to stabilization of our portfolio and revenues in future years.
Reworded paragraphs (13)

Previous wording

Gain on sales of real estate assets was $1.4 million higher.

Current wording

Gain on sales of real estate assets was $38.4 million higher.

Previous wording

Depreciation and amortization expense was $1.0 million higher;

Current wording

Depreciation and amortization expense was $7.6 million higher;

Previous wording

Significant items that affected comparability between the six-month periods include:

Current wording

Significant items that affected comparability between the nine-month periods include:

Previous wording

Items increasing net income for the six months ended June 30, 2025 compared to the prior-year period:

Current wording

Items increasing net income for the nine months ended September 30, 2025 compared to the prior-year period:

Previous wording

Gain on sales of real estate assets was $19.2 million higher.

Current wording

Gain on sales of real estate assets was $57.6 million higher.

Previous wording

Items decreasing net income for the six months ended June 30, 2025 compared to the prior-year period:

Current wording

Items decreasing net income for the nine months ended September 30, 2025 compared to the prior-year period:

Previous wording

Depreciation and amortization expense was $8.5 million higher;

Current wording

Depreciation and amortization expense was $16.1 million higher;

Previous wording

Maintenance and repairs expense was $1.2 million higher; and

Previous wording

Our focus is on continuing to execute our strategy to improve occupancy, drive rent growth and transform the offerings available at our properties to include a targeted mix of retail, service, dining, entertainment and other non-retail uses, primarily through the re-tenanting of former anchor locations as well as diversification of in-line tenancy. This operational strategy is also supported by our balance sheet strategy of reducing overall debt, extending our debt maturity schedule and lowering our overall cost of borrowings to limit maturity risk, as well as improving net cash flow and enhancing enterprise value. In July 2025, we closed on the acquisition of four enclosed malls for $178.9 million (the "WPG acquisition"). The malls include Ashland Town Center in Ashland, KY, Mesa Mall in Grand Junction, CO, Paddock Mall in Ocala, FL, and Southgate Mall in Missoula, MT. The WPG acquisition represents significant progress in the execution of our portfolio optimization strategy as we utilize proceeds from non-core asset sales at single-digit cap rates, such as the $83.1 million sale of The Promenade completed in July 2025, to invest in stable market-dominant malls that generate immediate accretion to our portfolio's free cash flow.

Current wording

Our focus is on continuing to execute our strategy to improve occupancy, drive rent growth and transform the offerings available at our properties to include a targeted mix of retail, service, dining, entertainment and other non-retail uses, primarily through the re-tenanting of former anchor locations as well as diversification of in-line tenancy. This operational strategy is also supported by our balance sheet strategy of reducing overall debt, extending our debt maturity schedule and lowering our overall cost of borrowings to limit maturity risk, as well as improving net cash flow and enhancing enterprise value. In July 2025, we closed on the acquisition of four enclosed malls: Ashland Town Center in Ashland, KY, Mesa Mall in Grand Junction, CO, Paddock Mall in Ocala, FL, and Southgate Mall in Missoula, MT. The acquisition represents significant progress in the execution of our portfolio optimization strategy as we utilize proceeds from sales of non-core assets and open-air centers, such as the sales of two open-air centers, The Promenade and Fremaux Town Center, to invest in higher cash flow yielding opportunities.

Previous wording

Same-center NOI and FFO are non-GAAP measures. For a description of same-center NOI, a reconciliation from net income (loss) to same-center NOI, and an explanation of why we believe this is a useful performance measure, see Non-GAAP Measure - Same-center Net Operating Income in Results of Operations. For a description of FFO, a reconciliation from net income (loss) attributable to common shareholders to FFO allocable to Operating Partnership common unitholders, and an explanation of why we believe this is a useful performance measure, see Non-GAAP Measure - Funds from Operations.

Current wording

Non-GAAP Measure - Same-center Net Operating Income in Results of Operations. For a description of FFO, a reconciliation from net income (loss) attributable to common shareholders to FFO allocable to Operating Partnership common unitholders, and an explanation of why we believe this is a useful performance measure, see Non-GAAP Measure - Funds from Operations.
Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

Same-center NOI and FFO are non-GAAP measures. For a description of same-center NOI, a reconciliation from net income (loss) to same-center NOI, and an explanation of why we believe this is a useful performance measure, see
Rearranged previous paragraphs (2)

Previous report — wording carried elsewhere

Real estate taxes were $8.5 million higher;

Previous report — wording carried elsewhere

Maintenance and repairs expense was $4.7 million higher; and