CBL & ASSOCIATES PROPERTIES INC - FORM 8-K - EX-99.1 - EXHIBIT 99.1

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EX-99.2 - EXHIBIT 99.2 - CBL & ASSOCIATES PROPERTIES INC	ex992script-3312016.htm
8-K - 8-K - CBL & ASSOCIATES PROPERTIES INC	form8-k33116.htm

EXHIBIT 99.1

Earnings Release and

Supplemental Financial and Operating Information

For the Three Months Ended

March 31, 2016

Earnings Release and Supplemental Financial and Operating Information

Table of Contents



		Page
Earnings Release		1

Consolidated Statements of Operations		7

Reconciliations of Non-GAAP Financial Measures:
Funds from Operations (FFO)		8
Same-Center Net Operating Income (NOI)		10

Selected Financial and Equity Information		11

Consolidated Balance Sheets		13

Condensed Combined Financial Statements - Unconsolidated Affiliates		14

Ratio of EBITDA to Interest Expense and Reconciliation of EBITDA to Operating Cash Flows		15

Schedule of Mortgage and Other Indebtedness		17

Schedule of Maturities and Unsecured Debt Covenant Compliance Ratios		21

Mall Portfolio Statistics		22

Leasing Activity and Average Annual Base Rents		25

Top 25 Tenants Based on Percentage of Total Annual Revenues		27

Capital Expenditures		28

Development Activity		29

Contact: Katie Reinsmidt, Senior Vice President - Investor Relations/Corporate Investments, 423.490.8301, katie.reinsmidt@cblproperties.com

CBL & ASSOCIATES PROPERTIES REPORTS STRONG

FIRST QUARTER 2016 RESULTS


•	Same-center NOI for the first quarter 2016 increased 2.8% in the Total Portfolio and 2.5% in the Malls compared with the prior-year period.


•	FFO per diluted share, as adjusted, increased 8% to $0.56 for the first quarter 2016, compared with $0.52 in the prior-year period.


•	Year-to-date, CBL completed $359 million in disposition activity representing $190 million at CBL's share. These transactions generated net equity proceeds to CBL of nearly $100 million and removed over $90 million of secured debt from its balance sheet.


•	Same-center sales increased 2.4% to $378 per square foot for the rolling 12-months ended March 31, 2016 over the prior-period.


•	Same-center mall occupancy increased 130 basis points to 91.0% as of March 31, 2016 compared with 89.7% as of March 31, 2015.

CHATTANOOGA, Tenn. (April 27, 2016) – CBL & Associates Properties, Inc. (NYSE:CBL) announced results for the first quarter ended March 31, 2016. A description of each non-GAAP financial measure and the related reconciliation to the comparable GAAP measure is located at the end of this news release.



	Three Months Ended March 31,
	2016		2015
Funds from Operations ("FFO") per diluted share	$	0.68	$	0.62
FFO, as adjusted, per diluted share ⁽¹⁾	$	0.56	$	0.52
⁽¹⁾ FFO, as adjusted, for the quarter ended March 31, 2016 excludes $1.7 million of litigation settlement expense and a $26.4 million increase in equity in earnings related to the sale of our 50% interest in Triangle Town Center. FFO, as adjusted, for the quarter ended March 31, 2015 excludes a partial litigation settlement, net of related expenses, of $4.7 million and a $16.6 million gain on investment related to the sale of marketable securities.

CBL's President and Chief Executive Officer Stephen Lebovitz commented, "During the first quarter, we generated excellent results across all areas of our business. FFO per share increased 8% to $0.56 per share, exceeding market expectations. Same-center NOI grew 2.8%, with occupancy increasing more than 130 basis points and sales improving 2.4% to $378 per square foot. While renewal lease spreads moderated as anticipated, retailer demand remained strong resulting in double-digit increases for new leases.

"We have completed more than $359 million in dispositions year-to-date, with activity in both our mall and community center programs. In aggregate, these transactions generated nearly $100 million of net equity proceeds and removed over $90 million of associated debt, contributing to our improving liquidity position. We remain committed to our disposition program and balance sheet improvement but we are also investing in our future growth through ongoing redevelopments and strategic new developments including a new outlet center project that we'll be announcing soon. We look forward to continuing this positive momentum in our performance throughout the year."



	1

CBL Reports First Quarter 2016 Results

Page 2

April 27, 2016

FFO allocable to common shareholders, as adjusted, for the first quarter 2016 was $95.0 million, or $0.56 per diluted share, compared with $87.9 million, or $0.52 per diluted share, for the first quarter 2015. FFO allocable to the Operating Partnership common unitholders, as adjusted, for the first quarter 2016 was $111.2 million compared with $102.9 million for the first quarter of 2015.

Net income attributable to common shareholders for the first quarter 2016 was $28.9 million, or $0.17 per diluted share, compared with net income of $34.9 million, or $0.20 per diluted share, for the first quarter 2015. The decline in net income is primarily a result of the write-down of the book value to estimated fair value of properties sold or classified as non-core in the first quarter 2016, partially offset by an increase in equity in earnings related to the sale of our 50% interest in Triangle Town Center. Net income for the first quarter 2015 included a gain on investment related to the sale of marketable securities.

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



	Three Months Ended March 31, 2016
Portfolio same-center NOI	2.8%
Mall same-center NOI	2.5%


(1)	CBL's definition of same-center NOI excludes the impact of lease termination fees and certain non-cash items of straight line rents and net amortization of acquired above and below market leases. NOI is for real estate properties and excludes the Company's subsidiary that provides maintenance, janitorial and security services.

MAJOR VARIANCES IMPACTING SAME-CENTER NOI RESULTS FOR THE QUARTER ENDED MARCH 31, 2016


•	Same-center revenues increased $4.7 million and operating expenses declined by $0.3 million.


•	Minimum rents increased $2.5 million during the quarter as a result of rent growth and occupancy increases over the prior year.


•	Percentage rents increased by $0.7 million due to positive sales growth.


•	Tenant reimbursement and other revenues increased by $1.5 million.


•	Property operating expense declined $0.8 million partially offset by a $0.3 million increase in real estate tax expense and a $0.2 million increase in maintenance and repair expense.

PORTFOLIO OPERATIONAL RESULTS

Occupancy:



	As of March 31,
	2016	2015
Portfolio occupancy	91.6%	90.9%
Mall portfolio	90.9%	89.8%
Same-center malls	91.0%	89.7%
Stabilized malls	90.9%	89.5%
Non-stabilized malls ⁽¹⁾	91.4%	97.1%
Associated centers	91.5%	94.2%
Community centers	96.0%	97.5%


(1)	Represents occupancy for The Outlet Shoppes at Atlanta and The Outlet Shoppes of the Bluegrass as of March 31, 2016 and Fremaux Town Center, The Outlet Shoppes at Atlanta and The Outlet Shoppes of the Bluegrass as of March 31, 2015.



	2

CBL Reports First Quarter 2016 Results

Page 3

April 27, 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 March 31, 2016
Stabilized Malls	2.8%
New leases	24.4%
Renewal leases	(3.2)%

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



	Twelve Months Ended March 31,
	2016		2015		% Change
Stabilized mall same-center sales per square foot	$	378	$	369	2.4%

DISPOSITIONS

Year-to-date, CBL has completed $359 million in disposition activity, representing $190 million at CBL's share, including interest in two malls and two community centers. These transactions generated net equity proceeds of nearly $100 million and additionally removed over $90 million of secured debt from CBL's pro rata share of Total Debt. Net proceeds from the dispositions were used to reduce outstanding balances on the Company's lines of credit.

In February, CBL announced that it closed on a new 10/90 joint venture for Triangle Town Center, Place and Commons in Raleigh, NC, with DRA Advisors LLC (DRA). The new joint venture acquired the property from the existing 50/50 joint venture between CBL and The Richard E. Jacobs Group for a total consideration of $174.0 million, including assumption of a $171.1 million loan secured by the property. CBL now holds a 10% ownership position in the asset and is responsible for leasing and managing, earning customary fees.

Concurrent with the formation of the new joint venture, the new entity closed on a modification and restructuring of the loan, which matured in December 2015. The modified loan has an initial term of three-years maturing in December 2018, with two one-year extension options available to the joint venture, for a final maturity date of December 2020. The interest was reduced from 5.737% to 4.0%, interest-only payments.

In March, CBL closed on the sale of a 75% interest in River Ridge in Lynchburg, VA, to Liberty University and received net cash proceeds of $33.5 million. CBL retains a 25% ownership position in the asset and is responsible for leasing and management, earning customary fees.

In April, CBL and its 50/50 joint venture partner closed on the sale of 100% of Renaissance Center, the 363,000-square-foot community shopping center located in Durham, NC. Renaissance Center was sold for a sales price of $129.2 million, including the assumption of a $16.0 million loan by the buyer and a $31.6 million loan that was retired at closing. The transaction generated net equity to CBL of $40.8 million.

In April, CBL completed the sale of The Crossings at Marshalls Creek, the 86,000-square-foot community center located in Middle Smithfield, PA, for a sales price of $22.3 million, in cash.



	3

CBL Reports First Quarter 2016 Results

Page 4

April 27, 2016

FINANCINGS

In April, CBL and the existing lender agreed to a restructure of the existing $27.4 million non-recourse loan secured by Hickory Point Mall in Forsyth, IL. The term of the loan was extended three years to December 2018, with an additional one-year extension option available at the Company's option, for a final maturity of December 2019. The interest rate was maintained at 5.85%, with future amortization payments eliminated. The projected cash flow above the new debt service over the next three years is expected to fully fund the property's proposed redevelopment.

Gulf Coast Town Center in Fort Myers, FL (owned in a 50/50 joint venture) is in receivership. Foreclosure proceedings have commenced, and CBL anticipates the foreclosure to be completed in 2016.

DEVELOPMENT

In March, CBL and its joint venture partner, Stirling Properties, celebrated the grand opening of Ambassador Town Center in Lafayette, LA, a 438,000-square-foot community center. The center opened 97% leased with anchors Costco, Dick's Sporting Goods, Field & Stream, Marshalls, HomeGoods, and Nordstrom Rack.

OUTLOOK AND GUIDANCE

Based on first quarter results and its current outlook, the Company is reiterating 2016 guidance for FFO, as adjusted, in the range of $2.32 - $2.38 per diluted share. CBL anticipates achieving same-center NOI growth in the range of 0.5% - 2.0% in 2016.

The guidance also assumes the following:


•	$3.0 million to $5.0 million of outparcel sales;


•	25-75 basis point increase in total portfolio occupancy as well as stabilized mall occupancy throughout 2016;


•	G&A, net of litigation expense, of $58 million to $60 million; and


•	No unannounced capital markets activity.



	Low			High
Expected diluted earnings per common share	$	0.77		$	0.83
Adjust to fully converted shares from common shares	(0.11		)	(0.12		)
Expected earnings per diluted, fully converted common share	0.66			0.71
Add: depreciation and amortization	1.57			1.57
Add: Loss on impairment	0.10			0.10
Add: noncontrolling interest in earnings of Operating Partnership	0.11			0.12
Expected FFO per diluted, fully converted common share	2.44			2.50
Adjustment for sale of unconsolidated affiliate	(0.13		)	(0.13		)
Adjustment for litigation settlement, net of related expenses	0.01			0.01
Expected adjusted FFO per diluted, fully converted common share	$	2.32		$	2.38

INVESTOR CONFERENCE CALL AND WEBCAST

CBL & Associates Properties, Inc. will conduct a conference call on Thursday, April 28, 2016, at 11:00 a.m. ET. To access this interactive teleconference, dial (888) 317-6003 or (412) 317-6061 and enter the confirmation number, 7449843. A replay of the conference call will be available through May 5, 2016, by dialing (877) 344-7529 or (412) 317‑0088 and entering the confirmation number, 10082081. 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., first 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.



	4

CBL Reports First Quarter 2016 Results

Page 5

April 27, 2016

The Company will also provide an online webcast and rebroadcast of its 2016 first quarter earnings release conference call. The live broadcast of the quarterly conference call will be available online at cblproperties.com on Thursday, April 28, 2016 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 141 properties, including 91 regional malls/open-air centers. The properties are located in 31 states and total 85.6 million square feet including 8.0 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 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 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 outstanding during the period.

FFO does not represent cash flows from operations as defined by accounting principles generally accepted in the United States, 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.

As described above, during the first quarter of 2016, the Company recognized $1.7 million of litigation expense as well as a $26.4 million increase in equity in earnings related to the sale of our 50% interest in Triangle Town Center. Additionally, during the first quarter of 2015, the Company recognized a $16.6 million gain on investment related to the sale of marketable securities and received income of $4.7 million, net of related expenses, as a partial settlement of ongoing litigation. Considering the significance and nature of these items, the Company believes it is important to identify their impact on its FFO measures for readers 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.



	5

CBL Reports First Quarter 2016 Results

Page 6

April 27, 2016

Same-center Net Operating Income

NOI is a supplemental 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. We believe that presenting NOI and same-center NOI (described below) based on our Operating Partnership’s pro rata share of both consolidated and unconsolidated Properties is useful since we conduct substantially all of our business through our Operating Partnership and, therefore, it reflects the performance of the Properties in absolute terms regardless of the ratio of ownership interests of our 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 NOI may not be comparable to that of other companies.

Since NOI includes only those revenues and expenses related to the operations of its shopping center and other properties, the Company believes that same-center NOI provides a measure that reflects trends in occupancy rates, rental rates and operating costs and the impact of those trends on the Company's results of operations. The Company’s calculation of same-center NOI also excludes lease termination income, straight-line rent adjustments, and amortization of above and below market lease intangibles in order to enhance the comparability of results from one period to another, as these items can be impacted by one-time events that may distort same-center NOI trends and may result in same-center NOI that is not indicative of the ongoing operations of the Company’s shopping center and other properties. 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 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.



	6

CBL & Associates Properties, Inc.

Supplemental Financial and Operating Information

For the Three Months Ended March 31, 2016

Consolidated Statements of Operations

(Unaudited; in thousands, except per share amounts)



	Three Months Ended March 31,
	2016			2015
REVENUES:
Minimum rents	$	170,629		$	169,081
Percentage rents	4,673			4,137
Other rents	5,062			5,171
Tenant reimbursements	73,366			72,133
Management, development and leasing fees	2,581			2,778
Other	6,767			7,609
Total revenues	263,078			260,909
OPERATING EXPENSES:
Property operating	38,628			38,904
Depreciation and amortization	76,506			76,266
Real estate taxes	23,028			22,785
Maintenance and repairs	14,548			14,216
General and administrative	17,168			17,230
Loss on impairment	19,685			—
Other	9,685			6,476
Total operating expenses	199,248			175,877
Income from operations	63,830			85,032
Interest and other income	360			5,274
Interest expense	(55,231		)	(59,157		)
Gain on extinguishment of debt	6			—
Gain on investment	—			16,560
Equity in earnings of unconsolidated affiliates	32,390			3,823
Income tax benefit	537			916
Income from continuing operations before gain on sales of real estate assets	41,892			52,448
Gain on sales of real estate assets	—			757
Net income	41,892			53,205
Net (income) loss attributable to noncontrolling interests in:
Operating Partnership	(4,945		)	(6,172		)
Other consolidated subsidiaries	3,127			(869		)
Net income attributable to the Company	40,074			46,164
Preferred dividends	(11,223		)	(11,223		)
Net income attributable to common shareholders	$	28,851		$	34,941

Basic per share data attributable to common shareholders:
Net income attributable to common shareholders	$	0.17		$	0.21
Weighted-average common shares outstanding	170,669			170,420

Diluted per share data attributable to common shareholders:
Net income attributable to common shareholders	$	0.17		$	0.20
Weighted-average common and potential dilutive common shares outstanding	170,669			170,510

CBL & Associates Properties, Inc.

Supplemental Financial And Operating Information

For the Three Months Ended March 31, 2016

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 March 31,
	2016			2015
Net income attributable to common shareholders	$	28,851		$	34,941
Noncontrolling interest in income of Operating Partnership	4,945			6,172
Depreciation and amortization expense of:
Consolidated properties	76,506			76,266
Unconsolidated affiliates	9,178			10,317
Non-real estate assets	(837		)	(842		)
Noncontrolling interests' share of depreciation and amortization	(2,393		)	(2,631		)
Loss on impairment	19,685			—
Gain on depreciable property	—			(67		)
FFO allocable to Operating Partnership common unitholders	135,935			124,156
Litigation settlements, net of related expenses ⁽¹⁾	1,707			(4,658		)
Gain on investment	—			(16,560		)
Equity in earnings from sale of unconsolidated affiliate	(26,395		)	—
FFO allocable to Operating Partnership common unitholders, as adjusted	$	111,247		$	102,938

FFO per diluted share	$	0.68		$	0.62

FFO, as adjusted, per diluted share	$	0.56		$	0.52

Weighted average common and potential dilutive common shares outstanding with Operating Partnership units fully converted	199,926			199,771

Reconciliation of FFO allocable to Operating Partnership common unitholders to FFO allocable to common shareholders:
FFO allocable to Operating Partnership common unitholders	$	135,935		$	124,156
Percentage allocable to common shareholders ⁽²⁾	85.37		%	85.35		%
FFO allocable to common shareholders	$	116,048		$	105,967

FFO allocable to Operating Partnership common unitholders, as adjusted	$	111,247		$	102,938
Percentage allocable to common shareholders ⁽²⁾	85.37		%	85.35		%
FFO allocable to common shareholders, as adjusted	$	94,972		$	87,858

(1) Litigation settlement is included in Interest and Other Income in the Consolidated Statements of Operations. Litigation expense, including settlements paid, is included in General and Administrative expense in the Consolidated Statements of Operations.
(2) 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 12.



	Three Months Ended March 31,
	2016			2015
SUPPLEMENTAL FFO INFORMATION:
Lease termination fees	$	951		$	1,306
Lease termination fees per share	$	—		$	0.01

Straight-line rental income	$	149		$	684
Straight-line rental income per share	$	—		$	—

Gains on outparcel sales	$	—		$	1,107
Gains on outparcel sales per share	$	—		$	0.01

Net amortization of acquired above- and below-market leases	$	1,076		$	646
Net amortization of acquired above- and below-market leases per share	$	0.01		$	—

Net amortization of debt premiums and discounts	$	627		$	583
Net amortization of debt premiums and discounts per share	$	—		$	—

Income tax benefit	$	537		$	916
Income tax benefit per share	$	—		$	—

Gain on extinguishment of debt	$	6		$	—
Gain on extinguishment of debt per share	$	—		$	—

Gain on investment	$	—		$	16,560
Gain on investment per share	$	—		$	0.08

Equity in earnings from sale of unconsolidated affiliate	$	26,395		$	—
Equity in earnings from sale of unconsolidated affiliate per share	$	0.13		$	—

Abandoned projects expense	$	(1	)	$	(125	)
Abandoned projects expense per share	$	—		$	—

Interest capitalized	$	548		$	1,208
Interest capitalized per share	$	—		$	0.01

Litigation settlements, net of related expenses	$	(1,707	)	$	4,658
Litigation settlements, net of related expenses per share	$	(0.01	)	$	0.02



	As of March 31,
	2016		2015
Straight-line rent receivable	$	67,498	$	64,340

CBL & Associates Properties, Inc.

Supplemental Financial And Operating Information

For the Three Months Ended March 31, 2016

Same-center Net Operating Income

(Dollars in thousands)



	Three Months Ended March 31,
	2016			2015
Net income	$	41,892		$	53,205

Adjustments:
Depreciation and amortization	76,506			76,266
Depreciation and amortization from unconsolidated affiliates	9,178			10,317
Noncontrolling interests' share of depreciation and amortization in other consolidated subsidiaries	(2,393		)	(2,631		)
Interest expense	55,231			59,157
Interest expense from unconsolidated affiliates	6,585			9,685
Noncontrolling interests' share of interest expense in other consolidated subsidiaries	(1,679		)	(1,695		)
Abandoned projects expense	1			125
Gain on sales of real estate assets	—			(757		)
Gain on sales of real estate assets of unconsolidated affiliates	(26,395		)	(563		)
Gain on investment	—			(16,560		)
Gain on extinguishment of debt	(6		)	—
Loss on impairment	19,685			—
Income tax benefit	(537		)	(916		)
Lease termination fees	(951		)	(1,306		)
Straight-line rent and above- and below-market lease amortization	(1,225		)	(1,330		)
Net (income) loss attributable to noncontrolling interests in other consolidated subsidiaries	3,127			(869		)
General and administrative expenses	17,168			17,230
Management fees and non-property level revenues	(4,776		)	(11,458		)
Operating Partnership's share of property NOI	191,411			187,900
Non-comparable NOI	(11,039		)	(12,481		)
Total same-center NOI ⁽¹⁾	$	180,372		$	175,419
Total same-center NOI percentage change	2.8		%

Malls	$	163,366		$	159,406
Associated centers	8,241			7,832
Community centers	6,601			6,010
Offices and other	2,164			2,171
Total same-center NOI ⁽¹⁾	$	180,372		$	175,419

Percentage Change:
Malls	2.5		%
Associated centers	5.2		%
Community centers	9.8		%
Offices and other	(0.3		)%
Total same-center NOI ⁽¹⁾	2.8		%

(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, and amortization of above and below market lease intangibles. Same-center NOI is for real estate properties and does not include the results of operations of the Company's subsidiary that provides janitorial, security and maintenance services. We include a property in our same-center pool when we own all or a portion of the property as of March 31, 2016, 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 March 31, 2016. 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 non-core, under major redevelopment, being considered for repositioning or where we intend to renegotiate the terms of the debt secured by the related property.

CBL & Associates Properties, Inc.

Supplemental Financial And Operating Information

As of March 31, 2016 and 2015

Company's Share of Consolidated and Unconsolidated Debt

(Dollars in thousands)



	As of March 31, 2016
	Fixed Rate			Variable Rate			Total per Debt Schedule			Unamortized Deferred Financing Costs			Total
Consolidated debt	$	3,466,259		$	1,232,515		$	4,698,774		$	(15,287	)	$	4,683,487
Noncontrolling interests' share of consolidated debt	(109,906		)	(7,602		)	(117,508		)	757			(116,751		)
Company's share of unconsolidated affiliates' debt	594,028			152,968			746,996			(1,574		)	745,422
Company's share of consolidated and unconsolidated debt	$	3,950,381		$	1,377,881		$	5,328,262		$	(16,104	)	$	5,312,158
Weighted average interest rate	5.40		%	1.90		%	4.49		%

	As of March 31, 2015
	Fixed Rate			Variable Rate			Total per Debt Schedule			Unamortized Deferred Financing Costs			Total
Consolidated debt	$	3,984,876		$	684,835		$	4,669,711		$	(15,833	)	$	4,653,878
Noncontrolling interests' share of consolidated debt	(114,519		)	(7,058		)	(121,577		)	922			(120,655		)
Company's share of unconsolidated affiliates' debt	669,691			98,940			768,631			(1,766		)	766,865
Company's share of consolidated and unconsolidated debt	$	4,540,048		$	776,717		$	5,316,765		$	(16,677	)	$	5,300,088
Weighted average interest rate	5.45		%	1.75		%	4.91		%

Debt-To-Total-Market Capitalization Ratio as of March 31, 2016

(In thousands, except stock price)



	Shares Outstanding	Stock Price ⁽¹⁾		Value
Common stock and operating partnership units	200,049	$	11.90	$	2,380,583
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				3,006,833
Company's share of total debt, excluding unamortized deferred financing costs				5,328,262
Total market capitalization				$	8,335,095
Debt-to-total-market capitalization ratio				63.9		%


(1)	Stock price for common stock and Operating Partnership units equals the closing price of the common stock on March 31, 2016. The stock prices for the preferred stocks represent the liquidation preference of each respective series.

CBL & Associates Properties, Inc.

Supplemental Financial And Operating Information

As of March 31, 2016 and 2015

Reconciliation of Shares and Operating Partnership Units Outstanding

(In thousands)



	Three Months Ended March 31,
2016:	Basic	Diluted
Weighted average shares - EPS	170,669	170,669
Weighted average Operating Partnership units	29,257	29,257
Weighted average shares- FFO	199,926	199,926

2015:
Weighted average shares - EPS	170,420	170,510
Weighted average Operating Partnership units	29,261	29,261
Weighted average shares- FFO	199,681	199,771

Dividend Payout Ratio



	Three Months Ended March 31,
	2016			2015
Weighted average cash dividend per share	$	0.27278		$	0.27279
FFO as adjusted, per diluted fully converted share	$	0.56		$	0.52
Dividend payout ratio	48.7		%	52.5		%

CBL & Associates Properties, Inc.

Supplemental Financial And Operating Information

As of March 31, 2016

Consolidated Balance Sheets (Unaudited; in thousands, except share data)

	As of
	March 31, 2016			December 31, 2015
ASSETS
Real estate assets:
Land, buildings and improvements, net of accumulated depreciation	$	5,643,220		$	5,781,962
Held for sale	18,721			—
Developments in progress	87,576			75,991
Net investment in real estate assets	5,749,517			5,857,953
Cash and cash equivalents	25,031			36,892
Receivables:
Tenant, net of allowance for doubtful accounts of $2,034 and $1,923 in 2016 and 2015, respectively	93,756			87,286
Other, net of allowance for doubtful accounts of $1,275 and $1,276 in 2016 and 2015, respectively	13,842			17,958
Mortgage and other notes receivable	20,491			18,238
Investments in unconsolidated affiliates	294,062			276,383
Intangible lease assets and other assets	187,229			185,281
	$	6,383,928		$	6,479,991

LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
Mortgage and other indebtedness	$	4,683,487		$	4,710,628
Accounts payable and accrued liabilities	299,691			344,434
Total liabilities	4,983,178			5,055,062
Commitments and contingencies
Redeemable noncontrolling partnership interests	20,854			25,330
Shareholders' equity:
Preferred stock, $.01 par value, 15,000,000 shares authorized:
7.375% Series D Cumulative Redeemable Preferred Stock, 1,815,000 shares outstanding	18			18
6.625% Series E Cumulative Redeemable Preferred Stock, 690,000 shares outstanding	7			7
Common stock, $.01 par value, 350,000,000 shares authorized, 170,791,235 and 170,490,948 issued and outstanding in 2016 and 2015, respectively	1,708			1,705
Additional paid-in capital	1,969,888			1,970,333
Accumulated other comprehensive income	—			1,935
Dividends in excess of cumulative earnings	(705,438		)	(689,028		)
Total shareholders' equity	1,266,183			1,284,970
Noncontrolling interests	113,713			114,629
Total equity	1,379,896			1,399,599
	$	6,383,928		$	6,479,991

CBL & Associates Properties, Inc.

Supplemental Financial And Operating Information

As of March 31, 2016

Condensed Combined Financial Statements - Unconsolidated Affiliates

(Unaudited; in thousands)



	As of
	March 31, 2016			December 31, 2015
ASSETS:
Investment in real estate assets	$	2,355,978		$	2,357,902
Accumulated depreciation	(595,145		)	(677,448		)
	1,760,833			1,680,454
Held for sale	68,064			—
Developments in progress	15,458			59,592
Net investment in real estate assets	1,844,355			1,740,046
Other assets	199,405			168,540
Total assets	$	2,043,760		$	1,908,586

LIABILITIES:
Mortgage and other indebtedness	$	1,560,802		$	1,546,272
Other liabilities	54,059			51,357
Total liabilities	1,614,861			1,597,629

OWNERS' EQUITY:
The Company	224,762			184,868
Other investors	204,137			126,089
Total owners' equity	428,899			310,957
Total liabilities and owners’ equity	$	2,043,760		$	1,908,586



	Three Months Ended March 31,
	2016			2015
Total revenues	$	64,204		$	62,472
Depreciation and amortization	(20,610		)	(19,481		)
Operating expenses	(20,072		)	(19,306		)
Income from operations	23,522			23,685
Interest income	336			332
Interest expense	(13,489		)	(18,794		)
Gain on sales of real estate assets	80,959			815
Net income	$	91,328		$	6,038



	Company's Share for the Three Months Ended March 31,
	2016			2015
Total revenues	$	30,264		$	32,835
Depreciation and amortization	(9,178		)	(10,317		)
Operating expenses	(8,762		)	(9,828		)
Income from operations	12,324			12,690
Interest income	256			255
Interest expense	(6,585		)	(9,685		)
Gain on sales of real estate assets	26,395			563
Net income	$	32,390		$	3,823

CBL & Associates Properties, Inc.

Supplemental Financial And Operating Information

For the Three Months Ended March 31, 2016

The Company presents the ratio of earnings before interest, taxes, depreciation and amortization (EBITDA) to interest because the Company believes that the EBITDA to interest coverage ratio, along with cash flows from operating activities, investing activities and financing activities, provides investors an additional indicator of the Company's ability to incur and service debt.

Ratio of EBITDA to Interest Expense

(Dollars in thousands)



	Three Months Ended March 31,
	2016			2015
EBITDA:
Net income	$	41,892		$	53,205

Adjustments:
Depreciation and amortization	76,506			76,266
Depreciation and amortization from unconsolidated affiliates	9,178			10,317
Noncontrolling interests' share of depreciation and amortization in other consolidated subsidiaries	(2,393		)	(2,631		)
Interest expense	55,231			59,157
Interest expense from unconsolidated affiliates	6,585			9,685
Noncontrolling interests' share of interest expense in other consolidated subsidiaries	(1,679		)	(1,695		)
Income and other taxes	345			(717		)
Gain on investment	—			(16,560		)
Equity in earnings from sale of unconsolidated affiliate	(26,395		)	—
Gain on extinguishment of debt	(6		)	—
Loss on impairment	19,685			—
Abandoned projects	1			125
Net (income) loss attributable to noncontrolling interests in earnings of other consolidated subsidiaries	3,127			(869		)
Gain on depreciable property	—			(67		)
Company's share of total EBITDA	$	182,077		$	186,216

Interest Expense:
Interest expense	$	55,231		$	59,157
Interest expense from unconsolidated affiliates	6,585			9,685
Noncontrolling interests' share of interest expense in other consolidated subsidiaries	(1,679		)	(1,695		)
Company's share of total interest expense	$	60,137		$	67,147




Ratio of EBITDA to Interest Expense	3.03			2.77

Reconciliation of EBITDA to Cash Flows Provided By Operating Activities (In thousands)

	Three Months Ended March 31,
	2016			2015
Company's share of total EBITDA	$	182,077		$	186,216
Interest expense	(55,231		)	(59,157		)
Noncontrolling interests' share of interest expense in other consolidated subsidiaries	1,679			1,695
Income and other taxes	(345		)	717
Net amortization of deferred financing costs and debt premiums and discounts	725			1,577
Net amortization of intangible lease assets and liabilities	(622		)	(175		)
Depreciation and interest expense from unconsolidated affiliates	(15,763		)	(20,002		)
Noncontrolling interests' share of depreciation and amortization in other consolidated subsidiaries	2,393			2,631
Noncontrolling interests in earnings of other consolidated subsidiaries	(3,127		)	869
Gains on outparcel sales	—			(690		)
Equity in earnings of unconsolidated affiliates	(5,995		)	(3,823		)
Distributions of earnings from unconsolidated affiliates	4,113			4,538
Share-based compensation expense	1,802			2,488
Provision for doubtful accounts	2,104			1,372
Change in deferred tax assets	99			507
Changes in operating assets and liabilities	(28,132		)	(13,029		)
Cash flows provided by operating activities	$	85,777		$	105,734

Supplemental Financial And Operating Information

As of March 31, 2016

Schedule of Mortgage and Other Indebtedness

(Dollars in thousands )



Property	Location	Original Maturity Date	Optional Extended Maturity Date	Interest Rate	Balance			Balance
Property	Location	Original Maturity Date	Optional Extended Maturity Date	Interest Rate	Balance			Fixed		Variable
Operating Properties:
Hickory Point Mall	Forsyth, IL	Dec-15	⁽¹⁾	5.85%	$	27,446		$	27,446	$	—
CoolSprings Crossing	Nashville, TN	Apr-16		4.54%	11,313		⁽²⁾	11,313		—
Gunbarrel Pointe	Chattanooga, TN	Apr-16		4.64%	10,083		⁽³⁾	10,083		—
Stroud Mall	Stroudsburg, PA	Apr-16		4.59%	30,276		⁽⁴⁾	30,276		—
York Galleria	York, PA	Apr-16		4.55%	48,337		⁽⁵⁾	48,337		—
Statesboro Crossing	Statesboro, GA	Jun-16	Jun-18	2.22%	11,056			—		11,056
Greenbrier Mall	Chesapeake, VA	Aug-16		5.91%	71,721			71,721		—
Hamilton Place	Chattanooga, TN	Aug-16		5.86%	98,601			98,601		—
Midland Mall	Midland, MI	Aug-16		6.10%	32,221			32,221		—
Chesterfield Mall	Chesterfield, MO	Sep-16		5.74%	140,000			140,000		—
Dakota Square Mall	Minot, ND	Nov-16		6.23%	55,452			55,452		—
Southaven Towne Center	Southaven, MS	Jan-17		5.50%	38,819			38,819		—
Cary Towne Center	Cary, NC	Mar-17		8.50%	47,910			47,910		—
Acadiana Mall	Lafayette, LA	Apr-17		5.67%	128,252			128,252		—
Hamilton Corner	Chattanooga, TN	Apr-17		5.67%	14,532			14,532		—
Layton Hills Mall	Layton, UT	Apr-17		5.66%	91,653			91,653		—
The Plaza at Fayette Mall	Lexington, KY	Apr-17		5.67%	37,862			37,862		—
The Shoppes at St. Clair Square	Fairview Heights, IL	Apr-17		5.67%	19,189			19,189		—
The Outlet Shoppes at Atlanta - Ridgewalk	Woodstock, GA	Jun-17		4.93%	2,585			—		2,585
The Outlet Shoppes at El Paso	El Paso, TX	Dec-17		7.06%	63,183			63,183		—
Kirkwood Mall	Bismarck, ND	Apr-18		5.75%	38,468			38,468		—
The Outlet Shoppes at El Paso - Phase II	El Paso, TX	Apr-18		3.19%	6,844			—		6,844
Hanes Mall	Winston-Salem, NC	Oct-18		6.99%	148,349			148,349		—
The Outlet Shoppes at Oklahoma City - Phase II	Oklahoma City, OK	Apr-19	Apr-21	3.18%	5,714			—		5,714
The Outlet Shoppes at Oklahoma City - Phase III	Oklahoma City, OK	Apr-19	Apr-21	3.19%	2,834			—		2,834
Honey Creek Mall	Terre Haute, IN	Jul-19		8.00%	27,597			27,597		—
Volusia Mall	Daytona Beach, FL	Jul-19		8.00%	47,473			47,473		—
The Outlet Shoppes at Atlanta - Parcel Development	Woodstock, GA	Dec-19		2.94%	2,142			—		2,142
The Outlet Shoppes at Atlanta - Phase II	Woodstock, GA	Dec-19		2.94%	4,053			—		4,053
The Terrace	Chattanooga, TN	Jun-20		7.25%	13,302			13,302		—
Burnsville Center	Burnsville, MN	Jul-20		6.00%	73,328			73,328		—
The Outlet Shoppes of the Bluegrass - Phase II	Simpsonville, KY	Jul-20		2.94%	10,101			—		10,101
Parkway Place	Huntsville, AL	Jul-20		6.50%	37,404			37,404		—
Valley View Mall	Roanoke, VA	Jul-20		6.50%	57,887			57,887		—
Parkdale Mall & Crossing	Beaumont, TX	Mar-21		5.85%	85,250			85,250		—
EastGate Mall	Cincinnati, OH	Apr-21		5.83%	38,184			38,184		—
Hamilton Crossing & Expansion	Chattanooga, TN	Apr-21		5.99%	9,557			9,557		—
Park Plaza Mall	Little Rock, AR	Apr-21		5.28%	88,638			88,638		—
Wausau Center	Wausau, WI	Apr-21		5.85%	17,807			17,807		—
Fayette Mall	Lexington, KY	May-21		5.42%	165,711			165,711		—
Alamance Crossing - East	Burlington, NC	Jul-21		5.83%	47,737			47,737		—
Asheville Mall	Asheville, NC	Sep-21		5.80%	71,176			71,176		—
Cross Creek Mall	Fayetteville, NC	Jan-22		4.54%	126,176			126,176		—
The Outlet Shoppes at Oklahoma City	Oklahoma City, OK	Jan-22		5.73%	54,918			54,918		—
Northwoods Mall	North Charleston, SC	Apr-22		5.08%	68,734			68,734		—



Property	Location	Original Maturity Date	Optional Extended Maturity Date	Interest Rate	Balance				Balance
Property	Location	Original Maturity Date	Optional Extended Maturity Date	Interest Rate	Balance				Fixed			Variable
Arbor Place	Atlanta (Douglasville), GA	May-22		5.10%	115,079				115,079			—
CBL Center	Chattanooga, TN	Jun-22		5.00%	19,734				19,734			—
Fashion Square	Saginaw, MI	Jun-22		4.95%	38,494				38,494			—
Jefferson Mall	Louisville, KY	Jun-22		4.75%	66,978				66,978			—
Southpark Mall	Colonial Heights, VA	Jun-22		4.85%	63,104				63,104			—
WestGate Mall	Spartanburg, SC	Jul-22		4.99%	36,759				36,759			—
The Outlet Shoppes at Atlanta	Woodstock, GA	Nov-23		4.90%	77,102				77,102			—
The Outlet Shoppes of the Bluegrass	Simpsonville, KY	Dec-24		4.05%	75,799				75,799			—
The Outlet Shoppes at Gettysburg	Gettysburg, PA	Oct-25		4.80%	38,450				38,450			—
	SUBTOTAL				2,761,374				2,716,045			45,329
Weighted-average interest rate					5.63		%		5.68		%	2.96		%

Debt Premiums (Discounts): ⁽⁶⁾					3,970				3,970			—

Total Loans On Operating Properties And Debt Premiums (Discounts)					2,765,344				2,720,015			45,329
Weighted-average interest rate					5.63		%		5.68		%	2.96		%

Operating Partnership Debt:
Unsecured credit facilities:
$500,000 capacity		Oct-19	Oct-20	1.60%	—				—			—
$100,000 capacity		Oct-19	Oct-20	1.64%	27,800				—			27,800
$500,000 capacity		Oct-20		1.63%	359,386				—			359,386
	SUBTOTAL				387,186				—			387,186

Unsecured term loans:
$350,000 Term Loan		Oct-17	Oct-19	1.78%	350,000				—			350,000
$50,000 Term Loan		Feb-18		1.99%	50,000				—			50,000
$400,000 Term Loan		Jul-18		1.94%	400,000				—			400,000
	SUBTOTAL				800,000				—			800,000
Senior unsecured notes:
Senior unsecured 5.25% notes		Dec-23		5.25%	450,000				450,000			—
Senior unsecured 5.25% notes (discount)		Dec-23		5.25%	(3,751		)		(3,751		)	—
Senior unsecured 4.60% notes		Oct-24		4.60%	300,000				300,000			—
Senior unsecured 4.60% notes (discount)		Oct-24		4.60%	(66		)		(66		)	—
	SUBTOTAL				746,183				746,183			—

Other:
Other subsidiary term loan		May-17		3.50%	61				61			—

Total Consolidated Debt					$	4,698,774		⁽⁷⁾	$	3,466,259		$	1,232,515
Weighted-average interest rate					4.56		%		5.53		%	1.84		%

Plus CBL's Share Of Unconsolidated Affiliates' Debt:
Renaissance Center - Phase I ⁽⁸⁾	Durham, NC	Jul-16		5.61%	$	15,742			$	15,742		$	—
Fremaux Town Center - Phase I	Slidell, LA	Aug-16	Aug-18	2.44%	26,345				—			26,345
Fremaux Town Center - Phase II	Slidell, LA	Aug-16	Aug-18	2.44%	19,458				—			19,458
Governor's Square Mall	Clarksville, TN	Sep-16		8.23%	7,141				7,141			—
Kentucky Oaks Mall	Paducah, KY	Jan-17		5.27%	10,124				10,124			—
The Shops at Friendly Center	Greensboro, NC	Jan-17		5.90%	19,180				19,180			—
High Pointe Commons	Harrisburg, PA	May-17		5.74%	6,291				6,291			—
Gulf Coast Town Center - Phase I	Ft. Myers, FL	Jul-17		5.60%	95,400				95,400			—
Gulf Coast Town Center - Phase III	Ft. Myers, FL	Jul-17		2.50%	2,468				—			2,468
High Pointe Commons - Phase II	Harrisburg, PA	Jul-17		6.10%	2,514				2,514			—
Ambassador Town Center	Lafayette, LA	Dec-17	Dec-19	2.24%	33,574				—			33,574
Ambassador Town Center Infrastructure Improvements	Lafayette, LA	Dec-17	Dec-19	2.44%	11,137				—			11,137



Property	Location	Original Maturity Date	Optional Extended Maturity Date	Interest Rate	Balance				Balance
Property	Location	Original Maturity Date	Optional Extended Maturity Date	Interest Rate	Balance				Fixed			Variable
Hammock Landing - Phase I	West Melbourne, FL	Feb-18	Feb-19	2.44%	21,648				—			21,648
Hammock Landing - Phase II	West Melbourne, FL	Feb-18	Feb-19	2.44%	8,369				—			8,369
The Pavilion at Port Orange	Port Orange, FL	Feb-18	Feb-19	2.44%	29,279				—			29,279
CoolSprings Galleria	Nashville, TN	Jun-18		6.98%	51,423				51,423			—
Triangle Town Center	Raleigh, NC	Dec-18	Dec-20	4.00%	17,109				17,109			—
York Town Center	York, PA	Feb-22		4.90%	17,305				17,305			—
York Town Center - Pier 1	York, PA	Feb-22		2.99%	690				—			690
West County Center	St. Louis, MO	Dec-22		3.40%	94,551				94,551			—
Friendly Shopping Center	Greensboro, NC	Apr-23		3.48%	50,000				50,000			—
Renaissance Center - Phase II ⁽⁸⁾	Durham, NC	Apr-23		3.49%	8,000				8,000			—
Coastal Grand Outparcel	Myrtle Beach, SC	Aug-24		4.09%	2,819				2,819			—
Coastal Grand	Myrtle Beach, SC	Aug-24		4.09%	58,429				58,429			—
Oak Park Mall	Overland Park, KS	Oct-25		3.97%	138,000				138,000			—
	SUBTOTAL				746,996			⁽⁷⁾	594,028			152,968

Less Noncontrolling Interests' Share Of Consolidated Debt:		Noncontrolling Interest %
Statesboro Crossing	Statesboro, GA	50%		2.22%	(5,528		)		—			(5,528		)
Hamilton Place	Chattanooga, TN	10%		5.86%	(9,860		)		(9,860		)	—
Hamilton Corner	Chattanooga, TN	10%		5.67%	(1,453		)		(1,453		)	—
Other subsidiary term loan	Chattanooga, TN	50%		3.50%	(30		)		(30		)	—
The Outlet Shoppes at Atlanta - Ridgewalk	Woodstock, GA	25%		4.93%	(646		)		—			(646		)
The Outlet Shoppes at El Paso	El Paso, TX	25%		7.06%	(15,796		)		(15,796		)	—
The Outlet Shoppes at Oklahoma City Phase II	Oklahoma City, OK	25%		3.18%	(1,428		)		—			(1,428		)
The Terrace	Chattanooga, TN	8%		7.25%	(1,064		)		(1,064		)	—
Hamilton Crossing & Expansion	Chattanooga, TN	8%		5.99%	(765		)		(765		)	—
The Outlet Shoppes at Oklahoma City	Oklahoma City, OK	25%		5.73%	(13,729		)		(13,729		)	—
CBL Center	Chattanooga, TN	8%		5.00%	(1,579		)		(1,579		)	—
The Outlet Shoppes at Atlanta	Woodstock, GA	25%		4.90%	(19,275		)		(19,275		)	—
The Outlet Shoppes of the Bluegrass	Simpsonville, KY	35%		4.05%	(26,530		)		(26,530		)	—
The Outlet Shoppes at Gettysburg	Gettysburg, PA	50%		4.80%	(19,225		)		(19,225		)	—
					(116,908		)		(109,306		)	(7,602		)

Less Noncontrolling Interests' Share Of Debt Premiums: ⁽⁵⁾
The Outlet Shoppes at El Paso	El Paso, TX	25%		4.75%	(600		)		(600		)	—

	SUBTOTAL				(117,508		)	⁽⁷⁾	(109,906		)	(7,602		)

Company's Share Of Consolidated And Unconsolidated Debt					$	5,328,262		⁽⁷⁾	$	3,950,381		$	1,377,881
Weighted-average interest rate					4.49		%		5.40		%	1.90		%

Total Debt of Unconsolidated Affiliates:
Renaissance Center Phase I ⁽⁸⁾	Durham, NC	Jul-16		5.61%	$	31,484			$	31,484		$	—
Fremaux Town Center	Slidell, LA	Aug-16	Aug-18	2.44%	40,530				—			40,530
Fremaux Town Center Phase II	Slidell, LA	Aug-16	Aug-18	2.44%	29,935				—			29,935
Governor's Square Mall	Clarksville, TN	Sep-16		8.23%	15,033				15,033			—
Kentucky Oaks Mall	Paducah, KY	Jan-17		5.27%	20,249				20,249			—
The Shops at Friendly Center	Greensboro, NC	Jan-17		5.90%	38,359				38,359			—
High Pointe Commons	Harrisburg, PA	May-17		5.74%	12,582				12,582			—
Gulf Coast Town Center Phase I	Ft. Myers, FL	Jul-17		5.60%	190,800				190,800			—
Gulf Coast Town Center Phase III	Ft. Myers, FL	Jul-17		2.50%	4,936				—			4,936
High Pointe Commons Phase II	Harrisburg, PA	Jul-17		6.10%	5,027				5,027			—
Ambassador Town Center	Lafayette, LA	Dec-17	Dec-19	2.24%	33,574				—			33,574
Ambassador Town Center Infrastructure Improvements	Lafayette, LA	Dec-17	Dec-19	2.44%	11,137				—			11,137
Hammock Landing Phase I	West Melbourne, FL	Feb-18	Feb-19	2.44%	43,297				—			43,297
Hammock Landing Phase II	West Melbourne, FL	Feb-18	Feb-19	2.44%	16,737				—			16,737



Property	Location	Original Maturity Date	Optional Extended Maturity Date	Interest Rate	Balance			Balance
Property	Location	Original Maturity Date	Optional Extended Maturity Date	Interest Rate	Balance			Fixed			Variable
The Pavilion at Port Orange	Port Orange, FL	Feb-18	Feb-19	2.44%	58,558			—			58,558
CoolSprings Galleria	Nashville, TN	Jun-18		6.98%	102,847			102,847			—
Triangle Town Center	Raleigh, NC	Dec-18	Dec-20	4.00%	171,092			171,092			—
York Town Center	York, PA	Feb-22		4.90%	34,610			34,610			—
York Town Center - Pier 1	York, PA	Feb-22		2.99%	1,381			—			1,381
West County Center	St. Louis, MO	Dec-22		3.40%	189,103			189,103			—
Friendly Shopping Center	Greensboro, NC	Apr-23		3.48%	100,000			100,000			—
Renaissance Center Phase II ⁽⁸⁾	Durham, NC	Apr-23		3.49%	16,000			16,000			—
Coastal Grand Outparcel	Myrtle Beach, SC	Aug-24		4.09%	5,639			5,639			—
Coastal Grand	Myrtle Beach, SC	Aug-24		4.09%	116,858			116,858			—
Oak Park Mall	Overland Park, KS	Oct-25		3.97%	276,000			276,000			—
					$	1,565,768		$	1,325,683		$	240,085
Weighted-average interest rate					4.21		%	4.54		%	2.42		%


(1)	The loan was modified in April 2016 to extend the maturity date to December 2018 with a one-year extension option. The interest rate remains the same but future amortization payments have been eliminated.


(2)	The Company has an interest rate swap on a notional amount of $11,313, amortizing to $11,313 over the term of the swap, related to CoolSprings Crossing to effectively fix the interest rate on that variable-rate loan. Therefore, this amount is currently reflected as having a fixed rate. The swap terminated in April 2016.


(3)	The Company has an interest rate swap on a notional amount of $10,083, amortizing to $10,083 over the term of the swap, related to Gunbarrel Pointe to effectively fix the interest rate on that variable-rate loan. Therefore, this amount is currently reflected as having a fixed rate. The swap terminated in April 2016.


(4)	The Company has an interest rate swap on a notional amount of $30,276, amortizing to $30,276 over the term of the swap, related to Stroud Mall to effectively fix the interest rate on that variable-rate loan. Therefore, this amount is currently reflected as having a fixed rate. The swap terminated in April 2016.


(5)	The Company has an interest rate swap on a notional amount of $48,337, amortizing to $48,337 over the term of the swap, related to York Galleria to effectively fix the interest rate on that variable-rate loan. Therefore, this amount is currently reflected as having a fixed rate. The swap terminated in April 2016.


(6)	The weighted average interest rates used for debt premiums (discounts) reflect the market interest rate in effect as of the assumption of the related debt.


(7)	See page 11 for unamortized deferred financing costs.


(8)	In April 2016, the Company sold 100% of its interests in Renaissance Center. Concurrent with the sale, the loan on Phase I was retired and the loan on Phase II was assumed by the buyer.

CBL & Associates Properties, Inc.

Supplemental Financial And Operating Information

As of March 31, 2016

Schedule of Maturities of Mortgage and Other Indebtedness

(Dollars in thousands)

Based on Maturity Dates As Though All Extension Options Available Have Been Exercised:



Year	Consolidated Debt		CBL's Share of Unconsolidated Affiliates' Debt		Noncontrolling Interests' Share of Consolidated Debt			CBL's Share of Consolidated and Unconsolidated Debt			% of Total		Weighted Average Interest Rate
2016	525,450		22,883		(9,860		)	538,473			10.11	%	5.67	%
2017	444,046		135,977		(17,925		)	562,098			10.55	%	5.98	%
2018	654,717		97,226		(5,528		)	746,415			14.01	%	3.54	%
2019	431,265		104,007		—			535,272			10.05	%	2.78	%
2020	579,208		17,109		(1,064		)	595,253			11.17	%	3.16	%
2021	532,608		—		(2,193		)	530,415			9.95	%	5.58	%
2022	589,976		112,546		(15,308		)	687,214			12.90	%	4.72	%
2023	527,102		58,000		(19,275		)	565,827			10.62	%	5.03	%
2024	375,799		61,248		(26,530		)	410,517			7.70	%	4.46	%
2025	38,450		138,000		(19,225		)	157,225			2.95	%	4.07	%
Face Amount of Debt	4,698,621		746,996		(116,908		)	5,328,709			100.01	%	4.49	%
Net Premiums on Debt	153		—		(600		)	(447		)	(0.01	)%	—	%
Total	$	4,698,774	$	746,996	$	(117,508	)	$	5,328,262		100.00	%	4.49	%

Based on Original Maturity Dates:



Year	Consolidated Debt		CBL's Share of Unconsolidated Affiliates' Debt		Noncontrolling Interests' Share of Consolidated Debt			CBL's Share of Consolidated and Unconsolidated Debt			% of Total		Weighted Average Interest Rate
2016	536,506		68,686		(15,388		)	589,804			11.07	%	5.39	%
2017	794,046		180,688		(17,925		)	956,809			17.96	%	4.28	%
2018	643,661		127,828		—			771,489			14.48	%	3.54	%
2019	117,613		—		(1,428		)	116,185			2.18	%	5.91	%
2020	551,408		—		(1,064		)	550,344			10.33	%	3.21	%
2021	524,060		—		(765		)	523,295			9.82	%	5.61	%
2022	589,976		112,546		(15,308		)	687,214			12.90	%	4.72	%
2023	527,102		58,000		(19,275		)	565,827			10.62	%	5.03	%
2024	375,799		61,248		(26,530		)	410,517			7.70	%	4.46	%
2025	38,450		138,000		(19,225		)	157,225			2.95	%	4.07	%
Face Amount of Debt	4,698,621		746,996		(116,908		)	5,328,709			100.01	%	4.49	%
Net Premiums on Debt	153		—		(600		)	(447		)	(0.01	)%	—	%
Total	$	4,698,774	$	746,996	$	(117,508	)	$	5,328,262		100.00	%	4.49	%



Unsecured Debt Covenant Compliance Ratios	Required	Actual
Debt to total asset value	< 60%	49.5%
Unencumbered asset value to unsecured indebtedness	> 1.6x	2.3x
Unencumbered NOI to unsecured interest expense	> 1.75x	5.1x
EBITDA to fixed charges (debt service)	> 1.5x	2.3x



Senior Unsecured Notes Compliance Ratios	Required	Actual
Total debt to total assets	< 60%	54.4%
Secured debt to total assets	< 45%	31.3%
Total unencumbered assets to unsecured debt	> 150%	217.7%
Consolidated income available for debt service to annual debt service charge	> 1.5x	3.2x

CBL & Associates Properties, Inc.

Supplemental Financial And Operating Information

For the Three Months Ended March 31, 2016

Mall Portfolio Statistics

TIER 1

Sales ≥ $375 per square foot

Property

Location

Total GLA

Stabilized Mall

Sales Per Square

Foot for the Twelve

Months Ended⁽¹⁾

Mall Occupancy

% of Total
Mall NOI for the Three Months Ended 3/31/16

3/31/16

3/31/15

3/31/16

3/31/15

Acadiana Mall

Lafayette, LA

991,291

Coastal Grand

Myrtle Beach, SC

1,038,084

CoolSprings Galleria

Nashville, TN

1,142,777

Cross Creek Mall

Fayetteville, NC

1,045,311

Dakota Square Mall

Minot, ND

741,137

Fayette Mall

Lexington, KY

1,227,839

Friendly Center and The Shops at Friendly

Greensboro, NC

1,137,636

Governor's Square

Clarksville, TN

738,016

Hamilton Place

Chattanooga, TN

1,150,185

Hanes Mall

Winston-Salem, NC

1,504,440

Harford Mall

Bel Air, MD

505,483

Jefferson Mall

Louisville, KY

894,132

Mall del Norte

Laredo, TX

1,170,540

Mayfaire Town Center

Wilmington, NC

589,000

Oak Park Mall

Overland Park, KS

1,609,821

The Outlet Shoppes at Atlanta ⁽²⁾

Woodstock, GA

404,563

The Outlet Shoppes at El Paso

El Paso, TX

431,134

The Outlet Shoppes of the Bluegrass ⁽²⁾

Simpsonville, KY

428,061

Park Plaza

Little Rock, AR

540,167

Post Oak Mall

College Station, TX

759,632

St. Clair Square

Fairview Heights, IL

1,085,753

Sunrise Mall

Brownsville, TX

801,392

Volusia Mall

Daytona Beach, FL

1,097,584

West County Center

Des Peres, MO

1,197,210

West Towne Mall

Madison, WI

823,505

Total Tier 1 Malls

23,054,693

444

437

93.5

92.7

43.1

Mall Portfolio Statistics (continued)

TIER 2

Sales of ≥ $300 to < $375 per square foot

Property

Location

Total GLA

Stabilized Mall

Sales Per Square

Foot for the Twelve

Months Ended⁽¹⁾

Mall Occupancy

% of Total
Mall NOI for the Three Months Ended 3/31/16

3/31/16

03/31/15

3/31/16

3/31/15

Arbor Place

Atlanta (Douglasville), GA

1,163,432

Asheville Mall

Asheville, NC

974,552

Brookfield Square

Brookfield, WI

1,008,297

Burnsville Center

Burnsville, MN

1,046,359

CherryVale Mall

Rockford, IL

849,253

East Towne Mall

Madison, WI

787,809

EastGate Mall

Cincinnati, OH

860,830

Eastland Mall

Bloomington, IL

760,833

Frontier Mall

Cheyenne, WY

524,239

Greenbrier Mall

Chesapeake, VA

890,851

Honey Creek Mall

Terre Haute, IN

677,322

Imperial Valley Mall

El Centro, CA

827,648

Kirkwood Mall

Bismarck, ND

849,273

Laurel Park Place

Livonia, MI

494,889

Layton Hills Mall

Layton, UT

597,648

Meridian Mall

Lansing, MI

968,601

Mid Rivers Mall

St. Peters, MO

1,076,184

Northgate Mall

Chattanooga, TN

761,913

Northpark Mall

Joplin, MO

938,027

Northwoods Mall

North Charleston, SC

773,547

Old Hickory Mall

Jackson, TN

538,991

The Outlet Shoppes at Oklahoma City

Oklahoma City, OK

375,933

Parkdale Mall

Beaumont, TX

1,248,167

Parkway Place

Huntsville, AL

648,267

Pearland Town Center

Pearland, TX

646,996

Richland Mall

Waco, TX

686,628

South County Center

St. Louis, MO

1,043,621

Southaven Towne Center

Southaven, MS

567,640

Southpark Mall

Colonial Heights, VA

672,975

Turtle Creek Mall

Hattiesburg, MS

846,121

Valley View Mall

Roanoke, VA

844,517

WestGate Mall

Spartanburg, SC

954,084

Westmoreland Mall

Greensburg, PA

979,576

York Galleria

York, PA

764,773

Total Tier 2 Malls

27,649,796

347

337

90.5

88.6

43.5

Mall Portfolio Statistics (continued)



TIER 3 Sales < $300 per square foot
Property	Location	Total GLA	Stabilized Mall Sales Per Square Foot for the Twelve Months Ended⁽¹⁾				Mall Occupancy				% of Total Mall NOI for the Three Months Ended 3/31/16
Property	Location	Total GLA	3/31/16		3/31/15		3/31/16		3/31/15		% of Total Mall NOI for the Three Months Ended 3/31/16
Alamance Crossing	Burlington, NC	881,700
Bonita Lakes Mall	Meridian, MS	631,923
College Square	Morristown, TN	450,398
Fashion Square	Saginaw, MI	748,483
Foothills Mall	Maryville, TN	463,751
Janesville Mall	Janesville, WI	600,710
Kentucky Oaks Mall	Paducah, KY	1,062,196
The Lakes Mall	Muskegon, MI	587,973
Monroeville Mall	Pittsburgh, PA	1,077,520
The Outlet Shoppes at Gettysburg	Gettysburg, PA	247,622
Randolph Mall	Asheboro, NC	384,118
Regency Mall	Racine, WI	789,368
Stroud Mall	Stroudsburg, PA	403,258
Walnut Square	Dalton, GA	495,970
Total Tier 3 Malls		8,824,990	$	270	$	263	84.9	%	86.4	%	8.9	%

Total Mall Portfolio		59,529,479	$	378	$	369	90.9	%	89.8	%	95.5	%

Excluded Malls ⁽³⁾

Property



Property Type	Square Feet		Prior Gross Rent PSF		New Initial Gross Rent PSF		% Change Initial		New Average Gross Rent PSF ⁽²⁾		% Change Average
All Property Types ⁽¹⁾	$	552,914	$	39.13	$	39.22	0.2	%	$	40.31	3.0	%
Stabilized malls	520,801		40.26		40.27		—	%	41.37		2.8	%
New leases	112,239		40.41		47.51		17.6	%	50.27		24.4	%
Renewal leases	408,562		40.22		38.28		(4.8	)%	38.93		(3.2	)%



		Average Annual Base Rents Per Square Foot ⁽³⁾By Property Type For Small Shop Space Less Than 10,000 SquareFeet:
Total Leasing Activity:

			As of March 31,
	Square Feet		2016		2015
Operating portfolio:		Same-center malls	$	31.68	$	31.22
New leases	329,599	Stabilized malls	31.79		31.14
Renewal leases	760,925	Non-stabilized malls ⁽⁴⁾	26.09		21.61
Development portfolio:		Associated centers ⁽⁵⁾	13.93		12.88
New leases	131,686	Community centers ⁽⁵⁾	16.16		15.54
Total leased	1,222,210	Office buildings⁽⁵⁾	19.69		19.37



	Number of Leases	Square Feet	Term (in years)	Initial Rent PSF		Average Rent PSF		Expiring Rent PSF		Initial Rent Spread					Average Rent Spread
Commencement 2016:
New	73	235,453	9.02	$	49.14	$	51.80	$	42.61	$	6.53		15.3	%	$	9.19	21.6	%
Renewal	323	944,166	3.46	39.88		40.48		40.08		(0.20		)	(0.5	)%	0.40		1.0	%
Commencement 2016 Total	396	1,179,619	4.48	$	41.73	$	42.74	$	40.58	$	1.15		2.8	%	$	2.16	5.3	%

Commencement 2017:
New	6	5,665	9.65	$	109.76	$	117.80	$	81.99	$	27.77		33.9	%	$	35.81	43.7	%
Renewal	29	88,814	3.97	40.05		40.68		39.05		1.00			2.6	%	1.63		4.2	%
Commencement 2017 Total	35	94,479	4.94	$	44.23	$	45.31	$	41.63	$	2.60		6.2	%	$	3.68	8.8	%

Total 2016/2017	431	1,274,098	4.52	$	41.91	$	42.93	$	40.66	$	1.25		3.1	%	$	2.27	5.6	%



	Tenant	Number of Stores	Square Feet	Percentage of Total Annualized Revenues
1	L Brands, Inc ⁽¹⁾	163	877,155	3.49%
2	Signet Jewelers Limited ⁽²⁾	215	324,603	2.82%
4	Ascena Retail Group, Inc. ⁽³⁾	208	1,052,074	2.52%
3	Foot Locker, Inc.	133	582,919	2.34%
5	AE Outfitters Retail Company	79	487,005	1.97%
6	Dick's Sporting Goods, Inc. ⁽⁴⁾	30	1,669,370	1.71%
7	Genesco Inc. ⁽⁵⁾	192	307,928	1.70%
8	The Gap, Inc.	64	722,794	1.60%
9	Luxottica Group, S.P.A. ⁽⁶⁾	119	263,271	1.22%
10	Express Fashions	44	365,486	1.18%
11	Abercrombie & Fitch, Co.	51	347,592	1.17%
12	Forever 21 Retail, Inc.	23	460,658	1.17%
13	JC Penney Company, Inc. ⁽⁷⁾	61	6,981,249	1.16%
14	Finish Line, Inc.	60	311,636	1.11%
15	Charlotte Russe Holding, Inc.	57	364,514	1.08%
16	The Buckle, Inc.	52	266,935	1.02%
17	Best Buy Co., Inc. ⁽⁸⁾	62	547,139	0.97%
18	Aeropostale, Inc.	69	262,303	0.94%
19	Claire's Stores, Inc.	111	139,336	0.81%
20	Shoe Show, Inc.	50	648,167	0.80%
21	Barnes & Noble Inc.	20	586,329	0.77%
22	The Children's Place Retail Stores, Inc.	61	265,624	0.76%
23	Cinemark	10	524,773	0.75%
24	New York & Company, Inc.	39	261,157	0.73%
25	H&M	27	552,089	0.68%
		2,000	19,172,106	34.47%

(1)	L Brands, Inc operates Victoria's Secret, PINK, White Barn Candle and Bath & Body Works.
(2)	Signet Jewelers Limited operates Kay Jewelers, Marks & Morgan, JB Robinson, Shaw's Jewelers, Osterman's Jewelers, LeRoy's Jewelers, Jared Jewelers, Belden Jewelers, Ultra Diamonds, Rogers Jewelers, Zales, Peoples and Piercing Pagoda.
(3)	Ascena Retail Group, Inc. operates Justice, Dressbarn, Maurices, Lane Bryant and Catherines, Ann Taylor, LOFT, and Lou & Grey.
(4)	Dick's Sporting Goods, Inc. operates Dick's Sporting Goods, Golf Galaxy and Field & Stream stores.
(5)	Genesco Inc. operates Journey's, Underground by Journeys, Shi by Journey's, Johnston & Murphy, Hat Shack, Lids, Hat Zone and Clubhouse stores.
(6)	Luxottica Group, S.P.A. operates Lenscrafters, Sunglass Hut, and Pearle Vision.
(7)	JC Penney Co., Inc. owns 31 of these stores. The above chart includes one leased store at College Square Mall that the Company terminated in April 2016 for redevelopment.
(8)	Best Buy Co., Inc. operates Best Buy and Best Buy Mobile.



	Three Months Ended March 31,
	2016		2015
Tenant allowances⁽¹⁾	$	11,645	$	12,696

Renovations⁽²⁾	3,114		2,163

Deferred maintenance: ⁽³⁾
Parking lot and parking lot lighting	720		1,912
Roof repairs and replacements	669		931
Other capital expenditures	4,125		1,066
Total deferred maintenance expenditures	5,514		3,909

Total capital expenditures	$	20,273	$	18,768

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CBL & ASSOCIATES PROPERTIES INC Reports


-	Lender Malls - Malls for which we are working or intend to work with the lender on the terms of the loan secured by the related Property.


-	Minority Interest Malls - Malls in which we own an interest of 25% or less.


(1)	Includes stabilized malls, associated centers, community centers and other.


(2)	Average gross rent does not incorporate allowable future increases for recoverable common area expenses.


(4)	Includes The Outlet Shoppes of the Bluegrass and The Outlet Shoppes at Atlanta as of March 31, 2016 and The Outlet Shoppes of the Bluegrass, The Outlet Shoppes at Atlanta and Fremaux Town Center as of March 31, 2015.


(5)	Includes annual base rent per square foot for all leased locations regardless of size.



(1)	Tenant allowances, sometimes made to third-generation tenants, are recovered through minimum rents from the tenants over the term of the lease.
(2)	Renovation capital expenditures for remodelings and upgrades to enhance our competitive position in the market area. A portion of these expenditures covering items such as new floor coverings, painting, lighting and new seating areas are also recovered through tenant billings. The costs of other items such as new entrances, new ceilings and skylights are not recovered from tenants. We estimate that 30% of our renovation expenditures are recoverable from our tenants over a ten to fifteen year period.
(3)	The capital expenditures incurred for maintenance such as parking lot repairs, parking lot lighting and roofs are classified as deferred maintenance expenditures. These expenditures are billed to tenants as common area maintenance expense and the majority is recovered over a five to fifteen year period.



	2016		2015
Quarter ended:
March 31,	$	658	$	695
June 30,			284
September 30,			806
December 31,			880
	$	658	$	2,665



				CBL's Share of
Property	Location	CBL Ownership Interest	Total Project Square Feet	Total Cost ⁽¹⁾		Cost to Date ⁽²⁾		Expected Opening Date	Initial Unleveraged Yield
Community Center:
Ambassador Town Center	Lafayette, LA	65%	431,070	$	40,724	$	28,929	Spring-16	8.8%

Mall Expansions:
Friendly Center - Cheesecake Factory	Greensboro, NC	50%	9,156	2,307		193		Fall-16	10.8%
Friendly Center - Shops	Greensboro, NC	50%	12,765	2,638		509		Fall-16	8.1%
			21,921	4,945		702
Community Center Expansions:
The Forum at Grandview - Expansion	Madison, MS	75%	24,516	5,624		167		Fall-16	8.5%
Hammock Landing - Expansion	West Melbourne, FL	50%	23,717	2,351		177		Fall-16	10.7%
High Pointe Commons - (Petco)	Harrisburg, PA	50%	12,885	1,055		60		Oct-16	10.5%
			61,118	9,030		404

Mall Redevelopments:
CoolSprings Galleria - Sears Redevelopment (American Girl, Cheesecake Factory)	Nashville, TN	50%	182,163	32,816		23,511		May-15/Summer-16	7.4%
Northpark Mall - (Dunham's Sports)	Joplin, MO	100%	80,524	3,362		830		Fall-16	9.5%
Oak Park Mall - Self Development	Overland Park, KS	50%	6,735	1,210		605		Summer-16	8.2%
Randolph Mall - JCP Redevelopment (Ross/ULTA)	Asheboro, NC	100%	33,796	4,372		3,164		Summer-16	7.8%
			303,218	41,760		28,110

Total Properties Under Development			817,327	$	96,459	$	58,145



Shadow Pipeline of Properties Under Development at March 31, 2016
(Dollars in thousands)
				CBL's Share of
Property	Location	CBL Ownership Interest	Total Project Square Feet	Estimated Total Cost⁽¹⁾	Expected Opening Date	Initial Unleveraged Yield
Outlet Center:
The Outlet Shoppes at Laredo	Laredo, TX	65%	350,000 - 360,000	$68,000 - $72,000	Winter-16	9% - 10%

Mall Expansions:
Dakota Square Mall - Expansion	Minot, ND	100%	23,000 - 26,000	$7,000 - $8,000	Fall-16	7% - 8%
Hamilton Place - Theatre	Chattanooga, TN	100%	30,000 - 35,000	5,000 - 6,000	Fall-16	9% - 10%
Mayfaire Town Center - Phase I	Wilmington, NC	100%	65,000 - 70,000	19,000 - 21,000	Spring-17	8% - 9%
			118,000 - 131,000	31,000 - 35,000
Mall Redevelopment:
College Square - JCP Redevelopment	Morristown, TN	100%	90,000 - 95,000	14,000 - 15,500	Fall-16	7% - 8%

Total Shadow Pipeline			558,000 - 586,000	$113,000 - $122,500



(1)	Total Cost is presented net of reimbursements to be received.
(2)	Cost to Date does not reflect reimbursements until they are received.