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CBL & Associates Properties(CBL) - 2021 Q1 - Quarterly Report

Financial Performance - Total revenues for the three months ended March 31, 2021, were $133.2 million, a decrease of 20.5% compared to $167.6 million for the same period in 2020[21]. - Net loss for the three months ended March 31, 2021, was $28.3 million, compared to a net loss of $139.3 million for the same period in 2020, representing an improvement of 79.7%[21]. - Rental revenues decreased to $128.2 million for the three months ended March 31, 2021, down 20.5% from $161.2 million in the same period of 2020[21]. - Total expenses for the three months ended March 31, 2021, were $166.2 million, a reduction of 36.7% compared to $262.9 million for the same period in 2020[21]. - The company reported a comprehensive loss of $28.3 million for the three months ended March 31, 2021, compared to a comprehensive loss of $139.3 million for the same period in 2020[24]. - Basic and diluted net loss attributable to common shareholders was $0.14 per share for the three months ended March 31, 2021, compared to a loss of $0.75 per share for the same period in 2020[21]. - The net loss for the three months ended March 31, 2021, was $28,280 compared to a net loss of $139,294 for the same period in 2020[32]. - The company reported a net loss of $28,280,000 for the three months ended March 31, 2021, compared to a net loss of $139,294,000 for the same period in 2020, indicating a significant reduction in losses[49]. - The net loss attributable to common shareholders for the three months ended March 31, 2021, was $26.8 million, compared to a net loss of $133.9 million in the prior year[148]. Cash and Liquidity - Cash and cash equivalents increased to $84.7 million as of March 31, 2021, compared to $61.8 million as of December 31, 2020[19]. - Cash and cash equivalents at the end of the period on March 31, 2021, were $168,167, compared to $185,126 at the end of the previous year[32]. - Cash and cash equivalents increased to $84.646 million as of March 31, 2021, up from $61.772 million as of December 31, 2020[35]. - Cash paid for interest, net of amounts capitalized, was $14,055 for the three months ended March 31, 2021[32]. - Cash used in investing activities decreased significantly from $172.6 million in Q1 2020 to $2.6 million in Q1 2021[179]. - The company had $84.7 million in unrestricted cash and $232.8 million in U.S. Treasury securities[175]. Debt and Liabilities - Mortgage and other indebtedness, net, decreased to $1.0 billion as of March 31, 2021, from $1.2 billion as of December 31, 2020[19]. - Total liabilities subject to compromise were $2,551,354 as of March 31, 2021[112]. - The company has a senior secured credit facility of $1,185,000, which includes a revolving line of credit and a term loan[111]. - The total mortgage and other indebtedness amounted to $3,529,839, with a weighted-average interest rate of 7.25%[111]. - The company entered into a restructuring support agreement with secured credit facility lenders and senior unsecured noteholders in March 2021[111]. - The company has not made any interest payments on its senior unsecured notes or secured credit facility since the Chapter 11 Cases commenced on November 1, 2020[67]. - The company believes there is substantial doubt about its ability to continue as a going concern within one year after the financial statements are issued[62]. Impairment and Asset Valuation - The company incurred a loss on impairment of $57,182 during the three months ended March 31, 2021[32]. - The company recorded impairment charges of $57,182 for the three months ended March 31, 2021, related to three malls[74]. - The company recognized a $57.182 million loss on impairment of real estate for the three months ended March 31, 2021, compared to a $133.644 million loss in the same period of 2020[166]. - The fair value of the Eastland Mall was determined to be $10,700, resulting in an impairment loss of $13,243 due to a decline in cash flows[88]. - The fair value of the Old Hickory Mall was assessed at $12,400, leading to an impairment loss of $20,149[88]. - The fair value of the Stroud Mall was estimated at $15,400, with an impairment loss of $23,790 recognized[88]. Operational Highlights - The company has been impacted by the COVID-19 pandemic, which has adversely affected its revenues, results of operations, and cash flows throughout 2021, with ongoing uncertainty regarding future impacts[56]. - The company is focusing on transforming properties into suburban town centers and diversifying tenant mix to stabilize portfolio and revenues[148]. - Same-center sales in the mall portfolio for the first two months of 2021 were down only 3% compared to the same period in 2020, while sales increased over 12% compared to Q1 2019[146]. - The total portfolio occupancy rate as of March 31, 2021, was 85.4%, down from 89.5% as of March 31, 2020[170]. - New leases signed in the operating portfolio decreased from 278,366 square feet in 2020 to 144,197 square feet in 2021, a decline of 48.1%[172]. Restructuring and Bankruptcy - The Company entered into a Restructuring Support Agreement with Consenting Noteholders representing over 69% of the aggregate principal amount of the Notes, aiming to eliminate more than $1,681,900 in debt and preferred obligations[59]. - The Proposed Plan includes a significant reduction in interest expense and offers Consenting Noteholders $95,000 in cash, $555,000 in new senior secured notes, and 89% in common equity of the newly reorganized Company[59]. - The company is currently operating as debtors-in-possession under Chapter 11, allowing it to continue business operations while restructuring[149]. - The ongoing litigation with the Bank Lenders is stayed and will be dismissed upon the Bankruptcy Court's confirmation of the Proposed Plan[59]. - The company anticipates restructuring its unsecured debt maturities through the Chapter 11 bankruptcy process[176]. Shareholder Information - The Company’s common stock was suspended from trading on the NYSE and began trading on the OTC Markets under new symbols due to low trading price levels[63]. - The total market capitalization as of March 31, 2021, was based on a common stock price of $0.13 and preferred stock prices of $250.00 for Series D and E[191]. - The company has 10,400,000 shares available for issuance under the 2012 Stock Incentive Plan, which was approved by shareholders[134]. Internal Controls and Governance - The company experienced a material weakness in internal control over financial reporting due to insufficient personnel to meet accounting and financial reporting requirements[211]. - The Company believes that the condensed consolidated financial statements fairly present its financial position despite identified material weaknesses[212]. - The Company plans to remediate the material weakness by hiring additional personnel and may utilize outside advisors on a short-term basis[213].