CBL CBL and Associates Properties Inc

(Check One)    

☒  Form 10-K     ☐  Form 20-F     ☐  Form 11-K     ☐  Form 10-Q

☐  Form 10-D     ☐  Form N-SAR     ☐  Form N-CSR

For Period Ended: December 31, 2020

☐  Transition Report on Form 10-K

☐  Transition Report on Form 20-F

☐  Transition Report on Form 11-K

☐  Transition Report on Form 10-Q

☐  Transition Report on Form N-SAR

For the Transition Period Ended:

Read Instruction (on back page) Before Preparing Form. Please Print or Type.

Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

☒   

(a)

The reason described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;

(b)

The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-SAR or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date; and

(c)

The accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.

(1) 

Name and telephone number of person to contact in regard to this notification

Farzana Khaleel

423

855-0001

(Name)

(Area Code)

(Telephone Number)

(2)

Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If answer is no, identify report(s).    ☒  Yes    ☐  No

(3)

Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof?    ☒  Yes    ☐  No

•

Total revenues decreased approximately $192.8 million due to (i) store closures and rent concessions that were in effect prior to the COVID-19 pandemic for tenants with high occupancy cost levels and tenants that closed in 2019 due to bankruptcy and (ii) store closures and rent concessions involving tenants that are in bankruptcy or are struggling financially due to the impacts of the COVID-19 pandemic, including $25.4 million of rent abatements and $48.2 million in uncollectable revenues for past due tenants. Percentage rent declined $7.6 million as a result of store closures and lower retail sales due to mandated property closures and reduced traffic.

•

Total property operating expenses (operating expenses, real estate taxes and maintenance and repair expenses) decreased approximately $42.8 million primarily due to the implementation of comprehensive programs to reduce operating expenses to mitigate the impact of the COVID-19 pandemic, including salary reductions, furloughs, reductions-in-force and other operating expense initiatives.

•

For the year ended December 31, 2020, the Company recognized $213.4 million of loss on impairment of real estate to write down the book value of six malls. For the year ended December 31, 2019, the Company recognized $239.5 million of loss on impairment of real estate to write down the book value of six malls and one community center.

•

In 2020, the Company recorded prepetition charges of $23.9 million representing professional fees related to its negotiations with the administrative agent and lenders under the secured credit facility and certain holders of its senior unsecured notes regarding a restructure of such indebtedness prior to the filing of the Chapter 11 Cases.

•

During the year ended December 31, 2020, the Company recorded reorganization items of $36.0 million consisting of professional fees directly related to the Chapter 11 Cases, as well as unamortized deferred financing costs and unamortized debt discounts expensed in accordance with Accounting Standards Codification (“ASC”) 852 – Reorganizations (“ASC 852”).

•

During the year ended December 31, 2020, the Company recognized a credit to litigation settlement expense of $7.9 million related to claim amounts that were released pursuant to the terms of the settlement agreement. During the year ended December 31, 2019, the Company recognized $61.8 million of litigation settlement expense related to the settlement of a class action lawsuit, net of amounts that were released.

•

Gain on extinguishment of debt decreased approximately $39.2 million due to the timing of when properties were conveyed to lenders or disposed of to settle the related debt secured by the property.

•

Gain on investments/deconsolidation decreased approximately $67.2 million due to the deconsolidation of two outlet centers.

•

Equity in earnings (losses) of unconsolidated affiliates decreased by $19.8 million during the year ended December 31, 2020 compared to the prior-year period. The decrease was primarily due to lower earnings of its unconsolidated affiliates due to the impacts of the mandated property closures during 2020 as a result of COVID-19, including an increase in estimates of uncollectable rental revenues and abatements of rent, as well as an increase in the amortization of the Company’s inside/outside basis difference related to the three properties that were deconsolidated late in 2019.

•

Net loss attributable to common shareholders increased approximately $178.8 million.

Date:

April 1, 2021

By

CBL & ASSOCIATES PROPERTIES, INC.

/s/ Farzana Khaleel

Farzana Khaleel

Executive Vice President -

Chief Financial Officer and Treasurer

CBL & ASSOCIATES LIMITED PARTNERSHIP

/s/ Farzana Khaleel

Farzana Khaleel

Executive Vice President -

Chief Financial Officer and Treasurer

ATTENTION

Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).