CBL Well-Positioned for Growth With Lower
Leverage, Greater Liquidity and a Simplified Capital Structure
CBL Properties (NYSE: CBL) today announced that it successfully
completed its Chapter 11 reorganization. CBL emerged with a
significantly improved capital structure, greater financial
flexibility and a lowered cost of capital, positioning the company
with a much-improved balance sheet and primed to pursue future
growth opportunities.
“This is a huge day for CBL,” said Stephen D. Lebovitz, Chief
Executive Officer of CBL. “After a year of focused effort and
collaboration with our major stakeholders, we emerge a renewed
organization with a fresh start. The entire CBL team has shown
incredible resilience, persistence and extraordinary effort in
getting us to this point. Our improved cost structure, disciplined
approach to capital investment and diverse portfolio of
freestanding outparcels, open-air shopping centers and
market-dominant malls, along with our talented team, position CBL
to generate robust free cash flow and generate significant
shareholder value.”
Lebovitz added, "As we emerge, we plan to utilize our new
flexibility to take advantage of market opportunities. While the
restructuring reduced overall interest expense significantly, a
major priority is to continue to lower borrowing costs and enhance
cash flow. The new senior secured 10% notes include an 18-month
open-to-par window, providing a strong incentive to reduce this
exposure in the near term. Additionally, our centers, and the
industry, have benefited from a strong rebound in traffic, sales
and tenant demand. As a result, we see unique opportunities for CBL
utilizing our operational expertise coupled with our enhanced cash
flow and improved capital structure.
“With these new priorities and focus, we are excited about the
bright future we envision for our company. I want to thank the CBL
team, the exiting Board of Directors, as well as our creditors,
lenders and other stakeholders for their confidence and support
during this process.”
Through the restructuring, CBL has reduced its debt and
preferred obligations by approximately $1.7 billion. The
post-restructuring balance sheet includes a new $883.7 million
secured term loan, $455.0 million of new secured notes bearing
interest at 10% (“10% Notes”) and $150.0 million of new convertible
secured notes bearing interest at 7% (“7% Notes”), including $50.0
million funded by new money.
CBL intends to utilize the $50.0 million in new money proceeds
and $10.0 million in recent asset sale proceeds to redeem a portion
of the 10% Notes, which will result in a total of $395.0 million of
10% Notes outstanding post-redemption. Following the redemption and
$195 million in cash payments made as part of the emergence and
other fees and costs, CBL will have approximately $260.0 million in
cash and cash equivalents on the balance sheet.
All existing common and preferred shares were canceled upon
emergence. Existing common shareholders and common unitholders will
each receive their pro rata share of 5.5% in the newly reorganized
company and existing preferred shareholders will each receive their
pro rata share of 5.5% common equity in the newly reorganized
company. At emergence CBL will have approximately 20 million
diluted shares outstanding. As previously announced, the newly
issued shares are expected to begin trading on November 2, 2021, on
the NYSE under the symbol “CBL.”
The rate of New Common Equity to be issued to existing common
and preferred shareholders is as follows:
Rate of New Common
Equity per Existing Share
(NYSE: CBL)
Common Stock (CBLAQ)
0.005457723
7.375% Depositary Shares Representing 1/10
Interest in Series D Cumulative Redeemable Preferred Stock (OTCMKS:
CBLDQ)
0.043912176
6.625% Depositary Shares Representing 1/10
Interest in Series E Cumulative Redeemable Preferred Stock (OTCMKS:
CBLEQ)
0.043912176
Existing unsecured noteholders, holders of general unsecured
claims and Consenting Crossholders are receiving their share, in
the amounts set forth in the plan of reorganization, of $95.0
million in cash, newly issued 10% Notes and as elected, 7% Notes,
and 89% of the newly reorganized equity. The remaining Bank
Lenders, holding $983.7 million in principal amount under the
existing secured credit facility, are receiving $100.0 million in
cash and an $883.7 million new secured term loan.
As announced previously, the new post-emergence Board includes
Jonathan Heller, Partner and head of the New York office of Canyon
Partners, as well as Stephen Lebovitz, Charles Lebovitz, Marjorie
Bowen, David Contis, David Fields, Robert Gifford, and Kaj Vazales.
Mr. Heller will assume the role of Chairman of the Board with Mr.
Contis serving as Lead Director.
About CBL Properties
Headquartered in Chattanooga, TN, CBL Properties owns and
manages a national portfolio of market-dominant properties located
in dynamic and growing communities. CBL’s portfolio is comprised of
105 properties totaling 63.9 million square feet across 24 states,
including 63 high‑quality enclosed, outlet and open-air retail
centers and seven properties managed for third parties. CBL seeks
to continuously strengthen its company and portfolio through active
management, aggressive leasing and profitable reinvestment in its
properties. For more information, visit cblproperties.com.
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.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20211101005796/en/
Investor Contact: Katie Reinsmidt, Executive Vice President
& Chief Investment Officer, 423.490.8301,
Katie.Reinsmidt@cblproperties.com Media Contact: Stacey Keating,
Vice President– Corporate Communications, 423.490.8361,
Stacey.Keating@cblproperties.com
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