CBL Properties Reports Results for Second Quarter 2025

CBL Properties (NYSE: CBL) announced results for the second quarter ended June 30, 2025. Results of operations as reported in the consolidated financial statements for these periods are prepared in accordance with GAAP. A description of each supplemental non-GAAP financial measure and the related reconciliation to the comparable GAAP financial measure is located at the end of this news release.

KEY TAKEAWAYS:

• CBL acquired four dominant enclosed regional malls for $178.9 million from Washington Prime Group. This acquisition reinforces CBL’s position as the preeminent owner and manager of successful enclosed malls in dynamic and growing middle markets and is accretive to CBL's FFO, as adjusted and cash flow per share. As part of the transaction, CBL completed a modification and extension of its existing loan with Beal Bank USA to include the acquisition properties, increasing the principal balance by $110.0 million to $443.0 million and extending the maturity by seven years. See Transaction Activity for additional details.
• Year-to-date, CBL has closed on dispositions generating more than $162.7 million of gross proceeds including the July sale of The Promenade in D'Iberville, MS, for $83.1 million, representing an 8.5% cap rate.
• CBL's Board of Directors declared an increase of 12.5% in the regular cash dividend to $0.45 per common share for the quarter ending September 30, 2025.
• Consistent with our previously issued guidance range, same-center NOI for Q2 2025 declined 0.5% compared with the prior-year period. FFO, as adjusted, per share for Q2 2025 was $1.86, compared with $1.73 per share for the prior-year period. For the six months ended June 30, 2025, same-center NOI declined 1.4% compared with the prior-year period. FFO, as adjusted, per share was $3.37 for the six months ended June 30, 2025, compared with $3.23 for the six months ended June 30, 2024.
• Portfolio occupancy increased 10 basis points to 88.8% as of June 30, 2025, compared with portfolio occupancy of 88.7% as of June 30, 2024. Same-center occupancy for malls, lifestyle centers and outlet centers was 87.3%, essentially flat from occupancy as of June 30, 2024. Bankruptcy related store closures, including the closures of Forever21, JoAnn, and Party City locations, representing approximately 95,000-square-feet, negatively impacted mall occupancy by nearly 70 basis points compared with the prior-year period.
• Over 1.2 million square feet of leases were executed in the second quarter 2025, including comparable new and renewal leases of approximately 774,000 square feet signed at a 3.2% increase in average rents versus the prior rents. New comparable leases were signed at an increase of more than 39% in average rents versus the prior rents with renewal leases signed at essentially flat rent levels compared with expiring rents.
• Same-center tenant sales per square foot for the second quarter 2025 increased approximately 3.5% as compared with the prior-year period. Same-center tenant sales per square foot for the 12 months ended June 30, 2025, of $427, increased 0.8% as compared with the prior period.
• As of June 30, 2025, the Company had $288.0 million of unrestricted cash and marketable securities.

"CBL has been extremely active closing a number of successful transactions over the past few months,” said CBL's chief executive officer, Stephen D. Lebovitz. “Most recently, we were thrilled to add four dominant malls to our portfolio with the acquisition of Ashland Town Center in Ashland, KY, Mesa Mall in Grand Junction, CO, Paddock Mall in Ocala, FL, and Southgate Mall in Missoula, MT. The transaction represents significant progress in the execution of CBL’s 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, to invest in stable market-dominant malls that generate immediate accretion to CBL’s portfolio free cash flow per share.

"The acquisition also furthers our goal of enhancing returns to shareholders. Supported by the incremental cash flow growth from the recent four-mall acquisition, our Board 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 and the Board's authorization of a new $25 million stock repurchase program in May.

"We have made significant progress on our balance sheet in recent months as well. In July, we announced a new $78.0 million non-recourse CMBS 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 loan with Beal Bank with the acquisition of the four-mall portfolio, extending the overall loan maturity by seven years and fixing the rate on the majority of the loan amount. These financings are great examples of the confidence the financing markets have in CBL and our portfolio. They strengthen our balance sheet by extending our maturities, reducing interest rate risk, locking in attractive returns, and increasing cash flow generation.

"Second quarter operating and financial results were consistent with expectations. Leasing results were strong both in terms of quality and quantity. We executed a high volume of leases during the quarter, with over 1.2 million square feet signed - a nearly 150,000-square foot increase over the prior-year quarter. Notable new signings included Madewell, CBL's only Swarovski location, and a new Dave & Buster's, which will replace a former Macy's location. Comparable new and renewal leases were signed at an increase of more than 3%. We are encouraged that tenant sales increased by 3.5% during the quarter. A combination of tariff front-running and the timing of the Easter holiday likely contributed to the strength.

"Portfolio occupancy grew 10 basis points compared with the prior-year period. New leasing activity more than offset the negative impact of bankruptcy-related closures including Forever21, Party City and JoAnn, which impacted mall occupancy by nearly 70 basis points. While these closures are a short-term set back to occupancy and rent, we are receiving strong backfill demand at significantly higher rents, benefiting CBL in the long term.

"For the second half of the year, we are closely monitoring the evolving economic landscape, including the effects of tariffs on tenants, consumers, and overall market conditions. We remain focused on optimizing portfolio performance, maintaining strong occupancy and revenue levels, and deploying capital with discipline."

Same-center Net Operating Income (“NOI”) ⁽¹⁾:

Same-center NOI for the second quarter 2025 declined $0.5 million. Total operating expense during the second quarter increased $3.2 million, substantially driven by one-time franchise tax refunds received in the prior-year period as well as slightly higher maintenance and repair expense. The estimate for uncollectable revenues favorably impacted the quarter by approximately $1.1 million.

Same-center NOI for the six months ended June 30, 2025 declined $2.9 million. Results were impacted by a $0.4 million decline in percentage rents. Total operating expense increased $6.9 million, primarily driven by one-time real estate and franchise tax refunds received in the prior-year period as well as higher maintenance and repair expense. The estimate for uncollectable revenues favorably impacted the quarter by approximately $1.5 million.

DIVIDEND

On August 4, 2025, CBL announced a cash dividend of $0.45 per common share for the quarter ending September 30, 2025, a 12.5% increase from the previous quarterly dividend rate. The dividend, which equates to an annual dividend payment of $1.80 per common share, is payable on September 30, 2025, to shareholders of record as of September 15, 2025.

FINANCING ACTIVITY

In July, CBL closed on a $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%. Proceeds from the loan were used to retire the existing $81.9 million loan secured by the property, which bore an interest rate of 8.19% and was scheduled to mature in August 2025.

In July, Southpark Mall in Colonial Heights, VA was placed into receivership and will be deconsolidated due to the loss of control. CBL is cooperating with the lender to facilitate a foreclosure of the asset, which is secured by a $48.4 million non-recourse loan.

In May 2025, CBL exercised the one-year extension option on the loan secured by Fayette Mall in Lexington, KY.

On April 30, 2025, CBL announced that it had successfully met the extension test to secure a one-year extension of the secured term loan. The loan’s maturity will automatically extend from November 2025 to November 2026. CBL also anticipates meeting the second required extension test, which requires a principal balance of $615 million, in 2026 through natural amortization, enabling another one-year extension to November 2027.

In March, CBL and its joint venture partner closed on a modification of the $28.8 million loan (at 100%) secured by York Town Center in York, PA, to extend the maturity to September 2025. CBL is currently in discussions with the existing lender for an additional extension.

Additionally in March, the conveyance of Alamance Crossing East, in Burlington, NC, was completed in satisfaction of the outstanding $41.1 million non-recourse loan.

In February 2025, CBL and its joint venture partner exercised the one-year extension option on the loan secured by the Pavilion at Port Orange in Port Orange, FL, which extends the maturity date through February 2026.

TRANSACTION ACTIVITY

In July, CBL closed on the acquisition of four dominant enclosed regional malls for $178.9 million from Washington Prime Group. 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. This acquisition reinforces CBL’s position as the preeminent owner and manager of successful enclosed malls in dynamic and growing middle markets.

Concurrently with the transaction close, CBL completed a modification and extension of its existing $333.0 million non-recourse outparcel and open-air center loan with Beal Bank USA, which was scheduled to initially mature in June 2027, with one, two-year extension option. The loan was modified to include the acquisition properties, increasing the principal balance by $110.0 million to $443.0 million and extending the initial maturity through October 2030, with one, two-year extension option for a final maturity in October 2032. For the initial five-year term, the new interest-only loan will bear a fixed interest rate of 7.70% on a principal balance of approximately $368.0 million and a floating interest rate of SOFR plus 410 basis points on the remaining balance of approximately $75.0 million. The full principal balance will convert to the floating rate after the initial term. CBL utilized proceeds from the $83.1 million sale of The Promenade, an open-air center in D'Iberville, MS, to fund the balance of the transaction. The Promenade was sold in July in an all-cash transaction at an 8.5% cap rate.

Year-to-date, CBL has closed on dispositions generating more than $162.7 million of gross proceeds including the sale of The Promenade in D'Iberville, MS for $83.1 million in July, Monroeville Mall and Annex in Monroeville PA, for $34.0 million in January and the $38.1 million sale of Imperial Valley Mall in El Centro, CA, in February. CBL also completed the sale of an office building in Greensboro, NC for $3.5 million in June and has sold three outparcels year-to-date generating gross proceeds of $4.0 million.

STOCK REPURCHASE PROGRAM

On May 1, 2025, CBL announced that its Board of Directors authorized a stock repurchase program for the Company to buy up to $25 million of its common stock. Due to a blackout related to transaction activity in process, CBL was unable to complete any repurchase activity in the second quarter.

DEVELOPMENT AND REDEVELOPMENT ACTIVITY

Detailed project information is available in CBL’s Financial Supplement for Q2 2025, which can be found in the Invest – Financial Reports section of CBL’s website at cblproperties.com.

OUTLOOK AND GUIDANCE

Based on Management's expectations and transactions completed year-to-date, CBL is providing updated FFO, as adjusted, guidance for 2025 in the range of $6.98 - $7.34 per share. The updated guidance incorporates partial year accretion from the acquisition of four malls, the full impact of which will be realized in 2026. Guidance also incorporates the impact of recent asset sales, including the sale of The Promenade, as well as an assumption of higher variable interest expense as a result of fewer anticipated Fed rate cuts, and lower gains on outparcel sales due to the timing of an anticipated outparcel sale. Management continues to anticipate same-center NOI for full-year 2025 in the range of (2.0)% to 0.5%.

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 owned and managed portfolio is comprised of 89 properties totaling 55.4 million square feet across 22 states, including 55 high-quality enclosed malls, outlet centers and lifestyle retail centers as well as more than 30 open-air centers and other assets. 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.

NON-GAAP FINANCIAL MEASURES

Funds From Operations

FFO is a widely used non-GAAP 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. 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 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.

In the reconciliation of net income (loss) 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.

FFO does not represent cash flows from operations as defined by GAAP, 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.

The Company believes that it is important to identify the impact of certain significant items on its FFO measures for a reader 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. Please refer to the reconciliation of net income (loss) attributable to common shareholders to FFO allocable to Operating Partnership common unitholders on page 8 of this news release for a description of these adjustments.

Same-center Net Operating Income

NOI is a supplemental non-GAAP 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. The Company believes that presenting NOI and same-center NOI (described below) based on its Operating Partnership’s pro rata share of both consolidated and unconsolidated properties is useful since the Company 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's definition of NOI may be different than that used by other companies and, accordingly, the Company's calculation of NOI may not be comparable to that of other companies.

Since NOI includes only those revenues and expenses related to the operations of the Company’s shopping center properties, the Company believes that same-center NOI provides a measure that reflects trends in occupancy rates, rental rates, sales at the malls and operating costs and the impact of those trends on the Company’s results of operations. The Company’s calculation of same-center NOI excludes lease termination income, straight-line rent adjustments, amortization of above and below market lease intangibles and write-off of landlord inducement assets in order to enhance the comparability of results from one period to another. A reconciliation of same-center NOI to net income (loss) is located at the end of this earnings release.

Pro Rata Share of Debt

The Company presents debt based on the carrying value of its pro rata ownership share (including the carrying value of 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 condensed 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.

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