UNCONSOLIDATED AFFILIATES AND COST METHOD INVESTMENT (Tables)

12 Months Ended

Dec. 31, 2016

Equity Method Investments and Joint Ventures [Abstract]

Investments Accounted for using the Equity method of Accounting

At December 31, 2016, the Company had investments in the following 17 entities, which are accounted for using the equity method of accounting:



Joint Venture	Property Name	Company's Interest
Ambassador Infrastructure, LLC	Ambassador Town Center - Infrastructure Improvements	65.0%
Ambassador Town Center JV, LLC	Ambassador Town Center	65.0%
CBL/T-C, LLC	CoolSprings Galleria, Oak Park Mall and West County Center	50.0%
CBL-TRS Joint Venture, LLC	Friendly Center and The Shops at Friendly Center	50.0%
El Paso Outlet Outparcels, LLC	The Outlet Shoppes at El Paso (vacant land)	50.0%
Fremaux Town Center JV, LLC	Fremaux Town Center - Phases I and II	65.0%
G&I VIII CBL Triangle LLC	Triangle Town Center and Triangle Town Commons	10.0%
Governor’s Square IB	Governor’s Square Plaza	50.0%
Governor’s Square Company	Governor’s Square	47.5%
JG Gulf Coast Town Center LLC	Gulf Coast Town Center - Phase III	50.0%
Kentucky Oaks Mall Company	Kentucky Oaks Mall	50.0%
Mall of South Carolina L.P.	Coastal Grand	50.0%
Mall of South Carolina Outparcel L.P.	Coastal Grand Crossing and vacant land	50.0%
Port Orange I, LLC	The Pavilion at Port Orange - Phase I	50.0%
River Ridge Mall JV, LLC	River Ridge Mall	25.0%
West Melbourne I, LLC	Hammock Landing - Phases I and II	50.0%
York Town Center, LP	York Town Center	50.0%

Condensed combined financial statement information - unconsolidated affiliates

Condensed combined financial statement information of the unconsolidated affiliates is as follows:



	December 31,
	2016			2015
ASSETS:
Investment in real estate assets	$	2,137,666		$	2,357,902
Accumulated depreciation	(564,612		)	(677,448		)
	1,573,054			1,680,454
Developments in progress	9,210			59,592
Net investment in real estate assets	1,582,264			1,740,046
Other assets	223,347			168,540
Total assets	$	1,805,611		$	1,908,586

LIABILITIES:
Mortgage and other indebtedness	$	1,266,046		$	1,546,272
Other liabilities	46,160			51,357
Total liabilities	1,312,206			1,597,629

OWNERS' EQUITY:
The Company	228,313			184,868
Other investors	265,092			126,089
Total owners' equity	493,405			310,957
Total liabilities and owners’ equity	$	1,805,611		$	1,908,586



	Year Ended December 31,
	2016			2015			2014
Total revenues	$	250,361		$	253,399		$	250,248
Depreciation and amortization	(83,640		)	(79,870		)	(79,059		)
Other operating expenses	(76,328		)	(75,875		)	(73,218		)
Income from operations	90,393			97,654			97,971
Interest and other income	1,352			1,337			1,358
Interest expense	(55,227		)	(75,485		)	(74,754		)
Gain on extinguishment of debt	62,901			—			—
Gain on sales of real estate assets	160,977			2,551			1,697
Net income	$	260,396		$	26,057		$	26,272

Financings - Unconsolidated Affiliates

2016 Financings

The following table presents the loan activity of the Company's unconsolidated affiliates in 2016:



Date	Property	Stated Interest Rate		Maturity Date ⁽¹⁾		Amount Financed or Extended
December	The Shops at Friendly Center ⁽²⁾	3.34%		April 2023		$	60,000
June	Fremaux Town Center ⁽³⁾	3.70%	⁽⁴⁾	June 2026		73,000
June	Ambassador Town Center ⁽⁵⁾	3.22%	⁽⁶⁾	June 2023		47,660
February	The Pavilion at Port Orange ⁽⁷⁾	LIBOR + 2.0%		February 2018	⁽⁸⁾	58,628
February	Hammock Landing - Phase I ⁽⁷⁾	LIBOR + 2.0%		February 2018	⁽⁸⁾	43,347		⁽⁹⁾
February	Hammock Landing - Phase II ⁽⁷⁾	LIBOR + 2.0%		February 2018	⁽⁸⁾	16,757
February	Triangle Town Center, Triangle Town Place, Triangle Town Commons ⁽¹⁰⁾	4.00%	⁽¹¹⁾	December 2018	⁽¹²⁾	171,092


(1)	Excludes any extension options.

(2)

CBL-TRS Joint Venture, LLC closed on a non-recourse loan, secured by The Shops at Friendly Center in Greensboro, NC. The new loan has a maturity date with a term of six years to coincide with the maturity date of the existing loan secured by Friendly Center. A portion of the net proceeds were used to retire a $37,640 fixed-rate loan that bore interest at 5.90% and was due to mature in January 2017.


(3)	Net proceeds from the non-recourse loan were used to retire the existing construction loans, secured by Phase I and Phase II of Fremaux Town Center, with an aggregate balance of $71,125.


(4)	The joint venture had an interest rate swap on a notional amount of $73,000, amortizing to $52,130 over the term of the swap, related to Fremaux Town Center to effectively fix the interest rate on the variable-rate loan. In October 2016, the joint venture made an election under the loan agreement to convert the loan from a variable-rate to a fixed-rate loan which bears interest at 3.70%.


(5)	The non-recourse loan was used to retire an existing construction loan with a principal balance of $41,885 and excess proceeds were utilized to fund remaining construction costs.


(6)	The joint venture has an interest rate swap on a notional amount of $47,660, amortizing to $38,866 over the term of the swap, related to Ambassador Town Center to effectively fix the interest rate on the variable-rate loan. Therefore, this amount is currently reflected as having a fixed rate.


(7)	The guaranty was reduced from 25% to 20% in conjunction with the refinancing. See Note 14 for more information.


(8)	The loan was modified and extended to February 2018 with a one-year extension option, at the joint venture's election, to February 2019.


(9)	The capacity was increased from $39,475 to fund an expansion.


(10)	The loan was amended and modified in conjunction with the sale of the Properties to a newly formed joint venture as described above.


(11)	The interest rate was reduced from 5.74% to 4.00% interest-only payments through the initial maturity date.

(12)

The loan was extended to December 2018 with two one-year extension options to December 2020. Under the terms of the loan agreement, the joint venture must pay the lender $5,000 to reduce the principal balance of the loan and an extension fee of 0.50% of the remaining outstanding loan balance if it exercises the first extension. If the joint venture elects to exercise the second extension, it must pay the lender $8,000 to reduce the principal balance of the loan and an extension fee of 0.75% of the remaining outstanding principal loan balance. Additionally, the interest rate would increase to 5.74% during the extension period.

2015 Financings

The following table presents the loan activity of the Company's unconsolidated affiliates in 2015:



Date	Property	Stated Interest Rate	Maturity Date ⁽¹⁾		Amount Financed or Extended
December	Hammock Landing - Phase I ⁽²⁾	LIBOR + 2.0%	February 2016	⁽³⁾	$	39,475
December	Hammock Landing - Phase II ⁽²⁾	LIBOR + 2.0%	February 2016	⁽³⁾	16,757
December	The Pavilion at Port Orange ⁽²⁾	LIBOR + 2.0%	February 2016	⁽³⁾	58,820
October	Oak Park Mall ⁽⁴⁾	3.97%	October 2025		276,000
July	Gulf Coast Town Center - Phase III ⁽⁵⁾	LIBOR + 2.0%	July 2017		5,352


(1)	Excludes any extension options.


(2)	The loan was amended and modified to extend its initial maturity date and interest rate.


(3)	In the first quarter of 2016, the loan was extended and modified as noted above.


(4)	CBL/T-C closed on a non-recourse loan, secured by Oak Park Mall in Overland Park, KS. Net proceeds were used to retire the outstanding borrowings of $275,700 under the previous loan which bore interest at 5.85% and had a December 2015 maturity date.


(5)	The loan was amended and modified to extend its maturity date. As part of the refinancing agreement, the loan is no longer guaranteed by the Operating Partnership.

Schedule of fixed rate loans

2016 Loan Repayments

The Company's unconsolidated affiliates retired the following loans, secured by the related unconsolidated Properties, in 2016:



Date	Property	Interest Rate at Repayment Date	Scheduled Maturity Date	Principal Balance Repaid
December	The Shops at Friendly Center ⁽¹⁾	5.90%	January 2017	$	37,640
December	Triangle Town Place ⁽²⁾	4.00%	December 2018	29,342
September	Governor's Square Mall ⁽³⁾	8.23%	September 2016	14,089
September	High Pointe Commons - Phase I ⁽⁴⁾	5.74%	May 2017	12,401
September	High Pointe Commons - PetCo ⁽⁴⁾	3.20%	July 2017	19
September	High Pointe Commons - Phase II ⁽⁴⁾	6.10%	July 2017	4,968
July	Kentucky Oaks Mall ⁽⁵⁾	5.27%	January 2017	19,912
April	Renaissance Center - Phase I	5.61%	July 2016	31,484


(1)	The loan secured by the Property was retired using a portion of the net proceeds from a $60,000 fixed-rate loan. See above for more information.

(2)

Upon the sale of Triangle Town Place, a portion of the net proceeds was used to pay down the balance of a loan for the portion secured by Triangle Town Place. After the debt reduction associated with the sale of Triangle Town Center, the principal balance of the loan secured by Triangle Town Center and Triangle Town Commons as of December 31, 2016 is $141,126, of which the Company's share is $14,113.


(3)	The Company's share of the loan was $6,692.


(4)	The loan secured by the Property was paid off using proceeds from the sale of the Property in September 2016. See above for more information. The Company's share of the loan was 50%.


(5)	The Company's share of the loan was $9,956.

The Company's unconsolidated affiliates retired the following construction loans, secured by the related unconsolidated Properties, in 2016:



Date	Property	Interest Rate at Repayment Date	Scheduled Maturity Date	Principal Balance Repaid
June	Fremaux Town Center - Phase I ⁽¹⁾	2.44%	August 2016	$	40,530
June	Fremaux Town Center - Phase II ⁽¹⁾	2.44%	August 2016	30,595
June	Ambassador Town Center ⁽²⁾	2.24%	December 2017	41,885


(1)	The construction loan was retired using a portion of the net proceeds from a $73,000 fixed-rate non-recourse mortgage loan. See Financings above for more information.


(2)	The construction loan was retired using a portion of the net proceeds from a $47,660 fixed-rate non-recourse mortgage loan. Excess proceeds were utilized to fund remaining construction costs. See Financings above for more information.

The following table presents the fixed-rate loans, secured by the related consolidated Properties, that were entered into in 2016 and 2015:



Date	Property	Stated Interest Rate	Maturity Date ⁽¹⁾		Amount Financedor Extended
2016:
December	Cary Towne Center⁽²⁾	4.00%	March 2019	⁽³⁾	$	46,716
December	Greenbrier Mall ⁽⁴⁾	5.00%	December 2019	⁽⁵⁾	70,801
June	Hamilton Place ⁽⁶⁾	4.36%	June 2026		107,000
April	Hickory Point Mall ⁽⁷⁾	5.85%	December 2018	⁽⁸⁾	27,446

2015:
September	The Outlet Shoppes at Gettysburg ⁽⁹⁾	4.80%	October 2025		$	38,450


(1)	Excludes any extension options.


(2)	The loan was restructured to extend the maturity date and reduce the interest rate from 8.5% to 4.0% interest-only payments. The Company plans to utilize excess cash flows from the mall to fund a proposed redevelopment. The original maturity date is contingent on the Company's redevelopment plans.


(3)	The loan has one two-year extension option, which is at the Company's option and contingent on the Company having met specified redevelopment criteria, for an outside maturity date of March 2021.


(4)	The loan was restructured, with an effective date of November 2016, to extend the maturity date and reduce the interest rate from 5.91% to 5.00% interest-only payments through December 2017. The interest rate will increase to 5.4075% on January 1, 2018 and thereafter require monthly principal payments of $225 and $300 in 2018 and 2019, respectively, in addition to interest.


(5)	The loan has a one-year extension option, at the Company's election, which is contingent on the mall meeting specified debt service and operational metrics. If the loan is extended, monthly principal payments of $325 will be required in 2020 in addition to interest.


(6)	Proceeds from the non-recourse loan were used to retire an existing $98,181 loan with an interest rate of 5.86% that was scheduled to mature in August 2016. The Company's share of excess proceeds was used to reduce outstanding balances on its credit facilities.


(7)	The loan was modified to extend the maturity date. The interest rate remains at 5.85% but the loan is now interest-only.


(8)	The loan has a one-year extension option at the Company's election for an outside maturity date of December 2019.


(9)	Proceeds from the non-recourse loan were used to retire a $38,112 fixed-rate loan that was due to mature in February 2016.

Loan Repayments

The Company repaid the following fixed-rate loans, secured by the related consolidated Properties, in 2016 and 2015:



Date	Property	Interest Rate at Repayment Date	Scheduled Maturity Date	Principal Balance Repaid ⁽¹⁾
2016:
October	Southaven Towne Center	5.50%	January 2017	$	38,314
August	Dakota Square Mall	6.23%	November 2016	55,103
June	Hamilton Place ⁽²⁾	5.86%	August 2016	98,181
April	CoolSprings Crossing	4.54%	April 2016	11,313
April	Gunbarrel Pointe	4.64%	April 2016	10,083
April	Stroud Mall	4.59%	April 2016	30,276
April	York Galleria	4.55%	April 2016	48,337

2015:
September	The Outlet Shoppes at Gettysburg ⁽³⁾	5.87%	February 2016	$	38,112
September	Eastland Mall	5.85%	December 2015	59,400
July	Brookfield Square	5.08%	November 2015	86,621
July	CherryVale Mall	5.00%	October 2015	77,198
July	East Towne Mall	5.00%	November 2015	65,856
July	West Towne Mall	5.00%	November 2015	93,021
May	Imperial Valley Mall	4.99%	September 2015	49,486


(1)	The Company retired the loans with borrowings from its credit facilities unless otherwise noted.


(2)	The joint venture retired the loan with proceeds from a $107,000 fixed-rate non-recourse loan. See above for more information.


(3)	The joint venture retired the loan with proceeds from a $38,450 fixed-rate non-recourse loan.