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MORTGAGE AND OTHER INDEBTEDNESS, NET (Tables)
12 Months Ended
Dec. 31, 2018
Debt Disclosure [Abstract]  
Schedule of Mortgage and Other Indebtedness
Mortgage and other indebtedness consisted of the following:
 
December 31, 2018
 
December 31, 2017
 
Amount
 
Weighted-Average
Interest
Rate (1)
 
Amount
 
Weighted-Average
Interest
Rate (1)
Fixed-rate debt:
 
 
 
 
 
 
 
   Non-recourse loans on operating Properties
$
1,783,097

 
5.33%
 
$
1,796,203

 
5.33%
Senior unsecured notes due 2023 (2)
447,423

 
5.25%
 
446,976

 
5.25%
Senior unsecured notes due 2024 (3)
299,953

 
4.60%
 
299,946

 
4.60%
Senior unsecured notes due 2026 (4)
616,635

 
5.95%
 
615,848

 
5.95%
Total fixed-rate debt
3,147,108

 
5.37%
 
3,158,973

 
5.37%
Variable-rate debt:
 

 
 
 
 

 
 
Non-recourse loans on operating Properties

 
—%
 
10,836

 
3.37%
Recourse loans on operating Properties
68,607

 
4.97%
 
101,187

 
4.00%
Construction loan
8,172

 
5.25%
 

 
—%
Unsecured lines of credit (5)
183,972

 
3.90%
 
93,787

 
2.56%
Unsecured term loans (5)
695,000

 
4.21%
 
885,000

 
2.81%
Total variable-rate debt
955,751

 
4.21%
 
1,090,810

 
2.90%
Total fixed-rate and variable-rate debt
4,102,859

 
5.10%
 
4,249,783

 
4.74%
Unamortized deferred financing costs
(15,963
)
 
 
 
(18,938
)
 
 
Liabilities related to assets held for sale (6)
(43,716
)
 
 
 

 
 
Total mortgage and other indebtedness, net
$
4,043,180

 
 
 
$
4,230,845

 
 
 
(1)
Weighted-average interest rate includes the effect of debt premiums and discounts, but excludes amortization of deferred financing costs.
(2)
The balance is net of an unamortized discount of $2,577 and $3,024, as of December 31, 2018 and 2017, respectively.
(3)
The balance is net of an unamortized discount of $47 and $54, as of December 31, 2018 and 2017, respectively.
(4)
The balance is net of an unamortized discount of $8,365 and $9,152 as of December 31, 2018 and 2017, respectively.
(5)
The Company closed on a new secured credit facility subsequent to December 31, 2018 that replaced its unsecured lines of credit and unsecured term loans. See Note 20 for additional information.
(6)
Represents a non-recourse mortgage loan secured by Cary Towne Center that is classified on the consolidated balance sheet as liabilities related to assets held for sale. The mall was sold subsequent to December 31, 2018. See Note 20 for more information.
Description
 
Issued (1)
 
Amount
 
Interest Rate (2)
 
Maturity Date (3)
2023 Notes
 
November 2013
 
$
450,000

 
5.25%
 
December 2023
2024 Notes
 
October 2014
 
300,000

 
4.60%
 
October 2024
2026 Notes
 
December 2016 / September 2017 (4)
 
625,000

 
5.95%
 
December 2026
(1)
Issued by the Operating Partnership. CBL is a limited guarantor of the Operating Partnership's obligations under the Notes as described above.
(2)
Interest is payable semiannually in arrears. The interest rate for the 2024 Notes and the 2023 Notes is subject to an increase ranging from 0.25% to 1.00% from time to time if, on or after January 1, 2016 and prior to January 1, 2020, the ratio of secured debt to total assets of the Company, as defined, is greater than 40% but less than 45%. The required ratio of secured debt to total assets for the 2026 Notes is 40% or less. As of December 31, 2018, this ratio was 24%.
(3)
The Notes are redeemable at the Operating Partnership's election, in whole or in part from time to time, on not less than 30 days and not more than 60 days' notice to the holders of the Notes to be redeemed. The 2026 Notes, the 2024 Notes and the 2023 Notes may be redeemed prior to September 15, 2026; July 15, 2024; and September 1, 2023, respectively, for cash at a redemption price equal to the aggregate principal amount of the Notes to be redeemed, plus accrued and unpaid interest to, but not including, the redemption date and a make-whole premium calculated in accordance with the indenture. On or after the redemption date, the Notes are redeemable for cash at a redemption price equal to the aggregate principal amount of the Notes to be redeemed plus accrued and unpaid interest. If redeemed prior to the respective dates noted above, each issuance of Notes is redeemable at the treasury rate plus 0.50%, 0.35% and 0.40% for the 2026 Notes, the 2024 Notes and the 2023 Notes, respectively.
(4)
On September 1, 2017, the Operating Partnership issued and sold an additional $225,000 of the 2026 Notes. Interest was payable with respect to the additional issuance on December 15, 2017. After deducting underwriting discounts and other offering expenses of $1,879 and a discount of $3,938, the net proceeds from the sale were approximately $219,183. The Operating Partnership used the net proceeds to reduce amounts outstanding under its unsecured credit facilities and for general business purposes.
Schedule of Unsecured Lines of Credit
The following summarizes certain information about the Company's unsecured lines of credit as of December 31, 2018:
 
Total
Capacity
 
Total
Outstanding
 
Maturity
Date
 
Extended
Maturity
Date
 
Wells Fargo - Facility A
$
500,000

(1) 
$

 
October 2019
 
October 2020
(2) 
First Tennessee
100,000

(3) 
51,896

 
October 2019
 
October 2020
(4) 
Wells Fargo - Facility B
500,000

(1) 
132,076

(5) 
October 2020
 
 
 
 
$
1,100,000

 
$
183,972

 
 
 
 
 
(1)
Up to $30,000 of the capacity on this facility could be used for letters of credit.
(2)
The extension option on the facility was at the Company's election, subject to continued compliance with the terms of the facility, and had a one-time extension fee of 0.15% of the commitment amount of the credit facility.
(3)
Up to $20,000 of the capacity on this facility could be used for letters of credit.
(4)
The extension option on the facility was at the Company's election, subject to continued compliance with the terms of the facility, and had a one-time extension fee of 0.20% of the commitment amount of the credit facility.
(5)
There was $4,833 outstanding on this facility as of December 31, 2018 for letters of credit.
Schedule of Unsecured Term Loans
The following summarizes certain information about the Company's unsecured term loans as of December 31, 2018:
 
Total
Outstanding
 
Interest Rate Spread
 
Interest
Rate
 
Maturity
Date
 
Extended
Maturity
Date
 
Wells Fargo - $350,000 term loan
$
350,000

 
LIBOR + 1.75%
 
4.10%
 
October 2019
(1) 
 
 
Wells Fargo - $300,000 term loan
300,000

 
LIBOR + 2.00%
 
4.35%
 
July 2020
 
July 2022
(2) 
First Tennessee - $45,000 term loan
45,000

 
LIBOR + 1.65%
 
4.17%
 
June 2021
 
June 2022
 
 
$
695,000

 

 
 
 
 
 
 
 
(1)
In October 2018, the Company exercised its option to extend the maturity date to October 2019.
(2)
The loan had two one-year extension options, the second of which was at the lender's discretion.
Schedule of Fixed Rate Loans
2018 Loan Repayment
The loan, secured by the related unconsolidated Property, was retired in 2018:
Date
 
Property
 
Interest
Rate at
Repayment Date
 
Scheduled
Maturity Date
 
Principal
Balance
Repaid
April
 
CoolSprings Galleria (1)
 
6.98%
 
June 2018
 
$
97,732

(1)
The loan secured by the Property was retired using a portion of the net proceeds from a $155,000 fixed-rate loan. See 2018 Financings above for more information.
2017 Loan Repayment
The loan, secured by the related unconsolidated Property, was retired in 2017:
Date
 
Property
 
Interest
Rate at
Repayment Date
 
Scheduled
Maturity Date
 
Principal
Balance
Repaid
July
 
Gulf Coast Town Center - Phase III (1)
 
3.13%
 
July 2017
 
$
4,118

(1)
The Company loaned the unconsolidated affiliate, JG Gulf Coast Town Center, LLC, the amount necessary to retire the loan and received a mortgage note receivable in return. In December 2017, the Company's partner assigned its 50% interest in the Property to the Company. See Note 4 above for more information. This intercompany loan was eliminated in consolidation as of December 31, 2017 since the Property became wholly-owned by the Company.
The following table presents the fixed-rate loans secured by the related consolidated Properties that were entered into in 2018:
Date
 
Property 
 
Stated
Interest
Rate
 
Maturity Date
 
Amount
Financed or
Extended
August
 
Hickory Point Mall (1)
 
5.85%
 
December 2019
 
$
27,446

September
 
The Outlet Shoppes at El Paso (2)
 
5.10%
 
October 2028
 
75,000

 
 
 
 
 
 
 
 
$
102,446

(1)
The Company exercised the extension option under the mortgage loan.
(2)
The Company owns the property in a 75/25 consolidated joint venture. A portion of the proceeds from the non-recourse loan was used to retire a recourse loan secured by Phase II of The Outlet Shoppes at El Paso as described below.
Loan Repayments
The Company repaid the following fixed-rate loans, secured by the related consolidated Properties, in 2018 and 2017:
Date
 
Property
 
Interest
Rate at
Repayment Date
 
Scheduled
Maturity Date
 
Principal
Balance
Repaid (1)
2018:
 
 
 
 
 
 
 
 
January
 
Kirkwood Mall
 
5.75%
 
April 2018
 
$
37,295

 
 
 
 
 
 
 
 
 
Date
 
Property
 
Interest
Rate at
Repayment Date
 
Scheduled
Maturity Date
 
Principal
Balance
Repaid (1)
2017:
 
 
 
 
 
 
 
 
January
 
The Plaza at Fayette
 
5.67%
 
April 2017
 
$
37,146

January
 
The Shoppes at St. Clair Square
 
5.67%
 
April 2017
 
18,827

February
 
Hamilton Corner
 
5.67%
 
April 2017
 
14,227

March
 
Layton Hills Mall
 
5.66%
 
April 2017
 
89,526

April
 
The Outlet Shoppes at Oklahoma City (2)
 
5.73%
 
January 2022
 
53,386

April
 
The Outlet Shoppes at Oklahoma City -
Phase II
(2)
 
3.53%
 
April 2019
 
5,545

April
 
The Outlet Shoppes at Oklahoma City -
Phase III
(2)
 
3.53%
 
April 2019
 
2,704

September
 
Hanes Mall (3)
 
6.99%
 
October 2018
 
144,325

September
 
The Outlet Shoppes at El Paso
 
7.06%
 
December 2017
 
61,561

 
 
 
 
 
 
 
 
$
427,247

 
 
 
 
 
 
 
 
 
(1)
The Company retired the loans with borrowings from its credit facilities unless otherwise noted.
(2)
The loan was retired in conjunction with the sale of the Property which secured the loan. The Company recorded an $8,500 loss on extinguishment of debt due to a prepayment fee on the early retirement. See Note 5 for more information.
(3)
The Company recorded a $371 loss on extinguishment of debt due to a prepayment fee on the early retirement.
The following is a summary of the Company's 2017 dispositions for which the title to the consolidated mall securing the related fixed-rate debt was transferred to the lender in satisfaction of the non-recourse debt:    
Date
 
Property
 
Interest
Rate at
Repayment Date
 
Scheduled
Maturity Date
 
Balance of
Non-recourse
 Debt
 
Gain on
Extinguishment
of Debt
January
 
Midland Mall
 
6.10%
 
August 2016
 
$
31,953

 
$
3,760

June
 
Chesterfield Mall
 
5.74%
 
September 2016
 
140,000

 
29,187

August
 
Wausau Center
 
5.85%
 
April 2021
 
17,689

 
6,851

 
 
 
 
 
 
 
 
$
189,642

 
$
39,798

Schedule of Variable Rate Loans
2018 Loan Repayments
The Company repaid the following variable-rate loans, secured by the related consolidated properties in 2018:
Date
 
Property
 
Interest
Rate at
Repayment Date
 
Scheduled
Maturity Date
 
Principal
Balance
Repaid (1)
August
 
Statesboro Crossing (2)
 
4.24%
 
June 2019
 
$
10,753

September
 
The Outlet Shoppes at El Paso - Phase II (3)
 
4.73%
 
December 2018
 
6,525

 
 
 
 
 
 
 
 
$
17,278

(1)
The Company retired the loans with borrowings from its credit facilities unless otherwise noted.
(2)
The loan was retired in conjunction with the sale of the property that secured the loan. See Note 5 for more information.
(3)
The loan secured by the Property was retired when the joint venture closed on a new fixed-rate loan in September 2018 as described above.
2017 Financing
The following table presents the variable-rate loan, secured by the related consolidated Property, that was extended in 2017:
Date
 
Property
 
Stated
Interest
Rate
 
Maturity Date
 
Amount
Extended
March
 
Statesboro Crossing (1)
 
LIBOR + 1.80%
 
June 2018
 
$
10,930

(1)
The Company exercised the extension option under the mortgage loan. The loan was retired in conjunction with the sale of the property as described above.
Schedule of Loans Secured by Real Estate
The following table presents the construction loan, secured by the related consolidated Property, that was entered into in 2018:
Date
 
Property
 
Stated
Interest
Rate
 
Maturity Date
 
Total Borrowing Capacity
October
 
Brookfield Square Anchor Redevelopment
 
LIBOR + 2.9%

October 2021
(1) 
$
29,400

(1)
The loan has one 12-month extension option for an outside maturity date of October 2022.
Schedule of Principal Repayments
As of December 31, 2018, the scheduled principal amortization and balloon payments of the Company’s consolidated debt, excluding extensions available at the Company’s option, on all mortgage and other indebtedness, including construction loans and lines of credit, are as follows:
2019
$
664,093

2020
640,330

2021
507,582

2022
432,638

2023
522,905

Thereafter
1,182,824

 
3,950,372

Net unamortized discounts and premium
(10,989
)
Unamortized deferred financing costs
(15,963
)
Principal balance of loan secured by Lender Malls in foreclosure (1)
163,476

Liabilities related to assets held for sale
(43,716
)
Total mortgage and other indebtedness, net
$
4,043,180


(1)
Represents the aggregate principal balance as of December 31, 2018 of two non-recourse loans, secured by Acadiana Mall, which was in receivership, and Cary Towne Center, which was in default. The loan secured by Acadiana Mall and Cary Towne Center matured in April 2017 and June 2018, respectively. Subsequent to December 31, 2018, Acadiana Mall was transferred to the lender through a deed-in-lieu of foreclosure, and the lender received the sales proceeds from Cary Towne Center. See Note 20 for more information.