EX-99.4 6 d60607dex994.htm EX-99.4

Exhibit 99.4

Confidential Draft Subject to FRE 408 & Similar Provisions Subject to Provisions in the Pre-Negotiation Agreement dated April 22, 2020 Preliminary Analysis – Subject to Material Revision Not for Further Distribution CBL & Associates Properties, Inc. Term Sheet December 22, 2020 © 2020, Ducera Partners LLC / CONFIDENTIAL

Confidential Draft Subject to FRE 408 & Similar Provisions Subject to Provisions in the Pre-Negotiation Agreement dated April 22, 2020 Preliminary Analysis – Subject to Material Revision Restructuring Team Sheet ($ in millions) Wells Fargo 12/22/20 Proposal Terms $991m (100% of banks’ existing Credit Facility holdings) (1) Existing Credit – $850m New Term Loan Facility – $141m Cash Full cash payment on account of accrued, retroactive interest $[82.5 – 95]m in New Notes and cash(2) Existing Crossholders [10 - 20]% of reorganized equity Consideration $500m New Notes Existing Notes 90% reorganized equity less amount to Consenting Crossholders $25m Cash Existing Equity 10% reorganized equity 1L on existing borrowing base and select other properties totaling ~$145m 2021P NOI(3) Collateral Support Payment guarantees from all other CBL entities capped at lower of New Notes balance and New Notes guarantee cap Terms Maturity 2025 (3 Years; Two 1 Year Extension Options); extension requirements TBD Loan Rate L+500bps; 100bps floor Term Amortization $60m years 1-3, $70m thereafter New Covenants Debt yield, ECF, and capex covenants, among others, as previously proposed ECF Sweep 100% of excess cash from borrowing base properties Collateral 1L on currently unencumbered assets other than pro forma borrowing base properties totaling $97m in 2021P NOI Notes Support Payment guarantee up to the New Notes balance or lower guarantee cap (TBD) New Terms Maturity 2028 (8 Years) Rate 9.0% Notes: (1) Wells Fargo analysis based on ~$1,123m currently outstanding aggregate credit facility balance. (2) New Notes and cash split TBD. (3) Wells Fargo to select in its discretion additional properties to reach target 2021P NOI from asset list on the following page. 2

Confidential Draft Subject to FRE 408 & Similar Provisions Subject to Provisions in the Pre-Negotiation Agreement dated April 22, 2020 Preliminary Analysis – Subject to Material Revision Potential Additional New Team Loan Collateral Wells Fargo will select a subset of the properties below in addition to the current Borrowing Base properties in order to reach the target NOI levels outlined in the proposal Potential Collateral - Select Currently Unencumbered Properties Alamance Crossing - West Brookfield Square Coolsprings Crossing Frontier Square Gunbarrel Point Parkway Place Pearland Town Center - HCA Office Pearland Town Center - Residences Shoppes @ St. Clair Southaven Towne Center Southaven Towne Center - Self Development St. Clair Square Sunrise Commons Valley View Mall WestGate Crossing West Towne Crossing © 2020, Ducera Partners LLC / CONFIDENTIAL 3

Confidential Draft Subject to FRE 408 & Similar Provisions Subject to Provisions in the Pre-Negotiation Agreement dated April 22, 2020 Preliminary Analysis – Subject to Material Revision Disclaimer The information herein has been prepared exclusively for the Recipient by Ducera Partners LLC (“Ducera”). The information contained herein is based on public and private sources and Ducera has not assumed any responsibility for independently verifying such information. No representation or warranty, express or implied, is or will be made, and no responsibility or liability is or will be accepted, by Ducera or by any of its officers, directors or agents as to or in relation to the accuracy or completeness of any information contained herein. In furnishing this information, Ducera undertakes no obligation to provide the Recipient with access to additional information, to update any information contained herein, or to correct any inaccuracies herein. These materials and the information contained herein are confidential and may not be disclosed publicly or made available to third parties without the prior written consent of Ducera. © 2020, Ducera Partners LLC / CONFIDENTIAL