Unconsolidated Affiliates and Noncontrolling Interests

3 Months Ended

Mar. 31, 2025

Equity Method Investments and Joint Ventures [Abstract]

Unconsolidated Affiliates and Noncontrolling Interests

Note 8 – Unconsolidated Affiliates and Noncontrolling Interests

Unconsolidated Affiliates

At March 31, 2025, the Company had investments in 23 entities, which are accounted for using the equity method of accounting. All investments in unconsolidated affiliates were similar in nature and the entities all were developing or held and operated real estate assets.

The Company had three unconsolidated affiliates with its ownership interests ranging from 33% to 49%, 16 unconsolidated affiliates owned in 50/50 joint ventures and four unconsolidated affiliates with ownership interests of 65%.

Although the Company had majority ownership of certain joint ventures during 2025 and 2024, it evaluated the investments and concluded that the other partners or owners in these joint ventures had substantive participating rights, such as approvals of:

•

the pro forma for the development and construction of the project and any material deviations or modifications thereto;

•

the site plan and any material deviations or modifications thereto;

•

the conceptual design of the project and the initial plans and specifications for the project and any material deviations or modifications thereto;

•

any acquisition/construction loans or any permanent financings/refinancings;

•

the annual operating budgets and any material deviations or modifications thereto;

•

the initial leasing plan and leasing parameters and any material deviations or modifications thereto; and

•

any material acquisitions or dispositions with respect to the project.

As a result of the joint control over these joint ventures, the Company accounts for these investments using the equity method of accounting.

2025 Activity - Unconsolidated Affiliates

Alamance Crossing CMBS, LLC

In March 2025, the Company transferred title of the mall to the mortgage holder in satisfaction of the non-recourse debt secured by the property, which had a balance of $41,122.

Port Orange I, LLC

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

York Town Center Holding, LP

In March 2025, the loan secured by York Town Center was extended for six months through September 2025.

Condensed Combined Financial Statements - Unconsolidated Affiliates

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


	March 31, 2025			December 31, 2024
ASSETS:
Investment in real estate assets	$	1,281,007		$	1,284,494
Accumulated depreciation		(583,296	)		(576,289	)
		697,711			708,205
Developments in progress		34,431			32,114
Net investment in real estate assets		732,142			740,319
Other assets		140,292			156,363
Total assets	$	872,434		$	896,682
LIABILITIES:
Mortgage and other indebtedness, net	$	738,511		$	780,536
Other liabilities		22,888			36,253
Total liabilities		761,399			816,789
OWNERS' EQUITY:
The Company		76,153			76,607
Other investors		34,882			3,286
Total owners' equity		111,035			79,893
Total liabilities and owners’ equity	$	872,434		$	896,682


	Three Months Ended March 31,
	2025		2024
Total revenues	$	45,202	$	63,997
Net income (1)	$	42,990	$	6,264

(1)

The Company's pro rata share of net income was $6,913 and $4,594 for the three months ended March 31, 2025 and 2024, respectively.

Variable Interest Entities

The Operating Partnership and certain of its subsidiaries are VIEs primarily because the limited partners of these entities do not collectively possess substantive kick-out or participating rights.

The Company consolidates the Operating Partnership because it is the primary beneficiary. The Company, through the Operating Partnership, consolidates all VIEs for which it is the primary beneficiary. Generally, a VIE is a legal entity in which the equity investors do not have the characteristics of a controlling financial interest or the equity investors lack sufficient equity at risk for the entity to finance its activities without additional subordinated financial support. A limited partnership is considered a VIE when the majority of the limited partners unrelated to the general partner possess neither the right to remove the general partner without cause, nor certain rights to participate in the decisions that most significantly affect the financial results of the partnership. In determining whether the Company is the primary beneficiary of a VIE, the Company considers qualitative and quantitative factors, including, but not limited to: which activities most significantly impact the VIE’s economic performance and which party controls such activities; the amount and characteristics of the Company's investment; the obligation or likelihood for the Company or other investors to provide financial support; and the similarity with and significance to the Company's business activities and the business activities of the other investors.

Consolidated VIEs

As of March 31, 2025, the Company had investments in 10 consolidated VIEs with ownership interests ranging from 50% to 92%.

Unconsolidated VIEs

The table below lists the Company's unconsolidated VIEs as of March 31, 2025:


Unconsolidated VIEs:	Investment in Real Estate Joint Ventures and Partnerships		Maximum Risk of Loss
Ambassador Infrastructure, LLC (1)	$	—	$	2,798
Atlanta Outlet JV, LLC		—		—
BI Development, LLC		69		69
El Paso Outlet Center Holding, LLC		—		—
Fremaux Town Center JV, LLC		—		—
Louisville Outlet Shoppes, LLC		—		—
Mall of South Carolina L.P.		—		—
Port Orange I, LLC (1)		2,749		24,410
Vision - CBL Hamilton Place, LLC		3,609		3,609
Vision - CBL Mayfaire TC Hotel, LLC		6,174		6,174
	$	12,601	$	37,060

(1)

The Operating Partnership has guaranteed all or a portion of the debt. See Note 12 for more information.