Mortgage and Other Indebtedness, Net

3 Months Ended

Mar. 31, 2025

Note 9 – Mortgage and Other Indebtedness, Net

CBL has no indebtedness. Either the Operating Partnership or one of its consolidated subsidiaries that it has a direct or indirect ownership interest in are the borrowers on all the Company's debt. At March 31, 2025, all the Company's consolidated debt is non-recourse.

The Company’s mortgage and other indebtedness, net, consisted of the following:


	March 31, 2025						December 31, 2024
	Amount			Weighted- Average Interest Rate (1)			Amount			Weighted- Average Interest Rate (1)
Fixed-rate debt:
Non-recourse open-air centers and outparcels loan (2)	$	166,478			6.95	%	$	170,031			6.95	%
Non-recourse loans on operating properties		1,220,975			4.75	%		1,233,767			4.75	%
Total fixed-rate debt		1,387,453			5.01	%		1,403,798			5.02	%
Variable-rate debt:
Non-recourse, secured term loan		673,129			7.19	%		725,495			7.42	%
Non-recourse open-air centers and outparcels loan (2)		166,478			8.42	%		170,031			8.65	%
Non-recourse loan on an operating property		32,280			7.82	%		32,580			8.05	%
Total variable-rate debt		871,887			7.45	%		928,106			7.67	%
Total fixed-rate and variable-rate debt		2,259,340			5.95	%		2,331,904			6.07	%
Unamortized deferred financing costs		(7,480	)					(8,688	)
Debt discounts (3)		(101,298	)					(110,536	)
Total mortgage and other indebtedness, net	$	2,150,562					$	2,212,680

(1)

Weighted-average interest rate excludes amortization of deferred financing costs.

(2)

The Operating Partnership has an interest rate swap on a notional amount of $32,000 related to the variable portion of the loan to effectively fix the interest rate at 7.3975%.

(3)

In conjunction with the acquisition of the Company's partner's 50% joint venture interests in CoolSprings Galleria, Oak Park Mall and West County Center and the implementation of fresh start accounting upon emergence from bankruptcy, the Company estimated the fair value of its mortgage notes with the assistance of a third-party valuation advisor. This resulted in recognizing a debt discount, which is accreted over the term of the respective debt using the effective interest method. The remaining debt discounts at March 31, 2025 will be accreted over a weighted average period of 4.6 years.

Non-recourse loans on operating properties, the open-air centers and outparcels loan and the secured term loan include loans that are secured by properties owned by the Company that have a carrying value of $1,656,555 at March 31, 2025.

2025 Loan Activity

In January 2025, a portion of the proceeds from the sale of Monroeville Mall and the Annex at Monroeville were used to paydown the open-air centers and outparcels loan by $7,107.

In February 2025, a portion of the proceeds from the sale of Imperial Valley Mall were used to paydown the secured term loan principal balance by $41,116.

In March 2025, the loan secured by Cross Creek Mall was modified to extend the maturity date to August 2025. Also, in March 2025, the lender notified the Company that the loan secured by The Outlet Shoppes at Laredo was in default. The Company is in discussions with the lender regarding a loan modification for the loan secured by The Outlet Shoppes at Laredo. Subsequent to March 31, 2025, we exercised the one-year extension option on the loan secured by Fayette Mall. See Note 15.

2024 Loan Activity

In February 2024, the Company redeemed U.S. Treasury securities and used the proceeds to pay off the $15,190 loan secured by Brookfield Square Anchor Redevelopment.

Scheduled Principal Payments

As of March 31, 2025, 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, are as follows:


2025 (1)	$	940,529
2026		550,781
2027		342,815
2028		133,350
2029		6,406
2030		225,628
Thereafter		59,831
Total mortgage and other indebtedness	$	2,259,340

(1)

Reflects scheduled principal amortization for the period April 1, 2025 through December 31, 2025.

Of the $940,529 of scheduled principal payments for the remainder of 2025, $917,543 relates to the maturing principal balances of loans secured by four properties and the secured term loan. As of March 31, 2025, the Company has met the extension test to secure a one-year extension on the secured term loan. Subsequent to March 31, 2025, the $108,466 principal loan balance secured by Fayette Mall was extended through May 2026. See Note 15.

Interest Rate Hedge Instruments

The Company records its derivative instruments in its condensed consolidated balance sheets at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the derivative has been designated as a hedge and, if so, whether the hedge has met the criteria necessary to apply hedge accounting.

The effective portion of changes in the fair value of derivatives designated as, and that qualify as, cash flow hedges is recorded in accumulated other comprehensive income (loss) and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. Such derivatives were used to hedge the variable cash flows associated with variable-rate debt.

         Instrument Type

         Location in the Condensed Consolidated Balance Sheet

         Notional

         Index

         Fair Value at March 31, 2025

         Maturity Date

Pay fixed/Receive variable swap

Intangible lease assets and other assets

32,000

1-month USD-SOFR CME

233

Jun-27


	Three Months Ended March 31,
Hedging Instrument - Interest Rate Swap	2025			2024
(Loss) gain recognized in other comprehensive income (loss)	$	(281	)	$	462
Gain recognized in earnings (1)	$	81		$	163

(1)

Gain reclassified from accumulated other comprehensive income into earnings shown in interest expense.

Amounts reported in accumulated other comprehensive income related to derivatives will be reclassified to interest expense as interest payments are made on the Company’s variable-rate debt. During the next twelve months, the Company estimates that $190 will be reclassified from other comprehensive income (loss) as a decrease to interest expense.

The Company has an agreement with each derivative counterparty that contains a provision where if the Company either defaults or is capable of being declared in default on any of its indebtedness, then the Company could also be declared in default on its derivative obligations.

As of March 31, 2025, the Company did not have any derivatives with a fair value in a net liability position including accrued interest but excluding any adjustment for nonperformance risk. As of March 31, 2025, the Company has posted $1,920 of cash collateral related to the interest rate swap. The Company is not in breach of any agreement provisions.