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CBL & Associates Properties Reports First Quarter Results.


CHATTANOOGA Chattanooga (chăt'ən`gə), city (1990 pop. 152,466), seat of Hamilton co., E Tenn., on both sides of the Tennessee River near the Georgia line; inc. 1839. , Tenn. -- CBL Cbl cobalamin.  & Associates Properties, Inc. (NYSE NYSE

See: New York Stock Exchange
:CBL):

--FFO per share rose 23.6% to $1.52 in the first quarter.

--Same-center NOI NOI Net Operating Income
NOI Notice of Intent
NOI Nation of Islam
NOI Notice of Inquiry
NOI Neuro Orthopaedic Institute
NOI New Organizing Institute
NOI Notice of Interest
NOI No Offense Intended
NOI National Olympiad in Informatics
 for the first quarter rose 10.7%.

--Same store sales improved by 4.5% year-to-date Year-to-date (YTD)

The period beginning at the start of the calendar year up to the current date.
.

--Portfolio occupancy Gaining or having physical possession of real property subject to, or in the absence of, legal right or title.

In a fire insurance policy, for example, the term occupancy
 rose to 91.3% in the first quarter.

CBL & Associates Properties, Inc. (NYSE:CBL) announced results for the first quarter ended March 31, 2005. A description of each non-GAAP financial measure and the related reconciliation to the comparable GAAP GAAP

See: Generally Accepted Accounting Principles


GAAP

See generally accepted accounting principles (GAAP).
 measure is located at the end of this release.

Net income available to common shareholders for the first quarter ended March 31, 2005, was $25,371,000 compared with $30,189,000 for the prior-year period representing a decline of 16.0%. Net income available to common shareholders per diluted di·lute  
tr.v. di·lut·ed, di·lut·ing, di·lutes
1. To make thinner or less concentrated by adding a liquid such as water.

2. To lessen the force, strength, purity, or brilliance of, especially by admixture.
 share was $0.78 in the first quarter ended March 31, 2005, compared with $0.96 for the prior-year period, representing a decline of 18.8%. Net income available to common shareholders in the first quarter 2004 of $0.96 per share included one-time one-time
adj.
1. or one·time
a. Occurring or undertaken only once: a one-time winner in 1995.

b.
 gains from the sale of six community and power centers to the Galileo Galileo (Galileo Galilei) (găl'ĭlē`ō; gälēlĕ`ō gälēlĕ`ē), 1564–1642, great Italian astronomer, mathematician, and physicist.  America America [for Amerigo Vespucci], the lands of the Western Hemisphere—North America, Central (or Middle) America, and South America. The world map published in 1507 by Martin Waldseemüller is the first known cartographic use of the name.  joint venture of $0.32 per share. There was no gain associated with the sale of four community centers in the final phase of the Galileo America joint venture which closed in January January: see month.  2005.

Funds from operations Funds From Operations (FFO)

Used by real estate and other investment trusts to define the cash flow from trust operations; earnings with depreciation and amortization added back.
 (FFO FFO

See: Funds from operations
) increased 27.0% to $88,461,000 for the first quarter of 2005 from $69,660,000 for the first quarter of 2004. FFO per share on a diluted fully converted basis increased 23.6% to $1.52 for the first quarter of 2005 from $1.23 in the prior-year period.

HIGHLIGHTS

--Total revenues increased 22.5% in the first quarter 2005 to $210,905,000 from $172,159,000 in the prior-year period.

--Same center net operating income Operating Income

The profit realized from a business' own operations.

Notes:
This would not include income from things such as investments in other firms. Also referred to as operating profit or recurring profit.
 for the portfolio improved in the first quarter of 2005 by 10.7% compared with a 1.7% increase for the prior-year period. Significant factors positively impacting the first quarter 2005 NOI growth of $12.2 million over the prior year period included: i) Approximately ap·prox·i·mate  
adj.
1. Almost exact or correct: the approximate time of the accident.

2.
 $6.1 million related to improvements in bad debt expense and other charges against revenues; ii) Approximately $400,000 related to accounting for rent holidays; iii) Approximately $1.0 million more in percentage rents compared with the first quarter of 2004 related to malls acquired in 2003.

--Same-store sales for mall mall: see shopping center.

(World-Wide Web) mall - A collection of World-Wide Web documents featuring commercial products and services, usually served by one particualr Internet access provider.
 tenants of 10,000 square feet or less for stabilized sta·bi·lize  
v. sta·bi·lized, sta·bi·liz·ing, sta·bi·liz·es

v.tr.
1. To make stable or steadfast.

2.
 malls as of March 31, 2005, increased 4.5% for those tenants who have reported sales compared with a 7.5% increase for the first quarter of 2004.

--The debt-to-total-market capitalization capitalization n. 1) the act of counting anticipated earnings and expenses as capital assets (property, equipment, fixtures) for accounting purposes. 2) the amount of anticipated net earnings which hypothetically can be used for conversion into capital assets.  ratio as of March 31, 2005, was 44.0% based on the common stock closing price of $71.51 and a fully converted common stock share count of 57,035,000 as of the same date. The debt-to-total-market capitalization ratio as of March 31, 2004, was 44.5% based on the common stock closing price of $61.34 and a fully converted common stock share count of 55,808,000 as of the same date.

--Variable rate debt of $789,185,000 represents 9.9% of the total market capitalization Total Market Capitalization

The total market value of all of a firm's outstanding securities.
 for the Company and 22.5% of the Company's share of total consolidated con·sol·i·date  
v. con·sol·i·dat·ed, con·sol·i·dat·ing, con·sol·i·dates

v.tr.
1. To unite into one system or whole; combine:
 and unconsolidated debt.

CBL's Chairman and Chief Executive Officer, Charles Charles, archduke of Austria
Charles, 1771–1847, archduke of Austria; brother of Holy Roman Emperor Francis II. Despite his epilepsy, he was the ablest Austrian commander in the French Revolutionary and Napoleonic wars; however, he was handicapped by
 B. Lebovitz, said, "With such a strong, well-balanced well-bal·anced
adj.
1. Evenly proportioned, balanced, or regulated.

2. Mentally stable; sensible or sound.


well-balanced
Adjective

sensible and emotionally stable

Adj.
 first quarter, we are fortunate to be able to point to many factors that positively influenced our performance. We generated impressive same-center NOI growth in our existing portfolio from improvements in several areas including increases in occupancy, specialty A contract under seal.

A specialty is a written document that has been sealed and delivered and is given as security for the payment of a specifically indicated debt.
 leasing and sponsorship income. Additionally, the impact from continuously redeveloping our portfolio has led to significant new rental income Noun 1. rental income - income received from rental properties
income - the financial gain (earned or unearned) accruing over a given period of time
 as we proactively converted several department stores This is a list of department stores. In the case of department store groups the location of the flagship store is given. This list does not include large specialist stores, which sometimes resemble department stores.  to large space users and mall shop expansions.

"A year ago, the prevailing theme in the mall industry was the large number of tenant bankruptcies. We have proven quite convincingly con·vinc·ing  
adj.
1. Serving to convince: a convincing argument; a convincing manner.

2. Believable; plausible: a convincing story. See Synonyms at valid.
 that this challenge could be converted into opportunities to enhance our tenant base. We have backfilled over 230,000 square feet of space lost to bankruptcies over the past two years leading to significant improvement in overall tenant quality and increases in rental RENTAL. A roll or list of the rents of an estate containing the description of the lands let, the names of the tenants, and other particulars connected with such estate. This is the same as rent roll, from which it is said to be corrupted.  rates. We are now benefiting from a more favorable fa·vor·a·ble  
adj.
1. Advantageous; helpful: favorable winds.

2. Encouraging; propitious: a favorable diagnosis.

3.
 environment with more productive tenants, retailers pursuing expansion plans and a stronger economy overall.

"Much of the current industry discussion has focused on department store consolidation, select retailers moving to off-mall venues and the appeal of lifestyle-oriented centers to consumers. We look at these trends as opportunities to continue to recapture recapture n. in income tax, the requirement that the taxpayer pay the amount of tax savings from past years due to accelerated depreciation or deferred capital gains upon sale of property. (See: income tax)


RECAPTURE, war.
 underperforming department store space, add exterior-oriented restaurants and upscale lifestyle elements to each of our malls, and convert outparcels and adjoining property into new development projects. In each instance, these initiatives align align (līn),
v to move the teeth into their proper positions to conform to the line of occlusion.
 perfectly with our focus to continuously redevelop re·de·vel·op  
v. re·de·vel·oped, re·de·vel·op·ing, re·de·vel·ops

v.tr.
1. To develop (something) again.

2.
 and retenant our properties in an effort to offer consumers the most exciting shopping venues available. We expect to continue to successfully execute To run a program, which causes the computer to carry out its instructions. See executable code, instruction and EXE file.

execute - execution
 these initiatives in 2005 and beyond."
PORTFOLIO OCCUPANCY(a)                            March 31,
                                              2005        2004
                                             ------      ------
Portfolio occupancy                           91.3%       90.8%
 Mall portfolio                               91.5%       91.0%
   Stabilized malls (67)                      91.9%       91.5%
   Non-stabilized malls (3)                   81.8%       81.5%
 Associated centers (26)                      91.9%       88.7%
 Community centers (5)                        82.9%       91.6%

(a) Figures exclude the community centers that were contributed into
    the Galileo America joint venture.



PROPERTY SALES

In January, the Company completed the final phase of the Galileo America joint venture. The Company transferred two power centers, one community center and one community center expansion to the joint venture for total consideration of $58.6 million. The Company recognized an impairment Impairment

1. A reduction in a company's stated capital.

2. The total capital that is less than the par value of the company's capital stock.

Notes:
1. This is usually reduced because of poorly estimated losses or gains.

2.
 loss of $1.95 million in the fourth quarter 2004 and an additional impairment loss of $262,000 in the first quarter 2005 related to the properties in this transaction.

The Company also completed the sale of five community center properties located throughout Michigan Michigan (mĭsh`ĭgən), upper midwestern state of the United States. It consists of two peninsulas thrusting into the Great Lakes and has borders with Ohio and Indiana (S), Wisconsin (W), and the Canadian province of Ontario (N,E).  for a total sales price of $12.1 million. The Company previously took an impairment loss of $617,000 in the fourth quarter of 2004 and took an additional loss of $32,000 in the first quarter 2005 related to the properties in this transaction.

OUTLOOK AND GUIDANCE

Based on today's outlook and the Company's first quarter results, the Company is offering guidance for 2005 FFO in the range of $5.88 to $5.96 per share. The full year guidance assumes NOI growth in the range of 3% to 4% and excludes the impact of any future acquisitions, termination fee termination fee

The one-time charge for terminating or transferring an individual retirement account. If a financial institution charges a termination fee, the fee must be spelled out in the original agreement that is signed when the account is opened.
 income, gains on sales of outparcels, or gains on sales of non-operating properties. The Company expects to update its annual guidance after each quarter's results.
Low     High
                                                        ------  ------
Expected diluted earnings per common share             $ 2.97  $ 3.05
  Adjust to fully converted shares from common shares   (1.31)  (1.35)
                                                        ------  ------
Expected earnings per diluted, fully converted common
 share                                                   1.66    1.70
  Add: depreciation and amortization                     2.91    2.91
  Add: minority interest in earnings of Operating
   Partnership                                           1.31    1.35
                                                        ------  ------
Expected FFO per diluted, fully converted common share $ 5.88  $ 5.96
                                                        ======  ======


INVESTOR CONFERENCE CALL AND SIMULCAST Simulcast is a portmanteau of "simultaneous broadcast", and refers to programs or events broadcast across more than one medium, or more than one service on the same medium, at the same time.

CBL & Associates Properties, Inc. will conduct a conference call at 10:00 am EDT EDT
abbr.
Eastern Daylight Time


EDT Eastern Daylight Time

EDT n abbr (US) (= Eastern Daylight Time) → hora de verano de Nueva York

EDT 
 on May 4, 2005, to discuss the first quarter results. The number to call for this interactive teleconference is 913-981-5509. A seven-day Adj. 1. seven-day - lasting through a week; "her weeklong vacation"
weeklong

long - primarily temporal sense; being or indicating a relatively great or greater than average duration or passage of time or a duration as specified; "a long life"; "a long boring
 replay of the conference call will be available by dialing 719-457-0820 and entering the passcode 7513644. A transcript A generic term for any kind of copy, particularly an official or certified representation of the record of what took place in a court during a trial or other legal proceeding.

A transcript of record
 of the Company's prepared remarks will be furnished fur·nish  
tr.v. fur·nished, fur·nish·ing, fur·nish·es
1. To equip with what is needed, especially to provide furniture for.

2.
 on a Form 8-K Form 8-K

The form required by the SEC when a publicly held company incurs any event that might affect its financial situation or the share value of its stock.


Form 8-K

See 8-K.
 following the conference call.

To receive the CBL & Associates Properties, Inc., first quarter earnings release and supplemental information please visit our website at http://cblproperties.com or contact Investor Relations Investor relations

The process by which the corporation communicates with its investors.
 at 423-490-8292.

The Company will also provide an online Web simulcast and rebroadcast of its 2005 first quarter earnings release conference call. The live broadcast of CBL's quarterly conference call will be available online at the Company's Web site at http://cblproperties.com, as well as http://www.streetevents.com and http://www.fulldisclosure.com, on May 4, 2005, beginning at 10:00 a.m. EDT. The online replay will follow shortly after the call and continue through May 18, 2005.

CBL & Associates Properties, Inc. is the fourth largest mall REIT REIT

See: Real Estate Investment Trust


REIT

See real estate investment trust (REIT).
 in North America North America, third largest continent (1990 est. pop. 365,000,000), c.9,400,000 sq mi (24,346,000 sq km), the northern of the two continents of the Western Hemisphere.  and the largest owner of malls and shopping centers shopping center, a concentration of retail, service, and entertainment enterprises designed to serve the surrounding region. The modern shopping center differs from its antecedents—bazaars and marketplaces—in that the shops are usually amalgamated into  in the Southeast Southeast or south east is the ordinal direction halfway between south and east. It the opposite of northwest.

Southeast or South East can refer to:
, ranked by GLA. CBL owns, holds interests in or manages 167 properties, including 70 enclosed en·close   also in·close
tr.v. en·closed, en·clos·ing, en·clos·es
1. To surround on all sides; close in.

2. To fence in so as to prevent common use: enclosed the pasture.
 regional malls. The properties are located in 29 states and total 73.5 million square feet including 2.0 million square feet of non-owned shopping centers managed for third parties. CBL currently has nine projects under construction totaling approximately 1.5 million square feet. The projects include two open-air shopping centers located in Ft. Myers Myers can refer to: People
  • Myers, Alan, U.S. drummer (Devo)
  • Myers, Alan, translator
  • Myers, Amanda (born 1984) Green Party Candidate, Canadian
  • Myers, B. R, critic (“A Reader's Manifesto”)
  • Myers, Brett (born 1980), U.S.
, Fl and Memphis (Southaven, MS), TN, one associated center, three community centers and three expansions. In addition to its office in Chattanooga, TN, CBL has a regional office in Boston Boston, town, England
Boston, town (1991 pop. 26,495), E central England, on the Witham River. Boston's fame as a port dates from the 13th cent., when it was a Hanseatic port trading wool and wine. Having recovered from a decline in the 18th and 19th cent.
 (Waltham Waltham (wôl`thăm, –thəm), city (1990 pop. 57,878), Middlesex co., E Mass., a suburb of Boston, on the Charles River; settled c.1634, set off from Watertown 1738, inc. as a city 1884. ), MA. Additional information can be found at http://cblproperties.com

NON-GAAP FINANCIAL MEASURES

Funds From Operations

FFO is a widely used measure of the operating performance of real estate companies that supplements net income determined in accordance Accordance is Bible Study Software for Macintosh developed by OakTree Software, Inc.[]

As well as a standalone program, it is the base software packaged by Zondervan in their Bible Study suites for Macintosh.
 with generally accepted accounting principles The standard accounting rules, regulations, and procedures used by companies in maintaining their financial records.

Generally accepted accounting principles (GAAP) provide companies and accountants with a consistent set of guidelines that cover both broad accounting
 ("GAAP"). The National Association of Real Estate Investment Trusts defines FFO as net income (computed in accordance with GAAP) excluding gains or losses on sales of operating properties, plus depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures. The Company believes that FFO provides an additional indicator Indicator

Anything used to predict future financial or economic trends.

Notes:
In the context of technical analysis, an indicator is a mathematical calculation based on a securities price and/or volume. The result is used to predict future prices.
 of the operating performance of the Company's properties without giving effect to real estate depreciation and amortization, which assumes the value of real estate assets decline predictably over time. Since values of well-maintained real estate assets have historically risen or fallen with market conditions, the Company believes that FFO enhances investors' understanding of the Company's operating performance.

FFO does not represent cash flow from operations Cash flow from operations

A firm's net cash inflow resulting directly from its regular operations (disregarding extraordinary items such as the sale of fixed assets or transaction costs associated with issuing securities), calculated as the sum of net income plus noncash expenses
 as defined by accounting principles generally accepted in the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. , is not necessarily indicative indicative: see mood.  of cash available to fund all cash flow needs and should not be considered as an alternative to net income for purposes of evaluating the Company's operating performance or to cash flow as a measure of liquidity.

Same-Center Net Operating Income

Net operating income ("NOI") is a supplemental measure of the operating performance of the Company's shopping centers. The Company defines NOI as operating revenues operating revenue

Revenue from any regular source. Revenue from sales is adjusted for discounts and returns when calculating operating revenue. Compare other revenue.
 (rental revenues, tenant reimbursements and other income) less property operating expenses Operating expenses

The amount paid for asset maintenance or the cost of doing business, excluding depreciation. Earnings are distributed after operating expenses are deducted.
 (property operating, real estate taxes and maintenance and repairs). Similar to FFO, the Company computes NOI based on its pro rata [Latin, Proportionately.] A phrase that describes a division made according to a certain rate, percentage, or share.

In a Bankruptcy case, when the debtor is insolvent, creditors generally agree to accept a pro rata share of what is owed to them.
 share of both consolidated and unconsolidated properties. The Company's definition of NOI may be different than that used by other companies and, accordingly, the Company's NOI may not be comparable to that of other companies. A reconciliation of same-center NOI to net income is located at the end of this earnings release.

Since NOI includes only those revenues and expenses related to the continuing operations continuing operations

Parts of a business that are expected to be maintained as an ongoing segment of an overall business operation. Income and losses from continuing operations are reported separately if any segments have been discontinued during the
 of its shopping center properties, the Company believes that same-center NOI provides a measure that reflects trends in occupancy rates Noun 1. occupancy rate - the percentage of all rental units (as in hotels) are occupied or rented at a given time
pct, per centum, percent, percentage - a proportion in relation to a whole (which is usually the amount per hundred)
, rental rates and operating costs operating costs nplgastos mpl operacionales  and the impact of those trends on the Company's results of operations.

Pro Rata Share of Debt

The Company presents debt based on its pro rata ownership share (including the Company's pro rata share of unconsolidated affiliates and excluding minority investors' share of consolidated properties) because it believes this provides investors a clearer understanding of the Company's total debt obligations which affect the Company's liquidity. A reconciliation of the Company's pro rata share of debt to the amount of debt on the Company's consolidated balance sheet consolidated balance sheet

A balance sheet in which assets and liabilities of a parent company and its controlled subsidiaries are combined, thereby presenting balance sheet items for the parent and its subsidiaries as if they were a single firm.
 is located at the end of this earnings release.

Information included herein contains "forward-looking statements forward-looking statement

A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections.
" within the meaning of the federal securities laws. Such statements are inherently subject to risks and uncertainties, many of which cannot be predicted with accuracy and some of which might not even be anticipated. Future events and actual events, financial and otherwise, may differ materially from the events and results discussed in the forward-looking statements. The reader is directed to the Company's various filings with the Securities and Exchange Commission, including without limitation the Company's Annual Report on Form 10-K Form 10-K

A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information.


Form 10-K

See 10-K.
 and the "Management's Discussion and Analysis Management's discussion and analysis (MD&A)

A report from management to shareholders that accompanies the firm's financial statements in the annual report. It explains the period's financial results and enables management to discuss topics that may not be apparent in the financial
 of Financial Condition and Results of Operations" incorporated by reference therein, for a discussion of such risks and uncertainties.
CBL & Associates Properties, Inc.
                 Consolidated Statements of Operations
          (Unaudited; in thousands, except per share amounts)


                                                    Three Months Ended
                                                        March 31,
                                                   -------------------
                                                     2005      2004
                                                   --------- ---------
REVENUES:
 Minimum rents                                     $130,431  $108,450
 Percentage rents                                     8,099     6,685
 Other rents                                          3,125     2,786
 Tenant reimbursements                               60,786    47,996
 Management, development and leasing fees             3,045     1,795
 Other                                                5,419     4,447
                                                   --------- ---------
    Total revenues                                  210,905   172,159
                                                   --------- ---------

EXPENSES:
 Property operating                                  31,665    27,645
 Depreciation and amortization                       41,286    32,556
 Real estate taxes                                   15,451    13,081
 Maintenance and repairs                             12,345    10,194
 General and administrative                           9,186     8,233
 Loss on impairment of real estate assets               262         -
 Other                                                3,430     3,032
                                                   --------- ---------
    Total expenses                                  113,625    94,741
                                                   --------- ---------
 Income from operations                              97,280    77,418
 Interest income                                      1,683       880
 Interest expense                                   (48,921)  (40,434)
 Loss on extinguishment of debt                        (884)        -
 Gain on sales of real estate assets                  2,714    19,825
 Equity in earnings of unconsolidated affiliates      3,091     2,864
 Minority interest in earnings:
    Operating partnership                           (20,826)  (25,034)
    Shopping center properties                       (1,397)   (1,238)
                                                   --------- ---------
 Income before discontinued operations               32,740    34,281
 Operating income of discontinued operations            305       329
 Loss on discontinued operations                        (32)       (5)
                                                   --------- ---------
 Net income                                          33,013    34,605
 Preferred dividends                                 (7,642)   (4,416)
                                                   --------- ---------
 Net income available to common shareholders        $25,371   $30,189
                                                   ========= =========
 Basic per share data:
    Income before discontinued operations,
     net of preferred dividends                       $0.80     $0.98
    Discontinued operations                            0.01      0.02
                                                   --------- ---------
    Net income available to common shareholders       $0.81     $1.00
                                                   ========= =========
    Weighted average common shares outstanding       31,224    30,324

 Diluted per share data:
    Income before discontinued operations,
     net of preferred dividends                       $0.77     $0.95
    Discontinued operations                            0.01      0.01
                                                   --------- ---------
    Net income available to common shareholders       $0.78     $0.96
                                                   ========= =========
    Weighted average common and potential dilutive
     common shares outstanding                       32,397    31,567


The Company's calculation of FFO is as follows (in thousands, except
 per share data):

                                                    Three Months Ended
                                                        March 31,
                                                   -------------------
                                                     2005      2004
                                                   --------- ---------

 Net income available to common shareholders        $25,371   $30,189
 Add:
 Depreciation and amortization from consolidated
  properties                                         41,286    32,556
 Depreciation and amortization from unconsolidated
  affiliates                                          1,710     1,196
 Depreciation and amortization from discontinued
  operations                                              -       189
 Minority interest in earnings of operating
  partnership                                        20,826    25,034
 Less:
 Gain on sales of operating real estate assets         (223)  (19,081)
 Minority investors' share of depreciation and
  amortization                                         (362)     (293)
 Loss on discontinued operations                         32         5
 Depreciation and amortization of non-real estate
  assets                                               (179)     (135)
                                                   --------- ---------
 Funds from operations                              $88,461   $69,660
                                                   ========= =========

 Funds from operations applicable to Company
  shareholders                                      $48,582   $38,082
                                                   ========= =========
 Basic per share data:
 Funds from operations                                $1.56     $1.26
                                                   ========= =========
Weighted average common shares outstanding with
 operating partnership units fully converted         56,854    55,471
 Diluted per share data:
 Funds from operations                                $1.52     $1.23
                                                   ========= =========
Weighted average common and potential dilutive
 common shares outstanding with operating
 partnership units fully converted                   58,028    56,713

 SUPPLEMENTAL FFO INFORMATION:

 Lease termination fees                              $2,249    $1,143
    Lease termination fees per share                  $0.04     $0.02

 Straight-line rental income                         $1,767      $650
    Straight-line rental income per share             $0.03     $0.01

 Gains on outparcel sales                            $2,610    $1,339
    Gains on outparcel sales per share                $0.04     $0.02

 Amortization of acquired above- and below-market
  leases                                             $1,164      $638
    Amortization of acquired above- and below-
     market leases per share                          $0.02     $0.01

 Amortization of debt premiums                       $1,709      $973
    Amortization of debt premiums per share           $0.03     $0.02

 Gain on sales of non operating properties             $816        $-
    Gain on sales of non operating properties per
     share                                            $0.01        $-

 Loss on impairment of real estate assets             $(262)       $-
    Loss on impairment of real estate assets per
     share                                               $-        $-


Same-Center Net Operating Income
(Dollars in thousands)

                                                   Three Months Ended
                                                        March 31,
                                                   -------------------
                                                      2005      2004
                                                   --------- ---------

Net income                                          $33,013   $34,605

Adjustments:
Depreciation and amortization                        41,286    32,556
Depreciation and amortization from unconsolidated
 affiliates                                           1,710     1,196
Depreciation and amortization from discontinued
 operations                                               -       189
Minority investors' share of depreciation and
 amortization in shopping center properties            (362)     (293)
Interest expense                                     48,921    40,434
Interest expense from unconsolidated affiliates       2,522     1,417
Interest expense from discontinued operations             -        11
Minority investors' share of interest expense in
   shopping center properties                          (378)     (415)
Loss on extinguishment of debt                          884         -
Abandoned projects expense                              121       441
Gain on sales of real estate assets                  (2,714)  (19,825)
Loss on impairment of real estate assets                262         -
Gain on sales of real estate assets of
 unconsolidated affiliates                             (934)     (592)
Minority interest in earnings of operating
 partnership                                         20,826    25,034
Loss on discontinued operations                          32         5
                                                   --------- ---------
Operating partnership's share of total NOI          145,189   114,763
General and administrative expenses                   9,186     8,233
Management fees and non-property level revenues      (5,539)   (4,970)
                                                   --------- ---------
Operating partnership's share of property NOI       148,836   118,026
NOI of non-comparable centers                       (23,128)   (4,505)
                                                   --------- ---------
Total same center NOI                              $125,708  $113,521
                                                   ========= =========

Malls                                              $115,896  $104,459
Associated centers                                    5,706     6,593
Community centers                                     1,309       512
Other                                                 2,797     1,957
                                                   --------- ---------
Total same center NOI                              $125,708  $113,521
                                                   ========= =========

Percentage Change:
Malls                                                  10.9%
Associated centers                                    -13.5%
Community centers                                     155.7%
Other                                                  42.9%
                                                   ---------
Total same center NOI                                  10.7%
                                                   =========


Company's Share of Consolidated and Unconsolidated Debt
(Dollars in thousands)
                                            March 31, 2005
                                --------------------------------------
                                 Fixed Rate  Variable Rate    Total
                                ------------ -------------------------
Consolidated debt                $2,660,174      $709,128  $3,369,302
Minority investors' share of
 consolidated debt                  (52,667)            -     (52,667)
Company's share of
 unconsolidated affiliates'
 debt                               107,219        80,057     187,276
                                ------------ ------------- -----------
Company's share of consolidated
 and unconsolidated debt         $2,714,726      $789,185  $3,503,911
                                ============ ============= ===========
Weighted average interest rate         6.34%         3.70%       5.75%
                                ============ ============= ===========

                                            March 31, 2004
                                --------------------------------------
                                 Fixed Rate  Variable Rate    Total
                                ------------ -------------------------
Consolidated debt                $2,369,807      $446,075  $2,815,882
Minority investors' share of
 consolidated debt                  (53,683)            -     (53,683)
Company's share of
 unconsolidated affiliates'
 debt                                59,311        98,877     158,188
                                ------------ ------------- -----------
Company's share of consolidated
 and unconsolidated debt         $2,375,435      $544,952  $2,920,387
                                ============ ============= ===========
Weighted average interest rate         6.56%         2.46%       5.80%
                                ============ ============= ===========


Debt-To-Total-Market Capitalization Ratio as
 of March 31, 2005
(In thousands, except stock price)

                                   Shares     Stock Price      Value
                                 Outstanding      (1)
                                ------------ -------------------------
Common stock and operating
 partnership units                   57,035        $71.51  $4,078,573
8.75% Series B Cumulative
 Redeemable Preferred Stock           2,000         50.00     100,000
7.75% Series C Cumulative
 Redeemable Preferred Stock             460        250.00     115,000
7.375% Series D Cumulative
 Redeemable Preferred Stock             700        250.00     175,000
                                                           -----------
Total market equity                                         4,468,573
Company's share of total debt                               3,503,911
                                                           -----------
Total market capitalization                                $7,972,484
                                                           ===========
Debt-to-total-market
 capitalization ratio                                            44.0%
                                                           ===========

(1) Stock price for common stock and operating partnership units
    equals the closing price of the common stock on March 31, 2005.
    The stock price for the preferred stock represents the liquidation
    preference of each respective series of preferred stock.



Reconciliation of Shares and Operating Partnership Units Outstanding
(In thousands)
                                                   Three Months Ended
                                                        March 31,
                                                  --------------------
2005:                                               Basic     Diluted
                                                  ---------- ---------
Weighted average shares - EPS                        31,224    32,397
Weighted average operating partnership units         25,630    25,631
                                                  ---------- ---------
Weighted average shares - FFO                        56,854    58,028
                                                  ========== =========

2004:
Weighted average shares - EPS                        30,324    31,567
Weighted average operating partnership units         25,147    25,146
                                                  ---------- ---------
Weighted average shares - FFO                        55,471    56,713
                                                  ========== =========


Dividend Payout Ratio                              Three Months Ended
                                                       March 31,
                                                  ---------- ---------
                                                     2005      2004
                                                  ---------- ---------
Dividend per share                                  $0.8125    $0.725
FFO per diluted, fully converted share                $1.52     $1.23
                                                  ---------- ---------
Dividend payout ratio                                  53.5%     58.9%
                                                  ========== =========



Consolidated Balance Sheets
(Preliminary and unaudited,  in thousands)


                                               March 31,  December 31,
                                                 2005         2004
                                              ----------- ------------
 ASSETS
 Real estate assets:
   Land                                         $659,719     $659,782
   Buildings and improvements                  4,689,107    4,670,462
                                              ----------- ------------
                                               5,348,826    5,330,244
   Less: accumulated depreciation               (612,957)    (575,464)
                                              ----------- ------------
                                               4,735,869    4,754,780
   Real estate assets held for sale                    -       61,607
   Developments in progress                       99,976       78,393
                                              ----------- ------------
     Net investment in real estate assets      4,835,845    4,894,780
 Cash and cash equivalents                        58,935       25,766
 Receivables:
   Tenant, net of allowance                       34,183       38,409
   Other                                          12,214       13,706
 Mortgage notes receivable                        29,889       27,804
 Investment in unconsolidated affiliates          94,704       84,782
 Other assets                                    113,010      119,253
                                              ----------- ------------
                                              $5,178,780   $5,204,500
                                              =========== ============
 LIABILITIES AND SHAREHOLDERS' EQUITY
 Mortgage and other notes payable             $3,369,302   $3,359,466
 Mortgage notes payable on real estate
  assets held for sale                                 -       12,213
 Accounts payable and accrued liabilities        186,365      212,064
                                              ----------- ------------
     Total liabilities                         3,555,667    3,583,743
                                              ----------- ------------
 Commitments and contingencies
 Minority interests                              567,110      566,606
                                              ----------- ------------
 Shareholders' equity:
 Preferred stock, $.01 par value                      32           32
 Common stock, $.01 par value                        314          313
 Additional paid-in capital                    1,027,589    1,025,792
 Deferred compensation                            (2,883)      (3,081)
 Retained earnings                                30,951       31,095
                                              ----------- ------------
 Total shareholders' equity                    1,056,003    1,054,151
                                              ----------- ------------
                                              $5,178,780   $5,204,500
                                              =========== ============

The balance sheet above is preliminary as of the date of this report.
Please refer to the Company's Quarterly Report on Form 10-Q when
filed for a complete balance sheet as of March 31, 2005.
COPYRIGHT 2005 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 2005, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Geographic Code:1USA
Date:May 3, 2005
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