Enterprising Investor
2年前
CBL Properties Declares Special Common Stock Dividend of $2.20 Per Common Share, Payable All in Cash (11/29/22)
CHATTANOOGA, Tenn.--(BUSINESS WIRE)--CBL Properties (NYSE:CBL) today announced that its Board of Directors has declared a special dividend of $2.20 per share of common stock, payable all in cash. The Special Dividend is payable on January 18, 2023, to stockholders of record as of the close of business on December 12, 2022. The special dividend equates to an aggregate cash amount of approximately $70.0 million.
“We are pleased to further demonstrate our commitment to creating and returning stockholder value through this special all cash dividend,” said Stephen D. Lebovitz, chief executive officer of CBL Properties. “Through regular and special dividends, CBL will have distributed $2.95 per share for 2022, representing a yield of more than 10.1% to stockholders relative to today’s closing price, demonstrating meaningful return of value.”
Lebovitz added, “Management and the Board carefully considered CBL’s strong performance to-date in 2022, stable and flexible balance sheet, significant generation of free cash flow and current cash balance, in determining to pay the special dividend in all cash.”
In order to ensure that the Company maintains its status as a real estate investment trust, the Company must distribute at least 90% of its “real estate investment trust taxable income” each year. A special dividend is being made to meet this minimum distribution requirement.
About CBL Properties
Headquartered in Chattanooga, TN, CBL Properties owns and manages a national portfolio of market-dominant properties located in dynamic and growing communities. CBL’s owned and managed portfolio is comprised of 94 properties totaling 58.5 million square feet across 22 states, including 56 high-quality enclosed malls, outlet centers and lifestyle retail centers as well as more than 30 open-air centers and other assets. CBL seeks to continuously strengthen its company and portfolio through active management, aggressive leasing and profitable reinvestment in its properties. For more information visit cblproperties.com.
https://www.businesswire.com/news/home/20221129006089/en/
Enterprising Investor
2年前
CBL Properties Adopts a Limited Duration Stockholder Protection Rights Agreement (9/08/22)
CHATTANOOGA, Tenn.--(BUSINESS WIRE)--CBL Properties (NYSE: CBL) (“CBL” or the “Company”) announced that its Board of Directors today adopted a Stockholder Protection Rights Agreement (“Rights Agreement”) and declared a dividend of one right on each outstanding share of CBL common stock. The record date to determine stockholders entitled to receive the rights is September 22, 2022.
The adoption of the Rights Agreement is intended to protect the long-term interests of CBL and all CBL shareholders and enable them to realize the full potential value of their investment in the Company. The Rights Agreement is designed to reduce the likelihood that any entity, person or group would gain control of, or significant influence over, CBL, through the open-market accumulation of the Company’s shares, private purchases or otherwise, without appropriately compensating all CBL shareholders for control at a full and fair price in a transaction that is in the best interests of the Company and its stockholders.
“We have made significant strategic and operational progress since emerging from bankruptcy in November 2021,” stated Stephen Lebovitz, chief executive officer of CBL. “In ten months, we completed a number of major transactions that have substantially enhanced our balance sheet strength and flexibility, including the refinance of higher rate secured notes generating meaningful interest savings, and the completion of beneficial property-level refinancings. These transactions and ongoing operational improvements have resulted in our portfolio generating strong cash flow, which has led to shareholder returns through the implementation of a regular quarterly cash dividend.”
Lebovitz continued, “As we approach the one-year anniversary of our emergence, we are continuing to develop long-term business strategies to further financial and operational improvements, create value across our portfolio and generate ongoing returns for our shareholders.”
If any person or group acquires beneficial ownership (as defined in the Rights Agreement) of 10% or more of the Company’s outstanding common stock or, in the case of persons or groups owning 10% or more of CBL’s common stock on the date of adoption of the Rights Agreement (including Canyon Capital Advisors, Oaktree Capital Management and Strategic Value Partners), increases their beneficial ownership, the rights will allow stockholders other than the person or group crossing that limit to purchase CBL common stock at a discount.
Mr. Lebovitz stated that “the Rights Agreement is not intended to preclude discussions or engagement with parties regarding value-creation opportunities for CBL. Furthermore, it will ensure that the Board and Management can properly evaluate and implement business and operational strategies that maximize value for all of CBL’s shareholders.”
The Rights Agreement does not contain any dead-hand, slow-hand, no-hand or similar feature that would limit the ability of a future Board to redeem the rights at any time before a person or group crosses the 10% threshold.
The Rights Agreement will automatically expire in one year, on September 8, 2023.
Stockholders are not required to take any action to receive the rights distribution. Until the rights become exercisable, they will trade with the shares of the Company’s common stock. The Rights Agreement will not have any impact on the reported earnings per share of the Company and will not change the manner in which the Company’s common stock is currently traded. Issuance of the rights is not taxable to CBL or its stockholders.
CBL is a publicly held company whose shares are listed on the New York Stock Exchange under the ticker symbol CBL.
About CBL Properties
Headquartered in Chattanooga, TN, CBL Properties owns and manages a national portfolio of market-dominant properties located in dynamic and growing communities. CBL’s owned and managed portfolio is comprised of 95 properties totaling 59.6 million square feet across 24 states, including 57 high-quality enclosed malls, outlet centers and lifestyle retail centers as well as more than 30 open-air centers and other assets. CBL seeks to continuously strengthen its company and portfolio through active management, aggressive leasing and profitable reinvestment in its properties. For more information visit cblproperties.com.
https://www.businesswire.com/news/home/20220908006059/en/
Enterprising Investor
2年前
Jeffrey Kivitz is a Partner with Canyon Partners, LLC.
Kivitz resign as a director of the Company if he ceases to be employed with Canyon.
The interests of Canyon Capital Advisors LLC, an affiliate of Canyon, and certain of its related parties, in transactions related to the Company’s voluntary reorganization under Chapter 11 of the United States Bankruptcy Code, beneficially own an aggregate of 8,396,293 shares of common stock (representing approximately 26.4%). Subsequent to the date of the 2022 Proxy Statement and effective as of June 7, 2022, the Company redeemed all of its outstanding 10% Senior Secured Notes due 2029, which resulted in aggregate cash payments of $79,399,768 to Canyon Capital Advisors LLC and its related parties (as described in the 2022 Proxy Statement) related to their pro rata share of the Senior Secured Notes that were redeemed.
https://www.sec.gov/ix?doc=/Archives/edgar/data/910612/000156459022028953/cbl-8k_20220810.htm
Enterprising Investor
2年前
CBL Properties Welcomes Jeff Kivitz to Its Board of Directors (8/10/22)
CHATTANOOGA, Tenn.--(BUSINESS WIRE)--CBL Properties (NYSE: CBL) today announced that Jeff Kivitz has been appointed to the company’s board of directors. Mr. Kivitz was also appointed to serve as a member of the company’s compensation committee and nominating/corporate governance committee.
“Jeff brings great experience to CBL’s board of directors,” said Stephen D. Lebovitz, chief executive officer. “We have had the opportunity to get to know and work with Jeff through CBL’s restructuring and since emergence through his role at Canyon Partners, CBL’s current top shareholder. His extensive investment experience will be important as we continue our focus on maximizing value for our shareholders.”
Mr. Kivitz is a Partner with Canyon Partners, LLC. He is responsible for the firm’s investments in companies across the REIT, technology, software, building product, and retail sectors. Prior to joining Canyon, Mr. Kivitz worked as a consultant in both the private equity and general consulting practices at Bain & Company, where he acted as an advisor on buyout and corporate strategy. Mr. Kivitz graduated cum laude from Williams College (B.A., Economics).
About Canyon Partners LLC
Founded and partner owned since 1990, Canyon is a global alternative investment manager with eight offices worldwide. The firm employs a deep value, credit intensive approach with a focus on special situations and other complex investments. Canyon’s strategies encompass a broad range of asset classes, including specialty financings, distressed investments, corporate bonds, securitized assets, real estate, arbitrage, and value equities. For more information visit: www.canyonpartners.com
About CBL Properties
Headquartered in Chattanooga, TN, CBL Properties owns and manages a national portfolio of market-dominant properties located in dynamic and growing communities. CBL’s owned and managed portfolio is comprised of 95 properties totaling 59.6 million square feet across 24 states, including 57 high-quality enclosed malls, outlet centers and lifestyle retail centers as well as more than 30 open-air centers and other assets. CBL seeks to continuously strengthen its company and portfolio through active management, aggressive leasing and profitable reinvestment in its properties. For more information visit cblproperties.com.
https://www.businesswire.com/news/home/20220810005528/en/
Enterprising Investor
2年前
CBL Properties Declares Third Quarter Common Stock Dividend (8/10/22)
CHATTANOOGA, Tenn.--(BUSINESS WIRE)--CBL Properties (NYSE:CBL) today announced that its board of directors has declared a dividend of $0.25 per common share, payable in all cash, for the quarter ending September 30, 2022. The dividend, which equates to an annual dividend payment of $1.00 per common share, is payable on September 30, 2022, to shareholders of record as of September 15, 2022.
Special Dividends - Update
Based on updated projections of taxable income for the twelve months ended December 31, 2022, CBL expects to distribute a special one-time dividend in the range of $75 to $100 million to meet minimum distribution requirements. The exact amount of the special dividend will be determined by CBL’s board of directors in the fourth quarter and will be subject to the board’s ongoing review of the company’s financial performance over the remainder of the year in relation to current projections. Subject to IRS guidelines, the special dividend may be distributed in all cash or in a combination of cash and common stock, as determined at the time by CBL’s board of directors.
About CBL Properties
Headquartered in Chattanooga, TN, CBL Properties owns and manages a national portfolio of market-dominant properties located in dynamic and growing communities. CBL’s owned and managed portfolio is comprised of 95 properties totaling 59.6 million square feet across 24 states, including 57 high-quality enclosed malls, outlet centers and lifestyle retail centers as well as more than 30 open-air centers and other assets. CBL seeks to continuously strengthen its company and portfolio through active management, aggressive leasing and profitable reinvestment in its properties. For more information visit cblproperties.com.
https://www.businesswire.com/news/home/20220810005635/en/
Enterprising Investor
3年前
CBL Properties Establishes Regular Quarterly Common Stock Dividend (6/30/22)
CHATTANOOGA, Tenn.--(BUSINESS WIRE)--CBL Properties (NYSE:CBL) today announced that its Board of Directors has established a regular quarterly cash dividend. The Board of Directors declared a dividend of $0.25 per common share, payable in all cash, for the quarter ending June 30, 2022. The dividend, which equates to an annual dividend payment of $1.00 per common share, is payable on July 20, 2022, to shareholders of record as of July 11, 2022.
“It is an important milestone for CBL to reestablish a regular quarterly cash dividend,” said Stephen Lebovitz, chief executive officer. “Our strong operating performance and recent attractive financing activity have further enhanced our substantial cash flow generation and contributed to a cash position of over $335 million as of March 31. We are pleased to share this success through this cash distribution, which is the first step in a broader plan to create and return value to our shareholders.”
Future Regular and Special Dividends
CBL anticipates paying out the minimum distribution (at least 90% of taxable income) required to maintain its status as a Real Estate Investment Trust (REIT). CBL currently expects to pay regular quarterly dividends for the third and fourth quarters of 2022 in addition to the second quarter dividend declared today.
In addition, based on current projections of taxable income for the twelve months ended December 31, 2022, CBL currently expects to distribute a special one-time dividend in the range of $75 to $125 million to meet minimum distribution requirements. The exact amount of the special dividend will be determined by CBL’s Board of Directors in the fourth quarter and will be subject to the Board’s ongoing review of the Company’s financial performance over the remainder of the year in relation to current projections. Subject to IRS guidelines, the special dividend may be distributed in all cash or in a combination of cash and common stock, as determined at the time by CBL’s Board of Directors.
About CBL Properties
Headquartered in Chattanooga, TN, CBL Properties owns and manages a national portfolio of market-dominant properties located in dynamic and growing communities. CBL’s owned and managed portfolio is comprised of 95 properties totaling 59.6 million square feet across 24 states, including 57 high-quality enclosed malls, outlet centers and lifestyle retail centers as well as more than 30 open-air centers and other assets. CBL seeks to continuously strengthen its company and portfolio through active management, aggressive leasing and profitable reinvestment in its properties. For more information visit cblproperties.com.
https://www.businesswire.com/news/home/20220630005860/en/
Enterprising Investor
3年前
CBL Properties Announces Full Redemption of 10% Senior Secured Notes Utilizing Proceeds From a New $360 Million Non-Recourse Secured Financing (5/27/22)
Eliminates Corporate Guaranty
Generates Interest Savings and Improved Free Cash Flow
Creates Significant Unencumbered Pool
CHATTANOOGA, Tenn.--(BUSINESS WIRE)--CBL Properties (NYSE: CBL) today announced the planned redemption of all $335.0 million outstanding 10% Senior Secured Notes. CBL will fund the redemption utilizing proceeds from a new $360.0 million non-recourse loan to be secured by a pool of high-quality outparcels and open-air centers.
“This new financing is a major milestone in the strengthening of CBL and our balance sheet,” said Stephen Lebovitz, chief executive officer, CBL Properties. “It is the latest in a number of recent financings to validate the tremendous value of our company and our portfolio.”
Lebovitz added, “Following the redemption of the remaining outstanding 10% Notes, the corporate guaranty is eliminated, free cash flow is improved through a reduction in interest expense, and we will have more than $75 million in estimated unencumbered NOI, providing meaningful future financial flexibility. With more than $335 million of cash on hand at first quarter-end and considerable ongoing generation of free cash flow from operations, we are extremely well-positioned to pursue opportunities that will return excellent value to our shareholders.”
Today, the Company’s wholly owned subsidiary, CBL & Associates Holdco II, LLC (the “Issuer”) delivered a conditional notice of redemption to holders of its 10% Senior Secured Notes due 2029 (the “10% Notes”), pursuant to the terms of the indenture governing the 10% Notes, to redeem the remaining $335.0 million aggregate principal amount of 10% Notes (the “Redemption”) on June 7, 2022. The Redemption is conditioned upon the receipt by the Issuer of net cash proceeds from the new financing. There can be no assurances as to when or if such condition will be satisfied and the Issuer may waive the condition at its discretion.
The new loan will be provided by an institutional lender. It will be secured by a pool of 91 outparcels located across CBL’s portfolio and 13 open-air centers. The open-air centers include Alamance Crossing West in Burlington, NC, Coolspring Crossing and The Courtyard at Hickory Hollow in Nashville, TN, Frontier Square in Cheyenne, WY, Gunbarrel Pointe in Chattanooga, TN, Harford Mall Annex in Bel Aire, MD, The Plaza at Fayette in Lexington, KY, Sunrise Commons in Brownsville, TX, The Shoppes at St. Clair in Fairview Heights, IL, The Landing at Arbor Place in Atlanta, GA, West Towne Crossing and West Towne District in Madison, WI, and Westgate Crossing in Spartanburg, SC.
Terms of the loan will be announced upon closing, which is expected on or around June 7, 2022, subject to completion of customary due diligence and documentation.
This press release does not constitute an offer to sell or purchase, or a solicitation of an offer to sell or purchase, or the solicitation of tenders or consents with respect to, any security. No offer, solicitation, purchase or sale will be made in any jurisdiction in which such an offer, solicitation or sale would be unlawful.
Moelis & Company LLC acted as Exclusive Placement Agent to CBL on the transaction.
About CBL Properties
Headquartered in Chattanooga, TN, CBL Properties owns and manages a national portfolio of market-dominant properties located in dynamic and growing communities. CBL’s owned and managed portfolio is comprised of 95 properties totaling 59.6 million square feet across 24 states, including 57 high-quality enclosed malls, outlet centers and lifestyle retail centers as well as more than 30 open-air centers and other assets. CBL seeks to continuously strengthen its company and portfolio through active management, aggressive leasing and profitable reinvestment in its properties. For more information visit cblproperties.com.
https://www.businesswire.com/news/home/20220527005293/en/CBL-Properties-Announces-Full-Redemption-of-10-Senior-Secured-Notes-Utilizing-Proceeds-From-a-New-360-Million-Non-Recourse-Secured-Financing
Enterprising Investor
3年前
CBL Properties Generates $13.75 Million From Recently Closed Asset Sales (10/11/21)
CHATTANOOGA, Tenn.--(BUSINESS WIRE)--CBL Properties (OTCMKTS:CBLAQ) today announced that it closed on two strategic asset sales generating gross proceeds of approximately $13.75 million.
The Company has closed the sale of the former Sears building at Harford Mall in Bel Air, Maryland to SJC Ventures, generating $5.0 million of gross proceeds. SJC Ventures plans to utilize the land for a future grocery-anchored redevelopment.
“The redevelopment of Harford Mall’s former Sears building by SJC Ventures will attract considerable new traffic and activity to Harford Mall, positioning the property for an even greater transformation,” said Stephen Lebovitz, chief executive officer, CBL Properties. “Harford Mall enjoys a prime location with strong demographics and represents a tremendous opportunity to attract new uses and create additional value.”
CBL also closed on the sale of its 64 residential units at Pearland Town Center in Pearland, Texas, generating gross proceeds of $8.75 million to an institutional buyer. The units were developed as part of the original mixed-use project, which opened in 2008. The transaction takes advantage of the favorable demand for multi-family assets and is an attractive monetization of CBL’s investment.
Lebovitz added, “Year-to-date we have completed over $35 million in asset sales, which demonstrates the considerable value embedded in our portfolio. These sales supplement our strong cash position and provides capital for profitable future growth opportunities.”
About SJC Ventures
Founded in 2007, SJC Ventures, formerly S.J. Collins Enterprises, is a privately held, mixed-use commercial real estate and retail development firm. The company has acquired and developed more than 60 retail, mixed-use, multifamily and office projects throughout the continental U.S. The company is headquartered in Georgia. For more information, visit www.sjcventures.com.
About CBL Properties
Headquartered in Chattanooga, TN, CBL Properties owns and manages a national portfolio of market-dominant properties located in dynamic and growing communities. CBL’s portfolio is comprised of 105 properties totaling 63.9 million square feet across 24 states, including 63 high-quality enclosed, outlet and open-air retail centers and six properties managed for third parties. CBL seeks to continuously strengthen its company and portfolio through active management, aggressive leasing and profitable reinvestment in its properties. For more information visit cblproperties.com.
https://www.businesswire.com/news/home/20211011005063/en/CBL-Properties-Generates-13.75-Million-From-Recently-Closed-Asset-Sales
Enterprising Investor
3年前
CBL Properties Announces Confirmation of Its Plan of Reorganization (8/11/21)
CBL’s Plan Received Over 95% Support From All Voting Constituencies
CHATTANOOGA, Tenn.--(BUSINESS WIRE)--CBL Properties (OTCMKTS: CBLAQ) today announced that on August 11, 2021, the United States Bankruptcy Court for the Southern District of Texas entered an order approving the Company’s Plan of Reorganization (the “Plan”). As previously announced, on November 1, 2020, CBL filed petitions in the Bankruptcy Court for voluntary relief under Chapter 11 of Title 11 of the United States Bankruptcy Code. CBL received overwhelming support for the Plan, with over 95% of votes cast for all classes voted in favor of the Plan’s confirmation. The effective date of the plan is expected to be November 1, 2021.
“This confirmation is a huge milestone for CBL,” said Stephen D. Lebovitz, Chief Executive Officer of CBL. “After months of hard work and collaborative negotiation, we are thrilled to receive such unprecedented support of our plan from every creditor group, as well as preferred and common equity. This plan provides a favorable recovery to every constituency and a strong path forward for our company and our business. Over the next few months, we will be working to close these complex transactions and will emerge on November 1st as a reenergized company with a bright future and flexible capital structure.”
As confirmed, the Plan calls for restructuring the Company’s balance sheet to provide for the elimination of more than $1.6 billion of debt and preferred obligations as well as a significant reduction in interest expense. In exchange for their approximately $1.375 billion in principal amount of Unsecured Notes and $133 million in principal amount of the secured credit facility, Consenting Noteholders and other noteholders will receive, in the aggregate, $95 million in cash, $555 million of new senior secured notes, of which up to $100 million, upon election by the Consenting Noteholders, may be received in the form of new convertible secured notes and 89% in common equity of the newly reorganized Company. Certain Consenting Noteholders will also provide up to $50 million of new money in exchange for additional convertible secured notes. The remaining Bank Lenders, holding $983.7 million in principal amount under the secured credit facility, will receive $100 million in cash and a new $883.7 million secured term loan. Existing common and preferred stakeholders are expected to receive up to 11% of common equity in the newly reorganized company.
The latest information on CBL’s restructuring, including news and frequently asked questions, can be found at cblproperties.com/restructuring or https://dm.epiq11.com/case/cblproperties/info.
About CBL Properties
Headquartered in Chattanooga, TN, CBL Properties owns and manages a national portfolio of market-dominant properties located in dynamic and growing communities. CBL’s portfolio is comprised of 105 properties totaling 63.9 million square feet across 24 states, including 63 high-quality enclosed, outlet and open-air retail centers and seven properties managed for third parties. CBL seeks to continuously strengthen its company and portfolio through active management, aggressive leasing and profitable reinvestment in its properties. For more information, visit cblproperties.com.
https://www.businesswire.com/news/home/20210811005783/en/CBL-Properties-Announces-Confirmation-of-Its-Plan-of-Reorganization
Terminal Outlaw
4年前
Recent institutional stock acquisition of $CBLAQ
Charles Schwab Investment Management, Inc
20,427,510 shares of common stock
Date of event: 9/30/2020
Renaissance Technologies, LLC
8,526,239 shares of common stock
Date of event:
BlackRock, Inc.
3,480,833 shares of common stock
Date of event: 6/30/2020
The Vanguard Group
8,604,867 shares
Title of class securities: REIT
Date of event: 12/31/2019
Luxor Capital Partners, LP
Title of class securities: common stock
Date of event: 12/31/2019
LCP Onshore Fund: 4,223,749 shares
Wavefront Fund: 1,074,238 shares
Offshore Master Fund: 2,911,754 shares
Thebes Master Fund: 1,124,079 shares
LCP total: 9,333,820 shares
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