Looking to the Future
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CBL PROPERTIES CBL Properties CBL Properties 2017 Annual Report Looking to the future 2017 ANNUAL REPORT CBL Center Suite 500 2030 Hamilton Place Boulevard Chattanooga, TN 37421-6000 CBL PROPERTIES (423) 855-0001 cblproperties.com Total Debt 17 $4,764 as of December 31 16 $4,970 in millions Shareholder Information CBL has reduced 15 $5,407 Corporate Office Form 10-K total debt by CBL Properties Copies of the CBL Properties Annual Report on Form 10-K over $740 million 14 $5,346 CBL Center, Suite 500 are available, without charge, upon written request to: 2030 Hamilton Place Boulevard since 2013. CBL Investor Relations 13 $5,507 Chattanooga, TN 37421-6000 CBL Properties (423) 855-0001 CBL Center, Suite 500 Transfer Agent and Registrar 2030 Hamilton Place Boulevard Computershare Chattanooga, TN 37421-6000 P.O. BOX 30170 College Station, TX 77842-3170 Annual Meeting of Shareholders The annual meeting of shareholders will be held on CBL Properties is looking to the future www.computershare.com/investor Almost May 14, 2018, at 4:00 P.M. (EDT) at Embassy Suites, by transforming its properties through Dividend Reinvestment Plan 2321 Lifestyle Way, Chattanooga, TN. Shareholders of record may automatically reinvest their strategic redevelopments that feature dividends in additional shares of our Common Stock through Quarterly Stock Price and Dividend Information 300,000 The following table presents the dividends declared and the our Dividend Reinvestment Plan, which also provides for a wide variety of retail, entertainment, high and low sale price of the common stock as listed on the square feet purchase by voluntary cash contributions. For additional New York Stock Exchange for each quarter of 2016 and 2017. health and wellness, dining, and other of redevelopment information, please contact Computershare. services. Each project is tailored to fit activity completed Independent Auditors 2017 Quarter Ended High Low Dividends the market and position the property for Deloitte & Touche LLP March 31 $ 11.88 $ 8.93 $ 0.265 Atlanta, GA continued success. June 30 $ 10.03 $ 7.45 $ 0.265 Counsel September 30 $ 9.63 $ 7.95 $ 0.265 Husch Blackwell LLP December 31 $ 8.61 $ 5.39 $ 0.200 Chattanooga, TN 2016 Quarter Ended High Low Dividends Goulston & Storrs March 31 $ 12.74 $ 9.40 $ 0.265 New York, NY June 30 $ 12.28 $ 9.10 $ 0.265 Stock Exchange Listing September 30 $ 14.29 $ 9.73 $ 0.265 4.87% 4.91% 4.50% 4.70% 4.65% New York Stock Exchange December 31 $ 12.28 $ 10.36 $ 0.265 Weighted Symbols: CBL, CBLPrD, CBLPrE Average Interest Rate as of December 31 Average borrowing cost has declined Total Return Performance since 2013. The graph below compares the cumulative stockholder return on the Common Stock of the Company with the cumulative total return of the Russell 2000 index of small companies (“Russell 2000”) and the NAREIT All Equity REIT Total Return Index for the period 13 14 15 16 17 commencing December 31, 2007, through December 31, 2017. The graph below assumes that the value of the investments in the Company and in each of the indices was $100 at the beginning of the period and that dividends were reinvested. The stock price performance presented is not necessarily indicative of future results. 250 200 150 / Atlanta & San Antonio 100 More than More than Over 50 see eye 0 3.8 $1.1 $190 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 million billion million Period Ending December 31, square feet in financing in gross Index 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 CBL $ 100.00 30.62 54.17 103.69 98.26 138.73 122.97 140.40 95.89 98.21 54.78 leased activity asset sales Russell 2000 $ 100.00 66.21 84.20 106.82 102.36 119.09 165.33 173.42 165.76 201.08 230.54 completed completed NAREIT All Equity REIT Index $ 100.00 62.27 79.70 101.98 110.42 132.18 135.95 174.06 178.98 194.42 211.28 designed and produced by designed and produced UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2017 Or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM ____________ TO _______________ COMMISSION FILE NO. 1-12494 (CBL & ASSOCIATES PROPERTIES, INC.) COMMISSION FILE NO. 333-182515-01 (CBL & ASSOCIATES LIMITED PARTNERSHIP) ______________ CBL & ASSOCIATES PROPERTIES, INC. CBL & ASSOCIATES LIMITED PARTNERSHIP (Exact Name of Registrant as Specified in Its Charter) Delaware (CBL & Associates Properties, Inc.) Delaware (CBL & Associates Limited Partnership) 62-1545718 (State or Other Jurisdiction of Incorporation or 62-1542285 Organization) (I.R.S. Employer Identification No.) 2030 Hamilton Place Blvd., Suite 500 Chattanooga, TN 37421 (Address of Principal Executive Offices) (Zip Code) Registrant’s telephone number, including area code: 423.855.0001 Securities registered pursuant to Section 12(b) of the Act: CBL & Associates Properties, Inc.: Name of each exchange on Title of each Class which registered Common Stock, $0.01 par value New York Stock Exchange 7.375% Series D Cumulative Redeemable Preferred Stock, $0.01 par value New York Stock Exchange 6.625% Series E Cumulative Redeemable Preferred Stock, $0.01 par value New York Stock Exchange CBL & Associates Limited Partnership: None Securities registered pursuant to Section 12(g) of the Act: CBL & Associates Properties, Inc.: None CBL & Associates Limited Partnership: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. CBL & Associates Properties, Inc. Yes No CBL & Associates Limited Partnership Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. CBL & Associates Properties, Inc. Yes No CBL & Associates Limited Partnership Yes No Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. CBL & Associates Properties, Inc. Yes No CBL & Associates Limited Partnership Yes No Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). CBL & Associates Properties, Inc. Yes No CBL & Associates Limited Partnership Yes No Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act. CBL & Associates Properties, Inc. Large accelerated filer Accelerated filer Non-accelerated filer (do not check if a smaller reporting company) Smaller Reporting Company Emerging growth company CBL & Associates Limited Partnership Large accelerated filer Accelerated filer Non-accelerated filer (do not check if a smaller reporting company) Smaller Reporting Company Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). CBL & Associates Properties, Inc. Yes No CBL & Associates Limited Partnership Yes No The aggregate market value of the 167,265,551 shares of CBL & Associates Properties, Inc.'s common stock held by non- affiliates of the registrant as of June 30, 2017 was $1,410,048,595, based on the closing price of $8.43 per share on the New York Stock Exchange on June 30, 2017. (For this computation, the registrant has excluded the market value of all shares of its common stock reported as beneficially owned by executive officers and directors of the registrant; such exclusion shall not be deemed to constitute an admission that any such person is an “affiliate” of the registrant.) As of February 22, 2018, 172,643,728 shares of common stock were outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of CBL & Associates Properties, Inc.’s Proxy Statement for the 2018 Annual Meeting of Stockholders are incorporated by reference in Part III. EXPLANATORY NOTE This report combines the annual reports on Form 10-K for the year ended December 31, 2017 of CBL & Associates Properties, Inc. and CBL & Associates Limited Partnership. Unless stated otherwise or the context otherwise requires, references to the "Company" mean CBL & Associates Properties, Inc. and its subsidiaries. References to the "Operating Partnership" mean CBL & Associates Limited Partnership and its subsidiaries. The terms "we," "us" and "our" refer to the Company or the Company and the Operating Partnership collectively, as the context requires.