CBL & ASSOCIATES PROPERTIES, INC. CBL & ASSOCIATES 2008 ANNUAL REPO RT CBL & Associates Properties, Inc. Corporate Office Boston Regional Office Dallas Regional Office St. Louis Regional Office CBL Center Watermill Center Atrium at Office Center 1200 Chesterfield Mall Suite 500 Suite 395 Suite 750 Chesterfield, MO 63017-4841 WHAT MATTERS NOW 2030 Hamilton Place Blvd 800 South Street 1320 Greenway Drive (636) 536-0581 CBL & ASSOCIATES PROPERTIES, INC. 2008 ANNUAL REPORT Chattanooga, TN 37421-6000 Waltham, MA 02453-1457 Irving, TX 75038-2503 (423) 855-0001 (781) 647-3330 (214) 596-1195 cblproperties.com SHAREHOLDER INFORMATION CORPORATE OFFICE FORM 10-K CBL & Associates Properties, Inc. Copies of the CBL & Associates Properties, Inc. CBL Center, Suite 500 Annual Report on Form 10-K are available, 2030 Hamilton Place Boulevard without charge, upon written request to: Chattanooga, TN 37421-6000 Katie Reinsmidt, Vice President – Corporate (423) 855-0001 Communications and Investor Relations CBL & Associates Properties, Inc. TRANSFER AGENT AND REGISTRAR CBL Center, Suite 500 Computershare 2030 Hamilton Place Boulevard P.O. Box 43078 Chattanooga, TN 37421-6000 Providence, RI 02940-3078 relatiONSHIPS (800) 568-3476 ANNUAL MEETING OF SHAREHOLDERS The annual meeting of shareholders will be held on May 4, Over three decades, CBL has developed strong relationships with shoppers, retailers DIVIDEND REINVESTMENT PLAN 2009, at 4:00 P.M. (EDT) at The Chattanoogan, 1201 South Shareholders of record may automatically reinvest their and lenders. Our relationships were built one person at a time and are the key to Broad Street, Chattanooga, TN. dividends in additional shares of our Common Stock through our success. Collaborative efforts with people we’ve worked closely with in the past our Dividend Reinvestment Plan, which also provides for QuarterlY STOCK PRICE AND DIVIDEND will ensure continued success in the future. purchase by voluntary cash contributions. For additional INFOrmatiON information, please contact Computershare. The following table presents the dividends declared and INDEPENDENT AUDITORS the high and low sale price of the common stock as listed on the New York Stock Exchange for each quarter of 2008 Deloitte & Touche LLP strategY and 2007. Atlanta, GA CBL realized long ago that our successful strategy is tied to the right locations. Our Market Quotations COUNSEL malls and shopping centers are located in areas where our stores and restaurants are 2008 Quarter Ended High Low Dividends Husch Blackwell Sanders LLP March 31 $ 27.46 $ 21.12 $ 0.545 the primary retail option for area shoppers. Through boom years and more challenging Chattanooga, TN June 30 $ 27.55 $ 22.38 $ 0.545 Morrison & Foerster LLP times, this strategy provides a path to continuing growth. September 30 $ 23.28 $ 18.64 $ 0.545 New York, NY December 31 $ 20.02 $ 2.53 $ 0.370 STOCK EXCHANGE LISTING New York Stock Exchange Market Quotations EXPERIENCE Symbols: CBL, CBLPrC, CBLPrD 2007 Quarter Ended High Low Dividends Soon after CBL opened its doors in 1978, Charles Lebovitz and his associates cut As required by the New York Stock Exchange under Section 303A.12 March 31 $ 50.36 $ 42.05 $ 0.505 of the New York Stock Exchange’s Listed Company Manual, an June 30 $ 47.90 $ 35.64 $ 0.505 the ribbon on their first mall, this one in Del Rio, TX. Hundreds of ribbon cuttings annual certification by the chief executive officer stating that September 30 $ 37.93 $ 28.36 $ 0.505 later, the Company is still led by top management who have the experience and he is not aware of any violations by the Company of the New December 31 $ 37.21 $ 23.45 $ 0.545 York Stock Exchange Corporate Governance listing standards the know-how to flourish under any economic conditions. was provided on May 30, 2008. Additionally, certifications by the chief executive officer and chief financial officer, as required by Section 302 of the Sarbanes-Oxley Act were filed as exhibits to our Form 10-K filed with the Securities and Exchange Commission on March 2, 2009. TOtal RETURN PERFORMANCE The adjacent graph compares the cumulative $200 stockholder return on the Common Stock of $150 the Company with the cumulative total return tlanta A $100 / of the Russell 2000 index of small companies (“Russell 2000”) and the NAREIT All Equity $50 REIT Total Return Index for the period $0 see eye commencing December 31, 2003, through December 31, 2008. The adjacent graph 2003 2004 2005 2006 2007 2008 assumes that the value of the investments in the Company and in each of the indices was Period Ending $100 at the beginning of the period and that Index 12/31/03 12/31/04 12/31/05 12/31/06 12/31/07 12/31/08 WHAT MATTERS NOW dividends were reinvested. The stock price CBL & Associates Properties, Inc. $100.00 141.69 153.31 175.96 103.17 31.59 performance presented is not necessarily Russell 2000 $100.00 118.33 123.72 146.44 144.15 95.44 designed and produced by designed and produced indicative of future results. NAREIT All Equity REIT Index $100.00 131.58 147.58 199.32 168.05 104.65 2008 ANNUAL REPORT DEAR SHAREHOLDERS: The foundation of CBL’s success, carefully built over the past three decades, is more important today than ever before. What matters now are the relationships we have forged with our retailers and lenders. What matters now is our time-tested strategy of concentrating our mall projects in mid-sized cities and other markets where we have CHARLES B. LEBOVITZ established a dominant market position. Chairman of the Board & Chief Executive Officer The commercial real estate market in the United credit crisis in recent memory. Our long-term strategy States experienced challenges in 2008 not seen in of laddering our debt maturity schedule positions us generations. While CBL was not immune to the prob- well to ride out a downturn. The majority of CBL’s lems resulting from the tough economic climate, we properties stand on their own, so property-level risks are confident that we will weather these challenges are not carried by the Company. 1 and prosper in the future. In 2008, CBL completed more than $1.0 billion of One key lesson for us from 2008 is that a challenging financings including eight new construction loans with economy doesn’t trump long-established relationships total capacity of approximately $330.0 million, more with our retailers. CBL is one of the top retail landlords than $365.0 million of new financings or extensions on in the United States. These relationships have been maturing mortgages and approximately $345.0 million nurtured over many years and are more important of new term facilities. Our plan for 2009 reflects the today than ever. Despite an unprecedented level of same conservative debt philosophy that has served this bankruptcy and store closure activity, we signed more Company well for 30 years. In 2009, we have approxi- than 6.0 million square feet of new and renewal leases mately $355 million of maturities and have already in 2008 at positive rental spreads and sustained portfo- made significant progress in refinancing those loans. lio occupancy in excess of 92 percent. We opened several new centers in 2008 that Similarly, with lenders we have maintained key rela- reinforced our commitment to owning properties that tionships that have helped us to successfully address all will dominate the local retail trade area. Despite the of our loan maturities in 2008 in the midst of the worst weak economy, our new developments are enjoying OUR HISTORY: 1978 1988 Starting with a single mall Charles Lebovitz and five associates CBL opens a regional office in Boston, in Texas in 1979, today CBL form CBL & Associates, Inc. to develop MA, to focus on developing properties in is one of the largest mall regional malls and community centers. the New England region and throughout The newly formed company developed the northeast. owners in the U.S. its first shopping mall, Plaza del Sol, in Del Rio, TX, which opened in March 1979. CBL & ASSOCIATES PROPERTIES, INC. successful results. Our mixed-use project at Pearland with stronger ones that generate increased traffic and Town Center, a 1.2 million-square-foot regional open- sales. Importantly, 73% of our revenue is from retailers air center near Houston, TX, opened in July over who individually make up less than one percent of 85% leased, with more than 60 stores and restaurants. total revenue. Statesboro Crossing opened in October, bringing new You can trust that CBL is charting the proper retailers to this south Georgia town. In addition to new course for 2009 and beyond. Our primary focus con- developments, we also are strategically enhancing tinues to be on regaining and enhancing long-term our position in many of our markets. One example is shareholder value. With this in mind, we have taken Coastal Grand in Myrtle Beach, SC, where we added a prudent steps to strengthen our balance sheet and new JCPenney anchor store and cosmetic retailer ULTA. create additional liquidity. Those steps included making CBL has faced challenges before. In hindsight, a very difficult decision to reduce the dividend in the year 1978 did not seem like the best time to start November, implementing a number of cost-saving a company focused on shopping centers and malls. In measures at our malls, headquarters and regional our formative years our management team dealt with offices and suspending our future development pro- double-digit interest rates and a national recession. In gram. We are also limiting new capital expenditures the 1980s and early 1990s, CBL navigated through the until the retail environment improves. country’s savings-and-loan crisis.