SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): May 20, 2004
CBL & ASSOCIATES PROPERTIES, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 1-12494 62-154718
(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
Suite 500, 2030 Hamilton Place Blvd, Chattanooga, TN 37421
(Address of principal executive office, including zip code)
(423) 855-0001
(Registrant's telephone number, including area code)
N/A
(Former name, former address and former fiscal year,
if changed since last report)
1
ITEM 7. Exhibits
Exhibit
Number Description
99.1 Press Release Announcing Acquisition of Chapel Hill Mall
ITEM 9. Regulation FD Disclosure
On May 20, 2004, CBL & Associates Properties, Inc. (the "Company')
announced the acquisition of Chapel Hill Mall in Akron, OH, and its associated
center, Chapel Hill Suburban, from Forest City Enterprises. The press release
announcing this acquisition is attached as Exhibit 99.1.
The Company acquired Chapel Hill Mall for $78.1 million in cash. The
acquisition is expected to generate an initial yield of 8.3% based upon current
income. CBL has financed $66.5 million of the purchase price for a two-year term
and three one-year extension options at a rate of 100 basis points over LIBOR.
The information in this Form 8-K and the Exhibits attached hereto shall not
be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of
1934, nor shall it be deemed incorporated by reference in any filing under the
Securities Act 1933, except as shall be expressly set forth by specific
reference in such filing.
2
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
CBL & ASSOCIATES PROPERTIES, INC.
/s/ John N. Foy
--------------------------------------------
John N. Foy
Vice Chairman,
Chief Financial Officer and Treasurer
(Authorized Officer of the Registrant,
Principal Financial Officer and
Principal Accounting Officer)
Date: May 20, 2004
3
Exhibit 99.1
[CBL LETTERHEAD]
Investor Contacts: John Foy Media Contact: Deborah Gibb
Vice Chairman and CFO Director of
(423) 855-0001 Corporate Relations
(423) 490-8315
Kelly Sargent
Director of Investor Relations
(423) 490-8301
CBL & ASSOCIATES PROPERTIES EXPANDS PORTFOLIO TO 65 MALLS WITH
ACQUISITION OF CHAPEL HILL MALL
CBL Acquires Akron, Ohio Mall and its Associated Center
CHATTANOOGA, Tenn. (May 20, 2004) - CBL & Associates Properties, Inc. (NYSE:CBL)
today announced the acquisition of Chapel Hill Mall in Akron, OH, and its
associated center, Chapel Hill Suburban, from Forest City Enterprises.
The 862,000-square-foot Chapel Hill Mall is currently 85.6% occupied with
average mall shop sales of $307 per square foot in 2003, and the
117,000-square-foot associated center is 100% occupied. The primary retail focal
point of eastern Akron, the mall is relatively insulated from other malls by
geography, the road network and distance, located over thirty miles from
Cleveland, Ohio. Chapel Hill Mall also serves a trade area that includes two of
Ohio's largest universities and dynamic residential and household income growth.
The mall benefits from strong market awareness and an excellent reputation among
shoppers and retailers alike.
"Chapel Hill Mall is another great opportunity for us to create value
through the deployment of our regional mall expertise," said Stephen Lebovitz,
president of CBL & Associates Properties. "Building upon Chapel Hill Mall's
dominance of eastern Akron, we anticipate that our aggressive leasing efforts
will improve the occupancy, resulting in significant upside. In addition, by
adding new and exciting retailers, we believe Chapel Hill Mall can expand its
market reach beyond the one million residents served in its trade area."
Originally built in 1966, Chapel Hill Mall underwent a multi-million dollar
enhancement in 1995, including the addition of a 23,000 square foot Carousel
Food Court that features Akron's only full-size indoor operable carousel. The
one-story mall is located on 80 acres at the southwest intersection of Howe and
Brittain Roads with access to State Route 8 approximately one mile to the west.
JCPenney, Kaufmann's and Sears anchor Chapel Hill Mall with more than 100
additional retailers, while Value City and H.H. Gregg anchor Chapel Hill
Suburban.
4
CBL Acquires Chapel Hill Mall in Akron, OH
Page 2
May 20, 2004
CBL & Associates Properties, Inc. is one of the top five owners of shopping
centers in North America and the largest owner of malls and shopping centers in
the Southeast, ranked by GLA owned. CBL owns or holds interests in and manages
166 properties, including 65 enclosed regional malls. The properties are located
in 27 states and total 67.3 million-square-feet including 2.0
million-square-feet of non-owned shopping centers managed for third parties. CBL
has six projects under construction totaling approximately 1.4
million-square-feet including one regional mall - Imperial Valley Mall in the
Imperial Valley region of California, one community center and four expansions.
In addition to its office in Chattanooga, TN, CBL has a regional office in
Boston (Waltham), MA. Additional information can be found at
www.cblproperties.com.
Information included herein contains "forward-looking statements" 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 and the
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" incorporated by reference therein, for a discussion of such risks
and uncertainties.
-END-