v3.25.4
Acquisitions
 12 Months Ended
Dec. 31, 2025
Business Combination [Abstract]  
ACQUISITIONS

NOTE 5. ACQUISITIONS

The Company's acquisitions of shopping centers and other properties are accounted for as acquisitions of assets. The Company includes the results of operations of real estate assets acquired in the consolidated statements of operations from the date of the related acquisition.

2025 Acquisitions

In January 2025, the Company acquired four Macy's stores for $6,156, which included land, buildings and improvements, for future redevelopment at the respective properties.

In July 2025, the Company acquired four enclosed malls. The purchase price was approximately $179,742 including acquisition costs. Additionally, the Company received a credit at closing related to a net working capital deficit of $2,727 assumed by the Company. The acquired malls include Ashland Town Center in Ashland, KY, Mesa Mall in Grand Junction, CO, Paddock Mall in Ocala, FL, and Southgate Mall in Missoula, MT. The Company funded the transaction using cash from sales of real estate assets and funds from the modification of an existing loan (see Note 8 for more information).

The Company engaged valuation experts to assist management in determining the fair value of the acquired assets and liabilities related to the acquisition of the malls. The most subjective and judgmental assumptions used include the projected cash flows, capitalization and discount rates. Multiple appraisal methodologies were used to value the acquired assets and liabilities, which included the cost approach, the sales comparison approach and the income capitalization approach. All estimates, assumptions, valuations and financial projections are inherently subject to significant uncertainties and the resolution of contingencies beyond the Company’s control. Accordingly, the Company cannot assure that the estimates, assumptions, valuations or financial projections will be realized and actual results could vary materially.

The following table summarizes the amounts of identified assets acquired and liabilities assumed at the acquisition date:

Recognized amounts of identifiable assets acquired and liabilities assumed:

 

Land

 

$

35,489

 

Building and improvements

 

 

119,884

 

In-place leases (1)

 

 

22,545

 

Intangible lease assets and other assets:

 

 

 

Above-market leases (1)

 

 

9,416

 

Deferred lease costs (1)

 

 

6,232

 

Assumed working capital assets as of the acquisition date

 

 

2,352

 

Accounts payable and accrued liabilities:

 

 

 

Below-market leases (1)

 

 

(13,825

)

Assumed working capital liabilities as of the acquisition date

 

 

(5,078

)

Total

 

$

177,015

 

 

(1)
At the acquisition date, the weighted average amortization period of the acquired intangible assets and liabilities was 8.1 years for in-place leases, 4.5 years for above-market leases, 12.3 years for deferred lease costs and 16.2 years for below-market leases.

2024 Acquisitions

In December 2024, the Company closed on the acquisition of its partner's 50% joint venture interests in the CBL/T-C, LLC joint venture, which includes CoolSprings Galleria, Oak Park Mall and West County Center. The interests were acquired for a total cash consideration of $25,025, which included $2,525 to reimburse the partner for its share of net working capital. The Company assumed the partner's interest in three non-recourse loans, secured individually by each of the assets. See Note 8 for more information. For the year ended December 31, 2024, the Company recognized gain on consolidation of $26,727 related to this transaction.

The Company engaged valuation experts to assist management in determining the fair value of the acquired assets and liabilities related to CoolSprings Galleria, Oak Park Mall and West County Center. The most subjective and judgmental assumptions used include the projected cash flows, capitalization and discount rates, and market interest rates for mortgage note payable obligations. Multiple appraisal methodologies were used to value the acquired assets and liabilities, which included the cost approach, the sales comparison approach and the income capitalization approach. All estimates, assumptions, valuations and financial projections are inherently subject to significant uncertainties and the resolution of contingencies beyond the Company’s control. Accordingly, the Company cannot assure that the estimates, assumptions, valuations or financial projections will be realized and actual results could vary materially.

The following table summarizes the amounts of identified assets acquired and liabilities assumed at the acquisition date:

Recognized amounts of identifiable assets acquired and liabilities assumed:

 

Land

 

$

57,600

 

Buildings and improvements

 

 

328,923

 

Developments in progress

 

 

587

 

Cash and cash equivalents

 

 

4,366

 

Restricted cash

 

 

30,499

 

Receivables

 

 

5,044

 

Intangible lease assets and other assets

 

 

130,261

 

Mortgage and other indebtedness, net

 

 

(446,355

)

Accounts payable and accrued liabilities

 

 

(59,173

)

Total identifiable net assets

 

 

51,752

 

Purchase price

 

 

(25,025

)

Gain on consolidation

 

$

26,727

 

2023 Acquisitions

There were no acquisitions during 2023.