EX-99.1 2 cptexhibit991aug21.htm EX-99.1 Document

Exhibit 99.1
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Monthly/Quarterly Reporting Package

August 2021




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Distribution Date: 09/10/2021
Record Date: 09/09/2021
Determination Date: 08/31/2021


Table of Contents
SECTION I- Monthly Reporting Schedules
Master Lease Guarantor Operating Performance
N/A
Master Lease Retail Tenant Operating Performance for Retail Portfolio as of Determination Date
N/A
Master Lease Subtenants as of Fiscal Quarter Ended []
N/A
SECTION IV – Provided Quarterly – Penney Intermediate Holdings LLC Financial Statements
Consolidated Statement of OperationsN/A
Consolidated Balance SheetN/A
Consolidated Statement of Member’s EquityN/A
Consolidated Statement of Cash FlowsN/A
Notes to the Consolidated Financial Statements N/A
Narrative Report N/A
Statement of Consolidated Adjusted EBITDA N/A
SECTION V – Definitions and Disclaimers
Definitions
Disclaimer

TrusteeManager
GLAS Trust Company, LLCHilco JCP, LLC
3 Second Street, Suite 2065 Revere Drive, Suite 410
Jersey City, NJ 07311Northbrook, IL
Contact: Yana KislenkoContact: Larry Finger
Phone: 201-839-2183Phone: 703-244-4588
Email: yana.kislenko@glas.agencyEmail: lfinger@ctltrust.net





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Distribution Date: 09/10/2021
Record Date: 09/09/2021
Determination Date: 08/31/2021


Forward-Looking Statements & Non-GAAP Presentation

This distribution statement contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements include, among others, statements of expectations, beliefs, future plans and strategies, anticipated results from operations and developments and other matters that are not historical facts. The forward-looking statements are based on our beliefs as well as on a number of assumptions concerning future events. Readers of these materials are cautioned not to put undue reliance on these forward-looking statements, which are not a guarantee of performance and are subject to a number of uncertainties and other factors that could cause actual events or results to differ materially from those expressed or implied by the forward-looking statements.

Certain of the financial measures presented in this distribution statement are non-GAAP financial measures, other metrics and other information. We believe that non-GAAP financial measures, other metrics and other information provide useful information to investors regarding our financial condition, result of operations and other matters. The non-GAAP financial measures, other metrics and information as presented in this distribution statement may be adjusted in management’s reasonable judgment as appropriate, taking into account a variety of circumstances, facts and conditions. These adjustments may be material and may or may not be specifically identified in footnotes or otherwise. Our measures, metrics and other information (and the methodologies used to derive them) may not be comparable to those used by other companies.

Please refer to Section III of this distribution statement, titled “Disclaimer”, for additional information.






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Determination Date: 08/31/2021


SECTION I
Monthly Reporting Schedules






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Determination Date: 08/31/2021


Monthly Certificate Distribution Detail

CUSIP
Aggregate Certificates
Outstanding
Aggregate Net Sales
Proceeds Distribution
Aggregate Net
Operations Distribution
Aggregate
Total Distribution
21751910775,000,000$—$6,642,375.46$6,642,375.46

Per Certificate
CUSIP
Aggregate Certificates
Outstanding
Aggregate Net Sales
Proceeds Distribution
Aggregate Net
Operations Distribution
Aggregate
Total Distribution
21751910775,000,000$—$0.088565$0.088565





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Distribution Date: 09/10/2021
Record Date: 09/09/2021
Determination Date: 08/31/2021


Monthly Cash Sources and Uses

Sources of Cash from Operations
Uses of Cash from Operations
Distribution Center Master Lease Rent
$2,948,333.36
Accounting and Financial Reporting
$54,814.33 
Retail Master Lease Rent
4,865,608.26
Investor Relations
10,299.00 
Total Rent
$7,813,941.62
Legal
169,092.05
Insurance
— 
Management Fees -Operations and Other Professional Fees
739,742.00
Sales & Use Tax Recovery$31,509.86
BOV’s and Other
1,593.75
Total Other Sources of Cash    
$31,509.86Total Operating Expenses$975,541.13
Taxes to be Recovered from Tenant
$43,887.64 
Formation, Closing & Related Costs
Total Other Uses of Cash
$43,887.64
Total Sources of Cash from Operations
$7,845,451.48
Total Uses of Cash from Operations
$1,019,428.77
Sources of Cash from Sales / Capital Activity
Uses of Cash from Sales / Capital Activity
Distribution Center Gross Sales Proceeds
$— 
Management Fees -Sales
$
Retail Master Lease Gross Sales Proceeds
— 
Third Party Expenses: Distribution Center Sales
Total Gross Sales Proceeds
$— 
Third Party Expenses: Retail Sales
20,379.25
Prepaid Sales Expenses163,268.00 
Other Financing / Capital Activity
$— Other
Other
— 
Total Expenses of Sales
$183,647.25
Total Other
$— 
Cash Provided (Used) Sales / Capital Activity
$
Total Sources of Cash from Sales / Capital Activity
$ 
Total Uses of Cash from Sales / Capital Activity
$183,647.25
Net Cash Available for Distribution
Total Sources of Cash from Operations$7,845,451.48 
Total Uses of Cash from Operations(1,019,428.77)
Net Cash Provided by Operations
$6,826,022.71
Total Sources of Cash from Sales / Capital Activity
$— 
Total Uses of Cash from Sales / Capital Activity
(183,647.25)
Net Cash Provided by Sales / Capital Activity
$(183,647.25)
Net Cash Available for Distribution
$6,642,375.46 

* Management Fees: Operations: Primarily Hilco's Asset Mgmt Fees
** Accounting, Financial Reporting & Tax: Includes all third party professional fees
*** Trustee & Other: BOV and Investment Banker Fees, if applicable





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Distribution Date: 09/10/2021
Record Date: 09/09/2021
Determination Date: 08/31/2021


Monthly Cash Distributions

Distribution
 Date
Net Rental Income
Distribution
Sales and Capital Activity
Distribution
Total
Distributions
10-Sept-21$6,642,375.46$—$6,642,375.46
10-Aug-216,837,204.3131,544,164.5238,381,368.83
12-July-216,822,411.966,822,411.96
10-June-216,449,331.636,449,331.63
10-May-216,915,430.006,915,430.00
12-Apr-216,900,130.886,900,130.88
10-Mar-211,565,979.821,565,979.82
Trailing 12 mos.
$42,132,864.06$31,544,164.52$73,677,028.58
Inception to Date
$42,132,864.06$31,544,164.52$73,677,028.58





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Distribution Date: 09/10/2021
Record Date: 09/09/2021
Determination Date: 08/31/2021


Property Sales This Month
(No Property Sales August, 2021)
Sale
Date
Property
 ID
Property
Name
Square
 Feet
Rent for Lease Year at Closing Date 1
Gross GAAP
 Basis 2
Gross Sales
Price
Net Sales
 Price3
Net Sales Price
Per Square Foot
Implied Cap. Rate/
Rent Yield at Closing 4
Selling
 Cost
Selling Costs as Percentage
of Gross Sales Price5
Selling
 Broker
Retail Property Sales This Month
Total Retail Properties this Month$—$—$—$—$——%$——%
Distribution Center Property Sales This Month
Total Distribution Center Properties this Month
Total Property Sales this Month
$—$—$—$—$——%$——%
Retail
Properties
583,952$2,226,393$31,200,000$32,250,000$32,250,000$55.236.90%$742,6982.30%
Distribution Centers
Previous Distribution Period Total:
583,9522,226,39331,200,00032,250,00032,250,00055.236.90%742,6982.30%
Previous Distribution Periods Average:
194,651$742,131$10,400,000$10,750,000$10,750,000$55.236.90%$247,5662.30%
Retail
Properties
583,952$2,226,393$31,200,000$32,250,000$32,250,000$55.236.90%$742,6982.30%
Distribution Centers
Cumulative Distribution to Date
Total:
583,9522,226,39331,200,00032,250,00032,250,00055.236.90%742,6982.30%
Cumulative Distribution to Date
Average:
194,651$742,131$10,400,000$10,750,000$10,750,000$55.236.90%$247,5662.30%
1 Annualized Monthly Rent (e.g. Monthly Rent due for in Sale Period X 12). Rental Abatement shall be disregarded.
2 GAAP Basis before depreciation and amortization. The Trust determined that fresh start accounting fair value (not cost) of the investment properties based upon the fair value of the individual assets and liabilities assumed as of the Effective Date (1/31/21).The total fair Value of the properties acquired was $1.935 Billion.                                                
3 Net of credits provided to Buyer other than pro-rations. Selling costs are not netted in Net Sales Price
4 Gross Sales Price divided by the Annual Rent as defined above
5 Selling Costs as percentage of Gross Sales Price. Selling costs may not tie into the Total Expenses of Sale as reported on the Monthly Sources and Uses Report.





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Distribution Date: 09/10/2021
Record Date: 09/09/2021
Determination Date: 08/31/2021


Retail Portfolio as of Determination Date

By Current Lease Year Rent Per Square Foot Tier:
By Property Ownership Type:
Tier
PropertiesSquare Feet
Current Lease Year
Rent 1
Ownership Type
PropertiesSquare Feet
Current Lease Year
Rent 1
Tier 1 -$9.00
334,091,827$36,826,443.00Fee13518,010,742$101,220,609.00
Tier 2 -$6.00
8310,971,84065,831,040.00
Ground Lease
223,117,25317,780,380.00
Tier 3 -$3.50
192,809,8979,834,644.00
Tier 4 -$2.00
223,254,4316,508,862.00
Total:15721,127,995$119,000,989.00Total:15721,127,995$119,000,989.00
By Current Lease Year Rent Per Property:By Property Type:
Tier
PropertiesSquare Feet
Current Lease Year
Rent 1
Property Type
PropertiesSquare Feet
Current Lease Year
Rent 1
>=$950,000386,574,686$46,942,800.00Shopping Center373,737,762$23,657,840.00
>=$700,000 & <$950,000
425,452,79435,897,317.00Freestanding4372,4202,533,116.00
>=$500,000 & <$700,000
404,452,54623,515,430.00Mall11617,017,81392,810,033.00
<=$500,000374,647,96912,645,442.00
Total:15721,127,995$119,000,989.00Total:15721,127,995$119,000,989.00

1Current Lease Year Rent = Monthly Rent X 12, excluding rental abatement.





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Distribution Date: 09/10/2021
Record Date: 09/09/2021
Determination Date: 08/31/2021


Retail Portfolio as of Determination Date (Cont’d)

By Geography:

State

Properties

Square Feet
Current Lease Year Rent 1

AR2186,745$1,120,470.00
MO
2229,8281,378,968.00
AZ5651,1643,848,169.00
MS
199,396894,564.00
CA274,164,72123,361,377.00
NC
1104,198208,396.00
CO3361,7751,376,834.00
NH
2230,8421,122,962.00
CT3464,682929,364.00
NJ
5882,9463,510,571.00
DE1159,878959,268.00
NM
2265,9102,014,848.00
FL91,292,3169,874,971.00
NV
3437,9373,941,433.00
GA2204,6341,143,372.00
NY
4673,8022,830,244.00
IA185,278298,473.00
OH
5645,4473,504,477.00
ID
1151,9851,367,865.00
OK
3332,2231,494,714.00
IL
5845,2244,414,248.00
OR
1157,928947,568.00
IN
199,317893,853.00
PA
4555,0872,984,042.00
KS2316,8561,471,852.00
PR
2185,9461,115,676.00
KY2251,2891,821,111.00
TN
3347,3311,241,828.00
LA2229,1811,749,054.00TX293,105,94520,314,284.00
MA1141,692495,922.00
UT
199,411347,939.00
MD4559,3122,424,176.00
VA
5736,5633,330,898.00
MI6863,0123,699,718.00
WA
4666,2724,515,948.00
MN2255,9411,535,646.00
WI
185,981515,886.00
Total:
15721,127,995$119,000,989.00

1Current Lease Year Rent = Monthly Rent X 12, excluding rental abatement.




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Investor Relations at (310) 526-1707
Distribution Date: 09/10/2021
Record Date: 09/09/2021
Determination Date: 08/31/2021


Distribution Center Portfolio as of Determination Date

Property ID
900591309132931694359486
Location
Statesville, NC
Columbus, OH
Lenexa, KS
Reno, NV
Haslet, TX
Forest Park, GA
Square Feet
New JCP
595,2092,000,0002,308,1001,838,8001,133,0272,233,475
Other Tenants
Vacant
Total595,2092,000,0002,308,1001,838,8001,133,0272,233,475
Current Lease Year Rent 1
New JCP$1,785,627.00$6,500,000.00$6,294,058.75$8,734,300.00$4,248,851.25$7,817,162.50
Other Tenants
Total$1,785,627.00$6,500,000.00$6,294,058.75$8,734,300.00$4,248,851.25$7,817,162.50
Current Lease Year Rent -
PSF 2
New JCP
$3.00$3.25$2.73$4.75$3.75$3.50
Other Tenants
Total$3.00$3.25$2.73$4.75$3.75$3.50

1Current Lease Year Rent = Monthly Rent X 12
2Current Lease Year Rent PSF = (Monthly Rent X 12) / Square Feet





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Determination Date: 08/31/2021


Landlord and Tenant Option Properties as of Determination Date

Property ID
Option Type
Property Name
Location
Square Feet
Current Lease
Year Rent 1
Option
Notice (Y/N)
Option Exercise / Closing Date
246
Landlord
SouthBay Pavilion at Carson
20700 Avalon Boulevard, Carson, CA
200,697$1,204,182.00N
389
Landlord
Stoneridge S/C
1500 Stoneridge Mall Road, Pleasanton, CA
155,919311,838.00N
1229
Landlord
The Oaks
280 Hillcrest Drive W, Thousand Oaks, CA
144,959289,918.00N
1572
Landlord
Westfield Culver City
6000 S Hannum Avenue, Culver City, CA
203,8321,222,992.00N
1959
Landlord
The Shops at Tanforan
1122 El Camino Real, San Bruno, CA
223,232446,464.00N
1417
Landlord
Westfield Santa Anita
400 S Baldwin Avenue, Arcadia, CA
204,563715,971.00N
2649
Landlord
Westminster Mall
400 Westminster Mall, Westminster, CA
152,567533,985.00N
2256
Landlord
Danbury Fair
7 Backus Avenue, Danbury, CT
136,375272,750.00N
2102
Landlord
Westfield Annapolis
1695 Annapolis Mall, Annapolis, MD
126,732760,392.00N
1623
Landlord
Twelve Oaks Mall
27150 Novi Road, Novi, MI
155,807545,325.00N
2247
Landlord
Pheasant Lane Mall
310 Daniel Webster Highway, Suite 103, Nashua, NH
104,836366,926.00N
2297
Landlord
Newport Centre
10 Mall Drive W, Jersey City, NJ
185,330648,655.00N
2477
Landlord
Freehold Raceway Mall
3710 Highway 9, Freehold, NJ
149,608299,216.00N
2814
Landlord
Queens Center
92-59 59th Avenue. Elmhurst, NY
204,3401,226,040.00N
197
Landlord
Gateway Shopping Center I &
II360 Gateway Drive, Brooklyn, NY
123,942247,884.00N
2040
Landlord
Barton Creek Square
2901 S Capitol of Texas Highway, Austin, TX
144,129864,774.00N
2763
Landlord
The Woodlands Mall
1201 Lake Woodlands Drive, Suite 500, Woodlands, TX
146,000511,000.00N
2881
Landlord
Memorial City S/C
300 Memorial City Way, Houston, TX
140,486842,916.00N
192
Landlord
Fair Oaks Mall
11801 Fair Oaks Mall, Fairfax, VA
193,422386,844.00N
1462
Landlord
Springfield Town Center
6699 Springfield Mall, Springfield, VA
205,7721,234,632.00N
2865
Tenant
Tamarack Village
8348 Tamarack Village, Woodbury, MN
81,973491,838.00N
2801
Tenant
Polaris Fashion Place
1450 Polaris Parkway, Columbus, OH
146,990881,940.00N
2921
Tenant
Robertson’s Creek
5751 Long Prairie Road, Flower Mound, TX
103,689362,912.00N
2934
Tenant
University Oaks S/C
151 University Oaks, Round Rock, TX
103,525621,150.00N
2982
Tenant
Village at Fairview
301 Stacy Road, Fairview, TX
117,641705,846.00N
2749
Tenant
Dulles Town Centre
21030 Dulles Town Circle, Sterling, VA125,917440,710.00N
Total:
3,982,283$16,437,100.00

1Current Lease Year Rent = Monthly Rent X 12, excluding rental abatement.




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Determination Date: 08/31/2021


Substitution Properties as of Determination Date
(No Substitution Properties August, 2021)


Property ID

Property Name

Property Location
Substitution Type
(Outgoing / Incoming)

Square Feet
Current Lease
Year Rent 1

Notice Date

Exercise Date
— $— 
Total:

1Current Lease Year Rent = Monthly Rent X 12





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Monthly Leasing Activity Distribution Centers
(No Leasing Activity August, 2021)

Property ID
Lease Start Date
Tenant Name
Square Feet
Current Lease
Year Rent -
PSF 1
Current
Lease
Year Rent 2
Real Estate Operating Expenses
Initial Term (Months)
Extension Options (Years)
Tenant Business Description
Manager Commentary
— $— 
Total: $ 

1Current Lease Year Rent PSF = (Monthly Rent X 12) / Square Feet.
2Current Lease Year Rent = Monthly Rent X 12.





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Determination Date: 08/31/2021


Monthly Leasing Activity Retail Properties
(No Leasing Activity August, 2021)

Property ID
Lease Start Date
Tenant Name
Square Feet
Current Lease
Year Rent -
PSF 1
Current
Lease
Year Rent 2
Real Estate Operating Expenses
Initial Term (Months)
Extension Options (Years)
Tenant Business Description
Manager Commentary
— $— 
Total: $ 

1Current Lease Year Rent PSF = (Monthly Rent X 12) / Square Feet, excluding rental abatement.
2Current Lease Year Rent = Monthly Rent X 12, excluding rental abatement.




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Summary Select Financial Information

For copies of our most recent financial statements, including management’s discussion and analysis of financial condition and results of operations, sales and capital activity, you can access our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act at www.ctltrust.net as soon as reasonably practicable after they are filed with, or furnished to, the SEC. You can also review these SEC filings and other information by accessing the SEC’s website at http://www.sec.gov.

The SEC file number is 000-56236.





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Determination Date: 08/31/2021


SECTION II
(Provided Quarterly)





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SECTION III






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Management’s Comments
(Management Commentary will be provided in our 10Q’s and 10K’s)





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SECTION IV
(Provided Quarterly)




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.
SECTION V
Definitions and Disclaimers




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Determination Date: 08/31/2021


Monthly Distribution Date Statement
Definitions
The following metrics apply to Quarterly Reporting only:

(A)    “Tenant’s Sales per Square Foot” is not a measure of the Trust’s financial performance and is provided solely for investors’ informational purposes based on the information that the Trust receives from the Tenant. This measure of operations is derived from sales information reported to the Trust by the Tenant in accordance with the retail master lease and/or distribution center master lease (each, a “Master Lease”), as applicable. The Trust and the Manager do not have the ability to verify the calculation of this information. The calculation of this information by the tenant may be different than how similar measures of operations might be calculated by others. Finally, the Trust is unable to reconcile “Tenant’s Sales per Square Foot” to a comparable GAAP financial measure because no reconciliation is provided for in the applicable Master Lease. Therefore, investors should be cautious about relying upon “Tenant’s Sales per Square Foot.”

(B)    “Tenant’s Four-Wall EBITDAR” is not a measure of the Trust’s financial performance and is provided solely for investors’ informational purposes based on the information that the Trust receives from the Tenant. This measure of operations is calculated in accordance with the [Master Lease] and is reported to the Trust by the tenant in accordance therewith. The Trust and the Manager do not have the ability to verify the calculation of this measure of operations. In addition, the calculation of “Tenant’s Four-Wall EBITDAR” in accordance with the applicable Master Lease may be different than how similar measures of operating statistic might be calculated by others. Finally, the Trust is unable to reconcile “Tenant’s Four-Wall EBITDAR” to a comparable GAAP financial measure because no reconciliation is provided for in the applicable Master Lease. Therefore, investors should be cautious about relying upon “Tenant’s Four-Wall EBITDAR.”





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Determination Date: 08/31/2021


Monthly Distribution Date Statement
Disclaimer
Forward-Looking Statements: This distribution statement contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements include, among others, statements of expectations, beliefs, future plans and strategies, anticipated results from operations and developments and other matters that are not historical facts. The forward-looking statements are based on our beliefs as well as on a number of assumptions concerning future events. Readers of these materials are cautioned not to put undue reliance on these forward-looking statements, which are not a guarantee of performance and are subject to a number of uncertainties and other factors that could cause actual events or results to differ materially from those expressed or implied by the forward-looking statements. We do not undertake a duty to update these forward- looking statements, which speak only as of the date on which they are made. The most important factors that could prevent us from achieving the stated goals include, but are not limited to: (a) the severity, duration and geographical scope of the COVID-19 pandemic and the effects of the pandemic and measures intended to prevent its spread on our business, results of operations, cash flows and financial condition, including declines in rental revenues and increases in operating costs in the portfolio, deterioration in the financial conditions of the tenants and their ability to satisfy their payment obligations, increased risk of claims, litigation and regulatory proceedings and the ability of federal, state and local governments to respond to and manage the pandemic effectively; (b) the ability and willingness of the tenants, operators, managers and other third parties to satisfy their obligations under their respective contractual arrangements, including, in some cases, their obligations to indemnify, defend and hold us harmless from and against various claims, litigation and liabilities; (c) the ability of the tenants, operators, borrowers and managers to maintain the financial strength and liquidity necessary to satisfy their respective obligations and liabilities to third parties; (d) macroeconomic conditions such as a disruption of or a lack of access to the capital markets, changes in the debt rating on U.S. government securities, default or delay in payment by the United States of its obligations; (e) the nature and extent of future competition, including new construction in the markets in which the our properties are located; (f) the ability of the tenants, operators and managers, as applicable, to comply with laws, rules and regulations in the operation of the properties; (g) the ability and willingness of the tenants to renew their leases upon expiration of the leases, the ability to reposition our properties on the same or better terms in the event of nonrenewal or in the event the we exercises our right to replace an existing tenant or manager; and (h) the other factors set forth in the our periodic filings with the Securities and Exchange Commission.

Non-GAAP Presentation: Certain of the financial measures presented in this distribution statement are non-GAAP financial measures, other metrics and other information. We believe that non-GAAP financial measures, other metrics and other information provide useful information to investors regarding our financial condition, result of operations and other matters. The non-GAAP financial measures, other metrics and information as presented in this distribution statement may be adjusted in management’s reasonable judgment as appropriate, taking into account a variety of circumstances, facts and conditions. These adjustments may be material and may or may not be specifically identified in footnotes or otherwise.
Our measures, metrics and other information (and the methodologies used to derive them) may not be comparable to those used by other companies. The foregoing language applies to (and supersedes if different from) the specific definitions contained herein. Readers are cautioned to refer to our periodic filings furnished to or filed with the SEC, including our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, which are prepared in accordance with GAAP. This distribution statement and the information contained herein should be reviewed in conjunction with such filings.

SEC Reporting: The information in this distribution statement should be read in conjunction with our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, our earnings press release and other information filed with, or furnished to, the SEC. You can access our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act at www.ctltrust.net as soon as reasonably practicable after they are filed with, or furnished to, the SEC. You can also review these SEC filings and other information by accessing the SEC’s website at http://www.sec.gov. We routinely post important information on our website at www.ctltrust.net in the “Investors” section, including financial information. We intend to use our website as a means of disclosing material, non-public information and for complying with our disclosure obligations under Regulation FD. Such disclosures will be included on our website under the heading “Investors.” Accordingly, investors should monitor such portion of our website in addition to following our press releases, public conference calls and filings with the SEC. The information on or connected to our website is not, and shall not be deemed to be, a part of, or incorporated into this distribution statement.




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