0000919574-17-007318.txt : 20171016 0000919574-17-007318.hdr.sgml : 20171016 20171016205549 ACCESSION NUMBER: 0000919574-17-007318 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20171012 FILED AS OF DATE: 20171016 DATE AS OF CHANGE: 20171016 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BERKOWITZ BRUCE R CENTRAL INDEX KEY: 0001214344 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37420 FILM NUMBER: 171139713 MAIL ADDRESS: STREET 1: C/O FAIRHOLME CAPITAL MANAGEMENT, L.L.C. STREET 2: 4400 BISCAYNE BOULEVARD, 9TH FLOOR CITY: MIAMI STATE: FL ZIP: 33137 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Seritage Growth Properties CENTRAL INDEX KEY: 0001628063 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 383976287 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 489 FIFTH AVE, 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2123557800 MAIL ADDRESS: STREET 1: 489 FIFTH AVE, 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: Seritage Growth Properties, Inc. DATE OF NAME CHANGE: 20141215 4 1 p7681735.xml OWNERSHIP DOCUMENT X0306 4 2017-10-12 0 0001628063 Seritage Growth Properties SRG 0001214344 BERKOWITZ BRUCE R C/O FAIRHOLME CAPITAL MANAGEMENT, L.L.C. 4400 BISCAYNE BOULEVARD, 9TH FLOOR MIAMI FL 33137 0 0 1 0 Class A Common Shares, $0.01 par value 2017-10-12 4 J 0 438931 0.00 D 3766650 I See Footnote Class C Non-Voting Common Shares, $0.01 par value 2017-10-12 4 J 0 846299 0.00 D 4581831 I See Footnote Class C Non-Voting Common Shares, $0.01 par value 2017-10-12 4 J 0 846299 0.00 A 5428130 I See Footnote Class C Non-Voting Common Shares, $0.01 par value 2017-10-12 4 J 0 871672 0.00 D 4556458 I See Footnote Class C Non-Voting Common Shares, $0.01 par value 2017-10-12 4 J 0 871672 0.00 A 5428130 I See Footnote Class C Non-Voting Common Shares, $0.01 par value 2017-10-12 4 J 0 650548 0.00 D 4777582 I See Footnote Class C Non-Voting Common Shares, $0.01 par value 2017-10-12 4 J 0 650548 0.00 A 686398 D Class C Non-Voting Common Shares, $0.01 par value 2017-10-12 4 J 0 11700 45.08 D 4765882 I See Footnote Class A Common Shares, $0.01 par value 2017-10-12 4 J 0 11700 45.08 A 3766650 I See Footnote Class A Common Shares, $0.01 par value 2017-10-12 4 J 0 11700 45.08 D 3766650 I See Footnote Class C Non-Voting Common Shares, $0.01 par value 2017-10-12 4 J 0 90900 45.08 D 4674982 I See Footnote Class A Common Shares, $0.01 par value 2017-10-12 4 J 0 90900 45.08 A 3766650 I See Footnote Class A Common Shares, $0.01 par value 2017-10-12 4 J 0 90900 45.08 D 3766650 I See Footnote Class C Non-Voting Common Shares, $0.01 par value 2017-10-13 4 J 0 68700 45.35 D 4606282 I See Footnote Class A Common Shares, $0.01 par value 2017-10-13 4 J 0 68700 45.35 A 3766650 I See Footnote Class A Common Shares, $0.01 par value 2017-10-13 4 J 0 68700 45.35 D 3766650 I See Footnote Class C Non-Voting Common Shares, $0.01 par value 2017-10-13 4 J 0 29200 45.35 D 4571931 I See Footnote Class A Common Shares, $0.01 par value 2017-10-13 4 J 0 29200 45.35 A 3766650 I See Footnote Class A Common Shares, $0.01 par value 2017-10-13 4 J 0 29200 45.35 D 3766650 I See Footnote Represents a pro-rata in-kind distribution of Class A Common Shares, $0.01 par value ("Class A Shares") by a private fund managed indirectly by Mr. Bruce R. Berkowitz (the "Reporting Person") to its limited partners into accounts over which the Reporting Person no longer has beneficial ownership. The distribution was made pursuant to a previously approved plan of liquidation and termination of the private fund. The private fund previously effected a conversion of its Class C Non-Voting Common Shares, $0.01 par value ("Class C Shares") to Class A Shares (via a transfer agent) due to a contractual restriction on the transfer of the Class C Shares. The Reporting Person disclaims beneficial ownership in the private fund except to the extent of his pecuniary interest, if any, therein. The securities may be deemed to be beneficially owned by the Reporting Person because he controls the sole member of a registered investment adviser, which may be deemed to have beneficial ownership of the securities because it serves as the investment manager to a registered investment company and certain private funds and managed accounts. The Reporting Person disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Represents a pro-rata in-kind distribution of Class C Shares by a private fund managed indirectly by the Reporting Person to its limited partners into accounts managed indirectly by the Reporting Person. The distribution was made pursuant to a previously approved plan of liquidation and termination of the private fund. The Reporting Person disclaim beneficial ownership in the private fund and in the accounts except to the extent of his pecuniary interest, if any, therein. Represents a pro-rata in-kind distribution of Class C Shares by a private fund managed indirectly by the Reporting Person to its limited partners into accounts managed indirectly by the Reporting Person. The distribution was made pursuant to a previously approved plan of liquidation and termination of the private fund. The Reporting Person does not have any direct or indirect pecuniary interest in the managed accounts because the Reporting Person (i) does not receive any incentive compensation from the managed accounts and (ii) does not have a direct or indirect interest in the managed accounts. The Reporting Person disclaims beneficial ownership in the private fund except to the extent of its pecuniary interest, if any, therein. Represents a pro-rata in-kind distribution of Class C Shares of the Issuer by a private fund managed indirectly by the Reporting Person to one of the Reporting Person's personal accounts. The distribution was made pursuant to a previously approved plan of liquidation and termination of the private fund. The Reporting Person disclaims beneficial ownership in the private fund except to the extent of his pecuniary interest, if any, therein. The securities were held in accounts managed indirectly by the Reporting Person. The Reporting Person does not have any direct or indirect pecuniary interest in the managed accounts because the Reporting Person (i) does not receive any incentive compensation from the managed accounts and (ii) does not have a direct or indirect interest in the managed accounts. Due to a contractual restriction on the sale of the Class C Shares, the account sold Class A Shares in the market while effecting a conversion of its Class C Shares to Class A Shares (via a transfer agent). The securities were held in an account managed indirectly by the Reporting Person. The Reporting Person disclaims beneficial ownership in the account except to the extent of his pecuniary interest, if any therein. The amount reported in Column 5 accounts for 5,151 shares now held in an account over which the Reporting Person no longer has beneficial ownership. Bruce R. Berkowitz, By: /s/ Paul Thomson (Attorney-in-fact) 2017-10-16 EX-99 2 poa.txt KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes and appoints Paul R. Thomson, his true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him, for the sole purpose of signing on his behalf any and all Regulatory Filings under the Securities Act of 1933, the Securities Exchange Act of 1934, the Investment Advisers Act of 1940 and any amendments and supplements thereto, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorney-in-fact and agent, full power and authority to do and perform each and every act and thing requisite and necessary to accomplish the above, as fully as to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, and may lawfully do or cause to be done by virtue hereof. This Power of Attorney shall continue effective until revoked by me at any time. Dated this 3rd day of June, 2015. /s/ Bruce R. Berkowitz ---------------------------- Bruce R. Berkowitz