0001127602-21-028333.txt : 20211103 0001127602-21-028333.hdr.sgml : 20211103 20211103170534 ACCESSION NUMBER: 0001127602-21-028333 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211101 FILED AS OF DATE: 20211103 DATE AS OF CHANGE: 20211103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Grody Howard B. CENTRAL INDEX KEY: 0001438277 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12494 FILM NUMBER: 211376439 MAIL ADDRESS: STREET 1: 2030 HAMILTON PLACE BVLD STREET 2: SUITE 500 CITY: CHATTANOOGA STATE: TN ZIP: 37421-6000 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CBL & ASSOCIATES PROPERTIES INC CENTRAL INDEX KEY: 0000910612 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 621545718 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2030 HAMILTON PLACE BVLD, SUITE 500 STREET 2: CBL CENTER CITY: CHATTANOOGA STATE: TN ZIP: 37421 BUSINESS PHONE: 4238550001 MAIL ADDRESS: STREET 1: 2030 HAMILTON PLACE BVLD, SUITE 500 STREET 2: CBL CENTER CITY: CHATTANOOGA STATE: TN ZIP: 37421 4 1 form4.xml PRIMARY DOCUMENT X0306 4 2021-11-01 0000910612 CBL & ASSOCIATES PROPERTIES INC CBL 0001438277 Grody Howard B. 2030 HAMILTON PLACE BLVD CBL CENTER, STE. 500 CHATTANOOGA TN 37421 1 Exec VP-Leasing Common Stock 2021-11-01 4 D 0 36978.41 0 D 0 D Common Stock 2021-11-01 4 A 0 202 0 A 202 D Beginning on November 1, 2020, CBL & Associates Properties, Inc. and certain affiliated companies (collectively, the "Debtors") each filed petitions in the United States Bankruptcy Court for the Southern District of Texas (the "Bankruptcy Court") seeking relief under chapter 11 of the United States Bankruptcy Code. On August 11, 2021, the Bankruptcy Court entered an order confirming the Debtors' Third Amended Joint Chapter 11 Plan of Reorganization (the "Plan") and the Third Amended Joint Chapter 11 Plan of CBL & Associates Properties, Inc. and its Affiliated Debtors (with Technical Modifications) (the "Technical Plan Supplement"), dated as of August 9, 2021. On November 1, 2021 (the "Effective Date"), the conditions to effectiveness of the Plan were satisfied and the Debtors emerged from the Chapter 11 Cases. On the Effective Date, by operation of the Plan, all agreements, instruments, and other documents evidencing, relating to or connected with any equity interests of the Company, including (1) the REIT's old common stock, par value $0.01 per share (the "Old Common Stock"), and the REIT's old preferred stock and related depositary shares (the "Old Preferred Stock") and (2) the Operating Partnership's old limited partnership common interests (the "Old LP Common Interests") and the old limited partnership preferred interests (the "Old LP Preferred Interests") related to the REIT's Old Preferred Stock, in each case issued and outstanding immediately prior to the Effective Date, and any rights of any holder in respect thereof, were deemed cancelled, discharged and of no force or effect. This total includes (i) 4,346 shares held in an account owned jointly by the Reporting Person and his spouse and (ii) 5,803.41 shares held by the Reporting Person as a participant in the Company's Employee Stock Purchase Plan. Pursuant to the terms of the Plan, on the Effective Date all holders of the Old Common Stock received, in the aggregate, their pro rata share of common stock ("New Common Stock") representing 5.5% of the shares of the reorganized Company (subject to dilution for a new management incentive plan). The receipt of the New Common Stock in exchange for Old Common Stock was involuntary, without consideration and in accordance with the Plan approved by the Bankruptcy Court. This total includes (i) 24 shares held in an account owned jointly by the Reporting Person and his spouse and (ii) 32 shares held by the Reporting Person as a participant in the Company's Employee Stock Purchase Plan. /s/ Jeffery V. Curry 2021-11-03