Brookfield Property REIT (BPYU) Form 4 General Growth Properties / Dhabi Investment Authority Abu ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Abu Dhabi Investment Authority

(Last) (First) (Middle)

211 CORNICHE STREET

PO BOX 3600

(Street)

ABU DHABI C0

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
General Growth Properties, Inc. [ GGP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
Member of 10% owner group

3. Date of Earliest Transaction (Month/Day/Year)
04/05/2016

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/05/2016		S		21,500	D	$29.0782	38,480,475	D(1)(2)(3)
Common Stock	04/06/2016		S		900	D	$28.9589	38,479,575	D(1)(2)(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

Abu Dhabi Investment Authority

(Last) (First) (Middle)

211 CORNICHE STREET

PO BOX 3600

(Street)

ABU DHABI C0

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Revere Holdings Ltd

(Last) (First) (Middle)

ZEPHYR HOUSE

122 MARY STREET, PO BOX 709

(Street)

GRAND CAYMAN E9 KY1-1107

(City) (State) (Zip)

Explanation of Responses:

1. Revere Holdings Limited ("Revere") has transferred to its direct parent and sole owner, the Abu Dhabi Investment Authority ("ADIA", together with Revere, the "Reporting Persons"), its entire holdings of 29,721,074 shares of common stock, par value $0.01 per share (the "Common Stock") of General Growth Properties, Inc. (the "Issuer") and 5,549,327 warrants representing the right to acquire 6,732,999 shares of the Common Stock (the "Warrants"). As at 6th April 2016, ADIA holds 30,083,685 shares of the Common Stock and the Warrants. In addition, ADIA may be deemed to beneficially own an aggregate of 1,662,891, additional shares of Common Stock that have been purchased for the account of ADIA by various external investment managers (collectively, the "Managed Shares").

2. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.

3. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.

	/s/ Mohamed Rashid Mohamed Obaid Almheiri, Authorized Signatory of Abu Dhabi Investment Authority	04/07/2015
	/s/ Gerald C. Fang, Authorized Signatory of Revere Holdings Limited	04/07/2015
	/s/ Sultan Ali Ahmed Al Dhaheri, Authorized Signatory of Revere Holdings Limited	04/07/2015
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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