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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
CBL & ASSOCIATES PROPERTIES INC [ CBL ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 07/25/2024 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | 07/25/2024 | S | 2,492 | D | $25.8456 | 404,033 | I | See footnotes(1)(11) | ||
| Common Stock | 07/25/2024 | S | 845 | D | $25.8456 | 137,009 | I | See footnotes(2)(11) | ||
| Common Stock | 07/25/2024 | S | 215 | D | $25.8456 | 34,826 | I | See footnotes(3)(11) | ||
| Common Stock | 07/25/2024 | S | 1,794 | D | $25.8456 | 290,966 | I | See footnotes(4)(11) | ||
| Common Stock | 07/25/2024 | S | 4,564 | D | $25.8456 | 740,061 | I | See footnotes(5)(11) | ||
| Common Stock | 07/25/2024 | S | 2,988 | D | $25.8456 | 484,481 | I | See footnotes(6)(11) | ||
| Common Stock | 07/25/2024 | S | 5,167 | D | $25.8456 | 837,887 | I | See footnotes(7)(11) | ||
| Common Stock | 07/25/2024 | S | 81 | D | $25.8456 | 13,160 | I | See footnotes(8)(11) | ||
| Common Stock | 07/25/2024 | S | 782 | D | $25.8456 | 126,835 | I | See footnotes(9)(11) | ||
| Common Stock | 07/25/2024 | S | 782 | D | $25.8456 | 126,878 | I | See footnotes(10)(11) | ||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. Held directly by Strategic Value Capital Solutions Offshore Fund, L.P. SVP Capital Solutions LLC (f/k/a SVP Dislocation LLC) is the investment manager of Strategic Value Capital Solutions Offshore Fund, L.P. |
| 2. Held directly by Strategic Value Capital Solutions Fund, L.P. SVP Capital Solutions LLC is the investment manager of Strategic Value Capital Solutions Fund, L.P. |
| 3. Held directly by Strategic Value Sullivan Offshore Fund, L.P. (Series 1). SVP Capital Solutions LLC (f/k/a SVP Dislocation LLC) is the investment manager of Strategic Value Sullivan Offshore Fund, L.P. (Series 1). |
| 4. Held directly by Strategic Value Special Situations Fund IV, L.P. SVP Special Situations IV LLC is the investment manager of Strategic Value Special Situations Fund IV, L.P. |
| 5. Held directly by Strategic Value Special Situations Offshore Fund IV, L.P. SVP Special Situations IV LLC is the investment manager of Strategic Value Special Situations Offshore Fund IV, L.P. |
| 6. Held directly by Strategic Value Special Situations Fund V, L.P. SVP Special Situations V LLC is the investment manager of Strategic Value Special Situations Fund V, L.P. |
| 7. Held directly by Strategic Value Special Situations Offshore Fund V, L.P. SVP Special Situations V LLC is the investment manager of Strategic Value Special Situations Offshore Fund V, L.P. |
| 8. Held directly by Strategic Value Sullivan Offshore Fund, L.P. (Series 2). SVP Special Situations V LLC is the investment manager of Strategic Value Sullivan Offshore Fund, L.P. (Series 2). |
| 9. Held directly by Strategic Value Excelsior Fund, L.P. SVP Excelsior Management, LLC is the investment manager of Strategic Value Excelsior Fund, L.P. |
| 10. Held directly by Strategic Value Opportunities Fund, L.P. SVP Special Situations III-A LLC is the investment manager of Strategic Value Opportunities Fund, L.P. |
| 11. Strategic Value Partners, LLC, which is indirectly controlled by Victor Khosla, is the managing member of SVP Capital Solutions LLC, SVP Special Situations III-A, LLC, SVP Special Situations IV LLC, SVP Special Situations V LLC, and SVP Excelsior Management LLC (the "Investment Managers"). The reported shares are held by funds managed directly or indirectly by the Investment Managers. The filing of this Form 4 shall not be construed as an admission that the Reporting Persons are or were for the purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended, or otherwise, the beneficial owners of any of the securities reported herein. The Reporting Persons disclaim such beneficial ownership, except to the extent of their pecuniary interest. |
| Remarks: |
| This Form 4 is one of two reports relating to the same transactions being filed jointly by Strategic Value Partners, LLC, Victor Khosla, Strategic Value Capital Solutions Master Fund, L.P., Strategic Value Special Situations Master Fund IV, L.P., Strategic Value Opportunities Fund, L.P., Strategic Value Special Situations Master Fund V, L.P., SVP Capital Solutions LLC, LLC, SVP Special Situations III-A, LLC, SVP Special Situations IV LLC, SVP Special Situations V LLC and SVP Excelsior Management LLC. |
| /s/ Lewis Schwartz - for Strategic Value Partners, LLC, By: Lewis Schwartz, Chief Financial Officer | 07/29/2024 | |
| /s/ Victor Khosla | 07/29/2024 | |
| /s/ Lewis Schwartz - for Strategic Value Capital Solutions Master Fund, L.P., By: SVP Capital Solutions LLC (f/k/a SVP Dislocation LLC), its investment manager, By: Lewis Schwartz, Chief Financial Officer | 07/29/2024 | |
| /s/ Lewis Schwartz - for Strategic Value Special Situations Master Fund IV, L.P. , By: SVP Special Situations IV LLC, its investment manager, By: Lewis Schwartz, Chief Financial Officer | 07/29/2024 | |
| /s/ Lewis Schwartz - for Strategic Value Opportunities Fund, L.P., By: SVP Special Situations III-A, LLC, its investment manager, By: Lewis Schwartz, Chief Financial Officer | 07/29/2024 | |
| /s/ Lewis Schwartz - for Strategic Value Special Situations Master Fund V, L.P., By: SVP Special Situations V LLC, its investment manager, By: Lewis Schwartz, Chief Financial Officer | 07/29/2024 | |
| /s/ Lewis Schwartz - for SVP Capital Solutions LLC (f/k/a SVP Dislocation LLC), By: Lewis Schwartz, Chief Financial Officer | 07/29/2024 | |
| /s/ Lewis Schwartz - for SVP Special Situations III-A, LLC, By: Lewis Schwartz, Chief Financial Officer | 07/29/2024 | |
| /s/ Lewis Schwartz - for SVP Special Situations IV LLC, By: Lewis Schwartz, Chief Financial Officer | 07/29/2024 | |
| /s/ Lewis Schwartz - for SVP Special Situations V LLC, By: Lewis Schwartz, Chief Financial Officer | 07/29/2024 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||