| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | CBL | Common Stock | Conversion of derivative security | $36M | +2.16M | +118.66% | $16.67 | 3.98M | Feb 1, 2022 | See footnotes | F1, F3, F4, F5 |
| transaction | CBL | Common Stock | Conversion of derivative security | $4.06M | +243K | +71.11% | $16.67 | 586K | Feb 1, 2022 | See footnotes | F2, F3, F4, F5 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | CBL | 7.0% Exchangeable Senior Secured Notes due 2028 | Conversion of derivative security | -$63.8T | -2.16M | -100% | $29,527,685.00* | 0 | Feb 1, 2022 | Common Stock | 2.16M | $16.67 | See footnotes | F3, F4, F5, F6, F7 |
| transaction | CBL | 7.0% Exchangeable Senior Secured Notes due 2028 | Conversion of derivative security | -$809B | -243K | -100% | $3,324,573.00* | 0 | Feb 1, 2022 | Common Stock | 243K | $16.67 | See footnotes | F3, F4, F5, F6, F7 |
| Id | Content |
|---|---|
| F1 | Consists of shares of common stock held by OCM Xb CBL-E Holdings, LLC ("Xb CBL-E"). |
| F2 | Consists of shares of common stock held by Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"). |
| F3 | This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) VOF Holdings, (ii) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), in its capacity as the general partner of VOF Holdings, (iii) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), in its capacity as the general partner of VOF GP, (iv) Xb CBL-E, (v) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of Xb CBL-E, (vi) Oaktree Fund GP I, L.P. ("Fund GP I"), in its capacity as the managing member of Fund GP, (vii) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of Fund GP I, (viii) OCM Holdings I, LLC ("Holdings I"), in its capacity as general partner of Capital I, (ix) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (x) Oaktree Capital Management, L.P. ("Management"), in its capacity (cont'd in FN4) |
| F4 | (con't from FN3) as the sole director of VOF GP Ltd, (xi) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the manager of Management GP, (xiii) Oaktree Capital Group, LLC ("OCG"), in its capacity as managing member of Holdings, (xiv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, (xv) Wells Street Global Partners LP ("WSGP"), (xvi) Brookfield Public Securities Group LLC ("Securities Group"), in its capacity as the sole member of the general partner of WSGP, (xvii) Brookfield Public Securities Group Holdings LLC ("Securities Group Holdings"), in its capacity as the sole member of Securities Group, (xviii) Brookfield US Inc. ("Brookfield US"), in its capacity as the managing member of Securities Group Holdings, (xix) Brookfield US Holdings Inc. ("Brookfield US Holdings"), in (con't in FN5) |
| F5 | (con't from FN4) its capacity as the sole shareholder of Brookfield US, (xx) Brookfield Holdings Canada Inc. ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings, (xxi) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and sole shareholder of Brookfield Holdings Canada and (xxii) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM. |
| F6 | Consists of shares of Common Stock received upon exchange of the Exchangeable Notes plus shares of Common Stock received as accrued interest and the make-whole payment in connection with the exchange of the Exchangeable Notes pursuant to the Indenture. |
| F7 | Pursuant to the terms of that certain exchangeable notes indenture, dated November 1, 2021 (the "Indenture"), the 7.0% Exchangeable Senior Secured Notes due 2028 ("Exchangeable Notes") were exchanged into Common Stock of CBL & Associates Properties, Inc. (the "Company") at the Company's election, at the initial exchange rate, subject to adjustment in the manner set forth in the Indenture, of 60 shares of Common Stock for each $1,000 in aggregate principal amount of Exchangeable Notes, and the Reporting Persons received 434,269 shares of Common Stock as accrued interest and the make-whole payment. |
Form 3 of 3