Christopher Swann - Apr 1, 2024 Form 4 Insider Report for PENNSYLVANIA REAL ESTATE INVESTMENT TRUST (PRETQ)

Role
Director
Signature
/s/ Christopher Swann
Stock symbol
PRETQ
Transactions as of
Apr 1, 2024
Transactions value $
$0
Form type
4
Date filed
4/3/2024, 12:00 PM
Previous filing
Aug 7, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PRETQ Shares of Beneficial Interest, par value $1.00 per share Other -109K -100% 0 Apr 1, 2024 See Footnotes F1, F2, F3, F5, F6
transaction PRETQ Series B Preferred Shares, par value $0.01 per share Other -297K -100% 0 Apr 1, 2024 See Footnotes F1, F2, F4, F5, F6
transaction PRETQ Series C Preferred Shares, par value $0.01 per share Other -399K -100% 0 Apr 1, 2024 See Footnotes F1, F2, F4, F5, F6
transaction PRETQ Series D Preferred Shares, par value $0.01 per share Other -474K -100% 0 Apr 1, 2024 See Footnotes F1, F2, F4, F5, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Christopher Swann is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 On December 10, 2023, Pennsylvania Real Estate Investment Trust (the "Issuer") and certain of its direct and indirect affiliates (collectively, with the Issuer, the "Debtors"), filed voluntary petitions under chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court") to pursue a joint prepackaged chapter 11 plan as contemplated by the Restructuring Support Agreement, dated December 7, 2023. On January 23, 2024, the Bankruptcy Court entered an order confirming the Modified Joint Prepackaged Chapter 11 Plan of Reorganization of Pennsylvania Real Estate Investment Trust and Its Debtor-Affiliates (the "Plan") of the Debtors. On April 1, 2024 (the "Effective Date"), the Plan became effective pursuant to its terms and the Debtors emerged from bankruptcy.
F2 On the Effective Date, all classes of preferred and common securities issued by the Company, namely the Company's prior Shares of Beneficial Interest, par value $1.00 per share (the "Common Shares"), including any remaining outstanding restricted share units, performance-based restricted share units, options, warrants, rights, or other securities or agreements to acquire such Common Shares, Series B Preferred Shares, par value $0.01 per share (the "Series B Preferred Shares"), Series C Preferred Shares, par value $0.01 per share ("Series C Preferred Shares"), and Series D Preferred Shares, par value $0.01 per share ("Series D Preferred Shares" and, together with the Series B Preferred Shares and the Series C Preferred Shares, the "Preferred Shares"), were automatically cancelled and extinguished as of the Effective Date. The limited partnership units in the operating partnership of PREIT Associates, L.P. not owned by the Issuer were also cancelled on the Effective Date.
F3 As of the Effective Date, holders of Common Shares received, or will receive shortly after the Effective Date, their pro rata share of a gift of $10 million in cash. Holders of Common Shares are to receive $0.55624252 per share.
F4 As of the Effective Date, holders of Preferred Shares received, or will receive shortly after the Effective Date, their pro rata share of a gift of $10 million in cash. Holders of Preferred Shares are to receive $0.45602606 per share.
F5 Mr. Swann may be deemed to indirectly beneficially own the shares reported herein that are held directly by Cygnus Opportunity Fund, LLC, a Delaware limited liability company ("Cygnus Opportunity"), Cygnus Property Fund IV, LLC, a Delaware limited liability company ("Cygnus IV"), Cygnus Property Fund V, LLC, a Delaware limited liability company ("Cygnus V"), and Cygnus Property Fund VI, LLC, a Delaware limited liability company ("Cygnus VI") by virtue of serving as the President and CEO of Cygnus Capital, Inc., a Wyoming corporation, the managing member of each of (i) Cygnus Capital Advisers, LLC, a Wyoming limited liability company, which serves as the investment adviser of Cygnus Opportunity, (ii) Cygnus General Partners, LLC, a Wyoming limited liability company, which serves as the managing member of Cygnus Opportunity,
F6 (continued from footnote 5) and (iii) Cygnus Capital Real Estate Advisors II, LLC, a Wyoming limited liability company, which serves as the general partner and investment advisor of each of Cygnus IV, Cygnus V, and Cygnus VI. Mr. Swann disclaims any beneficial ownership of any and all of the Issuer's securities reported herein in excess of his actual pecuniary interest.