BROOKFIELD Corp /ON/ - 01 Feb 2022 Form 4 Insider Report for CBL & ASSOCIATES PROPERTIES INC (CBL)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
06 Apr 2022, 17:43:01 UTC
Prior SEC filing
06 Apr 2022
Next SEC filing
14 Apr 2022
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ See Signatures Included in Exhibit 99.1

Key filing fact

BROOKFIELD Corp /ON/ filed Form 4 for CBL & ASSOCIATES PROPERTIES INC (CBL) on 06 Apr 2022.

Key facts

  • This page summarizes BROOKFIELD Corp /ON/'s Form 4 filing for CBL & ASSOCIATES PROPERTIES INC (CBL).
  • 4 reported transactions and 2 derivative rows are listed below.
  • Accepted by SEC: 06 Apr 2022, 17:43.

Change

  • Previous filing in this sequence was filed on 06 Apr 2022.
  • Current net transaction value: -$64,647,580,460,947.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

CBL transaction

Common Stock

Conversion of derivative security

Transaction value
$36,040,257
Shares
+2,161,983
Change %
+119%
Price
$16.67
Shares after
3,983,967
Date
01 Feb 2022
Ownership
See footnotes
Footnotes
F1, F3, F4, F5
CBL transaction

Common Stock

Conversion of derivative security

Transaction value
$4,057,811
Shares
+243,420
Change %
+71%
Price
$16.67
Shares after
585,735
Date
01 Feb 2022
Ownership
See footnotes
Footnotes
F2, F3, F4, F5

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

CBL transaction Derivative

7.0% Exchangeable Senior Secured Notes due 2028

Conversion of derivative security

Transaction value
$63,838,352,999,355
Shares
-2,161,983
Change %
-100%
Price
$29527685.00*
Shares after
0
Date
01 Feb 2022
Ownership
See footnotes
Underlying class
Common Stock
Underlying amount
2,161,983
Exercise price
$16.67
Footnotes
F3, F4, F5, F6, F7
CBL transaction Derivative

7.0% Exchangeable Senior Secured Notes due 2028

Conversion of derivative security

Transaction value
$809,267,559,660
Shares
-243,420
Change %
-100%
Price
$3324573.00*
Shares after
0
Date
01 Feb 2022
Ownership
See footnotes
Underlying class
Common Stock
Underlying amount
243,420
Exercise price
$16.67
Footnotes
F3, F4, F5, F6, F7
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 7 footnotes

Footnote F1

Consists of shares of common stock held by OCM Xb CBL-E Holdings, LLC ("Xb CBL-E").

Footnote F2

Consists of shares of common stock held by Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings").

Footnote 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)

Footnote 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)

Footnote 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.

Footnote 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.

Footnote 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.

SEC remarks

Form 3 of 3

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