- Current report filing (8-K)
March 10 2009 - 6:06AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant to Section 13 or 15(d) of
the Securities Act of 1934
Date of Report (Date of Earliest Event Reported)
March 6, 2009
General Growth Properties, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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1-11656
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42-1283895
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(State or other
jurisdiction of
incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification
Number)
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110 N. Wacker Drive, Chicago, Illinois 60606
(Address of principal executive offices) (Zip Code)
(312) 960-5000
(Registrants telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
TABLE OF CONTENTS
ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN
OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS
(e) On
March 6, 2009, General Growth Properties, Inc. (the
Company
) entered into amendments (the
Amendments
) to the
employment agreements dated as of October 26, 2008 with Adam S. Metz, the Companys Chief Executive
Officer, and Thomas H. Nolan, Jr., the Companys President (the
Agreements
).
The Amendments remove the interim designation from the titles of Messrs. Metz and Nolan, and extend
the term of the Agreements from October 26, 2009 to December 31, 2010. The Amendments provide that from and after October 26, 2009, Messrs.
Metz and Nolan will be entitled to participate in the Companys then existing compensation and equity plans in a
manner commensurate with their positions.
The above description of the Amendments is qualified in its entirety by reference to the
Amendments, which are attached as exhibits hereto and are hereby incorporated by reference.
ITEM
8.01 OTHER EVENTS
On March 9, 2009, the Company issued a press release announcing that
its subsidiary, The Rouse Company LP (
TRCLP
),
commenced a solicitation on such date to obtain consents from the holders of
TRCLPs unsecured notes to forbear from exercising remedies
with respect to various payment and other defaults under the notes
through December 31, 2009.
A copy of
such information is being filed as Exhibit 99.1 of this report.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
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Exhibit No.
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Description
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10.1
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Amendment to Employment Agreement,
dated as of March 6, 2009 by and among the Company, GGP
Limited Partnership and Adam S. Metz.
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10.2
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Amendment to Employment Agreement,
dated as of March 6, 2009 by and among the Company, GGP
Limited Partnership and Thomas H. Nolan, Jr.
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99.1
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Press release dated March 9, 2009.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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GENERAL GROWTH PROPERTIES, INC.
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By:
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/s/ Thomas H. Nolan, Jr.
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Thomas H. Nolan, Jr.
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President
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Date:
March 9, 2009
EXHIBIT INDEX
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Exhibit
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Number
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Name
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10.1
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Amendment to Employment Agreement,
dated as of March 6,
2009 by and among the Company, GGP Limited Partnership and
Adam S. Metz.
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10.2
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Amendment to Employment Agreement,
dated as of March 6,
2009 by and among the Company, GGP Limited Partnership and
Thomas H. Nolan, Jr.
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99.1
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Press release dated March 9, 2009.
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