- Statement of Ownership (SC 13G)
November 12 2010 - 5:28PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. __)*
GENERAL GROWTH PROPERTIES, INC.
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
37002310
(CUSIP Number)
November 9, 2010
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
þ
Rule 13d-1(b)
o
Rule 13d-1(c)
o
Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
|
|
|
|
|
|
1
|
|
NAMES OF REPORTING PERSONS
Pershing Square Capital Management, L.P.
|
|
|
|
|
|
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
|
(a)
o
|
|
(b)
þ
|
|
|
|
3
|
|
SEC USE ONLY
|
|
|
|
|
|
|
|
4
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
Delaware
|
|
|
|
|
|
5
|
|
SOLE VOTING POWER
|
|
|
|
NUMBER OF
|
|
NONE
|
|
|
|
|
SHARES
|
6
|
|
SHARED VOTING POWER
|
BENEFICIALLY
|
|
|
OWNED BY
|
|
89,237,316
|
|
|
|
|
EACH
|
7
|
|
SOLE DISPOSITIVE POWER
|
REPORTING
|
|
|
PERSON
|
|
NONE
|
|
|
|
|
WITH:
|
8
|
|
SHARED DISPOSITIVE POWER
|
|
|
|
|
|
89,237,316
|
|
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
89,237,316
|
|
|
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
|
o
|
|
|
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
|
9.3%
1
|
|
|
|
12
|
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
|
IA
|
1
This calculation is rounded up to the nearest tenth and is based on
962,622,559 shares of common stock par value $0.01 per share (Common Shares) of General Growth
Properties, Inc. (the Issuer) outstanding as of September 30, 2010 as reported in Amendment No. 4
to Form S-11 filed by the Issuer on November 9, 2010 (the Form S-11).
Page 2 of 9
|
|
|
|
|
|
1
|
|
NAMES OF REPORTING PERSONS
PS Management GP, LLC
|
|
|
|
|
|
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
|
(a)
o
|
|
(b)
þ
|
|
|
|
3
|
|
SEC USE ONLY
|
|
|
|
|
|
|
|
4
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
Delaware
|
|
|
|
|
|
5
|
|
SOLE VOTING POWER
|
|
|
|
NUMBER OF
|
|
NONE
|
|
|
|
|
SHARES
|
6
|
|
SHARED VOTING POWER
|
BENEFICIALLY
|
|
|
OWNED BY
|
|
89,237,316
|
|
|
|
|
EACH
|
7
|
|
SOLE DISPOSITIVE POWER
|
REPORTING
|
|
|
PERSON
|
|
NONE
|
|
|
|
|
WITH:
|
8
|
|
SHARED DISPOSITIVE POWER
|
|
|
|
|
|
89,237,316
|
|
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
89,237,316
|
|
|
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
|
o
|
|
|
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
|
9.3%
2
|
|
|
|
12
|
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
|
OO
|
2
This calculation is rounded up to the nearest tenth and is based on
962,622,559 shares of Common Shares of Issuer outstanding as of September 30, 2010 as reported in
the Form S-11.
Page 3 of 9
|
|
|
|
|
|
1
|
|
NAMES OF REPORTING PERSONS
Pershing Square GP, LLC
|
|
|
|
|
|
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
|
(a)
o
|
|
(b)
þ
|
|
|
|
3
|
|
SEC USE ONLY
|
|
|
|
|
|
|
|
4
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
Delaware
|
|
|
|
|
|
5
|
|
SOLE VOTING POWER
|
|
|
|
NUMBER OF
|
|
NONE
|
|
|
|
|
SHARES
|
6
|
|
SHARED VOTING POWER
|
BENEFICIALLY
|
|
|
OWNED BY
|
|
42,131,906
|
|
|
|
|
EACH
|
7
|
|
SOLE DISPOSITIVE POWER
|
REPORTING
|
|
|
PERSON
|
|
NONE
|
|
|
|
|
WITH:
|
8
|
|
SHARED DISPOSITIVE POWER
|
|
|
|
|
|
42,131,906
|
|
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
42,131,906
|
|
|
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
|
o
|
|
|
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
|
4.4%
3
|
|
|
|
12
|
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
|
IA
|
3
This calculation is rounded up to the nearest tenth and is based on
962,622,559 shares of Common Shares of the Issuer outstanding as of September 30, 2010 as reported
in the Form S-11.
Page 4 of 9
|
|
|
|
|
|
1
|
|
NAMES OF REPORTING PERSONS
William A. Ackman
|
|
|
|
|
|
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
|
(a)
o
|
|
(b)
þ
|
|
|
|
3
|
|
SEC USE ONLY
|
|
|
|
|
|
|
|
4
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
United States
|
|
|
|
|
|
5
|
|
SOLE VOTING POWER
|
|
|
|
NUMBER OF
|
|
NONE
|
|
|
|
|
SHARES
|
6
|
|
SHARED VOTING POWER
|
BENEFICIALLY
|
|
|
OWNED BY
|
|
89,237,316
|
|
|
|
|
EACH
|
7
|
|
SOLE DISPOSITIVE POWER
|
REPORTING
|
|
|
PERSON
|
|
NONE
|
|
|
|
|
WITH:
|
8
|
|
SHARED DISPOSITIVE POWER
|
|
|
|
|
|
89,237,316
|
|
|
|
9
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
|
89,237,316
|
|
|
|
10
|
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
|
o
|
|
|
|
11
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
|
9.3%
4
|
|
|
|
12
|
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
|
IN
|
4
This calculation is rounded up to the nearest tenth and is based on
962,622,559 shares of Common Shares of the Issuer outstanding as of September 30, 2010 as reported
in the Form S-11.
Page 5 of 9
Item 1.
|
(a)
|
|
Name of Issuer
|
|
|
|
|
General Growth Properties, Inc.
|
|
|
(b)
|
|
Address of Issuers Principal Executive Offices
110 N. Wacker Dr., Chicago, Illinois 60606
|
Item 2.
|
(a)
|
|
Name of Person Filing
|
|
|
|
|
This statement is filed by:
|
|
|
(i)
|
|
Pershing Square Capital Management,
L.P., a Delaware limited partnership
(the Investment Manager), which
serves as investment advisor to
Pershing Square, L.P. (Pershing
Square), a Delaware limited
partnership, Pershing Square II, L.P.
(Pershing Square II), a Delaware
limited partnership, and Pershing
Square International, Ltd., a Cayman
Islands exempted company (including its
wholly owned subsidiary PSRH, Inc.
(PSRH)) (collectively, the Pershing
Square Funds), with respect to the shares of Common Shares (as defined in Item 2(d)
below) held for the accounts of the
Pershing Square Funds;
|
|
|
(ii)
|
|
PS Management GP, LLC, a Delaware
limited liability company (PS
Management), which serves as the
general partner of the Investment
Manager, with respect to the shares of
Common Shares held for the
accounts of the Pershing Square Funds;
|
|
|
(iii)
|
|
Pershing Square GP, LLC (the General
Partner), a Delaware limited liability
company, which serves as the general
partner of each of Pershing Square and
Pershing Square II; and
|
|
|
(iv)
|
|
William A. Ackman, an individual (Mr.
Ackman), who serves as the managing
member of each of PS Management and the
General Partner.
|
The foregoing persons hereinafter sometimes collectively are referred to as the Reporting
Persons. Any disclosures herein with respect to persons other than the Reporting Persons are made
on information and belief after making inquiry to the appropriate party. The Reporting Persons
agreement in writing to file this statement on behalf of each of them is attached as Exhibit A
hereto.
|
(b)
|
|
Address of Principal Business Office or, if none, Residence
|
The address of the business office of each of the Reporting Persons is 888 Seventh Avenue,
42nd Floor, New York, New York 10019.
The Investment Manager is a limited partnership organized under the laws of the State of
Delaware. PS Management is a limited liability company organized under the laws of the State
of Delaware. The General Partner is a limited liability company organized under the laws of
the State of Delaware. Mr. Ackman is a United States citizen.
|
(d)
|
|
Title of Class of Securities
|
Common
Stock, par value $0.01 per share (Common Shares)
Page 6 of 9
37002310
|
|
Item 3.
|
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check
whether the person filing is a:
|
|
|
|
|
|
(a)
|
|
o
|
|
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
|
|
|
|
|
|
(b)
|
|
o
|
|
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
|
|
|
|
|
|
(c)
|
|
o
|
|
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
|
|
|
|
|
|
(d)
|
|
o
|
|
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C.
80a-8);
|
|
|
|
|
|
(e)
|
|
þ
|
|
An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
5
|
|
|
|
|
|
(f)
|
|
o
|
|
An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
|
|
|
|
|
|
(g)
|
|
þ
|
|
A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
6
|
|
|
|
|
|
(h)
|
|
o
|
|
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.
1813);
|
|
|
|
|
|
(i)
|
|
o
|
|
A church plan that is excluded from the definition of an investment company under section 3(c)(14)
of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
|
|
|
|
|
|
(j)
|
|
o
|
|
A non-U.S. institution in
accordance with §240.13d-1(b)(1)(ii)(J);
|
|
|
|
|
|
(k)
|
|
o
|
|
Group, in accordance with
§240.13d-1(b)(1)(ii)(K).
|
|
|
If filing as a non-U.S. institution in accordance with
§240.13d-1(b)(1)(ii)(J), please specify the type of
institution:
.
|
Item 4. Ownership.
A. Pershing Square Capital Management, L.P.
|
(a)
|
|
Amount beneficially owned:
|
|
|
|
|
As of November 12, 2010, may be deemed to have beneficially owned: 89,237,316 shares of common
stock par value $0.01 (Common Shares) of General Growth Properties, Inc. (the Issuer).
|
|
|
(b)
|
|
Percent of class:
|
|
|
|
|
9.3%. The percentages used herein and in the balance of Item 4 are rounded up to the nearest
tenth and are based on 962,622,559 shares of Common Shares outstanding as of September 30,
2010 as reported in Amendment No. 4 to Form S-11 filed by the Issuer on November 9, 2010 (the
Form S-11).
|
|
|
(c)
|
|
Number of shares as to which the person has:
|
|
(i)
|
|
Sole power to vote or to direct the vote: None
|
|
|
(ii)
|
|
Shared power to vote or to direct the vote: 89,237,316
|
|
|
(iii)
|
|
Sole power to dispose or to direct the disposition of: None
|
|
|
(iv)
|
|
Shared power to dispose or to direct the disposition of: 89,237,316
|
|
|
|
5
|
|
With respect to the Investment Manager and the General
Partner.
|
|
6
|
|
With respect to PS Management and Mr. Ackman.
|
Page 7 of 9
B. PS Management GP, LLC
|
(a)
|
|
Amount beneficially owned:
|
|
|
|
|
As of November 12, 2010, may be deemed to have beneficially owned: 89,237,316 shares of Common
Shares.
|
|
|
(b)
|
|
Percent of class:
9.3%.
|
|
|
(c)
|
|
Number of shares as to which the person has:
|
|
(i)
|
|
Sole power to vote or to direct the vote: None
|
|
|
(ii)
|
|
Shared power to vote or to direct the vote: 89,237,316
|
|
|
(iii)
|
|
Sole power to dispose or to direct the disposition of: None
|
|
|
(iv)
|
|
Shared power to dispose or to direct the disposition of: 89,237,316
|
C. Pershing Square GP, LLC
|
(a)
|
|
Amount beneficially owned:
|
|
|
|
|
As of November 12, 2010, may be deemed to have beneficially owned: 42,131,906 shares of Common
Shares.
|
|
|
(b)
|
|
Percent of class:
4.4%.
|
|
|
(c)
|
|
Number of shares as to which the person has:
|
|
(i)
|
|
Sole power to vote or to direct the vote: None
|
|
|
(ii)
|
|
Shared power to vote or to direct the vote: 42,131,906
|
|
|
(iii)
|
|
Sole power to dispose or to direct the disposition of: None
|
|
|
(iv)
|
|
Shared power to dispose or to direct the disposition of: 42,131,906
|
D. William A. Ackman
|
(a)
|
|
Amount beneficially owned:
|
|
|
|
|
As of November 12, 2010, may be deemed to have beneficially owned: 89,237,316 shares of Common
Shares.
|
|
|
(b)
|
|
Percent of class:
9.3%.
|
|
|
(c)
|
|
Number of shares as to which the person has:
|
|
(i)
|
|
Sole power to vote or to direct the vote: None
|
|
|
(ii)
|
|
Shared power to vote or to direct the vote: 89,237,316
|
|
|
(iii)
|
|
Sole power to dispose or to direct the disposition of: None
|
|
|
(iv)
|
|
Shared power to dispose or to direct the disposition of: 89,237,316
|
Page 8 of 9
Item 5. Ownership of Five Percent or Less of a Class.
Not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
The Investment Manager, in its capacity as the investment advisor to the Pershing Square
Funds, has the power to direct the investment activities of each of the Pershing Square
Funds. PS Management is the general partner of the Investment Manager. The General
Partner, in its capacity as the general partner to Pershing Square and Pershing Square II,
has the power to direct the investment activities of each of Pershing Square and Pershing
Square II. Mr. Ackman is the managing member of each of PS Management and the General
Partner.
|
|
Item 7.
|
Identification and Classification of the Subsidiary Which Acquired the Security Being
Reported on By the Parent Holding Company or Control Person.
|
See Exhibit B.
Item 8. Identification and Classification of Members of the Group.
Not
applicable.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
Each of the Reporting Persons hereby makes the following certification:
By signing below I
certify that, to the best of my knowledge and belief, the securities referred
to above were acquired and are held in the ordinary course of business and were
not acquired and are not held for the purpose of or with the effect of changing
or influencing the control of the issuer of the securities and were not
acquired and are not held in connection with or as a participant in any
transaction having that purpose or effect.
Page 9 of 9
SIGNATURES
After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify
that the information set forth in this statement is true, complete and correct.
|
|
|
|
|
Date: November 12, 2010
|
PERSHING SQUARE CAPITAL MANAGEMENT, L.P.
|
|
|
|
PS Management GP, LLC,
|
|
|
By:
|
its General Partner
|
|
|
|
|
|
|
By:
|
/s/ William A. Ackman
|
|
|
|
William A. Ackman
|
|
|
|
Managing Member
|
|
|
|
PS MANAGEMENT GP, LLC
|
|
|
By:
|
/s/ William A. Ackman
|
|
|
|
William A. Ackman
|
|
|
|
Managing Member
|
|
|
|
PERSHING SQUARE GP, LLC
|
|
|
By:
|
/s/ William A. Ackman
|
|
|
|
William A. Ackman
|
|
|
|
Managing Member
|
|
|
|
|
|
/s/ William A. Ackman
|
|
|
WILLIAM A. ACKMAN
|
|
|
|
|
|
EXHIBIT A
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934,
as amended, each of the undersigned hereby agrees to the joint filing, along
with all other such undersigned, on behalf of the Reporting Persons (as defined
in the joint filing), of a statement on Schedule 13G (including amendments
thereto) with respect to the common stock par value $0.01 per share of General
Growth Properties, Inc., a Delaware corporation, and that this agreement be
included as an Exhibit to such joint filing. This agreement may be executed in
any number of counterparts, all of which taken together shall constitute one
and the same instrument.
|
|
|
|
|
Date: November 12, 2010
|
PERSHING SQUARE CAPITAL MANAGEMENT, L.P.
|
|
|
|
PS Management GP, LLC,
|
|
|
By:
|
its General Partner
|
|
|
|
|
|
By:
|
/s/ William A. Ackman
|
|
|
|
William A. Ackman
|
|
|
|
Managing Member
|
|
|
|
PS MANAGEMENT GP, LLC
|
|
|
By:
|
/s/ William A. Ackman
|
|
|
|
William A. Ackman
|
|
|
|
Managing Member
|
|
|
|
PERSHING SQUARE GP, LLC
|
|
|
By:
|
/s/ William A. Ackman
|
|
|
|
William A. Ackman
|
|
|
|
Managing Member
|
|
|
|
|
|
/s/ William A. Ackman
|
|
|
WILLIAM A. ACKMAN
|
|
|
|
|
|
EXHIBIT B
ITEM 7
The Investment Manager is the relevant entity for which PS Management may be considered a
parent holding company.
Each of PS Management and the General Partner is the relevant entity for which Mr. Ackman may
be considered a control person.
Each of the Investment Manager and the General Partner is an investment adviser registered
under the Investment Advisers Act of 1940.
GGP Inc. (NYSE:GGP)
Historical Stock Chart
From Jun 2024 to Jul 2024
GGP Inc. (NYSE:GGP)
Historical Stock Chart
From Jul 2023 to Jul 2024