Initial Statement of Beneficial Ownership (3)
November 09 2021 - 5:13PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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CANYON CAPITAL ADVISORS LLC |
2. Date of Event Requiring Statement (MM/DD/YYYY)
11/1/2021
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3. Issuer Name and Ticker or Trading Symbol
CBL & ASSOCIATES PROPERTIES INC [CBL]
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(Last)
(First)
(Middle)
2728 NORTH HARWOOD STREET, 2ND FLOOR |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director _____ 10% Owner _____ Officer (give title below) ___X___ Other (specify below) / Member of 10% owner group |
(Street)
DALLAS, TX 75201
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
| 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock, par value $0.001 per share | 4396411 | I | See footnotes (1)(2)(3)(4) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 4) | 2. Date Exercisable and Expiration Date (MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Exchangeable Notes | 11/1/2021 | 11/15/2028 | Common Stock | 3277752 | $16.67 (4) | I | See footnotes (1)(2)(3)(4) |
Explanation of Responses: |
(1) | This Form 3 is being filed jointly by Canyon Capital Advisors LLC, a Delaware limited liability company ("CCA"), Mitchell R. Julis, a citizen of the United States of America, and Joshua S. Friedman, a citizen of the United States of America (collectively, the "Reporting Persons"), each of whom may be deemed to have a pecuniary interest in securities reported on this Form 3 (the "Subject Securities"). The business address of each of the Reporting Persons is 2728 North Harwood Street, 2nd Floor, Dallas, Texas 75201. |
(2) | CCA, as the investment advisor to certain managed funds and accounts that directly hold the Subject Securities, including Canyon-ASP Fund, L.P., Canyon Balanced Master Fund, Ltd., Canyon Distressed Opportunity Master Fund III, L.P., Canyon ESG Credit Master Fund, L.P., Canyon Distressed TX (A) LLC, Canyon Distressed TX (B) LLC, The Canyon Value Realization Master Fund, L.P., Canyon-EDOF (Master) L.P., Canyon-GRF Master Fund II, L.P., Canyon NZ-DOF Investing, L.P., EP Canyon Ltd. and Canyon Value Realization Fund, L.P. (collectively, the "Accounts"), may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. |
(3) | Mitchell R. Julis and Joshua S. Friedman, as persons who manage CCA and control the entities which own 100% of CCA, may each be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a). Each of the Reporting Persons disclaims beneficial ownership of the Subject Securities except to the extent of any pecuniary interest therein. |
(4) | Exchangeable Notes may be exchanged into Common Stock of CBL & Associates Properties, Inc. at any time prior to maturity by the holders at the initial exchange rate, subject to adjustment in the manner set forth in that certain exchangeable notes indenture, dated November 1, 2021, of 60 shares of Common Stock for each $1,000 in aggregate principal amount of Exchangeable Notes. Ownership of the Exchangeable Notes does not constitute beneficial ownership of Common Stock under Rule 13d-3 under the Securities Exchange Act of 1934 because the Reporting Persons do not have the right to require the issuer of the Exchangeable Notes (which may consummate the exchange in cash, Common Stock or a combination thereof) to exchange the Exchangeable Notes for shares of Common Stock. The Reporting Persons disclaim beneficial ownership of the shares of Common Stock that may be issuable upon exchange of the Exchangeable Notes. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
CANYON CAPITAL ADVISORS LLC 2728 NORTH HARWOOD STREET, 2ND FLOOR DALLAS, TX 75201 |
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| Member of 10% owner group |
Julis Mitchell R 2728 NORTH HARWOOD STREET, 2ND FLOOR DALLAS, TX 75201 |
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| Member of 10% owner group |
Friedman Joshua S 2728 NORTH HARWOOD STREET, 2ND FLOOR DALLAS, TX 75201 |
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| Member of 10% owner group |
Signatures
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Canyon Capital Advisors LLC, By: /s/ Doug Anderson, Chief Compliance Officer | | 11/8/2021 |
**Signature of Reporting Person | Date |
/s/ Mitchell R. Julis | | 11/8/2021 |
**Signature of Reporting Person | Date |
/s/ Joshua S. Friedman | | 11/8/2021 |
**Signature of Reporting Person | Date |
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