CBL & ASSOCIATES LIMITED PARTNERSHIP (NYSE:CBL) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01
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Entry Into a Material Definitive Agreement.
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Operating Partnership), the majority-owned operating partnership
subsidiary of CBL Associates Properties, Inc. (the Company), and
the Company entered into an underwriting agreement (the
Underwriting Agreement) with Wells Fargo Securities, LLC, J.P.
Morgan Securities LLC, Jefferies LLC and U.S. Bancorp Investments,
Inc., as representatives of the underwriters listed on Schedule A
thereto (the Underwriters), to which the Operating Partnership
agreed to sell to the Underwriters the Operating Partnership’s
5.95% Senior Notes due 2026 in an aggregate principal amount of
$400 million (the Notes).
Operating Partnership’s prospectus supplement, dated December 6,
2016, and the accompanying prospectus, dated July 2, 2015, filed
with the Securities and Exchange Commission. The Notes were issued
to the Company’s and the Operating Partnership’s existing shelf
registration statement on Form S-3ASR (File Nos. 333-205457 and
333-205457-01).
in its entirety, and the terms there are incorporated herein, by
reference to the Underwriting Agreement filed as Exhibit 1.1
hereto.
approximately $391 million to reduce amounts outstanding under its
unsecured revolving credit facilities and for general business
purposes. The press release announcing the pricing of the Notes is
furnished as Exhibit 99.1 hereto.
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(a)
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Financial Statements of Businesses Acquired
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Not applicable
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(b)
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Pro Forma Financial Information
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Not applicable
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(c)
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Shell Company Transactions
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Not applicable
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(d)
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Exhibits
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Exhibit
Number
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Description
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1.1
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Underwriting Agreement, dated December 6, 2016, by and
among, CBL Associates Limited Partnership and CBL Associates Properties, Inc. and Wells Fargo Securities, LLC, J.P. Morgan Securities LLC, Jefferies LLC and U.S. Bancorp Investments, Inc., as representatives of the underwriters listed on Schedule A thereto |
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5.2
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Opinion of Husch Blackwell LLP as to the legality of
the registered securities |
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8.2
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Tax opinion of Husch Blackwell LLP
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23.1
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Consent of Husch Blackwell LLP (included in Exhibit 5.2
and Exhibit 8.2 hereto) |
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99.1
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Press Release – CBL Prices $400 Million of Senior
Unsecured Notes |
About CBL & ASSOCIATES LIMITED PARTNERSHIP (NYSE:CBL)
CBL & Associates Properties, Inc. (CBL) is a self-managed, self-administered, integrated real estate investment trust (REIT). The Company owns, develops, acquires, leases, manages and operates regional shopping malls, open-air and mixed-use centers, outlet centers, associated centers, community centers and office properties. Its segments are Malls, Associated Centers, Community Centers and All Other. Its properties are located in over 30 states, and are primarily located in the southeastern and midwestern United States. It conducts its business through CBL & Associates Limited Partnership (the Operating Partnership). It owns two qualified REIT subsidiaries: CBL Holdings I, Inc. and CBL Holdings II, Inc. It owns controlling interests in over 70 Malls, 20 Associated Centers, six Community Centers and eight Office Buildings. It owns non-controlling interests in over 10 Malls, approximately four Associated Centers, over five Community Centers and over five Office Buildings. CBL & ASSOCIATES LIMITED PARTNERSHIP (NYSE:CBL) Recent Trading Information
CBL & ASSOCIATES LIMITED PARTNERSHIP (NYSE:CBL) closed its last trading session up +0.43 at 12.28 with 1,553,446 shares trading hands.