CBL & ASSOCIATES PRO

CBL
Real-time Estimate Quote. Real-time Estimate  - 08/06 03:34:09 pm
0.255USD +31.58%

CBL & ASSOCIATES PROPERTIES INC : Entry into a Material Definitive Agreement, Regulation FD Disclosure, Financial Statements and Exhibits (form 8-K)

07/01/2020 | 06:40am

ITEM 1.01 Entry into a Material Definitive Agreement



On June 30, 2020, CBL & Associates Limited Partnership (the "Operating
Partnership"), the majority owned subsidiary of CBL & Associates Properties,
Inc.
(the "REIT") (collectively, the Operating Partnership and the REIT are
referred to as the "Company"), and certain subsidiary guarantors (the
"Subsidiary Guarantors") entered into the following forbearance agreements.



Forbearance Agreement with Respect to the 2023 Notes



The Operating Partnership, the Subsidiary Guarantors and the REIT, as a limited
guarantor, entered into a Forbearance Agreement (the "Notes Forbearance
Agreement") with certain beneficial owners and/or investment advisors or
managers of discretionary funds, accounts or other entities for the holders or
beneficial owners (the "Holders") of in excess of 50% of the aggregate principal
amount of the Operating Partnership's 5.25% senior unsecured notes due 2023 (the
"2023 Notes"). Pursuant to the Notes Forbearance Agreement, among other
provisions, the Holders have agreed to forbear from exercising any rights and
remedies under the indenture governing the 2023 Notes solely with respect to the
default resulting from the nonpayment of the $11.8 million interest payment that
was due and payable on June 1, 2020 (the "Interest Payment"), including the
failure to pay the Interest Payment by the end of the 30-day grace period (the
"Interest Default").



The forbearance period under the Notes Forbearance Agreement ends on the earlier
of July 15, 2020 and the occurrence of any of the specified early termination
events described therein.



Forbearance Agreement with Respect to the Credit Agreement



The Operating Partnership, the Subsidiary Guarantors and the REIT, as a limited
guarantor, entered into a Forbearance Agreement (the "Bank Forbearance
Agreement") with Wells Fargo Bank, National Association, as administrative agent
(the "Agent") for the lenders (the "Lenders") party to the Credit Agreement,
dated as of January 30, 2019 (as the same may be amended, restated,
supplemented, replaced or otherwise modified from time to time, the "Credit
Agreement"). Pursuant to the Bank Forbearance Agreement, among other provisions,
the Agent, on behalf of itself and the Lenders, has agreed to forbear from
exercising any rights and remedies under the Credit Agreement solely with
respect to the Specified Defaults (as defined in the Bank Forbearance
Agreement), including the cross-default resulting from the Interest Default.



The forbearance period under the Bank Forbearance Agreement ends on the earlier
of July 15, 2020 and the occurrence of any of the specified early termination
events described therein.



The foregoing description of the Forbearance Agreements does not purport to be
complete and is qualified in its entirety by reference to the full text of the
Forbearance Agreements, copies of which are filed as Exhibits 10.1 and 10.2 and
incorporated herein by reference.



ITEM 7.01 Regulation FD Disclosure



As previously reported, the Company elected to not make the Interest Payment
with respect to the 2023 Notes and, as provided for in the indenture governing
the 2023 Notes, to enter the 30-day grace period to make such payment. The
Operating Partnership
did not make the Interest Payment on the last day of such
30-day grace period. The Operating Partnership's failure to make the Interest
Payment is considered an "event of default" with respect to the 2023 Notes,
which results in a cross default under the Credit Agreement. While the event of
default is continuing under the indenture, the Trustee or the holders of at
least 25% in principal amount of the 2023 Notes may declare the 2023 Notes to be
due and payable immediately. While the event of default is continuing under the
Credit Agreement, the Agent may and shall upon the direction of the requisite
lenders, declare the loans thereunder to be immediately due and
payable. Further, if either the 2023 Notes or the Credit Agreement were
accelerated, it would trigger an "event of default" under the Operating
Partnership's
4.60% senior unsecured notes due 2024 and the Operating
Partnership's
5.95% senior unsecured notes due 2026, which could lead to the
acceleration of all amounts due under those notes.



The Company is continuing to engage in negotiations and discussions with the
holders and lenders of the Company's indebtedness. There can be no assurance,
however, that the Company will be able to negotiate acceptable terms or to reach
any agreement with respect to its indebtedness.



The information disclosed in this Item 7.01 is being furnished and shall not be
deemed "filed" for purposes of Section 18 of the Securities Exchange Act of
1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities
of that Section, nor shall it be deemed incorporated by reference in any filing
under the Securities Act of 1933, as amended, or the Exchange Act, regardless of
any general incorporation language in such a filing.





--------------------------------------------------------------------------------



ITEM 9.01 Financial Statements and Exhibits








(d) Exhibits






Exhibit
Number Description
Forbearance Agreement, dated as of June 30, 2020, by and among CBL &
Associates Limited Partnership
, each of the subsidiary guarantors party
10.1 thereto, CBL & Associates Properties, Inc., and each of the beneficial
owners and/or investment advisors or managers of discretionary funds,
accounts or other entities for the holders or beneficial owners of the
2023 Notes
Forbearance Agreement, dated as of June 30, 2020, by and among CBL &
10.2 Associates Limited Partnership, each of the subsidiary guarantors and
pledgors party thereto, CBL & Associates Properties, Inc. and Wells
Fargo Bank, National Association
, as administrative agent
Cover Page Interactive Data File (formatted as Inline XBRL with
104 applicable taxonomy extension information contained in Exhibits 101.*).
(Filed herewith)



--------------------------------------------------------------------------------

© Edgar Online, source Glimpses

Acquiremedia 2020
Copier lien
Latest news on CBL & ASSOCIATES PROPERTIES, INC.
23h ago
2d ago
2d ago
3d ago
6d ago