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CBL & ASSOCIATES PROPERTIES INC : Regulation FD Disclosure (form 8-K)

06/16/2020 | 06:04am

ITEM 7.01 Regulation FD Disclosure

As previously disclosed, in January 2020, CBL & Associates Properties. Inc. and its majority owned subsidiary CBL & Associates Limited Partnership (the "Operating Partnership", and together with CBL & Associates Properties, Inc., the "Company") engaged Weil, Gotshal & Manges LLP and Moelis & Company LLC (the "Advisors") to assist the Company in exploring several alternatives to reduce overall leverage and interest expense and to extend the maturity of its debt, among other things. The Company's Advisors recently commenced discussions with advisors to certain holders of its senior unsecured notes and the credit committee of the Company's senior secured credit facility. On June 2, 2020, the Company announced that it had elected to not make the $11.8 million interest payment due and payable on June 1, 2020, with respect to the Operating Partnership's 5.25% senior unsecured notes due 2023 (the "2023 Notes"). As discussions continue, the Company has elected to not make the $18.6 million interest payment (the "Interest Payment") due and payable on June 15, 2020, with respect to the Operating Partnership's 5.95% senior unsecured notes due 2026 (the "2026 Notes"). Under the indenture governing the 2026 Notes, the Operating Partnership has a 30-day grace period to make the Interest Payment before the nonpayment is considered an "event of default" with respect to the 2026 Notes. Any event of default under the 2026 Notes for nonpayment of the Interest Payment would also be considered an event of default under the Operating Partnership's senior secured credit facility, which could lead to an acceleration of amounts due under the facility. Further, if the trustee for the 2026 Notes should exercise its right to accelerate the maturity of the full balance owed on the 2026 Notes as a result of such an "event of default," that would also constitute an "event of default" under the 2023 Notes and the Operating Partnership's 4.60% senior unsecured notes due 2024, which could lead to the acceleration of all amounts due under those notes. The Company has elected to enter the 30-day grace period with respect to the Interest Payment in order to advance discussions with its lenders and explore alternative strategies.

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.


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