SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Strategic Value Partners, LLC

(Last)

(First)

(Middle)

100 WEST PUTNAM AVENUE

(Street)

GREENWICH

06830

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
CBL & ASSOCIATES PROPERTIES INC [ CBL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/08/2022

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	12/08/2022		S		3,822	D	$29.78	405,483	I	See footnotes⁽¹⁾⁽¹¹⁾
Common Stock	12/08/2022		S		1,296	D	$29.78	137,500	I	See footnotes⁽²⁾⁽¹¹⁾
Common Stock	12/08/2022		S		329	D	$29.78	34,951	I	See footnotes⁽³⁾⁽¹¹⁾
Common Stock	12/08/2022		S		1,208	D	$29.78	128,186	I	See footnotes⁽⁴⁾⁽¹¹⁾
Common Stock	12/08/2022		S		1,202	D	$29.78	127,568	I	See footnotes⁽⁵⁾⁽¹¹⁾
Common Stock	12/08/2022		S		7,032	D	$29.78	746,079	I	See footnotes⁽⁶⁾⁽¹¹⁾
Common Stock	12/08/2022		S		2,764	D	$29.78	293,331	I	See footnotes⁽⁷⁾⁽¹¹⁾
Common Stock	12/08/2022		S		7,926	D	$29.78	841,071	I	See footnotes⁽⁸⁾⁽¹¹⁾
Common Stock	12/08/2022		S		4,583	D	$29.78	486,323	I	See footnotes⁽⁹⁾⁽¹¹⁾
Common Stock	12/08/2022		S		125	D	$29.78	13,210	I	See footnotes⁽¹⁰⁾⁽¹¹⁾
Common Stock	12/09/2022		S		1,801	D	$26.86	403,682	I	See footnotes⁽¹⁾⁽¹¹⁾
Common Stock	12/09/2022		S		610	D	$26.86	136,890	I	See footnotes⁽²⁾⁽¹¹⁾
Common Stock	12/09/2022		S		155	D	$26.86	34,796	I	See footnotes⁽³⁾⁽¹¹⁾
Common Stock	12/09/2022		S		569	D	$26.86	127,617	I	See footnotes⁽⁴⁾⁽¹¹⁾
Common Stock	12/09/2022		S		566	D	$26.86	127,002	I	See footnotes⁽⁵⁾⁽¹¹⁾
Common Stock	12/09/2022		S		3,312	D	$26.86	742,767	I	See footnotes⁽⁶⁾⁽¹¹⁾
Common Stock	12/09/2022		S		1,302	D	$26.86	292,029	I	See footnotes⁽⁷⁾⁽¹¹⁾
Common Stock	12/09/2022		S		3,734	D	$26.86	837,337	I	See footnotes⁽⁸⁾⁽¹¹⁾
Common Stock	12/09/2022		S		2,159	D	$26.86	484,164	I	See footnotes⁽⁹⁾⁽¹¹⁾
Common Stock	12/09/2022		S		59	D	$26.86	13,151	I	See footnotes⁽¹⁰⁾⁽¹¹⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

1. Name and Address of Reporting Person^*

Strategic Value Partners, LLC

(Last)

(First)

(Middle)

100 WEST PUTNAM AVENUE

(Street)

GREENWICH

06830

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Khosla Victor

(Last)

(First)

(Middle)

C/O STRATEGIC VALUE PARTNERS, LLC

100 WEST PUTNAM AVENUE

(Street)

GREENWICH

06830

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

SVP Dislocation LLC

(Last)

(First)

(Middle)

100 WEST PUTNAM AVENUE

(Street)

GREENWICH

06830

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Strategic Value Capital Solutions Offshore Fund, L.P.

(Last)

(First)

(Middle)

100 WEST PUTNAM AVENUE

(Street)

GREENWICH

06830

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Strategic Value Capital Solutions Fund, L.P.

(Last)

(First)

(Middle)

100 WEST PUTNAM AVENUE

(Street)

GREENWICH

06830

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Strategic Value Sullivan Offshore Fund, L.P.

(Last)

(First)

(Middle)

100 WEST PUTNAM AVENUE

(Street)

GREENWICH

06830

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Strategic Value Opportunities Fund, L.P.

(Last)

(First)

(Middle)

100 WEST PUTNAM AVENUE

(Street)

GREENWICH

06830

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

SVP Special Situations III-A LLC

(Last)

(First)

(Middle)

C/O STRATEGIC VALUE PARTNERS, LLC

100 WEST PUTNAM AVENUE

(Street)

GREENWICH

06830

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Strategic Value Special Situations Offshore Fund IV, L.P.

(Last)

(First)

(Middle)

100 WEST PUTNAM AVENUE

(Street)

GREENWICH

06830

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Strategic Value Special Situations Fund IV, L.P.

(Last)

(First)

(Middle)

100 WEST PUTNAM AVENUE

(Street)

GREENWICH

06830

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. Held directly by Strategic Value Capital Solutions Offshore Fund, L.P. SVP Capital Solutions LLC (f/k/a SVP Dislocation LLC) is the investment manager of Strategic Value Capital Solutions Offshore Fund, L.P.

2. Held directly by Strategic Value Capital Solutions Fund, L.P. SVP Capital Solutions LLC (f/k/a SVP Dislocation LLC) is the investment manager of Strategic Value Capital Solutions Fund, L.P.

3. Held directly by Strategic Value Sullivan Offshore Fund, L.P. (Series 1). SVP Capital Solutions LLC (f/k/a SVP Dislocation LLC) is the investment manager of Strategic Value Sullivan Offshore Fund, L.P. (Series 1).

4. Held directly by Strategic Value Excelsior Fund, L.P. SVP Excelsior Management, LLC is the investment manager of Strategic Value Excelsior Fund, L.P.

5. Held directly by Strategic Value Opportunities Fund, L.P. SVP Special Situations III-A LLC is the investment manager of Strategic Value Opportunities Fund, L.P.

6. Held directly by Strategic Value Special Situations Offshore Fund IV, L.P. SVP Special Situations IV LLC is the investment manager of Strategic Value Special Situations Offshore Fund IV, L.P.

7. Held directly by Strategic Value Special Situations Fund IV, L.P. SVP Special Situations IV LLC is the investment manager of Strategic Value Special Situations Fund IV, L.P.

8. Held directly by Strategic Value Special Situations Offshore Fund V, L.P. SVP Special Situations V LLC is the investment manager of Strategic Value Special Situations Offshore Fund V, L.P.

9. Held directly by Strategic Value Special Situations Fund V, L.P. SVP Special Situations V LLC is the investment manager of Strategic Value Special Situations Fund V, L.P.

10. Held directly by Strategic Value Sullivan Offshore Fund, L.P. (Series 2). SVP Special Situations V LLC is the investment manager of Strategic Value Sullivan Offshore Fund, L.P. (Series 2).

11. Strategic Value Partners, LLC, which is indirectly majority owned and controlled by Mr. Khosla, is the managing member of SVP Capital Solutions LLC (f/k/a SVP Dislocation LLC), SVP Special Situations III-A, LLC, SVP Special Situations IV LLC, SVP Special Situations V LLC, and SVP Excelsior Management LLC. The filing of this Form 4 shall not be construed as an admission that the Reporting Persons are or were for the purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended, or otherwise, the beneficial owners of any of the securities reported herein. The Reporting Persons disclaim such beneficial ownership, except to the extent of their pecuniary interest.

Remarks:

This Form 4 is one of two Form 4s filed relating to the same event. Combined, the two reports report the holdings for the following reporting persons: Strategic Value Partners, LLC, Victor Khosla, SVP Dislocation LLC, Strategic Value Capital Solutions Offshore Fund, L.P., Strategic Value Capital Solutions Fund, L.P., Strategic Value Sullivan Offshore Fund, L.P., Strategic Value Opportunities Fund, L.P., SVP Special Situations III-A LLC, Strategic Value Special Situations Offshore Fund IV, L.P., Strategic Value Special Situations Fund IV, L.P., SVP Special Situations IV LLC, Strategic Value Special Situations Offshore Fund V, L.P., Strategic Value Special Situations Fund V, L.P., SVP Special Situations V LLC, Strategic Value Excelsior Fund, L.P. and SVP Excelsior Management LLC. This Form 4 has been split into two filings because there are more than 10 reporting persons in total, and the SEC's EDGAR filing system limits a single Form 4 to a maximum of 10 reporting persons.

	/s/ James Dougherty - for Strategic Value Partners, LLC, By: James Dougherty, Chief Financial Officer	12/12/2022
	/s/ Victor Khosla	12/12/2022
	/s/ James Dougherty - for SVP Dislocation LLC, By: James Dougherty, Chief Financial Officer	12/12/2022
	/s/ James Dougherty - for Strategic Value Capital Solutions Offshore Fund, L.P., By: SVP Dislocation LLC, its investment manager, By: James Dougherty, Chief Financial Officer	12/12/2022
	/s/ James Dougherty - for Strategic Value Capital Solutions Fund, L.P., By: SVP Dislocation LLC, its investment manager, By: James Dougherty, Chief Financial Officer	12/12/2022
	/s/ James Dougherty - for Strategic Value Sullivan Offshore Fund, L.P., By: SVP Dislocation LLC, its investment manager, By: James Dougherty, CFO and By: SVP Special Situations V LLC, its investment manager, By: James Dougherty, CFO	12/12/2022
	/s/ James Dougherty - for Strategic Value Opportunities Fund, L.P., By: SVP Special Situations III-A, LLC, its investment manager, By: James Dougherty, Chief Financial Officer	12/12/2022
	/s/ James Dougherty - for SVP Special Situations III-A, LLC, By: James Dougherty, Chief Financial Officer	12/12/2022
	/s/ James Dougherty - for Strategic Value Special Situations Offshore Fund IV, L.P., By: SVP Special Situations IV LLC, its investment manager, By: James Dougherty, Chief Financial Officer	12/12/2022
	/s/ James Dougherty - for Strategic Value Special Situations Fund IV, L.P., By: SVP Special Situations IV LLC, its investment manager, By: James Dougherty, Chief Financial Officer	12/12/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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