0001144204-17-052140.txt : 20171011 0001144204-17-052140.hdr.sgml : 20171011 20171011205702 ACCESSION NUMBER: 0001144204-17-052140 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20171006 FILED AS OF DATE: 20171011 DATE AS OF CHANGE: 20171011 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Brookfield Retail Holdings IV-A Sub II LLC CENTRAL INDEX KEY: 0001590893 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34948 FILM NUMBER: 171133651 BUSINESS ADDRESS: STREET 1: 250 VESEY STREET, 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10281 BUSINESS PHONE: 212 417 2546 MAIL ADDRESS: STREET 1: 250 VESEY STREET, 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10281 FORMER NAME: FORMER CONFORMED NAME: Brookfield BPY Retail Holdings IV-A Sub II LLC DATE OF NAME CHANGE: 20131104 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: GGP Inc. CENTRAL INDEX KEY: 0001496048 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 272963337 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 110 N. WACKER DRIVE CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 312-960-5000 MAIL ADDRESS: STREET 1: 110 N. WACKER DRIVE CITY: CHICAGO STATE: IL ZIP: 60606 FORMER COMPANY: FORMER CONFORMED NAME: General Growth Properties, Inc. DATE OF NAME CHANGE: 20101109 FORMER COMPANY: FORMER CONFORMED NAME: New GGP, Inc. DATE OF NAME CHANGE: 20100706 4 1 tv476756_4.xml OWNERSHIP DOCUMENT X0306 4 2017-10-06 0 0001496048 GGP Inc. GGP 0001590893 Brookfield Retail Holdings IV-A Sub II LLC 250 VESEY STREET NEW YORK NY 10281-1023 1 0 1 1 Director by deputization *** Common Stock, par value $0.01 per share 2017-10-06 4 M 0 1465005 8.3621 A 5374254 D Warrants to acquire Common Stock 8.3621 2017-10-06 4 M 0 1139373 0 D 2010-11-09 2017-11-09 Common Stock 1465005 0 D See Exhibit 99.1, Note 1 See Exhibit 99.1, Note 2 *** Brian Kingston, a Senior Managing Partner of Brookfield Asset Management Inc., a corporation formed under the laws of the Province of Ontario ("BAM"), serves on the board of directors of the Issuer as a representative of BAM and certain of its affiliates, including the Reporting Persons. The Reporting Persons are "directors by deputization" solely for purposes of Section 16 of the Securities Exchange Act of 1934. BROOKFIELD RETAIL HOLDINGS IV-A SUB II LLC, By: Brookfield Asset Management Private Institutional Capital Adviser US, LLC, its managing member, /s/ Murray Goldfarb, Managing Partner 2017-10-11 EX-99.1 2 tv476756_ex99-1.htm EXHIBIT 99.1

Exhibit 99.1

Explanation of Responses:

 

(1)Common Stock held directly by Brookfield Retail Holdings IV-A Sub II LLC, a Delaware limited liability company (“BRH IV-A Sub”). BRH IV-A Sub exercised Warrants to purchase 1,465,005 shares of Common Stock at an exercise price of $8.3621 per share. The Issuer also paid $17.04 to BRH IV-A Sub in lieu of a fractional share.

 

(2)Each Warrant entitled the holder to purchase 1.2858 shares of Common Stock at an initial exercise price of $10.75 per share, subject to adjustments as provided in the Amended and Restated Warrant Agreement, effective as of October 28, 2013, between the Issuer and American Stock Transfer & Trust Company, LLC, as warrant agent.