-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, N2BrTilCCuDwfLFRSKoPUWy2UiVw2ZkQmCQlQI5I+BCo2XpYmxRGgCX1s3zYkxpa G3ZkHxnElBf7ndwByfo5aQ== 0001181431-04-015989.txt : 20040316 0001181431-04-015989.hdr.sgml : 20040316 20040316180300 ACCESSION NUMBER: 0001181431-04-015989 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040312 FILED AS OF DATE: 20040316 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CAHILL JAMES CENTRAL INDEX KEY: 0001241726 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-20449 FILM NUMBER: 04673734 BUSINESS ADDRESS: STREET 1: PRICE ENTITIES STREET 2: 7979 IVANHE AVENUE #520 CITY: LA JOLLA STATE: CA ZIP: 92037 BUSINESS PHONE: 8585512318 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PRICE LEGACY CORP CENTRAL INDEX KEY: 0000929647 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 330628740 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 17140 BERNARDO CENTER DRIVE, SUITE 300 CITY: SAN DIEGO STATE: CA ZIP: 92128 BUSINESS PHONE: 8586759400 MAIL ADDRESS: STREET 1: 17140 BERNARDO CENTER DRIVE, SUITE 300 CITY: SAN DIEGO STATE: CA ZIP: 92128 FORMER COMPANY: FORMER CONFORMED NAME: PRICE ENTERPRISES INC DATE OF NAME CHANGE: 19940907 4 1 rrd36113.xml FORM 4 FOR JIM CAHILL (XLG) X0201 4 2004-03-12 0 0000929647 PRICE LEGACY CORP PLRE 0001241726 CAHILL JAMES 7979 IVANHOE AVENUE SUITE 520 LA JOLLA CA 92037 1 0 0 0 Common Stock 2004-03-12 4 J 0 116776 A 116776 D 8-3/4% Series A Cumulative Redeemable Preferred Stock 2004-03-12 4 J 0 111216 D 0 D Common Stock 2004-03-12 4 J 0 1794977 A 2045152 I As a director of the Price Family Charitable Fund 8-3/4% Series A Cumulative Redeemable Preferred Stock 2004-03-12 4 J 0 1709502 D 0 I As a director of the Price Family Charitable Fund Common Stock 2004-03-12 4 J 0 1803651 A 3166194 I As a co-manager of The Price Group LLC 8-3/4% Series A Cumulative Redeemable Preferred Stock 2004-03-12 4 J 0 1024000 D 0 I As a co-manager of The Price Group LLC Common Stock 2004-03-12 4 J 0 1522500 A 1522500 I As a director of San Diego Revitalization Corp. 8-3/4% Series A Cumulative Redeemable Preferred Stock 2004-03-12 4 J 0 1450000 D 0 I As a director of San Diego Revitalization Corp. Common Stock 2004-03-12 4 J 0 4616 A 4616 I As custodian for children of the reporting person under CUTMA 8-3/4% Series A Cumulative Redeemable Preferred Stock 2004-03-12 4 J 0 4398 D 0 I As custodian for children of the reporting person under CUTMA Common Stock 2004-03-12 4 J 0 101210 A 101210 I As co-trustee 8-3/4% Series A Cumulative Redeemable Preferred Stock 2004-03-12 4 J 0 96392 D 0 I As co-trustee Common Stock Warrants 33 2008-09-17 Common Stock 58420 58420 I As a co-manager of The Price Group LLC 9% Series B Junior Convertible Preferred Stock 2004-03-12 4 J 0 2096262 D 2003-09-18 Common Stock 728451 0 I As a co-manager of The Price Group LLC Common Stock Options 12.48 2011-09-18 Common Stock 2500 2500 D Common Stock Options 16.28 2012-06-13 Common Stock 1250 1250 D Common Stock Options 15.52 2013-12-16 Common Stock 1250 1250 D The reporting person disclaims beneficial ownership of these securities. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest (if any) therein. On March 12, 2004, Price Legacy Corporation ("Price Legacy") engaged in a recapitalization of its capital structure (the "Recapitalization"). Pursuant to the Recapitalization, (i) Price Legacy effected a 1-for-4 reverse stock split of its common stock (the "Reverse Stock Split"), (ii) each share of the 8-3/4% Series A Cumulative Redeemable Preferred Stock that may be deemed to be beneficially owned by the reporting person was exchanged for 1.05 shares of common stock (after giving effect to the Reverse Stock Split), and (iii) each share of the 9% Series B Junior Convertible Preferred Stock that may be deemed to be beneficially owned by the reporting person was exchanged for 0.3475 of a share of common stock (after giving effect to the Reverse Stock Split). Reflects the effect of the Reverse Stock Split on the exercise price of the warrants and on the number of shares of common stock for which the warrants are exercisable. Exercisable immediately. Not applicable. Reflects the effect of the Reverse Stock Split on the exercise price of the common stock options and on the number of shares of common stock for which such options are exercisable. Includes stock dividend issued on March 12, 2004 prior to the Recapitalization. Includes securities held by TPG Sherman LLC, an entity for which The Price Group LLC serves as manager. This Form 4 reflects the reporting person's best estimate of the effect of the Recapitalization on his holdings of Price Legacy securities. The final, actual numbers for his holdings (after giving effect to the Recapitalization) are not available at this time and may deviate from the estimated numbers primarily because of rounding or treatment of fractional shares. Such deviation (if any) is expected to be minor and immaterial. /s/ James F. Cahill 2004-03-16 -----END PRIVACY-ENHANCED MESSAGE-----