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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant to Section 13 or 15(d) of
the Securities Act of 1934
Date of Report (Date of Earliest Event Reported)
August 10, 2009
General Growth Properties, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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1-11656
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42-1283895 |
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(State or other
jurisdiction of
incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification
Number) |
110 N. Wacker Drive, Chicago, Illinois 60606
(Address of principal executive offices) (Zip Code)
(Registrants telephone number, including area code)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
ITEM 7.01 REGULATION FD DISCLOSURE.
As
previously reported, commencing on April 16, 2009, General Growth Properties, Inc. (the
Company) and certain of the Companys domestic subsidiaries (collectively, the Debtors) filed
voluntary petitions for relief under Chapter 11 of Title 11 of the United States Code (Chapter
11) in the United Bankruptcy Court for the Southern District of New York (the Bankruptcy Court).
On August 10, 2009, the Debtors filed their monthly operating report for the month ended June 30,
2009 (the Monthly Operating Report) with the Bankruptcy Court. The Monthly Operating Report is
attached hereto as Exhibit 99.1 and is incorporated herein by reference. This current report
(including the exhibit hereto) shall not be deemed an admission as to the materiality of any
information required to be disclosed solely by Regulation FD.
The Monthly Operating Report is available electronically on the internet website of Debtors notice
and claims agent at www.kccllc.net/generalgrowth.
Limitation on Incorporation by Reference
In accordance with General Instruction B.2 of Form 8-K, the information with respect to the Debtors
in this Item 7.01 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 such information be deemed incorporated by reference in any filing under the
Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in
such a filing.
Cautionary Statement Regarding Financial and Operating Data
The Company cautions investors and potential investors not to place undue reliance upon the
information contained in the Monthly Operating Report, which was not prepared for the purpose of
providing the basis for an investment decision relating to any of the securities of the Company.
The Monthly Operating Report is limited in scope, covers a limited time period, and has been
prepared solely for the purpose of complying with the monthly reporting requirements of the Office
of the United States Trustee, Region 2, and the Bankruptcy Court. The Monthly Operating Report was
not audited or reviewed by independent accountants, is in a format prescribed by applicable
bankruptcy laws and regulations, and is subject to future adjustment and reconciliation. A
significant number of legal entities owned and controlled by GGP, and the related assets,
liabilities and operating results of such entities, have been excluded from this Monthly Operating
Report as such entities are operating outside of the provisions of Chapter 11. There can be no
assurance that, from the perspective of an investor or potential investor in the Companys
securities, the Monthly Operating Report is complete. The Monthly Operating Report also contains
information for periods that are shorter or otherwise different from those required in the
Companys reports pursuant to the Exchange Act, and such information might not be indicative of the
Companys financial condition or operating results for the period that would be reflected in the
Companys financial statements or in its reports pursuant to the Exchange Act.
Results set forth in the Monthly Operating Report should not be viewed as indicative of future
results.
Cautionary Statement Regarding Forward-Looking Statements
This current report on Form 8-K and exhibit hereto contain forward-looking statements. Actual
results may differ materially from the results suggested by these forward-looking statements, for a
number of reasons, including, but not limited to, the impact of the Debtors bankruptcy filings,
the Companys ability to refinance, extend or repay its near and intermediate term debt, the
Companys substantial level of indebtedness and interest rates, retail and credit market
conditions, impairments, land sales in the Master Planned Communities segment, the cost and success
of development and re-development projects and the Companys ability to successfully manage its
strategic and financial review and its liquidity demands. Readers are referred to the documents
filed by the Company with the Securities and Exchange Commission, which further identify the
important risk factors that could cause actual results to differ materially from the
forward-looking statements in this current report on Form 8-K and the exhibit hereto. The Company
disclaims any obligations to update any forward-looking statements.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
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Exhibit No. |
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Description |
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99.1
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Monthly Operating Report for the month ended June 30, 2009, filed with the United States
Bankruptcy Court for the Southern District of New York. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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GENERAL GROWTH PROPERTIES, INC.
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By: |
/s/ Edmund Hoyt |
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Edmund Hoyt |
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Chief Financial Officer |
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Date: August 10, 2009
EXHIBIT INDEX
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Exhibit Number |
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Name |
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99.1
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Monthly Operating Report for the month ended June 30, 2009,
filed with the United States Bankruptcy Court for the
Southern District of New York. |