CBL-D CBL and Associates Properties Inc

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

NAME OF REPORTING PERSON

Canyon Capital Advisors LLC

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ☐        (b)  ☐

SEC USE ONLY

SOURCE OF FUNDS

AF

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)  

☐

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON

WITH:

SOLE VOTING POWER

8,396,293

SHARED VOTING POWER

-0-

SOLE DISPOSITIVE POWER

8,396,293

SHARED DISPOSITIVE POWER

-0-

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

8,396,293

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  

☐

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

26.4%

TYPE OF REPORTING PERSON

IA

NAME OF REPORTING PERSON

Mitchell R. Julis

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ☐        (b)  ☐

SEC USE ONLY

SOURCE OF FUNDS

AF

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)  

☐

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON

WITH:

SOLE VOTING POWER

-0-

SHARED VOTING POWER

8,396,293

SOLE DISPOSITIVE POWER

-0-

SHARED DISPOSITIVE POWER

8,396,293

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

8,396,293

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  

☐

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

26.4%

TYPE OF REPORTING PERSON

IN

NAME OF REPORTING PERSON

Joshua S. Friedman

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ☐        (b)  ☐

SEC USE ONLY

SOURCE OF FUNDS

AF

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)  

☐

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON

WITH:

SOLE VOTING POWER

-0-

SHARED VOTING POWER

8,396,293

SOLE DISPOSITIVE POWER

-0-

SHARED DISPOSITIVE POWER

8,396,293

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

8,396,293

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES  

☐

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

26.4%

TYPE OF REPORTING PERSON

IN

This Amendment No. 3 supplements the information set forth in the Schedule 13D filed by Canyon Capital Advisors LLC (“CCA”), Mr. Mitchell R. Julis, Mr. Joshua S. Friedman and Mr. Jonathan M. Heller with the United States Securities and Exchange Commission (the “SEC”) on November 9, 2021, as amended by Amendment No. 1 thereto filed on February 7, 2022, and by Amendment No. 2 thereto filed on March 2, 2022 (the “Schedule 13D”) relating to the shares of common stock, $0.001 par value per share (the “Common Stock”), of CBL & Associates Properties, Inc., a Delaware corporation (the “Issuer”). The Issuer’s principal executive offices are located at 2030 Hamilton Place Blvd., Suite 500, Chattanooga, TN 37421. All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Schedule 13D.

The information set forth in response to each separate Item below shall be deemed to be a response to all Items where such information is relevant.

The Schedule 13D is hereby supplementally amended as follows:

Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following information:

On August 10, 2022, Jeffrey Kivitz, an employee of Canyon Partners LLC, an affiliate of CCA, was named to the Issuer’s board of directors. In connection therewith, Canyon Partners LLC and Mr. Kivitz entered into a Director Resignation Agreement, which is attached hereto as Exhibit 99.5.

Exhibit 99.1: Joint Filing Agreement as required by Rule 13d-1(k)(1) under the Act (incorporated by reference to Exhibit 99.1 to Schedule 13D filed by the Reporting Persons with the SEC on November 9, 2021).

Exhibit 99.2: Commitment Letter, by and among the Issuer, the Operating Partnership, CCA and other commitment parties thereto, dated as of April 26, 2021 (incorporated by reference to Exhibit 99.2 to Schedule 13D filed by the Reporting Persons with the SEC on November 9, 2021).

Exhibit 99.3: Registration Rights Agreement, by and among the Issuer and the other parties thereto and any additional parties identified on the signature pages of any joinder agreement executed and delivered pursuant thereto, dated as of November 1, 2021 (incorporated by reference to Exhibit 10.5 to Form 8-K filed by the Issuer with the SEC on November 2, 2021).

Exhibit 99.4: Exchangeable Notes Indenture, by and among the New Notes Issuer, the guarantors thereto, the Issuer, Wilmington Savings Fund Society, FSB, as trustee and collateral agent, dated as of November 1, 2021 (incorporated by reference to Exhibit 10.3 to Form 8-K filed by the Issuer with the SEC on November 2, 2021).

Exhibit 99.5: Director Resignation Agreement, between Canyon Partners LLC and Jeffrey Kivitz, dated as of August 10, 2022.

/s/ Doug Anderson

/s/ Mitchell R. Julis

/s/ Joshua S. Friedman