IF sears survives, and i did say IF, and esl's stalking horse bid is accepted (a motion is before the court to order acceptance of this order since no competing offers were received), then a plan of reorganization might be the next move something similar as to what happened with general growth properties. not saying it will go that way at all, just providing information suggesting the fat lady has not yet sung:
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As previously disclosed, commencing on April 16, 2009, GGP, Inc. (f/k/a General Growth Properties, Inc.) (“Old GGP”) and certain of its
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 States Bankruptcy Court for the Southern District of New York (the “Bankruptcy Court”). As of October 21, 2010,
126 Debtors, including Old GGP, remained subject to Chapter 11 proceedings (the “TopCo Debtors”).
On October 21, 2010, the Bankruptcy Court entered an order (the “Confirmation Order”) confirming the TopCo Debtors’ third amended joint
plan of reorganization under Chapter 11, as modified and supplemented (the “Plan”).
On November 9, 2010 (the “Effective Date”), the Plan became effective and the TopCo Debtors consummated their reorganization under
Chapter 11 (the “Reorganization”) through a series of transactions contemplated by the Plan and emerged from Chapter 11.
Pursuant to the Plan, on the Effective Date and as further described below, Old GGP transferred certain assets and liabilities of Old GGP to The
Howard Hughes Corporation (“THHC”) and distributed shares of common stock of THHC to holders of shares of common stock of Old GGP
and common and preferred units of GGP Limited Partnership (the “Separation”).
Pursuant to the Plan, on the Effective Date, Old GGP also changed its corporate name to “GGP, Inc.” and, as further described below, merged
(the “Merger”) with and into GGP Merger Sub, Inc. (“Merger Sub”), an indirect wholly-owned subsidiary of a new company with the corporate
name “General Growth Properties, Inc.” (f/k/a New GGP, Inc.) (“New GGP”), with Old GGP surviving the Merger as an indirect, wholly-owned
subsidiary of New GGP. In connection with the Merger, existing shares of common stock of Old GGP were exchanged for shares of common
stock of New GGP (“New GGP Common Stock”).
