CBL - CBL Properties board adopts limited 'poison pill' plan

CBL Properties' ( NYSE: CBL ) board adopted a stockholder protection rights agreement Thursday, and declared a dividend of one right for each outstanding share of CBL common stock.

The move is designed to reduce the likelihood that any person, entity or group would gain control over the company by accumulating CBL ( CBL ) shares on the open market, "without appropriately compensating all CBL shareholders for control at a full and fair price in a transaction that is in the best interests of the Company and its stockholders," the company said.

If any person or group acquires 10% or more of the company's outstanding common stock, the rights will allow stockholders other than the person or group crossing that limit to buy CBL common stock at a discount. It also applies to people or groups that already own more than 10% of the company's stock (including Canyon Capital Advisors, Oaktree Capital Management, and Strategic Value Partners) if they increase their beneficial ownership in CBL.

The rights agreement, what's also commonly referred to as a "poison pill", isn't meant to preclude talks or engagement with parties regarding value-creating opportunities with CBL ( CBL ), it said. "Furthermore, it will ensure that the Board and Management can properly evaluate and implement business and operational strategies that maximize value for all of CBL’s shareholders," said CEO Stephen Lebovitz.

The rights agreement will automatically expire on Sept. 8, 2023.

CBL ( CBL ) emerged from Chapter 11 bankruptcy proceedings in November 2021.

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