Filing Details
- Accession Number:
- 0001193125-18-164102
- Form Type:
- 13D Filing
- Publication Date:
- 2018-05-15 16:13:02
- Filed By:
- Otto Alexander
- Company:
- Site Centers Corp. (NYSE:SITC)
- Filing Date:
- 2018-05-15
- SEC Url:
- 13D Filing
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Alexander Otto | 57,750,850 | 0 | 57,750,850 | 0 | 57,750,850 | 15.6% |
| Katharina Otto-Bernstein | 16,255,505 | 0 | 16,255,505 | 0 | 16,255,505 | 4.4% |
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13D
(Rule 13d-101)
Under the Securities Exchange Act of 1934
(Amendment No. 17)*
DDR Corp.
(Name of Issuer)
Common Stock, par value $0.10 per share
(Title of Class of Securities)
251591103
(CUSIP Number)
David A. Brown
Alston & Bird LLP
950 F Street, N.W.
Washington, DC 20004-1404
202-239-3452
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
May 14, 2018
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ☐.
| * | The remainder of this cover page shall be filled out for a reporting persons 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. |
The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
| CUSIP No. 251591103 | SCHEDULE 13D/A |
| 1 | NAME OF REPORTING PERSONS
Alexander Otto | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☒ (b) ☐
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS (See Instructions)
WC, PF | |||||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
☐ | |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Germany | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 | SOLE VOTING POWER
57,750,850 | ||||
| 8 | SHARED VOTING POWER
0 | |||||
| 9 | SOLE DISPOSITIVE POWER
57,750,850 | |||||
| 10 | SHARED DISPOSITIVE POWER
0 | |||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
57,750,850 | |||||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
☐ | |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
15.6%* | |||||
| 14 | TYPE OF REPORTING PERSON (See Instructions)
IN | |||||
| * | Based on 369,277,668 shares reported to be outstanding as of April 27, 2018 by the Issuer on its Form 10-Q filed on May 4, 2018. |
| CUSIP No. 251591103 | SCHEDULE 13D/A |
| 1 | NAME OF REPORTING PERSONS
Katharina Otto-Bernstein | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ☒ (b) ☐
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS (See Instructions)
WC, PF | |||||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
☐ | |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Germany | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 | SOLE VOTING POWER
16,255,505 | ||||
| 8 | SHARED VOTING POWER
0 | |||||
| 9 | SOLE DISPOSITIVE POWER
16,255,505 | |||||
| 10 | SHARED DISPOSITIVE POWER
0 | |||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,255,505 | |||||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
☐ | |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.4%* | |||||
| 14 | TYPE OF REPORTING PERSON (See Instructions)
IN | |||||
| * | Based on 369,277,668 shares reported to be outstanding as of April 27, 2018 by the Issuer on its Form 10-Q filed on May 4, 2018. |
| CUSIP No. 251591103 | SCHEDULE 13D/A |
This Amendment No. 17 (Amendment No. 17) amends and supplements the statement on Schedule 13D initially filed on May 15, 2009 (the Original Filing), as amended by Amendment No. 1 filed on August 20, 2009, Amendment No. 2 filed on September 14, 2009, Amendment No. 3 filed on September 18, 2009, Amendment No. 4 filed on February 16, 2010, Amendment No. 5 filed on March 21, 2011, Amendment No. 6 filed on April 26, 2011, Amendment No. 7 filed on April 4, 2012, Amendment No. 8 filed on October 5, 2012, Amendment No. 9 filed on November 21, 2012, Amendment No. 10 filed on June 20, 2013, Amendment No. 11 filed on August 12, 2014, Amendment No. 12 filed on March 5, 2015, Amendment No. 13 filed on May 12, 2015, Amendment No. 14 filed on June 6, 2017, Amendment No. 15 filed on February 27, 2018 and Amendment No. 16 filed on April 30, 2018. Information reported in the Original Filing, as amended, remains in effect except to the extent that it is amended, restated or superseded by information contained in this Amendment No. 17. Capitalized terms used and not defined in this Amendment No. 17 have the meanings set forth in the Original Filing, as amended.
| Item 5. | Interest in Securities of the Issuer. |
Item 5 is hereby amended to add the following:
(a) Alexander Otto and Katharina Otto-Bernstein may be deemed to beneficially own, in the aggregate, 74,006,355 Common Shares, representing 20% of the Issuers outstanding Common Shares (based on 369,277,668 Common Shares reported to be outstanding as of April 27, 2018 by the Issuer on its Form 10-Q filed on May 4, 2018.).
(b) With respect to any rights or powers to vote, or to direct the vote of, or to dispose of, or direct the disposition of, the Common Shares referenced in paragraph 5(a), Mr. Otto has sole voting power and sole dispositive power with regard to 57,750,850 Common Shares, and Katharina Otto-Bernstein has sole voting power and sole dispositive power with regard to 16,255,505 Common Shares.
(c) Other than as set forth below, the Reporting Persons have not effected any transactions in the Common Shares in the last sixty days.
Alexander Otto effected the following transactions in the Common Shares in the past 60 days:
| Date | Transaction | Amount | Price | |||||||
| 3/22/18 | Purchase | 557,718 | $ | 6.9501 | (1) | |||||
| 3/23/18 | Purchase | 432,557 | $ | 6.9719 | (2) | |||||
| 3/26/18 | Purchase | 350,933 | $ | 6.9798 | (3) | |||||
| 3/27/18 | Purchase | 315,164 | $ | 6.9837 | (4) | |||||
| 3/28/18 | Purchase | 377,331 | $ | 7.2388 | (5) | |||||
| 3/29/18 | Purchase | 393,568 | $ | 7.3382 | (6) | |||||
| 4/2/18 | Purchase | 711,616 | $ | 7.3108 | (7) | |||||
| 4/27/18 | Purchase | 708,936 | $ | 7.4411 | (8) | |||||
| 4/30/18 | Purchase | 552,067 | $ | 7.2993 | (9) | |||||
| 5/1/18 | Purchase | 494,217 | $ | 7.3025 | (10) | |||||
| 5/2/18 | Purchase | 662,341 | $ | 7.2455 | (11) | |||||
| 5/3/18 | Purchase | 196,387 | $ | 7.1723 | (12) | |||||
| 5/4/18 | Purchase | 246,662 | $ | 7.2696 | (13) | |||||
| 5/7/18 | Purchase | 341,225 | $ | 7.3898 | (14) | |||||
| 5/8/18 | Purchase | 409,188 | $ | 7.3509 | (15) | |||||
| 5/9/18 | Purchase | 374,157 | $ | 7.4669 | (16) | |||||
| 5/10/18 | Purchase | 214,959 | $ | 7.4930 | (17) | |||||
| 05/11/18 | Purchase | 190,546 | $ | 7.4913 | (18) | |||||
| 05/14/18 | Purchase | 500,086 | $ | 7.4124 | (19) | |||||
| CUSIP No. 251591103 | SCHEDULE 13D/A |
| (1) | The price reflected is a weighted average price. The range of prices for such transaction is $6.86 and $7.00. |
| (2) | The price reflected is a weighted average price. The range of prices for such transaction is $6.88 and $7.00. |
| (3) | The price reflected is a weighted average price. The range of prices for such transaction is $6.93 and $7.00. |
| (4) | The price reflected is a weighted average price. The range of prices for such transaction is $6.90 and $7.00. |
| (5) | The price reflected is a weighted average price. The range of prices for such transaction is $7.15 and $7.26. |
| (6) | The price reflected is a weighted average price. The range of prices for such transaction is $7.31 and $7.34. |
| (7) | The price reflected is a weighted average price. The range of prices for such transaction is $7.25 and $7.34. |
| (8) | The price reflected is a weighted average price. The range of prices for such transaction is $7.25 and $7.49. |
| (9) | The price reflected is a weighted average price. The range of prices for such transaction is $7.25 and $7.47. |
| (10) | The price reflected is a weighted average price. The range of prices for such transaction is $7.20 and $7.38. |
| (11) | The price reflected is a weighted average price. The range of prices for such transaction is $7.16 and $7.29. |
| (12) | The price reflected is a weighted average price. The range of prices for such transaction is $7.14 and $7.21. |
| (13) | The price reflected is a weighted average price. The range of prices for such transaction is $7.13 and $7.29. |
| (14) | The price reflected is a weighted average price. The range of prices for such transaction is $7.30 and $7.44. |
| (15) | The price reflected is a weighted average price. The range of prices for such transaction is $7.31 and $7.46. |
| (16) | The price reflected is a weighted average price. The range of prices for such transaction is $7.28 and $7.50. |
| (17) | The price reflected is a weighted average price. The range of prices for such transaction is $7.46 and $7.50. |
| (18) | The price reflected is a weighted average price. The range of prices for such transaction is $7.45 and $7.50. |
| (19) | The price reflected is a weighted average price. The range of prices for such transaction is $7.33 and $7.51. |
| Item 7. | Material to Be Filed as Exhibits. |
| Exhibit 1 | Joint Filing Agreement, dated June 20, 2013, among Mr. Otto and Katharina Otto-Bernstein, incorporated herein by reference to Exhibit 1 of Schedule 13D/A filed on June 20, 2013 | |
| Exhibit 2 | Investor Rights Agreement, dated May 11, 2009, between Mr. Otto and Developers Diversified Realty Corporation, incorporated herein by reference to Exhibit 10.1 of Form 8-K filed on May 11, 2009 | |
| CUSIP No. 251591103 | SCHEDULE 13D/A |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: May 15, 2018
| ALEXANDER OTTO | ||
| /s/ Dr. Thomas Finne | ||
| By: | Dr. Thomas Finne, managing director of KG CURA Vermögensverwaltung G.m.b.H. & Co | |
| For: | Alexander Otto | |
| KATHARINA OTTO-BERNSTEIN | ||
| /s/ Dr. Thomas Finne | ||
| By: | Dr. Thomas Finne, managing director of KG CURA Vermögensverwaltung G.m.b.H. & Co | |
| For: | Katharina Otto-Bernstein | |
| CUSIP No. 251591103 | SCHEDULE 13D/A |
EXHIBIT INDEX
| Exhibit 1 | Joint Filing Agreement, dated June 20, 2013, among Mr. Otto and Katharina Otto-Bernstein, incorporated herein by reference to Exhibit 1 of Schedule 13D/A filed on June 20, 2013 | |
| Exhibit 2 | Investor Rights Agreement, dated May 11, 2009, between Mr. Otto and Developers Diversified Realty Corporation, incorporated herein by reference to Exhibit 10.1 of Form 8-K filed on May 11, 2009 | |