CIM Commercial Trust Provides Update on Plan to Maximize Return for Stockholders
Declares Special Cash Dividend
Announces 1-for-3 Reverse Stock Split
Declares Third Quarter Dividends on Common Stock and Series A Preferred Stock
“We are delivering to our stockholders the considerable value that was created through the active management of our portfolio,” said
CMCT has also been informed that approximately 31.9 million of the shares of CMCT Common Stock held by its principal stockholder (the “Fund”), representing approximately 72.8% of the outstanding shares of CMCT Common Stock, will be distributed to approximately 19 members of the Fund by the end of
No further property sales will be made under the program to unlock embedded value in CMCT’s portfolio and improve the trading liquidity of CMCT Common Stock. CMCT's remaining portfolio, after the sale of two office properties and one development site, all in
One-for-Three Reverse Stock Split
CMCT also announced today that its Board of Directors has approved a reverse stock split of CMCT Common Stock at a ratio of one-for-three (the “Reverse Stock Split”). The Reverse Stock Split will become effective at
At the effective time of the Reverse Stock Split, every three shares of CMCT Common Stock owned by a holder will be converted into one share of CMCT Common Stock. No fractional shares will be issued in connection with the Reverse Stock Split. Stockholders who would otherwise hold a fractional share of CMCT Common Stock following the Reverse Stock Split will receive a cash payment in lieu of fractional shares based on the closing price of CMCT Common Stock on the
Stockholders who hold shares of CMCT Common Stock in book-entry form or through a bank, broker or other nominee do not need to take any action in connection with the Reverse Stock Split, and will see the impact of the Reverse Stock Split automatically reflected in their accounts. Stockholders who hold shares of CMCT Common Stock in certificated form will receive instructions from CMCT’s transfer agent,
The trading symbol of CMCT Common Stock on the
Pursuant to the rules of the
CMCT further announced today that its Board of Directors has declared a quarterly cash dividend on a pre-split basis of
In addition, the Board of Directors has declared a quarterly cash dividend of
Series L Preferred Stock
The Company announced today that it is exploring initiating a repurchase program for approximately 30% of the outstanding shares of Series L Preferred Stock beginning no later than the first quarter of 2020. While the Company is reviewing the pricing, methods and exact timing of any such repurchases, such repurchases may be made in the open market, in privately negotiated transactions, or otherwise. Consistent with the targeted capital structure of the Company, the Company anticipates using funds from its revolving credit facility to finance such repurchases. There can be no assurance that the Company will repurchase any shares of Series L Preferred Stock on the foregoing terms or timing, or at all.
At the effective time of the Reverse Stock Split, the exercise price of each outstanding warrant (issued as part of a unit in connection with the issuance of CMCT’s Series A Preferred Stock) to purchase 0.25 of a share of CMCT Common Stock will automatically increase to three times the exercise price of such warrant immediately prior to the effective time of the Reverse Stock Split and the number of shares of Common Stock issuable upon the exercise of such warrant will automatically be adjusted to one-third of 0.25 (or approximately 0.0833) of a share of Common Stock. Further, the Company intends to reduce the strike price of each outstanding warrant to account for the effect of the special dividend.
ABOUT CIM COMMERCIAL TRUST CORPORATION
This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, including, among others, statements about CMCT’s plans and objectives relating to future growth and availability of funds, the trading liquidity of CMCT’s Common Stock and potential repurchases of outstanding shares of Series L Preferred Stock. Such forward-looking statements are based on particular assumptions that management of CMCT has made in light of its experience, as well as its perception of expected future developments and other factors that it believes are appropriate under the circumstances. Forward-looking statements are necessarily estimates reflecting the judgment of CMCT and involve a number of risks and uncertainties that could cause actual results to differ materially from those suggested by the forward-looking statements. These risks and uncertainties include those associated with (i) the timing, manner and extent, if any, of the distribution of shares of Common Stock held by the Fund to its members,(ii) the timing, manner and extent, if any, of repurchases of Series L Preferred Stock by the Company, and (iii) general economic, market and other conditions. For a further list and description of the risks and uncertainties inherent in forward-looking statements, see CIM Commercial's Annual Report on Form 10-K for the fiscal year ended
Forward-looking statements are not guarantees of performance or results and speak only as of the date such statements are made. CMCT undertakes no obligation to publicly update or release any revisions to its forward-looking statements, whether to reflect new information, future events, changes in assumptions or circumstances or otherwise, except as required by law.
Bill Mendel, 212-397-1030
Steve Altebrando, 646-652-8473