CIM COMMERCIAL TRUST CORPORATION (NASDAQ:CMCT) Files An 8-K Results of Operations and Financial Condition
Item 2.02 Results of Operations and Financial Condition
On August 8, 2019, CIM Commercial Trust Corporation (the “Company”) issued a press release announcing its financial results for quarter ended June 30, 2019. A copy of the press release is attached to this Form 8-K as Exhibit 99.1 and is incorporated by reference herein.
The information in this Item 2.02 and Exhibit 99.1 are being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
Item 5.07 Submission of Matters of a Vote of Security Holders
On August 8, 2019, the Company obtained the approval, by way of written consent in lieu of a meeting, of the Company’s principal stockholder (the “Approving Stockholder”) to amend the Articles Supplementary of the Series A Preferred Stock, par value $0.001 per share (the “Series A Preferred Stock”), of the Company. The purpose of the amendment (the “Amendment”) is to allow the board of directors of the Company (or an authorized officer of the Company, as delegated by the board of directors), in its discretion, from time to time, to (i) pay dividends on the Series A Preferred Stock more frequently than quarterly and (ii) increase the redemption price payable in respect of shares of Series A Preferred Stock redeemed by the holders thereof during the five years following the issuance of such shares.
As of August 8, 2019, the Approving Stockholder owned 39,276,896 shares of the Company’s common stock, par value $0.001 per share (“Common Stock”), representing 89.66% of the Company’s then total issued and outstanding shares of Common Stock. Accordingly, the Company has obtained all necessary stockholder approvals in connection with the Amendment and no proxies or further written consents will be solicited from stockholders in connection with the Amendment. The Amendment will become effective no earlier than twenty days following the date on which the Company first mails an information statement to holders of the Common Stock informing them of the Amendment to Rule 14(c) of the Exchange Act.
Item 7.01 Regulation FD Disclosure
A copy of the Company’s Q2 2019 Investor Presentation is attached to this Form 8-K as Exhibit 99.2 and is incorporated by reference herein. Additionally, the Company has posted a copy of the presentation on its Shareholder Relations page at http://shareholders.cimcommercial.com/.
The information in this Item 7.01 and Exhibit 99.2 are being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference into any filing of the Company under the Securities Act or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
Item 9.01 Financial Statements and Exhibits.
