CIM Commercial Trust Reaffirms its Previously Announced Rights Offering to Expire on June 23
June 15 2021 - 8:51AM
Business Wire
Announces HFZ-affiliated group’s refusal to
retract false and misleading statement and Responds to
HFZ-affiliated group’s request for waiver of ownership
limitation
CIM Commercial Trust Corporation (NASDAQ: CMCT and TASE: CMCT‑L)
(“we”, “our”, “CMCT”, “CIM Commercial”, or the “Company”)
reaffirmed today that its rights offering is proceeding as
previously announced. The subscription period for the rights
offering is open and will expire at 4:00 pm New York time on June
23, 2021 (unless extended by CMCT).
In addition, CMCT announced that the HFZ-affiliated group
(consisting of affiliates of Lionbridge Capital I, LP, f/k/a HFZ
Lionbridge I, LP, along with Robotti & Company, Inc. and
Winthrop Realty Partner, L.P. (collectively, the “Group”)) has
refused to retract its false and misleading press release. On June
9, 2021, the Group issued a press release falsely alleging that the
Company violated securities laws because it was purportedly
required to file a Form 8-K to disclose a change to the stock
ownership limitations set forth in the Company’s charter. On June
11, 2021, counsel to the Company asked the Group to retract the
false and misleading press release. On June 14, 2021, the Group,
through its counsel, declined to do so.
The Group’s press release is patently false and materially
misleading, and was opportunistically timed in an attempt to
disrupt CMCT’s rights offering: Quite simply, the 6.25% stock
ownership limitation has been properly disclosed in CMCT’s SEC
filings and the Company was not required to file a Form 8‑K to
report the change. The Group’s press release demonstrates either a
lack of basic understanding of law or was made with the intent to
deceive and manipulate CMCT stockholders.
Further, the Company announced today that it has declined to
grant a waiver of the stock ownership limitation requested by the
Group on June 10, 2021.
IMPORTANT
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy any securities of the Company or
any of its subsidiaries, nor shall there be any offer, solicitation
or sale of any securities of the Company or any of its subsidiaries
in any state or jurisdiction in which such offer, solicitation or
sale would be unlawful under the securities laws of such state or
jurisdiction.
FORWARD-LOOKING STATEMENTS
This press release contains “forward-looking statements” within
the meaning of the Private Securities Litigation Reform Act of 1995
regarding the rights offering, including statements containing the
words “will,” “expect,” and words of similar import. There can be
no assurance of the date on which the period for exercise of the
subscription rights will expire or when the settlement date will
occur. For a further list and description of the risks and
uncertainties inherent in forward-looking statements, see the
Annual Report on Form 10-K (as amended) filed by the Company in
respect of the fiscal year ended December 31, 2020, and the
prospectus supplement relating to the rights offering filed by the
Company with the SEC on June 10, 2021. Forward-looking statements
are not guarantees of performance or results and speak only as of
the date such statements are made. CIM Commercial 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.
Free Writing Prospectus | CIM Commercial Trust Corporation
Filed Pursuant to Rule 433 |
Dated June 10, 2021 | Registration Statement No.
333-233255
CIM Commercial has filed a registration statement (including a
base prospectus) with the SEC in respect of the offering to which
this press release relates. Before you invest in the rights
offering, you should read the prospectus supplement, dated June 10,
2021 and the accompanying base prospectus, dated December 4, 2019.
Before making any investment in the rights offering, you should
read the other documents CIM Commercial has filed with the SEC for
more complete information about CIM Commercial and the rights
offering. You may obtain these documents for free by visiting EDGAR
on the SEC web site at www.sec.gov. You may request to receive a
prospectus in respect of the rights offering by calling D.F. King
& Co., Inc., the information agent for the rights offering,
toll‑free at (800) 967‑4607.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20210615005751/en/
For CIM Commercial Trust Corporation
Media Relations: Karen Diehl, Diehl Communications, 310-741-9097
karen@diehlcommunications.com
or
Shareholder Relations: Steve Altebrando, 646-652-8473
shareholders@cimcommercial.com
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