Current Report Filing (8-k)
March 02 2018 - 4:08PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 26,
2018
Voltari Corporation
(Exact name of registrant as specified in its charter)
Delaware
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000-55419
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90-0933943
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(State or Other Jurisdiction of
Incorporation or Organization)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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767 Fifth Avenue, Suite 4700
New York, NY 10153
(Address of Principal Executive Offices, including Zip
Code)
(212) 388-5500
(Registrant’s Telephone Number, including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last
Report.)
Check
the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
☐
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
☐
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
☐
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
☐
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Indicate by check
mark whether the registrant is an emerging growth company as
defined in as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this
chapter).
Emerging growth
company ☐
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended
transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the
Exchange Act.
☐
Item
1.01. Entry Into a Material Definitive Agreement.
On
February 26, 2018, Voltari Corporation (the “Company”),
through its wholly owned subsidiary, Voltari Real Estate Holding
LLC, a Delaware limited liability company (the
“Purchaser”), entered into an amendment (the
“First Amendment”) to that certain purchase and sale
agreement (the “Purchase Agreement”), dated as of
January 19, 2018, by and between the Purchaser and The State Media
Company, a South Carolina corporation. The First Amendment, among
other things, extends the Review Period (as such term is defined in
the Purchase Agreement) to March 30, 2018, and extends the Closing
Date (as such term is defined in the First Amendment) to not later
than April 16, 2018.
The
foregoing description of the First Amendment is not complete and is
qualified in its entirety by reference to the First Amendment,
which is attached as Exhibit 10.1 hereto and incorporated herein by
reference.
Item 9.01. Financial Statements and Exhibits.
(d)
Exhibits.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
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VOLTARI CORPORATION
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Date:
March 2, 2018
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By:
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/s/
Kenneth Goldmann
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Kenneth
Goldmann
Principal
Executive Officer
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