The following excerpt is from the company's SEC filing.
On March 28, 2017, CIM Commercial Trust Corporation (the Company) sold a 100% fee-simple interest in 211 Main Street (211 Main), a property located in San Francisco, California to BPP 211 Main Owner LLC, an unrelated third party.
The following unaudited pro forma consolidated financial statements of the Company have been prepared to reflect the effect of the sale as described in Item 2.01 of the Current Report on Form 8-K with which this Exhibit 99.1 is filed. The unaudited pro forma consolidated balance sheet as of December 31, 2016 is based on the balance sheet of the Company, and gives effect to the s ale as if it occurred on December 31, 2016. The unaudited pro forma consolidated statement of operations for the year ended December 31, 2016 is based on the historical consolidated statement of operations of the Company, and gives effect to the sale as if it had occurred on January 1, 2016.
The unaudited pro forma consolidated financial statements presented below are based on assumptions and adjustments set forth in the notes thereto. The unaudited pro forma adjustments made in the compilation of the unaudited pro forma consolidated financial statements were directly attributable to the sale, are factually supportable, and based upon available information and assumptions that the Company considers reasonable, and have been made solely for purposes of developing such unaudited pro forma consolidated financial statements for illustrative purposes in compliance with the disclosure requirements of the Securities and Exchange Commission (SEC). The unaudited pro forma consolidated financial statements are presented for informational purposes only and should not be considered indicative of actual results that would have been achieved had the sale actually been consummated on the dates indicated and does not purport to be indicative of the financial condition as of any future date or results of operation for any future period.
The unaudited pro forma consolidated financial statements, and the accompanying notes, should be read in conjunction with the Companys audited consolidated financial statements and notes thereto included in the Companys Annual Report on Form 10-K for the year ended December 31, 2016 filed with the SEC on March 16, 2017.
CIM COMMERCIAL TRUST CORPORATION AND SUBSIDIARIES
Unaudited Pro Forma Consolidated Balance Sheet
As of December 31, 2016
(in thousands, except share and per share data)
Investments in real estate, net
Cash and cash equivalents
Accounts receivable, net
Deferred rent receivable and charges, net
Other intangible assets, net
LIABILITIES, REDEEMABLE PREFERRED STOCK, AND EQUITY
Accounts payable and accrued expenses
Intangible liabilities, net
Due to related parties
COMMITMENTS AND CONTINGENCIES
REDEEMABLE PREFERRED STOCK: Series A, $0.001 par value; 36,000,000 shares authorized; 61,435 shares issued and outstanding; liquidation preference of $25.00 per share
Common stock, $0.001 par value; 900,000,000 shares authorized; 84,048,081 shares issued and outstanding
Additional paid-in capital
Accumulated other comprehensive income (loss)
Distributions in excess of earnings
Total stockholders equity
TOTAL LIABILITIES, REDEEMABLE PREFERRED STOCK, AND EQUITY
The accompanying notes are an integral part of the unaudited pro forma consolidated financial statements.
Unaudited Pro Forma Consolidated Statement of Operations
For the Year Ended December 31, 2016
(in thousands, except per share data)
Rental and other property income
Interest and other income
Rental and other property operating
Asset management and other fees to related parties
General and administrative
Depreciation and amortization
Gain on sale of real estate
INCOME FROM CONTINUING OPERATIONS BEFORE PROVISION FOR INCOME TAXES
Provision for income taxes
NET INCOME FROM CONTINUING OPERATIONS
NET INCOME FROM DISCONTINUED OPERATIONS- Income from operations of assets held for sale
Net income attributable to noncontrolling interests
NET INCOME ATTRIBUTABLE TO THE COMPANY
Redeemable preferred stock dividends
NET INCOME AVAILABLE TO COMMON STOCKHOLDERS
BASIC AND DILUTED NET INCOME AVAILABLE TO COMMON STOCKHOLDERS PER SHARE:
WEIGHTED AVERAGE SHARES OF COMMON STOCK OUTSTANDING:
NOTES TO UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS
Pro Forma Adjustments
Reflects the Companys consolidated balance sheet as of December 31, 2016, as contained in the financial statements presented in the Companys Annual Report on Form 10-K filed with the SEC on March 16, 2017.
Represents the elimination of the assets and liabilities associated with 211 Main. These adjustments also include actual cash received at closing on March 28, 2017.
Represents net proceeds received by the Company upon sale of 211 Main, which is net of repayment of property level debt, prorations and adjustments, and transaction costs.
Represents property level debt associated with 211 Main which was repaid in conjunction with the sale of the property.
Represents the excess of the proceeds from the sale of the property less estimated closing costs and other adjustments associated with the sale over the carrying value, as of December 31, 2016, of the assets net of liabilities of 211 Main. This amount has not been reflected in the pro forma consolidated statement of operations as it is considered to be nonrecurring in nature.
Reflects the consolidated results of operations of the Company for the year ended December 31, 2016, as contained in the financial statements presented in the Companys Annual Report on Form 10-K filed with the SEC on March 16, 2017.
Represents revenues and expenses associated with 211 Main for the year ended December 31, 2016.
Represents the impact to asset management fees assuming the sale of 211 Main occurred on January 1, 2016. Asset management fees are calculated as a percentage of the daily average gross fair value of investments.
The above information was disclosed in a filing to the SEC. To see the filing, click here.
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