Current Report Filing (8-k)
20 August 2021 - 10:11PM
Edgar (US Regulatory)
false 0001332551 0001332551 2021-08-18
2021-08-18 0001332551 us-gaap:CommonStockMember 2021-08-18
2021-08-18 0001332551 us-gaap:SeriesCPreferredStockMember
2021-08-18 2021-08-18 0001332551
us-gaap:SeriesDPreferredStockMember 2021-08-18 2021-08-18
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): August 18, 2021
ACRES Commercial Realty Corp.
(Exact name of registrant as specified in its charter)
Maryland
|
|
1-32733
|
|
20-2287134
|
(State or other jurisdiction of
|
|
(Commission File Number)
|
|
(IRS Employer Identification No.)
|
incorporation)
|
|
|
|
|
|
|
|
|
|
865 Merrick Avenue, Suite 200 S
|
|
|
|
|
Westbury, NY
|
|
|
|
11590
|
(Address of principal executive offices)
|
|
|
|
(Zip Code)
|
|
|
|
|
|
Registrant’s telephone number, including area code: 516-535-0015
|
|
|
|
|
|
N/A
|
(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 (see General
Instruction A.2. below):
☐
|
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))
|
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
|
|
Trading Symbol(s)
|
|
Name of each exchange on which registered
|
Common Stock, $0.001 par value per share
|
|
ACR
|
|
New York Stock Exchange
|
8.625% Fixed-to-Floating Series C Cumulative Redeemable Preferred
Stock
|
|
ACRPrC
|
|
New York Stock Exchange
|
7.875% Series D Cumulative Redeemable Preferred Stock
|
|
ACRPrD
|
|
New York Stock Exchange
|
Indicate by check mark whether the registrant is an emerging growth
company 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 August 18, 2021, ACRES Commercial Realty Corp. (the “Company”)
entered into an agreement (the “Agreement”) with OCM XAN Holdings
PT, LLC (“Oaktree”) and the Massachusetts Mutual Life Insurance
Company (“MassMutual”) that provided for the previously announced
redemption in full of the Company’s outstanding 12.00% senior
unsecured notes due 2027 (the “Notes”), including a waiver of
certain sections of the Note and Warrant Purchase Agreement dated
July 31, 2020. On August 20, 2021, the Company
consummated the redemption and paid Oaktree and MassMutual an
aggregate of approximately $55.3 million, which consisted of (i)
principal in the amount of $50.0 million, (ii) interest in the
amount of approximately $329,000 and (iii) a make-whole amount of
approximately $5.0 million, which represents the contractual
make-whole amount reduced by $3.2 million. The
anticipated charge to earnings for the redemption of the Notes is
$8.0 million, or approximately $0.82 per share, comprising an
extinguishment of debt charge of $7.8 million in connection with
(i) the $5.0 million net make-whole amount and (ii) the $2.8
million acceleration of the remaining market discount; and interest
expense of $218,000 in connection with the acceleration of deferred
debt issuance costs.
The Agreement is filed as Exhibit 10.1 hereto and is incorporated
herein by reference. The above description of the material terms of
the Agreement is not complete and is qualified in its entirety by
reference to the Agreement.
Item 9.01
|
Financial Statements and Exhibits.
|
Cautionary Statement regarding Forward-Looking Statements
This Current Report on Form 8-K contains certain forward-looking
statements within the meaning of Section 27A of the Securities Act
and Section 21E of the Securities Exchange Act of 1934, as amended.
Such forward-looking statements can generally be identified by our
use of forward-looking terminology such as “may,” “trend,” “will,”
“continue,” “expect,” “intend,” “anticipate,” “estimate,”
“believe,” “look forward” or other similar words or terms. These
“forward-looking” statements include, but are not limited to,
statements regarding the estimated impact of the redemption of the
Notes. Because such statements include risks, uncertainties and
contingencies, actual results may differ materially from the
expectations, intentions, beliefs, plans or predictions of the
future expressed or implied by such forward-looking statements.
Factors that can affect future results are discussed in the
documents filed by the Company from time to time with the SEC. The
Company undertakes no obligation to update or revise any
forward-looking statement to reflect new or changing information or
events after the date hereof or to reflect the occurrence of
unanticipated events, except as may be required by law.
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.
|
|
|
ACRES COMMERCIAL REALTY CORP.
|
|
|
|
|
|
Date:
|
August 20, 2021
|
|
|
|
|
|
|
By:
|
/s/ David J. Bryant
|
|
|
|
|
David J. Bryant
|
|
|
|
|
Chief Financial Officer
|
ACRES Commercial Realty (NYSE:ACR-D)
Historical Stock Chart
Von Jun 2022 bis Jul 2022
ACRES Commercial Realty (NYSE:ACR-D)
Historical Stock Chart
Von Jul 2021 bis Jul 2022