CRIIMI MAE Declares Dividend on Common Shares To Be Paid in New Series of Preferred Stock
ROCKVILLE, Md., Sept. 12 /PRNewswire/ -- The board of directors of CRIIMI MAE Inc. (NYSE: CMM) yesterday, September 11, 2000, declared a stock dividend for common shareholders of record as of October 27, 2000. The dividend will be payable on November 13, 2000 in up to an aggregate of 3.76 million shares of a new series of $10 face value Series G Redeemable Cumulative Dividend Preferred Stock (the "Series G Dividend Preferred Stock") (NYSE: CMM-PrG). The purpose of the stock dividend is to distribute approximately $37.5 million, or 60 cents per common share, in 1999 taxable income in order to satisfy the Company's Real Estate Investment Trust ("REIT") distribution requirements and to eliminate any federal income tax obligation for 1999.
Common shareholders as of the record date will be entitled to receive for each share of common stock held 6/100ths of a share of the new Series G Dividend Preferred Stock (i.e., six shares of Series G Dividend Preferred Stock for every 100 shares of common stock held). Series G Dividend Preferred Stock will be issued in whole shares, with shareholders receiving cash from the transfer agent for their fractional share interests at a price equal to the average sales price of all aggregated fractional shares sold by the transfer agent, less transaction costs. The Series G Dividend Preferred Stock will be convertible into shares of common stock during a period of 10 consecutive trading days commencing on February 21, 2001. Conversions will be based on the volume-weighted average of the sale prices of the common stock for the 10-trading days prior to the date converted, subject to a floor of 50% of the volume-weighted average of the sale prices of the common stock on November 13, 2000. At the end of the conversion period, March 6, 2001, all conversion rights of Series G Dividend Preferred shareholders will expire.
Holders of Series G Dividend Preferred Stock will be entitled to receive, when declared by the Board of Directors, cumulative dividends, payable in cash or common stock (or a combination thereof) at the Company's option, at an annual rate of 15%. The Series G Dividend Preferred Stock will be redeemable, in whole or in part, at the Company's option, at any time after issuance at a price of $10.00 per share. |
