CREATIVE MEDIA & COMMUNITY TRUST CORPORATION Item 1.01 Entry into a Material Definitive Agreement OnJanuary 5, 2022 ,CIM Commercial Trust Corporation ("CMCT", "CIM Commercial" or the "Company") and certain of its subsidiaries entered into a Fee Waiver (the "Fee Waiver") with certain affiliates ofCIM Group, LLC with respect to fees that are payable to them. The Fee Waiver is effective retroactively toJanuary 1, 2022 . Set forth below is a comparison of the new fee arrangement versus the existing fee arrangement. The following description is only a summary and is qualified in its entirety by reference to the full text of the Fee Waiver, a copy of which is attached to this Form 8-K as Exhibit 1.1, which is incorporated herein by reference. New Existing
Based on the fair value of RE assets
Less than
$500 million to$1 1.00% 1% of CMCT's net asset value attributable to billion 0.95% Base Fee its common stock.$1 billion to$1.5 0.90% billion 0.85%$1.5 billion to$4 0.40% billion$4 billion+ In any quarter, 100% of CIM Commercial's quarterly core funds from operations ("core FFO") in excess of a quarterly threshold equal to 1.75% (the "hurdle rate") (i.e.,
In any quarter, 15% of
7.00% on an annualized basis), but less than quarterly core FFO in excess of a quarterly
2.1875% (i.e., 8.75% annualized), of CIM threshold equal to 1.75% (i.e., 7.00% on an
Commercial's average adjusted common
annualized basis) of
Incentive Fee stockholders' equity (i.e., common average adjusted common stockholders'
stockholders' equity plus accumulated equity (i.e., common stockholders' equity
depreciation and amortization) for such plus accumulated depreciation and
quarter and 20% of the amount of the amortization) for such quarter.
quarterly core FFO, if any, that exceeds
2.1875% (8.75% annualized) of CMCT's average
adjusted common stockholders' equity for such
quarter.
(i) 15% of cumulative aggregate realized
capital gains net of aggregate realized
capital losses minus (ii) the aggregate
capital gains fees paid in prior periods.
Realized capital gains and realized capital
Capital Gains losses are calculated by subtracting from the N/A
sales price of a property (a) any costs and
expenses incurred to sell such property and
(b) the property's original acquisition price
plus any subsequent, non-reimbursed capital
improvements thereon paid for by CIM
Commercial.
CMCT, at the direction of the independent
members of its Board of Directors, will have
a rolling, one-time option to revert to the
Independent Board existing management fee methodology if the N/A
Member Option cumulative fees paid to CIM under the new
methodology exceed the cumulative fees that
would have been paid to CIM under the
existing methodology.
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Item 9.01 Financial Statements and Exhibits.
Exhibit Number Exhibit Description
1.1 Fee Waiver, dated January 5, 2022 , by and among CIM Commercial Trust
Corporation , CIM Service Provider, LLC , CIMSecurities Management, LLC , CIM Capital Controlled
CIM Capital RE Debt Management, LLC ,CIM Capital
Real Property Management,
LLC, CIM Urban Partners, L.P. , PMC Funding Corp. and
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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