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Creative Media & Community Trust Corporation Capital/Financing Update 2017

Oct 26, 2017

6737_rns_2017-10-26_7c8c0c37-81a4-46d6-863d-8e4c47647cc6.pdf

Capital/Financing Update

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C I M C O M M E R C I A L T R U S T C O R P O R A T I O N S E R I E S L P R E F E R R E D S T O C K O F F E R I N G M a a l o t S & P G l o b a l I L I s s u e r R a t i n g : A A - / S e r i e s L R a t i n g : A - O c t o b e r 2 0 1 7

1

FREE WRITING PROSPECTUS

CIM Commercial Trust Corporation ("CIM Commercial", the "Company" or "CMCT") has filed a registration statement (including a prospectus) on Form S-11 (No. 333-218019) with the U.S. Securities and Exchange Commission (the "SEC") and with the Israel Securities Authority (the "ISA") for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the Company has filed with the SEC and the ISA for more complete information about the Company and the offerings. You may get these documents for free by visiting the Company's website at http://investors.cimcommercial.com/index.cfm. Alternatively, Leumi Partners Underwriting Ltd will arrange for a prospectus to be sent to you if you request it by calling 972-3-5141290 or toll-free at 1-833-300-3008.

You may also access the prospectus for free on the SEC website at www.sec.gov at https://www.sec.gov/Archives/edgar/data/908311/000104746917006540/a2233623zs-11a.htm and on the Magna website at www.magna.isa.gov.il under the Company's name.

FORWARD-LOOKING STATEMENTS

The information set forth herein contains "forward-looking statements." You can identify these statements by the fact that they do not relate strictly to historical or current facts or discuss the business and affairs of CMCT on a prospective basis. Further, statements that include words such as "may," "will," "project," "might," "expect," "believe," "anticipate," "intend," "could," "would," "estimate," "continue" "pursue," or "should" or the negative or other words or expressions of similar meaning, may identify forward-looking statements.

CMCT bases these forward-looking statements on particular assumptions that it has made in light of its experience, as well as its perception of expected future developments and other factors that it believes are appropriate under the circumstances. The forward-looking statements are necessarily estimates reflecting the judgment of CMCT and involve a number of risks and uncertainties that could cause actual results to differ materially from those suggested by the forward-looking statements. These forward-looking statements are subject to risks, uncertainties and other factors, including those set forth in the Annual Report on Form 10-K for the fiscal year ended December 31, 2016.

As you read and consider the information herein, you are cautioned to not place undue reliance on these forward-looking statements. These statements are not guarantees of performance or results and speak only as of the date hereof. These forward-looking statements involve risks, uncertainties and assumptions. In light of these risks and uncertainties, there can be no assurance that the results and events contemplated by the forward-looking statements contained herein will in fact transpire. New factors emerge from time to time, and it is not possible for CMCT to predict all of them. Nor can CMCT assess the impact of each such factor or the extent to which any factor, or combination of factors may cause results to differ materially from those contained in any forward-looking statement. CMCT undertakes no obligation to publicly update or release any revisions to these forwardlooking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events, except as required by law.

CMCT INVESTMENT THESIS

1. CIM Group:
Resources &
Expertise of Premier
Institutional
Manager

CIM
is
a
full-service,
vertically-integrated
manager
of
real
estate
funds
focused
on
urban
investments

Serves
a
global
institutional
investor
base
and
partners
with
some
of
the
world's
largest
providers
of
debt
and
equity
capital
2. CMCT: Class A and
Creative Office in
Gateway Markets

CIM
Commercial
Trust
is
a
U.S.
REIT
listed
on
NASDAQ
and
subject
to
U.S.
securities
law
Strong
NOI
growth
outlook,
prudent
and
flexible
capital
structure


Benefits
from
management
capabilities
of
CIM
Group's
large-scale
platform
3. Offering: Series L
Preferred Stock

Israeli
investors
can
participate
alongside
global
institutions
in
a
U.S.
publicly
traded
REIT

Conservative
leverage
and
substantial
equity
cushion
provides
stable
income
and
principal
protection
for
Preferred
Stockholders

CIM GROUP OVERVIEW

CIM SUMMARY

CIM GROUP OVERVIEW

Established Established
in
1994
as
a
partner
for
investors
seeking
urban
infrastructure
and
real
estate
investments
in
communities
qualified
by
CIM
Vertically
Integrated
Integrated,
full-service
investment
manager
with
multi-disciplinary
expertise
and
in-house
research,
acquisition,
investment,
development,
finance,
leasing
and
management
capabilities
Organization professionals)1
640+
employees
(15
principals
including
all
of
its
founders;
360+
Office Locations Headquartered
in
Los
Angeles,
with
offices
in
San
Francisco
Bay
Area,
New
York,
NY,
Washington,
D.C.
Metro
Area
and
Dallas,
TX
Investors Diversified
investor
base
with
approximately
half
investing
across
multiple
CIM
products
Assets Under
Management
management2
\$18.1
billion
of
assets
under
management
and
\$11.3
billion
of
equity
under

1 As of September 30, 2017.

2 As of June 30, 2017. See Important Disclosures on page 42 and, in particular, the section "Assets and Equity Under Management".

CIM OVERVIEW

CIM GROUP OVERVIEW

CIM COMPETITIVE ADVANTAGES

CIM GROUP OVERVIEW

1. Team
Led
by
3
original
founders,
15
principals
(including
founders)
with
average
CIM
tenure
of
13+
years
Integrated,
full-service
investment
manager
with
expertise
across
in-house
research,
acquisition,

investment,
development,
finance,
leasing
and
asset
management

Investments
team
responsible
for
an
entire
life
cycle
of
each
investment;
compensation
is
directly
aligned
with
interests
of
CIM
investors
2. Community
Sector-agnostic
focus
on
specific
urban
submarkets
("Qualified
Communities")
exhibiting:

Market
values
that
are
below
long-term
intrinsic
values;
or

Underserved
or
transitional
areas
with
dedicated
resources
that
CIM
believes
will
lead
to
outsized
revenue
growth
and/or
asset
appreciation

Extensive
capital
deployment
in
Qualified
Communities
has
yielded
long-term
relationships
and
a
proprietary
origination
channel
3. Discipline
CIM
underwrites
prospective
investments
using
multiple
scenarios

Employs
current
and
long-term
(generally
based
on
20-year
historical
averages)
valuation
metrics

Investments
are
first
underwritten
on
an
unleveraged
basis

Thereafter,
are
also
underwritten
on
a
leveraged
basis

1. VERTICALLY-INTEGRATED TEAM

CIM GROUP CO-FOUNDERS

Richard Ressler CIM Group Principal, CMCT Chairman of the Board

  • Founder and President of Orchard Capital Corp., a firm that provides consulting and advisory services to companies in which Orchard Capital or its affiliates invest
  • Co-founded CIM Group in 1994 and chairs the firm's Investment and Asset Management Committees
  • Chairman of the board of j2 Global, Inc. (NASDAQ: JCOM) and director of Presbia PLC (NASDAQ: LENS)
  • Served as Chairman and CEO of JCOM from 1997 to 2000
  • Chairman of executive committee and cofounder of predecessor of Orchard First Source Asset Management, an investment adviser focusing on middle market debt investments
  • Co-founded and served as Vice Chairman of Brooke Group Limited, the predecessor of Vector Group, Limited (NYSE: VGR)
  • Previously worked at Drexel Burnham Lambert, Inc. and began his career as an attorney with Cravath, Swaine and Moore, LLP
  • B.A. from Brown University, and J.D. and M.B.A. degrees from Columbia University

Avi Shemesh

CIM Group Principal and CMCT Board Member

  • Co-Founder and a Principal of CIM Group
  • Responsible for the day-to-day operations of CIM Group, including strategic initiatives, property management, leasing and investor relations
  • Head of CIM's Investments Group and serves on the firm's Investment and Asset Management Committees
  • Active real asset investor for over 25 years
  • Previously was involved in a number of successful entrepreneurial real estate activities, including cofounding Dekel Development, which developed a variety of commercial and multifamily properties in Los Angeles

Shaul Kuba

CIM Group Principal and CMCT Board Member

  • Co-Founder and a Principal of CIM Group
  • Responsible for the day-to-day operations of CIM Group, including leading the Development Group and sourcing new investment transactions
  • Serves on the firm's Investment and Asset Management Committees
  • Active real asset investor for over 25 years
  • Previously was involved in a number of successful entrepreneurial real estate activities, including cofounding Dekel Development, which developed a variety of commercial and multifamily properties in Los Angeles

1. VERTICALLY-INTEGRATED TEAM

CMCT MANAGEMENT

Charles Garner

CMCT Chief Executive Officer, CIM Group Principal

  • CEO of CMCT and serves on CIM Group's Investment and Asset Management Committees
  • Prior to joining CIM Group, worked closely with the firm in various capacities since 1996, including originating and managing Federal Realty Investment Trust's partnership with CIM Group
  • Has been involved in billions of dollars of real estate transactions including the acquisition, joint venture investment, disposition and equity and debt financing of more than 100 properties
  • Began career as a C.P.A. at PricewaterhouseCoopers and has held various transactional positions with Federal Realty, Walker & Dunlop and The Stout & Teague Companies
  • B.S. degree in Management from Tulane University's A.B. Freeman School of Business

Jan Salit

CMCT President and Secretary

  • Joined CMCT after merger of PMC Commercial Trust
  • Previously was Chairman of the Board, CEO and Secretary of PMC Commercial Trust
  • Prior to CEO role, held Chief Operating Officer and Chief Investment Officer roles with PMC Commercial Trust (joined predecessor firm in 1993)
  • Prior to joining PMC Commercial Trust, held positions with Glenfed Financial Corporation (and its predecessor company ARMCO Financial Corporation) including Chief Financial Officer

David Thompson

CMCT Chief Financial Officer, CIM Group Principal

  • Prior to joining CIM Group in 2009, spent 15 years with Hilton Hotels Corporation, most recently as Senior Vice President and Controller responsible for worldwide financial reporting, financial planning and analysis, risk management, internal control and technical accounting compliance
  • Tenure at Hilton included both SEC compliance as a public company and reporting as a private equity portfolio company
  • Began career as a C.P.A. at Arthur Andersen & Co.

Terry Wachsner CIM Group Principal, Property Management

  • Prior to joining CIM Group in 2005, was Director of Asset Services for Continental Development Corporation
  • Prior to Continental, was Executive Managing Director for Kennedy-Wilson Properties, Ltd. where he was responsible for the operations and leasing of a 75 million square foot national portfolio of office, retail, industrial and apartment properties
  • From 1980 to 1998, headed up Heitman Properties, Ltd. as President of Property Management

1. VERTICALLY-INTEGRATED TEAM

CIM GROUP OVERVIEW

2. COMMUNITY FOCUSED STRATEGY – CIM QUALIFIED COMMUNITIES

CIM GROUP OVERVIEW

  • CIM believes that its community qualification process provides it with a significant competitive advantage when making urban real assets investments.
  • Since 1994, CIM has qualified 110 communities in high barrier-to-entry markets and has invested in 67 of the communities. The qualification process generally takes 6 months to 5 years and is a critical component of CIM's investment evaluation.
  • CIM examines the characteristics of a market to determine whether the district justifies the extensive efforts CIM undertakes in reviewing and making potential investments in its Qualified Communities. The communities are located in both primary and secondary urban centers, which can encompass (1) transitional urban districts and growth markets adjacent to Central Business Districts ("CBDs") and/or (2) well-established, thriving urban areas including major CBDs.

QUALIFICATION CRITERIA

Transitional Urban Districts

  • Improving demographics
  • Broad public support for CIM's investment approach
  • Evidence of private investment from other institutional investors
  • Underserved niches in the community's real estate infrastructure
  • Potential to invest a minimum of \$100 million of opportunistic equity within five years

Thriving Urban Areas

  • Positive demographic trends
  • Public support for investment
  • Opportunities below intrinsic value
  • Potential to invest a minimum of \$100 million of opportunistic equity within five years

EXISTING QUALIFIED COMMUNITIES & CIM INVESTMENTS1

1 As of September 30, 2017. Note that multiple communities may be qualified within a larger city.

3. DISCIPLINE

CIM GROUP OVERVIEW

Returns are primarily driven by improved asset and community performance, not by financial engineering

Underwriting
Employs
current
and
long-term
(generally
based
on
20-year
historical
averages)
valuation
metrics

Underwriting
of
investments
is
performed
on
both
a
leveraged
and
unleveraged
basis
Leverage Investment
strategy
relies
on
sound
business
plan
execution,
not
financial
engineering


CIM
generally
enters
into
non-recourse
loans
and
does
not
provide
fund
repayment
guarantees1
Match
debt
maturity
with
expected
hold
periods
based
on
the
business
plan
of
the
investment
Research
Proprietary
research
on
Qualified
Communities
based
on
CIM's
prior
experience
and
relationships
in
the
community
with
government
agencies,
property
owners,
co-sponsors
and
national
and
regional
retail
tenants

In-house
services
allow
CIM
to
benefit
from
real-time
market
and
asset-level
intelligence
in
order
to
operate
assets
more
efficiently

CIM
mitigates
risk
throughout
the
development
and
execution
of
its
business
plan
for
investments,
leveraging
the
breadth
and
skill
of
CIM's
vertically-integrated
organization

CMCT OVERVIEW

PRIMARILY CLASS A AND CREATIVE URBAN OFFICE REIT

CMCT OVERVIEW
CIM COMMERCIAL
(NASDAQ: CMCT)

A public real estate investment trust (REIT) listed on NASDAQ since 2014

Predecessor entity was CIM Urban REIT, LLC, formed with 24 private institutional investors

Primarily focuses on Class A and creative office investments in vibrant and improving urban
communities

Benefits from CIM's large-scale platform 
Deal sourcing + Capital markets + Operational expertise
Portfolio High-quality portfolio diversified by geography and tenancy

19 properties with 3.3 million office rentable SF1,2
and 503 hotel rooms

Office Occupancy3
: 93%

Highly-Rated Tenant Base: U.S. Federal Government Agencies represent approximately 20% of office

annualized cash rent3
Assets' Fair Value: \$1.6B1,2, Estimated Net Asset Value: \$1.3B4
Strong Growth
Prospects
Embedded growth through below market leases increasing to market
and regular base rent

escalations
Targeting same-store office NOI CAGR of 5% -
7% through 20215
Prudent Capital
Structure

Low leverage level

Long debt maturities with no amortization (I/O)

Most debt bears fixed interest –
expected minimal
exposure to possible rate hikes
Unencumbered assets represent >40% of investments in real estate at fair value1


high
level of
flexibility

1 As of June 30, 2017. CIM Commercial owned the following properties at June 30, 2017; however, they were excluded from the above presentation as they were sold or are under contract for sale as of October 24, 2017: 7083 Hollywood Boulevard, 370 L'Enfant Promenade, 800 North Capitol Street, 4200 Scotland Street and 47 E 34th Street. Excludes the lending segment.

2 Includes ancillary properties: two parking garages and two development sites, one of which is being used as a parking lot. 3601 South Congress Avenue and Lindblade Media Center are each counted as one property but consist of 10 and 3 buildings, respectively.

3 As of June 30, 2017. CIM Commercial owned the following properties at June 30, 2017; however, they were excluded from the above presentation as they were sold as of October 24, 2017: 7083 Hollywood Boulevard, 370 L'Enfant Promenade and 800 North Capitol Street.

4 NAV as of June 30, 2017 is adjusted for the property sales described in footnote 1 and the \$65.0M debt pay down made in August 2017. NAV includes the lending segment. See page 32 for calculation of NAV. Please see Important Disclosures on page 42, and in particular the section "Net Asset Value."

5 Additional 1%-2% CAGR potential from development of already owned sites. Reflects cash and segment NOI. CIM Commercial owned the following properties at June 30, 2017; however, they were excluded from the above presentation as they were sold as of October 24, 2017: 7083 Hollywood Boulevard, 370 L'Enfant Promenade and 800 North Capitol Street.

COASTAL URBAN CLASS A AND CREATIVE OFFICE PORTFOLIO1

CMCT OVERVIEW

Oakland &
San Francisco
Los Angeles Washington, D.C. Austin Total Office Hotel
(Sacramento)
# of Properties2 6 4 3 1 14 1
SF/Keys 1,802k 424k 885k 184k 3,295k 503
Occupancy 95.3% 96.7% 88.5% 88.0% 93.2% 84.0%
Annualized Rent per Occupied SF/ADR3 \$38.5 \$35.7 \$47.1 \$33.2 \$40.0 \$165.4

1 As of or for the six months ended June 30, 2017. CIM Commercial owned the following properties at June 30, 2017; however, they were excluded from this slide as they were sold or are under contract for sale as of October 24, 2017: 7083 Hollywood Boulevard, 370 L'Enfant Promenade, 800 North Capitol Street, 4200 Scotland Street and 47 E 34th Street. Excludes the lending segment. Excludes ancillary properties: two parking garages and two development sites, one of which is being used as a parking lot.

2 3601 South Congress Avenue and Lindblade Media Center are each counted as one property but consist of 10 and 3 buildings, respectively.

3 For office properties, represents gross monthly base rent per square foot under leases commenced as of June 30, 2017, multiplied by twelve. This amount reflects total cash rent before abatements. Where applicable, annualized rent has been grossed up by adding annualized expense reimbursements to base rent. Annualized rent for certain office properties includes rent attributable to retail. Hotel average daily rate ("ADR") represents the average for the six months ended June 30, 2017.

REPRESENTATIVE CMCT TRANSACTIONS

The examples below have been selected to generally illustrate the investment philosophy of CIM, and may not be representative of future investments. Past performance is not a guarantee of future results.

LAKE MERRITT

UNION SQUARE

Location Oakland, CA Location NoMa / Capitol Hill, D.C.
Use Office Use Office
Acquisition Date October 2008 Acquisition Date November 2007

KEY SUBMARKET: LAKE MERRITT & OAKLAND CBD

CMCT OVERVIEW

CMCT In-Place Rents1,2 \$37.64

Class A Asking Rents3 \$52.92

FAVORABLE OFFICE DYNAMICS

  • Relative Value vs. San Francisco CBD (Class A asking rents): 3
    • San Francisco - \$73.42
    • Lake Merritt - \$52.92
  • Limited New Office Supply in Lake Merritt / Oakland CBD: Last major office project completed in 20084
  • Proposition M: San Francisco office development limited to 875,000 square feet per year

AN IMPROVING COMMUNITY

  • Transportation: All six BART lines and every major Bay Area highway run through Oakland
  • Amenities Base: Oakland emerging as a "cool" place to live and work
  • Residential Development:
    • ~5,000 new units in 2017-2019 (v. ~150,000 existing)5
    • Residential Monthly Asking Rents4
      • San Francisco - \$2,897
      • Oakland - \$2,033
CMCT INVESTMENTS ASSET
TYPE
SQF1 OCCUPIED %1 ANNUALIZED RENT
PER OCCUPIED
SQUARE FOOT1,2
1 Kaiser Plaza Office 532,778 93.4% \$38.81
2101 Webster Street Office 473,156 98.9% \$38.36
1901 Harrison Street Office 273,134 98.2% \$36.29
1333 Broadway Office 240,051 92.9% \$33.21
2100 Franklin Street Office 216,828 98.9% \$39.62
2 Kaiser Plaza6 Land - - -
2353 Webster Street Garage - - -
Total 1,735,947 96.3% \$37.64

1 As of June 30, 2017.

2 For office properties, represents gross monthly base rent per square foot under leases commenced as of June 30, 2017, multiplied by twelve. This amount reflects total cash rent before abatements. Where applicable, annualized rent has been grossed up by adding annualized expense reimbursements to base rent. Annualized rent for certain office properties includes rent attributable to retail.

3 Source: Cushman & Wakefield Q2 2017 reports (per square foot per year).

4 Source: Costar.

5 Source: Reis.

6 2 Kaiser Plaza Parking Lot is a 44,642 square foot parcel of land currently being used as a surface parking lot. CIM Commercial is pursuing entitlements allowing it to develop a building with approximately 440,000 to 840,000 rentable square feet.

Note: The examples shown herein have been selected to generally illustrate the investment philosophy of CIM and may not be representative of future investments. Past performance is not a guarantee of future results

KEY SUBMARKET: NOMA, WASHINGTON, D.C.

CMCT OVERVIEW

CMCT In-Place Rents1,2 \$47.08

Class A Asking Rents3 \$49.51

FAVORABLE OFFICE DYNAMICS3

  • Relative Value vs. Washington, D.C. CBD (Class A asking rents):
    • NOMA: \$49.51
    • CBD: \$53.13
  • Net Absorption: Since 2010, annual growth in net absorption of 5.7% for NOMA compared to 0.5% for the Washington, D.C. metro
  • Vacancy: NOMA vacancy of 12.1% vs. D.C. metro of 14.0%

AN IMPROVING COMMUNITY

  • Transportation: Since the opening of the NOMA-Gallaudet U Metrorail Station in 2004, the NOMA neighborhood has grown from an underutilized industrial area into a thriving community
  • Amenities: Proximity to key vibrant social scenes; Union Market and the H street Corridor (ranked by Forbes as one of "America's Best Hipster Neighborhoods")
  • Demographics4 : NOMA has favorable demographics; the household income for 59% of residents is greater than \$80,000 while 92% have a college degree or higher
  • Development4 :
    • Office: There has been over 5.6M SF built since 2005
    • Residential: Over 3,400 units have delivered since 2005

CMCT INVESTMENTS ASSET
TYPE
SQF1 OCCUPIED %1 ANNUALIZED RENT
PER OCCUPIED
SQUARE FOOT1,2
899 N Capitol Street Office 314,667 86.1% \$50.65
999 N Capitol Street Office 323,076 82.0% \$46.40
830 1st Street Office 247,337 100.0% \$43.90
901 N Capitol Street5 Land - - -
Total 885,080 88.5% \$47.08

1 As of June 30, 2017. CIM Commercial owned 800 N Capitol Street as of June 30, 2017, but it was excluded from the above presentation as it was sold prior to October 24, 2017.

2 For office properties, represents gross monthly base rent per square foot under leases commenced as of June 30, 2017, multiplied by twelve. This amount reflects total cash rent before abatements. Where applicable, annualized rent has been grossed up by adding annualized expense reimbursements to base rent. Annualized rent for certain office properties includes rent attributable to retail.

  • 3 Asking rent, absorption and vacancy data sourced from Costar.
  • 4 C&W Broker memorandum for 800 N Capitol Street.

5 901 N Capitol Street is a 39,696 square foot parcel of land located between 899 and 999 N Capitol Street. CIM Commercial is entitled to develop a building it has designed with 271,233 rentable square feet.

Note: The examples shown herein have been selected to generally illustrate the investment philosophy of CIM and may not be representative of future investments. Past performance is not a guarantee of future results.

OFFFICE PORTFOLIO1 – KEY PERFORMANCE INDICATORS

CMCT OVERVIEW

HISTORICAL OCCUPANCY2

HISTORICAL OFFICE CASH NOI (\$ in thousands)4

1 CIM Commercial owned the following properties at June 30, 2017; however, they were excluded from the above presentation as they were sold as of October 24, 2017: 7083 Hollywood Boulevard, 370 L'Enfant Promenade and 800 North Capitol Street.

2 Historical occupancies for office properties are shown as a percentage of rentable square feet and are based on leases commenced as of December 31st of each historical year, or as of June 30, 2017.

3 Historical Annualized Rent PSF represents annualized gross rent divided by total occupied square feet as of December 31st of each historical year or as of June 30, 2017. This amount reflects total cash rent before abatements. Where applicable, annualized rent has been grossed up by adding annualized expense reimbursements to base rent. Annualized rent for certain office properties includes rent attributable to retail.

4 See pro-forma NOI on page 32 and "Net Operating Income Reconciliations" on pages 38-41.

HISTORICAL ANNUALIZED RENT PSF3

19

WELL DIVERSIFIED PORTFOLIO1

CMCT OVERVIEW

  • Geographic diversity across the U.S. with concentrations in Oakland, CA, Washington, D.C., Los Angeles, CA and Sacramento, CA
  • Office portfolio distributed across 15+ industries with concentrations in (1) public administration, (2) health care & social assistance, (3) professional, scientific & technical services and (4) finance & insurance
  • Office portfolio tenant base consists of 217 tenants2

1 Excludes the lending segment.

2 As of June 30, 2017. CIM Commercial owned the following properties at June 30, 2017; however, they were excluded from the above presentation as they were sold or are under contract for sale as of October 24, 2017: 7083 Hollywood Boulevard, 370 L'Enfant Promenade, 800 North Capitol Street, 4200 Scotland Street and 47 E 34th Street.

3 Based on cash NOI for the trailing twelve months ended June 30, 2017. See Net Operating Income reconciliations on pages 32 and 38-41.

4 Based on annualized rent as of June 30, 2017. Annualized rent represents gross monthly base rent as of June 30, 2017, multiplied by twelve. This amount represents total cash rent before abatements. Where applicable, annualized rent has been grossed up by adding expense reimbursements to base rent. Annualized rent for certain office properties includes rent attributable to retail.

OFFICE PORTFOLIO – TOP 10 TENANTS1

CMCT OVERVIEW

Credit Rating
(S&P /
Moody's /
Lease Annualized
Rent (in
% of
Annualized
Rentable % of
Rentable
Tenant Property Fitch) Expiration thousands) 2 Rent Square Feet Square Feet
U.S. Federal Government Agencies 3
3
Various AA+ / Aaa / AAA 2017-2026 \$
24,435
19.8% 558,965 17.0%
Kaiser Foundation Health Plan, Inc. 1 Kaiser Plaza / 2101 Webster AA-
/ -
/ A+
2017-2027 18,056 14.7% 469,107 14.1%
The District of Columbia 899 N Capitol Street AA / Aa1 / AA 2021 10,799 8.8% 205,860 6.2%
Pandora Media, Inc. 2100 Franklin Street/2101 Webster -
/ -
/ -
2020 7,135 5.8% 184,875 5.6%
Wells Fargo Bank, N.A. 1901 Harrison Street A / A2 / AA- 2018-2023 5,124 4.2% 147,520 4.5%
Farmers Group, Inc. 4750 Wilshire Boulevard A+ / A2 / - 2019 3,788 3.1% 143,361 4.4%
Neighborhood Reinvestment Corporation 999 N Capitol Street -
/ -
/ -
2023 3,363 2.7% 67,611 2.1%
Save the Children Federation, Inc. 899 N Capitol Street -
/ -
/ -
2029 2,641 2.1% 58,768 1.8%
Swinerton, Inc. 260 Townsend -
/ -
/ -
2017-2026 2,560 2.1% 37,451 1.1%
AECOM Global II, LLC 4 1333 Broadway BB / Ba2 / - 2017-2026 2,434 2.0% 75,350 2.3%
Total for Top Ten Tenants 80,335 65.3% 1,948,868 59.1%
All Other Tenants 42,605 34.7% 1,123,908 34.1%
Vacant - -
%
222,707 6.8%
Total for Portfolio \$
122,940
100.0% 3,295,483 100.0%

1 As of June 30, 2017. CIM Commercial owned the following properties at June 30, 2017; however, they were excluded from the above presentation as they were sold as of October 24, 2017: 7083 Hollywood Boulevard, 370 L'Enfant Promenade and 800 North Capitol Street.

2 Represents gross monthly base rents, as of June 30, 2017, multiplied by twelve. This amount reflects total cash rents before abatements. Where applicable, annualized rents have been grossed up by adding annualized expense reimbursements to base rent. Annualized rent for certain office properties includes rent attributable to retail.

3 Represents 7 different leases at various properties.

In July 2017, CIM Commercial entered into a termination agreement with the existing tenant, effective December 31, 2017. In July 2017, CIM Commercial entered into a ten-year lease agreement with a different tenant for 81,977 rentable square feet, anticipated to be delivered to the tenant on January 1, 2018.

21

4

PRUDENT AND FLEXIBLE CAPITAL STRUCTURE1

CMCT OVERVIEW

  • Overall leverage is ~37%1
  • 100% of debt matures after 2021, 58% in 2026 and thereafter interest only, no amortization1,2
  • 55% of debt is fixed rate, and additional 42% of debt is effectively fixed rate until May 2020 through interest rate swaps1,2
  • Unutilized revolving credit facility
  • Unencumbered real estate asset pool fair value of \$674M, approximately 43% of total fair value of investments in real estate3

Targeted capital structure to an optimally weighted common equity, preferred equity and debt

  • 1 As of June 30, 2017, utilizing the Estimated NAV as presented on page 32. See "Net Asset Value" under "Important Disclosures" on page 42.
  • 2 As of June 30, 2017. Excludes premiums, discounts, debt issuance costs and secured borrowings on government guaranteed loans. Excludes debt on 4200 Scotland street (\$28.9M) and 7083 Hollywood Boulevard (\$21.7M), which were held for sale at June 30, 2017. Debt is also adjusted for \$65.0M of unsecured debt pay down made in August 2017.
  • 3 As of June 30, 2017. CIM Commercial owned the following properties at June 30, 2017; however, they were excluded from the above presentation as they were sold or are under contract for sale as of October 24, 2017: 7083 Hollywood Boulevard, 370 L'Enfant Promenade, 800 North Capitol Street, 4200 Scotland Street and 47 E 34th Street. Excludes the lending segment.

CAPITAL STRUCTURE1 , 6/30/17

CAPITAL STRUCTURE, TARGET

CONCLUSIONS

CMCT OVERVIEW

Affiliation with CIM
Provides Significant
Resources, Expertise
and Opportunity

CMCT's manager, an affiliate of CIM Group, has a 20+ year proven track record of investing in
both stabilized and opportunistic real estate assets in funds with low leverage
Experienced manager with acquisition and financing opportunities through in-house vertically

integrated capabilities and broad industry relationships
Large-scale platform 
Deal sourcing + Capital markets + Operational expertise
High-quality Portfolio
CMCT targets high quality, stabilized Class A and creative office assets in gateway markets
that are accretive to recurring cash flow and located in vibrant and improving urban
communities
Well-diversified across geographies and industries

Long-term, highly-rated tenant base

Embedded growth through below market leases increasing to market and lease-up

Very low exposure to development risk

High-visibility cash-flow
Conservative
Financial Profile
Prudent and flexible capital structure

Substantial unencumbered asset pool

Common equity cushion provides principal protection for preferred stock

CMCT SERIES L PREFERRED STOCK SUMMARY

Cumulative Dividends

– Annual dividend rate: 5.50%, paid annually beginning January 2019

Subordination and Seniority:

  • Series L Stated Value is senior to Common Stock
    • Unpaid and accrued distributions on the Series L Preferred Stock is junior to the Initial Dividend with respect to payment of distributions including upon liquidation
  • Series L Stated Value is on par with the Series A Preferred Stock upon liquidation
    • Unpaid and accrued distributions on the Series L Preferred Stock are junior to the Series A Preferred Stock with respect to payment of distributions including upon liquidation
  • Series L ranks junior to CMCT's debt obligations upon liquidation

Redemption Rights

  • After 5 years, either investor or CMCT may redeem Series L (on a quarterly basis)
  • Each holder may redeem the Series L prior to such 5-year period if CMCT misses payment of its annual dividend
  • Redemption will include 100% of the Stated Value of Series L which the investor or CMCT choose to redeem, plus accrued dividends (if any), subject to exceptions in the event of redemption by the holder2
  • Redemptions may be paid in cash, Common Stock or a combination at the sole discretion of CMCT
    • Redemption for Common Stock will be at a value equal to the lesser of (1) the 20-day VWAP (volume weighted-average Common Stock market price) and (2) the last published NAV per share
      • If the VWAP is above NAV, Series L investors will receive a premium to the Series L Stated Value, since they will be paid at NAV per share (below market)
      • On the contrary, if CMCT is trading below or at NAV, Series L investors will receive 100% of the Series L Stated Value

Common stock and Series L will be dual listed on the TASE in advance of or concurrently with the Series L issuance3

1 The complete terms of the Series L Preferred Stock are contained in the Registration Statement on Form S-11 filed by CMCT with respect to the Series L Preferred Stock and the amendments thereto (collectively, the "S-11"). CMCT does not undertake to update the summary contained herein.

2 Three conditions must be satisfied: (1) CMCT must declare a dividend on its Common Stock (if any) prior to the beginning of the year (the "Initial Dividend"), (2) CMCT must declare and pay (or set apart for payment) full cumulative dividends equal to the amount of all accumulated, accrued and unpaid dividends on the Series A Preferred Stock for all past dividend periods and (3) CMCT must pay dividends on Common Stock in an amount equal to or greater than the product of (i) the Initial Dividend multiplied by (ii) a fraction, the numerator of which is the number of quarters that have passed since the beginning of the year (including the current quarter) and the denominator of which is 4.

3 Applications for listing the Common Stock on the TASE and the Series L Preferred Stock on NASDAQ and the TASE are pending approval.

If Series L is in arrears (for any reason):

  • CMCT will not be able to authorize a dividend/distribution to its Common Stock holders before paying all unpaid Series L accrued dividends
  • CMCT will not be able to exercise its redemption rights, until all the accrued and unpaid dividends are paid. In addition, CMCT (and its affiliates) are not allowed to purchase Series L shares while dividends are in arrears
  • In the event any dividend payment on the Series L is deferred, each holder will have the right to redeem for the Series L Stated Value, and subject to certain exceptions, also for the accrued dividends, if any (redemption on a quarterly basis)2
  • Investor protection: annual dividend rate increases in the event of a missed payment
    • The annual dividend rate will increase by 1.00% effective as of January 1 of the year following any year for which the payment is missed, up to a maximum coupon of 8.50%
    • The increased annual coupon will continue through the end of such year, regardless of any distributions made that year
    • The annual coupon will return to 5.50% effective as of January 1st of the next year thereafter in which distributions on the Series L Preferred Stock are no longer in arrears as of January 31st of such year

Shareholder Rights

  • No voting rights
  • No participation rights

1 The complete terms of the Series L Preferred Stock are contained in the Registration Statement on Form S-11 filed by CMCT with respect to the Series L Preferred Stock and the amendments thereto (collectively, the "S-11"). CMCT does not undertake to update the summary contained herein.

2 Holders may also be eligible to receive accrued and unpaid dividends on Series L. If the holder redeems prior to the end of the 5-year period, and conditions are not satisfied, accrued and unpaid dividends may be forfeited. Refer to the S-11.

4. APPENDIX

The examples below have been selected to generally illustrate the investment philosophy of CIM, and may not be representative of future investments. Past performance is not a guarantee of future results.

432 PARK AVENUE – CIM FUND III

TRIBUNE TOWER – CIM FUND VIII

Location New York, NY Location Chicago, IL
Use Residential / Retail Use Residential / Retail
Acquisition January 2010 Acquisition September 2016
Disposition Partially Realized

The examples below have been selected to generally illustrate the investment philosophy of CIM, and may not be representative of future investments. Past performance is not a guarantee of future results.

11 MADISON AVENUE – CIM FUND III TWO CALIFORNIA PLAZA – CIM FUND VIII

Location New York, NY Location Downtown Los Angeles, CA
Use Office / Retail Use Office / Retail
Acquisition December 2010 Acquisition February 2014
Disposition May 2015

29

The examples below have been selected to generally illustrate the investment philosophy of CIM, and may not be representative of future investments. Past performance is not a guarantee of future results.

MARQUEE AT BLOCK 37 – CIM FUND III SUNSET LA CIENEGA – CIM FUND III

Location Chicago, IL Location West Hollywood, CA
Use Residential / Retail Use Residential / Hotel
Acquisition September 2012 Acquisition November 2011
Disposition Partially Realized

The examples below have been selected to generally illustrate the investment philosophy of CIM, and may not be representative of future investments. Past performance is not a guarantee of future results.

HOLLYWOOD & HIGHLAND® – CIM FUND I/II

Location Hollywood, CA Location San Francisco, CA
Use Retail / Theater / Media / Parking Use Residential / Retail
Acquisition February 2004 Acquisition November 2014
Disposition Partially Realized

Other CIM Investments

CMCT – NET ASSET VALUE

ESTIMATED NET ASSET VALUE1,2

of
outstanding
Shares
Common
Stock
57,875,848
Estimated
NAV
available
to
common shareholders
\$ 1,289,410
3
October
24,
2017
367,040
Estimated
of
for
as of
NAV
assets
sold
or under
contract
sale
Estimated
of
portfolio
NAV
922,370
Redeemable
Series
A
Preferred
Stock
(7,050)
Noncontrolling
interests
(1,047)
Cash
and
other
assets
net
of
other
liabilities
29,795
3
Debt
(757,231)
Loans
receivable
- at
fair
value
72,080
Investments
in
real
estate
- at
fair
value
\$ 1,585,823
(Unaudited)
(\$
in
thousands,
except
for
shares
and per share
amounts)

PRO-FORMA CASH NOI4

(\$ in thousands)

(Unaudited)

Twelve
months
Ended
Six
months
Ended
December
31,
2014
December
31,
2015
December
31,
2016
30,
2016
June
30,
2017
June
income
attributable
Net
to
the
company
\$ 24,378 \$ 24,392 \$ 34,547 \$ 27,829 \$ 285,293
Total
Cash
NOI
\$ 125,902 \$ 131,868 \$ 128,470 \$ 67,861 \$ 72,921
Less
Cash
NOI
from
assets
sold
or under
contract
for
sale
as of
October
24,
2017
61,071 56,148 43,527 23,951 23,955
Pro-forma
Cash
NOI
\$ 64,831 \$ 75,720 \$ 84,943 \$ 43,910 \$ 48,966
Pro-forma
NOI
Breakdown:
Pro-forma
Lending
NOI
\$ 1,813 \$ 2,860 \$ 4,522 \$ 2,539 \$ 1,991
Pro-forma
Hotel
NOI
10,403 12,223 13,319 7,382 8,054
Pro-forma
Office
NOI
52,615 60,637 67,102 33,989 38,921
Pro-forma
Cash
NOI
\$ 64,831 \$ 75,720 \$ 84,943 \$ 43,910 \$ 48,966

1 See "Net Asset Value" under "Important Disclosures" on page 42.

2 As of June 30, 2017, adjusted for assets sold or under contract for sale as of October 24, 2017.

3 Debt as of June 30, 2017. Excludes secured borrowings on government guaranteed loans, which are included with cash and other assets net of other liabilities. Excludes debt on 4200 Scotland Street (\$28.9M) and 7083 Hollywood Boulevard (\$21.7M), which were held for sale at June 30, 2017, and are included with the Estimated NAV of assets sold or under contract for sale as of October 24, 2017. Debt is also adjusted for \$65.0M of unsecured debt pay down made in August 2017. The estimated NAV of assets sold or under contract for sale as of October 24, 2017 represents the actual net proceeds from the sale of 7083 Hollywood Boulevard, 800 N Capitol, 47 E 34th Street and 370 L'Enfant Promenade and the estimated net proceeds from the sale of 4200 Scotland Street.

4 Pro-forma Cash NOI is adjusted for assets sold or under contract for sale as of October 24, 2017. See "Net Operating Income Reconciliations" on pages 38-41.

SAME-STORE GROWTH OPPORTUNITY

Class A & Creative Office

  • Office investments in vibrant and improving urban communities
  • Targeting same-store NOI CAGR of 5% 7% through 20211,2

FIVE YEAR GROWTH TARGET

ILLUSTRATIVE NAV/SHARE3 SAME-STORE NOI CAGR OF 5%-7%

1 Additional 1%-2% CAGR potential from development of already owned sites.

2 Based on cash and segment NOI. CIM Commercial owned the following properties at June 30, 2017; however, they were excluded from the above presentation as they were sold as of October 24, 2017: 7083 Hollywood Boulevard, 370 L'Enfant Promenade and 800 North Capitol Street.

3 See page 32 for calculation of estimated NAV. Please see "Important Disclosures" on page 42. The illustrative NAV per share at 2021 is based on a number of assumptions, including, without limitation, an increase in NOI at 6% per year and the capital structure of CMCT remaining unchanged from the date hereof. Any changes in these assumptions will affect the ability of CMCT to achieve the illustrative NAV per share. There can be no guarantee that CMCT will be able to achieve NOI growth of 6% per year. In addition, as discussed on page 22, CMCT is targeting a capital structure that is different from CMCT's current capital structure.

OFFICE PORTFOLIO SUMMARY1

AS OF JUNE 30, 2017

Location Sub-Market Rentable
Square Feet
% of Total %
Occupied
%
Leased 3
Annualized
Rent
(in thousands) 4
Annualized
Rent Per
Occupied Square
Foot
NORTHERN CALIFORNIA
Oakland, CA
1 Kaiser Plaza Lake Merritt 532,778 16.0% 93.4% 93.4% \$ 19,306 \$ 38.81
2101 Webster Street Lake Merritt 473,156 14.4% 98.9% 98.9% 17,956 38.36
1901 Harrison Street Lake Merritt 273,134 8.3% 98.2% 98.2% 9,736 36.29
1333 Broadway City Center 240,051 7.3% 92.9% 96.8% 7,408 33.21
2100 Franklin Street Lake Merritt 216,828 6.6% 98.9% 98.9% 8,501 39.62
Total Oakland, CA 1,735,947 52.6% 96.3% 96.8% 62,907 37.64
San Francisco, CA
260 Townsend Street South of Market 65,714 2.0% 69.5% 84.8% 3,127 68.42
Total San Francisco, CA 65,714 2.0% 69.5% 84.8% 3,127 68.42
TOTAL NORTHERN CALIFORNIA 1,801,661 54.6% 95.3% 96.4% \$ 66,034 \$ 38.45
SOUTHERN CALIFORNIA
Los Angeles, CA
11620 Wilshire Boulevard West Los Angeles 192,897 5.9% 96.7% 98.1% \$ 7,039 \$ 37.73
4750 Wilshire Boulevard Mid-Wilshire 143,361 4.4% 100.0% 100.0% 3,788 26.42
11600 Wilshire Boulevard West Los Angeles 55,638 1.7% 86.1% 86.1% 2,419 50.48
Lindblade Media Center 2 West Los Angeles 32,428 1.0% 100.0% 100.0% 1,406 43.37
Total Los Angeles, CA 424,324 13.0% 96.7% 97.3% 14,652 35.71
TOTAL SOUTHERN CALIFORNIA 424,324 13.0% 96.7% 97.3% \$ 14,652 \$ 35.71
EAST
Washington, D.C.
999 N Capitol Street Capitol Hill 323,076 9.8% 82.0% 82.0% \$ 12,287 \$ 46.40
899 N Capitol Street Capitol Hill 314,667 9.5% 86.1% 86.1% 13,719 50.65
830 1st Street Capitol Hill 247,337 7.5% 100.0% 100.0% 10,859 43.90
Total Washington, D.C. 885,080 26.8% 88.5% 88.5% 36,865 47.08
TOTAL EAST 885,080 26.8% 88.5% 88.5% \$ 36,865 \$ 47.08
SOUTHWEST
Austin, TX
3601 S Congress Avenue 2 South 184,418 5.6% 88.0% 93.4% \$ 5,389 \$ 33.19
TOTAL SOUTHWEST 184,418 5.6% 88.0% 93.4% \$ 5,389 \$ 33.19
TOTAL PORTFOLIO 3,295,483 100.0% 93.2% 94.2% \$ 122,940 \$ 40.01

1 CIM Commercial owned the following properties at June 30, 2017; however, they were excluded from the above presentation as they were sold as of October 24, 2017: 7083 Hollywood Boulevard, 370 L'Enfant Promenade and 800 North Capitol Street.

2 Lindblade Media Center and 3601 South Congress Avenue are each counted as one property but consist of 3 and 10 buildings, respectively.

3 Based on leases signed as of June 30, 2017.

4 Represents gross monthly base rent, as of June 30, 2017, multiplied by twelve. The amount reflects total cash rent before abatements. Where applicable, annualized rent has been grossed up by adding annualized expense reimbursement to base rent.

POSITIVE LEASING TRENDS / MANAGEABLE LEASE EXPIRATIONS1

( 1 C
CIVIC
Three Months Ended
Recurring & Non-Recurring1 30-Jun-16 30-Sep-16 31-Dec-16 31-Mar-17 30-Jun-17
Number of Transactions2 18 7 13 18 11
Square Footage 171,117 105,244 67,846 76,604 48,573
Recurring1,3
New Cash Rental Rate4 \$ 46.12 \$ 45.86 \$ 40.71 \$ 49.32 \$ 50.53
Expiring Cash Rental Rate4 \$ 36.94 \$ 45.29 \$ 37.28 \$ 39.78 \$ 44.80
Square Footage 164,446 71,318 54,783 67,367 22,910
Cash Rent Spread % 25% 1% 9% 24% 13%

1 CIM Commercial owned the following properties at June 30, 2017; however, they were excluded from the above presentation as they were sold as of October 24, 2017: 7083 Hollywood Boulevard, 370 L'Enfant Promenade and 800 North Capitol Street.

2 Based on the number of tenants.

3 Excludes leases for which the space was vacant for longer than one year, month-to-month leases, leases with an original term of less than 12 months, related party leases and space where the previous tenant was a related party.

4 Cash rents represent gross monthly base rent, multiplied by twelve. This amount reflects total cash rent before abatements. Where applicable, annualized rent has been grossed up by adding annualized expense reimbursements to base rent.

5 Represents gross monthly base rent, as of June 30, 2017, multiplied by twelve. This amount reflects total cash rent before abatements. Where applicable, annualized rent has been grossed up by adding annualized expense reimbursements to base rent.

DEBT SUMMARY1,2

AS OF JUNE 30, 2017

Mortgages Interest structure (fixed /
variable etc.)
Interest Rate Maturity /
Expiration Date
Loan balance
6/30/17
(\$ thousands)
Amortization
1 Kaiser Plaza Fixed 4.14% 07/01/2026 \$
97,100
I/O
2101 Webster Street Fixed 4.14% 07/01/2026 83,000 I/O
2100 Franklin Street Fixed 4.14% 07/01/2026 80,000 I/O
1901 Harrison Street Fixed 4.14% 07/01/2026 42,500 I/O
1333 Broadway Fixed 4.14% 07/01/2026 39,500 I/O
260 Townsend Street Fixed 4.14% 07/01/2026 28,200 I/O
830 1st
Street
Fixed 4.50% 01/05/2027 46,000 I/O
Total 4.18% \$
416,300
Corporate Debt Interest structure (fixed /
variable etc.)
Interest Rate Maturity /
Expiration Date
Utilization5
(\$ in thousands)
Maximum limit
(\$ thousands)
Unsecured Credit Facility Variable LIBOR + 1.35% 09/30/2018 4 - Revolver: \$200,000
Unsecured Term Loan Facility Variable Hedged fixed rate is: 3.16% 3 05/08/2022 \$ 320,000 6 N/A
Junior Subordinated Notes Variable LIBOR + 3.25% 03/30/2035 \$ 27,070 N/A

1 Excludes debt on 4200 Scotland Street (\$28.9M) and 7083 Hollywood Boulevard (\$21.7M), which were held for sale at June 30, 2017.

2 Excludes: (a) \$23.0M of secured borrowings – government guaranteed loans, which represent sold loans that are treated as secured borrowing because the loan sales did not meet the derecognition criteria provided for in ASC 860-30, Secured Borrowing and Collateral, and (b) premiums, discounts and debt issuance costs.

3 Hedge is through May 8 th , 2020.

4 The credit facility was set to mature in September 2016 and prior to maturity, we exercised the first of two one-year extension options through September 2017. In August 2017, we exercised the second of two one-year extension options through September 2018. The unused capacity on the unsecured credit facility based on covenant restrictions as of August 4, 2017 and June 30, 2017 are approximately \$154.0M and \$89.0M, respectively.

5 As of June 30, 2017. Adjusted for \$65.0M of unsecured debt pay down made in August 2017.

6 \$385.0M was outstanding at June 30, 2017. In August 2017, after a paydown of \$65.0M, the outstanding balance was \$320.0M.

RECONCILIATIONS/IMPORTANT DISCLOSURES/DISCLOSURE STATEMENT

NET OPERATING INCOME RECONCILIATIONS (1/4)

CIM Commercial internally evaluates the operating performance and financial results of its segments based on segment net operating income, which is defined as rental and other property income and expense reimbursements less property related expenses and excludes non-property income and expenses, interest expense, depreciation and amortization, corporate related general and administrative expenses, gain (loss) on sale of real estate, transaction costs and provision for income taxes. We also evaluate the operating performance and financial results of our operating segments using cash basis net operating income ("Cash NOI"). We define Cash NOI as segment NOI adjusted to exclude the effect of the straight lining of rents, acquired above/below market lease amortization and other adjustments required by GAAP.

Segment NOI and Cash NOI are not a measure of operating results or cash flows from operating activities as measured by GAAP and should not be considered an alternative to income from continuing operations, or to cash flows as a measure of liquidity, or as an indication of our performance or of our ability to pay dividends. All companies may not calculate segment NOI or Cash NOI in the same manner. We consider segment NOI and Cash NOI to be useful performance measures to investors and management because, when compared across periods, they reflect the revenues and expenses directly associated with owning and operating our properties and the impact to operations from trends in occupancy rates, rental rates and operating costs, providing a perspective not immediately apparent from income from continuing operations. Additionally, we believe that Cash NOI is helpful to investors because it eliminates straight line rent and other non-cash adjustments to revenue and expenses. Below is a reconciliation of Cash NOI to segment net operating income and net income for the six months ended June 30, 2017 and June 30, 2016 and the twelve months ended December 31, 2016, December 31, 2015 and December 31, 2014.

Six Months Ended June 30, 2017
Office Multifamily Hotel Lending Total
(in thousands, unaudited)
Cash NOI \$ 58,839 \$ 4,037 \$ 8,054 \$ 1,991 \$ 72,921
Deferred rent and amortization of intangible assets, liabilities and lease inducements 2,671 (13) 4 - 2,662
Straight line rent, below-market ground lease and amortization of intangible assets (624) (276) - 19 (881)
Lease termination income (118) - - - (118)
Segment Net Operating Income \$ 60,768 \$ 3,748 \$ 8,058 \$ 2,010 \$ 74,584
Asset management and other fees to related parties (14,935)
Interest expense (19,199)
General and administrative (1,586)
Transaction costs (11,628)
Depreciation and amortization (31,992)
Impairment of real estate (13,100)
Gain on sale of real estate 304,017
Income from continuing operations before provision for income taxes 286,161
Provision for income taxes (854)
Net income 285,307
Net income attributable to noncontrolling interests (14)
Net income attributable to the Company \$ 285,293

NET OPERATING INCOME RECONCILIATIONS (2/4)

Six Months Ended June 30, 2016
Office Multifamily Hotel Lending Total
(in thousands, unaudited)
Cash NOI \$ 50,828 \$ 4,495 \$ 9,999 \$ 2,539 \$ 67,861
Deferred rent and amortization of intangible assets, liabilities and lease inducements 2,754 (118) 1 - 2,637
Straight line rent, below-market ground lease and amortization of intangible assets (625) (276) - 16 (885)
Segment Net Operating Income \$ 52,957 \$ 4,101 \$ 10,000 \$ 2,555 \$ 69,613
Asset management and other fees to related parties (15,193)
Interest expense (13,928)
General and administrative (2,282)
Transaction costs (267)
Depreciation and amortization (36,538)
Gain on sale of real estate 24,739
Income from continuing operations before provision for income taxes 26,144
Provision for income taxes (661)
Net income from continuing operations 25,483
Discontinued operations
Income from operations of assets held for sale 2,358
Net income from discontinued operations 2,358
Net income 27,841
Net income attributable to noncontrolling interests (12)
Net income attributable to the Company \$ 27,829
Twelve Months Ended December 31, 2016
Office Multifamily Hotel Lending Total
\$
of
intangible
assets, liabilities
and lease inducements
of
intangible
assets
income
Income
\$
to related parties
operations
before
provision
for
income
taxes
taxes
operations
of
assets held for
sale
operations
to noncontrolling
interests
(in
thousands, unaudited)
Cash NOI 99,448 \$ 8,583 \$ 15,917 \$ 4,522 \$ 128,470
Deferred
rent and amortization
6,667 (86) 3 - 6,584
Straight
line
rent, below-market ground lease and amortization
(1,249) (551) - 34 (1,766)
Lease termination 118 - - - 118
Segment Net Operating 104,984 \$ 7,946 \$ 15,920 \$ 4,556 \$ 133,406
Asset management and other fees (30,327)
Interest expense (33,848)
General and administrative (4,231)
Transaction
costs
(340)
Depreciation
and amortization
(71,968)
Gain
on sale of
real estate
39,666
Income from
continuing
32,358
Provision
for
income
(1,646)
Net income
from
continuing
30,712
Discontinued
operations
Income from
operations
3,853
Net income
from
discontinued
3,853
Net income 34,565
Net income
attributable
(18)
Net income
attributable
to the Company
\$ 34,547

NET OPERATING INCOME RECONCILIATIONS (3/4)

Twelve Months Ended December 31, 2015
Office Multifamily Hotel
Lending
Total
(in thousands, unaudited)
Cash NOI \$ 102,792 \$ 6,758 \$ 19,458 \$ 2,860 \$ 131,868
Deferred rent and amortization of intangible assets, liabilities and lease inducements 6,485 346 4 - 6,835
Bad debt expense (510) - - - (510)
Straight line rent, below-market ground lease and amortization of intangible assets (1,282) (551) - (66) (1,899)
Segment Net Operating Income \$ 107,485 \$ 6,553 \$ 19,462 \$ 2,794 \$ 136,294
Asset management and other fees to related parties (29,319)
Interest expense (22,785)
General and administrative (6,621)
Transaction costs (1,382)
Depreciation and amortization (72,361)
Gain on sale of real estate 3,092
Income from continuing operations 6,918
Provision for income taxes (806)
Net income from continuing operations 6,112
Discontinued operations
Income from operations of assets held for sale 13,140
Gain on disposition of assets held for sale 5,151
Net income from discontinued operations 18,291
Net income 24,403
Net income attributable to noncontrolling interests (11)
Net income attributable to the Company \$ 24,392
Twelve Months Ended December 31, 2014
Office Multifamily Hotel Lending Total
(in thousands, unaudited)
Cash NOI \$ 100,863 \$ 6,827 \$ 16,399 \$ 1,813 \$ 125,902
Deferred
rent and amortization
of
intangible
assets, liabilities
and lease inducements
5,143 41 3 - 5,187
Straight
line
rent, below-market ground lease and amortization
of
intangible
assets
(1,315) (551) - (26) (1,892)
Segment Net Operating
Income
\$ 104,691 \$ 6,317 \$ 16,402 \$ 1,787 \$ 129,197
Asset management and other fees
to related parties
(25,222)
Interest expense (19,073)
General and administrative (5,463)
Transaction
costs
(1,563)
Depreciation
and amortization
(69,047)
Bargain
purchase gain
4,918
Income from
continuing
operations
13,747
Provision
for
income
taxes
(604)
Net income
from
continuing
operations
13,143
Discontinued
operations
Income from
operations
of
assets held for
sale
11,455
Net income
from
discontinued
operations
Net income
11,455
Net income
attributable
interests
24,598
to noncontrolling
Net income
attributable
(220)
24,378
to the Company \$

As CIM Commercial's year end is December 31st, and CIM Commercial does not present TTM cash and segment NOI for the period ended June 30, 2017 in GAAP reporting, CIM Commercial reconciled the TTM cash and segment NOI using the NOI reconciliations above. Please note that the segment and cash NOI has been reconciled to the net income attributable to the Company for all periods presented above.

Twelve Months Ended June 30, 2017
Office Hotel Total
(in thousands, unaudited)
\$ 58,839 \$ 4,037 \$ 8,054 \$ 1,991 \$ 72,921
99,448 8,583 15,917 4,522 128,470
(50,828) (4,495) (9,999) (2,539) (67,861)
\$ 107,459 \$ 8,125 \$ 13,972 \$ 3,974 \$ 133,530
Office Multifamily Hotel Lending Total
\$ 60,768 \$ 3,748 \$ 8,058 \$ 2,010 \$ 74,584
104,984 7,946 15,920 4,556 133,406
(52,957) (4,101) (10,000) (2,555) (69,613)
\$ 112,795 \$ 7,593 \$ 13,978 \$ 4,011 \$ 138,377
Multifamily (in thousands, unaudited) Lending

IMPORTANT DISCLOSURES

Assets and Equity Under Management

Assets Under Management ("AUM"), or Gross AUM, represents (i)(a) for real assets, the aggregate total gross assets ("GAV") at fair value, including the shares of such assets owned by joint venture partners and co-investments, of all of CIM's advised accounts (each an "Account" and collectively, the "Accounts") or (b) for operating companies, the aggregate GAV less debt, including the shares of such assets owned by joint venture partners and co-investments, of all of the Accounts (not in duplication of the assets described in (i)(a)), plus (ii) the aggregate unfunded commitments of the Accounts, as of June 30, 2017 ("Report Date"). The GAV is calculated in accordance with U.S. generally accepted accounting principles on a fair value basis (the "Book Value") and generally represents the investment's third-party appraised value as of the Report Date, or as of June 30, 2017, as adjusted further by the result of any partial realizations and quarterly valuation adjustments based upon management's estimate of fair value, in each case through the Report Date other than as described below with respect to CIM REIT. The only investment currently held by CIM REIT consists of shares in CIM Commercial Trust Corporation ("CMCT"), a publicly traded company; the Book Value of CIM REIT is determined by assuming the underlying assets of CMCT are liquidated based upon management's estimate of fair value. CIM does not presently view the price of CMCT's publicly-traded shares to be a meaningful indication of the fair value of CIM REIT's interest in CMCT due to the fact that the publicly-traded shares of CMCT represent less than 3% of the outstanding shares of CMCT and are thinly-traded.

Equity Under Management ("EUM"), or Net AUM, represents (i) the aggregate NAV of the Accounts (as described below), plus (ii) the aggregate unfunded commitments of the Accounts. The NAV of each Account is based upon the aggregate amounts that would be distributable (prior to incentive fee allocations) to such Account assuming a "hypothetical liquidation" of the Account on the date of determination, assuming that: (x) investments are sold at their Book Value (as defined above); (y) debts are paid and other assets are collected; and (z) appropriate adjustments and/or allocations between equity investors are made in accordance with applicable documents, in each case as determined in accordance with applicable accounting guidance.

Net Asset Value

The estimated Net Asset Value ("NAV") contained herein is CMCT's pro forma NAV giving effect to certain transactions that have not been completed. Accordingly, the NAV contained herein is different from the estimated NAV described in the S-11 and must not be treated as the "Applicable NAV" for purposes of CMCT's Series A Preferred Stock offering.

The determination of estimated NAV involves a number of subjective assumptions, estimates and judgments that may not be accurate or complete. Further, different firms using different property-specific, general real estate, capital markets, economic and other assumptions, estimates and judgments could derive an estimated NAV that could be significantly different from our estimated NAV. Additionally, our estimated NAV does not give effect to changes in value, investment activities, capital activities, indebtedness levels and other various activities occurring after June 30, 2017 that would have an impact on our estimated NAV, other than the sale of assets that were sold or are under contract for sale as of October 24, 2017 (7083 Hollywood Boulevard, 800 North Capitol Street, 370 L'Enfant Promenade, 4200 Scotland Street and 47 E 34th Street) and the \$65M of unsecured debt pay down made in August 2017.

The estimated NAV per share of \$22.28 was calculated by CIM Investment Advisors, LLC, relying in part on appraisals of our real estate investments and the assets of our lending segment. The table on page 32 sets forth the material items included in the calculation of our estimated NAV. We engaged various third party appraisal firms to perform appraisals of our real estate investments and the assets of our lending segment as of December 31, 2016. Except for two multifamily properties and three office properties that were sold or are under contract for sale as of October 24, 2017, the fair values of our investments in real estate were based on appraisals obtained as of December 31, 2016 plus capex additions, at cost, incurred thereafter. The fair values of our two multifamily properties and three office properties were based on actual proceeds received when the properties were sold, or expected proceeds to be received, based on purchase and sale agreements entered into with unrelated third parties. The fair values of the assets of our lending segment were based on an appraisal obtained as of December 31, 2016 plus loan activity, at cost, incurred thereafter.

The December 31, 2016 appraisals were performed in accordance with standards set forth by the American Institute of Certified Public Accountants. Each of our appraisals was prepared by personnel who are subject to and in compliance with the code of professional ethics and the standards of professional conduct set forth by the certification programs of the professional appraisal organizations of which they are members.

Free Writing Prospectus Filed Pursuant to Rule 433 Dated October 25, 2017 Registration Statement No. 333-218019

FREE WRITING PROSPECTUS

CIM Commercial Trust Corporation (the "Company" or "CMCT") has filed a registration statement (including a prospectus) on Form S-11 (No. 333-218019) with the U.S. Securities and Exchange Commission (the "SEC") and with the Israel Securities Authority (the "ISA") for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the Company has filed with the SEC and the ISA for more complete information about the Company and the offerings. You may get these documents for free by visiting the Company's website at http://investors.cimcommercial.com/index.cfm. Alternatively, Leumi Partners Underwriting Ltd will arrange for a prospectus to be sent to you if you request it by calling 972-3-5141290 or toll free at 1-833-300-3008.

You may also access the prospectus for free on the SEC website at www.sec.gov at https://www.sec.gov/Archives/edgar/data/908311/000104746917006540/a2233623zs-11a.htm and on the Magna website at www.magna.isa.gov.il under the Company's name.