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Creative Media & Community Trust Corporation Earnings Release 2020

Aug 11, 2020

6737_rns_2020-08-11_2918d156-3167-44fa-8c77-24c4941c45ea.pdf

Earnings Release

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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 10, 2020

Commission File Number 1-13610

CIM COMMERCIAL TRUST CORPORATION

(Exact name of registrant as specified in its charter)

(State or Other Jurisdiction of Incorporation or Organization)

17950 Preston Road, Suite 600, Dallas, TX 75252 (972) 349-3200

(Address of Principal Executive Offices) (Registrant's telephone number)

Maryland 75-6446078

(I.R.S. Employer Identification No.)

None

(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:

☐ 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 CMCT Nasdaq Global Market
Common Stock, \$0.001 Par Value CMCT-L Tel Aviv Stock Exchange
Series L Preferred Stock, \$0.001 Par Value CMCTP Nasdaq Global Market
Series L Preferred Stock, \$0.001 Par Value CMCTP Tel Aviv 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 2.02 Results of Operations and Financial Condition

On August 10, 2020, CIM Commercial Trust Corporation (the "Company") issued a press release announcing its financial results for the quarter ended June 30, 2020. A copy of the press release is attached to this Form 8-K as Exhibit 99.1 and is incorporated by reference herein.

The information in this Item 2.02 and Exhibit 99.1 are being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 7.01 Regulation FD Disclosure

A copy of the Company's Q2 2020 Investor Presentation is attached to this Form 8-K as Exhibit 99.2 and is incorporated by reference herein. Additionally, the Company has posted a copy of the presentation on its Shareholder Relations page at http://shareholders.cimcommercial.com/.

The information in this Item 7.01 and Exhibit 99.2 are being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference into any filing of the Company under the Securities Act or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 9.01 Financial Statements and Exhibits

Exhibit
Number
Exhibit Description
99.1 Press release, dated August 10, 2020, regarding the Company's financial results for the quarter ended June 30, 2020.
99.2 Investor Presentation Q2 2020.

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

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 thereunto duly authorized.

CIM COMMERCIAL TRUST CORPORATION

Dated: August 10, 2020 By: /s/ NATHAN D. DEBACKER Nathan D. DeBacker Chief Financial Officer

CIM Commercial Trust Corporation Reports 2020 Second Quarter Results

Dallas—(August 10, 2020) CIM Commercial Trust Corporation (NASDAQ: CMCT and TASE: CMCT-L) ("we", "our", "CMCT", "CIM Commercial", or the "Company"), a real estate investment trust ("REIT") that primarily acquires, owns, and operates Class A and creative office assets in vibrant and improving metropolitan communities throughout the United States (including improving and developing such assets), today reported operating results for the three and six months ended June 30, 2020.

Second Quarter 2020 Highlights

  • Annualized rent per occupied square foot(1) on a same-store(2) basis increased 5.6% to \$50.29 as of June 30, 2020 compared to \$47.62 as of June 30, 2019.
  • Our same-store(2) office portfolio was 81.0% leased as of June 30, 2020 compared to 88.3% as of June 30, 2019. The decrease is primarily due to the completion of the development of a former surface parking lot at 3601 S Congress Avenue into approximately 44,000 square feet of additional office space during the second quarter of 2020.
  • During the second quarter of 2020, we executed 26,245 square feet of leases with terms longer than 12 months, of which 23,503 square feet were recurring leases executed at our same-store(2) office portfolio, representing same-store(2) cash rent growth per square foot of 27.8% as compared to the prior lease.
  • Net loss attributable to common stockholders was \$8,141,000, or \$0.55 per diluted share, for the second quarter of 2020 compared to net income attributable to common stockholders of \$48,260,000, or \$3.20 per diluted share, for the second quarter of 2019.
  • Same-store(2) office segment net operating income(3) ("NOI") decreased 4.0%, while same-store(2) office cash NOI(4) increased 5.1%, for the second quarter of 2020 as compared to the corresponding period in 2019.
  • Funds from operations ("FFO") attributable to common stockholders(5) was \$(2,944,000), or \$(0.20) per diluted share, for the second quarter of 2020 compared to \$3,024,000, or \$0.21 per diluted share, for the second quarter of 2019.
  • Core FFO attributable to common stockholders(6) was \$(2,836,000), or \$(0.19) per diluted share, for the second quarter of 2020 compared to \$8,155,000, or \$0.53 per diluted share, for the second quarter of 2019.

Management Commentary

"We are focused on maximizing collections, reducing costs and bolstering liquidity," said David Thompson, Chief Executive Officer of CIM Commercial. "To date, we collected approximately 96% of second quarter rents (excluding parking) and are continuing to work with tenants to maximize our collections. We have taken steps to reduce costs at both the property and corporate levels, including through the elimination of the base service fee that we announced last quarter. We believe we are well-positioned to navigate through this challenging time given our high quality assets, with significant opportunity to increase same-store net operating income over the next several years, combined with access to flexible sources of capital."

Steps Taken to Mitigate the Impact of COVID-19

We have taken steps to adapt to the difficult business environment in which we operate and to strengthen our business to position our business to thrive post COVID-19. These steps include (i) reducing our corporate overhead expenses by realigning certain support functions and reducing employee compensation at CIM Group, (ii) not appointing a replacement for our retiring President, (iii) focusing on appropriate cost-reduction measures at our properties, (iv) temporarily suspending the vast majority of activities related to the repositioning of our office building at 4750 Wilshire Boulevard in Los Angeles, California and renovations at the Sheraton Grand Hotel in Sacramento, California, (v) increasing liquidity by entering into a new unsecured revolving credit facility in May, accessing the Federal Reserve Paycheck Protection Program Liquidity Facility in June and negotiating an amendment to our existing revolving credit facility, and (vi) amending our Master Services Agreement to eliminate the base service fee as described below.

Elimination of Base Service Fee

On May 11, 2020, we amended our Master Services Agreement to replace the base service fee, which was \$1,128,000 per year, subject to adjustment for inflation, with an incentive fee pursuant to which we pay, on a quarterly basis, 15.00% of CIM Commercial's quarterly core funds from operations in excess of a quarterly threshold equal to 1.75% (i.e., 7.00% on an annualized basis) of CIM Commercial's average adjusted common stockholders' equity (i.e., common stockholders' equity plus accumulated depreciation and amortization) for such quarter. The amendment was effective as of April 1, 2020. No incentive fee is payable with respect to the second quarter of 2020 because CIM Commercial's core funds from operations did not exceed the applicable \$0.22 per share threshold for such quarter. Based on the expected performance of CIM Commercial for the remainder of 2020, we do not anticipate paying any incentive fee in respect of any period in 2020.

Financial Highlights

As of June 30, 2020, our real estate portfolio consisted of 11 assets, all of which are fee-simple properties. The portfolio included 9 office properties (including one development site, which is being used as a parking lot), totaling approximately 1.3 million rentable square feet, and one 503-room hotel with an ancillary parking garage. We also own and operate a lending business.

Second Quarter 2020

Net loss attributable to common stockholders was \$8,141,000, or \$0.55 per diluted share of common stock, for the three months ended June 30, 2020, compared to net income attributable to common stockholders of \$48,260,000, or \$3.20 per diluted share of common stock, for the three months ended June 30, 2019. The decrease is primarily attributable to a decrease of \$55,221,000 in gain on sale of real estate, a decrease of \$10,981,000 in segment NOI(3), a decrease of \$1,464,000 in interest and other income not allocated to our operating segments, and an increase of \$693,000 in interest expense not allocated to our operating segments, partially offset by a decrease of \$4,911,000 in loss on early extinguishment of debt, a decrease of \$2,800,000 in impairment of real estate, a decrease of \$1,988,000 in depreciation and amortization, a decrease of \$972,000 in provision for income taxes, and a decrease of \$819,000 in asset management and other fees to related parties not allocated to our operating segments.

FFO attributable to common stockholders(5) was \$(2,944,000), or \$(0.20) per diluted share of common stock, for the three months ended June 30, 2020, compared to \$3,024,000, or \$0.21 per diluted share of common stock, for the three months ended June 30, 2019. The decrease in FFO attributable to common stockholders(5) is primarily attributable to a decrease of \$10,981,000 in segment NOI(3), a decrease of \$1,464,000 in interest and other income not allocated to our operating segments, and an increase of \$693,000 in interest expense not allocated to our operating segments, partially offset by a decrease of \$4,911,000 in loss on early extinguishment of debt, a decrease of \$972,000 in provision for income taxes, a decrease of \$819,000 in asset management and other fees to related parties not allocated to our operating segments, and a decrease of \$312,000 in redeemable preferred stock dividends declared or accumulated.

Core FFO attributable to common stockholders(6) was \$(2,836,000), or \$(0.19) per diluted share of common stock, for the three months ended June 30, 2020, compared to \$8,155,000, or \$0.53 per diluted share of common stock, for the three months ended June 30, 2019. The decrease in core FFO attributable to common stockholders(6) is primarily attributable to a decrease of \$10,981,000 in segment NOI(3), a decrease of \$1,464,000 in interest and other income not allocated to our operating segments, and an increase of \$693,000 in interest expense not allocated to our operating segments, partially offset by a decrease of \$972,000 in provision for income taxes, a decrease of \$819,000 in asset management and other fees to related parties not allocated to our operating segments, and a decrease of \$312,000 in redeemable preferred stock dividends declared or accumulated.

Year to Date 2020

Net loss attributable to common stockholders was \$14,928,000, or \$1.02 per diluted share of common stock, for the six months ended June 30, 2020, compared to net income attributable to common stockholders of \$335,891,000, or \$22.08 per diluted share of common stock, for the six months ended June 30, 2019.

FFO attributable to common stockholders was \$(4,473,000), or \$(0.30) per diluted share of common stock, for the six months ended June 30, 2020, compared to \$(11,096,000), or \$(0.76) per diluted share of common stock, for the six months ended June 30, 2019.

Core FFO attributable to common stockholders was \$(4,194,000), or \$(0.29) per diluted share of common stock, for the six months ended June 30, 2020, compared to \$17,668,000, or \$1.14 per diluted share of common stock, for the six months ended June 30, 2019.

Segment Information

Our reportable segments during the three months ended June 30, 2020 and 2019 consisted of two types of commercial real estate properties, namely, office and hotel, as well as a segment for our lending business. Net loss attributable to common stockholders was \$8,141,000, or \$0.55 per diluted share of common stock, for the three months ended June 30, 2020, compared to net income attributable to common stockholders of \$48,260,000, or \$3.20 per diluted share of common stock, for the three months ended June 30, 2019, which represents a decrease of \$56,401,000, or \$3.75 per diluted share of common stock. Total segment NOI(3) was \$7,031,000 for the three months ended June 30, 2020, compared to \$18,012,000 for the three months ended June 30, 2019.

Office

Same-Store

Same-store(2) office segment NOI(3) decreased 4.0%, while same-store(2) office cash NOI(4) increased 5.1% for the three months ended June 30, 2020 compared to the three months ended June 30, 2019. The decrease in same-store(2) office segment NOI(3) is primarily due to lower revenues at an office property in Beverly Hills, California due to a decrease in occupancy as compared to the second quarter of 2019, partially offset by a decrease in payroll costs at one of our office properties.

The annualized rent per occupied square foot(1) on a same-store(2) basis was \$50.29 at June 30, 2020 compared to \$47.62 at June 30, 2019. During the three months ended June 30, 2020, the Company executed 23,503 square feet of recurring leases at our same-store(2) office portfolio, representing same-store(2) cash rent growth per square foot of 27.8% as compared to the prior lease. At June 30, 2020, the Company's samestore(2) office portfolio was 80.6% occupied, a decrease of 750 basis points year-over-year on a same-store(2) basis, and 81.0% leased, a decrease of 730 basis points year-over-year on a same-store(2) basis. During the three months ended June 30, 2020, we completed the development of a former surface parking lot at 3601 S Congress Avenue into approximately 44,000 square feet of additional office space, which was 0% leased as of June 30, 2020 and is included in the aforementioned percent occupied and leased percentages.

Total

Office segment NOI(3) decreased to \$8,259,000 for the three months ended June 30, 2020, from \$12,935,000 for the three months ended June 30, 2019. The decrease is primarily due to the sale of an office property in Oakland, California, which was consummated in May 2019, the sale of two office properties in Washington, D.C., which was consummated in July 2019, and lower revenues at an office property in Beverly Hills, California due to a decrease in occupancy as compared to the second quarter of 2019, partially offset by a decrease in payroll costs at one of our office properties.

Hotel

Hotel segment NOI(3) decreased to \$(1,118,000) for the three months ended June 30, 2020, from \$3,522,000 for the three months ended June 30, 2019, due to a decrease in occupancy, average daily rate, and food, beverage, and other sundry hotel services as a result of the outbreak of COVID-19.

Lending

Our lending segment primarily consists of our SBA 7(a) lending platform, which is a national lender that primarily originates loans to small businesses in the hospitality industry. Lending segment NOI(3) was \$(110,000) for the three months ended June 30, 2020, compared to \$1,555,000 for the three months ended June 30, 2019. The decrease is primarily due to a decrease in premium income from the sale of the guaranteed portion of our SBA 7(a) loans, a decrease in interest income resulting from a decrease in the prime rate, and an increase in expense reimbursements to related parties due to an increase in allocated expenses related to the origination of the Paycheck Protection Program SBA 7(a) loans, partially offset by a decrease in interest expense as a result of a reduction in the outstanding balances of our SBA 7(a) loan-backed notes and secured borrowings.

Debt and Equity

During the three months ended June 30, 2020, we issued 557,587 shares of Series A preferred stock and 920 shares of Series D preferred stock for aggregate net proceeds of \$12,525,000. Net proceeds represent gross proceeds offset by costs specifically identifiable to the offering of Series A preferred stock and Series D preferred stock, such as commissions, dealer manager fees, and other offering fees and expenses.

Dividends

On March 2, 2020, we declared a quarterly cash dividend of \$0.34375 per share of our Series A preferred stock, or portion thereof for issuances during the period from April 1, 2020 to June 30, 2020. The dividend was paid as follows: \$0.114583 per share on May 15, 2020 to stockholders of record at the close of business on May 5, 2020, \$0.114583 per share on June 15, 2020 to stockholders of record at the close of business on June 5, 2020, and \$0.114583 per share on July 15, 2020 to stockholders of record at the close of business on July 5, 2020.

On March 2, 2020, we declared a quarterly cash dividend of \$0.353125 per share of our Series D preferred stock, or portion thereof for issuances during the period from April 1, 2020 to June 30, 2020. The dividend was paid as follows: \$0.117708 per share on May 15, 2020 to stockholders of record at the close of business on May 5, 2020, \$0.117708 per share on June 15, 2020 to stockholders of record at the close of business on June 5, 2020, and \$0.117708 per share on July 15, 2020 to stockholders of record at the close of business on July 5, 2020.

On June 3, 2020, we declared a quarterly cash dividend of \$0.075 per share of our common stock, which was paid on June 29, 2020 to stockholders of record at the close of business on June 15, 2020.

On June 3, 2020, we declared a quarterly cash dividend of \$0.34375 per share of our Series A preferred stock, or portion thereof for issuances during the period from July 1, 2020 to September 30, 2020. The dividend is payable as follows: \$0.114583 per share on August 17, 2020 to stockholders of record at the close of business on August 5, 2020, \$0.114583 per share on September 15, 2020 to stockholders of record at the close of business on September 5, 2020, and \$0.114583 per share on October 15, 2020 to stockholders of record at the close of business on October 5, 2020.

On June 3, 2020, we declared a quarterly cash dividend of \$0.353125 per share of our Series D Preferred Stock, or portion thereof for issuances during the period from July 1, 2020 to September 30, 2020. The dividend is payable as follows: \$0.117708 per share on August 17, 2020 to stockholders of record at the close of business on August 5, 2020, \$0.117708 per share on September 15, 2020 to stockholders of record at the close of business on September 5, 2020, and \$0.117708 per share on October 15, 2020 to stockholders of record at the close of business on October 5, 2020.

About CIM Commercial

CIM Commercial is a real estate investment trust that primarily acquires, owns, and operates Class A and creative office assets in vibrant and improving metropolitan communities throughout the United States (including improving and developing such assets). Its properties are primarily located in Los Angeles and the San Francisco Bay Area. CIM Commercial is operated by affiliates of CIM Group, L.P., a vertically-integrated owner and operator of real assets with multi-disciplinary expertise and in-house research, acquisition, credit analysis, development, finance, leasing, and onsite property management capabilities (www.cimcommercial.com).

Definitions

  • (1) Annualized rent per occupied square foot: represents gross monthly base rent under leases commenced as of the specified periods, 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.
  • (2) Same-store properties: are properties that we have owned and operated in a consistent manner and reported in our consolidated results during the entire span of the periods being reported. We excluded from our same-store property set this quarter any properties (i) acquired on or after April 1, 2019; (ii) sold or otherwise removed from our consolidated financial statements on or before June 30, 2020; or (iii) that underwent a major repositioning project we believed significantly affected its results at any point during the period commencing on April 1, 2019 and ending on June 30, 2020. When determining our same-store properties as of June 30, 2020, no properties were excluded pursuant to (i) and (iii) above and ten properties were excluded from the 2019 period pursuant to (ii) above.
  • (3) Segment net operating income ("segment NOI"): for our real estate segments, represents 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, gain (loss) on early extinguishment of debt, impairment of real estate, transaction costs, and provision for income taxes. For our lending segment, segment NOI represents interest income net of interest expense and general overhead expenses. Please see our reconciliations of office, hotel, lending, and total cash NOI to segment NOI and net income (loss) attributable to common stockholders starting on page 12.
  • (4) Cash net operating income ("cash NOI"): for our real estate segments, represents segment NOI adjusted to exclude the effect of the straight lining of rents, acquired above/below market lease amortization and other adjustments required by generally accepted accounting principles ("GAAP"). For our lending segment, there is no distinction between cash NOI and segment NOI. Please see our reconciliations of office, hotel, lending, and total cash NOI to segment NOI and net income (loss) attributable to common stockholders starting on page 12.
  • (5) Funds from operations attributable to common stockholders ("FFO attributable to common stockholders"): represents net income (loss) attributable to common stockholders, computed in accordance with GAAP, which reflects the deduction of redeemable preferred stock dividends declared or accumulated, redeemable preferred stock deemed dividends, and redeemable preferred stock redemptions, excluding gain (or loss) from sales of real estate, impairment of real estate, and real estate depreciation and amortization. We calculate FFO in accordance with the standards established by the National Association of Real Estate Investment Trusts (the "NAREIT"). Please see our reconciliations of net income (loss) attributable to common stockholders to FFO attributable to common stockholders on page 10, and the discussion of the benefits and limitations of FFO as a supplemental measure of operating performance.
  • (6) Core funds from operations attributable to common stockholders ("core FFO attributable to common stockholders"): represents FFO attributable to common stockholders (computed as described above), excluding gain (loss) on early extinguishment of debt, redeemable preferred stock deemed dividends, redeemable preferred stock redemptions, gain (loss) on termination of interest rate swaps, and transaction costs. Please see our reconciliations of net income (loss) attributable to common stockholders to core FFO attributable to common stockholders on page 11, and the discussion of the benefits and limitations of core FFO as a supplemental measure of operating performance.

FORWARD-LOOKING STATEMENTS

This press release contains certain "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 (the "Exchange Act"), which are intended to be covered by the safe harbors created thereby. Such forward-looking statements can be identified by the use of forward-looking terminology such as "may," "will," "project," "target," "expect," "intend," "might," "believe," "anticipate," "estimate," "could," "would," "continue," "pursue," "potential," "forecast," "seek," "plan," or "should" or the negative thereof or other variations or similar words or phrases. Such forward-looking statements include, among others, statements about CMCT's plans and objectives relating to future growth and availability of funds, and the trading liquidity of CMCT's common stock. Such forward-looking statements are based on particular assumptions that management of CMCT 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. Forward-looking statements are necessarily estimates reflecting the judgment of CMCT's management 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 risks and uncertainties include those associated with (i) the scope, severity and duration of the current pandemic of COVID-19, and actions taken to contain the pandemic or mitigate its impact, (ii) the adverse effect of COVID-19 on the financial condition, results of operations, cash flows and performance of CMCT and its tenants and business partners, the real estate market and the global economy and financial markets, among others, (iii) the timing, form, and operational effects of CMCT's development activities, (iv) the ability of CMCT to raise in place rents to existing market rents and to maintain or increase occupancy levels, (v) fluctuations in market rents, including as a result of COVID-19, and (vi) general economic, market and other conditions. Additional important factors that could cause CMCT's actual results to differ materially from CMCT's expectations are discussed under the section "Risk Factors" in CMCT's Annual Report on Form 10-K for the year ended December 31, 2019, Quarterly Report on Form 10-Q for the quarter ended March 31, 2020, and elsewhere in CMCT's Quarterly Report on Form 10-Q for the quarter ended June 30, 2020. The forward-looking statements included herein are based on current expectations and there can be no assurance that these expectations will be attained. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond CMCT's control. Although we believe that the assumptions underlying the forward-looking statements are reasonable, any of the assumptions could be inaccurate and, therefore, there can be no assurance that the forward-looking statements included herein will prove to be accurate. In light of the significant uncertainties inherent in the forward-looking statements included herein, the inclusion of such information should not be regarded as a representation by CMCT or any other person that CMCT's objectives and plans will be achieved. Readers are cautioned not to place undue reliance on forward-looking statements. Forward-looking statements speak only as of the date they are made. CMCT does not undertake to update them to reflect changes that occur after the date they are made.

For CIM Commercial Trust Corporation

Media Relations: Bill Mendel, 212-397-1030 [email protected]

or

Shareholder Relations: Steve Altebrando, 646-652-8473 [email protected]

CIM COMMERCIAL TRUST CORPORATION AND SUBSIDIARIES

Consolidated Balance Sheets

(Unaudited and in thousands, except share and per share amounts)

June 30, 2020 December 31, 2019
ASSETS
Investments in real estate, net \$ 507,756 \$ 508,707
Cash and cash equivalents 75,192 23,801
Restricted cash 10,960 12,146
Loans receivable, net 77,155 68,079
Accounts receivable, net 2,591 3,520
Deferred rent receivable and charges, net 36,140 34,857
Other intangible assets, net 6,509 7,260
Other assets 9,922 9,222
TOTAL ASSETS \$ 726,225 \$ 667,592
LIABILITIES, REDEEMABLE PREFERRED STOCK, AND EQUITY
LIABILITIES:
Debt, net \$ 371,666 \$ 307,421
Accounts payable and accrued expenses 13,063 24,309
Intangible liabilities, net 880 1,282
Due to related parties 8,014 9,431
Other liabilities 8,453 10,113
Total liabilities 402,076 352,556
COMMITMENTS AND CONTINGENCIES
REDEEMABLE PREFERRED STOCK: Series A cumulative redeemable preferred stock, \$0.001 par value;
36,000,000 shares authorized; 1,794,461 and 1,763,661 shares issued and outstanding, respectively, at June
30, 2020 and 1,630,821 and 1,630,421 shares issued and outstanding, respectively, at December 31, 2019;
liquidation preference of \$25.00 per share, subject to adjustment
39,756 36,841
EQUITY:
Series A cumulative redeemable preferred stock, \$0.001 par value; 36,000,000 shares authorized;
3,614,493 and 3,560,448 shares issued and outstanding, respectively, at June 30, 2020 and 2,853,555 and
2,837,094 shares issued and outstanding, respectively, at December 31, 2019; liquidation preference of
\$25.00 per share, subject to adjustment
88,660 70,633
Series D cumulative redeemable preferred stock, \$0.001 par value; 32,000,000 shares authorized; 6,900
shares issued and outstanding at June 30, 2020 and no shares issued and outstanding at December 31,
2019; liquidation preference of \$25.00 per share, subject to adjustment
173
Series L cumulative redeemable preferred stock, \$0.001 par value; 9,000,000 shares authorized; 8,080,740
and 5,387,160 shares issued and outstanding, respectively, at June 30, 2020 and December 31, 2019;
liquidation preference of \$28.37 per share, subject to adjustment
152,834 152,834
Common stock, \$0.001 par value; 900,000,000 shares authorized; 14,827,410 shares issued and
outstanding at June 30, 2020 and 14,602,149 shares issued and outstanding at December 31, 2019,
respectively
15 15
Additional paid-in capital 795,795 794,825
Distributions in excess of earnings (753,550) (740,617)
Total stockholders' equity 283,927 277,690
Noncontrolling interests 466 505
Total equity 284,393 278,195
TOTAL LIABILITIES, REDEEMABLE PREFERRED STOCK, AND EQUITY \$ 726,225 \$ 667,592

CIM COMMERCIAL TRUST CORPORATION AND SUBSIDIARIES

Consolidated Statements of Operations (Unaudited and in thousands, except per share amounts)

Three Months Ended June 30, Six Months Ended June 30,
2020 2019 2020 2019
REVENUES:
Rental and other property income \$ 13,700 \$ 22,419 \$ 28,519 \$ 56,000
Hotel income 869 9,549 8,628 19,353
Interest and other income 1,941 4,888 4,898 8,780
16,510 36,856 42,045 84,133
EXPENSES:
Rental and other property operating 7,492 15,658 20,007 35,911
Asset management and other fees to related parties 2,376 3,195 5,021 7,797
Expense reimbursements to related parties—corporate 615 542 1,427 1,189
Expense reimbursements to related parties—lending segment 998 551 1,680 1,188
Interest 2,896 2,550 6,063 6,595
General and administrative 1,668 1,621 3,402 3,409
Transaction costs 216 260
Depreciation and amortization 5,197 7,185 10,455 16,815
Loss on early extinguishment of debt 4,911 29,982
Impairment of real estate 2,800 69,000
21,242 39,229 48,055 172,146
Gain on sale of real estate 55,221 432,802
(LOSS) INCOME BEFORE PROVISION FOR INCOME TAXES (4,732) 52,848 (6,010) 344,789
Provision for income taxes (691) 281 (713) 599
NET (LOSS) INCOME (4,041) 52,567 (5,297) 344,190
Net (income) loss attributable to noncontrolling interests (2) (1) (6) 173
NET (LOSS) INCOME ATTRIBUTABLE TO THE COMPANY (4,043) 52,566 (5,303) 344,363
Redeemable preferred stock dividends declared or accumulated (3,990) (4,302) (9,346) (8,464)
Redeemable preferred stock deemed dividends (52) (213)
Redeemable preferred stock redemptions (56) (4) (66) (8)
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS \$ (8,141) \$ 48,260 \$ (14,928) \$ 335,891
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS
PER SHARE:
Basic \$ (0.55) \$ 3.31 \$ (1.02) \$ 23.01
Diluted \$ (0.55) \$ 3.20 \$ (1.02) \$ 22.08
WEIGHTED AVERAGE SHARES OF COMMON STOCK OUTSTANDING:
Basic 14,782 14,597 14,690 14,598
Diluted 14,782 15,284 14,690 15,268

CIM COMMERCIAL TRUST CORPORATION AND SUBSIDIARIES Earnings Per Share (Unaudited and in thousands, except per share amounts)

Earnings per share ("EPS") for the year-to-date period may differ from the sum of quarterly EPS amounts due to the required method for computing EPS for the respective periods. In addition, EPS is calculated independently for each component and may not be additive due to rounding. The following table reconciles the numerator and denominator used in computing our basic and diluted per-share amounts for net income (loss) attributable to common stockholders for the three and six months ended June 30, 2020 and 2019:

Three Months Ended June 30, Six Months Ended June 30,
2020
2019
2020 2019
\$ (8,141) \$ 48,260 \$ (14,928) \$ 335,891
659 (1) 1,151
\$ (8,141) \$ 48,919 \$ (14,929) \$ 337,042
14,782 14,597 14,690 14,598
687 670
14,782 15,284 14,690 15,268
\$ (0.55) \$ 3.31 \$ (1.02) \$ 23.01
\$ (0.55) \$ 3.20 \$ (1.02) \$ 22.08

(a) For the three and six months ended June 30, 2020 and 2019, the effect of certain shares of redeemable preferred stock were excluded from the computation of diluted net income (loss) attributable to common stockholders and the diluted weighted average shares and common stock equivalents outstanding as such inclusion would be anti-dilutive.

CIM COMMERCIAL TRUST CORPORATION AND SUBSIDIARIES

Funds from Operations

(Unaudited and in thousands, except per share amounts)

We believe that FFO is a widely recognized and appropriate measure of the performance of a REIT and that it is frequently used by securities analysts, investors and other interested parties in the evaluation of REITs, many of which present FFO when reporting their results. FFO represents net income (loss) attributable to common stockholders, computed in accordance with GAAP, which reflects the deduction of redeemable preferred stock dividends declared or accumulated, redeemable preferred stock deemed dividends, and redeemable preferred stock redemptions, excluding gain (or loss) from sales of real estate, impairment of real estate, and real estate depreciation and amortization. We calculate FFO in accordance with the standards established by the NAREIT.

Like any metric, FFO should not be used as the only measure of our performance because it excludes depreciation and amortization and captures neither the changes in the value of our real estate properties that result from use or market conditions nor the level of capital expenditures and leasing commissions necessary to maintain the operating performance of our properties, all of which have real economic effect and could materially impact our operating results. Other REITs may not calculate FFO in accordance with the standards established by the NAREIT; accordingly, our FFO may not be comparable to the FFOs of other REITs. Therefore, FFO should be considered only as a supplement to net income (loss) as a measure of our performance and should not be used as a supplement to or substitute measure for cash flows from operating activities computed in accordance with GAAP. FFO should not be used as a measure of our liquidity, nor is it indicative of funds available to fund our cash needs, including our ability to pay dividends. FFO per share for the year-to-date period may differ from the sum of quarterly FFO per share amounts due to the required method for computing per share amounts for the respective periods. In addition, FFO per share is calculated independently for each component and may not be additive due to rounding. The following table sets forth a reconciliation of net income (loss) attributable to common stockholders to FFO attributable to common stockholders for the three and six months ended June 30, 2020 and 2019:

Three Months Ended
June 30,
Six Months Ended
June 30,
2020 2019 2020 2019
Numerator:
Net (loss) income attributable to common stockholders (a) \$ (8,141) \$ 48,260 \$ (14,928) \$ 335,891
Depreciation and amortization 5,197 7,185 10,455 16,815
Impairment of real estate 2,800 69,000
Gain on sale of depreciable assets (55,221) (432,802)
FFO attributable to common stockholders (a) \$ (2,944) \$ 3,024 \$ (4,473) \$ (11,096)
Redeemable preferred stock dividends declared on dilutive shares (b) (1) (1)
Diluted FFO attributable to common stockholders \$ (2,944) \$ 3,024 \$ (4,474) \$ (11,097)
Denominator:
Basic weighted average shares of Common Stock outstanding 14,782 14,597 14,690 14,598
Effect of dilutive securities—contingently issuable shares (b) 1 3 1
Diluted weighted average shares and common stock equivalents outstanding 14,783 14,600 14,690 14,599
FFO attributable to common stockholders per share:
Basic \$ (0.20) \$ 0.21 \$ (0.30) \$ (0.76)
Diluted \$ (0.20) \$ 0.21 \$ (0.30) \$ (0.76)

(a) In connection with the sale of certain properties during the three and six months ended June 30, 2019, we recognized losses on early extinguishment of debt of \$4,911,000, or \$0.34 per diluted share of common stock, and \$29,982,000, or \$2.05 per diluted share of common stock, respectively, primarily related to the legal defeasance and prepayment of mortgage loans collateralized by such properties. Such losses on early extinguishment of debt are included in, and have the effect of reducing, net income attributable to common stockholders and FFO attributable to common stockholders, because loss on early extinguishment of debt is not an adjustment prescribed by NAREIT.

(b) For the three and six months ended June 30, 2020 and 2019, the effect of certain shares of redeemable preferred stock were excluded from the computation of diluted FFO attributable to common stockholders and the diluted weighted average shares and common stock equivalents outstanding as such inclusion would be anti-dilutive.

CIM COMMERCIAL TRUST CORPORATION AND SUBSIDIARIES Core Funds from Operations (Unaudited and in thousands, except per share amounts)

In addition to calculating FFO in accordance with the standards established by NAREIT, we also calculate a supplemental FFO metric we call core FFO attributable to common stockholders. Core FFO attributable to common stockholders represents FFO attributable to common stockholders, computed in accordance with NAREIT's standards, excluding loss (or gain) on early extinguishment of debt, redeemable preferred stock deemed dividends, redeemable preferred stock redemptions, gain (or loss) on termination of interest rate swaps, and transaction costs. We believe that core FFO is a useful metric for securities analysts, investors and other interested parties in the evaluation of our Company as it excludes from FFO the effect of certain amounts that we believe are non-recurring, are non-operating in nature as they relate to the manner in which we finance our operations, or transactions outside of the ordinary course of business.

Like any metric, core FFO should not be used as the only measure of our performance because, in addition to excluding those items prescribed by NAREIT when calculating FFO, it excludes amounts incurred in connection with non-recurring special projects, prepaying or defeasing our debt, repurchasing our preferred stock, and adjusting the carrying value of our preferred stock classified in temporary equity to its redemption value, all of which have real economic effect and could materially impact our operating results. Other REITs may not calculate core FFO in the same manner as we do, or at all; accordingly, our core FFO may not be comparable to the core FFOs of other REITs. Therefore, core FFO should be considered only as a supplement to net income (loss) as a measure of our performance and should not be used as a supplement to or substitute measure for cash flows from operating activities computed in accordance with GAAP. Core FFO should not be used as a measure of our liquidity, nor is it indicative of funds available to fund our cash needs, including our ability to pay dividends. Core FFO per share for the year-to-date period may differ from the sum of quarterly core FFO per share amounts due to the required method for computing per share amounts for the respective periods. In addition, core FFO per share is calculated independently for each component and may not be additive due to rounding. The following table sets forth a reconciliation of net income (loss) attributable to common stockholders to core FFO attributable to common stockholders for the three and six months ended June 30, 2020 and 2019:

Three Months Ended
Six Months Ended
June 30,
June 30,
2020 2019 2020 2019
\$
(8,141)
\$ 48,260 \$ (14,928) \$
335,891
5,197 7,185 10,455 16,815
2,800 69,000
(55,221) (432,802)
\$
(2,944)
\$ 3,024 \$ (4,473) \$
(11,096)
4,911 29,982
56 4 66 8
52 213
(1,486)
216 260
\$
(2,836)
\$ 8,155 \$ (4,194) \$
17,668
659 (1) 1,150
\$
(2,836)
\$ 8,814 \$ (4,195) \$
18,818
14,782 14,597 14,690 14,598
1 2,054 1,875
14,783 16,651 14,690 16,473
\$
(0.19)
\$ 0.56 \$ (0.29) \$
1.21
\$
(0.19)
\$ 0.53 \$ (0.29) \$
1.14

(a) For the three and six months ended June 30, 2020 and 2019, the effect of certain shares of redeemable preferred stock were excluded from the computation of diluted core FFO attributable to common stockholders and the diluted weighted average shares and common stock equivalents outstanding as such inclusion would be anti-dilutive.

CIM COMMERCIAL TRUST CORPORATION AND SUBSIDIARIES Reconciliation of Net Operating Income (Unaudited and in thousands)

We internally evaluate the operating performance and financial results of our real estate segments based on segment NOI, 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, gain (loss) on early extinguishment of debt, impairment of real estate, transaction costs, and provision for income taxes. For our lending segment, we define segment NOI as interest income net of interest expense and general overhead expenses. We also evaluate the operating performance and financial results of our operating segments using cash basis NOI, or "cash NOI". For our real estate segments, 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. For our lending segment, there is no distinction between cash NOI and segment NOI.

Segment NOI and cash NOI are not measures of operating results or cash flows from operating activities as measured by GAAP and should not be considered alternatives 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. 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 NOI and net income (loss) attributable to the Company for the three months ended June 30, 2020 and 2019.

Three Months Ended June 30, 2020 Total
6,506

6,506
525

7,031
35
Same-Store
Office
Non-Same
Store Office
Total Office Hotel Lending
Cash net operating income (loss) excluding lease
termination income
\$
7,881
\$
(148)
\$
7,733
\$
(1,117)
\$
(110)
\$
Cash lease termination income
Cash net operating income (loss) 7,881 (148) 7,733 (1,117) (110)
Deferred rent and amortization of intangible assets,
liabilities, and lease inducements
526 526 (1)
Straight line lease termination income
Segment net operating income (loss) 8,407 (148) 8,259 (1,118) (110)
Interest and other income
Asset management and other fees to related parties (2,376)
Expense reimbursements to related parties—corporate (615)
Interest expense (2,707)
General and administrative (903)
Depreciation and amortization (5,197)
Loss before provision for income taxes (4,732)
Provision for income taxes 691
Net loss (4,041)
Net income attributable to noncontrolling interests (2)
Net loss attributable to the Company \$
(4,043)

CIM COMMERCIAL TRUST CORPORATION AND SUBSIDIARIES Reconciliation of Net Operating Income (Continued) (Unaudited and in thousands)

Three Months Ended June 30, 2019
Same-Store
Office
Non-Same
Store Office
Total Office Hotel Lending Total
Cash net operating income excluding lease termination
income
\$ 7,501 \$ 4,634 \$ 12,135 \$ 3,516 \$ 1,555 \$
17,206
Cash lease termination income
Cash net operating income 7,501 4,634 12,135 3,516 1,555 17,206
Deferred rent and amortization of intangible assets,
liabilities, and lease inducements
1,256 (456) 800 6 806
Straight line lease termination income
Segment net operating income 8,757 4,178 12,935 3,522 1,555 18,012
Interest and other income 1,499
Asset management and other fees to related parties (3,195)
Expense reimbursements to related parties—corporate (542)
Interest expense (2,014)
General and administrative (1,021)
Transaction costs (216)
Depreciation and amortization (7,185)
Loss on early extinguishment of debt (4,911)
Impairment of real estate (2,800)
Gain on sale of real estate 55,221
Income before provision for income taxes 52,848
Provision for income taxes (281)
Net income 52,567
Net income attributable to noncontrolling interests (1)
Net income attributable to the Company \$
52,566

Important Disclosures

Free Writing Prospectus | CIM Commercial Trust Corporation Investor Presentation Q2 2020

Filed Pursuant to Rule 433 | Dated August 10, 2020 | Registration Statement No. 333-233255

CIM Commercial Trust Corporation ("CMCT") has filed a registration statement (including a base prospectus) with the Securities and Exchange Commission (the "SEC") for the offering of Series A Preferred Stock and Series D Preferred Stock to which this communication relates. Before you invest, you should read the base prospectus, dated December 4, 2019, in that registration statement, the prospectus supplement for the Series A Preferred Stock and Series D Preferred Stock, dated January 28, 2020, as supplemented by Supplement No. 1 thereto, dated April 9, 2020, Supplement No. 2 thereto, dated June 29, 2020, and other documents CMCT has filed with the SEC for more complete information about CMCT and the offering. You may request to receive a prospectus by calling toll-free at 1-866-341-2653.

Reverse Stock Split

On September 3, 2019, CMCT effected a 1-for-3 reverse stock split (the "Reverse Stock Split") on its common stock, par value \$0.001 per share. Unless otherwise specified, all CMCT common stock and per share of CMCT common stock amounts set forth in this presentation have been adjusted to give retroactive effect to the Reverse Stock Split.

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Important Disclosures

Forward-looking Statements

The information set forth herein contain "forward-looking statements" within the meaning of bection 274 of the Securities Act of
193 and Section 21E of the Securities Exchang created hereby Such forward-ooking by the use of forward-looking terminoley such as "may" "will," "will," "pull," "porine," "pull," "portine," "pursur","
"forecast," "plan," statements include, among others about CMCT's plans and objectives relating to furily, and the
trading liquidity of CMCT's common stock. Such forward-looking statements are m ( Chical of the reserver, as well a sing becember de beceded will one and other hat hall believe are include in the believe are
appropriate under the circumstance necessarin management 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 risks and uncertainties include those associated with (i) the scope, severity and duration of the current pandemic of COVID-19, and actions taken to contain the pandemic or mitigate its impact, (ii) the adverse effect of COVID-19 on the financial condition, results of operations, cash flows and its tenants and business partners, the real estate market
and the global economy and financial markets, among oth activities, (iv) the abilty of CMCT to raise in place rents and to maintain or increase ocupany levels, (v) fluctuations could cause CMCT's actual results to differ materialy from CMCT section "Risk Factor" in CMCTs
Annual Report on Form 10-K for the year ended December 31, 2019, Quarter ended and elsewhere in CMCT's Quarterly Report on Form 10-Q for the quarter ended June 30, 2020. The forward-looking statements included herein are based on current expectations and these expectations will be attained. Assumptions relating to business decisions, all of which are difficult or impossible to predict are beyond CMCT scontrol. Nhough we
believe that the assumptions underlying the forward-looking statem therefore, there can be no assurance that the forward-looking statements included herein will prove to be accurate. In light of the significant uncertaintes interent in the forward-looking statement in the inclusion of such information should not be regarded as a
representation by CMCT or any other person that CMCTs reliance on forward-looking statements. Forward-looking statements speak only as of the date they are made. CMCT does not undertake to
update them to reflect changes that occ

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CIM Commercial Trust

CMCT

NASDAQ: CMCT | TASE: CMCT-L

Owner and operator of Class A and creative office assets in vibrant and improving metropolitan communities

  • |
    -
    -

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COVID-19 Update - Taking Proactive Steps

4

  • · Maximize rent collections & occupancy
    • CMCT received ~95.9% of rent collections payable in Q2 2020 excluding parking through August 5, 2020
    • Help tenants better understand the government programs that are available to them
  • · Reduce costs and capital expenditures
    • Replaced base service fee (~\$1.1 million per year, subject to inflation) with an incentive fee
    • No incentive fee payable for 2Q20 because CMCT's core funds from operations did not exceed the applicable \$0.22 per share threshold
    • Reduce costs at both the property and corporate level
  • · Bolster liquidity to execute on acquisition and investment opportunities
    • New \$10 million unsecured revolving credit facility which matures in May 2022
    • Direct access to the Federal Reserve Paycheck Protection Program Liquidity Facility in June 2020
    • Increase preferred stock fundraising efforts by temporarily increasing commissions
  • · Preparing for re-opening

    • Establish controls for building ingress and egress
    • Promote social distancing with building signage
    • Minimize furniture in common areas
    • Increase janitorial services
  • For more information, see the annendnent dated May 11, 2020 to CMCT's Master Services Agreement, a copy of which is fled as an exhibit to CMCTs Form 10Q filed on May 11, 2

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Maximizing Returns For Stockholders

  • · Active and strategic portfolio management to maximize returns to stockholders
  • · CMCT has sold \$2.3 billion of assets since going public in 2014

As of June 30, 2020
Total returns inclu in N or planes on the content on the es applicable, and includes all bividends and pad. Mth respect o C.C. T. clubs dividents pator common stockmon
are it a care estimated net as

.

.

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CIM Commercial Trust - Key Investment Highlights

CMCT

CMCT

CIM Group Overview

Overview of CIM

8

Established Established in 1994 as an integrated owner and operator of real assets
Strategies Real assets (infrastructure and real estate) focused in communities qualified by CIM
as well as national credit (net-lease and debt) platforms
Vertically-Integrated Multi-disciplinary expertise and in-house research, acquisition, credit analysis,
development, finance, leasing and onsite property management capabilities
Organization Approximately 990 employees (15 principals including all of its founders, 585
professionals)
Office Locations Headquartered in Los Angeles, with offices in Atlanta, GA, Chicago, IL, Dallas, TX, New
York, NY, Orlando, FL, Phoenix, AZ, the San Francisco Bay Area, the Washington DC
Metro Area and Tokyo, Japan
Assets Owned and Operated \$28.8 billion2

1.

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CIM Competitive Advantages

CMCT

Diverse Team of In-House Professionals

  • · Led by 15 principals (including the three original founders) with average CIM tenure of 17 years
  • · Vertically-integrated, real assets owner and operator with expertise across in-house research, acquisition, credit analysis, development, finance, leasing and onsite property management, working across multiple markets, asset classes and strategies
  • · Investments team responsible for entire life cycle of each asset; compensation is aligned with that of CIM's partners and co-investors

2 Commitment to Community

  • Sector-agnostic focus on specific . metropolitan 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
  • · Bring goods, services, employment and support needed for communities to be successful

  • CIM employs a strict discipline in qualifying communities as well as underwriting projects and potential acquisitions
  • CIM employs detailed underwriting, conservative leverage and proprietary research

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CIM believes that its community qualification process provides it with a significant competitive advantage when acquiring real assets

· Since 1994, ClM has qualified 135 communities in high barrier-to-entry markets and has owned and operated real assets in 75 of those communities . The qualification process generally takes between six months and five years and is a critical component of CIM's asset evaluation

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Community Focused Strategy-CIM Qualified Communities CCMCT

CIM qualifies communities for acquisition (135 qualified as of June 30, 2020, 75 deployed capital). CIM Qualified Communities exhibit strong growth trends, which CIM believes will lead to outsized rental growth and/or capital appreciation.

· Since initial acquisition, ClM's Qualified Communities have outperformed average national downtowns by approximately 44% and average national suburbs by over 168%

Growth in CIM Qualified Communities vs. National Downtowns vs. National Suburbs

  1. Based on growth of Class A office rents, sourced from CBRE Outlook Dashboard, as of June 30, 2020. Site accessed July 2020.

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Resources & Expertise of Institutional Owner Operator CMCT

David Thompson СМСТ СЕО

10th Year at CIM

  • Previously spent 15
    Jears with Hilton
    Hotels Corporation,
    Motels Corporation,
    Senior Vice President and Controller
  • Began career as a
    C.P.A. at Arthur Andersen & Co.

Jan Salit CMCT President

6th Year at CIM

. Previously was Chairman of the Board, CEO and
Secretary of PMC
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)

Nathan DeBacker СМСТ СЕО

2nd Year at CIM

  • · Previously was
    Senior Vice President and Chief Financial Officer of Cole REITs, at
    VEREIT
  • · Began career as an auditor at Ernst & Young

Richard Ressler CIM Group Principal elly Group
CMCT Chairman of

26th Year at CIM

  • · Founder of Orchard Capital and Chairman Copy of Executive
    Committee of CIM
    Group, Orchard First Source Asset Management and OCV
  • Chairman of the Board
    served as CEO . Previously worked at Drexel Burnham
    Lambert and began his career as an

attorney with Cravath, Swaine and Moore

CIM Group Co-Founders

Avi Shemesh CIM Group Principal ronco Clarge CMCT Board
26th Year at CIM

Previously Co-Founder of Dekel Pounds in Sunser of Developments
developer of
commercial and

multifamily

properties in Los
Angeles

.

Shaul Kuba CIM Group Principal CMCT Board
CMCT Board

26th Year at CIM

· Previously involved in a number of successful entrepreneurial real estate activities, including Dekel Development (Los
Angeles commercial
and multifamily developer)

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1 Alignment of Interests

CIM Group Commitment to CMCT & Insiders' own ~20.7% of CMCT common stock'
Management and Corporate
Governance
· CMCT's Board includes CIM Group's three co-founders (Richard Ressler, Avi Shemesh, and Shaul Kuba)
Strong Market Knowledge and
Sourcing
· CMCT benefits from CIM Group's identification of Qualified Communities, sourcing capabilities and
access to resources of vertically integrated platform
Management Agreement / Master
Services Agreement
· Tiered asset management fee based on fair value of real properties and associated assets of CMCT
- Quarterly fee assessed as a percentage of assets:
- <\$500 million = 0.2500%
- \$500 million - \$1,000 million = 0.2375%
- \$1,000 million - \$1,500 million = 0.2250%
- \$1,500 million - \$4,000 million = 0.2125%
- \$4,000 million - \$20,000 million = 0.1000%
· Plus reimbursement of shared services at cost (accounting, tax, reporting, etc.)
· Permanently eliminated ~\$1.1 million annual base service fee starting in 2Q20 and replaced with an
incentive fee.
· Incentive fee is 15% of CMCT's quarterly core funds from operations in excess of a quarterly
threshold equal to 1.75% (i.e., 7% on an annualized basis) of CMCT's average adjusted
common stockholders' equity
Perpetual term
1. Includes CIM Group and its affiliates, as well as officers and directors of CMCT.
2. Based on 14,827,410 shares of CMCT common stock outstanding as of August 5, 2020.
For more information, see the annother than election Agreement, a copy of which is filed as an existin to GMC's Form 100 field on May 1, 2020.

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CMCT

Transition from Private Fund to High-Quality Public REIT

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2 High Quality Class A & Creative Office Portfolio

Growth-Focused Portfolio (As of June 30, 2020)

Office:
Location Sub-Market Rentable
Square Feet
("SF")
96
Occupied
96
Leased
Annualized
Rent Per
Occupied SF
Oakland, CA
1 Kaiser Plaza
San Francisco, CA
Lake Merritt 537,811 91.6 % 91.6 % S
45.33
1130 Howard Street
Los Angeles, CA
South of Market 21,194 100.0 % 100.0 % 80.73
11620 Wilshire Boulevard West Los Angeles 196,229 91.3 % 93.9 % 46.27
4750 Wilshire Boulevard Mid-Wilshire 141,311 21.5 % 21.5 % 47.92
9460 Wilshire Boulevard Beverly Hills 97,035 73.5 % 73.5 % 104.15
11600 Wilshire Boulevard West Los Angeles 56,880 92.6 % 92.6 % 56.20
Lindblade Media Center West Los Angeles 32,428 100.0 % 100.0 % 57.45
Austin, TX
3601 S Congress Avenue South 228,056 77.6 % 77.6 % 40.09
TOTAL 1,310,944 80.6 % 81.0 % 50.29
\$
Hotel:
Location Sub-Market Number
of Rooms
%
Occupied 2
Revenue Per
Available Room
(RevPAR) 3
Sacramento, CA
Sheraton Grand Hotel Downtown/Midtown 503 39.2
96
\$
62.59
Ancilliary:
Rentable
Square Feet
96
Occupied
Annualized Rent
(Parking + Retail)
Location Sub-Market (Retail) (Retail) (in thousands)
Sacramento, CA
Sheraton Grand Hotel
Downtown/Midtown 9,453 100 % S
2,979
Oakland, CA
2 Kaiser Plaza
Lake Merritt 96

nnualized Rent by Location (Excludes Hotel nd Ancillary Properties)

1.

2.

3.
4.

Researce more not a 10, 2020 column on the state commend comer prices.
annuler comments on the construction of conservation on antied somer of enclied comments of aniled com

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Embedded Growth Opportunity: Los Angeles

CMCT

Key Los Angeles Office Themes

  • 1 Tech, media and entertainment demand driving growth
  • C Major content creators such as Netflix, Google, Apple, and Amazon Studios lease 3.1+ million SF of office and production space across West Los Angeles and Hollywood'
  • € High barrier-to-entry/supply constrained given regulatory environment
  • 4 Affluent population base

CMCT Los Angeles Office Portfolio

  • · Beverly Hills (9460 Wilshire Boulevard):
    • Severe supply constraints with significant barriers to entry; ା tenant demand driven by finance and entertainment
    • Adjacent to the Four Seasons Beverly Wilshire Hotel and Rodeo Drive
  • · Culver City (Lindblade Media Center):
    • A preferred location for tech, entertainment and media tenants; Santa Monica office demand gravitating southeast
  • · Park Mile/Hancock Park (4750 Wilshire Boulevard):
    • Centrally located; attracting tenants priced out by significant rent increases in nearby Hollywood (in which rents are approaching \$60 PSF)
  • · Brentwood (11600 & 11620 Wilshire Boulevard):
    • Strong demand from executives who prefer a shorter commute; cost-effective alternative to Santa Monica
    • One block west of I-405 freeway; nearby UCLA Medical Center, St. John's Hospital and Veterans Administration Hospital provide consistent demand for medical office
    • Source: Los Angeles County Economic Development Corporation (January 2019).
      As of December 31, 2019.

CIM Group: 60+ Los Angeles Investments Over 25 Years2

  • CIM Group is headquartered in Los Angeles
  • · CIM Group's Los Angeles real estate experience:
    • 10 million+ SF of project experience across opportunistic, value-add and stabilized strategies
    • Currently owns over 20 assets valued at over \$3 billion; including nine office assets with 2.3 million SF

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Embedded Growth Opportunity: Oakland

CMCT

Favorable Office Dynamics

  • 1 Relative Value vs. San Francisco Central Business District ("CBD") (Class A asking rents)1:
    • · San Francisco \$80.61
    • · Oakland \$56.63
  • 2 Office building development has been tempered in the East Bay, with current under construction office space equivalent to 0.5% of the market's total existing inventory
  • C Proposition M: San Francisco office development limited to 875,000 square feet per year
    • · Proposition E: Effective October 2020, Prop E will further reduce new office development in San Francisco, tying new approvals to the amount of affordable housing built in the city
  • Class A CBD vacancy of 8.0%2

A Vibrant Community

Transportation: All six BART lines and every major Bay Area highway run through Oakland

Amenities Base: Oakland has emerged as a "cool" place to live and work

Residential Development:

  • · ~ 7,250 new expected units in 2020-2021 (v. ~174,400 existing)
  • · Residential Monthly Asking Rents San Francisco - \$2,995 | Downtown Oakland - \$2,625

Source: Cosac July 200 Market Report
Source: CR2 2002 Markeries sommencel as of June 30, 202 multipled by 12 This annum relect orak hort before appentes includes rent annulze

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CMCT Assets Asset Type Rentable SF Leased %3 Annualized Rent Per
Occupied SF3.4
1 Kaiser Plaza Office 537,811 91.6% \$45.38
2 Kaiser Plaza Office Development

3 Embedded Growth Opportunity: Austin

CMCT

Annualized Rent Per
Leased %2 CMCT Asset Asset Type 3601 South Congress 228,056 77.6% \$40.09 CMCT In-Place Rent2,3 Class A Asking Rents1 \$40.09 \$46.66

  • ww.
  • Source: GSar July 2020 fifice Marker Persen.
    As duer 30, 2020 sune feer berein est 2020 mich and 2020, multipled by 12, The annunt efiect bat species. Where apperies includes

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2 Development: Austin

CMCT

Location Sub-Market Potential Rentable SF Product
Austin. TX South 44,000 Office

3601 S. Congress Avenue Expansion - Received Temporary Certificate of Occupancy in late Q2 2020

  • · Approximately 44,000 SF add-on building to pre-existing 183,885 SF office complex (preexisting property is 96.2% leased as of June 30, 2020)
  • · Actively marketing to prospective tenants
  • · Two-story creative office building designed to accommodate either a single user or two single-floor tenants
  • · Targeting ~8% return on cost upon stabilization

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Rentable SF

Location Los Angeles, CA

Mid-Wilshire 141,311

Sub-Market

Product Office

4750 Wilshire Boulevard - Repositioning

  • · Being repositioned into vibrant, collaborative office space following the expiration of a lease agreement for 100% of the property in April 2019
  • · ~\$14.5 million redevelopment (\$1.7 million spent as of June 30, 2020)
  • Centrally located in Park Mile / Hancock Park location with both nearby executive housing (Hancock Park) and millennial housing and lifestyle amenities (Hollywood and Miracle Mile)
  • · Short drive time to Hollywood/West Hollywood (10 minutes), Beverly Hills/ Culver City/Downtown LA (20 minutes) and Santa Monica (30 minutes)
  • CIM Group leased ~30,000 square feet in 2Q'19 for an annualized rent of \$47.921 per square foot representing a 73% lease spread from prior lease (4750 Wilshire is adjacent to CIM Group's headquarters)
  • · The vast majority of the development has been suspended due to COVID-19.

Represents gross morthy base rent per square foot meet as of June 30, 2020, multipled by 12. This annunt reflects total cash rent before abatements. Where applicable,
annua 1.

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CMCT

Product Hotel

CMCT

Location Sub-Market
Sacramento, CA Downtown/Midtown

Room Renovations

· ~\$26.3 million renovation of existing hotel to drive average daily rate and increase group bookings (\$2.2 million spent as of June 30, 2020)

  • · Target 15%+ return on cost
  • · Expecting to renegotiate Marriott Hotel Management Agreement; switch to franchise model with separate management
  • · Complete renovation of all guestrooms; update food & beverage amenities, public areas, meeting rooms and amenities
  • · Isolate disruption to coincide with expansion/renovation of adjacent convention center (see below)
  • · Longer term, potential development of a new hotel tower, multifamily or build-to-suit office on top of owned garage and retail
  • · The vast majority of the development has been suspended due to COVID-19

Sheraton Grand Renovation Simultaneous With Expansion/Renovation of Adjacent Sacramento Convention Center

  • · \$340 million renovation/expansion of the Sacramento Convention Center
  • · Adds new meeting rooms and exhibit halls
  • · Scheduled to be completed in early 2021
  • · Part of a larger project (C3) that also renovates adjacent auditorium and theater

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CMCT

Opportunity to Generate Value Through Co-Investment, Sale or Build-to-Suit

Potential Build-to-Suit

Location Sub-Market Potential Rentable SF Product
Office
Oakland, CA Lake Merritt 425,000 - 800,000

2 Kaiser Plaza (Beacon Tower)

  • Build-to-suit opportunity
  • Currently marketing development to potential anchor tenants
  • · Entitled for 425,000-800,000 SF office
  • Currently utilized as surface parking lot

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Equity-Enhancing, Growth-Oriented Capital Structure CMCT

Preferred Stock Program

Series A and Series D

  • · Perpetual Preferred Stock (Series A: 5.5% coupon; Series D: 5.65% coupon)
  • · Continuously offered bi-monthly issuance
  • · CMCT and investor option to call/redeem five years from issuance at \$25 per share, plus accrued and unpaid dividends
  • · Redemption payable in cash or CMCT common stock, at election of CMCT'

Series L

  • Perpetual Preferred Stock at 5.5% coupon
  • · CMCT and investor option to call/redeem beginning November 21, 2022 (or earlier in limited circumstances) at \$28.37 per share, plus accrued and unpaid dividends2
  • · Redemption pavable in cash or CMCT common stock, at election of CMCT4
  • · In November 2019, CMCT repurchased 2,693,580 shares at a price of

\$29.12 per share (of which \$1.39 reflects the amount of accrued and

unpaid dividends as of November 20, 2019), as converted to and paid in Israeli New Shekels.

Historical Preferred Stock Issuance3

Target capital structure of 45% common equity, 55% debt and preferred equity - seeks to enhance common equity returns with low relative risk

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3 Equity-Enhancing, Growth-Oriented Capital Structure CMCT

Debt & Preferred Summary (June 30, 2020)1

Mortgage Payable Interest structure
(fixed/variable
etc.)
Interest Rate Maturity/
Expiration
Date
Loan balance
(in millions)
1 Kaiser Plaza Fixed 4.14% 7/1/2026 S 97.1
Total Mortgage Payable
Other Debt
4.14% S 97.1
SBA 7(a) Loan-Backed Notes 4 Variable LIBOR + 1.40% 3/20/2043 S 16.9
Borrowed Funds from the
Federal Reserve through the
PPPLF 3
Fixed 0 35% Various 15.5
Total Other Debt
Corporate Debt
S 32.4
2018 Revolving Credit Facility" Variable LIBOR + 1.55% 10/31/2022 S 209.5
2020 Unsecured Revolving
Credit Facility 3
Fixed 1.00% 5/1/2022
Junior Subordinated Notes Variable LIBOR + 3.25% 3/30/2035 \$ 27.1
Total Corporate Debt S 236.6
Total Debt \$ 366.1

Fixed Debt vs. Floating Debt (June 30, 2020)

See debt and preferred stock footnotes under Important Information on slide 32.

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CIM Commercial Trust - Key Investment Highlights

CMCT

Estimated Net Asset Value (As of December 31, 2019)

(\$ in millions, except for shares and per share amounts) (Unaudited)

Estimated NAV Estimated NAV per
share of common
stock outstanding
Investments in real estate - at fair value ಕೆ 912.8
Loans receivable - at fair value 72.7
Debt 1 (299.5)
Cash and other assets, net of other liabilities (4.8)
Noncontrolling interests (0.7)
Redeemable Series A Preferred Stock 4 (111.7)
Redeemable Series L Preferred Stock (152.8)
Estimated NAV attributable to common stockholders 416.0 \$ 28.49

Shares of Common Stock outstanding

14,602,149

Please not, the changes in global, national or local conomic, demographic or capital market conditions (including as a result of the outbreak of COVID-19 that began in the
f

  1. Repearced con and more comments on torresme contraction, at cecler screated or treated or miner on

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Key Metrics

CMCT

Top Five Tenants (June 30, 2020)

Tenant Property Lease
Expiration
Annualized Rent
(in thousands)
% of
Annualized
Rent
Rentable
Square Feet
% of Rentable
Square Feet
Kaiser Foundation Health Plan, Inc. 1 Kaiser Plaza 2025-2027 2 15,973 30.1 % 366,777 28.0 %
MUFG Union Bank, N.A. 9460 Wilshire Boulevard 2029 3.617 6.8 % 27,569 2.1 %
3 Arts Entertainment, Inc. 9460 Wilshire Boulevard 2026 2,151 4.0 % 27,112 2.1 %
CIM Group, L.P. Various 2020-2030 1.865 3.5 % 40,724 3.1 %
Westwood One, Inc. Lindblade Media Center 2025 1,863 3.5 % 32,428 2.5 %
Total for Top Five Tenants 25,469 47.9 % 494,610 37.8 %
All Other Tenants 27,666 52.1 % 561,982 42.8 %
Vacant 9/2
-
254,352 19.4 %
Total Office 53,135 100.0 % 1,310,944 100.0 %

Lease Expirations as a % of Annualized Office Rent (June 30, 2020)'

.

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CMCT

Important Information

Important Information

Assets Owned and Operated (AOO) represents the aggregate assets owned and operated by CIM on behalf of partners (including where CIM contributes alongside for its own account) and co-investors, whether or not CIM has discretion, in each case without duplication. AOO includes total gross assets at fair value, with real assets presented in "Book Value" below and operating companies presented at gross assets less debt, as of the Report Date (as defined below) (including the shares owned by joint venture partners and co-investments), plus binding unfunded commitments. AOO also includes the \$0.2 billion of AOO attributable to CIM Compass Latin America (CCLA), which is 50% owned and jointly operated by CM. AOO for CMMT Partners, L.P. (CMMT) (which represents assets under management), a perpetual-life real estate debt fund, is \$1.1 billion as of the Report Date.

Report Date is defined to mean as of March 31, 2020.

Book Value for each investment generally represents the investments book value as reflected in the applicable financial statements as of the Report Date prepared in accepted accounting principles on a fair value basis. These book values generally represent the assets third-party appraised value as of the Report Date, but in the case Asset strategy, book values generally represent undepreciated cost (as reflected in SEC-filed financial statements).

Equity Owned and Operated (EOO) represents the NAV (as defined below) before incentive fee allocation, plus binding unfunded commitments, which is \$17.3 billion as of the Report Date, inclusive of \$0.2 billion of EOO attributable to CCLA (as described above) and \$0.9 billion of EOO for CMMT (which represents equity under management).

Net Asset Value (NAV) represents the distributable amount based on a "hypothetical liquidation" assuming that on the date of determination that: (i) investments are sold at their Book Values; (i) debts are paid and other assets are collected; and (ii) appropriate adjustments and/or allocations between equity partners are made in accordance with applicable documents, as determined in accordance with applicable accounting guidance.

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    1. Excludes: (a) \$9,539,000 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 in ASC 860-30, Secured Borrowing and Collateral, and (b) premiums, discounts and debt issuance costs.
    1. In May 2018, we completed a securitzation of the unguaranteed portion of certain of our SBA 7(a) loans receivable with the issuance of \$38,200,00 of unguaranteed SBA 7(a) loan-backed notes are collateralized by the right to receive payments and other recoveries attributable to the unguaranteed portions of certain of our SBA 7(a) loans receivable. The notes mature on March 20, 2043, with monthly payments due as payments on the collateralized loans are received. Based on the anticipated repayments of our collateralized SBA 7(a) loans, at issuance, we estimated the weighted average life of the notes to be approximately 2 years.
  • In June 2020, CMCT borrowed funds from the Paycheck Protection Program Liguidity Facility (the "PPLF"). Advances under ന് the PPPLF carry an interest rate of 0.35%, are made on a dollar basis based on the amount of loans originated under the Paycheck Protection Program and are secured by loans made by CMCT under the Paycheck Protection Program. The maturity date of PPLF borrowings is the same as the maturity date of the loans pledged to secure the extension of credit, generally two or five years. At maturity, both principal and accrued interest are due.
    1. In October 2018, CMCT entered into a revolving credit a bank syndicate (the "2018 revolving credit facility") pursuant to which CMCT can borrow up to a maximum of \$250,000,000, subject to a borrowing credit folling is secured by deels of tust on
      certain properties. Outstanding advances under tacility bears in The 2018 revolving credit facility matures in October 2022 and provides for one one-year extension option under certain conditions. As of August 5, 2020, \$0 was available for future borrowings. CMCT is in discussions with the administrative agent of the 2018 revolving credit facility to modify the calculation of the borrowing base to mitigate that COVID-19 has on its ability to borrow under the 2018 revolving credit facility. While the terms of the amendment have not been finalized, CMCT expects to repay a portion of the outstanding principal balance of the 2018 revolving credit facility and to agree to a higher rate of interest for the modification period (approximately one year). There can be no assurance that CMCT will be able to successfully negotiate and the borrowing base caclulation CMCT will have or coay a
      portion of the outstanding principal balance of the lify upon demand. it were to occur, to have a material adverse effect on CMCT's financial position or results of operations.
  • In May 2020, to further enhance its liquidity position and maintain financial flexibility, CMCT entered into an unsecured revolving credit facility with a bank (the "2020 unsecured revolving credit facility") pursuant to which CMCT can borrow up to a maximum of \$10,000,000. Outstanding advances under the 2020 unsecured revolving credit facility bear interest at the rate of 1.0%. CMCT also pays a revolving credit facility fee of 1.12% with each advance under the 2020 unsecured revolving credit facility, which fee is subject to a cap of \$112,000 in the agered revolving credit facility matures in May 2022. The 2020 unsecured revolving certain customary covenants including a maximum leverage ratio and a minimum fixed charge coverage ratio, as well as certain other conditions.
  • Outstanding Series A Preferred Stock represents total shares issued as of June 30, 2020 of 5,408,954, less redemptions of 84,845 shares, times the stated value of \$25.00 per share. Gross proceeds are not net of commissions, fees, allocated costs or discount.
    1. Outstanding Series D Preferred Stock represents total shares issued as of June 30, 2020 of 6,900 times the stated value of \$25.00 per share. Gross proceeds are not net of commissions, fees, allocated costs or discount.
  • Outstanding Series L Preferred Stock represents total shares outstanding as of June 30, 2020 of 5,387,160, times the stated value of \$28.37 per share. 8. Gross proceeds are not net of commissions, fees, allocated costs or discount.

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