CIM Group (CMRF) VP reports indirect holdings and LP units linkage
Rhea-AI Filing Summary
CIM GROUP, INC. executive Kuba Shaul filed an initial ownership report showing indirect holdings in the company through CIM Group Holdings, LLC. The filing lists Special Voting Preferred Stock, Common Stock and Class A-1 and A-2 limited partnership units of an operating partnership.
According to the disclosure, the reporting person may be deemed to beneficially own these interests because of his position with CIM Group, LLC, which controls CIM Group Holdings, but he disclaims beneficial ownership except for any indirect pecuniary interest. The Class A-1 and A-2 units may, after a future stock exchange listing and subject to conditions, be redeemable or exchangeable for an equal number of common shares or cash, with related Special Voting Preferred Stock redeemed at the same time.
Positive
- None.
Negative
- None.
Insider Trade Summary
4 transactions reported
Mixed
4 txns
Insider
Kuba Shaul
Role
Vice President
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Class A-1 Limited Partnership Units | -- | -- | -- |
| holding | Class A-2 Limited Partnership Units | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Special Voting Preferred Stock | -- | -- | -- |
Holdings After Transaction:
Class A-1 Limited Partnership Units — 821,175,346.665 shares (Indirect, By CIM Group Holdings, LLC);
Class A-2 Limited Partnership Units — 86,200,726.998 shares (Indirect, By CIM Group Holdings, LLC);
Common Stock — 100 shares (Indirect, By CIM Group Holdings, LLC);
Special Voting Preferred Stock — 907,376,173.663 shares (Indirect, By CIM Group Holdings, LLC)
Footnotes (3)
- F1. The reporting person may be deemed to beneficially own the shares and limited partnership units owned by CIM Group Holdings, LLC ("CIM Group Holdings") because of his position with CIM Group, LLC ("CIM Group Parent"), which owns and controls CIM Group Holdings. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his indirect pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
- F2. Class A-1 and Class A-2 limited partnership units of an operating partnership in which a subsidiary of the issuer is general partner (the "operating partnership"). Until the consummation of a listing of the issuer's common stock on a national securities exchange (a "Listing"), CIM Group Holdings has no right to have its Class A-1 or A-2 limited partnership units redeemed or exchanged for shares of the issuer's common stock. Following the consummation of a Listing, CIM Group Holdings will have the right to require the operating partnership to redeem,
- F3. (Continued from footnote 2) subject to specified conditions and restrictions, the filer's Class A-1 and A-2 limited partnership units in exchange for a like number of shares of the issuer's common stock or, at the election of the issuer, a cash amount representing the value of such shares of the issuer's common stock. In connection with any such exchange, the issuer is required to concurrently redeem any shares of Special Voting Preferred Stock issued in correspondence to such redeemed Class A-1 or A-2 limited partnership units.
Key Figures
Special Voting Preferred Stock held indirectly: 907,376,173.6630 shares
Common Stock held indirectly: 100.0000 shares
Class A-2 units underlying common stock: 86,200,726.9980 units/shares
+3 more
6 metrics
Special Voting Preferred Stock held indirectly
907,376,173.6630 shares
Total shares following transaction for Special Voting Preferred Stock held indirectly
Common Stock held indirectly
100.0000 shares
Total shares following transaction for Common Stock held indirectly
Class A-2 units underlying common stock
86,200,726.9980 units/shares
Class A-2 Limited Partnership Units and corresponding underlying Common Stock
Class A-1 units underlying common stock
821,175,346.6650 units/shares
Class A-1 Limited Partnership Units and corresponding underlying Common Stock
Exercise price of Class A-1 units
$0.0000 per unit
Stated exercise/conversion price for Class A-1 Limited Partnership Units
Exercise price of Class A-2 units
$0.0000 per unit
Stated exercise/conversion price for Class A-2 Limited Partnership Units
Key Terms
Special Voting Preferred Stock, Class A-1 limited partnership units, Class A-2 limited partnership units, indirect pecuniary interest, +1 more
5 terms
Special Voting Preferred Stock financial
"The reporting person may be deemed to beneficially own the shares and limited partnership units owned by CIM Group Holdings, LLC ("CIM Group Holdings")"
Class A-1 limited partnership units financial
"Class A-1 and Class A-2 limited partnership units of an operating partnership in which a subsidiary of the issuer is general partner"
Class A-2 limited partnership units financial
"Class A-1 and Class A-2 limited partnership units of an operating partnership in which a subsidiary of the issuer is general partner"
indirect pecuniary interest financial
"The reporting person disclaims beneficial ownership of the reported securities except to the extent of his indirect pecuniary interest therein"
Listing financial
"Until the consummation of a listing of the issuer's common stock on a national securities exchange (a "Listing")"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What does Kuba Shaul’s Form 3 filing for CMRF disclose?
The Form 3 shows Kuba Shaul’s indirect holdings in CIM GROUP, INC. through CIM Group Holdings, LLC, including Special Voting Preferred Stock, Common Stock, and limited partnership units that relate to potential future exchanges into common stock, subject to conditions and a future listing event.
How are CIM Group Holdings, LLC interests reported in the CMRF Form 3?
Interests owned by CIM Group Holdings, LLC are reported as indirectly owned by Kuba Shaul due to his position with CIM Group, LLC. The filing notes he may be deemed a beneficial owner, but he disclaims beneficial ownership beyond any indirect pecuniary interest in those securities.
What are the Class A-1 and A-2 limited partnership units mentioned for CMRF?
The Class A-1 and A-2 limited partnership units are interests in an operating partnership where a CIM subsidiary is general partner. After a future exchange listing of CIM GROUP, INC. common stock, these units may be redeemable or exchangeable for common shares or cash, subject to specified conditions.
What triggers potential exchange of CMRF partnership units into common stock?
Potential exchange of Class A-1 and A-2 units into CIM GROUP, INC. common stock, or cash equal to those shares, would only occur following consummation of a listing of the common stock on a national securities exchange and remains subject to specified conditions and restrictions stated in the filing.