-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, F6Z52Ip0kYE7novRgmiyXfNVmwP6TPN6Zk4NIswYBRYgr1zDAG3zEV4VyHdMLkZF E8lMBPZDNvGU/+0QR4aQiA== 0000944209-99-001938.txt : 19991220 0000944209-99-001938.hdr.sgml : 19991220 ACCESSION NUMBER: 0000944209-99-001938 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19991216 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19991217 FILER: COMPANY DATA: COMPANY CONFORMED NAME: IMPERIAL CREDIT COMMERCIAL MORTGAGE INVESTMENT CORP CENTRAL INDEX KEY: 0001042824 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 954648345 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-23089 FILM NUMBER: 99776764 BUSINESS ADDRESS: STREET 1: 11601 WILSHIRE BLVD STREET 2: STE 2080 CITY: LOS ANGELES STATE: CA ZIP: 90025 BUSINESS PHONE: 3102311280 MAIL ADDRESS: STREET 1: 11601 WILSHIRE BOULEVARD STREET 2: SUITE 2080 CITY: LOS ANGELES STATE: CA ZIP: 90025 FORMER COMPANY: FORMER CONFORMED NAME: IMPERIAL CREDIT MORTGAGE INVESTMENT CORP DATE OF NAME CHANGE: 19970723 8-K 1 FORM 8-K 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 December 16, 1999 ----------------------------------------------------------------- Date of Report (Date of earliest event reported) Imperial Credit Commercial Mortgage Investment Corp. --------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Maryland 0-23089 95-4648345 - --------------------------- ------------ ------------------- State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 11601 Wilshire Blvd., Suite 2080, Los Angeles, CA 90025 ------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (310) 231-1280 ------------------------------------------------------------ (Registrant's telephone number) Item 5. Other Events. On December 16, 1999, Imperial Credit Commercial Mortgage Investment Corp. (the "Registrant") issued a press release reporting the declaration of a $0.33 dividend for the quarter ending December 31, 1999. A copy of the press release is attached as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference. Item 7. Exhibit Exhibit 99.1 Press release of the Registrant, dated December 16, 1999 SIGNATURE Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. IMPERIAL CREDIT COMMERCIAL MORTGAGE INVESTMENT CORP. By: /s/ MICHAEL MELTZER ------------------------------------------------------ Michael Meltzer, Chief Financial Officer and Treasurer Dated: December 17, 1999 EXHIBIT INDEX Exhibit No. Description --- ----------- 99.1 Press release of the Registrant dated December 16, 1999 EX-99.1 2 PRESS RELEASE OF THE REGISTRANT, DATED 12/16/1999 EXHIBIT 99.1 (LOGO OF IMPERIAL CREDIT COMMERCIAL MORTGAGE INVESTMENT CORP.) FOR IMMEDIATE RELEASE IMPERIAL CREDIT COMMERCIAL MORTGAGE INVESTMENT CORP. ANNOUNCES QUARTERLY DIVIDEND LOS ANGELES, CALIFORNIA, December 16, 1999. Imperial Credit Commercial Mortgage Investment Corp. (Nasdaq: ICMI) today announced that its Board of Directors has declared a cash dividend of $0.33 per share of common stock for the quarter ending December 31, 1999. The dividend will be payable on January 14, 2000, to shareholders of record at the close of business on December 31, 1999. Imperial Credit Commercial Mortgage Investment Corp. is a publicly traded real estate investment trust that invests primarily in multifamily and commercial mortgage loans, real property and commercial mortgage-backed securities. The Company has entered into a merger agreement with Imperial Credit Industries, Inc. (Nasdaq: ICII) pursuant to which, subject to certain conditions including stockholder approval, ICII effectively will acquire all of the outstanding shares of the Company (other than 2,570,000 shares already owned by ICII) for a cash purchase price of approximately $11.57 per share. Certain statements contained herein are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Act of 1934, as amended. These forward-looking statements may be identified by reference to a future period(s) or by the use of forward-looking terminology, such as "may," "will," "intend," "should," "expect," "anticipate," "estimate" or "continue" or the negatives thereof or other comparable terminology. The Company's actual results could differ materially from those anticipated in such forward-looking statements due to a variety of factors, including, but not limited to, changes in national, regional or local economic environments, competitive products and pricing, government fiscal and monetary policies, changes in prevailing interest rates, the course of negotiations, the fulfillment of contractual conditions, factors inherent to the valuation and pricing of interests in commercial mortgage-backed securities, other factors generally understood to affect the real estate acquisition, mortgage and leasing markets and security investments, and the other risks detailed in the Company's Registration Statement on Form S-11, as amended, filed with the Securities and Exchange Commission (the "SEC"), periodic reports on Forms 10-Q, 8-K and 10-K and any amendments with respect thereto filed with the SEC, the Company's preliminary proxy statement filed with the SEC with respect to the Company's proposed merger with a subsidiary of Imperial Credit Industries, Inc., and other filings made by the Company with the SEC. For further information, please contact Michael Meltzer, Chief Financial Officer, at (310) 231-5906. -----END PRIVACY-ENHANCED MESSAGE-----