CTO Realty Growth Files 8-K with Financial Exhibits
Ticker: CTO-PA · Form: 8-K · Filed: Apr 10, 2024 · CIK: 23795
Sentiment: neutral
Topics: financial-reporting, exhibits
Related Tickers: CTO
TL;DR
CTO Realty Growth filed an 8-K with financial exhibits on 4/10, event date 4/4.
AI Summary
CTO Realty Growth, Inc. filed an 8-K on April 10, 2024, reporting an event that occurred on April 4, 2024. The filing primarily concerns financial statements and exhibits, with no specific material events detailed in the provided text.
Why It Matters
This filing indicates that CTO Realty Growth, Inc. is providing updated financial information or exhibits to the SEC, which is standard practice for public companies.
Risk Assessment
Risk Level: low — The filing is a routine 8-K for financial statements and exhibits, not indicating any immediate material changes or risks.
Key Players & Entities
- CTO Realty Growth, Inc. (company) — Registrant
- April 4, 2024 (date) — Earliest event reported
- April 10, 2024 (date) — Filing date
FAQ
What specific financial statements or exhibits are being filed with this 8-K?
The provided text indicates that 'Financial Statements and Exhibits' are part of the filing, but does not list the specific documents.
What is the significance of the 'Other Events' item information?
The filing lists 'Other Events' as an item information, but the specific details of these events are not elaborated in the provided excerpt.
When was CTO Realty Growth, Inc. incorporated and in which jurisdiction?
CTO Realty Growth, Inc. was incorporated in Maryland.
What is the IRS Employer Identification Number for CTO Realty Growth, Inc.?
The IRS Employer Identification Number for CTO Realty Growth, Inc. is 59-0483700.
What were the previous names of CTO Realty Growth, Inc.?
The company was formerly known as CTO Realty Growth Inc. (name change effective May 8, 2020) and prior to that, Consolidated Tomoka Land Co. (name change effective July 3, 1992).
Filing Stats: 881 words · 4 min read · ~3 pages · Grade level 9.2 · Accepted 2024-04-10 16:30:24
Key Financial Figures
- $0.01 — ge on which registered: Common Stock, $0.01 par value per share CTO NYSE 6.37
- $25.00 — share, with a liquidation preference of $25.00 per share (the "Series A Preferred Stoc
- $20.00 — d Stock") at a public offering price of $20.00 per share. In addition, the Company gra
Filing Documents
- tm2411443d1_8k.htm (8-K) — 32KB
- tm2411443d1_ex1-1.htm (EX-1.1) — 242KB
- tm2411443d1_ex5-1.htm (EX-5.1) — 19KB
- tm2411443d1_ex8-1.htm (EX-8.1) — 22KB
- tm2411443d1_ex5-1img002.jpg (GRAPHIC) — 8KB
- tm2411443d1_ex5-1img01.jpg (GRAPHIC) — 17KB
- tm2411443d1_ex8-1img001.jpg (GRAPHIC) — 3KB
- tm2411443d1_ex8-1img002.jpg (GRAPHIC) — 2KB
- 0001104659-24-045833.txt ( ) — 635KB
- cto-20240404.xsd (EX-101.SCH) — 4KB
- cto-20240404_def.xml (EX-101.DEF) — 26KB
- cto-20240404_lab.xml (EX-101.LAB) — 36KB
- cto-20240404_pre.xml (EX-101.PRE) — 25KB
- tm2411443d1_8k_htm.xml (XML) — 6KB
01. Other Events
Item 8.01. Other Events. On April 4, 2024, CTO Realty Growth, Inc. (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") with Raymond James & Associates, Inc., as representative of the underwriters named in Schedule A thereto (collectively, the "Underwriters") to issue and sell (the "Offering") 1,500,000 shares of the Company's 6.375% Series A Cumulative Redeemable Preferred Stock, par value $0.01 per share, with a liquidation preference of $25.00 per share (the "Series A Preferred Stock") at a public offering price of $20.00 per share. In addition, the Company granted the Underwriters a 30-day option to purchase up to an additional 225,000 shares of Series A Preferred Stock, solely to cover over-allotments, which the Underwriters exercised with respect to 218,417 shares on April 9, 2024. The Offering of the 1,718,417 shares of Series A Preferred Stock (including the 218,417 shares of Series A Preferred Stock being issued pursuant to the Underwriters' option) is expected to close on April 11, 2024, subject to customary closing conditions. The shares of Series A Preferred Stock sold in the Offering will constitute an additional issuance of shares of Series A Preferred Stock, with 2,978,808 shares of Series A Preferred Stock currently issued and outstanding (the "Outstanding Series A Preferred Stock"). The shares of Series A Preferred Stock sold in the Offering will be treated as a single series with and have the same terms as the Outstanding Series A Preferred Stock. The Offering is being conducted pursuant to the Company's effective registration statement on Form S-3 (File No. 333-267819), including the base prospectus, dated October 26, 2022, as supplemented by the prospectus supplement, dated April 4, 2024. The Underwriting Agreement contains certain customary representations, warranties and agreements by the Company, conditions to closing, indemnification rights and obligations of the parties and termination provisions. The for
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d)Exhibits. Exhibit Number Exhibit Description 1.1 Underwriting Agreement, dated as of April 4, 2024, between the Company and Raymond James & Associates, Inc., as representative of the Underwriters named in Schedule A thereto. 5.1 Opinion of Venable LLP 8.1 Tax opinion of Vinson & Elkins L.L.P. as to certain U.S. federal income tax matters 23.1 Consent of Venable LLP (included in Exhibit 5.1) 23.2 Consent of Vinson & Elkins L.L.P. (included in Exhibit 8.1) 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURES
SIGNATURES 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 hereunto duly authorized. CTO REALTY GROWTH, INC. By: /s/ John P. Albright Name: John P. Albright Title: President and Chief Executive Officer Date: April 10, 2024