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CATCHMARK TIMBER TRUST, INC. Form 8-K: Current report, 2018

CATCHMARK TIMBER TRUST, INC. Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2018-12-31: Form 8-K; Period of report 2018-12-31; Description 1.01 Entry into a Material Definitive Agreement; Details 1.01.
  • 2018-12-03: Form 8-K; Period of report 2018-11-30; Description 2.01 Completion of Acquisition or Disposition of Assets; 7.01 Regulation FD Disclosure; Details 2.01.
  • 2018-11-05: Form 8-K; Period of report 2018-10-31; Description 1.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events; Details 1.01.
  • 2018-11-01: Form 8-K; Period of report 2018-11-01; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
FiledFormPeriod of reportDescriptionDetailsDocument
2018-12-318-K2018-12-311.01 Entry into a Material Definitive Agreement1.01 CatchMark Timber Trust, Inc. (the “Company”) is party to employment agreements, dated as of October 30, 2013, with each of Mr. Jerrold Barag, the Company’s Chief Executive Officer and President, and Mr. Brian M. Davis, the Company’s Senior Vice President and Chief Financial Officer (the “Employment Agreements”).a8kfirstamendmentofcttempl.htm
2018-12-038-K2018-11-302.01 Completion of Acquisition or Disposition of Assets; 7.01 Regulation FD Disclosure2.01 On November 30, 2018, CatchMark Timber Trust, Inc. (the “Company”) completed the previously announced sale of approximately 56,000 acres of timberlands in Texas and Louisiana (the “Southwest Property”) to Forest Investment Associates L.P. (the “Purchaser”) for $79.3 million in cash.
7.01 On December 3, 2018, the Company issued a press release regarding the completion of the sale of the Southwest Property.
southwestdisposition.htm
2018-11-058-K2018-10-311.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
5.02 On October 31, 2018, the Board elected Todd P. Reitz, the Company’s Senior Vice President, Forest Resources, as the Company’s principal operating officer.
8.01 Filed herewith as Exhibit 23.1 is a consent of the Company’s independent registered public accounting firm, Deloitte & Touche LLP, to the incorporation by reference of their report dated March 1, 2018 included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017 filed on March 1, 2018 (the “2017 Form 10-K”) into the registration statements listed in such consent (the “Revised Consent”).
a8k.htm
2018-11-018-K2018-11-012.02 Results of Operations and Financial Condition2.02 On November 1, 2018, CatchMark Timber Trust, Inc. issued a press release announcing its financial results for the quarter ended September 30, 2018.q32018er.htm
2018-10-188-K2018-10-187.01 Regulation FD Disclosure7.01 On October 18, 2018, CatchMark Timber Trust, Inc. issued a press release reporting negligible impacts from recent hurricanes (the “Press Release”).a8kctthurricaneupdate2018.htm
2018-09-218-K2018-09-217.01 Regulation FD Disclosure7.01 On September 21, 2018, CatchMark Timber Trust, Inc. simultaneously issued press releases in the United States and the United Kingdom announcing that it has determined not to make an offer for the outstanding common shares of Phaunos Timber Fund Limited, a Channel Islands domiciled closed-end timber fund.phaunos-potentialwithdrawal.htm
2018-09-178-K/A2018-07-129.01 Financial Statements and Exhibits9.01 The unaudited financial statements of CP Timber 1 as of June 30, 2018 and December 31, 2017 and for the three and six months ended June 30, 2018 and 2017, and the notes thereto are filed as Exhibit 99.1 to this report.tripletproforma.htm
2018-09-128-K/A2018-07-129.01 Financial Statements and Exhibits9.01 Exhibit Description 8.1 Opinion of Alston & Bird LLP, dated as of July 6, 2018, as to certain tax matters (incorporated by reference to Exhibit 8.1 to the Current Report on Form 8-K filed July 12, 2018).d591159d8ka.htm
2018-09-068-K2018-09-067.01 Regulation FD Disclosure7.01 On September 6, 2018, CatchMark Timber Trust, Inc. simultaneously issued press releases in the United States and the United Kingdom announcing its intention to explore the acquisition of the outstanding common shares of Phaunos Timber Fund Ltd., a Channel Islands domiciled closed-end timber fund.potentialoffertoacquirepha.htm
2018-08-308-K2018-08-282.01 Completion of Acquisition or Disposition of Assets; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 7.01 Regulation FD Disclosure2.01 On August 28, 2018, CatchMark Timber Trust, Inc. (the “Company”) completed its purchase of approximately 18,063 acres of prime Oregon timberlands (the “Bandon Property”) from funds managed by Forest Investment Associates for approximately $88.8 million, exclusive of closing costs and payments totaling $0.9 million made by the Company to extend the terms of its purchase options agreements.
2.03 On August 28, 2018, the Company borrowed $89 million under its multi-draw term loan facility to fund the acquisition of the Bandon Property.
7.01 On August 30, 2018, the Company issued a press release regarding the acquisition of the Bandon Property.
completionofbandonacquisit.htm
2018-08-248-K2018-08-201.01 Entry into a Material Definitive Agreement1.01 On August 20, 2018, CatchMark Timber Trust, Inc. (the “Company”) entered into a Purchase and Sale Agreement (the “Sale Agreement”), by and among the Company, CatchMark HBU, LLC (“HBU”), CatchMark Southern Timberlands II, L.P. (“Southern Timberlands”), CatchMark TRS Harvesting Operations, LLC (“TRS”), CatchMark Texas Timberlands, L.P. (“Texas Timberlands,” and collectively with HBU, TRS and Southern Timberlands, “Seller”), Forest Investment Associates L.P. (“Purchaser”) and First American Title Insurance Company.d606263d8k.htm
2018-08-228-K2018-08-228.01 Other Events8.01 On August 22, 2018, CatchMark Timber Trust, Inc. issued a press release announcing the execution of separate agreements to acquire 18,063 acres of prime Oregon timberlands, and to sell its 56,000-acre Southwest Region portfolio while retaining 370,000 tons of merchantable inventory.a8-kbandonandsouthwestcomb.htm
2018-08-028-K2018-08-022.02 Results of Operations and Financial Condition2.02 On August 2, 2018, CatchMark Timber Trust, Inc. issued a press release announcing its financial results for the quarter ended June 30, 2018.a8kq22018er.htm
2018-07-128-K2018-06-191.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers1.01 On July 6, 2018, CatchMark Timber Operating Partnership, L.P, a wholly owned subsidiary of CatchMark Timber Trust, Inc. (“CatchMark”), completed its previously announced (and as previously disclosed in the Current Report on Form 8-K on May 18, 2018) investment of $200 million of common equity investment in Creek Pine Holdings, LLC (“Holdings”), funded using a combination of cash-on-hand and borrowings under CatchMark’s senior credit facility.
5.02 On June 19, 2018, Brian M. Davis was appointed by the CatchMark board to replace John F. Rasor as corporate Secretary of CatchMark and Glen Smith was appointed by the CatchMark board to replace Brian M. Davis as assistant corporate Secretary of CatchMark.
d323558d8k.htm
2018-07-098-K2018-07-067.01 Regulation FD Disclosure7.01 On July 9, 2018, CatchMark Timber Trust, Inc. issued a press release announcing the completion of the previously announced TexMark Timber Treasury (Triple T Timberlands) joint venture acquisition of 1.1 million acres of prime East Texas timberlands for approximately $1.39 billion.a8-ktriplettransactionclose.htm
2018-07-058-K2018-06-291.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.creditagreementconsentanda.htm
2018-06-298-K2018-06-265.07 Submission of Matters to a Vote of Security Holders5.07 CatchMark Timber Trust, Inc. (the "Company") held its 2018 annual meeting of stockholders (the “Annual Meeting”) on June 26, 2018.a2018annualstockholdersmee.htm
2018-05-188-K2018-05-141.01 Entry into a Material Definitive Agreement1.01 On May 14, 2018, CatchMark Timber Operating Partnership, L.P, a wholly owned subsidiary of CatchMark Timber Trust, Inc. (“CatchMark”), entered into a letter agreement (the “CTT Equity Commitment Letter”) providing for a $227.5 million equity investment in Creek Pine Holdings, LLC (“Holdings”), to be funded using a combination of cash-on-hand and borrowings under CatchMark’s senior credit facility (the “Investment”).d564628d8k.htm
2018-05-158-K2018-05-145.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure; 8.01 Other Events5.02 On May 14, 2018, CatchMark Timber Trust, Inc. (the “Company”) issued a press release announcing that John F. Rasor will transition out of his roles as Chief Operating Officer and corporate Secretary of the Company in connection with the Acquisition described in Item 8.01 below.
7.01 Certain executive officers of the Company will present on an investor call on May 15, 2018.
8.01 On May 14, 2018, the Company issued a press release announcing the execution of the Crown Pine Purchase Agreement (the “Purchase Agreement”) by and among Creek Pine Holdings, LLC, a subsidiary of the Company (“Holdings”), Crown Pine Timber 1, L.P., (“CP Timber 1”), Crown Pine Parent, L.P., Crown Pine REIT, Inc., and GPT1 LLC.
d560212d8k.htm
2018-05-108-K2018-05-107.01 Regulation FD Disclosure7.01 Certain executive officers of CatchMark Timber Trust (the "Company") will present at investor meetings and conferences beginning on May 14, 2018.investorpresentationq12018.htm
2018-05-038-K2018-05-032.02 Results of Operations and Financial Condition2.02 On May 3, 2018, CatchMark Timber Trust, Inc. issued a press release announcing its financial results for the quarter ended March 31, 2018.a8kq12018er.htm
2018-03-228-K2018-03-228.01 Other Events8.01 On March 22, 2018, CatchMark Timber Trust, Inc. (“Catchmark”) issued a press release announcing that the underwriters in CatchMark’s previously-announced public offering exercised in full the over-allotment option granted to the underwriters with respect to the purchase of an additional 750,000 shares of Class A common stock at a public offering price of $12.60 per share.d556980d8k.htm
2018-03-168-K2018-03-141.01 Entry into a Material Definitive Agreement; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
8.01 On March 16, 2018, the Company issued a press release announcing the closing of the above-referenced underwritten public offering of 5,000,000 shares of its Class A common stock at a price to the public of $12.60 per share.
d521927d8k.htm
2018-03-148-K2018-03-148.01 Other Events8.01 On March 14, 2018, CatchMark Timber Trust, Inc. issued a press release announcing the pricing of its previously-announced underwritten public offering of shares of its Class A common stock.d548374d8k.htm
2018-03-138-K2018-03-137.01 Regulation FD Disclosure; 8.01 Other Events7.01 On March 13, 2018, representatives of CatchMark Timber Trust, Inc. (the Company) began making presentations to investors using slides containing the information attached to this Current Report on Form 8-K as Exhibit 99.1 (the Investor Presentation) and incorporated herein by reference.
8.01 On March 13, 2018, the Company issued a press release announcing the launch of an underwritten public secondary offering of shares of its Class A common stock.
d518084d8k.htm
2018-03-028-K2018-03-028.01 Other Events8.01 As a result of recent changes in applicable tax law, the discussion under the heading “Certain United States Federal Income Tax Considerations” in Exhibit 99.1 hereto (incorporated hereby reference) supersedes and replaces the discussion under the heading “Certain United States Federal Income Tax Considerations” in the prospectus dated June 16, 2017, which is a part of CatchMark Timber Trust, Inc.’s Registration Statement on Form S-3 (File No. 333-218466) filed with the Securities and Exchange Commission on June 2, 2017.taxconsiderationsupdate.htm
2018-02-278-K2018-02-275.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure5.02 As previously disclosed in the Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) by CatchMark Timber Trust, Inc. (the “Company”) on January 5, 2018, John F. Rasor notified the Company on December 29, 2017 of his resignation from the Board of Directors (the “Board”), effective December 31, 2017.
7.01 On February 27, 2018, the Company issued a press release announcing the election of Ms. McBride to the Board, as discussed in Item 5.02 above.
a8-kdirectorappointment.htm
2018-02-158-K2018-02-152.02 Results of Operations and Financial Condition2.02 On February 15, 2018, CatchMark Timber Trust, Inc. issued a press release announcing its financial results for the quarter and the year ended December 31, 2017.q42017earningsrelease.htm
2018-01-058-K/A2017-12-019.01 Financial Statements and Exhibits9.01 Exhibit No. Exhibit Description 10.1* Fifth Amended and Restated Credit Agreement, dated as of December 1, 2017, by and among CatchMark Timber Operating Partnership, L.P., as Borrower, certain Guarantors, CoBank, ACB, as Administrative Agent, Joint Lead Arranger, Sole Bookrunner, Swingline Lender and Issuing Lender, AgFirst Farm Credit Bank, as Joint Lead Arranger and Syndication Agent, Coöperatieve Rabobank U.A., New York Branch, as Document Agent, and Certain Financial Institutions, as the Lenders (the “Credit Agreement”).* 10.2* Fourth Amended and Restated Security Agreement, dated as of December 1, 2017, made by CatchMark Timber Trust, Inc., CatchMark LP Holder, LLC, CatchMark Timber Operating Partnership, L.P., Timberlands II, LLC, CatchMark Timber TRS, Inc., CatchMark TRS Harvesting Operations, LLC, CatchMark HBU, LLC, CatchMark Texas Timberlands GP, LLC, CatchMark Texas Timberlands, L.P., CatchMark TRS Management, LLC, CatchMark TRS Harvesting Operations II, LLC, CatchMark Southern Holdings II GP, LLC, CatchMark Southern Timberlands II, L.P., CatchMark South Carolina Timberlands, LLC and CatchMark TRS Investments, LLC in favor of CoBank, ACB, as administrative agent for the benefit of itself and each Lender Party.* 10.3* Fourth Amended and Restated Pledge Agreement, dated as of December 1, 2017, made by CatchMark Timber Trust, Inc., CatchMark LP Holder, LLC, CatchMark Timber Operating Partnership, L.P., Timberlands II, LLC, CatchMark Timber TRS, Inc., CatchMark TRS Harvesting Operations, LLC, CatchMark HBU, LLC, CatchMark Texas Timberlands GP, LLC, CatchMark Texas Timberlands, L.P., CatchMark TRS Management, LLC, CatchMark TRS Harvesting Operations II, LLC, CatchMark Southern Holdings II GP, LLC, CatchMark Southern Timberlands II, L.P., CatchMark South Carolina Timberlands, LLC and CatchMark TRS Investments, LLC in favor of CoBank, ACB, as administrative agent for the benefit of itself and each Lender Party.* 10.4 Pricing Table Schedule to the Credit Agreement.a8-kaamendmentno1.htm
2018-01-058-K2017-12-295.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On December 29, 2017, CatchMark Timber Trust, Inc. (the “Company”) notified John F. Rasor, the Company’s Chief Operating Officer, corporate Secretary, and a member of the Board of Directors (the “Board”), that his employment agreement with the Company, dated October 30, 2013, would not be renewed and would be allowed to expire by its terms on December 31, 2017.a8-kdepartureofdirector.htm