<PAGE>1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) December 7, 1998
----------------
CRIIMI MAE Inc.
--------------------------------------------------
(Exact Name of Registrant as Specified in Charter)
Maryland 1-10360 52-1622022
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
11200 Rockville Pike, Rockville, Maryland 20852
- --------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including are code: (301) 816-2300
---------------
N/A
- -------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
<PAGE>2
Item 5. Events
The registrant issued a press release on December 7, 1998. The press
release is filed as an exhibit to this Current Report on Form 8-K.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
The following exhibits are filed as a part of this Current Report on
Form 8-K:
(c) Exhibits
99.1 Press Release issued by CRIIMI MAE Inc. on December 7, 1998.
<PAGE>3
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.
CRIIMI MAE Inc.
Date: /s/ December 14, 1998 By: /s/ Cynthia O. Azzara
--------------------- ---------------------
Its: Principal Financial and
Accounting Officer
<PAGE>4
EXHIBIT INDEX
Exhibit
No. Description
- -----------------------------------------------------------------------------
*99.1 Press Release issued by CRIIMI MAE Inc. on December 7, 1998.
- ---------------
*Filed herewith.
<PAGE>5
Contact: Susan B. Railey
for shareholders & securities brokers
(301) 468-3120
Andrew P. Blocher,
for institutional investors
(301) 231-0371
James T. Pastore FOR IMMEDIATE RELEASE
for news media
(202) 546-6451
CRIIMI MAE reaches agreements with two major creditors;
Agrees to split net cash flow from CMBS collateral with
Merrill Lynch and German American Capital Corporation
Rockville, MD, December 7, 1998 - (NYSE: CMM) - CRIIMI MAE Inc. has reached
agreements with two of its major creditors, Merrill Lynch Mortgage Capital Inc.
(Merrill Lynch) and German American Capital Corporation (GACC), under which the
company and these creditors will split the monthly cash flow after debt service
from 13 classes of CRIIMI MAE's subordinated commercial mortgage-backed
securities (CMBS). The total current monthly cash flow before paying
floating-rate, LIBOR-based debt service is approximately $5.0 million. The
Merrill Lynch agreement has been preliminarily approved by the Bankruptcy Court,
and the GACC agreement has been submitted to the Bankruptcy Court for approval.
CRIIMI MAE had financed the acquisition of the 13 classes of CMBS with $452.3
million of loans from these two creditors. CRIIMI MAE and two affiliates filed
to reorganize under Chapter 11 of the U.S. Bankruptcy Code on October 5.
"Without lengthy court proceedings, these agreements help to resolve certain
disputed issues with two of our major lenders and assure a continuing flow of
income as CRIIMI MAE reorganizes," said Chairman William B. Dockser. "We are
continuing to negotiate with our other creditors," though Mr. Dockser gave no
assurance that CRIIMI MAE would reach agreements with the other creditors.
As part of the agreement with Merrill Lynch, CRIIMI MAE is dismissing without
prejudice its October 21 lawsuit asking the lender to turnover funds the company
charged Merrill Lynch had wrongly withheld. For its part, Merrill Lynch is
dismissing without prejudice its motion for relief from the automatic stay in
the bankruptcy proceedings.
<PAGE>6
Under the agreement with Merrill Lynch, CRIIMI MAE will receive approximately
$1.5 million representing the October distributions from eight classes of CMBS
collateralizing the loan from Merrill Lynch net of October's interest payment to
Merrill Lynch. For subsequent months, the agreement calls for CRIIMI MAE to
receive distributions of 50 percent of the monthly cash flow from the CMBS, net
of interest payable to Merrill Lynch. Merrill Lynch will apply its half of the
net distribution to pay down the outstanding principal balance of its loans to
CRIIMI MAE.
Under the agreement with GACC, CRIIMI MAE each month will receive approximately
50 percent of the cash flow from the CMBS collateralizing the loan from GACC,
net of interest payable to GACC. GACC will apply the remaining 50 percent to,
among other things, hedge costs and to pay down the outstanding principal
balance.
Before filing for reorganization, CRIIMI MAE had been actively involved in
acquiring, originating, securitizing and servicing multifamily and commercial
mortgages and mortgage related assets throughout the United States. Since filing
for Chapter 11 protection, CRIIMI MAE has suspended its loan securitization,
loan underwriting and loan origination businesses. The company, however,
continues to hold a substantial portfolio of subordinated CMBS and, through its
servicing affiliate, acts as a servicer for its own as well as third party
securitizations.
NOTE: Except for the historical information, forward-looking statements
contained in this release involve a variety of risks and uncertainties. These
risks and uncertainties include the continued instability in the capital
markets, the trends in the CMBS market, the ability of CRIIMI MAE to obtain
additional capital, competitive pressures, the effect of any future losses on
CRIIMI MAE's need for liquidity, the effect of the bankruptcy proceeding on
CRIIMI MAE's ongoing business activities, the actions of CRIIMI MAE's creditors,
the provisions of any plan of reorganization approved by the Bankruptcy Court
and the outcome of litigation to which the company is a party, as well as the
risks and uncertainties that are set forth from time to time in CRIIMI MAE's SEC
reports, including the report on Form 10-K for the year ended December 31, 1997
and the Form 10-Q for the quarter ended September 30, 1998.
