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Exhibit 99.9
Susan B. Railey
For shareholders and securities brokers
(301) 468-3120
James T. Pastore
For news media FOR IMMEDIATE RELEASE
(202) 546-6451
CRIIMI MAE ISSUES SERIES E PREFERRED STOCK IN EXCHANGE
FOR SERIES D PREFERRED STOCK
ROCKVILLE, MD, July 27, 2000 - (NYSE:CMM) - Yesterday, CRIIMI MAE Inc.
("CRIIMI MAE" or the "COMPANY") and the holder of its Series D Cumulative
Convertible Preferred Stock, par value $0.01 per share (the "SERIES D
PREFERRED STOCK") entered into a Preferred Stock Exchange Agreement providing
for the exchange on July 26, 2000 (the "SHARE EXCHANGE") of 100,000 shares of
Series D Preferred Stock, representing all outstanding shares of Series D
Preferred Stock, for 100,000 shares of Series E Cumulative Convertible
Preferred Stock, par value $0.01 per share (the "SERIES E PREFERRED STOCK").
The principal purpose of the Share Exchange was to eliminate the July 31,
2000 mandatory conversion date for the Series D Preferred Stock and extend it
to the second anniversary of the effective date of the Company's Third
Amended Joint Plan of Reorganization (the "PLAN"). If the mandatory
conversion date had not been eliminated, the 100,000 shares of Series D
Preferred Stock would have converted into approximately 7.4 million
additional shares of CRIIMI MAE common stock, resulting in substantial
dilution to existing common shareholders. As previously announced, in
February 2000, the Company issued 103,000 shares of Series E Preferred Stock
in exchange for 103,000 shares of Series C Cumulative Convertible Preferred
Stock (representing all outstanding shares of such series of preferred stock)
for the principal purpose of eliminating and extending a mandatory conversion
date.
The Preferred Stock Exchange Agreement (including exhibits thereto) will be
filed as an exhibit to a Current Report on Form 8-K with the Securities and
Exchange Commission (the "SEC"). Reference is made to the Preferred Stock
Exchange Agreement (including exhibits thereto) for a complete description of
the current relative rights and preferences of the Series E Preferred Stock
and certain modified conversion and dividend rights contemplated to take
effect upon the effective date of the Plan.
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Since filing for protection under Chapter 11 of the U.S. Bankruptcy Code on
October 5, 1998, CRIIMI MAE has suspended its loan origination, loan
securitization and CMBS acquisition businesses. The Company continues to own
a substantial portfolio of subordinated CMBS and, through its servicing
affiliate, acts as a servicer for commercial mortgage loans.
More information on CRIIMI MAE is available on its web site
-www.criimimaeinc.com - or for investors, call Susan Railey, 301-468-3120 or
for news media, call Jim Pastore, 202-546-6451.
Note: Except for historical information, forward-looking statements contained
in this release involve a variety of risks and uncertainties. These risks and
uncertainties include the continued uncertainty of the capital markets; the
ability of the Company to obtain recapitalization financing, including but
not limited to a restructuring of certain of its debt and the sale of certain
assets, as contemplated by the Company's plan of reorganization to a party or
parties for sufficient proceeds; the ability to obtain new equity should it
be determined by the Company to proceed with new equity as part of the
Company's plan of reorganization; the ability of relevant parties to finalize
and execute constituent and operative documents called for by the Company's
plan of reorganization; the possible confirmation of an alternative plan; the
trends in the CMBS market; competitive pressures; the effect of future losses
on the Company's need for liquidity; confirmation, effectiveness and
consummation of the Company's plan of reorganization; the effects of the
bankruptcy proceeding on the Company's ongoing business; the actions of
CRIIMI MAE's creditors and equity security holders, including the risk that
the Share Exchange could be challenged and found to be of no effect or that
the terms thereof could be required to be materially modified; the
possibility that the Company's trader election may be challenged on the
grounds that the Company is not in fact a trader in securities or that it is
only a trader with respect to certain securities and that the Company will,
therefore, not be able to mark-to-market its securities, or that it will be
limited in its ability to recognize certain losses, resulting in an increase
in shareholder distribution requirements with the possibility that the
Company may not be able to make such distributions or maintain REIT status;
the likelihood that mark-to-market losses will increase and decrease due to
changes in the fair market value of the Company's trading assets; and the
outcome of litigation to which the Company is a party, as well as the risks
and uncertainties that are set forth in the Company's disclosure statement,
and from time to time in the Company's SEC reports, including its Annual
Report on Form 10-K for the year ended December 31, 1999 and its Quarterly
Report on Form 10-Q for the quarter ended March 31, 2000.
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