0001104659-20-038110.txt : 20200325 0001104659-20-038110.hdr.sgml : 20200325 20200325122746 ACCESSION NUMBER: 0001104659-20-038110 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200319 ITEM INFORMATION: Results of Operations and Financial Condition FILED AS OF DATE: 20200325 DATE AS OF CHANGE: 20200325 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CION Investment Corp CENTRAL INDEX KEY: 0001534254 IRS NUMBER: 453058280 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 814-00941 FILM NUMBER: 20740998 BUSINESS ADDRESS: STREET 1: 3 PARK AVENUE STREET 2: 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: 212 - 418 - 4700 MAIL ADDRESS: STREET 1: 3 PARK AVENUE STREET 2: 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10016 FORMER COMPANY: FORMER CONFORMED NAME: CĪON Investment Corp DATE OF NAME CHANGE: 20111104 8-K 1 tm2013669-1_8k.htm FORM 8-K

UNITED STATES

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

Date of Report (Date of earliest event reported): March 25, 2020 (March 19, 2020)

CĪON Investment Corporation

(Exact Name of Registrant as Specified in Charter)

Maryland		000-54755		45-3058280
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

3 Park Avenue, 36th Floor

New York, New York 10016

(Address of Principal Executive Offices)

	(212) 418-4700
	(Registrant’s telephone number, including area code)

	Not applicable
	(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading symbol(s)		Name of each exchange on which registered
None		Not applicable		Not applicable

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 2.02. Results of Operations and Financial Condition.

The board of directors (the “Board”) of CĪON Investment Corporation (“CIC”) has delegated to CIC’s executive officers the authority to determine the amount, record dates, payment dates and other terms of distributions to shareholders, which will be ratified by the Board on a quarterly basis.

On March 19, 2020, CIC’s co-chief executive officers determined to (i) change the timing of declaring distributions to shareholders from quarterly to monthly; and (ii) temporarily suspend the payment of distributions to shareholders commencing with the month ending April 30, 2020, whether in cash or pursuant to CIC’s distribution reinvestment plan, as amended and restated. Distributions in respect of future months will be reevaluated by management and the Board based on circumstances and expectations existing at the time of consideration.

On March 19, 2020, the Board, including the independent directors, determined to temporarily suspend CIC’s share repurchase program commencing with the second quarter of 2020. Share repurchases for the first quarter of 2020, which offer to repurchase expired on March 20, 2020, will be accepted by CIC and paid to tendering shareholders in accordance with the terms, conditions, and limitations set forth in the applicable share repurchase documentation that CIC filed with the Securities and Exchange Commission on February 14, 2020. Share repurchases for future quarters will be reevaluated by the Board based on circumstances and expectations existing at the time of consideration.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CĪON Investment Corporation

Date:

March 25, 2020

By: /s/ Michael A. Reisner

Co-Chief Executive Officer