STOCKHOLDERS' EQUITY

Dividends

Cash dividends per share of Common Stock declared during the six months ended June 30, 2019 and 2018 consist of the following:



Declaration Date	Payment Date	Type	Cash Dividend Per Common Share
June 4, 2019	June 27, 2019	Regular Quarterly	$	0.12500
February 20, 2019	March 25, 2019	Regular Quarterly	$	0.12500

June 4, 2018	June 28, 2018	Regular Quarterly	$	0.12500
March 6, 2018	March 29, 2018	Regular Quarterly	$	0.12500

As previously announced, in connection with the Program to Unlock Embedded Value in Our Portfolio and Improve Trading Liquidity of Our Common Stock, as defined in "Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations" of this Quarterly Report on Form 10-Q, our board of directors reevaluated our dividend policy. As a result of such review, our board of directors established a new quarterly dividend rate of $0.025 per share of our Common Stock and, on August 8, 2019, we declared a cash dividend of $0.025 per share of our Common Stock (which will be equal to $0.075 per share of our Common Stock following the Reverse Stock Split), to be paid on September 18, 2019 to stockholders of record at the close of business on September 6, 2019.

On August 8, 2019, in connection with the Program to Unlock Embedded Value in Our Portfolio and Improve Trading Liquidity of Our Common Stock, we declared a special cash dividend of $14.00 per share of Common Stock (the “Special Dividend”), or $613,294,000 in the aggregate, that will be paid on August 30, 2019 to stockholders of record at the close of business on August 19, 2019. The Special Dividend will be funded primarily by the net proceeds (after the repayment of debt) received from the sale of ten properties during 2019 (Note 3) and borrowings on our revolving credit facility. Also on August 8, 2019, we announced the Reverse Stock Split, which will become effective at 12:01 a.m. on September 3, 2019. Pursuant to the Reverse Stock Split, every three shares of Common Stock held by a stockholder immediately prior to the effective time of the Reverse Stock Split will be converted into one share of Common Stock. Fractional shares of Common Stock will not be issued as a result of the Reverse Stock Split; instead, holders of pre-split shares of Common Stock who otherwise would have been entitled to receive a fractional share of Common Stock will receive an amount in cash equal to the product of the fraction of a share multiplied by the September 3, 2019 closing price of the Common Stock on Nasdaq.

On December 18, 2017, we declared a special cash dividend of $0.73 per share of Common Stock, or $1,575,000 in the aggregate, that was paid on January 11, 2018 to stockholders of record on December 29, 2017. This special cash dividend allowed common stockholders that did not participate in the December 18, 2017 private repurchase to receive the economic benefit of such repurchase. Pursuant to the December 18, 2017 private repurchase, the Company repurchased in a privately negotiated transaction, canceled and retired 14,090,909 shares of Common Stock from Urban Partners II, LLC ("Urban II"), a fund managed by an affiliate of CIM Group, the Administrator and the Operator of CIM Commercial (each as defined in Note 14), and an affiliate of CIM REIT and CIM Urban, for an aggregate purchase price of $310,000,000, or $22.00 per share. Urban II waived its right to receive the January 11, 2018 special cash dividend.

Series A Preferred Warrants

Each Series A Preferred Unit consists of (i) one share of Series A Preferred Stock (Note 10) and (ii) one Series A Preferred Warrant (Note 10) which allows the holder to purchase 0.25 of a share of Common Stock. The Series A Preferred Warrants are exercisable beginning on the first anniversary of the date of their original issuance until and including the fifth anniversary of the date of such issuance. The exercise price of each Series A Preferred Warrant is at a 15.0% premium to the per share estimated NAV of our Common Stock (as most recently published and designated as the Applicable NAV by us at the time of each issuance of Series A Preferred Warrants). At the effective time of the Reverse Stock Split, the exercise price of each outstanding Series A Preferred Warrant will automatically increase to three times the exercise price of such warrant immediately prior to the effective time of the Reverse Stock Split and the number of shares of Common Stock issuable upon the exercise of such warrant will automatically be adjusted to one-third of 0.25 (or approximately 0.0833) of a share of Common Stock. Further, the Company intends to reduce the strike price of each outstanding Series A Preferred Warrant to account for the effect of the Special Dividend.

Proceeds and expenses from the sale of the Series A Preferred Units are allocated to the Series A Preferred Stock and Series A Preferred Warrants using their relative fair values on the date of issuance. As of June 30, 2019, we had issued 3,614,493 Series A Preferred Warrants in connection with our offering of Series A Preferred Units and allocated net proceeds of $244,000, after specifically identifiable offering costs and allocated general offering costs, to the Series A Preferred Warrants in permanent equity.