8-K
filed January 9, 2026, 6:59 PM ET
CIK 0001593222
M&A
confidence high
sentiment neutral
materiality 0.85
City Office REIT, Inc.: M&A transaction — City Office REIT acquired by MCME Carell for $7.00/share; delisted from NYSE
City Office REIT, Inc.
- MCME Carell (Elliott/Morning Calm joint venture) completed acquisition of City Office REIT for $7.00 per common share; preferred redeemed at $25.00 plus accrued distributions.
- Over 98% of voting stockholders supported the transaction; CEO James Farrar cited 'immediate and significant value' for shareholders.
- Common stock (NYSE: CIO) and Series A Preferred Stock delisted effective Jan 9, 2026; company to file Form 15 to suspend SEC reporting.
- All outstanding RSUs and PSUs vested and cashed out at $7.00 per underlying share; Company Incentive Plan terminated.
- Advisors: Raymond James and JLL Securities for CIO; Eastdil Secured for MCME Carell.
Key facts
Extracted from this filing and checked against the source text.
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.7
City Office REIT, Inc. issued preferred stock for Preferred Merger Consideration.
- Security
- preferred stock
- Consideration
- Preferred Merger Consideration
Exact text from the filing
each share of Series A Preferred Stock that was issued and outstanding prior to the Effective Time was redeemed, prior to the Effective Time, in exchange for the Preferred Merger Consideration
View on SEC.gov
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.9
City Office REIT, Inc. issued common stock for $7.00 per share.
- Security
- common stock
- Consideration
- $7.00 per share
Exact text from the filing
“MCME Carell”) announced today that MCME Carrell has completed its previously announced acquisition of City Office REIT, Inc. (NYSE: CIO) (“City Office REIT” or “CIO”) for $7.00 per share of common stock. As a result of the transaction, CIO’s common stock will no longer be listed on any public market. James Farrar, City Office REIT’s Chief Executive
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.4
City Office REIT, Inc.: Company acquired via merger; no substantive governance amendment described (effective 2026-01-09).
- Effective
- 2026-01-09
Exact text from the filing
The information set forth in the Introductory Note and
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M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
City Office REIT, Inc. underwent a change of control involving MCME Carell Holdings, LP for $7.00 per share of common stock (closed 2026-01-09).
- Action
- change of control
- Counterparty
- MCME Carell Holdings, LP
- Consideration
- $7.00 per share of common stock
- Closing
- 2026-01-09
Exact text from the filing
(other than certain excluded shares owned, directly or indirectly, by Parent, Merger Sub or the Company), was cancelled and converted automatically into the right to receive $7.00 in cash, without interest and subject to deduction for any required withholding tax (the “Merger Consideration”). In addition, as previously disclosed, on December 4, 2025, the
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
City Office REIT, Inc. terminated Credit Agreement dated as of March 15, 2018 with Keybank National Association valued at The Credit Agreement was terminated and all outstanding obligations discharged on the Closing Date. (effective 2026-01-09).
- Action
- termination
- Agreement
- credit facility
- Counterparty
- Keybank National Association
- Value
- The Credit Agreement was terminated and all outstanding obligations discharged on the Closing Date.
- Effective
- 2026-01-09
Exact text from the filing
On the Closing Date, Parent paid (or caused to be paid) to the lenders under that certain Credit Agreement, dated as of March 15, 2018, by and among City Office REIT Operating Partnership, L.P., the Company, Keybank National Association and the other lenders party thereto (as amended, modified or otherwise supplemented, the “Credit Agreement”) the amount specified in such payoff letter with respect thereto (including after giving effect to any per diem amount specified therein, to the extent applicable) to discharge all outstanding obligations of the Company and its subsidiaries under the Credit Agreement (including the release and discharge of any related guarantees, liens and security interests) and to terminate the commitments thereunder.
View on SEC.gov
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