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EX-10.1 - AMENDMENT TO PURCHASE AND SALE AGREEMENT - Voltari Corp | vltc_ex101.htm |
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 29,
2018
Voltari
Corporation
(Exact name of
registrant as specified in its charter)
Delaware
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000-55419
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90-0933943
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(State or
Other Jurisdiction ofIncorporation
or Organization)
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(CommissionFile
Number)
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(IRS
EmployerIdentification
No.)
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767 Fifth
Avenue, Suite 4700
New York, NY
10153
(Address of
Principal Executive Offices, including Zip
Code)
(212)
388-5500
(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))
Indicate by check mark whether
the registrant is an emerging growth company as defined in 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
1.01. Entry Into a
Material Definitive Agreement.
On March 29, 2018, Voltari
Corporation (the “Company”), through its wholly owned
subsidiary, Voltari Real Estate Holding LLC, a Delaware limited
liability company (the “Purchaser”), entered into an
amendment (the “Second Amendment”) to that certain
purchase and sale agreement, dated as of January 19, 2018, as
amended, by and between the Purchaser and The State Media Company,
a South Carolina corporation. The Second Amendment extends the
Review Period (as such term is defined in the Second Amendment) to
April 6, 2018, and extends the Closing Date (as such term is
defined in the Second Amendment) to not later than April 23,
2018.
The foregoing description of the
Second Amendment is not complete and is qualified in its entirety
by reference to the Second Amendment, which is attached as Exhibit
10.1 hereto and incorporated herein by
reference.
Item 9.01. Financial Statements and
Exhibits.
(d) Exhibits.
Exhibit
No.
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Description
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Second Amendment to Purchase and
Sale Agreement, dated as of March 29, 2018, by and between The
State Media Company and Voltari Real Estate Holding
LLC.
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2
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
duly authorized.
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VOLTARI
CORPORATION
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Date: April 4, 2018 |
By:
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/s/
Kenneth
Goldmann
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Kenneth Goldmann |
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Principal Executive Officer |
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