Attached files
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| EX-10.1 - THIRD 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): April 6,
2018
Voltari Corporation
(Exact name of registrant as specified in its charter)
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Delaware
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000-55419
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90-0933943
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(State or Other Jurisdiction of
Incorporation or Organization)
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(Commission
File Number)
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(IRS Employer
Identification 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
April 6, 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
“Third 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 “Purchase Agreement”). The Third
Amendment reduces the purchase price from $17,000,000 to
$16,625,000 and makes certain changes to the form of triple net
lease to be entered into at the Closing (as defined in the Purchase
Agreement).
The
foregoing description of the Third Amendment is not complete and is
qualified in its entirety by reference to the Third Amendment,
which is attached as Exhibit 10.1 hereto and incorporated herein by
reference.
Item 9.01. Financial Statements and Exhibits.
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(d)
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Exhibits.
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Third
Amendment to Purchase and Sale Agreement, dated as of April 6,
2018, by and between The State Media Company and Voltari Real
Estate Holding LLC.
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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 9, 2018
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By:
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/s/
Kenneth Goldmann
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Kenneth
Goldmann
Principal
Executive Officer
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