v3.26.1
ORGANIZATION AND BUSINESS
6 Months Ended
Jun. 30, 2026
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
ORGANIZATION AND BUSINESS
NOTE 1 — ORGANIZATION AND BUSINESS
CIM Group, Inc. (the “Company”) is a diversified real assets management platform and an owner, operator, lender and developer of real assets. The Company manages assets and pursues opportunities across five platforms: Real Estate, Credit, Infrastructure, Opportunity Zones, and Strategic Opportunities, with a focus on generating attractive risk-adjusted returns. Through its Asset Management segment, the Company provides real assets management and related services to funds, managed accounts and co-investment vehicles (individually, a “Fund” and collectively, the “Funds”). Through its Strategic Holdings segment, the Company owns and manages a portfolio of real estate, credit investments, holdings in and alongside managed Funds and other strategic holdings designed to generate investment returns and long-term value appreciation.
CIM Finance Holdings GP, LLC, a wholly-owned subsidiary of the Company (“CMFH GP”), is the sole general partner of CIM Finance Holdings, LP (“CMFH”). The Company operates and controls all of the business and affairs of CMFH. As a result, CIM Group, Inc. consolidates the financial results of CMFH and reports a noncontrolling interest representing the economic interest in CMFH held by the other member(s) of CMFH. As of June 30, 2026, the Company held 32.5% of the economic interest of CMFH.
The Company was originally organized on July 27, 2010 as CIM Real Estate Finance Trust, Inc., a non-exchange traded real estate investment trust (“REIT”) as a Maryland corporation, that elected to be taxed, and operated its business to qualify, as a REIT until terminating its REIT status effective January 1, 2026 in connection with the Transactions (as defined and discussed in detail below) (“CMFT”).
In connection with the Transactions described below, the Company amended its charter to change its name from CIM Real Estate Finance Trust, Inc. to CIM Group, Inc. on June 26, 2026.
TRANSACTIONS
On June 24, 2026, CMFT entered into a contribution and subscription agreement (the “Contribution Agreement”) with CMFH and CIM Group Holdings, LLC (“CMGH”), a subsidiary of CIM Group, LLC. Pursuant to the Contribution Agreement, the Company entered into a series of transactions (the “Transactions”) to acquire the real assets management business and portfolio of investments conducted through CIM Group Management, LLC and CIM Group Investments, LLC (collectively, the “Contributed Entities”) and to establish the Company as a diversified owner, operator, lender, developer and real assets management platform. The Transactions were completed on June 24, 2026 (the “Transaction Date”).
In connection with the Transactions, the Company reorganized its ownership structure through CMFH, to which CMGH contributed all of the issued and outstanding equity interests of the Contributed Entities. As consideration, CMGH received 907,376,073.663 newly issued CMFH Class A limited partnership units (“CMFH Class A LP Units”) and 907,376,073.663 shares of a newly created series of special voting preferred stock, $0.01 par value per share, of the Company (“Special Voting Preferred Shares”), representing 67.5% of the economic and voting ownership of the combined company immediately following the closing of the Transactions.
The remaining 32.5% economic and voting ownership of the combined company is owned by the Company’s pre-transaction stockholders through (i) their continued ownership of the issued and outstanding shares of the Company and (ii) the Company’s retaining 436,884,776.208 limited partnership units in CMFH (“CMFH Class B LP Units”) representing 32.5% economic ownership of CMFH.
Additionally, the Company’s board of directors (the “Board”) determined that, as a result of the Transactions, the Company will no longer meet the requirements to qualify as a REIT under the applicable provisions of the Internal Revenue Code of 1986, as amended, and that, accordingly, it was no longer in the best interests of the Company for it to attempt to, or continue to, qualify as a REIT. The termination of the Company’s REIT election was effective January 1, 2026. In connection therewith, the Company filed a certificate of notice with the State Department of Assessments and Taxation of Maryland notifying stockholders of the Board’s determination that it was no longer in the best interests of the Company to continue to be qualified as a REIT and that therefore the applicable restrictions on ownership and transfer of shares of stock of the Company as set forth in the Company’s charter shall no longer apply.