ITEM 8.01. Other Events.
On
As a result of the elections stockholders were entitled to make in connection
with the dividend announced on
No fractional shares will be issued in connection with the dividend. Stockholders who would otherwise hold a fraction of a share will receive a cash payment in lieu thereof at a price based upon the fractional position multiplied by the VWAP.
The reverse stock split will become effective after markets close on
Immediately after the reverse stock split becomes effective, every 1.03060
shares of SLG's issued and outstanding shares of common stock will be combined
into one share, and the par value per share will remain at
After the issuance of the dividend and the completion of the reverse stock split, the number of shares of SLG's common stock outstanding is expected to be the same as the number of total shares outstanding on the Record Date (not including any issuances or repurchases that may occur following the Record Date, as well as any fractional shares that would have been issued in the Ordinary January Dividend but for which cash-in-lieu was paid). However, on a relative basis, some individual shareholders may have more shares of SLG's common stock, and some individual shareholders may have fewer shares of SLG's common stock, depending on their individual elections to receive cash or stock and as a result of the cash option being oversubscribed.
SLG's transfer agent,
Forward Looking Statement
This Current Report on Form 8-K includes certain statements that may be deemed to be "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and are intended to be covered by the safe harbor provisions thereof. All statements, other than statements of historical facts, included in this Current Report on Form 8-K that address activities, events or developments that we expect, believe or anticipate will or may occur in the future, are forward-looking statements. These forward-looking statements are based on certain assumptions and analyses made by us in light of our experience and our perception of historical trends, current conditions, expected future developments and other factors we believe are appropriate. Forward-looking statements are not guarantees of future performance and actual results or developments may differ materially, and we caution you not to place undue reliance on such statements. Forward-looking statements are generally identifiable by the use of the words "may," "will," "should," "expect," "anticipate," "estimate," "believe," "intend," "project," "continue," or the negative of these words, or other similar words or terms.
Forward-looking statements contained in this Current Report on Form 8-K are
subject to a number of risks and uncertainties, many of which are beyond our
control, that may cause our actual results, performance or achievements to be
materially different from future results, performance or achievements expressed
or implied by forward-looking statements made by us. Factors and risks to our
business that could cause actual results to differ from those contained in the
forward-looking statements include risks and uncertainties related to the
on-going COVID-19 pandemic and the duration and impact it will have on our
business and the industry as a whole and the other risks and uncertainties
described in our filings with the
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