Voltari

Voltari was established in August 2012 as an operating business of Motricity. Motricity had been associated with mobile content and mobile commerce, but the corporate structure was subsequently reorganized. On April 10, 2013, the reorganization was completed: Motricity became a wholly owned subsidiary of Voltari, and Voltari replaced Motricity as the publicly held company. Voltari’s common stock traded on Nasdaq under the symbol VLTC. The company underwent a major strategic transformation after Carl Icahn acquired a controlling interest in August 2015. Rather than continuing primarily as a mobile-oriented operating company, Voltari’s board approved a plan to make commercial real estate its central business. The company thereafter described its activities in terms of acquiring, financing, owning, and leasing commercial properties. Koala Holdings LP, an Icahn affiliate, provided financing for Voltari’s real-estate acquisitions. The first disclosed acquisition under the new strategy was a property in Long Branch, New Jersey, completed on September 17, 2015. The property was leased to JPMorgan Chase under a triple-net lease whose initial term was scheduled to expire in June 2020, with renewal options. On May 18, 2016, Voltari acquired a property in Flanders, New York. That asset was leased to 7-Eleven under a double-net lease with an initial term extending to December 2029 and additional renewal options. On April 23, 2018, Voltari acquired a property in Columbia, South Carolina, subject to a triple-net lease with The McClatchy Company. The company’s ownership structure became increasingly concentrated under Icahn. On December 17, 2017, Icahn acquired additional Series J non-convertible preferred stock. The disclosed result was control of approximately 52.7 percent of Voltari’s outstanding equity and approximately 98 percent of its preferred shares. The concentration of ownership was consistent with Voltari’s role as an Icahn-affiliated investment and real-estate vehicle. On June 14, 2018, shareholders elected Peter K. Shea, Jaffrey (Jay) A. Firestone, Sachin Latawa, and Kevin Lewis as directors. In the following year, Voltari announced a significant corporate transaction. On March 25, 2019, it confirmed that it had entered into a merger arrangement and plan with Starfire Holding Corporation, a subsidiary of Carl C. Icahn, together with High River Limited Partnership and Koala Holdings LP. The arrangement contemplated Starfire’s purchase of Voltari. The available reference material does not document the definitive completion of the proposed merger, the company’s final delisting status, or its post-transaction operations. For that reason, Voltari’s current status cannot be stated confidently as active or defunct. Historically, however, the company represents a clear case of corporate repositioning: it moved from a mobile-content operating structure inherited through Motricity to a narrowly focused commercial real-estate ownership and leasing model under Icahn control.

• 2019

  Proposed acquisition by Starfire Holding

  [1]Voltarien.wikipedia.org

  Voltari announced a merger arrangement under which Icahn subsidiary Starfire Holding Corporation would purchase the company.

• 2018

  Columbia property acquisition and board election

  [1]Voltarien.wikipedia.org

  Voltari acquired a Columbia, South Carolina, property leased to The McClatchy Company, and shareholders elected four directors in June.

• 2017

  Icahn expands preferred-stock ownership

  [1]Voltarien.wikipedia.org

  Icahn acquired additional Series J non-convertible preferred stock and maintained a dominant ownership position.

• 2016

  Flanders property acquisition

  [1]Voltarien.wikipedia.org

  Voltari acquired a Flanders, New York, property leased to 7-Eleven.

• 2015

  Icahn control and real-estate transformation

  [1]Voltarien.wikipedia.org

  After Carl Icahn acquired a controlling interest, Voltari approved a plan to become a commercial real-estate business.

• 2015

  First disclosed commercial-property acquisition

  [1]Voltarien.wikipedia.org

  Voltari acquired a Long Branch, New Jersey, property leased to JPMorgan Chase.

• 2013

  Corporate reorganization creates the Voltari public-company structure

  [1]Voltarien.wikipedia.org

  On April 10, 2013, Motricity became a wholly owned subsidiary of Voltari, which replaced Motricity as the publicly held corporation.

• 2012

  Voltari is formed as a Motricity operating business

  [1]Voltarien.wikipedia.org

  Voltari was formed in August 2012 as an operating business of Motricity.

A specialized commercial real-estate holding and leasing company focused on acquiring, financing, and leasing income-producing properties under net-lease structures.

• Commercial real estate · 2015

  Commercial real-estate acquisitions

  Voltari’s post-2015 business centered on acquiring income-producing commercial properties. The disclosed portfolio included properties in New Jersey, New York, and South Carolina. These were not consumer products but investment assets intended to generate contracted lease income from established tenants.

• Real-estate leasing · 2015

  Net-lease property ownership and leasing

  Voltari owned and leased commercial properties under triple-net and double-net arrangements. The disclosed tenants included JPMorgan Chase, 7-Eleven, and The McClatchy Company. Net-lease structures generally allocate specified property costs to tenants, supporting a landlord model based on contractual rent rather than active property operations.

• Real-estate finance · 2015

  Commercial real-estate financing

  The company also engaged in financing its property strategy. Koala Holdings LP, an affiliate of Carl Icahn, financed acquisitions made during Voltari’s transformation into a commercial real-estate business.

• 2019

  Enter a merger arrangement with Starfire HoldingM&A

  Background

  Voltari was controlled by Carl Icahn-affiliated interests, including High River Limited Partnership and Koala Holdings LP.

  Action taken

  The company entered into a merger arrangement and plan with Starfire Holding Corporation, an Icahn subsidiary, for Starfire to purchase Voltari.

  Aftermath

  The available reference does not establish whether the proposed transaction was completed or the final status of Voltari as a separate entity.

  Source

• 2015

  Transform Voltari into a commercial real-estate companyStrategy

  Background

  Carl Icahn acquired a controlling interest in Voltari, and the company needed a new operating focus after the change in ownership.

  Action taken

  The board unanimously approved a plan to acquire, finance, own, and lease commercial real-estate properties.

  Aftermath

  Voltari acquired leased properties in Long Branch, Flanders, and Columbia, with financing from an Icahn affiliate.

  Source

• 2013

  Adopt Voltari as the publicly traded parentStrategy

  Background

  The corporate reorganization separated the public-company role from Motricity’s operating subsidiary structure.

  Action taken

  Motricity became a wholly owned subsidiary and Voltari replaced it as the public corporation.

  Aftermath

  Voltari became the Nasdaq-listed entity under the VLTC ticker.

  Source

1. 1Voltarien.wikipedia.org