Business Context and Reporting Period
This Form 8-K is filed by Colony NorthStar, Inc. (the "Company") on February 28, 2017. The filing announces the financial position as of December 31, 2016, and the fourth-quarter 2016 results for the Company's predecessors: NorthStar Asset Management Group Inc., Colony Capital, Inc. ("Colony"), and NorthStar Realty Finance Corp. ("NRF"). These entities completed their merger on January 10, 2017.
Key Financial Metrics
The filing text does not provide specific numerical values for revenue, profit, cash flow, margins, debt, or liquidity. Instead, it references the following documents attached as exhibits which contain the detailed financial data:
- Exhibit 99.1: Press Release dated February 28, 2017.
- Exhibit 99.2: Supplemental Financial Disclosure for Colony for the quarter ended December 31, 2016.
- Exhibit 99.3: Supplemental Financial Disclosure for NRF for the quarter ended December 31, 2016.
Material Changes
The primary material change reported is the completion of the merger between NorthStar Asset Management Group Inc., Colony Capital, Inc., and NorthStar Realty Finance Corp. on January 10, 2017. This filing serves to disclose the financial results of the predecessor entities for the period immediately preceding the merger.
Guidance, Outlook, and Risks
Management Commentary and Disclosure: The Company is making investor presentations available (Exhibit 99.4) containing summary information. Management explicitly states it undertakes no duty or obligation to publicly update or revise this information, though it may do so as warranted.
Regulation FD: The filing includes Regulation FD disclosures regarding the use of presentation slides for investor and analyst communications.
Website Distribution: The Company utilizes its website (www.clns.com), specifically the "Public Shareholders" subpage, as a primary channel for distributing time-critical information, including press releases and financial data.
Liability Disclaimer: Information in this report and its exhibits is not deemed "filed" under Section 18 of the Exchange Act and is not incorporated by reference into other filings unless expressly stated.
Investor Verification Checklist
- Review Exhibit 99.1 (Press Release) for specific Q4 2016 financial results and the financial position as of December 31, 2016.
- Examine Exhibits 99.2 and 99.3 for detailed supplemental financial disclosures for Colony and NRF respectively.
- Verify the merger closing date of January 10, 2017, to understand the transition of reporting entities.
- Monitor the Company website (www.clns.com) under the "Public Shareholders" tab for future time-critical updates.
- Note that the presentation slides (Exhibit 99.4) are summary information and may be modified in future presentations.