Presidential Realty Receives Listing Notice from NYSE AMEX
July 05 2011 - 5:46PM
Business Wire
Presidential Realty Corporation, a real estate investment trust
whose Class B common stock is traded on the NYSE AMEX LLC (the
“Exchange”) today announced that it had received a notice from the
Exchange, indicating that the Company is not in compliance with the
Exchange’s continued listing standard set forth in Section
1003(a)(iii) of the Exchange’s Company Guide due to having
stockholders’ equity of less than $6,000,000 at March 31, 2011 and
losses from continuing operations in its five most recent fiscal
years ended December 31, 2010.
As permitted by the Exchange, the Company currently expects to
submit a plan to the Exchange by July 18, 2011 that demonstrates
the Company’s ability to regain compliance with the listing
standard of Section 1003(a)(iii) of the Exchange’s Company Guide by
December 17, 2012. If the plan is accepted, the Company may be able
to continue its listing during the remediation period, during which
time it will be subject to periodic review to determine whether it
is making progress consistent with the plan. The Company’s Class B
common stock continues to trade under the symbol “PDL-B” but the
symbol will become subject to the indicator extension “.BC” to
denote the Company’s noncompliance with the Exchange’s listing
standard. The Company’s Class A common stock trades in the over the
counter market under the symbol PDNLA.
About Presidential Realty
Presidential Realty Corporation, a real estate investment trust
whose shares are traded on the NYSE AMEX LLC (PDL-B) and the over
the counter market (PDNLA), is engaged principally in the ownership
of income-producing real estate and in the holding of notes and
mortgages secured by real estate or interests in real estate. On
January 20, 2011, Presidential stockholders approved a plan of
liquidation (“Plan of Liquidation”), which provides for the sale of
all of the Company’s assets over time and the distribution of the
net proceeds of sale to the stockholders after satisfaction of the
Company’s liabilities. As an alternative to the Plan of
Liquidation, the Company has continued to consider various
strategic alternatives in an attempt to maximize shareholder value,
including a merger or consolidation with another company, a tender
offer for the Company’s shares, or other transaction involving a
change in control of the Company, all of which would involve, among
other matters, the acquirer intending to have the Company acquire
new real estate assets and expand its operations. Although the
Company has in the past negotiated and is currently negotiating
with respect to potential strategic transactions, to date, no
appropriate opportunity has been obtained. There can be no
assurance that the Company will be able to sell any of its assets
at prices that the Board of Directors deems fair or that the
Company will be able to enter into a satisfactory strategic
transaction.
Forward-Looking Statements
Certain statements made in this press release that are not
historical fact may constitute “forward-looking statements” within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. Such forward-looking statements include statements
regarding the intent, belief or current expectations of the Company
and its management, including its ability to establish a plan of
compliance with the Exchange’s continuing listing standard and to
effect the plan, as well as the effect of the approval on January
20, 2011 by the Company’s stockholders of the Plan of Liquidation
upon attaining compliance with the listing standard. Such
forward-looking statements involve known and unknown risks,
uncertainties and other factors that may cause the actual results,
performance or achievements of the Company to be materially
different from any future results, performance or achievements
expressed or implied by such forward-looking statements. Such
factors include, among other things, the following:
- the Company may not be able to improve
its results of operations or stockholders’ equity in order to
regain compliance with Exchange listing standards or otherwise be
able to maintain the listing of its Class B common stock on the
Exchange;
- the risk that management may not be
able to execute the sale of all or substantially all of the
Company’s assets and complete the Plan of Liquidation, either
through a sale of individual assets or in a strategic
transaction;
- the expectation that if the Company
does sell all or substantially all of its assets or the Company no
longer maintains an operating business, the Class B common stock
will be delisted from the Exchange;
- the risk that the proceeds from the
sale of the assets may be substantially below the Company’s
estimates;
- the risks that the proceeds from the
sale of the assets may not be sufficient to satisfy the Company’s
obligations to its current and future creditors;
- the risk and expense of stockholder
litigation with respect to the Plan of Liquidation or other
possible transactions affecting the Company and other unforeseeable
expenses relating to the liquidation;
- disruption resulting from the
liquidation process making it more difficult to maintain
relationships with customers or employees;
- continuing generally adverse economic
and business conditions, which, among other things (a) affect the
demand for retail and office space at properties owned by the
Company and (b) affect the availability and creditworthiness of
prospective tenants and the rental rates obtainable at the
properties;
- continuing adverse conditions in the
real estate markets, which affect the ability of the Company or the
joint venture in which the Company is a member to sell, or
refinance the mortgages on, their properties and which may also
affect the ability of prospective tenants to rent space at these
properties;
- general risks of real estate ownership
and operation;
- governmental actions and
initiatives;
- environmental and safety requirements;
and
- the Company’s ability to continue as a
real estate investment trust (“REIT”).
Additional factors that could cause Presidential’s results to
differ materially from those described in the forward-looking
statements can be found in the Company’s 2010 Annual Report on Form
10-K and its Quarterly Report on Form 10-Q for the quarter ended
March 31, 2011. Except as required by law, the Company expressly
disclaims any obligation or undertaking to release publicly any
updates or revisions to any forward-looking statements contained
herein to reflect any changes in the Company’s expectations with
regard thereto or change in events, conditions or circumstances on
which any such statement is based.