Sotherly Hotels Inc. Announces Launch of Offering of Series C Cumulative Redeemable Perpetual Preferred Stock
October 02 2017 - 8:07AM
Sotherly Hotels Inc. (NASDAQ:SOHO) (the “Company”) today
announced that, subject to market and other conditions, it has
commenced an underwritten public offering of shares of its Series C
Cumulative Redeemable Perpetual Preferred Stock (the “Series C
Preferred Stock”). The Company expects to grant to the underwriters
a 30-day option to purchase up to an additional 15% of the shares
of Series C Preferred Stock being offered to cover over-allotments,
if any, at the public offering price per share of the Series C
Preferred Stock. The Company has filed an application to list the
Series C Preferred Stock on the NASDAQ under the symbol “SOHOO.”
The Company intends to contribute the net
proceeds from the offering to Sotherly Hotels LP, its operating
partnership, which intends to use the net proceeds to redeem in
full the operating partnership’s 7.0% Senior Unsecured Notes due
2019 and, to the extent there are any remaining net proceeds, for
general corporate purposes, including potential future acquisitions
of hotel properties.
Sandler O'Neill + Partners, L.P. and Janney
Montgomery Scott are acting as joint book-runners for the offering.
Boenning & Scattergood, Inc. and J.J.B. Hilliard, W.L. Lyons,
LLC are acting as co-managers. The offering is being conducted as a
public offering under the Company’s shelf registration statement on
Form S-3 filed with the Securities and Exchange Commission (“SEC”)
(File No. 333-220369), which was declared effective by the SEC on
September 20, 2017. The offering is being made only by means
of a preliminary prospectus supplement and accompanying base
prospectus. Copies of the preliminary prospectus supplement and the
accompanying base prospectus can be obtained from Sandler O'Neill +
Partners, L.P. at 1251 Avenue of the Americas, 6th Floor, New York,
New York 10020, Attention: Prospectus Department, or by calling
toll-free 1-866-805-4128, or by email at
syndicate@sandleroneill.com.
This press release shall not constitute an offer
to sell or the solicitation of any offer to buy, nor shall there be
any sale of these securities in any state or jurisdiction in which
such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction.
This press release includes “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. Although the Company
believes that the expectations and assumptions reflected in the
forward-looking statements are reasonable, these statements are not
guarantees of future performance and involve certain risks,
uncertainties and assumptions which are difficult to predict and
many of which are beyond the Company’s control.
Therefore, actual outcomes and results may
differ materially from what is expressed, forecasted or implied in
such forward-looking statements. Factors which could have a
material adverse effect on the Company’s future results,
performance and achievements, include, but are not limited to:
national and local economic and business conditions that affect
occupancy rates and revenues at the Company’s hotels and the demand
for hotel products and services; risks associated with the hotel
industry, including competition and new supply of hotel rooms,
increases in wages, energy costs and other operating costs; ; risks
associated with adverse weather conditions, including hurricanes;
the availability and terms of financing and capital and the general
volatility of the securities markets; the Company’s intent to
repurchase shares from time to time; risks associated with the
level of the Company’s indebtedness and its ability to meet
covenants in its debt agreements and, if necessary, to refinance or
seek an extension of the maturity of such indebtedness or modify
such debt agreements; management and performance of the Company’s
hotels; risks associated with maintaining the Company’s system of
internal controls; risks associated with the conflicts of interest
of the Company’s officers and directors; risks associated with
redevelopment and repositioning projects, including delays and cost
overruns; supply and demand for hotel rooms in the Company’s
current and proposed market areas; risks associated with our
ability to maintain our franchise agreements with our third party
franchisors; the Company’s ability to acquire additional properties
and the risk that potential acquisitions may not perform in
accordance with expectations; the Company’s ability to successfully
expand into new markets; legislative/regulatory changes, including
changes to laws governing taxation of REITs; the Company’s ability
to maintain its qualification as a REIT; and the Company’s ability
to maintain adequate insurance coverage. These risks and
uncertainties are described in greater detail in the Company’s
registration statement, under “Risk Factors” in the Company’s
Annual Report on Form 10-K and subsequent reports filed with the
SEC. The Company undertakes no obligation to and does not intend to
publicly update or revise any forward-looking statement, whether as
a result of new information, future events or otherwise. Although
the Company believes its current expectations to be based upon
reasonable assumptions, it can give no assurance that its
expectations will be attained or that actual results will not
differ materially.
About Sotherly Hotels Inc.
Sotherly Hotels Inc. is a self-managed and
self-administered lodging REIT focused on the acquisition,
renovation, upbranding and repositioning of upscale to
upper-upscale full-service hotels in the Southern United States.
Currently, the Company’s portfolio consists of investments in
eleven hotel properties, comprising 2,838 rooms, and an interest in
the Hyde Resort & Residences, a luxury condo hotel. Most of the
Company’s properties operate under the Hilton Worldwide,
InterContinental Hotels Group and Marriott International, Inc.
brands. Sotherly Hotels Inc. was organized in 2004 and is
headquartered in Williamsburg, Virginia.
Contact at the
Company:
Scott Kucinski Sotherly Hotels Inc.410 West Francis
StreetWilliamsburg, Virginia 23185 (757) 229-5648
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