Sotherly Hotels LP Closes $25.0 Million Senior Unsecured Notes Offering
February 12 2018 - 12:15PM
Sotherly Hotels Inc. (NASDAQ:SOHO) (the “Company”) today
announced that its operating partnership, Sotherly Hotels LP, a
Delaware limited partnership (the “Operating Partnership” and,
together with the Company, “we”, “us” and “our”), has closed an
underwritten public offering of $25.0 million of 7.25% senior
unsecured notes due 2021 (the “Notes”) for total expected net
proceeds of approximately $23,300,000 after deducting the
underwriting discounts and commissions and estimated
offering-related expenses payable by the Company. The Notes are
unconditionally guaranteed by the Company. The Operating
Partnership has granted to the underwriters a 30-day option to
purchase up to an additional 15% of the Notes being offered to
cover over-allotments, if any, at the public offering price of
$25.00 per Note. The Operating Partnership has filed an application
to list the Notes on the NASDAQ® Global Market under the symbol
“SOHOK” and, if the application is approved, trading is expected to
commence within 30 days of closing of the offering.
The Operating Partnership intends to use the net
proceeds from this offering, together with existing cash on hand
and the proceeds from additional financing sources, to finance the
purchase price of the Hyatt Centric Arlington hotel (the “Arlington
Acquisition”) and for general corporate purposes, including
acquisition of additional hotels, the repayment of other
outstanding indebtedness, capital expenditures, the improvement of
hotels in our portfolio, working capital and other general
purposes.
Sandler O'Neill + Partners, L.P. acted as lead
left book-runner and Stephens Inc. acted as a passive book-runner
for the offering. The offering was made as a public offering under
the Company’s and the Operating Partnership’s jointly filed shelf
registration statement on Form S-3 filed with the Securities and
Exchange Commission (“SEC”) (File Nos. 333-220369 and
333-220369-01), which was declared effective by the SEC on
September 20, 2017. The offering was made only by means of a
prospectus supplement and accompanying base prospectus. Copies of
the 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 we believe
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 our 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 our 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 our 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 our
indebtedness and our ability to meet covenants in our 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 our hotels; risks associated with
maintaining our 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 our current and proposed market areas; risks associated
with our ability to maintain our franchise agreements with our
third party franchisors; our ability to consummate the Arlington
Acquisition and to acquire additional properties and the risk that
potential acquisitions, including the Arlington Acquisition, may
not perform in accordance with expectations; our 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 our
ability to maintain adequate insurance coverage. These risks and
uncertainties are described in greater detail in our registration
statement, under “Risk Factors” in our Annual Report on Form 10-K
and subsequent reports filed with the SEC. We undertake no
obligation to and do not intend to publicly update or revise any
forward-looking statement, whether as a result of new information,
future events or otherwise. Although we believe our current
expectations to be based upon reasonable assumptions, we can give
no assurance that our 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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