Current Report Filing (8-k)
February 23 2021 - 06:15AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of
1934
Date
of report (Date of earliest event reported): February 22,
2021
POWER
REIT
(Exact
name of registrant as specified in its charter)
Maryland
(State
or other jurisdiction of incorporation)
001-36312
(Commission
File Number)
45-3116572
(IRS
Employer Identification No.)
301
Winding Road
Old
Bethpage, NY 11804
(Address
of principal executive offices and Zip Code)
Registrant’s
telephone number, including area code: (212)
750-0371
Check
the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant
under any of the following provisions (see General Instruction A.2.
below):
|
[ ] |
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425) |
| |
|
| [ ] |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12) |
| |
|
| [ ] |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b)) |
| |
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| [ ] |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
|
Title
of Each Class |
|
Trading
Symbol |
|
Name
of Each Exchange on Which Registered |
| Common
Shares |
|
PW |
|
NYSE
(American) |
| |
|
|
|
|
|
7.75%
Series A Cumulative Redeemable Perpetual Preferred Stock,
Liquidation Preference $25 per Share |
|
PW.A |
|
NYSE
(American) |
Indicate
by check mark whether the registrant is an emerging growth company
as defined in Rule 405 of the Securities Act of 1933 (§230.405 of
this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934
(§240.12b-2 of this chapter).
Emerging
growth company [ ]
If an
emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided
pursuant to Section 13(a) of the Exchange Act.
[ ]
Item
1.01. Entry into a Material Definitive Agreement.
On February 22, 2021, Power REIT (“Power REIT” or the “Trust”),
through a wholly owned subsidiary of the Trust (“PropCo”), amended
its lease (the “Lease”) with the Grail Project whereby the Trust
will fund the construction of 6,256 square feet of additional
cannabis cultivation and processing space along with an increase in
the scheduled lease payments.
The foregoing descriptions of the lease amendment does not purport
to be complete and are qualified in its entirety by reference to
the complete text of the Lease, a copy of which is attached hereto
as Exhibit 10.1 and is incorporated into this Current Report on
Form 8-K by reference.
Item
7.01 Regulation FD Disclosure.
On February 23, 2021, the Trust issued a press release regarding
the acquisition of the Property.
A copy of the press release is attached hereto as Exhibit 99.1. The
information contained in Item 7.01 of this report, including
Exhibit 99.1, is being furnished and shall not be deemed “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934,
as amended, or otherwise subject to the liabilities of that
section. Such information shall not be incorporated by reference
into any filing of the Trust, whether made before or after the date
hereof, regardless of any general incorporation language in such
filing.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
|
Exhibit |
|
Description
of Exhibit |
Forward-Looking Statements
Some
of the information in this press release contains forward-looking
statements and 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. When used in this press release, words
such as “believe,” “expect,” “anticipate,” “estimate,” “plan,”
“continue,” “intend,” “should,” “may,” “target,” or similar
expressions, are intended to identify such forward-looking
statements. Forward-looking statements are subject to significant
risks and uncertainties. Investors are cautioned against placing
undue reliance on such statements. Actual results may differ
materially from those set forth in the forward-looking statements.
Factors that could cause actual results to differ materially from
those described in the forward-looking statements include those
discussed under the caption “Risk Factors” included in our Annual
Report on Form 10-K for our fiscal year ended December 31, 2019,
which was filed with the U.S. Securities and Exchange Commission
(“SEC”), as well as in other reports that we file with the
SEC.
Forward-looking
statements are based on beliefs, assumptions and expectations as of
the date of this press release. We disclaim any obligation to
publicly release the results of any revisions to these
forward-looking statements reflecting new estimates, events or
circumstances after the date of this press release.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
| Date:
February 23, 2021 |
POWER
REIT |
|
|
|
|
| |
By |
/s/
David H. Lesser |
| |
|
David
H. Lesser |
| |
|
Chairman
of the Board and Chief Executive Officer |
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