0001532619 false 0001532619 2021-11-05 2021-11-05 0001532619 PW:CommonSharesMember 2021-11-05 2021-11-05 0001532619 PW:Sec7.75SeriesCumulativeRedeemablePerpetualPreferredStockLiquidationPreference25PerShareMember 2021-11-05 2021-11-05 iso4217:USD xbrli:shares iso4217:USD xbrli:shares






Washington, D.C. 20549





Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of report (Date of earliest event reported): November 5, 2021



(Exact name of registrant as specified in its charter)



(State or other jurisdiction of incorporation)



(Commission File Number)



(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))
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. Exit from and Entry into a Material Definitive Agreement.


Effective as of November 5, 2021, Power REIT (“Power REIT” or the “Trust”), through a wholly owned subsidiary of the Trust (“PropCo”), terminated its lease related to a 5.2-acre property located in Crowley County, Colorado (the “Property”), with Original Cannabis Growers of Ordway LLC (the “Tenant”) initially executed on March 19, 2020. To date, Tenant has paid total rent, including a release of its security deposit as part of the termination, of $483,743, which represents 36% of Power REIT’s total investment of $1,358,664.


Effective as of November 5, 2021, PropCo, entered into a new 20-year triple-net lease (the “Golden Lease”) with Golden Leaf Lane, LLC LLC (“Golden”). The Lease provides that Golden is responsible for paying all expenses related to the Property, including maintenance expenses, insurance and taxes. The Lease requires Golden to maintain a medical cannabis license and operate in accordance with all Colorado regulations with respect to its operations.


The Lease is structured whereby after a six-month deferred rent period, the rental payments provide PropCo with a full return of its original invested capital ($1,358,664) over the next three years and thereafter, provides an approximately 13.0% return increasing 3% rate per annum.


The foregoing descriptions of the Golden Lease does not purport to be complete and are qualified in its entirety by reference to the complete text of the Golden 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 9.01 Financial Statements and Exhibits.


(d) Exhibits.


Exhibit   Description of Exhibit
10.1   Lease Agreement with Golden Lease Lane LLC


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.






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: November 8, 2021 By /s/ David H. Lesser
    David H. Lesser
    Chairman of the Board, Chief Executive Officer &
    Chief Financial Officer






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