BOSTON, Dec. 11, 2013 /CNW/ - Plymouth Realty Capital Corp. ("Plymouth") (TSXV: PH.P), a capital pool company, announces today that it intends to proceed with a private placement (the "Offering") of units (the "Units") at a price of $0.15 per Unit for aggregate gross proceeds of a minimum of $5 million and a maximum of $15 million to fund the previously announced acquisition of the "Hampton Inn" branded hotel in New Jersey as its "Qualifying Transaction" and, to the extent proceeds sufficiently exceed the minimum, the "Hampton Inn" branded hotels in Florida and Massachusetts. Each Unit will comprise one common share of Plymouth and one unlisted non-transferable common share purchase warrant entitling the holder thereof to purchase one common share of Plymouth at a price of $0.15 per share for a two year period from the date of issuance.
The Units will be offered and sold to qualified investors on a best efforts basis through M Partners Inc. or a syndicate of agents led by M Partners Inc. and, absent an available exemption, will be subject to a four month hold period. The agents will be paid a cash commission equal to 7.5% of the gross proceeds of the Offering and will receive an option to purchase, at any time up to 24 months from the date of issuance, up to that number of Plymouth common shares equal to 7.5% of the number of shares issued in the Offering at a price of $0.15 per share.
Closing of the Offering will occur contemporaneously with, or immediately prior to, the closing of the "Qualifying Transaction", which is currently anticipated to be on or about January 31, 2014.
Plymouth's common shares are currently halted and Plymouth anticipates they will remain halted until the documentation required by the TSXV for the proposed "Qualifying Transaction" can be provided to the TSXV.
Plymouth is currently designated as a Capital Pool Company by the TSXV. The company has not commenced commercial operations and has no assets other than cash. Upon completion of its "Qualifying Transaction", Plymouth intends to carry on business as an owner and operator of hotel real estate properties located in the United States and at an appropriate time in the future, intends to carry on such business as a real estate investment trust with an internalized executive management platform.
Cautions Regarding Future Plans and Forward Looking Information
Completion of the proposed transaction is subject to a number of conditions, including but not limited to TSXV acceptance. There can be no assurance that the transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the "Qualifying Transaction", any information released or received with respect to the proposed transaction may not be accurate or complete and should not be relied upon. Trading in the securities of Plymouth should be considered highly speculative.
The TSXV has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release. Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
This press release contains forward-looking information within the meaning of Canadian securities laws. Such information includes, without limitation, information regarding the completion of the proposed transaction and the business strategies of Plymouth. Although Plymouth believes that such information is reasonable, it can give no assurance that such expectations will prove to be correct.
Forward looking information is typically identified by words such as: believe, expect, anticipate, intend, estimate, postulate and similar expressions, or are those, which, by their nature, refer to future events. Plymouth cautions investors that any forward-looking information provided by Plymouth is not a guarantee of future results or performance, and that actual results may differ materially from those in forward looking information as a result of various factors, including, but not limited to: Plymouth's ability to complete the proposed transaction; the state of the real estate sector in the event the proposed transaction is completed; recent market volatility; Plymouth's ability to be fully able to implement its business strategies and other risks and factors that Plymouth is unaware of at this time. The reader is referred to Plymouth's initial public offering prospectus and other continuous disclosure documents for a more complete discussion of risk factors relating to Plymouth and their potential effects, copies of which may be accessed through Plymouth's page on SEDAR at www.sedar.com. This news release shall not constitute an offer to sell or the solicitation of an offer to buy any securities nor shall there by any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
SOURCE: Plymouth Realty Capital Corp.
For further information:
Jeff Witherell, CEO of Plymouth Realty Capital Corp. at (617) 340-3826.