The following table highlights information about the Properties:Īs of the date hereof, Plymouth has 6,525,000 common shares issued and outstanding, 652,500 incentive options exercisable at $0.10 per share and 353,250 agent's options exercisable at $0.10 per share. Independent appraisals are being obtained to determine the market value of the Initial Property as well as the Additional Properties. Both sellers are not related to Plymouth or any of its directors and officers, nor are they related to the Initial Property Seller or to each other.Īssessment and Description of the Properties The seller of the Florida Property is Oikon Hotels Niceville, LLC, a limited liability company governed by Florida laws, and the seller of the Massachusetts Property is Toole Properties 2006 Inc., a corporation governed by Massachusetts law. If there is insufficient excess cash proceeds from the Financing to fund the cash portion of the aggregate purchase price for the Additional Properties, then Plymouth may choose to either close on the Florida hotel acquisition only or neither at all, but it cannot choose to close on the Massachusetts hotel acquisition only. Including the property improvement plan funding and closing costs and adjustments, cash proceeds of approximately US$2.5 million and US$5.2 million are required to close the Florida hotel acquisition and the Massachusetts hotel acquisition respectively. Plymouth intends to satisfy the aggregate purchase price from the proceeds of new mortgage financing on the Additional Properties in the aggregate principal amount of approximately US$13.3 million, with the remainder of the aggregate purchase price to be paid in cash from any excess proceeds raised from the Financing not required to close the Initial Property. Plymouth also announces that it has entered into two other assignments of existing hotel purchase and sale agreements dated as of Decemto purchase two additional "Hampton Inn" branded hotel properties located in Florida and Massachusetts (the "Additional Properties", and together with the Initial Property, the "Properties") for an aggregate purchase price of approximately US$18.45 million, excluding closing costs and adjustments and funding for brand mandated property improvement plans. It is also anticipated that an effective share consolidation will occur as part of such conversion. The acquisition of the Initial Property is intended to form part of a series of transactions which will cumulate in the effective conversion of Plymouth into a real estate investment trust with an internalized executive management platform. Closing is currently anticipated to be in the first quarter of 2014. On closing of the acquisition of the Initial Property, Plymouth anticipates meeting the "Tier 2" initial listing requirements of the TSXV. pursuant to which M Partners has agreed to, among other things, act as lead agent with respect to an equity private placement financing (the "Financing"), on a commercially reasonably best efforts basis, to be undertaken by Plymouth in order to fund, at a minimum, the cash portion of the above-noted purchase price, and depending on the market conditions, to fund the acquisition of two additional U.S. Plymouth has entered into an engagement letter with M Partners Inc. The directors, officers and senior management of Plymouth will remain unchanged upon completion of the acquisition of the Initial Property. As such, the acquisition will not be a Non-Arm's Length Qualifying Transaction (as that term is defined in TSXV Policy 2.4) and approval of the Plymouth shareholders will not be required. The seller (the "Initial Property Seller") of the Initial Property is Flemington Investors, LP, a Pennsylvania limited partnership, which is unrelated to Plymouth or any of its directors and officers. Including the property improvement plan funding and closing costs and adjustments, the aggregate cost to Plymouth for the Initial Property is approximately US$10.3 million. Plymouth intends to satisfy the purchase price from the proceeds of a new mortgage financing on the Initial Property in the principal amount of approximately US$6.5 million, with the remainder of the purchase price to be paid in cash from the proceeds of the concurrent Financing (as defined below). ("Plymouth") (TSXV: PH.P), a capital pool company, announces today that it has entered into an assignment of an existing hotel purchase and sale agreement dated as of Decemto purchase a "Hampton Inn" branded hotel property located in New Jersey (the "Initial Property") for a purchase price of approximately US$8.5 million, excluding closing costs and adjustments and funding for brand mandated property improvement plan, as its "Qualifying Transaction" (as that term is defined in TSX Venture Exchange ("TSXV") Policy 2.4 - Capital Pool Companies). 3, 2013 /CNW/ - Plymouth Realty Capital Corp.
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