Pacific Office Properties Announces Intended Listing on the NYSE and Reverse Stock Split
10 Janvier 2011 - 11:03PM
Business Wire
Pacific Office Properties Trust, Inc. (NYSE Amex: PCE), a West
Coast office REIT, announced today the pending transfer of the
listing of its common stock from the NYSE Amex to the New York
Stock Exchange (NYSE). The Company’s common stock has been approved
for listing on the NYSE subject to the completion of the Company’s
currently proposed registered public offering of common stock.
In addition, the Company announced that its Board of Directors
has approved a one-for-ten reverse split of its common stock. The
Company intends to effectuate the reverse stock split in
conjunction with, and contingent upon, its currently proposed
registered public offering of common stock. The Company is
currently marketing the offering at a price range of $7.50 to $8.50
per share. If the reverse stock split is completed, each holder of
the Company’s common stock will receive one share for every ten
shares currently issued and outstanding. No fractional shares will
be issued. In lieu of issuing fractional shares, the Company will
issue to any stockholder who otherwise would have been entitled to
receive a fractional share as a result of the reverse split an
additional full share of its common stock. The Company currently
has 3,903,050 shares of common stock outstanding. The authorized
shares of common stock will not be impacted by the reverse stock
split.
The Company anticipates that the reverse stock split will be
effective on or about January 12, 2011 and that the common stock
will begin trading on a split-adjusted basis on the NYSE under its
current “PCE” ticker symbol at market open on or about January 13,
2011.
A registration statement relating to the Company’s proposed
registered public offering of common stock has been filed with the
Securities and Exchange Commission but has not yet become
effective. These securities may not be sold nor may offers to buy
be accepted prior to the time the registration statement becomes
effective. This press release shall not constitute an offer to sell
or a solicitation of an offer to buy, nor shall there be any sale
of these securities in any state or jurisdiction in which such an
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such state or
jurisdiction.
Copies of the preliminary prospectus relating to the offering
may be obtained for free, by visiting the SEC website at
http://www.sec.gov. Alternatively, you may obtain a copy of the
preliminary prospectus, by contacting Credit Suisse Securities
(USA) LLC, Prospectus Department, One Madison Avenue, New York, NY
10010, or by calling toll free at (800) 221-1037; Wells Fargo
Securities, LLC, Attn: Equity Syndicate Department, 375 Park
Avenue, New York, NY 10152, by calling toll free at (800) 326-5897
or by emailing cmclientsupport@wellsfargo.com; or Citi, Brooklyn
Army Terminal, 140 58th Street, 8th floor, Brooklyn, NY 11220, or
by calling toll free at (800) 831-9146.
About Pacific Office Properties Trust, Inc.
Pacific Office Properties Trust, Inc. (www.pacificofficeproperties.com) is a real estate
investment trust that owns, acquires and operates primarily
institutional-quality office properties principally in selected
long-term growth markets in California and Hawaii.
Certain Information About Forward-Looking Statements
Some of the statements contained in this press release
constitute forward-looking statements within the meaning of the
federal securities laws. Forward-looking statements relate to
expectations, beliefs, projections, future plans and strategies,
anticipated events or trends and similar expressions concerning
matters that are not historical facts. In some cases, you can
identify forward-looking statements by the use of forward-looking
terminology such as “pipeline,” “may,” “will,” “should,” “expects,”
“intends,” “plans,” “anticipates,” “assumes,” “believes,”
“estimates,” “predicts” or “potential” or the negative of these
words and phrases or similar words or phrases which are predictions
of or indicate future events or trends and which do not relate
solely to historical matters. You can also identify forward-looking
statements by discussions of strategy, plans or intentions.
The forward-looking statements contained in this press release
reflect our current views about future events and are subject to
numerous known and unknown risks, uncertainties, assumptions and
changes in circumstances that may cause our actual results to
differ significantly from those expressed in any forward-looking
statement. Statements regarding the following subjects, among
others, may be forward-looking: identification of office properties
to acquire and completing acquisitions on terms favorable to us;
our ability to source off-market deal flow in the future; our
ability to manage our growth effectively; operation of acquired
properties; adverse economic or real estate conditions or
developments in the office real estate sector and/or in the markets
in which we acquire properties; our projected operating results;
decreased rental rates or increased vacancy rates; defaults on,
early terminations of or non-renewal of leases by tenants; tenant
bankruptcies; our ability to sell our interests in properties on a
timely basis and on favorable terms; our joint ventures; declining
real estate valuations and impairment charges; insurance coverage;
our ability to comply with the laws, rules and regulations
applicable to us; impact of changes in governmental regulations,
tax law and rates, and similar matters; the impact of litigation;
market trends in our industry, interest rates, real estate values,
the capital markets and the general economy; our understanding of
our competition; our ability to obtain financing arrangements or
refinance existing debt; future debt service obligations; our
expected leverage; increased interest rates and operating costs;
availability, terms and deployment of capital; our ability to
maintain our qualification as a REIT for U.S. federal income
tax purposes; changes in our business and investment strategy; and
those additional factors described under the heading “Risk Factors”
and elsewhere in our Annual Report on Form 10-K for the year ended
December 31, 2009 and in our subsequent Quarterly Reports on Form
10-Q.
While forward-looking statements reflect our good faith beliefs,
assumptions and expectations, they are not guarantees of future
performance. Furthermore, we disclaim any obligation to publicly
update or revise any forward-looking statement to reflect changes
in underlying assumptions or factors, new information, data or
methods, future events or other changes. For a further discussion
of these and other factors that could cause our future results to
differ materially from any forward-looking statements, reference
should be made to our filings with the Securities and Exchange
Commission.
Pacific Office Properties Trust, (AMEX:PCE)
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