SoTHERLY Hotels Inc. (NASDAQ: SOHO) (the “Company”) announced
today that it has filed a prospectus supplement with the Securities and
Exchange Commission (the “SEC”) and entered into a Sales Agency
Agreement with its operating partnership, Sotherly Hotels LP (the
“Operating Partnership”), and Sandler O’Neill & Partners, L.P., as the
sales agent, under which it may, from time to time, sell up to $23.4
million of its common stock pursuant to an “at-the-market” equity
offering program. The common stock may be offered and sold through
Sandler O’Neill at market prices or as otherwise agreed to with Sandler
O’Neill. The Company has no obligation to sell any of the common stock
under the Sales Agency Agreement, and may at any time suspend
solicitation and offers.
The Company, through its Operating Partnership, intends to use the net
proceeds from this offering for the repayment of outstanding
indebtedness, acquisition of additional hotels, capital expenditures,
the improvement of hotels in the Company’s portfolio, working capital
and other general purposes.
The shares of common stock will be offered under the Company’s existing
effective shelf registration statement. A prospectus supplement and
related base prospectus describing the terms of the offering have been
filed with the SEC. Before you invest, you should read the prospectus
supplement and the related base prospectus and other documents the
Company has filed with the SEC for more complete information about the
Company and the at-the-market offering program. You may obtain the
prospectus supplement and the related base prospectus on the SEC website
at www.sec.gov or the sales agent will arrange to send you the
prospectus supplement and the related base prospectus if you request it
by contacting Sandler O’Neill & Partners, L.P., 1251 Avenue of the
Americas, 6th Floor, New York, New York 10020, or by phone at
1-866-805-4128.
This press release is for informational purposes only and is not an
offer to sell or the solicitation of an offer to sell any security of
the Company, nor will there be any sale of any security in any
jurisdiction in which such offer, solicitation or sale would be
unlawful. The offering may be made only by means of a prospectus
supplement and related base prospectus.
This disclosure includes “forward-looking statements” within the meaning
of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. Although the Company believes that the
expectations and assumptions reflected in the forward-looking statements
are reasonable, these statements are not guarantees of future
performance and involve certain risks, uncertainties and assumptions
which are difficult to predict and many of which are beyond the
Company’s control. Therefore, actual outcomes and results may differ
materially from what is expressed, forecasted or implied in such
forward-looking statements. Factors which could have a material adverse
effect on the Company’s future results, performance and achievements
include, but are not limited to: national and local economic and
business conditions that affect occupancy rates and revenues at the
Company’s hotels and the demand for hotel products and services; risks
associated with the hotel industry, including competition, increases in
wages and other labor costs, energy costs and other operating costs; the
magnitude and sustainability of the economic recovery in the hospitality
industry and in the markets in which the Company operates; the
availability and terms of financing and capital and the general
volatility of the securities markets; risks associated with the level of
the Company’s indebtedness and its ability to meet covenants in its debt
agreements and, if necessary, to refinance or seek an extension of the
maturity of such indebtedness or modify such debt agreements; management
and performance of the Company’s hotels; risks associated with the
conflicts of interest of the Company’s officers and directors; risks
associated with redevelopment and repositioning projects, including
delays and cost overruns; supply and demand for hotel rooms in the
Company’s current and proposed market areas; the Company’s ability to
acquire additional properties and the risk that potential acquisitions
may not perform in accordance with expectations; the Company’s ability
to successfully expand into new markets; legislative/regulatory changes,
including changes to laws governing taxation of REITs; the Company’s
ability to maintain its qualification as a REIT; and the Company’s
ability to maintain adequate insurance coverage. These risks and
uncertainties are described in greater detail under “Risk Factors” in
the Company’s Prospectus Supplement, filed with the SEC on July 9, 2014,
Annual Report on Form 10-K and subsequent reports filed with the SEC.
The Company undertakes no obligation to and does not intend to publicly
update or revise any forward-looking statement, whether as a result of
new information, future events or otherwise. Although the Company
believes its current expectations to be based upon reasonable
assumptions, it can give no assurance that its expectations will be
attained or that actual results will not differ materially.
About SoTHERLY
Hotels Inc.
SoTHERLY Hotels Inc. is a self-managed and self-administered
lodging REIT focused on the acquisition, renovation, upbranding and
repositioning of upscale and upper upscale full-service hotels in the
Southern United States. Currently, the Company’s portfolio consists of
investments in twelve hotel properties, eleven of which are wholly-owned
and comprise 2,698 rooms. The Company also has a 25.0 percent interest
in the Crowne Plaza Hollywood Beach Resort. Most of the Company’s
properties operate under the Hilton Worldwide, InterContinental Hotels
Group and Starwood Hotels and Resorts brands. SoTHERLY
Hotels Inc. was organized in 2004 and is headquartered in
Williamsburg, Virginia. For more information, please visit
www.sotherlyhotels.com.
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