WILLIAMSBURG, Va., Oct. 02, 2017 (GLOBE NEWSWIRE) -- Sotherly Hotels Inc. (NASDAQ:SOHO) (the “Company”)
today announced that, subject to market and other conditions, it has commenced an underwritten public offering of shares of its
Series C Cumulative Redeemable Perpetual Preferred Stock (the “Series C Preferred Stock”). The Company expects to grant to the
underwriters a 30-day option to purchase up to an additional 15% of the shares of Series C Preferred Stock being offered to cover
over-allotments, if any, at the public offering price per share of the Series C Preferred Stock. The Company has filed an
application to list the Series C Preferred Stock on the NASDAQ under the symbol “SOHOO.”
The Company intends to contribute the net proceeds from the offering to Sotherly Hotels LP, its operating
partnership, which intends to use the net proceeds to redeem in full the operating partnership’s 7.0% Senior Unsecured Notes due
2019 and, to the extent there are any remaining net proceeds, for general corporate purposes, including potential future
acquisitions of hotel properties.
Sandler O'Neill + Partners, L.P. and Janney Montgomery Scott are acting as joint book-runners for the offering.
Boenning & Scattergood, Inc. and J.J.B. Hilliard, W.L. Lyons, LLC are acting as co-managers. The offering is being conducted as a
public offering under the Company’s shelf registration statement on Form S-3 filed with the Securities and Exchange Commission
(“SEC”) (File No. 333-220369), which was declared effective by the SEC on September 20, 2017. The offering is being made only
by means of a preliminary prospectus supplement and accompanying base prospectus. Copies of the preliminary prospectus supplement
and the accompanying base prospectus can be obtained from Sandler O'Neill + Partners, L.P. at 1251 Avenue of the Americas, 6th
Floor, New York, New York 10020, Attention: Prospectus Department, or by calling toll-free 1-866-805-4128, or by email at
syndicate@sandleroneill.com.
This press release shall not constitute an offer to sell or the solicitation of any offer to buy, nor shall
there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful
prior to registration or qualification under the securities laws of any such state or jurisdiction.
This press release includes “forward-looking statements” 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. 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 and new supply of hotel rooms, increases in wages, energy costs and other operating costs; ; risks associated
with adverse weather conditions, including hurricanes; the availability and terms of financing and capital and the general
volatility of the securities markets; the Company’s intent to repurchase shares from time to time; 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 maintaining the Company’s system of internal controls; 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; risks associated with our ability
to maintain our franchise agreements with our third party franchisors; 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 in the Company’s registration statement, under “Risk Factors” in the Company’s 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 to upper-upscale full-service hotels in the Southern United States. Currently,
the Company’s portfolio consists of investments in eleven hotel properties, comprising 2,838 rooms, and an interest in the Hyde
Resort & Residences, a luxury condo hotel. Most of the Company’s properties operate under the Hilton Worldwide, InterContinental
Hotels Group and Marriott International, Inc. brands. Sotherly Hotels Inc. was organized in 2004 and is headquartered in
Williamsburg, Virginia.
Contact at the Company:
Scott Kucinski
Sotherly Hotels Inc.
410 West Francis Street
Williamsburg, Virginia 23185
(757) 229-5648
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