8-K
Power REIT (PW)
UNITEDSTATES
SECURITIESAND EXCHANGE COMMISSION
Washington,D.C. 20549
FORM8-K
CURRENTREPORT
Pursuantto Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): January 28, 2021
POWERREIT
(Exact name of registrant as specified in its charter)
Maryland
(State or other jurisdiction of incorporation)
001-36312
(Commission File Number)
45-3116572
(IRS Employer Identification No.)
301Winding Road
OldBethpage, NY 11804
(Address of principal executive offices and Zip Code)
Registrant’s telephone number, including area code: (212) 750-0371
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| [ ] | Written<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| [ ] | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| [ ] | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| [ ] | Pre-commencement<br> communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title<br> of Each Class | Trading<br> Symbol | Name<br> of Each Exchange on Which Registered |
|---|---|---|
| Common<br> Shares | PW | NYSE<br> (American) |
| 7.75%<br> Series A Cumulative Redeemable Perpetual Preferred Stock, Liquidation Preference $25 per Share | PW.A | NYSE<br> (American) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company [ ]
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
SECTION8: OTHER EVENTS
Item8.01 - Declaration of Dividend
On January 28, 2021 the Registrant declared a quarterly dividend of $0.484375 per share on Power REIT’s 7.75% Series A Cumulative Redeemable Perpetual Preferred Stock payable on March 15, 2021 to shareholders of record on February 15, 2021.
Item8.01 – Other Items
On January 28, 2021, the registrant issued a press release announcing the 2020 Dividend Income Tax Treatment, a copy of which is attached hereto as Exhibit [99.1] and incorporated herein by reference.
Item9.01 Financial Statements and Exhibits.
Exhibits
| Ex. No. | Description |
|---|---|
| 99.1 | Press Release of Power REIT. - 2020 Dividend Income Tax Treatment \[Press release dated January 28, 2021\] |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| POWER REIT | ||
|---|---|---|
| Date:<br> January 28, 2021 | By | /s/ David H. Lesser |
| David<br> H. Lesser | ||
| Chairman<br> of the Board and Chief Executive Officer |
Exhibit99.1
| 301<br> Winding Road<br><br> <br>Old<br> Bethpage, NY 11804<br><br> <br>212-750-0371<br><br> <br>http://www.pwreit.com/ |
|---|
PowerREIT Announces 2020 Dividend Income Tax Treatment
Old Bethpage, NY———————— January 28, 2021, Power REIT (“Power REIT,” “we,” “our,” or the “Company;” NYSE American: PW and PW.PRA), today announced the estimated Federal income tax treatment of the Company’s 2020 distributions on its 7.75% Series A Preferred Stock (CUSIP # 73933H200).
The Federal income tax classification of the distribution per share on the Company’s 7.75% Series A Preferred Stock with respect to the calendar year ended December 31, 2020 is shown in the table below:
| Record <br>Date | Payable <br>Date | Total <br>Distribution <br>Per Share | Ordinary <br>Income <br>Per Share | Return of<br><br> <br>Capital <br>Per Share | Capital Gain <br>Per Share | ||||
|---|---|---|---|---|---|---|---|---|---|
| 2/15/20 | 3/15/20 | $ | 0.484375 | $ | 0.484375 | $ | 0.0 | $ | 0.00 |
| 5/15/20 | 6/15/20 | $ | 0.484375 | $ | 0.484375 | $ | 0.0 | $ | 0.00 |
| 8/15/20 | 9/15/20 | $ | 0.484375 | $ | 0.484375 | $ | 0.0 | $ | 0.00 |
| 11/15/20 | 12/15/20 | $ | 0.484375 | $ | 0.484375 | $ | 0.0 | $ | 0.00 |
Nothing contained herein or therein should be construed as tax advice. Consult your tax advisor for more information. Furthermore, you may not rely upon any information herein or therein for the purpose of avoiding any penalties that may be imposed under the Internal Revenue Code. Stockholders are encouraged to consult with their own tax advisors as to their specific tax treatment of the Company’s distributions.
AboutPower REIT
Power REIT (NYSE American: PW) (the “Registrant” or the “Trust”, and together with its consolidated subsidiaries, “we”, “us”, the “Company” or “Power REIT”, unless the context requires otherwise) is a real estate investment trust (REIT) that owns real estate related to infrastructure assets including properties for Controlled Environment Agriculture, Renewable Energy and Transportation. Power REIT is actively seeking to expand its real estate portfolio related to Controlled Environment Agriculture.
CautionaryStatement about Forward-Looking Statements
This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. In some cases, forward-looking statements can be identified by terminology such as “may,” “should,” “potential,” “continue,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” and similar expressions. These forward-looking statements are based on management’s expectations and assumptions as of the date of this press release and are subject to a number of risks and uncertainties, many of which are difficult to predict that could cause actual results to differ materially from current expectations and assumptions from those set forth or implied by any forward-looking statements. Important factors that could cause actual results to differ materially from current expectations include, among others, the Company’s ability to raise capital through the Rights Offering as planned, the Company’s ability to position itself for future profitability, the Company’s ability to maintain compliance with the NYSE-AMEX listing requirements, and the other factors discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 and the Company’s subsequent filings with the SEC, including subsequent periodic reports on Forms 10-Q and 8-K. The information in this release is provided only as of the date of this release, and we undertake no obligation to update any forward-looking statements contained in this release on account of new information, future events, or otherwise, except as required by law.
Additional information about Power REIT can be found on its website: www.pwreit.com.
Investor Relations:
ir@pwreit.com