Presidio Property Trust, Inc 8-K, filed Jan 7, 2022
Presidio Property Trust, Inc. (SQFT)
About this 8-K
Presidio Property Trust, Inc filed this 8-K on January 7, 2022.
Items reported
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
(Address of principal executive offices, including zip code)
Registrant’s
telephone number, including area code:
(Former name or former address, if changed since last report)
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:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | ||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | ||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | ||
| Pre-commencement 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 of each class | Trading Symbol(s) |
Name of each exchange on which registered | ||
value per share |
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Redeemable Perpetual Preferred Stock, $0.01 par value per share |
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. ☐
| Item 7.01. | Regulation FD Disclosure. |
On January 7, 2022, Presidio Property Trust, Inc. issued a press release announcing its sponsorship of a special purpose acquisition company initial public offering. A copy of the press release is attached hereto as Exhibit 99.1.
The information furnished in this Item 7.01, including the attached exhibit, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filings under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits. |
The following exhibits are filed as part of this report:
| Exhibit Number | Description | |
| 99.1 | Press release, dated January 7, 2022. |
SIGNATURES
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 thereunto duly authorized.
| PRESIDIO PROPERTY TRUST, INC. | ||
| By: | /s/ Adam Sragovicz | |
| Name: | Adam Sragovicz | |
| Title: | Chief Financial Officer | |
| Dated: January 7, 2022 | ||
Exhbit 99.1
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Presidio Property Trust Announces Sponsorship of $150 Million SPAC Offering
SAN DIEGO, CA / ACCESSWIRE / January 7, 2021 / (NASDAQ:SQFT) (NASDAQ:SQFTP) Presidio Property Trust, Inc. (“Presidio” or the “Company”), an internally managed, diversified real estate investment trust (“REIT”), today announced that the Company, through a newly formed wholly-owned subsidiary, has been identified as the sponsor in a registration statement on Form S-1 filed with the Securities and Exchange Commission (“SEC”) relating to proposed initial public offering of the following Special Purpose Acquisition Company (the “SPAC”):
| - | Murphy Canyon Acquisition Corp. proposes to offer 15 million units to the public, each unit comprised of one share of common stock and three-fourths of one redeemable warrant, at a price of $10 per unit, and use the proceeds to acquire one or more businesses in the real estate industry, including but not limited to construction, homebuilding, real estate owners and operators, arrangers of financing, insurance, and other services for real estate, and adjacent businesses and technologies targeting the real estate space, which we refer to as “Proptech” businesses. |
The business address and contact information for the SPAC is Murphy Canyon Acquisition Corp., 4995 Murphy Canyon Road, Suite 300, San Diego, CA 92123. The telephone number is 760-471-8536 and the email contact for investors is LHartkorn@presidiopt.com
The offering is subject to market and other conditions, and there can be no assurance as to whether or when the offering may be completed, or as to the actual size or terms of the offering. The public offering described above is being underwritten by A.G.P/Alliance Global Partners as sole book-running manager, with The Benchmark Company, LLC, serving as co-manager. It is anticipated that the offering will commence within the next 45 to 60 days and will be preceded by various “road-show” events that will be organized by the underwriters, during which time potential investors will have the opportunity to direct questions to the management of the SPAC regarding the proposed offering.
The registration statement relating to the securities has been filed with the SEC 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 does not constitute an offer to sell or the solicitation of an offer to buy these securities, 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.
The proposed offering will be made only by means of a prospectus. Copies of the preliminary prospectus may be obtained from: A.G.P./Alliance Global Partners, 590 Madison Avenue, 28th Floor, New York, NY 10022 or via telephone at 212-624-2060 or email: prospectus@allianceg.com. Before investing in this offering, interested parties should read the prospectus.
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About Presidio Property Trust
Presidio is an internally managed, diversified REIT with holdings in office, industrial, and retail properties, and model home properties which are triple-net leased to homebuilders. Presidio’s model homes are leased to homebuilders located primarily in Texas and Florida and its office, industrial and retail properties are located primarily in Colorado, with commercial properties also located in North Dakota, Maryland, Texas and in Southern California. While geographical clustering of real estate enables Presidio to reduce its operating costs through economies of scale by servicing a number of properties with less staff, it makes Presidio susceptible to changing market conditions in these discrete geographic areas, including those that have developed as a result of COVID-19. For more information on Presidio, please visit the Company’s website at https://www.PresidioPT.com.
Cautionary Note Regarding Forward-Looking Statements
This press release contains statements that constitute “forward-looking statements,” including with respect to the proposed initial public offering. No assurance can be given that the offering discussed above will be completed on the terms described, or at all. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the SPAC and Presidio, including those set forth in the Risk Factors section of the SPAC’s registration statement and the preliminary prospectus included therein. Copies are available on the SEC’s website at www.sec.gov. The SPAC and Presidio undertake no obligation to update these statements for revisions or changes after the date of this press release, except as required by law.
Investor Relations Contact:
Presidio Property Trust, Inc.
Lowell Hartkorn, Investor Relations
LHartkorn@presidiopt.com
Telephone: (760) 471-8536 x1244

