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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
Current Report Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934
POWER REIT
(Exact Name of Registrant as Specified in Its Charter)
Maryland
(State or Other Jurisdiction of Incorporation)
000-54560 45-3116572
(Commission File Number) (I.R.S. Employer Identification No.)
301 Winding Road, Old Bethpage, New York 11804
(Address of Principal Executive Offices) (Zip Code)
(212) 750-0373
(Registrant's Telephone Number, Including Area Code)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligations of the registrant under
any of the following provisions
[ ] Written communications pursuant to Rule 425 under the
Securities Act (17 CFT|R 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))
SECTION 8: OTHER EVENTS
Item 8.01
On July 12, 2013, Power REIT ("Trust")'s newly formed and
wholly-owned subsidiary, PW Tulare Solar, LLC ("PWTS")
acquired approximately 100 acres of land located near
Fresno, California for approximately $1.6 million, including
transaction costs. The land is leased to over 20MW of utility
scale solar projects with long-term power purchase agreements
with either Southern California Edison or Pacific Gas &
Electric. These projects are currently in construction
and are expected to commence operation in early 2014.
The acquired land is leased pursuant to twenty-five (25)
year lease agreements with lease payments of
$157,500 per annum commencing with the operations date
of each project. The transaction with the developer
of the projects was structured to provide for monthly
interim lease payments commencing October 1, 2013 until
the projects commence operation. Although Power REIT
will be responsible for the existing assessed property
taxes, any increases in property taxes are the
responsibility of the tenant. The current taxes are
approximately $26,500 per annum. The leases provide
two extension options to the lessee at fair market
rental rates that, if exercised, would take the leases
through 2048.
In connection with the acquisition, PWTS secured
acquisition bridge financing of $1,650,000 in the form
of an A note and B note with a combined blended yield of
6.35% from Hudson Bay Partners, LP ("HBP"). HBP is a
wholly-owned affiliate of David H. Lesser ("DHL"), our
CEO and Chairman. Both the A and B note have eighteen
month terms. The A note has a principal amount of
$1,115,000 and carries a 5.0% interest rate during the
first six (6) months and an 8.5% interest rate during
the remaining 12 months. The B note carries a 9.5%
interest rate during the first six (6) months and a
13.5% interest rate during the remaining 12 months.
The loan is interest-only during the term, with
interest to be paid semi-annually. The notes are
pre-payable at any time, without penalty. It is the
company's intention to refinance the A Note
with permanent debt prior to the rate step-up and to
refinance the B Note with debt and or equity as soon as
practical and based on the company's alternative cost of
capital. The bridge loan is secured in favor of HBP
by a first-lien mortgage on the property in the form
of a deed of trust and a parent guarantee from Power
REIT.
The independent trustees of Power REIT met without DHL
present to approve the bridge loan, deeming the loan to
be in the interest of the company, on economic terms that
are consistent with third party financing and
demonstrative of DHL's commitment to the company
and its business plan.
In addition, Power REIT has posted an updated investor
presentation on its website located at www.pwreit.com
under Investor Relations > Shareholder Presentations.
A copy of a press release is attached as Exhibit 99.1.
SECTION 9 FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit
No. Description
10.1 Form of PWTS A Note
10.2 Form of PWTS B Note
10.3 Form of Deed of Trust
10.4 Form of Power REIT Guarantee
99.1 Press Release issued by Power REIT on July 15, 2013
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.
Date: July 15, 2013
POWER REIT
By: /s/ David H. Lesser
Name: David H. Lesser
Title: CEO and Chairman
