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EX-99.1 - EX-99.1 - Presidio Property Trust, Inc.sqft-ex991_7.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

____________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): January 10, 2019

PRESIDIO PROPERTY TRUST, INC.

(Exact Name of Registrant as Specified in its Charter)

 

 

 

 

 

Maryland

 

000-53673

 

33-0841255

__________

 

__________

 

__________

(State or Other Jurisdiction of
Incorporation)

 

(Commission File No.)

 

(I.R.S. Employer
Identification No.)

1282 Pacific Oaks Place

Escondido, California 92029

(Address of Principal Executive Offices, Including Zip Code)

____________________

(760) 471-8536

(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 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))

 

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 8.01

Other Events.

 

On January 10, 2019, the Board of Directors (“Board”) of Presidio Property Trust, Inc. (“Company”) approved recommending to its stockholders that they reject a mini-tender offer made by SCM Special Fund 3, LP and/or MacKenzie Capital Management, LP for up to 800,000 shares of the Company’s common stock, which is approximately 4.5% of the outstanding shares.  The Company anticipates commencing distribution to its stockholders of the response containing the Board’s recommendation on or before January 18, 2019.  A copy of the letter is attached as Exhibit 99.1 to this Current Report on Form 8-K.

 

Item 9.01Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.Description

 

99.1Letter to Stockholders

 

 

 

 

 


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 hereunto duly authorized.

 

 

 

 

Date:  January 10, 2019

 

PRESIDIO PROPERTY TRUST, INC.

 

 

 

 

By:/s/ Ann T. Nguyen 

 

 

Ann T. Nguyen 

 

 

Secretary & General Counsel