Exhibit 99.1
FOR IMMEDIATE RELEASE
THURSDAY APRIL 18, 2019
SOTHERLY HOTELS INC. ANNOUNCES CLOSING OF OFFERING OF
SERIES D CUMULATIVE REDEEMABLE PERPETUAL PREFERRED STOCK
Williamsburg, Virginia – April 18, 2019 –Sotherly Hotels Inc. (NASDAQ: SOHO)(the “Company”)today announced it has closed its previously announced underwritten public offering of 1,080,000 shares of its 8.25% Series D Cumulative Redeemable Perpetual Preferred Stock (the “Series D Preferred Stock”) for total gross proceeds of $27,000,000 before underwriting discounts and commissions and expenses payable by the Company. The Company has granted the underwriters a30-day option to purchase up to an additional 162,000 shares of Series D Preferred Stock to cover over-allotments, if any, at the public offering price of $25.00 per share of the Series D Preferred Stock. The Series D Preferred Stock has been approved for listing on the NASDAQ under the symbol “SOHON” and trading is expected to commence within 30 days of closing of the offering.
The Company contributed 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 7.25% Senior Unsecured Notes due 2021 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. acted as active book-runner for the offering. Janney Montgomery Scott acted as passive book-runner. Boenning & Scattergood, Inc. and American Capital Partners, LLC acted asco-managers. The offering was conducted as a public offering under the Company’s and the Operating Partnership’s jointly filed shelf registration statement on FormS-3 filed with the Securities and Exchange Commission (“SEC”) (File Nos.333-220369 and333-220369-01), which was declared effective by the SEC on September 20, 2017. The offering was made only by means of a prospectus supplement and accompanying base prospectus. Copies of the 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-free1-866-805-4128, 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.
