UNITED STATES
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
Date of report (Date of earliest event reported): December 2, 2019 (November 27, 2019)
Trinity Place Holdings Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware | 001-08546 | 22-2465228 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
340 Madison Avenue, New York, New York 10173
(Address of Principal Executive Offices) (Zip Code)
(212) 235-2190
(Registrant’s telephone number, including area code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Securities registered or to be registered pursuant to Section 12(b) of the Act:
Title of Each Class | Trading Symbol | Name of each exchange on which registered | ||
Common Stock $0.01 Par Value Per Share | TPHS | NYSE American |
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 November 27, 2019, Trinity Place Holdings Inc. (the “Company”) announced that it closed on the sale of its property in West Palm Beach, Florida, the Shoppes at Forest Hill Neighborhood Shopping Center, for $19.6 million. After repayment of the outstanding mortgage on the property and closing costs, the Company received approximately $8.3 million in net proceeds.
The Company also announced that on November 26, 2019 it filed a shelf registration statement on Form S-3 in the ordinary course which, when declared effective by the Securities and Exchange Commission, will allow the Company to offer and sell up to an aggregate of $109.7 million of securities from time to time. The Company’s current shelf registration statement, effective since December 1, 2016, expired on December 1, 2019.
The press release announcing the foregoing is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
Exhibit No. | Exhibit Description | |
99.1 | Press release of Trinity Place Holdings Inc. issued November 27, 2019 |
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.
Trinity Place Holdings Inc. | |||
Date: December 2, 2019 | By: | /s/ Steven Kahn | |
Steven Kahn | |||
Chief Financial Officer |