Bradley & Daytona Railway and Land Co. LLC holds a 4.8% position in Power REIT, representing 16,110 shares. The group is seeking Trustee appointments under Series A preferred-stock rights and says it may pursue Maryland court action if Power REIT does not address its demands.

Key Highlights

  • Reporting persons may share voting power over 39,921 Series A Preferred Shares for specified matters.
  • Power REIT’s Series A preferred stock carries a $25 Liquidation preference per share.
  • Open-market purchases listed in the notice occurred on July 1, July 8, August 7, August 20, August 24 and August 25.

Power REIT (AMEX: PW) now has Bradley & Daytona Railway and Land Co. LLC as a 4.8% holder, representing 16,110 shares. The group is pressing for trustee appointments tied to rights attached to Power REIT’s Series A preferred stock. Bradley & Daytona says it has reached an impasse with Power REIT over how those appointments should be handled.

39,921 Preferred Shares Involved

The reporting group may be treated as holding voting power over an aggregate 39,921 Series A Cumulative Redeemable Perpetual Preferred Stock shares. That shared voting position applies only to specified voting rights and matters arising under Power REIT’s governing preferred-stock provisions.

The Series A preferred stock has a $25 liquidation preference per share. The joint voting arrangement is limited to the rights and matters described by the group.

Open-Market Preferred Purchases

Bradley & Daytona and Alexander Kachmar bought Series A preferred stock through open-market transactions listed on July 1, July 8, August 7, August 20, August 24 and August 25. The transactions followed earlier purchases identified in the securities activity schedule.

Trustee Demand Sets Next Step

Bradley & Daytona says the rights of Power REIT preferred stockholders to elect additional trustees have vested. The group says it delivered written notice demanding that those rights be exercised and later tried to resolve the appointments through a board agreement.

The proposed Board Appointment and Governance Agreement is intended, according to Bradley & Daytona, to provide the same rights that would result from an election by preferred stockholders.

Peers Moving on This News

Source(s)

  • https://www.sec.gov/Archives/edgar/data/1532619/000200513826000009/primary_doc.xml