Presidio Property Trust Announces Pricing of a Registered Direct Offering of Common Stock

Rhea-AI Summary

Presidio Property Trust (NASDAQ:SQFT), a diversified real estate investment trust, has announced a registered direct offering of 170,830 shares of common stock priced at $12.00 per share, expected to raise approximately $2.05 million in gross proceeds.

The offering, expected to close around July 15, 2025, includes a Warrant Amendment reducing the exercise price of existing July 2021 warrants to $12.00 per share. A.G.P./Alliance Global Partners is serving as the sole placement agent, and the company plans to use the proceeds for working capital and general corporate purposes.

Positive

• None.

Negative

• Potential dilution for existing shareholders
• Relatively small offering size may indicate limited investor interest
• Warrant amendment at lower exercise price could create additional future dilution

Insights

Financial Analyst

Presidio Property Trust raised $2.05M through stock offering at $12/share, suggesting potential liquidity needs while diluting existing shareholders.

Presidio Property Trust has executed a registered direct offering of 170,830 shares at $12.00 per share to a single institutional investor, generating gross proceeds of approximately $2.05 million. The relatively small capital raise suggests the REIT might be addressing short-term liquidity needs rather than pursuing significant expansion opportunities. The transaction price represents a premium compared to current trading levels, which is unusual for equity raises that typically come at a discount.

Beyond the share issuance, Presidio is also amending existing warrants from July 2021 to purchase up to 200,000 shares, reducing their exercise price to $12.00 per share with a five-year extension. This repricing likely aims to incentivize warrant holders to exercise, potentially bringing in additional capital in the future, though at a lower price point than originally intended.

The vague allocation of proceeds for "working capital and general corporate purposes" lacks specificity and raises questions about the immediate capital needs driving this raise. For a REIT with diverse real estate holdings, this modest capital infusion represents a 1-2% increase in equity, indicating this is more likely addressing operational funding gaps rather than strategic acquisitions or major debt reduction. This offering will result in immediate dilution for existing shareholders while potentially improving short-term balance sheet health.

SAN DIEGO, July 14, 2025 (GLOBE NEWSWIRE) -- (NASDAQ: SQFT; SQFTP; SQFTW) Presidio Property Trust, Inc. (“Presidio” or the “Company”), an internally managed, diversified real estate investment trust, today announced that it has entered into a securities purchase agreement with a single institutional investor for the purchase and sale of 170,830 shares of common stock (and common stock equivalents) at a purchase price of $12.00 per share, pursuant to a registered direct offering, resulting in gross proceeds of approximately $2.05 million, before deducting placement agent commissions and other offering expenses. The closing of the offering is expected to occur on or about July 15, 2025, subject to the satisfaction of customary closing conditions. The Company intends to use the net proceeds from the offering for working capital and general corporate purposes.

The Company also has agreed that the existing July 2021 warrants to purchase up to an aggregate of 200,000 shares of common stock will be amended such that the warrants will have a reduced exercise price of $12.00 per share (the “Warrant Amendment”). The warrants shall expire five years from the initial amendment date. The Warrant Amendment will become effective per the resale registration which is to be filed by the Company within 30 days.

A.G.P./Alliance Global Partners is acting as the sole placement agent for the offering.

This offering is being made pursuant to an effective shelf registration statement on Form S-3 (File No. 333- 278960) which was declared effective by the Securities and Exchange Commission (the “SEC”) on May 17, 2024. The offering is made only by means of a prospectus which is part of the effective registration statement. A final prospectus supplement and the accompanying prospectus relating to the registered direct offering will be filed with the SEC and will be available on the SEC's website located at http://www.sec.gov. Additionally, when available, electronic copies of the final prospectus supplement and the accompanying prospectus may be obtained, when available, from A.G.P./Alliance Global Partners, 590 Madison Avenue, 28th Floor, New York, NY 10022, or by telephone at (212) 624-2060, or by email at prospectus@allianceg.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of the securities described herein, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation, or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

About Presidio Property Trust

Presidio is an internally managed real estate investment trust with holdings in model home properties, which are triple net leased to homebuilders, and office, industrial, and retail properties. Presidio’s model homes are leased to homebuilders located in Arizona, Texas, and Florida. Presidio’s office, industrial, and retail properties are located primarily in Colorado, with properties also located in Maryland, North Dakota, Texas, and Southern California. For more information on Presidio, please visit Presidio’s website at https://www.PresidioPT.com.

Cautionary Note Regarding Forward-Looking Statements

This communication contains forward-looking statements based upon our current expectations, estimates and assumptions that involve risks and uncertainties. within the meaning of the federal securities laws. These statements include statements about Presidio’s plans, objectives, strategies, financial performance and outlook, trends, the amount and timing of future cash distributions, prospects or future events and involve known and unknown risks that are difficult to predict. As a result, our actual financial results, performance, achievements or prospects may differ materially from those expressed or implied by these forward-looking statements. In some cases, you can identify forward-looking statements by the use of words such as “may,” “could,” “expect,” “intend,” “plan,” “seek,” “anticipate,” “believe,” “estimate,” “guidance,” “predict,” “potential,” “continue,” “likely,” “will,” “would,” “illustrative” and variations of these terms and similar expressions, or the negative of these terms or similar expressions. Such forward-looking statements are necessarily based upon estimates and assumptions that, while considered reasonable by Presidio and its management based on their knowledge and understanding of the business and industry, are inherently uncertain. These statements are not guarantees of future performance, and stockholders should not place undue reliance on forward-looking statements. There are a number of risks, uncertainties and other important factors, many of which are beyond our control, that could cause our actual results to differ materially from the forward-looking statements contained in this communication. Such risks, uncertainties and other important factors include, among others: the risks, uncertainties and factors set forth in our filings with the SEC, including our Annual Report on Form 10-K; business, financial and operating risks inherent to real estate investments and the industry; our ability to renew leases, lease vacant space, or re-lease space as leases expire; our ability to repay or refinance our debt as it comes due; difficulty selling or re-leasing our investment properties due to their specific characteristics; contraction in the global economy or low levels of economic growth; our ability to sell our assets at a price and on a timeline consistent with our investment objectives, or at all; our ability to service our debt; changes in interest rates and operating costs; compliance with regulatory regimes and local laws; uninsured or underinsured losses, including those relating to natural disasters or terrorism; domestic or international instability or political or civil unrest, including the ongoing hostilities between Russia and Ukraine and its worldwide economic impact; the amount of debt that we currently have or may incur in the future; provisions in our debt agreements that may restrict the operation of our business; our organizational and governance structure; our status as a REIT; the cost of compliance with and liabilities under environmental, health and safety laws; adverse litigation judgments or settlements; changes in real estate and zoning laws and increase in real property tax rates; changes in federal, state or local tax law, including legislative, administrative, regulatory or other actions affecting REITs; changes in governmental regulations or interpretations thereof; the effects of recent tariffs and a potential trade war; and estimates relating to our ability to make distributions to our stockholders in the future.

These factors are not necessarily all the important factors that could cause our actual financial results, performance, achievements or prospects to differ materially from those expressed in or implied by any of our forward-looking statements. Other unknown or unpredictable factors also could harm our results. All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the cautionary statements set forth above. Forward-looking statements speak only as of the date they are made, and we do not undertake or assume any obligation to update publicly any of these forward-looking statements to reflect actual results, new information or future events, changes in assumptions or changes in other factors affecting forward-looking statements, except to the extent required by applicable laws. If we update one or more forward-looking statements, no inference should be drawn that we will make additional updates with respect to those or other forward-looking statements.

Except as required by law, the Company disclaims any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, of new information, data or methods, future events or other changes. Investors should not place undue reliance upon forward-looking statements. For further discussion of the factors that could affect outcomes, please refer to the Offer Documents and the Company's other documents filed with the SEC, copies of which are available on the SEC's website, www.sec.gov.

Investor Relations Contact:

Presidio Property Trust, Inc.
Lowell Hartkorn, Investor Relations
LHartkorn@presidiopt.com
Telephone: (760) 471-8536 x1244

FAQ

What is the price per share for Presidio Property Trust's (SQFT) new stock offering?

Presidio Property Trust's new stock offering is priced at $12.00 per share, with 170,830 shares being offered through a registered direct offering.

How much money will SQFT raise from this stock offering?

The offering is expected to raise approximately $2.05 million in gross proceeds, before deducting placement agent commissions and other offering expenses.

When will Presidio Property Trust's (SQFT) stock offering close?

The stock offering is expected to close on or about July 15, 2025, subject to customary closing conditions.

What will SQFT use the proceeds from the stock offering for?

Presidio Property Trust intends to use the net proceeds from the offering for working capital and general corporate purposes.

What changes were made to SQFT's existing warrants?

The July 2021 warrants to purchase up to 200,000 shares will have their exercise price reduced to $12.00 per share and will expire five years from the initial amendment date.