Plymouth Industr SEC Filings

Plymouth Industrial REIT, Inc. (PLYM)4,944,629 shares of common stock, representing 9.99% of the outstanding shares based on 44,551,164 shares as of November 6, 2025. The securities are held through Isosceles, which owns warrants exercisable for 11,760,000 OP Units, but these warrants are subject to an ownership cap that limits the reporting persons’ beneficial stake to no more than 9.99% of outstanding common stock, leading them to disclaim beneficial ownership of 6,815,371 additional issuable shares. The amendment also notes that after Plymouth entered into a separate merger agreement and the go-shop period expired on November 23, 2025, an affiliate of the reporting persons decided to abandon its previously announced non-binding proposal to acquire 100% of Plymouth’s common stock and related operating partnership interests, while the reporting persons continue to hold their investment for general investment purposes.

Hudson Bay Capital Management LP and Sander Gerber filed a Schedule 13G reporting beneficial ownership in Plymouth Industrial REIT, Inc. (PLYM).

They report 2,525,651 shares of common stock, representing 5.67% of the class. The filing shows shared voting power: 2,525,651 and shared dispositive power: 2,525,651, with no sole voting or dispositive power. The percentage is calculated based on 44,553,789 shares outstanding as of August 4, 2025, as cited from the company’s Form 10‑Q. The date of event triggering the filing is September 30, 2025.

The filers certify the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of the issuer.

Plymouth Industrial REIT (PLYM) reported a wider quarterly loss alongside significant portfolio growth. For Q3, total revenues were $51.2 million versus $51.9 million a year ago, while net loss widened to $52.5 million. Loss drivers included a $41.4 million loss on a financing transaction, $7.4 million loss in unconsolidated joint ventures, and $2.8 million of merger transaction expenses. Net loss per share was $(1.23) versus $(0.35) last year.

The balance sheet expanded with new acquisitions. Total assets rose to $1.57 billion from $1.37 billion at year‑end, with real estate, net at $1.38 billion. During the nine months, the company acquired 19 properties totaling 2.85 million square feet for $269.7 million and sold one Memphis asset for approximately $2.4 million. As of September 30, Plymouth owned 148 properties (226 buildings) totaling about 32.1 million square feet.

Liquidity and capital. Operating cash flow was $59.0 million year‑to‑date. Borrowings under the unsecured line of credit were $221.9 million, and unsecured term loans remained $450.0 million. The company raised $79.0 million via Series C Preferred Units and repurchased common stock. Management reported compliance with debt covenants.

Plymouth Industrial REIT (NYSE: PLYM) agreed to be acquired through a two‑step merger by affiliates of Makarora and Ares. Each outstanding share of common stock will be converted into the right to receive $22.00 in cash, without interest, subject to the terms of the agreement and any applicable taxes. The board unanimously approved the deal and will submit it to a stockholder vote.

The structure includes a partnership merger immediately before the REIT merger. Operating Partnership Units not held by the Company or its original limited partner will receive $22.00 in cash, and Series C Preferred Units will be redeemed at the contractual Redemption Price. Operating Partnership warrants will become exercisable for consideration determined by the warrant agreement, which will be $0 if the strike price is ≥ $22.00. After closing, PLYM common stock will be delisted.

Closing is expected in early 2026, subject to stockholder approval and customary conditions. Financing commitments include ~$1.4 billion in debt (Citigroup) and up to $700 million in equity from the investors. Termination fees include $40.1 million (or $15.0 million for certain parties) payable by the Company in specified cases, and a $70.2 million reverse fee payable by Parent in certain circumstances. A go‑shop runs until November 23, 2025.

Schedule 13D filed by TSSP Sub-Fund HoldCo, LLC and Alan Waxman reports a strategic investment and a non-binding buyout proposal for Plymouth Industrial REIT, Inc. The reporting persons disclose beneficial ownership of 4,944,921 shares or 9.99% of common stock on an outstanding base of 44,553,789 shares. Isosceles purchased 140,000 Series C Preferred Units and warrants exercisable for up to 11,760,000 OP Units for an aggregate cash price of $140.0 million. On August 13, 2025, an affiliate submitted a non-binding proposal to acquire 100% of common stock and OP common interests at $24.10 per share, assuming ordinary dividends that could add about $0.24 per share per quarter. The filing describes warrant strike tranches, redemption and voting protections for the Series C Preferred Units, registration rights and a board observer right. The proposal would be financed with Sixth Street cash and approximately $1.5 billion of new debt and remains non-binding.

Madison International Realty Holdings, LLC reports beneficial ownership of 2,217,491 shares of Plymouth Industrial REIT, Inc. common stock, representing 4.86% of the class. The filer indicates it has sole voting and sole dispositive power over these shares and is classified as an IA (investment adviser).

The filing states the position is held in the ordinary course of business and was not acquired to change or influence control of the issuer. The percentage disclosed is calculated against a common share base of 45,550,898 shares outstanding as reported by the issuer.