SAN DIEGO--(BUSINESS WIRE)--Pacific Office Properties Trust, Inc. (NYSE Amex: PCE) announced that it has notified the NYSE Amex (the “Exchange”) of its intent to file a Form 25 with the Securities and Exchange Commission to effect the withdrawal of the Company’s common stock from listing on the Exchange. The Company plans to file the Form 25 on or about March 26, 2012 and expects that its common stock will cease trading on the Exchange upon effectiveness of the Form 25 ten calendar days following its filing, on or about April 5, 2012. The Company anticipates that its common stock will begin quotation on the OTCQB tier of the OTC Marketplace (“OTCQB Marketplace”) thereafter.
As previously disclosed, the Company was notified by the Exchange on April 19, 2011 that the Company was not in compliance with the continued listing standards specified in Section 1003(a)(i) of the Exchange’s Company Guide because the Company had total equity of less than $2,000,000 and losses in two out of its three most recent fiscal years, and Section 1003(a)(ii) of the Company Guide because the Company had total equity of less than $4,000,000 and losses in three out of its four most recent fiscal years. The equity referenced above is determined under GAAP accounting and differs from the Company’s net equity in its office portfolio.
As permitted by Exchange rules, the Company submitted a plan that advised the Exchange of actions intended to be taken in the first quarter 2012 in order to regain compliance with continued listing standards (the “Plan”). The Company is withdrawing its common stock from listing on the Exchange because it has determined that it will not be able to make progress consistent with the Plan as required by the Exchange, and that it cannot reasonably expect to regain compliance in the projected timeframe.
The Company believes that a self-initiated withdrawal will provide a more orderly transition of trading in its common stock to the OTC Marketplace or similar quotation service, and expects that following delisting, its common stock will be quoted on the OTCQB Marketplace. The OTCQB Marketplace is a market tier for over-the-counter-traded companies that are registered and reporting with the SEC. The Company’s change in trading venue does not impact its obligation to file required reports with the SEC under applicable federal securities laws and should allow for a continued orderly trading market for the Company's common stock as it continues to pursue strategic alternatives.
About Pacific Office Properties Trust, Inc.
Pacific Office Properties Trust, Inc. (www.pacificofficeproperties.com) is a self-administered and self-managed real estate investment trust that owns and operates primarily institutional-quality office properties principally in selected long-term growth markets in southern California and Hawaii.
Certain Information About Forward-Looking Statements
This press release contains certain forward-looking statements, identifiable through the words “anticipates,” “believes” and “should,” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and are including this statement for purposes of complying with those safe harbor provisions. Forward-looking statements are not historical information and are based on current expectations and involve risks and uncertainties. The risks and uncertainties inherent in such statements may cause actual future events or results to differ materially and adversely from those described in the forward-looking statements. Important factors that may cause this difference include: there is no assurance that quotations will be made for the Company’s common stock on the OTCQB tier of the OTC Marketplace or any other trading platform, if such quotations are made, they may not be made for a period of time following the delisting of the common stock from the NYSE Amex, brokers and dealers making quotations will not obligated to engage in transactions in our common stock at quoted or any other prices, and an active trading market for the Company’s common stock may not develop or be sustained following its delisting from the NYSE Amex. Pacific Office Properties Trust, Inc. disclaims any obligation to revise or update any forward-looking statements that may be made from time to time by it or on its behalf.