Alexander Goldfarb

- Sotherly Hotels Inc. announced on **October 27, 2025**, the **deferral of payment** for its Series B, Series C, and Series D Cumulative Redeemable Perpetual Preferred Stock dividends.  **[1301236_0001193125-25-251736_soho-ex99_1.htm:0]** **[1301236_0001193125-25-251736_soho-20251027.htm:1]** 
- These dividends were originally scheduled for payment on **November 20, 2025**, to shareholders of record as of **October 31, 2025**, with the record date now **cancelled**.  **[1301236_0001193125-25-251736_soho-ex99_1.htm:0]** **[1301236_0001193125-25-251736_soho-20251027.htm:1]** 
- The company is also **suspending future preferred stock dividends**.  **[1301236_0001193125-25-251736_soho-ex99_1.htm:0]** **[1301236_0001193125-25-251736_soho-20251027.htm:1]**

Sotherly Hotels Inc. Defers and Suspends Preferred Dividends

- Sotherly Hotels Inc. announced on **October 27, 2025**, the **deferral of previously announced dividend payments** for its Series B, Series C, and Series D Cumulative Redeemable Perpetual Preferred Stock.  **[1301236_db1f35b750df4539b1268cf2bc68e43c_0]** 
- The **October 31, 2025 record date** for these preferred stock dividends has been **cancelled**.  **[1301236_db1f35b750df4539b1268cf2bc68e43c_0]** 
- The company is also **suspending all future preferred stock dividends**.  **[1301236_db1f35b750df4539b1268cf2bc68e43c_0]**

- Brodsky & Smith is investigating the acquisition of **Sotherly Hotels Inc. (Nasdaq – SOHO)**.  **[1301236_058ec7ddacc540dbacf810079afad351_0]** 
- Sotherly will be acquired by a joint venture of Kemmons Wilson Hospitality Partners, LP and Ascendant Capital Partners LP.  **[1301236_058ec7ddacc540dbacf810079afad351_0]** 
- The joint venture will acquire all outstanding shares of Sotherly common stock for **$2.25 per share in cash**.  **[1301236_058ec7ddacc540dbacf810079afad351_0]** 
- The investigation concerns whether the Sotherly Board breached its fiduciary duties to shareholders by failing to conduct a fair process and if the deal consideration provides fair value.  **[1301236_058ec7ddacc540dbacf810079afad351_0]**

Sotherly Hotels Acquisition Under Investigation by Brodsky & Smith

- **Sotherly Hotels Inc. (SOHO)** has entered into a definitive merger agreement to be acquired by a joint venture led by Kemmons Wilson Hospitality Partners and Ascendant Capital Partners.  **[1301236_0001193125-25-250648_soho-ex99_1.htm:1]** 
- Common stockholders will receive **$2.25 per share in cash**, representing a **152.7% premium** to the closing share price on October 24, 2025, the last trading day prior to the announcement.  **[1301236_0001193125-25-250648_soho-ex99_1.htm:1]** 
- The merger agreement was **unanimously approved** by Sotherly's board of directors and is expected to close in the **first quarter of 2026**, subject to stockholder approval and customary closing conditions.  **[1301236_0001193125-25-250648_soho-ex99_1.htm:1]** **[1301236_0001193125-25-250648_soho-ex99_1.htm:2]** 
- Holders of preferred stock can elect to convert their shares into common stock to receive the merger consideration, or their preferred stock will remain outstanding in accordance with their terms.  **[1301236_0001193125-25-250648_soho-ex99_1.htm:1]** **[1301236_0001193125-25-250648_soho-ex99_1.htm:2]** **[1301236_0001193125-25-250648_soho-ex2_1.htm:6]**

Sotherly Hotels Inc. to be Acquired by Joint Venture

- Sotherly Hotels Inc. (SOHO) has entered into a definitive merger agreement to be acquired by a **joint venture led by Kemmons Wilson Hospitality Partners, LP**, with Ascendant Capital Partners LP serving as a strategic partner.  **[1301236_fb332eff4ba441f880761b493cc04669_0]** 
- The joint venture entity, KW Kingfisher LLC, will acquire all outstanding shares of Sotherly common stock for **$2.25 per share in cash**.  **[1301236_fb332eff4ba441f880761b493cc04669_0]** 
- This acquisition price represents a **152.7% premium** to the Company’s closing share price on October 24, 2025, and a **126.4% premium** to the volume weighted average share price over the previous 30 days.  **[1301236_fb332eff4ba441f880761b493cc04669_0]** 
- The merger agreement was **unanimously approved by Sotherly’s full board of directors** and is expected to **close in the first quarter of 2026**, subject to approval by Sotherly stockholders and customary closing conditions.  **[1301236_fb332eff4ba441f880761b493cc04669_0]** **[1301236_fb332eff4ba441f880761b493cc04669_1]** 
- Holders of Sotherly’s preferred stock can elect to convert their shares into common stock to receive the merger consideration, or their preferred stock will remain outstanding and unaffected by the merger.  **[1301236_fb332eff4ba441f880761b493cc04669_1]**

- Thor Equities Group announced the successful **refinancing of the ModernHaus SoHo Hotel**, securing **$53.5 million** in proceeds through Argentic.  **[1301236_d3f5221d7b8a4d448531b39e7192488d_0]** 
- The ModernHaus SoHo is a **114-room boutique hotel** in New York's SoHo, noted for its high occupancy, luxury amenities, and iconic Jimmy rooftop lounge.  **[1301236_d3f5221d7b8a4d448531b39e7192488d_0]** 
- This achievement follows other recent developments by Thor Equities, including the acquisition of three sites in Miami, the purchase of a data center development site, and a **MXN 2.4 billion investment** in an industrial park in Mexico.  **[1301236_d3f5221d7b8a4d448531b39e7192488d_0]**

Thor Equities Group Secures Refinancing for ModernHaus SoHo

- Sotherly Hotels Inc. announced the **refinancing of the DeSoto Hotel in Savannah, Georgia**, through a **$42.0 million secured loan** with Citi Real Estate Funding Inc.  **[1301236_0001193125-25-206131_soho-ex99_1.htm:0]** **[1301236_0001193125-25-206131_soho-20250912.htm:1]** 
- The loan, executed on **September 12, 2025**, is **interest-only**, carries a **fixed interest rate of 7.13%**, and matures on **October 6, 2030**.  **[1301236_0001193125-25-206131_soho-ex99_1.htm:0]** **[1301236_0001193125-25-206131_soho-20250912.htm:1]** 
- Proceeds from the loan were used to **repay the existing first mortgage** and for **general corporate purposes**, with the Company receiving approximately **$5.78 million in net proceeds**.  **[1301236_0001193125-25-206131_soho-ex99_1.htm:0]** **[1301236_0001193125-25-206131_soho-20250912.htm:1]**

Sotherly Hotels Inc. Announces Refinancing of Savannah Hotel

- Halper Sadeh LLC is investigating **Soho House & Co Inc. (NYSE: SHCO)** for potential violations of federal securities laws and/or breaches of fiduciary duties to shareholders.  **[1301236_05ac67dcd3124797bd7f1a2a380682fa_0]** 
- The investigation relates to SHCO's sale to affiliates of MCR for **$9.00 per share** in cash.  **[1301236_05ac67dcd3124797bd7f1a2a380682fa_0]** 
- Halper Sadeh LLC may seek increased consideration for shareholders, additional disclosures, or other relief and benefits on behalf of shareholders.  **[1301236_05ac67dcd3124797bd7f1a2a380682fa_0]**

Sotherly Hotels (SOHO)