Trinity Place Holdings Inc. Announces $70 Million Strategic Investment Board Authorizes Stock Repurchase Program

NEW YORK, NY (December 20, 2019). Trinity Place Holdings Inc. (the “Company” or “TPHS”) (NYSE American: TPHS) announced today a strategic investment by a global institutional investment management firm through a $70 million multiple draw secured term loan facility, subject to increase to $95 million in certain circumstances with the consent of the lender. 

The Company expects to use the net proceeds from the loan to invest in multi-family apartment buildings in the greater New York area and other properties that meet specified criteria, as well as in connection with certain property recapitalizations and for working capital and other general corporate purposes.

Matthew Messinger, President and CEO of TPHS, noted, “We are excited about this sizable investment commitment, which furthers our objective to continue to grow our residential platform and portfolio and to invest in other special opportunities in our targeted prime New York Metropolitan area neighborhoods. We believe this support enhances TPHS’ ability to nimbly capitalize on unique investment and relationship opportunities, allowing further value creation for our stakeholders.”

The loan bears interest in cash and in kind, and matures on December 19, 2024, subject to extension under certain circumstances.  The loan was not drawn at closing. 

In connection with the loan, the Company issued the lender ten-year detachable warrants to purchase 7,179,000 shares of common stock with an exercise price of $6.50 per share.   

Palladian Realty Capital LLC acted as financial advisor to the Company in connection with the investment transaction described above. 

Stock Repurchase Program

The Company also announced today that its board of directors has approved a stock repurchase program under which it is authorized to acquire up to $5.0 million of its common stock. Repurchases under the stock repurchase program may be made through open market or privately negotiated transactions at times and on such terms and in such amounts as management deems appropriate, subject to market conditions, regulatory requirements and other factors. The program does not obligate the Company to repurchase any particular amount of common stock, and may be suspended or discontinued at any time without notice. Shares repurchases under the program will be made using cash on hand and from the net proceeds from the loan and are expected to be held as treasury shares.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, or shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.

About Trinity Place Holdings Inc.

Trinity Place Holdings Inc. is a real estate holding, investment and asset management company. The business of TPHS is primarily to own, invest in, manage, develop and/or redevelop real estate assets and/or real estate related securities. Currently, the principal asset of TPHS is a property located at 77 Greenwich Street (aka 28-42 Trinity Place) in Lower Manhattan, and one of Lower Manhattan’s premier development sites. The Company also owns two apartment buildings in Brooklyn, including one through a joint venture, and a retail box in Paramus, New Jersey. TPHS also has an additional apartment building in Brooklyn under contract through a new joint venture.  TPHS intellectual property includes rights related to the Filene’s Basement trademarks. In addition, TPHS also has approximately $245.4 million of Federal net operating losses. The Company’s shares of common stock are listed for trading on the NYSE American under the symbol TPHS. Certain of its current assets are the legacy of Syms Corp. and Filene’s Basement holdings as a result of those companies having emerged from Chapter 11 bankruptcy under a plan of reorganization in September 2012. More information on TPHS can be found at www.trinityplaceholdings.com.

Forward Looking Statements

This press release includes forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current expectations and projections about future events and are not guarantees of future performance or results and involve risks and uncertainties that cannot be predicted or quantified, and, consequently, the actual performance of the Company may differ materially from those expressed or implied by such forward-looking statements.  Among those risks and uncertainties are risks that the Company may not achieve the benefits contemplated by the strategic investment and the related transactions, prepayment of the loan is subject to a premium, the availability of attractive investments, significant changes in the price and availability of the Company’s common stock, general economic conditions, as well as those within the Company’s industry and geographic location, and other factors identified in its Annual Report on Form 10-K for the year ended December 31, 2018, as well as its subsequent filings with the Securities and Exchange Commission, including the current report on Form 8-K filed contemporaneously herewith.  The forward-looking statements contained herein speak only as of the date hereof, and the Company assumes no obligation to update any forward-looking statements, whether as a result of new information, subsequent events or otherwise, except as required by law.

Trinity Place Holdings and TF Cornerstone to Acquire Luxury Brooklyn Apartment Building Williamsburg Residential Property Under Contract

NEW YORK, NY (December 3, 2019). Trinity Place Holdings, Inc. (NYSE: TPHS) announced today that a joint venturebetweenTF Cornerstone and Trinity has signed a contract to acquire 250 North 10th Street (the “Property”), a market-leading 234-unit apartment building in Williamsburg, Brooklyn. The purchase, which is subject to customary closing conditions, is expected to close within the next 60 days and to be financed by a fixed-rate loan.

Located in North Williamsburg, Brooklyn, the Property is just four blocks from the Bedford Avenue L subway station and a short walk from the Metropolitan Avenue G subway station as well as the J, M, and Z trains at Marcy Avenue. It is located one block from The Berkley, a luxury multifamily property that TPHS purchased in 2016 in a joint venture with Pacolet Milliken. 250 North 10th Street was built by LCOR and CalSTRS in 2014 and has been institutionally owned and managed since stabilization in 2015. The Property is currently 96% leased.

With spectacular views of the Manhattan skyline, 250 North 10th Street is considered to be one of Williamsburg’s premier rental properties. Apartments feature top-of-the-line unit finishes including GE stainless steel appliances, caesarstone countertops, in-unit washers and dryers, individually zoned climate controls, floor to ceiling windows and oak hardwood floors. In addition, the Property offers a full amenity package including a concierge, a resident’s lounge with roof deck, a fitness center, a café lounge with complimentary coffee and an expansive terrace, tenant storage, parking, and sweeping views of the neighborhood and Manhattan. The Property has approximately eight years remaining on its 15-year 421a tax abatement. Although all apartments are market rate units, they are subject to New York City’s rent stabilization law during the remaining term of the 421a tax abatement.

“Trinity Place Holdings is excited to add 250 North 10th Street to our growing portfolio of well-located, new vintage, luxury housing in highly desirable growth neighborhoods in New York City,” stated Matthew Messinger, President and CEO of Trinity Place Holdings. “Williamsburg continues to fire on all cylinders as it evolves into a mature live-work community that is sought after for its high quality of life and myriad amenities,” he continued. “We have seen residential rents surge over the past year since the cancellation of the planned L train shutdown. Moreover, in the aftermath of recent changes to New York City rent regulations, interesting opportunities for long-term investors in assets like 250 North 10th Street continue to arise. We look forward to partnering and growing our relationship with the well-respected generational owner TF Cornerstone, who shares our long-term vision for New York City real estate.”

“250 North 10th Street aligns with TF Cornerstone’s strategy of owning best-in-class assets in premier New York City infill locations. Together with our developments in Downtown Brooklyn and Prospect Heights, this acquisition further bolsters TF Cornerstone’s commitment to growing our Brooklyn portfolio. Furthermore, we could not be more excited to be partnering with Trinity Place Holdings and look forward to a long and successful joint venture,” said Jeremy Shell, a Principal of TF Cornerstone.

Jones Lang LaSalle’s New York City-based capital markets team exclusively represented the seller in the transaction.

For additional details, see the Company’s Current Report on Form 8-K filed contemporaneously with this press release.

Website: 250n10.com

About TPHS

Trinity Place Holdings Inc. (the “Company”) is a real estate holding, investment and asset management company. The Company’s business is primarily to own, invest in, manage, develop and/or redevelop real estate assets and/or real estate related securities. Currently, the Company’s principal asset is a property located at 77 Greenwich Street (aka 28-42 Trinity Place) in Lower Manhattan, and one of Lower Manhattan’s premier development sites. The Company also owns two apartment buildings in Brooklyn, including one through a joint venture, and a retail box in Paramus, New Jersey. TPHS intellectual property includes rights related to the Filene’s Basement trademarks. In addition, the Company also has approximately $245.4 million of Federal net operating losses. The Company’s shares are listed for trading on the NYSE MKT under the symbol TPHS. Certain of its current assets are the legacy of Syms Corp. and Filene’s Basement holdings as a result of those companies having emerged from Chapter 11 bankruptcy under a plan of reorganization in September 2012. More information on the Company can be found at www.trinityplaceholdings.com.

About TF Cornerstone

TF Cornerstone is a family-owned real estate firm focused on acquisition, development, construction and management of residential, commercial and retail properties. The company was founded by Tom and Fred Elghanayan, who are two of the three founders of Rockrose Development Corp. During the company’s 50 years in real estate, they have established their business as one of New York City’s largest owners and developers of residential and commercial properties, currently encompassing over 8,000 residential apartments, 2.5M square feet of commercial office space in NYC and Washington DC, with another 4,000 apartments in the development pipeline.

Trinity Place Holdings Announces Sale of the Shoppes of Forest Hill in Palm Beach County, Florida

NEW YORK, NY and MIAMI, FL (November 27, 2019). Trinity Place Holdings Inc. (NYSE: TPHS) (the “Company”) announced today that it has closed on the sale of the Shoppes of Forest Hill Neighborhood Shopping Center in Palm Beach County, Florida to Riverstone Capital Group for $19.6 million. Anchored by Walmart Marketplace, the 112,364 square foot center is located at the busy intersection of Forest Hill Boulevard and South Military Trail. Consistent with the Company’s business plan, Trinity Place Holdings completed its capital improvement program which began in 2015 and has increased occupancy at the revitalized center from approximately 30% to approximately 93% leased with the recently executed lease with Humana Market Point.

After repayment of the outstanding mortgage and closing costs, the Company received approximately $8.3 million in net proceeds.

“Over the last few years, we have successfully repositioned our Palm Beach property, one of the last Syms legacy properties, by revitalizing the center, bringing in high quality anchor tenants, and increasing overall occupancy to 93%,” said Matthew Messinger, President and CEO of Trinity Place Holdings. “This strategy, which we have previously articulated, resulted in a significant increase to shareholder value which we will now look to redeploy into our core multi-family strategy in the New York City area.”

Luis Castillo, Danny Finkle, Eric Williams and Megan Fitzpatrick of JLL’s Miami office represented the Company on this transaction.

The Company also announced that on November 26, 2019 it filed a shelf registration statement on Form S-3 in the ordinary course which, when declared effective by the SEC, will allow the Company to offer and sell up to an aggregate of $109.7 million of securities from time to time. The Company’s current shelf registration statement, effective since December 1, 2016, expires on December 1, 2019.

About Trinity Place Holdings Trinity Place Holdings Inc. (NYSE: TPHS) (the “Company”) is a real estate holding, investment and asset management company. The Company’s business is primarily to own, invest in, manage, develop and/or redevelop real estate assets and/or real estate related securities. The Company currently has two multifamily properties, 237 11th Street in Gowanus/Park Slope, Brooklyn, and a 50% interest in The Berkley, in Williamsburg, Brooklyn. The Company is also developing a mixed-use condominium at 77 Greenwich Street in Lower Manhattan, one of Lower Manhattan’s premier development sites which will include 90 condominiums, a public elementary school and retail space. The Company also owns a retail property in Paramus, New Jersey. Several of its current assets are the legacy of certain Syms Corp. and Filene’s Basement holdings as a result of those companies having emerged from Chapter 11 bankruptcy under a plan of reorganization in September 2012, including certain intellectual property and $245.4 million of Federal tax net operating losses as well as significant state losses (as of September 30, 2019). More information on the Company can be found at www.trinityplaceholdings.com and on our residential properties at http://theberkleybk.com/ as well as www.237eleventh.com

About JLL JLL (NYSE: JLL) is a leading professional services firm that specializes in real estate and investment management. Our vision is to reimagine the world of real estate, creating rewarding opportunities and amazing spaces where people can achieve their ambitions. In doing so, we will build a better tomorrow for our clients, our people and our communities. JLL is a Fortune 500 company with annual revenue of $16.3 billion, operations in over 80 countries and a global workforce of more than 93,000 as of September 30, 2019. JLL is the brand name, and a registered trademark, of Jones Lang LaSalle Incorporated. For further information, visit jll.com.

Forward Looking Statements This press release includes forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current expectations and projections about future events and are not guarantees of future performance or results and involve risks and uncertainties that cannot be predicted or quantified, and, consequently, the actual performance of the Company may differ materially from those expressed or implied by such forward-looking statements. For a more complete description of these and other possible risks and uncertainties, please refer to our Annual Report on Form 10-K for the year ended December 31, 2018, as well as to our subsequent filings with the Securities and Exchange Commission. The forward-looking statements contained herein speak only as of the date hereof, and we assume no obligation to update any forward-looking statements, whether as a result of new information, subsequent events or otherwise, except as required by law.

FORBES: First Peek At Downtown Manhattan’s 77 Greenwich Condominium

The next mixed-use luxury condominium to peek through the New York’s soaring skyline will be 77 Greenwich, a sculptural, 42-story glass tower with sweeping water views in the heart of lower Manhattan.

Designed by firm FXCollaborative (architectural firm behind the recently opened Statue of Liberty Museum) and Deborah Berke Partners (designer of 432 Park Avenue), the Greenwich Street residential building features a pleated, reflective glass façade rising from a cast stone base—a historic nod to the neighborhood’s masonry architectural landscape.

Read the full article here.

TRINITY PLACE HOLDINGS LAUNCHES SALES AT 77 GREENWICH STREET

New York, NY – May 13, 2019 – Trinity Place Holdings Inc. (NYSE: TPHS), the New York-based real estate holding, investment and asset management company, has announced the commencement of sales at 77 Greenwich, a new residential condominium with a boutique approach to upscale urban living, envisioned by a world-class team of New York-based architects and designers. Located at 77 Greenwich Street in the heart of Manhattan’s “New Downtown,” the elegant tower is situated in the emerging cultural, retail, dining and corporate destination of Lower Manhattan and soars above New York Harbor and Battery Park. It is home to 90 residences, each with show-stopping water views, along with a suite of well-crafted amenities, retail space and a new public elementary school.

Read the full article here.

CITY REALTY, NYC Measuring the value of high-end residential amenities

By Michelle Sinclair Colman, March 29th 2019, The old adage of the value of real estate as “location, location, location” does not hold the same weight in
New York City as it used to. The no-go zones of previous decades are long gone and neighborhoods that used to be on the edge are now shiny and desirable–think Hudson Yards, Alphabet City, Downtown Brooklyn (the list goes on and on).

Read the full article here.

NEW YORK YIMBY – First Curtain Wall Panels Spotted As 77 Greenwich Street Passes Halfway Point In The Financial District

BY: MICHAEL YOUNG 8:00 AMON MARCH 27, 2019
The first exterior curtain wall panels have been spotted on the western elevation of 77 Greenwich Street. The upcoming 42-
story, mixed-use residential skyscraper is located in the Financial District and is being designed by FXCollaborative and
developed by Trinity Place Holdings, with interior design by Deborah Berke Partners.

Recent photos show the panels going up on the lower floors along Greenwich Street, next to the Robert and Anne Dickey
House.

Read the full article here.

Trinity Place Holdings Announces Two New Leases at the Shoppes of Forest Hill in Palm Beach County, Florida Center Now 90% Leased

NEW YORK, NY and MIAMI, FL (March 27, 2019). Trinity Place Holdings Inc. (NYSE: TPHS) (the “Company”) announced today that it has executed approximately 14,000 square feet of new leases, inclusive of a long-term lease with Advanced Health Care LLC to occupy the 12,700 square foot junior anchor location, and Fade Maniacs Barbershop for a 1,260 square foot space, at the Shoppes of Forest Hill Neighborhood Shopping Center in Palm Beach County, Florida.

Read the full article here.