P & F INDUSTRIES, INC. (NASDAQ:PFIN) Files An 8-K Completion of Acquisition or Disposition of Assets
Item 2.01.

On June 18, 2019 (the “Closing Date”), Florida Pneumatic Manufacturing Corporation (“Florida Pneumatic”), a wholly owned subsidiary of P&F Industries, Inc. (the “Company”), completed a sale (the “Sale”) of real property located at 851 Jupiter Park Lane, Jupiter, Florida, including the building in which Florida Pneumatic conducts its primary operations (the “Jupiter Facility”) to Jupiter Warehouse Holdings LLC., an unaffiliated Florida limited liability company (the “Purchaser”) for a cash purchase price of Nine Million Two Hundred Thousand ($9,200,000.00) Dollars. The Sale was consummated to a purchase and sale agreement effective April 19, 2019, as amended by a letter agreement between the parties effective as of May 16, 2019.

Effective as of the Closing Date, the Purchaser, as landlord, and Florida Pneumatic, as tenant, entered into a lease (the “Lease”), with respect to an approximately 42,000 square foot portion of the Jupiter Facility (which has a total square footage of approximately 72,000 square feet). The Lease is for a term of five years, with either party able to terminate after four years. The initial monthly base rent under the Lease is approximately $32,345 with annual escalations of three percent. Florida Pneumatic is also be responsible for certain other payments of additional rent as set forth in the Lease, including certain taxes, assessments and operating expenses.

As a condition to the Lenders (as defined below) approving the Sale and releasing the lien on the Jupiter Facility, upon the consummation of the Sale, the Company was required to (and did) apply the net proceeds from the Sale to: (a) pay off its Tranche A Term Loan (which had a principal amount of $100,000 as of the Closing Date); (b) pay off the Capex Loan (which had a principal amount of approximately $313,000 as of the Closing Date); and (c) pay off the Revolver Loan (which had a current principal amount of approximately $7.4 million as of the Closing Date), each to, and defined in, the Second Amended and Restated Loan and Security Agreement, dated as of April 5, 2017, as amended (the “Loan Agreement”), among the Company, its subsidiaries Florida Pneumatic and Hy-Tech Machine, Inc. (“Hy-Tech”, and together with the Company and Florida Pneumatic, collectively, “Borrowers”) and the Company’s subsidiaries Jiffy Air Tool, Inc. (“Jiffy”), ATSCO Holdings Corp. (“ATSCO”), Bonanza Properties Corp. (“Properties”), Continental Tool Group, Inc. (“Continental Tool”), Countrywide Hardware, Inc. (“Countrywide”), Embassy Industries, Inc. (“Embassy”) and Exhaust Technologies, Inc. (“Exhaust” and together with Jiffy, ATSCO, Properties, Continental Tool, Countrywide, Embassy and Exhaust, collectively, “Guarantors”) and Capital One, National Association, as agent (the “Agent”) for the lenders (the “Lenders”) from time to time party to the Loan Agreement. Following the Closing, the Borrowers are still able to borrow under the Capex Loan and the Revolver Loan under the terms of the Loan Agreement.

The information set forth in Item 1.01 is incorporated herein by reference.

On June 19, 2019, the Company issued a press release (the “Press Release”) announcing the completion of the Sale. A copy of the Press Release is furnished as Exhibit 99.1 hereto.

99.1	Press Release, dated June 19, 2019, issued by the Company.

P&F INDUSTRIES INC Exhibit
EX-99.1 2 tv523869_ex99-1.htm EXHIBIT 99.1 Exhibit 99.1     P&F Industries Completes Sale of Real Property   MELVILLE,…
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About P & F INDUSTRIES, INC. (NASDAQ:PFIN)

P&F Industries, Inc. conducts business through its subsidiaries. The Company operates through two segments: tools and other products (Tools), and hardware and accessories (Hardware). It conducts Tools business through a subsidiary, Continental Tool Group, Inc. (Continental), which in turn operates through its subsidiaries, Florida Pneumatic Manufacturing Corporation (Florida Pneumatic) and Hy-Tech Machine, Inc. (Hy-Tech). Florida Pneumatic imports and sells pneumatic hand tools, most of which are of its own design, primarily to the retail, industrial and automotive markets. It conducts the Hardware business through its subsidiary, Countrywide Hardware, Inc. (Countrywide). Countrywide conducts its business operations through its subsidiary, Nationwide Industries, Inc. (Nationwide). Nationwide develops, imports and manufactures fencing hardware, patio products, and door and window accessories, such as rollers, hinges, window operators, sash locks, custom zinc castings and door closers.