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NTS Realty Holdings Limited Partnership Announces Termination Of Financing Commitment Letter Related To Going Private Merger Transaction

Stocks in this article: NLP

LOUISVILLE, Ky., Sept. 30, 2013 (GLOBE NEWSWIRE) -- NTS Realty Holdings Limited Partnership (the "Company") (NYSE MKT:NLP) announced today that the special committee of the board of directors of NTS Realty Capital, Inc. ("Realty Capital"), the company's managing general partner, received a letter (the "Letter") from NTS Merger Parent, LLC ("Parent") and NTS Merger Sub, LLC ("Merger Sub") regarding the debt commitment letter (the "Commitment Letter") related to the Company's proposed merger with NTS Merger Sub, LLC under that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of December 27, 2012, among Parent, Merger Sub and the Company. The Commitment Letter provides that it will terminate if the facility contemplated by the Commitment Letter does not for any reason close by September 30, 2013 (the "Financing Termination Date"). The Letter provides that there has been no extension of the Financing Termination Date and that the facility contemplated by the Commitment Letter has not closed.

The Company also announced today that, in response to the Letter, the special committee of the board of directors of Realty Capital sent a letter to Parent and Merger Sub informing them that, in response to the termination of the Commitment Letter, the special committee is reviewing all of its rights and options under the Merger Agreement, including, but not limited to, initiating litigation to enforce the Merger Agreement in accordance with its terms.

The Merger Agreement may be terminated by either Parent and Merger Sub or the Company (by action of the special committee of the board of directors of Realty Capital) if the Merger has not been consummated by September 30, 2013 (the "Merger Outside Date"). At this time, no party to the Merger Agreement has exercised its option to terminate the Merger Agreement. There can be no assurance that the Merger Agreement will not be terminated by either party, that the Merger Agreement will be approved by the unitholders, that Parent and Merger Sub will receive sufficient financing to consummate the Merger or that the Merger will be consummated on the terms described herein or at all.

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