ORLANDO, Fla., May 20, 2021 /PRNewswire/ -- Xenia Hotels &
Resorts, Inc. (NYSE: XHR) ("Xenia" or the "Company") today
announced that its operating partnership, XHR LP (the "Issuer"),
has successfully priced its offering of $500
million aggregate principal amount of 4.875% senior secured
notes due 2029 (the "Notes") at a price equal to 100% of face
value. The offering is expected to close on May 27, 2021, subject to customary closing
conditions. The Notes, which will pay interest semi-annually,
have a fixed annual interest rate of 4.875% and will mature on
June 1, 2029. The Notes will be
senior secured obligations of the Issuer and will be fully and
unconditionally guaranteed by the Company and certain of the
Issuer's subsidiaries that incur or guarantee the credit facilities
or certain other indebtedness of the Issuer, subject to the terms
of the indenture governing the Notes.
The offering was upsized from the previously announced amount of
$400 million. The Issuer
intends to use the net proceeds of the offering to repay borrowings
under certain of the Company's credit facilities and for general
corporate purposes.
Substantially concurrently with the pricing of the offering, the
Company obtained consents to amendments to certain of its credit
facilities to allow for the incurrence of the Notes to be issued in
the offering, eliminate certain limitations on the acquisition of
properties and certain mandatory prepayment requirements, extend
the existing covenant waiver period and make certain additional
technical and other amendments. The effectiveness of the
amendments to certain of the Company's credit facilities is
conditioned on the paydown of debt contemplated by the use of the
proceeds from the offering of the Notes.
The Notes and the related guarantees have not been and will not
be registered under the Securities Act of 1933, as amended (the
"Securities Act"), any state securities laws or the securities laws
of any other jurisdiction. The Notes may not be offered or sold in
the United States absent
registration or pursuant to an exemption from, or in a transaction
not subject to, registration. The Notes will be offered and sold
only to persons reasonably believed to be "qualified institutional
buyers" in accordance with Rule 144A under the Securities Act and
to certain non-U.S. persons in offshore transactions in reliance on
Regulation S under the Securities Act.
This press release is neither an offer to sell nor a
solicitation of an offer to buy the Notes or any other securities
and shall not constitute an offer to sell or a solicitation of an
offer to buy, or a sale of, the Notes or any other securities in
any jurisdiction in which such offer, solicitation or sale would be
unlawful.
About Xenia Hotels & Resorts, Inc.
Xenia Hotels & Resorts, Inc. is a self-advised and
self-administered REIT that invests in uniquely positioned luxury
and upper upscale hotels and resorts with a focus on the top 25
U.S. lodging markets as well as key leisure destinations in
the United States. The Company
owns 35 hotels and resorts comprising 10,011 rooms across 15
states. Xenia's hotels are in the luxury and upper upscale
segments, and are operated and/or licensed by industry leaders such
as Marriott, Hyatt, Kimpton, Fairmont, Loews, Hilton, and The
Kessler Collection. For more information on Xenia's business, refer
to the Company website at www.xeniareit.com.
This press release contains statements as to the Company's
beliefs and expectations of the outcome of future events that are
forward-looking statements as defined in the Private Securities
Litigation Reform Act of 1995 and within the meaning of Section 27A
of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended . You can identify
these statements by the fact that they do not relate strictly to
historical or current facts. Examples of these statements include,
but are not limited to, statements regarding the status and outcome
of certain asset sale transactions, the suspension of operations at
our hotel properties, the anticipated impact of the COVID-19
pandemic on travel, transient and group demand, the anticipated
impact of such pandemic on our results of operations, and the
resulting amount of cancellation and attrition fees and
cost-containment efforts. These forward-looking statements are
subject to risks and uncertainties that could cause actual results
to differ materially from the statements made. These risks and
uncertainties include, but are not limited to, the effects of the
COVID-19 pandemic, including on the demand for travel, transient
and group business (including, but not limited to,
government-imposed travel or meeting restrictions), and levels of
consumer confidence in the safety of travel as a result of the
pandemic; the length of the COVID-19 pandemic and severity of such
pandemic in the United States; the
pace of economic recovery and the recovering of consumer confidence
following the COVID-19 pandemic; our ability to implement
cost-containment strategies; the adverse effects of the COVID-19
pandemic on our business or the market price of our common stock;
and our ability to service, restructure or refinance our debt; our
ability to be in compliance with our debt covenants; our ability to
access capital on acceptable terms or at all and uncertainty in
both the debt and equity capital markets; and the outcome of legal
proceedings or other disputes. Other factors that could cause
results to differ are described in the filings made from time to
time by the Company with the U.S. Securities and Exchange
Commission and include the risk factors and other risks and
uncertainties described in the Company's Annual Report on Form 10-K
for the year ended December 31, 2020,
its Quarterly Report on Form 10-Q for the quarter ended
March 31, 2021 and its Current
Reports on Form 8-K. Except as required by law, the Company does
not undertake, and hereby disclaims, any obligation to release
publicly any revisions to forward-looking statements made by it to
reflect events or circumstances occurring after the date hereof or
the occurrence of unanticipated events.
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SOURCE Xenia Hotels & Resorts, Inc.