UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (date of earliest event reported): January 20, 2015
ASHFORD HOSPITALITY TRUST, INC.
(Exact name of registrant as specified in its charter)
|
| | | | |
Maryland | | 001-31775 | | 86-1062192 |
(State or other jurisdiction of incorporation or organization) | | (Commission File Number) | | (IRS employer identification number) |
| | | | |
14185 Dallas Parkway, Suite 1100 | | | | |
Dallas, Texas | | | | 75254 |
(Address of principal executive offices) | | | | (Zip code) |
Registrant’s telephone number, including area code (972) 490-9600
Check the appropriated box if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14-a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
ITEM 7.01 REGULATION FD DISCLOSURE.
On January 20, 2015, Ashford Hospitality Trust, Inc. ("Ashford Trust" or the “Company”) announced that it has signed a definitive agreement to acquire the 232-room Memphis Marriott East hotel for total consideration of $43.5 million in cash ($187,500 per key). The acquisition is expected to close within the next 30 days.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
Exhibit Number Description
| |
99.1 | Press Release of the Company, dated January 20, 2015, announcing the signing of the definitive agreement to acquire the 232-room Memphis Marriott East hotel for total consideration of $43.5 million in cash. |
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: January 20, 2015
ASHFORD HOSPITALITY TRUST, INC.
By: /s/ DAVID A. BROOKS
David A. Brooks
Chief Operating Officer and General Counsel
NEWS RELEASE
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| | | |
Contact: | Deric Eubanks | Elise Chittick | Scott Eckstein |
| Chief Financial Officer | Investor Relations | Financial Relations Board |
| (972) 490-9600 | (972) 778-9487 | (212) 827-3766 |
ASHFORD TRUST ANNOUNCES ACQUISITION OF
MEMPHIS MARRIOTT EAST FOR $43.5 MILLION
Acquisition Highlights:
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• | Purchase price equates to an estimated forward 12-month cap rate of 8.6% and an estimated forward 12-month EBITDA multiple of 10.3x |
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• | No new competitive supply projected for the submarket and stable corporate demand generators |
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• | Minimal CapEx needs after complete renovation and conversion to a full-service Marriott |
DALLAS, January 20, 2015 -- Ashford Hospitality Trust, Inc. (NYSE: AHT) (“Ashford Trust” or the “Company”) announced today that it has signed a definitive agreement to acquire the 232-room Memphis Marriott East hotel for total consideration of $43.5 million in cash ($187,500 per key). The acquisition is expected to close within the next 30 days. Upon closing, the property will be managed by Remington Lodging.
The purchase price of $43.5 million represents a trailing 12-month cap rate of 7.6% on net operating income and a trailing 11.6x EBITDA multiple. On a forward 12-month basis, the purchase price represents an estimated cap rate of 8.6% on net operating income and an estimated 10.3x forward EBITDA multiple.
“This transaction was particularly attractive given the hotel’s prime location and market attributes, which include no new competitive supply projected for the submarket and stable corporate demand generators,” said Monty J. Bennett, Ashford Trust’s Chairman and Chief Executive Officer.
“Additionally, with the hotel’s recent conversion to a full service Marriott, it has virtually no capex needs. After the installation of our affiliated property manager, Remington Lodging, we expect to achieve continued solid increases in RevPAR penetration as the property stabilizes.”
Located in the heart of East Memphis, the Memphis Marriott East hotel is minutes away from upscale restaurants and shopping and is an ideal choice for guests visiting nearby attractions such as Elvis’ Graceland, Beale Street and Historic Downtown Memphis. The property has 232 well- equipped guestrooms and 6 meeting rooms with approximately 8,960 square feet of meeting space. Hotel amenities include an indoor pool and whirlpool, 24-hour fitness center, Table - A Delta Grill restaurant, and complimentary on-site parking.
Ashford Hospitality Trust is a real estate investment trust (REIT) focused on investing opportunistically in the hospitality industry across all segments and at all levels of the capital structure primarily within the United States.
Follow Chairman and CEO Monty Bennett on Twitter at www.twitter.com/MBennettAshford or @MBennettAshford.
Ashford has created an Ashford App for the hospitality REIT investor community. The Ashford App is available for free download at Apple’s App Store and the Google Play Store by searching “Ashford.”
Certain statements and assumptions in this press release contain or are based upon "forward-looking" information and are being made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties. When we use the words "will likely result," "may," "anticipate," "estimate," "should," "expect," "believe," "intend," or similar expressions, we intend to identify forward-looking statements. Such statements are subject to numerous assumptions and uncertainties, many of which are outside Ashford Trust’s control.
These forward-looking statements are subject to known and unknown risks and uncertainties, which could cause actual results to differ materially from those anticipated, including, without limitation: general volatility of the capital markets and the market price of our common stock; changes in our business or investment strategy; availability, terms and deployment of capital; availability of qualified personnel; changes in our industry and the market in which we operate, interest rates or the general economy; and the degree and nature of our competition. These and other risk factors are more fully discussed in Ashford Trust’s filings with the Securities and Exchange Commission.
The forward-looking statements included in this press release are only made as of the date of this press release. Investors should not place undue reliance on these forward-looking statements. We are not obligated to publicly update or revise any forward-looking statements, whether as a result of new information, future events or circumstances, changes in expectations or otherwise.
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