DALLAS, May 6, 2015 /PRNewswire/ -- Ashford
Hospitality Trust, Inc. (NYSE: AHT) ("Ashford Trust" or the
"Company") today announced that leading independent proxy advisory
firm Institutional Shareholder Services (ISS) has recommended that
Ashford Trust shareholders vote "FOR" all of the Company's director
nominees, rejecting the efforts of labor union activist UNITE
HERE's campaign against these director candidates.
Ashford Trust shareholders are reminded that their vote is
extremely important, no matter how many or how few shares they
own. As the annual meeting date is rapidly approaching, the
Ashford Trust Board strongly urges shareholders to protect the
value in their investment by voting on the WHITE proxy card "FOR"
ALL of the Ashford Trust director nominees.
Even though ISS recommends shareholders vote "FOR" all of the
director nominees, unfortunately ISS also recommends that
shareholders use the UNITE HERE proxy card to do so, rather than
the Company's WHITE proxy card, apparently due to the fact that
UNITE HERE included a number of additional proposals on their proxy
card. However, the Company has determined that these
additional proposals do not comply with the requirements of the
Company's bylaws and are not proper matters to be brought up at the
2015 annual meeting of shareholders. Accordingly, the Company
will not take a shareholder vote on these proposals, the proposals
will not be heard at the Company's annual meeting and the Company
will not solicit proxies against these proposals.
The Ashford Trust Board of Directors and executive management
have and will continue to take appropriate steps to continue to
drive high performance and profitable growth across the
Company. The Ashford Trust Board is composed of highly
qualified directors, six out of seven of which are independent,
whose goal is to continue to successfully create value for all
shareholders.
UNITE HERE owns just 755 shares of Ashford Trust --
approximately .0000012% of the shares outstanding – and the Company
believes they are inappropriately using the proxy process to
further their interests in a protracted labor dispute involving one
of Ashford's property managers at
a hotel in Anchorage, Alaska. This is a self-interested
campaign by UNITE HERE, which is attempting to organize workers in
the hospitality industry, including workers at hotels owned by
Ashford, as its membership has
fallen by approximately 41% since 2004 according to data from the
Office of Labor Management Standards
(https://www.unionfacts.com/union/UNITE_HERE#membership-tab).
UNITE HERE's practice is to push for changes in corporate
governance to increase its leverage in labor organization and
negotiations. We do not believe their tactic of using a
nominal holding in company stock to manipulate corporate governance
for its bargaining advantage is in the best interest of our
shareholders.
If you have questions or need assistance in voting contact:
MACKENZIE PARTNERS, INC.
105 Madison Avenue
New York, NY 10016
proxy@mackenziepartners.com
Call Collect (212) 929-5500
OR
Toll-Free (800) 322-2885
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.
Important Additional Information:
Ashford Trust,
its directors and certain of its officers and employees are
participants in solicitations of Ashford Trust stockholders.
Information regarding the names of Ashford's directors and executive officers and
their respective interests in Ashford Trust by security holdings or
otherwise is set forth in the Company's proxy statement for its
2015 annual meeting of stockholders, filed with the SEC on
April 14, 2015. Additional
information can be found in Ashford Trust's Annual Report on Form
10-K for the year ended December 31,
2014, filed with the SEC on March 31,
2015.. To the extent holdings of Ashford Trust's securities
have changed since the amounts printed in the proxy statement for
the 2015 annual meeting of stockholders, such changes have been
reflected on Initial Statements of Beneficial Ownership on Form 3
or Statements of Change in Ownership on Form 4 filed with the SEC.
These documents are available free of charge at the SEC's website
at www.sec.gov.
This communication does not constitute an offer to buy or
solicitation of an offer to sell any securities. This communication
is not a substitute for any proxy statement, solicitation
statement, registration statement, prospectus or other document
Ashford may file with the
SEC. STOCKHOLDERS ARE ENCOURAGED TO READ ANY ASHFORD PROXY STATEMENT, SOLICITATION
STATEMENT (INCLUDING ANY SUPPLEMENTS THERETO) AND ANY OTHER
RELEVANT DOCUMENTS THAT ASHFORD
TRUST MAY FILE WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY BECAUSE
THEY WILL CONTAIN IMPORTANT INFORMATION. Stockholders will be able
to obtain, free of charge, copies of any solicitation statement and
any other documents filed by Ashford Trust with the SEC at the
SEC's website at www.sec.gov. In addition, copies will also be
available at no charge at the Investors section of Ashford's website at www.ahtreit.com.
Forward-Looking Statements
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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SOURCE Ashford Hospitality Trust, Inc.