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): June 17, 2015
ASHFORD HOSPITALITY TRUST, INC.
(Exact name of registrant as specified in its charter)
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| | | | |
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 June 17, 2015, Ashford Hospitality Trust, Inc. ("Ashford Trust" or the “Company”) announced it has completed the previously-announced acquisition of a 9-hotel portfolio for total consideration of $224.0 million ($179,000 per key). Concurrent with the completion of the acquisition, the Company has financed the portfolio with non-recourse debt of approximately $179.0 million.
A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
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| | |
Exhibit Number | | Description |
99.1 | | Press Release of the Company, dated June 17, 2015, furnished under Item 7.01, announcing it has completed and financed the previously-announced acquisition of a 9-hotel portfolio. |
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: June 17, 2015 |
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| 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 | Jordan Jennings | Scott Eckstein |
| Chief Financial Officer | Investor Relations | Financial Relations Board |
| (972) 490-9600 | (972) 778-9487 | (212) 827-3766 |
ASHFORD TRUST COMPLETES ACQUISITION OF
9-HOTEL PORTFOLIO FOR $224 MILLION
Acquisition Highlights:
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• | 9-hotel portfolio consists of 8 select-service hotels and 1 full-service hotel with 1,251 total rooms |
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• | Purchase price equates to an estimated forward 12-month cap rate of 7.7% and an estimated forward 12-month EBITDA multiple of 11.6x |
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• | Well-located and diversified portfolio proximate to stable demand generators |
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• | Relatively new assets with average age of 7 years |
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• | Remington Lodging assumes property management |
DALLAS, June 17, 2015 -- Ashford Hospitality Trust, Inc. (NYSE: AHT) (“Ashford Trust” or the “Company”) announced today that it has completed the previously-announced acquisition of a 9-hotel portfolio for total consideration of $224 million ($179,000 per key). Concurrent with the completion of the acquisition, the Company has financed the portfolio with non-recourse debt of approximately $179 million. The first tranche of financing is a $144 million non-recourse mortgage loan secured by the eight select-service assets. This loan is interest only and provides for a floating interest rate of LIBOR + 4.09% with a two-year term with three, one-year extension options subject to the satisfaction of certain conditions. The second tranche of the financing is a $35.2 million non-recourse mortgage loan secured by the Sheraton Ann Arbor, the only full-service hotel in the portfolio. This loan is interest only and provides for a floating interest rate of LIBOR + 4.15% with
a two-year term with three, one-year extension options subject to the satisfaction of certain conditions. All of the properties are now managed by Remington Lodging.
The purchase price represents a trailing 12-month cap rate of 7.4% on net operating income and a trailing 12.1x EBITDA multiple. On a forward 12-month basis, the purchase price represents an estimated cap rate of 7.7% on net operating income and an estimated 11.6x EBITDA multiple. On a trailing 12-month basis, the portfolio achieved RevPAR of $100, with occupancy of 76% and Average Daily Rate of $132.
The portfolio includes:
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| | | | | | | | | |
Hotel | | Brand Family | | Market | | State | | Rooms |
Courtyard Boston Billerica | | Marriott | | Boston | | MA | | 210 |
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Courtyard Wichita Old Town | | Marriott | | Wichita | | KS | | 128 |
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Hampton Inn & Suites Columbus Easton | | Hilton | | Columbus | | OH | | 145 |
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Hampton Inn & Suites Pittsburgh Washington | | Hilton | | Pittsburgh | | PA | | 103 |
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Hampton Inn & Suites Pittsburgh Waterfront | | Hilton | | Pittsburgh | | PA | | 113 |
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Hampton Inn Phoenix Airport | | Hilton | | Phoenix | | AZ | | 106 |
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Homewood Suites Pittsburgh Southpointe | | Hilton | | Pittsburgh | | PA | | 148 |
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Residence Inn Stillwater | | Marriott | | Stillwater | | OK | | 101 |
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Sheraton Ann Arbor | | Starwood | | Ann Arbor | | MI | | 197 |
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| | | | | | | | 1,251 |
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“We are excited to have completed this accretive transaction which allowed us to further expand the geographic footprint of our diverse portfolio with well-located assets affiliated with strong and diverse brands,” said Monty J. Bennett, Ashford Trust's Chairman and Chief Executive Officer. “With the installation of Remington property management at all of these properties, we look forward to being able to realize solid increases in operating performance at these hotels.”
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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