DALLAS, Feb. 27, 2017 /PRNewswire/ -- Ashford Hospitality
Trust, Inc. (NYSE: AHT) ("Ashford Trust") today made the following
statements in response to the press release issued today by Land
and Buildings Investment Management, LLC ("Land and
Buildings").
Ashford Trust appreciates Land and Buildings' perspective and
their endorsement for FelCor Lodging Trust Incorporated's
("FelCor") transaction committee of the board to review our offer.
We believe shareholders of both FelCor and Ashford Trust are
supportive of the transaction and we look forward to engaging with
FelCor's board to further discuss our proposal.
Ashford Trust is pleased that shareholders are engaging with
FelCor regarding our proposal, which we believe offers compelling
strategic, operational, and financial benefits. We believe that
there is significant opportunity to unlock value for both sets of
shareholders through a combined company.
Ashford Trust previously announced on February 21, 2017 that it submitted a non-binding
proposal to acquire FelCor for a fixed exchange ratio of 1.192
shares of Ashford Trust per share of FelCor, a total of 400,000
shares of Ashford Inc. (NYSE MKT: AINC) (the "Advisor"), and a
total of 100,000 warrants to purchase Ashford Inc. shares. We
believe that this proposal provides an attractive value to FelCor
shareholders and question what other alternatives would give FelCor
shareholders more value than our offer.
Ashford Hospitality Trust is a real estate investment trust
(REIT) focused on investing opportunistically in the hospitality
industry in upper upscale, full-service hotels.
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."
Contacts
Ashford Hospitality
Trust
|
Media
|
MacKenzie Partners,
Inc.
|
Deric
Eubanks
Chief Financial
Officer
(972)
490-9600
Jordan
Jennings
Investor
Relations
(972)
778-9487
|
Lex
Suvanto
(212)
729-2463
Lex.suvanto@edelman.com
Kara
Brickman
(212)
729-2443
Kara.brickman@edelman.com
|
Paul Schulman/Bob
Marese
(212)
929-5500
(800) 322
-2885
|
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; the degree and nature of our competition; risks that
Ashford Trust will ultimately not pursue a transaction with FelCor
or FelCor will reject engaging in any transaction with Ashford
Trust; if a transaction is negotiated between Ashford Trust and
FelCor, risks related to Ashford Trust's ability to complete the
acquisition on the proposed terms; the possibility that competing
offers will be made; risks associated with business combination
transactions, such as the risk that the businesses will not be
integrated successfully, that such integration may be more
difficult, time-consuming or costly than expected or that the
expected benefits of the acquisition will not be realized; risks
related to future opportunities and plans for the combined company,
including uncertainty of the expected financial performance and
results of the combined company following completion of the
proposed acquisition; disruption from the proposed acquisition,
making it more difficult to conduct business as usual or maintain
relationships with customers, employees, managers or franchisors;
and the possibility that if the combined company does not achieve
the perceived benefits of the proposed acquisition as rapidly or to
the extent anticipated by financial analysts or investors, the
market price of Ashford Trust's shares could decline. 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.
Additional Information
This communication does not constitute an offer to buy or
solicitation of any offer to sell securities. This communication
relates to a proposal which Ashford Trust has made for a business
combination transaction with FelCor. In furtherance of this
proposal and subject to future developments, Ashford Trust (and, if
a negotiated transaction is agreed, FelCor) may file one or more
registration statements, prospectuses, proxy statements or other
documents with the SEC. This communication is not a substitute for
any registration statement, prospectus, proxy statement or other
document Ashford Trust or FelCor may file with the SEC in
connection with the proposed transaction. INVESTORS AND SECURITY
HOLDERS OF ASHFORD TRUST AND FELCOR ARE URGED TO READ CAREFULLY THE
REGISTRATION STATEMENT(S), PROSPECTUS(ES), PROXY STATEMENT(S) AND
OTHER DOCUMENTS THAT MAY BE FILED WITH THE SEC IF AND WHEN THEY
BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION
ABOUT ASHFORD TRUST, FELCOR AND THE PROPOSED TRANSACTION. Investors
and security holders may obtain free copies of these documents (if
and when they become available) and other related documents filed
with the SEC at the SEC's web site at www.sec.gov or by directing a
request to Ashford Trust's Investor Relations department at Ashford
Hospitality Trust, Inc., Attention: Investor Relations, 14185
Dallas Parkway, Suite 1100, Dallas,
Texas 75254 or by calling Ashford Trust's Investor Relations
department at (972) 490-9600. Investors and security holders may
obtain free copies of the documents filed with the SEC on Ashford
Trust's website at www.ahtreit.com under the "Investor" link, at
the "SEC Filings" tab.
Certain Information Regarding Participants
Ashford Trust and Ashford Inc. and their respective directors
and executive officers may be deemed participants in the
solicitation of proxies in connection with the proposed
transaction. You can find information about Ashford Trust's
directors and executive officers in Ashford Trust's definitive
proxy statement for its most recent annual meeting filed with the
SEC on April 25, 2016. You can find
information about Ashford Inc.'s directors and executive officers
in Ashford Inc.'s definitive proxy statements for its most recent
annual meeting and special meeting filed with the SEC on
April 28, 2016 and October 7, 2016, respectively. You can find
information about FelCor's directors and executive officers in
FelCor's definitive proxy statement for its most recent annual
meeting filed with the SEC on April 14,
2016. These documents are available free of charge at the
SEC's web site at www.sec.gov and (with respect to documents and
information relating to Ashford Trust) from Investor Relations at
Ashford Trust, as described above. Additional information
regarding the interests of such potential participants will be
included in one or more registration statements, proxy statements,
tender offer statements or other related documents filed with the
SEC if and when they become available.
To view the original version on PR Newswire,
visit:http://www.prnewswire.com/news-releases/ashford-hospitality-trust-acknowledges-land-and-buildings-endorsement-for-felcor-lodging-trusts-board-to-review-value-creating-proposal-300414379.html
SOURCE Ashford Hospitality Trust, Inc.