Ashford Hospitality Trust Reports Material Agreement & Disclosure

TL;DR

**Ashford Hospitality Trust just inked a material definitive agreement, signaling potential shifts for the REIT.**

AI Summary

Ashford Hospitality Trust, Inc. filed an 8-K on February 29, 2024, reporting an event on February 28, 2024, concerning an entry into a material definitive agreement and Regulation FD disclosure. The filing indicates the company's status as a Maryland-incorporated Real Estate Investment Trust (REIT) with a commission file number of 001-31775. This report also details the company's various preferred stock series, including Series D, F, G, H, and I, alongside its common stock.

Why It Matters

This filing signals a significant new agreement for Ashford Hospitality Trust, which could impact its financial position and future operations, making it relevant for investors tracking the company's strategic moves.

Risk Assessment

Risk Level: medium — The filing mentions a 'material definitive agreement' without disclosing its specifics, introducing uncertainty about its potential positive or negative impact.

Key Numbers

• 001-31775 — Commission File Number (Identifies the company's SEC registration)
• 86-1062192 — IRS Employer Identification Number (Identifies the company for tax purposes)

Key Players & Entities

• ASHFORD HOSPITALITY TRUST, INC. (company) — Registrant
• Maryland (company) — State of incorporation
• 001-31775 (dollar_amount) — Commission File Number
• February 28, 2024 (date) — Date of earliest event reported
• February 29, 2024 (date) — Filing date

FAQ

Key Financial Figures

• $171 million — Boston Back Bay Hotel (the "Hotel") for $171 million in cash, subject to customary pro-ratio
• $8 million — ent, Purchaser has deposited a total of $8 million (the "Deposit") into escrow pending the

Filing Documents

• aht-20240228.htm (8-K) — 34KB
• ahtbostonbackbaypr.htm (EX-99.1) — 23KB
• image_1aa.jpg (GRAPHIC) — 194KB
• 0001232582-24-000023.txt ( ) — 517KB
• aht-20240228.xsd (EX-101.SCH) — 3KB
• aht-20240228_def.xml (EX-101.DEF) — 17KB
• aht-20240228_lab.xml (EX-101.LAB) — 34KB
• aht-20240228_pre.xml (EX-101.PRE) — 18KB
• aht-20240228_htm.xml (XML) — 7KB

01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. On January 29, 2024 (the "Effective Date"), PIM Boston Back Bay LLC and PIM TRS Boston Back Bay LLC (together, "Seller"), indirect wholly owned subsidiaries of Ashford Hospitality Trust, Inc. (the "Company"), entered into an Agreement of Purchase and Sale (the "Agreement") with Beantown Hotel Owner LLC, as purchaser ("Purchaser"), for the sale of Hilton Boston Back Bay Hotel (the "Hotel") for $171 million in cash, subject to customary pro-rations and adjustments (the "Purchase Price"). As required by the Agreement, Purchaser has deposited a total of $8 million (the "Deposit") into escrow pending the closing or termination of the Agreement. Under the Agreement, from the Effective Date through 5:00 p.m. Eastern Time on February 28, 2024 (the "Study Period"), Purchaser had the right to terminate the Agreement in Purchaser's sole discretion by providing a written notice of termination to Seller. The Study Period expired on February 28, 2024 and Purchaser provided a "go hard notice" to Seller indicating Purchaser's election to proceed with closing in accordance with the Agreement. The sale of the Hotel is expected to close in the first quarter of 2024, subject to customary closing conditions. If the transaction closes as contemplated, the Deposit will be applied to the Purchase Price. The Agreement contains terms, conditions, covenants, representations and warranties and indemnities from each of the respective parties that are customary and typical for a transaction of this nature. Several conditions to closing on the sale remain to be satisfied, and there can be no assurance that the sale transaction will be completed on the general terms described above or at all.

01 REGULATION FD DISCLOSURE

ITEM 7.01 REGULATION FD DISCLOSURE. On February 29, 2024, the Company issued a press release announcing progress on the Company's plan to pay off its strategic financing and announcing the Company's entry into the Agreement. A copy of the press release is attached hereto as Exhibit 99.1. The information in this Item 7.01 of this Form 8-K and Exhibit 99.1 attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

01 FINANCIAL STATEMENTS AND EXHIBITS

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (d) Exhibits Exhibit Number Description 99.1 Press Release of the Company, dated February 29, 2024 104 Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101)

SIGNATURES

SIGNATURES Pursuant to the requirements 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. ASHFORD HOSPITALITY TRUST, INC. Dated: February 29, 2024 By: /s/ Alex Rose Alex Rose Executive Vice President, General Counsel & Secretary

View Full Filing

View this 8-K filing on SEC EDGAR