ASHFORD HOSPITALITY TRUST,INC. (NYSE:AHT) Files An 8-K Entry into a Material Definitive Agreement

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ASHFORD HOSPITALITY TRUST,INC. (NYSE:AHT) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.

On August25, 2017, Ashford OP General Partner LLC, a Delaware limited liability company and wholly-owned subsidiary of Ashford Hospitality Trust,Inc., a Maryland corporation (the “Company”), executed Amendment No.3 to Seventh Amended and Restated Agreement of Limited Partnership (the “Partnership Agreement Amendment”) of Ashford Hospitality Limited Partnership, a Delaware limited partnership (“Ashford Trust OP”), for the purpose of creating additional preferred units of Ashford Trust OP having substantially the same designations, preferences and other rights as the economic rights of the Company’s 7.50% SeriesH Cumulative Preferred Stock, par value $0.01 per share (the “SeriesH Preferred Stock”), described in Item 3.03 to the Company’s Current Report on Form8-K filed on August22, 2017, which description is incorporated herein by reference.

The summary of the Partnership Agreement Amendment contained in this Item 1.01 does not purport to be complete and is qualified in its entirety by reference to the full text of the Partnership Agreement Amendment, which is filed as Exhibit10.1 hereto and incorporated by reference herein.

Item 8.01 Other Events.

In connection with the settlement of the Company’s offering of SeriesH Preferred Stock occurring on August25, 2017, a legal opinion is filed hereto as Exhibit5.1 hereto and incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

ExhibitNumber

Description

5.1

Opinion of Hogan Lovells US LLP regarding legality of the SeriesH Preferred Stock.

10.1

Amendment No.3 to Seventh Amended and Restated Agreement of Limited Partnership of Ashford Hospitality Limited Partnership, dated August25, 2017.

23.1

Consent of Hogan Lovells US LLP (included in its opinion filed as Exhibit5.1).


ASHFORD HOSPITALITY TRUST INC Exhibit
EX-5.1 2 a17-20817_2ex5d1.htm EX-5.1 Exhibit 5.1     Hogan Lovells US LLP Harbor East 100 International Drive,…
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About ASHFORD HOSPITALITY TRUST,INC. (NYSE:AHT)

Ashford Hospitality Trust, Inc. (Ashford), together with its subsidiaries, is an externally advised real estate investment trust (REIT). The Company operates through direct hotel investments segment. It is focused on investing in the hospitality industry with a focus on full-service upscale and upper-upscale hotels in the United States. The Company owns its lodging investments and conducts its business through Ashford Hospitality Limited Partnership, its operating partnership. Its hotels are operated under the brands of Hilton, Hyatt, Marriott, Starwood and Intercontinental Hotels Group. The Company’s hotels portfolio is asset-managed by Ashford LLC. The Company is focused on direct hotel investments and it may invest in a range of lodging-related assets. Its investments may include direct hotel investments; mezzanine financing through origination or acquisition; first-lien mortgage financing through origination or acquisition, and sale-leaseback transactions.