Condor Hospitality Trust, Inc. (NASDAQ:CDOR) Files An 8-K Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
Item 3.02. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

Hotel Acquisition

On February 21, 2018, Condor Hospitality Limited Partnership, the operating partnership of the Company (the “Operating Partnership”), completed the acquisition of a hotel to a purchase agreement with Stayfresh Hotels, LLC. The hotel is the Home2 Suites by Hilton, with 93 rooms, located in Summerville, South Carolina.

The aggregate purchase price for the hotel was $16.325 million which was paid with a combination of cash, financing (as discussed below) and Operating Partnership limited partnership units (as discussed below).

The acquisition of the hotel was completed byCDOR CHS Holiday, LLC, a single-purpose bankruptcy remote entity 50% owned by the Operating Partnership. In connection with the closing of the acquisition, the hotel was leased to TRS CHS Holiday, LLC, a single-purpose bankruptcy remote entity 50% owned by TRS Leasing, Inc., the taxable REIT subsidiary of the Company.

Financing

On February 21, 2018, the Operating Partnership borrowed $14.8 million under the Credit Agreement dated as of March 1, 2017 by and among the Operating Partnership, as Borrower, KeyBank National Association and the other lenders party thereto, as Lenders, and KeyBank National Association, as Agent (as amended, the “Credit Agreement”).The borrowings under the Credit Agreement were used to pay a portion of the aggregate purchase price for the Summerville hotel.

In connection with the acquisition of the hotel, the subsidiary owner and lessee of the hotel were added as guarantors under the Credit Agreement and the hotel property (together with the tangible and intangible personal property used in connection with such hotel property) was added to the collateral pool securing indebtedness under the Credit Agreement.

The terms and conditions of the Credit Agreement are described in the Company’s Current Reports on Form 8-K dated March 1, 2017, May 11, 2017 and December 13, 2017 and are incorporated herein by reference.The description of the Credit Agreement is qualified in its entirety by Exhibit 10.1 (attached to the Form 8-K dated March 1, 2017), Exhibit 10.1 (attached to the Form 8-K dated May 11, 2017) and Exhibit 10.1 (attached to the Form 8-K dated December 13, 2017), which are incorporated herein by reference.

Item 3.02Unregistered Sales of Equity Securities.

Item 3.02 is incorporated herein by reference.

to the purchase agreement for the Summerville hotel, as partial consideration for the purchase price of the hotel, the Operating Partnership agreed to issue to the seller limited partnership units with an aggregate dollar value of $50,000. In connection with the acquisition of the hotel, the Operating Partnership issued 259,685 limited partnership units to Stayfresh Hotels, LLC on February 21, 2018.

The Operating Partnership limited partnership units were issued to the party described above in transactions exempt from registration under the Securities Act of 1933, as amended, in reliance on Section4(a)(2) thereof, as such issuances of securities were not made in a public offering, neither the

Company nor the Operating Partnership engaged in general solicitation or advertising, the units were not offered to the public in connection with these transactions and the party described above is an accredited investor.

Item 3.02Other Events.

Item 3.02 is incorporated herein by reference.