Condor Hospitality Trust, Inc. (NASDAQ:CDOR) Files An 8-K Entry into a Material Definitive Agreement

On May 1, 2017, Condor Hospitality Trust, Inc. (the “Company”)
announced that the Company, through Condor Hospitality Limited
Partnership, the Company’s operating partnership (the
“Operating Partnership”), had entered into an agreement on
April 29, 2017 with SI Lake Mary, LP to purchase a Hampton Inn
and Suites for $19,250,000. The hotel has 130 rooms and is
located in Lake Mary, Florida, a part of the
Orlando-Kissimmee-Sanford Metropolitan Statistical Area. It is
expected that the hotel will continue to be managed by the
current manager, Peachtree Hospitality Management, LLC.

The purchase agreement is attached hereto as Exhibit 10.1 and
incorporated by this reference. The aggregate purchase price for
the hotel will be paid with a combination of cash and debt, and
limited partnership units of the Operating Partnership having an
aggregate dollar value equal to no less than $85,000 and not more
than $300,000, the amount to be elected by the seller. The
purchase price will increase by up to an additional $250,000 if
trailing 12-month net operating income for a specified period
equals or exceeds certain amounts.

to the purchase agreement, the Company deposited $150,000 in
escrow toward the purchase price of the hotel, and following the
due diligence period, the Company will deposit an additional
$150,000 in escrow for the hotel. The Company will conduct due
diligence of the hotel, including inspections, environmental
surveys and engineering studies. The Company may terminate the
agreement, in its sole discretion, with or without cause, prior
to June 13, 2017, the end of the initial due diligence period,
and the initial escrow deposit with respect to the terminated
agreement will be returned to the Operating Partnership. The due
diligence period may be extended by the Company for an additional
15 days to accommodate, among other things, franchise approval.
Closing on the purchase of the hotel is to occur no later than 30
days after the due diligence period, subject to an extension of
15 days if certain conditions to the Company’s obligation to
consummate the purchase of the hotel are not met at the time of
the scheduled closing.

The closing of the transaction is subject to customary closing
conditions, including accuracy of representations and warranties
and compliance with covenants and obligations under the purchase
agreement.

Item 3.02 Unregistered Sales of Equity Securities.

Item 1.01 is incorporated herein by reference.

In connection with the purchase of the hotel, partial
consideration for the purchase price of the hotel will include
limited partnership units issued by the Operating Partnership,
having an aggregate dollar value equal to no less than $85,000
and not more than $300,000, the amount to be elected by the
seller.

The Operating Partnership limited partnership units, if issued,
will be issued to the seller of the hotel in a transaction exempt
from registration under the Securities Act of 1933, as amended,
in reliance on Section 4(a)(2) thereof, as such issuance of
securities will not be made in a public offering, neither the
Company or the Operating Partnership engaged in general
solicitation or advertising, the units were not offered to the
public in connection with this transaction, and the seller of the
hotel is an accredited investor.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.