EXTENDED STAY AMERICA, INC. (STAY) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.
On November13, 2016, Extended Stay America, Inc. and ESH
Hospitality, Inc. (together, the Company) entered into a share
repurchase agreement (the Share Repurchase Agreement) with
certain entities affiliated with Centerbridge Partners, L.P.,
Paulson Co. Inc. and The Blackstone Group L.P. (the Selling
Stockholders) to which they intend to repurchase, directly from
the Selling Stockholders, 1,275,000 Paired Shares, each Paired
Share consisting of a share of common stock of Extended Stay
America, Inc. and a share of Class B common stock of ESH
Hospitality, Inc., which are attached and trade together as
Paired Shares. The share repurchase will be effected in a
private, non-underwritten transaction at a price per share equal
to the price paid by the underwriter in the offering (as defined
below). Extended Stay America, Inc. and ESH Hospitality, Inc.
expect to fund the share repurchase from cash on hand. The share
repurchase is expected to be consummated concurrently with the
offering. Although the completion of the share repurchase will be
conditioned upon the closing of the offering, the closing of the
offering will not be conditioned upon the closing of the share
repurchase. The share repurchase has been approved by the audit
committees of Extended Stay America, Inc. and ESH Hospitality,
Inc. and is to, and will count toward, the Companys existing
combined Paired Share repurchase program. The foregoing
description of the Share Repurchase Agreement does not purport to
be complete and is qualified in its entirety by reference to the
full text of the Share Repurchase Agreement, which is filed as
Exhibit 10.1 to this Current Report on Form 8-K.
Item8.01 Other Events.
On November 14, 2016, the Company issued a press release which
announced the pricing of the underwritten secondary offering (the
offering) of 12,750,000 Paired Shares. The Paired Shares were
offered by the Selling Stockholders, which is expected to result
in gross proceeds of approximately $189 million. The offering is
expected to close on November18, 2016, subject to customary
closing conditions.
The Company will not sell any Paired Shares in the offering and
will not receive any proceeds from the offering. In addition,
none of the Companys officers or directors are selling any Paired
Shares beneficially owned by them in the offering. A copy of the
press release is attached as Exhibit 99.1 to this Current Report
on Form 8-K and is incorporated herein by reference.
Item9.01 Financial Statements and Exhibits.
(d) Exhibits
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ExhibitNumber |
ExhibitDescription |
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10.1 |
Share Repurchase Agreement, dated November 13, 2016, by and among Extended Stay America, Inc., ESH Hospitality, Inc. and each of the entities identified on Schedule 1 thereto. |
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99.1 |
Press release of Extended Stay America, Inc. dated November 14, 2016, announcing the Pricing of Secondary Offering and Repurchase of Paired Shares. |
About EXTENDED STAY AMERICA, INC. (STAY)