HERSHA HOSPITALITY TRUST (NYSE:HT) Files An 8-K Entry into a Material Definitive AgreementItem 1.01. Entry into a Material Definitive Agreement.
On February6, 2018 (the “Closing Date”), Hersha Hospitality Trust (the “Company”), through certain of its subsidiaries, completed a series of refinancing transactions (the “Refinancing”) related to the existing debt on seven premium limited service hotels located in Manhattan (the “JV Properties”) owned by the Company’s existing joint venture with Cindat Capital Management Limited (“Cindat”).
On the Closing Date and in connection with the Refinancing, Cindat Hersha Owner JV LLC (“Owner JV”) closed on a $300,000,000 mortgage loan (the “Mortgage Loan”) and a $85,000,000 mezzanine loan (the “Mezzanine Loan”). The Mortgage Loan is evidenced by a Loan Agreement (the “Loan Agreement”) by and among HCIN Maiden Hotel Associates, LLC, HCIN Water Street Associates, LLC, HCIN Chelsea Grand East Associates, LLC, HCIN Herald Square Associates, LLC, HCIN Duo Three Associates, LLC, HCIN Duo Two Associates, LLC and HCIN Duo One Associates, LLC (collectively, the “Mortgage Borrower”), as borrower, HCIN Maiden Hotel Lessee, LLC, HCIN Water Street Lessee, LLC, HCIN Chelsea Grand East Lessee, LLC, HCIN Herald Square Lessee, LLC, HCIN Duo Three Lessee, LLC, HCIN Duo Two Lessee, LLC and HCIN Duo One Lessee, LLC (collectively, the “Operating Lessee”), as operating lessee, UBS AG, by and through its branch office at 1285Avenue of the Americas, New York, New York, 10019, as lender, and China Merchants Bank Co., Ltd. New York Branch, a bank organized under the laws of the People’s Republic of China, as co-lender.
The Mortgage Loan is for a term of 36 months, subject to two 12-month extensions which may be exercised at the Mortgage Borrower’s option, subject to specified conditions. The Mortgage Loan is a floating rate loan, calculated on an actual/360 basis and is payable monthly. As a condition to closing, the Mortgage Borrower was required to purchase an interest rate cap. The Mortgage Loan is non-recourse, subject to specified exceptions, with the collateral for the Mortgage Loan including a first mortgage on the Mortgage Borrower’s fee interest in the JV Properties. The Company is a non-recourse carve-out guarantor for the Mortgage Loan.
The Mezzanine Loan is evidenced by, among other documents, a Mezzanine Loan Agreement (the “Mezzanine Loan Agreement”) by and among Cindat Hersha Owner JV Associates, LLC (“Mezzanine Borrower”), as borrower, Cindat Hersha Lessee JV Associates, LLC (“Operating Lessee Owner”), as operating lessee owner, and CMTG Lender 12 LLC, as lender. The Mezzanine Loan is for the aggregate maximum principal amount of $85,000,000 and is for a term of 36 months, subject to two 12-month extensions which may be exercised at the Mezzanine Borrower’s option, subject to specified conditions. The Mezzanine Loan is non-recourse, subject to specified exceptions. The Company is a non-recourse carve-out guarantor for the Mezzanine Loan.
The foregoing descriptions of the Mortgage Loan and the Mezzanine Loan are not complete and are qualified in their entirety by reference to the entire Mortgage Loan Agreement and Mezzanine Loan Agreement, respectively, copies of which are attached hereto as Exhibits 10.1 and 10.2, respectively. Capitalized terms used herein and not defined above have the meanings set forth in Exhibits 10.1 and 10.2 hereto.
Item 1.01. Termination of a Material Definitive Agreement
On the Closing Date and in connection with the Refinancing, Owner JV, through the Mortgage Borrower, terminated that certain Term Loan Agreement and that certain Project Loan Agreement, each dated as of April29, 2016, each between the Operating Lessee, as operating lessee, and Natixis Real Estate Capital LLC (“Natixis”), as lender, and repaid in full the remaining balance of the associated term and project loan. In addition, Owner JV, through the Mezzanine Borrower, terminated that certain Mezzanine Loan Agreement, dated as of April29, 2016, between Operating Lessee Owner, as operating lessee, and Hersha Mezz Gap Lender, LLC (“Mezz Lender”), as lender, and repaid in full the remaining balance of the associated mezzanine loan. As a result of the early terminations, Owner JV paid a total of approximately $91,875 to Natixis in prepayment fees.
Item 1.01. Financial Statements and Exhibits
| Exhibit No. |
Description |
| 10.1 | Loan Agreement, dated as of February 6, 2018, between HCIN Maiden Hotel Associates, LLC, HCIN Water Street Associates, LLC, HCIN Chelsea Grand East Associates, LLC, HCIN Herald Square Associates, LLC, HCIN Duo Three Associates, LLC, HCIN Duo Two Associates, LLC and HCIN Duo One Associates, LLC, as borrower, HCIN Maiden Hotel Lessee, LLC, HCIN Water Street Lessee, LLC, HCIN Chelsea Grand East Lessee, LLC, HCIN Herald Square Lessee, LLC, HCIN Duo Three Lessee, LLC, HCIN Duo Two Lessee, LLC and HCIN Duo One Lessee, LLC, as operating lessee, UBS AG, by and through its branch office at 1285Avenue of the Americas, New York, New York, 10019, as lender, and China Merchants Bank Co., Ltd. New York Branch, a bank organized under the laws of the People’s Republic of China, as co-lender. |
| 10.2 | Mezzanine Loan Agreement, dated as of February 6, 2018, between Cindat Hersha Owner JV Associates, LLC, as borrower, Cindat Hersha Lessee JV Associates, LLC, as operating lessee, and CMTG Lender 12 LLC, as lender. |
HERSHA HOSPITALITY TRUST ExhibitEX-10.1 2 d447355dex101.htm EX-10.1 EX-10.1 Exhibit 10.1 LOAN AGREEMENT Dated as of February 6,…To view the full exhibit click here
About HERSHA HOSPITALITY TRUST (NYSE:HT)
Hersha Hospitality Trust is a real estate investment trust. The Company operates through investment in hotel properties segment. It invests in institutional grade hotels in urban gateway markets, including New York, Washington District of Columbia (DC), Boston, Philadelphia, South Florida and select markets on the West Coast. The Company owns its hotels and its investments in joint ventures through its operating partnership, Hersha Hospitality Limited Partnership, for which it serves as a general partner. Its portfolio consists of over 50 limited and full service properties with a total of over 7,220 rooms and interests in approximately five limited and full service properties owned through joint venture investments with a total of approximately 1,370 rooms. It leases its hotels to 44 New England Management Company (44 New England), its taxable REIT subsidiary (TRS). Its properties include Courtyard, The Boxer, Hawthorn Suites by Wyndham, Hyatt House, Hotel Milo and TownePlace Suites.