RLJ LODGING TRUST (NYSE:RLJ) Files An 8-K Termination of a Material Definitive AgreementItem 1.02. Termination of a Material Definitive Agreement.
On March9, 2018 (the “Redemption Date”), FelCor Lodging Limited Partnership (“FelCor LP”), a subsidiary of RLJ Lodging Trust (the “Company”), completed the previously announcedredemption (the “Redemption”)of its outstanding 5.625% Senior Secured Notes due 2023 (the “Notes”) in accordance with that certainIndenturedated as of December17, 2012 (the “Original Indenture”), as supplemented by that First Supplemental Indenture dated January7, 2013 (the “First Supplemental Indenture”) and that Second Supplemental Indenture dated August31, 2017 (the “Second Supplemental Indenture” and, together with the Original Indenture and the First Supplemental Indenture, the “Indenture”), by and among FelCor LP, Rangers Sub I, LLC (the “Rangers”), the other guarantors party thereto and U.S. Bank National Association (the “Trustee”), as trustee, collateral agent, registrar and paying agent. All of the outstanding Notes (approximately $524 million in principal amount) were redeemed for cash at a redemption price equal to 102.813% of the principal amount of the Notes, plus accrued and unpaid interest thereon to, but not including, theRedemption Date. The aggregate amount paid upon the Redemption was equal to approximately $539.4 million. Upon completion of theRedemption, the Notes were cancelled, the obligations of FelCor LP, Rangers and the Subsidiary Guarantors (as defined in the Indenture) under the Notes and theIndenturewere terminated, and all collateral securing the Notes was released.
The references in this Item 1.02 to the Indenture are qualified in their entirety by reference to the Original Indenture, the First Supplemental Indenture and the Second Supplemental Indenture, which are incorporated herein by reference to Exhibit4.1 to FelCor LP’s Current Report on Form8-K filed with the Securities and Exchange Commission (“SEC”) on December19, 2012, Exhibit4.1 to FelCor LP’s Current Report on Form8-K filed with the SEC on January9, 2013 and Exhibit4.1 to FelCor LP’s Current Report on Form8-K filed with the SEC on September7, 2017, respectively.
Item 1.02. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth above under Item 1.02 of this Current Report on Form8-K regarding the Redemption is incorporated into this Item 1.02 by reference.
On March8, 2018, RLJ Lodging Trust, L.P., the operating partnership of the Company, borrowed $300 million under its $600 million unsecured revolving credit facility (the “Revolver”) to fund a portion of the aggregate redemption payment for the Notes. For a description of the terms of the Revolver, see the Company’s Current Reports on Form8-K filed with the SEC on April28, 2016, September1, 2017 and January31, 2018, which descriptions are incorporated into this Item 1.02 by reference.