Xenia Hotels & Resorts, Inc. (NYSE:XHR) Files An 8-K Entry into a Material Definitive AgreementItem 1.01. Entry into a Material Definitive Agreement.
On October 3, 2017, an indirect, wholly owned subsidiary of Xenia Hotels & Resorts, Inc. (the “Company”) entered into a definitive agreement to acquire the 493-room Hyatt Regency Scottsdale Resort and Spa at Gainey Ranch and the 119-room Royal Palms Resort and Spa affiliated with The Unbound Collection by Hyatt, from affiliates of Hyatt Hotels Corporation (“Hyatt”) for cash consideration of $305 million, plus customary pro-rated amounts and closing costs. The transaction was completed on October 3, 2017. In connection with the closing of the transaction, wholly owned subsidiaries of the Company entered into two individual management agreements with Hyatt to continue to manage the hotels.
The Company funded the acquisition with a combination of cash available on the Company’s balance sheet and a new $125 million senior unsecured term loan as further described under Item 8.01 below. A copy of the press release announcing the transaction is filed as Exhibit99.1 to this report.
Item 2.01. Completion of Acquisition or Disposition of Assets.
The information required by this Item 2.01 with respect to the acquisition of the 493-room Hyatt Regency Scottsdale Resort and Spa at Gainey Ranch and the 119-room Royal Palms Resort and Spa from Hyatt is incorporated by reference from Item 1.01 of this Current Report on Form 8-K.
Item 7.01. Regulation FD Disclosure.
From time to time, senior management of the Company meets with current and potential investors and business analysts. The Company intends to use the presentation furnished as Exhibit 99.2 to this Current Report on Form 8-K, and incorporated into this Item 7.01 by reference (the “Investor Presentation”), at these meetings. The Company intends to post the Investor Presentation in the “Investor Relations” section of its website at www.xeniareit.com. The Company reserves the right to discontinue the availability of the Investor Presentation at any time.
The information furnished in this Item 7.01, including Exhibit 99.2, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, unless the Company specifically states that the information is to be considered “filed” under the Exchange Act or incorporates it by reference into a filing under the Exchange Act or the Securities Act of 1933, as amended.
Item 8.01 Other Events.
On August 14, 2017, an indirect, wholly owned subsidiary of the Company entered into a new $100 million mortgage loan collateralized by the Renaissance Atlanta Waverly Hotel & Convention Center. The loan matures in August 2024, and bears an interest rate of LIBOR plus 210 basis points.
On September 13, 2017, XHR LP, a Delaware partnership (“XHR”) entered into a $125,000,000 senior unsecured term loan agreement by and among XHR, as borrower, a syndicate of banks, as lenders, and KeyBank National Association, as administrative agent. The senior unsecured term loan was funded on September 29, 2017, in connection with the acquisition as described under Item 1.01 above.
On October 4, 2017, an indirect, wholly owned subsidiary of the Company acquired the 365-room Ritz-Carlton Pentagon City in Arlington, Virginia for a purchase price of $105 million, plus customary pro-rated amounts and closing costs. A copy of the press release announcing the transaction is filed as Exhibit99.3 to this report.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
Xenia Hotels & Resorts, Inc. ExhibitEX-99.1 2 exhibit991pressrelease.htm EXHIBIT 99.1 Exhibit FOR IMMEDIATE RELEASEDATE: October 4,…To view the full exhibit click here
About Xenia Hotels & Resorts, Inc. (NYSE:XHR)
Xenia Hotels & Resorts, Inc. is a real estate investment trust. The Company invests primarily in premium full service, lifestyle and urban upscale hotels. The Company’s segment is investment in hotel properties. The Company conducts its operations through its operating partnership, XHR LP. The Company owns approximately 50 lodging properties, with a total of over 12,550 rooms. Its properties are located in various regions, such as South Atlantic, including Georgia, Florida, Maryland and Virginia; West South Central, including Louisiana and Texas; Pacific, including Oregon and Hawaii; Mountain, including Arizona, Colorado and Utah, and other, including Iowa, Kentucky, Missouri and Pennsylvania. Its hotels are operated under various brands, such as Marriott International, Inc.; Hilton Worldwide Inc.; The Kimpton Hotel & Restaurant Group Inc.; Hyatt Hotels Corporation; Starwood Hotels and Resorts Worldwide, Inc.; Aston Hotels & Resorts LLC; Fairmont Hotels & Resorts, and Loews Hotels.