Extracted from this filing and checked against the source text.
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
Ashford Inc. completed a disposition involving Ashford Hospitality Limited Partnership (the Operating Partnership) for forgiveness of approximately $11,400,000 ES Manhattan ERFP Balance (closed 2022-12-16).
- Action
- disposition
- Counterparty
- Ashford Hospitality Limited Partnership (the Operating Partnership)
- Consideration
- forgiveness of approximately $11,400,000 ES Manhattan ERFP Balance
- Closing
- 2022-12-16
Exact text from the filing
(the “ ERFP Agreement ”). Although the ERFP Agreement terminated in accordance with its terms on June 26, 2021, the Advisor remained obligated to provide TRS with approximately $11,400,000 related to Ashford Trust’s acquisition of the Embassy Suites Manhattan hotel (the “ ES Manhattan ERFP Balance ”), which such hotel constituted an Enhanced Return Hotel Asset (as
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Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
Ashford Inc. entered into Side Letter with Ashford Hospitality Limited Partnership, Ashford TRS Corporation, and Ashford Hospitality Trust, Inc. valued at forgiveness of approximately $11,400,000 ES Manhattan ERFP Balance (effective 2022-12-16).
- Action
- entry
- Agreement
- asset purchase
- Counterparty
- Ashford Hospitality Limited Partnership, Ashford TRS Corporation, and Ashford Hospitality Trust, Inc.
- Value
- forgiveness of approximately $11,400,000 ES Manhattan ERFP Balance
- Effective
- 2022-12-16
Exact text from the filing
On December 16, 2022, the Advisor entered into a Side Letter (the “ Side Letter ”) with the Operating Partnership, TRS and Ashford Trust, pursuant to which the parties agreed that on or before December 16, 2022, the Advisor will transfer to Ashford Trust all right, title and interest held by the Advisor and its subsidiaries in the Hilton Atlanta/Marietta Hotel and Conference Center (the “ Marietta Hotel ”) and, in exchange therefor, Ashford Trust will forgive, cancel and discharge in full the outstanding ES Manhattan ERFP Balance.
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Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
Ashford Inc. entered into Agreement of Purchase and Sale with Ashford LLC and Ashford Hospitality Limited Partnership valued at acquisition of 100% equity interests in Marietta Leasehold LP and Marietta Leasehold GP LLC in excha (effective 2022-12-16).
- Action
- entry
- Agreement
- asset purchase
- Counterparty
- Ashford LLC and Ashford Hospitality Limited Partnership
- Value
- acquisition of 100% equity interests in Marietta Leasehold LP and Marietta Leasehold GP LLC in excha
- Effective
- 2022-12-16
Exact text from the filing
On December 16, 2022, the Operating Partnership, a subsidiary of Ashford Trust, entered into an Agreement of Purchase and Sale (the “ Purchase Agreement ”) with Ashford LLC, pursuant to which, effective as of December 16, 2022, the Operating Partnership acquired one hundred percent (100%) of the equity interests in (i) Marietta Leasehold LP (the “ Ground Lessee ”), the ground lessee of the Marietta Hotel, and (ii) Marietta Leasehold GP LLC, the sole general partner of the Ground Lessee (collectively, the “ Equity Interests ”) and, in exchange therefor, Ashford Trust forgave, cancelled and discharged in full the outstanding ES Manhattan ERFP Balance.
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