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| HT > SEC Filings for HT > Form 8-K on 16-Aug-2012 | All Recent SEC Filings |
16-Aug-2012
Completion of Acquisition or Disposition of Assets, Financial Statements
Prior to the transactions described below and at all times since July 1, 2004, Hersha Hospitality Trust (the "Company"), through its operating partnership, Hersha Hospitality Limited Partnership ("HHLP"), owned (i) a 50% ownership interest in Inn America Hospitality at Ewing, L.L.C. (the "Ewing Company"), the owner of the fee simple interest in a 130-room Courtyard by Marriott located in Ewing, New Jersey (the "CY Ewing Hotel"), and (ii) a 50% ownership interest in HT Inn America T.R.S., Inc. (the "TRS Company"), the lessee of the CY Ewing Hotel. The Company's unaffiliated joint venture partners owned the remaining 50% ownership interest in each of the Ewing Company and the TRS Company.
On August 11, 2012, the Company, through HHLP, acquired from its unaffiliated joint venture partners, the remaining 50% ownership interest in the Ewing Company not previously owned by the Company and the TRS Company redeemed the 50% ownership interest in the TRS Company held by the same unaffiliated joint venture partners. The ownership interests were acquired and redeemed for nominal cash consideration. As a result of these transactions, the Ewing Company and the TRS Company became wholly owned subsidiaries of HHLP.
As a condition to the closing of the transactions described above, on August 11, 2012, the Company caused the Ewing Company to repay in full all amounts outstanding on the existing first mortgage loan secured by the CY Ewing Hotel and simultaneously enter into a new $9.15 million revolving line of credit secured by a first lien mortgage on the same hotel. Amounts outstanding on the new revolving line of credit bear interest at a variable rate of LIBOR plus 3.50%, subject to a minimum rate of 4.25%, and mature on August 10, 2014. The Ewing Company's obligations under the new revolving line of credit have been guaranteed by the Company and HHLP.
The Company has accounted for the CY Ewing Hotel as an unconsolidated joint venture investment since July 1, 2004. As a result of the transaction described above, the Company is entitled to all of the profits and losses from the property from January 1, 2012. Beginning in the third quarter of 2012, the Company expects to account for the CY Ewing Hotel as a consolidated hotel property.
(a) Financial Statements of Business Acquired.
To the extent required by this item, historical financial statements related to the acquisition described in Item 2.01 of this report on Form 8-K will be filed in an amendment to this report no later than 71 calendar days after the date this report is required to be filed.
(b) Pro Forma Financial Information.
To the extent required by this item, pro forma financial information relating to the transaction described in Item 2.01 of this report on Form 8-K will be filed in an amendment to this report no later than 71 calendar days after the date this report is required to be filed.
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