UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (date of earliest event reported): November 14, 2016
ASHFORD HOSPITALITY PRIME, INC.
(Exact name of registrant as specified in its charter)
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| MARYLAND | | 001-35972
| | 46-2488594 |
| (State of Incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification Number) |
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| 14185 Dallas Parkway, Suite 1100 | | |
| Dallas, Texas | | 75254 |
| (Address of principal executive offices) | | (Zip code) |
Registrant’s telephone number, including area code: (972) 490-9600
Check the appropriate box if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14-a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
ITEM 7.01 REGULATION FD DISCLOSURE.
On November 14, 2016, Ashford Hospitality Prime, Inc. (the “Company”) issued a press release announcing that it has entered into a new $100 million secured credit facility which replaces the Company's previous credit facility that was scheduled to mature this month. The new credit facility provides for a three-year revolving line of credit and bears interest at a range of 2.25% - 3.50% over LIBOR, depending on the leverage level of the Company. There are two, one-year extension options subject to the satisfaction of certain conditions. The new credit facility includes the opportunity to expand the borrowing capacity by up to $150 million to an aggregate size of $250 million. Since the Company had a zero balance on the previous credit line, no cash was utilized to pay it down upon termination. Merrill Lynch acted as the lead arranger and Bank of America, N.A. as the sole administrative agent. Other participating lenders include KeyBank, Morgan Stanley, and Credit Agricole.
A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
Exhibit
Number Exhibit Description
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| 99.1 | Press Release of the Company, dated November 14, 2016, furnished under Item 7.01. |
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: November 14, 2016
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| | ASHFORD HOSPITALITY PRIME, INC. |
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| | By: | | /s/ DAVID A. BROOKS |
| | | | David A. Brooks |
| | | | Chief Operating Officer and General Counsel |
