UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) – September 10, 2019
EXTENDED STAY AMERICA, INC.
(Exact name of registrant as specified in its charter)
Delaware | 001-36190 | 46-3140312 | ||
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification Number) | ||
11525 N. Community House Road, Suite 100 Charlotte, North Carolina | 28277 | |||
(Address of principal executive offices) | (Zip code) |
Registrant’s telephone number, including area code (980)
345-1600
ESH HOSPITALITY, INC.
(Exact name of registrant as specified in its charter)
Delaware | 001-36191 | 27-3559821 | ||
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification Number) | ||
11525 N. Community House Road, Suite 100 Charlotte, North Carolina | 28277 | |||
(Address of principal executive offices) | (Zip code) |
Registrant’s telephone number, including area code (980)
345-1600
Check the appropriate box below 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 14a-12 under the Exchange Act (17 CFR240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
☐ | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-4c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Common Stock, par value $0.01 per share, of Extended Stay America, Inc. and Class B Common Stock, par value $0.01 per share, of ESH Hospitality, Inc., which are attached and trade together as a Paired Share. | STAY | Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule
12b-2
of the Securities Exchange Act of 1934 (§240.12b-2
of this chapter).Emerging growth company
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
☐
Item 8.01 | Other Events. |
On September 10, 2019, Extended Stay America, Inc. and its subsidiary, ESH Hospitality, Inc. (“ESH REIT”), issued a press release announcing that ESH Hospitality, Inc. has commenced a private offering of senior notes in an aggregate principal amount of $500 million (the “Notes”). A copy of such press release is attached to this Current Report on Form
8-K
as Exhibit 99.1 and is incorporated herein by reference. Concurrently with the Notes offering, ESH REIT intends to amend the credit agreement governing its existing senior secured credit facilities (the “Credit Agreement Amendment”) to, among other things, reduce the size of the existing term facility, extend the final maturity dates of the existing facilities, reprice the existing facilities and amend certain covenants and other provisions.There can be no assurance that ESH REIT will be able to complete either the Notes offering or the Credit Agreement Amendment on terms and conditions favorable to it or at all, and ESH REIT may decide to not pursue either or both of the Notes offering and the Credit Agreement Amendment before completion.
Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
Exhibit Number | Exhibit Description | |||
99.1 | ||||
104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, each of the Registrants has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
EXTENDED STAY AMERICA, INC. | ||||||
Date: September 10, 2019 | By: | /s/ Christopher N. Dekle | ||||
Name: | Christopher N. Dekle | |||||
Title: | General Counsel | |||||
ESH HOSPITALITY, INC. | ||||||
Date: September 10, 2019 | By: | /s/ Christopher N. Dekle | ||||
Name: | Christopher N. Dekle | |||||
Title: | General Counsel |