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EX-99.1 - EXHIBIT 99.1 - Service Properties Trustex-991hptseriesdredemption.htm


 
 
 
 
 
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): January 11, 2017

HOSPITALITY PROPERTIES TRUST
(Exact Name of Registrant as Specified in Its Charter)

Maryland
(State or Other Jurisdiction of Incorporation)
1-11527
 
04-3262075
(Commission File Number)
(IRS Employer Identification No.)
 
 
 
 
Two Newton Place, 255 Washington Street,
Suite 300, Newton, Massachusetts
02458-1634
 
(Address of Principal Executive Offices)
(Zip Code)
 

617-964-8389
(Registrant’s Telephone Number, Including Area Code)

 
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:
 
o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 
 
 
 
 









Item 8.01.      Other Events.
 
On January 12, 2017, Hospitality Properties Trust, or the Company, issued a press release announcing that it has elected to redeem all of its 11,600,000 outstanding 7.125% Series D Cumulative Redeemable Preferred Shares, or the Series D Preferred Shares, for a redemption price equal to the liquidation preference of $25.00 per share plus all accrued and unpaid dividends to (but excluding) the redemption date, and without interest, in accordance with the terms of the articles supplementary to the Company’s amended and restated declaration of trust, as amended to date, applicable to the Series D Preferred Shares. This redemption is expected to occur on February 10, 2017.  A copy of the Company’s press release is filed as Exhibit 99.1.
 
WARNING CONCERNING FORWARD LOOKING STATEMENTS

THIS CURRENT REPORT ON FORM 8-K CONTAINS STATEMENTS THAT CONSTITUTE FORWARD LOOKING STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 AND OTHER SECURITIES LAWS.  ALSO, WHENEVER WE USE WORDS SUCH AS “BELIEVE”, “EXPECT”, “ANTICIPATE”, “INTEND”, “PLAN”, “ESTIMATE”, “WILL”, “MAY” AND NEGATIVES OR DERIVATIVES OF THESE OR SIMILAR EXPRESSIONS, WE ARE MAKING FORWARD LOOKING STATEMENTS.  THESE FORWARD LOOKING STATEMENTS ARE BASED UPON OUR PRESENT INTENT, BELIEFS OR EXPECTATIONS, BUT FORWARD LOOKING STATEMENTS ARE NOT GUARANTEED TO OCCUR AND MAY NOT OCCUR.  ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE CONTAINED IN OR IMPLIED BY THESE FORWARD LOOKING STATEMENTS AS A RESULT OF VARIOUS FACTORS, INCLUDING SOME WHICH ARE BEYOND OUR CONTROL.  FOR EXAMPLE, THE COMPANY EXPECTS TO REDEEM ALL OF ITS OUTSTANDING SERIES D PREFERRED SHARES AND THAT THIS REDEMPTION WILL OCCUR ON FEBRUARY 10, 2017; IF UNFORESEEN CIRCUMSTANCES OCCUR, THE EXPECTED REDEMPTION OF THE SERIES D PREFERRED SHARES MAY BE DELAYED OR MAY NOT OCCUR.
 
YOU SHOULD NOT PLACE UNDUE RELIANCE UPON THE COMPANY’S FORWARD LOOKING STATEMENTS.

EXCEPT AS REQUIRED BY LAW, THE COMPANY DOES NOT INTEND TO UPDATE OR CHANGE ANY FORWARD LOOKING STATEMENTS AS A RESULT OF NEW INFORMATION, FUTURE EVENTS OR OTHERWISE.

Item 9.01    Financial Statements and Exhibits.
 
(d)
Exhibits.
 
99.1    Press Release dated January 12, 2017.



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SIGNATURES
 
Pursuant to the requirements 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.
 
 
HOSPITALITY PROPERTIES TRUST
 
 
 
 
 
By:
/s/ Mark L. Kleifges
 
Name:
Mark L. Kleifges
 
Title:
Chief Financial Officer and Treasurer
 
 
 
 
Dated:  January 12, 2017
 


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