DALLAS, Oct. 15,
2024 /PRNewswire/ -- Ashford Hospitality Trust, Inc.
(NYSE: AHT) ("Ashford Trust" or the "Company") announced today that
its Board of Directors unanimously approved a reverse split of the
Company's common stock at a ratio of 1-for-10.
As of the effective date of the reverse split, each share of the
Company's issued and outstanding common stock and equivalents will
be converted into 1/10th of a share of the Company's common stock.
The reverse stock split will become effective as of the close of
business on October 25, 2024 and the
common stock is anticipated to commence trading on the New York
Stock Exchange (the "NYSE") on October 28,
2024 on the split-adjusted basis. The foregoing actions have
been duly approved by the Company's Board of Directors pursuant to
the Maryland General Corporation Law and no stockholder approval is
required.
As a result of the reverse stock split, the number of
outstanding shares of common stock will be reduced from
approximately 54.6 million shares to approximately 5.5 million
shares. The Company will not issue fractional shares. Instead, any
fractional shares resulting from the reverse stock split will be
rounded down to the nearest full share, sold in the open market and
the proceeds from such sales will be distributed to the applicable
stockholder in cash. In addition, the common stock will trade under
a new CUSIP number. The reverse stock split will affect all
stockholders uniformly and will not affect any stockholder's
ownership percentage of shares of the Company's common stock,
except for minor changes resulting from the payment of cash for
fractional shares. Ashford Trust's stockholders should contact
their broker or Ashford Trust's transfer agent, Computershare, at
(800) 546-5141, for any necessary assistance relating to the
reverse stock split.
The purpose of the reverse stock split is to raise the per share
trading price of the Company's common stock to regain compliance
with the minimum $1.00 continued
listing requirement for the listing of its common stock on the
NYSE. The Company also intends to effect a reverse split of the
partnership units of Ashford Hospitality Limited Partnership the
Company's operating partnership ("Ashford Trust OP"), at a ratio of
1-for-10, effective October 25, 2024.
As a result of such reverse split, the number of outstanding
partnership units of Ashford Trust OP will be reduced from
approximately 2.1 million units to approximately 0.2 million
units.
Ashford Hospitality Trust is a real estate investment trust
(REIT) focused on investing predominantly in upper upscale,
full-service hotels.
Forward-Looking
Statements
Certain statements and assumptions in this press release
contain or are based upon "forward-looking" information and are
being made pursuant to the safe harbor provisions of the federal
securities regulations. Forward-looking statements are generally
identifiable by use of forward-looking terminology such as "may,"
"will," "should," "potential," "intend," "expect," "anticipate,"
"estimate," "approximately," "believe," "could," "project,"
"predict," or other similar words or expressions. Additionally,
statements regarding the following subjects are forward-looking by
their nature: our business and investment strategy; anticipated or
expected purchases, sales or dispositions of assets; our projected
operating results; completion of any pending transactions; our plan
to pay off strategic financing; our ability to restructure existing
property-level indebtedness; our ability to secure additional
financing to enable us to operate our business; our understanding
of our competition; projected capital expenditures; the impact of
technology on our operations and business; the risk that
noncompliance with NYSE continued listing standards may impact the
Company's results of operations, business operations and reputation
and the trading prices and volatility of the Company's common
stock; and the Company's ability to regain compliance with the NYSE
continued listing standards. Such forward-looking statements are
based on our beliefs, assumptions, and expectations of our future
performance taking into account all information currently known to
us. These beliefs, assumptions, and expectations can change as a
result of many potential events or factors, not all of which are
known to us. If a change occurs, our business, financial condition,
liquidity, results of operations, plans, and other objectives may
vary materially from those expressed in our forward-looking
statements. You should carefully consider this risk when you make
an investment decision concerning our securities. These and other
risk factors are more fully discussed in the Company's filings with
the SEC.
The forward-looking statements included in this press release
are only made as of the date of this press release. Investors
should not place undue reliance on these forward-looking
statements. We will not publicly update or revise any
forward-looking statements, whether as a result of new information,
future events or circumstances, changes in expectations or
otherwise except to the extent required by law.
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SOURCE Ashford Hospitality Trust, Inc.