BETHESDA, Md.--(BUSINESS WIRE)--Oct. 19, 2017--
RLJ Lodging Trust (“RLJ”) (NYSE:RLJ) announced the expiration of the
previously announced Change of Control Offer (as defined below) by its
subsidiary, FelCor Lodging Limited Partnership (“FelCor LP”), to
repurchase its outstanding 5.625% Senior Secured Notes due 2023 (CUSIP
Nos. 31430QBE6 and 31430QBC0) (the “Notes”) at 101% of the principal
amount thereof plus accrued and unpaid interest (the “Change of Control
Offer”), pursuant to the Indenture, dated as of December 17, 2012 (as
amended by the First Supplemental Indenture, dated as of January 7,
2013, and the Second Supplemental Indenture, dated as of August 31,
2017, the “Indenture”), among FelCor LP, Rangers Sub I (as defined
below) (as successor to FelCor Lodging Trust Incorporated (“FelCor”)),
the other guarantors party thereto and U.S. Bank National Association, a
national banking association, as trustee, upon the terms and subject to
the conditions set forth in the change of control notice and offer to
purchase, dated September 19, 2017 (the “Offer to Purchase”) and the
accompanying letter of transmittal.
The Change of Control Offer expired at 9:00 a.m., New York City time, on
October 19, 2017. Tenders of $990,000 principal amount of Notes were
received, and such Notes were accepted for payment and subsequently
cancelled. As a result $524,010,000 in aggregate principal amount of
Notes remain outstanding.
The Change of Control Offer was conducted in connection with the
consummation on August 31, 2017 of the transactions contemplated by the
Agreement and Plan of Merger (the “Merger Agreement”), dated as of April
23, 2017, by and among RLJ, RLJ Lodging Trust, L.P. (“RLJ LP”), Rangers
Sub I, LLC, a wholly owned subsidiary of RLJ LP ( “Rangers Sub I”),
Rangers Sub II, LP, an indirect wholly owned subsidiary of RLJ LP
(“Partnership Merger Sub”), FelCor and FelCor LP. Pursuant to the Merger
Agreement, Partnership Merger Sub merged with and into FelCor LP, with
FelCor LP surviving as a wholly owned subsidiary of RLJ LP (the
“Partnership Merger”), and immediately thereafter, FelCor merged with
and into Rangers Sub I, with Rangers Sub I surviving as a wholly owned
subsidiary of RLJ LP (the “REIT Merger” and, together with the
Partnership Merger, the “Mergers”). The Change of Control Offer
satisfied FelCor LP’s obligation under Section 4.13 of the Indenture to
make a Change of Control Offer in connection with the Mergers.
About Us
RLJ Lodging Trust is a self-advised, publicly traded real estate
investment trust focused on acquiring premium-branded, focused-service
and compact full-service hotels. RLJ’s portfolio consists of 158 hotels
with approximately 31,180 rooms located in 26 states and the District of
Columbia and an ownership interest in one unconsolidated hotel with 171
rooms.
For additional information or to receive press releases via email,
please visit our website: http://rljlodgingtrust.com
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Source: RLJ Lodging Trust
RLJ Lodging Trust
Leslie D. Hale, Chief Operating Officer
and Chief Financial Officer
301-280-7774