Business Context and Reporting Period
Company: Ashford Hospitality Trust, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: October 30, 2013
Event: Announcement of a spin-off of Ashford Hospitality Prime, Inc. ("Ashford Prime").
Key Financial Metrics
This filing is a current report regarding a corporate event and does not contain financial statements, revenue, profit, cash flow, margin, debt, or liquidity data.
Material Changes
The primary material change is the corporate restructuring via a spin-off. The Board of Directors has established a record date for the distribution of Ashford Prime common stock to existing shareholders.
Guidance, Outlook, and Management Commentary
- Spin-Off Structure: A pro-rata taxable distribution of Ashford Prime common stock.
- Record Date: November 8, 2013.
- Distribution Ratio: One share of Ashford Prime common stock for every five shares of Ashford Hospitality Trust, Inc. common stock held on the Record Date.
- Expected Distribution Date: November 19, 2013.
Investor Verification Checklist
- Confirm share ownership as of the November 8, 2013 Record Date to qualify for the distribution.
- Verify the tax implications of the pro-rata taxable distribution with a tax advisor.
- Monitor the actual distribution date of November 19, 2013, for receipt of Ashford Prime shares.
- Review the press release (Exhibit 99.1) for additional details on the spin-off mechanics.