Transaction Valuation* | Amount of Filing Fee** |
$8,639,082 | $1,001.27 |
* | Calculated solely for purpose of determining the amount of the filing fee. The repurchase price of the 3.80% Convertible Senior Notes due 2027 (the “Notes”), as described herein, is 100% of the principal amount of the notes, plus accrued and unpaid interest up to, but not including, the repurchase date. As of February 9, 2017, there was $8,478,000 in aggregate principal amount of the Notes outstanding, and it is expected that there will be accrued and unpaid interest in an amount equal to $19 per $1,000 principal amount of Notes due on the repurchase date, resulting in an aggregate maximum purchase price of $8,639,082. |
** | Previously paid. The amount of the filing fee, calculated in accordance with Rule 0-11(b) of the Securities Exchange Act of 1934, as amended, equals $115.90 per $1,000,000 of the aggregate amount of the valuation of the transaction. |
x | Check the box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. |
Amount Previously Paid: | $1,001.27 | Filing Party: | Hospitality Properties Trust |
Form or Registration No.: | Schedule TO, File No. 005-44389 | Date Filed: | February 10, 2017 |
o | Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer. |
o | third party tender offer subject to Rule 14d-1. |
x | issuer tender offer subject to Rule 13e-4. |
o | going-private transaction subject to Rule 13e-3. |
o | amendment to Schedule 13D under Rule 13d-2. |
Exhibit No. | Description | |
(a)(1)(A)* | Issuer Repurchase Notice for 3.80% Convertible Senior Notes due 2027, dated February 10, 2017. | |
(a)(1)(B)* | Form W-9. | |
(a)(2) | Not applicable. | |
(a)(3) | Not applicable. | |
(a)(4) | Not applicable. | |
(a)(5)* | Press Release issued by the Company on February 10, 2017. | |
(b)(1) | Amended and Restated Credit Agreement, dated as of January 8, 2014, among the Company, Wells Fargo Bank, National Association, as Administrative Agent, and each of the other financial institutions initially a signatory thereto. (Incorporated by reference to the Company’s Current Report on Form 8-K dated January 6, 2014.) | |
(b)(2) | First Amendment to Amended and Restated Credit Agreement, dated as of December 9, 2015, among the Company, Wells Fargo Bank, National Association, as Administrative Agent, and each of the other financial institutions party thereto. (Incorporated by reference to the Company’s Current Report on Form 8-K dated December 9, 2015.) | |
(d)(1) | Indenture, dated as of February 25, 1998, between the Company and State Street Bank and Trust Company. (Incorporated by reference to Exhibit 4.3 to the Company’s Annual Report on Form 10-K for the year ended December 31, 1997.) | |
(d)(2) | Supplemental Indenture No. 10, dated as of March 7, 2007, between the Company and U.S. Bank National Association, relating to the Company’s 3.80% Convertible Senior Notes due 2027, including form thereof. (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K dated March 7, 2007.) | |
(g) | None. | |
(h) | None. |
HOSPITALITY PROPERTIES TRUST | |||
By: | /s/ Mark L. Kleifges | ||
Name: | Mark L. Kleifges | ||
Title: | Chief Financial Officer and Treasurer | ||
Dated: March 15, 2017 |
Exhibit No. | Description | |
(a)(1)(A)* | Issuer Repurchase Notice for 3.80% Convertible Senior Notes due 2027, dated February 10, 2017. | |
(a)(1)(B)* | Form W-9. | |
(a)(2) | Not applicable. | |
(a)(3) | Not applicable. | |
(a)(4) | Not applicable. | |
(a)(5)* | Press Release issued by the Company on February 10, 2017. | |
(b)(1) | Amended and Restated Credit Agreement, dated as of January 8, 2014, among the Company, Wells Fargo Bank, National Association, as Administrative Agent, and each of the other financial institutions initially a signatory thereto. (Incorporated by reference to the Company’s Current Report on Form 8-K dated January 6, 2014.) | |
(b)(2) | First Amendment to Amended and Restated Credit Agreement, dated as of December 9, 2015, among the Company, Wells Fargo Bank, National Association, as Administrative Agent, and each of the other financial institutions party thereto. (Incorporated by reference to the Company’s Current Report on Form 8-K dated December 9, 2015.) | |
(d)(1) | Indenture, dated as of February 25, 1998, between the Company and State Street Bank and Trust Company. (Incorporated by reference to Exhibit 4.3 to the Company’s Annual Report on Form 10-K for the year ended December 31, 1997.) | |
(d)(2) | Supplemental Indenture No. 10, dated as of March 7, 2007, between the Company and U.S. Bank National Association, relating to the Company’s 3.80% Convertible Senior Notes due 2027, including form thereof. (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K dated March 7, 2007.) | |
(g) | None. | |
(h) | None. |