NEWTON, Mass.--(BUSINESS WIRE)--
Hospitality Properties Trust (NYSE: HPT) announced today that it is
notifying holders of its 3.80% Convertible Senior Notes due 2027 (CUSIP
Numbers: 44106MAK8 and 44106MAJ1) (the "Notes") that they have the right
to surrender their Notes for repurchase by HPT for cash pursuant to
their option (the "Put Option") under the Indenture, dated as of
February 25, 1998, as supplemented by Supplemental Indenture No. 10,
dated as of March 7, 2007. The Put Option entitles each holder of the
Notes to require HPT to repurchase all or any part of such holder's
Notes on March 20, 2012 (the "Repurchase Date") at a purchase price (the
"Repurchase Price") equal to 100% of the principal amount of the Notes,
plus accrued and unpaid interest thereon up to, but excluding, the
Repurchase Date.
The opportunity to exercise the Put Option commences today at 9:00 a.m.,
New York City time, and expires at 12:00 midnight, New York City time,
at the end of March 15, 2012, which is the third business day
immediately preceding the Repurchase Date. In order to exercise the Put
Option and receive the Repurchase Price, or withdraw Notes previously
surrendered, a holder must follow the procedures set forth in the Issuer
Repurchase Notice given by HPT today. HPT will accept for payment all
validly surrendered Notes promptly upon expiration of the Put Option. On
or before 10:00 a.m., New York City time, on the Repurchase Date, HPT
will deposit with the Paying Agent for the Notes the appropriate amount
of cash required to pay the Repurchase Price of all validly surrendered
Notes, to be paid to the holders of record of the Notes. Unless HPT
defaults in repurchasing Notes validly surrendered pursuant to the Put
Option and not withdrawn, interest on those Notes will cease to accrue
on the Repurchase Date. Notes in respect of which the Put Option is
exercised will not be convertible in accordance with their terms, if
otherwise convertible, unless surrender of those Notes is validly
withdrawn.
U.S. Bank National Association is the Trustee and Paying Agent with
respect to the Notes. Its address is:
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Registered and certified mail or overnight courier:
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By telephone:
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U.S. Bank National Association
Corporate Trust Services
60
Livingston Avenue
St. Paul, Minnesota 55107
Attention:
Customer Service
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(800) 934-6802
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At HPT 's request, the Trustee is delivering an Issuer Repurchase Notice
relating to the Put Option to all registered holders of the Notes. In
addition, HPT will file the Issuer Repurchase Notice with a Tender Offer
Statement on Schedule TO with the Securities and Exchange Commission
("SEC") today. Holders of Notes and other interested parties are urged
to read the Issuer Repurchase Notice and other relevant documents filed
with the SEC when they become available because they will contain
important information about HPT and the repurchase. Materials filed with
the SEC are available without charge at the SEC's website, www.sec.gov.
Documents filed with the SEC may also be obtained without charge at
HPT's website, www.hptreit.com.
Copies of the Issuer Repurchase Notice and additional information
relating to the procedure for the surrender of the Notes may also be
obtained from U.S. Bank National Association by calling (800) 934-6802.
The Trustee has informed HPT that, as of this date, all custodians and
beneficial holders of the Notes hold the Notes through The Depository
Trust Company ("DTC") accounts and that there are no certificated Notes
in non-global form. Accordingly, all Notes surrendered for repurchase
must be delivered through the transmittal procedures of DTC's Automated
Tender Offer Program, subject to the terms and conditions of that
system. To exercise the Put Option and receive payment of the Repurchase
Price, custodians and beneficial holders of the Notes must validly and
timely deliver their Notes through DTC's transmittal procedures and
should not submit a physical repurchase notice to HPT, the Trustee or
the Paying Agent. Notes delivered through DTC's transmittal procedures
for repurchase may be withdrawn only by complying with the withdrawal
procedure of DTC.
This press release is for information only and is not an offer to
purchase, a solicitation of an offer to purchase, or a solicitation of
an offer to sell securities of HPT. The offer to repurchase the Notes
will be only pursuant to, and the Notes may be surrendered only in
accordance with, the Issuer Repurchase Notice dated February 16, 2012
and related materials.
None of HPT, its Board of Trustees or its officers is making any
representation or recommendation to any holder as to whether or not to
exercise the Put Option.
A Maryland Real Estate Investment Trust with transferable shares of
beneficial interest listed on the New York Stock Exchange.
No
shareholder, Trustee or officer is personally liable for any act or
obligation of the Trust.
Hospitality Properties Trust
Timothy A. Bonang, 617-796-8232
Vice
President, Investor Relations
or
Carlynn Finn, 617-796-8232
Senior
Manager, Investor Relations
www.hptreit.com