AHT 8-K/A

Ashford Hospitality Trust Inc (AHT)

8-K/A 2025-01-14 For: 2025-01-10

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Added on April 06, 2026


	ASHFORD HOSPITALITY TRUST, INC.

Dated: January 14, 2025	By:	/s/ Deric S. Eubanks
		Deric S. Eubanks
		Chief Financial Officer


	Ashford Trust Consolidated Historical (A)		CY Boston (B)		Adjustments			Ashford Trust Consolidated Pro Forma
ASSETS
Investments in hotel properties, gross ($159,495 attributable to VIEs)	$	3,603,062	$	110,405	$	—		$	3,492,657
Accumulated depreciation ($28,269 attributable to VIEs)	(1,118,574)		(22,951)		—			(1,095,623)
Investments in hotel properties, net ($131,226 attributable to VIEs).	2,484,488		87,454		—			2,397,034
Contract asset	365,647		—		—			365,647
Cash and cash equivalents ($3,845 attributable to VIEs)	119,659		15		121,541		(C) (i)	131,994
					9,212		(C) (i)
					(118,403)		(C) (ii)
Restricted cash ($4,571 attributable to VIEs)	114,282		8,648		—			105,634

Accounts receivable, net of allowance ($540 attributable to VIEs)	49,874		1,517		—			48,357
Inventories ($47 attributable to VIEs)	3,678		—		—			3,678
Notes receivable, net	10,164		—		—			10,164


Investments in unconsolidated entities	9,132		—		—			9,132


Deferred costs, net ($185 attributable to VIEs)	1,824		—		—			1,824
Prepaid expenses ($863 attributable to VIEs)	14,250		360		—			13,890
Derivative assets	4,074		—		—			4,074
Operating lease right-of-use assets	43,835		—		—			43,835
Other assets ($2,384 attributable to VIEs)	18,941		287		—			18,654
Intangible assets	797		—		—			797


Due from related parties, net ($243 attributable to VIEs)	2,078		—		—			2,078
Due from third-party hotel managers	26,684		193		—			26,491

Total assets	$	3,269,407	$	98,474	$	12,350		$	3,183,283
LIABILITIES AND EQUITY/DEFICIT
Liabilities:
Indebtedness, net ($65,889 attributable to VIEs)	$	2,734,537	$	97,368	$	(21,035)	(C) (ii)	$	2,616,134
Debt associated with hotels in receivership	322,800		—		—			322,800
Finance lease liability	17,998		—		—			17,998
Other finance liability ($27,015 attributable to VIEs)	27,015		—		—			27,015
Accounts payable and accrued expenses ($20,041 attributable to VIEs)	146,402		1,808		—			144,594
Accrued interest payable ($214 attributable to VIEs)	10,714		373		—			10,341
Accrued interest associated with hotels in receivership	42,847		—		—			42,847
Dividends and distributions payable	3,833		—		—			3,833

Due to Ashford Inc., net ($4,816 attributable to VIEs)	6,407		—		—			6,407


Due to third-party hotel managers ($25 attributable to VIEs)	1,149		—		—			1,149
Intangible liabilities, net	1,989		—		—			1,989
Operating lease liabilities	44,457		—		—			44,457

Other liabilities	3,301		—		—			3,301

Total liabilities	3,363,449		99,549		(21,035)			3,242,865
Commitments and contingencies
Redeemable noncontrolling interests in operating partnership	22,675		—		—			22,675
Series J Redeemable Preferred Stock, $0.01 par value, 6,158,835 shares issued and outstanding at September 30, 2024	141,809		—		—			141,809
Series K Redeemable Preferred Stock, $0.01 par value, 526,708 shares issued and outstanding at September 30, 2024	13,024		—		—			13,024
Equity (deficit):
Preferred stock, $0.01 par value, 50,000,000 shares authorized:
Series D Cumulative Preferred Stock, 1,111,127 shares issued and outstanding at September 30, 2024	11		—		—			11
Series F Cumulative Preferred Stock, 1,037,044 shares issued and outstanding at September 30, 2024	10		—		—			10
Series G Cumulative Preferred Stock, 1,472,948 shares issued and outstanding at September 30, 2024	15		—		—			15
Series H Cumulative Preferred Stock, 1,040,956 shares issued and outstanding at September 30, 2024	10		—		—			10
Series I Cumulative Preferred Stock, 1,034,303 shares issued and outstanding at September 30, 2024	11		—		—			11
Common stock, $0.01 par value, 400,000,000 shares authorized, 5,443,905 shares issued and outstanding at September 30, 2024	54		—		—			54
Additional paid-in capital	2,391,320		(1,075)		87,454		(C) (i)	2,391,693
					9,212		(C) (i)
					(97,368)		(C) (ii)
Accumulated deficit	(2,679,798)		—		34,087		(C) (i)	(2,645,711)

Total stockholders’ equity (deficit) of the Company	(288,367)		(1,075)		33,385			(253,907)
Noncontrolling interest in consolidated entities	16,817		—		—			16,817
Total equity (deficit)	(271,550)		(1,075)		33,385			(237,090)
Total liabilities and equity/deficit	$	3,269,407	$	98,474	$	12,350		$	3,183,283


	Ashford Trust Consolidated Historical (A)		CY Boston (B)		Adjustments			Ashford Trust Consolidated Pro Forma
REVENUE
Rooms	$	1,059,155	$	24,147	$	—		$	1,035,008
Food and beverage	232,829		2,153		—			230,676
Other hotel revenue	72,748		1,744		—			71,004
Total hotel revenue	1,364,732		28,044		—			1,336,688
Other	2,801		—		—			2,801
Total revenue	1,367,533		28,044		—			1,339,489
EXPENSES
Hotel operating expenses:
Rooms	249,434		5,201		—			244,233
Food and beverage	161,300		2,423		—			158,877
Other expenses	464,058		7,621		—			456,437
Management fees	50,645		1,631		—			49,014
Total hotel expenses	925,437		16,876		—			908,561
Property taxes, insurance and other	70,226		2,110		—			68,116
Depreciation and amortization	187,807		3,357		—			184,450



Advisory services fee	48,927		—		—			48,927
Corporate, general and administrative	16,181		—		—			16,181
Total operating expenses	1,248,578		22,343		—			1,226,235
Gain (loss) on consolidation of VIE and disposition of assets	11,488		—		34,087		(C) (i)	45,575
OPERATING INCOME (LOSS)	130,443		5,701		34,087			158,829
Equity in earnings (loss) of unconsolidated entities	(1,134)		—		—			(1,134)
Interest income	8,978		152		—			8,826
Other income (expense)	310		—		—			310
Interest expense and amortization of discounts and loan costs	(366,148)		(8,475)		—			(357,673)
Write-off of premiums, loan costs and exit fees	(3,469)		(6)		—			(3,463)
Gain (loss) on extinguishment of debt	53,386		—		—			53,386

Realized and unrealized gain (loss) on derivatives	(2,200)		—		—			(2,200)
INCOME (LOSS) BEFORE INCOME TAXES	(179,834)		(2,628)		34,087			(143,119)
Income tax (expense) benefit	(900)		—		—			(900)




NET INCOME (LOSS)	(180,734)		(2,628)		34,087			(144,019)
(Income) loss attributable to noncontrolling interest in consolidated entities	6		—		—			6
Net (income) loss attributable to redeemable noncontrolling interests in operating partnership	2,239		—		(466)		(C) (ii)	1,773
NET INCOME (LOSS) ATTRIBUTABLE TO THE COMPANY	(178,489)		(2,628)		33,621			(142,240)
Preferred dividends	(15,921)		—		—			(15,921)
Deemed dividends on redeemable preferred stock	(2,673)		—		—			(2,673)
Gain (loss) on extinguishment of preferred stock	3,390		—		—			3,390
NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS	$	(193,693)	$	(2,628)	$	33,621		$	(157,444)
INCOME (LOSS) PER SHARE - BASIC:
Net income (loss) attributable to common stockholders	$	(56.11)						$	(45.61)
Weighted average common shares outstanding—basic	3,452							3,452
INCOME (LOSS) PER SHARE - DILUTED:
Net income (loss) attributable to common stockholders	$	(56.11)						$	(45.61)
Weighted average common shares outstanding—diluted	3,452							3,452


	Ashford Trust Consolidated Historical (A)		CY Boston (B)		Adjustments			Ashford Trust Consolidated Pro Forma
REVENUE
Rooms	$	685,774	$	19,485	$	—		$	666,289
Food and beverage	159,002		1,706		—			157,296
Other hotel revenue	50,298		1,357		—			48,941
Total hotel revenue	895,074		22,548		—			872,526
Other	1,904		—		—			1,904
Total revenue	896,978		22,548		—			874,430
EXPENSES
Hotel operating expenses:
Rooms	159,682		4,071		—			155,611
Food and beverage	109,247		1,757		—			107,490
Other expenses	311,596		6,002		—			305,594
Management fees	32,641		1,316		—			31,325
Total hotel expenses	613,166		13,146		—			600,020
Property taxes, insurance and other	52,335		1,600		—			50,735
Depreciation and amortization	115,471		2,296		—			113,175



Advisory services fee	38,531		—		—			38,531
Corporate, general and administrative	20,462		—		—			20,462
Total operating expenses	839,965		17,042		—			822,923
Gain (loss) on disposition of assets and hotel properties	94,406		—		—			94,406
Gain (loss) on derecognition of assets	156,748		—		—			156,748
OPERATING INCOME (LOSS)	308,167		5,506		—			302,661
Equity in earnings (loss) of unconsolidated entities	(828)		—		—			(828)
Interest income	5,443		205		—			5,238
Other income (expense)	108		—		—			108
Interest expense and amortization of discounts and loan costs	(209,202)		(6,542)		—			(202,660)
Interest expense associated with hotels in receivership	(35,162)		—		—			(35,162)
Write-off of premiums, loan costs and exit fees	(3,831)		(5)		—			(3,826)
Gain (loss) on extinguishment of debt	2,790		—		—			2,790

Realized and unrealized gain (loss) on derivatives	(84)		—		—			(84)
INCOME (LOSS) BEFORE INCOME TAXES	67,401		(836)		—			68,237
Income tax (expense) benefit	(3,313)		—		—			(3,313)




NET INCOME (LOSS)	64,088		(836)		—			64,924
(Income) loss attributable to noncontrolling interest in consolidated entities	494		—		—			494
Net (income) loss attributable to redeemable noncontrolling interests in operating partnership	(672)		—		(10)		(C) (ii)	(682)
NET INCOME (LOSS) ATTRIBUTABLE TO THE COMPANY	63,910		(836)		(10)			64,736
Preferred dividends	(16,379)		—		—			(16,379)
Deemed dividends on redeemable preferred stock	(2,253)		—		—			(2,253)
Gain (loss) on extinguishment of preferred stock	3,340		—		—			3,340
NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS	$	48,618	$	(836)	$	(10)		$	49,444
Income (loss) per share – basic:
Income (loss) attributable to common stockholders	$	10.94						$	11.12
Weighted average common shares outstanding—basic	4,425							4,425
Income (loss) per share – diluted:
Income (loss) attributable to common stockholders	$	3.12						$	3.17
Weighted average common shares outstanding—diluted	18,768							18,768