ITEM 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On
Effective on
ITEM 7.01. Regulation FD Disclosure.
On
The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed "filed" for any purpose, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that Section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing. This Current Report will not be deemed an admission as to the materiality of any information in this Current Report that is required to be disclosed solely by Regulation FD.
ITEM 8.01. Other Events.
On
following five hotels were terminated, and the Company entered into new Marriott franchise agreements as follows:
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Hotel Effective Date Franchise Term Franchise Fees 20 Years with one 10-year renewal term at 6% of rooms revenue Atlanta Marriott Marriott's and 3% of food and Alpharetta September 8, 2020 option beverage revenue 20 Years with one 10-year renewal term at 6% of rooms revenue Salt Lake City Marriott Marriott's and 3% of food and Downtown September 2, 2020 option beverage revenue The Lodge at Sonoma December 31, Resort & Spa August 31, 2020 2035 5% of rooms revenue Charleston Historic December 31,
District Renaissance
December 28, Avenue September 30, 2020 2035 6% of rooms revenue
The term of each of the new franchise agreements is generally equivalent to the
term remaining under each of the management agreements that are being
terminated, including Marriott's extension options. Additionally, the Company
and Marriott agreed upon a renovation scope and timeline for the
• The Company entered into a new franchise agreement for theVail Marriott Mountain Resort & Spa to convert the brand to aLuxury Collection Hotel . The new franchise agreement has a term of 20 years, and the brand conversion will be effective upon the completion of an agreed-upon renovation. The franchise fees ramp up for the first two years to stabilize in the third year at the standard fees of 5% of rooms revenue and 2% of food and beverage revenue thereafter. • The franchise agreement for theLexington Hotel New York has been amended to provide the Company with a right to terminate such agreement on or afterApril 2, 2021 , subject to the payment of unamortized key money as of the date of termination and payment of a termination fee. • The franchise agreements for theJW Marriott Denver Cherry Creek ,Westin Washington D.C . andWestin San Diego have been amended to extend the term of each agreement by 10 years. The amended franchise agreement for theJW Marriott Denver Cherry Creek provides the Company an option to convert the hotel to aLuxury Collection Hotel , subject to the completion of a property improvement plan. ITEM 9.01. Financial Statements and Exhibits. (d) Exhibits. The following exhibits are included with this report: Exhibit No. Description 99.1 Press Release datedAugust 31, 2020 101.SCH Inline XBRL Taxonomy Extension Schema Document 101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document 101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document 101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document 101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document 104 Cover Page Interactive Data File
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