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Issuer Free Writing Prospectus |
Filed Pursuant to Rule 433 |
Registration Statement No. |
333-142079 |
July 11, 2007 |
ASHFORD HOSPITALITY TRUST, INC.
8.45% SERIES D CUMULATIVE PREFERRED STOCK
(LIQUIDATION PREFERENCE $25.00 PER SHARE)
Final Term Sheet
Issuer: Ashford Hospitality Trust
Security: 8.45% Series D Cumulative Preferred Stock
CUSIP: 044103406
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Size: 8,000,000 shares
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Over-allotment option: 0 shares |
Type of security: SEC RegisteredRegistration Statement No. 333-142079; preliminary prospectus
supplement dated July 10, 2007
Public offering price: $25.00 per share; $200,000,000
Underwriting discounts and commissions: $0.7875 per share; $6,300,000 total
Proceeds to the Company, before expenses: $24.2125 per share; $193,700,000 total
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Joint Bookrunners:
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Merrill Lynch, Pierce, Fenner & Smith
Incorporated
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2,000,000 shares |
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Morgan Stanley & Co. Incorporated
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2,000,000 shares |
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Wachovia Capital Markets, LLC
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2,000,000 shares |
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Co-Managers:
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Raymond James & Associates, Inc.
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600,000 shares |
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RBC Dain Rauscher Inc.
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600,000 shares |
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Davenport & Company LLC
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160,000 shares |
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Friedman, Billings, Ramsey & Co., Inc.
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160,000 shares |
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KeyBanc Capital Markets Inc.
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160,000 shares |
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Oppenheimer & Co. Inc.
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160,000 shares |
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Stifel, Nicolaus & Company, Incorporated
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160,000 shares |
Maturity: Perpetual |
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Dividend rate: 8.45% per annum of the liquidation preference per annum; $2.1125 per annum per
share, cumulative from July 18, 2007 (subject to the dividend rate step-up to 9.45% per annum as
described in the prospectus supplement)
Optional redemption: On or after July 18, 2012 (in addition to the special optional redemption
right described in the prospectus supplement)
Trade Date: July 11, 2007
Settlement and delivery date: July 18, 2007
Selling concession: Not to exceed $0.50 per share
Reallowance to other dealers: Not to exceed $0.45 per share
The issuer has filed a registration statement (including a prospectus dated April 13, 2007 and a
preliminary prospectus supplement dated July 10, 2007) with the SEC for the offering to which this
communication relates. Before you invest, you should read the prospectus in that registration
statement and the preliminary prospectus supplement and other documents the issuer has filed with
the SEC for more complete information about the issuer and this offering. You may get these
documents for free by visiting EDGAR on the SECs Web site at www.sec.gov. Alternatively,
the issuer, any underwriter or any dealer participating in the offering will arrange to send you
the prospectus and related prospectus supplement if you request it from Wachovia Capital Markets,
LLC by calling toll-free 866-289-1262, Merrill Lynch, Pierce, Fenner & Smith Incorporated by
calling toll-free 866-500-5408, or Morgan Stanley & Co. Incorporated by calling toll-free
866-718-1649.
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