UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 2, 2020

 

 

 

BRAEMAR HOTELS & RESORTS INC.

(Exact name of registrant as specified in its charter)

 

 

 

Maryland 001-35972 46-2488594
(State or other jurisdiction of
incorporation or organization)
(Commission file number) (I.R.S. Employer Identification
Number)

 

14185 Dallas Parkway, Suite 1100
Dallas, Texas

  75254
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (972) 490-9600
N/A
(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock   BHR   New York Stock Exchange
Preferred Stock, Series B   BHR-PB   New York Stock Exchange
Preferred Stock, Series D   BHR-PD   New York Stock Exchange

 

 

 

 

 

ITEM 1.02 TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT.

 

As disclosed in the Form 8-Ks of Braemar Hotels & Resorts Inc. (the “Company”) dated April 15, 2020 and April 20, 2020, certain subsidiaries of the Company applied for and received loans from Key Bank, N.A. under the Paycheck Protection Program (“PPP”) which was established under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”). On May 2, 2020, the Company announced that it would return all funds borrowed under the PPP on or before May 7, 2020.

 

ITEM 7.01 REGULATION FD DISCLOSURE.

 

On May 2, 2020, the Company issued a press release announcing that it would return the PPP loans. The press release is attached hereto as Exhibit 99.1.

 

The information in this Form 8-K and Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

 

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

 

(d) Exhibit

 

Exhibit
No.
  Description
99.1   Press Release of Braemar Hotels & Resorts Inc., dated May 2, 2020, furnished under Item 7.01

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  BRAEMAR HOTELS & RESORTS INC.
   
  By: /s/ Deric S. Eubanks
    Deric S. Eubanks
    Chief Financial Officer

 

Date: May 4, 2020

 

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