SEC Form 4 · accession 0001140361-15-042317
ESH Hospitality, Inc.
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).
Reporting owners
Centerbridge GP Investors, LLC
10% Owner
Centerbridge Associates, L.P.
10% Owner
Jeffrey Aronson
10% Owner
Mark T Gallogly
10% Owner
Period of report
Nov 18, 2015
Accepted (ET)
Nov 19, 2015 · 4:41 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001507563
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Paired SharesF13,F1,F2,F9,F10,F11,F12 | Nov 12, 2015 | D | 941,750 | $16.64 | D | 8,035,311 | I | See Footnotes |
| Paired SharesF13,F1,F3,F9,F10,F11,F12 | Nov 12, 2015 | D | 1,153,995 | $16.64 | D | 9,846,250 | I | See Footnotes |
| Paired SharesF13,F1,F4,F9,F10,F11,F12 | Nov 12, 2015 | D | 404,255 | $16.64 | D | 3,449,235 | I | See Footnotes |
| Paired SharesF13,F1,F5,F9,F10,F11,F12 | Nov 12, 2015 | D | 1,205,772 | $16.64 | D | 10,288,029 | I | See Footnotes |
| Paired SharesF13,F1,F6,F9,F10,F11,F12 | Nov 12, 2015 | D | 1,205,322 | $16.64 | D | 10,284,194 | I | See Footnotes |
| Paired SharesF13,F1,F7,F9,F10,F11,F12 | Nov 12, 2015 | D | 80,738 | $16.64 | D | 688,878 | I | See Footnotes |
| Paired SharesF13,F1,F8,F9,F10,F11,F12 | Nov 12, 2015 | D | 8,168 | $16.64 | D | 69,694 | I | See Footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Each Paired Share is comprised of one share of common stock, par value $0.01 per share, of Extended Stay America, Inc. and one share of Class B Common Stock, par value $0.01 per share, of ESH Hospitality, Inc., which shares are paired and traded as a single unit. A Form 4 reflecting the holdings of Paired Shares by the Reporting Persons shown on this Form 4 has been concurrently filed with respect to Extended Stay America, Inc. as issuer.
- F10(continued from Footnote 9) Jeffrey H. Aronson and Mark T. Gallogly, the managing members of Centerbridge Credit GP Investors, L.L.C., Centerbridge Credit Offshore GP Investors, L.L.C. and Centerbridge GP Investors, LLC, share the power to vote and invest the Paired Shares and shares of Preferred Stock held by Centerbridge Credit Partners, L.P., Centerbridge Credit Partners TE Intermediate I, L.P., Centerbridge Credit Partners Offshore Intermediate III, L.P., Centerbridge Capital Partners AIV VI-A, L.P., Centerbridge Capital Partners AIV VI-B, L.P., Centerbridge Capital Partners Strategic AIV I, L.P. and Centerbridge Capital Partners SBS, L.P. (continued in Footnote 11)
- F11(continued from Footnote 10) Each of the Centerbridge entities (other than the Centerbridge entities that directly hold Paired Shares to the extent of their direct holdings) and Messrs. Gallogly and Aronson may be deemed to beneficially own the Paired Shares and shares of Preferred Stock beneficially owned by such direct holders directly or indirectly controlled by it or him, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.
- F12Due to the limitations of the Securities and Exchange Commission's EDGAR system, Centerbridge Credit Partners, L.P., Centerbridge Credit Partners TE Intermediate I, L.P., Centerbridge Credit Partners Offshore Intermediate III, L.P., Centerbridge Capital Partners AIV VI-A LP, Centerbridge Capital Partners AIV VI-B LP, Centerbridge Capital Partners Strategic AIV I, L.P. and Centerbridge Capital Partners SBS, L.P. have filed a separate Form 4.
- F13In connection with the secondary offering of Paired Shares by certain selling shareholders pursuant to an underwriting agreement (the "Underwriting Agreement") and prospectus supplement, each dated November 12, 2015, the reporting persons, as selling shareholders, sold Paired Shares in the amounts shown in the above table. This amount represents the $17.25 price to public per Paired Share, less the underwriting discount of $0.61 per Paired Share.
- F2These Paired Shares are directly held by Centerbridge Credit Partners, L.P.
- F3These Paired Shares are directly held by Centerbridge Credit Partners TE Intermediate I, L.P.
- F4These Paired Shares are directly held by Centerbridge Credit Partners Offshore Intermediate III, L.P.
- F5These Paired Shares are directly held by Centerbridge Capital Partners AIV VI-A, L.P.
- F6These Paired Shares are directly held by Centerbridge Capital Partners AIV VI-B, L.P.
- F7These Paired Shares are directly held by Centerbridge Capital Partners Strategic AIV I, L.P.
- F8These Paired Shares are directly held by Centerbridge Capital Partners SBS, L.P.
- F9Centerbridge Credit Partners General Partner, L.P. is the general partner of Centerbridge Credit Partners, L.P. and Centerbridge Credit Partners TE Intermediate I, L.P. Centerbridge Credit GP Investors, L.L.C. is the general partner of Centerbridge Credit Partners General Partner, L.P. Centerbridge Credit Partners Offshore General Partner, L.P. is the general partner of Centerbridge Credit Partners Offshore Intermediate III, L.P. Centerbridge Credit Offshore GP Investors, L.L.C. is the general partner of Centerbridge Credit Partners Offshore General Partner, L.P. Centerbridge Associates, L.P. is the general partner of Centerbridge Capital Partners AIV VI-A, L.P., Centerbridge Capital Partners AIV VI-B, L.P., Centerbridge Capital Partners Strategic AIV I, L.P. and Centerbridge Capital Partners SBS, L.P. Centerbridge GP Investors, LLC is the general partner of Centerbridge Associates, L.P. (continued in Footnote 10)