UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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): January 30, 2025
(Exact Name of Registrant as Specified in its Charter)
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
(Address of Principal Executive Offices)
(407 ) 246-8100
(Registrant’s Telephone Number, Including Area Code)
(Registrant’s Telephone Number, Including Area Code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
(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:
| Securities registered pursuant to Section 12(b) of the Act: | ||||||||||||||
| Title of each class | Trading Symbol | Name of each exchange on which registered | ||||||||||||
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. ☐
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
As previously disclosed, on November 4, 2024, Xenia Hotels & Resorts, Inc.'s ("We" or "Xenia" or "the Company") wholly owned subsidiary, XHR LP (the "Borrower"), amended and restated the credit agreement governing its corporate credit facilities to replace the credit facilities outstanding thereunder with a new $825 million senior unsecured credit facility comprised of a $500 million revolving line of credit (the "Revolving Credit Facility"), a $225 million term loan (the "2024 Initial Term Loan"), and a $100 million delayed draw term loan commitment ("2024 Delayed Draw Term Loan Commitment"), pursuant to an amended and restated revolving credit and term loan agreement with a syndicate of bank lenders, JPMorgan Chase Bank, N.A., as administrative agent, and the other parties thereto (the "Amended and Restated Credit Agreement").
The 2024 Delayed Draw Term Loan Commitment is available until February 4, 2025. As of December 31, 2024, no amounts had been funded under the 2024 Delayed Draw Term Loan Commitment. On January 30, 2025, we borrowed the full $100 million available under the 2024 Delayed Draw Term Loan Commitment (the "2024 Delayed Draw Term Loan" and together with the 2024 Initial Term Loan, the "2024 Term Loans"), so that a total of $325 million of 2024 Term Loans is currently outstanding under the Amended and Restated Credit Agreement.
The interest rate and maturity date applicable to the 2024 Delayed Draw Term Loan are the same as the interest rate and maturity, respectively, applicable to the 2024 Initial Term Loan. The 2024 Delayed Draw Term Loan is subject to the covenants and events of default under the Amended and Restated Credit Agreement.
The Company used the borrowings under the 2024 Delayed Draw Term Loan to repay amounts currently outstanding under the Revolving Credit Facility and intends to use the remainder for general corporate purposes. The remaining proceeds from the 2024 Delayed Draw Term Loan are currently being held on the Company's balance sheet. In accordance with the terms of the Amended and Restated Credit Agreement, the proceeds from the 2024 Delayed Draw Term Loan may in the future be used to refinance other indebtedness and for general working capital purposes.
The foregoing description of the Amended and Restated Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Amended and Restated Credit Agreement, which is attached to the Company's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 7, 2024 as Exhibit 10.1 and the Amended and Restated Parent Guaranty, which is also attached therein as Exhibit 10.2, each of which is incorporated herein by reference.
SIGNATURE
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.
| Xenia Hotels & Resorts, Inc. | |||||||||||
| Date: January 31, 2025 | By: | /s/ Atish Shah | |||||||||
| Name: | Atish Shah | ||||||||||
| Title: | Executive Vice President and Chief Financial Officer | ||||||||||