Ashford Prime Files Investor Presentation

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May 11, 2016, 08:20 ET

DALLAS, May 11, 2016 /PRNewswire/ -- Ashford Hospitality Prime, Inc., (NYSE: AHP) ("Ashford Prime" or the "Company") today filed an investor presentation with the Securities and Exchange Commission in connection with the Company's 2016 Annual Meeting of Stockholders (the "2016" Annual Meeting). The presentation highlights Ashford Prime's long-stated strategy of investing in high RevPAR, high quality hotels in gateway and resort markets. In addition, the presentation emphasizes the Company's strong track record of delivering excellence through operational results, prudent and accretive growth, and the return of capital to stockholders; as well as strong governance and oversight from a highly-qualified Board of Directors.

In addition, the presentation demonstrates that the Company believes there is no compelling reason for stockholders to elect any of the nominees proposed by Sessa Capital ("Sessa"). The presentation is available on the Company's website at www.ahpreit.com and www.ashfordprimefacts.com. Key takeaways from the investor presentation include:

The Company's belief that Sessa's litigious and reckless proxy contest is destroying stockholder value in an attempt to take control of Ashford Prime's board – and strip the Company of its assets and value in order to manufacture a short-term profit for itself and its own investors – with a slate of nominees that do not have the relevant experience in lodging or hotel market cycles necessary to lead the Company.
The Company's belief that there is no compelling reason for stockholders to elect any member of Sessa's slate to the board. Furthermore, the Company believes that if Sessa's slate is elected and not first approved by the board, the election would not only remove a highly qualified board with a long history of hospitality experience, but would also trigger a termination fee payable to the Company's advisor, Ashford Inc., in the hundreds of millions of dollars, which would significantly destroy stockholder value.
The Company believes that the current board of Ashford Prime, with 45 years of public board experience and significant industry expertise, is the best positioned to add value to the Company. Ashford Prime's current board and management team have a strong track record of delivering results in operational excellence, prudent and accretive growth, and returning capital to stockholders, and have a plan in place to continue delivering on its primary objective of maximizing value for all stockholders.
The Company believes that the current board of Ashford Prime, through its strong governance and oversight, has taken multiple steps to increase stockholder value including the implementation of immediate structural changes and longer-term initiatives resulting from the conclusion of a thorough strategic review process; a 140% increase in the common dividend; the evaluation of a new Chief Executive Officer and independent directors; and sale of four hotel assets that do not have the RevPAR level or quality consistent with the Company's strategy.

Ashford Prime has retained Cadwalader Wickersham & Taft LLP as legal counsel. Moelis & Company LLC is acting as financial advisor to Ashford Prime in connection with Sessa's proxy contest.

Ashford Prime is a real estate investment trust (REIT) focused on investing in luxury hotels located in resort and gateway markets.

Forward-Looking Statements

Certain statements and assumptions in this press release contain or are based upon "forward-looking" information and are being made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties. When we use the words "will likely result," "may," "anticipate," "estimate," "should," "expect," "believe," "intend," or similar expressions, we intend to identify forward-looking statements. Such forward-looking statements include, but are not limited to, our business and investment strategy, our understanding of our competition, current market trends and opportunities, and projected capital expenditures. Such statements are subject to numerous assumptions and uncertainties, many of which are outside of our control.

These forward-looking statements are subject to known and unknown risks and uncertainties, which could cause actual results to differ materially from those anticipated, including, without limitation: general volatility of the capital markets, the general economy or the hospitality industry, whether the result of market events or otherwise; our ability to deploy capital and raise additional capital at reasonable costs to repay debts, invest in our properties and fund future acquisitions; unanticipated increases in financing and other costs, including a rise in interest rates; the degree and nature of our competition; actual and potential conflicts of interest with Ashford Hospitality Trust, Inc., Ashford Hospitality Advisors, LLC ("Ashford LLC"), Ashford Inc., Remington Lodging & Hospitality, LLC, our executive officers and our non-independent directors; our ability to implement and execute on planned initiatives announced in connection with the conclusion of our independent directors' strategic review process; changes in personnel of Ashford LLC or the lack of availability of qualified personnel; changes in governmental regulations, accounting rules, tax rates and similar matters; legislative and regulatory changes, including changes to the Internal Revenue Code and related rules, regulations and interpretations governing the taxation of real estate investment trusts ("REITs"); and limitations imposed on our business and our ability to satisfy complex rules in order for us to qualify as a REIT for U.S. federal income tax purposes. These and other risk factors are more fully discussed in the section entitled "Risk Factors" in our Annual Report on Form 10-K, and from time to time, in our other filings with the Securities and Exchange Commission ("SEC").

The forward-looking statements included in this press release are only made as of the date of this press release. Investors should not place undue reliance on these forward-looking statements. We are not obligated to publicly update or revise any forward-looking statements, whether as a result of new information, future events or circumstances, changes in expectations or otherwise.

Additional Information and Where To Find It

Ashford Hospitality Prime, Inc. ("Ashford Prime"), its directors, executive officers and other employees may be deemed to be participants in the solicitation of proxies from Ashford Prime's stockholders in connection with its 2016 Annual Meeting of Stockholders (the "2016 Annual Meeting"). Stockholders may obtain information regarding the names, affiliations and interests of such individuals in Ashford Prime's definitive proxy statement, filed with the SEC on April 25, 2016. Additional information regarding the identity of potential participants, and their direct or indirect interests, by security holdings or otherwise, is set forth in the definitive proxy statement and, to the extent applicable, will be updated in other materials to be filed with the SEC in connection with Ashford Prime's 2016 Annual Meeting.

Ashford Prime has filed a definitive proxy statement in connection with the 2016 Annual Meeting. ASHFORD PRIME STOCKHOLDERS ARE STRONGLY URGED TO READ THE DEFINITIVE PROXY STATEMENT, THE ACCOMPANYING GOLD PROXY CARD AND OTHER RELEVANT DOCUMENTS FILED BY ASHFORD PRIME WITH THE SEC IN THEIR ENTIRETY BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. The definitive proxy statement and an accompanying GOLD proxy card are, along with other relevant documents, available at no charge on the SEC's website at www.sec.gov. Copies of these documents will also be available free of charge from Ashford Prime by directing a request to Ashford Hospitality Prime, Inc., Attn: Investor Relations, 14185 Dallas Parkway, Suite 1100, Dallas, Texas 75254 or by calling (972) 490-9600.

SOURCE Ashford Hospitality Prime, Inc.