1 unchanged sentence
Exhibit Description
+Added: 1.1 Purchase Agreement, dated as of May 13, 2021, by and among the Company, the Operating Partnership, the Advisor and UBS Securities LLC, as the Initial Purchaser (incorporated by reference to Exhibit 1.1 to the Current Report on Form 8-K filed on May 18, 2021)
+Added: 1.2 Equity Distribution Agreement, dated as of May 25, 2021, by and between Braemar Hotels & Resorts Inc.
+Added: and Virtu Americas LLC (incorporated by reference to Exhibit 1.1 to the Current Report on Form 8-K filed on May 26, 2021)
+Added: 1.3 Equity Distribution Agreement, dated as of July 12, 2021, by and among Braemar Hotels & Resorts Inc.
+Added: , Bra emar Ho spital ity Limited Partnership, Ashford Hospitality Advisors LLC and Virtu Americas LLC (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed on July 12, 2021)
3.1 Articles of Amendment and Restatement of Braemar Hotels & Resorts Inc.
15 unchanged sentences
(incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed on August 20, 2018)
−Removed: 10.1 Second Amendment to Second Amended and Restated Credit Agreement, dated February 22, 2021 (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed on February 22, 2021)
+Added: 4.1 Indenture, dated as of May 18, 2021, by and among the Company, as issuer, and the Trustee, as trustee, including the Form of Note representing the Company’s 4.50% Convertible Senior Notes due 2026 (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed on May 18, 2021)
10.1 Amendment No.
5 to the Third Amended and Restated Agreement of Limited Partnership of Braemar Hospitality Limited Partnership (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed on April 2, 2021)
−Removed: 10.3 Standby Equity Distribution Agreement, dated as of February 4, 2021, by and between Braemar Hotels & Resorts Inc.
−Removed: and YA II PN, Ltd.
−Removed: (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed on February 4, 2021)
+Added: 10.2 Amendment No.
+Added: 6 to the Third Amended and Restated Agreement of Limited Partnership of Braemar Hospitality Limited Partnership (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed on May 18, 2021)
10.3 Purchase Agreement, dated as of April 21, 2021, by and between the Company and Lincoln Park Capital Fund, LLC (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed on April 21, 2021)
10.4 Registration Rights Agreement, dated as of April 21, 2021, by and between the Company and Lincoln Park Capital Fund, LLC (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K filed on April 21, 2021)
−Removed: Form of 2021 Performance Stock Unit Award Agreement
−Removed: Form of 2021 Performance LTIP Unit Award Agreement
+Added: Amendment No.
+Added: 1 to the Braemar Master Project Management Agreement
31.1* Certifications of Chief Executive Officer Pursuant to Rule 13a-14(a) and Rule 15d-14(a) of Securities Exchange Act of 1934, as amended
4 unchanged sentences
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
−Removed: The following materials from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021 are formatted in XBRL (Extensible Business Reporting Language):
+Added: 99.1 Consulting and Cooperation Agreement, by and among Ashford Inc., Ashford Hospitality Advisors LLC, and Robert G.
+Added: Haiman, dated as of June 30, 2021 (incorporated by reference to Exhibit 99.1 to the Current Report on Form 8-K filed on June 30, 2021)
+Added: The following materials from the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2021 are formatted in XBRL (Extensible Business Reporting Language):
(i) Consolidated Balance Sheets;
1 unchanged sentence
(iii) Consolidated Statements Comprehensive Income;
−Removed: (iii) Consolidated Statements of Equity;
−Removed: (iv) Consolidated Statements of Cash Flows;
−Removed: and (v) Notes to the Consolidated Financial Statements.
+Added: (iv) Consolidated Statements of Equity;
+Added: (v) Consolidated Statements of Cash Flows;
+Added: and (vi) Notes to the Consolidated Financial Statements.
In accordance with Rule 402 of Regulation S-T, the XBRL related information in Exhibit 101 to this Quarterly Report on Form 10-Q shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section, and shall not be part of any registration statement or other document filed under the Securities Act of 1933, as amended or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
11 unchanged sentences
** Furnished herewith.
−Removed: † Management contract or compensatory plan or arrangement.
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 thereunto duly authorized.
BRAEMAR HOTELS & RESORTS INC.
−Removed: May 7, 2021 By:
+Added: August 6, 2021 By:
/s/ RICHARD J.
President and Chief Executive Officer
−Removed: May 7, 2021 By:
+Added: August 6, 2021 By:
Chief Financial Officer
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.