PROCACCIANTI HOTEL REIT INC
For the period ended Jun 30, 2024. Filed Aug 12, 2024.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2024 · Filed Aug 12, 2024
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Item 6. Exhibits
The following exhibits are filed as a part of this report or incorporated by reference.
| Exhibit No. | Description | |
| 3.1 | Second Articles of Amendment and Restatement of Procaccianti Hotel REIT, Inc. (included as Exhibit 3.1 to the Company’s Registration Statement on Form S-11 (File No. 333-217578) filed May 1, 2017 and incorporated herein by reference). | |
| 3.2 | Bylaws of Procaccianti Hotel REIT, Inc. (included as Exhibit 3.2 to the Company’s Registration Statement on Form S-11 (File No. 333-217578) filed May 1, 2017 and incorporated herein by reference). | |
| 3.3 | Articles of Amendment of Procaccianti Hotel REIT, Inc., effective as of March 31, 2020 (included as Exhibit 3.3 to the Company’s Quarterly Report on Form 10-Q (File No. 333-217578) filed May 14, 2021 and incorporated herein by reference). | |
| 3.4 | Third Articles of Amendment and Restatement of Procaccianti Hotel REIT, Inc. (included as Exhibit 3.3 to Post-effective Amendment No. 1 to the Company’s Registration Statement on Form S-11 (File No. 333-217578) filed August 14, 2018 and incorporated herein by reference). | |
| 4.1 | Subscription Agreement and Subscription Agreement Signature Page (included as Appendix C to the Company’s Prospectus filed pursuant to Rule 424(b)(3) (File No. 333-217578) filed August 15, 2018, as supplemented, and incorporated herein by reference). | |
| 4.2 | Distribution Reinvestment Plan (included as Appendix B to the Company’s Prospectus filed pursuant to Rule 424(b)(3) (File No. 333-217578) filed August 15, 2018, as supplemented, and incorporated herein by reference). | |
| 4.3 | Description of Securities Registered pursuant to Section 12(g) of the Securities Exchange Act of 1934 (filed as Exhibit 4.3 to the Registrant’s Annual Report on Form 10-K (File No. 333-217578) filed on March 30, 2020, and incorporated by reference herein). | |
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| 10.1 | | Loan Agreement, by and between PHR STPFL, LLC, and Liberty Bank, dated April 26, 2024 (included as Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 000-56272) filed May 1, 2024 and incorporated herein by reference). |
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| 10.2 | | Loan Agreement, by and between PHR WNC, LLC, and Liberty Bank, dated April 26, 2024 (included as Exhibit 10.2 to the Company’s Current Report on Form 8-K (File No. 000-56272) filed May 1, 2024 and incorporated herein by reference). |
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| 10.3 | | Commercial Note, by and between PHR WNC, LLC, and Liberty Bank, dated April 26, 2024 (included as Exhibit 10.3 to the Company’s Current Report on Form 8-K (File No. 000-56272) filed May 1, 2024 and incorporated herein by reference). |
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| 10.4 | | Amended and Restated Commercial Note, by and between PHR STPFL, LLC, and Liberty Bank, dated April 26, 2024 (included as Exhibit 10.4 to the Company’s Current Report on Form 8-K (File No. 000-56272) filed May 1, 2024 and incorporated herein by reference). |
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| 10.5 | | Guaranty of Recourse Carve-Outs, by and between Procaccianti Hotel REIT, Inc. and Liberty Bank, dated as of April 26, 2024 (included as Exhibit 10.5 to the Company’s Current Report on Form 8-K (File No. 000-56272) filed May 1, 2024 and incorporated herein by reference). |
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| 10.6 | | Guaranty of Recourse Carve-Outs, by and between Procaccianti Hotel REIT, Inc. and Liberty Bank, dated as of April 26, 2024 (included as Exhibit 10.6 to the Company’s Current Report on Form 8-K (File No. 000-56272) filed May 1, 2024 and incorporated herein by reference). |
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| 10.7 | | Commercial Real Estate Mortgage Loan Agreement, by and between PHR TCI, LLC, and Bershire Bank, dated June 6, 2024 (included as Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 000-56272) filed June 10, 2024 and intcorporated herein by reference). |
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| 10.8 | | Promissory Note, by and between PHR TCI, LLC, and Berkshire Bank, dated June 6, 2024 (included as Exhibit 10.2 to the Company’s Current Report on Form 8-K (File No. 000-56272) filed June 10, 2024 and intcorporated herein by reference). |
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| 10.9 | | Limited Guaranty, by and between Procaccianti Hotel REIT, Inc. and Berkshire Bank, dated as of June 6, 2022 (included as Exhibit 10.3 to the Company’s Current Report on Form 8-K (File No. 000-56272) filed June 10, 2024 and intcorporated herein by reference). |
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| 31.1* | Certification of Chief Executive Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |
| 31.2* | Certification of Chief Financial Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |
| 32.1** | Certifications of Chief Executive Officer and Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as created by Section 906 of the Sarbanes-Oxley Act of 2002. | |
| 99.2 | Consent of Robert A. Stanger & Co., Inc. (filed as Exhibit 99.2 to the Registrant’s Current Report on Form 8-K (File No. 000-56272), on June 20, 2024, and incorporated by reference herein). | |
| 101.INS* | Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | |
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| 101.SCH* | Inline XBRL Schema Document. | |
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| 101.CAL* | | Inline XBRL Calculation Linkbase Document. |
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| 101.DEF* | | Inline XBRL Definition Linkbase Document. |
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| 101.LAB* | | Inline XBRL Label Linkbase Document. |
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| 101.PRE* | | Inline XBRL Presentation Linkbase Document. |
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| 104* | | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
*Filed herewith.
**Furnished herewith. In accordance with Item 601(b)(32) of Regulation S-K, this Exhibit is not deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Such certifications will not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except to the extent that the registrant specifically incorporates it by reference.
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