Business Restructuring & Insolvency 2021 Annual Review

The RSA contemplates that the Restructuring Transactions will be effectuated through a joint pre-packaged chapter 11 plan of reorganization in the form and substance attached as an exhibit to the RSA, to be implemented through cases to be commenced by the Debtors under Chapter 11 of Title 11 of the United States Code. On June 30, 2021, the bankruptcy court confirmed the bankruptcy and HIT emerged from bankruptcy. Our representation lasted six months, during which we represented the independent directors in their negotiation with Brookfield, including negotiating complex Contingent Value Rights for the common stockholders in order to provide potential future value to the common stockholders despite the pending bankruptcy. We also represented the independent directors in negotiating the terms of the DIP and exit credit facility provided by Brookfield. We represented the independent directors of Hospitality Investors Trust, Inc. On May 19, 2021, Hospitality Investors Trust, Inc. (HIT) and its operating partnership, Hospitality Investors Trust Operating Partnership, L.P. (the OP and, together with HIT, the “Debtors,” and, together with their subsidiaries, the “Company”), entered into a restructuring support agreement (the RSA) with Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, the holder of the sole issued and outstanding share of HIT’s preferred stock designated as the Redeemable Preferred Share, par value $0.01 per share, and all of the issued and outstanding units of limited partner interest in the OP entitled “Class C Units.” The parties to the RSA have agreed to the principal terms of a proposed series of deleveraging or restructuring transactions of the Debtors. Independent Directors of Hospitality Investors Trust MORRISON & FOERSTER | BRIG 2021 ANNUAL REVIEW 17 16 MORRISON & FOERSTER | BRIG 2021 ANNUAL REVIEW