Extended Stay America, Inc. ESH Hospitality, Inc. 12,500,000 Shares Underwriting AgreementUnderwriting Agreement • December 16th, 2016 • Extended Stay America, Inc. • Hotels & motels • New York
Certain stockholders named in Schedule 2 hereto (the “Selling Stockholders”) of Extended Stay America, Inc., a Delaware corporation (the “Corporation”), and ESH Hospitality, Inc., a Delaware corporation (“ESH REIT”), propose to sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), (i) an aggregate of 12,500,000 shares of common stock, par value $0.01 per share (“Corporation Stock”), of the Corporation (the “Corporation Shares”) and (ii) an aggregate of 12,500,000 shares of Class B common stock, par value $0.01 per share (“ESH REIT Stock”), of ESH REIT (the “ESH REIT Shares,” and, as paired with the Corporation Shares, the “Shares”). Each Corporation Share and ESH REIT Share will be offered to the public in the form of a unit consisting of one Corporation Share and one ESH REIT Share, which are “paired” for transfer and trading purposes pursuant to the Pairing Agreement, dated as of November
