Filed Pursuant to Rule 424(b)(3)
Registration No. 333-190698

AMERICAN REALTY CAPITAL HOSPITALITY TRUST, INC.
 
SUPPLEMENT NO. 4, DATED JULY 28, 2015,
TO THE PROSPECTUS, DATED APRIL 28, 2015

This prospectus supplement, or this Supplement No. 4, is part of the prospectus of American Realty Capital Hospitality Trust, Inc., or the Company, dated April 28, 2015, or the Prospectus. This Supplement No. 4 supersedes and replaces all previous supplements and modifies, supersedes and replaces certain information contained in the Prospectus and should be read in conjunction with the Prospectus. This Supplement No. 4 will be delivered with the Prospectus. Unless the context suggests otherwise, the terms “we,” “us” and “our” used herein refer to the Company, together with its consolidated subsidiaries.

The purposes of this Supplement No. 4 are to, among other things:

OPERATING INFORMATION

Status of the Offering

We commenced our reasonable best efforts initial public offering of up to 80.0 million shares of common stock on January 7, 2014 (excluding shares to be issued under the distribution reinvestment plan, or DRIP). On February 3, 2014, we satisfied the general escrow conditions of our initial public offering of common stock and we received and accepted aggregate subscriptions equal to the minimum of $2.0 million in shares of common stock, broke escrow and issued shares to AR Capital, LLC, the parent of our sponsor, in the amount of $0.5 million at a purchase price of $22.50 per share. On June 30, 2014, we received and accepted aggregate subscriptions in excess of $20.0 million in shares of common stock and broke escrow in Ohio and Washington. On September 12, 2014, we received and accepted aggregate subscriptions in excess of $100.0 million in shares of common stock and broke escrow in Pennsylvania. Thus, since September 12, 2014, we have been accepting subscriptions from residents of all states.

We will continue to offer shares of our common stock until January 7, 2016, unless the offering is extended in accordance with the Prospectus, provided that the offering will be terminated if all 80.0 million shares of our common stock are sold before such date (subject to our right to reallocate shares offered pursuant to the DRIP for sale in our primary offering).

Pending Acquisitions

During June 2015, we entered into a series of agreements, which we refer to collectively as the Pending Acquisitions, to acquire an aggregate of 44 hotels from three different independent parties for an aggregate contract purchase price of $743.9 million. We expect to complete the Pending Acquisitions in seven separate closings, which are scheduled to occur during the third quarter of 2015, the fourth quarter of 2015 and the first quarter of 2016. As of July 28, 2015, we have made approximately $73.1 million in deposits with respect to the Pending Acquisitions funded with proceeds from this offering, and we expect to fund the remaining consideration, all of which is due at the applicable closing, with a combination of proceeds from this offering and mortgage debt financing.

We have secured a commitment for up to $450.0 million in additional mortgage debt secured by the Pending Portfolios. This commitment is subject to conditions, including satisfactory completion of due diligence and the execution of definitive loan documentation, and there can be no assurance we will be able to borrow the amount that we require. Our failure to raise sufficient proceeds from this offering or obtain such mortgage financing, pursuant to the commitment or otherwise, in the amount required to complete the Pending Acquisitions could cause us to default under the related agreements. There also can be no assurance with respect to whether any or all of the Pending Acquisitions will be completed on the currently contemplated terms, other terms or at all.

Shares Currently Available for Sale

As of July 15, 2015, there were approximately 26.0 million shares of our common stock outstanding. As of July 15, 2015, there were approximately 54.4 million shares of our common stock available for sale, excluding shares available under our DRIP.

Status of Distributions

On February 3, 2014, our board of directors authorized, and we declared, distributions payable to stockholders of record each day during the applicable month equal to $0.00465753425 per day, or $1.70 per annum, per share of common stock. The first distribution was paid in May 2014 to holders of record in April 2014. The distributions are payable by the fifth day following each month end to stockholders of record at the close of business each day during the prior month.

The following table shows the sources for the payment of distributions to common stockholders for the three months ended March 31, 2015 (in thousands).

		Three Months Ended March 31,
		2015
Distributions:
Distributions paid in cash directly to stockholders		$	2,407
Distributions reinvested in common stock issued under the DRIP			2,195
Total distributions		$	4,602
Source of distribution coverage:
Cash flows provided by operations		$	—				—	%
Offering proceeds from issuance of common stock			2,407				52.3	%
Offering proceeds reinvested in common stock issued under DRIP			2,195				47.7	%
Total sources of distributions		$	4,602				100.0	%
Cash flows provided by (used in) operations (GAAP)		$	(31,679	)
Net loss (GAAP)		$	(39,976	)

The following table compares cumulative distributions paid to cumulative net income and cash flow from operations (each as calculated in accordance with GAAP) and funds from operations, or FFO, for the period from July 25, 2013 (date of inception) through March 31, 2015 (in thousands):

		For the Period from July 25, 2013 (date of inception) to March 31, 2015
Distributions paid:
Common stockholders in cash and reinvested in DRIP		$	8,072
Total distributions paid		$	8,072
Reconciliation of net loss:
Revenues		$	89,697
Acquisition and transaction related			(48,167	)
Depreciation and amortization			(9,867	)
Other operating expenses			(64,118	)
Other non-operating expenses			(20,585	)
Income tax			(1,783	)
Net loss (GAAP)		$	(54,823	)
Cash flows used in operations (GAAP)		$	(41,330	)
Reconciliation of FFO:
Net loss (GAAP)		$	(54,823	)
Depreciation and amortization			9,867
Depreciation and amortization of unconsolidated entities			454
FFO		$	(44,502	)

For the period from our inception, on July 25, 2013, through March 31, 2015, cash flows provided by operations, calculated in accordance with GAAP, did not cover any of our distributions. As shown in the table above, we funded distributions with proceeds from our offering, including distributions that were reinvested in common stock issued pursuant to our DRIP. To the extent we pay distributions in excess of cash flows provided by operations, your investment may be adversely impacted. Since inception, we have not generated positive FFO.

Compensation Paid to Sponsor and its Affiliates

Set forth below is a summary of the most significant fees and expenses that we have incurred as well as paid or reimbursed to our sponsor and its affiliates, including our advisor and our dealer manager, during the three months ended March 31, 2015 (in thousands). During the period from our inception on July 25, 2013 through March 31, 2015, the amount of compensation, fees, distributions and expense reimbursements that we paid or reimbursed to our sponsor and its affiliates, including our advisor and our dealer manager, was $105.9 million as set forth in more detail below. In addition, as of March 31, 2015, $12.1 million was accrued and unpaid. There have been no fees incurred that were forgiven by our sponsor or its affiliates as of March 31, 2015.

		Incurred for Three Months Ended March 31, 2015				Incurred from Period from July 25, 2013 (inception) through March 31, 2015				Payable as of March 31, 2015
Commissions and fees from our dealer manager		$	15,530			$	39,629			$	432
Compensation and reimbursement and expenses for services provided by our advisor and its affiliates			5,409				9,968				5,540
Acquisition fees to our advisor			28,930				30,528				—
Financing coordination fees from our advisor			11,835				12,650				—
Management fees and reimbursable expenses to our property manager and sub-property manager			1,950				7,236				1,607
Transaction fees and expenses to our dealer manager and RCS Advisory Services, LLC			—				5,270				4,520
Advisory and investment banking fee to our dealer manager			115				575				—
Total		$	63,769			$	105,856			$	12,099

PROSPECTUS UPDATES

Cover Page

The following disclosure hereby replaces the second bullet on the cover page of the Prospectus.

Investor Suitability Standards

The following disclosure replaces in its entirety the suitability standard for “Nebraska” on page ii of the Prospectus.

“Nebraska

Cautionary Note Regarding Forward-Looking Statements

The following disclosure hereby replaces in its entirety the disclosure on pages vi and vii of the Prospectus.

““Hampton Inn,” “Hampton Hotels,” “Hampton Inn & Suites,” “Homewood Suites,” “Embassy Suites,” “Hilton Garden Inn,” “Hilton” and “DoubleTree” are each a registered trademark of Hilton Worldwide or one of its affiliates. All references below to “Hilton” mean Hilton Worldwide and all of its affiliates and subsidiaries, and their respective officers, directors, agents, employees, accountants and attorneys. Hilton is not responsible for the content of this prospectus, whether relating to hotel information, operating information, financial information, Hilton’s relationship with our company or its affiliates, or otherwise. Hilton is not involved in any way, whether as an “issuer” or “underwriter” or otherwise, in the offering by our company and receives no proceeds from the offering. Hilton has not expressed any approval or disapproval regarding this prospectus or the offering related to this prospectus, and the grant by Hilton of any franchise or other rights to our company or its affiliates shall not be construed as any expression of approval or disapproval. Hilton has not assumed, and shall not have, any liability in connection with this prospectus or the offering related to this prospectus.

“Westin” and “Aloft” are each a registered trademark of Starwood Hotels & Resorts Worldwide or one of its affiliates. All references below to “Starwood” mean Starwood Hotels & Resorts Worldwide and all of its affiliates and subsidiaries, and their respective officers, directors, agents, employees, accountants and attorneys. Starwood is not responsible for the content of this prospectus, whether relating to hotel information, operating information, financial information, Starwood’s relationship with our company or its affiliates, or otherwise. Starwood is not involved in any way, whether as an “issuer” or “underwriter” or otherwise, in the offering by our company and receives no proceeds from the offering. Starwood has not expressed any approval or disapproval regarding this prospectus or the offering related to this prospectus, and the grant by Starwood of any franchise or other rights to our company or its affiliates shall not be construed as any expression of approval or disapproval. Starwood has not assumed, and shall not have, any liability in connection with this prospectus or the offering related to this prospectus.

“Courtyard by Marriott,” “Fairfield Inn,” “Fairfield Inn & Suites,” “TownePlace Suites,” “SpringHill Suites” and “Residence Inn” are each a registered trademark of Marriott International, Inc. or one of its affiliates. All references below to “Marriott” mean Marriott International, Inc. and all of its affiliates and

subsidiaries, and their respective officers, directors, agents, employees, accountants and attorneys. Marriott is not responsible for the content of this prospectus, whether relating to hotel information, operating information, financial information, Marriott’s relationship with our company and its affiliates or otherwise. Marriott is not involved in any way, whether as an “issuer” or “underwriter” or otherwise, in the offering by our company and receives no proceeds from the offering. Marriott has not expressed any approval or disapproval regarding this prospectus or the offering related to this prospectus, and the grant by Marriott of any franchise or other rights to our company shall not be construed as any expression of approval or disapproval. Marriott has not assumed, and shall not have, any liability in connection with this prospectus or the offering related to this prospectus.

“Hyatt Place” and “Hyatt House” are each a registered trademark of Hyatt Hotels Corporation or one of its affiliates. All references below to “Hyatt” mean Hyatt Hotels Corporation and all of its affiliates and subsidiaries, and their respective officers, directors, agents, employees, accountants and attorneys. Hyatt is not responsible for the content of this prospectus, whether relating to hotel information, operating information, financial information, Hyatt’s relationship with our company or its affiliates, or otherwise. Hyatt is not involved in any way, whether as an “issuer” or “underwriter” or otherwise, in the offering by our company and receives no proceeds from the offering. Hyatt has not expressed any approval or disapproval regarding this prospectus or the offering related to this prospectus, and the grant by Hyatt of any franchise or other rights to our company or its affiliates shall not be construed as any expression of approval or disapproval. Hyatt has not assumed, and shall not have, any liability in connection with this prospectus or the offering related to this prospectus.

“Staybridge Suites,” “Holiday Inn” and “Holiday Inn Express” are each a registered trademark of Intercontinental Hotels Group or one of its affiliates. All references below to “Intercontinental” mean Intercontinental Hotels Group and all of its affiliates and subsidiaries, and their respective officers, directors, agents, employees, accountants and attorneys. Intercontinental is not responsible for the content of this prospectus, whether relating to hotel information, operating information, financial information, Intercontinental’s relationship with our company or its affiliates, or otherwise. Intercontinental is not involved in any way, whether as an “issuer” or “underwriter” or otherwise, in the offering by our company and receives no proceeds from the offering. Intercontinental has not expressed any approval or disapproval regarding this prospectus or the offering related to this prospectus, and the grant by Intercontinental of any franchise or other rights to our company or its affiliates shall not be construed as any expression of approval or disapproval. Intercontinental has not assumed, and shall not have, any liability in connection with this prospectus or the offering related to this prospectus.”

Prospectus Summary

The following disclosure hereby replaces the disclosure under the heading “How many real estate investments do you currently own and in what type of assets do you expect to invest?” on page 3 of the Prospectus.

“On March 21, 2014, we acquired fee simple, leasehold or joint venture interests in six hotels, or the Barceló Portfolio, for an aggregate contract purchase price of $110.1 million, exclusive of closing costs. On February 27, 2015, we acquired the Grace Portfolio. The aggregate contract purchase price of the Grace Portfolio was approximately $1.8 billion, exclusive of closing costs. During June 2015, we entered into a series of agreements, which we refer to collectively as the Pending Acquisitions, to acquire an aggregate of 44 hotels, which we refer to collectively as the Pending Portfolios, from three different independent parties for an aggregate contract purchase price of $743.9 million. The Pending Portfolios are expected to be purchased in seven separate closings, which are scheduled to occur during the third quarter of 2015, the fourth quarter of 2015 and the first quarter of 2016, although we have certain rights to postpone all but one of the closings. Through July 28, 2015, we have made approximately $73.1 million in deposits related to the Pending Acquisitions funded with proceeds from this offering, and we expect to fund the remaining consideration, all of which is due at the applicable closing, with a combination of proceeds from this offering and mortgage debt financing.

We have acquired and intend to continue acquiring lodging properties in the midscale limited service, extended stay, select-service, upscale select-service, and upper-upscale full-service segments within the hospitality sector. Full-service hotels generally provide a full complement of guest amenities including

restaurants, concierge and room service, porter service or valet parking. Select-service and limited-service hotels typically do not include these amenities. Extended-stay hotels generally offer high-quality, residential style lodging with an extensive package of services and amenities for extended-stay business and leisure travelers. We will have no limitation as to the brand of franchise or license with which our properties will be associated. We may, in the future, continue to acquire additional hotels located throughout the United States. We may also acquire additional hotels in Canada.

The hotels in our existing portfolio are located in 32 states, operating under leading franchise brands with Hilton, Marriott, Hyatt, Intercontinental and Starwood, and comprise a total of 14,925 rooms. The hotels in the Pending Portfolios are located in 18 states, operating under leading franchise brands with Hilton, Marriott, Hyatt, Intercontinental and Starwood, and comprise a total of 5,271 rooms.

See “Description of Real Estate Investments” for detailed information.”

The following disclosure hereby replaces the third sentence under the heading “What is the experience of your sponsor?” on page 3 of the Prospectus.

“Our sponsor wholly owns our advisor and is the owner, directly or indirectly, of 95% of our property manager and 60% of our sub-property manager.”

The following disclosure hereby replaces the second sentence under the heading “Who are your property manager and your sub-property manager and what are their responsibilities?” on page 4 of the Prospectus.

“The parent of our sponsor, AR Capital, LLC, indirectly owns 95% of the membership interests in our property manager and Mr. Mehlman, our chief executive officer, directly owns the other 5% of the membership interests in our property manager. The parent of our sponsor, AR Capital, LLC, directly owns 60% of the membership interests in Crestline Hotels & Resorts, LLC, or our sub-property manager, and Barceló Crestline Corporation, the former owner of the Barceló Portfolio, directly owns 40% of the membership interests.”

The following disclosure hereby replaces the second bullet under the heading “Are there any risks involved in an investment in your shares?” on page 4 of the Prospectus.

The following disclosure hereby replaces the final sentence under the heading “Do you use leverage?” on page 6 of the Prospectus.

“We intend to use substantial available proceeds from this offering to reduce our borrowings, including to make mandatory redemptions of the Grace Preferred Equity Interests, and we expect that upon repayment of the Grace Preferred Equity Interests in full we will have reduced our portfolio leverage to below the 300% maximum limit. In connection with the closing of the Pending Acquisitions, we intend to incur up to $450.0 million in additional mortgage debt secured by all 44 hotels expected to be acquired in the Pending Acquisitions, or the Pending Acquisitions Mortgage Debt. We do not expect the incurrence of the Pending Acquisitions Mortgage Debt to adversely impact our plans to reduce our portfolio leverage to below the 300% limit.”

Management Compensation

The first sentence under the heading “Determination of Amount” with respect to the Asset Management Subordinated Deferred Participation — Our Advisor on pages 17 and 125 of the Prospectus is hereby replaced in its entirety with the following disclosure.

“Within 30 days after the end of each calendar quarter (subject to the approval of the board of directors), we, as the general partner of the operating partnership, cause the operating partnership to issue a number of restricted operating partnership units designated as Class B Units of our operating partnership, or Class B Units, to our advisor or its assignees equal to: (i) the product of (y) 0.1875% multiplied by (z) the cost of our assets (until the NAV pricing date, then the lower of the cost of assets and the fair value of our assets); divided by (ii) the value of one share of common stock as of the last day of such calendar quarter, which is equal initially to $22.50 (the primary offering price minus selling commissions and dealer manager fees) and, at such time as we estimate NAV, per share NAV.”

Risk Factors

The following risk factor replaces in its entirety the risk factor under the heading “We intend to use substantial available proceeds from this offering to reduce our borrowings by approximately $500 million, which may limit our ability to pay distributions from offering proceeds or acquire additional properties for some time” beginning on page 32 of the Prospectus and cross-references to the risk factor replaced on pages 34 and 79 of the Prospectus, are also hereby updated.

“We intend to use substantial available proceeds from this offering to reduce our borrowings, which may limit our ability to pay distributions from offering proceeds or acquire additional properties.

Prior to our entry into an agreement to acquire the Grace Portfolio in May 2014, a majority of our independent directors waived the total portfolio leverage requirement of our charter with respect to the acquisition of the Grace Portfolio should such total portfolio leverage exceed 300% of our total “net assets” (as defined in our charter) upon the acquisition of the Grace Portfolio. Following the acquisition of the Grace Portfolio in February 2015, our total portfolio leverage (which includes the Grace Preferred Equity Interests) exceeded this 300% limit, and we expect it will continue to do so for an indeterminate period of time. As of March 31, 2015, our total portfolio leverage was 538%. As of March 31, 2015, the principal amount of our outstanding secured financing, which excludes the Grace Preferred Equity Interests, was approximately 60% of the total value of our real estate investments and our other assets.

Since the closing of the Grace Acquisition, we have used an aggregate of $128.4 million of offering proceeds to reduce indebtedness, including the repayment in full of the $63.1 million Barceló Promissory Note (together with approximately $3.5 million deferred payment with respect to the March 2014 acquisition of the Georgia Tech Hotel & Conference Center) and mandatory redemptions of the Grace Preferred Equity Interests of $60.0 million. Following these mandatory redemptions, approximately $387.1 million of liquidation value remained outstanding under the Grace Preferred Equity Interests. As required under the terms of the Grace Preferred Equity Interests, we intend to continue to use 35.0% of offering proceeds to redeem the Grace Preferred Equity Interests at par, up to a maximum of $350.0 million in redemptions for any 12-month period. We expect that upon repayment of the Grace Preferred Equity Interests in full we will have reduced our portfolio leverage to below the 300% maximum limit. We may also use proceeds from this offering to pay interest, principal and to meet other obligations under our other debt obligations.

There can be no assurance we will be able to raise the funds required to meet these objectives on a timely basis, or at all. See “— Our ability to implement our investment strategy, reduce our borrowings as intended or pay distributions is dependent, in part, upon the ability of our dealer manager to successfully conduct this offering.” Moreover, since our inception, we have been dependent upon offering proceeds to fund all of our distributions and a portion of the purchase price for new hotel investments. Therefore, the continued use of substantial offering proceeds to make mandatory redemptions of the Grace Preferred Equity Interests or repay other debt may limit our ability to pay distributions from offering proceeds or acquire additional properties, including to pay the costs of deposits and closing consideration in connection with the Pending Acquisitions in the aggregate of $743.9 million in cash, subject to closing prorations and adjustments. See “Description of Real Estate Investments — Pending Acquisitions.” Moreover, the continued use of substantial offering proceeds to make mandatory redemptions of the Grace Preferred Equity Interests or repay other debt will also reduce the available cash flow to fund working capital, capital expenditures, including the funding of PIP reserves required under the Grace Indebtedness, and other general corporate purposes, which could have a material adverse impact on our business and reduce cash available for distributions to holders of our common stock.”

The following risk factor replaces in its entirety the risk factor under the heading “Since our inception, all of our distributions have been paid from offering proceeds. Distributions paid from sources other than our cash flows from operations, particularly from proceeds of this offering, will result in us having fewer funds available to reduce our borrowings as intended and acquire additional properties and may adversely affect our ability to fund future distributions” on page 33 of the Prospectus.

“Since our inception, all of our distributions have been paid from proceeds of this offering. Distributions paid from sources other than our cash flows from operations, particularly from proceeds of this offering, will result in us having fewer funds available to reduce our borrowings as intended and acquire additional properties and may adversely affect our ability to fund future distributions.

During the year ended December 31, 2014 and the three months ended March 31, 2015, we paid distributions of $3.5 million and $4.6 million, respectively, all of which were funded from proceeds of this offering, including proceeds of this offering which were reinvested in common stock issued pursuant to the DRIP. Since our inception, all of our distributions have been paid from proceeds of this offering.

We may pay distributions from unlimited amounts of any source, including borrowing funds, using proceeds from this offering, issuing additional securities or selling assets. We have not established any limit on the amount of proceeds from this offering that may be used to fund distributions, except in accordance with our organizational documents and Maryland law.

We anticipate that as we realize the expected benefits of the Grace Portfolio our cash flow from operations will fund distributions, but there can be no assurance we will be able to generate sufficient cash flow from operations to do so. We may continue in the future to pay distributions from sources other than from our cash flows from operations, including proceeds from this offering.

Using proceeds from this offering to pay distributions, especially if the distributions are not reinvested through our DRIP, reduces cash available for investment in assets or other purposes and will likely reduce our per share stockholder equity.

We may continue not to generate sufficient cash flows from operations to fully pay distributions, and our ability to use cash flows from operations to pay distributions in the future may also be adversely impacted by our substantial indebtedness. If we have not generated sufficient cash flows from our operations and other sources, such as from borrowings, the sale of additional securities, advances from our advisor, and our advisor’s deferral, suspension or waiver of its fees and expense reimbursements, to fund distributions, we may continue to use the proceeds from this offering, although we currently intend to use substantial proceeds from this offering to reduce our borrowings and to pay closing consideration in connection with the Pending Acquisitions, which could limit our ability to pay distribution from proceeds from this offering. Moreover, our board of directors may change our distribution policy, in its sole discretion, at any time. Distributions made from offering proceeds are a return of capital to stockholders, from which we will have already paid offering expenses in connection with this offering. We have not established any limit on the amount of proceeds from this offering that may be used to fund distributions, except that, in accordance with our organizational documents and Maryland law, we may not make distributions that would: (1) cause us to be unable to pay our debts as they become due in the usual course of business; (2) cause our total assets to be less than the sum of our total liabilities plus senior liquidation preferences, if any; or (3) jeopardize our ability to qualify as a REIT.

Funding distributions from borrowings could restrict the amount we can borrow for investments, which may, among other things, affect our earnings. Funding distributions with the sale of assets or the proceeds of this offering may affect our ability to generate additional operating cash flows. Funding distributions from the sale of additional securities could dilute your interest in us if we sell shares of our common stock or securities that are convertible or exercisable into shares of our common stock to third-party investors. Payment of distributions from the mentioned sources could restrict our ability to generate sufficient cash flows from operations, affect our earnings or affect the distributions payable to you upon a liquidity event, any or all of which may have an adverse effect on your investment in our common stock.”

The following risk factor replaces in its entirety the risk factor under the heading “We may not be successful in integrating and operating the Grace Portfolio.” beginning on page 34 of the Prospectus and a cross-reference to the risk factor replaced on page 34 is also hereby updated.

“We may not be successful in integrating and operating the hotels we have acquired and any other hotels we may acquire in the future.

We acquired the Grace Portfolio in February 2015. We have entered into agreements to acquire the Pending Portfolios. We may, in the future, acquire, or enter into agreements to acquire, additional hotels. There are many challenges related to our achieving the expected benefits associated with integrating and operating the hotels we have acquired, and any other hotels we may acquire in the future, including the following:

Failure to realize the expected benefits of the acquisition of the Grace Portfolio, the Pending Portfolios and any future acquisitions, within the anticipated timeframe or at all, or the incurrence of unexpected costs, could have a material adverse effect on our financial condition and results of operations and our ability to pay distributions from cash flow from operations.”

The following risk factor replaces in its entirety the risk factor under the heading “To comply with brand standards under our franchise agreements, we are required to make capital expenditures, which will be substantial, pursuant to property improvement plans, and we are required to make regular deposits to partially reserve for these amounts under the Grace Indebtedness” beginning on page 35 of the Prospectus.

“To comply with brand standards under our franchise agreements, we are required to make capital expenditures, which will be substantial, pursuant to property improvement plans, and we are required to make regular deposits to partially reserve for these amounts under the Grace Indebtedness.

In connection with the Grace Acquisition, our franchisors required property improvement plans, or PIPs, which set forth their renovation requirements for the hotels in the Grace Portfolio. We also expect to enter into new long-term franchise agreements for each hotel acquired in connection with Pending Acquisitions, and these agreements are also expected to include PIPs.

Pursuant to the terms of the Assumed Grace Indebtedness, we are required to make an aggregate of $73.5 million in periodic PIP reserve deposits during 2015 and 2016 to cover a portion of the estimated costs of the PIPs on the total 96 hotels collateralizing that debt. In addition, pursuant to a guaranty entered into in connection with the Assumed Grace Indebtedness, we are required to guarantee the difference between (i) the cost of the PIPs with respect to those 96 hotels during the 24-month period following the acquisition of the Grace Portfolio, estimated to be $102.0 million, and (ii) the amount actually deposited into the PIP reserve with respect to the Assumed Grace Indebtedness.

Pursuant to the terms of the Additional Grace Mortgage Loan, we are required to make an aggregate of $20.0 million in periodic PIP reserve deposits during 2015 and 2016 to cover a portion of the estimated costs of the PIPs on the total 21 hotels collateralizing that debt. The Grace Indebtedness also requires us to deposit 4.0% of the gross revenue of the hotels into a separate account for the ongoing replacement or refurbishment of furniture, fixtures and equipment at the hotels.

In connection with the Pending Acquisitions, the amount of required PIP deposits is also expected to be substantial.

In connection with any future revisions to our franchise or hotel management agreements with respect to hotels we have acquired or may acquire or a refinancing of the Grace Indebtedness, franchisors may require that we make further renovations or enter into additional PIPs. In addition, upon regular inspection of our hotels, franchisors may determine that additional renovations are required to bring the physical condition of our hotels into compliance with the specifications and standards each franchisor or hotel brand has developed.

These capital expenditures will be substantial and could adversely affect our ability to pay distributions or reduce our borrowings or use capital for other corporate purposes. In addition, if we default on a franchise agreement as a result of our failure to comply with the PIP requirements, in general, we will be required to pay the franchisor liquidated damages and the franchisor may have the right to terminate the applicable agreement, and we may also be in default under the Grace Indebtedness. We also we may risk losing a brand license if we do not make hotel brand company-required capital expenditures. See “— Risks Related to the Lodging Industry — The loss of a brand license could adversely affect our financial condition and results of operations.””

The following risk factor is hereby added above the heading “Risks Related to Conflicts of Interest” on page 39 of the Prospectus.

“We may not, in whole or in part, complete the Pending Acquisitions on the currently contemplated terms, other terms or at all.

The Pending Acquisitions are scheduled to close in seven separate closings during the third and fourth quarters of 2015 and the first quarter of 2016 subject to certain closing conditions, including, among other things, our entering into replacement franchise agreements for each hotel. There can be no assurance that any condition to the closing of the Pending Acquisitions will be satisfied or waived, if permitted, or that any event, development or change will not occur prior to the consummation of the Pending Acquisitions that would prevent us from completing them, including, without limitation, litigation. Moreover, we have the right to terminate the applicable Pending Acquisitions with respect to 39 of the hotels under certain circumstances that may cause the maximum number of hotels we will purchase, and the corresponding purchase price, to be decreased.

In addition, we anticipate funding the purchase price due at the closings with a combination of proceeds from this offering and mortgage debt financing. We have secured a commitment for up to $450.0 million in Pending Acquisitions Mortgage Debt. This commitment is subject to conditions, including satisfactory completion of due diligence and the execution of definitive loan documentation, and there can be no assurance we will be able to borrow the amount that we require. Our failure to raise sufficient proceeds from this offering or obtain such mortgage financing in the amount required to complete the Pending Acquisitions could cause us to default under the related agreements. See “— Our ability to implement our investment strategy, reduce our borrowings as intended or pay distributions is dependent, in part, upon the ability of our dealer manager to successfully conduct this offering.” There also can be no assurance with respect to whether any or all of the Pending Acquisitions will be completed on the currently contemplated terms, other terms or at all.

If, for any reason, the Pending Acquisitions are not, in whole or in part, completed, we may be subject to several risks, including, but not limited to, the following:

If we do not, in whole or in part, complete the Pending Acquisitions, we could be subject to substantial losses, such as loss of our deposits and the incurrence of costs which we may be unable to recover. In addition, failure to realize the expected benefits of the completion of the Pending Acquisitions, within the anticipated timeframe or at all, or the incurrence of unexpected costs, could have a material adverse effect on our financial condition and results of operations and our ability to pay distributions from cash flow from operations.”

The following risk factor replaces in its entirety the risk factor under the heading “We have incurred substantial indebtedness, and high levels of debt could hinder our ability to pay distributions and could decrease the value of your investment” on page 61 of the Prospectus.

“We have incurred substantial indebtedness and expect to incur additional substantial indebtedness in connection with the closing of the Pending Acquisitions, and high levels of debt could hinder our ability to pay distributions and could decrease the value of your investment.

We have incurred substantial indebtedness in acquiring the properties we currently own, and substantially all of these real properties have been pledged as security under our indebtedness. We have obtained a commitment for up to $450.0 million in Pending Acquisitions Mortgage Debt which we expect to incur to pay a portion of the consideration required to complete the Pending Acquisition and to be secured by all 44 hotels to be acquired in the Pending Acquistions. See “Description of Real Estate Investments — Pending Acquisitions — Deutsche Bank Commitment.” Prior to our entry into an agreement to acquire the Grace Portfolio in May 2014, a majority of our independent directors waived the total portfolio leverage requirement of our charter with respect to the acquisition of the Grace Portfolio should such total portfolio leverage exceed 300% of our total “net assets” (as defined in our charter) upon the acquisition of the Grace Portfolio. Following the acquisition of the Grace Portfolio in February 2015, our total portfolio leverage (which includes the Grace Preferred Equity Interests) exceeded this 300% limit, and we expect it will continue to do so for some time. As of March 31, 2015, our total portfolio leverage was 538%. As of March 31, 2015, the principal amount of our outstanding secured financing, which excludes the Grace Preferred Equity Interests, was approximately 60% of the total value of our real estate investments and our other assets. We expect that upon repayment of the Grace Preferred Equity Interests in full we will have reduced our portfolio leverage to below the 300% maximum limit. In connection with the closing of the Pending Acquisitions, we intend to incur the Pending Acquisitions Mortgage Debt. We do not expect the incurrence of the Pending Acquisitions Mortgage Debt to adversely impact our plans to reduce our portfolio leverage to below the 300% limit. See “— Risks Related to an Investment in American Realty Capital Hospitality Trust, Inc. — We intend to use substantial available proceeds from this offering to reduce our borrowings, which may limit our ability to pay distributions from offering proceeds or acquire additional properties.”

High debt levels may cause us to incur higher interest charges, will result in higher debt service payments and are accompanied by restrictive covenants. These factors could limit the amount of cash we have available to distribute and could result in a decline in the value of your investment in our common stock. If there is a shortfall between the cash flow from a property and the cash flow needed to service mortgage debt on a property, then the amount available for distributions to stockholders may be reduced. In addition, incurring mortgage debt increases the risk of loss since defaults on indebtedness secured by a property may result in lenders initiating foreclosure actions. In that case, we could lose the property or properties securing the loan that is in default, thus reducing the value of your investment. For U.S. federal income tax purposes, a foreclosure of any of our properties would be treated as a sale of the property for a purchase price equal to the outstanding balance of the debt secured by the mortgage. If the outstanding balance of the debt secured by the mortgage exceeds our tax basis in the property, we would recognize taxable income on foreclosure, but would not receive any cash proceeds. In such event, we may be unable to pay the amount of distributions required in order to maintain our REIT status. We may give full or partial guarantees to lenders of mortgage

debt to the entities that own our properties. When we provide a guaranty on behalf of an entity that owns one of our properties, we will be responsible to the lender for satisfaction of the debt if it is not paid by such entity. All of our mortgages to date contain cross-collateralization or cross-default provisions, meaning that a default on a single property could affect multiple properties, and any mortgages we enter into in the future may contain cross-collateralization or cross-default provisions. If any of our properties are foreclosed upon due to a default, our ability to pay cash distributions to our stockholders will be adversely affected which could result in our losing our REIT status and would result in a decrease in the value of our stockholders’ investment.”

The following disclosure replaces in its entirety the heading, first two paragraphs and first bullet point in risk factor under the heading “The incurrence of additional indebtedness and the issuance of the preferred equity interests to acquire the Grace Portfolio may limit our future operational and financial flexibility in ways that could have a material adverse effect on our results of operations and financial condition” on page 62 of the Prospectus.

“The incurrence of indebtedness and the issuance of the preferred equity interests to acquire the Grace Portfolio, the incurrence of additional indebtedness in the Pending Acquisitions and any other indebtedness we may incur may limit our future operational and financial flexibility in ways that could have a material adverse effect on our results of operations and financial condition.

We funded part of the purchase price of the Grace Portfolio by assuming $903.9 million in the Assumed Grace Indebtedness, incurring $227.0 million in the Additional Grace Mortgage Loan, and issuing of $447.1 million in the Grace Preferred Equity Interests. We have obtained a commitment for the Pending Acquisitions Mortgage Debt in the amount of up to $450.0 million.

Our incurrence of this indebtedness, and any other indebtedness we may incur, and the issuance of the Grace Preferred Equity Interests limit our future operational and financial flexibility in ways that could have a material adverse effect on our results of operations and financial condition such as:

The following risk factor replaces in its entirety the risk factor under the heading “Lenders may require us to enter into restrictive covenants relating to our operations, including financial covenants, which could limit our ability to pay distributions to our stockholders” on page 63 of the Prospectus.

“Lenders may require us to enter into restrictive covenants relating to our operations, including financial covenants, which could limit our ability to pay distributions to our stockholders.

In connection with providing us financing, a lender could impose restrictions on us that affect our distribution and operating policies and our ability to incur additional debt. Loan documents we enter into may contain covenants that limit our ability to further mortgage the property, discontinue insurance coverage or replace our advisor. These or other limitations, some of which are contained in the Grace Indebtedness, may adversely affect our flexibility and our ability to achieve our investment and operating objectives.

In addition, the Pending Acquisitions Mortgage Debt is expected to include the following financial covenants: a minimum debt service coverage ratio, a minimum consolidated net worth and a minimum consolidated liquidity. See “Description of Real Estate Investments — Pending Acquisitions — Deutsche Bank Commitments.” The mortgage loans we have, or may in the future enter into, include, and may include, other financial and operating covenants.

These covenants may restrict our ability to pursue certain business initiatives or certain acquisition transactions that would otherwise be in our best interest. In the event that we fail to satisfy our covenants, we would be in default under our indebtedness and may be required to repay our indebtedness with capital from other sources. Under such circumstances, other sources of debt or equity capital may not be available to us, or may be available only on unattractive terms.”

The following disclosure is hereby added as the second sentence of the risk factor under the heading “Increases in interest rates could increase the amount of our debt payments and adversely affect our ability to pay distributions to our stockholders” on page 63 of the Prospectus.

“The Pending Acquisitions Mortgage Debt is also expected bear interest at variable rates.”

The following disclosure is added as the third sentence of the risk factor under the heading “Interest-only and adjustable rate indebtedness may increase our risk of default” on page 63 of the Prospectus.

“The Pending Acquisitions Mortgage Debt is expected to be interest-only for the initial three-year term.”

Business and Market Overview

The following disclosure is hereby added as the final sentence of the “Overview” section beginning on page 82 of the Prospectus.

“We have entered into agreements pursuant to which we expect to acquire the 44 additional hotels in the Pending Portfolios.”

The following disclosure is added as the second sentence in the section entitled “Business and Market Overview — Macroeconomic Environment — Strong Growth Fundamentals in the Four Quadrants of Hospitality: GDP, Jobs, Housing and Consumer Confidence: — GDP Growth” on page 86 of the Prospectus.

“2014 GDP growth was highlighted by particularly encouraging second and third quarter growth of 4.6% and 5.0%, respectively.”

The following disclosure is added after the section entitled “Business and Market Overview — Macroeconomic Environment — Strong Growth Fundamentals in the Four Quadrants of Hospitality: GDP, Jobs, Housing and Consumer Confidence: — GDP Growth” on page 86 of the Prospectus.

“Increase in Household New Worth Household Net Worth ($ in Trillions) — Household net worth increased $19 trillion (29%) from 2012-1Q2015, providing support for increased consumer spending.

Source: Federal Reserve Bank of St. Louis, March 2015”

The following replaces in its entirety the disclosure under the section entitled “Business and Market Overview — Macroeconomic Environment — Strong Growth Fundamentals in the Four Quadrants of Hospitality: GDP, Jobs, Housing and Consumer Confidence: — Job Growth” on page 86 of the Prospectus.

“Job Growth —  Monthly job growth has been positive since the fourth quarter of 2010, highlighted by 14 of 15 consecutive months of monthly job growth over 200,000 from March 2014 through May 2015, including 12 consecutive months from March 2014 through February 2015, the longest such streak since 1994.

Source: Federal Reserve Bank of St. Louis, May 2015”

The following replaces in its entirety the disclosure under the section entitled “Business and Market Overview — Macroeconomic Environment — Rising Consumer Confidence” on page 87 of the Prospectus.

“  

Source: University of Michigan”

The following replaces in its entirety the disclosure under the section entitled “Business and Market Overview — Macroeconomic Environment — Expansion of Both the Manufacturing and Non-Manufacturing Sectors” on page 89 of the Prospectus.

“Expansion of Both the Manufacturing and Non-Manufacturing Sectors

Service industries in the U.S. expanded at the fastest pace in four years in 2014, and expanded for 29 consecutive months through May 2015.

Source: Federal Reserve Bank of St. Louis”

The following disclosure is added after the section entitled “Business and Market Overview — Macroeconomic Environment — Expansion of Both the Manufacturing and Non-Manufacturing Sectors” on page 89 of the Prospectus.

“Lodging Benefits from Declining Oil

Plummeting oil prices are putting downward pressure on travel prices inflation, particularly in the transportation segments; the cost of air travel, ground transportation and rental cars are all expected to decline in 2015. Lodging, which has been fueled by demand, is the only segment of the industry where prices are projected higher.

Lodging Only Segment of Travel Price Index with Positive 2015 Inflation Expectations

Source: Rockport Analytics, Moody’s, DKSA

Households Accruing Significant Savings From Falling Gasoline Prices

The benefits of consumer spending/saving due to falling oil prices were not reflected in 2014 economic data, as gasoline’s price benefits will take time to accumulate. Households are expected to slowly accrue savings from buying the same amount of gasoline as usual while paying slightly less. Given the decline in gasoline prices, analysts have estimated that households will save between $250 – $800 per year.

U.S. Department of Commerce, Wells Fargo Securities

The following disclosure is added under the heading “Business and Market Overview — Industry Overview — Growth in Travel and Lodging Expenditures” on page 91 of the Prospectus.

“Lodging expenditures totaled $182 billion in 2014, representing the #2 source of travel spending.

2014 U.S. Travel Expenditures: $928 Billion

Source: U.S. Travel Association”

The following replaces in its entirety the disclosure under the section entitled “Business and Market Overview — Industry Overview — Consumer Spending” on page 91 of the Prospectus.

“Consumer Spending

As a result, consumer spending on air transportation and hotels & motels leads all major PCE categories:

Source: Bloomberg”

The following disclosure is added immediately prior to the section entitled “Business and Market Overview — Industry Overview — Historical RevPAR Growth by Segment” on page 93 of the Prospectus.

“

Source: GBTA Foundation, Bureau of Labor Statistics, Rockport Analytics”

The following replaces in its entirety the disclosure under the section entitled “Business and Market Overview — Industry Overview — Rising Consumer Confidence” beginning on page 91 of the Prospectus.

“Travel industry experts generally see the vacation market trending upward in 2014 and beyond, which bodes well for hotel bookings. The TSI (Traveler Sentiment Index) — an aggregate measurement of Americans’ attitudes toward travel — rose sharply in 2014 and, for the first time since its inception, exceeded the benchmark index measurement from March 2007.

Source: MMGY Global”

The following disclosure is added immediately prior to the section entitled “Business and Market Overview — Industry Overview — Current Positioning of ADR as Percentage of RevPAR Growth Indicates Significant Upside Remaining in Lodging Cycle” on page 95 of the Prospectus.

“Demand-Supply Delta, YTD March 2015

Source: Smith Travel Research”

The following replaces in its entirety the disclosure under the section entitled “Business and Market Overview — Industry Overview — ADR as a Percentage of RevPAR Growth, YTD April 2015” on page 95 of the Prospectus.

“

Source: Smith Travel Research”

The following replaces in its entirety the disclosure under the section entitled “Business and Market Overview — Industry Overview — Few Construction Starts = Low Supply Growth” on page 96 of the Prospectus.

“New hotel rooms under construction in the U.S. remain near historical lows, at roughly 40% below 2007 figures.

Source: Smith Travel Research

Real Rate Shows Further Room to Grow

Inflation-adjusted U.S. ADR remains below 2007 peak levels.

Source: Smith Travel Research”

The following replaces in its entirety the chart under the section entitled “Business and Market Overview — Industry Overview — Increasing ADR Metrics” on page 97 of the Prospectus.

“

Source: Smith Travel Research and U.S. Bureau of Labor Statistics”

The following replaces in its entirety the chart under the section entitled “Business and Market Overview — Industry Overview — 2015E Fundamental Drivers (Annual Percent Change)” on page 97 of the Prospectus.

“

Source: PKF Hospitality Research, LLC, Smith Travel Research”

Management

The following disclosure replaces the first two sentences of the first paragraph under the heading “The Property Manager and The Sub-Property Manager” on page 114 of the Prospectus.

“Our property manager and our sub-property manager are each indirectly owned and controlled by Messrs. Schorsch and Kahane. Mr. Mehlman serves as chief executive officer and president of our property manager and directly owns an equity interest of 5% in our property manager.”

The following disclosure replaces the final sentence of the fourth paragraph under the heading “Certain Relationships and Related Transactions” on page 119 of the Prospectus.

“The parent of our sponsor controls both through its indirect ownership of 95% of the membership interests in our property manager and direct ownership of 60% of the membership interests in our sub-property manager. Our chief executive officer directly owns the other 5% of the membership interests in our property manager.”

Principal Stockholders

The following disclosure replaces the first sentence of the third paragraph under the heading “Conflicts of Interest — Our Sponsor and its Affiliates” on page 137 of the Prospectus.

“RCAP, an entity under common control with the parent of our sponsor, has assembled a retail advice platform consisting of the Cetera Financial Group, Summit Brokerage, Investors Capital, First Allied, The Legend Group, Girard Securities, VSR Financial and J.P. Turner & Company.”

Investment Objectives and Criteria

The following disclosure replaces the third paragraph under the heading “Borrowing Policies” on page 152 of the Prospectus in its entirety.

“Prior to our entry into an agreement to acquire the Grace Portfolio in May 2014, a majority of our independent directors waived the total portfolio leverage requirement of our charter with respect to the acquisition of the Grace Portfolio should such total portfolio leverage exceed 300% of our total “net assets” (as defined in our charter) upon the acquisition of the Grace Portfolio. Following the acquisition of the Grace Portfolio in February 2015, our total portfolio leverage (which includes the Grace Preferred Equity Interests) exceeded this 300% limit, and we expect it will continue to do so for some time. We intend to use substantial available proceeds from this offering to reduce our borrowings, including to make mandatory redemptions of the Grace Preferred Equity Interests, and we expect that upon repayment of the Grace Preferred Equity Interests in full we will have reduced our portfolio leverage to below the 300% maximum limit. In connection with the closing of the Pending Acquisitions, we intend to incur the Pending Acquisitions Mortgage Debt. We do not expect the incurrence of the Pending Acquisitions Mortgage Debt to adversely impact our plans to reduce our portfolio leverage to below the 300% limit.”

Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following disclosure replaces the third sentence of the eighth paragraph under the heading “Liquidity and Capital Resources” on page 173 of the Prospectus in its entirety.

“We intend to use substantial available proceeds from this offering to reduce our borrowings, including to make mandatory redemptions of the Grace Preferred Equity Interests, and we expect that upon repayment of the Grace Preferred Equity Interests in full we will have reduced our portfolio leverage to below the 300% maximum limit. In connection with the closing of the Pending Acquisitions, we intend to incur the Pending Acquisitions Mortgage Debt. We do not expect the incurrence of the Pending Acquisitions Mortgage Debt to adversely impact our plans to reduce our portfolio leverage to below the 300% limit.”

Description of Real Estate Investments

The following disclosure is hereby added immediately before the section “Franchise Agreements” on page 189 of the Prospectus.

“Pending Acquisitions

During June 2015, as described in more detail below, we entered into the Pending Acquisitions pursuant to which we may acquire up to 44 additional hotels in three portfolios through seven separate closings if

certain conditions are met. See “Risk Factors — Risks Related to an Investment in American Realty Capital Hospitality Trust, Inc. — We may not, in whole or in part, complete the Pending Acquisitions on the currently contemplated terms, other terms or at all.”

Summit Portfolio

On June 2, 2015, we, through a wholly owned subsidiary of our operating partnership, entered into two separate agreements, which we refer to, respectively, as the First Summit Agreement and the Second Summit Agreement, and, collectively, as the Summit Agreements, to purchase fee simple interests in an aggregate portfolio of 26 hotels containing an aggregate of 2,793 guestrooms, or the Summit Portfolio, from affiliates of Summit Hotel OP, LP, the operating partnership of Summit Hotel Properties, Inc., or, collectively, the Summit Sellers. On July 15, 2015, we entered into an amendment to each of the Summit Agreements to extend the end of the due diligence period described below from July 15, 2015 to July 21, 2015 and to change the timing of the additional earnest money deposits.

The Summit Sellers do not have any material relationship with us or our subsidiaries, other than through the Summit Agreements and other related contracts to be entered into upon closing of the transaction described in the Summit Agreements.

The 26 hotels are expected to be purchased in three separate closings, each of which we refer to as a Summit Closing, which are scheduled to occur in the third quarter of 2015 (10 hotels pursuant to the First Summit Agreement), the fourth quarter of 2015 (10 hotels pursuant to the Second Summit Agreement) and the first quarter of 2016 (six hotels pursuant to the First Summit Agreement). Although we have entered into the Summit Agreements relating to the acquisition of the Summit Portfolio, there is no guarantee that we will be able to consummate the acquisition of any or all of the hotels in the Summit Portfolio. We have certain rights to postpone each of the Summit Closings.

The hotels in the Summit Portfolio were selected for acquisition because they generally meet our investment criteria relating to location, market position and hotel condition. The hotels are globally branded select-service, extended-stay and full-service hotels, and are predominantly located near landmarks such as corporate headquarters, colleges or universities, tourist attractions, airports, retail centers or convention centers. Most of the hotels are located in high barrier-to-entry markets with multiple demand generators and sustainable growth, and many are market-share leaders in their respective locations. We believe that, excepting the renovation work that will be required pursuant to the PIPs imposed by the franchisors with respect to the hotels, each hotel is currently well maintained, with minimum deferred maintenance or renovation required. See “Risk Factors — Risks Related to an Investment in American Realty Capital Hospitality Trust, Inc. — To comply with brand standards under our franchise agreements, we are required to make capital expenditures, which will be substantial, pursuant to property improvement plans, and we are required to make regular deposits to partially reserve for these amounts under the Grace Indebtedness.” We believe all of these hotels are adequately insured.

The following table lists the 26 hotels in the Summit Portfolio as well as information for the periods presented with respect to their average occupancy rate, average daily rate, or ADR, and revenue per available room, or RevPAR.

										Average Occupancy Courtyard Rate																				ADR																				RevPAR
Hotel Name		Location				# of Rooms				2010				2011				2012				2013				2014				2010				2011				2012				2013				2014				2010				2011				2012				2013				2014
Hotels to be purchased at first Summit Closing (scheduled closing in the third quarter of 2015):
Hampton Inn - Medford			Medford, OR				75				70.6	%			71.6	%			71.2	%			71.2	%			80.0	%		$	101.02			$	102.77			$	106.78			$	110.48			$	117.45			$	71.29			$	73.56			$	76.03			$	78.68			$	93.95
DoubleTree - Baton Rouge			Baton Rouge, LA				127				70.6	%			51.4	%			76.9	%			73.5	%			78.5	%		$	82.86			$	84.18			$	107.36			$	110.98			$	114.52			$	58.46			$	43.23			$	82.54			$	81.62			$	89.86
Fairfield Inn & Suites - Baton Rouge			Baton Rouge, LA				78				55.9	%			60.2	%			68.2	%			64.4	%			69.5	%		$	81.17			$	77.63			$	82.16			$	83.88			$	88.35			$	45.39			$	46.74			$	56.07			$	54.06			$	61.41
Springhill Suites - Baton Rouge			Baton Rouge, LA				78				59.5	%			65.4	%			73.1	%			65.7	%			73.9	%		$	86.67			$	82.82			$	88.77			$	87.54			$	93.48			$	51.59			$	54.14			$	64.90			$	57.50			$	69.13
TownePlace Suites - Baton Rouge			Baton Rouge, LA				90				69.2	%			78.4	%			81.4	%			69.7	%			74.8	%		$	74.82			$	72.41			$	76.62			$	74.26			$	82.87			$	51.78			$	56.74			$	62.34			$	51.75			$	61.98
Hampton Inn & Suites - El Paso			El Paso, TX				139				80.9	%			81.8	%			73.9	%			78.6	%			83.0	%		$	110.60			$	108.69			$	107.64			$	109.16			$	115.10			$	89.53			$	88.92			$	79.58			$	85.84			$	95.52
Hampton Inn - Ft. Wayne			Wayne, IN				118				60.5	%			57.8	%			58.5	%			64.2	%			68.7	%		$	91.31			$	91.76			$	90.74			$	95.40			$	98.58			$	55.28			$	53.05			$	53.11			$	61.22			$	67.70
Residence Inn - Ft. Wayne			Ft. Wayne, IN				109				66.2	%			74.4	%			79.3	%			74.4	%			70.0	%		$	93.82			$	91.02			$	90.74			$	95.96			$	100.17			$	62.11			$	67.70			$	71.99			$	71.37			$	70.14
Courtyard - Flagstaff			Flagstaff, AZ				164				63.7	%			71.5	%			74.8	%			77.7	%			77.9	%		$	89.61			$	94.11			$	100.70			$	107.26			$	114.36			$	57.08			$	67.31			$	75.34			$	83.33			$	89.14
Springhill Suites - Flagstaff			Flagstaff, AZ				112				67.0	%			71.2	%			73.7	%			76.9	%			79.4	%		$	89.86			$	92.73			$	99.82			$	105.72			$	111.30			$	60.22			$	66.02			$	73.56			$	81.28			$	88.41
Hotels to be purchased at second Summit Closing (scheduled closing in the fourth quarter of 2015):
Residence Inn - Ridgeland			Jackson, MS				100				79.3	%			82.1	%			85.4	%			83.1	%			77.5	%		$	99.97			$	103.69			$	107.81			$	111.88			$	106.19			$	79.31			$	85.13			$	92.11			$	92.94			$	82.32
Holiday Inn Express - Vernon Hills			Vernon Hills, IL				119				56.4	%			58.9	%			58.9	%			60.7	%			59.9	%		$	79.75			$	80.75			$	88.26			$	91.90			$	93.92			$	44.94			$	47.59			$	52.00			$	55.77			$	56.28
Courtyard - Germantown			Germantown, TN				93				65.0	%			62.1	%			66.1	%			67.8	%			75.8	%		$	92.40			$	93.97			$	100.37			$	100.35			$	106.86			$	60.06			$	58.35			$	66.30			$	68.02			$	81.00
Courtyard - Jackson			Jackson, MS				117				67.1	%			59.9	%			70.1	%			74.2	%			69.0	%		$	92.71			$	93.49			$	100.04			$	103.55			$	97.54			$	62.25			$	56.02			$	70.09			$	76.85			$	67.34
Fairfield Inn & Suites - Germantown			Germantown, TN				80				54.3	%			58.5	%			62.3	%			52.6	%			75.9	%		$	75.64			$	72.59			$	76.70			$	78.53			$	85.07			$	41.07			$	42.45			$	47.76			$	41.32			$	64.61
Residence Inn - Germantown			Germantown, TN				78				64.5	%			65.2	%			68.4	%			67.5	%			77.4	%		$	97.34			$	96.56			$	96.48			$	94.63			$	106.41			$	62.80			$	63.00			$	65.96			$	63.89			$	82.40
Aloft - Jacksonville			Jacksonville, FL				136				64.7	%			70.2	%			72.5	%			71.8	%			68.3	%		$	62.33			$	63.06			$	62.78			$	65.98			$	76.61			$	40.34			$	44.26			$	45.53			$	47.39			$	52.32

The aggregate cash purchase price for the Summit Portfolio under the Summit Agreements is approximately $351.4 million, subject to closing prorations and other adjustments. The acquisition of the hotels that are the subject of any particular Summit Closing is not conditioned on the acquisition of the other hotels at that Summit Closing or any other Summit Closing. In addition, we have the right to terminate the applicable Summit Agreement with respect to a particular hotel under certain circumstances, including if there are title issues or material casualties or condemnations involving a particular hotel.

On June 5, 2015, we made an initial earnest money deposit of $7.4 million with respect to the First Summit Agreement and $2.6 million with respect to the Second Summit Agreement. On July 21, 2015, we made an additional earnest money deposit of $3.7 million with respect to the First Summit Agreement and $1.3 million with respect to the Second Summit Agreement, and, on July 28, 2015, we made another additional earnest money deposit of approximately $15.0 million with respect to the First Summit Agreement and approximately $5.2 million with respect to the Second Summit Agreement. These additional deposits, together with the initial deposits, will be credited toward the purchase price at the Summit Closings. These deposits were funded with proceeds from this offering. We anticipate funding the remainder of the purchase price at the Summit Closings with a combination of proceeds from this offering and mortgage debt financing. We have secured a commitment for the Pending Acquisitions Mortgage Debt. This commitment is subject to conditions, including satisfactory completion of due diligence and the execution of definitive loan documentation, and there can be no assurance we will be able to borrow the amount that we require. There can be no assurance that we will be able to raise sufficient proceeds from this offering or obtain such mortgage financing in the amount required to complete the acquisition of the Summit Portfolio. See “Risk Factors — Risks Related to an Investment in American Realty Capital Hospitality Trust, Inc. — Our failure to raise proceeds from this offering at our expected rate could cause us to have insufficient funds to complete the Pending Acquisitions and cause us to default under the related agreements.”

Pursuant to the terms of the Summit Agreements, our obligation to consummate any Summit Closing is subject to certain conditions customary to closing. Among other customary conditions, new franchise agreements with respect to each hotel must be entered into by us. We expect to enter into new long-term franchise agreements for each hotel.

We retain the right to terminate the Summit Agreements and obtain a refund of all previously paid deposits if the aggregate estimated cost for the PIPs required by the franchisors exceeds an amount agreed to by us and the Summit Sellers pursuant to the Summit Agreements, and the Summit Sellers do not elect to pay such excess.

The Summit Agreements also contain customary representations, warranties and covenants by the parties and customary indemnification provisions.

In connection with the closing of the acquisition of the Summit Portfolio, we expect to pay our advisor approximately $5.3 million in acquisition fees as well as a portion of the financing coordination fee to be paid with respect to the Pending Acquisitions Mortgage Debt.

For each hotel in the Summit Portfolio, we, directly or indirectly through our taxable REIT subsidiaries, will retain our property manager, which we expect will in turn retain our sub-property manager to be responsible for managing each of the hotel properties in the Summit Portfolio.

For their services under these hotel management agreements, our property manager and either our sub-property manager or a third-party sub-property manager will share a base management fee and will also, in some cases, be eligible to receive an incentive management fee if hotel operating profit exceeds certain thresholds. See “Management Compensation — Property Management Fees — Our Sub-Property Manager or a Third-Party Sub Property Manager.” Each of these hotels will also be subject to a new long-term franchise agreement with a national corporate brand that we expect to enter into in connection with the relevant Summit Closing. See “ —  Franchise Agreements.””

Wheelock Portfolio

On June 2, 2015, we, through a wholly owned subsidiary of our operating partnership, entered into an Agreement for Sale and Purchase, or the Wheelock Agreement, with affiliates of Wheelock Real Estate Fund, L.P., or, collectively, the Wheelock Sellers, pursuant to which one or more of our subsidiaries will acquire the fee simple interests held by the Wheelock Sellers in five Marriott-branded hotels containing an aggregate of 565 guestrooms, or the Wheelock Portfolio, for an aggregate cash purchase price of $92.5 million, subject to adjustments and prorations at closing.

The Wheelock Sellers do not have any material relationship with us or our subsidiaries, other than through the Wheelock Agreement and other related contracts to be entered into upon closing of the transaction described in the Wheelock Agreement.

We currently anticipate closing this transaction during the fourth quarter of 2015. Although we have entered into the Wheelock Agreement relating to the acquisition of the Wheelock Portfolio, there is no guarantee that we will be able to consummate the acquisition of any or all of the hotels in the Wheelock Portfolio. We have certain rights to postpone the closing of the acquisition of the Wheelock Portfolio.

The hotels in the Wheelock Portfolio were selected for acquisition because they generally meet our investment criteria relating to location, market position and hotel condition. The hotels are globally branded select-service, extended-stay and full-service hotels, and are predominantly located near landmarks such as corporate headquarters, colleges or universities, tourist attractions, airports, retail centers or convention centers. Most of the hotels are located in high barrier-to-entry markets with multiple demand generators and sustainable growth, and many are market-share leaders in their respective locations. We believe that, excepting the renovation work that will be required pursuant to the PIPs imposed by the franchisors with respect to the hotels, each hotel is currently well maintained, with minimum deferred maintenance or renovation required. See “Risk Factors — Risks Related to an Investment in American Realty Capital Hospitality Trust, Inc. — To comply with brand standards under our franchise agreements, we are required to make capital expenditures, which will be substantial, pursuant to property improvement plans, and we are required to make regular deposits to partially reserve for these amounts under the Grace Indebtedness.” We believe all of these hotels are adequately insured.

The following table lists the five hotels in the Wheelock Portfolio as well as information for the periods presented with respect to their average occupancy rate, average daily rate, or ADR, and revenue per available room, or RevPAR.

										Average Occupancy Rate																				ADR																				RevPAR
Hotel Name		Location				# of Rooms				2010				2011				2012				2013				2014				2010				2011				2012				2013				2014				2010				2011				2012				2013				2014
Fairfield Inn & Suites Nashville at Opryland			Nashville, TN				109				55.2	%			58.7	%			60.8	%			68.2	%			73.9	%		$	88.03			$	95.42			$	102.34			$	108.91			$	120.23			$	48.58			$	56.02			$	62.21			$	74.31			$	88.81
Courtyard Nashville at Opryland			Nashville, TN				94				51.5	%			56.4	%			57.5	%			67.5	%			71.0	%		$	103.98			$	113.41			$	123.04			$	127.79			$	141.03			$	53.54			$	63.93			$	70.76			$	86.26			$	100.13
Courtyard College Station			College Station, TX				125				57.1	%			58.5	%			58.3	%			65.6	%			73.3	%		$	103.61			$	106.62			$	109.61			$	113.68			$	121.31			$	59.14			$	62.36			$	63.86			$	74.56			$	88.87
Courtyard Austin Round Rock			Austin, TX				113				52.6	%			52.3	%			55.5	%			64.4	%			59.8	%		$	95.79			$	94.97			$	97.81			$	98.06			$	103.29			$	50.38			$	49.64			$	54.33			$	63.13			$	61.76
SpringHill Suites Cincinnati North/Forest Park			Cincinnati, OH				124				33.6	%			49.0	%			53.0	%			57.4	%			58.6	%		$	89.27			$	84.64			$	87.78			$	86.63			$	88.30			$	30.01			$	41.43			$	46.57			$	49.70			$	51.78

On June 5, 2015, we made an initial earnest money deposit of $3.0 million. On July 15, 2015, we made an additional earnest money deposit of $5.0 million which, together with the initial deposit, will be credited toward the purchase price at the closing.

These deposits were funded with proceeds from this offering. We anticipate funding the remainder of the purchase price at closing with a combination of proceeds from this offering and mortgage debt financing. We have secured a commitment for the Pending Acquisitions Mortgage Debt. This commitment is subject to

conditions, including satisfactory completion of due diligence and the execution of definitive loan documentation, and there can be no assurance we will be able to borrow the amount that we require. There can be no assurance that we will be able to raise sufficient proceeds from this offering or obtain such mortgage financing in the amount required to complete the acquisition of the Wheelock Portfolio. See “Risk Factors — Risks Related to an Investment in American Realty Capital Hospitality Trust, Inc. — Our failure to raise proceeds from this offering at our expected rate could cause us to have insufficient funds to complete the Pending Acquisitions and cause us to default under the related agreements.”

Pursuant to the terms of the Wheelock Agreement, our obligation to consummate the acquisition of the Wheelock Portfolio is subject to certain conditions customary to closing. Among other customary conditions, new franchise agreements with Marriott International, Inc. with respect to each hotel must be entered into by us. We expect to enter into new long-term franchise agreements for each hotel.

The Wheelock Agreement also contains customary representations, warranties and covenants by the parties and customary indemnification provisions.

In connection with the closing of the acquisition of the Wheelock Portfolio, we expect to pay our advisor approximately $1.4 million in acquisition fees as well as a portion of the financing coordination fee to be paid with respect to the Pending Acquisitions Mortgage Debt.

For each hotel in the Wheelock Portfolio, we, directly or indirectly through our taxable REIT subsidiaries, will retain our property manager, which we expect will in turn retain our sub-property manager to be responsible for managing each of the hotel properties in the Wheelock Portfolio.

For their services under these hotel management agreements, our property manager and our sub-property manager will share a base management fee and will also, in some cases, be eligible to receive an incentive management fee if hotel operating profit exceeds certain thresholds. See “Management Compensation —  Property Management Fees — Our Sub-Property Manager or a Third-Party Sub-Property Manager.” Each of these hotels will also be subject to a new long-term franchise agreement with a national corporate brand that we expect to enter into in connection with the closing. See “— Franchise Agreements.”

Noble Portfolio

On June 15, 2015, we, through a wholly owned subsidiary of our operating partnership, entered into 13 separate but substantially identical hotel purchase and sale agreements, which we refer to, collectively, as the PSAs, to purchase the fee simple interests in an aggregate portfolio of 13 hotels containing an aggregate of 1,913 guestrooms, or the Noble Portfolio, from affiliates of Noble Investment Group, LLC, who we refer to collectively as the Noble Sellers. Concurrently, we entered into a side letter with the Noble Sellers, which we refer to as the Side Letter and, together with the PSAs, the Noble Agreements.

The Noble Sellers do not have any material relationship with us or our subsidiaries, other than through the Noble Agreements and other related contracts to be entered into upon closing of the transactions described in the Noble Agreements.

The 13 hotels are expected to be purchased in three separate closings, each of which we refer to as a Noble Closing, two of which are scheduled to occur in the fourth quarter of 2015 (four hotels in November and six hotels in December), and the third of which is scheduled to occur in the first quarter of 2016 (three hotels). Although we have entered into the Noble Agreements relating to the acquisition of the Noble Portfolio, there is no guarantee that we will be able to consummate the acquisition of any or all of the hotels in the Noble Portfolio. We have certain rights to postpone the second and third Noble Closings.

The hotels in the Noble Portfolio were selected for acquisition because they generally meet our investment criteria relating to location, market position and hotel condition. The hotels are globally branded select-service, extended-stay and full-service hotels, and are predominantly located near landmarks such as corporate headquarters, colleges or universities, tourist attractions, airports, retail centers or convention centers. Most of the hotels are located in high barrier-to-entry markets with multiple demand generators and sustainable growth, and many are market-share leaders in their respective locations. We believe that, excepting the renovation work that will be required pursuant to the PIPs imposed by the franchisors with respect to the hotels, each hotel is currently well maintained, with minimum deferred maintenance or renovation required.

See “Risk Factors — Risks Related to an Investment in American Realty Capital Hospitality Trust, Inc. — To comply with brand standards under our franchise agreements, we are required to make capital expenditures, which will be substantial, pursuant to property improvement plans, and we are required to make regular deposits to partially reserve for these amounts under the Grace Indebtedness.” We believe all of these hotels are adequately insured.

The following table lists the 13 hotels in the Noble Portfolio as well as information for the periods presented with respect to their average occupancy rate, ADR and RevPAR.

										Average Occupancy Rate																				ADR																				RevPAR
Hotel Name		Location				# of Rooms				2010				2011				2012				2013				2014				2010				2011				2012				2013				2014				2010				2011				2012				2013				2014
Hotels to be purchased at first Noble Closing (scheduled closing in November 2015):
Hyatt Place Chicago/ Schaumburg			Schaumburg, IL				127				76.7	%			79.7	%			83.3	%			82.5	%			76.9	%		$	81.84			$	87.36			$	92.96			$	95.89			$	98.64			$	62.80			$	69.63			$	77.42			$	79.15			$	75.83
Courtyard Columbus Downtown			Columbus, OH				150				67.6	%			67.2	%			68.5	%			58.9	%			67.3	%		$	110.30			$	120.82			$	127.96			$	124.74			$	129.28			$	74.57			$	81.15			$	87.67			$	73.51			$	86.94
Hilton Garden Inn Monterey			Monterey, CA				204				74.6	%			75.5	%			75.3	%			74.2	%			83.2	%		$	148.74			$	144.19			$	159.77			$	145.61			$	151.90			$	110.93			$	108.85			$	120.30			$	108.01			$	126.31
Hyatt House Cobb Galleria			Atlanta, GA				149				—				—				—				56.2	%			78.5	%			—				—				—			$	100.13			$	112.56				—				—				—			$	56.28			$	88.32
Hotels to be purchased at second Noble Closing (scheduled closing in December 2015):
Hilton Birmingham Perimeter Park			Birmingham, AL				205				58.2	%			62.7	%			57.6	%			59.8	%			58.0	%		$	111.55			$	111.02			$	116.64			$	117.00			$	118.17			$	64.95			$	69.59			$	67.15			$	70.02			$	68.57
Hyatt Place Princeton			Princeton, NJ				122				75.8	%			77.5	%			76.5	%			75.6	%			74.2	%		$	121.65			$	127.09			$	131.79			$	134.42			$	135.51			$	92.19			$	98.46			$	100.78			$	101.68			$	100.61
Hyatt Place Atlanta Perimeter Center			Atlanta, GA				150				80.3	%			70.4	%			70.4	%			74.6	%			78.8	%		$	74.47			$	81.53			$	86.12			$	88.82			$	99.33			$	59.80			$	57.36			$	60.67			$	66.24			$	78.23
Hyatt Place Fort Worth/Cityview			Forth Worth, TX				127				76.9	%			74.9	%			70.3	%			79.2	%			75.2	%		$	96.50			$	96.56			$	96.83			$	96.62			$	100.31			$	74.21			$	72.32			$	68.04			$	76.51			$	75.40
Hyatt Place Fort Worth/Hurst			Fort Worth, TX				127				68.3	%			71.2	%			69.7	%			78.2	%			73.0	%		$	81.82			$	91.99			$	92.56			$	89.51			$	94.24			$	55.88			$	65.50			$	64.52			$	69.99			$	68.77
Hyatt Place Minneapolis/Eden Prairie			Eden Prairie, MN				126				72.6	%			74.9	%			69.3	%			71.5	%			74.5	%		$	94.27			$	100.38			$	103.27			$	106.46			$	113.52			$	68.44			$	75.19			$	71.58			$	76.16			$	84.59
Hotels to be purchased at third Noble Closing (scheduled closing in March 2016):
Hyatt Place Fair Lawn/Paramus			Fair Lawn, NJ				143				76.6	%			77.9	%			73.9	%			66.9	%			70.7	%		$	104.23			$	111.91			$	118.48			$	126.02			$	136.27			$	79.84			$	87.14			$	87.57			$	84.27			$	96.32
Hyatt House Boston Waltham			Waltham, MA				135				82.0	%			85.6	%			79.4	%			79.0	%			80.5	%		$	117.07			$	130.21			$	140.00			$	147.45			$	161.48			$	96.00			$	111.44			$	111.23			$	116.44			$	129.92
Hilton Garden Inn Boston Waltham			Waltham, MA				148				75.8	%			75.1	%			77.9	%			72.5	%			78.4	%		$	102.51			$	112.70			$	129.86			$	147.00			$	158.92			$	77.69			$	84.66			$	101.13			$	106.60			$	124.64

The aggregate cash purchase price for the Noble Portfolio under the Noble Agreements is $300 million, subject to closing prorations and other adjustments. Pursuant to the terms of the Noble Agreements, our obligation to consummate any Noble Closing is subject to certain conditions customary to closing. Among other customary conditions, new franchise agreements with respect to each hotel must be entered into by us. We expect to enter into new long-term franchise agreements for each hotel.

On June 18, 2015, we made an initial earnest money deposit of $15 million. On July 17, 2015, we made an additional earnest money deposit of $15 million which, together with the initial deposit, will be credited toward the purchase price at the Noble Closings. We and the Noble Sellers have customary termination rights under the PSAs that could cause one or more of the Noble Closings not to occur, including termination rights arising due to the failure of either party to perform their respective obligations or the failure of the franchise agreement condition or other closing conditions to be satisfied. There are also certain circumstances that could give rise to a right to terminate any of the PSAs on an individual basis, such as certain title issues or material casualties or condemnations involving the particular hotel subject to that PSA. Accordingly, there can be no assurance that all 13 hotels or any of them will be purchased on the terms described above or at all.

The initial deposits were funded with proceeds from this offering. We anticipate funding the additional deposits with proceeds from this offering and the remainder of the purchase price at the Noble Closings with a combination of proceeds from this offering and mortgage debt financing. We have secured a commitment for the Pending Acquisitions Mortgage Debt. This commitment is subject to conditions, including satisfactory completion of due diligence and the execution of definitive loan documentation, and there can be no assurance we will be able to borrow the amount that we require. There can be no assurance that we will be able to raise sufficient proceeds from this offering or obtain such mortgage financing in the amount required to complete the acquisition of the Noble Portfolio.

The Noble Agreements also contain customary representations, warranties and covenants by the parties and customary indemnification provisions.

In connection with the closing of the acquisition of the Noble Portfolio, we expect to pay our advisor approximately $4.5 million in acquisition fees as well as a portion of the financing coordination fee to be paid with respect to the Pending Acquisitions Mortgage Debt.

For each hotel in the Noble Portfolio, we, directly or indirectly through our taxable REIT subsidiaries, will retain our property manager, which we expect will in turn retain our sub-property manager to be responsible for managing each of the hotel properties in the Noble Portfolio.

For their services under these hotel management agreements, our property manager and our sub-property manager will share a base management fee and will also, in some cases, be eligible to receive an incentive management fee if hotel operating profit exceeds certain thresholds. See “Management Compensation —  Property Management Fees — Our Sub-Property Manager or a Third-Party Sub-Property Manager.” Each of these hotels will also be subject to a new long-term franchise agreement with a national corporate brand that we expect to enter into in connection with the closing. See “— Franchise Agreements.”

Deutsche Bank Financing Commitment

In July 2015, we entered into a commitment letter with Deutsche Bank AG New York Branch and Deutsche Bank Securities Inc. with respect to the Pending Acquisitions Mortgage Debt. Pursuant to the commitment letter, Deutsche Bank AG New York Branch provided its financing commitment for up to $450.0 million in term loans with a maturity of three years, with two one-year extension options, secured by first mortgages over the fee interests in all 44 hotels in the Pending Portfolios. This commitment is subject to conditions, including satisfactory completion of due diligence and the execution of definitive loan documentation, and there can be no assurance we will be able to borrow the amount that we require, that we will be able to enter into the Pending Acquisitions Mortgage Debt and that all, or any, of the advances thereunder will be funded.

The Pending Acquisitions Mortgage Debt is expected to bear interest at a rate equal to 30-day LIBOR plus a spread of between 2.75% and 3.25% depending on the aggregate debt yield and aggregate loan-to-value of the properties securing the term loans measured periodically.

The Pending Acquisitions Mortgage Debt will be funded on a delayed draw basis in up to ten advances, which may be used to fund closing consideration required to complete the seven separate closings expected to occur pursuant to the terms of the Pending Acquisitions or for general working capital purposes. Each advance is subject to customary funding conditions and there can be no assurance that all, or any, of the advances will be funded.

The Pending Acquisitions Mortgage Debt is expected to include the following financial covenants: minimum debt service coverage ratio, minimum consolidated net worth and minimum consolidated liquidity. See “Risk Factors — Risks Related to Debt Financing — Lenders may require us to enter into restrictive covenants relating to our operations, including financial covenants, which could limit our ability to pay distributions to our stockholders.”

We expect to fund up to 65% of the purchase price of the Pending Acquisitions with proceeds from the Pending Acquisitions Mortgage Debt and the balance of the closing consideration due in connection with the Pending Acquisitions with proceeds from this offering.

In connection with the closing of the acquisition of the Pending Acquisitions and the Pending Acquisitions Mortgage Debt, we expect to pay our advisor approximately $3.4 million in financing coordination fees.”

The following disclosure is hereby added as the final paragraph under the section heading “Barceló Promissory Note” beginning on page 190 of the Prospectus.

“In May 2015, we repaid the Barceló Promissory Note and the related deferred consideration in full.”

Experts

The three paragraphs comprising this section on page 272 of the Prospectus are replaced in their entirety with the following disclosure.

“The combined consolidated financial statements of W2007 Grace I, LLC and WNT Holdings, LLC at December 31, 2014 and for the year then ended and the consolidated financial statements of W2007 Grace I, LLC and Subsidiaries at December 31, 2013 and 2012, and for each of the three years in the period ended December 31, 2013, incorporated by reference in this Prospectus and Registration Statement, have been audited by Ernst & Young LLP, independent auditors, as set forth in their reports thereon, incorporated by reference herein, and are included in reliance upon such report given on the authority of such firm as experts in accounting and auditing. The consolidated balance sheet as of December 31, 2014 (successor) and the combined balance sheet as of December 31, 2013 (predecessor) of American Realty Capital Hospitality Trust, Inc. and subsidiaries, and the related consolidated statements of operations and comprehensive income (loss), changes in equity, and cash flows for the period from March 21, 2014 to December 31, 2014 (successor) and the combined statements of operations and comprehensive income (loss), changes in equity, and cash flows for the period from January 1, 2014 to March 20, 2014 (predecessor) and the year ended December 31, 2013 (predecessor), have been incorporated by reference herein and in the registration statement in reliance upon the reports of KPMG LLP, independent registered public accounting firm, incorporated by reference herein, and upon the authority of said firm as experts in accounting and auditing.”

Incorporation by Reference

The third paragraph of this section on page 273 of the Prospectus is replaced in its entirety by the following disclosure.

“The following documents filed with the SEC are incorporated by reference in this prospectus, except for any document or portion thereof deemed to be “furnished” and not filed in accordance with SEC rules:

Subscriptions Agreements

The forms of subscription agreement contained in Appendix C-1 and Appendix C-2 of the Prospectus and all prior supplements are hereby replaced with the revised forms of subscription agreement attached to this Supplement No. 4 as Appendix C-1 and Appendix C-2. These revised forms of subscription agreement supersede and replace the forms of subscription agreement contained in the Prospectus and all prior supplements.

APPENDIX C-1

APPENDIX C-2