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

AMERICAN REALTY CAPITAL HOSPITALITY TRUST, INC.
SUPPLEMENT NO. 1, DATED MARCH 5, 2014,
TO THE PROSPECTUS, DATED JANUARY 7, 2014

This prospectus supplement, or this Supplement No. 1, is part of the prospectus of American Realty Capital Hospitality Trust, Inc., or the Company, dated January 7, 2014, or the Prospectus, and should be read in conjunction with the Prospectus. This Supplement No. 1 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. 1 are to:

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. On such date, 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. Subscriptions from residents of Pennsylvania, Ohio and Washington will be held in escrow until we have received aggregate subscriptions of at least $100.0 million, $20.0 million and $20.0 million, respectively.

We will 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).

Shares Currently Available for Sale

As of February 28, 2014, there are 0.1 million shares of our common stock outstanding. As of February 28, 2014, there are approximately 79.9 million shares of our common stock available for sale, excluding shares available under our DRIP.

Declaration of Distributions

On February 3, 2014, our board of directors authorized, and we declared, a distribution rate which will be calculated based on stockholders of record each day during the applicable period at a rate of $0.00465753425 per day, based on a per share price of $25.00. The distributions will begin to accrue upon the earlier to occur of: (i) April 1, 2014 and (ii) 15 days following our initial property acquisition. The distributions will be payable by the fifth day following each month-end to stockholders of record at the close of business each day during the prior month.

There can be no assurance that any such distributions will be paid to stockholders.

The amount of distributions payable to our stockholders is determined by our board of directors and is dependent on a number of factors, including funds available for distribution; our financial condition; capital expenditure requirements, as applicable; requirements of Maryland law; and annual distribution requirements needed to qualify and maintain our status as a real estate investment trust under the Internal Revenue Code of 1986, as amended. Our board of directors may reduce the amount of distributions paid or suspend distribution payments at any time.

As of the date hereof, we own no operating properties and have no historical operating cash flows. Additionally, our organizational documents permit us to pay distributions from unlimited amounts of any source, and we may use sources other than operating cash flows to fund distributions, including proceeds from this offering, which may reduce the amount of capital we ultimately invest in properties or other permitted investments, and negatively impact the value of your investment.

Management and Accounting Firm Updates

On January 15, 2014, our board of directors appointed William M. Kahane and Stanley R. Perla as directors of the Company. Messrs. Kahane and Perla will each serve as a director for a term expiring upon the earlier of (i) the next annual meeting of our stockholders and until his successor is duly elected and qualified or (ii) his death, removal or resignation. Mr. Kahane currently serves as our chief executive officer and president and is a principal of AR Capital, LLC, which is the parent of our sponsor (among other non-traded real estate investment trusts and direct investment programs), indirectly wholly owns our special limited partner, advisor and property manager and owns a 60% interest in our sub-property manager. Mr. Perla is an independent director and will serve on our audit committee as the audit committee chairman and qualifies as an “audit committee financial expert” under Item 407(d)(5) of Regulation S-K.

Effective February 3, 2014, pursuant to the approval of our audit committee, we dismissed Grant Thornton LLP, or Grant Thornton, and engaged KPMG LLP as our independent registered public accounting firm effective as of that same date. Grant Thornton’s reports on our financial statements as of August 7, 2013 and our financial statements of our predecessor portfolio did not contain any adverse opinions or disclaimers of opinions and were not qualified or modified as to uncertainty, audit scope or accounting principles. Our dismissal of Grant Thornton was not the result of any disagreements with Grant Thornton.

PROSPECTUS UPDATES

Management

The following disclosure hereby replaces in its entirety the table under the section entitled “Management —  Executive Officers and Directors” on page 94 of the Prospectus.

“Executive Officers and Directors

We have provided below certain information about our executive officers and directors. The primary function of our executive officer is to oversee the advisor, who will provide certain aspects of the day-to-day services for, and operations of, the Company.

Name		Age		Position(s)
William M. Kahane		65		Director, Chief Executive Officer and President
Jonathan P. Mehlman		47		Executive Vice President and Chief Investment Officer
Amy B. Boyle		36		Chief Financial Officer, Treasurer and Secretary
Nicholas S. Schorsch		53		Chairman of the Board of Directors
Abby M. Wenzel		53		Independent Director
P. Sue Perrotty		60		Independent Director
Stanley R. Perla		70		Independent Director”

The following disclosure replaces in its entirety Mr. Kahane’s biography on pages 94 – 95 of the Prospectus.

“William M. Kahane was appointed as a director in February 2014 and has served as our company’s chief executive officer and president since August 2013. Mr. Kahane has served as co-chief executive officer of our advisor and chief executive officer of our property manager since August 2013. Mr. Kahane has served as a member of the board of managers of our sub-property manager since August 2013. Mr. Kahane has served as a director of Phillips Edison — ARC Shopping Center REIT Inc., or PE-ARC, since December 2009. Mr. Kahane has also served as a director of American Realty Capital New York Recovery REIT, Inc., or NYRR, since its formation in October 2009 and also served as president and treasurer of NYRR since its formation in October 2009 until March 2012. He has been active in the structuring and financial management of commercial real estate investments for over 35 years. Mr. Kahane served as an executive officer and director of American Realty Capital Trust, Inc., or ARCT, the ARCT advisor and the ARCT property manager from their formation in August 2007 until the close of ARCT’s merger with Realty Income Corporation in January 2013. Mr. Kahane currently serves as a director of American Realty Capital — Retail Centers of America, Inc., or ARC RCA, and the ARC RCA advisor since their formation in July 2010 and May 2010, respectively and also served as an executive officer of ARC RCA and the ARC RCA advisor until March 2012. Mr. Kahane currently serves as a director of American Realty Capital Healthcare Trust, Inc., or ARC HT, the ARC HT advisor and the ARC HT property manager since their formation in August 2010 and also served as an executive officer of ARC HT, the ARC HT advisor and the ARC HT property manager until March 2012. Mr. Kahane served as an executive officer of American Realty Capital Trust III, Inc., or ARCT III, the ARCT III advisor, and the ARCT III property manager from their formation in October 2010 until April 2012. Mr. Kahane served as an executive officer and director of American Realty Capital Daily Net Asset Value Trust, Inc., or ARC DNAV, the ARC DNAV advisor and the ARC DNAV property manager since their formation in September 2010 until March 2012. Mr. Kahane served as an executive officer and director of American Realty Capital Properties, Inc., or ARCP, and the ARCP advisor from their formation in December 2010 and November 2010, respectively, until March 2012. Mr. Kahane was reappointed as a director of ARCP in February 2013. Mr. Kahane has served as a director of American Realty Capital Healthcare Trust II, Inc., or ARC HT II, since March 2013. Mr. Kahane has served as a director of Phillips Edison — ARC Grocery Center REIT II, Inc., or PE-ARC II, since August 2013. Mr. Kahane also has been the interested director of Business Development Corporation of America, or BDCA, since its formation in May 2010 and, until March 2012, was chief operating officer. Mr. Kahane has served as chief executive officer and director of RCS Capital Corporation, or RCS Capital, since February 2013. Mr. Kahane has served as a member of the investment committee of Aetos Capital Asia Advisors, a $3 billion series of opportunistic funds focusing on assets primarily in Japan and China, since 2008. Mr. Kahane began his career as a real estate lawyer practicing in the public and private sectors from 1974 to 1979 where he

worked on the development of hotel properties in Hawaii and California. From 1981 to 1992, Mr. Kahane worked at Morgan Stanley & Co., specializing in real estate, including the lodging sector, becoming a managing director in 1989. In 1992, Mr. Kahane left Morgan Stanley to establish a real estate advisory and asset sales business known as Milestone Partners, which continues to operate and of which Mr. Kahane is currently the chairman. Mr. Kahane worked very closely with Nicholas Schorsch while a trustee at American Financial Realty Trust, or AFRT, (April 2003 to August 2006), during which time Mr. Kahane served as chairman of the finance committee of AFRT’s board of trustees. Mr. Kahane has been a managing director of GF Capital Management & Advisors LLC, or GF Capital, a New York-based merchant banking firm, where he has directed the firm’s real estate investments since 2001. GF Capital offers comprehensive wealth management services through its subsidiary TAG Associates LLC, a leading multi-client family office and portfolio management services company with approximately $5 billion of assets under management. Mr. Kahane was also on the board of directors of Catellus Development Corp., a NYSE growth-oriented real estate development company, where he served as chairman. Mr. Kahane received a B.A. from Occidental College, a J.D. from the University of California, Los Angeles Law School and an MBA from Stanford University’s Graduate School of Business. We believe that Mr. Kahane’s current experience as a director of RCS Capital, ARCP, ARC RCA, BDCA, NYRR, ARC HT, PE-ARC and PE-ARC II, his prior experience as an executive officer and director of ARC DNAV, ARCT III and ARCT, his prior experience as chairman of the board of Catellus Development Corp. and his significant investment banking experience in real estate, make him well qualified to serve as a member of our board of directors.”

The following disclosure is hereby added after Ms. Perrotty’s biography on page 97 of the Prospectus.

“Stanley R. Perla was appointed as an independent director of American Realty Capital Trust V, Inc. in April 2013. Mr. Perla has served as a trustee of American Real Estate Income Fund since May 2012. Mr. Perla served as an independent director of ARC DNAV from March 2012 until April 2013. Mr. Perla, a licensed certified public accountant, was with the firm of Ernst & Young LLP for 35 years, from September 1967 to June 2003, the last 25 of which he was a partner. From July 2003 to May 2008, he was the director of Internal Audit for Vornado Realty Trust and from June 2008 to May 2011, he was the managing partner of Cornerstone Accounting Group, a public accounting firm specializing in the real estate industry and a consultant to them from June 2011 to March 2012. Since May 2012, Mr. Perla has provided consulting services to Friedman LLP, a public accounting firm. His area of expertise for the past 40 years has been real estate and he was also responsible for the auditing of public and private companies. Mr. Perla served as Ernst & Young’s national director of real estate accounting, as well as on Ernst & Young’s national accounting and auditing committee. He is an active member of the National Association of Real Estate Investment Trusts and the National Association of Real Estate Companies. In addition, Mr. Perla has been a frequent speaker on real estate accounting issues at numerous real estate conferences. Mr. Perla has served as a member of the board of directors and the chair of the audit committee of Madison Harbor Balanced Strategies, Inc. since January 2004 and GTJ REIT, Inc. since January 2013. Mr. Perla previously served as a director and chair of the audit committee for American Mortgage Acceptance Company from January 2004 to April 2010 and Lexington Realty Trust from August 2003 to November 2006. Mr. Perla earned an M.B.A. in Taxation and a B.B.A. in Accounting from Baruch College. We believe that Mr. Perla’s extensive experience as the director of Internal Audit at Vornado Realty Trust, as a managing partner of Cornerstone Accounting Group, his experience as an independent director of ARCT V and American Real Estate Income Fund and his over 40 years of experience in real estate, make him well qualified to serve as a member of our board of directors.”

Management Compensation

The following disclosure is hereby added after the section “Property Management Fees — Our Sub-Property Manager or a Third-Party Sub-Property Manager” on pages 20 and 121 of the Prospectus.

“Type of Compensation and Recipient		Determination of Amount		Estimated Amount for Minimum Offering (80,000 shares)/Maximum Offering (80,000,000 shares)
Incentive Fees — Our Sub-Property Manager or a Third-Party Sub-Property Manager		We also will pay to our sub-property manager or a third-party sub-property manager an annual incentive fee equal to 15% of the amount by which the operating profit from the properties managed by our sub-property manager for such fiscal year (or partial fiscal year) exceeds 8.5% of the total investment of such properties.		Actual amounts depend on gross revenues of specific properties and actual management fees or property management fees and customary leasing fees and therefore cannot be determined at the present time.”
		For purposes of this prospectus, “total investment” means the sum of (i) the price paid to acquire the property, including closing costs, conversion costs, and transaction costs; (ii) additional invested capital; and (iii) any other costs paid in connection with the acquisition of the property, whether incurred pre- or post-acquisition.

Description of Potential Real Estate Investments

The following disclosure replaces in its entirety the section “Potential Acquisitions on page 171 of the Prospectus.

“Potential Acquisitions

In connection with the membership interest purchase agreement entered into by AR Capital, LLC with Barceló Crestline Corporation and Crestline Hotels & Resorts, Inc. for the acquisition of 60% of the membership interests in our sub-property manager (see “Management — Membership Interest Purchase Agreement with Barceló Crestline Corporation”), certain affiliates of our sub-property manager agreed to make six properties available to us for purchase once we commence our initial public offering. The acquisition of such properties was subject to approval by our board of directors and customary closing conditions. On January 30, 2014, we entered into asset purchase agreements to acquire these six properties. The six properties are located throughout the east coast of the United States in various locations (including the northeast, mid-Atlantic and southeast regions) and vary from select-service to full-service hotels.

Although we have entered into asset purchase agreements relating to the acquisition of such properties, there is no guarantee that we will be able to consummate the acquisition of such assets.

The properties described below were selected for potential acquisition because they each meet our investment criteria relating to location, market position and hotel condition, as described under “Investment Objectives and Criteria — Primary Investment Focus.” The properties are globally branded select-service and full-service hotels, or, in the case of the Georgia Tech Hotel, a hotel affiliated with a university, and located near landmarks such as corporate headquarters, colleges or universities, tourist attractions, airports, retail centers or convention centers. The hotels are located in high barrier-to-entry markets with multiple demand generators and sustainable growth, and they are market share leaders in their respective locations. We believe each hotel is currently well maintained, with minimum deferred maintenance or renovation required. In addition, we believe each hotel will be purchased at a discount to replacement cost. In connection with the acquisition opportunities described below, we will either commission or utilize a recent independent appraisal performed on the property to establish a fair market value in order to determine the necessary discount to replacement cost. The purchase price for the properties was determined based on a number of factors,

including underwriting of historical and projected cash flow from the property, discounted cash flow, internal rate of return and market comparable analyses, analyses of national comparable sales, inspection of each hotel and its market, reviews of recent appraisal and loan documentation, as well as consultations with market experts such as brokers, appraisers, asset managers and the current property manager.

Courtyard — Baltimore, Maryland

We entered into an asset purchase agreement to purchase the fee simple interest in The Courtyard Inner Harbor Hotel, or the Courtyard Baltimore, located in the Inner Harbor of Baltimore, Maryland. The Courtyard Baltimore is a select-service hotel that opened in 2000 and contains 205 rooms and approximately 2,250 total square feet of meeting space. The Courtyard Baltimore underwent renovations of approximately $2.0 million in the first quarter of 2013. The hotel’s average occupancy rate, average daily rate, or ADR and RevPAR for the past three years are as follows:

Period		Average Occupancy Rate				ADR				RevPAR
Year Ended December 31, 2012			70.1	%		$	160.45			$	112.47
Year Ended December 31, 2011			72.4	%		$	153.45			$	111.07
Year Ended December 31, 2010			69.1	%		$	153.57			$	106.07

Courtyard — Providence, Rhode Island

We entered into an asset purchase agreement to purchase the fee simple interest in The Courtyard Providence Downtown Hotel, or the Courtyard Providence. The Courtyard Providence is a select-service hotel that opened in 2000 and is located in downtown Providence, Rhode Island, in close proximity to transportation hubs. The Courtyard Providence contains 216 rooms and approximately 3,500 total square feet of meeting space. The property underwent renovations totaling approximately $1.0 million in the first quarter of 2013. The hotel’s average occupancy rate, ADR and RevPAR for the past three years are as follows:

Period		Average Occupancy Rate				ADR				RevPAR
Year Ended December 31, 2012			76.4	%		$	127.82			$	97.68
Year Ended December 31, 2011			72.0	%		$	125.59			$	90.43
Year Ended December 31, 2010			68.3	%		$	132.60			$	90.60

Homewood Suites — Stratford, Connecticut

We entered into an asset purchase agreement to purchase the fee simple interest in The Homewood Suites which is located in Stratford, Connecticut, or the Homewood Suites Stratford. The Homewood Suites Stratford is a select-service hotel that opened in 2002 and is located in close proximity to New Haven, Connecticut. The property contains 135 rooms and approximately 1,100 total square feet of meeting space. The hotel’s average occupancy rate, ADR and RevPAR for the past three years are as follows:

Period		Average Occupancy Rate				ADR				RevPAR
Year Ended December 31, 2012			78.6	%		$	120.42			$	94.67
Year Ended December 31, 2011			79.9	%		$	120.67			$	96.46
Year Ended December 31, 2010			75.0	%		$	122.25			$	91.71

Georgia Tech Hotel & Conference Center — Atlanta, Georgia

We entered into an asset purchase agreement to purchase the operating lease interest in The Georgia Tech Hotel & Conference Center, or the Georgia Tech Hotel, located in midtown Atlanta, Georgia. The Georgia Tech Hotel is a full-service hotel that opened in 2003 and contains 252 rooms and approximately 33,000 total square feet of meeting space. The property underwent renovations totaling approximately $1.2 million in the fourth quarter of 2012. The original lease term for the Georgia Tech Hotel was 30 years, commencing in 2003. The hotel’s average occupancy rate, ADR and RevPAR for the past three years are as follows:

Period		Average Occupancy Rate				ADR				RevPAR
Year Ended December 31, 2012			70.5	%		$	136.11			$	95.96
Year Ended December 31, 2011			69.3	%		$	130.56			$	90.42
Year Ended December 31, 2010			68.4	%		$	127.21			$	87.00

Hilton Garden Inn — Blacksburg, Virginia

We entered into an asset purchase agreement to purchase interests in certain entities that retain a minority joint venture interest in The Hilton Garden Inn, located in Blacksburg, Virginia, or the Hilton Garden Inn Blacksburg. The Hilton Garden Inn Blacksburg is a select-service hotel that contains 137 rooms and approximately 1,280 total square feet of meeting space. The property opened in 2009 and is located in close proximity to the campus of Virginia Tech University. The Hilton Garden Inn Blacksburg is currently encumbered with $11.6 million of debt with an interest rate of one-month LIBOR plus 1.90%. The hotel’s average occupancy rate, ADR and RevPAR for the past three years are as follows:

Period		Average Occupancy Rate				ADR				RevPAR
Year Ended December 31, 2012			66.2	%		$	114.90			$	76.06
Year Ended December 31, 2011			61.5	%		$	109.36			$	67.21
Year Ended December 31, 2010			59.0	%		$	107.65			$	63.48

Westin — Virginia Beach, Virginia

We entered into an asset purchase agreement to purchase interests in certain entities that retain a minority joint venture interest in The Westin Virginia Beach, located in Virginia Beach, Virginia, or the Westin Virginia Beach. The Westin Virginia Beach is a full-service hotel that opened in 2007 and contains 236 rooms and approximately 9,800 total square feet of meeting space. The hotel’s average occupancy rate, ADR and RevPAR for the past three years are as follows:

Period		Average Occupancy Rate				ADR				RevPAR
Year Ended December 31, 2012			76.2	%		$	122.65			$	93.44
Year Ended December 31, 2011			75.9	%		$	115.13			$	87.41
Year Ended December 31, 2010			71.3	%		$	111.05			$	79.15

Asset Purchase Agreements

We entered into two asset purchase agreements with Barceló Crestline Corporation, which owns 40% of the membership interests of our sub-property manager and their affiliates. One asset purchase agreement relates to the acquisition of three wholly-owned hospitality assets, the Courtyard Baltimore, the Courtyard Providence and the Homewood Suites Stratford, and one asset subject to an operating lease, the Georgia Tech Hotel. The second asset purchase agreement relates to the acquisition of Barceló Crestline Corporation’s equity interests in a joint venture ownership of two owned assets: the Hilton Garden Inn Blacksburg and the Westin Virginia Beach. A description of the expected terms of the two asset purchase agreements is below. The terms of the final agreements are qualified in their entirety by the terms set forth in the asset purchase agreements.

Asset Purchase Agreement — the Courtyard Baltimore, the Courtyard Providence, the Homewood Suites Stratford and the Georgia Tech Hotel

On January 30, 2014, we, through wholly owned subsidiaries of our operating partnership, ARC Hospitality Baltimore, LLC, ARC Hospitality Providence, LLC, ARC Hospitality Stratford, LLC, and ARC Hospitality GA Tech, LLC, entered into an Agreement of Purchase and Sale with HFP Hotel Owner II, LLC, CSB Stratford, LLC and CC Technology Square, LLC to purchase the fee simple interest in each of the Courtyard Baltimore, the Courtyard Providence and the Homewood Suites Stratford, and an operating lease interest in the Georgia Tech Hotel, for a contract purchase price of $102 million, exclusive of closing costs, subject to certain adjustments at closing. Pursuant to the purchase agreement, with respect to the Georgia Tech Hotel, we will pay $5 million of the purchase price at closing, $3 million of the purchase price one year from the date of closing and $1 million of the purchase price two years from the date of closing. We intend to fund such aggregate purchase price by assuming a loan from an unaffiliated third party with a current maximum principal balance of $45.5 million, which is secured by the Courtyard Baltimore and the Courtyard Providence, and executing a promissory note in favor of the sellers at the closing for the balance of the purchase price. Additionally, the sellers of such assets will be entitled to an earnout payment calculated based upon an earnings target for hotel operations during the second year following our acquisition of such assets (excluding the Georgia Tech Hotel).

Pursuant to the terms of such asset purchase agreement, our obligation to close upon the acquisition of the four hotel assets is subject to certain conditions customary to closing. There will be no due diligence period prior to closing. However, our sponsor has completed all customary due diligence for each asset prior to the execution of the asset purchase agreement. Although we believe that the acquisition of the four hotels pursuant to this asset purchase agreement is probable, there can be no assurance that the acquisition will be consummated or that it will be consummated upon the terms described herein. The sellers will agree to indemnify us against any losses incurred by us, to the extent that such losses arise out of breaches of their representations and warranties contained in the asset purchase agreement, breaches of certain covenants in the agreement, and for any liabilities to third parties arising out of the use, operation or maintenance of the properties prior to the closing of the acquisition and, additionally, for any liabilities to any third parties arising out of the use, operation or maintenance of the properties prior to closing. The aggregate liability of the sellers pursuant to this indemnity will be up to an amount not to exceed 5% of the purchase price and will only be paid to the extent that, and in the amount by which, such losses exceed $50,000. We will agree to indemnify the sellers for any losses incurred by them, to the extent such losses arise out of breaches of our representations and warranties or certain covenants in the asset purchase agreement or any obligations for which we receive a purchase price credit at closing and, additionally, for any liabilities to any third parties arising out of the use, operation or maintenance of the properties subsequent to closing. The asset purchase agreement will contain customary representations and warranties by the sellers.

Asset Purchase Agreement — Hilton Garden Inn Blacksburg and the Westin Virginia Beach

On January 30, 2014, we, through a wholly owned subsidiary of our operating partnership, ARC Hospitality TRS Holding, LLC, entered into an Agreement of Purchase and Sale with Barceló Crestline Corporation to purchase the equity interests in certain entities that retain a joint venture interest in the Hilton Garden Inn Blacksburg and the Westin Virginia Beach for a contract purchase price of $5 million, exclusive of closing costs, subject to certain adjustments at closing. We intend to fund such purchase price by executing a promissory note in favor of the seller at the closing.

Pursuant to such asset purchase agreement, we will purchase 100% of Barceló Crestline Corporation’s interests in CHRI Blacksburg Hotel (A/H) Minority Holding, LLC, a Delaware limited liability company, or the Blacksburg Owner, and CHRI Virginia Beach Hotel (A/H) Minority Holding, LLC, a Delaware limited liability company, or the VA Beach Owner. The Blacksburg Owner owns 24% of the membership interests of BSE/AH Blacksburg Hotel, L.L.C., a Virginia limited liability company, which ground leases the Hilton Garden Inn Blacksburg. The VA Beach Owner owns 30.53% of the membership interests in TCA Block 7 Hotel, L.L.C., a Virginia limited liability company, which owns 100% of the Westin Virginia Beach.

Pursuant to the operating agreements for the joint venture in which they participate, the Blacksburg Owner and the VA Beach Owner have approval rights over the following actions by the joint ventures:

Each of the Blacksburg Owner and the VA Beach Owner shall have the express and unilateral authority to enforce all obligations for construction on the properties, engage legal counsel related thereto and pay any costs related thereto or require the other members to make additional contributions to cover such construction costs.

Any transfer of a member’s interest in either TCA Block 7 Hotel, L.L.C. or BSE/AH Blacksburg Hotel, L.L.C. requires consent from all the other members of that respective entity.

Pursuant to the terms of the asset purchase agreement, our obligation to close upon the acquisition of the equity interests in entities which own a joint venture interest in the two hotel assets described above is subject to certain conditions customary to closing. There will be no due diligence period prior to closing. However, our sponsor has completed all customary due diligence for each asset prior to the execution of the asset purchase agreement. Although we believe that the acquisition of such interests is probable, there can be no assurance that the acquisition will be consummated or that it will be consummated upon the terms described herein. The seller has agreed to indemnify us against any losses incurred by us to the extent that such losses arise out of breaches of their representations and warranties and any breaches of certain covenants in the asset purchase agreement. The aggregate liability of the seller pursuant to this indemnity will be up to an amount not to exceed 5% of the purchase price and will only be paid to the extent that, and in the amount by which, such losses exceed $50,000. We will indemnify the seller for any losses incurred by them, to the extent such losses arise out of breaches of our representations and warranties or certain covenants in the asset purchase agreement or any obligations for which we receive a purchase price credit at closing. The asset purchase agreement contains customary representations and warranties by the seller.”

Subscription Agreements

The form of subscription agreement included in this Supplement No. 1 is hereby added as Appendix C-1 to the Prospectus. Appendix C-1 will hereby replace Appendix C — American Realty Capital Hospitality Trust, Inc. Subscription Agreement of the Prospectus.

The form of multi-offering subscription agreement included in this Supplement No. 1 is hereby added as Appendix C-2 to the Prospectus.

  
APPENDIX C-1

APPENDIX C-2