SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Centerbridge Credit Partners General Partner, L.P.

(Last)

(First)

(Middle)

375 PARK AVENUE

(Street)

NEW YORK

10152

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/12/2013

3. Issuer Name and Ticker or Trading Symbol
Extended Stay America, Inc. [ STAY ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Paired Shares	10,493,278	I	See Footnotes⁽¹⁾⁽²⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾
Paired Shares	12,858,235	I	See Footnotes⁽¹⁾⁽³⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾
Paired Shares	4,504,282	I	See Footnotes⁽¹⁾⁽⁴⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾
Paired Shares	13,435,126	I	See Footnotes⁽¹⁾⁽⁵⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾
Paired Shares	13,430,118	I	See Footnotes⁽¹⁾⁽⁶⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾
Paired Shares	899,742	I	See Footnotes⁽¹⁾⁽⁷⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾
Paired Shares	90,810	I	See Footnotes⁽¹⁾⁽⁸⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾
Series A Preferred Stock of Extended Stay America, Inc.	1,325	I	See Footnotes⁽⁹⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾
Series A Preferred Stock of Extended Stay America, Inc.	1,624	I	See Footnotes⁽¹⁰⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾
Series A Preferred Stock of Extended Stay America, Inc.	569	I	See Footnotes⁽¹¹⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾
Series A Preferred Stock of Extended Stay America, Inc.	1,696	I	See Footnotes⁽¹²⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾
Series A Preferred Stock of Extended Stay America, Inc.	1,696	I	See Footnotes⁽¹³⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾
Series A Preferred Stock of Extended Stay America, Inc.	114	I	See Footnotes⁽¹⁴⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾
Series A Preferred Stock of Extended Stay America, Inc.	11	I	See Footnotes⁽¹⁵⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)

1. Name and Address of Reporting Person^*

Centerbridge Credit Partners General Partner, L.P.

(Last)

(First)

(Middle)

375 PARK AVENUE

(Street)

NEW YORK

10152

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Centerbridge Credit GP Investors, L.L.C.

(Last)

(First)

(Middle)

375 PARK AVENUE

(Street)

NEW YORK

10152

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Centerbridge Credit Partners Offshore General Partner, L.P.

(Last)

(First)

(Middle)

375 PARK AVENUE

(Street)

NEW YORK

10152

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Centerbridge Credit Offshore GP Investors, L.L.C.

(Last)

(First)

(Middle)

375 PARK AVENUE

(Street)

NEW YORK

10152

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Centerbridge Associates, L.P.

(Last)

(First)

(Middle)

375 PARK AVENUE

(Street)

NEW YORK

10152

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Centerbridge GP Investors, LLC

(Last)

(First)

(Middle)

375 PARK AVENUE

(Street)

NEW YORK

10152

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Aronson Jeffrey

(Last)

(First)

(Middle)

375 PARK AVENUE

(Street)

NEW YORK

10152

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Gallogly Mark T

(Last)

(First)

(Middle)

375 PARK AVENUE

(Street)

NEW YORK

10152

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. Each Paired Share is comprised of one share of common stock, par value $0.01 per share, of Extended Stay America, Inc. and one share of Class B Common Stock, par value $0.01 per share, of ESH Hospitality, Inc., which shares are paired and traded as a single unit. A Form 3 reflecting the holdings of Paired Shares by the Reporting Persons shown on this Form 3 has been concurrently filed with respect to ESH Hospitality, Inc. as issuer.

2. These Paired Shares are directly held by Centerbridge Credit Partners, L.P.

3. These Paired Shares are directly held by Centerbridge Credit Partners TE Intermediate I, L.P.

4. These Paired Shares are directly held by Centerbridge Credit Partners Offshore Intermediate III, L.P.

5. These Paired Shares are directly held by Centerbridge Capital Partners AIV VI-A, L.P.

6. These Paired Shares are directly held by Centerbridge Capital Partners AIV VI-B, L.P.

7. These Paired Shares are directly held by Centerbridge Capital Partners Strategic AIV I, L.P.

8. These Paired Shares are directly held by Centerbridge Capital Partners SBS, L.P.

9. These shares of voting Series A Preferred Stock of Extended Stay America, Inc. ("Preferred Stock") are directly held by Centerbridge Credit Partners, L.P.

10. These shares of Preferred Stock are directly held by Centerbridge Credit Partners TE Intermediate I, L.P.

11. These shares of Preferred Stock are directly held by Centerbridge Credit Partners Offshore Intermediate III, L.P.

12. These shares of Preferred Stock are directly held by Centerbridge Capital Partners AIV VI-A, L.P.

13. These shares of Preferred Stock are directly held by Centerbridge Capital Partners AIV VI-B, L.P.

14. These shares of Preferred Stock are directly held by Centerbridge Capital Partners Strategic AIV I, L.P.

15. These shares of Preferred Stock are directly held by Centerbridge Capital Partners SBS, L.P.

16. Centerbridge Credit Partners General Partner, L.P. is the general partner of Centerbridge Credit Partners, L.P. and Centerbridge Credit Partners TE Intermediate I, L.P. Centerbridge Credit GP Investors, L.L.C. is the general partner of Centerbridge Credit Partners General Partner, L.P. Centerbridge Credit Partners Offshore General Partner, L.P. is the general partner of Centerbridge Credit Partners Offshore Intermediate III, L.P. Centerbridge Credit Offshore GP Investors, L.L.C. is the general partner of Centerbridge Credit Partners Offshore General Partner, L.P. Centerbridge Associates, L.P. is the general partner of Centerbridge Capital Partners AIV VI-A, L.P., Centerbridge Capital Partners AIV VI-B, L.P., Centerbridge Capital Partners Strategic AIV I, L.P. and Centerbridge Capital Partners SBS, L.P. Centerbridge GP Investors, LLC is the general partner of Centerbridge Associates, L.P. (Continued footnote 17)

17. Jeffrey H. Aronson and Mark T. Gallogly, the managing members of Centerbridge Credit GP Investors, L.L.C., Centerbridge Credit Offshore GP Investors, L.L.C. and Centerbridge GP Investors, LLC, share the power to vote and invest the Paired Shares and shares of Preferred Stock held by Centerbridge Credit Partners, L.P., Centerbridge Credit Partners TE Intermediate I, L.P., Centerbridge Credit Partners Offshore Intermediate III, L.P., Centerbridge Capital Partners AIV VI-A, L.P., Centerbridge Capital Partners AIV VI-B, L.P., Centerbridge Capital Partners Strategic AIV I, L.P. and Centerbridge Capital Partners SBS, L.P. Each of Messrs. Aronson and Gallogly disclaims beneficial ownership of such securities.

18. Due to the limitations of the Securities and Exchange Commission's EDGAR system, Centerbridge Credit Partners, L.P., Centerbridge Credit Partners TE Intermediate I, L.P., Centerbridge Credit Partners Offshore Intermediate III, L.P., Centerbridge Capital Partners AIV VI-A LP, Centerbridge Capital Partners AIV VI-B LP, Centerbridge Capital Partners Strategic AIV I, L.P. and Centerbridge Capital Partners SBS, L.P. have filed a separate Form 3.

	Centerbridge Credit Partners General Partner, L.P.; By: Centerbridge Credit GP Investors, L.L.C., its general partner; By: /s/ Mark T. Gallogly, Authorized Signatory	11/12/2013
	Centerbridge Credit GP Investors, L.L.C.; By: /s/ Mark T. Gallogly, Authorized Signatory	11/12/2013
	Centerbridge Credit Partners Offshore General Partner, L.P.; By: Centerbridge Credit Offshore GP Investors, L.L.C.; By: /s/ Mark T. Gallogly, Authorized Signatory	11/12/2013
	Centerbridge Credit Offshore GP Investors, L.L.C.; By: /s/ Mark T. Gallogly, Authorized Signatory	11/12/2013
	Centerbridge Associates, L.P.; By: Centerbridge GP Investors, LLC; By: /s/ Mark T. Gallogly, Authorized Signatory	11/12/2013
	Centerbridge GP Investors, LLC; By: /s/ Mark T. Gallogly, Authorized Signatory	11/12/2013
	/s/ Jeffrey H. Aronson	11/12/2013
	/s/ Mark T. Gallogly	11/12/2013
	** Signature of Reporting Person	Date
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* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
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