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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 3, 2010
CHATHAM LODGING TRUST
(Exact name of Registrant as specified in its charter)
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Maryland
(State or Other Jurisdiction
of Incorporation or Organization)
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001-34693
(Commission File Number)
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27-1200777
(I.R.S. Employer Identification No.) |
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50 Cocoanut Row, Suite 216
Palm Beach, Florida
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33480 |
(Address of principal executive offices)
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(Zip Code) |
(561) 802-4477
(Registrants telephone number, including area code)
50 Cocoanut Row, Suite 200, Palm Beach, Florida 33480
(Former name or former address, if changed from last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 2.01 |
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Completion of Acquisition or Disposition of Assets. |
On August 3, 2010, a wholly owned subsidiary of Chatham Lodging Trust (the Company) completed the
acquisition of the 124-room Residence Inn by Marriott® Long Island Holtsville on Long Island,
New York (the Hotel) for a cash purchase price of $21.3 million, plus customary pro-rated
amounts and closing costs, from Holtsville Hotel Group LLC and FB Holtsville Utility LLC. The hotel
will be managed by Island Hospitality Management (IHM), a hotel management company 90
percent-owned by Jeffrey H. Fisher, the Companys chief executive officer, pursuant to a management
agreement between the Companys taxable real estate investment trust subsidiary and IHM. The
Company funded the purchase price for the Hotel from the proceeds of its initial public offering of
common shares (the IPO), which was completed on April 21, 2010.
The management agreement with IHM is for a five-year term and provides for base management fees and
incentive management fees within the ranges described in the Companys final prospectus for the
IPO, which was filed with the Securities and Exchange Commission on April 19, 2010 pursuant to Rule
424(b) under the Securities Act of 1933, as amended. IHM may extend the management agreement for
two additional 5-year renewal terms upon 90 days written notice to the Company. The management
agreement may be terminated upon the sale of the Hotel for no termination fee upon six months
advance notice. The management agreement may also be terminated for cause, including the failure of
the Hotels operating performance to meet specified levels.
A copy of the press release announcing the completion of the acquisition of the Hotel is filed as
Exhibit 99.1 to this report.
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Item 9.01. |
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Financial Statements and Exhibits. |
(a) |
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Financial Statements of Businesses Acquired. |
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The financial statements required by Item 9.01(a) are currently being prepared. The Company will
file the required financial statements under the cover of Form 8-K/A as soon as practicable but
not later than October 19, 2010, which is 71 calendar days after the latest date on which this
initial Current Report on Form 8-K is required to be filed. |
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(b) |
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Pro Forma Financial Information. |
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The pro forma financial information required by Item 9.01(b) is currently being prepared. The
Company will file the required pro forma financial information under the cover of Form 8-K/A as
soon as practicable but not later than October 19, 2010, which is 71 calendar days after the
latest date on which this initial Current Report on Form 8-K is required to be filed. |
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(d) |
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Exhibits. |
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Exhibit |
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Description |
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99.1 |
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Press release dated August 4, 2010 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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CHATHAM LODGING TRUST
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Date: August 4 , 2010 |
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/s/ Julio E. Morales
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Julio E. Morales |
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Executive Vice President and Chief Financial Officer |
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EXHIBIT INDEX
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Exhibit |
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Number |
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Description |
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99.1 |
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Press release dated August 4, 2010 |
exv99w1
Exhibit 99.1
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For Immediate Release |
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Contact:
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Jerry Daly, Carol McCune
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Peter Willis |
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Daly Gray Public Relations
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Chief Investment Officer |
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(Media)
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(Acquisitions) |
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jerry@dalygray.com
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pwillis@cl-trust.com |
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(703) 435-6293
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(561) 227-1387 |
Chatham Lodging Trust Completes Acquisition of
Residence Inn Holtsville, Long Island, New York
PALM BEACH, Fla., August 4, 2010Chatham Lodging Trust (NYSE: CLDT), a hotel real estate
investment trust (REIT) focused on upscale extended-stay hotels and premium-branded select-service
hotels, today announced that it has completed its acquisition of the Residence Inn by Marriott®
Long Island Holtsville, N.Y. in an all-cash transaction for $21.3 million, or approximately
$172,000 per key. The hotel represents the 11th hotel either acquired or under contract
to purchase by Chatham since its April 21, 2010 initial public offering.
This is a very well-located property with superb visibility and accessibility off of the Long
Island Expressway, said Jeffrey H. Fisher, Chathams chief executive officer. The Long Island
market is extremely attractive for a number of reasons, including its high barriers to new
competition and multiple demand generators. This hotel is proximate to a large number of major
businesses, as well as to such nearby tourist attractions as Fire Island and the Hamptons, which
appeals to both business and leisure travelers.
We have an aggressive appetite for properties and continue to work our extensive contacts and
relationships to source transactions both on and off the market, Fisher said. This acquisition
continues our focus on acquiring upscale extended-stay hotels and premium-branded select-service
properties, either as multi-property portfolios or individual hotels, located in major markets with
high barriers to entry near strong demand generators.
Located at 25 Middle Ave. in Holtsville, the upscale extended-stay Residence Inn by Marriott®
hotel features 124 suites, complimentary high speed Internet access and fully equipped kitchens.
The hotel offers an on-site fitness center, indoor swimming pool and whirlpool, as well as an
outdoor Sport Court.
The six-year-old hotel will be managed by Island Hospitality Management, a hotel management
company 90 percent-owned by Fisher.
About Chatham Lodging Trust
Chatham Lodging Trust is a self-advised real estate investment trust that was organized to
invest in upscale extended-stay hotels and premium-branded select-service hotels. Including this
property, the company currently owns eight hotels with an aggregate of 1,057 rooms/suites, and has
a total of three additional hotels under contract to purchase. Additional information about
Chatham may be found at www.chathamlodgingtrust.com.
This press release may contain forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995 about Chatham Lodging Trust, including those statements
regarding acquisitions, capital expenditures, future operating results and the timing and
composition of revenues, among others, and statements containing words such as expects,
believes or will, which indicate that those statements are forward-looking. Except for
historical information, the matters discussed in this press release are forward-looking statements
that are subject to certain risks and uncertainties that could cause the actual results or
performance to differ materially from those discussed in such statements. Additional risks are
discussed in the companys filings with the Securities and Exchange Commission.