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): | October 27, 2011 |
CHATHAM LODGING TRUST
__________________________________________
(Exact name of registrant as specified in its charter)
Maryland | 001-34693 | 27-1200777 |
_____________________ (State or other jurisdiction |
_____________ (Commission |
______________ (I.R.S. Employer |
of incorporation) | File Number) | Identification No.) |
50 Cocoanut Row, Suite 216, Palm Beach, Florida | 33480 | |
_________________________________ (Address of principal executive offices) |
___________ (Zip Code) |
Registrants telephone number, including area code: | (561) 802-4477 |
Not Applicable
______________________________________________
Former name or former address, if changed since 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:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.01 Completion of Acquisition or Disposition of Assets.
On October 27, 2011, wholly owned subsidiaries of Chatham Lodging Trust and affiliates of Cerberus Capital Management, L.P. completed the acquisition of 64 hotels from affiliates of Innkeepers USA Trust.
The joint venture between Cerberus and Chatham acquired the 64 hotels, aggregating 8,329 rooms, for a total gross purchase price of approximately $1.02 billion, including the assumption of approximately $675 million of mortgage debt on 45 of the hotels with a weighted average interest rate of 6.71 percent and maturing in 2017. The other 19 hotels are unencumbered. The purchase price per room, net of cash reserves, was approximately $118,000 per room/suite.
Chatham owns an approximate 10.3 percent interest in the joint venture and funded its $37 million investment in the joint venture with borrowings under its senior secured revolving credit facility. Chatham will provide certain asset management services to the joint venture and will receive a promote interest based on meeting certain return thresholds. All costs of operating the joint venture will be paid by the joint venture.
All but one of the 64 acquired hotels will continue to be managed by Island Hospitality Management, a hotel management company that is 90‐percent owned by Jeffrey H. Fisher, Chatham’s chief executive officer and president.
Item 9.01 Financial Statements and Exhibits.
(a) Financial Statements of Businesses Acquired
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 71 calendar days after the latest date on which this initial Current Report on Form 8-K is required to be
filed.
(b) Pro Forma Financial Information.
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 71 calendar days after the latest date on which this initial Current Report on Form 8-K is required to be filed.
(d) Exhibit 99.1 is attached to this 8-K
SIGNATURES
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.
CHATHAM LODGING TRUST | ||||
October 28, 2011 | By: |
Dennis M. Craven
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Name: Dennis M. Craven | ||||
Title: Chief Financial Officer |
Exhibit Index
Exhibit No. | Description | |
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99.1
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Press Release Dated October 27, 2011 |
For Immediate Release Contact: |
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Dennis Craven (Company) Chief Financial Officer (561) 227-1386 |
Jerry Daly or Carol McCune Daly Gray (Media) (703) 435-6293 |
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Press Release
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CHATHAM, CERBERUS CLOSE INNKEEPERS ACQUISITIONS
PALM BEACH, Fla. (October 27, 2011) Chatham Lodging Trust (NYSE: CLDT), a hotel real estate investment trust (REIT) focused on investing in premium-branded, select-service hotels, and affiliates of Cerberus Capital Management, L.P., a private investment firm, today announced that they have completed the acquisition of 64 hotels from affiliates of Innkeepers USA Trust.
The joint venture between Cerberus and Chatham acquired the 64 hotels, aggregating 8,329 rooms, for a total gross purchase price of approximately $1.02 billion, including the assumption of approximately $675 million of mortgage debt on 45 of the hotels with a weighted average interest rate of 6.71 percent and maturing in 2017. The other 19 hotels are unencumbered. The purchase price per room, net of cash reserves, was approximately $118,000 per room/suite.
Chatham owns an approximate 10.3 percent interest in the joint venture and funded its $37 million investment in the joint venture with borrowings under its senior secured revolving credit facility. Chatham will provide certain asset management services to the joint venture and will receive a promote interest based on meeting certain return thresholds. All costs of operating the joint venture will be paid by the joint venture.
All but one of the 64 acquired hotels will continue to be managed by Island Hospitality Management, a hotel management company that is 90-percent owned by Jeffrey H. Fisher, Chathams chief executive officer and president.
About Chatham Lodging Trust
Chatham Lodging Trust is a self-advised REIT that was organized to invest in upscale extended-stay hotels and premium-branded, select-service hotels. The company currently owns 18 hotels with an aggregate of 2,414 rooms/suites in 10 states and the District of Columbia, holds a minority investment in a joint venture that owns 64 hotels with 8,329 rooms/suites and has one additional hotel comprising 174 rooms/suites under contract to purchase. Additional information about Chatham may be found at www.chathamlodgingtrust.com.
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Forward-Looking Statement Safe Harbor
Note: This press release contains forward-looking statements within the meaning of federal
securities regulations. These forward-looking statements are identified by their use of terms and
phrases such as anticipate, believe, could, estimate, expect, intend, may, should,
plan, predict, project, will, continue and other similar terms and phrases, including
references to assumption and forecasts of future results. Forward-looking statements are not
guarantees of future performance and involve known and unknown risks, uncertainties and other
factors which may cause the actual results to differ materially from those anticipated at the time
the forward-looking statements are made. These risks are described in the Companys Annual Report
on Form 10-K for the year ended December 31, 2010, and include, but are not limited to: national
and local economic and business conditions, including the effect on travel of potential terrorist
attacks, that will affect occupancy rates at the companys hotels and the demand for hotel products
and services; operating risks associated with the hotel business; risks associated with the level
of the companys indebtedness and its ability to meet covenants in its debt agreements;
relationships with property managers; the companys ability to maintain its properties in a
first-class manner, including meeting capital expenditure requirements; the companys ability to
compete effectively in areas such as access, location, quality of accommodations and room rate
structures; changes in travel patterns, taxes and government regulations which influence or
determine wages, prices, construction procedures and costs; the companys ability to complete
acquisitions and dispositions; and the companys ability to continue to satisfy complex rules in
order for the company to remain a REIT for federal income tax purposes and other risks and
uncertainties associated with the companys business described in the companys filings with the
SEC. Although the company believes the expectations reflected in such forward-looking statements
are based upon reasonable assumptions, it can give no assurance that the expectations will be
attained or that any deviation will not be material. All information in this release is as of
October 27, 2011, and the company undertakes no obligation to update any forward-looking statement
to conform the statement to actual results or changes in the companys expectations.
Fact Sheet
Hotels Acquired by Cerberus-Chatham Lodging Trust Joint Venture
# | Hotel | Location | State | Rooms | ||||||||
1 | Boston Bulfinch
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Boston | MA | 79 | ||||||||
2 | Courtyard by Marriott
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Ft. Lauderdale | FL | 136 | ||||||||
3 | Courtyard by Marriott
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Atlantic City | NJ | 206 | ||||||||
4 | Courtyard by Marriott
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Montvale | NJ | 184 | ||||||||
5 | Embassy Suites
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Santa Clarita | CA | 156 | ||||||||
6 | Gatehouse Suites
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Indianapolis | IN | 88 | ||||||||
7 | Gatehouse Suites
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East Lansing | MI | 60 | ||||||||
8 | Gatehouse Suites
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Grand Rapids | MI | 96 | ||||||||
9 | Gatehouse Suites
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Troy | MI | 152 | ||||||||
10 | Hampton Inn
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Naples | FL | 107 | ||||||||
11 | Hampton Inn
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Westchester | IL | 112 | ||||||||
12 | Hampton Inn
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Louisville | KY | 173 | ||||||||
13 | Hampton Inn
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Woburn | MA | 99 | ||||||||
14 | Hampton Inn
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Columbia | MD | 83 | ||||||||
15 | Hampton Inn
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Germantown | MD | 178 | ||||||||
16 | Hampton Inn
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Islandia | NY | 120 | ||||||||
17 | Hampton Inn
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Willow Grove | PA | 150 | ||||||||
18 | Hyatt Summerfield Suites
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Belmont (Silicon Valley) | CA | 132 | ||||||||
19 | Hyatt Summerfield Suites
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El Segundo | CA | 122 | ||||||||
20 | Hyatt Summerfield Suites
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Mt. Laurel | NJ | 116 | ||||||||
21 | Hyatt Summerfield Suites
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Dallas (Addison ) | TX | 132 | ||||||||
22 | Hyatt Summerfield Suites
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Dallas (Las Colinas) | TX | 148 | ||||||||
23 | Residence Inn by Marriott
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Fremont (Silicon Valley) | CA | 80 | ||||||||
24 | Residence Inn by Marriott
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Mountain View (Silicon Valley) |
CA |
112 |
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25 | Residence Inn by Marriott
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Ontario | CA | 200 | ||||||||
26 | Residence Inn by Marriott
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San Jose (Silicon Valley) | CA | 80 | ||||||||
27 | Residence Inn by Marriott
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San Jose (Silicon Valley) | CA | 150 | ||||||||
28 | Residence Inn by Marriott
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San Mateo (Silicon Valley) | CA | 160 | ||||||||
29 | Residence Inn by Marriott
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Sunnyvale (Silicon Valley) | CA | 231 | ||||||||
30 | Residence Inn by Marriott
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Sunnyvale (Silicon Valley) | CA | 247 | ||||||||
31 | Residence Inn by Marriott
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Denver | CO | 159 | ||||||||
32 | Residence Inn by Marriott
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Denver (Englewood) | CO | 128 | ||||||||
33 | Residence Inn by Marriott
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Shelton | CT | 96 | ||||||||
34 | Residence Inn by Marriott
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Windsor | CT | 96 | ||||||||
35 | Residence Inn by Marriott
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Altamonte Springs | FL | 128 | ||||||||
36 | Residence Inn by Marriott
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Atlanta | GA | 160 | ||||||||
37 | Residence Inn by Marriott
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Atlanta (Norcross) | GA | 120 | ||||||||
38 | Residence Inn by Marriott
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Chicago (OHare) | IL | 192 | ||||||||
39 | Residence Inn by Marriott
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Lexington | KY | 80 | ||||||||
40 | Residence Inn by Marriott
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Louisville | KY | 96 | ||||||||
41 | Residence Inn by Marriott
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Gaithersburg | MD | 132 | ||||||||
42 | Residence Inn by Marriott
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Portland | ME | 78 | ||||||||
43 | Residence Inn by Marriott
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Detroit (Livonia) | MI | 112 | ||||||||
44 | Residence Inn by Marriott
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Troy (Madison Heights) | MI | 96 | ||||||||
45 | Residence Inn by Marriott
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Cherry Hill | NJ | 96 | ||||||||
46 | Residence Inn by Marriott
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Saddle River | NJ | 174 | ||||||||
47 | Residence Inn by Marriott
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Binghamton | NY | 72 | ||||||||
48 | Residence Inn by Marriott
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Harrisburg | PA | 122 | ||||||||
49 | Residence Inn by Marriott
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Dallas (Addison ) | TX | 150 | ||||||||
50 | Residence Inn by Marriott
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Dallas (Arlington) | TX | 114 | ||||||||
51 | Residence Inn by Marriott
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Richmond | VA | 104 | ||||||||
52 | Residence Inn by Marriott
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Richmond | VA | 80 | ||||||||
53 | Residence Inn by Marriott
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Bellevue | WA | 120 | ||||||||
54 | Residence Inn by Marriott
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Bothell | WA | 120 | ||||||||
55 | Residence Inn by Marriott
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Lynnwood | WA | 120 | ||||||||
56 | Residence Inn by Marriott
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Seattle | WA | 144 | ||||||||
57 | Sheraton
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Rockville | MD | 154 | ||||||||
58 | Sheraton Four Points
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Ft. Walton Beach | FL | 216 | ||||||||
59 | Stay Inn
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Lombard | IL | 128 | ||||||||
60 | Stay Inn
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Schaumburg | IL | 128 | ||||||||
61 | Stay Inn
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Ft. Wayne | IN | 80 | ||||||||
62 | Stay Inn
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Albany | NY | 126 | ||||||||
63 | Towne Place Suites by Marriott |
Horsham |
PA |
95 |
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64 | Westin
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Morristown | NJ | 224 | ||||||||
Total | 8,329 | |||||||||||
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