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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): November 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
(Address of principal executive offices)
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33480
(Zip Code) |
(561) 802-4477
(Registrants telephone number, including area code)
Not Applicable
(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 Completion of Acquisition or Disposition of Assets.
On November 3, 2010, a wholly owned subsidiary of Chatham Lodging Trust (the Company) completed
the acquisition of the 145-suite Homewood Suites by Hilton® in Carlsbad,
California (the Carlsbad Hotel) for a total cash purchase price of $32.0 million, plus customary
pro-rated amounts and closing costs. The Carlsbad Hotel was purchased from Royal Hospitality
Washington, LLC and Lee Estates, LLC. The Carlsbad Hotel will be managed by Island Hospitality
Management (Island) pursuant to a management agreement between a taxable real estate investment
trust subsidiary of the Company (TRS) and Island. The Company funded the purchase price for the
Carlsbad Hotel from borrowings under its secured revolving credit facility.
The management agreement with Island provides for base management fees equal to 3% of the managed
hotels gross room revenue. The initial term of the management agreement is five years and will
renew automatically for two successive five-year terms unless terminated by the TRS or Island by
written notice to the other party no later than 90 days prior to the terms expiration. The
management agreements may be terminated for cause, including the failure of the managed hotel
operating performance to meet specified levels.
A copy of the press release announcing the completion of the acquisition of the Carlsbad Hotel is
filed as Exhibit 99.1 to this report.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit |
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Number |
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Description |
99.1 |
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Press release dated November 3, 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: November 5, 2010 |
By: |
/s/ Dennis M. Craven
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Dennis M. Craven |
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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 November 3, 2010 |
exv99w1
Exhibit 99.1
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 Completes Acquisition of Homewood Suites by Hilton Carlsbad, CA
PALM BEACH, Fla., November 3, 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 the previously announced acquisition
of the 145-suite Homewood Suites by Hilton® Carlsbad, Calif., in suburban San Diego, for
approximately $32.0 million. The acquisition was funded with borrowings under Chathams secured
revolving credit facility. Chatham has now acquired 13 hotels since its April 21, 2010 IPO.
This is Chathams first acquisition in California, a market we know very well and where we
have extensive experience, said Jeffrey H. Fisher, Chathams chief executive officer. We
continue to seek other West Coast properties and have an active acquisition pipeline of
premium-branded upscale extended-stay and select-service hotels in areas with high barriers to
entry.
Located at 2223 Palomar Airport Road, Carlsbad, Calif., 35 miles north of downtown San Diego,
the three-story upscale extended-stay Homewood Suites by Hilton® hotel opened in 2008, features 145
suites with fully equipped kitchens and complimentary high speed Internet access. The hotel is
convenient to the many leisure activities in the surrounding San Diego area, especially Legoland,
as well as many commercial demand generators and the McClellan-Palomar Airport. Carlsbad, Calif.,
is considered the golf equipment capital of the United States and, quite possibly, the world,
Fisher noted. As the epicenter of the golf industry, more than 15 golf companies reside within a
50-mile stretch, including Acushnet, Callaway and TaylorMade.
The 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. The company
currently owns 13 hotels with an aggregate of 1,650 rooms/suites in eight states. 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.