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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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): April 23, 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 200
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b))
o 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 April 23, 2010, wholly owned subsidiaries of Chatham Lodging Trust (the Company)
completed the acquisition of six hotel properties (the Hotels) from wholly owned subsidiaries of
RLJ Development, LLC for an aggregate purchase price of $73.5 million, plus customary
pro-rated amounts and closing costs. Each of the Hotels operates under the Homewood Suites by
Hilton® brand and will be managed by Promus Hotels, Inc., a subsidiary of Hilton Worldwide. A summary of the terms of the management agreement governing the management of the Hotels is provided under the heading Business Initial
Acquisition Hotels Management Agreements in Amendment No. 7 to the Companys Registration Statement on
Form S-11 (File No. 333-162889) and is incorporated herein by reference.
The Hotels contain
an aggregate of 813 suites and are located in the major metropolitan statistical
areas of Boston, Massachusetts; Minneapolis, Minnesota; Nashville, Tennessee; Dallas, Texas;
Hartford, Connecticut and Orlando, Florida. The Company funded the acquisition of the Hotels with
the proceeds of its initial public offering of common shares, which was completed on April 21,
2010. A copy of the press release announcing the transaction 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) Financial Statements of Businesses Acquired.
Financial statements for the Hotels are provided on pages F-14 to F-24 of Amendment No. 7 to the Companys Registration Statement on
Form S-11 (File No. 333-162889) and are incorporated herein by reference.
(b) Pro Forma Financial Information.
Pro forma financial information for the Company is provided on pages F-7 to F-13 of Amendment No. 7 to the
Companys Registration Statement on
Form S-11 (File No. 333-162889) and is incorporated herein by reference.
(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 April 26, 2010 |
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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: April 28, 2010 |
By: |
/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 |
99.1
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Press release dated April 26, 2010 |
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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 Relation
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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 Acquires Six Hotels from RLJ Development for $73.5 Million
PALM BEACH, Fla., April 26, 2010Chatham Lodging Trust (NYSE: CLDT ) today announced that it
has acquired in an all-cash transaction six Homewood Suites by Hilton® hotels from RLJ
Development, LLC for $73.5 million, or approximately $90,406 per suite. The six hotels are the
first properties to be acquired by Chatham since it completed its initial public offering on April
21, 2010. The hotels will continue to be managed by Hilton Worldwide.
These hotels are typical of the type of properties we seek to acquireupscale extended-stay
hotels and premium-branded select-service properties that are located in major markets with high
barriers to entry near strong demand generators for both business and leisure guests, said Jeffrey
H. Fisher, Chatham chief executive officer. We intend to invest approximately $11 million over
the next two years at these hotels to upgrade guest rooms and common areas to enhance the guest
experience and to meet brand requirements.
The six hotels are:
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Homewood Suites by Hilton® Boston Billerica/Bedford/Burlington;
Billerica, Mass.; 147 suites. |
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Homewood Suites by Hilton® Hartford Farmington; Farmington, Conn.;
121 suites. |
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Chatham Lodging Trust
Page 2
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Homewood Suites by Hilton® Minneapolis Mall of America;
Bloomington, Minn., 144 suites. |
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Homewood Suites by Hilton® Dallas Market Center; Dallas, Texas; 137
suites. |
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Homewood Suites by Hilton® Orlando Maitland; Maitland, Fla.; 143
suites. |
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Homewood Suites by Hilton®Nashville Brentwood; Brentwood, Tenn.;
121 suites. |
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 six hotels with an aggregate of 813 rooms/suites. 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.
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