e8vk
 
 
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): April 23, 2010
CHATHAM LODGING TRUST
(Exact name of Registrant as specified in its charter)
 
         
Maryland
(State or Other Jurisdiction
of Incorporation or Organization)
  001-34693
(Commission File Number)
  27-1200777
(I.R.S. Employer Identification No.)
     
50 Cocoanut Row, Suite 200
Palm Beach, Florida

(Address of principal executive offices)
  33480
(Zip Code)
(561) 802-4477
(Registrant’s 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))
 
 

 


 

Item 2.01   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 Company’s 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.
Item 9.01.   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 Company’s 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 Company’s Registration Statement on Form S-11 (File No. 333-162889) and is incorporated herein by reference.
(d) Exhibits.
     
Exhibit    
Number   Description
99.1
  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.
         
  CHATHAM LODGING TRUST
 
 
Date: April 28, 2010  By:   /s/ Julio E. Morales    
    Julio E. Morales   
    Executive Vice President and Chief Financial Officer   

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EXHIBIT INDEX
     
Exhibit    
Number   Description
99.1
  Press release dated April 26, 2010

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exv99w1
Exhibit 99.1
(CHATHAM LODGING TRUST LOGO)
         
For Immediate Release    
Contact:
  Jerry Daly, Carol McCune   Peter Willis
 
  Daly Gray Public Relation   Chief Investment Officer
 
  (Media)   (Acquisitions)
 
  jerry@dalygray.com   pwillis@cl-trust.com
 
  (703) 435-6293   (561) 227-1387
Chatham Lodging Trust Acquires Six Hotels from RLJ Development for $73.5 Million
     PALM BEACH, Fla., April 26, 2010—Chatham 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 acquire—upscale 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:
    Homewood Suites by Hilton® Boston – Billerica/Bedford/Burlington; Billerica, Mass.; 147 suites.
    Homewood Suites by Hilton® Hartford – Farmington; Farmington, Conn.; 121 suites.
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Chatham Lodging Trust
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    Homewood Suites by Hilton® Minneapolis – Mall of America; Bloomington, Minn., 144 suites.
    Homewood Suites by Hilton® Dallas – Market Center; Dallas, Texas; 137 suites.
    Homewood Suites by Hilton® Orlando – Maitland; Maitland, Fla.; 143 suites.
    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 company’s filings with the Securities and Exchange Commission.

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