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 11, 2016 (October 10, 2016)
CHATHAM LODGING TRUST
(Exact name of Registrant as specified in its charter)
Maryland | 001-34693 | 27-1200777 |
(State or Other Jurisdiction of Incorporation or Organization) | (Commission File Number) | (I.R.S. Employer Identification No.) |
222 Lakeview Avenue, Suite 200 West Palm Beach, Florida | 33401 |
(Address of principal executive offices) | (Zip Code) |
(561) 802-4477
(Registrant’s telephone number, including area code)
(Registrant's Former Address)
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 2.02 Results of Operations and Financial Condition.
On October 10, 2016, Chatham Lodging Trust issued a press release updating its operating outlook for the three months ended September 30, 2016. A copy of the press release is attached hereto as Exhibit 99.1 to this report and is incorporated herein by reference.
In accordance with General Instruction B.2 of Form 8-K, the information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section.
Furthermore, the information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be incorporated by reference into any filing or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing or document.
Item 9.01 Financial Statements and Exhibits.
Press Release Dated October 10, 2016 Updating Third Quarter 2016 Operating Outlook.
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 11, 2016 | By: | /s/ Jeremy B. Wegner | ||
Name: Jeremy B. Wegner | ||||
Title: Senior Vice President and Chief Financial Officer | ||||
Exhibit Index
Exhibit No. | Description | |
99.1 | Press Release Dated October 10, 2016 Updates Third Quarter Operating Outlook | |
For Immediate Release | Exhibit 99.1 |
Contact: | |
Chris Daly | Dennis Craven |
Daly Gray Public Relations | Chief Operating Officer |
(Media) | (Company) |
chris@dalygray.com | dcraven@cl-trust.com |
(703) 435-6293 | (561) 227-1386 |
Chatham Lodging Updates Third Quarter Operating Outlook
Sets Earnings Conference Call for November 3
WEST PALM BEACH, Fla., October 10, 2016- Chatham Lodging Trust (NYSE: CLDT), a lodging real estate investment trust (REIT) that invests in upscale, extended-stay hotels and premium-branded, select-service hotels and owns 133 hotels wholly or through joint ventures, today announced preliminary room revenue per available room (“RevPAR”) results for the quarter ended September 30, 2016, and updated its outlook for net income, net income per diluted share, adjusted EBITDA and adjusted FFO per share.
Previous Q3 2016 | Current Q3 2016 | ||
Outlook as of 8/3/2016 | Outlook as of 10/10/2016 | ||
2016 $13.4-$14.9 M $0.35-$0.38 -1.0 to +1.0% $38.0-$39.5 M $0.72-$0.75 | 2016 $12.8-$13.3 M $0.33-$0.34 -2.1% $37.0-$37.5 M $0.70-$0.71 | ||
Net income | |||
Net income per diluted share | |||
RevPAR Growth | |||
Adjusted EBITDA | |||
Adjusted FFO per Share | |||
“We faced tough comparisons over a very strong 2015 third quarter when our occupancy reached an all-time high of 88 percent for our owned portfolio,” noted Jeffrey H. Fisher, Chatham’s president and chief executive officer. “Our RevPAR recently was adversely impacted more than expected due to lower GDP growth that is restraining business travel, as well as new supply and a significant drop in demand in our oil-industry influenced Houston and western Pennsylvania markets. We have six hotels in those markets and those hotels experienced a RevPAR decline of 21 percent. This performance negatively impacted our RevPAR by approximately 200 basis points. Our reduced guidance with respect to adjusted EBITDA and FFO per share is reflective of reduced RevPAR performance, increased wage pressures and rising guest acquisition costs primarily from online travel agency commissions.”
The company also announced that it will report third quarter 2016 financial results on Thursday, November 3, 2016, before the opening of the market. That same day at 10:00 a.m. ET, Jeffrey H. Fisher, Chatham’s chief executive officer, Dennis M. Craven, executive vice president and chief operating officer, and Jeremy Wegner, senior vice president and chief financial officer, will host a conference call to review third quarter 2016 financial results.
Shareholders and other interested parties may listen to a simultaneous webcast of the conference call on the Internet by logging onto Chatham’s Web site, http://chathamlodgingtrust.com/, or www.streetevents.com, or may participate in the conference call by dialing 1-877-407-0789 and referencing Chatham Lodging Trust. A recording of the call will be available by telephone until 11:59 p.m. ET on Thursday, November 10, 2016, by dialing 1-844-512-2921, reference number 13647058. A replay of the conference call will be posted on Chatham’s website.
About Chatham Lodging Trust
Chatham Lodging Trust is a self-advised, publicly-traded real estate investment trust focused primarily on investing in upscale, extended-stay hotels and premium-branded, select-service hotels. The company owns interests in 133 hotels totaling 18,178 rooms/suites, comprised of 38 properties it wholly owns with an aggregate of 5,680 rooms/suites in 15 states and the District of Columbia and a minority investment in two joint ventures that own 95 hotels with an aggregate of 12,498 rooms/suites. Additional information about Chatham may be found at chathamlodgingtrust.com.
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 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 company’s hotels and the demand for hotel products and services; operating risks associated with the hotel business; risks associated with the level of the company’s indebtedness and its ability to meet covenants in its debt agreements; relationships with property managers; the company’s ability to maintain its properties in a first-class manner, including meeting capital expenditure requirements; the company’s 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 company’s ability to complete acquisitions and dispositions; and the company’s 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 company’s business described in the company's 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 10, 2016, and the company undertakes no obligation to update any forward-looking statement to conform the statement to actual results or changes in the company’s expectations.