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)
| |
|
|
|
|
|
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 |
2