UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): May 30, 2013
HOSPITALITY PROPERTIES TRUST
(Exact Name of Registrant as Specified in Its Charter)
Maryland
(State or Other Jurisdiction of Incorporation)
1-11527 |
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04-3262075 |
(Commission File Number) |
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(IRS Employer Identification No.) |
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Two Newton Place, 255 Washington Street, |
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02458-1634 |
(Address of Principal Executive Offices) |
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(Zip Code) |
617-964-8389
(Registrants Telephone Number, Including Area Code)
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 8.01. Other Events.
On May 30, 2013, Hospitality Properties Trust, or the Company, issued a press release announcing that it has elected to redeem all of its 6,700,000 outstanding 7% Series C Cumulative Redeemable Preferred Shares, or the Series C Preferred Shares, for a redemption price equal to the liquidation preference of $25.00 per share plus all accrued and unpaid dividends to the redemption date, and without interest, in accordance with the terms of the articles supplementary to the Companys amended and restated declaration of trust, as amended to date, applicable to the Series C Preferred Shares. This redemption is expected to occur on July 1, 2013. A copy of the Companys press release is filed as Exhibit 99.1.
WARNING CONCERNING FORWARD LOOKING STATEMENTS
THIS CURRENT REPORT ON FORM 8-K CONTAINS STATEMENTS WHICH CONSTITUTE FORWARD LOOKING STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 AND OTHER SECURITIES LAWS. THESE FORWARD LOOKING STATEMENTS ARE BASED UPON THE COMPANYS PRESENT INTENT, BELIEFS OR EXPECTATIONS, BUT FORWARD LOOKING STATEMENTS ARE NOT GUARANTEED TO OCCUR AND MAY NOT OCCUR FOR VARIOUS REASONS, INCLUDING SOME REASONS WHICH ARE BEYOND THE COMPANYS CONTROL. FOR EXAMPLE:
· THIS CURRENT REPORT ON FORM 8-K STATES THAT THE COMPANY HAS ELECTED TO REDEEM ALL OF ITS OUTSTANDING SERIES C PREFERRED SHARES AND THAT THIS REDEMPTION IS EXPECTED TO OCCUR ON JULY 1, 2013. HOWEVER, THE EXPECTED REDEMPTION OF THE SERIES C PREFERRED SHARES MAY NOT BE COMPLETED OR IT COULD BE DELAYED DUE TO THE OCCURRENCE OF UNFORESEEN OR OTHER CIRCUMSTANCES.
YOU SHOULD NOT PLACE UNDUE RELIANCE UPON THE COMPANYS FORWARD LOOKING STATEMENTS.
EXCEPT AS REQUIRED BY LAW, THE COMPANY DOES NOT INTEND TO UPDATE OR CHANGE ANY FORWARD LOOKING STATEMENTS AS A RESULT OF NEW INFORMATION, FUTURE EVENTS OR OTHERWISE.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1 Press Release dated May 30, 2013.
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.
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HOSPITALITY PROPERTIES TRUST | |
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By: |
/s/ Mark L. Kleifges |
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Name: |
Mark L. Kleifges |
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Title: |
Treasurer and Chief Financial Officer |
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Dated: May 31, 2013 |
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Exhibit 99.1
FOR IMMEDIATE RELEASE |
Contact: |
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Timothy A. Bonang, Vice President, Investor Relations, |
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(617) 796-8232 |
Hospitality Properties Trust Announces Redemption of 7% Series C Preferred Shares
Newton, MA (May 30, 2013): Hospitality Properties Trust (NYSE: HPT) today announced that it will redeem all of its 6.7 million outstanding 7% Series C Cumulative Redeemable Preferred Shares (CUSIP No.: 44106M508 and NYSE: HPT PR C) (Series C Preferred Shares) at the stated Liquidation Preference price of $25 per share plus accrued and unpaid dividends to the date of redemption. This redemption is expected to occur on or about July 1, 2013. Dividends will cease to accrue on the Series C Preferred Shares as of the redemption date. Holders who hold Series C Preferred Shares through the Depository Trust Company (DTC) will be redeemed in accordance with DTCs procedures. Questions relating to the notice of redemption and related materials should be directed to Wells Fargo Shareowner Services, HPTs transfer agent and the paying agent for the redemption of the Series C Preferred Shares, at 1-800-468-9716. The address of the paying agent is Wells Fargo Shareowner Services, Attn: Corporate Actions Department, P.O. Box 64858, St. Paul, MN 55164-0858.
HPT expects to fund this redemption with proceeds from its offering of 4.5% Unsecured Senior Notes Due 2023.
Hospitality Properties Trust is a real estate investment trust, or REIT, which owns or leases 290 hotels and 185 travel centers located in 44 states, Puerto Rico and Canada. HPT is headquartered in Newton, Massachusetts.
A Maryland Real Estate Investment Trust with transferable shares of beneficial interest listed on the New York Stock Exchange.
No shareholder, Trustee or officer is personally liable for any act or obligation of the Trust.
WARNING CONCERNING FORWARD LOOKING STATEMENTS
THIS PRESS RELEASE CONTAINS FORWARD LOOKING STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 AND OTHER SECURITIES LAWS. THESE FORWARD LOOKING STATEMENTS ARE BASED UPON HPTS PRESENT EXPECTATIONS, BUT THESE STATEMENTS AND THE IMPLICATIONS OF THESE STATEMENTS MAY NOT OCCUR. FOR EXAMPLE, THIS PRESS RELEASE STATES THAT HPT HAS ELECTED TO REDEEM ALL OF ITS 6.7 MILLION OUTSTANDING 7% SERIES C CUMULATIVE PREFERRED SHARES AND THAT THIS REDEMPTION IS EXPECTED TO OCCUR ON JULY 1, 2013. HOWEVER, THE EXPECTED REDEMPTION OF THE 6.7 MILLION OUTSTANDING 7% SERIES C PREFERRED SHARES MAY NOT BE COMPLETED OR IT COULD BE DELAYED DUE TO THE OCCURRENCE OF UNFORESEEN OR OTHER CIRCUMSTANCES. FOR THESE REASONS, AMONG OTHERS, INVESTORS SHOULD NOT PLACE UNDUE RELIANCE UPON FORWARD LOOKING STATEMENTS.
(end)
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