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): June 15, 2011
CHESAPEAKE LODGING TRUST
(Exact name of registrant as specified in its charter)
Maryland | 001-34572 | 27-0372343 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
1997 Annapolis Exchange Parkway, Suite 410 Annapolis, MD |
21401 | |
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code: (410) 972-4140
Not Applicable
(Former name or former address, if changed since 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 (see General Instruction A.2. below):
¨ | 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 1.01. | Entry into a Material Definitive Agreement. |
On June 15, 2011, Chesapeake Lodging Trust (the Company) entered into an agreement to acquire an upscale, full-service hotel located in downtown San Diego, California for $55.5 million from an unaffiliated third party. The Company intends to fund the acquisition with a borrowing under the Companys revolving credit facility. The Company expects the acquisition to close in the next 15 days, however, because the acquisition is subject to customary closing conditions, the Company can give no assurance that the transaction will be consummated during that time period, or at all.
Certain statements and assumptions in this filing contain or are based upon forward-looking information and are being made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties. When the Company uses the words will likely result, may, anticipate, estimate, should, expect, believe, intend, or similar expressions, the Company intends to identify forward-looking statements. Such forward-looking statements include, but are not limited to, the Companys expectations as to the mix of consideration to be paid and time for completing, if at all, the acquisition described. Such statements are subject to numerous assumptions and uncertainties, many of which are outside Chesapeake Lodging Trusts control. The Company undertakes no obligation to publicly release the result of any revisions to these forward-looking statements that may be made to reflect any future events or circumstances, except as required by law.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: June 16, 2011 | CHESAPEAKE LODGING TRUST | |||||
By: | /s/ Graham J. Wootten | |||||
Graham J. Wootten | ||||||
Senior Vice President and Chief Accounting Officer |