Attached files

file filename
EX-10.3 - EX-10.3 - Carey Watermark Investors Inca13-18857_1ex10d3.htm
EX-10.2 - EX-10.2 - Carey Watermark Investors Inca13-18857_1ex10d2.htm
EX-10.1 - EX-10.1 - Carey Watermark Investors Inca13-18857_1ex10d1.htm
EX-99.1 - EX-99.1 - Carey Watermark Investors Inca13-18857_1ex99d1.htm
EX-10.4 - EX-10.4 - Carey Watermark Investors Inca13-18857_1ex10d4.htm

 

 

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): August 13, 2013

 

 

Carey Watermark Investors Incorporated

(Exact Name of Registrant as Specified in its Charter)

 

Maryland

(State or Other Jurisdiction of Incorporation)

 

000-54263

 

26-2145060

(Commission File Number)

 

(IRS Employer Identification No.)

 

50 Rockefeller Plaza, New York, NY

 

10020

 

(Address of Principal Executive Offices)

 

(Zip Code)

 

 

 

Registrant’s telephone number, including area code:  (212) 492-1100

 

(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):

 

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 1.01 Entry into a Material Definitive Agreement

 

The information set forth under Item 2.01 of this Current Report on Form 8-K (the “Report”) is incorporated herein by reference.

 

Item 2.01 Completion of Acquisition or Disposition of Assets

 

On August 13, 2013, a wholly-owned subsidiary of Carey Watermark Investors Incorporated (“CWI”) completed the acquisition of the Raleigh Marriott City Center from Noble Raleigh Associates, LLC, an unaffiliated third party. The 400-room full service hotel is located in downtown Raleigh, North Carolina. CWI’s investment in the property is approximately $89.0 million in the aggregate, including a $83.0 million purchase price and $6.0 million of planned capital improvements and acquisition-related costs. The ground lease for the hotel is with the city of Raleigh and has a 99-year term with 93 years remaining. The hotel will continue to be managed by Interstate Hotels & Resorts, an unaffiliated third party. A copy of the press release announcing the transaction is filed as Exhibit 99.1 to this Report.

 

In connection with the acquisition, CWI obtained $51.5 million in non-recourse, interest-only debt financing, with an annual interest rate fixed at 4.61% and a maturity date of September 1, 2018.

 

The foregoing descriptions do not purport to be complete and are subject to, and qualified in their entirety by, reference to the Purchase and Sale Agreement, by and between Noble Raleigh Associates, LLC and CWI Raleigh Hotel, LLC, dated as of May 29, 2013, as amended. Copies of the agreement and the amendments thereto are filed hereto as Exhibits 10.1, 10.2, 10.3 and 10.4 and are incorporated herein by reference.

 

Item 9.01 - Financial Statements and Exhibits.

 

(a) and (b)

 

Pursuant to Items 9.01(a) and (b) of Form 8-K, the registrant hereby undertakes to file any financial statements required to be filed in response to Item 2.01 of Form 8-K through an amendment to this Report within 71 days after the date that this Report is filed.

 

(d) Exhibits

 

Exhibit No.

 

Description

 

 

 

10.1

 

Purchase and Sale Agreement, dated as of May 29, 2013, by and between Noble Raleigh Associates, LLC and CWI Raleigh Hotel, LLC.

 

 

 

10.2

 

First Amendment to Purchase and Sale Agreement, dated as of June 3, 2013, by and between Noble Raleigh Associates, LLC and CWI Raleigh Hotel, LLC.

 

 

 

10.3

 

Letter Agreement, dated as of June 19, 2013, by and between Noble Raleigh Associates, LLC and CWI Raleigh Hotel, LLC.

 

 

 

10.4

 

Second Amendment to Purchase and Sale Agreement, dated as of June 27, 2013, by and between Noble Raleigh Associates, LLC and CWI Raleigh Hotel, LLC.

 

 

 

99.1

 

Press Release titled “Carey Watermark Investors Acquires Raleigh Marriott City Center issued on August 14, 2013.

 

- 2 -


 

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, thereunto duly authorized.

 

 

Carey Watermark Investors Incorporated

 

 

 

 

 

 

 

Date:   August 19, 2013

By:

/s/ Catherine D. Rice

 

 

Catherine D. Rice

 

 

Chief Financial Officer

 

- 3 -