Attached files
| file | filename |
|---|---|
| EX-99.1 - EXHIBIT 99.1 - Pebblebrook Hotel Trust | agreementtosellmanhattanex.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): | November 7, 2016 | |
PEBBLEBROOK HOTEL TRUST
__________________________________________
(Exact name of registrant as specified in its charter)
Maryland | 001-34571 | 27-1055421 |
_____________________ (State or other jurisdiction | _____________ (Commission | ______________ (I.R.S. Employer |
of incorporation) | File Number) | Identification No.) |
7315 Wisconsin Avenue, 1100 West, Bethesda, Maryland | 20814 | |
________________________________ (Address of principal executive offices) | ___________ (Zip Code) | |
Registrant’s telephone number, including area code: | (240) 507-1300 | |
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:
☐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 7.01 Regulation FD Disclosure.
On November 7, 2016, Pebblebrook Hotel Trust (the “Company”) issued a press release to announce that it has executed a purchase and sale agreement to sell the 618-room, upper upscale, full-service Manhattan NYC in New York, New York (the "Manhattan NYC") for $217.5 million to a third party.
A copy of the press release is furnished as Exhibit 99.1 to this report.
The Company has posted a copy of the press release in the Investor Relations section of its website at www.pebblebrookhotels.com
Item 8.01. Other Events.
The Company has entered into a purchase and sale agreement to sell the Manhattan NYC for $217.5 million. The Company expects the transaction to close within 90 days. The transaction is subject to customary closing conditions, and the Company offers no assurances that the transaction will be completed. Proceeds from the transaction will be used for general business purposes, which may include reducing the Company's outstanding debt or repurchasing the Company's common shares.
Forward-Looking Statements
This Current Report on Form 8-K contains statements that are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Act of 1934, as amended, pursuant to the safe harbor provisions of the Private Securities Reform Act of 1995. These forward-looking statements relate to the completion and terms of the sale of the Manhattan NYC. Forward-looking statements are based on certain assumptions and can include future expectations, future plans and strategies, financial and operating projections or other forward-looking information.
These forward-looking statements are subject to various risks and uncertainties, not all of which are known to the Company and many of which are beyond the Company’s control, which could cause actual results to differ materially from such statements. These risks and uncertainties include, but are not limited to, the state of the U.S. economy, supply and demand in the hotel industry and other factors as are described in greater detail in the Company’s filings with the Securities and Exchange Commission, including, without limitation, the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. Unless legally required, the Company disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. | Description | |
99.1 | Press release, dated November 7, 2016, regarding the execution of a purchase and sale agreement to sell Manhattan NYC. | |
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.
PEBBLEBROOK HOTEL TRUST | ||||
November 8, 2016 | By: | /s/ Raymond D. Martz | ||
Name: Raymond D. Martz | ||||
Title: Executive Vice President, Chief Financial Officer, Treasurer and Secretary | ||||
EXHIBIT INDEX
Exhibit No. | Description | |
99.1 | Press release, dated November 7, 2016, regarding the execution of a purchase and sale agreement to sell Manhattan NYC. | |