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 21, 2012
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) | |||
Registrant’s 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 2.01. | Completion of Acquisition or Disposition of Assets. |
On August 21, 2012, Chesapeake Lodging Trust (the “Trust”) acquired the 520-room W Chicago - Lakeshore from Starwood Chicago Lakeshore Realty LLC for a purchase price of $126.0 million, plus customary pro-rated amounts and closing costs. The Trust funded the acquisition with available cash and cash equivalents and a borrowing under its revolving credit facility. The Trust entered into a long-term management agreement with an affiliate of Starwood Hotels & Resorts Worldwide, Inc. to continue to operate the hotel under the W flag. A copy of the Trust’s press release announcing this transaction is filed as Exhibit 99.1 to this report and incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(a) and (b) Financial statements of businesses acquired and pro forma financial information.
The financial statements and pro forma financial information required by Items 9.01(a) and 9.01(b) are currently being prepared. The Trust will file the required financial statements and pro forma financial information under the cover of Form 8-K/A as soon as practicable, but in no event later than November 6, 2012.
(d) Exhibits.
Incorporated by reference to the Exhibit Index filed herewith and incorporated herein by reference.
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: August 21, 2012 | CHESAPEAKE LODGING TRUST | |||||
| By: | /s/ Graham J. Wootten | |||||
| Graham J. Wootten | ||||||
| Senior Vice President and Chief Accounting Officer | ||||||
Exhibit Index
| Exhibit |
Exhibit Description | |
| 99.1 | Press release issued August 21, 2012 | |