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): May 6, 2013
SUMMIT HOTEL PROPERTIES, INC. |
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Maryland |
001-35074 |
27-2962512 |
(State or Other Jurisdiction of Incorporation or Organization) |
(Commission File Number)
|
(I.R.S. Employer Identification No.)
|
SUMMIT HOTEL OP, LP |
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Delaware |
000-54273 |
20-0617340 |
(State or Other Jurisdiction of Incorporation or Organization) |
(Commission File Number)
|
(I.R.S. Employer Identification No.)
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12600 Hill Country Boulevard, Suite R-100
Austin, Texas 78738
(Address
of Principal Executive Offices) (Zip Code)
(512) 538-2300
(Registrants’
telephone number, including area code)
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 1.01. Entry into a Material Definitive Agreement.
On May 6, 2013, Summit Hotel OP, LP, the operating partnership of Summit Hotel Properties, Inc. (the “Company”) entered into a definitive agreement to acquire a portfolio of four unencumbered hotels containing an aggregate of 786 guestrooms (the “White Lodging Portfolio”) from certain affiliates of White Lodging Services Corporation (“White Lodging”) for a purchase price of $153 million, subject to closing prorations and adjustments. The closing of the acquisition is expected to occur within the next sixty days. The acquisition is subject to satisfactory completion of the Company’s due diligence and satisfaction of customary closing conditions. Accordingly, the Company can give no assurance that the transaction will be consummated. The Company intends to enter into an agreement with White Lodging, to operate each hotel.
The following table lists the four hotels in the White Lodging Portfolio.
Hotel |
Location |
Number of Rooms |
Fairfield Inn & Suites | Louisville, KY | 135 |
SpringHill Suites | Louisville, KY | 198 |
SpringHill Suites | Indianapolis, IN | 156 |
Courtyard by Marriott |
Indianapolis, IN |
297 |
786 Total |
For the twelve-month period ended March 31, 2013, on a weighted-average basis, the hotels in the White Lodging Portfolio had occupancy of 68.5%, an average daily rate of $124.79 and revenue per available room of $85.47.
Forward Looking Statements
This Current Report on Form 8-K contains statements that are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements are based upon the Company’s expectations, but these statements are not guaranteed to occur. Investors should not place undue reliance upon forward-looking statements. These statements relate to, among other things, the Company’s pending acquisitions. No assurance can be given that the acquisitions will be completed when expected, on the terms described or at all. These actions are subject to numerous conditions, many of which are beyond the control of the Company, including, without limitation, general economic conditions, market conditions and other factors, including those set forth in the Risk Factors section of the Company’s periodic reports and other documents filed with the Securities and Exchange Commission (the “SEC”). Copies are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements after the date of this Current Report on Form 8-K.
SIGNATURE
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.
SUMMIT HOTEL PROPERTIES, INC. |
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(Registrant) |
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By: |
/s/ Christopher R. Eng |
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Christopher R. Eng |
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Date: |
May 6, 2013 |
Vice President, General Counsel and Secretary |
SUMMIT HOTEL OP, LP |
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(Registrant) |
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By: |
SUMMIT HOTEL GP, LLC, |
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its General Partner |
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By: |
SUMMIT HOTEL PROPERTIES, INC., |
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its Sole Member |
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By: |
/s/ Christopher R. Eng |
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Christopher R. Eng |
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Date: |
May 6, 2013 |
Vice President, General Counsel and Secretary |