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 4, 2010
DiamondRock Hospitality Company
(Exact name of registrant as specified in its charter)
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| Maryland
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001-32514
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20-1180098 |
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.) |
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6903 Rockledge Drive, Suite 800
Bethesda, MD
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20817 |
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| (Address of principal executive offices)
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(Zip Code) |
Registrant’s telephone number, including area code: (240) 744-1150
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
The information in this Current Report on Form 8-K is furnished under Item 2.02 — “Results of
Operations and Financial Condition” and Item 7.01 —
“Regulation FD Disclosure.” Such information, including the exhibits attached hereto,
shall not be deemed “filed” for any purpose, including for the purposes of Section 18 of the
Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the
liabilities of that Section. The information in this Current Report on Form 8-K shall not be deemed
incorporated by reference into any filing under the Securities Act of 1933, as amended, or the
Exchange Act regardless of any general incorporation language in such filing.
This Current Report on Form 8-K
contains forward-looking statements within the meaning of federal securities laws and regulations.
These forward-looking statements are identified by their use of terms and phrases such as
“anticipate,” “believe,” “could,” “estimate,” “expect,
” “intend,” “may,” “plan,” “predict,”
“project,” “should,” “will,” “continue” and other similar
terms and phrases, including references
to assumptions and forecasts of future results. Forward-looking statements are not guarantees of
future performance and involve known and unknown risks, uncertainties and other factors which may
cause the actual results to differ materially from those anticipated at the time the
forward-looking statements are made. A detailed discussion of these and other risks and
uncertainties that could cause actual results and events to differ materially from such
forward-looking statements is included in Item 1A “Risk Factors” of our Annual Report on Form
10-K for the fiscal year ended December 31, 2009 and other reports that we file with the
Securities and Exchange Commission. We undertake no obligation to update or revise publicly
any forward-looking statements, whether as a result of new information, future events or otherwise.
ITEM 2.02. Results of Operations and Financial Condition.
On May 4, 2010, DiamondRock Hospitality Company (the “Company”) issued a press release announcing
its financial results for the quarter ended March 26, 2010. The text of the press release is
attached hereto as Exhibit 99.1 and is incorporated by reference herein.
ITEM
7.01. Regulation FD Disclosure.
On May 5, 2010, during its previously announced conference call for investors and other interested parties, the Company
provided the following information regarding its 2010 guidance for RevPAR.
The Company currently expects its 2010
RevPAR growth from the comparable period in 2009 to be as follows:
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Between 4 percent and 6 percent for the second quarter; |
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Between negative 2 percent and flat for the third quarter; and |
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Between 3 percent and 5 percent for the fourth quarter. |
ITEM 9.01. Financial Statements and Exhibits.
(d) Exhibits.
See Index to Exhibits attached hereto.