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 27, 2010 |
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.) |
2 Bethesda Metro Center, Suite 1530, Bethesda, Maryland | 20814 | |
_________________________________ (Address of principal executive offices) |
___________ (Zip Code) |
Registrants 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 1.01 Entry into a Material Definitive Agreement.
On May 27, 2010, a subsidiary of Pebblebrook Hotel Trust (the "Company") terminated its agreement, previously disclosed in the Company’s Current Report on Form 8-K filed on May 25, 2010 (the "Original Agreement"), to acquire an upscale full-service hotel (the "Property") in the Minneapolis-St. Paul region for $36.0 million from an unaffiliated third party. On May 25, 2010, an affiliate of the secured lender to the Property recorded a deed in lieu of foreclosure that had been tendered by the Property’s previous owner, thereby taking title to the Property from the previous owner. No termination penalties were incurred in connection with the termination.
Effectively immediately following termination of the Original Agreement, the Company entered into a new agreement to acquire the Property for the same price on substantially the same terms from the affiliate of the secured lender, an unaffiliated third party. The Company expects to fund the purchase price with proceeds from the Company’s initial public offering. The Company may also utilize new borrowings to pay a portion of the purchase price. The closing is expected to occur within 60 days, however, because the acquisition is subject to customary closing requirements and conditions, the Company can give no assurance that the transaction will be consummated during that time period, or at all.
Item 1.02 Termination of a Material Definitive Agreement.
The disclosure set forth in the first paragraph of Item 1.01 is incorporated herein by reference.
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 | ||||
June 1, 2010 | By: |
/s/ Raymond D. Martz
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Name: Raymond D. Martz | ||||
Title: Executive Vice President, Chief Financial Officer, Treasurer and Secretary |