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): June 22, 2010
PEBBLEBROOK HOTEL TRUST
(Exact name of registrant as specified in its charter)
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| Maryland
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001-34571
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27-1055421 |
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| (State or other jurisdiction
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(Commission
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(I.R.S. Employer |
| of incorporation)
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File Number)
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Identification No.) |
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| 2 Bethesda Metro Center, Suite 1530, |
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| Bethesda, Maryland
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20814 |
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| (Address of principal executive offices)
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(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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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 June 22, 2010, a subsidiary of Pebblebrook Hotel Trust (the “Company”) completed its acquisition
of the 416-room Sir Francis Drake Hotel for $90.0 million from SDF Union Square LLC, an
unaffiliated third party. The hotel will continue to be managed by Kimpton Hotels & Restaurant Group, LLC (“Kimpton”), the current manager of the hotel, pursuant to a management agreement between the
Company’s taxable real estate investment trust subsidiary and Kimpton. The management agreement is
for an initial 14-year term and provides for base management fees within the
ranges described in the Company’s final prospectus for its initial public offering filed with the
Securities and Exchange Commission pursuant to Rule 424(b) under the Securities Act of 1933, as amended (the “Securities Act”). The
management agreement does not provide for any incentive management fees and is non-terminable except under limited circumstances. In addition, the
agreement contains other terms and provisions customarily found in hotel management agreements. The
transaction was funded entirely with cash from the Company’s initial public offering.
Item 7.01. Regulation FD Disclosure.
The Company issued a press release on June 22, 2010 announcing that it had closed on the
acquisition of the Sir Francis Drake Hotel located in San Francisco, California. A copy of that
press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated
by reference herein.
A copy of materials that the Company intends to make generally available
about this property is attached to this Current Report on Form 8-K as Exhibit 99.2 and is incorporated by reference herein. Additionally,
the Company has posted the materials in the investor relations section of its website at
www.pebblebrookhotels.com.
This information, including the exhibits attached hereto, is being furnished and shall not be
deemed “filed” for 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, including the exhibits, shall not be incorporated by reference into any
filing under the Securities Act or the Exchange Act, regardless of any
incorporation by reference language in any of those filings. This Current Report on Form 8-K will
not be deemed an admission as to the materiality of any information in this Current Report on Form
8-K that is required to be disclosed solely by Regulation FD.
Item 9.01. Financial Statements and Exhibits.
(a) Financial Statements of Businesses Acquired.
The financial statements required by Item 9.01(a) are currently being prepared. The Company will
file the required financial statements under the cover of Form 8-K/A as soon as practicable but no
later than September 7, 2010, which is 71 calendar days after the latest date on which this initial
Current Report on Form 8-K is required to be filed.
(b) Pro Forma Financial Information.
The pro forma financial information required by Item 9.01(b) is currently being prepared. The
Company will file the required pro forma financial information under the cover of Form 8-K/A as
soon as practicable but no later than September 7, 2010, which is 71 calendar days after the latest
date on which this initial Current Report on Form 8-K is required to be filed.
(d) Exhibits.
99.1 Press release issued on June 22, 2010.
99.2 Materials about the Sir Francis Drake Hotel.