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): November 8, 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, Bethesda, Maryland
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20814 |
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(Address of principal executive
offices)
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(Zip Code) |
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| Registrant’s telephone number, including area code:
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(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:
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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))
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| Item 2.02. |
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Results of Operations and Financial Condition. |
On November 8, 2010, Pebblebrook Hotel Trust (the “Company”) issued a press release announcing its
results of operations for the three and nine months ended September 30, 2010. A copy of the press
release is attached hereto as Exhibit 99.1 to this report and incorporated by reference herein.
The information in Item 2.02 of this Current Report on Form 8-K, including the exhibit furnished
pursuant to Item 9.01, shall not be deemed “filed” for the purposes of Section 18 of the Securities
Exchange Act of 1934 or otherwise subject to the liabilities of that Section. Furthermore, the
information in Item 2.02 of this Current Report on Form 8-K, including the exhibit furnished
pursuant to Item 9.01, shall not be deemed to be incorporated by reference into any filing of the
Company under the Securities Act of 1933, as amended.
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| Item 7.01. |
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Regulation FD Disclosure. |
The disclosure contained in Item 2.02 is incorporated herein by reference.
On November 9, 2010, the Company conducted its quarterly conference call regarding its
financial and operating results for the third quarter ended September 30, 2010. During
the conference call, the Company made certain forward-looking statements, including
the following:
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Based on the Company’s current forecasts, the Company expects to generate
taxable income for the year ending December 31, 2010. As a
result, the Company may declare and pay a quarterly dividend in the range of $0.08 to $0.12 per common share in the fourth
quarter of 2010, subject to the Company achieving its current forecasts and the approval
of the Company’s board of trustees. |
This information 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 shall not be incorporated by reference into any
filing under the Securities Act of 1933, as amended, 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.
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| Item 9.01. |
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Financial Statements and Exhibits. |
(d) Exhibits
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| Exhibit No. |
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Description |
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99.1 |
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Press release, dated November 8, 2010. |