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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): April 1, 2021
PEBBLEBROOK HOTEL TRUST
(Exact name of registrant as specified in its charter)
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Maryland | | 001-34571 | | 27-1055421 |
(State or other jurisdiction | | (Commission | | (I.R.S. Employer |
of incorporation) | | File Number) | | Identification No.) |
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4747 Bethesda Avenue, | Suite 1100 | |
Bethesda, | Maryland | 20814 |
(Address of principal executive offices) | (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:
☐ 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))
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Securities registered pursuant to Section 12(b) of the Act: | | | | |
Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
Common Shares, $0.01 par value per share | | PEB | | New York Stock Exchange |
Series C Cumulative Redeemable Preferred Shares, $0.01 par value | | PEB-PC | | New York Stock Exchange |
Series D Cumulative Redeemable Preferred Shares, $0.01 par value | | PEB-PD | | New York Stock Exchange |
Series E Cumulative Redeemable Preferred Shares, $0.01 par value | | PEB-PE | | New York Stock Exchange |
Series F Cumulative Redeemable Preferred Shares, $0.01 par value | | PEB-PF | | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 7.01. Regulation FD Disclosure.
On April 5, 2021, Pebblebrook Hotel Trust (the "Company") issued a press release announcing that it closed on the sale of the 416-room Kimpton Sir Francis Drake Hotel in San Francisco, California on April 1, 2021. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is hereby incorporated by reference herein.
Item 8.01. Other Events.
On April 1, 2021, subsidiaries of the Company closed on the sale of the 416-room Kimpton Sir Francis Drake Hotel in San Francisco, California, to a third party, generating $157.6 million of net proceeds. Proceeds from the sale will be utilized for general business purposes, which may include reducing the Company’s outstanding debt.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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Exhibit No. | | Description |
| | Press release, issued April 5, 2021, regarding the sale of the Kimpton Sir Francis Drake Hotel and update on hotel reopenings. |
101.SCH | | Inline XBRL Taxonomy Extension Schema Document |
101.CAL | | Inline XBRL Taxonomy Extension Calculation Linkbase Document |
101.DEF | | Inline XBRL Taxonomy Extension Definition Linkbase Document |
101.LAB | | Inline XBRL Taxonomy Extension Label Linkbase Document |
101.PRE | | Inline XBRL Taxonomy Extension Presentation Linkbase Document |
104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
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| PEBBLEBROOK HOTEL TRUST |
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April 5, 2021 | By: | /s/ Raymond D. Martz |
| | Name: | Raymond D. Martz |
| | Title: | Executive Vice President, Chief Financial Officer, Treasurer and Secretary |