UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): February 14, 2013
CAREY WATERMARK INVESTORS INCORPORATED
(Exact Name of Registrant as Specified in its Charter)
Maryland
(State or Other Jurisdiction of Incorporation)
000-54263 | | 26-2145060 |
(Commission File Number) | | (IRS Employer Identification No.) |
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50 Rockefeller Plaza, New York, NY | | 10020 |
(Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (212) 492-1100
(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 (see General Instruction A.2. below):
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))
This Form 8-K/A amends and supplements the registrant’s Form 8-K, as filed on February 21, 2013, to include the historical combined financial statements and pro forma financial information required by Items 9.01(a) and (b).
Item 9.01 — Financial Statements and Exhibits.
(a) Financial statements of businesses acquired.
The Hilton Southeast Portfolio is comprised of five select-service hotels within the Hilton Worldwide portfolio of brands owned by the registrant and acquired from Fairwood Capital, LLC, an unaffiliated third-party. The Hilton Southeast Portfolio consists of the 144-room Hampton Inn & Suites Memphis Beale Street in Tennessee, the 119-room Hampton Inn & Suites Atlanta Downtown in Georgia, the 133-room Hampton Inn Birmingham Colonnade in Alabama, the 105-room Hampton Inn & Suites Frisco Legacy Park in Texas and the 131-room Hilton Garden Inn Baton Rouge Airport in Louisiana. Fairwood Hotel Portfolio combined financial statements and independent auditor’s report as of and for the years ended December 31, 2012 and 2011 are attached as Exhibit 99.1 hereto and are incorporated by reference herein.
(b) Pro forma financial information.
The pro forma financial information required pursuant to Article 11 of Regulation S-X is attached as Exhibit 99.2 hereto and is incorporated by reference herein.
(c) N/A
(d) Exhibits
Exhibit No. | | Description |
99.1 | | Audited combined financial statements of Fairwood Hotel Portfolio as of and for the years ended December 31, 2012 and 2011 |
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99.2 | | Unaudited pro forma condensed consolidated financial information of Carey Watermark Investors Incorporated as of and for the year ended December 31, 2012 |
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, thereunto duly authorized.
| | | Carey Watermark Investors Incorporated |
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Date: | May 3, 2013 | By: | /s/ Catherine D. Rice |
| | | Catherine D. Rice |
| | | Chief Financial Officer |
