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):

September 8, 2017

 

DiamondRock Hospitality Company

(Exact name of registrant as specified in charter)

 

Maryland

 

001-32514

 

20-1180098

(State or Other Jurisdiction
of Incorporation)

 

(Commission File Number)

 

(IRS Employer
Identification No.)

 

3 Bethesda Metro Center, Suite 1500
Bethesda, MD 20814

(Address of Principal Executive Offices)  (Zip Code)

 

(240) 744-1150
(Registrant’s telephone number, including area code)

 

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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

 

Emerging growth company     o

 

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.     o

 

 

 



 

This Current Report on Form 8-K (“Current Report”) contains forward-looking statements within the meaning of federal securities laws and regulations. These forward-looking statements are identified by their use of terms and phrases such as “believe,” “expect,” “intend,” “project,” “anticipate,” “position,”  and other similar terms and phrases, including references to assumptions and forecasts of future results.  Forward-looking statements are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors which may cause the actual results to differ materially from those anticipated at the time the forward-looking statements are made.  These risks include, but are not limited to those risks and uncertainties associated with our business described from time to time in our filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K filed on February 27, 2017.  Although we believe the expectations reflected in such forward-looking statements are based upon reasonable assumptions, we can give no assurance that the expectations will be attained or that any deviation will not be material.  All information in this Current Report is as of the date of this Current Report, and we undertake no obligation to update any forward-looking statement to conform the statement to actual results or changes in our expectations.

 

ITEM 7.01.  Regulation FD Disclosure

 

On September 8, 2017, the DiamondRock Hospitality Company (the “Company”) issued a press release to provide an update on the impact from Hurricane Irma.  A copy of that press release is furnished as Exhibit 99.1 to this Current Report.  The press release has also been posted in the investor relations/presentations section of the Company’s website at www.drhc.com.

 

The information in this Current Report, including the exhibit 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, nor shall such information be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act regardless of any general incorporation language in such filing. This Current Report will not be deemed an admission as to the materiality of any information in this Current Report that is required to be disclosed solely by Regulation FD.

 

ITEM 9.01.  Financial Statements and Exhibits.

 

(d)         Exhibits.

 

Exhibit No.

 

Description

 

 

 

99.1

 

Press Release dated September 8, 2017

 

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SIGNATURE

 

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.

 

 

DIAMONDROCK HOSPITALITY COMPANY

 

 

 

 

 

Date: September 8, 2017

By:

/s/ William J. Tennis

 

 

William J. Tennis

 

 

Executive Vice President, General Counsel and Corporate Secretary

 

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Exhibit 99.1

 

 

COMPANY CONTACT

 

Sean Mahoney

(240) 744-1150

 

FOR IMMEDIATE RELEASE

 

DIAMONDROCK PROVIDES UPDATE ON IMPACT FROM HURRICANE IRMA

 

BETHESDA, MD, September 8, 2017 — DiamondRock Hospitality Company (the “Company”) (NYSE: DRH) announced today its Frenchman’s Reef & Morning Star Marriott Beach Resort located in St. Thomas, U.S. Virgin Islands has incurred storm-related damage from Hurricane Irma, but no hotel employees or guests were injured. The Company is working closely with engineers and other professionals on a complete damage assessment and comprehensive remediation plan.  Portions of the complex will remain closed until a final assessment can be concluded and potential remediation completed.

 

The Company also owns three hotels in Florida, the Sheraton Suites Key West, the Inn at Key West and the Westin Fort Lauderdale Beach Resort, and the Renaissance Charleston Historic District in Charleston, South Carolina, which may be impacted by Hurricane Irma in the coming days. The Company’s Florida hotels are closed due to mandatory evacuations and are expected to reopen after the hurricane passes on September 12, if practical. The Company is closely monitoring Hurricane Irma’s trajectory and taking steps to mitigate the potential impact to its hotels.

 

The Company maintains property, casualty, flood and business interruption insurance at its Florida hotels and Frenchman’s Reef & Morning Star Marriott Beach Resort, subject to previously disclosed deductibles and limits. The Company also maintains customary property, casualty, flood and business interruption insurance at the Renaissance Charleston Historic District.

 

“Our thoughts go out to those affected by Hurricane Irma and those currently in the path of this historic storm,” commented Mark W. Brugger, President and Chief Executive Officer of DiamondRock. “As the storm progresses, we will continue to closely monitor conditions and the impact on our business, however, our primary focus is on the safety and welfare of hotel employees and guests. We expect that a complete assessment of business interruption, damage to our hotels and overall financial impact on our business will take a number of weeks to complete.”

 

The Company expects to provide an additional update after the completion of the storm.

 

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About the Company

 

DiamondRock Hospitality Company is a self-advised real estate investment trust (REIT) that is an owner of a leading portfolio of geographically diversified hotels concentrated in top gateway markets and destination resort locations.  The Company owns 28 premium quality hotels with over 9,600 rooms. The Company has strategically positioned its hotels to be operated both under leading global brands such as Hilton and Marriott as well as boutique hotels in the lifestyle segment. For further information on the Company and its portfolio, please visit DiamondRock Hospitality Company’s website at www.drhc.com.

 

This press release contains forward-looking statements within the meaning of federal securities laws and regulations. These forward-looking statements are identified by their use of terms and phrases such as “believe,” “expect,” “intend,” “project,” “forecast,” “plan” and other similar terms and phrases, including references to assumptions and forecasts of future results. Forward-looking statements are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors which may cause the actual results to differ materially from those anticipated at the time the forward-looking statements are made. These risks include, but are not limited to: national and local economic and business conditions, including the potential for additional terrorist attacks, that will affect occupancy rates at the Company’s hotels and the demand for hotel products and services; operating risks associated with the hotel business; risks associated with the level of the Company’s indebtedness; relationships with property managers; the ability to compete effectively in areas such as access, location, quality of accommodations and room rate structures; changes in travel patterns, taxes and government regulations which influence or determine wages, prices, construction procedures and costs; and other risk factors contained in the Company’s filings with the Securities and Exchange Commission. Although the Company believes the expectations reflected in such forward-looking statements are based upon reasonable assumptions, it can give no assurance that the expectations will be attained or that any deviation will not be material. All information in this release is as of the date of this release, and the Company undertakes no obligation to update any forward-looking statement to conform the statement to actual results or changes in the Company’s expectations.

 

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