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Section 1: 8-K (FORM 8-K)

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Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): March 16, 2020



(Exact Name of Registrant as Specified in its Charter)


Maryland 001-35074 27-2962512

(State or Other Jurisdiction

of Incorporation or Organization)

(Commission File Number) (I.R.S. Employer Identification No.)


13215 Bee Cave Parkway, Suite B-300

Austin, Texas 78738

(Address of Principal Executive Offices) (Zip Code)


(512) 538-2300

(Registrants’ telephone number, including area code)


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))


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 Stock, $0.01 par value INN New York Stock Exchange
Series D Cumulative Redeemable Preferred Stock, $0.01 par value INN-PD New York Stock Exchange
Series E Cumulative Redeemable Preferred Stock, $0.01 par value INN-PE 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 March 16, 2020, Summit Hotel Properties, Inc. (the “Company”) issued a press release announcing that due to the continued uncertainty and ongoing financial effect of reduced travel demand resulting from the global coronavirus (COVID-19) pandemic, the Company is withdrawing its full-year 2020 guidance. 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 9.01.Financial Statements and Exhibits.




99.1Press release issued on March 16, 2020.


104Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document







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.



  By:    /s/ Christopher R. Eng
    Christopher R. Eng
Dated:  March 16, 2020   Executive Vice President, General Counsel, Chief Risk Officer and Secretary




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Section 2: EX-99.1 (EXHIBIT 99.1)

Exhibit 99.1


13215 Bee Cave Parkway. Suite B-300, Austin, Texas 78738

Telephone: 512-538-2300 Fax: 512-538-2333




Summit Hotel Properties Provides Update On Full-Year 2020 Outlook


Austin, Texas, March 16, 2020 - - - Summit Hotel Properties, Inc. (NYSE: INN) (the “Company”) today announced that it is withdrawing its full-year 2020 outlook due to the continued uncertainty and ongoing financial effect of reduced travel demand as a result of the global coronavirus (COVID-19) pandemic.


On February 25, 2020, as part of its fourth quarter and full-year 2019 earnings report, the Company issued full-year 2020 guidance that did not account for any effects from the COVID-19 outbreak other than what was known at that time. Since then, the Company has experienced a considerable increase in transient and group-related cancellations, as well as weaker demand trends, which will adversely effect the Company’s financial results for the first quarter and full-year 2020.


About Summit Hotel Properties


Summit Hotel Properties, Inc. is a publicly traded real estate investment trust focused on owning premium-branded hotels with efficient operating models primarily in the Upscale segment of the lodging industry. As of March 16, 2020, the Company’s portfolio consisted of 72 hotels, 67 of which were wholly owned, with a total of 11,288 guestrooms located in 23 states.


For additional information, please visit the Company’s website, and follow the Company on Twitter at @SummitHotel_INN.



Adam Wudel

SVP – Finance & Capital Markets

Summit Hotel Properties, Inc.

(512) 538-2325



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Forward Looking Statements


This press release contains statements that are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Act of 1934, as amended, pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are generally identifiable by use of forward-looking terminology such as “may,” “will,” “should,” “potential,” “intend,” “expect,” “seek,” “anticipate,” “estimate,” “approximately,” “believe,” “could,” “project,” “predict,” “forecast,” “continue,” “plan,” “likely,” “would” or other similar words or expressions. These forward-looking statements relate to the payment of dividends. Forward-looking statements are based on certain assumptions and can include future expectations, future plans and strategies, financial and operating projections or other forward-looking information. These forward-looking statements are subject to various risks and uncertainties, not all of which are known to the Company and many of which are beyond the Company’s control, which could cause actual results to differ materially from such statements. These risks and uncertainties include, but are not limited to, the state of the U.S. economy, supply and demand in the hotel industry and other factors as are described in greater detail in the Company’s filings with the Securities and Exchange Commission, including, without limitation, the Company’s Annual Report on Form 10-K for the year ended December 31, 2019. Unless legally required, the Company disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.



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