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): | October 9, 2009 |
Summit Hotel Properties, LLC
__________________________________________
(Exact name of registrant as specified in its charter)
| South Dakota | 000-51955 | 20-0617340 |
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_____________________ (State or other jurisdiction |
_____________ (Commission |
______________ (I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
| 2701 South Minnesota Avenue, Suite 6, Sioux Falls, South Dakota | 57105 | |
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_________________________________ (Address of principal executive offices) |
___________ (Zip Code) |
| Registrant’s telephone number, including area code: | 605-361-9566 |
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))
Item 3.02 Unregistered Sales of Equity Securities.
On October 9, 2009, Summit Hotel Properties, LLC ("Company") sold an aggregate of 75.9 Units of Class A-1 Membership Interest ("Class A-1 Units"). The Class A-1 Units were offered and sold for the aggregate price of $3,795,000. Commissions on the sales totaled $319,652, resulting in net proceeds to the Company of $3,475,348.
The Class A-1 Units are being offered privately, pursuant to an exemption under Rule 506 of the Securities Act of 1933. No interests are being offered to unaccredited investors, and no sales have been made to unaccredited investors. A total of 2,000 Class A-1 Units, for an aggregate offering price of $100,000,000, are being offered. The Company Manager retains the right, in its sole discretion and without prior notice to investors, to increase the number of Class A-1 Units offered to 4,000 for an aggregate offering of $200,000,000. There is no particular class of offerees for the Class A-1 Units, and the Class A-1 Units are being sold to individuals, entities, and institutional buyers. The offering is open until August 31, 2009, unless extended by the Company Manager to October 20, 2009. Although the Class A-1 Units are denominated as "units" at the time of sale, for purposes of certain membership rights, including voting rights and certain types of distributions under the Company’s Third Amended and Restated Operating Agreement, the Class A-1 Membership Interests are expressed in percentages of ownership rather than in units.
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.
| Summit Hotel Properties, LLC | ||||
| October 13, 2009 | By: |
/s/ Kerry W. Boekelheide
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| Name: Kerry W. Boekelheide | ||||
| Title: Chief Executive Officer | ||||