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UNITED STATES |
SECURITIES AND EXCHANGE COMMISSION |
Washington, D.C. 20549 |
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FORM 8-K |
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CURRENT REPORT |
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Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
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Date of Report (Date of earliest event reported): February 8, 2011 |
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APPLE REIT TEN, INC. |
(Exact name of registrant as specified in its charter) |
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Virginia |
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333-168971 |
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27-3218228 |
(State
or other jurisdiction |
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(Commission File Number) |
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(I.R.S.
Employer |
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814 East Main Street, Richmond, Virginia |
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23219 |
(Address of principal executive offices) |
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(Zip Code) |
(804) 344-8121
(Registrants
telephone number, including area code)
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Apple REIT Ten, Inc. (which is referred to below as the Company or as we, us or our) is filing this report in accordance with Item 1.01 of Form 8-K.
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Item 1.01. Entry into a Material Definitive Agreement. |
On February 8, 2011, we caused one of our indirect wholly-owned subsidiaries (the purchasing subsidiary), to enter into an assignment of a contract with Apple Suites Realty Group (ASRG) for the purchase of a hotel to be built in Charleston, SC. ASRG entered into the assigned contract on November 5, 2010. ASRG is 100% owned by our Chairman and Chief Executive Officer, Glade Knight. There was no consideration paid to ASRG for this assignment, other than the reimbursement of the deposit previously made by ASRG. There was no profit for ASRG in the assignment.
The assigned purchase contract is for the potential purchase of a to be constructed Home2 Suites by Hilton. The current plans call for 122 guestrooms and a purchase price of $13.9 million. The seller under the contract is The Generation Companies, LLC. There can be no assurance at this time that our purchasing subsidiary will in fact purchase this hotel.
The seller does not have any material relationship with us or our subsidiaries, other than through the purchase contract. The total deposit under the purchase contract that was reimbursed to ASRG was $100,000. If the purchase contract is not terminated before closing, and the termination is not based on the sellers failure to satisfy a required condition, the escrow agent will release the deposits to the seller. If a closing occurs under the purchase contract, the deposits will be credited toward the purchase price. The reimbursement of the initial deposit to ASRG was funded by the Companys ongoing offering of Units (with each Unit consisting of one common share and one Series A preferred share). It is expected that the additional deposit ($100,000) and payment of the purchase price under the purchase contract also would be funded, if a closing occurs, by the Companys ongoing offering of Units.
Certain closing conditions must be met before or at the closing, and are not currently satisfied. They include, but are not limited to, the following: the seller having performed and complied in all material respects with the covenants under the purchase contract; the completion of the construction of the hotel; all third party consents having been obtained; the existing management and franchise agreements shall have been either terminated or assigned to one of our subsidiaries by the seller and as applicable new management and franchise agreements shall have been executed by one of our subsidiaries. If any of the closing conditions under the purchase contract are not satisfied by the seller, our purchasing subsidiary may terminate the purchase contract and receive a refund of the deposits.
Accordingly, as of the date of this report and until the closing of the purchase of the hotel, there can be no assurance that our purchasing subsidiary will acquire the hotel.
All brand and trade names, logos or trademarks contained, or referred to, in this Form 8-K are the properties of their respective owners.
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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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Apple REIT Ten, Inc. |
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By: |
/s/ Glade M. Knight |
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Glade M. Knight, |
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February 11, 2011 |