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 30, 2016
SOTHERLY HOTELS INC.
SOTHERLY HOTELS LP
(Exact name of Registrant as Specified in Its Charter)
| Maryland (Sotherly Hotels Inc.) Delaware (Sotherly Hotels LP) |
001-32379 (Sotherly Hotels Inc.) 001-36091 (Sotherly Hotels LP) |
20-1531029 (Sotherly Hotels Inc.) 20-1965427 (Sotherly Hotels LP) | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 410 W. Francis Street Williamsburg, Virginia |
23185 | |||
| (Address of Principal Executive Offices) | (Zip Code) | |||
Registrant’s Telephone Number, Including Area Code: (757) 229-5648
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 (see General Instructions A.2. below):
| ☐ | 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 8.01. | Other Events. |
On September 30, 2016, Sotherly Hotels LP (the “Operating Partnership”), whose sole general partner is Sotherly Hotels Inc. (“Sotherly” or the “Company”), redeemed the entire $27.6 million aggregate principal amount of its outstanding 8.00% Senior Unsecured Notes due 2018 (the “Notes”) in accordance with the notice of redemption delivered on August 23, 2016 to Wilmington Trust, National Association (the “Trustee”), as trustee for the Notes, the terms of which were previously disclosed in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 29, 2016. As a result, the indenture dated as of September 30, 2013 between the Operating Partnership and the Trustee was satisfied and discharged in accordance with its terms.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.
| Date: October 6, 2016 | SOTHERLY HOTELS INC. | |||
| By: | /s/ David R. Folsom | |||
| David R. Folsom | ||||
| President and Chief Operating Officer | ||||
| SOTHERLY HOTELS LP | ||||
| by its General Partner, | ||||
| SOTHERLY HOTELS INC. | ||||
| By: | /s/ David R. Folsom | |||
| David R. Folsom | ||||
| President and Chief Operating Officer | ||||