Chatham Lodging Trust Files 2023 10-K

TL;DR

<b>Chatham Lodging Trust has filed its annual 10-K report for the fiscal year ended December 31, 2023.</b>

AI Summary

Chatham Lodging Trust (CLDT-PA) filed a Annual Report (10-K) with the SEC on February 27, 2024. Chatham Lodging Trust filed its 2023 10-K on February 27, 2024. The filing covers the fiscal year ending December 31, 2023. The company's principal business address is 222 Lakeview Avenue, Suite 200, West Palm Beach, FL 33401. Chatham Lodging Trust is incorporated in Maryland. The SIC code for the company is 6798 (Real Estate Investment Trusts).

Why It Matters

For investors and stakeholders tracking Chatham Lodging Trust, this filing contains several important signals. This 10-K filing provides a comprehensive overview of Chatham Lodging Trust's financial performance, operational activities, and risk factors for the 2023 fiscal year, crucial for investors to assess the company's health and future prospects. The detailed financial data within the report allows stakeholders to analyze revenue streams, expenses, and balance sheet items, enabling informed investment decisions regarding CLDT.

Risk Assessment

Risk Level: medium — Chatham Lodging Trust shows moderate risk based on this filing. The filing is a standard 10-K, which is a comprehensive annual report. While it contains detailed financial information, it does not inherently signal immediate positive or negative developments beyond the typical reporting cycle, placing its risk profile at a medium level for analysis.

Analyst Insight

Review the detailed financial statements and risk factors in the 10-K to understand Chatham Lodging Trust's performance and outlook for 2023.

Key Numbers

• 20231231 — Fiscal Year End (CONFORMED PERIOD OF REPORT)
• 20240227 — Filing Date (FILED AS OF DATE)
• 001-34693 — SEC File Number (SEC FILE NUMBER)

Key Players & Entities

• Chatham Lodging Trust (company) — FILER
• 222 LAKEVIEW AVENUE (company) — BUSINESS ADDRESS STREET 1
• WEST PALM BEACH (company) — BUSINESS ADDRESS CITY
• FL (company) — BUSINESS ADDRESS STATE
• MD (company) — STATE OF INCORPORATION
• 6798 (company) — STANDARD INDUSTRIAL CLASSIFICATION

FAQ

Industry Context

Chatham Lodging Trust operates as a real estate investment trust (REIT) focused on the lodging industry.

Regulatory Implications

The company is subject to SEC regulations for public filings, including the annual 10-K report.

What Investors Should Do

1. Analyze the financial statements for revenue, net income, and other key metrics.
2. Review the risk factors section for potential challenges and uncertainties.
3. Examine any disclosures related to executive compensation or related-party transactions.

Key Dates

• 2023-12-31: Fiscal Year End — End of the reporting period for the 10-K.
• 2024-02-27: Filing Date — Date the 10-K was officially filed with the SEC.

Year-Over-Year Comparison

This is the initial analysis of the 2023 10-K filing. Comparative data from previous filings would be needed for a direct comparison.

Key Financial Figures

• $0.01 — Common Shares of Beneficial Interest, $0.01 par value per share CLDT New York Stock
• $1,200 — illerica/ Bedford/ Burlington IHM 3.0 % $1,200 $1,000 1.0 % Homewood Sui
• $1,000 — a/ Bedford/ Burlington IHM 3.0 % $1,200 $1,000 1.0 % Homewood Sui

Filing Documents

• cldt-20231231.htm (10-K) — 2780KB
• cldtex41descriptionoftheco.htm (EX-4.1) — 67KB
• cldtex211listofsubsidiarie.htm (EX-21.1) — 62KB
• cldtex231consent20231231.htm (EX-23.1) — 3KB
• cldtex31110k20231231.htm (EX-31.1) — 11KB
• cldtex31210k20231231.htm (EX-31.2) — 11KB
• cldtex32110k20231231.htm (EX-32.1) — 7KB
• clawbackpolicyfinal9-13x.htm (EX-97.1) — 14KB
• clawbackpolicyfinal9-13x001.jpg (GRAPHIC) — 225KB
• clawbackpolicyfinal9-13x002.jpg (GRAPHIC) — 245KB
• clawbackpolicyfinal9-13x003.jpg (GRAPHIC) — 204KB
• clawbackpolicyfinal9-13x004.jpg (GRAPHIC) — 215KB
• clawbackpolicyfinal9-13x005.jpg (GRAPHIC) — 54KB
• cldt-20231231_g1.jpg (GRAPHIC) — 97KB
• 0001476045-24-000019.txt (&nbsp;) — 14399KB
• cldt-20231231.xsd (EX-101.SCH) — 105KB
• cldt-20231231_cal.xml (EX-101.CAL) — 98KB
• cldt-20231231_def.xml (EX-101.DEF) — 500KB
• cldt-20231231_lab.xml (EX-101.LAB) — 960KB
• cldt-20231231_pre.xml (EX-101.PRE) — 666KB
• cldt-20231231_htm.xml (XML) — 2039KB

Risk Factors 15

Item 1A. Risk Factors 15

Unresolved Staff Comments 34

Item 1B. Unresolved Staff Comments 34

Cybersecurity 34

Item 1C. Cybersecurity 34

Properties 36

Item 2. Properties 36

Legal Proceedings 37

Item 3. Legal Proceedings 37

Mine Safety Disclosures 37

Item 4. Mine Safety Disclosures 37 PART II.

Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 38

Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 38

[Reserved] 40

Item 6. [Reserved] 40

Management's Discussion and Analysis of Financial Condition and Results of Operations 41

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations 41

Quantitative and Qualitative Disclosures about Market Risk 55

Item 7A. Quantitative and Qualitative Disclosures about Market Risk 55

Consolidated Financial Statements and Supplementary Data 56

Item 8. Consolidated Financial Statements and Supplementary Data 56

Changes in and Disagreements With Accountants on Accounting and Financial Disclosure 56

Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure 56

Controls and Procedures 56

Item 9A Controls and Procedures 56

Other Information 56

Item 9B. Other Information 56

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 56

Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 56 PART III.

Trustees, Executive Officers and Corporate Governance 57

Item 10. Trustees, Executive Officers and Corporate Governance 57

Executive Compensation 57

Item 11. Executive Compensation 57

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 57

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 57

Certain Relationships and Related Transactions, and Trustee Independence 57

Item 13. Certain Relationships and Related Transactions, and Trustee Independence 57

Principal Accountant Fees and Services 57

Item 14. Principal Accountant Fees and Services 57 PART IV

Exhibits and Financial Statement Schedules 58

Item 15. Exhibits and Financial Statement Schedules 58 2 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act") and Section 21E of the Securities Exchange Act of 1934 as amended (the "Exchange Act"), and as such may involve known and unknown risks, uncertainties, assumptions and other factors which may cause our actual results, performance or achievements to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements, which are based on certain assumptions and describe our future plans, strategies and expectations, are generally identified by our use of words, such as "intend," "plan," "may," "should," "will," "project," "estimate," "anticipate," "believe," "expect," "continue," "potential," "opportunity," or similar expressions, whether in the negative or affirmative. These forward-looking statements include information about possible or assumed future results of our business, financial condition, liquidity, results of operations, plans and objectives. Statements regarding the following subjects, among others, are forward-looking by their nature: our business and investment strategy; our forecasted operating results; completion of hotel acquisitions and dispositions; completion of hotel developments; our ability to obtain future financing arrangements; our expected leverage levels; our understanding of our competition; market and lodging industry trends and expectations; our investment in joint ventures; anticipated capital expenditures; and our ability to maintain our qualification as a real estate investment trust ("REIT") for U.S. federal income tax purposes. The forward-looking statements are based on our beliefs, assumptions and expectations of our future performance, taking into account all information

Business

Item 1. Business Dollar amounts presented in this Item 1 are in thousands, except per share data. Overview Chatham Lodging Trust ("we," "us" or the "Company") was formed as a Maryland real estate investment trust on October 26, 2009. We elected to be taxed as a REIT for federal income tax purposes commencing with our 2010 taxable year. The Company is internally-managed and invests primarily in upscale extended-stay and premium-branded select-service hotels. We had no operations prior to the consummation of our initial public offering ("IPO") in April 2010. The net proceeds from our share offerings are contributed to Chatham Lodging, L.P., our operating partnership (the "Operating Partnership"), in exchange for partnership interests. Substantially all of the Company's assets are held by, and all of its operations are conducted through, the Operating Partnership. Chatham Lodging Trust is the sole general partner of the Operating Partnership and owns 100% of the common units of limited partnership interest in the Operating Partnership ("common units"). Certain of the Company's executive officers hold vested and unvested long-term incentive plan units in the Operating Partnership ("LTIP Units"), which are presented as non-controlling interests on our consolidated balance sheets. As of December 31, 2023, the Company owned 39 hotels with an aggregate of 5,915 rooms located in 16 states and the District of Columbia. Prior to September 23, 2021, the Company held a 10.0% noncontrolling interest in a joint venture (the "Inland JV") with affiliates of Colony Capital, Inc. ("CLNY"), which owned 48 hotels acquired from Inland American Real Estate Trust, Inc. ("Inland"), comprising an aggregate of 6,402 rooms. Chatham sold its interest in the Inland JV in September 2021. Prior to March 18, 2021, the Company also held a 10.3% noncontrolling interest in a joint venture (the "NewINK JV") with affiliates of CLNY, which owned 46 hotels acquired from a joint venture (the "Innke

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View this 10-K filing on SEC EDGAR