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): November 3, 2014

12600 Hill Country Boulevard, Suite R-100
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))

On November 3, 2014, Summit Hotel Properties, Inc. (the Company) issued a press release announcing the consolidated operating results of the Company and its subsidiaries for the quarter ended September 30, 2014.

A copy of the press release is furnished as Exhibit 99.1 to this report.

SIGNATURE

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.

EXHIBIT INDEX

Exhibit 99.1

Summit Hotel Properties Reports Third Quarter 2014 Results

15.1 percent Pro Forma RevPAR growth

$0.30 Adjusted FFO per share; 38.7 percent Adjusted EBITDA growth

AUSTIN, Texas--(BUSINESS WIRE)--November 3, 2014--Summit Hotel Properties, Inc. (NYSE: INN) (the Company) today announced results for the third quarter ended September 30, 2014.

We are thrilled with our strong operating results and the continued outperformance by our portfolio in the third quarter, which exceeded expectations and industry benchmarks, said Dan Hansen, Summits President and CEO. The strength in both leisure and business segments augmented the relentless commitment of our asset management team. The positive demand trends in the industry, along with continued muted supply growth, benefited our hotels again this quarter with both increased occupancy and rate growth.

Third Quarter 2014 Highlights

• Pro Forma RevPAR: Pro forma revenue per available room (RevPAR) in the third quarter of 2014 grew to $99.22, an increase of 15.1 percent over the same period in 2013. Pro forma average daily rate (ADR) grew to $124.99, an increase of 7.4 percent from 2013. Pro forma occupancy grew by 7.2 percent to 79.4 percent.
• Pro Forma Hotel EBITDA: Pro forma hotel EBITDA for the third quarter of 2014 was $41.6 million, an increase of 20.3 percent over the same period in 2013.
• Pro Forma Hotel EBITDA Margin: Pro forma hotel EBITDA margin in the third quarter of 2014 expanded by 163 basis points compared with the same period in 2013 to 37.1 percent. Pro forma hotel EBITDA margin is defined as pro forma hotel EBITDA as a percentage of pro forma total revenue.
• Same-Store RevPAR: Same-store RevPAR in the third quarter of 2014 grew to $89.67, an increase of 11.3 percent over the same period in 2013. Same-store ADR grew to $113.71, an increase of 6.7 percent from the third quarter of 2013. Same-store occupancy grew by 4.2 percent to 78.9 percent.
• Adjusted EBITDA: Adjusted EBITDA increased to $36.7 million in the third quarter of 2014 from $26.5 million in the same period in 2013, an increase of $10.3 million or 38.7 percent.
• Adjusted FFO: Adjusted FFO (AFFO) for the third quarter of 2014 increased 44.0 percent over the same period in 2013 to $25.7 million or $0.30 per diluted unit.
• Net Income: Net Income attributable to common stockholders in the third quarter of 2014 was $4.1 million, or $0.05 per diluted share, compared to a net loss attributable to common stockholders in the same period of 2013 of $4.8 million, or $0.07 per diluted share.
• Capital Investment: The Company invested $7.3 million in renovations during the third quarter of 2014 and added one additional guestroom to the portfolio through better utilization of existing space.
• Acquisitions: The Company acquired two hotels in the third quarter of 2014 comprising 399 guestrooms, for a total purchase price of $89.0 million.

The Companys unaudited results for the three and nine months ended September 30, 2014 and 2013 included the following:

Year-to-Date Highlights

• Pro Forma RevPAR: Pro forma RevPAR in the first nine months of 2014 grew to $95.41, an increase of 11.4 percent over the same period in 2013. Pro forma ADR grew to $123.58, an increase of 6.2 percent from 2013. Pro forma occupancy grew by 4.8 percent to 77.2 percent.
• Pro Forma Hotel EBITDA: Pro forma hotel EBITDA for the first nine months of 2014 was $115.7 million, an increase of 13.5 percent over the same period in 2013.
• Pro Forma Hotel EBITDA Margin: Pro forma hotel EBITDA margin in the first nine months of 2014 expanded by 69 basis points compared with the same period in 2013 to 36.1 percent.
• Same-Store RevPAR: Same-store RevPAR in the first nine months of 2014 grew to $86.06, an increase of 9.5 percent over the same period in 2013. Same-store ADR grew to $111.94, an increase of 5.9 percent from the first nine months of 2013. Same-store occupancy grew by 3.4 percent to 76.9 percent.
• Adjusted EBITDA: Adjusted EBITDA increased to $99.6 million in the first nine months of 2014 from $72.0 million in the same period in 2013, an increase of $27.6 million or 38.4 percent.
• Adjusted FFO: AFFO for the first nine months of 2014 increased 41.3 percent to $66.8 million, or $0.77 per diluted unit.
• Net Income: Net Income attributable to common stockholders in the first nine months of 2014 was $8.2 million, or $0.10 per diluted share, compared to a net loss attributable to common stockholders in the same period of 2013 of $2.7 million, or $0.04 per diluted share.
• Capital Investment: The Company invested $30.1 million in renovations during the first nine months of 2014 and added an additional 15 guestrooms to its portfolio through better utilization of existing space.
• Acquisitions: The Company acquired six hotels in the first nine months of 2014 comprising 990 guestrooms, for a total purchase price of $214.7 million.

Capital Investment

During the third quarter, we acquired our second property in Houston and our first hotel in the vibrant capital of Texas and home to our corporate office, Austin, Hansen said. We have now closed on 49 acquisitions totaling $1.0 billion since our 2011 IPO. The transformation of our portfolio through premium acquisitions, calculated dispositions and accretive capital improvements has allowed us to increase our revenues, generate better margins and grow shareholder value.

Acquisitions

During the third quarter of 2014, the Company acquired two hotels for a total purchase price of $89.0 million, the 190-guestroom Hilton Garden Inn located in Houston (Energy Corridor), Texas and the 209-guestroom Hampton Inn & Suites located in Austin, Texas.

Pro forma RevPAR among the 25 hotels acquired since January 2013 was $117.15 in the third quarter of 2014 compared to $89.67 for the 66 hotels classified as same-store during the period.

Renovation Capital

The Company invested $7.3 million in renovations in the third quarter of 2014. Among the properties renovated during the quarter, the scope of work ranged from common space improvements to complete guestroom renovations, including furniture, soft goods and guest bathrooms.

We have invested over $30 million in capital improvements on our portfolio during the first nine months of 2014 and are thrilled with the strong outperformance we are seeing among our hotels, commented Hansen. Our premier asset management team was very pro-active early in the cycle recognizing opportunities to improve our portfolio and has done a terrific job of integrating acquisitions while identifying strategic opportunities for continued growth.

Balance Sheet and Capital Activity

At September 30, 2014, the Company had the following:

• Total outstanding debt of $624.3 million, with a weighted average interest rate of 4.40 percent, and $34.8 million of cash and cash equivalents. The Companys maximum borrowing capacity was $300.0 million under the senior unsecured credit facility, including both the revolver and term portions of the facility.
• $203.0 million outstanding on its senior unsecured credit facility, $13.8 million in standby letters of credit and $83.2 million available to borrow.
• Total net debt, which the Company defines as total outstanding debt less cash and cash equivalents, to trailing twelve month adjusted EBITDA was 4.9x.

As of October 31, 2014, the Company has $195.0 million outstanding on its senior unsecured credit facility, $13.8 million in standby letters of credit and $91.2 million available to borrow.

Dividends

On October 31, 2014, the Company declared a quarterly cash dividend of:

• $0.1175 per share on its common stock and per common unit of limited partnership interest in Summit Hotel OP, LP, the Companys operating partnership.
• $0.578125 per share on its 9.25 percent Series A Cumulative Redeemable Preferred Stock.
• $0.4921875 per share on its 7.875 percent Series B Cumulative Redeemable Preferred Stock.
• $0.4453125 per share on its 7.125 percent Series C Cumulative Redeemable Preferred Stock.

The dividends are payable November 28, 2014 to holders of record as of November 14, 2014.

Subsequent Events

• On October 21, 2014, the Company sold the 126-guestroom Country Inn & Suites located in San Antonio, Texas for $7.9 million, which included 5.64 acres of vacant land owned by the Company. Proceeds were used to pay down the balance on the Companys senior unsecured credit facility.

2014 Outlook

We expect the strong industry fundamentals that we have seen in the first nine months of 2014 to continue through the remainder of the year and into 2015, commented Hansen. The continued growth in occupancy throughout our portfolio to this point in the cycle gives us confidence in an elongated cycle and our ability to drive rate growth. While we expect to see some disruption in the fourth quarter due to renovations, we have raised the low-end of our full year RevPAR guidance for both pro forma and same-store by 250 and 300 basis points, respectively. We have also raised the high-end of our guidance by 150 basis points for pro forma and 200 basis points for same-store RevPAR growth.

The Company is providing guidance for the fourth quarter and full year 2014 based on 90 current hotels.� Except as described in footnote one below, the guidance assumes no additional hotels are acquired or sold and no additional issuances of equity securities.

Third Quarter 2014 Conference Call

The Company will conduct its quarterly conference call on Monday, November 3, 2014 at 10:00 a.m. ET. To participate in the conference call please dial 866-277-1184. The participant passcode for the call is 37506388. Additionally, a live webcast of the call will be available through the Companys website, www.shpreit.com. A replay of the conference call will be available until 11:59 p.m. ET on Monday, November 10, 2014 by dialing 888-286-8010; participant passcode 39631313. A replay of the conference call will also be available on the Companys website until February 3, 2015.

About Summit Hotel Properties

Summit Hotel Properties, Inc. is a publicly-traded real estate investment trust focused primarily on acquiring and owning premium-branded, select-service hotels in the upscale and upper midscale segments of the lodging industry. As of October 31, 2014, the Companys portfolio consisted of 90 hotels with a total of 11,463 guestrooms located in 21 states. Since its initial public offering in February 2011, the Company has acquired 49 hotel properties, totaling 6,938 guestrooms for a total purchase price of $1.0 billion.

For additional information, please visit the Companys website, www.shpreit.com and follow the Company on Twitter at @SummitHotel_INN.

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 Exchange Act of 1934, as amended, pursuant to the safe harbor provisions of the Private Securities 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. 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. Examples of forward-looking statements include the following: the Companys ability to realize embedded growth from the deployment of renovation capital; projections of the Companys revenues and expenses, capital expenditures or other financial items; descriptions of the Companys plans or objectives for future operations, acquisitions, dispositions, financings or services; forecasts of the Companys future financial performance and potential increases in average daily rate, occupancy, RevPAR, room supply and demand, FFO and AFFO; the Companys outlook with respect to pro forma RevPAR, pro forma RevPAR growth, RevPAR, RevPAR growth, AFFO, AFFO per diluted unit and renovation capital deployed; and descriptions of assumptions underlying or relating to any of the foregoing expectations regarding the timing of their occurrence. 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 Companys 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 Companys filings with the Securities and Exchange Commission (SEC). 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.

For information about the Companys business and financial results, please refer to the Managements Discussion and Analysis of Financial Condition and Results of Operations and Risk Factors sections of the Companys Annual Report on Form 10-K for the year ended December 31, 2013 filed with the SEC and its quarterly and other periodic filings with the SEC. The Company undertakes no duty to update the statements in this release to conform the statements to actual results or changes in the Companys expectations.

Non-GAAP Financial Measures

FFO and Adjusted FFO (AFFO)

As defined by the National Association of Real Estate Investment Trusts (NAREIT), funds from operations (FFO) represents net income or loss (computed in accordance with GAAP), excluding gains (or losses) from sales of property, impairment, items classified by GAAP as extraordinary, the cumulative effect of changes in accounting principles, plus depreciation and amortization, and adjustments for unconsolidated partnerships and joint ventures. We present FFO because we consider it an important supplemental measure of our operational performance and believe it is frequently used by securities analysts, investors and other interested parties in the evaluation of REITs, many of which present FFO when reporting their results. FFO is intended to exclude GAAP historical cost depreciation and amortization, which assumes that the value of real estate assets diminishes ratably over time. Historically, however, real estate values have risen or fallen with market conditions. Because FFO excludes depreciation and amortization unique to real estate, gains and losses from property dispositions and impairment losses, it provides a performance measure that, when compared year over year, reflects the effect to operations from trends in occupancy, room rates, operating costs, development activities and interest costs, providing perspective not immediately apparent from net income. Our computation of FFO differs from the NAREIT definition and may differ from the methodology for calculating FFO utilized by other equity REITs and, accordingly, may not be comparable to such other REITs because the amount of depreciation and amortization we add back to net income or loss includes amortization of deferred financing costs and amortization of franchise royalty fees. FFO should not be considered as an alternative to net income (loss) (computed in accordance with GAAP) as an indicator of our liquidity, nor is it indicative of funds available to fund our cash needs, including our ability to pay dividends or make distributions.

We further adjust FFO for certain additional items that are not included in the definition of FFO, such as hotel transaction and pursuit costs, equity based compensation, loan transaction costs, prepayment penalties and certain other expenses, which we refer to as AFFO. We believe that AFFO provides investors with another financial measure that may facilitate comparisons of operating performance between periods and between REITs.

We caution investors that amounts presented in accordance with our definitions of FFO and AFFO may not be comparable to similar measures disclosed by other companies, since not all companies calculate these non-GAAP measures in the same manner. FFO and AFFO should be considered along with, but not as an alternative to, net income (loss) as a measure of our operating performance. FFO and AFFO may include funds that may not be available for our discretionary use due to functional requirements to conserve funds for capital expenditures, property acquisitions, debt service obligations and other commitments and uncertainties. Although we believe that FFO and AFFO can enhance your understanding of our financial condition and results of operations, these non-GAAP financial measures are not necessarily better indicators of any trend as compared to a comparable GAAP measure such as net income (loss). Above we have included a quantitative reconciliation of FFO and AFFO to the most directly comparable GAAP financial performance measure, which is net income (loss). Dollar amounts in such reconciliation are in thousands.

EBITDA and Adjusted EBITDA, and Hotel EBITDA

EBITDA represents net income or loss, excluding: (i) interest, (ii) income tax expense and (iii) depreciation and amortization. We believe EBITDA is useful to an investor in evaluating our operating performance because it provides investors with an indication of our ability to incur and service debt, to satisfy general operating expenses, to make capital expenditures and to fund other cash needs or reinvest cash into our business. We also believe it helps investors meaningfully evaluate and compare the results of our operations from period to period by removing the effect of our asset base (primarily depreciation and amortization) from our operating results. Our management also uses EBITDA as one measure in determining the value of acquisitions and dispositions. We further adjust EBITDA by adding back hotel transaction and pursuit costs, equity based compensation, impairment losses and certain other nonrecurring expenses. We believe that adjusted EBITDA provides investors with another financial measure that may facilitate comparisons of operating performance between periods and between REITs.

With respect to hotel EBITDA, we believe that excluding the effect of corporate-level expenses, non-cash items, and the portion of these items related to discontinued operations, provides a more complete understanding of the operating results over which individual hotels and operators have direct control. We believe the property-level results provide investors with supplemental information on the ongoing operational performance of our hotels and effectiveness of the third-party management companies operating our business on a property-level basis.

We caution investors that amounts presented in accordance with our definitions of EBITDA, adjusted EBITDA and hotel EBITDA may not be comparable to similar measures disclosed by other companies, since not all companies calculate this non-GAAP measure in the same manner. EBITDA, adjusted EBITDA and hotel EBITDA should not be considered as an alternative measure of our net income (loss) or operating performance. EBITDA, adjusted EBITDA and hotel EBITDA may include funds that may not be available for our discretionary use due to functional requirements to conserve funds for capital expenditures and property acquisitions and other commitments and uncertainties. Although we believe that EBITDA, adjusted EBITDA and hotel EBITDA can enhance your understanding of our financial condition and results of operations, this non-GAAP financial measure is not necessarily a better indicator of any trend as compared to a comparable GAAP measure such as net income (loss). Above we include a quantitative reconciliation of EBITDA, adjusted EBITDA and hotel EBITDA to the most directly comparable GAAP financial performance measure, which is net income (loss). Dollar amounts in such reconciliation are in thousands.

CONTACT:
Summit Hotel Properties, Inc.
Elisabeth Eisleben, 512-538-2306
Director of Investor Relations
[email protected]

SEC Filings

Summit Hotel Properties (INN) Tops Q3 FFO by 4c; Guides FY14 FFO Above ConsensusNovember 3, 2014 8:20 AM