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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
SEC FILE NUMBER
CUSIP NUMBER
(CHECK ONE): ( x ) Form 10-K ( ) Form 20-F ( ) Form 11-K
( ) Form 10-Q ( ) Form N-SAR
For Period Ended: DECEMBER 31, 1994
( ) Transition Report on Form 10-K
( ) Transition Report on Form 20-F
( ) Transition Report on Form 11-K
( ) Transition Report on Form 10-Q
( ) Transition Report on Form N-SAR
For the Transition Period Ended:
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READ INSTRUCTION (ON BACK PAGE) BEFORE PREPARING FORM. PLEASE PRINT OR TYPE.
NOTHING IN THIS FORM SHALL BE CONSTRUED TO IMPLY THAT THE COMMISSION HAS
VERIFIED ANY INFORMATION CONTAINED HEREIN.
If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates:
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PART I - REGISTRANT INFORMATION
Aircoa Hotel Partners, L.P.
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Full Name of Registrant
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Former Name if Applicable
5775 DTC Boulevard, Suite 300
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Address of Principal Executive Office (STREET AND NUMBER)
Englewood, Colorado 80111
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City, State and Zip Code
PART II - RULES 12b-25 (b) AND (c)
If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief pursuant to Rule 12b-25 (b), the
following should be completed. (Check box if appropriate)
(a) The reasons described in reasonable detail in Part III of this form
could not be eliminated without unreasonable effort or expense;
(b) The subject annual report, semi-annual report, transition report on
Form 10-K, Form 20-F, 11-K, Form N-SAR, or portion thereof, will be
/x/ filed on or before the fifteenth calendar day following the prescribed
due date; or the subject quarterly report of transition report on Form
10-Q, or portion thereof will be filed on or before the fifth calendar
day following the prescribed due date; and
(c) The accountant's statement or other exhibit required by Rule 12b-25
(c) has been attached if applicable.
PART III - NARRATIVE
State below in reasonable detail the reasons why the Form 10-K, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period. (ATTACH EXTRA SHEETS IF NEEDED)
The Registrant is unable to file its Annual Report on Form 10-K for the
fiscal year ended December 31, 1994 by the March 31, 1995 due date without
undue effort or expense. The reasons for the Registrant's inability to
complete its Annual Report by March 31, 1995 relate to the efforts of the
Registrant's General Partner to negotiate a commitment with a bank lender
to refinance the registrant's present first mortgage loan on all of its
hotel properties. The mortgage loan which is due to be repaid no later than
July 1995 accounts for a significant portion of the Registrant's
indebtedness. Senior management personnel of the General Partner and
members of the General Partner's staff who would ordinarily be involved in
the preparation and internal review of the Form 10-K have been unable to
complete their work on the Form 10-K as a result of the intensive efforts
required to prepare and provide necessary financial and other information
to the bank lender. The finalization of the terms of the mortgage
commitment would have a significant impact on the financial statement
disclosures and Management's Discussion and Analysis in the Form 10-K. The
Registrant expects to finalize its negotiations with the bank lender
shortly and will file its Form 10-K as soon as practicable, but in no event
later than Monday, April 17, 1995.
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PART IV - OTHER INFORMATION
( 1 ) Name and telephone number of person to contact in regard to this
notification
Douglas M. Pasquale EVP/CFO 303 220-2000
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( Name ) ( Area Code ) ( Telephone Number )
( 2 ) Have all other periodic reports required under Section 13 or
15(d) or the Securities Exchange Act of 1934 or Section 30 of the
Investment Company Act of 1940 during the preceding 12 months (or
for such shorter) period that the registrant was required to file
such reports) been filed? If answer is no, identify report(s).
( x ) YES ( ) NO
( 3 ) Is it anticipated that any significant change in results of
operations from the corresponding period for the last fiscal year
will be reflected by the earnings statements to be included in
the subject report or portion thereof?
( ) YES ( x ) NO
If so, attach an explanation of the anticipated change, both
narratively and quantitatively, and, if appropriate, state the
reasons why a reasonable estimate of the results cannot be made.
Aircoa Hotel Partners, L.P.
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( Name of Registrant as Specified in Charter )
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date March 31, 1995 By /s/ Douglas M. Pasquale
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INSTRUCTION: The form may be signed by an executive officer of the registrant or
by any other duly authorized representative. The name and title of the person
signing the form shall be typed or printed beneath the signature. If the
statement is signed on behalf of the registrant by an authorized representative
(other than an executive officer), evidence of the representative's authority to
sign on behalf of the registrant shall be filed with the form.
ATTENTION
INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE
FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001).
GENERAL INSTRUCTIONS
1. This form is required by Rule 12b-25 (17 CFR 240.12b-25) of the General
Rules and Regulations under the Securities Exchange Act of 1934.
2. One signed original and four conformed copies of this form and amendments
thereto must be completed and filed with the Securities and Exchange
Commission, Washington, D.C. 20549, in accordance with Rule 0-3 of the
General Rules and Regulations under the Act. The information contained in
or filed with the form will be made a matter of public record in the
Commission files.
3 A manually signed copy of the form and amendments thereto shall be filed
with each national securities exchange on which any class of securities of
the registrant is registered.
4. Amendments to the notifications must also be filed on form 12b-25 but need
not restate information that has been correctly furnished. The form shall
be clearly identified as an amended notification.
