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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13D
(RULE 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a)
AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)
(AMENDMENT NO.8)*
BUCKHEAD AMERICA CORPORATION
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(Name of Issuer)
COMMON STOCK PAR VALUE $.01
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(Title of Class of Securities)
11835A-10-5
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(CUSIP Number)
Azim P. Kassam, Hotel-Motel Management Corporation
3845 N. Desert Drive, Suite 106, Building 2, East Point, Georgia 30344
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
February 9, 1999 (original filing 12/21/94)
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(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G
to report the acquisition that is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box [ ].
NOTE: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits. See
Rule 13d-7(b) for other parties to whom copies are to be sent.
(Continued on following pages)
(Page 1 of 5 Pages)
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* The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to the subject
class of securities, and for any subsequent amendment containing information
which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
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CUSIP NO. 11835A-10-5 13D PAGE 2 OF 5 PAGES
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(1) NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Hotel-Motel Management Corporation
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
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(3) SEC USE ONLY
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(4) SOURCE OF FUNDS*
WCOO
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(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS [ ]
IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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(6) CITIZENSHIP OR PLACE OF ORGANIZATION
Florida
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(7) SOLE VOTING POWER
NUMBER OF 182,750
SHARES --------------------------------------------------------
BENEFICIALLY (8) SHARED VOTING POWER
OWNED BY N/A
EACH --------------------------------------------------------
REPORTING (9) SOLE DISPOSITIVE POWER
PERSON WITH 182,750
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(10) SHARED DISPOSITIVE POWER
N/A
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(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
182,750
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(12) CHECK BOX IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ ]
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(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.4%
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(14) TYPE OF REPORTING PERSON*
CO
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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ITEM 1. Security and Issuer.
This statement relates to the common stock, par value $.01 ("Common
Stock") of Buckhead America Corporation, a Delaware corporation ("Buckhead").
The principal executive offices of Buckhead are located at 4243 Dunwoody Club
Drive, Suite 200, Dunwoody, Georgia 30350.
ITEM 2. Identity and Background.
This statement is being filed by Hotel-Motel Management Corporation, a
Florida corporation, ("H-M") having its principal business and executive
offices at 3485 N. Desert Drive, Suite 106, Building 2, East Point, Georgia
30344.
H-M is principally engaged in the management of hotels and motels for
related companies and the management of real estate.
H-M is a wholly owned subsidiary of P.H.K. Investments, Inc., a Canadian
corporation ("PHK") having its principal business and executive offices at 53
Briarscross Blvd., Agincourt, Ontario MIS 3K6. PHK is the parent company of H-M
and Cassland Corporation ("Cassland"), a Georgia corporation, which owns hotels
and motels in the United States.
The executive officers of PHK, H-M and Cassland and the sole shareholders
of PHK (each owning 50% of the outstanding capital stock of PHK) are:
<TABLE>
<CAPTION>
Name and Business Address Principal Occupation Citizenship
- ------------------------- -------------------- -----------
<S> <C> <C>
Azim P. Kassam President and Director Canada
3485 N. Desert Drive of PHK, Cassland and H-M
Suite 106, Building 2
East Point, GA 30344
Pyarali H. Kassam Chairman and Director Canada
53 Briarscross of PHK, Cassland and H-M
</TABLE>
ITEM 3. Source and Amount of Funds or Other Consideration.
On February 8 and 9, 1999, H-M purchased 4943 shares and 7000 shares,
respectively, of Common Stock. To secure outstanding short term loans, the
shares of the Common Stock have been pledged to secure outstanding loans in the
principal amount of $460,000.
ITEM 4. Purpose of Transaction.
H-M has acquired the Common Stock from time to time for purposes of
investment, and has no current plan to acquire control of Buckhead, although it
may acquire additional shares of Common Stock from time to time for investment
purposes through purchases in the NASDAQ market and/or privately negotiated
transactions. H-M does not intend to participate in the
Page 3 of 5 pages
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management of Buckhead but expects to exercise its rights as a shareholder in
Buckhead in a manner consistent with its equity interest. H-M has no plans or
proposals that relate to, or would result in, (a) the disposition of the Common
Stock of Buckhead; (b) an extraordinary corporate transaction involving Buckhead
or any of its subsidiaries; (c) a sale or transfer of a material amount of
assets of Buckhead or any of its subsidiaries; (d) a change in the present board
of directors or management of Buckhead; (e) a material change in the present
capitalization or dividend policy of Buckhead; (f) a material change in
Buckhead's business or corporate structure; (g) a change in the charter or
by-laws of Buckhead or other action that may impede the acquisition or control
of Buckhead by any person; (h) a class of securities of Buckhead being delisted
from a national securities exchange or ceasing to be authorized to be quoted in
an inter-dealer quotation system of a registered national securities
association; (i) a class of equity securities of Buckhead becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Securities
Exchange Act; or (j) any action similar to any of those enumerated above.
ITEM 5. Interest in Securities of the Issuer.
H-M now owns 182,750 shares of Common Stock of Buckhead which represents
9.4% of the shares of Common Stock outstanding based on the shares reported as
outstanding as reported on Form 10-QSB for the quarterly period ended September
30, 1998. These shares are beneficially owned by H-M which has the sole power
to vote and to direct the vote and the sole power to dispose and direct the
disposition of the shares of Common Stock.
During the past 60 days, H-M has purchased and sold the following number
of shares of Common Stock of Buckhead:
<TABLE>
<CAPTION>
Date of
Transaction Transaction No. of Shares Price per Share
----------- ----------- ------------- ---------------
<S> <C> <C> <C>
2/8/99 Purchase 4943 5.03
2/9/99 Purchase 7000 5.00
</TABLE>
All sales were made in the NASDAQ market through a broker.
ITEM 6. Contracts, Arrangements, Understandings or Relationships
With Respect to Securities of the Issuer.
PHK, Cassland, H-M and their directors and executive officers do not have
and have not had any contract, arrangement, understanding or relationship with
any person named in items 2, and between such persons and any person, with
respect to any securities of Buckhead, including but not limited to transfer or
voting of any such securities, finder's fees, joint ventures, loan or option
arrangements, puts or calls, guarantees of profits, division of profits or loss
or the giving or withholding of proxies.
Page 4 of 5 Pages
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ITEM 7. Materials to be Filed as Exhibits.
None.
Signature.
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
HOTEL-MOTEL MANAGEMENT
CORPORATION
By: /s/ Azim P. Kassam,
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Azim P. Kassam,
President
February 23, 1999
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