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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
July 11, 1997
------------------------------------------------
Date of Report (Date of Earliest Event Reported)
EQUITY INNS, INC.
(Exact Name of Registrant as Specified in Its Charter)
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<S> <C> <C>
Tennessee 34-O-23290 62-1550848
- ---------------------------- --------------------- ------------------
(State or Other Jurisdiction (Commission File No.) (I.R.S. Employer
of Incorporation) Identification No.)
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4735 Spottswood
Suite 102
Memphis, Tennessee 38117
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(Address of Principal Executive Offices) (Zip Code)
(901) 761-9651
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(Registrant's Telephone Number, Including Area Code)
N/A
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS.
Current Percentage Lease Formulas for the Company's Hotels
Effective November 15, 1996, all of the leases for the 48 hotels owned
at such date by Equity Inns, Inc. (the "Company") were assigned to
Crossroads/Memphis Partnership, L.P., a subsidiary of Interstate Hotels
Corporation. The Company currently owns, through its ownership interest in
Equity Inns Partnership, L.P., 55 hotels (the "Hotels"). Of the Hotels, 25 are
leased to Crossroads/Memphis Partnership, L.P., 23 are leased to
Crossroads/Memphis Financing Company, L.L.C. and seven (which hotels were
acquired after November 15, 1996) are leased to Crossroads/Future Company,
L.L.C. (collectively, the "Lessees"). The Hotels are leased to the Lessees
pursuant to separate percentage lease agreements (the "Percentage Leases")
providing for rent payments equal to the greater of (i) fixed base rent ("Base
Rent") or (ii) percentage rent based in part on the revenues of the Hotels
("Percentage Rent"). Base Rent and the revenue threshold amounts for Percentage
Rent generally adjust annually based on changes in the Consumer Price Index
("CPI").
The following sets forth, as of May 1, 1997, (i) the annual Base Rent,
(ii) the annual Percentage Rent formula, and (ii) the date of the Percentage
Lease for each Hotel, including any and all adjustments to date for changes in
the CPI.
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Annual Annual Percentage
Hotel Base Rent Rent Formula Date of Lease
- ----------------- --------- ------------------------- -------------
<S> <C> <C> <C>
Hampton Inn $950,236 32% of room revenue up March 2, 1994
Albany, New York to $1,849,552, plus 70% of
room revenue in excess of
$1,849,552
Hampton Inn $489,834 30% of room revenue up March 2, 1994
College Station, to $1,204,851, plus 68% of
Texas room revenue in excess of
$1,204,851
Hampton Inn $486,269 30% of room revenue up March 2, 1994
Columbus, Georgia to $1,030,465, plus 68% of
room revenue in excess of
$1,030,465
Hampton Inn $476,723 30% of room revenue up March 2, 1994
Louisville, Kentucky to $1,136,154, plus 70% of
room revenue in excess of
$1,136,154
Hampton Inn $466,263 31% of room revenue up March 2, 1994
Cleveland, Ohio to $977,621, plus 68% of
room revenue in excess of
$977,621
Hampton Inn $419,870 30% of room revenue up March 2, 1994
Sarasota, Florida to $1,162,575, plus 70% of
room revenue in excess of
$1,162,575
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<CAPTION>
Annual Annual Percentage
Hotel Base Rent Rent Formula Date of Lease
- ----------------- --------- ------------------------- -------------
<S> <C> <C> <C>
Hampton Inn $380,150 30% of room revenue up March 2, 1994
Fort Worth, Texas to $1,321,109, plus 69% of
room revenue in excess of
$1,321,109
Hampton Inn $305,916 22% of room revenue up March 2, 1994
Little Rock, Arkans to $1,056,887, plus 68% of
room revenue in excess of
$1,056,887
Hampton Inn $539,339 27% of room revenue up April 21, 1994
Ann Arbor, Michigan to $1,434,196, plus 68% of
room revenue in excess of
$1,434,196
Comfort Inn $230,367 29% of room revenue up June 1, 1994
Enterprise, Alabama to $660,555, plus 70% of
room revenue in excess of
$660,555
Hampton Inn $379,943 30% of room revenue up June 7, 1994
Gurnee, Illinois to $1,408,830, plus 69% of
room revenue in excess of
$1,408,830
Hampton Inn $542,561 28% of room revenue up June 14, 1994
Traverse City, to $1,118,186, plus 69% of
Michigan room revenue in excess of
$1,118,186
Hampton Inn $584,836 30% of room revenue up July 15, 1994
Arlington, Texas to $1,469,073, plus 69% of
room revenue in excess of
$1,469,073
Residence Inn $805,286 27% of room revenue up Sept. 12, 1994
Eagan, Minnesota to $1,221,762, plus 65% of
room revenue in excess of
$1,221,762
Residence Inn $711,381 27% of room revenue up Sept. 12, 1994
Tinton Falls, to $1,327,450, plus 65% of
New Jersey room revenue in excess of
$1,327,450
Hampton Inn $535,980 30% of room revenue up Sept. 20, 1994
Milford, Connecticut to $1,465,902, plus 68% of
room revenue in excess of
$1,465,902
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<CAPTION>
Annual Annual Percentage
Hotel Base Rent Rent Formula Date of Lease
- ----------------- --------- ------------------------- -------------
<S> <C> <C> <C>
Hampton Inn $343,617 30% of room revenue up Sept. 20, 1994
Meriden, Connecticut to $981,848, plus 65% of
room revenue in excess of
$981,848
Hampton Inn $502,679 31% of room revenue up Nov. 28, 1994
Beckley, to $828,614, plus 68% of
West Virginia room revenue in excess of
$828,614
Hampton Inn $187,391 31% of room revenue up Nov. 28, 1994
Shelby, to $557,108, plus 62% of
North Carolina room revenue in excess of
$557,108
Holiday Inn Express $214,782 35% of room revenue up Nov. 28, 1994
Wilkesboro, to $700,590, plus 70% of
North Carolina room revenue in excess of
$700,590
Hampton Inn $440,666 33% of room revenue up Nov. 28, 1994
Gastonia, to $793,872, plus 66% of
North Carolina room revenue in excess of
$793,872
Hampton Inn $414,680 33% of room revenue up Nov. 28, 1994
Morgantown, to $897,031, plus 65% of
West Virginia room revenue in excess of
$897,031
Holiday Inn $296,375 33% of room revenue up Nov. 28, 1994
Oak Hill, to $747,544, plus 65% of
West Virginia room revenue in excess of
$747,544, plus 7% of
food revenue and 75% of
beverage lease revenue
Holiday Inn $535,514 33% of room revenue up Nov. 28, 1994
Bluefield, to $1,538,311, plus 65% of
West Virginia room revenue in excess of
$1,538,311, plus 15% of
food revenue, plus 8% of
beverage revenue
Hampton Inn $545,882 31% of room revenue up Dec. 6, 1994
Naperville, Illinois to $1,230,196, plus 62% of
room revenue in excess of
$1,230,196
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<CAPTION>
Annual Annual Percentage
Hotel Base Rent Rent Formula Date of Lease
- ----------------- --------- ------------------------- -------------
<S> <C> <C> <C>
Hampton Inn $524,923 31% of room revenue up Jan. 3, 1995
State College, to $926,827, plus 62% of
Pennsylvania room revenue in excess of
$926,827
Comfort Inn $318,166 33% of room revenue up June 15, 1995
Rutland, Vermont to $1,272,810, plus 71% of
room revenue in excess of
$1,272,810
Hampton Inn $137,495 31% of room revenue up July 6, 1995
Cleveland, Tennessee to $610,613, plus 62% of
room revenue in excess of
$610,613
Hampton Inn $513,486 37% of room revenue up Sept. 20, 1995
Scranton, to $1,850,660, plus 74% of
Pennsylvania room revenue in excess of
$1,850,660
Hampton Inn $420,951 33% of room revenue up Sept. 22, 1995
Fayetteville, to $1,179,413, plus 65% of
North Carolina room revenue in excess of
$1,179,413
Hampton Inn $631,269 35% of room revenue up Sept. 22, 1995
Indianapolis, to $1,531,257, plus 71% of
Indiana room revenue in excess of
$1,531,257
Hampton Inn $436,886 34% of room revenue up Sept.22,1995
Jacksonville, to $1,477,930, plus 68% of
Florida room revenue in excess of
$1,477,930
Holiday Inn $671,481 38% of room revenue up Sept. 22, 1995
Mt. Pleasant, to $2,158,354, plus 76% of
South Carolina room revenue in excess of
$2,158,354, plus 5% of
food revenue, plus 20% of
beverage revenue
Comfort Inn $672,312 37% of room revenue up Nov. 21, 1995
Jacksonville Beach, to $2,951,899, plus 75% of
Florida room revenue in excess of
$2,951,899, plus 10% of
food revenue, plus 25% of
beverage revenue
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5
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<CAPTION>
Annual Annual Percentage
Hotel Base Rent Rent Formula Date of Lease
- ----------------- --------- ------------------------- -------------
<S> <C> <C> <C>
Residence Inn $335,354 35% of room revenue up Dec. 15, 1995
Omaha, Nebraska to $1,649,549, plus 71% of
room revenue in excess of
$1,649,549
Hampton Inn $582,876 35% of room revenue up Dec. 27, 1995
Austin, Texas to $1,380,638, plus 71% of
room revenue in excess of
$1,380,638
Hampton Inn $410,733 35% of room revenue up Dec. 27, 1995
Garland, Texas to $1,348,850, plus 70% of
room revenue in excess of
$1,348,850
Hampton Inn $351,000 34% of room revenue up Feb. 21, 1996
Knoxville (Alcoa), to $1,420,906, plus 69% of
Tennessee room revenue in excess of
$1,420,906
Hampton Inn $538,200 36% of room revenue up March 14, 1996
Baltimore (Glen to $1,718,397, plus 72% of
Burnie), Maryland room revenue in excess of
$1,718,397
Hampton Inn $623,500 37% of room revenue up May 31, 1996
Detroit (Northville), to $1,578,850, plus 73% of
Michigan room revenue in excess of
$1,578,850
Homewood Suites $879,500 37% of room revenue up May 31, 1996
Hartford (Windsor to $2,488,897, plus 75% of
Locks), Connecticut room revenue in excess of
$2,488,897
Homewood Suites $357,000 33% of room revenue up June 25, 1996
Madison, Wisconsin to $1,554,592, plus 70% of
room revenue in excess of
$1,554,592
Holiday Inn $422,523 28% of room revenue up to June 28, 1996
Winston-Salem, $1,849,390, plus 77% of room
North Carolina revenue in excess of $1,849,390,
plus 15% of food revenue plus
30% of beverage revenue
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<CAPTION>
Annual Annual Percentage
Hotel Base Rent Rent Formula Date of Lease
- ----------------- --------- ------------------------- -------------
<S> <C> <C> <C>
Hampton Inn $779,950 37% of room revenue up July 16, 1996
Scottsdale, Arizona to $1,458,518, plus 73% of
room revenue in excess of
$1,458,518
Hampton Inn $690,000 36% of room revenue up July 22, 1996
Chattanooga, to $1,905,868, plus 72% of
Tennessee room revenue in excess of
$1,905,868
Homewood Suites $853,700 35% of room revenue up Sept. 27, 1996
San Antonio, Texas to $2,060,529, plus 71% of
room revenue in excess of
$2,060,529
Residence Inn $650,760 37% of room revenue up Oct. 1, 1996
Burlington, Vermont to $1,697,547, plus 74% of
room revenue in excess of
$1,697,547
Homewood Suites $1,031,666 35% of room revenue up Nov. 5, 1996
Phoenix (Camelback), to $2,391,628, plus 71% of
Arizona room revenue in excess of
$2,391,628
Residence Inn by $792,524 37% of room revenue up Jan. 10, 1997
Marriott to $1,460,638, plus 75% of
Colorado Springs, room revenue in excess of
Colorado $1,460,638
Residence Inn by $851,240 37% of room revenue up Jan. 10, 1997
Marriott to $2,168,983, plus 74% of
Tucson, Arizona room revenue in excess of
$2,168,983
Residence Inn by $948,315 37% of room revenue up Jan. 10, 1997
Marriott to $2,155,473, plus 75% of
Oklahoma City, room revenue in excess of
Oklahoma $2,155,473
Hampton Inn $499,249 36% of room revenue up Feb. 14, 1997
Savannah, Georgia to $1,322,876, plus 71% of
room revenue in excess of
$1,322,876
Hampton Inn $649,997 35% of room revenue up Mar. 5, 1997
Norfolk, Virginia to $1,284,067, plus 71% of
room revenue in excess of
$1,284,067
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<CAPTION>
Annual Annual Percentage
Hotel Base Rent Rent Formula Date of Lease
- ----------------- --------- ------------------------- -------------
<S> <C> <C> <C>
Hampton Inn $352,050 35% of room revenue up Mar. 11, 1997
Southaven, to $1,107,032, plus 70% of
Mississippi room revenue in excess of
$1,107,032
Hampton Inn $171,250 32% of room revenue up Mar. 11, 1997
Pickwick, Tennessee to $725,000, plus 65% of
room revenue in excess of
$725,000
Hampton Inn $664,003 34% of room revenue up April 22, 1997
Overland Park, to $1,422,126 plus 68% of
Kansas room revenue in excess of
$1,422,126
Hampton Inn $995,094 36.2% of room revenue up June 24, 1997
Addison, Texas to $1,519,514 plus 72.4% of
room revenue in excess of
$1,519,514
Hampton Inn $493,793 35.3% of room revenue up June 24, 1997
Albuquerque, to $1,357,695 plus 70.7% of
New Mexico room revenue in excess of
$1,357,695
Hampton Inn $359,630 34.2% of room revenue up June 24, 1997
Amarillo, Texas to $1,170,305 plus 68.3% of
room revenue in excess of
$1,170,305
Hampton Inn $713,666 35.9% of room revenue up June 24, 1997
Atlanta (Northlake), to $1,284,958 plus 71.9% of
Georgia room revenue in excess of
$1,284,958
Hampton Inn $474,536 33.9% of room revenue up June 24, 1997
Atlanta (Roswell), to $1,193,604 plus 67.9% of
Georgia room revenue in excess of
$1,193,604
Hampton Inn $583,825 34.9% of room revenue up June 24, 1997
Birmingham (Vestavia), to $1,472,569 plus 69.8% of
Alabama room revenue in excess of
$1,472,569
Hampton Inn $738,605 36.2% of room revenue up June 24, 1997
Chapel Hill, to $1,295,681 plus 72.3% of
North Carolina room revenue in excess of
$1,295,681
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<CAPTION>
Annual Annual Percentage
Hotel Base Rent Rent Formula Date of Lease
- ----------------- --------- ------------------------- -------------
<S> <C> <C> <C>
Hampton Inn $553,430 34.9% of room revenue up June 24, 1997
Charleston, to $1,410,095 plus 69.9% of
South Carolina room revenue in excess of
$1,410,095
Hampton Inn $459,384 35.6% of room revenue up June 24, 1997
Colorado Springs, to $1,456,262 plus 71.2% of
Colorado room revenue in excess of
$1,456,262
Hampton Inn $624,478 35.3% of room revenue up June 24, 1997
West Columbia, to $1,214,060 plus 70.5% of
South Carolina room revenue in excess of
$1,214,060
Hampton Inn $419,899 35.3% of room revenue up June 24, 1997
Denver (Aurora), to $1,510,480 plus 70.5% of
Colorado room revenue in excess of
$1,510,480
Hampton Inn $534,215 35.2% of room revenue up June 24, 1997
Detroit (Madison to $1,472,346 plus 70.3% of
Heights), Michigan room revenue in excess of
$1,472,346
Hampton Inn $481,469 35.8% of room revenue up June 24, 1997
Dublin, Ohio to $1,396,538 plus 71.7% of
room revenue in excess of
$1,396,538
Hampton Inn $541,045 34.8% of room revenue up June 24, 1997
Eden Prairie, to $1,210,578 plus 69.6% of
Minnesota room revenue in excess of
$1,210,578
Hampton Inn $559,631 35.1% of room revenue up June 24, 1997
Greensboro, to $1,289,587 plus 70.2% of
North Carolina room revenue in excess of
$1,289,587
Hampton Inn $462,747 34.8% of room revenue up June 24, 1997
Greenville, to $1,306,331 plus 69.7% of
South Carolina room revenue in excess of
$1,306,331
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<TABLE>
<CAPTION>
Annual Annual Percentage
Hotel Base Rent Rent Formula Date of Lease
- ----------------- --------- ------------------------- -------------
<S> <C> <C> <C>
Hampton Inn $461,072 35.5% of room revenue up June 24, 1997
Kansas City, Missouri to $1,454,666 plus 71.1% of
room revenue in excess of
$1,454,666
Hampton Inn $577,701 35.6% of room revenue up June 24, 1997
Little Rock, Arkansas to $1,300,897 plus 71.3% of
room revenue in excess of
$1,300,897
Hampton Inn $810,283 36.0% of room revenue up June 24, 1997
Memphis (Poplar), to $1,506,533 plus 72.0% of
Tennessee room revenue in excess of
$1,506,533
Hampton Inn $437,835 34.8% of room revenue up June 24, 1997
Memphis (Sycamore to $1,531,003 plus 69.5% of
View), Tennessee room revenue in excess of
$1,531,003
Hampton Inn $670,148 35.0% of room revenue up June 24, 1997
Nashville (Brentwood), to $1,522,082 plus 70.0% of
Tennessee room revenue in excess of
$1,522,082
Hampton Inn $798,808 35.4% of room revenue up June 24, 1997
Nashville (Briley to $1,629,072 plus 70.9% of
Parkway), Tennessee room revenue in excess of
$1,629,072
Hampton Inn $757,616 35.5% of room revenue up June 24, 1997
Richardson, Texas to $1,329,274 plus 71.1% of
room revenue in excess of
$1,329,274
Hampton Inn $445,040 34.8% of room revenue up June 24, 1997
San Antonio to $1,242,052 plus 69.6% of
(Northwest), Texas room revenue in excess of
$1,242,052
Hampton Inn $264,983 30.7% of room revenue up June 24, 1997
Spartanburg, to $1,177,501 plus 66.3% of
South Carolina room revenue in excess of
$1,177,501
Hampton Inn $445,121 34.5% of room revenue up June 24, 1997
St. Louis (Westport), to $1,459,739 plus 69.1% of
Missouri room revenue in excess of
$1,459,739
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<TABLE>
<CAPTION>
Annual Annual Percentage
Hotel Base Rent Rent Formula Date of Lease
- ----------------- --------- ------------------------- -------------
<S> <C> <C> <C>
Hampton Inn $283,526 31.3% of room revenue up June 24, 1997
East Syracuse, to $1,294,812 plus 64.2% of
New York room revenue in excess of
$1,294,812
Hampton Inn $555,495 35.9% of room revenue up June 26, 1997
Destin, Florida to $938,246 plus 71.8% of
room revenue in excess of
$938,246
Homewood Suites $640,900 36.5% of room revenue up June 26, 1997
Germantown, to $1,382,038 plus 73.0% of
Tennessee room revenue in excess of
$1,382,038
Homewood Suites $393,650 37.2% of room revenue up July 10, 1997
Augusta, Georgia to $1,017,187, plus 74.5% of
room revenue in excess of
$1,017,187
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ITEM 7. EXHIBITS.
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<S> <C>
10.1(a)*-- Consolidated Lease Amendment dated as of November 15, 1996 between
Equity Inns Partnership, L.P. and Crossroads/Memphis Partnership,
L.P.
10.1(b)**- Form of Percentage Lease Agreement between Equity Inns Partnership,
L.P. and Crossroads/Future Company, L.L.C.
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* Incorporated by reference to Exhibit 10.1 to the Company's Current Report
on Form 8-K (Registration No. 34-0-23290) filed with the Securities and
Exchange Commission on December 13, 1996.
** Filed herein.
11
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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.
EQUITY INNS, INC.
July 11, 1997 /s/ Howard A. Silver
--------------------
Howard A. Silver
Vice President of Finance,
Secretary, Treasurer and
Chief Financial Officer
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EXHIBIT INDEX
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<S> <C>
10.1(a)*-- Consolidated Lease Amendment dated as of November 15, 1996 between
Equity Inns Partnership, L.P. and Crossroads/Memphis Partnership,
L.P.
10.1(b)**- Form of Percentage Lease Agreement between Equity Inns Partnership,
L.P. and Crossroads/Future Company, L.L.C.
</TABLE>
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* Incorporated by reference to Exhibit 10.1 to the Company's Current Report
on Form 8-K (Registration No. 34-0-23290) filed with the Securities and
Exchange Commission on December 13, 1996.
** Filed herein.
13
