SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
September 27, 1999
Date of Report (Date of earliest event reported)
Supertel Hospitality, Inc.
(Exact name of registrant as specified in its charter)
Delaware 0-23536 47-0774097
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
309 North 5th Street, Norfolk, Nebraska 68701
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code
(402) 371-2520
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Item 5. OTHER EVENTS.
Supertel Hospitality, Inc. announced at its Special Meeting of Stockholders,
held in Omaha, Nebraska on September 27, 1999 that a majority of the
stockholders entitled to vote at the meeting voted to approve and adopt the
Agreement and Plan of Merger, dated June 11, 1999, with Humphrey Hospitality
Trust, Inc. Supertel has been advised that the meeting at which the Humphrey
Hospitality shareholders will vote on the merger has been adjourned from
September 27, 1999 to October 4, 1999. Completion of the merger is expected to
occur prior to October 30, 1999.
On September 17, 1999, the Board of Supertel, in connection Supertel's proposed
merger with Humphrey Hospitality, declared a conditional, special dividend to
Supertel stockholders of $5.13 per share of common stock.
The special dividend will be paid immediately prior to, and is conditional upon,
completion of the merger. It will be paid to stockholders of record as of
September 29, 1999. Payment of the special dividend is necessary so that
Humphrey Hospitality can continue to qualify as a real estate investment trust
after the merger.
Supertel anticipates cash requirements of up to $27 million to fund the special
dividend distribution. Supertel is currently in discussions with lenders for a
commercial loan to provide such funding. Supertel believes that funding will be
available prior to October 30, 1999. The funding must be obtained for the merger
to occur.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
None
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SIGNATURES
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.
SUPERTEL HOSPITALITY, INC.
/s/ Paul Schulte
September 27, 1999 By: --------------------------
Paul Schulte
President and Chief Executive Officer
