UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION
13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934
Date of Report: June 2, 1997
HUMPHREY HOSPITALITY TRUST, INC.
(Exact name of registrant as specified in its charter)
Virginia 52-1889548
(State of Incorporation) (I.R.S. employer
identification no.)
12301 Old Columbia Pike, Silver Spring MD 20904 (301) 680-4343
(Address of principal executive offices) (Registrant's telephone number)
N/A
(Former Name or Former Address, if Changed Since Last Report)
<PAGE>
Item 2. Acquisitions or Disposition of Assets
On May 22, 1997, Humphrey Hospitality Trust, Inc., through its
partnership, Humphrey Hospitality L.P. (the "Partnership") completed the
acquisition of a 81-room Comfort Inn hotel in Gettysburg, Pennsylvania from 344
Associates. On May 22, 1997, the Partnership completed the acquisition of a
51-room Holiday Inn Express hotel in Gettysburg, Pennsylvania from 144
Associates. On May 29, 1997, the Partnership completed the acquisition of a
65-room Comfort Inn hotel in Chambersburg, Pennsylvania from 544 Associates.
The purchase price for the hotels were as follows:
Comfort Inn - Gettysburg, PA $4,325,000
Holiday Inn Express - Gettysburg, PA $2,725,000
Comfort Inn - Chambersburg, PA $2,600,000
The purchase price was paid through the use of borrowings from the
Partnership's credit facility.
The properties are to be leased by the Partnership to Humphrey
Hospitality Management, Inc., the lessor of the Partnership's other hotel
properties, pursuant to percentage leases which provide for rent based, in part,
on the room revenues from the hotels. The lease for the Comfort Inn and Holiday
Inn Express hotels located in Gettysburg, Pennsylvania went into effect on May
22, 1997, the lease for the Comfort Inn hotel located in Chambersburg,
Pennsylvania went into effect May 29, 1997.
The following table sets forth (i) the annual Base Rent, and (ii) the
annual Percentage Rent formula:
Acquired Hotel Base Rent Percentage Rent Formula
Comfort Inn $302,750 14.5% of quarterly room revenues up to
Gettysburg, PA room revenues of $1,400,000 per annum,
plus 9.5% of semi-annual room revenues
up to $1,400,000 of room revenues per
annum, plus 35% of room revenues in
excess of $1,400,000 of room revenues
per annum, plus 8% of monthly other
revenues.
Holiday Inn Express $190,750 14.5% of quarterly room revenues up to
Gettysburg, PA room revenues of $940,000 per annum,
plus 9% of semi-annual room revenues
up to $940,000 of room revenues per
annum, plus 35% of room revenues in
excess of $940,000 of room revenues
per annum, plus 8% of monthly other
revenues.
Comfort Inn $183,750 14.2% of quarterly room revenues up to
Chambersburg, PA room revenues of $960,000 per annum,
plus 8.5% of semi-annual room revenues
up to $960,000 of room revenues per
annum, plus 35% of room revenues in
excess of $960,000 of room revenues
per annum, plus 8% of monthly other
revenues.
Item 7. Financial Statements. Pro Forma Financial Information and Exhibits
As of the date of this report, historical audited financial information
is not available. Audited financial information will be provided for the above
acquisitions, which meet the "significant amount of assets" test under Item 2 of
Form 8-K or Rule 3-05 of Regulation S-X for the periods specified under Rule
3-05 of Regulation S-X, within sixty days of this report.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused the report to be signed on its behalf by the
undersigned thereunto duly authorized.
Humphrey Hospitality Trust, Inc.
--------------------------------
Date:____________________________ By: __________________________
James I. Humphrey Jr.
Chairman and President