UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K - A2
CURRENT REPORT PURSUANT TO SECTION
13 OR 15(D) OF THE SECURITIES EXCHANGE ACT
OF 1934
Date of Report: April 9, 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)
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Item 2. Acquisitions or Disposition of Assets
On February 26, 1997, Humphrey Hospitality Trust, Inc., through its
partnership, Humphrey Hospitality L.P. (the "Partnership") completed the
acquisition of a 49-room Comfort Inn hotel in Culpeper, Virginia from Gateway
Partnership I.
The purchase price for the hotel was follows:
Culpeper, Virginia $1,900,000
The purchase price was paid through the assumption of debt from the
Culpeper hotel and the use of cash. The Partnership assumed approximately
$1,220,000 in taxable and tax exempt bond financing and utilized approximately
$680,000 in cash for the purchase.
The property is 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 hotel. The lease went into effect on February 26, 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 $133,000 11% or quarterly room
Culpeper, Virginia revenues up to room revenues
of $675,000 per annum, plus
11% of semi-annual room
revenues up to $675,000 of
room revenues per annum,
plus 35% of room revenues in
excess of $675,000 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
acquisition, which did not meet the "significant amount of assets" test under
Item 2 of Form 8-K or Rule 3-05 of
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Regulation S-X for the periods specified under Rule 3-05 of Regulation S-X,
within sixty days of this report.
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