FORM 8-K

 

 

 

UNITED STATES
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

 

Date of Report (Date of earliest event reported): October 14, 2015

 

 

 

INNSUITES HOSPITALITY TRUST

(Exact Name of Registrant as Specified in Charter)

 

Ohio   001-07062   34-6647590
(State or Other Jurisdiction
of Incorporation)		   (Commission
File Number)		   (IRS Employer
Identification No.)

 

InnSuites Hotels Centre, 1625
E. Northern Avenue,		    
Suite 105, Phoenix, AZ   85020
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code (602) 944-1500

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

[  ]   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

[  ]   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

[  ]   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

[  ]   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

 
   

 

Item 2.01 Completion of Acquisition or Disposition of Assets.

 

On October 14, 2015, the final transaction provided for in the Real Estate Purchase Agreement (“Sale Agreement”) dated July 1, 2015 between Tucson Saint Mary’s Suite Hospitality LLC, a subsidiary of InnSuites Hospitality Trust (the “Trust”) and Lee & J Hospitality, Inc. (“Buyer”) were consummated. Pursuant to the Sale Agreement, the Buyer acquired the Hotel Tucson City Center InnSuites hotel property for a cash purchase price of $9.65 million. Right, title and interest to the Hotel Tucson City Center InnSuites hotel property was transferred on October 14, 2015. The Trust has attached as Exhibit 99.1 unaudited pro forma condensed consolidated financial statements to illustrate the pro forma effects of this significant disposition of assets.

 

The information in Exhibit 99.1 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. The foregoing description is not intended to be complete and is qualified in its entirety by reference to the full text of the Sale Agreement, which was filed as Exhibit 10.1 to the Current Report on Form 8-K filed on July 8, 2015 and is incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

99.1 Unaudited pro forma condensed consolidated financial statements of the Trust.

 

 
   

 

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.

 

  InnSuites Hospitality Trust
     
  By: /s/ Adam B. Remis
    Adam B. Remis
    Chief Financial Officer

 

Date: October 20, 2015

 

 
   

 

EXHIBIT INDEX

 

Exhibit No.   Description
     
99.1   Unaudited pro forma condensed consolidated financial statements of the Trust.