-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, TNXTmA9yB87zwsSsKyJTnemwmhTeIRISAqeUEuZ2LFV7KnnP+YDzXtBWVhpzo/rL MiUDpmYa+u7PjM3CJYyggw== 0000803868-96-000010.txt : 19960508 0000803868-96-000010.hdr.sgml : 19960508 ACCESSION NUMBER: 0000803868-96-000010 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19960422 ITEM INFORMATION: Acquisition or disposition of assets ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19960507 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: MISSION BAY SUPER 8 LTD CENTRAL INDEX KEY: 0000803868 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 330202890 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-18078 FILM NUMBER: 96557455 BUSINESS ADDRESS: STREET 1: 3145 SPORTS ARENA BLVD CITY: SAN DIEGO STATE: CA ZIP: 92110 BUSINESS PHONE: 6192261212 MAIL ADDRESS: STREET 1: 4540 MISSION BAY DRIVE CITY: SAN DIEGO STATE: CA ZIP: 92107 FORMER COMPANY: FORMER CONFORMED NAME: MOTELS OF AMERICA SERIES IX DATE OF NAME CHANGE: 19900402 8-K 1 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: April 22, 1996 Mission Bay Super 8 Ltd., A California Limited Partnership (Exact Name of Registrant as specified in its charter) California 33-9075-LA 33-0202890 (State or other (Commission File No.) (I.R.S. Employer jurisdiction of Identification No.) incorporation or organization) 3145 Sports Arena Blvd., San Diego, California 92110 (Address of principal executive offices) (Zip Code) Registrant's telephone number: (619) 226-1212 Item 2. ACQUISITION OR DISPOSITION OF ASSETS (a) On April 22, 1996, the Registrant sold all of its motel assets to Host Funding, Inc. for 252,049 shares of Class A Common Stock in Host Funding, Inc. The number of shares received is based on an initial exchange value of $10 per share. The shares will be distributed to the limited partners in a final liquidating distribution. Limited partners holding approximately 10% of the limited partnership interests perfected their rights as dissenting partners and will receive cash for their limited partnership interests. The total value of the transaction is approximately $2.8 million based on the initial exchange value of the common stock and the cash to be paid to dissenting partners. The sale of the motel and dissolution of the Registrant are pursuant to the Prospectus/Consent Solicitation Statement, included in the Host Funding, Inc. Registration Statement on Form S-4 (Commission File No. 33-60011), and approved by the limited partners in January 1996. Management plans to dissolve the Registrant as soon as is feasible following the distribution of the common stock. Any cash remaining after the payment of all liabilities, including the costs of administering the final liquidation and dissolution of the Registrant, will be distributed to the limited partners. Item 7. FINANCIAL STATEMENTS AND EXHIBITS (b) The Registrant will have no significant assets or operations remaining after the sale. Any cash remaining after the payment of all liabilities, including the costs of administering the final liquidation and dissolution of the Registrant, will be distributed to the limited partners. Summarized pro forma balance sheet information for the Registrant before and after the sale is as follows:
Effects of Before Sale Sale After Sale ----------- ---------- ---------- Current assets $ 135,000 $ (35,000) $100,000 Investment property, net 2,730,000 (2,730,000) -0- Other assets 10,000 (10,000) -0- ---------- ----------- -------- Total assets $2,875,000 $(2,775,000) $100,000 ---------- ----------- -------- ---------- ----------- -------- Liabilities $ 50,000 $ -0- $ 50,000 Partners' capital 2,825,000 (2,775,000) 50,000 ---------- ----------- -------- Total liabilities and partners' capital $2,875,000 $(2,775,000) $100,000 ---------- ----------- -------- ---------- ----------- --------
2 SIGNATURES In accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant caused this report to be signed on its behalf by the undersigned hereunto duly authorized. MISSION BAY SUPER 8 LTD., A California Limited Partnership By: GHG Hospitality, Inc. Corporate General Partner By: /s/ Stephen D. Burchett Date: May 3, 1996 Stephen D. Burchett Vice President of GHG In accordance with the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated. By: GHG Hospitality, Inc. Corporate General Partner By: /s/ Stephen D. Burchett Date: May 3, 1996 Stephen D. Burchett Vice President of GHG 3
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