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): May 28, 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 1.01 | Entry Into a Material Definitive Agreement. |
On April 24, 2015, the Trust and Partnership entered into a restructuring agreement with Rare Earth Financial, LLC to allow for the sale of non-controlling interest units in Tucson Saint Mary’s Suite Hospitality LLC for $10,000 per unit, which operates one of the Tucson, Arizona hotel properties, then wholly-owned by the RRF Limited Partnership which was filed as Exhibit 10.43 of the Registrant’s Annual Report Form 10-K filed April 30, 2015. On May 30, 2015, the restructuring agreement was amended to clarify the requirement that the Trust’s shareholders must approve the conversion rights.
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
On May 28, 2015, InnSuites Hospitality Trust (“IHT”) through one of its subsidiaries, Tucson Saint Mary’s Suite Hospitality, LLC (“Borrower”) obtained a Loan Extension on its first trustee mortgage to July 28, 2015. All other terms of the agreement remain the same. Guarantors are James F. Wirth, CEO, IHT and RRF Limited Partnership. Management anticipates refinancing this note with Hanmi Bank (“Lender”) prior to July 28, 2015.
The foregoing description is not intended to be complete and is qualified in its entirety by reference to the full text of the Change in Terms Agreement and Acknowledgement by Guarantor, which is filed as Exhibit 10.2 to this Current Report on Form 8-K and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| 10.1 | Amended Tucson Saint Mary’s Hospitality LLC Restructuring Agreement, dated April 24, 2015 and amended May 30, 2015, executed by IHT, RRF Limited Partnership, Rare Earth Financial, LLC and Tucson Saint Mary’s Suite Hospitality, LLC. |
| 10.2 | Change in Terms Agreement and Acknowledgement by Guarantors, dated May 28, 2015, executed by the Tucson Saint Mary’s Suite Hospitality, LLC and Hanmi Bank. |
| 99.1 | June 3, 2014 IHT Press Release. |
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: June 3, 2015 | ||
EXHIBIT INDEX
| Exhibit No. | Description | |
| 10.1 | Amended Tucson Saint Mary’s Hospitality LLC Restructuring Agreement, dated April 23, 2015 and amended May 30, 2015, executed by IHT, RRF Limited Partnership, Rare Earth Financial, LLC and Tucson Saint Mary’s Suite Hospitality, LLC. | |
| 10.2 | Change in Terms Agreement and Acknowledgement by Guarantors, dated May 28, 2015, executed by the Tucson Saint Mary’s Suite Hospitality, LLC and Hanmi Bank. | |
| 99.1 | June 3, 2015 IHT Press Release |
| NEWS BULLETIN | RE: | INNSUITES HOSPITALITY TRUST | |
| FROM | INNSUITES HOTEL CENTRE | ||
| INNSUITES HOSPITALITY TRUST | 1625 E. NORTHERN AVENUE, # 105 | ||
| NYSE MKT:IHT | Phoenix, Arizona 85020 | ||
| FISCAL 2016 | Phone: 602-944-1500 |
InnSuites Hotel Tucson City Center Mortgage Extended
FOR FURTHER INFORMATION:
Marc Berg, Executive Vice President
602-944-1500
email: mberg@innsuites.com
Phoenix, AZ, June 3, 2015 - InnSuites Hospitality Trust (NYSE MKT:IHT)
InnSuites Hotel Tucson City Center is the InnSuites® Hospitality Trust (“IHT”) largest full service resort hotel with 267 Rooms and Suites, an Olympic size heated swimming pool, one of Southern Arizona’s largest ballroom and banquet facilities and is located in 10 lush acres in downtown Tucson, Arizona. The hotel is located near Tucson Convention Center, University of Arizona, Cross Country Interstate 10 and Tucson International Airport. On May 28, 2015, IHT through one of its subsidiaries, obtained a 60 day extension on its first trustee mortgage for its InnSuites Hotel Tucson City Center property. Management expects to refinance this mortgage with the current lender prior to the expiration of the 60 day extension period.
On April 24, 2015, IHT entered into a restructuring agreement for InnSuites Hotel Tucson City Center as part of its NYSE MKT Equity Enhancement Plan which was amended on May 30, 2015 to include IHT shareholder approval.
With the exception of historical information, the matters discussed in this news release may include “forward-looking statements” within the meaning of the federal securities laws. Forward-looking statements are not guarantees of future performance due to numerous risks and uncertainties and are described in greater detail in our filings with the Securities and Exchange Commission. Although we believe our current expectations to be based upon reasonable assumptions, we can give no assurance that our expectations will be attained.
For more information visit www.innsuitestrust.com or www.sec.gov