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):  August 19, 2014

 

 

 

 

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 August 19, 2014, Ontario Hospitality Properties LLLP ( “Ontario”), a subsidiary of InnSuites Hospitality Trust (the “Trust”) entered into a $450,000 credit card advance financing business loan with American Express Bank, FSB (the “ AEXP Agreement”) with a maturity date of 365 days after the disbursement of the initial loan. The agreement includes acceleration provisions upon default. The funds may be used for Ontario working capital. The Trust and/or one or more of its subsidiaries may enter into similar arrangements to add additional working capital to select subsidiaries in the year ahead.

 

On August 22, 2014, Ontario entered into a $5,700,000 mortgage loan with Arizona Bank & Trust (the AZB&T Agreement”) to refinance the current existing term debt with a 10 year maturity date with an interest rate of 4.75% fixed for the first 5 years and then variable at Wall Street Journal Prime + 1.50% with a 4.75% floor for the remaining 5 years of the term. The loan is secured by a 1 st position lien against the Ontario property located at 3400 Shelby Street, Ontario CA 91764 and all general business assets of Ontario. Prepayment fees exist for refinancing the debt with another lender in the first 3 years.

 

The foregoing description is not intended to be complete and is qualified in its entirety by reference to the full text of the Agreement, which is filed as Exhibits 10.1 and 10.2 to this Current Report on Form 8-K and is incorporated herein by reference.

 

Item 2.03

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

 

The information set forth above under Item 1.01 is hereby incorporated by reference into this Item 2.03.

 

Item 9.01

Financial Statements and Exhibits.

 

(d)

Exhibits.

 

10.1

Business Loan and Security Agreement, dated August 19, 2014, executed by Ontario as borrower, in favor of American Express Bank, FSB, as Lender.

 

10.2

Promissory Note, Business Loan, Subordination and Commercial Security Agreements, dated August 22, 2014, executed by Ontario as borrower, in favor of Arizona Bank & Trust, as Lender.

 

99.1

August 25, 2014 Trust 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:  August 25, 2014

 

 
 
 

 

EXHIBIT INDEX

 

Exhibit No.

  

Description

  

  

  

10.1

  

Business Loan and Security Agreement, dated August 19, 2014, executed by Ontario as borrower, in favor of American Express Bank, FSB, as Lender.

 

10.2

 

99.1

 

 

Promissory Note, Business Loan, Subordination and Commercial Security Agreements, dated August 22, 2014, executed by Ontario as borrower, in favor of Arizona Bank & Trust, as Lender.

 

August 25, 2014 Trust Press Release

 

 

Exhibit 10.1

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

Exhibit 10.2

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

 
 
 

 

 

 

Exhibit 99.1

 

 

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 2015     Phone: 602-944-1500
IBC tops 6,300 h otels; lowers Ontario i nterest; and expands credit card financing
FOR FURTHER INFORMATION:    
Marc Berg, Executive Vice President    
602-944-1500    
email: mberg@innsuites.com    

 

Phoenix, AZ, August 25, 2014 - InnSuites Hospitality Trust (NYSE MKT :IHT)

 

InnDependent Boutique Collection (“IBC Hotels”), a division of InnSuites® Hospitality Trust (IHT), re-launches new website and mobile applications with 6,300 independent hotel members in 50 countries with over 585,000 rooms and suites by providing a supplemental global sales, soft branding and reservations organization, InnDependent InnCentives® loyalty program and state-of-the art online and mobile technology that enable guests to book unique, boutique and independent hotels.

   

On August 22, 2014, Ontario Hospitality Properties Limited Partnership, a subsidiary of the Trust, entered into a $5,700,000 10 year term loan to refinance the 1 st mortgage with an interest rate of 4.75% fixed for the first 5 years and variable with a 4.75% floor for the remaining 5 years of the term. The loan is secured by a lien on the Ontario property.

 

On August 19, 2014, InnSuites Hospitality Trust (NYSE MKT:IHT) (“the Trust”)through one its subsidiaries, entered into a short-term $450,000 credit card advance financing business loan with American Express Bank, FSB. The funds will be used for working capital and to expand IBC.

 

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