As filed with the Securities and Exchange Commission on June 4, 1999.
File No. 333-________
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------------------
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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SUBURBAN LODGES OF AMERICA, INC.
(Exact Name of Issuer as Specified in its Charter)
Georgia 58-1781184
- ------------------------------- ----------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
300 Galleria Parkway
Suite 1200
Atlanta, Georgia 30339
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(Address and Zip Code of Principal Executive Offices)
SUBURBAN LODGES OF AMERICA, INC. STOCK OPTION AND INCENTIVE AWARD PLAN
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(Full Title of the Plan)
Mr. David E. Krischer
President and Chief Executive Officer
300 Galleria Parkway
Suite 1200
Atlanta, Georgia 30339
(770) 799-5000
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(Name, Address and Telephone Number, Including Area Code, of Agent for Service)
Copies to:
James Steinberg
KILPATRICK STOCKTON LLP
1100 Peachtree Street, Atlanta, Georgia 30309-4530
Telephone: (404) 815-6500
CALCULATION OF REGISTRATION FEE
Proposed Proposed
maximum maximum
Title of securities Amount to offering price aggregate Amount of
to be registered be registered per unit offering price registration fee
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Common Stock,
$.01 par value 250,000 shares $6.8125 <F1> $1,703,125 <F1> $502.42
<FN>
<F1> Determined in accordance with Rule 457(h) under the
Securities Act of 1933, based on $6.8125, the average of the high
and low prices quoted on the NASDAQ National Market System on
June 2, 1999.
</FN>
INCORPORATION OF DOCUMENTS BY REFERENCE
This Registration Statement is being filed to register an
additional 250,000 shares of common stock, par value $0.01 per share,
of Suburban Lodges of America, Inc., authorized under the Registrant's
Stock Option and Incentive Award Plan. The contents of the
Registrant's Registration Statement on Form S-8, registration number
333-11671, filed with the Securities and Exchange Commission on
September 9, 1996, and any amendments thereto, are hereby incorporated
by reference.
EXHIBITS
The exhibits included as part of this Registration Statement are
as follows:
Exhibit Number Description
- -------------- ------------
5(a) & 23(a) Opinion and Consent of Counsel to the Registrant
23(b) Consent of Deloitte & Touche LLP
24(a) Power of Attorney (See Signature Page)
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it
meets all of the requirements for filing on Form S-8 and has duly
caused this Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Atlanta, State
of Georgia, on June 3, 1999.
SUBURBAN LODGES OF AMERICA, INC.
By: /s/ David E. Krischer
--------------------------------------
David E. Krischer
President and Chief Executive Officer
Each person whose signature appears below hereby constitutes and
appoints David E. Krischer and Dan J. Berman, and either of them, his
true and lawful attorneys-in-fact with full power of substitution and
resubstitution, for him and in his name, place and stead, in any and
all capacities, to sign any and all amendments (including post-
effective amendments) to this Registration Statement and to cause the
same to be filed, with all exhibits thereto and other documents in
connection therewith, with the Securities and Exchange Commission,
hereby granting to said attorneys-in-fact and agents, full power and
authority to do and perform each and every act and thing whatsoever
requisite and desirable to be done in and about the premises, as fully
to all intents and purposes as the undersigned might or could do in
person, hereby ratifying and confirming all acts and things that said
attorneys-in-fact and agents, or their substitutes or substitute, may
lawfully do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons on the
3rd day of June, 1999, in the capacities indicated.
Signature Title
Chairman of the Board, Chief
/s/ David E. Krischer Executive Officer and President
- ------------------------ (PRINCIPAL EXECUTIVE OFFICER)
David E. Krischer
/s/ Dan J. Berman Vice President - Franchising and
- ------------------------ Director
Dan J. Berman
/s/ Paul A. Criscillis Vice President and Chief Financial
- ---------------------- Officer (PRINCIPAL FINANCIAL OFFICER)
Paul A. Criscillis
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/s/ Robert E. Schnelle Vice President and Treasurer
- ------------------------ (PRINCIPAL ACCOUNTING OFFICER)
Robert E. Schnelle
/s/ James R. Kuse Director
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James R. Kuse
/s/ Michael McGovern Director
- -----------------------
Michael McGovern
/s/ John W. Speigel Director
- ------------------------
John W. Spiegel
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EXHIBIT INDEX
TO
REGISTRATION STATEMENT ON FORM S-8
Exhibit Number Description
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5(a) & 23(a) Opinion and Consent of Counsel to the
Registrant
23(b) Consent of Deloitte & Touche LLP
24(a) Power of Attorney (See Signature Page)
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