SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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): APRIL 14, 2000
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HUDSON HOTELS CORPORATION
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(Exact Name of Registrant as Specified in Charter)
NEW YORK 33-26780-NY 16-1312167
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(State or Other Jurisdiction (Commission File (IRS Employer
of Incorporation) Number) Identification No.)
300 BAUSCH & LOMB PLACE, ROCHESTER, NEW YORK 14604
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (716)-454-3400
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(Former Name or Former Address, if Changed Since Last Report)
ITEM 5. OTHER EVENTS.
After the market closed on April 14, 2000, and after the Company had filed its
Annual Report on Form 10-K for the year ended December 31, 1999 with the
Securities and Exchange Commission, RHD Capital Ventures LLC, an affiliate of a
large shareholder of the Company, purchased the Company's Mezzanine Loan, in the
principal amount of $35,000,000, from Nomura Asset Capital Corporation, the
holder thereof. Upon consummation of the purchase, RHD Capital Ventures and the
Company entered into a Forbearance Extension Agreement which extended the period
of forbearance upon the Mezzanine Loan until April 11, 2001. As a result of the
extension, the Company will be required to pay interest upon the Mezzanine Loan
through the forbearance period, but no principal payments will be due until the
end of the forbearance period, and the holder of the Loan agrees to forbear from
exercising its enforcement rights as a result of existing defaults until the end
of the forbearance period. It is anticipated that during the forbearance period,
the Company and RHD Capital Ventures will discuss and consider a restructuring
of the Mezzanine Loan which will reinstate the loan in good standing.
On April 13, 2000, the Company and Oppenheimer Convertible Securities Fund
entered into an Agreement pursuant to which Oppenheimer agreed to convert the
Company's 18.75% Convertible Subordinated Debenture due April 15, 2000 in the
principal amount of $3,000,000 into 1,666,667 shares of the Company's common
stock, in accordance with the terms of the Debenture. The Company agreed to
register the conversion shares for sale with the Securities and Exchange
Commission. The Agreement was contingent upon the Company paying outstanding
interest upon the Debenture through April 15, 2000. On April 14, 2000, the
Company paid the interest. It is anticipated that the conversion and
registration of the shares will be accomplished in due course.
The Company has a Promissory Note outstanding to Equity Inns Partnership, L.P.
in the original principal amount of $3,884,052.23, upon which there is a current
principal balance of $2,634,052.23. During 1999, the Company defaulted on
payment of principal on the loan. On April 12, 2000, the Company and Equity Inns
Partnership, L.P. entered into a Note Modification Agreement which extended the
maturity of the loan until April 1, 2006 and requires payments of interest only
until April 1, 2001, and amortizing payments thereafter. The Note Modification
Agreement became effective upon the purchase of the Mezzanine Loan by RHD
Capital Ventures, and reinstates the loan in good standing.
ITEM 7. EXHIBITS
10.37 Forbearance Extension Agreement between the Company and RHD
Capital Ventures LLC.
10.38 Agreement regarding conversion between the Company and
Oppenheimer Convertible Securities Fund
10.39 Note Modification Agreement between the Company and Equity
Inns Partnership, L.P.
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.
HUDSON HOTELS CORPORATION
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(Registrant)
Date : APRIL 17, 2000 /s/ E. ANTHONY WILSON
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E. Anthony Wilson, President