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 22, 2003
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LODGIAN, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 001-14537 52-2093696
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(State of other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
3445 Peachtree Road, N.E.
Suite 700, Atlanta, Georgia 30326
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(Address of principal executive officers) (Zip Code)
Registrant's telephone number, including area code: (404) 364-9400
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N/A
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(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS.
On May 22, 2003, Lodgian, Inc. ("Lodgian") completed an $80 million
financing underwritten by Lehman Brothers Holdings Inc. (the "Lehman
Financing"), as further discussed in a press release issued by Lodgian on May
23, 2003, a copy of which is attached hereto as Exhibit 99.2 and the contents of
which are hereby incorporated by reference. The Lehman Financing is a two-year
term loan with an optional one-year extension at a rate of LIBOR plus 525 basis
points but not less than a floor of 7.25% interest. A copy of the Loan Agreement
providing for the Lehman Financing is attached hereto as Exhibit 10.1.
With the completion of the Lehman Financing, Impac Hotels II, L.L.C.
and Impac Hotels III, L.L.C. (the "Impac Debtors"), each of which is a
subsidiary of Lodgian, have met all necessary requirements to implement their
Joint Plan of Reorganization (the "Impac Plan"). The Impac Plan had previously
been approved by the U.S. Bankruptcy Court for the Southern District of New York
on April 24, 2003, as discussed in a press release issued by Lodgian on April
25, 2003, a copy of which is attached hereto as Exhibit 99.1 and the contents of
which are hereby incorporated by reference.
The Lehman Financing enabled the Impac Debtors to resolve a claim
against them by a lender for a loan which was secured by the 18 hotels owned by
the Impac Debtors. The lender, Lodgian and the Impac Debtors had, on October 21,
2002, reached an agreement that upon the payment by the Impac Debtors of an
agreed upon amount prior to May 31, 2003, the lender would relinquish or assign
its security interest in its collateral as directed by the Impac Debtors.
With the consummation of the Impac Plan, Lodgian and all of its
subsidiaries have now emerged from Chapter 11 and are continuing to make
distributions (under the Impac Plan and Lodgian's Joint Plan of Reorganization,
which was consummated on November 25, 2002) and administer disputed general
unsecured claims which remain outstanding. Out of the (a) 7,000,000 shares of
common stock and (b) 5,000,000 shares of Series A Preferred Stock available for
issuance under Lodgian's Joint Plan of Reorganization, holders of disputed
general unsecured claims are entitled, in the aggregate, to 366,589 shares of
common stock (317,333 of which have not yet been issued) and 309,400 shares of
Series A Preferred Stock (267,840 of which have not yet been issued). Under the
Impac Plan, holders of disputed general unsecured claims are entitled, in the
aggregate, to $302,484 in cash (none of which has yet been distributed).
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
10.1 Loan Agreement dated as of May 22, 2003, between Lodgian Denver
LLC, Lodgian North Miami LLC, Lodgian Coconut Grove LLC, Lodgian
Augusta LLC, Lodgian Florence LLC, Lodgian Fort Mitchell LLC,
Lodgian Lafayette LLC, Lodgian Merrimack LLC, Lodgian Hamburg
LLC, Lodgian Syracuse LLC, Lodgian Cincinnati LLC, Lodgian Tulsa
LLC, Lodgian Jackson LLC, Lodgian Memphis LLC, Lodgian Colchester
LLC, Lodgian Bridgeport LLC, Lodgian Fairmont LLC, Lodgian
Morgantown LLC and Lehman Brothers Holdings Inc.
99.1 Lodgian, Inc. Press Release, dated April 25, 2003.
99.2 Lodgian, Inc. Press Release, dated May 23, 2003.
SIGNATURE
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, thereunto duly authorized.
LODGIAN, INC.
By: /s/ Daniel E. Ellis
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Name: Daniel E. Ellis
Title: Secretary
Date: May 29, 2003
EXHIBIT INDEX
Item No.
10.1 Loan Agreement dated as of May 22, 2003, between Lodgian Denver LLC,
Lodgian North Miami LLC, Lodgian Coconut Grove LLC, Lodgian Augusta
LLC, Lodgian Florence LLC, Lodgian Fort Mitchell LLC, Lodgian Lafayette
LLC, Lodgian Merrimack LLC, Lodgian Hamburg LLC, Lodgian Syracuse LLC,
Lodgian Cincinnati LLC, Lodgian Tulsa LLC, Lodgian Jackson LLC, Lodgian
Memphis LLC, Lodgian Colchester LLC, Lodgian Bridgeport LLC, Lodgian
Fairmont LLC, Lodgian Morgantown LLC and Lehman Brothers Holdings Inc.
99.1 Lodgian, Inc. Press Release, dated April 25, 2003.
99.2 Lodgian, Inc. Press Release, dated May 23, 2003.