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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) December 11, 1997
PRIME HOSPITALITY CORP.
(Exact name of Registrant as specified in its charter)
COMMISSION FILE No. 1-6869
DELAWARE 22-2640625
(State or other jurisdiction of (IRS employer
incorporation or organization) identification no.)
700 ROUTE 46 EAST, FAIRFIELD, NEW JERSEY 07004
(address of principal executive offices) (zip code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (973) 882-1010
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Item 2. Disposition of Assets
On December 11, 1997, Prime Hospitality Corp. ("Prime") completed the
sale/leaseback of 10 hotels to Equity Inns, Inc. for $87.0 million, consisting
of $78.3 million in cash and $8.7 million in Equity Inns limited partnership
operating units. Prime will continue to operate the hotels under a lease
agreement with Equity Inns for a term of 10 years with certain renewal options.
The sale is the first transaction under a strategic alliance which Prime
formed with Equity Inns for purposes of financing its brand development through
the sale/leaseback of AmeriSuites hotels. Under the agreement, Equity Inns has
certain rights to acquire AmeriSuites hotels developed by Prime over the next
three years.
The ten hotels included in the sale transaction total 1,239 rooms and are
located primarily in the Southern and Central regions of the United States. For
the twelve months ended September 30, 1997 the hotels generated earnings before
interest, taxes, depreciation and amortization (EBITDA) of $11.5 million and
net operating income of $9.7 million. The purchase price was based on an agreed
upon capitalization rate on historical net operating income.
Item 7. Exhibits
2.1 Amended and restated purchase and sale agreement between Prime
Hospitality Corp., as seller, and Equity Inns Partnership, L.P., as
purchaser, dated December 2, 1997.
2.2 Second purchase and sale agreement between Prime Hospitality Corp., as
seller, and Equity Inns Partnership, L.P., as purchaser, dated
December 2, 1997.
2.3 Third purchase and sale agreement between Prime Hospitality Corp., as
seller, and Equity Inns Partnership, L.P., as purchaser, dated
December 2, 1997.
2.4 Fourth purchase and sale agreement between Prime Hospitality Corp., as
seller, and Equity Inns Partnership, L.P., as purchaser, dated
December 2, 1997.
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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 thereunto duly authorized.
PRIME HOSPITALITY CORP.
Date: December 23, 1997 By: /s/ David A. Simon
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David A. Simon
President and Chief Executive Officer
Date: December 23, 1997 By: /s/ John M. Elwood
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John M. Elwood, Executive Vice
President and Chief Financial Officer
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EXHIBIT INDEX
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Exhibit
No. Description
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2.1 Amended and restated purchase and sale agreement between Prime
Hospitality Corp., as seller, and Equity Inns Partnership, L.P., as
purchaser, dated December 2, 1997.
2.2 Second purchase and sale agreement between Prime Hospitality Corp.,
as seller, and Equity Inns Partnership, L.P., as purchaser, dated
December 2, 1997.
2.3 Third purchase and sale agreement between Prime Hospitality Corp.,
as seller, and Equity Inns Partnership, L.P., as purchaser, dated
December 2, 1997.
2.4 Fourth purchase and sale agreement between Prime Hospitality Corp.,
as seller, and Equity Inns Partnership, L.P., as purchaser, dated
December 2, 1997.