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): February 1, 2005
JOHN Q. HAMMONS HOTELS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 1-13486 43-1695093
(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification No.)
Incorporation)
300 JOHN Q. HAMMONS PARKWAY
SUITE 900
SPRINGFIELD, MO 65806
(Address of principal executive offices) (Zip Code)
(417) 864-4300
(Registrant's telephone number, including area code)
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 (see General Instruction A.2. below):
[ ] 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 7.01. REGULATION FD DISCLOSURE.
On February 1, 2005, the Company issued a press release announcing the
expiration of its prior agreement to negotiate exclusively with Barcelo
Crestline Corporation through January 31, 2005, with regard to a possible merger
transaction. The Company also announced the expiration of the prior agreement
between its principal stockholder, Mr. John Q. Hammons, to negotiate exclusively
with Barcelo Crestline through January 31, 2005. The press release also stated
that the Company's Board of Directors reaffirmed the authority of the Special
Committee previously formed by the Board of Directors to negotiate the terms of
any transaction on behalf of the Company's Class A stockholders, as well as any
other viable alternatives. Attached as Exhibit 99.1 and incorporated herein by
reference is a copy of a press release issued today. This information and the
press release are being furnished and shall not be deemed to be filed for
purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise
subject to the liabilities of that section.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
Exhibit No. Exhibit
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99.1 Press Release, dated February 1, 2005, issued by the registrant
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 hereunto duly authorized.
JOHN Q. HAMMONS HOTELS, INC.
By: /s/ Paul E. Muellner
---------------------------------
Name: Paul E. Muellner
Title: Chief Financial Officer
Date: February 1, 2005
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EXHIBIT INDEX
Exhibit No. Exhibit
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99.1 Press Release, dated February 1, 2005, issued by John Q.
Hammons Hotels, Inc.
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