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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): August 13, 1996
STUDIO PLUS HOTELS, INC.
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(Exact Name of Registrant as Specified in Its Charter)
VIRGINIA 0-25340 61-1273532
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(State or Other (Commission File No.) (I.R.S. Employer
Jurisdiction of Incorporation Identification No.)
1999 Richmond Road
Suite Four
Lexington, Kentucky 40502
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(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: (606) 269-1999
N/A
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(Former Name or Former Address, if Changed Since Last Report)
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ITEMS 5. OTHER EVENTS
CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE
PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
In periodic reports filed with the Securities and Exchange Commission (the
"Commission"), in press releases and other disseminations, the Company
sometimes provides information about its future plans, such as its schedule for
the development and opening of additional StudioPLUS hotels. Since this
information constitutes "forward looking statements" within the meaning of the
Private Securities Litigation Reform Act of 1995, the Company wishes to caution
readers and recipients of such documents or information that these statements
are based on current expectations and involve risks and uncertainties, which,
among other things, could affect the Company's development schedule, plans and
actual results of its operations and could cause results to differ materially
from those expressed in any forward-looking statements made by or on behalf of
the Company. Many of these risks and uncertainties have been discussed in the
Company's prior filings with the Commission.
The Company intends to grow primarily by developing additional StudioPLUS
hotels. Development of hotels involves substantial risks, including the risk
that development costs will exceed budgeted or contracted amounts, the risk of
delays in completion of construction, risks associated with weather, work
stoppages and other factors beyond the Company's control, the risk of failing
to obtain all necessary zoning, construction and operational permits, the risk
that financing might not be available or might not be available on favorable
terms, the risk that developed properties when operating will not achieve
desired financial and operating performance, the risk of competition from
competitors for suitable development sites and guests, the risk of a downturn
in consumer demand for mid-price extended stay lodging, and the risks of
incurring substantial costs in the event a development project must be
abandoned prior to completion. In addition, certain sites under consideration
for acquisition from time to time may not be acquired following the Company's
due diligence review or for other reasons, and as a result the number, location
and cost of potential sites under contract or consideration for future
StudioPLUS hotels will fluctuate and change from time to time. Also, under the
terms of the Company's line of credit with Bank One, Lexington, NA, the Company
has agreed during 1996 to have no more than 25 sites and in 1997 no more than
35 sites purchased or under construction at any time without that lender's
prior written consent.
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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.
STUDIO PLUS HOTELS, INC.
August 13, 1996 /s/ JAMES C. BAUGHMAN, JR.
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James C. Baughman, Jr.
Chief Financial Officer and Treasurer
(Principal Financial Officer)