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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report: January 28, 1998
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BOYKIN LODGING COMPANY
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(Exact Name of Registrant as Specified in Its Charter)
Ohio 001-11975 34-1824586
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(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification
Number)
Terminal Tower, Suite 1500, 50 Public Square,
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Cleveland, Ohio 44113
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(Address of Principal Executive Offices) (Zip Code)
(216) 241-6375
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(Registrant's Telephone Number, Including Area Code)
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THIS AMENDMENT TO THE COMPANY'S INITIAL REPORT ON FORM 8-K FILED ON
JANUARY 28, 1998 IS FILED TO REMOVE FROM EXHIBITS 1 AND 2 ALL SECTIONS FROM THE
EXHIBITS EXCEPT THE FINANCIAL STATEMENTS PERTAINING TO RED LION INNS LIMITED
PARTNERSHIP.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS.
A. On December 30, 1997, Boykin Lodging Company, an Ohio corporation (the
"Company"), entered into an Agreement and Plan of Merger with Red Lion Inns
Limited Partnership, a Delaware limited partnership (the "Partnership"), Red
Lion Properties, Inc., a Delaware corporation, Red Lion Inns Operating L.P., a
Delaware limited partnership, Boykin Hotel Properties, L.P., an Ohio limited
partnership, Boykin Acquisition Corporation I, Inc., an Ohio corporation and a
wholly owned subsidiary of the Company, Boykin Acquisition Corporation II, Inc.,
an Ohio corporation and a wholly owned subsidiary of the Company, and Boykin
Acquisition Partnership, L.P., a Delaware limited partnership ("Merger Sub"),
pursuant to which the Merger Sub will be merged with and into the Partnership
(the "Merger"). Attached are the following for the Partnership:
1. EXHIBIT 1 - The Partnership Consolidated Balance Sheets as of
December 31, 1996 and 1995 and Consolidated Statements of
Income, Partner's Capital and Cash Flows for each of the
three years in the period ended December 31, 1996, together
with related Reports of Independent Public Accountants.
2. EXHIBIT 2 - The Partnership unaudited Consolidated
Balance Sheet as of September 30, 1997, the unaudited
Consolidated Statements of Operations for the three and nine
month periods ended September 30, 1997 and 1996, the unaudited
Consolidated Statements of Cash Flows for the nine month
periods ended September 30, 1997 and 1996 and the unaudited
Consolidated Statement of Partners' Capital for the nine month
period ended September 30, 1997.
B. During 1997 the Company acquired several hotels that individually were
insignificant, but when considered on an aggregate basis, exceed 50% of one of
the Rule 3-05 tests of significance. The following financial statements are for
two individually insignificant hotels acquired in 1997 that when combined
represent the mathematical majority of the test deemed most significant:
1. EXHIBIT 3 - Marriott's Hunt Valley Inn audited financial
statements as of and for the year ended December 31, 1996,
together with Report of Independent Public Accountants and
unaudited financial statements as of June 30, 1997 and for the
six month periods ended June 30, 1997 and 1996.
2. EXHIBIT 4 - Holiday Inn Minneapolis West audited financial
statements as of and for the year ended December 31, 1996,
together with Report of Independent Public Accountants and
unaudited financial statements as of June 30, 1997 and for the
six month periods ended June 30, 1997 and 1996.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this Amendment No. 1 to this report to be
signed on its behalf by the undersigned hereunto duly authorized.
Dated: February 5, 1998
BOYKIN LODGING COMPANY
By: /s/ Raymond P. Heitland
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Raymond P. Heitland
Chief Financial Officer
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EXHIBIT INDEX
Exhibit Number Description
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1. Red Lion Inns Limited Partnership Consolidated Balance
Sheets as of December 31, 1996 and 1995 and
Consolidated Statements of Income, Partner's Capital
and Cash Flows for each of the three years in the
period ended December 31, 1996, together with related
Reports of Independent Public Accountants.
2. Red Lion Inns Limited Partnership unaudited
Consolidated Balance Sheet as of September 30, 1997,
the unaudited Consolidated Statements of Operations
for the three and nine month periods ended September
30, 1997 and 1996, the unaudited Consolidated
Statements of Cash Flows for the nine month periods
ended September 30, 1997 and 1996 and the unaudited
Consolidated Statement of Partners' Capital for the
nine month period ended September 30, 1997.
3. Marriott's Hunt Valley Inn audited financial
statements as of and for the year ended December 31,
1996, together with Report of Independent Public
Accountants and unaudited financial statements as
of June 30, 1997 and for the six month periods ended
June 30, 1997 and 1996.
4. Holiday Inn Minneapolis West audited financial
statements as of and for the year ended December 31,
1996, together with Report of Independent Public
Accountants and unaudited financial statements as of
June 30, 1997 and for the six month periods ended June
30, 1997 and 1996.