4//SEC Filing
CNL HOSPITALITY GP CORP 4
Accession 0000911420-04-000125
CIK 0001063344other
Filed
Apr 19, 8:00 PM ET
Accepted
Apr 20, 7:17 PM ET
Size
29.3 KB
Accession
0000911420-04-000125
Insider Transaction Report
Form 4
CNL HOSPITALITY PARTNERS LP
10% Owner
Transactions
- Sale
Class A Common Shares of HT
2004-04-20$10.00/sh−2,500,000$25,000,000→ 316,460 total - Conversion
Series A Preferred Units of HLP (as defined below)
2004-04-16−40,266→ 0 totalExercise: $6.76From: 2003-08-29→ Class A Common Shares of HT (as defined below) (2,816,460 underlying) - Other
Limited Partner Units of Metro Hotels (as defined below)
2003-08-29$100.00/sh+0$0→ 80,535 totalExercise: $6.76From: 2003-08-29→ Class A Common Shares of HT (as defined below) (1,192,141 underlying) - Conversion
Class A Common Shares of HT
2004-04-16$6.76/sh+2,816,460$19,026,596→ 316,460 total
CNL HOSPITALITY PROPERTIES INC
10% Owner
Transactions
- Conversion
Series A Preferred Units of HLP (as defined below)
2004-04-16−40,266→ 0 totalExercise: $6.76From: 2003-08-29→ Class A Common Shares of HT (as defined below) (2,816,460 underlying) - Conversion
Class A Common Shares of HT
2004-04-16$6.76/sh+2,816,460$19,026,596→ 316,460 total - Sale
Class A Common Shares of HT
2004-04-20$10.00/sh−2,500,000$25,000,000→ 316,460 total - Other
Limited Partner Units of Metro Hotels (as defined below)
2003-08-29$100.00/sh+0$0→ 80,535 totalExercise: $6.76From: 2003-08-29→ Class A Common Shares of HT (as defined below) (1,192,141 underlying)
CNL HOSPITALITY GP CORP
10% Owner
Transactions
- Sale
Class A Common Shares of HT
2004-04-20$10.00/sh−2,500,000$25,000,000→ 316,460 total - Conversion
Series A Preferred Units of HLP (as defined below)
2004-04-16−40,266→ 0 totalExercise: $6.76From: 2003-08-29→ Class A Common Shares of HT (as defined below) (2,816,460 underlying) - Other
Limited Partner Units of Metro Hotels (as defined below)
2003-08-29$100.00/sh+0$0→ 80,535 totalExercise: $6.76From: 2003-08-29→ Class A Common Shares of HT (as defined below) (1,192,141 underlying) - Conversion
Class A Common Shares of HT
2004-04-16$6.76/sh+2,816,460$19,026,596→ 316,460 total
Footnotes (8)
- [F1]On April 16, 2004, CNL Hospitality Partners, L.P. exchanged 190,266 10.5% Series A Preferred Units of Hersha Hospitality Limited Partnership, a subsidiary of Hersha Hospitality Trust (each a "Series A Preferred Unit of HLP") at an exchange price of $6.7555 per unit, for 2,816,460 class A shares of beneficial interest of Hersha Hospitality Trust, par value $0.01 per share ("Class A Common Shares of HT").
- [F2]On April 20, 2004, CNL Hospitality Partners, L.P. entered into an underwriting agreement with UBS Securities LLC to sell 2,500,000 of the 2,816,460 Class A Common Shares of HT directly beneficially owned by CNL Hospitality Partners, L.P. In addition, CNL Hospitality Partners, L.P. granted to UBS Securities LLC an option to purchase the remaining 316,460 Class A Common Shares of HT directly beneficially owned by CNL Hospitality Partners, L.P. to cover over-allotments. Accordingly, on April 20, 2004, CNL Hospitality Partners, L.P. beneficially owns approximately 1,508,601 Class A Common Shares of HT, comprised of the 316,460 shares covered by UBS Securities LLC's over-allotment option and 1,192,141 shares that would be received upon any exchange of Limited Partner Unit of Metro Hotels (as described further in footnote 5 hereof).
- [F3]CNL Hospitality GP Corp., as the sole general partner of CNL Hospitality Partners, L.P. had an indirect beneficial ownership interest in the Series A Preferred Units of HLP that were directly beneficially owned by CNL Hospitality Partners, L.P. and is jointly filing this Form 4 with CNL Hospitality Partners, L.P. and CNL Hospitality Properties, Inc.
- [F4]CNL Hospitality Properties, Inc., as the sole stockholder of CNL Hospitality GP Corp. had an indirect beneficial ownership interest in the Series A Preferred Units of HLP that were directly beneficially owned by CNL Hospitality Partners, L.P. and is jointly filing this Form 4 with CNL Hospitality Partners, L.P. and CNL Hospitality GP Corp.
- [F5]CNL Hospitality Partners, L.P. directly beneficially owns 80,535 limited partner units of HT/CNL Metro Hotels, L.P., a joint venture between HLP and CNL Hospitality Partners, L.P. (each a "Limited Partner Unit of Metro Hotels"). Each Limited Partner Unit of Metro Hotels is exchangeable at the option of CNL Hospitality Partners, L.P. at an exchange price of $6.7555 per unit, subject to certain adjustments, based upon a $100 implied value per Limited Partner Unit of Metro Hotels into approximately 14.8 Class A Common Shares of HT. Accordingly, on April 20, 2004, CNL Hospitality Partners, L.P. beneficially owns approximately 1,508,601 Class A Common Shares of HT, comprised of the 316,460 shares covered by UBS Securities LLC's over-allotment option and 1,192,141 shares that would be received upon any exchange of Limited Partner Unit of Metro Hotels.
- [F6]CNL Hospitality GP Corp., as the sole general partner of CNL Hospitality Partners, L.P. has an indirect beneficial ownership interest in the Limited Partner Units of Metro Hotels that are directly beneficially owned by CNL Hospitality Partners, L.P. and is jointly filing this Form 4 with CNL Hospitality Partners, L.P. and CNL Hospitality Properties, Inc.
- [F7]CNL Hospitality Properties, Inc., as the sole stockholder of CNL Hospitality GP Corp. has an indirect beneficial ownership interest in the Limited Partner Units of Metro Hotels that are directly beneficially owned by CNL Hospitality Partners, L.P. and is jointly filing this Form 4 with CNL Hospitality Partners, L.P. and CNL Hospitality GP Corp.
- [F8]None.
Documents
Issuer
HERSHA HOSPITALITY TRUST
CIK 0001063344
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001262634
Filing Metadata
- Form type
- 4
- Filed
- Apr 19, 8:00 PM ET
- Accepted
- Apr 20, 7:17 PM ET
- Size
- 29.3 KB