4//SEC Filing
Apple REIT Seven, Inc. 4
Accession 0001225208-14-007425
CIK 0001329011operating
Filed
Mar 3, 7:00 PM ET
Accepted
Mar 4, 8:01 PM ET
Size
13.4 KB
Accession
0001225208-14-007425
Insider Transaction Report
Form 4
KNIGHT JUSTIN G
President
Transactions
- Disposition to Issuer
Series B Preferred
2014-03-01−18,750→ 0 total(indirect: By LLC) - Disposition to Issuer
Series B Preferred
2014-03-01−15,045→ 0 total - Disposition to Issuer
Units
2014-03-01−21,067→ 0 total - Other
Series B Preferred
2014-03-01+18,750→ 18,750 total(indirect: By LLC) - Other
Series B Preferred
2014-03-01+15,045→ 15,045 total
Footnotes (7)
- [F1]Glade M. Knight, the record holder of all the outstanding Series B Preferred Shares of the issuer, previously agreed to assign certain benefits (if any) to the reporting person associated with 15,045 Series B Preferred Shares, including the right of conversion upon the occurrence of certain events, including a merger of the issuer. On March 1, 2014, the issuer merged (the 'Merger') with and into a wholly-owned subsidiary of Apple REIT Nine, Inc., now called Apple Hospitality REIT, Inc. ('Apple Nine').
- [F2]Disposed of pursuant to merger agreement between issuer and Apple Nine in exchange for 363,653.297 Apple Nine Common Shares. There is no active trading market for Apple Nine Common Shares as of the date of this report. In the joint proxy statement/prospectus sent to the issuer's shareholders for approval of the Merger, the preliminary estimate of the fair value of Apple Nine Common Shares as of 9/30/2013 for purposes of the Unaudited Pro Forma Condensed Consolidated Financial Statements was $10.00 per Apple Nine Common Share.
- [F3]Consisting of One Common Share and One Series A Preferred Share
- [F4]Disposed of pursuant to the merger agreement between the issuer and Apple Nine in exchange for 21,067 Apple Nine Common Shares. There is no active trading market for the Apple Nine Common Shares as of the date of this report. In the joint proxy statement/prospectus sent to the issuer's shareholders for approval of the Merger, the preliminary estimate of the fair value of Apple Nine Common Shares as of 9/30/2013 for purposes of the Unaudited Pro Forma Condensed Consolidated Financial Statements was $10.00 per Apple Nine Common Share.
- [F5]Glade M. Knight, the record holder of all the outstanding Series B Preferred Shares of the issuer, previously agreed to assign certain benefits (if any) to JAMN Ltd. Partnership LLC ('JAMN') associated with 18,750 Series B Preferred Shares, including the right of conversion upon the occurrence of certain events, including a merger of the issuer. On March 1, 2014, the issuer merged (the 'Merger') with and into a wholly-owned subsidiary of Apple REIT Nine, Inc., now called Apple Hospitality REIT, Inc. ('Apple Nine'). The reporting person is the general partner of JAMN.
- [F6]The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- [F7]Disposed of pursuant to merger agreement between the issuer and Apple Nine in exchange for 453,207 Apple Nine Common Shares. There is no active trading market for Apple Nine Common Shares as of the date of this report. In the joint proxy statement/prospectus sent to the issuer's shareholders for approval of the Merger, the preliminary estimate of the fair value of Apple Nine Common Shares as of 9/30/2013 for purposes of the Unaudited Pro Forma Condensed Consolidated Financial Statements was $10.00 per Apple Nine Common Share.
Documents
Issuer
Apple REIT Seven, Inc.
CIK 0001329011
Entity typeoperating
IncorporatedVA
Related Parties
1- filerCIK 0001329011
Filing Metadata
- Form type
- 4
- Filed
- Mar 3, 7:00 PM ET
- Accepted
- Mar 4, 8:01 PM ET
- Size
- 13.4 KB