-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WnE5CX5E8iVjub3TF3f6uW3ahmE60T444pIvtFjmJ21TKG/xMw3hOLQYEOaMRaam VMD3WzXNhcC/5ziImrfgRg== 0000928385-99-001490.txt : 19990430 0000928385-99-001490.hdr.sgml : 19990430 ACCESSION NUMBER: 0000928385-99-001490 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990429 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CHOICE HOTELS INTERNATIONAL INC /DE CENTRAL INDEX KEY: 0001046311 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] IRS NUMBER: 521209792 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-51781 FILM NUMBER: 99605088 BUSINESS ADDRESS: STREET 1: 10770 COLUMBIA PIKE CITY: SILVER SPRING STATE: MD ZIP: 60563 BUSINESS PHONE: 3015925000 MAIL ADDRESS: STREET 1: 10770 COLUMBIA PIKE CITY: SILVER SPRING STATE: MD ZIP: 60563 FORMER COMPANY: FORMER CONFORMED NAME: CHOICE HOTELS FRANCHISING INC DATE OF NAME CHANGE: 19971118 FORMER COMPANY: FORMER CONFORMED NAME: CHOICE HOTELS INTERNATIONAL INC/ DATE OF NAME CHANGE: 19971022 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: REALTY INVESTMENT CO INC CENTRAL INDEX KEY: 0001085398 STANDARD INDUSTRIAL CLASSIFICATION: [] STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 8737 COLESVILLE RD CITY: SILVER SPRING STATE: MD ZIP: 20910 BUSINESS PHONE: 3014954400 MAIL ADDRESS: STREET 1: 8737 COLEVILLE RD CITY: SILVER SPRING STATE: MD ZIP: 20910 SC 13D 1 SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. _________)* CHOICE HOTELS INTERNATIONAL, INC. --------------------------------------------------------------- (Name of Issuer) Common Stock --------------------------------------------------------------- --------------------------------------------------------------- (Title of Class of Securities) 169905-10-6 --------------------------------------------------------------- (CUSIP Number) Patricia Bowditch (301) 495-4400 8737 Colesville Road, Suite 800, Silver Spring, MD 20910 _______________________________________________________________ (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) April 19, 1999 --------------------------------------------------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b) (3) or (4), check the following box ( ). *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP No. 169905-10-6 13D Page 2 of 4 1 Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Realty Investment Company, Inc. Federal ID #: 53-0197749 2 Check the Appropriate Box if a Member of a Group* (a) ( ) (b) ( ) 3 SEC Use Only 4 Source of Funds 00 5 Check Box if Disclosure of Legal Proceeding is Required Pursuant to Items 2(C) or 2(E) ( ) 6 Citizenship or Place of Organization State of Maryland Number of Shares Beneficially Owned by Each Reporting Person with: 7 Sole Voting Power 3,567,869 8 Shared Voting Power 0 9 Sole Dispositive Power 3,567,869 10 Shared Dispositive Power 0
11 Aggregate Amount Beneficially Owned by Each Reporting Person 3,567,869 12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 13 Percent of Class Represented by Amount in Row (11) 6.5% 14 Type of Reporting Person CORP CUSIP No. 169905-10-6 13D Page 3 of 4 Item 1. Security and Issuer (a) Name of Issuer: Choice Hotels International, Inc. (b) Address of Issuer's Principal Executive Offices: 10750 Columbia Pike Silver Spring, MD 20901 (c) Title and Class of Securities: Common Stock Item 2. Identity and Background (a) Name: Realty Investment Company, Inc. ("Company") (b) Business Address: 8737 Colesville Road, Suite 800 Silver Spring, MD 20910 (c) Present Principal Employment: The Company is engaged in real estate development and management and other investment activities (d) Record of Convictions: N/A (e) Record of Civil Proceedings: N/A (f) Citizenship: N/A Item 3. Source and Amount of Funds or Other Consideration The Reporting Person utilized no funds in the acquisition of the securities of the issuer triggering the filing of this 13D. Item 4. Purpose of Transaction The Company is a closely held Company owned by Stewart and Jane Bainum and their four adult children Stewart Bainum, Jr., Barbara Bainum, Roberta Bainum, and Bruce Bainum. The voting and dispositive authority for the shares of the issuer owned by the Company have previously been reported on the Forms 13 filed by certain shareholders. The Reporting Person continues to hold the shares for investment purposes. The Reporting Person has no present plans or intentions that would result in or relate to any of the transactions described in Subparagraphs (a) through (j) of Item 4 of Schedule 13D. Item 5. Interest in Securities of the Issuer (a) Amount and percentage beneficially owned: Reporting Person: 3,567,869 shares CUSIP No. 169905-10-6 13D Page 4 of 4 (b) Number of shares as to which such person has: (i) Sole Voting Power 3,567,869 (ii) Shared Voting Power 0 (iii) Sole Dispositive Power 3,567,869 (iv) Shared Dispositive Power 0 (c) A schedule of transactions effected in the last sixty days is as follows: Not applicable. (d) Ownership of more than five percent on behalf of Another Person: To the extent that shares of the issuer identified in Item 5(a) are held by a corporation, the shareholders have the right to receive dividends from, or the proceeds from the sale of the shares to the extent of their proportionate interests in the Company. To the best of the Reporting Person's knowledge, other than Stewart and Jane Bainum, and their four adult children, Stewart Bainum, Jr., Bruce Bainum, Roberta Bainum and Barbara Bainum, no other person has such interest relating to more than 5% of the outstanding class of securities. (e) Ownership of Less than Five Percent: Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer Not applicable. Item 7. Material to be Filed as Exhibits None Signature After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: April 28, 1999 Realty Investment Company, Inc. BY:/s/Stewart Bainum, President _______________________________________________ -----END PRIVACY-ENHANCED MESSAGE-----