Sec Form 4 Filing - REAL ESTATE STRATEGIES LP @ CONDOR HOSPITALITY TRUST, INC. - 2018-06-29

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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
REAL ESTATE STRATEGIES LP
2. Issuer Name and Ticker or Trading Symbol
CONDOR HOSPITALITY TRUST, INC. [ CDOR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
2 CHURCH STREET
3. Date of Earliest Transaction (MM/DD/YY)
06/29/2018
(Street)
HAMILTON, D0HM CX
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 06/29/2018 J( 1 ) 2,197,023 D $ 0 ( 1 ) 1,092,513 D ( 2 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series E Cumulative Convertible Preferred Stock $ 13.84 ( 3 ) 06/29/2018 J( 1 ) 325,752 02/28/2019 ( 3 ) Common Stock 235,285 ( 3 ) $ 0 ( 1 ) 161,986 D ( 2 )
Convertible Note $ 10.4 06/29/2018 J( 1 ) 03/16/2016 ( 4 ) Common Stock 64,964 $ 0 ( 1 ) $ 335,970 D ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
REAL ESTATE STRATEGIES LP
2 CHURCH STREET
HAMILTON, D0HM CX
X X
Signatures
/s/ Real Estate Strategies L.P. by Eduardo S. Elsztain, its Chairman of the Board 07/03/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents a pro rata in-kind distribution of securities of Condor Hospitality Trust, Inc. (the "Issuer") by Real Estate Strategies L.P. ("RES") to one of its partners, Real Estate Investment Group VII L.P., including shares of Common Stock, shares of Series E Cumulative Convertible Preferred Stock and an interest in the convertible note issued to RES on March 16, 2016. Real Estate Investment Group VII L.P. is a limited partnership wholly-owned by Efanur S.A. ("Efanur") and Jiwin S.A. ("Jiwin"), each of which is a wholly-owned subsidiary of IRSA Inversiones y Representaciones Sociedad Anonima ("IRSA"). These securities continue to be indirectly beneficially owned by each of Efanur, Jiwin and IRSA, which had previously indirectly beneficially owned these securities while held by RES. Real Estate Investment Group VII L.P. is separately filing a Form 3 to report its beneficial ownership over these securities of the Issuer.
( 2 )Members of the board of directors of the Issuer were designated by contractual right by Real Estate Strategies, LP, and as a result, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the reporting persons are deemed to be directors of the Issuer by deputization.
( 3 )The Series E Cumulative Convertible Preferred Stock does not have an expiration date. Each share of Series E Preferred Stock is convertible, at the option of the holder, at any time on or after February 28, 2019, into a number of shares of common stock determined by dividing the conversion price of $13.845 into an amount equal to the $10.00 face value per share plus accrued and unpaid dividends, if any.
( 4 )Amounts under the convertible note are payable by the Issuer in full on any redemption repayment date of the Series E Cumulative Convertible Preferred Stock or, to the extent the Series E Cumulative Convertible Preferred Stock is redeemed only in part, a pro rata percentage of the convertible note is payable on such date, with the remainder of the note to remain outstanding.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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