x |
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended September 30, 2002 |
¨ |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from
to
|
|
Maryland
|
36-4219376
| |
| |
| |
| (State or other jurisdiction of
incorporation or organization) |
(IRS Employer Identification
No.) |
| 4800 Montgomery Lane, Suite M25, Bethesda,
MD |
20814
| |
| |
| |
| (Address of principal executive offices) |
(Zip Code) |
| Class |
Outstanding at October 18, 2002 | |
| Common Shares of Beneficial Interest ($0.01 par value) |
18,702,429 | |
| 10¼% Series A Cumulative Redeemable Preferred Shares ($0.01 par value) |
3,991,900 |
| Page | ||||
| PART I |
Financial Information |
|||
| Item 1. |
Financial Statements |
3 | ||
| Item 2. |
Managements Discussion and Analysis of Financial Condition and Results of Operations |
21 | ||
| Item 3. |
Quantitative and Qualitative Disclosures about Market Risk |
33 | ||
| Item 4. |
Controls and Procedures |
34 | ||
| PART II |
Other Information |
|||
| Item 1. |
Legal Proceedings |
35 | ||
| Item 2. |
Changes in Securities and Use of Proceeds |
35 | ||
| Item 3. |
Defaults Upon Senior Securities |
35 | ||
| Item 4. |
Submission of Matters to a Vote of Security Holders |
35 | ||
| Item 5. |
Other Information |
35 | ||
| Item 6. |
Exhibits and Reports on Form 8-K |
35 |
| September 30, 2002 |
December 31, 2001 |
|||||||
| (Unaudited) |
||||||||
| ASSETS: |
||||||||
| Investment in hotel properties, net (Note 1) |
$ |
471,871 |
|
$ |
550,015 |
| ||
| Investment in joint venture (Note 5) |
|
4,652 |
|
|
5,320 |
| ||
| Cash and cash equivalents |
|
3,691 |
|
|
2,718 |
| ||
| Restricted cash reserves (Note 13) |
|
13,521 |
|
|
6,469 |
| ||
| Rent receivable |
|
3,875 |
|
|
3,640 |
| ||
| Notes receivable |
|
1,960 |
|
|
2,616 |
| ||
| Hotel receivables (net of allowance for doubtful accounts of $203 and $125, respectively) |
|
8,278 |
|
|
5,155 |
| ||
| Deferred financing costs, net |
|
2,774 |
|
|
4,445 |
| ||
| Prepaid expenses and other assets |
|
14,361 |
|
|
7,878 |
| ||
| Assets held for sale, net (Note 7) |
|
76,573 |
|
|
|
| ||
| |
|
|
|
|
| |||
| Total assets |
$ |
601,556 |
|
$ |
588,256 |
| ||
| |
|
|
|
|
| |||
| LIABILITIES AND SHAREHOLDERS' EQUITY: |
||||||||
| Borrowings under credit facilities (Note 6) |
$ |
83,822 |
|
$ |
175,400 |
| ||
| Bonds payable (Note 6) |
|
42,500 |
|
|
42,500 |
| ||
| Mortgage loans (Note 6) |
|
58,929 |
|
|
118,562 |
| ||
| Accounts payable and accrued expenses |
|
17,123 |
|
|
13,072 |
| ||
| Advance deposits |
|
2,082 |
|
|
1,501 |
| ||
| Accrued interest |
|
422 |
|
|
1,038 |
| ||
| Distributions payable |
|
2,557 |
|
|
191 |
| ||
| Liabilities of assets held for sale (Note 7) |
|
59,604 |
|
|
|
| ||
| |
|
|
|
|
| |||
| Total liabilities |
|
267,039 |
|
|
352,264 |
| ||
| Minority interest in operating partnership |
|
5,531 |
|
|
5,589 |
| ||
| Minority interest in other partnerships |
|
10 |
|
|
10 |
| ||
| Commitments and contingencies |
|
|
|
|
|
| ||
| SHAREHOLDERS' EQUITY: |
||||||||
| Preferred shares, $0.01 par value, 20,000,000 shares authorized, 3,991,900 shares issued and outstanding at September
30, 2002 and no shares issued and outstanding at December 31, 2001, respectively (Note 9) |
|
40 |
|
|
|
| ||
| Common shares of beneficial interest, $0.01 par value, 100,000,000 shares authorized, 18,702,429 and 18,673,706 shares
issued and outstanding at September 30, 2002 and December 31, 2001, respectively (Note 9) |
|
187 |
|
|
187 |
| ||
| Additional paid-in capital, including $25,329 and $21,461 of offering costs at September 30, 2002 and December 31, 2001,
respectively |
|
374,300 |
|
|
278,060 |
| ||
| Deferred compensation |
|
(2,025 |
) |
|
(2,601 |
) | ||
| Accumulated other comprehensive loss (Note 14) |
|
(1,192 |
) |
|
(883 |
) | ||
| Distributions in excess of retained earnings |
|
(42,334 |
) |
|
(44,370 |
) | ||
| |
|
|
|
|
| |||
| Total shareholders' equity |
|
328,976 |
|
|
230,393 |
| ||
| |
|
|
|
|
| |||
| Total liabilities and shareholders' equity |
$ |
601,556 |
|
$ |
588,256 |
| ||
| |
|
|
|
|
| |||
| For the nine months ended September 30, |
||||||||
| 2002 |
2001 |
|||||||
| Revenues: |
||||||||
| Hotel operating revenues: |
||||||||
| Room revenue |
$ |
66,285 |
|
$ |
55,565 |
| ||
| Food and beverage revenue |
|
34,662 |
|
|
25,505 |
| ||
| Other operating department revenue |
|
10,160 |
|
|
9,420 |
| ||
| Participating lease revenue |
|
17,511 |
|
|
26,568 |
| ||
| Interest income |
|
228 |
|
|
533 |
| ||
| Equity in income of joint venture (Note 5) |
|
246 |
|
|
549 |
| ||
| Other income |
|
17 |
|
|
199 |
| ||
| |
|
|
|
|
| |||
| Total revenues |
|
129,109 |
|
|
118,339 |
| ||
| |
|
|
|
|
| |||
| Expenses: |
||||||||
| Hotel operating expenses: |
||||||||
| Room |
|
16,509 |
|
|
12,952 |
| ||
| Food and beverage |
|
25,093 |
|
|
19,051 |
| ||
| Other direct |
|
5,323 |
|
|
5,304 |
| ||
| Other indirect (Note 11) |
|
31,646 |
|
|
26,104 |
| ||
| Depreciation and other amortization |
|
21,966 |
|
|
19,384 |
| ||
| Real estate and personal property taxes and insurance |
|
6,067 |
|
|
6,016 |
| ||
| Ground rent (Note 13) |
|
2,484 |
|
|
2,910 |
| ||
| General and administrative |
|
4,587 |
|
|
4,529 |
| ||
| Interest |
|
8,006 |
|
|
12,462 |
| ||
| Amortization of deferred financing costs |
|
1,651 |
|
|
1,333 |
| ||
| Writedown of property held for sale (Note 8) |
|
|
|
|
1,872 |
| ||
| Lease termination, advisory transaction and subsidiary purchase expenses |
|
|
|
|
1,929 |
| ||
| Other expenses |
|
7 |
|
|
3 |
| ||
| |
|
|
|
|
| |||
| Total expenses |
|
123,339 |
|
|
113,849 |
| ||
| |
|
|
|
|
| |||
| Income before minority interest, income tax benefit, discontinued operations and extraordinary loss |
|
5,770 |
|
|
4,490 |
| ||
| Minority interest in operating partnership |
|
(151 |
) |
|
(128 |
) | ||
| |
|
|
|
|
| |||
| Income before income tax benefit, discontinued operations and extraordinary loss |
|
5,619 |
|
|
4,362 |
| ||
| Income tax benefit (Note 4) |
|
769 |
|
|
143 |
| ||
| |
|
|
|
|
| |||
| Income before discontinued operations and extraordinary loss |
|
6,388 |
|
|
4,505 |
| ||
| Discontinued operations (Note 7): |
||||||||
| Income from operations of property held for sale |
|
1,763 |
|
|
1,702 |
| ||
| Minority interest |
|
(44 |
) |
|
(46 |
) | ||
| Income tax benefit (Note 4) |
|
156 |
|
|
|
| ||
| |
|
|
|
|
| |||
| Net income from discontinued operations |
|
1,875 |
|
|
1,656 |
| ||
| |
|
|
|
|
| |||
| Income before extraordinary loss |
|
8,263 |
|
|
6,161 |
| ||
| Extraordinary loss: |
||||||||
| Extraordinary loss |
|
|
|
|
(973 |
) | ||
| Minority interest |
|
|
|
|
28 |
| ||
| |
|
|
|
|
| |||
| Net extraordinary loss |
|
|
|
|
(945 |
) | ||
| Net income |
|
8,263 |
|
|
5,216 |
| ||
| Distributions to preferred shareholders |
|
(5,853 |
) |
|
|
| ||
| |
|
|
|
|
| |||
| Net income applicable to common shareholders |
$ |
2,410 |
|
$ |
5,216 |
| ||
| |
|
|
|
|
| |||
| For the nine months ended September 30, |
|||||||
| 2002 |
2001 |
||||||
| Earnings per Common ShareBasic: |
|||||||
| Income applicable to common shareholders before discontinued operations and extraordinary loss |
$ |
0.03 |
$ |
0.24 |
| ||
| Discontinued operations |
|
0.10 |
|
0.09 |
| ||
| Extraordinary loss |
|
|
|
(0.05 |
) | ||
| |
|
|
|
| |||
| Net income applicable to common shareholders |
$ |
0.13 |
$ |
0.28 |
| ||
| |
|
|
|
| |||
| Earnings per Common ShareDiluted: |
|||||||
| Income applicable to common shareholders before discontinued operations and extraordinary loss |
$ |
0.03 |
$ |
0.24 |
| ||
| Discontinued operations |
|
0.10 |
|
0.09 |
| ||
| Extraordinary loss |
|
|
|
(0.05 |
) | ||
| |
|
|
|
| |||
| Net income applicable to common shareholders |
$ |
0.13 |
$ |
||||