UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
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(MARK ONE) |
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the quarterly period ended March 31, 2003 |
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OR |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15() OF THE SECURITIES EXCHANGE ACT OF 1934 |
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for the transition period from to |
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Commission |
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Exact name of registrants as specified in their charters, state of |
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I.R.S. Employer |
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0-22164 |
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RFS Hotel Investors, Inc. A Tennessee Corporation |
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62-1534743 |
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333-84334 |
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RFS Partnership, L.P. A Tennessee Partnership |
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62-1541639 |
Indicate by check mark whether each Registrant (i) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (ii) has been subject to such filing requirements for the past 90 days. ý Yes o No
Indicate by check mark whether RFS Hotel Investors, Inc. is an accelerated filer (as defined in Exchange Act Rule 12b-2). ý Yes o No. Indicate by check mark whether RFS Partnership, L.P. is an accelerated filer (as defined in Exchange Act Rule 12b-2). o Yes ý No
The number of shares of RFS Hotel Investors, Inc. Common Stock, $.01 par value, outstanding on May 14, 2003 was 29,519,999. The number of units of RFS Partnership, L.P. outstanding on May 14, 2003 was 31,941,851 (92% of which were held by RFS Hotel Investors, Inc.).
This combined Form 10-Q is filed separately by two registrants: RFS Hotel Investors, Inc., issuer of publicly traded common stock on the New York Stock Exchange, and RFS Partnership, L.P., issuer of public debt. Information contained herein relating to either individual registrant is filed by such registrant solely on its own behalf. Each registrant makes no representation as to information relating exclusively to the other registrant.
INDEX
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PART I. FINANCIAL INFORMATION |
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Item 1. |
Financial Statements |
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Notes to Consolidated Financial Statements of RFS Hotel Investors, Inc. and RFS Partnership, L.P. |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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2
RFS HOTEL INVESTORS, INC.
(in thousands)
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March 31, |
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December 31, |
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ASSETS |
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Investment in hotel properties, net |
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$ |
592,233 |
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$ |
593,289 |
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Cash and cash equivalents |
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3,048 |
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1,938 |
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Restricted cash |
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5,363 |
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4,383 |
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Accounts receivable |
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5,519 |
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4,698 |
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Deferred expenses, net |
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8,328 |
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8,805 |
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Other assets |
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4,069 |
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3,712 |
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Deferred income taxes |
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26,827 |
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25,830 |
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Total assets |
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$ |
645,387 |
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$ |
642,655 |
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LIABILITIES AND SHAREHOLDERS’ EQUITY |
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Accounts payable and accrued expenses |
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$ |
20,181 |
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$ |
22,160 |
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Borrowings on Line of Credit |
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24,800 |
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6,950 |
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Mortgage notes payable |
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158,582 |
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159,279 |
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Senior notes payable |
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121,220 |
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125,000 |
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Minority interest in Operating Partnership, 2,422 and 2,459 units issued and outstanding at March 31, 2003 and December 31, 2002, respectively |
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27,473 |
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28,047 |
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Total liabilities |
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352,256 |
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341,436 |
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Commitments and contingencies |
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Shareholders’ equity: |
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Common stock, $.01 par value, 100,000 shares authorized, 29,093 and 29,043 shares issued at March 31, 2003 and December 31, 2002, respectively |
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291 |
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290 |
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Additional paid-in capital |
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408,712 |
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408,017 |
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Treasury stock, at cost, 576 shares |
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(8,100 |
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(8,100 |
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Distributions in excess of earnings |
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(107,772 |
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(98,988 |
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Total shareholders’ equity |
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293,131 |
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301,219 |
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Total liabilities and shareholders’ equity |
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$ |
645,387 |
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$ |
642,655 |
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The accompanying notes are an integral part of these consolidated financial statements.
3
RFS HOTEL INVESTORS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
(in thousands, except per share data)
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Three
Months Ended |
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2003 |
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2002 |
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Revenue: |
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Rooms |
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$ |
38,363 |
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40,409 |
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Food and beverage |
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4,171 |
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4,203 |
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Other operating departments |
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1,409 |
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1,593 |
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Lease revenue |
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1,615 |
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1,634 |
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Deferred revenue |
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(987 |
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(1,012 |
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Other |
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39 |
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154 |
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Total hotel revenue |
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44,610 |
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46,981 |
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Hotel operating expenses: |
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Rooms |
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8,252 |
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8,337 |
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Food and beverage |
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3,001 |
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3,161 |
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Other operating departments |
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426 |
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466 |
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Undistributed operating expenses: |
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Property operating costs |
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5,720 |
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5,260 |
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Property taxes, insurance and other |
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2,928 |
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3,335 |
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Franchise costs |
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3,721 |
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3,813 |
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Maintenance and repair |
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2,520 |
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2,281 |
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Management fees |
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1,344 |
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1,251 |
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Depreciation |
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7,521 |
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7,246 |
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Amortization of franchise fees and unearned compensation |
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286 |
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319 |
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General and administrative |
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4,653 |
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4,739 |
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