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8-K - APPLE REIT SIX INCc70731_8-k.htm

Exhibit 99.1

(FRONT COVER)



(PHOTO OF GLADE M. KNIGHT)














DEAR SHAREHOLDER, Key indicators of hotel performance including occupancy, average daily rate and revenue per available room have improved across the U.S. hotel industry in 2012 and according to industry analysts the outlook for the remainder of the year is positive. The Apple REIT Six, Inc. portfolio includes 66 Marriott®- and Hilton®-branded hotels that are strategically located in diversified markets across 18 states, and I am confident 2012 will be a good year for our Company.



I am pleased to report that the Apple REIT Six portfolio of hotels achieved revenue per available room (RevPAR) of $89 for the second quarter of 2012, an increase of seven percent as compared to the same period of 2011. The average occupancy rate for the second quarter of this year was 78 percent and the average daily rate (ADR) was $115, these measures were both approximately four percent ahead of comparable results from last year. For the six-month period ending June 30, 2012, RevPAR was $83, up by six percent in comparison to the same period last year.

Modified funds from operations (MFFO) for the second quarter of this year totaled $23.7 million, or $0.26 per share, a 10 percent increase compared to MFFO for the second quarter of 2011. For the six-month period ending June 30, 2012, MFFO was $41.6 million, or $0.46 per share, an increase of seven percent as compared to the same period last year. Over the first six months of the year, the Company paid distributions of approximately $0.396 per share. The current annualized distribution rate for the Company is $0.792 per share. Our annualized distribution rate is closely monitored, taking into account varying economic cycles and capital improvements, as well as current and projected hotel performance. Although we strive for consistency over the life of our program, we may make adjustments as needed, based on available cash resources. For reference, since the time of the Company’s first distribution payment through July 31,

2012, we have paid approximately $7.03 per share, or $565 million, in shareholder distributions.

As always, we encourage our shareholders to know their investment and stay informed by reviewing information on our website at www.applereitsix.com, as well as our filings with the Securities and Exchange Commission, which can be found on their website at www.sec.gov.

Throughout the history of Apple REIT Six, our team has remained focused on maximizing shareholder value through the ownership of lodging real estate. Our portfolio includes high-quality, well-branded hotels and our balance sheet is among the strongest in our industry, with a debt level of approximately seven percent as compared to our total initial capitalization. As the hotel industry continues to see improvement, I believe the Company is well positioned for the future. I look forward to sharing our continued progress with you in upcoming shareholder communications.

 

Sincerely,

 

-s- Glade M. Knight

 

Glade M. Knight

 

Chairman and Chief Executive Officer




Statements of Operations (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three months ended

 

Three months ended

 

Six months ended

 

Six months ended

(In thousands except statistical data)

 

June 30, 2012

 

June 30, 2011

 

June 30, 2012

 

June 30, 2011

REVENUES

 

 

 

 

 

 

 

 

 

 

 

 

 

Room revenue

 

$

62,189

 

$

57,820

 

$

116,107

 

$

108,589

 

Other revenue

 

 

4,148

 

 

4,140

 

 

8,220

 

 

7,898

 

Reimbursed expenses

 

 

1,886

 

 

1,824

 

 

3,799

 

 

3,648

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total revenue

 

$

68,223

 

$

63,784

 

$

128,126

 

$

120,135

 

 

EXPENSES

 

 

 

 

 

 

 

 

 

 

 

 

 

Direct operating expense

 

$

16,195

 

$

15,521

 

$

31,478

 

$

29,889

 

Other hotel operating expenses

 

 

23,916

 

 

22,578

 

 

46,117

 

 

43,805

 

Reimbursed expenses

 

 

1,886

 

 

1,824

 

 

3,799

 

 

3,648

 

General and administrative

 

 

1,849

 

 

1,455

 

 

4,246

 

 

2,700

 

Depreciation

 

 

7,862

 

 

8,600

 

 

15,869

 

 

16,457

 

Interest, net

 

 

846

 

 

1,068

 

 

1,668

 

 

1,957

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total expenses

 

$

52,554

 

$

51,046

 

$

103,177

 

$

98,456

 

 

NET INCOME

 

 

 

 

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

$

15,669

 

$

12,738

 

$

24,949

 

$

21,679

 

Income from discontinued operations

 

 

-

 

 

156

 

 

-

 

 

671

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

15,669

 

$

12,894

 

$

24,949

 

$

22,350

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income from continuing operations per share

 

$

0.17

 

$

0.14

 

$

0.27

 

$

0.23

 

Income from discontinued operations per share

 

 

-

 

 

-

 

 

-

 

 

0.01

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income per share

 

$

0.17

 

$

0.14

 

$

0.27

 

$

0.24

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

MODIFIED FUNDS FROM OPERATIONS (A)

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

15,669

 

$

12,894

 

$

24,949

 

$

22,350

 

Depreciation of real estate owned

 

 

7,862

 

 

8,600

 

 

15,869

 

 

16,457

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Funds from operations (FFO)

 

$

23,531

 

$

21,494

 

$

40,818

 

$

38,807

 

Costs related to potential merger

 

 

141

 

 

-

 

 

823

 

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Modified funds from operations (MFFO)

 

$

23,672

 

$

21,494

 

$

41,641

 

$

38,807

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FFO per share

 

$

0.26

 

$

0.24

 

$

0.45

 

$

0.42

 

MFFO per share

 

$

0.26

 

$

0.24

 

$

0.46

 

$

0.42

 

 

WEIGHTED-AVERAGE SHARES OUTSTANDING

 

 

91,100

 

 

91,338

 

 

91,091

 

 

91,347

 

 

OPERATING STATISTICS

 

 

 

 

 

 

 

 

 

 

 

 

 

Occupancy from continuing operations

 

 

78%

 

 

75%

 

 

74%

 

 

72%

 

Average daily rate from continuing operations

 

$

115

 

$

111

 

$

113

 

$

109

 

RevPAR from continuing operations

 

$

89

 

$

83

 

$

83

 

$

78

 

Number of continuing hotels

 

 

66

 

 

66

 

 

 

 

 

 

 

Distributions per share

 

$

0.20

 

$

0.19

 

$

0.40

 

$

0.39

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance Sheet Highlights (Unaudited)

(In thousands)

 

 

 

 

June 30, 2012

 

 

 

 

December 31, 2011

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment in real estate, net

 

 

 

 

$

735,536

 

 

 

 

$

746,354

 

Other assets

 

 

 

 

 

20,058

 

 

 

 

 

13,011

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total assets

 

 

 

 

$

755,594

 

 

 

 

$

759,365

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

 

Notes payable

 

 

 

 

$

69,239

 

 

 

 

$

63,067

 

Other liabilities

 

 

 

 

 

6,311

 

 

 

 

 

5,670

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total liabilities

 

 

 

 

 

75,550

 

 

 

 

 

68,737

 

Total shareholders’ equity

 

 

 

 

 

680,044

 

 

 

 

 

690,628

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total liabilities & shareholders’ equity

 

 

 

 

$

755,594

 

 

 

 

$

759,365

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(A) Funds from operations (FFO) is defined as net income (computed in accordance with generally accepted accounting principles – GAAP) excluding gains and losses from sales of depreciable property, plus depreciation and amortization. Modified funds from operations (MFFO) excludes costs associated with the evaluation of the potential consolidation transaction and potential public listing. The company considers FFO and MFFO in evaluating property acquisitions and its operating performance and believes that FFO and MFFO should be considered along with, but not as an alternative to, net income and cash flows as a measure of the company’s activities in accordance with GAAP. FFO and MFFO are not necessarily indicative of cash available to fund cash needs.

The financial information furnished reflects all adjustments necessary for a fair presentation of financial position at June 30, 2012 and the results of operations for the interim period ended June 30, 2012. Such interim results are not necessarily indicative of the results that can be expected for the full year. The accompanying financial statements should be read in conjunction with the audited financial statements and related notes appearing in the Apple REIT Six, Inc. 2011 Annual Report.


(GRAPHIC)



 

 

 

 

 

 

 

 

 

 

(LOGO) CORPORATE PROFILE Apple REIT Six, Inc. is a real estate investment trust (REIT) focused on the ownership of hotels that generate attractive returns for our shareholders. Our hotels operate under the Courtyard® by Marriott®, Fairfield Inn® by Marriott®, Residence Inn® by Marriott®, SpringHill Suites® by Marriott®, TownePlace Suites® by Marriott®, Marriott® Hotels & Resorts, Homewood Suites by Hilton®, Hilton Garden Inn®, Hampton Inn®, and Hampton Inn & Suites® brands. Our portfolio consists of 66 hotels, containing a total of 7,658 guestrooms in 18 states. (LOGO) MISSION Apple REIT Six is a premier real estate investment company committed to providing maximum value for our shareholders.

 

 

 

 

 

Cover images from left to right, top to bottom: RESIDENCE INN, FT. WORTH, TX; HAMPTON INN, PHOENIX, AZ; HAMPTON INN & SUITES, GLENDALE, CO; COURTYARD, LAKE MARY, FL; COURTYARD, PENSACOLA, FL; HOMEWOOD SUITES, LAREDO, TX

 

 

 

 

 

This quarterly report contains forward-looking statements within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934. Such statements involve known and unknown risks, uncertainties, and other factors which may cause the actual results, performance, or achievements of the company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include: the availability and terms of financing; changes in national, regional and local economies and business conditions; competitors within the hotel industry; the outcome of current and future litigation and regulatory proceedings or inquiries; and the ability of the company to implement its operating strategy and to manage planned growth.

 

 

 

 

 

In addition, the timing and amounts of distributions to common shareholders are within the discretion of the company’s board of directors. Although the company believes that the assumptions underlying the forward-looking statements contained herein are reasonable, any of the assumptions could be inaccurate; therefore, there can be no assurance that such statements included in this quarterly report will prove to be accurate. In light of the significant uncertainties inherent in the forward-looking statements included herein, the inclusion of such information should not be regarded as a representation by the company or any other person that the results or conditions described in such statements or the objectives and plans of the company will be achieved.

 

 

 

 

 

“Marriott®,” “Courtyard® by Marriott®,” “SpringHill Suites® by Marriott®,” “Fairfield Inn® by Marriott®,” “TownePlace Suites® by Marriott®” and “Residence Inn® by Marriott®” are each a registered trademark of Marriott International, Inc. or one of its affiliates. All references to “Marriott” mean Marriott International, Inc. and all of its affiliates and subsidiaries and their respective officers, directors, agents, employees, accountants and attorneys. Marriott is not responsible for the content of this report, whether relating to the hotel information, operating information, financial information, Marriott’s relationship with Apple REIT Six or otherwise. Marriott was not involved in any way whether as an “issuer” or “underwriter” or otherwise in the Apple REIT Six offering and received no proceeds from the offering. Marriott has not expressed any approval or disapproval regarding this report, and the grant by Marriott of any franchise or other rights to Apple REIT Six shall not be construed as any expression of approval or disapproval. Marriott has not assumed and shall not have any liability in connection with this report.

 

 

 

 

 

“Hampton Inn®,” “Hampton Inn & Suites®,” “Hilton Garden Inn®” and “Homewood Suites by Hilton®” are each a registered trademark of Hilton Worldwide or one of its affiliates. All references to “Hilton” mean Hilton Worldwide and all of its affiliates and subsidiaries, and their respective officers, directors, agents, employees, accountants and attorneys. Hilton is not responsible for the content of this report, whether relating to hotel information, operating information, financial information, Hilton’s relationship with Apple REIT Six, or otherwise. Hilton was not involved in any way, whether as an “issuer” or “underwriter” or otherwise, in the Apple REIT Six offering and received no proceeds from the offering. Hilton has not expressed any approval or disapproval regarding this report, and the grant by Hilton of any franchise or other rights to Apple REIT Six shall not be construed as any expression of approval or disapproval. Hilton has not assumed and shall not have any liability in connection with this report.

 

 

 

 

 

 

 




 

 

Market Diversity

 

 

 

STATE / CITY

Portfolio of hotels     

 

 

ALABAMA

Birmingham, Dothan (2), Huntsville (2), Montgomery, Tuscaloosa (2)

ALASKA

Anchorage (3)

ARIZONA

Phoenix

CALIFORNIA

Arcadia (2), Bakersfield, Folsom, Foothill Ranch, Lake Forest, Milpitas, Roseville, San Francisco

COLORADO

Boulder, Denver/Glendale, Denver/Lakewood

CONNECTICUT

Farmington, Rocky Hill, Wallingford

FLORIDA

Clearwater, Lakeland, Orange Park, Orlando/Lake Mary, Panama City, Pensacola (3), Tallahassee

GEORGIA

Albany, Columbus, Savannah, Valdosta

NEW JERSEY

Mt. Olive, Somerset

NEW YORK

Saratoga Springs

NORTH CAROLINA

Roanoke Rapids

OREGON

Hillsboro (3), Portland

PENNSYLVANIA

Pittsburgh

SOUTH CAROLINA

Myrtle Beach

TENNESSEE

Nashville

TEXAS

Arlington (2), Dallas, Fort Worth (3), Laredo (2), Las Colinas, McAllen

VIRGINIA

Fredericksburg

WASHINGTON

Kent, Mukilteo, Redmond, Renton






















 

(APPLE REIT SIX LOGO)

 

CORPORATE HEADQUARTERS

814 East Main Street

Richmond, Virginia 23219

(804) 344-8121

(804) 344-8129 FAX

www.applereitsix.com

 

INVESTOR INFORMATION

For additional information about the

Company, please contact: Kelly Clarke,

Director of Investor Services

(804) 727-6321 or

kclarke@applereit.com