HOST MARRIOTT SERVICES CORP
8-K, 1997-10-09
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                     SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549


                                   FORM 8-K

                                CURRENT REPORT
                       PURSUANT TO SECTION 13 OR 15(D) OF
                       THE SECURITIES EXCHANGE ACT OF 1934


                                OCTOBER 9, 1997





                       HOST MARRIOTT SERVICES CORPORATION




        DELAWARE                      1-14040                  52-1938672
(State of Incorporation)            (Commission             (I.R.S. Employer
                                    File Number)         Identification Number)




                              6600 ROCKLEDGE DRIVE
                            BETHESDA, MARYLAND 20817
                                 (301) 380-7000











<PAGE>



ITEM 1.  CHANGES IN CONTROL OF REGISTRANT.

         None.


ITEM 2.  ACQUISITION OR DISPOSITION OF ASSETS.

         None.


ITEM 3.  BANKRUPTCY OR RECEIVERSHIP.

         None.


ITEM 4.  CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.

         None.


ITEM 5.  OTHER EVENTS.

         News Release dated October 9, 1997 announcing third quarter results and
         containing forward looking statements


ITEM 6.  RESIGNATIONS OF REGISTRANT'S DIRECTORS.

         None.


ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

         EXHIBIT NO.
              20           News Release dated October 9, 1997


ITEM 8.  CHANGE IN FISCAL YEAR.

         None.

                                     2


<PAGE>
                                 SIGNATURES


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.




                                      HOST MARRIOTT SERVICES CORPORATION


    OCTOBER 9, 1997                          /S/ BRIAN W. BETHERS
- ----------------------         -------------------------------------------------
          Date                                 Brian W. Bethers
                               Senior Vice President and Chief Financial Officer
















                                      3




                                                                    EXHIBIT 20
                                                                    PAGE 1 OF 4

FOR IMMEDIATE RELEASE

                                                 FOR MORE INFORMATION:
                                                 MEDIA INQUIRIES:
                                                 WENDY WATKINS:  (301) 380-7903
                                                 INVESTOR RELATIONS:
                                                 SHARON WHITING:  (301) 380-7215
                                                 HTTP://WWW.HMSCORP.COM
                                                 1-888-380-HOST


    HOST MARRIOTT SERVICES REPORTS SOLID GAIN IN THIRD QUARTER NET INCOME

                  COMPANY ALSO ANNOUNCES KEY CONTRACT RENEWALS

         BETHESDA,  MD,  OCTOBER 9, 1997 -- Host  Marriott  Services  [NYSE:HMS]
today  reported net income for the third  quarter of 1997 of $18.9  million,  an
increase of 26% compared to net income of $15.0 million for the third quarter of
1996. On a per share basis,  the company  reported net income of $0.52 per share
for the third quarter of 1997,  compared to $0.42 per share for the same quarter
a year ago. Earnings before interest expense, taxes, depreciation,  amortization
and other  non-cash  items  (EBITDA) was $50.4  million for the third quarter of
1997,  an  increase of 5% over EBITDA of $48.1  million  reported  for the third
quarter  of 1996.  Revenues  for the third  quarter  of 1997  increased  by $5.6
million,  or 2%, to $340.7 million compared to revenues of $335.1 million in the
third quarter of 1996.
         Net income for the first  three  quarters of 1997  increased  by 47% to
$19.7 million, or $0.54 per share, compared with net income of $13.4 million, or
$0.38 per share  reported for the first three  quarters of 1996.  EBITDA for the
first three quarters of 1997 grew to $96.0 million,  an increase of $7.2 million
over the $88.8  million  of  EBITDA  posted  in the  comparable  period in 1996.
Revenues  increased to $896.4  million for the first three quarters of 1997 from
$884.9 million in 1996.
         William W. McCarten,  President and Chief Executive Officer, noted, "We
are pleased with our overall  results  thus far this year despite more  moderate
traffic   growth,   and  lower   revenues  and  profits  from  two   significant
noncomparable  contracts.  In  addition,  we have made  significant  progress in
renewing  several  of our  largest  contracts  in our core  business  as well as
expanding in our growth venues."

 
                                - More -

                                    

<PAGE>

                                                                    EXHIBIT 20
                                                                    PAGE 2 OF 4


ADD 1
HOST MARRIOTT SERVICES REPORTS SOLID GAIN IN THIRD QUARTER NET INCOME

         The company's operating profit increased by 6% during the third quarter
of 1997 to $36.6  million  from  $34.4  million  for the third  quarter of 1996.
Excluding  the effects of two  significant  noncomparable  contracts,  operating
profit  increased by 15% during the third quarter of 1997. The operating  profit
margin  increased to 10.7% for the third  quarter of 1997 from 10.3% a year ago.
Operating profit increased to $54.5 million for the first three quarters of 1997
from $49.7 million in 1996, an increase of 10%. The company's  operating  profit
margin increased to 6.1% for the first three quarters of 1997 from 5.6% in 1996.
         Contributing to the company's  growth in net income for the quarter was
a reduction in the income tax  provision.  The  company's  income tax  provision
includes a $1.9 million  benefit  recorded  during the third  quarter of 1997 to
recognize  utilization  of certain tax credits  previously  projected  to expire
unrealized.
         Airport concession  revenues grew by $3.9 million,  or 2%, in the third
quarter  of  1997.  Excluding  the  effects  of  noncomparable   contracts  (new
contracts,  contracts  with  significant  changes  in  scope  of  operation  and
contracts undergoing  significant  construction of new facilities),  revenues at
comparable domestic airport locations, which represent over 90% of the company's
total  domestic  airport  revenues,  grew by 5% during the third quarter of 1997
reflecting an estimated 3% growth in passenger enplanements and a 2% increase in
revenues per enplaning passenger.
         Travel  plaza  revenues  increased  by $0.6 million or 1% for the third
quarter of 1997.  This increase  reflects  minimal  traffic  growth and moderate
price  increases,  which were  partially  offset by one less week of peak summer
vacation travel on tollroads due to a calendar shift between fiscal years.
         Third quarter revenues in the shopping mall and entertainment  business
line were up 9% over a year ago principally  due to the outstanding  performance
of the Ontario Mills Mall food court which opened in November of 1996.
         Operations at the company's second Mills project at the Grapevine Mills
Mall in Grapevine,  Texas, are scheduled to commence on October 30 of this year.
During the third quarter,  the company  signed its first  agreement with General
Growth Properties,  Inc.  [NYSE:GGP] to master lease the food court at the Vista
Ridge Mall in  Lewisville,  Texas,  beginning  in  December  of this year.  This
represents our second agreement at an existing mall undergoing renovation, a key
component of our expansion strategy, and establishes a relationship with a third
shopping mall developer.


                                   - More -



<PAGE>

                                                                    EXHIBIT 20
                                                                    PAGE 3 OF 4


ADD 2
HOST MARRIOTT SERVICES REPORTS SOLID GAIN IN THIRD QUARTER NET INCOME

         During the third  quarter,  the company  was  awarded a ten-year  lease
renewal to operate the food and beverage and retail concessions at the Charlotte
Douglas International Airport through 2010. In addition, the company has reached
an  agreement  with the  Chicago  Department  of  Aviation  to renew its largest
airport food and beverage concessions contract which would continue its presence
at the Chicago O'Hare  International  Airport for at least ten years. A vote for
final approval from the City Council is expected within the next four weeks.
         The  company  recently  submitted  a proposal to enter into a long-term
lease  agreement  for 70% of the  food and  beverage  concessions  at the  Miami
International  Airport.  This  agreement  would  replace the current  management
agreement  between the company and Dade County.  The  company's  proposal is the
only proposal currently being considered by the Miami Aviation Committee.
         Host Marriott  Services,  with its worldwide  headquarters in Bethesda,
Maryland,  is the leading food, beverage and retail concessionaire at nearly 200
travel and entertainment  venues,  with  approximately  23,000 employees in five
countries around the globe.  Host Marriott Services is best known for its custom
solutions  business  approach  that combines  internationally  known brands with
regional favorites in airports,  travel plazas, shopping malls and entertainment
attractions.  Many of the company's concessions operate under license agreements
with branded partners such as Burger King, Starbucks Coffee, Pizza Hut, Chili's,
T.G.I.  Friday's,  Cinnabon,  TCBY, Sbarro, Taco Bell, Cheers,  California Pizza
Kitchen, Tie Rack and The Body Shop.
         CERTAIN MATTERS DISCUSSED WITHIN THIS NEWS RELEASE ARE  FORWARD-LOOKING
STATEMENTS  WITHIN THE MEANING OF THE PRIVATE  LITIGATION REFORM ACT OF 1995 AND
AS SUCH MAY INVOLVE KNOWN AND UNKNOWN  RISKS,  UNCERTAINTIES,  AND OTHER FACTORS
WHICH MAY CAUSE THE ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENTS OF HOST MARRIOTT
SERVICES TO BE DIFFERENT FROM ANY FUTURE  RESULTS,  PERFORMANCE OR  ACHIEVEMENTS
EXPRESSED OR IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS.  ALTHOUGH HOST MARRIOTT
SERVICES BELIEVES THE EXPECTATIONS REFLECTED IN SUCH FORWARD-LOOKING  STATEMENTS
ARE  BASED  UPON  REASONABLE  ASSUMPTIONS,  IT CAN  GIVE NO  ASSURANCE  THAT ITS
EXPECTATIONS WILL BE ATTAINED. THESE RISKS ARE DETAILED FROM TIME TO TIME IN THE
COMPANY'S FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION.



                              --Table Follows--



<PAGE>

                                                                    EXHIBIT 20
                                                                    PAGE 4 OF 4


                    HOST MARRIOTT SERVICES CORPORATION
                 CONSOLIDATED OPERATING RESULTS (UNAUDITED)
                  (IN MILLIONS, EXCEPT PER SHARE AMOUNTS)
<TABLE>
<CAPTION>


                                                             TWELVE            TWELVE           THIRTY-SIX        THIRTY-SIX
                                                          WEEKS ENDED        WEEKS ENDED        WEEKS ENDED       WEEKS ENDED
                                                         SEPTEMBER 12,       SEPTEMBER 6,      SEPTEMBER 12,      SEPTEMBER 6,
                                                              1997             1996 (A)            1997             1996 (A)
- ------------------------------------------------------ ------------------ ------------------ ----------------- ------------------
<S>                                                           <C>                  <C>               <C>               <C> 

OPERATING SUMMARY
REVENUES                                                         $ 340.7            $ 335.1           $ 896.4            $ 884.9 

OPERATING COSTS AND EXPENSES                                       304.1              300.7             841.9              835.2 
- ------------------------------------------------------- ------------------ ------------------ ----------------- ------------------

OPERATING PROFIT                                                    36.6               34.4              54.5               49.7 

    Interest expense                                                (9.2)              (9.2)            (27.6)             (27.7)
    Interest income                                                  0.7                0.7               2.5                1.1 
- ------------------------------------------------------- ------------------ ------------------ ----------------- ------------------

INCOME BEFORE INCOME TAXES                                          28.1               25.9              29.4               23.1 
Provision for income taxes (B)                                       9.2               10.9               9.7                9.7 
- ------------------------------------------------------- ------------------ ------------------ ----------------- ------------------

NET INCOME                                                      $   18.9            $  15.0           $  19.7            $  13.4 
- ------------------------------------------------------- ------------------ ------------------ ----------------- ------------------

INCOME PER COMMON SHARE                                         $   0.52           $   0.42          $   0.54           $   0.38 

Weighted Average Common Shares Outstanding
    Primary                                                         36.6               35.2              36.4               35.0 
    Fully-Diluted                                                   36.6               35.3              36.6               35.1 

EBITDA                                                           $  50.4            $  48.1           $  96.0            $  88.8 
- ------------------------------------------------------- ------------------ ------------------ ----------------- ------------------

REVENUES BY BUSINESS LINE
    Airports                                                     $ 230.0            $ 226.1           $ 634.7            $ 627.1 
    Travel Plazas                                                   97.8               97.2             223.3              220.4 
    Shopping Malls and Entertainment                                12.9               11.8              38.4               37.4 
- ------------------------------------------------------- ------------------ ------------------ ----------------- ------------------

       Total revenues                                            $ 340.7            $ 335.1           $ 896.4            $ 884.9 
- ------------------------------------------------------- ------------------ ------------------ ----------------- ------------------

OPERATING PROFIT BY BUSINESS LINE (C)
    Airports                                                     $  31.2            $  27.7           $  69.2            $  63.3 
    Travel Plazas                                                   17.1               16.3              19.4               18.1 
    Shopping Malls and Entertainment                                 0.9                1.6               3.0                3.5 
- ------------------------------------------------------- ------------------ ------------------ ----------------- ------------------
       Total operating profit                                   $   49.2           $   45.6          $   91.6            $  84.9 
- ------------------------------------------------------- ------------------ ------------------ ----------------- ------------------

PERIOD END BALANCE SHEET DATA                               September 12,       September 6,
                                                                1997               1996
                                                        ------------------ ------------------
    Cash and cash equivalents                                   $   93.2           $   99.6 
    Total assets                                                   584.3              579.8 
    Long-term debt                                                 406.4              406.3 
- ------------------------------------------------------- ------------------ ------------------ ----------------- ------------------

<FN>

(A)   Certain  minor  reclassifications  were made to the prior year  financial  statements  to conform to the 1997
      presentation.
(B)   The company's  provision for income taxes includes a $1.9 million  benefit
      recorded in the third  quarter to recognize  certain tax credits that were
      previously considered unrealizable.
(C)   Before general and administrative expenses.
</FN>
</TABLE>




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