HOST MARRIOTT SERVICES CORP
8-K, 1998-07-14
EATING PLACES
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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

                                  JULY 14, 1998

                       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 July 14, 1998 announcing  second 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 July 14, 1998


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

 JULY 14, 1998                              /S/ BRIAN W. BETHERS
- ---------------                -------------------------------------------------
     Date                                      Brian W. Bethers
                               Senior Vice President and Chief Financial Officer


                                       3







<PAGE>
                                                                   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 22% GAIN IN SECOND QUARTER NET INCOME

         BETHESDA,  MD, JULY 14, 1998 -- Host Marriott Services [NYSE:HMS] today
reported net income for the second quarter of 1998 of $6.2 million, or $0.17 per
diluted  share,  compared  to net income of $5.1  million,  or $0.14 per diluted
share, for the second quarter of 1997. Earnings before interest expense,  taxes,
depreciation,  amortization  and other non-cash items (EBITDA) was $33.4 million
for the second  quarter of 1998,  an increase of 9% over EBITDA of $30.7 million
reported for the second quarter of 1997. Revenues for the second quarter of 1998
totaled $322.6  million,  an increase of $30.0  million,  or 10% over the second
quarter of 1997.

         The  company's  reported  net income for the first two quarters of 1998
increased to $2.3 million, or $0.06 per diluted share, compared to net income of
$0.8 million,  or $0.02 per diluted  share,  for the first two quarters of 1997.
EBITDA grew to $49.4  million for the first two quarters of 1998, an increase of
8% over the comparable  period in 1997.  Revenues totaled $599.9 million for the
first two quarters of 1998,  which represents an 8% increase over the comparable
period in 1997.

         William W. McCarten,  President and Chief Executive Officer,  noted, "I
am very pleased with the double digit growth achieved on both the top and bottom
lines in the second  quarter of 1998.  With many  travel  industry  associations
forecasting  record summer  travel,  I am confident  that the earnings  momentum
generated  during the first half of the year will carry over into our seasonally
strong third quarter,  keeping us on track to achieve our earnings growth target
for the full year."

                                    - More -

                                       4


<PAGE>
                                                                    EXHIBIT 20
                                                                    PAGE 2 OF 4

ADD 1

HOST MARRIOTT SERVICES REPORTS 22% GAIN IN SECOND QUARTER NET INCOME

         The  company's  operating  profit  increased  by 11%  during the second
quarter of 1998 to $18.5  million from $16.6  million for the second  quarter of
1997,  increasing  the  operating  profit  margin  slightly.   Operating  profit
increased to $20.5 million for the first two quarters of 1998 from $17.9 million
in 1997, an increase of 15%. The company's operating profit margin for the first
two quarters of 1998 increased by 20 basis points over the same period of 1997.

         Overall,  airport  concession  revenues  grew by 12% or  $24.5  million
during the second quarter of 1998. Revenues at comparable domestic airports grew
by 11% during the second  quarter of 1998,  reflecting an estimated 3% growth in
passenger  enplanements  and an 8% increase in revenues per enplaned  passenger.
Comparable  domestic  airport  revenues  exclude the  effects of new  contracts,
contracts that were not renewed,  contracts with significant changes in scope of
operation and contracts undergoing  significant  construction of new facilities.
Revenues at comparable  domestic  airports  comprise almost 90% of the company's
total domestic airport  revenues.  Operating profit during the second quarter in
the airport business line increased by 20% to $25.4 million.  An increase in the
operating profit margin of 70 basis points resulted from the strong  performance
of the airport's domestic food and beverage operations.

         Travel  plaza  revenues  increased by $2.7 million or 4% for the second
quarter of 1998. An increase in tollroad traffic due to low gasoline prices,  as
well as moderate  increases in menu prices,  resulted in solid revenue growth in
this business line. For the second quarter, operating profit in the travel plaza
business line was down slightly.

         Revenues  for the  second  quarter  of 1998 in the  shopping  mall  and
entertainment  business  line were up 22% over a year ago.  The  openings of the
Grapevine  Mills  Mall  and the  Vista  Ridge  Mall  food  courts  in late  1997
contributed  significantly  to the  increase.  Operating  profit  for the second
quarter in the shopping  mall and  entertainment  business line declined by $700
thousand  compared to the same  period a year ago.  The  decrease  in  operating
profit  primarily  resulted from start-up costs,  including the  amortization of
pre-opening costs, associated with new operating locations.

         During the second  quarter and in a separate press release dated today,
the  company  announced  several  recent   development   achievements.   Today's
announcement  included food and beverage  contract  extensions  at  Jacksonville
International  Airport  in  Florida  and  at  Terminal  3  of  John  F.  Kennedy
International  Airport  in New York.  The  company  also won a new  contract  to
operate retail concessions in the North Terminal at San Francisco  International
Airport. In addition, the company

                                    - More -

                                       5


<PAGE>
                                                                   EXHIBIT 20
                                                                   PAGE 3 OF 4

ADD 2

HOST MARRIOTT SERVICES REPORTS 22% GAIN IN SECOND QUARTER NET INCOME

announced a planned expansion at Chicago O'Hare  International  Airport with the
recent approval for a new 8,000 square foot business center at the airport.  The
new business  center will have  integrated  business work  stations,  conference
rooms and a 24 hour copy and computer center.  Prior  announcements  covered two
important  development  wins at Miami  International  Airport and at Forest City
Ratner Companies' 42nd Street Retail/Entertainment Complex.

         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  24,000 employees in six
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  are  operated  under  license
agreements with branded partners such as Burger King,  Starbucks  Coffee,  Pizza
Hut, Chili's,  Cinnabon,  TCBY "Treats," Sbarro,  Taco Bell, Cheers,  California
Pizza Kitchen, Cool Planet, Tie Rack and The Body Shop.

                                      * * *

         NOTE: THE COMPANY'S RESULTS OF OPERATIONS ARE SIGNIFICANTLY AFFECTED BY
THE VARIOUS  TRAVEL AND SHOPPING  SEASONS.  VACATION  TRAFFIC IS  GENERALLY  THE
STRONGEST IN THE SUMMER VACATION MONTHS,  PARTICULARLY FROM MEMORIAL DAY THROUGH
LABOR DAY,  WHICH HAS  HISTORICALLY  PRODUCED  SEASONALLY  STRONG THIRD  QUARTER
EARNINGS.  SHOPPING  MALL FOOD COURT  CUSTOMER  TRAFFIC IS GENERALLY THE BUSIEST
DURING THE FALL AND WINTER HOLIDAY SEASON.

         THIS PRESS RELEASE  CONTAINS  "FORWARD-LOOKING  STATEMENTS"  WITHIN THE
MEANING OF FEDERAL  SECURITIES LAWS,  INCLUDING,  BUT NOT LIMITED TO, STATEMENTS
CONCERNING  THE  COMPANY'S  OUTLOOK  FOR 1998 AND  BEYOND;  THE  GROWTH IN TOTAL
REVENUE FOR 1998 AND  SUBSEQUENT  YEARS;  BUSINESS  STRATEGIES  AND  ANTICIPATED
RESULTS AND SIMILAR  STATEMENTS  CONCERNING EVENTS AND EXPECTATIONS THAT ARE NOT
HISTORICAL FACTS. THESE FORWARD-LOOKING STATEMENTS ARE SUBJECT TO NUMEROUS RISKS
AND  UNCERTAINTIES,  INCLUDING THE EFFECTS OF SEASONALITY,  AIRLINE AND TOLLROAD
INDUSTRY  FUNDAMENTALS,  GENERAL  ECONOMIC  CONDITIONS  (INCLUDING  THE  CURRENT
ECONOMIC  DOWNTURN IN ASIA), THE POTENTIAL ADVERSE IMPACT OF THE YEAR 2000 ISSUE
ON  OPERATIONS,   COMPETITIVE  FORCES  WITHIN  THE  FOOD,  BEVERAGE  AND  RETAIL
CONCESSIONS INDUSTRIES, AND THE AVAILABILITY OF CASH FLOW TO FUND FUTURE CAPITAL
EXPENDITURES. FORWARD-LOOKING STATEMENTS ARE INHERENTLY UNCERTAIN, AND INVESTORS
MUST RECOGNIZE THAT ACTUAL RESULTS COULD DIFFER  MATERIALLY FROM THOSE EXPRESSED
OR IMPLIED BY THE STATEMENTS.

                                --Table Follows--

                                       6


<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          TWENTY-FOUR         TWENTY-FOUR
                                                            WEEKS ENDED        WEEKS ENDED        WEEKS ENDED         WEEKS ENDED
                                                             JUNE 19,            JUNE 20,           JUNE 19,           JUNE 20,
                                                               1998              1997 (A)             1998             1997 (A)
- -------------------------------------------------------- ------------------- ------------------ ------------------ -----------------
<S>                                                              <C>               <C>                <C>                 <C>  

OPERATING SUMMARY

REVENUES                                                           $ 322.6            $ 292.6            $ 599.9            $ 555.7 

OPERATING COSTS AND EXPENSES                                         304.1              276.0              579.4              537.8 
- -------------------------------------------------------- ------------------- ------------------ ------------------ -----------------

OPERATING PROFIT                                                      18.5               16.6               20.5               17.9 

    Interest expense                                                  (9.2)              (9.2)             (18.4)             (18.4)
    Interest income                                                    0.6                1.0                1.3                1.8 
- -------------------------------------------------------- ------------------- ------------------ ------------------ -----------------

INCOME BEFORE INCOME TAXES                                             9.9                8.4                3.4                1.3 
Provision for income taxes                                             3.7                3.3                1.1                0.5 
- -------------------------------------------------------- ------------------- ------------------ ------------------ -----------------

NET INCOME                                                         $   6.2            $   5.1             $  2.3             $  0.8 
- -------------------------------------------------------- ------------------- ------------------ ------------------ -----------------

INCOME PER COMMON SHARE
    Basic                                                           $ 0.18             $ 0.15             $ 0.07              $ 0.02
    Diluted                                                         $ 0.17             $ 0.14             $ 0.06              $ 0.02

Weighted Average Common Shares Outstanding
    Basic                                                             34.0               34.7               34.2               34.6 
    Diluted                                                           35.7               36.2               35.9               36.2 

EBITDA                                                             $  33.4            $  30.7            $  49.4            $  45.6 
- -------------------------------------------------------- ------------------- ------------------ ------------------ -----------------

REVENUES BY BUSINESS LINE
    Airports                                                       $ 231.3            $ 206.8            $ 439.0            $ 404.7 
    Travel Plazas                                                     75.5               72.8              130.7              125.5 
    Shopping Malls and Entertainment                                  15.8               13.0               30.2               25.5 
- -------------------------------------------------------- ------------------- ------------------ ------------------ -----------------
       Total revenues                                              $ 322.6            $ 292.6            $ 599.9             $ 555.7
- -------------------------------------------------------- ------------------- ------------------ ------------------ -----------------

OPERATING PROFIT BY BUSINESS LINE (B)
    Airports                                                       $  25.4            $  21.2            $  44.1            $  38.1 
    Travel Plazas                                                      5.8                5.9                2.1                2.3 
    Shopping Malls and Entertainment                                   0.8                1.5                1.4                2.0 
- -------------------------------------------------------- ------------------- ------------------ ------------------ -----------------
       Total operating profit                                     $   32.0           $   28.6           $   47.6           $   42.4 
- -------------------------------------------------------- ------------------- ------------------ ------------------ -----------------

PERIOD END BALANCE SHEET DATA                                 JUNE 19, 1998      June 20, 1997
                                                         ------------------- ------------------
    Cash and cash equivalents                                     $   53.2           $   67.9 
    Total assets                                                     536.7              550.2 
    Long-term debt                                                   406.0              406.8 
- -------------------------------------------------------- ------------------- ------------------ ------------------ -----------------
<FN>
(A)  Certain  minor  reclassifications  were  made to the prior  year  financial
     statements  to  conform  to  the  1998  presentation.  
(B)  Before  general  and administrative expenses.
</FN>
</TABLE>

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