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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
AMENDMENT NO. 1
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 [FEE REQUIRED]
FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 1993
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
Commission file number 1-6848
UNITED INNS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 58-0707789
State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization
5100 POPLAR AVENUE, SUITE 2300
MEMPHIS, TENNESSEE 38137
(Address of principal executive offices and zip code)
Issuer's telephone number, including area code: (901) 767-2880
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class Name of Each Exchange on Which Registered
------------------- -----------------------------------------
Common Stock, $1.00 par value New York Stock Exchange
Pacific Stock Exchange
Philadelphia Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: NONE.
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for
such shorter period that the registrant was required to file such reports), and
(2) has been subject to such filing requirements for the past 90 days.
Yes X No
--- ---
Check if there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-B contained in this form, and no disclosure will be contained, to
the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB. [X]
The aggregate market value of the shares of Common Stock held by
nonaffiliates of the registrant as based upon the closing price of said stock on
the New York Stock Exchange -- Composite Transaction Listing on December 17,
1993, ($8.75 per share): $12,257,201.
As of December 17, 1993, 2,640,909 shares of the Common Stock, $1.00 par
value, of the Registrant were outstanding.
DOCUMENTS INCORPORATED BY REFERENCE:
Portions of the Proxy Statement relating to the Annual Meeting of
Shareholders to be held on February 11, 1994, are incorported by reference into
Part III of this Report.
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ITEM 1. BUSINESS
On December 7, 1993, Registrant had approximately 1,879 employees,
including approximately 295 part-time employees who work an average of less than
30 hours per week.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS
LIQUIDITY AND CAPITAL RESOURCES
During fiscal 1994 the Registrant expects to complete its program of
replacement of a major portion of the television sets in its hotels which was
started in fiscal 1993. Additionally, the Registrant plans to begin a two year
program of replacement of all guest room door locks with modern technology
electronic door locks and selective replacement of telephone systems in several
of its hotels. Estimated costs for these projects during fiscal 1994 are from
$1.6 million to $1.8 million, which are to be financed through lease purchase
contracts and available cash. The Registrant has budgeted a moderate sum of
$1.5 million to $2.0 million during fiscal 1994 for minor refurbishment projects
and an additional $.5 million for completion of renovations in progress at three
of its hotels. Funds for these renovations and the normal ongoing replacement
of furnishings and equipment in the hotels are expected to be provided from
available cash, restricted capital funds and cash flow. Timing of work on other
longer term projects could be advanced should additional funds become available
from sale of unused land parcels.
The Registrant, as part of its asset management policy, analyzes its
properties on a continuing basis to evaluate their market potentials as to
location, guest requirements and brand affiliation. These evaluations are
intensified when approaching significant decision points such as franchise and
lease expiration dates. In the past the evaluation process has resulted in
relicensing with same brand affiliation, change of brand affiliation, or
disposal through sale or nonrenewal of property lease.
In fiscal 1994 the Registrant will analyze two properties with leases
which expire at the end of fiscal 1994 and early fiscal 1995 with the intention
of renegotiating more favorable terms to allow the Registrant to continue its
lessee position, or secure management contracts to operate the properties for
the lessor. If the Registrant fails to secure more favorable terms, the
Registrant will probably allow these leases to expire. During fiscal 1993 the
combined gross revenue was $5.5 million and the combined net loss was $214,000
for these two hotels.
The Registrant holds seven unused land parcels, one closed hotel, and
five car wash sites of which all except one land parcel are available for sale.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Registrant hereby amends portions of its financial statements as
follows:
NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, PROPERTY AND EQUIPMENT
The estimated useful lives utilized for computation of depreciation on
property and equipment are as follows:
Buildings and Improvements 10 To 40 Years
Furnishings and Equipment 3 To 10 Years
Capitalized Leases 25 Years
NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, POST RETIREMENT BENEFITS
The Registrant adopted Statement of Financial Accounting Standards No.
106 "Employer's Accounting for
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Post Retirement Benefits Other Than Pensions" in the current year ending
September 30, 1993. The Registrant does not provide any form of post-retirement
benefits for retired employees other than retirement benefits under a Section
401-K Plan, therefore adoption of the new standard had no impact on the
Registrant's financial statements.
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS
Registrant's directors and executive officers have had the principal
occupation described for at least five years, except for Ronald J. Wareham.
Ronald J. Wareham has been President of R. J. Wareham & Company, Incorporated, a
corporate financial advisory firm since 1991. From 1984 to 1991 he was a
managing director of Dean Witter Reynolds' Corporate Finance Office in Atlanta,
Georgia.
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Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this amendment to be signed on its behalf by the
undersigned, thereunto duly authorized.
UNITED INNS, INC.
September 26, 1994 By: /s/ J. Don Miller
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J. Don Miller, Vice President and Chief
Accounting Officer
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Exhibit 24
Consent of Independent Public Accountants
As independent public accountants, we hereby consent to the incorporation by
reference in the Annual Report on Form 10-K/A for the year ended September 30,
1993 of our report dated December 3, 1993 incorporated by reference in United
Inns, Inc.'s Form 10-K for the year ended September 30, 1993, and to all
references to our firm included therein.
/s/ Frazee, Tate & Associates
Memphis, Tennessee
September 23, 1994
