U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2000
or
[ ] TRANSITION REPORT PURSUANT TO 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from _________ to _________
Commission File Number: 0-22745
Janus Hotels and Resorts, Inc.
(Exact name of registrant as specified in its charter)
DELAWARE 13-2572712
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
2300 Corporate Blvd., N.W.,
Suite 232
Boca Raton, Florida 33431-8596
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (561) 994-4800
(Former name, former address and former fiscal year, if changed since last
report)
Indicate by check mark whether the registrant (1) 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 (2) has been subject to such filing
requirements for the past 90 days. Yes |X| No | |
Number of shares of common stock outstanding as of August 8, 2000: 8,671,092
1
<PAGE>
JANUS HOTELS AND RESORTS, INC.
FORM 10-Q
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2000
<TABLE>
<CAPTION>
Part I. Financial Information Page No.
<S> <C>
Item 1. Financial Statements
Unaudited Consolidated Balance Sheets As Of June 30, 2000 and
December 31, 1999 3
Unaudited Consolidated Statements Of Operations For The Three
Months Ended June 30, 2000 and 1999 4
Unaudited Consolidated Statements Of Operations For The Six
Months Ended June 30, 2000 and 1999 5
Unaudited Consolidated Statements Of Cash Flows For The Six
Months ended June 30, 2000 and 1999 6
Notes To Unaudited Consolidated Financial Statements 7
Item 2. Management's Discussion and Analysis Of Financial Condition and
Results of Operations 8
Part II. Other Information 10
Signature Page 11
</TABLE>
2
<PAGE>
JANUS HOTELS AND RESORTS, INC.
<TABLE>
<CAPTION>
UNAUDITED CONSOLIDATED BALANCE SHEETS
AS OF JUNE 30, 2000 AND DECEMBER 31,1999
June 30, December 31,
2000 1999
----------- ------------
ASSETS
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 8,636,513 $ 8,859,888
Restricted cash 1,128,285 1,251,297
Accounts receivable 2,230,231 1,743,241
Current portion of notes receivable 182,514 182,226
Other current assets 234,883 212,082
----------- -----------
Total current assets 12,412,426 12,248,734
----------- -----------
Property held for sale 12,658,130 12,641,199
Property and equipment, net 82,146,146 84,059,513
Mortgage notes receivable 3,333,470 3,392,709
Goodwill, net 7,438,220 7,542,376
Deferred tax asset 2,073,000 2,566,000
Other assets 5,709,149 5,241,958
----------- -----------
$125,770,541 $127,692,489
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt $ 3,709,616 $ 3,776,846
Accounts payable 1,660,613 2,215,038
Accrued expenses 2,853,529 1,959,960
----------- -----------
Total current liabilities 8,223,758 7,951,844
----------- -----------
Long-term debt, net of current portion 65,884,851 67,933,460
Deferred tax liabilities 2,250,275 2,345,275
Minority interest 2,504,507 2,465,995
Stockholders' equity:
Preferred stock, series B; par value $0.01 per share; 20,000 shares authorized;
16,788.08 shares issued and outstanding 168 168
Common stock, par value $0.01 per share; 15,000,000 shares authorized;
11,883,220 shares issued 118,833 118,833
Additional paid-in capital 52,582,257 52,582,257
Accumulated deficit (4,377,609) (4,288,844)
Treasury stock, 3,212,128 common shares, at cost (1,416,499) (1,416,499)
----------- -----------
Total stockholders' equity 46,907,150 46,995,915
----------- -----------
$125,770,541 $127,692,489
=========== ===========
</TABLE>
See notes to unaudited consolidated financial statements.
3
<PAGE>
JANUS HOTELS AND RESORTS, INC.
<TABLE>
<CAPTION>
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED JUNE 30, 2000 AND 1999
2000 1999
--------------- ---------------
<S> <C> <C>
Revenues:
Room and related services $ 9,629,358 $10,297,407
Food and beverage 2,676,502 2,702,697
Management fees 806,414 460,965
Other 284,282 199,611
---------- ----------
Total revenues 13,396,556 13,660,680
---------- ----------
Operating expenses:
Direct:
Room and related services 2,308,744 2,436,021
Food and beverage 2,061,792 2,097,301
Selling and general 558,164 549,002
---------- ----------
Total direct expenses 4,928,700 5,082,324
---------- ----------
Occupancy expenses 1,535,377 1,725,823
Selling, general and administrative expenses 2,877,631 2,990,647
Severance arrangement of former president 500,000 -
Depreciation 848,580 1,324,775
Amortization 94,032 79,081
---------- ----------
Total operating expenses 10,784,320 11,202,650
---------- ----------
Operating income 2,612,236 2,458,030
Other income (expense):
Interest expense (1,543,697) (1,676,134)
Interest income 195,167 167,120
Other 29,893 (15,221)
---------- ----------
Income from continuing operations before income taxes and minority interest 1,293,599 933,795
Provision for income taxes 848,000 -
---------- ----------
Income from continuing operations before minority interest 445,599 933,795
Minority interest 34,936 24,259
---------- ----------
Income from continuing operations 410,663 909,536
Gain on disposal of discontinued operations, net of taxes 17,414 -
---------- ----------
Net income 428,077 909,536
Less preferred dividend requirement 313,056 313,914
---------- ----------
Net income applicable to common stock $ 115,021 $ 595,622
========== ==========
Basic income per common share:
Income from continuing operations $ 0.01 $ 0.07
Gain on disposal of discontinued operations - -
----- -----
Net income $ 0.01 $ 0.07
===== =====
Diluted income per common share:
Income from continuing operations $ 0.01 $ 0.07
Gain on disposal of discontinued operations - -
----- -----
Net income $ 0.01 $ 0.07
===== =====
Weighted average common shares:
Basic 8,671,092 8,671,092
========= =========
Diluted 8,671,092 8,671,092
========= =========
</TABLE>
See notes to unaudited consolidated financial statements.
4
<PAGE>
JANUS HOTELS AND RESORTS, INC.
<TABLE>
<CAPTION>
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE SIX MONTHS ENDED JUNE 30, 2000 AND 1999
2000 1999
--------------- ----------------
<S> <C> <C>
Revenues:
Room and related services $16,991,005 $17,733,915
Food and beverage 5,191,701 5,084,482
Management fees 1,663,997 1,022,958
Other 479,303 417,143
---------- ----------
Total revenues 24,326,006 24,258,498
---------- ----------
Operating expenses:
Direct:
Room and related services 4,264,298 4,357,099
Food and beverage 3,927,722 3,960,506
Selling and general 1,059,435 1,004,958
---------- ----------
Total direct expenses 9,251,455 9,322,563
---------- ----------
Occupancy expenses 3,132,187 3,343,550
Selling, general and administrative expenses 5,462,629 5,508,737
Severance arrangement of former president 500,000 -
Depreciation 1,678,200 2,599,821
Amortization 169,811 157,507
---------- ----------
Total operating expenses 20,194,282 20,932,178
---------- ----------
Operating income 4,131,724 3,326,320
Other income (expense):
Interest expense (3,075,261) (3,347,204)
Interest income 372,395 364,168
Other 29,893 4,779
---------- ----------
Income from continuing operations before income taxes and minority interest 1,458,751 348,063
Provision for income taxes 916,000 -
---------- ----------
Income from continuing operations before minority interest 542,751 348,063
Minority interest 38,512 34,082
---------- ----------
Income from continuing operations 504,239 313,981
Gain on disposal of discontinued operations, net of taxes 34,829 -
---------- ----------
Net income 539,068 313,981
Less preferred dividend requirement 627,833 582,716
---------- ----------
Net income (loss) applicable to common stock $ (88,765) $ (268,735)
========== ==========
Basic income (loss) per common share:
Income (loss) from continuing operations $ (0.01) $ (0.03)
Gain on disposal of discontinued operations - -
----- -----
Net income (loss) $ (0.01) $ (0.03)
====== ======
Diluted income (loss) per common share:
Income (loss) from continuing operations $ (0.01) $ (0.03)
Gain on disposal of discontinued operations - -
----- -----
Net income (loss) $ (0.01) $ (0.03)
====== ======
Weighted average common shares:
Basic 8,671,092 8,676,948
========= =========
Diluted 8,671,092 8,676,948
========== =========
</TABLE>
See notes to unaudited consolidated financial statements.
5
<PAGE>
JANUS HOTELS AND RESORTS, INC.
<TABLE>
<CAPTION>
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 2000 AND 1999
2000 1999
--------------- ---------------
<S> <C> <C>
Operating activities:
Net income $ 539,068 $ 313,981
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization 1,678,200 2,599,821
Amortization of intangible assets 169,811 157,507
Deferred taxes 398,000 -
Minority Interest 38,512 34,082
Gain on sale of property (29,893) -
Changes in operating assets and liabilities:
Accounts receivable (486,990) (367,399)
Other current assets (22,801) 24,263
Other asset (542,850) (568,555)
Accounts payable and accrued expenses 177,189 562,088
--------- ----------
Net cash provided by operating activities 1,918,246 2,755,788
--------- ----------
Investing activities:
Acquisition of hospitality business, net of noncash consideration and cash acquired - 462,008
Purchases of property and equipment (1,894,140) (2,888,930)
Proceeds from sale of property 2,700,000 -
Collections of notes receivable 58,951 163,470
--------- ----------
Net cash provided by (used in) investing activities 864,811 (2,263,452)
--------- ----------
Financing activities:
Dividends paid (627,833) (582,716)
Decrease (Increase) in restricted cash 123,012 (487,243)
Repayments of long-term borrowings (2,501,611) (2,154,104)
--------- ----------
Net cash used in financing activities (3,006,432) (3,224,063)
--------- ----------
Decrease in cash and cash equivalents (223,375) (2,731,727)
Cash and cash equivalents, beginning of period 8,859,888 12,383,741
--------- ----------
Cash and cash equivalents, end of period $8,636,513 $ 9,652,014
========= ==========
Supplemental disclosure of cash flow data:
Interest paid $3,075,261 $ 3,347,204
========= ==========
Taxes paid $ 347,800 $ -
========= ==========
Noncash investing and financing transactions:
Acquisitions of equipment through capital leases $ 385,772 $ -
========= ==========
Acquisition of hospitality business
Assets acquired $ - $27,192,451
Liabilities assumed - 20,856,251
--------- ----------
Value of stock issued $ - $ 6,336,200
========= ==========
</TABLE>
See notes to unaudited consolidated financial statements.
6
<PAGE>
JANUS HOTELS AND RESORTS, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
Note 1 -- Unaudited interim financial statements:
In the opinion of management, the accompanying unaudited consolidated
financial statements reflect all adjustments, consisting of normal
recurring accruals, necessary to present fairly the financial position
of Janus Hotels and Resorts, Inc. and subsidiaries (the "Company" or
"Janus") as of June 30, 2000, its results of operations for the three
months and six months ended June 30, 2000 and 1999 and its cash flows
for the six months ended June 30, 2000. Certain terms used herein are
defined in the audited consolidated financial statements of the Company
for the year ended December 31, 1999 (the "Audited Janus Financial
Statements") included in the Company's form 10-KSB previously filed
with the Securities and Exchange Commission. Accordingly, these
unaudited consolidated financial statements should be read in
conjunction with the Audited Janus Financial Statements and the other
financial statements included in the Form 10-KSB.
The results of operations for the six months ended June 30, 2000 are
not necessarily indicative of the results of operations for the full
year ending December 31, 2000.
Note 2 -- Organization:
As of June 30, 2000, the Company owned and operated fifteen hotels (of
which thirteen are wholly-owned, one is 85% owned and one is 75% owned)
and a hotel management company which manages hotels for unrelated
parties.
Note 3 - Resignation of the Company President:
Effective April 30, 2000, the President of the Company resigned. The
cost of the severance package was a cash payment of $500,000.
Note 4 - Disposal of Hotel Property:
On June 15, 2000, the Company disposed of a hotel property located in
Cincinnati, Ohio. The hotel was sold for cash of $2,700,000 and
resulted in a gain of $29,893 for financial reporting purposes. For tax
purposes, this transaction produced an estimated gain of approximately
$978,000 which cannot be offset by the Company's federal net operating
loss carryforward. As a result, the tax provision for the three months
and six months ended June 30, 2000 includes $333,000 of currently
payable federal income taxes related to this transaction.
Note 5 -- Litigation:
The Company is a party to various legal proceedings. In the opinion of
management, these actions are routine in nature and will not have a
material adverse effect on the Company's consolidated financial
statements in subsequent years.
7
<PAGE>
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
Overview
The operations of the Company are comprised primarily of the operations of owned
hotels and the Company's management of hotels owned by third parties.
The Company had net income of $428,077 for the three months ended June 30, 2000
compared to net income of $909,536 for the three months ended June 30, 1999.The
Company had net income of $539,068 for the six months ended June 30, 2000
compared to net income of $313,981 for the six months ended June 30, 1999.
Three Months Ended June 30, 2000 Compared to the Three Months Ended June 30,
1999
Room and related services revenue decreased 6.5% to $9,629,358 in 2000 from
$10,297,407 in 1999. The decrease was attributable primarily to properties
disposed of in 2000 and 1999. The average daily room rate (excluding disposed
properties) increased to $62.38 for 2000 from $61.45 in 1999. Occupancy
(excluding disposed properties) decreased in 2000 to 66.5% from 67.8%. Excluding
the properties disposed of in 2000 and 1999, room and related services revenue
decreased 0.6%.
Food and beverage revenues are principally a function of the number of guests
who stay at each owned hotel, local walk-in business and catering sales. These
revenues decreased 1.0% to $2,676,502 in 2000 from $2,702,697 in 1999. This
decrease is related primarily to decreased occupancy. The properties disposed of
in 2000 and 1999 had no effect on food and beverage revenues.
Management fee income increased 74.9% to $806,414 in 2000 from $460,965 in 1999.
This increase is primarily due to the addition of new third party management
contracts. In addition, one-time fees of approximately $55,000 were realized in
the second quarter of 2000.
Total direct operating expenses decreased 3.0% to $4,928,700 in 2000 from
$5,082,324 in 1999 and increased as a percentage of room and related services
and food and beverage revenues to 40.1% from 39.1%. Excluding the properties
disposed of in 2000 and 1999, total direct operating expenses increased 0.4%.
Occupancy expenses decreased 11.0% to $1,535,377 from $1,725,823 in 1999.
Excluding the properties disposed of in 2000 and 1999, occupancy expenses
decreased 5.0%.
Selling, general and administrative expenses decreased 3.8% to $2,877,631 in
2000 from $2,990,647 in 1999 and decreased as a percentage of total revenues to
21.5% from 21.9%. Excluding the properties disposed of in 2000 and 1999,
selling, general and administrative expenses decreased 1.0%.
Depreciation decreased by $476,195 in 2000 from $1,324,775 in 1999. The decrease
was primarily attributable to the change in estimated useful lives, the
adjustment of the purchase allocation for four hotel properties based on an
acquisition appraisal, and the cessation of depreciation on one hotel property
held for sale.
Interest income increased to $195,167 in 2000 from $167,120 in 1999.
Interest expense decreased to $1,543,697 in 2000 from $1,676,134 in 1999. The
decrease was attributable to the properties disposed of in 1999, minimal
short-term borrowings in the second quarter of 2000 and traditional
amortization.
The provision for income taxes in the second quarter of 2000 includes $333,000
related to the disposal of a hotel property. The taxable gain realized from the
transaction cannot be offset by the Company's net operating loss carryforward.
Minority interest increased to $34,936 in 2000 from $24,259 in 1999 reflecting
the results of operations from the Kings Dominion partnership and the Days Inn
Pompano hotel in 2000.
Six Months Ended June 30, 2000 Compared to the Six Months Ended June 30, 1999
Room and related services revenue decreased 4.2% to $16,991,005 in 2000 from
$17,733,915 in 1999. The decrease was attributable primarily to properties
disposed of in 2000 and 1999. The average daily room rate (excluding disposed
8
<PAGE>
properties) decreased to $60.64 for 2000 from $60.78 in 1999. Occupancy
(excluding disposed properties) increased in 2000 to 60.3% from 59.7%. Excluding
the properties disposed of in 2000 and 1999, room and related services revenue
increased 1.2%.
Food and beverage revenues increased 2.1% to $5,191,701 in 2000 from $5,084,482
in 1999. This increase is related primarily to increased occupancy. The
properties disposed of in 2000 and 1999 had no effect on food and beverage
revenues.
Management fee income increased 62.7% to $1,663,997 in 2000 from $1,022,958 in
1999. This increase is primarily due to the addition of new third party
management contracts. In addition, one-time fees of approximately $124,000 were
realized in the first six months of 2000.
Total direct operating expenses decreased 0.8% to $9,251,455 in 2000 from
$9,322,563 in 1999 and increased as a percentage of room and related services
and food and beverage revenues to 41.7% from 40.9%. Excluding the properties
disposed of in 2000 and 1999, total direct operating expenses increased 2.5%.
Occupancy expenses decreased 6.3% to $3,132,187 from $3,343,550 in 1999.
Excluding the properties disposed of in 2000 and 1999, occupancy expenses
increased 0.6% as utility costs increased and maintenance projects at various
hotels were completed.
Selling, general and administrative expenses decreased 0.8% to $5,462,629 in
2000 from $5,508,737 in 1999 and decreased as a percentage of total revenues to
22.5% from 22.7%. Excluding the properties disposed of in 2000 and 1999,
selling, general and administrative expenses increased 2.0% as additional
regional management personnel were required to manage the new hotels under
contract.
Depreciation decreased by $921,621 in 2000 from $2,599,821 in 1999. The decrease
was primarily attributable to the change in estimated useful lives, the
adjustment of the purchase allocation for four hotel properties based on an
acquisition appraisal, and the cessation of depreciation on one hotel property
held for sale.
Interest income increased to $372,395 in 2000 from $364,168 in 1999.
Interest expense decreased to $3,075,261 in 2000 from $3,347,204 in 1999. The
decrease was attributable to the properties disposed of in 1999, minimal
short-term borrowings in the first six months of 2000 and traditional
amortization.
The provision for income taxes in the first six months of 2000 includes $333,000
related to the disposal of a hotel property. The taxable gain realized from the
transaction cannot be offset by the Company's net operating loss carryforward.
Minority interest increased to $38,512 in 2000 from $34,082 in 1999 reflecting
the results of operations from the Kings Dominion partnership and the Days Inn
Pompano hotel in 2000.
Liquidity and Capital Resources
Total assets decreased to $125,770,541 at June 30, 2000 from $127,692,489 at
December 31, 1999.
Net cash provided by operating activities decreased to $1,918,246 in the six
months ended June 30, 2000 from $2,755,788 in the six months ended June 30,
1999. The decrease is primarily the result of lower depreciation, the increase
in accounts receivable and the decrease in accounts payable and accrued
expenses.
Net cash provided by investing activities was $864,811 in the six months ended
June 30, 2000 compared to cash used in investing activities of $2,263,452 in the
six months ended June 30, 1999. The Company plans to spend an additional
$582,000 on capital improvements during the remainder of 2000.
Net cash used in financing activities was $3,006,432 in the six months ended
June 30, 2000 compared to $3,224,063 used by financing activities in the six
months ended June 30, 1999. The change is the result of higher debt repayments
which were offset by a decrease in restricted cash.
Earnings before interest, taxes, depreciation and amortization ("EBITDA")
decreased to $5,979,735 during the six months ended June 30, 2000 compared to
$6,083,648 for the six months ended June 30, 1999. EBITDA is defined as
operating income plus depreciation and amortization. The Company considers this
definition of EBITDA to be an indicative measure of the Company's operating
9
<PAGE>
performance because it can be used to measure the Company's abilities to service
debt, fund capital expenditures and expand its business; such information should
not be considered as an alternative to net income, operating profit, cash flows
from operations or any other operating or liquidity measure prescribed by
generally accepted accounting principles.
The Company maintains a number of commercial banking relationships and maintains
aggregate lines of credit totaling $2,200,000, which had no amount outstanding
at June 30, 2000.
The Company's principal sources of liquidity are cash on hand (including escrow
deposits and replacement reserves), cash from operations, earnings on invested
cash and, when required, principally in connection with acquisitions, borrowings
(consisting primarily of loans secured by mortgages on real property owned or to
be acquired by the Company). The Company's continuing operations are funded
through cash generated from its hotel operations. Acquisitions of hotels are
expected to be financed through a combination of cash on hand, internally
generated cash, issuance of equity securities and borrowings, some of which is
likely to be secured by assets of the Company.
Seasonality
Demand at many of the Company's hotels is affected by seasonal patterns. Demand
for hotel rooms in the industry generally tends to be lower during the first and
fourth quarters and higher in the second and third quarters. Accordingly, the
Company's revenues reflect similar seasonality.
Forward Looking Statements
When used in this and in future filings by the Company with the Securities and
Exchange Commission, in the Company's press releases and in oral statements made
with the approval of an authorized executive officer of the Company, the words
or phrases "will likely result," "expects," "plans," "will continue," "is
anticipated," "estimated," "project" or "outlook" or similar expressions
(including confirmations by an authorized executive officer of the Company of
any such expressions made by a third party with respect to the Company) are
intended to identify forward-looking statements. The Company wishes to caution
readers not to place undue reliance on any such forward-looking statements, each
of which speak only as of the date made. Such statements are subject to certain
risks and uncertainties that could cause actual results to differ materially
from historical earnings and those presently anticipated or projected. Such
risks and other aspects of the Company's business and operations are described
in "Management's Discussion and Analysis of Financial Condition and Results of
Operations." The Company has no obligation to publicly release the result of any
revisions that may be made to any forward-looking statements to reflect
anticipated or unanticipated events or circumstances occurring after the date of
such statements.
PART II--OTHER INFORMATION
Items 1 to 3
None
Item 4 - Submission of Matters to a Vote of Security Holders
The Company held its annual meeting of stockholders on June 28, 2000.
The following are the results of matters submitted to stockholders for
a vote:
<TABLE>
<CAPTION>
Matter For Withheld
------ --- --------
<S> <C> <C>
Election of Directors:
Class A Directors
-----------------
C. Scott Bartlett, Jr. 6,004,045 5,935
Louis S. Beck 6,003,869 6,111
Richard P. Lerner 6,004,035 5,945
Lucille Hart-Brown 6,004,035 5,945
</TABLE>
<TABLE>
<CAPTION>
For Against Withheld
--- -------- --------
<S> <C> <C> <C>
Ratification of the appointment of
Grant Thornton LLP as independent
auditors for the year ending
December 31, 2000 6,006,068 857 3,056
</TABLE>
10
<PAGE>
The following directors terms of office continued after the meeting:
Class B Directors (term expiring at 2001 Annual Meeting)
-----------------
Vincent W. Hatala, Jr.
Arthur Lubell
Paul Tipps
Class C Directors (term expiring at 2002 Annual Meeting)
-----------------
Michael M. Nanosky
Harry Yeaggy
The Board subsequently filled two vacancies by electing Howard C.
Nusbaum as a Class B Director and Stephen B. Grossman as a Class C
Director.
Item 5 - Other Information
None
Item 6 -- Exhibits and Reports on Form 8-K.
A. Exhibits
Exhibit 27: Financial Data Schedule
B. Reports on Form 8-K
There were no reports on Form 8-K filed during the three months ended
June 30, 2000.
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 thereunto duly authorized.
JANUS HOTELS AND RESORTS, INC.
Dated: August 11, 2000 /s/ Richard A. Tonges
---------------
Richard A. Tonges
---------------------------------------
Treasurer and Vice President of Finance
(Principal Financial and Accounting
Officer)