<PAGE> 1
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
----------------------------------------------------------------------
Date of Report (Date of earliest event reported): March 2,1998
BRIDGESTREET ACCOMMODATIONS, INC.
---------------------------------
(Exact name of Registrant as specified in its charter)
DELAWARE 000-22843 04-3327773
-------- --------- ----------
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
30670 BAINBRIDGE ROAD, SOLON, OH 44139
-------------------------------- -----
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (440) 248-3005
N.A.
----
(Former name or former address, if changed since last report)
<PAGE> 2
THIS FORM 8-K HAS BEEN AMENDED TO INCLUDE THE FINANCIAL STATEMENTS AND PRO FORMA
FINANCIAL INFORMATION OMITTED FROM THE INITIAL REPORT ON FORM 8-K FILED ON MARCH
17, 1998.
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS:
On March 2, 1998, BridgeStreet Accommodations, Inc. (the "Company") completed
the acquisition of all the issued and outstanding capital stock of Global Travel
Apartments, Inc. ("Global Travel"), a privately held corporation that provides
corporate lodging services in Toronto and surrounding areas. The transaction
consisted of the issuance of 139,160 shares of the stock of a Canadian
subsidiary that is exchangeable for an equal number of shares of the Company's
Common Stock and the payment of $2.1 million in cash.
The cash portion of the purchase price was funded from the borrowings under the
Company's revolving credit agreement. The purchase price paid by the Company in
connection with the acquisition was determined as the result of negotiations
between the Company and Global Travel.
Global Travel was founded in 1977 and provides both short and long term living
accommodations primarily to large corporations. Global Travel currently leases
and manages approximately 450 apartment units throughout Toronto and surrounding
areas.
<PAGE> 3
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Owners of
Global Travel Apartments, Inc.:
We have audited the accompanying balance sheet of Global Travel Apartments, Inc.
(an Ontario, Canada corporation) as of February 28, 1998 and the related
statements of operations, shareholders' equity and cash flows for the year then
ended. These financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these financial
statements based on our audit.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Global Travel Apartments, Inc.
as of February 28, 1998, and the results of its operations and its cash flows
for the year then ended in conformity with generally accepted accounting
principles.
ARTHUR ANDERSEN LLP
Cleveland, Ohio,
April 17, 1998.
<PAGE> 4
GLOBAL TRAVEL APARTMENTS INC.
BALANCE SHEET
FEBRUARY 28, 1998
<TABLE>
<CAPTION>
ASSETS
<S> <C>
CURRENT ASSETS
Cash and cash equivalents $ 369,871
Accounts receivable, less allowance for doubtful accounts
of $16,928 247,068
Prepaid rent 249,491
Due from property owners 10,171
Other 16,048
-----------
Total current assets 892,649
LAND, PROPERTY AND EQUIPMENT, net (Note 4) 977,271
-----------
$ 1,869,920
===========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Current portion of notes payable (Note 5) $ 49,572
Current portion of capital lease obligation (Note 6) 47,783
Accounts payable and accrued liabilities 224,763
Bonuses payable 151,284
Preferred Share Redemption payable (Note 8) 381,892
Customer deposits 350,298
Due to owners of properties under management contract 23,427
-----------
Total current liabilities 1,229,019
-----------
NOTES PAYABLE (Note 5) 55,073
-----------
OBLIGATION UNDER CAPITAL LEASES (Note 6) 132,501
-----------
MORTGAGES PAYABLE (Note 7) 443,887
-----------
SHAREHOLDERS' EQUITY
Capital stock (Note 8) 81
Translation adjustment (1,934)
Retained Earnings 11,293
-----------
9,440
-----------
$ 1,869,920
===========
</TABLE>
The accompanying notes are an integral part of this balance sheet.
<PAGE> 5
GLOBAL TRAVEL APARTMENTS INC.
STATEMENT OF OPERATIONS
FOR THE YEAR ENDED FEBRUARY 28, 1998
<TABLE>
<CAPTION>
<S> <C>
REVENUES $8,558,522
EXPENSES
Cost of rentals 6,388,686
Selling, general and administrative expenses 1,773,661
Depreciation 157,392
----------
8,319,739
----------
NET INCOME $ 238,783
==========
</TABLE>
The accompanying notes are an integral part of this financial statement.
<PAGE> 6
GLOBAL TRAVEL APARTMENTS INC.
STATEMENT OF SHAREHOLDERS' EQUITY
FOR THE YEAR ENDED FEBRUARY 28, 1998
<TABLE>
<CAPTION>
Common Preferred Translation Retained
Stock Stock Adjustment Earnings Total
----- ----- ---------- -------- -----
<S> <C> <C> <C> <C> <C>
BALANCE, February 28, 1997 $ 81 $ 41,469 -- $ 424,736 $ 466,286
Net income -- -- -- 238,783 238,783
Dividends -- -- -- (55,560) (55,560)
Redemption of preferred shares -- (41,469) -- (596,666) (638,135)
Foreign currency translation -- -- $(1,934) -- (1,934)
adjustment
------ --------- -------- ---------- ----------
BALANCE, February 28, 1998 $ 81 -- $(1,934) $ 11,293 $ 9,440
====== ========= ======== ========= =========
</TABLE>
The accompanying notes are an integral part of this financial statement.
<PAGE> 7
GLOBAL TRAVEL APARTMENTS INC.
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED FEBRUARY 28, 1998
<TABLE>
<CAPTION>
<S> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 238,783
Adjustments to reconcile net income to net cash provided by operating
activities
Depreciation 96,175
Write down of capital assets 61,217
Change in operating assets and liabilities
Increase in accounts receivable (27,425)
Decrease in Advances 117,089
Decrease in due from property owners 48,382
Increase in prepaids & other (38,341)
Increase in accounts payable and accruals 588,873
Increase in customer deposits 79,026
-----------
Net cash provided by operating activities 1,163,779
-----------
CASH FLOWS FROM INVESTING ACTIVITIES
Fixed asset additions (323,706)
-----------
Net cash used for investing activites (323,706)
-----------
CASH FLOWS FROM FINANCING ACTIVITIES
Redemption of Class A preferred shares (638,135)
Mortgage principal repayment (134,954)
Increase in notes payable 53,470
Dividends (55,560)
Obligations under capital leases 180,284
-----------
Net cash used for financing activities (594,895)
-----------
INCREASE IN CASH AND CASH EQUIVALENTS 245,178
CASH AND CASH EQUIVALENTS, beginning of year 124,693
-----------
CASH AND CASH EQUIVALENTS, end of year $ 369,871
===========
</TABLE>
The accompanying notes are an integral part of this financial statement.
<PAGE> 8
GLOBAL TRAVEL APARTMENTS INC.
NOTES TO FINANCIAL STATEMENTS
FEBRUARY 28, 1998
1. BUSINESS AND ORGANIZATION
The accompanying financial statements include the accounts of Global
Travel Apartments Inc. The Company is a successor corporation to a
company founded in 1977, and provides fully furnished apartments,
townhouses and condominiums (collectively, "accommodations") to
individuals in need of flexible accommodations. The Company has an office
in Toronto, Ontario, Canada.
2. BASIS OF PRESENTATION:
The accompanying statements present: (1) the assets and liabilities as
of February 28, 1998 of Global Travel Apartments, Inc. (the Company) that
were acquired and assumed by BridgeStreet Accommodations, Inc. (the
Parent) on March 2, 1998, effective March 1, 1998 and (2) the statements
of operations, shareholders' equity and cash flows of the Company for
the year ended February 28, 1998. These statements have been prepared
solely as a result of the requirements of Section 3.05 of Regulation S-X
of the Securities and Exchange Commission (SEC), for filing by the
Company as part of the SEC Form 8-K reporting the acquisition of the
subject assets.
The accompanying statements are prepared on the historical cost basis to
the Company and do not reflect any adjustments which may occur as a
result of the allocation of the purchase price by the Parent to the
assets acquired and liabilities assumed.
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
CASH AND CASH EQUIVALENTS
The Company considers all highly liquid investments with original
maturities of three months or less to be cash and cash equivalents. The
fair market value of the Company's financial instruments approximates
their financial statement carrying value at February 28, 1998.
PROPERTY AND EQUIPMENT
Property and equipment are stated at cost less accumulated depreciation.
Upon sale or retirement, the related cost and accumulated depreciation
are removed from the accounts, and any gain or loss is recorded in the
statement of operations. Depreciation is determined using the
straight-line method for financial reporting purposes over the estimated
useful lives of the respective assets. Estimated useful lives are as
follows:
<TABLE>
<CAPTION>
Estimated
Asset Classification Useful Life
-------------------- -----------
<S> <C>
Computer equipment 3 Years
Office furniture and equipment 5 Years
Furniture in rental units 5 Years
Buildings 20 Years
</TABLE>
<PAGE> 9
GLOBAL TRAVEL APARTMENTS INC.
NOTES TO FINANCIAL STATEMENTS
FEBRUARY 28, 1998
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
PROPERTY AND EQUIPMENT (CONTINUED)
Repairs and maintenance are charged to expense as incurred. General and
administrative costs associated with the opening of new rental units are
expensed as incurred.
CONCENTRATION OF CREDIT RISK
Concentration of credit risk is limited to accounts receivable. The
Company does not require collateral or other security to support their
receivables. The Company conducts periodic reviews of its clients'
financial condition and payment practices to minimize collection risks on
accounts receivable.
INVENTORY
Inventory to furnish new units, including linen, glassware, silverware,
utensils and minor appliances, is expensed as incurred.
ACCOMMODATION AND FURNITURE LEASES
The Company leases substantially all of its accommodations on a
short-term basis with lease terms ranging from three months to one year.
Furniture for the accommodations is leased on two to three year contracts
from a single furniture rental company.
USE OF ESTIMATES
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities
and disclosure of contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those
estimates.
REVENUE RECOGNITION
Short Term Serviced Accommodation - Revenues are recognized on a pro rata
basis over the term of the lease with the guest.
Estate Agency/Relocation Services - Commissions are recognized at the
time of the booking of the unit.
Corporate Lease Management - Revenues are recognized on a pro rata basis
over the term of the management agreement.
<PAGE> 10
GLOBAL TRAVEL APARTMENTS INC.
NOTES TO FINANCIAL STATEMENTS
FEBRUARY 28, 1998
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
PREPAID RENT
The partnership records cash payments to landlords in advance of the
relevant rental period as prepayments and recognizes these amounts as
costs on a pro rata basis over the length of this period.
CURRENCY TRANSLATION
The financial statements of the partnership are prepared in Canadian
dollars, the balance sheet has been translated into U.S. dollars using
the exchange rate at year end, and the income statement has been
translated using the average rate for the year.
4. LAND; PROPERTY AND EQUIPMENT
Land, Property and equipment, consist of the following:
<TABLE>
<S> <C>
Land $ 140,749
Buildings 461,561
Computer equipment 151,056
Furniture and equipment 206,482
Furniture and equipment under capital lease 196,381
Leasehold Improvements 4,550
----------
Total property and equipment 1,160,779
Less - accumulated depreciation 183,508
----------
Land, Property and equipment, net $ 977,271
==========
</TABLE>
<TABLE>
<CAPTION>
5. NOTES PAYABLE
<S> <C>
Bank note payable in equal
monthly installments of $2,536 $ 71,020
plus interest at 7.95% until
April 30, 2000, secured by computer
hardware and software referred to in Note 4.
Bank note payable in equal
monthly installments of $562 7,883
plus interest at prime plus 2.5%
until April 30, 1999
Bank note payable in equal
monthly installments of $375 7,304
plus interest at prime plus 1%
until September 30, 1999
Bank note payable in equal
monthly installments of $658 18,438
plus interest at prime plus 2.5%
until June 30, 2000
----------
104,645
Less: Current portion 49,572
----------
Long term $ 55,073
==========
</TABLE>
<TABLE>
<CAPTION>
Future maturities of notes payable are as follows:
Fiscal year ended
<S> <C>
1999 $ 49,572
2000 42,077
2001 12,996
--------
$104,645
========
</TABLE>
<PAGE> 11
GLOBAL TRAVEL APARTMENTS INC.
NOTES TO FINANCIAL STATEMENTS
FEBRUARY 28, 1998
6. LEASE COMMITMENTS
OBLIGATIONS UNDER OPERATING LEASES
The Company leases administrative offices through June 15, 2000. The
Company also leases furniture, with terms varying from two to three years
and apartments with terms varying from one to five years. Total rent
expense for the year was $5,955,226. Minimum future rental payments on
noncancelable leases at February 28, 1998 are as follows:
<TABLE>
<S> <C>
1999 $3,216,000
2000 1,435,000
2001 1,079,000
2002 1,005,000
2003 306,000
----------
$7,041,000
==========
</TABLE>
OBLIGATIONS UNDER CAPITAL LEASES
During the year, the Company entered into capital lease agreements for
furniture and fixtures. The leases incorporate an interest rate of
approximately 8% and expire in 2003. The lease agreements require the
following minimum future payments:
<TABLE>
<S> <C>
1999 $ 47,783
2000 47,783
2001 47,783
2002 47,783
2003 14,664
--------
205,796
Less: Imputed interest 25,512
--------
Principal portion of obligations under capital lease 180,284
Less: Current portion 47,783
--------
Non-current portion $132,501
========
</TABLE>
7. MORTGAGES PAYABLE
The mortgages are payable on the land and buildings referred to in Note
4. The mortgages bear interest at the rate of 6.8% per annum and are
repayable in blended monthly payments of principal and interest in the
amount of $3,208. The mortgages and related property were transferred to
a related party subsequent to year end.
<PAGE> 12
GLOBAL TRAVEL APARTMENTS INC.
NOTES TO FINANCIAL STATEMENTS
FEBRUARY 28, 1998
8. CAPITAL STOCK
Authorized
Unlimited Class A common shares, non-voting
Unlimited Class B common shares, voting
Unlimited Class C common shares, voting
Unlimited Class A redeemable preferred shares, non-voting
Unlimited Class B redeemable preferred shares, non-voting
Unlimited Class C redeemable and retractable preferred
shares, non-voting
Issued
100 Class A common shares $ 7
100 Class B common shares 74
-----
$ 81
=====
During the year, the Company declared and paid dividends of $55,560 on
the Class A Common Shares.
In addition, the Company declared the redemption of 708 Class A
preference shares for $596,691 and 59,000 Class C preference shares for
$41,444.
$256,243 of the total declared redemptions were paid in cash before year
end, and the balance was paid subsequent to year end and is included in
preferred share redemption payable in the accompanying balance sheet.
9. RELATED PARTY TRANSACTIONS
The Company had the following transactions with related parties:
(a) The Apartment Maid Service Inc. ("TAMSI")
TAMSI is owned by a family member of a shareholder of the
Company and provides the Company with housekeeping and
maintenance services in its rental units. Purchases for the
year ended February 28, 1998 total $487,000. Accounts payable to
TAMSI at February 28, 1998 amount to $600.
(b) Novitherm
Novitherm is controlled by a shareholder of the Company.
The Company had advances to Novitherm totaling $155,000, which
were written off at February 28, 1998. The write-off of this
balance is included in selling, general and administrative
expenses in the accompanying statement of operations.
10. INCOME TAXES
The Company is a Canadian controlled private corporation and is subject
to Canadian income taxes.
The Company had non-capital loss carryforwards available at February 28,
1998 which were sufficient to offset the current year taxes payable.
<PAGE> 13
GLOBAL TRAVEL APARTMENTS INC.
NOTES TO FINANCIAL STATEMENTS
FEBRUARY 28, 1998
11. SUBSEQUENT EVENT
Effective March 2, 1998, the Company's outstanding stock was acquired by
Bridgestreet Accommodations Canada, Inc. (a wholly owned subsidiary of
Bridgestreet Accommodations Inc.).
<PAGE> 14
PRO FORMA FINANCIAL INFORMATION
The following unaudited Pro Forma Consolidated Balance Sheet of BridgeStreet
Accommodations, Inc. (the Company) as of December 31, 1997 is presented as if
the acquisition of Global Travel Apartments, Inc. ("Global Travel") had been
consummated as of December 31, 1997. The unaudited Pro Forma Consolidated
Statement of Operations of the Company for the year ended December 31, 1997 is
presented as if ( i ) the Company's initial public offering as of September 24,
1997 (the Offering) , ( ii) the acquisition of HAI Acquisition Corp. on March
31, 1997 ( iii ) the acquisition of certain assets of Accommodations by Apple,
Inc. (ABA of Dallas) on December 1, 1997, ( iv ) the acquisition of certain
assets of Accommodations by Apple, Inc. (ABA of Phoenix) on December 1, 1997,
( v ) the acquisition of all the issued and outstanding capital stock of London
Life Apartments, Limited on February 19, 1998, and, (vi) the acquisition of
Global Travel had been consummated as of January 1, 1997. The pro forma
information is not necessarily indicative of what actual financial position or
results of operations of the Company would have been had such transactions been
consummated as of the dates indicated, nor does it purport to represent the
financial position or results of operations for future periods.
<PAGE> 15
BRIDGESTREET ACCOMMODATIONS, INC.
PRO FORMA CONSOLIDATED BALANCE SHEET
AS OF DECEMBER 31, 1997
(UNAUDITED, AMOUNTS IN THOUSANDS)
<TABLE>
<CAPTION>
Historical London Global Travel
Company Life Acquisition Acquisition Pro Forma
------------------------------------------------------------
ASSETS (A) (B) (C)
<S> <C> <C> <C> <C>
Current Assets:
Cash and cash equivalents $ 8,922 $ (5,401) $ (1,749) $ 1,772
Trade accounts receivable, net 2,218 0 247 2,465
Other current assets 2,316 493 76 2,885
------------------------------------------------------------
Total current assets $ 13,456 $ (4,908) $ (1,426) $ 7,122
------------------------------------------------------------
Property, equipment and operating stock, net 4,218 63 409 4,690
Goodwill, net of amortization 24,332 7,805 3,934 36,071
Other assets 557 0 0 557
============================================================
Total assets $ 42,563 $ 2,960 $ 2,917 $ 48,440
============================================================
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Current maturities of long-term debt 20 0 97 117
Due to Stockholders and affiliates 101 0 0 101
Accounts payable and accrued expenses 3,013 125 693 3,831
Other current liabilities 1,149 985 350 2,484
------------------------------------------------------------
Total Current Liabilities 4,283 1,110 1,140 6,533
Long-term debt, net of current maturities 26 0 187 213
Deferred income taxes 676 0 0 676
Stockholders' Equity: 37,578 1,850 1,590 41,018
============================================================
Total liabilities and stockholders' equity 42,563 2,960 2,917 48,440
============================================================
</TABLE>
See the accompanying notes to pro forma consolidated balance sheet.
<PAGE> 16
BRIDGESTREET ACCOMMODATIONS, INC.
NOTES TO PRO FORMA CONSOLIDATED BALANCE SHEET
AS OF DECEMBER 31, 1997
(UNAUDITED)
(A) Represents the Company's audited historical balance sheet as of December
31, 1997 as reported in the Company's Form 10-K for the twelve month period
then ended.
(B) Represents the pro forma adjustments to reflect the Company's acquisition
of London Life Apartments, Limited ("London Life") on February 19, 1998,
for $7.25 million consisting of $5.4 million in cash, funded from the
proceeds of the Company's Offering and the issuance of 165,998 shares of
Common Stock valued at $1.85 million. In connection with the acquisition
the Company did not acquire the cash, accounts receivable, accounts payable
and certain accrued liabilities of London Life.
(C) Represents the pro forma adjustments to reflect the Company's acquisition
of Global Travel on March 2, 1998 for $3.7 million consisting of $2.1
million in cash and the issuance of 139,160 shares of the stock of a
Canadian subsidiary that is exchangeable for an equal number of shares of
the Company's Common Stock. The cash portion of the purchase price was
funded from borrowings under the Company's revolving credit agreement. In
connection with the acquisition the Company did not acquire certain
property, land, mortgage payable or accrued expenses.
<PAGE> 17
BRIDGESTREET ACCOMMODATIONS, INC.
PRO FORMA CONSOLIDATED STATEMENT OF OPERATONS
FOR THE YEAR ENDED DECEMBER 31, 1997
(UNAUDITED, AMOUNTS IN THOUSANDS EXCEPT PER SHARE AMOUNTS
<TABLE>
<CAPTION>
Historical All Other Global Travel
Company Offering Acquisitions Acquisition Pro Forma
-------------------------------------------------------------------------
(A) (B) (C) (D)
<S> <C> <C> <C> <C> <C>
Revenues 50,750 0 19,130 8,558 78,438
Operating Expenses:
Cost of services 37,737 0 15,313 6,286 59,336
Selling, general and administrative
expenses 9,887 0 2,279 1,867 14,033
Goodwill amortization 489 0 444 113 1,046
Officers' stock compensation 1,210 0 0 0 1,210
-------------------------------------------------------------------------
Total operating expenses 49,323 0 18,036 8,266 75,625
-------------------------------------------------------------------------
Operating income 1,427 0 1,094 292 2,813
Other income, net 398 120 29 0 547
Income (loss) before provision 1,825 120 1,123 292 3,360
(benefit) for income taxes
Provision for income taxes 1,371 48 554 162 2,135
-------------------------------------------------------------------------
Net income 454 72 569 130 1,225
=========================================================================
Net Income per share - basic and dilutive $0.08 $0.15
Weighted average shares outstanding - basic 5,904 8,169
Weighted average shares outstanding - dilutive 5,930 8,195
</TABLE>
See the accompanying notes to pro forma consolidated statement of operations.
<PAGE> 18
BRIDGESTREET ACCOMMODATIONS, INC.
NOTES TO PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 1997
(UNAUDITED, AMOUNTS IN THOUSANDS)
(A) Represents the Company's audited historical consolidated statement of
operations for the year ended December 31, 1997 as reported in the
Company's Form 10-K for the twelve month period then ended.
(B) Represents pro forma adjustments to the Company's historical consolidated
statement of operations for the year ended December 31, 1997 to reflect the
assumed consummation of the Offering as of January 1, 1997. For additional
information, please see pages F - 6 through F - 8 (historical and pro forma
financial statements) of the Company's prospectus dated September 24, 1997
and the Company's annual report on Form 10-K for the year ended December
31, 1997.
(C) Represents pro forma adjustments to reflect the assumed consummation of the
acquisitions of ( i ) HAI Acquisition Corp. on March 31, 1997 ( ii ) the
acquisition of certain assets of Accommodations by Apple, Inc. (ABA of
Dallas) on December 1, 1997, ( iii ) the acquisition of certain assets of
Accommodations by Apple, Inc. (ABA of Phoenix) on December 1, 1997 as of
January 1, 1997, and (iv) the acquisition of all the issued and outstanding
capital stock of London Life Apartments Limited on February 19, 1998. The
pro forma adjustments include the following:
1. Compensation of certain key executives of the acquired companies has
been adjusted to reflect the compensation to be paid pursuant to
employment agreements signed in connection with the acquisition.
2. Amortization of goodwill over 35 years.
3. Provision of income taxes has been adjusted to reflect the Company's
consolidated effective tax rate, after considering non-deductible
goodwill amortization.
(D) Represents pro forma adjustments to reflect the assumed consummation of the
acquisition of Global Travel on March 2, 1998 as of January 1, 1997. The
pro forma adjustments include the following:
1. Cost of services has been adjusted by $102 for unfavorable lease terms
associated with rental properties.
2. Compensation and perks to certain key executives has been adjusted by
$65 to reflect the compensation to be paid pursuant to employment
agreements signed in connection with the acquisition.
3. Amortization of goodwill over 35 years.
4. Provision of income taxes has been adjusted to reflect the Company's
consolidated effective tax rate, after considering non-deductible
goodwill amortization.
<PAGE> 19
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused Amendment No. 1 to this report to be signed on its
behalf by the undersigned hereunto duly authorized:
BRIDGESTREET ACCOMMODATIONS, INC.
By:
----------------------------------
Mark D. Gagne, C.P.A.
Chief Financial Officer
Date: May 15, 1998
<PAGE> 1
Exhibit 23
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Board of Directors of
BridgeStreet Accommodations, Inc.
As independent public accountants, we hereby consent to the incorporation of our
report included in this Form 8-K/A, as amended, into the Company's previously
filed Registration Statement (No. 333-37697) on Form S - 8.
Arthur Andersen LLP
Cleveland, Ohio,
May 14, 1998.
