<PAGE>
- - --------------------------------------------------------------------------------
- - --------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________
FORM 10-Q/A
(Mark One)
/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the period ended March 31, 1994.
or
/ / TRANSITION PERIOD REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ____________ to ____________
Commission File Number: 1-7790
___________________
LA QUINTA INNS, INC.
(Exact name of registrant as specified in its charter)
TEXAS #74-1724417
(State of Incorporation) (I.R.S. Employer Identification No.)
WESTON CENTRE
112 E. PECAN STREET
P.O. BOX 2636
SAN ANTONIO, TEXAS 78299-2636
(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code: (210) 302-6000
___________________
Number of shares of Common Stock, $.10 par value outstanding at March 31, 1994:
30,425,817
___________________
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 and, (2) has been subject to such filing requirements
for the past 90 days. YES X NO
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<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
LA QUINTA INNS, INC.
COMBINED CONDENSED BALANCE SHEETS
(in thousands, except share data)
<TABLE>
<CAPTION>
March 31, 1994 December 31, 1993
-------------- -----------------
(unaudited)
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents. . . . . . . . . . . . . . . . . . . . . . . . . . $16,364 $23,848
Receivables:
Trade. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10,559 6,744
Other. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,390 3,191
Supplies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6,339 5,921
Prepaid expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 552 581
------- -------
Total current assets . . . . . . . . . . . . . . . . . . . . . . . . . . 35,204 40,285
------- -------
Notes receivable, excluding current installments
(net of allowance of $3,128 and $3,167) . . . . . . . . . . . . . . . . . . 7,577 7,683
------- -------
Investments, including joint ventures accounted
for on the equity method . . . . . . . . . . . . . . . . . . . . . . . . . . 6,335 6,583
------- -------
Properties held for sale, at estimated net realizable value. . . . . . . . . . 3,033 3,401
------- -------
Land held for future development, at cost. . . . . . . . . . . . . . . . . . . 1,452 1,452
------- -------
Property and equipment, at cost, substantially all pledged:
Buildings. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 685,461 660,278
Furniture, fixtures and equipment. . . . . . . . . . . . . . . . . . . . . . 113,581 114,113
Land and leasehold improvements. . . . . . . . . . . . . . . . . . . . . . . 131,409 129,862
------- -------
Total property and equipment . . . . . . . . . . . . . . . . . . . . . . 930,451 904,253
Less accumulated depreciation and amortization . . . . . . . . . . . . . . . 231,876 230,917
------- -------
Net property and equipment . . . . . . . . . . . . . . . . . . . . . . . 698,575 673,336
------- -------
Deferred charges and other assets, at cost less applicable amortization. . . . 12,180 11,501
------- -------
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $764,356 $744,241
------- -------
------- -------
</TABLE>
See accompanying notes to combined condensed financial statements.
2
<PAGE>
ITEM 1 - FINANCIAL STATEMENTS (CONTINUED)
LA QUINTA INNS, INC.
COMBINED CONDENSED BALANCE SHEETS
(in thousands, except share data)
<TABLE>
<CAPTION>
March 31, 1994 December 31, 1993
-------------- -----------------
(unaudited)
<S> <C> <C>
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Current installments of long-term debt . . . . . . . . . . . . . . . . . . . $ 24,922 $ 22,491
Accounts payable:
Trade. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12,626 14,282
Other. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5,164 9,584
Income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3,012 1,830
Accrued expenses:
Payroll and employee benefits. . . . . . . . . . . . . . . . . . . . . . . 17,493 17,620
Interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6,075 3,379
Property taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5,231 7,994
Other. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,136 1,870
------- -------
Total current liabilities. . . . . . . . . . . . . . . . . . . . . . . . 75,659 79,050
------- -------
Long-term debt, excluding current installments . . . . . . . . . . . . . . . . 435,594 414,004
------- -------
Deferred income taxes, pension and other . . . . . . . . . . . . . . . . . . . 14,394 16,154
------- -------
Partners' capital. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 84,333 85,976
------- -------
Shareholders' equity:
Common stock ($.10 par value; 40,000,000 shares
authorized, 32,111,364 shares issued) . . . . . . . . . . . . . . . . . . . 3,211 3,211
Additional paid-in capital . . . . . . . . . . . . . . . . . . . . . . . . . 60,794 60,573
Retained earnings. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 104,833 100,059
Minimum pension liability adjustment . . . . . . . . . . . . . . . . . . . . (1,458) (1,458)
------- -------
167,380 162,385
Less treasury stock, at cost (1,685,547 and
1,732,867 shares, respectively). . . . . . . . . . . . . . . . . . . . . . . 13,004 13,328
------- -------
Total shareholders' equity . . . . . . . . . . . . . . . . . . . . . . . . 154,376 149,057
------- -------
Total liabilities and shareholders' equity . . . . . . . . . . . . . . . . $764,356 $744,241
------- -------
------- -------
</TABLE>
See accompanying notes to combined condensed financial statements.
3
<PAGE>
ITEM 1 - FINANCIAL STATEMENTS (CONTINUED)
LA QUINTA INNS, INC.
COMBINED CONDENSED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
(unaudited)
<TABLE>
<CAPTION>
Three months ended
March 31
-------------------------
1994 1993
---- ----
<S> <C> <C>
Revenues:
Inn. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $76,038 $57,297
Restaurant rental and other. . . . . . . . . . . . . . . . . . . . . . . . . 1,840 1,661
Management services. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 386 1,649
------- -------
Total revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 78,264 60,607
------- -------
Operating costs and expenses:
Direct . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44,798 33,429
Corporate. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4,828 5,209
Depreciation, amortization and fixed asset retirements . . . . . . . . . . . 8,361 5,478
------- -------
Total operating costs and expenses . . . . . . . . . . . . . . . . . . . . 57,987 44,116
------- -------
Operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20,277 16,491
Other (income) deductions:
Interest income. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (437) (1,212)
Interest on long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . 9,152 7,522
Partners' equity in earnings and losses. . . . . . . . . . . . . . . . . . . 2,471 3,794
Net (gain) loss on property transactions . . . . . . . . . . . . . . . . . . 6 (297)
------- -------
Earnings before income taxes, and
cumulative effect of accounting change. . . . . . . . . . . . . . . . . . 9,085 6,684
Income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3,543 2,540
------- -------
Earnings before cumulative effect of accounting change . . . . . . . . . . 5,542 4,144
Cumulative effect of accounting change . . . . . . . . . . . . . . . . . . . . -- 1,500
------- -------
Net earnings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 5,542 $ 5,644
------- -------
------- -------
Earnings per common and common equivalent share:
Earnings before cumulative effect
of accounting change. . . . . . . . . . . . . . . . . . . . . . . . . . . $ .17 $ .13
Cumulative effect of accounting change . . . . . . . . . . . . . . . . . . -- .05
------- -------
Net earnings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ .17 $ .18
------- -------
------- -------
Weighted average number of common and
common equivalent shares outstanding . . . . . . . . . . . . . . . . . . . . 32,151 31,087
------- -------
------- -------
</TABLE>
See accompanying notes to combined condensed financial statements.
4
<PAGE>
ITEM 1 - FINANCIAL STATEMENTS (CONTINUED)
LA QUINTA INNS, INC.
COMBINED CONDENSED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
<TABLE>
<CAPTION>
Three months ended
March 31
-------------------------
1994 1993
---- ----
<S> <C> <C>
Cash flows from operating activities:
Net earnings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 5,542 $ 5,644
Adjustments to reconcile net earnings to net cash
provided by operating activities:
Depreciation and amortization of property and equipment . . . . . . . . . 8,361 5,478
Partners' equity in earnings and losses . . . . . . . . . . . . . . . . . 2,471 3,794
(Gain) loss on sale of assets . . . . . . . . . . . . . . . . . . . . . . 6 (297)
Undistributed earnings of affiliates. . . . . . . . . . . . . . . . . . . -- 202
Cumulative effect of change in accounting for income taxes. . . . . . . . -- (1,500)
Changes in operating assets and liabilities:
Receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (2,048) (2,079)
Income taxes. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,182 2,216
Supplies and prepaid expenses . . . . . . . . . . . . . . . . . . . . . (389) (136)
Accounts payable and accrued expenses . . . . . . . . . . . . . . . . . (2,730) (559)
Deferred charges and other assets . . . . . . . . . . . . . . . . . . . 410 636
Deferred credits and other. . . . . . . . . . . . . . . . . . . . . . . (1,760) 218
------- -------
Net cash provided by operating activities. . . . . . . . . . . . . . 11,045 13,617
------- -------
Cash flows from investing activities:
Capital expenditures. . . . . . . . . . . . . . . . . . . . . . . . . . . (31,467) (4,892)
Proceeds from the sale of fixed assets. . . . . . . . . . . . . . . . . . 389 686
Purchase of partners' equity interests. . . . . . . . . . . . . . . . . . (9,322) (806)
Decrease (increase) in notes receivable and other investments . . . . . . 388 (3,069)
------- -------
Net cash used by investing activities. . . . . . . . . . . . . . . . (40,012) (8,081)
------- -------
Cash flows from financing activities:
Proceeds from secured line of credit and
long-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . 212,102 15,326
Principal payments on secured line of credit and
long-term borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . (191,079) (19,229)
Distributions to partners . . . . . . . . . . . . . . . . . . . . . . . . (78) (1,782)
Net proceeds from stock option exercises. . . . . . . . . . . . . . . . . 538 708
------- -------
Net cash provided (used) by financing activities . . . . . . . . . . 21,483 (4,977)
------- -------
Increase (decrease) in cash and cash equivalents . . . . . . . . . . . . . . . (7,484) 559
Cash and cash equivalents at beginning of period . . . . . . . . . . . . . . . 23,848 12,861
------- -------
Cash and cash equivalents at end of period . . . . . . . . . . . . . . . . . . $16,364 $13,420
------- -------
------- -------
Supplemental disclosure of cash flow information
Interest paid. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 6,851 $ 7,037
------- -------
------- -------
Income tax paid. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 23 $ 32
------- -------
------- -------
Income tax refunds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ (12) $ (54)
------- -------
------- -------
</TABLE>
See accompanying notes to combined condensed financial statements.
5
<PAGE>
ITEM 1 - FINANCIAL STATEMENTS (CONTINUED)
LA QUINTA INNS, INC.
NOTES TO COMBINED CONDENSED FINANCIAL STATEMENTS
(unaudited)
(1) Basis of Presentation
The accompanying unaudited combined condensed financial statements have
been prepared pursuant to the rules and regulations of the Securities and
Exchange Commission. In the opinion of management, all adjustments, consisting
of normal recurring adjustments, which are necessary for a fair presentation of
financial position and results of operations have been made. It is suggested
that the combined condensed financial statements be read in conjunction with the
combined financial statements and notes thereto included in the December 31,
1993 Annual Report on Form 10-K.
(2) Earnings per Common and Common Equivalent Share
The Board of Directors authorized three-for-two stock splits effective in
October 1993 and March 1994. Earnings per share, the weighted average number of
shares outstanding, shareholders' equity and the following information have been
adjusted to give effect to each of these distributions. The weighted average
number of common and common equivalent shares used in the computation of
earnings per share are as follows:
<TABLE>
<CAPTION>
Three months ended
March 31
-------------------------
1994 1993
-------------------------
<S> <C> <C>
Weighted average common shares issued. . . . . . . 32,111,364 32,111,364
Effect of treasury stock . . . . . . . . . . . . . (1,697,771) (1,878,165)
Dilutive effect of stock options . . . . . . . . . 1,737,619 853,663
---------- ----------
Weighted average number of common
and common equivalent shares. . . . . . . . . . 32,151,212 31,086,862
---------- ----------
---------- ----------
</TABLE>
(3) Acquisition of La Quinta Motor Inns Limited Partnership
As of December 1, 1993, the Company owned 82% of the Units of La Quinta
Motor Inns Limited Partnership ("LQP") acquired through a tender offer (which
expired November 30, 1993) and other Units acquired by the Company prior to
the tender offer. The acquisition has been accounted for as a purchase and
the results of LQP's operations have been included in the Company's combined
results of operations since December 1, 1993. The remaining 18% of the Units
were acquired on January 24, 1994 for approximately $9.3 million.
The Company obtained funds to acquire the Units by borrowing $45.9 million
under its existing credit facilities.
(4) Contingencies
In September 1993, a former officer of the Company filed suit against the
Company and certain of its directors and their affiliate companies. The suit
alleges breach of an employment agreement, misrepresentation, wrongful
termination, self-dealing, breach of fiduciary duty, usurpation of corporate
opportunity and tortious interference with contractual relations. The suits
seeks compensatory damages of $2,500,000 and exemplary damages of $5,000,000.
The Company intends to vigorously defend against this suit.
The Company is also party to various lawsuits and claims generally
incidental to its business. The ultimate disposition of these and the above
discussed matters are not expected to have a significant adverse effect on the
Company's financial position or results of operations.
6
<PAGE>
INDEPENDENT ACCOUNTANTS' REPORT
The Board of Directors
La Quinta Inns, Inc.
We have reviewed the combined condensed balance sheet of La Quinta Inns, Inc. as
of March 31, 1994, and the related combined condensed statements of operations
and cash flows for the three-month periods ended March 31, 1994 and 1993.
These combined condensed financial statements are the responsibility of the
Company's management.
We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants. A review of interim financial
information consists principally of applying analytical review procedures to
financial data and making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted
in accordance with generally accepted auditing standards, the objective of which
is the expression of an opinion regarding the financial statements taken as a
whole, Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications that should
be made to the combined condensed financial statements referred to above for
them to be in conformity with generally accepted accounting principles.
We have previously audited, in accordance with generally accepted auditing
standards, the combined balance sheet of La Quinta Inns, Inc. as of
December 31, 1993 and the related combined statements of operations,
shareholders' equity, and cash flows for the year then ended (not
presented herein); and in our report dated January 31, 1994, except as
to the first paragraph of note 5, which is as of February 9, 1994, we
expressed an unqualified opinion on those combined financial statements.
Our report refers to a change in the method of accounting for income taxes.
In our opinion, the information set forth in the accompanying combined
condensed balance sheet as of December 31, 1993, is fairly presented, in
all material respects, in relation to the combined balance sheet from
which it has been derived.
KPMG Peat Marwick LLP
San Antonio, Texas
April 19, 1994
7
<PAGE>
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
On January 24, 1994, La Quinta Inns, Inc. ("La Quinta" or the "Company")
concluded the acquisition of LQP which owned 31 inns in 15 states managed by La
Quinta. In the first quarter of 1994, the operations of LQP were included in
the combined financial statements of the Company. The Company accounted for its
investment in LQP under the equity method in the first quarter of 1993.
In addition, during 1993, the Company purchased, in separately negotiated
transactions, the limited partners' interests in 14 of the Company's combined
unincorporated partnerships and joint ventures which owned 44 inns. The Company
continues to operate these properties as La Quinta inns. Also during 1993, the
Company completed the acquisition of 11 inns and began renovating and converting
them to the La Quinta brand. Conversion was completed during the first quarter
of 1994.
The following table describes the composition of inns in the La Quinta
chain at:
<TABLE>
<CAPTION>
March 31, 1994 March 31, 1993
-------------------------- --------------------------
La Quinta La Quinta
Equivalent Equivalent
Inns Rooms Rooms(1) Inns Rooms Rooms(1)
---- ----- -------- ---- ----- --------
<S> <C> <C> <C> <C> <C> <C>
Owned 100% . . . . . . . . . . . . . . . . . . . 167 21,143 21,143 89 11,456 11,456
Owned 40 - 80% . . . . . . . . . . . . . . . . . 44 5,935 2,474 80 10,218 4,919
---- ------ ------ --- ------ ------
Total Company owned and operated . . . . . . . . 211 27,078 23,617 169 21,674 16,375
Managed Inns . . . . . . . . . . . . . . . . . . 10 1,324 12 40 4,978 75
Licensed Inns. . . . . . . . . . . . . . . . . . 1 120 -- 3 366 --
---- ------ ------ --- ------ ------
222 28,522 23,629 212 27,018 16,450
---- ------ ------ --- ------ ------
---- ------ ------ --- ------ ------
</TABLE>
(1) Represents the Company's proportionate ownership in system rooms.
8
<PAGE>
In 1993, the Company began a system wide inn image enhancement program
designed to increase revenue through the generation of new guest trials. The
program is intended to give its properties a new, fresh, crisp appearance while
preserving their unique character. It features new signage displaying a new
logo as well as exterior and lobby upgrades including brighter colors,
additional landscaping, enhanced guest entry and full lobby renovation with
contemporary furnishings and seating area for continental breakfast.
RESULTS OF OPERATIONS - THREE MONTHS ENDED MARCH 31, 1994
The following chart shows certain historical operating statistics and
revenue data. References to the percentages of occupancy and the average daily
rate refer to Company inns.
<TABLE>
<CAPTION>
Comparative Operating Statistics and Revenue Data
-------------------------------------------------
Three Months Ended March 31,
---------------------------
(in thousands, except rates and percentages)
1994 1993
------ ------
<S> <C> <C>
Inn revenue . . . . . . . . . . . . . . . $76,038 $57,297
Other revenue . . . . . . . . . . . . . . 2,226 3,310
------- -------
Total revenue . . . . . . . . . . . . . . $78,264 $60,607
------- -------
------- -------
Direct expenses . . . . . . . . . . . . . $44,798 $33,429
------- -------
------- -------
Percentage of occupancy . . . . . . . . . 65.4% 61.5%
Average room rate . . . . . . . . . . . . $46.18 $45.81
</TABLE>
The improvement in inn revenues was related to an increase in the
percentage of occupancy and average room rate along with the revenues associated
with the acquisition of inns, including the LQP, as more fully described above.
Revenues associated with LQP inns were $10,971,000 in the first quarter of 1994.
Additionally, inns which have completed the reimaging process have shown
improvements in both rate and occupancy.
Other revenue decreased as a result of a reduction in management services
revenue due to the acquisition of LQP and the elimination of related management
fees charged by the Company.
Direct expenses increased to $44,798,000, an increase of $11,369,000. The
1994 Three Months includes $7,393,000 incurred by the LQP inns. The $.40
increase in direct expenses per occupied room is primarily attributable to the
Company's implementation of a complimentary continental breakfast at all La
Quinta inns in March of 1993, increases in repairs and maintenance, utilities,
outside services expense and is partially offset by decreases in salaries and
property tax expense. Newly acquired inns typically incur more direct expenses
as a percentage of revenue during the first twelve months of operations than
inns which have been operating as a La Quinta for more than twelve months.
During the 1994 Three Months, 11 of the Company's inns were in their first
twelve months of operations.
9
<PAGE>
Depreciation amortization and fixed asset retirements increased primarily
due to the acquisition of LQP. Depreciation, amortization and fixed asset
retirements expense also includes asset retirements associated with the
Company's refurbishment program and other capital improvements.
Operating income improved to $20,277,000 in the 1994 Three Months, an
increase of $3,786,000, or 23% over the 1993 Three Months, as more fully
described above.
The decrease in interest income is primarily attributable to a decrease in
interest earned on the note receivable from AEW Partners, L.P., due to the
collection of the entire outstanding principal balance of that note in December
1993 and the corresponding reduction of interest thereon.
Interest expense on the Senior Subordinated notes issued in May 1993 along
with debt assumed with the acquisition of the LQP, and new debt related to the
purchase of certain of the limited partners' interests resulted in the 21.7%
increase in interest expense.
The acquisition of the limited partners' interests resulted in a decrease
in partners' equity in earnings and losses for the first quarter of 1994
compared to the first quarter of 1993.
The cumulative effect of accounting change in the 1993 Three Months was the
result of implementation of Statement of Financial Standards No. 109 "Accounting
for Income Taxes".
FINANCIAL CONDITION
The decrease in the Company's cash and cash equivalents in the first three
months of 1994 resulted from capital expenditures from the reimaging program,
conversion of inns and the acquisition of the remaining Units of LQP during
January of 1994.
Major components of the decrease in net cash provided by operating
activities were reductions in accounts payable, accrued expenses and deferred
credits.
The increase in investing activities in the 1994 Three Months over the
prior year's comparable period is primarily a result of capital expenditures
related to the reimaging program and the purchase of the remaining Units of LQP.
Increases in borrowings on the Company's secured term credit facility
resulted in a substantial portion of the increase in cash provided by financing
activities for the 1994 Three Months, as compared to cash used by financing
activities for the 1993 Three Months.
At March 31, 1994, La Quinta Development Partnership, L.P. (the
"Development Partnership") had approximately $15,838,000 in cash and cash
equivalents to fund the Company's development program along with the continuing
operations of the Development Partnership. The Company anticipates that the
majority of its development activity in 1994 will occur through the Development
Partnership.
The Company anticipates that an additional $11,343,000 will be needed to
complete the image enhancement program, at March 31, 1994. The Company intends
to fund its image program through funds generated from operations and available
on its Credit Facility. The Company does not anticipate the funding of this
program will have an adverse effect on its ability to fund its operations.
Funds on hand, anticipated from future cash flows and available on the
Company's line of credit are expected to be sufficient to fund the Company's
operating expenses, debt service, other capital requirements and its development
program through at least the end of the first quarter of 1994. The Company will
evaluate from time to time the necessity of other financing alternatives.
10
<PAGE>
Part II - OTHER INFORMATION
ITEM 1 - LEGAL PROCEEDINGS
Actions for negligence or other tort claims occur routinely as an ordinary
incident to the Company's business. Several lawsuits are pending against the
Company which have arisen in the ordinary course of the business, but none of
these proceedings involves a claim for damages (in excess of applicable excess
umbrella insurance coverages) involving more than 10% of current assets of the
Company (also see note 4 to combined condensed financial statements). The
Company does not anticipate any amounts which it may be required to pay as a
result of an adverse determination of such legal proceedings, individually or in
the aggregate, or any other relief granted by reason thereof, will have a
material adverse effect on the Company's financial position or results of
operations.
11
<PAGE>
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
(a) EXHIBITS:
A list of all exhibits filed or included as part of this Quarterly Report
on Form 10-Q is as follows:
Sequel Numbering
Exhibits By Reference Descriptions System Page
15 Filed Herewith Letter from KPMG Peat 14
Marwick LLP dated
November 4, 1994
27 Filed Herewith Financial Data Schedule 15
(b) Reports on Form 8-K:
No Current Reports on Form 8-K have been filed during the period for which
this Quarterly Report on Form 10-Q is filed.
12
<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 thereunto duly authorized.
LA QUINTA INNS, INC.
(Registrant)
May 13, 1994 By: /S/ William C. Hammett, Jr.
--------------------------------------
William C. Hammett, Jr.
Senior Vice President - Accounting and
Administration
May 13, 1994 By: /S/ Irene C. Primera
--------------------------------------
Irene C. Primera
Vice President - Controller
13
<PAGE>
Exhibit 15
La Quinta Inns, Inc.
San Antonio, Texas
Gentlemen:
Re: Registration Statements Nos. 33-26470, 2-97266, 2-67606, 2-65645, 33-42087,
and 33-55102 and 33-58866
With respect to the subject registration statements, we acknowledge our
awareness of the use therein of our report dated April 19, 1994, related to our
review of interim financial information.
Pursuant to Rule 436(c) under the Securities Act of 1933, such report is not
considered a part of a registration statement prepared or certified by an
accountant or a report prepared or certified by an accountant within the meaning
of sections 7 and 11 of the Act.
KPMG Peat Marwick LLP
San Antonio, Texas
November 4, 1994
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the combined
condensed financial statements for the three month period ended
March 31, 1994, and is qualified in its entirety by reference to such
financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-START> JAN-01-1994
<PERIOD-END> MAR-31-1994
<CASH> 16,364
<SECURITIES> 0
<RECEIVABLES> 23,220
<ALLOWANCES> 3,694
<INVENTORY> 0
<CURRENT-ASSETS> 35,204
<PP&E> 930,451
<DEPRECIATION> 231,876
<TOTAL-ASSETS> 764,356
<CURRENT-LIABILITIES> 75,659
<BONDS> 460,516
<COMMON> 3,211
0
0
<OTHER-SE> 151,165
<TOTAL-LIABILITY-AND-EQUITY> 764,356
<SALES> 0
<TOTAL-REVENUES> 78,264
<CGS> 0
<TOTAL-COSTS> 44,798
<OTHER-EXPENSES> 8,361
<LOSS-PROVISION> 208
<INTEREST-EXPENSE> 9,152
<INCOME-PRETAX> 9,085
<INCOME-TAX> 3,543
<INCOME-CONTINUING> 5,542
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 5,542
<EPS-PRIMARY> .17
<EPS-DILUTED> .17
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