SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For Quarter Ended March 31, 1995
Commission File Number: 1-8431
AMERICANA HOTELS AND REALTY CORPORATION
(Exact name of Registrant as specified in its charter)
MARYLAND 36-3163723
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
535 Boylston Street - 11th Floor, Boston, MA 02116
(Address of principal executive offices) (Zip Code)
(617) 247-3358
(Registrant's telephone number including area code)
Unchanged
(Former name, address and 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
As of March 31, 1995, Americana Hotels and Realty Corporation had 6,524,375
shares of common stock, $1.00 par value, outstanding.
The Exhibit Index Appears Page 1 of 8 Pages
at Page 2
<PAGE>
AMERICANA HOTELS AND REALTY CORPORATION
INDEX
Page No.
PART I - FINANCIAL INFORMATION
Balance Sheet -
At March 31, 1995 and December 31, 1994 3
Statement of Earnings -
Three Months Ended March 31, 1995 and 1994 4
Statement of Cash Flows -
Three Months Ended March 31, 1995 and 1994 5
Notes to Financial Statements 6
Management's Discussion and Analysis of Financial
Condition and Results of Operations 7
PART II - OTHER INFORMATION
Item 5: Other Information 7
Item 6: Exhibits and Reports on Form 8-K 8
SIGNATURES 8
- -----------------------------------
The accompanying Financial Statements have been prepared by the Corporation
("Registrant") without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission. Certain information and footnote disclosures
normally included in financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted from the
accompanying Financial Statements, pursuant to the Securities and Exchange
Commission rules and regulations. Although the Registrant believes that the
disclosures which are made are adequate to make the information presented not
misleading, it is suggested that the Financial Statements be read in conjunction
with the Financial Statements and Notes thereto included in the Americana Hotels
and Realty Corporation Annual Report on Form 10-K for the year ended December
31, 1994.
In the opinion of the Registrant, the financial information included herein
reflects all adjustments necessary for a fair presentation of the results for
the interim period. The interim results of operations and changes in cash flows
are not necessarily indicative of results or cash flows which could be expected
for the entire year. The amounts contained in this interim report are unaudited
and may be subject to year-end adjustment.
<PAGE>
PART 1 - FINANCIAL INFORMATION
ITEM 1: FINANCIAL STATEMENTS
AMERICANA HOTELS AND REALTY CORPORATION
BALANCE SHEET
March 31, December 31,
1995 1994
(Unaudited)
ASSETS
Investments held for disposition $28,754,000 $32,090,000
Less: Investment loss reserve (1,053,000) (3,770,000)
Net investments 27,701,000 28,320,000
Cash 472,000 1,140,000
Short-term investments, at cost 1,265,000 3,446,000
Accrued interest receivable 162,000 --
Other assets 96,000 132,000
$29,696,000 $33,038,000
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities
Accounts payable $ 133,000 $ 258,000
Accrued fees and expenses 1,130,000 1,101,000
Liquidation reserve 900,000 900,000
Mortgage loan payable 3,380,000 3,489,000
5,543,000 5,748,000
Stockholders' Equity
Common stock - $1.00 par value,
20,000,000 shares authorized,
6,524,375 shares outstanding 6,524,000 6,524,000
Additional paid-in-capital 21,676,000 24,938,000
Accumulated deficit (4,047,000) (4,172,000)
24,153,000 27,290,000
$29,696,000 $33,038,000
See notes to financial statements.
<PAGE>
AMERICANA HOTELS AND REALTY CORPORATION
STATEMENT OF EARNINGS
(UNAUDITED)
Three Months Ended
March 31,
1995 1994
Revenues:
Interest income $ 517,000 $ 500,000
Expenses:
Advisory fees 145,000 145,000
Administrative expenses
Directors' Compensation 99,000 70,000
D&O Insurance 25,000 35,000
Shareholder relations 28,000 24,000
Other 49,000 48,000
Less: Charge to Liquidation Reserve -0- (15,000)
Legal expense 46,000 152,000
392,000 459,000
Net earnings $ 125,000 $ 41,000
Net earnings per share $.02 $.01
Number of shares outstanding 6,524,375 6,524,375
See notes to financial statements.
<PAGE>
AMERICANA HOTELS AND REALTY CORPORATION
STATEMENT OF CASH FLOWS
(UNAUDITED)
Quarter Ended March 31,
1995 1994
Cash Flows from Operating Activities:
Net earnings $ 125,000 $ 41,000
(Increase)decrease in accrued interest
and rent receivable (162,000) 32,000
(Increase)decrease in other assets 36,000 (34,000)
Increase in accounts payable
and accrued expenses (96,000) 6,000
Decrease in liquidation reserve -- (15,000)
Net Cash Provided (Used)
by Operating Activities (97,000) 30,000
Cash Flows from Investing Activities:
Disposition/reduction of investments 619,000 2,550,000
Net Cash Provided by Investing Activities 619,000 2,550,000
Cash Flows from Financing Activities:
Liquidating distribution (3,262,000) --
Amortization of mortgage loan payable (109,000) (100,000)
Net Cash Used by Financing Activities (3,371,000) (100,000)
Increase (Decrease) in Cash and
Short-term Investments (2,849,000) 2,480,000
Cash and Short-term Investments
At Beginning of the period 4,586,000 672,000
Cash and Short-term Investments
At End of the period $1,737,000 $ 3,152,000
See notes to financial statements.
<PAGE>
AMERICANA HOTELS AND REALTY CORPORATION
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
March 31, 1995
BASIS OF ACCOUNTING
Federal Income Taxes
The Corporation has qualified and has elected to be taxed as a real estate
investment trust under Sections 856-860 of the Internal Revenue Code.
Accordingly, no provisions have been made for Federal income taxes in the
financial statements.
Foreclosed Properties
Properties acquired through foreclosure or a deed in lieu of foreclosure are
recorded at the lower of their cost or fair value at the date of acquisition.
Operating losses or income of foreclosed properties are charged or credited to
the investment loss reserve.
Investment Loss Reserve
The Corporation provides an investment loss reserve and regularly evaluates it
for adequacy based upon comparing the carrying value of individual investments
with their estimated net realizable value, including the estimated cost of
holding the property through disposition. While it is believed that the
investment loss reserve is adequate, adjustments may be necessary in the future.
PLAN OF DISPOSITION OF ASSETS AND LIQUIDATION
On June 28, 1988 the Stockholders of the Corporation approved a Plan of
Disposition of Assets and Liquidation whereby all the remaining investments held
by the Corporation would be sold and the proceeds distributed to Stockholders in
complete liquidation and dissolution of the Corporation.
INVESTMENTS HELD FOR DISPOSITION
The Corporation's investments are summarized as follows:
March 31, December 31,
1995 1994
Mortgage loans $ 16,464,000 $ 14,500,000
Foreclosed properties 12,290,000 17,590,000
Less: Investment loss reserve ( 1,053,000) (3,770,000)
$ 27,701,000 $ 28,320,000
ADVISORY AGREEMENT
Americana Corporation (the "Advisor") advises the Corporation with respect to
its investments and administers the day-to-day operations of the Corporation,
all subject to the general supervision of the Corporation's Board of Directors.
<PAGE>
AMERICANA HOTELS AND REALTY CORPORATION
March 31, 1995
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
a) Liquidity and Capital Resources
At March 31, 1995 the Corporation had $1,737,000 of cash and short-term
investments.
The Corporation has no material commitments for capital expenditures on its
remaining investments. However, pending the disposition of the investments,
funds may be needed for either the Corporation's operating expenses or
property holding costs. The Corporation's investments consist of a
foreclosed property in Palm Springs, California and two mortgage loans, one
on the JFK Airport Hilton Hotel in New York and the other on the Americana
Hotel in Kansas City, Missouri.
b) Results of Operations
Results for the first quarter of 1995 produced earnings of $125,000,
compared to earnings of $41,000 in 1994. The principal components of this
change were slightly higher interest income from the mortgage loans, and
substantially reduced legal expenses.
Interest income relates to the mortgage loan on the JFK Airport Hotel, and
the Americana Hotel in Kansas City, Missouri.
Administrative Expenses charged to operations in the first quarter of 1995
compared to 1994 were approximately equal.
Legal Expense decreased approximately 70% in the first quarter of 1995
compared to 1994 due to the 1994 settlement of the bankruptcy proceedings
related to the borrower on the JFK Airport mortgage loan.
PART II - OTHER INFORMATION
ITEM 5: Other Information
This report should be read in conjunction with the Corporation's 1994
Annual Report and Form 10-K.
<PAGE>
ITEM 6: Exhibits and Reports on Form 8-K
(a) Exhibits - None
(b) Reports on Form 8-K - None
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.
AMERICANA HOTELS AND REALTY CORPORATION
Registrant
BY: /s/ George H. Bigelow
George H. Bigelow -- President
Chief Operating Officer
BY: /s/ Morris W. Kellogg
Morris W. Kellogg
Chief Financial Officer
DATED: May 3, 1995
<PAGE>
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