UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
[X] Annual Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 [Fee Required]
For the fiscal year ended December 31, 1995
or
[ ] Transition Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934 [No Fee Required]
For the transition period from
_____________________________ to _________________
Commission file Number 000-16847
COACHMAN INNS INCOME LIMITED PARTNERSHIP
(Exact Name of registrant as specified in its charter)
Oklahoma 73-1289509
(State of incorporation) (I.R.S. Employer Identification No.)
301 N.W. 63rd, Suite 500, Oklahoma City, OK 73116
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(405) 840-4667
Securities Registered Pursuant to Section 12(b) of the
Securities Exchange Act:
Title of Each Class Name of Each Exchange on
Which Registered
NONE NONE
Securities Registered Pursuant to Section 12(g) of the
Securities Exchange Act:
Indicate by check mark if disclosure of delinquent
filers pursuant to Item 405 of Regulation S-K is not
contained herein, and will not be contained, to the best
of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part
III of this Form 10-K or any amendment to this Form 10-K.
[ ]
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
PART I
Item 1. Business
Coachman Inns Income Limited Partnership (the "Part-
nership") is an Oklahoma limited partnership formed on
December 9, 1986. The Partnership engages in the
hospitality business by acquiring the land and construct-
ing and operating Coachman Inns thereon.
At December 31, 1995, the Partnership owned one
completed Coachman Inn. Coachman Inn San Antonio, Texas
was completed in February 1987. The Partnership is also
the owner of an interest in a joint venture which owns a
tract of land located at the intersection of Katella and
Harbor in Anaheim, California. The tract is improved
with a 25-room motel. Plans are to develop the tract
into a new all suite hotel.
Each Coachman Inn consists of two principal buildings
containing a total of 120 rooms. A mix of single,
double and suite rooms is located at all Coachman Inns.
Each room contains approximately 273 square feet and is
fully furnished with a king size bed in single rooms,
color television with satellite reception, writing desk,
table and upholstered chairs. The rooms have vinyl wall
coverings and fully carpeted floors. Each Coachman Inn
has a furnished lobby, a self-contained laundry and a
swimming pool. The Coachman Inns employ approximately 25
employees each.
The Coachman Inns are constructed of structural steel
with a wood or steel truss shingled roof system. The
exterior is constructed of brick veneer in the English
Tudor style. Each contains approximately 42,900 square
feet and has 130 parking spaces adjacent to the build-
ings.
The table below sets out for each of the Partnership's
properties the date opened, occupancy and average daily
rates for 1995, 1994 and 1993.
Year Average Daily Rates Occupancy
Location Rooms Opened 1995 1994 1993 1995 1994 1993
San Antonio, 120 1987 $38.89 $38.15 $37.06 58% 59% 57%
Texas
The properties are managed by Innkeepers, Inc., an affiliate of Coachman
Inns of America, Inc. (the "Managing General Partner"), under the terms of
Property Management Agreements. Innkeepers, Inc. is responsible for the
day-to-day operations of the properties, including administrative services.
Innkeepers, Inc. agreed to perform the following services through the term of
the Property Management Agreements: recruit, train, direct and employ staff
for the Properties; initiate and carry out promotion and publicity programs,
including a reservations service, which are designed to attract guests to
the properties; negotiate, renew or cancel leases; provided that any lease
may not be for a period in excess of one year; apply for, process and take
all necessary steps to procure (in the name of Innkeepers, Inc., the
Partnership's name or both as may be required by the issuing authority) all
licenses and permits required for the operations of the properties and their
related facilities; purchase all necessary inventories of supplies; maintain
an accurate accounting system in connection with its management of the
properties; make contracts for the various services needed in the operation
of the properties; and obtain sufficient comprehensive general liability
insurance and property insurance in respect to the properties protecting
the partnership and Innkeepers, Inc. The Property Management Agreements
continue in duration until terminated by either party.
Competition
The hotel and motel industry is highly competitive and competitors may
easily establish other facilities in direct competition with the
Partnership's properties. Many motel operations have substantially greater
financial resources, more experienced management and trained employees than
will be available to the Partnership. The construction of additional high
quality lodgings in the vicinity of the Partnership's properties could
result in lower sales volume, require lower rates, and could also affect
the resale value of the properties.
Markets
Generally, the Partnership markets its services through local advertising
on outdoor billboards, airport reservation services and publications
regarding events coming to the area. Also, a sales representative is
assigned to each property. The Partnership does not consider itself
dependent upon any single customer or affiliated group.
Materials
The basic materials used in the hotel/motel industry are acquired from
local suppliers or centralized purchasing. The Partnership did not
experience any shut downs in 1995 due to material shortages. Most, if not
all, required materials are readily available.
Item 2. Properties
Information relating to the Partnership's properties is contained under
Item 1 of Part I of this report.
Item 3. Legal Proceedings
There are no known pending or threatened legal proceedings against the
Partnership.
Item 4. Submission of Matters to a Vote of Security Holders
No matters were submitted during the fourth quarter of the fiscal year
covered by this report to a vote of security holders, through the
solicitation of proxies or otherwise.
PART II
Item 5. Market for Registrant's Common Equity and Related
Stockholder Matters
There is no established public trading market for the Partnership's
securities. The approximate number of holders of the Partnership's
limited partnership interests is 598 as of December 31, 1995. During 1995,
no distributions were made to participants.
Item 6. Selected Financial Data
Selected Financial Data will be provided by amendment.
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations
Management's Discussion and Analysis of Financial Condition and Results
of Operations will be provided by amendment.
Item 8. Financial Statements and Supplementary Data
Audited financial statements will be filed by amendment as soon as
available.
Item 9. Changes In and Disagreements with Accountant's
Accounting and Financial Disclosure
There are no disagreements with the Registrants Certified Public
Accountants.
PART III
Item 10. Directors and Executive Office of the Registrant
The Managing General Partner is responsible for all matters affecting
the business of the Partnership. Coachman Inns of America, Inc. serves as
Managing General Partner.
Management of Coachman Inns of America, Inc.
Coachman Inns of America, Inc. ("Managing General Partner"), a Delaware
corporation which was incorporated in December 1985, is a wholly owned sub-
sidiary of Coachman Incorporated, which is also the parent company of
Innkeepers, Inc., the entity which will manage the properties.
The officers and directors serve for one year or until their successors
have been elected and qualified. The names and positions of the executive
officers and directors of the Managing General Partner are as follows:
Name Age Position
Dennis D. Bradford 50 President
Director
Catherine A. Myers 34 Secretary
Dennis D. Bradford has been Chairman and Chief Executive Officer of
Coachman Incorporated since its inception on February 5, 1985. From 1973 to
1985, he was a partner in various partnerships which constructed, owned and
operated real estate properties, including Coachman Inns, until the sale of
his interest in those partnership to the Corporation. From 1983 until 1984,
he served as Vice President of Corporate Development for PetroSouthern,
Inc., a publicly held oil and gas exploration company. PetroSouthern became
Craft World International, Inc. in 1986 and changed its basic business to a
distributor of craft and leisure products. From 1986 until 1989, Mr.
Bradford was a member of the Board of Directors of Craft World. Mr.
Bradford is a member of the National Advisory Council to the U.S. Small
Business Administration and served as its Vice Chairman. He was also a
delegate to the 1986 White House Conference on Small Business. He is a
member of the Young Presidents' Organization and the Oklahoma City Economics
Club. He serves as President of the Oklahoma Aviation and Space Museum. He
is a graduate of the University of Tulsa with a B.S./B.A. degree in
Economics.
Catherine A. Myers, has been an employee of the Company since 1988,
serving as an administrative assistant. She was elected Secretary of the
Company in 1995 and has served in that capacity since that date. Ms. Myers
received a B.S. Degree from Oklahoma State University in 1984.
Item 11. Management Remuneration and Transactions
No executive officer or director of the Managing General Partner of the
Registrant received cash or cash equivalent forms of remuneration from the
Registrant for the fiscal year ending December 31, 1995.
Item 12. Security Ownership of Certain Beneficial Owners and Management
None of the executive officers or directors of the Managing General
Partner owned limited partner interest in the Partnership as of December 31,
1995.
Item 13. Certain Relationships and Related Transactions
Management Fees. The Partnership pays a management fee to Innkeepers,
Inc., a wholly-owned subsidiary of Coachman Incorporated, of 5% of gross
revenues of each motel for management services. In addition, the partnership
pays a fee to the managing general partner of 1% of gross revenue of each
motel for supervising the activities of the management company and for
providing certain management services relating to the properties.
In addition to the management fees which the Partnership pays Coachman
Inns of America, Inc., the partnership also reimburses Coachman for direct
administrative services that it is provided.
At December 31, 1992, the Partnership was indebted to Coachman
Incorporated for $700,000 which was advanced to the Partnership in order for
it to obtain financing. The loan is payable over a 10-year amortization.
The balance at December 31, 1995, was $436,658.
PART IV
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K
(a)
Financial Statements will be filed by amendment as soon as possible.
(b)
Reports on Form 8-K: No reports on Form 8-K have been filed during the last
quarter of the period covered by this report.
SIGNATURES
Securities Exchange Act of 1934, the Registrant has duly Pursuant to the
requirements of Section 13 or 15(d) of the caused this report to be signed
on its behalf by the undersigned thereunto duly authorized, in Oklahoma City,
Oklahoma on April 15, 1996.
COACHMAN INNS INCOME LIMITED
PARTNERSHIP (Registrant)
By: Its Managing General Partner
Coachman Inns of America, Inc.
By: /s/Dennis D. Bradford
Dennis D. Bradford, President
Chief Financial Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed by the following persons on behalf of the Registrant
in their capacities as directors of Coachman Inns of America, Inc. and on
the dated indicated.
By: /s/Dennis D. Bradford
Dennis D. Bradford, Director
April 15, 1996