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 September 30, 1995
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to __________
Commission file number 0-16491
Growth Hotel Investors II,
a California Limited Partnership
(Exact name of Registrant as specified in its charter)
California 94-2997382
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
5665 Northside Drive N.W., Ste. 370, Atlanta, Georgia 30328
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code (770) 916-9090
N/A
Former name, former address and fiscal year, if changed since last report.
Indicate by check mark whether 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_____
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 12, 13, or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under
a plan confirmed by a court. Yes _____ No _____
APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares
outstanding of each of the issuer's classes of common stock, as of the
latest practicable date __________________.
1 of 15
GROWTH HOTEL INVESTORS II - FORM 10-Q - SEPTEMBER 30, 1995
a California Limited Partnership
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
Consolidated Balance Sheets
September 30, December 31,
1995 1994
------------ ------------
Assets
Cash and cash equivalents $ 12,252,000 $ 11,776,000
Restricted cash 866,000 2,241,000
Deferred costs 2,067,000 943,000
Accounts receivable and other assets 1,428,000 843,000
Real Estate:
Real estate 121,408,000 127,768,000
Accumulated depreciation (36,723,000) (43,597,000)
------------ ------------
Real estate, net 84,685,000 84,171,000
------------ ------------
Total assets $101,298,000 $ 99,974,000
============ ============
Liabilities and Partners' Equity
Accounts payable and other liabilities $ 2,160,000 $ 2,021,000
Due to an affiliate of the joint
venture partner 511,000 735,000
Notes payable 56,236,000 56,885,000
------------ ------------
Total liabilities 58,907,000 59,641,000
------------ ------------
Minority interest in joint ventures 4,321,000 4,608,000
------------ ------------
Commitments and Contingencies
Partners' Equity (Deficit):
General partner (265,000) (313,000)
Limited partners (58,982 units
outstanding at September 30, 1995
and December 31, 1994) 38,335,000 36,038,000
------------ ------------
Total partners' equity 38,070,000 35,725,000
------------ ------------
Total liabilities and partners' equity $101,298,000 $ 99,974,000
============ ============
See notes to consolidated financial statements.
2 of 15
GROWTH HOTEL INVESTORS II - FORM 10-Q - SEPTEMBER 30, 1995
a California Limited Partnership
Consolidated Statements of Operations
For the Nine Months Ended
September 30, September 30,
1995 1994
------------- -------------
Revenues:
Hotel operations $ 38,408,000 $ 35,704,000
Interest income 373,000 294,000
------------ ------------
Total revenues 38,781,000 35,998,000
------------ ------------
Expenses:
Hotel operations 23,457,000 21,945,000
Interest 4,125,000 4,143,000
Depreciation 3,690,000 3,392,000
General and administrative 682,000 1,001,000
------------ ------------
Total expenses 31,954,000 30,481,000
------------ ------------
Income from operations before minority
interest in joint ventures' operations
and extraordinary item 6,827,000 5,517,000
Minority interest in joint ventures'
operations (1,832,000) (1,259,000)
------------ ------------
Income before extraordinary item 4,995,000 4,258,000
Extraordinary item:
Gain on extinguishment of debt - 98,000
------------ ------------
Net income $ 4,995,000 $ 4,356,000
============ ============
Net income per limited partnership
assignee unit:
Income before extraordinary item $ 82.99 $ 70.75
Extraordinary item - 1.63
------------ ------------
Net income $ 82.99 $ 72.38
============ ============
Cash distributions per limited partnership
assignee unit $ 44.05 $ 43.13
============ ============
See notes to consolidated financial statements.
3 of 15
GROWTH HOTEL INVESTORS II - FORM 10-Q - SEPTEMBER 30, 1995
a California Limited Partnership
Consolidated Statements of Operations
For the Three Months Ended
September 30, September 30,
1995 1994
------------- -------------
Revenues:
Hotel operations $ 13,916,000 $ 13,056,000
Interest income 131,000 95,000
------------ ------------
Total revenues 14,047,000 13,151,000
------------ ------------
Expenses:
Hotel operations 8,293,000 7,643,000
Interest 1,355,000 1,379,000
Depreciation 1,383,000 1,111,000
General and administrative 214,000 423,000
------------ ------------
Total expenses 11,245,000 10,556,000
------------ ------------
Income from operations before minority
interest in joint ventures'
operations 2,802,000 2,595,000
Minority interest in joint ventures'
operations (436,000) (588,000)
------------ ------------
Net income $ 2,366,000 $ 2,007,000
============ ============
Net income per limited partnership
assignee unit $ 39.31 $ 33.35
============ ============
Cash distributions per limited partnership
assignee unit $ 14.38 $ 14.38
============ ============
See notes to consolidated financial statements.
4 of 15
GROWTH HOTEL INVESTORS II - FORM 10-Q - SEPTEMBER 30, 1995
a California Limited Partnership
Consolidated Statements of Cash Flows
For the Nine Months Ended
September 30, September 30,
1995 1994
------------- -------------
Operating Activities:
Net income $ 4,995,000 $ 4,356,000
Adjustments to reconcile net income
to net cash provided by
operating activities:
Depreciation and amortization 3,992,000 3,555,000
Minority interest in joint ventures'
operations 1,832,000 1,259,000
Gain on extinguishment of debt - (98,000)
Deferred costs paid (1,425,000) -
Changes in operating assets and liabilities:
Accounts receivable and other assets (585,000) (178,000)
Accounts payable, other liabilities
and due to an affiliate of joint
venture partner (85,000) 51,000
------------ ------------
Net cash provided by operating activities 8,724,000 8,945,000
------------ ------------
Investing Activities:
Properties and improvement additions (3,912,000) (1,647,000)
Restricted cash decrease (increase) 1,375,000 (787,000)
Purchase of cash investments - (2,013,000)
Proceeds from maturity of cash investments - 2,376,000
Purchase of minority interest in joint venture (300,000) -
------------ ------------
Net cash (used in) investing activities (2,837,000) (2,071,000)
------------ ------------
Financing Activities:
Satisfaction of note payable - (150,000)
Notes payable principal payments (649,000) (487,000)
Joint venture partner distributions (2,112,000) (314,000)
Cash distribution to partners (2,650,000) (2,596,000)
------------ ------------
Cash (used in) financing activities (5,411,000) (3,547,000)
------------ ------------
Increase in Cash and Cash Equivalents 476,000 3,327,000
Cash and Cash Equivalents at Beginning
of Period 11,776,000 7,247,000
------------ ------------
Cash and Cash Equivalents at End of Period $ 12,252,000 $ 10,574,000
============ ============
Supplemental Disclosure of Cash Flow
Information:
Interest paid in cash during the period $ 4,003,000 $ 4,027,000
============ ============
Supplemental Disclosure of Non-Cash
Investing and Financing Activities:
Purchase of minority interest in joint venture - Note 4
Gain on Extinguishment of Debt in 1994 - Note 5
Fully depreciated assets of approximately $10,565,000 were written off
during the nine months ended September 30, 1995.
See notes to consolidated financial statements.
5 of 15
GROWTH HOTEL INVESTORS II - FORM 10-Q - SEPTEMBER 30, 1995
A California Limited Partnership
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. General
The accompanying consolidated financial statements, footnotes and
discussions should be read in conjunction with the consolidated
financial statements, related footnotes and discussions contained in the
Partnership's Annual Report for the year ended December 31, 1994.
Certain accounts have been reclassified in order to conform to the
current period.
The financial information contained herein is unaudited. In the opinion
of management, all adjustments necessary for a fair presentation of such
financial information have been included. All adjustments are of a
normal recurring nature, except as described in Notes 4 and 5.
The results of operations for the nine and three months ended September
30, 1995 and 1994 are not necessarily indicative of the results to be
expected for the full year.
On August 17, 1995, the stockholders of National Property Investors,
Inc. ('NPI, Inc.'), the sole shareholder of NPI Equity Investments II,
Inc. ('NPI Equity'), the managing general partner of Fox Realty
Investors, the general partner of the Partnership's general partner,
entered into an agreement to sell to IFGP Corporation, an affiliate of
Insignia Financial Group, Inc. ('Insignia'), all of the issued and
outstanding stock of NPI, Inc. The sale of the stock is subject to the
satisfaction of certain conditions and is scheduled to close in January
1996.
2. Transactions with Related Parties
Affiliates of MGP received reimbursement of administrative
expenses amounting to $117,000 and $107,000 during the nine month
periods ended September 30, 1995 and 1994, respectively. These
reimbursements are included in general and administrative expenses.
In accordance with the Partnership Agreement, the general partner and
affiliates received a Partnership management fee in the amount of 10
percent of cash from operations available for distribution (as defined
in the Partnership Agreement). Fees paid pursuant to this agreement
were $288,000 for each of the nine month periods ended September 30,
1995 and 1994. These fees are included in general and administrative
expenses.
The general partner received cash distributions of $52,000 during each
of the nine month periods ended September 30, 1995 and 1994.
In addition to the fees paid to the general partner and affiliates as
set forth above, the Partnership has agreements with affiliates of its
joint venture partners, which provide for the management and operations
of the joint venture properties and services provided under each
property's franchise agreement. Fees paid pursuant to these agreements
are generally based on a percentage of gross revenues or room revenues
from operations of the property and were $4,616,000 and $4,428,000 for
the nine months ended September 30, 1995 and 1994, respectively. These
expenses are included in operating expenses.
During the nine months ended September 30, 1995, an affiliate of a joint
venture partner was paid $37,000 relating to product improvement plans
on all of the Partnership's properties. These fees are included in
operating expenses.
6 of 15
GROWTH HOTEL INVESTORS II - FORM 10-Q - SEPTEMBER 30, 1995
A California Limited Partnership
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
3. Restricted Cash
Restricted cash at September 30, 1995 represents funds provided for and
maintained by certain properties pursuant to the related notes payable
agreements, primarily relating to the Combined Fund, to meet future
capital requirements and debt service payments.
4. Purchase of Minority Interest
On May 1, 1995, the Partnership acquired the 25% minority
interest in the joint venture which owned the Hampton Inn - Kansas City
hotel property for $300,000. The carrying value of the property was
increased by $293,000, which reflects the purchase price of $300,000,
offset by the $7,000 payable to the joint venture partner on May 1, 1995.
5. Extraordinary Item - Gain on Extinguishment of Debt
On May 4, 1994, the Partnership paid approximately $150,000 in
full satisfaction, at a discount, of the contingent purchase money note
on the Partnership's Hampton Inn - Colorado Springs property. The
Partnership recorded an extraordinary gain on the extinguishment of debt
of $98,000, representing $50,000 of notes payable and $48,000 of accrued
interest.
6. Distributions
The Partnership distributed $44 per unit ($2,598,000 in total)
and $43 per unit ($2,544,000 in total) to the holders of limited
partnership units during the nine month periods ended September 30, 1995
and 1994, respectively. The general partner received cash distributions
of $52,000 during each of the nine month periods ended September 30,
1995 and 1994.
7. Amendment to Service Agreement
The Partnership paid $1,425,000 in January 1995 to MMI amending their
services agreement to provide for a reduction in the monthly asset
management fee from $54,500 to $7,000, the elimination of fees payable
to MMI for its assistance in refinancings and sales of properties owned
by the Partnership and provides the Partnership with the ability to
terminate MMI's services at will.
The buyout of the service contract is being amortized over the remaining
term of the service agreement of 10 years. For the nine months ended
September 30, 1995, $107,000 has been amortized and is included in
general and administrative expenses.
8. Subsequent Events
On October 1, 1995, the Partnership satisfied the first mortgage
encumbering its Hampton Inn - Dublin property in the amount of
approximately $3,250,000. The note was due to mature in April 1996. In
addition, the Partnership acquired the 30% minority interest in the
joint venture which owned the Hampton Inn - Dublin hotel property for
$75,000.
7 of 15
GROWTH HOTEL INVESTORS II - FORM 10-Q - SEPTEMBER 30, 1995
A California Limited Partnership
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations.
This item should be read in conjunction with the Consolidated Financial
Statements and other Items contained elsewhere in this Report.
Liquidity and Capital Resources
All of Registrant's properties are hotels. Registrant receives hotel
operating revenues and is responsible for operating expenses,
administrative expenses, capital improvements and debt service payments.
Registrant uses working capital reserves provided from any undistributed
cash flow from operations as its primary source of liquidity. For the
long term cash from operations will remain Registrant's primary source
of liquidity. All of Registrant's properties generated positive cash
flow during the nine months ended September 30, 1995. During the first
nine months of 1995, Registrant distributed to the holders of limited
partnership units $44 per unit ($2,598,000 in total) and $52,000 to the
general partner. Distributions are expected to continue at the same rate.
The level of liquidity based on cash and cash equivalents experienced a
$476,000 increase at September 30, 1995, as compared to December 31,
1994. Registrant's $8,724,000 of cash from operating activities was
significantly offset by $5,411,000 of cash used in financing activities
and $2,837,000 of cash used in investing activities. Financing
activities consisted of $2,650,000 of cash distributions to partners,
$2,112,000 of joint venture partner distributions and $649,000 of notes
payable principal payments. Investing activities consisted of
$3,912,000 of improvements to real estate and $300,000 for the purchase
of the minority interest in the joint venture which owned the Hampton
Inn - Kansas City, which was partially offset by a $1,375,000 decrease
in restricted cash. Net cash provided by operating activities decreased
during the nine months ended September 30, 1995, as compared to 1994,
due to the $1,425,000 paid to MMI to amend their services agreement,
which was substantially offset by improved operations at the majority of
Registrant's properties. The amendment to the services agreement
provided for a reduction in MMI's monthly asset management fee from
$54,500 to $7,000, elimination of fees payable to MMI for its assistance
in the refinancing and sales of properties owned by Registrant and
provides Registrant with the ability to terminate MMI's services at
will. Registrant's fixed asset improvements increased significantly,
primarily due to the installation of electronic locks, computer and
phone system upgrades and room renovations at the Combined Fund's
eighteen properties. The Combined Fund's property improvements were
funded from working capital reserves and restricted cash. Based on the
results of a review of property physical condition (conducted by an
affiliate of Registrant's joint venture partner in the Combined Fund),
Registrant anticipates spending approximately $5,000,000 to upgrade its
hotels in order to remain competitive. The improvements will be funded
from working capital reserves and restricted cash. All other increases
(decreases) in certain assets and liabilities are the result of the
timing of receipt and payment of various operating activities.
Working capital reserves are invested in money market accounts,
repurchase agreements secured by United States Treasury obligations and
other short term investments. The Managing General Partner believes
that, if market conditions remain relatively stable, cash flows from
operations, when combined with working capital reserves, will be
sufficient to fund essential capital improvements, regular debt service
payments and cash distributions to partners during the next twelve
months and the foreseeable future. On October 1, 1995, Registrant
satisfied the first mortgage encumbering its Hampton Inn - Dublin
property in the amount of approximately $3,250,000. The mortgage was
due to mature in April 1996. In addition, Registrant acquired the 30%
minority interest in the joint venture which owned the Hampton Inn -
Dublin for $75,000 (See Item 1, Note 8). The first mortgage encumbering
Registrant's
8 of 15
GROWTH HOTEL INVESTORS II - FORM 10-Q - SEPTEMBER 30, 1995
A California Limited Partnership
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations.
Liquidity and Capital Resources (Continued)
Hampton Inn - Kansas City property matures in January 1996, at which
time a balloon payment of $2,714,000 will be due. Registrant intends to
satisfy this mortgage prior to the maturity date. An additional balloon
payment on the mortgage encumbering Registrant's Hampton Inn - North
Dallas property is due in December 1996 in the amount of approximately
$2,927,000. Registrant's consolidated joint venture, the Combined Fund,
has balloon payments due in December 1996 of approximately $40,275,000
and $5,412,000 in 1997. Registrant's remaining properties have balloon
payments due in 1998 and 2016. The Managing General Partner is
confident that each property generates sufficient cash flow to allow all
mortgages to be refinanced or satisfied in an orderly fashion.
On May 1, 1995, Registrant acquired the 25% minority interest in the
joint venture which owned the Hampton Inn - Kansas City for $300,000
(see Item 1, Note 4).
On August 17, 1995, the stockholders of NPI, Inc., the sole shareholder
of NPI Equity, agreed to sell to Insignia all of the issued and
outstanding stock of NPI, Inc. The consummation of this transaction is
subject to the satisfaction of certain conditions (including, third
party consents and other conditions not within the control of the
parties to the agreement) and is scheduled to close in January 1996.
Upon closing, it is expected that Insignia will elect new officers and
directors of NPI Equity. The Managing General Partner does not believe
these transactions will have a significant effect on Registrant's
liquidity or results of operation.
Real Estate Market
The income and expenses of operating the properties owned by Registrant
are subject to factors outside of Registrant's control, such as
over-supply of similar properties resulting from over-building,
increases in unemployment, population shifts or changes in patterns or
needs of users. Expenses, such as local real estate taxes and
miscellaneous expenses, are subject to change and cannot always be
reflected in room rate increases due to market conditions. In addition,
there are risks inherent in owning and operating lodging facilities
because such properties are management and labor intensive and
especially susceptible to the impact of economic and other conditions
outside the control of Registrant.
There have been, and it is possible there may be other Federal, State
and local legislation and regulations enacted relating to the protection
of the environment. Registrant is unable to predict the extent, if any,
to which such new legislation or regulations might occur and the degree
to which such existing or new legislation or regulations might adversely
affect the properties still owned by Registrant.
Results of Operations
Nine Months Ended September 30, 1995 vs. September 30, 1994
Operating results, before the minority interest in joint venture
operations, improved by $1,310,000 for the nine months ended September
30, 1995, as compared to 1994, due to increases in revenues of
$2,783,000 and expenses of $1,473,000.
9 of 15
GROWTH HOTEL INVESTORS II - FORM 10-Q - SEPTEMBER 30, 1995
A California Limited Partnership
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations.
Nine Months Ended September 30, 1995 vs. September 30, 1994 (Continued)
Revenues increased by $2,783,000 for the nine months ended September 30,
1995, as compared to 1994, due to increases of $2,704,000 in hotel
operations and $79,000 in interest income. Hotel operations increased
primarily due to increases in average daily room rates at all
properties. Occupancy remained relatively stable, on an overall basis,
throughout the portfolio. The largest increases in hotel operating
revenue were at Registrant's Chapel Hill, Colorado Springs, Dublin and
Greensboro properties. Interest income increased due to an increase in
average working capital reserves available for investment and the effect
of higher interest rates.
Expenses increased by $1,473,000 for the nine months ended September 30,
1995, as compared to 1994, due to increases in hotel operations of
$1,512,000 and depreciation expense of $298,000, which were partially
offset by decreases in general and administrative expenses of $319,000
and interest expense of $18,000. Hotel operating expenses increased at
Registrant's Combined Fund's eighteen properties, coupled with the
buyout of the property manager's incentive management fee agreement in
the amount of $375,000 paid on Registrant's Colorado Springs property
during the second quarter of 1995. Depreciation expense increased due
to significant fixed asset additions, which was partially offset by a
portion of Registrant's prior year assets becoming fully depreciated.
General and administrative expenses declined due to a decrease in asset
management costs associated with the amendment of Registrant's services
agreement in January 1995, which was partially offset by the
amortization of the cost of buyout of the service agreement. Interest
expense remained relatively constant.
Three Months Ended September 30, 1995 vs. September 30, 1994
Operating results, before the minority interest in joint venture
operations, improved by $207,000 for the three months ended September
30, 1995, as compared to 1994, due to increases in revenues of $896,000
and expenses of $689,000.
Revenues increased by $896,000 for the three months ended September 30,
1995, as compared to 1994, due to increases of $860,000 in hotel
operations and $36,000 in interest income. Hotel operations increased
primarily due to increases in average daily room rates at all
properties, except for Registrant's San Antonio - Northwest, which
experienced a decline in room rates. Occupancy remained relatively
stable, on an overall basis, throughout the portfolio. The largest
increases in hotel operating revenue were at Registrant's Colorado
Springs, Chapel Hill, Greensboro and Memphis - Poplar. Interest income
increased due to an increase in average working capital reserves
available for investment and the effect of higher interest rates.
Expenses increased by $689,000 for the three months ended September 30,
1995, as compared to 1994, due to increases in hotel operations of
$650,000 and depreciation expense of $272,000 which were partially
offset by decreases in general and administrative expenses of $209,000
and interest expense of $24,000. Hotel operating expenses increased
primarily at Registrant's Combined Fund's eighteen properties.
Depreciation expense increased due to significant fixed asset additions,
which was partially
10 of 15
GROWTH HOTEL INVESTORS II - FORM 10-Q - SEPTEMBER 30, 1995
A California Limited Partnership
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations.
Three Months Ended September 30, 1995 vs. September 30, 1994 (Continued)
offset by a portion of Registrant's prior year assets becoming fully
depreciated. General and administrative expenses declined due to a
decrease in asset management costs associated with the amendment of
Registrant's services agreement in January 1995, which was partially
offset by the amortization of the cost of the buyout of the service
agreement. Interest expense remained relatively constant.
Properties
A description of the hotel properties in which Registrant has an
ownership interest, during the period covered by this Report, together
with occupancy and room rate data follows:
GROWTH HOTEL INVESTORS II,
a California Limited Partnership
OCCUPANCY AND ROOM RATE SUMMARY
<TABLE>
<CAPTION>
Average Average
Occupancy Rate (%) Daily Room Rate ($)
---------------------------- ----------------------------
Nine Months Three Months Nine Months Three Months
Date Ended Ended Ended Ended
of September 30, September 30, September 30, September 30,
Name and Location Rooms Purchase 1995 1994 1995 1994 1995 1994 1995 1994
- ----------------- ----- -------- ---- ---- ---- ---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Growth Hotel Investors II:
Hampton Inn-Kansas City 122 12/87 84 83 88 90 54.83 51.42 57.37 54.17
Kansas City, Missouri
Hampton Inn-Eden Prairie 124 12/87 76 78 88 91 56.50 53.49 59.27 55.12
Eden Prairie, Minnesota
Hampton Inn-Dublin 123 04/88 74 74 80 81 53.92 48.23 54.27 49.10
Dublin, Ohio
Hampton Inn-North Dallas 160 07/88 79 81 78 80 62.13 56.91 61.91 56.73
Addison, Texas
Hampton Inn-St. Louis 124 07/89 74 78 83 87 58.01 56.64 59.97 58.14
St. Louis, Missouri
Hampton Inn-Colorado Springs 128 12/89 80 79 92 93 55.24 49.06 68.78 57.98
Colorado Springs, Colorado
Growth Hotel Investors
Combined Fund No. 1:
Hampton Inn-Memphis-I40 East 117 12/86 82 85 87 90 53.20 49.81 54.46 51.26
Memphis, Tennessee
</TABLE>
11 of 15
GROWTH HOTEL INVESTORS II - FORM 10-Q - SEPTEMBER 30, 1995
A California Limited Partnership
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations.
Properties (Continued)
<TABLE>
<CAPTION>
Average Average
Occupancy Rate (%) Daily Room Rate ($)
---------------------------- ----------------------------
Nine Months Three Months Nine Months Three Months
Date Ended Ended Ended Ended
of September 30, September 30, September 30, September 30,
Name and Location Rooms Purchase 1995 1994 1995 1994 1995 1994 1995 1994
- ----------------- ----- -------- ---- ---- ---- ---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Hampton Inn-Columbia-West 121 12/86 85 85 83 86 54.05 50.78 54.50 51.57
West Columbia, South Carolina
Hampton Inn-Spartanburg 112 12/86 72 72 76 78 47.27 42.70 48.80 43.04
Spartanburg, South Carolina
Hampton Inn-Little Rock-North 123 12/86 82 78 86 88 48.64 45.65 49.96 45.62
North Little Rock, Arkansas
Hampton Inn-Amarillo 116 12/86 78 80 89 93 51.14 48.20 55.55 52.35
Amarillo, Texas
Hampton Inn-Greenville 123 12/86 81 81 83 83 52.10 47.30 52.82 47.96
Greenville, South Carolina
Hampton Inn-Charleston-Airport 125 12/86 79 83 78 84 53.70 50.29 53.62 50.47
North Charleston, South Carolina
Hampton Inn-Memphis-Poplar 126 12/86 86 88 90 90 64.34 59.77 64.55 61.41
Memphis, Tennessee
Hampton Inn-Greensboro 121 12/86 89 89 90 92 57.54 50.76 57.45 50.67
Greensboro, North Carolina
Hampton Inn-Birmingham 123 12/86 84 85 85 86 58.42 54.95 59.81 55.89
Birmingham, Alabama
Hampton Inn-Atlanta-Roswell 129 03/87 84 83 84 87 58.43 54.18 60.33 54.80
Roswell, Georgia
Hampton Inn-Chapel Hill 122 03/87 88 82 94 86 55.90 50.14 57.01 51.82
Chapel Hill, North Carolina
Hampton Inn-Dallas- Richardson 130 03/87 78 77 77 76 50.39 46.74 50.52 46.76
Richardson, Texas
Hampton Inn-Nashville-Briley Parkway 120 03/87 90 89 95 96 61.98 56.77 63.38 58.91
Nashville, Tennessee
Hampton Inn-San Antonio-Northwest 123 06/87 67 76 72 78 58.85 58.53 59.97 62.04
San Antonio, Texas
Hampton Inn-Madison Heights 126 12/87 73 73 81 81 53.56 51.27 54.03 51.15
Madison Heights, Michigan
Hampton Inn-Mountain Brook 131 12/87 79 82 87 83 57.95 54.98 59.50 55.05
Birmingham, Alabama
Hampton Inn-Northlake 130 09/88 82 78 87 85 54.39 52.48 55.53 52.56
Atlanta, Georgia
</TABLE>
12 of 15
GROWTH HOTEL INVESTORS II - FORM 10-Q - SEPTEMBER 30, 1995
A California Limited Partnership
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
2. NPI, Inc. Stock Purchase Agreement dated as of August 17, 1995
incorporated by reference to Exhibit 2 to Registrant's Current
Report on Form 8-K filed with the Securities and Exchange
Commission on August 24, 1995.
(b) Report on Form 8-K
On August 24, 1995, Registrant filed a Current Report on Form 8-K
with the Securities and Exchange Commission with respect to the
sale of the stock of NPI, Inc. (Item 1, Change in Control).
13 of 15
GROWTH HOTEL INVESTORS II - FORM 10-Q - SEPTEMBER 30, 1995
A California Limited Partnership
SIGNATURE
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.
GROWTH HOTEL INVESTORS II,
A California Limited Partnership
By: MONTGOMERY REALTY COMPANY - 85,
its General Partner
By: FOX REALTY INVESTORS,
its General Partner
By: NPI Equity Investments II, Inc.,
Managing Partner
/S/ ARTHUR N. QUELER
Secretary/Treasurer and Director
(Principal Financial Officer)
14 of 15
GROWTH HOTEL INVESTORS II - FORM 10-Q - SEPTEMBER 30, 1995
A California Limited Partnership
EXHIBIT INDEX
Exhibit Page No.
2. NPI, Inc. Stock Purchase Agreement *
dated August 17, 1995
* Incorporated by reference to Exhibit 2 to Registrant's Current Report on
Form 8-K filed with the Securities and Exchange Commission on August 24, 1995.
15 of 15
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
The schedule contains summary financial information extracted from Growth Hotel
Investors II and is qualified in its entirety by reference to such financial
statements.
</LEGEND>
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> SEP-30-1995
<CASH> 13,118,000 <F1>
<SECURITIES> 0
<RECEIVABLES> 1,428,000 <F2>
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 121,408,000
<DEPRECIATION> (36,723,000)
<TOTAL-ASSETS> 101,298,000
<CURRENT-LIABILITIES> 0
<BONDS> 56,236,000
<COMMON> 0
0
0
<OTHER-SE> 38,070,000
<TOTAL-LIABILITY-AND-EQUITY> 101,298,000
<SALES> 0
<TOTAL-REVENUES> 38,408,000
<CGS> 0
<TOTAL-COSTS> 27,147,000
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 4,125,000
<INCOME-PRETAX> 4,995,000
<INCOME-TAX> 0
<INCOME-CONTINUING> 4,995,000
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 4,995,000
<EPS-PRIMARY> 82.99
<EPS-DILUTED> 82.99
<FN>
<F1> Cash includes restricted cash of $866,000.
<F2> Receivables include other assets of $413,000.
</FN>
</TABLE>