<PAGE>
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2000
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 1-13486
John Q. Hammons Hotels, Inc.
(Exact name of registrant as specified in its charter)
<TABLE>
<S> <C>
Delaware 43-1695093
(State or other jurisdiction of incorporation (IRS Employer
or organization) Identification No.)
</TABLE>
300 John Q. Hammons Parkway
Suite 900
Springfield, MO 65806
(Address of principal executive offices)
(Zip Code)
(417) 864-4300
(Registrant's telephone number, including area code)
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 _______
-------
Number of shares of Registrant's Class A Common Stock outstanding as of May 10,
2000: 5,187,620
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
JOHN Q. HAMMONS HOTELS, INC.
AND COMPANIES
CONSOLIDATED BALANCE SHEETS
(000's omitted)
ASSETS
<TABLE>
<CAPTION>
March 31, 2000 December 31, 1999
----------------- ---------------------
(Unaudited) (Audited)
<S> <C> <C>
CURRENT ASSETS:
CASH AND EQUIVALENTS $ 39,781 $ 49,727
MARKETABLE SECURITIES 5,081 4,982
RECEIVABLES
Trade, less allowance for doubtful accounts of $226 14,526 11,677
Construction reimbursements and other 3,116 2,370
Management fees 77 63
INVENTORIES 1,366 1,349
PREPAID EXPENSES AND OTHER 1,280 1,699
---------- ----------
Total current assets 65,227 71,867
PROPERTY AND EQUIPMENT, at cost
Land and improvements 54,468 55,818
Buildings and improvements 736,179 683,462
Furniture, fixture and equipment 284,599 270,146
Construction in progress 5,229 53,462
---------- ----------
1,080,475 1,062,888
Less-accumulated depreciation and amortization (239,565) (227,411)
---------- ----------
840,910 835,477
DEFERRED FINANCING COSTS, FRANCHISE FEES AND OTHER, net 26,562 26,968
---------- ----------
TOTAL ASSETS $ 932,699 $ 934,312
========== ==========
</TABLE>
See Notes to Consolidated Financial Statements
2
<PAGE>
JOHN Q. HAMMONS HOTELS, INC.
AND COMPANIES
CONSOLIDATED BALANCE SHEETS
(000's omitted, except share data)
LIABILITIES AND EQUITY
<TABLE>
<CAPTION>
March 31, 2000 December 31, 1999
-------------- -----------------
(Unaudited) (Audited)
<S> <C> <C>
CURRENT LIABILITIES
Current portion of long-term debt $ 23,355 $ 16,569
Accounts payable 4,776 11,877
Accrued expenses
Payroll and related benefits 5,245 7,720
Sales and property taxes 11,810 10,368
Insurance 7,333 7,576
Interest 8,295 12,873
Utilities, franchise fees and other 7,282 6,546
-------- --------
Total current liabilities 68,096 73,529
Long-term debt 825,366 812,274
Other obligations and deferred revenue 3,216 9,403
-------- --------
Total liabilities 896,678 895,206
-------- --------
COMMITMENTS AND CONTINGENCIES
MINORITY INTEREST OF HOLDERS OF LIMITED PARTNER UNITS 23,407 25,251
STOCKHOLDERS' EQUITY:
Preferred stock, $.01 par value, 2,000,000 shares authorized, none
outstanding - -
Class A common stock, $.01 par value, 40,000,000 shares authorized at
March 31, 2000 and December 31, 1999, and 6,042,000 shares issued at
March 31, 2000 and December 31, 1999, and 5,187,620 and 5,308,120
outstanding at March 31, 2000 and December 31, 1999, respectively 60 60
Class B common stock, $.01 par value, 1,000,000 shares authorized,
294,100 shares issued and outstanding 3 3
Paid-in capital 96,373 96,373
Retained deficit, net (80,342) (79,584)
Treasury Stock, at cost; 854,380 shares and 733,880 shares, at March 31,
2000 and December 31, 1999, respectively (3,480) (2,997)
-------- --------
TOTAL STOCKHOLDERS' EQUITY 12,614 13,855
-------- --------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $932,699 $934,312
======== ========
</TABLE>
See Notes to Consolidated Financial Statements
3
<PAGE>
JOHN Q. HAMMONS HOTELS, INC.
AND COMPANIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(000's omitted, except share data)
<TABLE>
<CAPTION>
Three Months Ended
------------------------------
March 31, 2000 April 2, 1999
-------------- -------------
<S> <C> <C>
(Unaudited)
REVENUES:
Rooms $ 63,273 $ 54,255
Food and beverage 28,620 23,305
Meeting room rental and other 7,559 6,035
---------- ----------
Total revenues 99,452 83,595
OPERATING EXPENSES:
Direct operating costs and expenses
Rooms 16,117 13,757
Food and beverage 19,125 16,314
Other 892 864
General, administrative, sales and management service expenses 31,018 24,738
Repairs and maintenance 4,061 3,533
Depreciation and amortization 12,826 10,695
---------- ----------
Total operating expenses 84,039 69,901
---------- ----------
INCOME FROM OPERATIONS 15,413 13,694
OTHER INCOME (EXPENSE)
Interest income 381 842
Interest expense and amortization of deferred financing fees (18,366) (15,801)
---------- ----------
LOSS BEFORE MINORITY INTEREST, PROVISION FOR INCOME TAXES,
EXTRAORDINARY ITEM AND CUMULATIVE EFFECT OF CHANGE IN
ACCOUNTING PRINCIPLE (2,572) (1,265)
Minority interest in losses of partnership 1,844 907
---------- ----------
LOSS BEFORE PROVISION FOR INCOME TAXES, EXTRAORDINARY ITEM AND
CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE (728) (358)
Provision for income taxes (30) (30)
---------- ----------
LOSS BEFORE EXTRAORDINARY ITEM AND CUMULATIVE EFFECT OF CHANGE IN
ACCOUNTING PRINCIPLE (758) (388)
Extraordinary item: cost of extinguishment of debt, net of
applicable tax benefit - (35)
---------- ----------
LOSS BEFORE CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE (758) (423)
Cumulative effect of change in accounting principle,
net of applicable tax benefit - (515)
---------- ----------
NET LOSS $ (758) $ (938)
========== ==========
BASIC AND DILUTED LOSS PER SHARE (UNAUDITED)
Loss before extraordinary item and cumulative effect of change
in accounting principle $ (0.14) $ (0.06)
Extraordinary item - (0.01)
Cumulative effect of change in accounting principle - (0.08)
---------- ----------
Per share loss allocable to the Company $ (0.14) $ (0.15)
========== ==========
WEIGHTED AVERAGE SHARES OUTSTANDING 5,525,760 6,288,747
========== ==========
</TABLE>
See Notes to Consolidated Financial Statements
4
<PAGE>
JOHN Q. HAMMONS HOTELS, INC.
AND COMPANIES
CONSOLIDATED STATEMENTS OF CHANGES IN MINORITY INTEREST
AND STOCKHOLDERS' EQUITY
(000's omitted)
<TABLE>
<CAPTION>
STOCKHOLDERS' EQUITY
-----------------------------------------------------------------------
Class A Class B Company
Minority Common Common Paid-In Retained Treasury
Interest Stock Stock Capital Deficit Stock Total
--------- ------- ------- -------- ---------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C>
BALANCE, December 31, 1999 (audited) $25,251 $60 $3 $96,373 $(79,584) $(2,997) $13,855
Net loss allocable to the Company -- -- -- -- (758) -- (758)
Minority interest in losses of partnership (1,844) -- -- -- -- -- --
Treasury stock purchased -- -- -- -- -- (483) (483)
------- --- -- ------- -------- ------- -------
BALANCE, March 31, 2000 (unaudited) $23,407 $60 $3 $96,373 $(80,342) $(3,480) $12,614
======= === == ======= ======== ======= =======
</TABLE>
See Notes to Consolidated Financial Statements
5
<PAGE>
JOHN Q. HAMMONS HOTELS, INC.
AND COMPANIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(000's omitted)
<TABLE>
<CAPTION>
Three Months Ended
-------------------------------
March 31, 2000 April 2, 1999
-------------- -------------
(unaudited) (unaudited)
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (758) $ (938)
Adjustments to reconcile net loss to cash used in operating activities-
Minority interest in losses of partnership (1,844) (907)
Depreciation, amortization and loan cost amortization 13,389 11,287
Extraordinary item - 35
Cumulative effect of change in accounting principle - 515
Changes in certain assets and liabilities
Receivables (3,609) (88)
Inventories (17) 26
Prepaid expenses and other 419 77
Accounts payable (7,101) (8,972)
Accrued expenses (5,118) (7,983)
Other obligations and deferred revenue (6,187) (2,950)
-------- --------
Net cash used in operating activities (10,826) (9,898)
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to property and equipment (18,208) (25,139)
Franchise fees and other (208) (1,874)
Purchase of marketable securities, net (99) (1,586)
-------- --------
Net cash used in investing activities (18,515) (28,599)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from borrowings 21,480 40,146
Repayments of debt (1,602) (13,551)
Distributions - (2,936)
Purchase of treasury stock (483) (542)
-------- --------
Net cash provided by financing activities 19,395 23,117
-------- --------
Decrease in cash and equivalents (9,946) (15,380)
CASH AND EQUIVALENTS, beginning of period 49,727 46,233
-------- --------
CASH AND EQUIVALENTS, end of period $ 39,781 $ 30,853
======== ========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
CASH PAID FOR INTEREST, net of amounts capitalized $ 22,591 $ 24,056
======== ========
</TABLE>
See Notes to Consolidated Financial Statements
6
<PAGE>
JOHN Q. HAMMONS HOTELS, INC. AND COMPANIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
1. ENTITY MATTERS
The accompanying consolidated financial statements include the accounts of John
Q. Hammons Hotels, Inc. and John Q. Hammons Hotels, L.P. and subsidiaries.
(Collectively the Company or, as the context may require, John Q. Hammons
Hotels, Inc. only).
The Company was formed in September 1994 and had no operations or assets prior
to its initial public offering of Class A common stock in November 1994.
Immediately prior to the initial public offering, Mr. John Q. Hammons (JQH)
contributed approximately $5 million in cash to the Company in exchange for
294,100 shares of Class B common stock (which represents approximately 72% of
the voting control of the Company). The Company contributed the approximate $96
million of net proceeds from the Class A and Class B common stock offerings to
John Q. Hammons Hotels, L.P. (the "Partnership") in exchange for a 28.31%
general partnership interest.
All significant balances and transactions between the entities and properties
have been eliminated.
2. GENERAL
The accompanying unaudited interim financial statements have been prepared
pursuant to the rules and regulations of the Securities and Exchange Commission
for reporting on Form 10-Q. Accordingly, certain information and footnotes
required by generally accepted accounting principles (GAAP) for complete
financial statements have been omitted. These interim statements should be read
in conjunction with the financial statements and notes thereto included in the
Company's Form 10-K for the fiscal year ended December 31, 1999 which included
financial statements for the fiscal years ended December 31, 1999, January 1,
1999 and January 2, 1998.
The information contained herein reflects all normal and recurring adjustments
which, in the opinion of management, are necessary for a fair presentation of
the results of operations and financial position for the interim periods.
The Company considers all operating cash accounts and money market investments
with an original maturity of three months or less to be cash equivalents.
Marketable securities consist of available-for-sale commercial paper and
governmental agency obligations which mature or will be available for use in
operations in 2000. These securities are valued at current market value, which
approximates cost.
The provision for income taxes was determined using an effective income tax rate
of approximately 5%, to provide for estimated state, local and franchise taxes.
7
<PAGE>
3. LOSS PER SHARE
In 1997, the Company adopted Statement of Financial Accounting Standards No. 128
"Earnings per Share" (SFAS 128). In accordance with SFAS 128, basic earnings
per share are computed by dividing net income by the weighted average number of
common shares outstanding during the year. Diluted earnings per share are
computed similar to basic except the denominator is increased to include the
number of additional common shares that would have been outstanding if dilutive
potential common shares had been issued.
Since there are no dilutive securities, basic and diluted loss per share are
identical, thus a reconciliation of the numerator and denominator is not
necessary.
During 1999, the Company purchased 744,200 shares for approximately $3.0
million. During the 2000 period, the Company purchased 120,500 shares for
approximately $0.5 million. The Board of Directors has authorized total
purchases of treasury shares in 2000 of $3.0 million.
Basic and diluted loss per share before extraordinary item and cumulative effect
of change in accounting principle was $0.14 for the three months ended March 31,
2000 and $0.06 for the three months ended April 2, 1999. The basic and diluted
loss per share impact of the extraordinary item and the cumulative effect of the
change in accounting principle was $0.09 for the 1999 period. Basic and diluted
loss per share was $0.14 for the 2000 period and $0.15 for the 1999 period.
4. NEW ACCOUNTING PRONOUNCEMENTS
In April 1998, the American Institute of Certified Public Accountants released
Statement of Position 98-5, "Reporting on the Costs of Start-Up Activities" (SOP
98-5), which requires costs of start-up activities, including preopening
expenses, to be expensed as incurred. The Company's past practice was to defer
these expenses until a hotel commenced operations, at which time the costs,
other than advertising costs that are expensed upon opening, were amortized over
a one-year period. The Company adopted the provisions of this statement in the
first quarter of fiscal 1999 and, as a result, cumulative unamortized preopening
costs of $0.5 million were charged to expense, net of $1.3 million of minority
interest.
In June 1998, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 133, "Accounting for Derivative Instruments
and Hedging Activities" ("SFAS No. 133"). SFAS No. 133 establishes accounting
and reporting standards requiring that every derivative instrument (including
certain derivative instruments embedded in other contracts) be recorded in the
balance sheet as either an asset or liability measured at its fair value. This
statement requires that changes in the derivative's fair value be recognized
currently in earnings, unless specific hedge accounting criteria are met. In
June 1999, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 137, "Accounting for Derivative Instruments
and Hedging Activities - Deferral of the Effective Date of FASB Statement No.
133" ("SFAS 137"). SFAS 137 amends SFAS 133's effective date. SFAS 137 states
the statement is effective for all fiscal quarters of all fiscal years beginning
after June 15, 2000. Upon adoption of this statement, the Company
8
<PAGE>
anticipates no impact on its reported consolidated financial position, results
of operations, cash flows or related disclosures.
5. PROPERTY DISPOSITION
On June 16, 1999, the Company sold the Holiday Inn Express Hotel and Conference
Center in Joliet, Illinois to an unrelated party for $6.5 million, resulting in
a gain of approximately $2.4 million. This hotel served as collateral under the
1994 first mortgage notes. Under the terms of this indenture the Company must
provide replacement collateral of equivalent value or apply the proceeds from
the sale to amounts outstanding. The Company provided replacement collateral in
accordance with the indenture provisions.
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
General. For purposes of this discussion, the Company classifies new hotels
(New Hotels) as those hotels opened during the current year and the prior year,
and defines all other hotels as mature hotels (Mature Hotels).
The Company announced on September 11, 1998, that it was ceasing new development
activity, except for the hotels then under construction. The Company opened the
last two hotels under construction in the first quarter of 2000, and currently
has no hotels under construction. The following table sets forth information as
to the hotels opened in 2000:
<TABLE>
<CAPTION>
Number of
Location Franchise/Name Rooms/Suites Description Completion Date
-------- -------------- ------------ ----------- ---------------
<S> <C> <C> <C> <C>
Oklahoma City, OK Renaissance 311 Atrium, Opened January 28,
Convention Center 2000
Charleston, SC Embassy Suites 255 Atrium, Opened February 18,
Convention Center 2000
</TABLE>
Although the Company is not developing new hotels, Mr. John Q. Hammons is
personally developing several new projects which the Company plans to manage,
including a Renaissance Hotel in Richardson, Texas; an Embassy Suites Hotel in
Franklin, Tennessee; and an Embassy Suites Hotel in Lincoln, Nebraska (that
opened May 1, 2000). Another managed hotel, the Marriott Courtyard in
Springfield, Missouri, opened on April 10, 2000.
The Company's past development activity limits its ability to grow per share
income in the near term. Fixed charges for New Hotels (such as depreciation and
amortization expense and interest expense) exceed New Hotel operating cash flow
in the first one to three years of operations. As New Hotels mature, the
Company believes, based on past experience, that the operating expenses for
these hotels will decrease as a percentage of revenues, although there can be no
assurance that this will occur.
9
<PAGE>
Results of Operations. The following discussion and analysis addresses results
of operations for the three month periods ended March 31, 2000 (the "2000
Quarter") and April 2, 1999 (the "1999 Quarter").
For the 2000 Quarter, the Company's total earnings before interest expense,
taxes, depreciation and amortization (EBITDA) were $28.2 million, a 15.6%
increase over the 1999 Quarter EBITDA of $24.4 million. As a percentage of
total revenues, EBITDA decreased to 28.4% in the 2000 Quarter from 29.1% in the
1999 Quarter, in part because of more favorable insurance experience in the 1999
Quarter of $0.8 million, compared to the 2000 Quarter. The Mature Hotels'
EBITDA was $24.6 million in the 2000 Quarter, up 22.4% from $20.1 million in the
1999 Quarter. As a percentage of total revenues, EBITDA related to the Mature
Hotels increased to 28.6% in the 2000 Quarter from 27.3% in the 1999 Quarter.
The New Hotels' EBITDA for the 2000 Quarter was $1.3 million compared to $2.3
million in the 1999 Quarter. In the 2000 Quarter, the Company had six New
Hotels, compared to four New Hotels in the 1999 Quarter. The 2000 Quarter
results include $0.5 million in preopening expenses related to two hotels then
under construction and the 1999 Quarter results include $0.8 million in
preopening expenses related to six hotels then under construction.
Total revenues for the 2000 Quarter were $99.5 million, an increase of $15.9
million, or 19.0%, compared to the 1999 Quarter, primarily as a result of the
continued growth of the Mature Hotels and the hotels opened during 1999. The
Company's Mature Hotels generated total revenues of $86.2 million in the 2000
Quarter, an increase of $12.6 million, or 17.1%, compared to the 1999 Quarter.
The Company's six New Hotels generated total revenues of $12.8 million during
the 2000 Quarter compared to $9.6 million from the four New Hotels in the 1999
Quarter.
Rooms revenues increased $9.0 million, or 16.6%, from the 1999 Quarter, but as a
percentage of total revenues fell to 63.9% from 64.9%. The dollar increase was
primarily due to increased rooms revenues from the Mature Hotels, from an
increase in the Company's average room rate to $98.35, a 3.5% increase compared
to the 1999 Quarter average room rate of $95.02, and a 1.0 percentage point
increase in the Company's occupancy for the 2000 Quarter to 62.0%. In
comparison, the average room rate for the hotel industry was $85.16 in the 2000
Quarter, up 3.6% from the 1999 Quarter. Occupancy for the hotel industry was
59.1% down 0.1 percentage point from the 1999 Quarter. The Company's Revenue
Per Available Room (RevPAR) was $60.96 in the 2000 Quarter, up 5.2% from $57.94
in the 1999 Quarter. RevPAR for the hotel industry was $50.33, up 3.4% from the
1999 Quarter.
Food and beverage revenues increased $5.3 million, or 22.8%, compared to the
1999 Quarter, and increased as a percentage of total revenues, to 28.9%, from
27.9%.
Meeting room rental and other revenues increased $1.5 million, or 25.3%, from
the 1999 Quarter as the result of increased use of convention facilities, and
increased as a percentage of revenues, to 7.6% from 7.2%.
Rooms operating expenses increased $2.4 million, or 17.2%, compared to the 1999
Quarter, and remained stable as a percentage of rooms revenues at 25.4%.
10
<PAGE>
Food and beverage operating expenses increased $2.8 million, or 17.2%, compared
to the 1999 Quarter, but decreased as a percentage of food and beverage
revenues, to 66.8% from 70.0%. The dollar increase was attributable to expenses
associated with increased food and beverage sales.
Other operating expenses remained relatively stable compared to the 1999 Quarter
and decreased as a percentage of meeting room rental and other revenues, to
11.8% from 14.3% in the same period of the prior year.
General, administrative and sales expenses increased $6.3 million, or 25.4%,
over the 1999 Quarter, and increased as a percentage of revenues to 31.2% from
29.6%. The increase was primarily attributable to expenses associated with the
four New Hotels opened in 1999 and the two New Hotels opened in 2000.
Repairs and maintenance expenses increased $0.5 million, or 14.9%, compared to
the 1999 Quarter and decreased slightly as a percentage of revenues to 4.1% from
4.2% in the 1999 Quarter.
Depreciation and amortization expenses increased $2.1 million, or 19.9%,
compared to the 1999 Quarter, and increased slightly as a percentage of revenues
to 12.9% from 12.8%. The increase is primarily attributable to the four New
Hotels opened in 1999 and the two New Hotels opened in 2000.
Income from operations increased $1.7 million, or 12.6%, compared to the 1999
Quarter, but decreased as a percentage of revenues, to 15.5% from 16.4% in the
1999 Quarter.
Interest income decreased by $0.5 million from the 1999 Quarter, to $0.4 million
as the Company reinvested cash from the sale of hotels in 1998 and 1999 into new
collateral.
Interest expense and amortization of deferred financing fees increased $2.6
million, or 16.2%, from the 1999 Quarter, and decreased slightly as a percentage
of total revenues to 18.5% from 18.9%. The dollar increase related to interest
expense for the New Hotels.
Loss before minority interest, provision for income taxes, extraordinary item
and cumulative effect of change in accounting principle was $2.6 million in the
2000 Quarter, compared to $1.3 million in the 1999 Quarter. The increased loss
was primarily attributable to increases in depreciation and interest expense.
Basic and diluted loss per share in the 2000 Quarter was $0.14, compared to
$0.15 in the 1999 Quarter, which included an extraordinary charge of $0.01, and
the $0.08 per share effect of the cumulative effect of change in accounting
principle.
Liquidity and Capital Resources
In general, the Company has financed its operations through internal cash flow,
loans from financial institutions, the issuance of public debt and equity and
the issuance of industrial revenue bonds. The Company's principal uses of cash
are to pay operating expenses, to service
11
<PAGE>
debt, to fund capital expenditures and to make permitted partnership
distributions to fund some of the taxes allocable to the partners.
At March 31, 2000, the Company had $39.8 million of cash and equivalents and
$5.1 million of marketable securities, compared to $49.7 million and $5.0
million, respectively, at the end of 1999. The cash and equivalents are
available for working capital requirements of the Company.
Net cash used in operating activities was $10.8 million for the 2000 Quarter
compared to $9.9 million for the 1999 Quarter. The Company used more cash in
the 2000 Quarter as receivables increased and other obligations decreased from
the end of the year.
At March 31, 2000, total debt was $848.7 million compared with $828.8 million at
the end of 1999. The increase is attributable to completion of new hotel
development. The current portion of long-term debt was $23.4 million, compared
with $16.6 million at the end of 1999. The Company incurred net capital
expenditures of approximately $18.2 million during the 2000 Quarter and $25.1
million during the 1999 Quarter. Of the $18.2 million incurred during the 2000
Quarter, approximately $2.2 million was for capital expenditures on existing
hotels, and approximately $16.0 million was for new hotel development, while in
the 1999 Quarter, approximately $1.6 million was for capital improvements on
existing hotel properties and approximately $23.5 million was for development of
new hotels. During the remainder of 2000, the Company expects capital
expenditures to total approximately $20.2 million, including $16.8 million for
capital improvements on existing hotels and approximately $3.4 million for
amounts to be incurred for the two hotels opened in the first quarter of 2000.
At the end of the 2000 Quarter, the Company had no hotels under construction,
while at the end of the 1999 Quarter, the Company had six hotels under
construction. Based upon current plans relating to capital expenditures, the
Company anticipates that its capital resources will be adequate to satisfy its
2000 capital requirements for the currently planned projects and normal
recurring capital improvement.
NOTE: In addition to historical information, this document contains certain
forward-looking statements within the meaning of the Private Securities
Litigation Act of 1995. These statements typically, but not exclusively, are
identified by the inclusion of phrases such as "the Company believes," "the
Company plans," "the Company intends," and other phrases of similar meaning.
These forward-looking statements involve risks and uncertainties and are based
on current expectations. Consequently, actual results could differ materially
from the expectations expressed in the forward-looking statements. Among the
various factors that could cause actual results to differ include a downturn in
the economy (either regionally or nationwide) affecting overall hotel occupancy
rates, or revenues at New Hotels not reaching expected levels as quickly as
planned as the result of competitive factors.
Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK.
The Company is exposed to changes in interest rates primarily as a result of its
investing and financing activities. Investing activity includes operating cash
accounts and investments, with
12
<PAGE>
an original maturity of three months or less, and certain balances of various
money market and common bank accounts. The financing activities of the Company
are comprised of long-term fixed and variable rate debt obligations utilized to
fund business operations and maintain liquidity. The following table presents
the principal cash repayments and related weighted average interest rates by
maturity date for the Company's long-term fixed and variable rate debt
obligations as of March 31, 2000.
Expected Maturity Date
(in millions)
<TABLE>
Fair
There- Value
2000(d) 2001 2002 2003 2004 After Total (e)
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Long-Term Debt (a)
$300 Million 1st Mortgage Notes $ - $ - $ - $ - $ 300 $ - $300 $313
Average interest rate (b) 8.9% 8.9% 8.9% 8.9% 8.9% 8.9% 8.9%
$90 Million 1st Mortgage Notes $ - $ - $ - $ - $ - $ 90 $ 90 $ 94
Average interest rate (b) 9.8% 9.8% 9.8% 9.8% 9.8% 9.8% 9.8%
Other fixed-rate debt obligations $ 6 $ 14 $ 31 $ 38 $ 6 $224 $319 $319
Average interest rate (b) 8.4% 8.2% 8.7% 8.8% 8.5% 8.6% 8.6%
Other variable-rate debt obligations $ 17 $ 33 $ 1 $ 16 $ 29 $ 44 $140 $140
Average interest rate (c) 8.8% 8.8% 8.8% 8.8% 8.8% 8.8% 8.8%
</TABLE>
(a) Includes amounts reflected as long-term debt due within one year
(b) For the long-term fixed rate debt obligations, the weighted average
interest rate is based on the stated rate of the debt that is maturing
in the year reported. The weighted average interest rate excludes the
effect of the amortization of deferred financing costs.
(c) For the long-term variable rate debt obligations, the weighted average
interest rate assumes no changes in interest rates and is based on the
variable rate of the debt, as of March 31, 2000, that is maturing in
the year reported. The weighted average interest rate excludes the
effect of the amortization of deferred financing costs.
(d) The 2000 balances include actual and projected principal payments and
weighted average interest rates for the year.
(e) The fair values of long-term debt obligations approximate their
respective historical carrying amounts except with respect to the $300
million 1st Mortgage Notes and the $90 million 1st Mortgage Notes.
The fair value of the first mortgage note issues is estimated by
obtaining quotes from brokers.
PART II. OTHER INFORMATION AND SIGNATURES
Item 1. Legal Proceedings
Not Applicable
Item 2. Changes in Securities and Use of Proceeds
Not Applicable
13
<PAGE>
Item 3. Defaults Upon Senior Securities
Not Applicable
Item 4. Submission of Matters to a Vote of Securities Holders.
Not Applicable
Item 5. Other Information
Not Applicable
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
See Exhibit Index incorporated by reference.
(b) Reports on Form 8-K
No reports on Form 8-K have been filed during the quarter for which this
report is filed.
14
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereto duly authorized.
JOHN Q. HAMMONS HOTELS, INC.
By: /s/ John Q. Hammons
--------------------------
John Q. Hammons
Chairman, Founder, and
Chief Executive Officer
By: /s/ Kenneth J. Weber
--------------------------
Kenneth J. Weber
Chief Financial Officer and
Executive Vice President
(Principal Financial Officer)
Dated: May 12, 2000
15
<PAGE>
EXHIBIT INDEX
Exhibit No. Exhibit
- ------------ -------
27 Financial Data Schedule
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-29-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 39,781
<SECURITIES> 5,081
<RECEIVABLES> 17,719
<ALLOWANCES> 226
<INVENTORY> 1,366
<CURRENT-ASSETS> 65,227
<PP&E> 1,080,475
<DEPRECIATION> 239,565
<TOTAL-ASSETS> 932,699
<CURRENT-LIABILITIES> 68,096
<BONDS> 825,366
0
0
<COMMON> 63
<OTHER-SE> 12,551
<TOTAL-LIABILITY-AND-EQUITY> 932,699
<SALES> 0
<TOTAL-REVENUES> 99,452
<CGS> 0
<TOTAL-COSTS> 36,134
<OTHER-EXPENSES> 47,905
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 17,985
<INCOME-PRETAX> (728)
<INCOME-TAX> (30)
<INCOME-CONTINUING> (758)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (758)
<EPS-BASIC> (0.14)
<EPS-DILUTED> (0.14)
</TABLE>
