Condensed Consolidating Financial Statements | 6 Months Ended |
Jun. 30, 2014 |
Condensed Consolidating Financial Statements [Abstract] | ' |
Condensed Consolidating Financial Statements | ' |
Condensed Consolidating Financial Statements |
The Company’s 2010 and 2012 Senior Notes are guaranteed jointly, severally, fully and unconditionally, subject to certain customary limitations, by certain of the Company’s domestic subsidiaries. There are no legal or regulatory restrictions on the payment of dividends to Choice Hotels International, Inc. from subsidiaries that do not guarantee the Senior Notes. As a result of the guarantee arrangements, the following condensed consolidating financial statements are presented. Investments in subsidiaries are accounted for under the equity method of accounting. |
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The condensed consolidating financial statements have been restated for the three and six months ended June 30, 2013 and the consolidated balance sheet as of December 31, 2013 has been revised from previously issued interim and annual financial statements to reflect the correction of an error discussed in Note 1 under the heading "Revision to Prior Annual Financial Statements and Restatement of Prior Interim Financial Statements" and other immaterial errors. In addition, the condensed consolidating statements of income for the three and six months ended June 30, 2013 have been reclassifed to account for discontinued operations as discussed in Note 17, "Discontinued Operations". |
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Choice Hotels International, Inc. |
Condensed Consolidating Statement of Income |
For the Three Months Ended June 30, 2014 |
(Unaudited, in thousands) |
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| Parent | | Guarantor | | Non-Guarantor | | Eliminations | | Consolidated | |
Subsidiaries | Subsidiaries | |
REVENUES: | | | | | | | | | | |
Royalty fees | $ | 71,090 | | | $ | 36,759 | | | $ | 12,360 | | | $ | (42,539 | ) | | $ | 77,670 | | |
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Initial franchise and relicensing fees | 4,435 | | | — | | | 287 | | | — | | | 4,722 | | |
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Procurement services | 7,842 | | | — | | | 178 | | | — | | | 8,020 | | |
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Marketing and reservation | 92,289 | | | 94,301 | | | 5,034 | | | (87,858 | ) | | 103,766 | | |
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Other | 3,342 | | | 1 | | | 143 | | | — | | | 3,486 | | |
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Total revenues | 178,998 | | | 131,061 | | | 18,002 | | | (130,397 | ) | | 197,664 | | |
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OPERATING EXPENSES: | | | | | | | | | | |
Selling, general and administrative | 37,137 | | | 33,503 | | | 3,312 | | | (42,539 | ) | | 31,413 | | |
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Marketing and reservation | 96,232 | | | 90,658 | | | 4,734 | | | (87,858 | ) | | 103,766 | | |
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Depreciation and amortization | 756 | | | 1,416 | | | 160 | | | — | | | 2,332 | | |
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Total operating expenses | 134,125 | | | 125,577 | | | 8,206 | | | (130,397 | ) | | 137,511 | | |
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Operating income | 44,873 | | | 5,484 | | | 9,796 | | | — | | | 60,153 | | |
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OTHER INCOME AND EXPENSES, NET: | | | | | | | | | | |
Interest expense | 10,703 | | | 1 | | | 6 | | | — | | | 10,710 | | |
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Equity in earnings of consolidated subsidiaries | (13,188 | ) | | (11 | ) | | — | | | 13,199 | | | — | | |
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Other items, net | (297 | ) | | (450 | ) | | (44 | ) | | — | | | (791 | ) | |
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Total other income and expenses, net | (2,782 | ) | | (460 | ) | | (38 | ) | | 13,199 | | | 9,919 | | |
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Income from continuing operations before income taxes | 47,655 | | | 5,944 | | | 9,834 | | | (13,199 | ) | | 50,234 | | |
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Income taxes | 12,255 | | | 2,380 | | | 320 | | | — | | | 14,955 | | |
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Income from continuing operations, net of income taxes | 35,400 | | | 3,564 | | | 9,514 | | | (13,199 | ) | | 35,279 | | |
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Income from discontinued operations, net of income taxes | — | | | 121 | | | — | | | — | | | 121 | | |
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Net income | $ | 35,400 | | | $ | 3,685 | | | $ | 9,514 | | | $ | (13,199 | ) | | $ | 35,400 | | |
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Choice Hotels International, Inc. |
Condensed Consolidating Statement of Income |
For the Three Months Ended June 30, 2013 (Restated) |
(Unaudited, in thousands) |
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| | Parent (Restated) | | Guarantor | | Non-Guarantor | | Eliminations (Restated) | | Consolidated (Restated) |
Subsidiaries (Restated) | Subsidiaries (Restated) |
REVENUES: | | | | | | | | | | |
Royalty fees | | $ | 66,228 | | | $ | 35,111 | | | $ | 11,191 | | | $ | (39,892 | ) | | $ | 72,638 | |
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Initial franchise and relicensing fees | | 4,087 | | | — | | | 329 | | | — | | | 4,416 | |
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Procurement services | | 7,384 | | | — | | | 162 | | | — | | | 7,546 | |
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Marketing and reservation | | 92,381 | | | 94,569 | | | 5,037 | | | (87,915 | ) | | 104,072 | |
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Other | | 2,015 | | | — | | | 243 | | | — | | | 2,258 | |
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Total revenues | | 172,095 | | | 129,680 | | | 16,962 | | | (127,807 | ) | | 190,930 | |
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OPERATING EXPENSES: | | | | | | | | | | |
Selling, general and administrative | | 35,121 | | | 31,394 | | | 3,108 | | | (39,892 | ) | | 29,731 | |
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Marketing and reservation | | 96,364 | | | 91,251 | | | 4,372 | | | (87,915 | ) | | 104,072 | |
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Depreciation and amortization | | 759 | | | 1,426 | | | 203 | | | — | | | 2,388 | |
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Total operating expenses | | 132,244 | | | 124,071 | | | 7,683 | | | (127,807 | ) | | 136,191 | |
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Operating income | | 39,851 | | | 5,609 | | | 9,279 | | | — | | | 54,739 | |
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OTHER INCOME AND EXPENSES, NET: | | | | | | | | | | |
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Interest expense | | 10,783 | | | 17 | | | 7 | | | — | | | 10,807 | |
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Equity in earnings of consolidated subsidiaries | | (13,215 | ) | | — | | | — | | | 13,215 | | | — | |
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Other items, net | | (564 | ) | | 147 | | | (155 | ) | | — | | | (572 | ) |
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Total other income and expenses, net | | (2,996 | ) | | 164 | | | (148 | ) | | 13,215 | | | 10,235 | |
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Income from continuing operations before income tax | | 42,847 | | | 5,445 | | | 9,427 | | | (13,215 | ) | | 44,504 | |
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Income taxes | | 11,040 | | | 2,222 | | | (382 | ) | | — | | | 12,880 | |
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Income from continuing operations, net of income taxes | | 31,807 | | | 3,223 | | | 9,809 | | | (13,215 | ) | | 31,624 | |
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Income from discontinued operations, net of income taxes | | — | | | 183 | | | — | | | — | | | 183 | |
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Net income | | $ | 31,807 | | | $ | 3,406 | | | $ | 9,809 | | | $ | (13,215 | ) | | $ | 31,807 | |
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Choice Hotels International, Inc. |
Condensed Consolidating Statement of Income |
For the Six Months Ended June 30, 2014 |
(Unaudited, in thousands) |
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| | Parent | | Guarantor | | Non-Guarantor | | Eliminations | | Consolidated |
Subsidiaries | Subsidiaries |
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REVENUES: | | | | | | | | | | |
Royalty fees | | $ | 124,085 | | | $ | 60,974 | | | $ | 22,882 | | | $ | (71,731 | ) | | $ | 136,210 | |
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Initial franchise and relicensing fees | | 8,019 | | | — | | | 443 | | | — | | | 8,462 | |
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Procurement services | | 12,473 | | | — | | | 325 | | | — | | | 12,798 | |
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Marketing and reservation | | 171,110 | | | 168,200 | | | 9,169 | | | (155,107 | ) | | 193,372 | |
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Other | | 6,298 | | | 1 | | | 259 | | | — | | | 6,558 | |
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Total revenues | | 321,985 | | | 229,175 | | | 33,078 | | | (226,838 | ) | | 357,400 | |
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OPERATING EXPENSES: | | | | | | | | | | |
Selling, general and administrative | | 67,711 | | | 55,594 | | | 6,519 | | | (71,731 | ) | | 58,093 | |
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Marketing and reservation | | 177,817 | | | 161,602 | | | 9,060 | | | (155,107 | ) | | 193,372 | |
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Depreciation and amortization | | 1,507 | | | 2,734 | | | 369 | | | — | | | 4,610 | |
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Total operating expenses | | 247,035 | | | 219,930 | | | 15,948 | | | (226,838 | ) | | 256,075 | |
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Operating income | | 74,950 | | | 9,245 | | | 17,130 | | | — | | | 101,325 | |
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OTHER INCOME AND EXPENSES, NET: | | | | | | | | | | |
Interest expense | | 20,871 | | | 2 | | | 8 | | | — | | | 20,881 | |
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Equity in earnings of consolidated subsidiaries | | (24,114 | ) | | 50 | | | — | | | 24,064 | | | — | |
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Other items, net | | (725 | ) | | (517 | ) | | (76 | ) | | | | | (1,318 | ) |
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Total other income and expenses, net | | (3,968 | ) | | (465 | ) | | (68 | ) | | 24,064 | | | 19,563 | |
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Income from continuing operations before income taxes | | 78,918 | | | 9,710 | | | 17,198 | | | (24,064 | ) | | 81,762 | |
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Income taxes | | 20,408 | | | 4,184 | | | 422 | | | — | | | 25,014 | |
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Income from continuing operations, net of income taxes | | 58,510 | | | 5,526 | | | 16,776 | | | (24,064 | ) | | 56,748 | |
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Income from discontinued operations, net of income taxes | | — | | | 1,762 | | | — | | | — | | | 1,762 | |
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Net income | | $ | 58,510 | | | $ | 7,288 | | | $ | 16,776 | | | $ | (24,064 | ) | | $ | 58,510 | |
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Choice Hotels International, Inc. |
Condensed Consolidating Statement of Income |
For the Six Months Ended June 30, 2013 (Restated) |
(Unaudited, in thousands) |
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| | Parent (Restated) | | Guarantor | | Non-Guarantor | | Eliminations (Restated) | | Consolidated (Restated) |
Subsidiaries (Restated) | Subsidiaries (Restated) |
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REVENUES: | | | | | | | | | | |
Royalty fees | | $ | 116,644 | | | $ | 59,316 | | | $ | 20,578 | | | $ | (67,792 | ) | | $ | 128,746 | |
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Initial franchise and relicensing fees | | 7,655 | | | — | | | 538 | | | — | | | 8,193 | |
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Procurement services | | 11,184 | | | — | | | 312 | | | — | | | 11,496 | |
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Marketing and reservation | | 163,426 | | | 170,732 | | | 9,584 | | | (157,347 | ) | | 186,395 | |
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Other | | 3,803 | | | — | | | 468 | | | — | | | 4,271 | |
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Total revenues | | 302,712 | | | 230,048 | | | 31,480 | | | (225,139 | ) | | 339,101 | |
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OPERATING EXPENSES: | | | | | | | | | | |
Selling, general and administrative | | 64,405 | | | 53,382 | | | 6,404 | | | (67,792 | ) | | 56,399 | |
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Marketing and reservation | | 169,956 | | | 164,413 | | | 9,373 | | | (157,347 | ) | | 186,395 | |
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Depreciation and amortization | | 1,473 | | | 2,553 | | | 403 | | | — | | | 4,429 | |
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Total operating expenses | | 235,834 | | | 220,348 | | | 16,180 | | | (225,139 | ) | | 247,223 | |
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Operating income | | 66,878 | | | 9,700 | | | 15,300 | | | — | | | 91,878 | |
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OTHER INCOME AND EXPENSES, NET: | | | | | | | | | | |
Interest expense | | 21,519 | | | 50 | | | 8 | | | — | | | 21,577 | |
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Equity in earnings of consolidated subsidiaries | | (21,660 | ) | | — | | | — | | | 21,660 | | | — | |
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Other items, net | | (1,112 | ) | | (564 | ) | | (109 | ) | | — | | | (1,785 | ) |
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Total other income and expenses, net | | (1,253 | ) | | (514 | ) | | (101 | ) | | 21,660 | | | 19,792 | |
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Income from continuing operations before income taxes | | 68,131 | | | 10,214 | | | 15,401 | | | (21,660 | ) | | 72,086 | |
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Income taxes (benefit) | | 16,581 | | | 4,300 | | | (195 | ) | | — | | | 20,686 | |
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Income from continuing operations, net of income taxes | | 51,550 | | | 5,914 | | | 15,596 | | | (21,660 | ) | | 51,400 | |
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Income from discontinued operations, net of income taxes | | — | | | 150 | | | — | | | — | | | 150 | |
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Net income | | $ | 51,550 | | | $ | 6,064 | | | $ | 15,596 | | | $ | (21,660 | ) | | $ | 51,550 | |
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Choice Hotels International, Inc. |
Condensed Consolidating Statement of Comprehensive Income |
For the Three Months Ended June 30, 2014 |
(Unaudited, in thousands) |
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| Parent | | Guarantor | | Non-Guarantor | | Eliminations | | Consolidated | |
Subsidiaries | Subsidiaries | |
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Net income | $ | 35,400 | | | $ | 3,685 | | | $ | 9,514 | | | $ | (13,199 | ) | | $ | 35,400 | | |
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Other comprehensive income (loss), net of tax: | | | | | | | | | | |
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Amortization of loss on cash flow hedge | 216 | | | — | | | — | | | — | | | 216 | | |
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Foreign currency translation adjustment | 509 | | | — | | | 509 | | | (509 | ) | | 509 | | |
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Other comprehensive income (loss), net of tax | 725 | | | — | | | 509 | | | (509 | ) | | 725 | | |
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Comprehensive income | $ | 36,125 | | | $ | 3,685 | | | $ | 10,023 | | | $ | (13,708 | ) | | $ | 36,125 | | |
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Choice Hotels International, Inc. |
Condensed Consolidating Statement of Comprehensive Income |
For the Three Months Ended June 30, 2013 (Restated) |
(Unaudited, in thousands) |
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| Parent (Restated) | | Guarantor | | Non-Guarantor | | Eliminations (Restated) | | Consolidated (Restated) | |
Subsidiaries (Restated) | Subsidiaries (Restated) | |
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Net income | $ | 31,807 | | | $ | 3,406 | | | $ | 9,809 | | | $ | (13,215 | ) | | $ | 31,807 | | |
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Other comprehensive income (loss), net of tax: | | | | | | | | | | |
Amortization of loss on cash flow hedge | 216 | | | — | | | — | | | — | | | 216 | | |
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Foreign currency translation adjustment | (2,082 | ) | | — | | | (2,082 | ) | | 2,082 | | | (2,082 | ) | |
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Other comprehensive income (loss), net of tax | (1,866 | ) | | — | | | (2,082 | ) | | 2,082 | | | (1,866 | ) | |
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Comprehensive income | $ | 29,941 | | | $ | 3,406 | | | $ | 7,727 | | | $ | (11,133 | ) | | $ | 29,941 | | |
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Choice Hotels International, Inc. |
Condensed Consolidating Statement of Comprehensive Income |
For the Six Months Ended June 30, 2014 |
(Unaudited, in thousands) |
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| Parent | | Guarantor | | Non-Guarantor | | Eliminations | | Consolidated | |
Subsidiaries | Subsidiaries | |
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Net income | $ | 58,510 | | | $ | 7,288 | | | $ | 16,776 | | | $ | (24,064 | ) | | $ | 58,510 | | |
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Other comprehensive income (loss), net of tax: | | | | | | | | | | |
Amortization of loss on cash flow hedge | 431 | | | — | | | — | | | — | | | 431 | | |
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Foreign currency translation adjustment | 1,030 | | | — | | | 1,030 | | | (1,030 | ) | | 1,030 | | |
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Other comprehensive income (loss), net of tax | 1,461 | | | — | | | 1,030 | | | (1,030 | ) | | 1,461 | | |
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Comprehensive income | $ | 59,971 | | | $ | 7,288 | | | $ | 17,806 | | | $ | (25,094 | ) | | $ | 59,971 | | |
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Choice Hotels International, Inc. |
Condensed Consolidating Statement of Comprehensive Income |
For the Six Months Ended June 30, 2013 (Restated) |
(Unaudited, in thousands) |
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| Parent (Restated) | | Guarantor | | Non-Guarantor | | Eliminations (Restated) | | Consolidated (Restated) | |
Subsidiaries (Restated) | Subsidiaries (Restated) | |
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Net income | $ | 51,550 | | | $ | 6,064 | | | $ | 15,596 | | | $ | (21,660 | ) | | $ | 51,550 | | |
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Other comprehensive income (loss), net of tax: | | | | | | | | | | |
Amortization of loss on cash flow hedge | 431 | | | — | | | — | | | — | | | 431 | | |
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Foreign currency translation adjustment | (2,327 | ) | | — | | | (2,327 | ) | | 2,327 | | | (2,327 | ) | |
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Other comprehensive income (loss), net of tax | (1,896 | ) | | — | | | (2,327 | ) | | 2,327 | | | (1,896 | ) | |
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Comprehensive income | $ | 49,654 | | | $ | 6,064 | | | $ | 13,269 | | | $ | (19,333 | ) | | $ | 49,654 | | |
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Choice Hotels International, Inc. |
Condensed Consolidating Balance Sheet |
As of June 30, 2014 |
(Unaudited, in thousands) |
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| Parent | | Guarantor | | Non-Guarantor | | Eliminations | | Consolidated | |
Subsidiaries | Subsidiaries | |
ASSETS | | | | | | | | | | |
Cash and cash equivalents | $ | 38,962 | | | $ | 111 | | | $ | 172,469 | | | $ | — | | | $ | 211,542 | | |
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Receivables, net | 107,954 | | | 1,646 | | | 10,163 | | | — | | | 119,763 | | |
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Other current assets | 14,770 | | | 37,976 | | | 1,585 | | | (633 | ) | | 53,698 | | |
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Total current assets | 161,686 | | | 39,733 | | | 184,217 | | | (633 | ) | | 385,003 | | |
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Property and equipment, at cost, net | 18,500 | | | 38,796 | | | 942 | | | — | | | 58,238 | | |
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Goodwill | 60,620 | | | 5,193 | | | — | | | — | | | 65,813 | | |
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Franchise rights and other identifiable intangibles, net | 5,468 | | | 1,787 | | | 1,134 | | | — | | | 8,389 | | |
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Notes receivable, net of allowances | 12,047 | | | 20,936 | | | 1,509 | | | — | | | 34,492 | | |
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Investments, employee benefit plans, at fair value | — | | | 17,270 | | | — | | | — | | | 17,270 | | |
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Investment in affiliates | 403,500 | | | 31,233 | | | — | | | (434,733 | ) | | — | | |
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Advances to affiliates | 13,060 | | | 216,916 | | | 11,338 | | | (241,314 | ) | | — | | |
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Deferred income taxes | — | | | 9,895 | | | 917 | | | (9,691 | ) | | 1,121 | | |
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Other assets | 8,296 | | | 14,806 | | | 35,014 | | | — | | | 58,116 | | |
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Total assets | $ | 683,177 | | | $ | 396,565 | | | $ | 235,071 | | | $ | (686,371 | ) | | $ | 628,442 | | |
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LIABILITIES AND SHAREHOLDERS’ DEFICIT | | | | | | | | | | |
Accounts payable | $ | 7,513 | | | $ | 39,178 | | | $ | 4,201 | | | $ | — | | | $ | 50,892 | | |
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Accrued expenses | 28,591 | | | 21,635 | | | 2,172 | | | — | | | 52,398 | | |
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Deferred revenue | 6,794 | | | 59,811 | | | 760 | | | — | | | 67,365 | | |
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Current portion of long-term debt | 11,250 | | | 707 | | | 13 | | | — | | | 11,970 | | |
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Deferred compensation and retirement plan obligations | — | | | 579 | | | — | | | — | | | 579 | | |
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Other current liabilities | 4,572 | | | 13,520 | | | — | | | (633 | ) | | 17,459 | | |
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Total current liabilities | 58,720 | | | 135,430 | | | 7,146 | | | (633 | ) | | 200,663 | | |
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Long-term debt | 773,353 | | | 4,153 | | | 30 | | | — | | | 777,536 | | |
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Deferred compensation & retirement plan obligations | — | | | 23,250 | | | 10 | | | — | | | 23,260 | | |
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Advances from affiliates | 233,304 | | | 318 | | | 7,692 | | | (241,314 | ) | | — | | |
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Other liabilities | 30,310 | | | 17,984 | | | 890 | | | (9,691 | ) | | 39,493 | | |
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Total liabilities | 1,095,687 | | | 181,135 | | | 15,768 | | | (251,638 | ) | | 1,040,952 | | |
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Total shareholders’ (deficit) equity | (412,510 | ) | | 215,430 | | | 219,303 | | | (434,733 | ) | | (412,510 | ) | |
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Total liabilities and shareholders’ deficit | $ | 683,177 | | | $ | 396,565 | | | $ | 235,071 | | | $ | (686,371 | ) | | $ | 628,442 | | |
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Choice Hotels International, Inc. |
Condensed Consolidating Balance Sheet |
As of December 31, 2013 |
(In thousands) |
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| Parent | | Guarantor | | Non-Guarantor | | Eliminations | | Consolidated | |
Subsidiaries | Subsidiaries | |
ASSETS | | | | | | | | | | |
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Cash and cash equivalents | $ | 9,785 | | | $ | 569 | | | $ | 157,441 | | | $ | — | | | $ | 167,795 | | |
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Receivables, net | 72,219 | | | 1,475 | | | 8,691 | | | — | | | 82,385 | | |
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Other current assets | 26,395 | | | 34,987 | | | 752 | | | (5,340 | ) | | 56,794 | | |
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Total current assets | 108,399 | | | 37,031 | | | 166,884 | | | (5,340 | ) | | 306,974 | | |
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Property and equipment, at cost, net | 11,087 | | | 55,963 | | | 802 | | | — | | | 67,852 | | |
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Goodwill | 60,620 | | | 5,193 | | | — | | | — | | | 65,813 | | |
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Franchise rights and other identifiable intangibles, net | 6,553 | | | 2,096 | | | 1,304 | | | — | | | 9,953 | | |
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Advances, marketing and reservation activities | 5,844 | | | — | | | — | | | — | | | 5,844 | | |
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Notes receivable, net of allowances | 13,257 | | | 17,158 | | | 1,457 | | | — | | | 31,872 | | |
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Investments, employee benefit plans, at fair value | — | | | 15,950 | | | — | | | — | | | 15,950 | | |
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Investment in affiliates | 376,712 | | | 28,312 | | | — | | | (405,024 | ) | | — | | |
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Advances to affiliates | 14,198 | | | 189,833 | | | 10,896 | | | (214,927 | ) | | — | | |
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Deferred income taxes | — | | | 10,710 | | | 871 | | | (11,581 | ) | | — | | |
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Other assets | 8,955 | | | 13,184 | | | 30,025 | | | — | | | 52,164 | | |
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Total assets | $ | 605,625 | | | $ | 375,430 | | | $ | 212,239 | | | $ | (636,872 | ) | | $ | 556,422 | | |
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LIABILITIES AND SHAREHOLDERS’ DEFICIT | | | | | | | | | | |
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Accounts payable | $ | 6,276 | | | $ | 30,778 | | | $ | 4,609 | | | $ | — | | | $ | 41,663 | | |
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Accrued expenses | 28,215 | | | 26,503 | | | 1,907 | | | — | | | 56,625 | | |
|
Deferred revenue | 7,065 | | | 53,414 | | | 709 | | | — | | | 61,188 | | |
|
Current portion of long-term debt | 9,375 | | | 702 | | | 11 | | | — | | | 10,088 | | |
|
Deferred compensation and retirement plan obligations | — | | | 2,492 | | | — | | | — | | | 2,492 | | |
|
Other current liabilities | — | | | 7,401 | | | 221 | | | (5,340 | ) | | 2,282 | | |
|
Total current liabilities | 50,931 | | | 121,290 | | | 7,457 | | | (5,340 | ) | | 174,338 | | |
|
Long-term debt | 778,946 | | | 4,507 | | | 18 | | | — | | | 783,471 | | |
|
Deferred compensation & retirement plan obligations | — | | | 22,520 | | | 7 | | | — | | | 22,527 | | |
|
Advances from affiliates | 206,931 | | | 362 | | | 7,634 | | | (214,927 | ) | | — | | |
|
Other liabilities | 21,688 | | | 18,216 | | | 634 | | | (11,581 | ) | | 28,957 | | |
|
Total liabilities | 1,058,496 | | | 166,895 | | | 15,750 | | | (231,848 | ) | | 1,009,293 | | |
|
Total shareholders’ (deficit) equity | (452,871 | ) | | 208,535 | | | 196,489 | | | (405,024 | ) | | (452,871 | ) | |
|
Total liabilities and shareholders' deficit | $ | 605,625 | | | $ | 375,430 | | | $ | 212,239 | | | $ | (636,872 | ) | | $ | 556,422 | | |
|
|
Choice Hotels International, Inc. |
Condensed Consolidating Statement of Cash Flows |
For the Six Months Ended June 30, 2014 |
(Unaudited, in thousands) |
| |
| | | | | | | | | | | | | | | | | | | | |
| Parent | | Guarantor | | Non-Guarantor | | Eliminations | | Consolidated | |
Subsidiaries | Subsidiaries | |
| | | | | | | | | | |
Net cash provided (used) by operating activities | $ | 53,132 | | | $ | (1,383 | ) | | $ | 14,740 | | | $ | (657 | ) | | $ | 65,832 | | |
|
| | | | | | | | | | |
CASH FLOWS FROM INVESTING ACTIVITIES: | | | | | | | | | | |
Investment in property and equipment | (1,797 | ) | | (5,235 | ) | | (282 | ) | | — | | | (7,314 | ) | |
|
Proceeds from sales of assets | 27 | | | 12,189 | | | — | | | — | | | 12,216 | | |
|
Equity method investments | — | | | (1,283 | ) | | (5,663 | ) | | — | | | (6,946 | ) | |
|
Purchases of investments, employee benefit plans | — | | | (1,220 | ) | | — | | | — | | | (1,220 | ) | |
|
Proceeds from sales of investments, employee benefit plans | — | | | 641 | | | — | | | — | | | 641 | | |
|
Issuance of mezzanine and other notes receivable | (2,223 | ) | | — | | | — | | | — | | | (2,223 | ) | |
|
Collections of mezzanine and other notes receivable | 9,743 | | | — | | | — | | | — | | | 9,743 | | |
|
Advances to and investments in affiliates | (1,000 | ) | | (4,842 | ) | | — | | | 5,842 | | | — | | |
|
Other items, net | (296 | ) | | — | | | — | | | — | | | (296 | ) | |
|
Net cash provided (used) in investing activities | 4,454 | | | 250 | | | (5,945 | ) | | 5,842 | | | 4,601 | | |
|
| | | | | | | | | | |
|
CASH FLOWS FROM FINANCING ACTIVITIES: | | | | | | | | | | |
Principal payments on long-term debt | (3,750 | ) | | (349 | ) | | (13 | ) | | — | | | (4,112 | ) | |
|
Proceeds from the issuance of long-term debt | — | | | — | | | 26 | | | — | | | 26 | | |
|
Proceeds from contributions from affiliates | — | | | — | | | 5,842 | | | (5,842 | ) | | — | | |
|
Purchases of treasury stock | (4,544 | ) | | — | | | — | | | — | | | (4,544 | ) | |
|
Dividends paid | (21,957 | ) | | — | | | (657 | ) | | 657 | | | (21,957 | ) | |
|
Excess tax benefits from stock-based compensation | 295 | | | 1,024 | | | — | | | — | | | 1,319 | | |
|
Proceeds from exercise of stock options | 1,547 | | | — | | | — | | | — | | | 1,547 | | |
|
Net cash provided (used) by financing activities | (28,409 | ) | | 675 | | | 5,198 | | | (5,185 | ) | | (27,721 | ) | |
|
Net change in cash and cash equivalents | 29,177 | | | (458 | ) | | 13,993 | | | — | | | 42,712 | | |
|
Effect of foreign exchange rate changes on cash and cash equivalents | — | | | — | | | 1,035 | | | — | | | 1,035 | | |
|
Cash and cash equivalents at beginning of period | 9,785 | | | 569 | | | 157,441 | | | — | | | 167,795 | | |
|
Cash and cash equivalents at end of period | $ | 38,962 | | | $ | 111 | | | $ | 172,469 | | | $ | — | | | $ | 211,542 | | |
|
Choice Hotels International, Inc. |
Condensed Consolidating Statement of Cash Flows |
For the Six Months Ended June 30, 2013 (Restated) |
(Unaudited, in Thousands) |
|
| |
| | | | | | | | | | | | | | | | | | | | |
| Parent (Restated) | | Guarantor | | Non-Guarantor | | Eliminations (Restated) | | Consolidated (Restated) | |
Subsidiaries (Restated) | Subsidiaries (Restated) | |
| | | | | | | | | | |
Net cash provided (used) by operating activities | $ | (3,139 | ) | | $ | 15,698 | | | $ | 17,708 | | | $ | (280 | ) | | $ | 29,987 | | |
|
| | | | | | | | | | |
CASH FLOWS FROM INVESTING ACTIVITIES: | | | | | | | | | | |
Investment in property and equipment | (3,775 | ) | | (18,135 | ) | | (125 | ) | | — | | | (22,035 | ) | |
|
Equity method investments | — | | | — | | | (1,851 | ) | | — | | | (1,851 | ) | |
|
Purchases of investments, employee benefit plans | — | | | (1,580 | ) | | — | | | — | | | (1,580 | ) | |
|
Proceeds from sales of investments, employee benefit plans | — | | | 3,934 | | | — | | | — | | | 3,934 | | |
|
Collections of mezzanine and other notes receivable | 201 | | | — | | | — | | | — | | | 201 | | |
|
Advances to and investments in affiliates | (1,000 | ) | | (850 | ) | | — | | | 1,850 | | | — | | |
|
Other items, net | (304 | ) | | — | | | — | | | — | | | (304 | ) | |
|
Net cash provided (used) in investing activities | (4,878 | ) | | (16,631 | ) | | (1,976 | ) | | 1,850 | | | (21,635 | ) | |
|
| | | | | | | | | | |
CASH FLOWS FROM FINANCING ACTIVITIES: | | | | | | | | | | |
Net borrowings pursuant to revolving credit facility | 15,200 | | | — | | | — | | | — | | | 15,200 | | |
|
Principal payments on long-term debt | (3,750 | ) | | (335 | ) | | (10 | ) | | — | | | (4,095 | ) | |
|
Purchases of treasury stock | (3,651 | ) | | — | | | — | | | — | | | (3,651 | ) | |
|
Dividends paid | (11,261 | ) | | — | | | — | | | — | | | (11,261 | ) | |
|
Excess tax benefits from stock-based compensation | 20 | | | 1,126 | | | — | | | — | | | 1,146 | | |
|
Proceeds from contributions from affiliates | — | | | — | | | 1,850 | | | (1,850 | ) | | — | | |
|
Proceeds from exercise of stock options | 5,973 | | | — | | | — | | | — | | | 5,973 | | |
|
Net cash provided (used) by financing activities | 2,531 | | | 791 | | | 1,840 | | | (1,850 | ) | | 3,312 | | |
|
Net change in cash and cash equivalents | (5,486 | ) | | (142 | ) | | 17,572 | | | (280 | ) | | 11,664 | | |
|
Effect of foreign exchange rate changes on cash and cash equivalents | — | | | — | | | (2,051 | ) | | — | | | (2,051 | ) | |
|
Cash and cash equivalents at beginning of period | 8,420 | | | 407 | | | 125,350 | | | — | | | 134,177 | | |
|
Cash and cash equivalents at end of period | $ | 2,934 | | | $ | 265 | | | $ | 140,871 | | | $ | (280 | ) | | $ | 143,790 | | |
|
| | | | | | | | | | | | | | | | | | | | | |