Red Lion Hotels 8-K Completion of Acquisition or Disposition of Assets

Exhibit 99.1

RED LION HOTELS CORPORATION

Unaudited Condensed Consolidated Balance Sheets

As of September 30, 2019

(In thousands, except share data)

	As Reported			Less: Atlanta and SLC Hotel Assets Sold				Atlanta and SLC Pro Forma Adjustments				Less: DC Hotel Asset Sold				DC Pro Forma Adjustments				Pro Forma
ASSETS
Current assets:
Cash and cash equivalents		18,267			24,864		a		463		f		(410	)	j		(213	)	f		36,079
									(9,203	)	i						2,311		g
Restricted cash		2,930							(619	)	g						(2,311	)	g		—
Accounts receivable, net		19,496							(1,360	)	f						(74	)	f		18,062
Notes receivable, net		4,188																			4,188
Other current assets		4,961							(290	)	f						(278	)	f		4,393
Total current assets		49,842			24,864				(11,009	)			(410	)			(565	)			62,722
Property and equipment, net		107,554			(37,532	)	b						(18,075	)	b						51,947
Operating leaseright-of-use assets		48,553											(10,855	)	d						37,698
Goodwill		18,595																			18,595
Intangible assets, net		58,233																			58,233
Other assets, net		5,085											(703	)	b						4,382
Total assets		287,862			(12,668	)			(11,009	)			(30,043	)			(565	)			233,577
LIABILITIES
Current liabilities:
Accounts payable		5,176							(514	)	f						(412	)	f		4,250
Accrued payroll and related benefits		1,868							(200	)	f						(59	)	f		1,609
Other accrued liabilities		5,519			(127	)	d		(473	)	f		(71	)	d		(94	)	f		4,754
Long-term debt, due within one year		24,628			(8,171	)	c						(16,457	)	c						—
Operating lease liabilities, due within one year		4,801											(966	)	d						3,835
Total current liabilities		41,992			(8,298	)			(1,187	)			(17,494	)			(565	)			14,448
Long-term debt, due after one year, net of debt issuance costs		20,496			(10,939	)	c														9,557
Line of credit, due after one year		10,000																			10,000
Operating lease liabilities, due after one year		46,871											(11,941	)	d						34,930
Deferred income and other long-term liabilities		1,541			(278	)	d						(41	)	d						1,222
Deferred income taxes		1,217																			1,217
Total liabilities		122,117			(19,515	)			(1,187	)			(29,476	)			(565	)			71,374
Commitments and contingencies
STOCKHOLDERS’ EQUITY
RLH Corporation stockholders' equity
Preferred stock - 5,000,000 shares authorized; $0.01 par value; no shares issued or outstanding		—																			—
Common stock - 50,000,000 shares authorized; $0.01 par value; 25,075,912 and 24,570,158 shares issued and outstanding		252																			252
Additionalpaid-in capital, common stock		182,723							(71	)	h						(1,083	)	h		181,569
Accumulated deficit		(26,923	)		3,766		e						(312	)	e						(23,469	)
Total RLH Corporation stockholders’ equity		156,052			3,766				(71	)			(312	)			(1,083	)			158,352
Noncontrolling interest		9,693			3,081		e		(9,751	)	h, i		(255	)	e		1,083		h		3,851
Total stockholders’ equity		165,745			6,847				(9,822	)			(567	)			—				162,203
Total liabilities and stockholders’ equity		287,862			(12,668	)			(11,009	)			(30,043	)			(565	)			233,577

a - Reflects the cash from the sale of assets less selling costs and the repayment of debt

b - Reflects the book value of assets sold

c - Reflects the elimination of debt after full repayment

d - Reflects the leases and/or equipment financing assumed by the purchaser

e - Reflects the gain on sale

f - Reflects the settlement of working capital

g - Reflects the release of restricted cash related to the assets sold and repayment of debt

h - Reflects the elimination of the noncontrolling interest

i - Reflects the proforma distribution of cash to the noncontrolling interest.

j - Reflects the additional cash in excess of cash received from the sale of assets less selling costs required to repay outstanding debt

RED LION HOTELS CORPORATION

Unaudited Pro Forma Condensed Consolidated Statements of Comprehensive Income (Loss)

For the year ended December 31, 2018

(In thousands, except per share data)

	As Reported			Less: Previously Sold Hotels (k)			Prev Sold Pro Forma Adjustments			Less: DC Hotel Asset Sold			DC Pro Forma Adjustments			Pro Forma
Revenue:
Royalty		22,309						561	l					143	l		23,013
Other franchise		5,537															5,537
Company operated hotels		82,021			(30,084	)					(5,271	)					46,666
Marketing, reservations and reimbursables		25,948						1,486	l					232	l		27,666
Other		34															34
Total revenues		135,849			(30,084	)		2,047			(5,271	)		375			102,916
Operating expenses:
Selling, general, administrative and other expenses		32,122															32,122
Company operated hotels		67,314			(25,233	)					(4,451	)					37,630
Marketing, reservations and reimbursables		26,877						1,486	l					232	l		28,595
Depreciation and amortization		17,003			(4,366	)					(909	)					11,728
Asset impairment		10,582															10,582
Loss (gain) on asset dispositions, net		(42,021	)		41,543												(478	)
Acquisition and integration costs		2,219															2,219
Total operating expenses		114,096			11,944			1,486			(5,360	)		232			122,398
Operating income (loss)		21,753			(42,028	)		561			89			143			(19,482	)
Other income (expense):
Interest expense		(6,209	)		2,957						1,232						(2,020	)
Loss on early retirement of debt		(794	)														(794	)
Other income (expense), net		265			(2	)											263
Total other income (expense)		(6,738	)		2,955			—			1,232			—			(2,551	)
Income (loss) from continuing operations before taxes		15,015			(39,073	)		561			1,321			143			(22,033	)
Income tax expense (benefit)		(71	)														(71	)
Net income (loss)		15,086			(39,073	)		561			1,321			143			(21,962	)
Net (income) loss attributable to noncontrolling interest		(13,129	)		17,583						(594	)					3,860
Net income (loss) and comprehensive income (loss) attributable to RLHC		1,957			(21,490	)		561			727			143			(18,102	)
Earnings (loss) per share - basic	$	0.08														$	(0.74	)
Earnings (loss) per share - diluted	$	0.08														$	(0.74	)
Weighted average shares - basic		24,392															24,392
Weighted average shares - diluted		25,477															24,392

k- Includes the actual results for the nine company operated hotels sold during the year ended December 31, 2018.

l - Reflects the franchise income and related expenses that would have been received under the existing intercompany franchise agreement. Does not represent the impact of the franchise agreements with the new owners of the assets.

RED LION HOTELS CORPORATION

Unaudited Pro Forma Condensed Consolidated Statements of Comprehensive Income (Loss)

For the nine months ended September 30, 2019

(In thousands, except per share data)

	As Reported			Less: Atlanta and SLC Hotel Assets Sold			Atlanta and SLC Pro Forma Adjustments			Less: DC Hotel Asset Sold			DC Pro Forma Adjustments			Pro Forma
Revenue:
Royalty		17,516						296	l					112	l		17,924
Other franchise		3,772															3,772
Company operated hotels		43,839			(11,129	)					(4,171	)					28,539
Marketing, reservations and reimbursables		22,632						532	l					130	l		23,294
Other		13															13
Total revenues		87,772			(11,129	)		828			(4,171	)		242			73,542
Operating expenses:
Selling, general, administrative and other expenses		21,921															21,921
Company operated hotels		36,750			(9,061	)					(3,415	)					24,274
Marketing, reservations and reimbursables		22,088						532	l					130	l		22,750
Depreciation and amortization		11,192			(1,887	)					(670	)					8,635
Asset impairment		5,382									(5,382	)					—
Loss (gain) on asset dispositions, net		45															45
Transaction costs		436															436
Total operating expenses		97,814			(10,948	)		532			(9,467	)		130			78,061
Operating income (loss)		(10,042	)		(181	)		296			5,296			112			(4,519	)
Other income (expense):
Interest expense		(3,690	)		1,114						1,615						(961	)
Loss on early retirement of debt		(164	)								164						—
Other income (expense), net		121			(2	)											119
Total other income (expense)		(3,733	)		1,112			—			1,779			—			(842	)
Income (loss) from continuing operations before taxes		(13,775	)		931			296			7,075			112			(5,361	)
Income tax expense (benefit)		676															676
Net income (loss)		(14,451	)		931			296			7,075			112			(6,037	)
Net (income) loss attributable to noncontrolling interest		4,040			(419	)					(3,184	)					437
Net income (loss) and comprehensive income (loss) attributable to RLHC		(10,411	)		512			296			3,891			112			(5,600	)
Earnings (loss) per share - basic	$	(0.42	)													$	(0.23	)
Earnings (loss) per share - diluted	$	(0.42	)													$	(0.23	)
Weighted average shares - basic		24,859															24,859
Weighted average shares - diluted		24,859															24,859

l - Reflects the franchise income and related expenses that would have been received under the existing intercompany franchise agreement. Does not represent the impact of the franchise agreements with the new owners of the assets.