1 FORM 10-Q SECURITIES & EXCHANGE COMMISSION WASHINGTON, DC 20549 Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For Period Ended: June 30, 1997 Commission File Number: 2-67456 SUPER 8 MOTELS NORTHWEST I Washington 91-1101310 PART 1 Financial Information Item 1. Financial Statements See attached unaudited June 30, 1997 Financial Statements and the partnership's balance sheet for the year ended December 31, 1996. The Statement of Cash Flows is omitted from the attachment and is presented as follows: PERIOD ENDED JUNE 30, 1997 1996 ----------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES Revenues and other income received in cash $ 1,359,193 $ 1,307,540 Operating expenses paid in cash (1,002,870) (741,727) Interest paid (60,584) (64,702) ----------- ----------- Net cash provided by operating activities 295,739 501,111 ----------- ----------- CASH FLOWS FROM INVESTING ACTIVITIES Purchases of property and equipment -- (89,669) Sale of land 26,606 -- ----------- ----------- Net cash provided by (used in) investing activities 26,606 (89,669) ----------- ----------- CASH FLOWS FROM FINANCING ACTIVITIES Principal payments on long term debt (25,016) (20,599) Distributions to partners (303,028) (303,030) ----------- ----------- Net cash used in financing activities (328,044) (323,629) ----------- ----------- NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS (5,699) 87,813 CASH AND CASH EQUIVALENTS, beginning of period 544,684 222,146 =========== =========== CASH AND CASH EQUIVALENTS, end of period $ 538,985 $ 309,959 =========== =========== 2 PERIOD ENDED JUNE 30, 1997 1996 ----------- ----------- RECONCILIATION OF NET INCOME TO NET CASH PROVIDED BY OPERATING ACTIVITIES Net income $ 452,655 $ 395,012 ----------- ----------- Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 43,626 59,917 Change in assets and liabilities Accounts receivable 2,888 3,646 Inventory -- (63) Prepaid expenses (637) (13,891) Deposits (3,898) 1,282 Accounts payable 56,683 64,367 Accrued expenses (5,578) (9,159) Accrued management fees (250,000) -- ----------- ----------- (156,916) 106,099 =========== =========== NET CASH PROVIDED BY OPERATING ACTIVITIES $ 295,739 $ 501,111 =========== =========== Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. See attached Second Quarter (6/30/97) Update from the Issuer delivered to its limited partners. PART 2 Other Information Item 1. Legal Proceedings None Item 2. Changes in Securities None Item 3. Defaults Upon Senior Securities None Item 4. Submission of Matters to a Vote of Security Holders None Item 5. Other Information None Item 6. Exhibits and Reports on Form 8-K. None. 3 SIGNATURES 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. SUPER 8 MOTELS NORTHWEST I a Washington limited partnership By: Date: August 8, 1997 ----------------------------------------- Gerald L. Whitcomb, General Partner 4 SUPER 8 MOTELS NORTHWEST I BALANCE SHEET JUNE 30, 1997 AND 1996 (Unaudited) ASSETS 1997 1996 ---------- ---------- CURRENT ASSETS Cash $ 538,985 $ 309,959 Accounts receivable 18,630 15,513 Inventory 42,093 42,340 Prepaid expenses 7,849 27,213 ---------- ---------- Total current assets 607,557 395,025 PROPERTY AND EQUIPMENT Land 2,026,804 2,053,409 Land improvements 79,671 79,671 Buildings 2,836,155 2,882,913 Equipment, furniture, and fixtures 1,021,107 1,020,685 Construction in progress 0 0 ---------- ---------- Subtotal 5,963,737 6,036,678 Less accumulated depreciation (2,063,793) (1,968,023) ---------- ---------- Total property and equipment, net 3,899,944 4,068,655 OTHER ASSETS Franchise fees 30,000 30,000 Appraisal fees and loan fees 15,000 15,000 ---------- ---------- Subtotal 45,000 45,000 Less accumulated amortization (27,750) (24,750) ---------- ---------- Subtotal 17,250 20,250 Deposits 38,241 32,428 ---------- ---------- Total other assets 55,491 52,678 ---------- ---------- Total assets $4,562,992 $4,516,358 ========== ========== LIABILITIES AND PARTNER'S CAPITAL EQUITY 1997 1996 ---------- ---------- CURRENT LIABILITIES Accounts payable - trade $ 86,134 $ 96,497 Accounts payable - Affiliates 37,661 93,673 Accrued expenses 82,729 75,140 Current portion of long-term debt 45,584 38,434 ---------- ---------- Total current liabilities 252,108 303,744 NONCURRENT LIABILITIES Long-term debt, net of current portion shown above 1,307,191 1,359,416 Property management fees 355,348 605,348 ---------- ---------- Total noncurrent liabilities 1,662,539 1,964,764 PARTNER'S CAPITAL EQUITY General partner 393,934 193,709 Limited partners 2,254,411 2,054,141 ---------- ---------- Total partner's capital equity 2,648,345 2,247,850 ---------- ---------- Total liabilities and partner's capital equity $4,562,992 $4,516,358 ========== ========== 5 SUPER 8 MOTELS NORTHWEST I STATEMENT OF INCOME FOR THE SIX MONTHS ENDING JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ---------- ---------- SALES Rooms $1,284,477 $1,247,036 Other 62,621 53,259 ---------- ---------- Total sales 1,347,098 1,300,295 DIRECT OPERATING EXPENSES Payroll and related expenses 247,999 230,418 Supplies and maintenance 59,358 80,851 Utilities 74,665 72,746 Other 12,694 15,966 ---------- ---------- Total direct operating expenses 394,716 399,981 INDIRECT OPERATING EXPENSES Advertising and promotion 34,199 31,671 Bank and credit card charges 19,894 20,645 Insurance 16,864 14,730 Property and business taxes 66,583 62,727 Other 4,458 6,505 ---------- ---------- Total indirect operating expenses 141,998 136,278 ADMINISTRATIVE AND GENERAL EXPENSES Administrative service fees 89,762 85,987 Franchise fees 51,379 49,689 Property management fees 67,355 64,906 Professional services 16,806 14,220 Other 15,074 13,118 ---------- ---------- Total administrative and general expenses 240,376 227,920 FIXED CHARGES Amortization 2,250 3,750 Depreciation 41,376 56,167 Interest 62,708 64,702 Lease expense 20,226 20,085 ---------- ---------- Total fixed charges 126,560 144,704 ---------- ---------- INCOME FROM OPERATIONS 443,448 391,412 ---------- ---------- OTHER INCOME Interest income 6,507 900 Gain on sale of asset 0 Rental income 2,700 2,700 ---------- ---------- Total other income 9,207 3,600 ---------- ---------- NET INCOME (LOSS) $ 452,655 $ 395,012 ========== ========== 6 SUPER 8 MOTELS NORTHWEST I UPDATE VOL. 17 NO. 2/JUNE 30, 1997 SECOND QUARTER 1997 NATIONAL NEWS SUPER 8 ROOMS NEARING 100,000 MARK Super 8 Motels President, Robert Weller, reminds us in the May issue of the Super 8 newsletter StrEIGHTTalk that the chain continues to expand its services nationwide in 1997. Currently, a new Super 8 Motel opens every 2.5 days, a new franchise is sold every working day, and a guest joins the VIP Club every minute! Another benchmark will be reached this summer when the 101 motels now under construction open their doors, bringing the number of guest rooms to over 100,000. This exposure of product, in combination with the VIP Club membership rapidly approaching the five million mark, will assure Super8's position as the finest franchise lodging chain in the industry. Investors should note, further, that Super 8 continues to keep pace with design and service developments within the industry--maintaining an edge in the marketplace. Consider the following nationwide statistics: - 95% of all Super 8 Motels now offer non-smoking rooms - 90% of all Super 8 Motels offer fax machine services - 66% of nationwide Super 8s offer a continental breakfast --and-- - Over one-third offer meeting rooms, swimming pools, and suites. Of course, all motels comply with current standards to accommodate the physically disabled guest, and the hearing and/or visually impaired guest. All motels are in the process of converting to the newer security-conscious electronic lock systems, and many newly constructed and renovated properties are offering computer data ports in the guest rooms. PENINSULA MANAGEMENT PROPERTIES SWEEP TOP VIP HONORS During the 1996 National VIP Challenge, over 606,000 guests joined and began receiving the benefits of VIP membership. The 1996 National Awards were presented at the 1997 Regional Meetings by Super 8's Vice President of Marketing, Tom McNulty. Peninsula Management Northwest properties competed in four of the six size categories, and proudly took top honors in three of those four categories: - SeaTac Airport Super 8 Motel--First Prize 89-290 Room Category-over 6,000 VIPs - Portland Airport Super 8 Motel--First Prize 66-88 Room Category-over 6,200 VIPs - Klamath Falls Super 8 Motel--First Prize 57-61 Room Category-over 2,800 VI Ps The staffs at the SeaTac and Portland Airport properties continue this leadership role in 1997. 1 7 Also at the national level, Peninsula Management Northwest was honored with the newly created "Curb Appeal Award" on behalf of the Grants Pass, Oregon, Super 8, for its outstanding exterior appearance. REGIONAL NEWS RESER-V-8 NOW INSTALLED in WASHINGTON, OREGON, AND ALASKA One of the immediate results of PMNW's President H. Samuel Polack's newly formed five-member President's Advisory Council, was the development of the innovative "Reser-v-8 Now" system. This intracompany reservation concept was referred by Polack's P.A.C. to the Marketing and Training Departments for co-design and implementation. After being carefully tested at the Managers Training School location in Lacey, Washington, the program was adjusted, then installed at all Northwest locations by the 4th of July holiday weekend. "Reser-v-8 Now" enables a guest to make a confirmed reservation at their next Super 8 destination, at the moment of check-in, or, from the comfort of their room. An incentive program rewarding the motel staff for assisting guests with the reservations is paired to the promotion. At this writing, with only preliminary reports available, it does appear that both guests and staff alike are warming to the new service--one that likely will continue, in some format, into the winter months. PARTNER PROGRAM "FIRST CONCERN" LAUNCHED in JUNE Handsome lapel jewelry--reminding guests in the Northwest that, "You, our Super 8 customer, are our FIRST CONCERN" will be appearing on the uniforms of many stellar staff members in August and September. Jewelry will be awarded those motels attaining training, sales, and VIP benchmarks for each month of the year. REDMOND, OREGON GRAND OPENING A SUCCESS After a three-day "Pineapple Kind of People" sales blitz in the Redmond/Bend/Sisters area, and four days of rugged construction and housekeeping inspections, the 25th PMNW Super 8 Motel opened in Redmond, Oregon on June 27th as scheduled. Grand Opening festivities were attended by over 300 local area residents and business persons, which began with a Chamber of Commerce ribbon-cutting at 4:00 p.m. Tours of the facility were also offered, as were refreshments, free VIP memberships, and a grand prize drawing. The location is proving to be a solid one for PMNW. Over the opening weekend, the motel completely sold out, and bookings are strong through August and into the Fall. Further, with the Reser-v-8 Now program in place, the Redmond staff is forwarding numerous referrals to its neighboring Super 8s in Bend, Klamath Falls, Portland, and even SeaTac Airport. WOODBURN GRAND OPENING SLATED FOR NOVEMBER 21 Woodburn construction is proceeding smoothly this summer. With assistance from crews now concluded with the Redmond project, the job superintendent is confident in the commitment to open prior to Thanksgiving. 2 8 Currently, aggressive pre-marketing and pre-sales work is being done in the Woodburn area to assure a firm hold in this market for the winter of 1997-98. Again, reservation and referrals are being crafted between PMNW's 26th new motel and its I-5 corridor Super 8 partners in Wilsonville to the North, and Salem, Grants Pass, and Ashland to the South. SUPER 8 MOTELS NORTHWEST I Operational results for the first six months of 1997 for Super 8 Motels Northwest I show total sales increased by about $47,000 over the first half of 1996. This is an increase of 3.6% over 1996. Net income increased to $443,448 compared to $391,412 in 1996, for a 13% increase. The increases were a net result of Federal Way occupancy decreasing by approximately six occupancy points, while its average daily rate increased by about $1.13 per rented room. These two factors combined to produce a year to-date decline in revenue at Federal Way. In mid July a change was made in the on-site management at Federal Way in an effort to reverse the occupancy trend. In addition, during the Fall there will be extensive renovations done to update and upgrade the property. The results of such a renovation are evident at SeaTac, where occupancy grew by about two percentage points and average daily rate increased by over $3.25 compared to the same period in 1996. This situation created an increase in total sales of about 10% at the SeaTac Super 8. Operating expenses were generally well controlled in both properties, allowing net income to rise as noted. Second quarter distribution is in the amount of $25.00 per partnership unit. This represents a 10% annualized return on your original partnership investment. In addition, you will find occupancy and average daily room rate charts, and year to date through June 30 unaudited financial statements. Once again, it should be noted that there continue to be offers made by various liquidity funds to purchase units at far below the original unit cost of $1,000. The partnership has assets which were appraised in August, 1996. These appraisals indicated values of $7,400,000 for the SeaTac property, and $3,500,000 for the Federal Way property. While there can be no assurance as to the actual value which may be realized upon sale of the assets and/or liquidation of the partnership, each investor should be aware of the value of the assets in order to make an informed decision as to the disposition of their respective units. If you find a need to dispose of your units, you are urged to call your NASD registered securities representative or the partnership office so that you may be assisted in disposing of your units. Thank you for your continued support of Super 8 Motels Northwest I and remember, if travel plans are in your future, CALL SUPER 8 at 1-800-800-8000 for reservations. The official Publication of THE PENINSULA GROUP, INC. 7515 Terminal St. SW, Tumwater, WA 98501 / (360) 943-8000 Owners and operators of America's finest economy lodging serving 25 convenient Northwest locations: ALASKA: Anchorage - Fairbanks - Juneau - Ketchikan OREGON: Ashland - Bend - Corvallis - Grants Pass - Klamath Falls- Portland International Airport - Redmond - *Roseburg - Salem - Wilsonville - *Woodburn WASHINGTON: Bremerton - Ellensburg - Federal Way -Ferndale - Kelso - Kennewick - Moses Lake - Olympia/Lacey - Port Angeles - Sea-Tac International Airport - Walla Walla - Yakima *Coming soon 3 9 SUPER 8 NORTHWEST I BALANCE SHEET ASSETS DECEMBER 31, ------------------------------- 1996 1995 ----------- ----------- CURRENT ASSETS Cash and cash equivalents $ 544,684 $ 222,146 Accounts receivable, trade 21,518 15,718 Accounts receivable, affiliates -- 3,442 Inventory 42,093 42,277 Prepaid expenses 7,212 13,322 ----------- ----------- Total current assets 615,507 296,905 ----------- ----------- PROPERTY AND EQUIPMENT, at cost Land 2,053,409 2,053,409 Land improvements 79,671 79,671 Buildings 2,836,155 2,818,164 Equipment, furniture and fixtures 1,021,108 1,017,991 ----------- ----------- 5,990,343 5,969,235 Less accumulated depreciation (2,022,417) (1,934,081) ----------- ----------- Total property and equipment 3,967,926 4,035,154 ----------- ----------- OTHER ASSETS Loan fees 15,000 15,000 Franchise fees 30,000 30,000 ----------- ----------- 45,000 45,000 Less accumulated amortization (25,500) (21,000) ----------- ----------- 19,500 24,000 Deposits 34,343 33,710 ----------- ----------- Total other assets 53,843 57,710 ----------- ----------- $ 4,637,276 $ 4,389,769 =========== =========== 10 SUPER 8 NORTHWEST I BALANCE SHEET LIABILITIES AND PARTNERS' EQUITY DECEMBER 31, ---------------------------- 1996 1995 ---------- ---------- CURRENT LIABILITIES Accounts payable, trade $ 37,503 $ 49,240 Accounts payable, affiliates 29,609 76,564 Accrued expenses 88,307 84,299 Current portion of long-term debt 46,000 38,000 ---------- ---------- Total current liabilities 201,419 248,103 ---------- ---------- LONG-TERM DEBT, net of current portion shown above 1,331,791 1,380,449 ---------- ---------- ACCRUED PROPERTY MANAGEMENT FEES 605,348 605,348 ---------- ---------- PARTNERS' EQUITY General partner's equity 329,065 192,789 Limited partners' equity (authorized, issued and outstanding 6,000 units) 2,169,653 1,963,080 ---------- ---------- 2,498,718 2,155,869 ---------- ---------- $4,637,276 $4,389,769 ========== ==========