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: September 30, 1997 Commission File Number: 2-76543 SUPER 8 MOTELS NORTHWEST II Washington 91-1172558 PART 1 Financial Information Item 1. Financial Statements See attached unaudited September 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 SEPTEMBER 30, 1997 1996 ----------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES Revenues and other income received in cash $ 2,583,010 $ 2,870,996 Operating expenses paid in cash (2,006,169) (2,237,713) Interest paid (172,682) (183,982) ----------- ----------- Net cash provided by operating activities 404,159 449,301 ----------- ----------- CASH FLOWS FROM INVESTING ACTIVITIES Purchases of property and equipment, net (934) (20,550) ----------- ----------- Net cash used by investing activities (934) (20,550) ----------- ----------- CASH FLOWS FROM FINANCING ACTIVITIES Principal payments on debt (106,847) (104,655) Distributions to partners (357,528) (553,889) ----------- ----------- Net cash used by financing activities (464,375) (658,544) ----------- ----------- NET DECREASE IN CASH AND CASH EQUIVALENTS (61,150) (229,793) CASH AND CASH EQUIVALENTS, beginning of period 551,202 733,916 ----------- ----------- CASH AND CASH EQUIVALENTS, end of period $ 490,052 $ 504,123 =========== =========== 2 PERIOD ENDED SEPTEMBER 30, 1997 1996 ----------- ----------- RECONCILIATION OF NET INCOME TO NET CASH PROVIDED BY OPERATING ACTIVITIES Net income $ 616,342 $ 933,669 ----------- ----------- Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 131,524 131,449 Lease expense - deferred 5,771 12,100 Loss on the sale of assets -- 5,864 Change in assets and liabilities Accounts receivable 3,322 (2,324) Prepaid expenses (6,878) (13,931) Accounts payable 18,423 24,532 Accrued expenses (15,297) 26,054 Accrued management fees (349,048) (668,112) ----------- ----------- (212,183) (484,368) ----------- ----------- NET CASH PROVIDED BY OPERATING ACTIVITIES $ 404,159 $ 449,301 =========== =========== Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. See attached Second Quarter (9/30/97) 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. Financial Data Schedule 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 II a Washington limited partnership By: _______________________________________ Gerald L. Whitcomb, General Partner Dated: November 11, 1997 4 SUPER 8 MOTELS NORTHWEST II STATEMENT OF INCOME FOR THE NINE MONTHS ENDING SEPTEMBER 30, 1997 AND 1996 (Unaudited) 1997 1996 ----------- ----------- SALES Rooms $ 2,487,308 $ 2,785,281 Other 85,346 81,752 ----------- ----------- Total sales 2,572,654 2,867,033 DIRECT OPERATING EXPENSES Payroll and related expenses 508,128 497,099 Supplies and maintenance 177,101 129,257 Utilities 146,296 146,918 Other 22,386 27,623 ----------- ----------- Total direct operating expenses 853,911 800,897 INDIRECT OPERATING EXPENSES Advertising and promotion 66,750 60,040 Bank and credit card charges 35,622 34,099 Insurance 27,295 27,925 Property and business taxes 112,073 110,104 Other 9,710 12,140 ----------- ----------- Total indirect operating expenses 251,450 244,308 ADMINISTRATIVE AND GENERAL EXPENSES Administrative service fees 155,665 155,400 Franchise fees 99,492 111,073 Management fees 128,633 143,093 Professional services 24,525 30,962 Other 24,092 14,085 ----------- ----------- Total administrative and general expenses 432,407 454,613 FIXED CHARGES Amortization 3,628 3,478 Depreciation 127,896 127,971 Interest 172,682 183,982 Lease expense 109,725 106,438 Deferred land lease 11,647 12,100 ----------- ----------- Total fixed charges 425,578 433,969 ----------- ----------- INCOME FROM OPERATIONS 609,308 933,246 OTHER INCOME Gain (loss) on sale of equipment 0 (5,864) Interest income 7,034 6,287 ----------- ----------- Total other income 7,034 423 ----------- ----------- NET INCOME (LOSS) $ 616,342 $ 933,669 =========== =========== 5 SUPER 8 MOTELS NORTHWEST II BALANCE SHEET SEPTEMBER 30, 1997 AND 1996 (Unaudited) ASSETS 1997 1996 ----------- ----------- CURRENT ASSETS Cash $ 490,052 $ 504,123 Accounts receivable 17,284 81,131 Inventory 58,319 57,853 Prepaid expenses 18,491 28,931 ----------- ----------- Total current assets 584,146 672,038 PROPERTY AND EQUIPMENT Land 714,301 714,301 Buildings 4,097,106 4,097,106 Equipment, furniture and fixtures 1,242,261 1,241,326 ----------- ----------- Subtotal 6,053,668 6,052,733 Less accumulated depreciation (2,866,559) (2,695,801) ----------- ----------- Total property and equipment, net 3,187,109 3,356,932 OTHER ASSETS Franchise fees 45,000 45,000 Organization costs 6,000 6,000 Deposits and bank fees 26,375 26,375 ----------- ----------- Subtotal 77,375 77,375 Less accumulated amortization (49,841) (44,853) ----------- ----------- Total other assets 27,534 32,522 ----------- ----------- Total assets $ 3,798,789 $ 4,061,492 =========== =========== LIABILITIES AND PARTNER'S CAPITAL EQUITY 1997 1996 ----------- ----------- CURRENT LIABILITIES Accounts payable - trade $ 107,886 $ 66,974 Accounts payable - affiliates 41,222 44,350 Accrued expenses 111,181 141,930 Current portion of long-term debt 159,594 150,948 ----------- ----------- Total current liabilities 419,883 404,202 NONCURRENT LIABILITIES Accrued rent under lease agreement 142,792 133,138 Long-term debt, net of current portion shown above 2,234,360 2,386,217 Accrued property management fees 350,000 699,048 ----------- ----------- Total noncurrent liabilities 2,727,152 3,218,403 PARTNER'S CAPITAL EQUITY General partner 16,167 (60,189) Limited partners 635,587 499,076 ----------- ----------- Total partner's capital equity 651,754 438,887 ----------- ----------- $ 3,798,789 $4,061,492 =========== ========== 6 SUPER 8 MOTEL UPDATE SUPER 8 MOTELS VOL. 17 NO. 3 NORTHWEST II OCTOBER 31, 1997 THIRD QUARTER 1997 - -------------------------------------------------------------------------------- NATIONAL NEWS RECENT SUPER 8 STRIDES DOCUMENTED Early 1997 reports from market researchers D. K. Shifflet & Associates reveal that Super 8 again leads the way in several categories. First, Super 8 was one of the major economy chains that increased its market share in 1996, rising to 8%. Further, Super 8's focused advertising efforts resulted in higher brand awareness among frequent business travelers, up nine points. Super 8 also moved up to be the leading brand for consumers' opinions of a "friendly, helpful staff." Most noteworthy, however, is that compared to all major economy brands, Super 8 has the highest percentage (43%) of reservations booked through its toll-free 800 number. INTERNET SITE IS A HIT Super 8 received a significant increase in the number of hits to its web site, www.super8.com. In July, 1997, almost 100,000 people visited the site, which resulted in a 91% increase compared to June of 1997. On August 1, individual Super 8 Motel pages went live on the Internet with 1,142 of the 1,600 motels represented. Online reservations for Super 8 properties were optional, and 337 motels went live with the opportunity of booking rooms as of August 13, 1997. HFS, INC. ANNOUNCES PROJECT POWER UP Super 8 is soon to enter the fast lane--on the information superhighway. HFS, Inc. recently announced "project Power UP," a $75 million project of the HFS Hospitality Division, which is the single largest investment in the history of HFS, other than acquisitions. New computer systems will be provided to each motel at no cost to the franchisees. This will not only help speed the reservation process from Superline, but will also provide each franchisee with an unprecedented number of services that cannot be offered by any other lodging franchisor. Super 8 is constantly pursuing ways to add value to franchisees and guests, while still maintaining its basic "clean and friendly" philosophy. Some highlights of the new computer system include smoother front desk operations, enhanced communications, property-to-property reservations, and targeted marketing to customers worldwide. CANADIAN MARKET HEATS UP With the importance of the Canadian market to Peninsula's northwest locations, Super 8's stepped-up expansion in Canada is welcome news. Currently there are 50 Super 8 properties operating in Canada, with dozens more on the drawing board in the next two years. 7 REGIONAL NEWS NEW RESER-V-8 PROGRAM PRODUCING QUICK RESULTS The second quarter edition of Update announced Peninsula Management Northwest's newest promotional program aptly called, "Reser-v-8." Installed in early July, the program enables all Peninsula guests to make confirmed reservations at their next Super 8 northwest destination-either at the moment of check-in, or later in the comfort of their room. Three hundred reservations were booked in the first three weeks, and as the program built-up and caught on, over 800 rooms were sold via this new technique by the end of September. The Reser-v-8 system will be continued through the winter months, and is viewed as a key ingredient in sales success for the 1998 tourism season. PENINSULA'S 26TH SUPER 8 TO OPEN IN WOODBURN, OREGON SPECIAL INTRODUCTORY RATE OF $39.88 November 21, 1997, will mark the Grand Opening Ceremonies for the Woodburn, Oregon, Super 8 Motel. Three weeks prior to the opening, a special opening team from Peninsula Management Northwest will be on site to complete room inspections, train front desk and housekeeping staff, and conduct detailed sales work in the community and surrounding market area. Conveniently located just off the 1-5 corridor at 821 Evergreen Road, the motel will feature 81 spacious guest rooms and suites, indoor heated pool and spa, conference/ meeting room, and guest laundry. There is ample truck or large vehicle parking available, and there are several restaurants and shopping opportunities within easy walking distance. The motel will also join several other Peninsula Super8s in offering a fresh, attractive free continental breakfast in the lobby each morning. Peninsula Management Northwest has packaged a Special Opening Holiday Rate of $39.88, single or double occupancy, when utilized in conjunction with VIP Club membership. SUPER 8 MOTELS NORTHWEST II Despite a fairly strong third quarter at all three motels in the partnership, total revenues year to date continue to trail 1996. The vast majority of this shortfall is due to the Bremerton property no longer hosting a large contingent of Navy personnel. All properties in the partnership have continued to exercise good cost control, and Net Income has risen from 18.7% through the first six months to 24.0% year to date as of September 30. Referencing the enclosed occupancy and average daily room rate comparisons, you will note that in Bremerton, because there is no longer a large Navy contract, occupancy dropped heavily in both July and September-but, the property had a pretty good August due to the hard work of the onsite manager and staff. On the other hand, average daily rate for the quarter was up by $6.29 over that same period in 1996. Despite having a weak September, Yakima continued to reverse its downward occupancy trend, and year to date it is now down a total of 5.8 percentage points. Average daily rate remains essentially even with 1996. 8 Portland occupancy, though down slightly year to date from the very high 1996 levels, increased to 90.7% for the quarter, compared to 90.4% for the third quarter in 1996. Average daily rate increased by $3.05 for the quarter and $1.87 year to date. Enclosed you will find the unaudited financial statements for the year to date through September 30, 1997, as well as occupancy and average daily room rate comparisons. Your third quarter 1997 distribution check is in the amount of $25.00 per partnership unit. This distribution equals a 10% annualized return on your original investment for the quarter and also year to date. The partnership will begin its 1997 pre-audit work in November, with the goal of having your partnership tax information mailed not later than February 28, 1998. We appreciate your interest and continued support of Super 8 Motels Northwest II. REMEMBER SUPER 8 if you are traveling-call 1-800-800-8000 for room reservations at any Super 8 Motel located in the United States and Canada. 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