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 Quarter Ended: March 31, 1998 Commission File Number: 2-67456 SUPER 8 MOTELS NORTHWEST I Washington 91-1101310 PART 1 Financial Information Item 1. Financial Statements See attached unaudited March 31, 1998 Financial Statements and the partnership's balance sheet for the year ended December 31, 1997. The Statement of Cash Flows is omitted from the attachment and is presented as follows: PERIOD ENDED MARCH 31, 1998 1997 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES Revenues and other income received in cash $ 621,501 $ 575,498 Operating expenses paid in cash (336,694) (362,431) Interest paid (40,105) (23,544) ------------ ------------ Net cash provided by operating activities 244,702 189,523 ------------ ------------ CASH FLOWS FROM FINANCING ACTIVITIES Principal payments on debt (141,837) (10,869) Distributions to partners (211,765) (151,513) ------------ ------------ Net cash used by financing activities (353,602) (162,382) ------------ ------------ NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (108,900) 27,141 CASH AND CASH EQUIVALENTS, beginning of period 463,238 544,684 ------------ ------------ CASH AND CASH EQUIVALENTS, end of period $ 354,338 $ 571,825 ============ ============ 2 PERIOD ENDED MARCH 31, 1998 1997 ------------ ------------ RECONCILIATION OF NET INCOME TO NET CASH PROVIDED BY OPERATING ACTIVITIES Net income $ 101,010 $ 128,215 ------------ ------------ Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 21,813 29,208 Change in assets and liabilities Accounts receivable (6,686) 8,661 Prepaid expenses (66) 4,783 Deposits 34,993 -- Accounts payable 160,263 81,557 Accrued expenses (66,625) (62,901) ------------ ------------ 143,692 61,308 ------------ ------------ NET CASH PROVIDED BY OPERATING ACTIVITIES $ 244,702 $ 189,523 ============ ============ Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. See attached First Quarter 3/31/98 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: /s/ Gerald L. Whitcomb Date: May 12, 1998 -------------------------------------- Gerald L. Whitcomb, General Partner 4 SUPER 8 MOTELS NORTHWEST I UPDATE VOL. 18 NO. 1 /APRIL 30, 1998 FIRST QUARTER 1998 NATIONAL NEWS CENDANT CORPORATION IS LAUNCHED On December 17, 1997, the Super 8 Motels franchise owner, HFS Incorporated, merged with CUC International, Inc., and officially became "Cendant Corporation." With assets valued at $14 billion, Cendant is one of the world's leading providers of consumer and business services. Cendant will create innovative approaches to delivering value and convenience to consumers and business partners. The company's three principal segments of operation are travel, membership and real estate. With each of these business units combined, Cendant is poised to make marketing history. SUPER 8 MOTELS, INC. RECEIVES MARKETING AWARDS On January 19,1998, Super 8 received four awards at the Hospitality Sales & Marketing Association International Award Competition. This competition is the largest and most prestigious in the hospitality and travel industry. Super 8 competed against thousands of entries from all over the world, winning: * Gold Public Relations Award for the Super 8 "Rooms at the Inn" Program * Silver Public Relations Award for the Super 8 Bedmaking Championship * Bronze Public Relations Award for the 1500th motel grand opening campaign * Bronze Advertising Award for the Bill Elliott television commercial 50TH SUPER 8 MOTEL NOW OPEN IN CANADA Super 8 Motels' rapid growth has reached north to Canada, with its fiftieth motel opening in the fourth quarter of 1997. In just one year, ten new motels have opened in that country, bringing the year-end total to 52. Calgary-based Royop Hospitality Corporation, the owner of development and franchise rights for Canada, is focused on building the Super 8 name across Canada. Plans are in place for the opening of another 48 Super 8 Motels within- the next two years. 1998 NASCAR SPONSORSHIP ANNOUNCED Super 8 Motels, Inc., recently announced the renewal of its NASCAR sponsorship with Bill Elliott Racing. In 1997, Elliott appeared in a national Super 8 commercial praising the benefits of staying at Super 8 Motels. This television campaign will continue in 1998 with the "Let's Look Inside Bill's Room" commercial. The sponsorship includes Elliott's #94 McDonald's Ford for the entire Winston Cup Series. The series is covered on national television and radio, and reached more than 188 million viewers in 1997. 5 NATIONAL CONVENTION KEYNOTES BOB DOLE Keynote speaker at the 1998 Super 8 Motels International Convention, held March 6-8 in Orlando, Florida, was former U. S. Senate Majority Leader Bob Dole. Although retired from elective office, Mr. Dole's public service record gives him a solid perspective on political issues facing our nation, and insight into the most pressing issues in our nation's future. Other highlights of the convention included Super 8 President Bob Weller's "State of the 8" address, a full presentation and update on the "Project Power Up" computerization program, numerous business development seminars, and national awards in VIP sales, marketing programs, and customer service. The Peninsula Group's national awards are noted in the Regional News section of the Update. REGIONAL NEWS PENINSULA MANAGEMENT NORTHWEST SELECTED AS BETA SITE As mentioned in the January Update, Peninsula Management Northwest requested, and subsequently received, permission to serve as a test site for the "Project Power Up" computer program. Power Up is scheduled to go nationwide in 1999. The Lacey Super 8 Motel was chosen for installation, as it is the official training property for Peninsula Management. Its close proximity to the corporate headquarters was also a factor, enabling daily hands-on training and communication with key management, accounting, and staff development personnel. Installation and training began in March, and though the first several weeks were not without challenges, each was worked through to Peninsula's satisfaction. Management continues to be enthusiastic about the program's short- and long-term benefits to operations as follows: * Integration of inventory management with central reservations * Improved yield management * On-line credit card processing * Improved staffing allocations and room maintenance management * Direct property-to-property reservations * Access to customer profiles and databases Equipment and training for Project Power Up are being provided to all 1,600 Super 8 Motels nationwide at no cost by the Cendant Corporation. A schedule for installation at the balance of Super 8s operated by Peninsula Management Northwest will be announced in the fall of 1998. NORTHWEST MOTELS NATIONAL AWARD WINNERS Several properties managed by Peninsula Management Northwest received national awards at the 1998 Super 8 Motels International Convention as noted below: * Golden Pineapple Hospitality Awards for Customer Service: Denise Johnson, Regional Director, PMNW; Jeanne Wilson and Robin Shaw, Redmond Super 8 Motel; and Jean Gesh, Lacey Super 8 Motel 6 * Super Sales Award in Marketing-. Esin Davis, Sales and Marketing Director, PMNW * National 1997 VIP Challenge Award: Tom Zett, General Manager, Portland Super 8 Motel, and Ron Ehli, General Manager, SeaTac Super 8 Motel In addition to these honors, 16 PMNW motels were added to the 1997 National "VIP Club All Stars" Hall of Fame. ROSEBURG CONSTRUCTION PROGRESSING ON SCHEDULE Since the January announcement of the Roseburg site acquisition, actual construction has commenced. Foundation work is complete, and summer travelers on the 1-5 corridor will observe its progress towards completion. The total development plan includes sites for the construction, by third parties, of both a family-style restaurant and a fuel and food mart, as well as a Phase II addition of 16 rooms to the Super 8 Motel. Future Update news will keep readers informed as to project process. The 88-room Roseburg Super 8 Motel is scheduled to open Thursday, November 12, 1998. It will feature all the traditional Peninsula amenities, including an enclosed pool, meeting room, and continental breakfast bar in the lobby area. SUPER 8 MOTELS NORTHWEST I First Quarter 1998 operational results for Super 8 Motels Northwest I show Total Sales increased by $62,562, or 11 %, over the first quarter of 1997. The Net Income line shows a decrease relative to 1997, but this is principally a result of the costs resulting from the major renovation going on at the Federal Way property. The majority of these costs are traditionally expensed, thus the Supplies and Maintenance line item in Direct Operating Expenses is about $70,000 higher than 1997. Most of the other expenses were well controlled. The increase in revenues was largely attributable to the good growth at SeaTac where occupancy for the quarter increased by 9%, while average daily rate increased $.47 as compared to the first quarter 1997. The Federal Way property experienced relatively flat occupancy, but had an increase of average daily rate of $.64. These figures kept Federal Way essentially even with the same period of 1997. If we were to adjust for the increase in expenses arising from the renovation, Net Income would be up about 30% year to date over 1997. Enclosed are occupancy and room rate comparisons for each property, first quarter unaudited financial statements, and a copy of the December 31, 1997 year-end audited financial statements as prepared by the CPA firm of Moss Adams. Your first quarter 1998 distribution check is in the amount of $37.50 per partnership unit. This represents a 15% annualized return on your original investment. Please be reminded that the offers to purchase units by various liquidity funds are normally far below the original cost of $1,000 per unit, and less than the consolidated appraised value of the motels owned by the partnership as completed in August of 1996. This information has been reported to you in past newsletters, but we again want to remind you that if you find a need to dispose of your units, you are 7 encouraged to call your NASD registered securities representative, or the partnership office, so that you may be assisted in transferring your units at a fair value. IMPORTANT NOTICE: Due to scheduling conflicts, the Annual Informational Meeting for the partnership has been RESCHEDULED. Please note the NEW dates below: DATE: Tuesday, June 23, 1998 TIME: 7:00 p.m. LOCATION: SeaTac Super 8 Motel 3100 South 192nd SeaTac, Washington -- OR -- DATE: Thursday, June 25, 1998 TIME: 8:00 p.m. LOCATION: Portland Airport Super 8 Motel 11011 N.E. Holman Portland, Oregon Thank you for your continued support of Super 8 Motels Northwest 1, and remember, wherever your summer travel leads you-THINK SUPER 8-and call 1-800-800-8000 for reservations. - -------------------------------------------------------------------------------- The Official Publication of THE PENINSULA GROUP INCORPORATED 7515 Terminal St. SW, Tumwater, WA 98501 / (360) 943-8000 Owners and operators of America's finest economy lodging serving 26 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 8 SUPER 8 MOTELS NORTHWEST I BALANCE SHEET MARCH 31, 1998 AND 1997 (Unaudited) ASSETS 1998 1997 ------------ ------------ CURRENT ASSETS Cash $ 354,338 $ 571,825 Accounts receivable 23,241 12,857 Inventory 43,931 42,093 Prepaid expenses 5,223 2,428 ------------ ------------ TOTAL CURRENT ASSETS 426,733 629,203 PROPERTY AND EQUIPMENT Land 2,036,057 2,053,409 Land improvements 79,671 79,671 Buildings 2,836,155 2,836,155 Equipment, furniture, and fixtures 1,021,108 1,021,107 ------------ ------------ Subtotal 5,972,991 5,990,342 Less accumulated depreciation (2,125,856) (2,050,500) ------------ ------------ TOTAL PROPERTY AND EQUIPMENT, NET 3,847,135 3,939,842 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 (31,125) (26,625) ------------ ------------ Subtotal 13,875 18,375 Deposits 3,100 34,343 ------------ ------------ TOTAL OTHER ASSETS 16,975 52,718 TOTAL ASSETS $ 4,290,843 $ 4,621,763 ============ ============ LIABILITIES AND PARTNER'S CAPITAL EQUITY CURRENT LIABILITIES Accounts payable - trade $ 176,380 $ 117,961 Accounts payable - affiliates 54,688 30,706 Accrued expenses 21,596 25,406 Current portion of long-term debt 48,572 46,269 ------------ ------------ TOTAL CURRENT LIABILITIES 301,236 220,342 NONCURRENT LIABILITIES Long-term debt, net of current portion shown above 1,143,266 1,320,653 Property management fees -- 605,348 ------------ ------------ TOTAL NONCURRENT LIABILITIES 1,143,266 1,926,001 PARTNER'S CAPITAL EQUITY General partner 444,847 346,784 Limited partners 2,401,494 2,128,636 ------------ ------------ TOTAL PARTNER'S CAPITAL EQUITY 2,846,341 2,475,420 ------------ ------------ TOTAL LIABILITIES AND PARTNER'S CAPITAL EQUITY $ 4,290,843 $ 4,621,763 ============ ============ 9 SUPER 8 MOTELS NORTHWEST I STATEMENT OF INCOME FOR THE THREE MONTHS ENDING MARCH 31, 1998 AND 1997 (Unaudited) 1998 1997 ------------ ------------ SALES Rooms $ 597,741 $ 535,832 Other 26,345 25,692 ------------ ------------ TOTAL SALES 624,086 561,524 DIRECT OPERATING EXPENSES Payroll and related expenses 133,414 124,337 Supplies and maintenance 99,141 28,714 Utilities 37,431 40,730 Other 12,833 6,080 ------------ ------------ TOTAL DIRECT OPERATING EXPENSES 282,819 199,861 INDIRECT OPERATING EXPENSES Advertising and promotion 16,504 15,294 Bank and credit card charges 11,946 7,765 Insurance 7,199 7,633 Property and business taxes 32,102 30,324 Other 1,152 2,929 ------------ ------------ TOTAL INDIRECT OPERATING EXPENSES 68,903 63,945 ADMINISTRATIVE AND GENERAL EXPENSES Administrative service fees 35,702 42,513 Franchise fees 23,910 21,433 Property management fees 31,196 28,076 Professional services 9,132 8,403 Other 5,793 4,095 ------------ ------------ TOTAL ADMINISTRATIVE AND GENERAL EXPENSES 105,733 104,520 FIXED CHARGES Amortization 1,125 1,125 Depreciation 20,688 28,084 Interest 37,662 31,044 Lease expense 10,247 10,043 ------------ ------------ TOTAL FIXED CHARGES 69,722 70,296 INCOME FROM OPERATIONS 96,909 122,902 OTHER INCOME Interest income 2,451 3,963 Rental income 1,650 1,350 ------------ ------------ TOTAL OTHER INCOME 4,101 5,313 ------------ ------------ NET INCOME (LOSS) $ 101,010 $ 128,215 ============ ============ 10 SUPER 8 MOTELS NORTHWEST I BALANCE SHEET - -------------------------------------------------------------------------------- ASSETS DECEMBER 31, ---------------------------------- 1997 1996 ------------ ------------ CURRENT ASSETS Cash $ 463,238 $ 544,684 Accounts receivable, trade 10,623 21,518 Accounts receivable, affiliates 5,932 -- Inventory 43,931 42,093 Prepaid expenses 5,157 7,212 ------------ ------------ Total current assets 528,881 615,507 ------------ ------------ PROPERTY AND EQUIPMENT, at cost Land 2,036,056 2,053,409 Land improvements 79,671 79,671 Buildings 2,836,155 2,836,155 Equipment, furniture, and fixtures 1,021,108 1,021,108 ------------ ------------ 5,972,990 5,990,343 Less accumulated depreciation (2,105,168) (2,022,417) ------------ ------------ Total property and equipment 3,867,822 3,967,926 ------------ ------------ OTHER ASSETS Loan fees 15,000 15,000 Franchise fees 30,000 30,000 ------------ ------------ 45,000 45,000 Less accumulated amortization (30,000) (25,500) ------------ ------------ 15,000 19,500 Deposits 38,093 34,343 ------------ ------------ Total other assets 53,093 53,843 ------------ ------------ $ 4,449,796 $ 4,637,276 ============ ============ 11 SUPER 8 MOTELS NORTHWEST I BALANCE SHEET LIABILITIES AND PARTNERS' EQUITY DECEMBER 31, -------------------------------- 1997 1996 ------------ ------------ CURRENT LIABILITIES Accounts payable, trade $ 34,373 $ 37,503 Accounts payable, affiliates 36,432 29,609 Accounts payable, partners 88,221 88,307 Current portion of long-term debt 49,000 46,000 ------------ ------------ Total current liabilities 208,026 201,419 ------------ ------------ LONG-TERM DEBT, net of current portion shown above 1,284,675 1,331,791 ------------ ------------ ACCRUED PROPERTY MANAGEMENT FEES -- 605,348 ------------ ------------ COMMITMENTS (Notes 7 and 9) PARTNERS' EQUITY General partner's equity 461,460 329,065 Limited partners' equity (authorized, issued and outstanding 6,000 units) 2,495,635 2,169,653 ------------ ------------ 2,957,095 2,498,718 ------------ ------------ $ 4,449,796 $ 4,637,276 ============ ============ 12 EXHIBIT INDEX Exhibit Number Description - -------------- --------------------------- 27 Financial Data Schedule