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: September 30, 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 September 30, 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 SEPT. 30, SEPT. 30, ------------ ------------ 1998 1997 CASH FLOWS FROM OPERATING ACTIVITIES Revenues and other income received in cash $ 1,052,563 $ 1,027,698 Operating expenses paid in cash (629,752) (850,308) Interest paid (31,576) (31,694) ------------ ------------ Net cash provided by operating activities 391,235 145,696 ------------ ------------ CASH FLOWS FROM INVESTING ACTIVITIES Purchases of property and equipment (6,491) (270) ------------ ------------ Net cash (used) by investing activities (6,491) (270) ------------ ------------ CASH FLOWS FROM FINANCING ACTIVITIES Principal payments on long term debt (12,250) (10,220) Proceeds from issuance 196,255 -- Distributions to partners (264,706) (151,518) ------------ ------------ Net cash used by financing activities (80,701) (161,738) ------------ ------------ NET DECREASE IN CASH AND CASH EQUIVALENTS 304,043 (16,312) CASH AND CASH EQUIVALENTS, beginning of period 334,941 538,985 ============ ============ CASH AND CASH EQUIVALENTS, end of period $ 638,984 $ 522,673 ============ ============ 2 PERIOD ENDED SEPT. 30, SEPT. 30, ------------ ------------ 1998 1997 ------------ ------------ RECONCILIATION OF NET INCOME TO NET CASH PROVIDED BY OPERATING ACTIVITIES Net income $ 438,941 $ 476,449 ------------ ------------ Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 21,996 21,813 Change in assets and liabilities Accounts receivable (628) (18,827) Prepaid expenses (3,324) (2,189) Deposits -- (6,880) Accounts payable (101,055) 4,298 Accrued management fees -- (355,348) Accrued expenses 35,305 26,380 ------------ ------------ (47,706) (330,753) ============ ============ NET CASH PROVIDED BY OPERATING ACTIVITIES $ 391,235 $ 145,696 ============ ============ Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. See attached Third Quarter 9/30/98 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 Pursuant to correspondence from the Securities and Exchange Commission, the partnership's management is currently working with legal counsel to file delinquent Forms 3, 4 and 5. 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: _______________________________________ Gerald L. Whitcomb, General Partner Dated: November 16, 1998 4 Super 8 Motel Update VOL. 18 NO. 3/OCTOBER 31, 1998 SUPER 8 MOTELS NORTHWEST I THIRD QUARTER 1998 NATIONAL NEWS SUPER 8 MOTELS SET RECORD Continuing its path of record growth, Super 8 Motels, Inc., posted a new record for the chain--opening 51 motels in the second quarter of 1998. Super 8 has opened 88 motels since January, 1998. Of the motels opened this year, 55% are new construction. Super 8 Motels now has more than 1,700 properties in North America. PROJECT POWER UP UPDATE Project Power Up, Super 8's front-desk computerization program, is continuing installation of its hardware and software in all Super 8 Motels. As of August, 1998, 35 properties are now up and running. Managers of properties that have had Project Power Up installed are reporting that they are experiencing faster front desk and back-of-house operations, leaving them more time to bring in new business. Peninsula has had Project Power Up installed at its Lacey property and soon-to-open Roseburg, Oregon motel. Overall, the Lacey manager has been pleased with the system-once the "bugs" were worked out. She reports it takes less time to handle the paperwork allowing her more time to greet guests, perform sales calls, and "run the property." REGIONAL NEWS ROSEBURG SUPER 8 MOTEL The new Roseburg Super 8 Motel is due to open its doors to the public on Thursday, November 12, 1998. The grand opening will be held on Monday, November 16, 1998, from 4:00 p. m. to 6:00 p.m. Please feel free to join in the celebrations if you are in the area. The 88-room Roseburg Super 8 will feature an indoor pool and spa, handicap rooms, elevator, truck parking, and continental breakfast. BEAUTIFICATION AWARD The Ferndale, Washington, Super 8 Motel has won the national 1998 Super 8 Motels Beautification Award for outstanding curb appeal. The Ferndale Super 8 will be featured on the cover of StrEIGHT Talk, Super 8 Motels' industry newsletter, and on the Super 8 web site, and will receive a plaque to hang in its lobby for winning this distinctive award. SUPER 8 MOTELS NORTHWEST I When reviewing the enclosed unaudited financial statements for Super 8 Motels Northwest 1, you will note that operational results for the first nine months of 1998 for the partnership show total sales remain ahead of the same period of 1997 by about $83,000. However, about $240,000 was spent for renovations and expensed during 1998, resulting in net income being down approximately $212,000 compared to the same period in 1997. Nevertheless, the partnership maintains its strong cash position. As reflected in the occupancy charts and average daily rate comparisons, Federal Way Super 8 had an overall increase of about three occupancy points, while its average daily rate decreased by $.26 when compared to the same quarter of 1997. Year to date, Federal Way is about even with 1997 in occupancy, while total revenues are up by about $12,000 for the year. Extensive renovations to the interior of the Federal Way motel were completed during the third quarter. Forty-five rooms were completely renovated with new paint, carpets, drapes and furnishings. The hallways were redone and an extensive redecoration of the front office and lobby will be completed. A lounge and continental breakfast area was added. The exterior of the building was powerwashed and the parking lot resealed and re-striped. 5 At the SeaTac Super 8 Motel, 1998 third quarter occupancy trailed 1997 by 1.7 occupancy points, while average daily rate increased by $.71. Year-to-date revenues are up about $ 71,000 over 1997. Your third quarter distribution is in the amount of $37.50 per partnership unit. This brings total distribution for the first three quarters of 1998 to $112.50 per partnership unit, This represents a 15% annualized return on your original partnership investment. Pre-audit of the partnership books commences in November in order to meet our target of February 28, 1999, for the mailing of your partnership tax information. During the second quarter 1998, the general partner engaged an investment banking firm for the purpose of marketing The Peninsula Group, its affiliates and subsidiaries, including the assets of Super 8 Motels Northwest 1. These efforts have been terminated at this time. However, the general partners are exploring alternate avenues to create liquidity for your investment. Again, it should be noted that there continue to be offers made by various liquidity funds to purchase units at what appear to be discounted values. 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 take note of the efforts being made by the general partner to create liquidity and to gain maximum value for all investors. If you find a need to dispose of your units, you are urged to call your NASD registered securities representative or the investor relations department at the offices of The Peninsula Group 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 you plan on traveling over the upcoming holiday season--THINK SUPER 8 and call 1-800-800-8000 for reservations at over l,700 Super 8 Motels throughout the U. S. and Canada. 6 SUPER 8 NORTHWEST I BALANCE SHEET SEPTEMBER 30, 1998 AND 1997 (Unaudited) ASSETS 1998 1997 ------------ ------------ CURRENT ASSETS Cash $ 638,984 $ 522,673 Accounts receivable 17,768 37,457 Inventory 43,931 42,093 Prepaid expenses 9,325 10,038 ------------ ------------ TOTAL CURRENT ASSETS 710,008 612,261 PROPERTY AND EQUIPMENT Land 2,036,057 2,027,074 Land improvements 81,410 79,671 Buildings 2,836,155 2,836,155 Equipment, furniture and fixtures 1,032,110 1,021,107 ------------ ------------ Subtotal 5,985,732 5,964,007 Less accumulated depreciation (2,167,415) (2,084,480) ------------ ------------ TOTAL PROPERTY AND EQUIPMENT, NET 3,818,317 3,879,527 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 (33,375) (28,875) ------------ ------------ Subtotal 11,625 16,125 Deposits 3,100 45,121 ------------ ------------ TOTAL OTHER ASSETS 14,725 61,246 TOTAL ASSETS $ 4,543,050 $ 4,553,034 ============ ============ LIABILITIES AND PARTNERS' CAPITAL EQUITY 1998 1997 ------------ ------------ CURRENT LIABILITIES Accounts payable - trade $ 49,270 $ 80,304 Accounts payable - affiliates 30,412 47,789 Accrued expenses 95,686 109,109 Current portion of long-term debt 127,919 46,489 ------------ ------------ TOTAL CURRENT LIABILITIES 303,287 283,691 NONCURRENT LIABILITIES Long-term debt, net of current portion shown above 1,306,202 1,296,066 ------------ ------------ TOTAL NONCURRENT LIABILITIES 1,306,202 1,296,066 PARTNERS' CAPITAL EQUITY General partner 457,929 463,886 Limited partners 2,475,632 2,509,391 ------------ ------------ TOTAL PARTNERS' CAPITAL EQUITY 2,933,561 2,973,277 ------------ ------------ $ 4,543,050 $ 4,553,034 ============ ============ 7 SUPER 8 NORTHWEST I STATEMENT OF INCOME FOR THE QUARTER ENDED SEPTEMBER 30, 1998 AND 1997 (Unaudited) 1998 1997 ------------ ------------ SALES Rooms 1,017,831 $ 1,004,160 Other 29,382 31,133 ------------ ------------ TOTAL SALES 1,047,213 1,035,293 DIRECT OPERATING EXPENSES Payroll and related expenses 170,211 170,815 Supplies and maintenance 90,459 35,821 Utilities 47,713 44,700 Other 12,513 8,501 ------------ ------------ TOTAL DIRECT OPERATING EXPENSES 320,896 259,837 INDIRECT OPERATING EXPENSES Advertising and promotion 22,590 21,709 Bank and credit card charges 17,597 16,430 Insurance 6,610 6,557 Property and business taxes 33,768 34,861 Other 4,237 7,621 ------------ ------------ TOTAL INDIRECT OPERATING EXPENSES 84,802 87,178 ADMINISTRATIVE AND GENERAL EXPENSES Administrative service fees 36,210 40,196 Franchise fees 40,713 40,166 Property management fees 52,358 51,765 Professional services 8,304 8,421 Other 7,317 18,927 ------------ ------------ TOTAL ADMINISTRATIVE AND GENERAL EXPENSES 144,902 159,475 FIXED CHARGES Amortization 1,125 1,125 Depreciation 20,870 20,688 Interest 31,576 31,694 Lease expense 10,079 10,079 ------------ ------------ TOTAL FIXED CHARGES 63,650 63,586 ------------ ------------ INCOME FROM OPERATIONS 432,963 465,217 OTHER INCOME Interest income 3,378 4,682 Rental income 2,600 6,550 ------------ ------------ TOTAL OTHER INCOME 5,978 11,232 ------------ ------------ NET INCOME (LOSS) 438,941 $ 476,449 ============ ============ 8 SUPER 8 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 =========== =========== 9 SUPER 8 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 ========== ==========