SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2002 OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM _______ TO _______
Commission File Number 000-49748
APPLE HOSPITALITY TWO, INC.
(Exact name of registrant as specified in its charter)
VIRGINIA 54-2010305
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
10 SOUTH THIRD STREET
RICHMOND, VIRGINIA 23219
(Address of principal executive offices) (Zip Code)
(804) 344-8121
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
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At May 1, 2002, there were outstanding 17,307,270 shares of common stock, no par
value, of the registrant.
Explanatory Note
This amendment to the 10Q filed May 15, 2002, reflects changes made to the net
cash paid for acquisition of hotels on the consolidated statement of cash flows,
and changes to note 8 for pro forma net income and net income per share-basic
and diluted.
APPLE HOSPITALITY TWO, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited)
For the period
January 17, 2001
Three (initial capitalization)
months ended through
March 31, 2002 March 31, 2001
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Cash flow from operating activities:
Net income $ 2,288,543 $ -
Depreciation of Real estate owned 1,070,758 -
Changes in operating assets and liabilities
Due from third party manager (1,583,123) -
Deferred incentive management fee 162,866 -
Accounts receivable, net (64,289) -
Other assets 1,646,656 -
Capital lease obligations-principal payments (68,761) -
Accounts payable-affiliates 28,418 -
Accrued expenses 398,901 -
-----------------------------------------------
Net cash provided by operating activities 3,879,971 -
Cash flow from investing activities:
Cash placed in capital improvement escrow (4,742,127) -
Net cash paid for acquisition of hotels (3,508,339) -
Capital improvements (297,486) -
-----------------------------------------------
Net cash used in investing activities (8,547,952) -
Cash flow from financing activities:
Payment of mortgage note 344,918 -
Net proceeds from issuance of common stock 30,176,391 -
Cash distributions paid to shareholders (3,001,721) -
-----------------------------------------------
Net cash provided by financing activities 27,519,588 -
Increase in cash and cash equivalents 22,851,607 -
Cash and cash equivalents, beginning of period 15,468,841 100
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Cash and cash equivalents, end of period $ 38,320,448 $ 100
===============================================
Supplemental Information:
Assumption of mortgage notes payable $ 91,602,595
Deposit for acquisitions used for acquisition of hotels $ 35,000,000
Imputed interest expense on Res I $ 450,000
See accompanying notes to consolidated financial statements.
3
Three Months
Ended
March 31, 2002
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Hotel revenues $19,389,585
Net income $ 2,430,940
Net income per share-basic and diluted $ .16
The pro forma information reflects adjustments for actual revenues and
expenses of the 15 hotels acquired in 2002 for the respective period in
2002 prior to acquisition by the Company. Net income has been adjusted
as follows: (1) depreciation has been adjusted based on the Company's
basis in the hotels; (2) advisory expenses have been adjusted based on
the Company's contractual arrangements; (3) interest expense has been
adjusted to reflect the acquisition as of January 1, 2002; (4) common
stock raised during 2002 to purchase these hotels has been adjusted to
reflect issuances as of January 1, 2002.
(9) Subsequent Events
------------------
In April 2002, the Company distributed to its shareholders
approximately $3,744,821 ($.25 per share) of which approximately
$1,566,096 was reinvested in the purchase of additional shares. On
April 22, 2002, the Company closed the sale to investors of 991,567
shares at $10 per share representing net proceeds to the Company of
$8,924,105.
4
SIGNATURES
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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.
Apple Hospitality Two, Inc.
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(Registrant)
DATE: May 16, 2002 BY: /s/ Glade M. Knight
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Glade M. Knight
President
BY: /s/ David S. McKenney
----------------------------
Chief Financial Officer