EXHIBIT 99.7 REPORT OF INDEPENDENT ACCOUNTANTS To the Board of Directors Extended Stay America, Inc. Ft. Lauderdale, Florida We have audited the accompanying balance sheet of Apartment Inn Partners/Gwinnett, L.P. as of December 31, 1995 and the related statements of operations and partners' capital and cash flows for the year then ended. These financial statements are the responsibility of the partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Apartment Inn Partners/Gwinnett, L.P. at December 31, 1995 and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles. COOPERS & LYBRAND L.L.P. Spartanburg, South Carolina June 25, 1996 1 APARTMENT INN PARTNERS/GWINNETT, L.P. BALANCE SHEETS DECEMBER 31, MARCH 31, 1995 1996 ASSETS ------------ ----------- (UNAUDITED) Current assets: Cash and cash equivalents. $ 238,871 $ 308,635 Accounts receivable....... 14,560 28,556 Supply inventories........ 32,950 32,950 Prepaid expenses.......... 2,198 ---------- ---------- Total current assets.... 286,381 372,339 ---------- ---------- Property and equipment, net. 2,651,717 2,631,082 Other assets................ 10,575 10,575 ---------- ---------- $2,948,673 $3,013,996 ========== ========== LIABILITIES AND PARTNERS' CAPITAL Current liabilities: Accounts payable.......... $ 5,666 $ 17,927 Accrued salaries and re- lated expenses........... 3,933 6,640 Other accrued expenses.... 24,601 28,496 Deferred revenue.......... 7,872 9,588 Current maturities of long-term debt--related party.................... 194,451 199,352 ---------- ---------- Total current liabili- ties................... 236,523 262,003 ---------- ---------- Long-term debt--related par- ty......................... 2,387,119 2,335,405 ---------- ---------- Total liabilities....... 2,623,642 2,597,408 ---------- ---------- Partners' capital........... 325,031 416,588 ---------- ---------- $2,948,673 $3,013,996 ========== ========== The accompanying notes are an integral part of the financial statements. 2 APARTMENT INN PARTNERS/GWINNETT, L.P. STATEMENTS OF OPERATIONS AND PARTNERS' CAPITAL FOR THE FOR THE FOR THE YEAR ENDED THREE MONTHS ENDED THREE MONTHS ENDED DECEMBER 31, MARCH 31, MARCH 31, 1995 1995 1996 ------------ ------------------ ------------------ (UNAUDITED) (UNAUDITED) Revenue: Room revenue.............. $1,231,786 $296,835 $320,753 Other revenue............. 62,187 18,465 14,050 ---------- -------- -------- Total revenue........... 1,293,973 315,300 334,803 ---------- -------- -------- Costs and expenses: Property operating ex- penses................... 588,760 143,286 135,319 Management fees expense... 88,662 9,439 19,976 Depreciation and amortiza- tion..................... 109,636 25,971 23,800 ---------- -------- -------- Total costs and ex- penses................. 787,058 178,696 179,095 ---------- -------- -------- Income from operations...... 506,915 136,604 155,708 Other expense: Interest expense--related party.................... 267,836 68,589 64,151 ---------- -------- -------- Net income.............. 239,079 68,015 91,557 Partners' capital, beginning of period.................. 85,952 85,952 325,031 ---------- -------- -------- Partners' capital, end of period..................... $ 325,031 $153,967 $416,588 ========== ======== ======== The accompanying notes are an integral part of the financial statements. 3 APARTMENT INN PARTNERS/GWINNETT, L.P. STATEMENTS OF CASH FLOWS FOR THE FOR THE FOR THE YEAR ENDED THREE MONTHS ENDED THREE MONTHS ENDED DECEMBER 31, MARCH 31, MARCH 31, 1995 1995 1996 ------------ ------------------ ------------------ (UNAUDITED) (UNAUDITED) Cash flows from operating activities: Net income................ $239,079 $ 68,015 $ 91,557 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization........... 109,636 25,971 23,800 Change in: Accounts receivable.... (2,391) (11,560) (13,996) Prepaid and other current assets........ 1,216 (569) (2,198) Accounts payable....... (1,724) 9,975 12,261 Accrued expenses....... (5,844) 12,175 8,318 -------- -------- -------- Net cash provided by operating activities. 339,972 104,007 119,742 -------- -------- -------- Cash flows from investing activities: Purchases of property and equipment................ (8,577) (2,451) (3,165) -------- -------- -------- Net cash used in investing activities. (8,577) (2,451) (3,165) -------- -------- -------- Cash flows from financing activities: Principal payments on long-term debt--related party.................... (176,019) (42,535) (46,813) -------- -------- -------- Net cash used in financing activities. (176,019) (42,535) (46,813) -------- -------- -------- Net increase in cash........ 155,376 59,021 69,764 Cash at beginning of period. 83,495 83,495 238,871 -------- -------- -------- Cash at end of period....... $238,871 $142,516 $308,635 ======== ======== ======== Supplemental cash flow disclosure, interest paid.. $267,836 $ 68,589 $ 64,151 ======== ======== ======== The accompanying notes are an integral part of the financial statements. 4 APARTMENT INN PARTNERS/GWINNETT, L.P. NOTES TO FINANCIAL STATEMENTS 1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Description of Business. Apartment Inn Partners/Gwinnett, L.P. (the "Partnership") is a Georgia limited partnership that operates an extended stay facility (known as the "Apartment Inn") in Lawrenceville, Georgia. On June 25, 1996, the Partnership's extended stay facility was acquired by Extended Stay America, Inc. Pervasiveness of Estimates. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Cash and Cash Equivalents. Cash and cash equivalents consist of cash on hand and on deposit, and highly liquid instruments with maturities of three months or less when purchased. The carrying amount of cash and cash equivalents is the estimated fair value at December 31, 1995. Supply Inventories. Supply inventories consist primarily of linen, cleaning and other room supplies and are stated at the lower of cost or market. Property and Equipment. Property and equipment is stated at cost. Depreciation is computed using straight-line and accelerated methods over the estimated useful lives of the assets. Maintenance and repairs are charged to operations as incurred; major renewals and improvements are capitalized. The gain or loss on the disposition of property and equipment is recorded in the year of disposition. The lives on the assets are as follows: Building and improvements........................................ 39 years Furniture, fixtures and equipment................................ 7 years Income Taxes. Any income taxes relating to income earned by the Partnership are paid by the partners. Revenue Recognition. Room revenue and other income are recognized when earned. Unaudited Interim Financial Statements. The unaudited interim financial statements have been prepared pursuant to generally accepted accounting principles applicable to interim financial statements and include all adjustments which are, in the opinion of management, necessary for a fair presentation of the results for the interim periods presented. All such adjustments are, in the opinion of management, of a normal recurring nature. Results for the three months ended March 31, 1995 and 1996 are not necessarily indicative of results to be expected for a full year. All data at March 31, 1996 and for each of the three-month periods ended March 31, 1995 and 1996 are unaudited. 5 APARTMENT INN PARTNERS/GWINNETT, L.P. NOTES TO FINANCIAL STATEMENTS--(CONCLUDED) 2. PROPERTY AND EQUIPMENT: Property and equipment consists of the following at December 31, 1995: Land.......................................................... $ 451,800 Building and improvements..................................... 2,144,300 Furniture, fixtures and equipment............................. 192,627 ---------- 2,788,727 Less accumulated depreciation................................. 137,010 ---------- $2,651,717 ========== 3. LONG-TERM DEBT: Long-term debt consists of the following as of December 31, 1995: Note payable, principal and interest payable to the general partner of the Partnership at $36,988 monthly through Septem- ber 2004, interest at 10%.................................... $2,581,570 Less current maturities....................................... 194,451 ---------- Long-term debt, net of current maturities..................... $2,387,119 ========== The note payable is collateralized by substantially all of the Partnership's property and equipment. Aggregate maturities of long-term debt are as follows: 1996--$194,451; 1997--$214,812; 1998--$237,305; 1999--$262,154; 2000--$289,606; thereafter $1,383,242. The Partnership believes that there is no material difference in the carrying amount and estimated fair value of the long-term debt. 4. LITIGATION: From time to time, the Partnership has been involved in various legal proceedings. Management believes that all such litigation is routine in nature and incidental to the conduct of its business, and that none of such litigation, if determined adversely to the Partnership, would have a material adverse effect on its financial condition. 6