1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report: September 18, 1997
WYNDHAM HOTEL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 1-11723 75-2636072
- ---------------------------------------------- ------------ ------------------
(State or other jurisdiction of incorporation) (Commission (IRS Employer
File Number) Identification No.)
2001 Bryan Street, Suite 2300,
Dallas, Texas 75201
- ---------------------------------------- ------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (214) 863-1000
2
WYNDHAM HOTEL CORPORATION
FORM 8-K/A
Item 7. Financial Statements and Exhibits.
Financial Statements of Acquired Properties
On July 31, 1997, Wyndham Hotel Corporation (the "Company") acquired
Kansas City-based ClubHouse Hotels, Inc. ("ClubHouse"), a privately held chain
of 17 hotels. In connection with the acquisition, the Company acquired direct
or indirect ownership of 13 hotels (of which 8 were owned by ClubHouse),
ownership of partial interests in three additional hotels managed by ClubHouse,
ownership of the ClubHouse brand name and one license for a franchised
ClubHouse hotel (collectively, the "ClubHouse Merger"). The consolidated
balance sheet of ClubHouse as of June 30, 1997 (unaudited) and related
consolidated statements of income for the six months ended June 30, 1997 and
1996 (unaudited), the related consolidated statements of changes in
stockholders' equity (deficit) and cash flows for the six months ended June 30,
1997 (unaudited), the consolidated balance sheets of ClubHouse as of December
31, 1996 and 1995 and related consolidated statements of income, changes in
stockholders' equity (deficit), and cash flows for each of the three years in
the period ended December 31, 1996 (audited) are included herein as exhibit
99.1. The combined balance sheet of additional hotel entities acquired that
were not previously owned by ClubHouse (the "ClubHouse Acquisition Hotels") as
of June 30, 1997 (unaudited) and related combined statements of income for the
six months ended June 30, 1997 and 1996 (unaudited), the related combined
statements of changes in partners'/owners' deficit and cash flows for the six
months ended June 30, 1997 (unaudited), the combined balance sheets of the
ClubHouse Acquisition Hotels as of December 31, 1996 and 1995 and related
combined statements of income, changes in partners'/owners' deficit, and cash
flows for the two years then ended (audited) are included herein as exhibit
99.2. The balance sheets of certain ClubHouse Acquisition Hotels as of December
31, 1995 and 1994 and related statements of income, partners' capital (deficit)
and cash flows for the two years then ended (audited) are included herein as
exhibits 99.3 to 99.7.
Pro Forma Financial Information
The following unaudited pro forma balance sheets of the Company as of June
30, 1997 and December 31, 1996 present, in the "Pro Forma Adjusted" column, the
financial position of the Company as if the ClubHouse Merger had been completed
on those dates. The unaudited pro forma statements of income of the Company for
the six months ended June 30, 1997 and for the year ended December 31, 1996
present, in the "Pro Forma Balance" column, the results of the Company as if
the ClubHouse Merger had been completed on January 1, 1996. The adjustments are
discussed in the accompanying notes.
The ClubHouse Merger has been accounted for as a purchase, and,
accordingly, the assets have been recorded based on their estimated fair values
at the closing date.
The unaudited pro forma financial statements should be read in conjunction
with the accompanying notes, the historical financial statements and notes of
ClubHouse and ClubHouse Acquisition Hotels included herein, the historical
financial statements and notes of the Company included in the quarterly report
on Form 10-Q for the period ended June 30, 1997 and in the annual report on
Form 10-K for the year ended December 31, 1996. The unaudited pro forma
financial statements are presented for information purposes only and may not
reflect the Company's future results of operations and financial position
following the consummation of the ClubHouse Merger, or what the results of
operations and financial position of the Company would have been had the
ClubHouse Merger occurred as of the dates indicated.
3
WYNDHAM HOTEL CORPORATION
UNAUDITED PRO FORMA CONSOLIDATED BALANCE SHEET
JUNE 30,1997
(in thousands)
ASSETS PRO FORMA ADJUSTMENTS
---------------------------------------
BORROWING
THE AND STOCK OTHER PRO FORMA
HISTORICAL MERGER ISSUANCE ADJUSTMENTS ADJUSTED
----------- ----------- ----------- ----------- -----------
Current assets:
Cash and cash equivalents $ 17,573 $ 6,843 a $ -- $ -- $ 24,416
Cash, restricted 645 -- -- -- 645
Accounts receivable-net 12,594 883 b -- -- 13,477
Due from affiliates 12,828 42 b -- -- 12,870
Inventories 1,459 -- -- -- 1,459
Deferred income taxes 2,158 -- -- -- 2,158
Other 1,721 1,571 b -- -- 3,292
----------- ----------- ----------- ----------- -----------
Total current assets 48,978 9,338 -- -- 58,316
Investment in hotel partnerships 1,125 2,848 c 105,468 k (105,468) l 3,973
Notes and other receivable from affiliates 8,316 -- -- -- 8,316
Notes receivable 6,240 -- -- -- 6,240
Property and equipment, net 150,400 124,240 d -- -- 274,640
Management contract costs, net 10,064 -- -- -- 10,064
Security deposits 24,226 85 e -- -- 24,311
Deferred income taxes 13,400 493 e -- -- 13,893
Goodwill -- 20,944 d -- -- 20,944
Other 13,504 2,553 e 1,188 j -- 17,244
----------- ----------- ----------- ----------- -----------
Total assets $ 276,253 $ 160,502 $ 106,656 $ (105,468) $ 437,942
=========== =========== =========== =========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued expenses $ 26,821 $ 10,558 f $188 j $ -- $ 37,566
Deposits 993 -- -- -- 993
Deposits from affiliates 344 -- -- -- 334
Current portion of long-term debt and lease
obligations 535 558 g -- -- 1,093
----------- ----------- ----------- ----------- -----------
Total current liabilities 28,693 11,115 188 -- 39,996
----------- ----------- ----------- ----------- -----------
Borrowings under revolving credit facility 21,000 -- 57,310 k -- 78,310
Long-term debt and capital lease obligations 129,669 22,974 g -- -- 152,643
Deferred income taxes -- 20,944 h -- -- 20,944
Deferred gain 11,696 -- -- -- 11,696
----------- ----------- ----------- ----------- -----------
162,365 43,918 57,310 -- 263,593
----------- ----------- ----------- ----------- -----------
Stockholders' equity:
Common stock 200 -- 17 k -- 217
Additional paid-in capital 84,355 105,468 i 49,141 k (105,468)l 133,496
Retained earnings 19,040 -- -- -- 19,040
Foreign currency translation adjustments (182) -- -- -- (182)
Receivable from affiliates (1,331) -- -- -- (1,331)
Notes receivable from stockholders (16,887) -- -- -- (16,887)
----------- ----------- ----------- ----------- -----------
Total stockholders' equity 85,195 105,468 49,158 (105,468) 134,353
----------- ----------- ----------- ----------- -----------
Total liabilities and stockholders' equity $ 276,253 $ 160,502 $ 106,656 $ (105,468) $ 437,942
=========== =========== =========== =========== ===========
4
WYNDHAM HOTEL CORPORATION
UNAUDITED PRO FORMA CONSOLIDATED STATEMENT OF INCOME
SIX MONTHS ENDED JUNE 30,1997
(in thousands, except per share amounts)
PRO FORMA ADJUSTMENTS
----------------------------------
BORROWING
THE AND STOCK OTHER PRO FORMA
HISTORICAL MERGER ISSUANCE ADJUSTMENTS BALANCE___
--------- --------- --------- --------- ---------
Revenues:
Hotel revenues $ 83,360 $ 17,116 a $ -- $ -- $ 100,476
Management fees 12,795 408 a -- -- 13,203
Service fees 2,298 -- -- -- 2,298
Reimbursements 7,183 109 a -- -- 7,292
Other 705 -- -- -- 705
--------- --------- --------- --------- ---------
Total revenues 106,341 17,633 -- -- 123,974
--------- --------- --------- --------- ---------
Operating costs and expenses:
Hotel expenses 62,183 9,069 b -- -- 71,252
Selling, general and administrative expense 10,606 1,017 b -- -- 11,623
Reimbursable expenses 7,184 109 a -- -- 7,293
Depreciation and amortization 5,208 2,455 c -- -- 7,663
Merger expenses 2,719 -- -- -- 2,719
--------- --------- --------- --------- ---------
Total operating costs and expenses 87,900 12,650 -- -- 100,550
--------- --------- --------- --------- ---------
Operating income 18,441 4,983 -- -- 23,424
Interest income 1,371 0 -- -- 1,371
Interest expense (7,123) (1,121)d (2,248)d -- (10,492)
Equity in earnings of hotel partnerships -- 194 e -- -- 194
Amortization of deferred gain 369 -- -- -- 369
--------- --------- --------- --------- ---------
Income before income taxes 13,058 4,056 (2,248) -- 14,866
Provision for income taxes 6,232 714 f -- -- 6,946
--------- --------- --------- --------- ---------
Net income $ 6,826 $ 3,342 $ (2,248) $ -- $ 7,920
========= ========= ========= ========= =========
Earnings per common share outstanding:
Net income $ 0.34 $ 0.37 g
Average number of shares outstanding 20,018 21,677 g
5
WYNDHAM HOTEL CORPORATION
UNAUDITED PRO FORMA CONSOLIDATED BALANCE SHEET
DECEMBER 31,1996
(in thousands)
PRO FORMA ADJUSTMENTS
ASSETS ----------------------------------
BORROWING
THE AND STOCK OTHER PRO FORMA
HISTORICAL MERGER ISSUANCE ADJUSTMENTS ADJUSTED
--------- --------- --------- --------- ---------
Current assets:
Cash and cash equivalents $ 11,517 $ 6,809 a $ -- $ -- $ 18,326
Cash, restricted 865 8 a -- -- 873
Accounts receivable-net 13,330 716 b -- -- 14,046
Due from affiliates 12,686 59 b -- -- 12,745
Inventories 1,430 -- -- -- 1,430
Deferred income taxes 1,539 -- -- -- 1,539
Other 1,412 941 b -- -- 2,353
--------- --------- --------- --------- ---------
Total current assets 42,779 8,532 -- -- 51,311
Investment in hotel partnerships 1,125 2,848 c 105,207 k (105,207)l 3,973
Notes and other receivable from affiliates 7,685 -- -- -- 7,685
Notes receivable 6,307 -- -- -- 6,307
Property and equipment, net 134,176 124,818 d -- -- 258,994
Management contract costs, net 7,766 -- -- -- 7,766
Security deposits 15,288 77 e -- -- 15,365
Deferred income taxes 14,148 493 e -- -- 14,641
Goodwill -- 20,944 d -- -- 20,944
Other 13,688 1,541 e 1,188 j -- 16,417
--------- --------- --------- --------- ---------
Total assets $ 242,962 $ 159,254 $ 106,394 $(105,207) $ 403,403
========= ========= ========= ========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued expenses $ 23,556 $ 9,309 f $ 188 j $ -- $ 33,053
Deposits 959 -- -- -- 959
Deposits from affiliates 344 -- -- -- 344
Current portion of long-term debt and
lease obligations 510 534 g -- -- 1,044
--------- --------- --------- --------- ---------
Total current liabilities 25,369 9,844 188 -- 35,400
--------- --------- --------- --------- ---------
Borrowings under revolving credit facility -- -- 57,049 k -- 57,049
Long-term debt and capital lease obligations 129,944 23,259 g -- -- 153,203
Deferred income taxes -- 20,944 h -- -- 20,944
Deferred gain 12,065 -- -- 12,065
--------- --------- --------- --------- ---------
142,009 44,203 57,049 -- 243,261
--------- --------- --------- --------- ---------
Stockholders' equity:
Common stock 200 -- 17 k 217
Additional paid-in capital 84,342 105,207 i 49,141 k (105,207) l 133,483
Retained earnings 11,714 -- -- -- 11,714
Receivable from affiliates (1,223) -- (1,223)
Notes receivable from stockholders (19,449) -- -- -- (19,449)
--------- --------- --------- --------- ---------
Total stockholders' equity 75,584 105,207 49,158 (105,207) l 124,742
--------- --------- --------- --------- ---------
Total liabilities and stockholders'
equity $ 242,962 $ 159,254 $ 106,394 $(105,207) $ 403,403
========= ========= ========= ========= =========
6
WYNDHAM HOTEL CORPORATION
UNAUDITED PRO FORMA CONSOLIDATED STATEMENT OF INCOME
YEAR ENDED DECEMBER 31, 1996
(in thousands, except per share amounts)
PRO FORMA ADJUSTMENTS
---------------------------------
BORROWING
THE AND STOCK OTHER PRO FORMA
HISTORICAL MERGER ISSUANCE ADJUSTMENTS BALANCE
-------- ------- ------- ----------- --------
Revenues:
Hotel revenues $104,620 $30,389 a $ - $ - $135,009
Management fees 23,813 773 a - - 24,586
Service fees 4,306 - - - 4,306
Reimbursements 14,977 213 a - - 15,190
Other 359 - - - 359
-------- ------- ------- ------- -------
Total revenues 148,075 31,375 - - 179,450
-------- ------- ------- ------- -------
Operating costs and expenses:
Hotel expenses 77,016 16,790 b - - 93,806
Selling, general and administrative expense 19,050 1,720 b - - 20,770
Equity participation compensation 2,919 - - - 2,919
Reimbursable expenses 14,977 213 a - - 15,190
Depreciation and amortization 8,110 4,918 c - - 13,028
-------- ------- ------- ------- -------
Total operating costs and expenses 122,072 23,641 - - 145,713
-------- ------- ------- ------- -------
Operating income 26,003 7,734 - - 33,737
Interest income 1,891 0 - - 1,891
Interest expense (11,810) (2,060)d (4,464)d - (18,334)
Equity in earnings (loss) of hotel partnerships 870 364 e - - 1,234
Amortization of deferred gain 505 13 e - - 518
-------- ------- ------- ------- -------
Income before minority interests, income taxes
and extraordinary item 17,459 6,050 (4,464) - 19,045
Income attributable to minority interests 571 - - - 571
-------- ------- ------- ------- -------
Income before income taxes and extraordinary item 16,888 6,050 (4,464) 0 18,474
Income tax provision (benefits) (8,209) 620 f - - (7,589)
-------- ------- ------- ------- -------
Income before extraordinary item $ 25097 $ 5,430 $(4,464) $ 0 $26,063
======== ======= ======= ======= =======
Earnings per common share outstanding:
Income before extraordinary item $ 1.25 $ 1.20 g
Average number of shares outstanding 20,018 21,677 g
7
WYNDHAM HOTEL CORPORATION
NOTES TO UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except per share amounts)
BASIS OF PRESENTATION
The pro forma balance sheets present the historical consolidated balance
sheets of the Company before the ClubHouse Merger adjusted to reflect the
ClubHouse Merger in "The Merger" column, the related borrowing under the
revolving credit facility and the issuance of the Company's Common Stock in the
"Borrowing and Stock Issuance" column, and certain eliminations to arrive at
the balance sheets of the Company on a pro forma basis as of June 30, 1997 and
December 31, 1996, as if the ClubHouse Merger had been effected on those dates.
The pro forma statements of income present the historical consolidated
operations for the six months ended June 30, 1997 and the year ended December
31, 1996 of the Company before the ClubHouse Merger, adjusted to reflect the
ClubHouse Merger, the related borrowing under the revolving credit facility and
the issuance of the Company's Common Stock, to arrive at the statements of
income of the Company on a pro forma basis for the six months ended June 30,
1997 and the year ended December 31, 1996, as if the ClubHouse Merger had been
effected on January 1, 1996.
The unaudited pro forma financial statements of the Company are presented
for informational purposes only and may not reflect the Company's future
results of operations and financial position following consummation of the
ClubHouse Merger or what the results of operations and financial position of
the Company would have been had the ClubHouse Merger occurred as of the dates
indicated.
PRO FORMA ADJUSTMENTS
The pro forma adjustments to the consolidated balance sheets and
statements of income are detailed below:
June 30, December 31,
1997 1996
----------- -----------
Consolidated balance sheets -
(a) Adjustments to reflect addition of the cash balances of ClubHouse and
ClubHouse Acquisition Hotels as a result of the ClubHouse Merger:
Cash and cash equivalents $ 6,843 $ 6,809
=========== ===========
Cash, restricted $ -- $ 8
=========== ===========
(b) Adjustments necessary to record the balances of accounts receivable,
receivable from affiliates and other current assets of ClubHouse and
ClubHouse Acquisition Hotels:
Addition of accounts receivables $ 883 $ 716
=========== ===========
Addition of due from affiliates $ 42 $ 59
=========== ===========
Addition of other assets $ 1,571 $ 941
=========== ===========
(c) Adjustments to reflect the minority ownership interests in three hotel partnerships owned by
ClubHouse $ 2,848 $ 2,848
=========== ===========
(d) Adjustments to reflect the property and equipment of ClubHouse and
ClubHouse Acquisition Hotels as adjusted based on the purchase price of
$130 million, calculated as follows:
Purchase price $ 130,000 $ 130,000
Less: Allowance for merger expenses (120) (120)
Less: Office building costs (880) (880)
Less: Debt of minority interest properties not assumed (3,000) (3,000)
Acquisition costs 3,000 3,000
Debt assumed (23,532) (23,793)
Debt repaid (38,182) (35,263)
Deferred tax liability recorded 20,944 20,944
Goodwill (20,944) (20,944)
ClubHouse existing capital accounts eliminated 3,078 1,404
----------- -----------
Total assets stepup 70,364 71,348
Minority interests stepup (2,509) (2,478)
Property and equipment of ClubHouse and ClubHouse Acquisition Hotels at historical
book value adjusted to exclude the ClubHouse office building which is not acquired 56,385 55,948
----------- -----------
$ 124,240 $ 124,818
=========== ===========
Property and equipment are allocated as follows:
Land $ 10,967 $ 10,967
Buildings 106,982 107,380
Furniture, fixture and equipment 6,291 6,471
----------- -----------
$ 124,240 $ 124,818
=========== ===========
8
WYNDHAM HOTEL CORPORATION
NOTES TO UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except per share amounts)
(continued)
(e) Adjustments to reflect security deposits, deferred income taxes and other
assets of ClubHouse and ClubHouse Acquisition Hotels:
Security deposits $ 85 $ 77
========= =========
Deferred income taxes $ 493 $ 493
========= =========
Other assets, including $1,484 and $2,442 of cash reserved for property and equipment
repair and replacement, respectively $ 2,553 $ 1,541
========= =========
(f) Adjustments to reflect the accounts payable and accrued expenses of ClubHouse and
ClubHouse Acquisition Hotels $ 10,558 $ 9,309
========= =========
(g) Adjustments to reflect the outstanding debt of ClubHouse and ClubHouse
Acquisition Hotels assumed by the Company:
Current portion of ClubHouse and ClubHouse Acquisition Hotels debt assumed $ 558 $ 534
Long-term debt obligations of ClubHouse and ClubHouse Acquisition Hotels 22,974 23,259
--------- ---------
Total debt assumed $ 23,532 $ 23,793
========= =========
(h) Adjustments to reflect deferred income taxes in accordance with Statement of Financial
Accounting Standard 109 resulting from the acquisition of ClubHouse and ClubHouse
Acquisition Hotels $ 20,944 $ 20,944
========= =========
(i) Adjustments to reflect the equity value of ClubHouse and ClubHouse
Acquisition Hotels, calculated as follows:
Purchase price $ 130,000 $ 130,000
Less: Allowance for merger expenses (120) (120)
Less: Office building costs (880) (880)
Less: Debt of minority interest properties not assumed (3,000) (3,000)
Acquisition costs 3,000 3,000
Less: Debt assumed (23,532) (23,793)
--------- ---------
Net equity value of ClubHouse and ClubHouse Acquisition Hotels $ 105,468 $ 105,207
========= =========
(j) Adjustments to reflect the costs of the Non-Competition and Non-Disclosure
Agreements and accrued revolving credit facility amendment fees:
Non-Competition and Non-Disclosure Agreements (over the term of the agreements) $ 1,000 $ 1,000
Revolving credit facility amendment fees (based on $50 million at 3/8%) 188 188
--------- ---------
$ 1,188 $ 1,188
========= =========
(k) Adjustments to reflect the borrowings under the revolving credit facility
and issuance of capital stock, calculated as follows:
Purchase price $ 130,000 $ 130,000
Less: Allowance for merger expenses (120) (120)
Less: Office building costs (880) (880)
Less: Debt of minority interest properties not assumed (3,000) (3,000)
Acquisition costs 3,000 3,000
Debt assumed (23,532) (23,793)
--------- ---------
Net purchase price 105,468 105,207
Less: Capital stock to be issued (based on estimated equity value and the issuance of
1,659,338 shares, par $.0l) (49,158) (49,158)
Cost of Non-Competition and Non-Disclosure Agreements 1,000 1,000
--------- ---------
Total debt incurred $ 57,310 $ 57,049
========= =========
(1) Adjustments to reflect the elimination of the investment in ClubHouse and ClubHouse
Acquisition Hotels on a combined basis, see (i) and (k) above $ 105,468 $ 105,207
========= =========
9
WYNDHAM HOTEL CORPORATION
NOTES TO UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except per share amounts)
(continued)
SIX MONTHS YEAR ENDED
ENDED JUNE 30, DECEMBER 31,
1997 1996
-------- --------
Consolidated statements of income:
(a) Adjustments to reflect additions of revenues of ClubHouse and ClubHouse Acquisition Hotels:
Hotel revenues $ 17,116 $ 30,389
======== ========
Management fees $ 408 $ 773
======== ========
Reimbursements $ 109 $ 213
======== ========
(b) Adjustments to reflect additions of expenses of ClubHouse and ClubHouse Acquisition Hotels:
Hotel expenses $ 9,069 $ 16,790
======== ========
Selling, general and administrative $ 1,017 $ 1,720
======== ========
(c) Adjustments to reflect additions of depreciation and amortization expense
of ClubHouse and ClubHouse Acquisition Hotels calculated as follows:
Buildings, amortized 39 years $ 1,371 $ 2,751
Furniture, fixtures and equipment, over 5 to 7 years 722 1,443
Goodwill over 40 years 262 524
-------- --------
$ 2,355 $ 4,718
======== ========
Amortization of Non-Competition and Non-Disclosure Agreements over 5 years $ 100 $ 200
======== ========
(d) Adjustments to reflect interest expense, calculated as follows:
Interest on ClubHouse and ClubHouse Acquisition Hotels existing debt $ (2,593) $ (4,851)
Interest on ClubHouse and ClubHouse Acquisition Hotels existing debt repaid at acquisition 1,472 2,791
-------- --------
$ (1,121) $ (2,060)
======== ========
Interest on borrowings under the revolving credit facility at 7.75% $ (2,221) $ (4,421)
Amortization of the revolving credit facility amendment fees over the remaining term (27) (42)
-------- --------
$ (2,248) $ (4,464)
======== ========
(e) Adjustments to reflect equity in earnings in unconsolidated hotel
partnerships and deferred revenues of ClubHouse and ClubHouse Acquisition
Hotels:
Equity in earnings of hotel partnerships $ 194 $ 364
======== ========
Deferred revenues -- $ 13
======== ========
(f) Adjustments to reflect provision for income taxes of ClubHouse and ClubHouse Acquisition
Hotels $ 714 $ 620
======== ========
(g) Pro forma earnings per share is calculated as follows:
Pro form income before extraordinary item $ 7,920 $ 26,063
======== ========
Average shares of common stock outstanding:
Historical common stock outstanding 20,018 20,018
Additional shares issued at acquisition 1,659 1,659
-------- --------
21,677 21,677
======== ========
Pro forma earnings per share $ 0.37 $ 1.20
======== ========
10
EXHIBIT
NUMBER DESCRIPTION
- ------ -----------
99.1 Consolidated Financial Statements of ClubHouse Hotels, Inc. for the Six Months Ended
June 30, 1997 and 1996 and for the Years Ended December 31, 1996, 1995 and 1994.
99.2 Combined Financial Statements of ClubHouse Acquisition Hotels for the
Six Months Ended June 30, 1997 and 1996 and for the Years Ended
December 31, 1996, 1995.
99.3 Financial Statements of Albuquerque C.I. Associates, L.P. for the years ended December
31, 1995 and 1994.
99.4 Financial Statements of C.I. Nashville, Inc. for the years ended December 31, 1995 and
1994.
99.5 Financial Statements of Wichita C.I. Associates III, L.P. for the years ended December
31, 1995 and 1994.
99.6 Financial Statements of Topeka C.I. Associates, L.P. for the years ended December
31, 1995 and 1994.
99.7 Financial Statements of Valdosta C.I. Associates, L.P. for the year ended December
31, 1994.
11
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 hereunto duly authorized.
WYNDHAM HOTEL
CORPORATION
-------------------------------------------
(Registrant)
Date: September 18, 1997 By: /s/ James D. Carreker
---------------------------------------
James D. Carreker
President and Chief Executive Officer
Date: September 18, 1997
By: /s/ Anne L. Raymond
---------------------------------------
Anne L. Raymond
Chief Financial Officer, Executive
Vice President and Director (Principal
Financial Officer)