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F O R M 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
______________________
Quarterly Report Pursuant to Section 13 or 15 (d)
of The Securities Exchange Act of 1934
_____________________
For Quarter Ended June 30, 1995
Commission File No. 2-64309
GOLF HOST RESORTS, INC.
STATE OF COLORADO EMPLOYER IDENTIFICATION NO. 84-0631130
Post Office Drawer 3131, Durango, Colorado 81302
Telephone Number (303) 259-2000
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 twelve months, and (2) has
been subject to the filing requirements for the past 90
days. Yes X No
----- -----
Issuer has no common stock subject to this report.
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GOLF HOST RESORTS, INC.
BALANCE SHEETS
JUNE 30, 1995 AND DECEMBER 31, 1994
ASSETS
(Substantially all pledged - Notes 2 and 3)
June 30, December 31,
1995 1994
------------ ------------
CURRENT ASSETS:
Cash $ 2,064,507 $ 824,875
Accounts and notes receivable 4,354,458 3,871,305
Inventories and supplies 4,414,051 4,318,522
Prepaid expenses and other 1,268,640 1,255,488
Intercompany receivables 926,251 448,587
------------ ------------
Total current assets 13,027,907 10,718,777
LONG-TERM RECEIVABLES, less
amounts currently due 988,069 1,088,484
------------ ------------
PROPERTY AND EQUIPMENT, at cost,
less accumulated depreciation 39,383,007 38,922,416
------------ ------------
$ 53,398,983 $ 50,729,677
============ ============
The accompanying notes are an integral part of these balance sheets. These
statements were prepared from the books and records of the Company without
audit and, in the opinion of management, include all adjustments which are
necessary for a fair presentation.
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GOLF HOST RESORTS, INC.
BALANCE SHEETS
JUNE 30, 1995 AND DECEMBER 31, 1994
LIABILITIES AND SHAREHOLDERS' INVESTMENT
June 30, December 31,
1995 1994
------------ ------------
CURRENT LIABILITIES:
Notes payable $ 100 $ 100
Maturing long-term obligations 2,080,961 2,053,566
Accounts payable 1,984,123 1,481,701
Accrued expenses 4,082,622 4,305,812
Deposits and prepaid fees 2,047,181 3,084,821
Intercompany payables - -
------------ ------------
Total current liabilities 10,194,987 10,926,000
------------ ------------
LONG-TERM OBLIGATIONS, less current
maturities 20,390,567 21,430,570
------------ ------------
LONG-TERM INTERCOMPANY 5,320,284 3,725,158
------------ ------------
LONG-TERM CONTINGENCY 2,028,104 1,813,121
------------ ------------
SHAREHOLDERS' INVESTMENT:
Common stock, $1 par, 5,000
shares authorized and out-
standing 5,000 5,000
5.6% cumulative preferred
stock, $1 par, 4,577,000
shares authorized and
outstanding 4,577,000 4,577,000
Other shareholders' investment 10,883,041 8,252,828
------------ ------------
Total shareholders' investment 15,465,041 12,834,828
------------ ------------
$ 53,398,983 $ 50,729,677
============ ============
The accompanying notes are an integral part of these balance sheets. These
statements were prepared from the books and records of the Company without
audit and, in the opinion of management, include all adjustments which are
necessary for a fair presentation.
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GOLF HOST RESORTS, INC.
STATEMENTS OF INCOME (LOSS)
FOR THE QUARTERS AND SIX MONTHS ENDED JUNE 30, 1995 AND 1994
Quarters Ended June 30, Six Months Ended June 30,
------------------------------ -----------------------------
1995 1994 1995 1994
----------- ----------- ----------- -----------
REVENUES:
Hotel $ 4,404,021 $ 4,127,614 $11,241,647 $ 9,659,811
Food and beverage 3,918,260 3,511,572 9,007,564 7,363,395
Golf 4,042,575 3,896,355 9,689,099 9,253,558
Other 2,181,998 2,028,840 5,153,392 4,316,050
Real Estate Activity - - - -
----------- ----------- ----------- -----------
14,546,854 13,564,381 35,091,702 30,592,814
----------- ----------- ----------- -----------
COSTS AND OPERATING EXPENSES:
Hotel 3,877,351 3,788,257 9,198,504 8,452,954
Food and beverage 2,640,127 2,463,350 5,578,855 4,919,898
Golf 1,588,550 1,544,779 3,377,072 3,250,281
Other 4,685,776 4,480,799 9,470,217 8,619,775
General and administrative 905,313 924,514 2,032,894 1,917,106
Real Estate Activity 2,534 - 2,775 -
----------- ----------- ----------- -----------
13,699,651 13,201,699 29,660,317 27,160,014
----------- ----------- ----------- -----------
OPERATING INCOME (LOSS) 847,203 362,682 5,431,385 3,432,800
INTEREST, NET 472,624 517,630 1,026,560 1,042,402
----------- ----------- ----------- -----------
INCOME (LOSS) BEFORE INCOME TAXES 374,579 (154,948) 4,404,825 2,390,398
PARENT INCOME TAX CHARGE (CREDIT) 130,700 (62,800) 1,646,100 894,900
----------- ----------- ----------- -----------
INCOME (LOSS) BEFORE DIVIDEND
REQUIREMENTS ON PREFERRED STOCK 243,879 (92,148) 2,758,725 1,495,498
DIVIDEND REQUIREMENTS ON
PREFERRED STOCK 63,900 63,900 128,512 128,512
----------- ----------- ----------- -----------
NET INCOME (LOSS) AVAILABLE
TO COMMON SHAREHOLDERS $ 179,979 $ (156,048) $ 2,630,213 $ 1,366,986
=========== =========== =========== ===========
EARNINGS (LOSS) PER COMMON SHARE $ 36.00 $ (31.21) $ 526.04 $ 273.40
=========== =========== =========== ===========
The accompanying notes are an integral part of these statements. These
statements were prepared from the books and records of the Company without
audit and, in the opinion of management, include all adjustments which are
necessary for a fair presentation.
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GOLF HOST RESORTS, INC.
STATEMENTS OF SHAREHOLDERS' INVESTMENT
FOR THE EIGHTEEN MONTHS ENDED JUNE 30, 1995
Other Shareholders'
$1 Par Value 5.6% Cumulative Investment
Common Stock Preferred Stock ----------------------- Total
----------------- ------------------------ Paid-In Retained Shareholders'
Shares Amount Shares Amount Capital Earnings Investment
------ ------ ---------- --------- ---------- ---------- ------------
Balance, December 31, 1993 5,000 $5,000 4,577,000 $4,577,000 $2,329,447 $5,785,774 $12,697,221
Net income available to
common shareholders - - - - - 137,607 137,607
----- ------ --------- ---------- ---------- ---------- -----------
Balance, December 31, 1994 5,000 5,000 4,577,000 4,577,000 2,329,447 5,923,381 12,834,828
Net income available to
common shareholders - - - - - 2,630,213 2,630,213
----- ------ --------- ---------- ---------- ---------- -----------
Balance, June 30, 1995 5,000 $5,000 4,577,000 $4,577,000 $2,329,447 $8,553,594 $15,465,041
===== ====== ========= ========== ========== ========== ===========
The accompanying notes are an integral part of these statements. These
statements were prepared from the books and records of the Company
without audit and, in the opinion of management, include all adjustments
which are necessary for a fair presentation.
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GOLF HOST RESORTS, INC.
STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 1995 AND 1994
SIX MONTHS ENDED JUNE 30,
---------------------------
1995 1994
----------- -----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income before dividend requirements
on preferred stock $ 2,758,725 $ 1,495,498
Adjustments to reconcile net
income to net cash flows from
operating activities:
Depreciation 1,270,200 1,212,600
Changes in working capital
other than cash (Note 8) (1,927,886) (1,897,530)
----------- -----------
Net cash flows provided by
operating activities 2,101,039 810,568
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment (1,734,335) (1,345,846)
Recovery of cost of property and
equipment sold 3,540 11,497
Reduction in notes receivable 73,451 77,993
Additions in notes receivable (749) (4,042)
----------- -----------
Net cash flows used in investing
activities (1,658,093) (1,260,398)
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net change in notes payable - (595,004)
Increases in long-term obligations 8,047 305,286
Decreases in long-term obligations (1,021,470) (1,022,746)
Increases in long-term intercompany 1,595,126 1,193,630
Increases in long-term contingency 214,983 574,311
----------- -----------
Net cash flows used in
financing activities 796,686 455,477
----------- -----------
NET DECREASE IN CASH 1,239,632 5,647
CASH, BEGINNING OF PERIOD 824,875 548,713
----------- -----------
CASH, END OF PERIOD $ 2,064,507 $ 554,360
=========== ===========
Supplemental information on noncash financing and investing activities is
included in Note 8.
The accompanying notes are an integral part of these statements. These
statements were prepared from the books and records of the Company without
audit and, in the opinion of management, include all adjustments which are
necessary for a fair presentation.
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GOLF HOST RESORTS, INC.
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 1995 AND 1994
(1) ORGANIZATION, BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
During the quarter, there was no significant change from the 10-K
filing of December 31, 1994 except as follows:
Management Agreement
Contingent advances during the quarter ended June 30, 1995 totalled
$147,000. These advances are reflected on the balance sheet as
Long-term Contingency.
Intercompany Allocations and Advances
The amounts charged to the registrant for the quarters ended June 30,
1995 and 1994 were $185,000 and $180,000, respectively.
Participating Rental Units
Rental pool distributions to the participating condominium owners for
the quarters ended June 30, 1995 and 1994 were $2,165,000 and
$2,065,000, respectively.
Employee Benefit Plan
Company contributions required under the plan for the quarters ended
June 30, 1995 and 1994 were $37,000 and $31,000, respectively.
Financial Statement Presentation
Certain reclassifications have been made to the December 31, 1993,
June 30, 1994 and December 31, 1994 financial statements to conform to
the June 30, 1995 presentation.
(2) LINES OF CREDIT
During the quarter, there was no significant change from the 10-K
filing of December 31, 1994 except as follows:
Under provisions of the related loan agreements, approximately
$3,906,000 was available for immediate use.
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(3) LONG-TERM AND CAPITAL LEASE OBLIGATIONS
Long-term obligations consist of the following:
June 30, December 31,
1995 1994
----------- -----------
Mortgage notes at varying
rates, maturing primarily
from 2006 to 2009 $19,506,151 $19,890,351
Equipment revolving credit line
at prime plus 1%, maturing
serially from 1997 to 1999 3,167,767 3,835,670
Other 338,410 334,115
Unamortized debt discount expense (540,800) (576,000)
----------- -----------
22,471,528 23,484,136
Less-current maturities 2,080,961 2,053,566
----------- -----------
$20,390,567 $21,430,570
=========== ===========
The remainder of Note 3 has not changed significantly from the 10-K
filing of December 31, 1994.
(4) LEASES
During the quarter, there was no significant change from the 10-K
filing of December 31, 1994.
(5) ACCRUED EXPENSES
Accrued expenses consist of the following:
June 30, December 31,
1995 1994
----------- -----------
Rental pool lease operations $ 2,165,000 $ 1,895,688
Salaries 1,239,822 1,244,500
Taxes, other than income taxes 390,372 731,278
Other 287,428 434,346
----------- -----------
$ 4,082,622 $ 4,305,812
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(6) INCOME TAX ALLOCATION AND SHARING POLICY
During the quarter, there was no significant change from the 10-K
filing of December 31, 1994.
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(7) SUPPLEMENTAL CASH FLOW DATA
The (increases) decreases in working capital other than cash are as
follows:
Six Months Ended June 30,
---------------------------
1995 1994
----------- -----------
Accounts receivable $ (454,618) $ (822,681)
Inventories and supplies (95,529) 150,748
Prepaid expenses and other (13,152) (263,983)
Intercompany (606,176) (693,010)
Accounts payable 502,422 40,912
Accrued expenses (223,190) 201,010
Deposits and prepaid fees (1,037,643) (510,526)
----------- -----------
$(1,927,886) $(1,897,530)
=========== ===========
Noncash Financing Activities:
The Company satisfied its preferred
stock dividend liability to
Golf Hosts, Inc. through the
intercompany account. $ 128,512 $ 128,512
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GOLF HOST RESORTS, INC.
Management's Discussion and Analysis
of Financial Condition and Results of Operations
Results of Operations
Occupancy for the quarter, measured in room nights, exceeded the prior
year level by almost 2%. On a divisional basis, Innisbrook's gain approached
8% while Tamarron experienced a decline of approximately 18%. Innisbrook
achieved substantially its entire improvement in the conference segment.
Tamarron's poor performance when compared with the prior year was generally
attributable to market concerns over availability of suitable transportation
into the Durango area.
Total revenues increased 7%. On a per occupied room basis, revenues
were $309.07 and $292.52 for 1995 and 1994, respectively. Both locations
enjoyed improvements in guest spending, with gains of 3% and 12% for Innisbrook
and Tamarron, respectively.
Costs and operating expenses of $13,700,000 amounted to 94% of total
revenues compared with 97% for the same period in 1994. The improvement can be
attributed to guest spending level increases in excess of the approximate 3%
increase in the general price level (CPI-U) and economies of scale typically
associated with higher business volumes. For example, general and
administrative expenses remained substantially unchanged, notwithstanding an
increase in total revenues of almost $1 million. Interest, net, of $473,000
reflects a $45,000 reduction from the year ago level, attributable to interest
income from several sources which were partially offset by the increase in the
prime rate which impacts certain of the Company's indebtedness.
For the six month period, occupancy improved 10% from the 1994 level,
with Innisbrook achieving a 14% gain while Tamarron experienced a 4% decline.
Total revenues increased 15%. Not surprisingly, revenue per occupied room
night improved, increasing 4% from the 1994 level to $339.88. Costs and
operating expenses were 85% and 89% of total revenues for 1995 and 1994,
respectively. Interest, net, although slightly below the prior year level,
reflected higher interest rates than a year earlier, with the interest income
component of net interest expense accounting for the overall reduction.
Financial Condition
Net working capital at June 30, 1995 was $2,833,000, representing
improvements of $3,040,000 and $1,146,000 from December 31, 1994 and June 30,
1994, respectively. Variances between periods reflect the seasonal nature of
the Company's business and are not unusual.
Based on continuing improvements in operations and the existence of
credit facilities with the Company's lenders, resources are expected to be
satisfactory to meet the Company's cash requirements.
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PART II - OTHER INFORMATION
Item 1. Legal Proceedings
Registrant is not currently involved in lawsuits other than
ordinary routine litigation incidental to its business.
Item 2. Changes in Securities
Not applicable.
Item 3. Defaults Upon Senior Securities
Not applicable.
Item 4. Submission of Matters to a Vote of Security Holders
Not applicable.
Item 5. Other Information
Pursuant to an agreement with the SEC staff, included in this 10-Q
filing are unaudited financial statements of the Innisbrook Rental Pool
Lease Operation and the Tamarron Rental Pool Lease Operation for the
quarter and six months ended June 30, 1995.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
1 -- INNISBROOK RENTAL POOL LEASE OPERATION Memorandum of Procedure
under Letter Agreement Life-Safety Equipment - March 23, 1993
for Deductions from Rental Pool Distributions
27 -- Financial Data Schedule (for SEC use only)
(b) Reports on Form 8-K
None
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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.
GOLF HOST RESORTS, INC.
Date: August 9, 1995 By: /s/ R. S. Ferreira
-------------------- -------------------------------
Richard S. Ferreira
Executive Vice President
Chief Financial Officer
Date: August 9, 1995 By: /s/ A. S. Herzog
-------------------- -------------------------------
A. Stephen Herzog
Vice President and Controller
Chief Accounting Officer
Date: August 9, 1995 By: /s/ R. L. Akin
------------------- -------------------------------
Richard L. Akin
Vice President
and Treasurer
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