-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NfeHD+CEoswv/+VLFmGT7eGIB4o5b00fIki12Hzw5rN7OPA52ZYK7mNdv75R9eGy I0wB3Mp+C6ZR/vKAJzGd5w== 0001047469-03-017833.txt : 20030512 0001047469-03-017833.hdr.sgml : 20030512 20030512080047 ACCESSION NUMBER: 0001047469-03-017833 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030509 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030512 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ORIENT EXPRESS HOTELS LTD CENTRAL INDEX KEY: 0001115836 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] IRS NUMBER: 980223493 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16017 FILM NUMBER: 03691585 BUSINESS ADDRESS: STREET 1: 41 CEDAR AVE STREET 2: PO BOX HM 1179 CITY: HAMILTON HM EX BERMU STATE: D0 ZIP: 00000 BUSINESS PHONE: 2127323200 MAIL ADDRESS: STREET 1: SEA CONTAINERS HOUSE STREET 2: 20 UPPER GROUND LONDON UK SEL 9PF 8-K 1 a2110833z8-k.htm 8-K
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549


FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported) May 9, 2003

ORIENT-EXPRESS HOTELS LTD.
(Exact name of registrant as specified in its charter)

Bermuda
(State or other jurisdiction of incorporation)

001-16017
(Commission File Number)
  98-0223493
(I.R.S. Employer Identification No.)


41 CEDAR AVENUE
P.O. BOX HM 1179
HAMILTON HMEX, BERMUDA
(Address of principal executive offices) Zip Code

441-295-2244
(Registrant's telephone number, including area code)

Not Applicable
(Former name or former address, if changed since last report)





ITEM 7.    Financial Statements, Pro Forma Financial Information and Exhibits

(c)   Exhibits

99    News release dated May 9, 2003 regarding first quarter 2003 consolidated earnings.


ITEM 9.    Regulation FD Disclosure (under Item 12)

        The information contained in this Current Report is intended to be furnished under Item 12—Results of Operations and Financial Condition pursuant to interim guidance issued by the Commission in Release Nos. 33-8216 and 34-47583. Therefore, the information hereunder shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in the filing. The registrant is a foreign private issuer and, therefore, is exempt from Regulation FD.

        On May 9, 2003, the registrant announced its consolidated earnings for the first quarter 2003. The news release is attached as an Exhibit to this Current Report and incorporated herein by reference.

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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.

    ORIENT-EXPRESS HOTELS LTD.

 

 

By:

/s/  
E.S. HETHERINGTON      
Edwin Hetherington
Secretary

        Date: May 9, 2003

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EXHIBIT INDEX

Exhibit Number

  Description

99   News release dated May 9, 2003

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SIGNATURES
EXHIBIT INDEX
EX-99 3 a2110833zex-99.htm EX-99
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Exhibit 99


[Orient-Express Hotels News Release]

 
   
Contact:   William W. Galvin
Tel: 203/618-9800

Patricia Harper
Orient-Express Hotels Ltd.
Tel: 212/302-5055

ORIENT-EXPRESS HOTELS ANNOUNCES FIRST QUARTER RESULTS

        Hamilton, Bermuda, May 9, 2003.    Orient-Express Hotels Ltd. (NYSE: OEH, www.orient-express.com), owners of 40 deluxe hotel, restaurant, tourist train and river cruise properties in 17 countries, today announced its results for the first quarter ended March 31, 2003.

        Net earnings for the period were a loss of $2.6 million (loss of $0.08 per common share) on revenue of $61.6 million, compared with net earnings of $0.4 million ($0.01 per common share) on revenue of $53.7 million in the year earlier period. The difference year on year was influenced by Easter falling in the second quarter of 2003 while it was in the first quarter of 2002. Also, the Le Manoir and La Residencia acquisitions did not bear depreciation and finance cost for all of the first quarter of 2002 because they were only acquired in this period, while the full period such costs were charged in the first quarter of 2003.

        Results of the company's properties in the southern hemisphere and tropical holiday zones in the northern hemisphere were encouraging. EBITDA of southern Africa properties was $1 million ahead of the first quarter of 2002, while Caribbean and South American properties maintained year earlier earnings levels, as did Australian hotels. Bora Bora was down, reflecting less American and Japanese visitors, however, the Road to Mandalay cruise ship in Burma fully compensated this weakness.

        Mr. James B. Sherwood, Chairman, said that despite the exceptional events on the world stage, in particular the Iraq War, SARS and harsh winter ('21' Club in New York was snowed out for many days in February), the company maintained satisfactory results.

        He said the company was pleased to have made a major acquisition at the end of April of The Ritz Hotel in Madrid, together with Omega Capital, a Spanish real estate investor. The Ritz is one of the original hotels founded by Caesar Ritz and was completed in 1910. It has an enviable location next to the Prado Museum, the Thyssen Museum and close to the Retiro Park. The supply of 5 star hotel rooms in Madrid is less than demand and it is unlikely additional 5 star hotels will be built in the historic center of the city because of landmark restrictions. The purchase price was Euros 125 million ($135 million) equal to about 10 times EBITDA. Approximately $25 million will be spent over the coming years on improvements.

        Mr. Sherwood said that the Iraq War and the SARS epidemic are causing distortions to the travel market. The company was forced to suspend temporarily the Eastern & Oriental Express tourist train service in southeast Asia, except for domestic trips in Thailand, when the Thai authorities insisted on putting international arriving passengers into quarantine. Since this period is low season for the train the impact of the suspension will be slight. Of greater concern is fluctuating currency values which are making travel to Europe by Americans more expensive, although both American domestic travel and Europeans travelling to the U.S. should rise. Portugal has seen a decline in German visitors which is related to the German economic climate.

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        "Despite the turbulence in the travel markets, the company has minimal exposure to the SARS epidemic, no exposure in the Middle East or Indonesia and happily many of the regions in which we operate are perceived as safe and good value destinations," he said.

        He indicated that Sea Containers, owners of 47% of the company's equity, expects to fund their public debt repayments this year through means other than sale of Orient-Express Hotels common shares, in which case they would not be selling any more of those shares for the time being because in their opinion such shares are undervalued at today's market price.

        Mr. Simon M.C. Sherwood, President, said that average daily room rate was up 19% to $295 in the quarter while RevPAR was up 7% to $162. Same store RevPAR increased 4% to $155 from the first quarter of 2002.

        He reviewed the performance by region as follows:

        Europe.    EBITDA of owned hotels in Europe was a loss of $2 million compared with a loss of $0.5 million in the year earlier period. Easter falling in the second quarter this year contributed significantly to this decline.

        North America.    EBITDA of owned hotels in North America was $5.4 million, the same as in 2002. Maroma's strong contribution offset reduced profits from the Windsor Court which had the benefit of the Superbowl in 2002.

        Southern Africa.    EBITDA of owned hotels was $1 million ahead of the prior year period at $2.7 million reflecting the growing awareness of South Africa as an exceptionally beautiful and good value winter destination for residents of the northern hemisphere. The climate is unparalleled at that time of year and the country is perceived as remote from terrorism.

        South America.    EBITDA of owned hotels in South America was in line with the year earlier period at $2.9 million.

        South Pacific.    EBITDA of owned hotels in this region was a loss of $0.4 million. Improvement at the two Australian hotels was masked by increased losses in Bora Bora which seemed too far to travel for many American and Japanese visitors in light of war fears.

        Management fees.    Fee income was in line with the year earlier period at $2.4 million.

        Restaurants.    EBITDA from owned properties declined from $1 million to $0.2 million as a result of poor performance at '21' Club which was impacted by the worst winter in 15 years. Snow was so heavy in New York on a number of days that guests had great difficulty in reaching the restaurant.

        Tourist Trains and River Cruise.    Performance was in line with the year earlier period at a loss of $0.8 million.

        Simon Sherwood said that top line revenue showed a healthy increase of 15% from $54 million in the first quarter of 2002 to $62 million in this year's first quarter. He said that depreciation had risen by $1 million year on year, reflecting acquisitions made in 2002.

        "Booking pace slowed while the Iraq War was in progress and many travellers are waiting for the SARS epidemic to pass before they confirm their plans. It would appear that 2003 will be dominated by last minute travel so it is difficult to predict the outcome. For this reason we will not provide earnings guidance for the time being." he concluded.

*            *            *            *             *

        Management believes that EBITDA is a useful measure of operating performance, used by management and investors to help determine the ability of a company or property to service or incur indebtedness,

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because it is not affected by non-operating factors such as leverage and the historic cost of assets. EBITDA is also a financial measure commonly used in the hotel and leisure industry. However, EBITDA does not represent cash flow from operations as defined by U.S. generally accepted accounting principles, is not necessarily indicative of cash available to fund all cash flow needs and should not be considered as an alternative to earnings from operations under U.S. generally accepted accounting principles for purposes of evaluating results of operations.

        This news release contains, in addition to historical information, forward-looking statements that involve risks and uncertainties. These include statements regarding earnings growth, investment plans and similar matters that are not historical facts. These statements are based on management's current expectations and are subject to a number of uncertainties and risks that could cause actual results to differ materially from those described in the forward-looking statements. Factors that may cause a difference include, but are not limited to, those mentioned in the news release, unknown effects on the travel and leisure markets of terrorist activity and any police or military response (including the recent Iraqi war and its aftermath), the unknown effects on those markets of the current SARS epidemic, varying customer demand and competitive considerations, realization of bookings and reservations as actual revenue, inability to sustain price increases or to reduce costs, interest rate and currency value fluctuations, uncertainty of negotiating and completing proposed capital expenditures and acquisitions, adequate sources of capital and acceptability of finance terms, shifting patterns of business travel and tourism and seasonality of demand, adverse local weather conditions, changing global and regional economic conditions, and legislative, regulatory and political developments. Further information regarding these and other factors is included in the filings by the company and Sea Containers Ltd. with the U.S. Securities and Exchange Commission.

*            *            *            *             *

Orient-Express Hotels will conduct a conference call today, May 9, 2003 at 11 AM (EDT) which is accessible at 212-346-7468. A re-play of the conference call will be available until 5.00 PM (EDT) Friday, May 16, 2003 and can be accessed by calling 800-633-8284 (International dial-in #: 402 977 9140) and entering reservation number 21144161. A re-play will also be available on the company's website: www.orient-express.com.

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ORIENT-EXPRESS HOTELS LTD

Three Months ended March 31, 2003

SUMMARY OF OPERATING RESULTS

 
  Three months ended
March 31

 
$'000

 
  2003
  2002
 
Revenue          
Owned hotels          
—Europe   12,602   10,281  
—North America   19,270   16,557  
—Rest of World   17,439   14,544  
Hotel management & part ownership interests   2,408   2,449  
Restaurants   3,738   4,586  
Trains & Cruises   6,097   5,253  
   
 
 
Total revenue   61,554   53,670  
   
 
 

Operating Profits

 

 

 

 

 
Owned hotels          
—Europe   (2,080 ) (493 )
—North America   5,394   5,478  
—Rest of World   5,131   4,605  
Hotel management & part ownership interests   2,408   2,449  
Restaurants   161   951  
Trains & Cruises   (759 ) (731 )
Central overheads   (2,925 ) (2,579 )
   
 
 
EBITDA   7,330   9,680  
Depreciation & Amortization   (5,464 ) (4,345 )
Interest   (4,971 ) (4,823 )
   
 
 
Earnings before Tax   (3,105 ) 512  
Tax   497   (72 )
   
 
 
Net earnings on common shares   (2,608 ) 440  
   
 
 
Earnings per common share   (0.08 ) 0.01  
   
 
 
Number of shares—millions   30.80   30.80  
   
 
 

8



ORIENT-EXPRESS HOTELS LTD

Three Months ended March 31, 2003

SUMMARY OF OPERATING INFORMATION FOR OWNED HOTELS

 
  Three months ended
March 31

   
   
 
  2003
  2002
   
   
Average Daily Rate (in dollars)                
  Europe   287   216        
  North America   378   381        
  Rest of World   237   181        
  Worldwide   295   247        

Rooms Sold (thousands)

 

 

 

 

 

 

 

 
  Europe   23   26        
  North America   35   30        
  Rest of World   47   50        
  Worldwide   105   106        

RevPar (in dollars)

 

 

 

 

 

 

 

 
  Europe   127   123        
  North America   260   280        
  Rest of World   126   105        
  Worldwide   162   152        

 

 

 

 

 

 

Change %

           
Dollars

  Local
Currency

Same Store RevPAR (in dollars)                
  Europe   108   112   -4%   -21%
  North America   265   280   -5%   -5%
  Rest of World   126   105   20%   5%
  Worldwide   155   150   4%   -5%

9



ORIENT-EXPESS HOTELS LTD

CONSOLIDATED AND CONDENSED BALANCE SHEETS

$'000

  March 31
2003

  December 31
2002

Assets        
Cash   39,670   37,860
Accounts receivable   61,982   55,324
Inventories   23,425   22,838
   
 
Total current assets   125,077   116,022
Real estate and other fixed assets, net book value   771,378   757,402
Investments   82,196   85,159
Intangible assets   29,529   29,529
Other assets   10,086   10,420
   
 
    1,018,266   998,532
   
 

Liabilities and Shareholders' Equity

 

 

 

 
Working capital facilities   29,749   23,800
Accounts payable   22,382   20,271
Accrued liabilities   47,085   46,831
Deferred revenue   20,512   15,107
Current portion of long-term debt and capital leases   51,007   37,243
   
 
Total current liabilities   170,735   143,252
Long-term debt and obligations under capital leases   418,579   421,773
Deferred income taxes   1,909   3,330
Minority interest   3,883   3,695
   
 
Shareholders' equity   423,160   426,482
   
 
    1,018,266   998,532
   
 

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[Orient-Express Hotels News Release]
ORIENT-EXPRESS HOTELS LTD Three Months ended March 31, 2003 SUMMARY OF OPERATING RESULTS
ORIENT-EXPRESS HOTELS LTD Three Months ended March 31, 2003 SUMMARY OF OPERATING INFORMATION FOR OWNED HOTELS
ORIENT-EXPESS HOTELS LTD CONSOLIDATED AND CONDENSED BALANCE SHEETS
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