10-Q/A 1 g73644ae10-qa.txt GOLF HOST RESORTS, INC. FORM 10-Q/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ------------------------------------ For Quarter Ended September 30, 2000 Commission File no. 2-64309 GOLF HOST RESORTS, INC. ----------------------- (Exact name of registrant as specified in its charter) Colorado 84-0631130 ------------------------------- ------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 36750 US 19 N., Palm Harbor, Florida 34684 --------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (727) 942-2000 ---------------------------------------------------- (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1) has filed all reports required to 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. Page 1 of 18 GOLF HOST RESORTS, INC. AND SUBSIDIARY (A WHOLLY OWNED SUBSIDIARY OF GOLF HOSTS, INC.) BALANCE SHEETS SEPTEMBER 30, 2000 AND DECEMBER 31, 1999 ASSETS (SUBSTANTIALLY ALL PLEDGED)
SEPTEMBER 30, DECEMBER 31, 2000 1999 ----------- ----------- (unaudited) CURRENT ASSETS: Cash $ 236,639 $ 131,440 Restricted cash 1,018,202 318,860 Accounts receivable, net 4,930,775 4,499,990 Other receivables 744,075 907,568 Inventories and supplies 1,472,171 1,755,452 Prepaid expenses and other assets 695,252 132,116 ----------- ----------- 9,097,114 7,745,426 Assets held for sale 2,435,000 8,634,596 ----------- ----------- Total current assets 17,731,710 16,380,022 INTANGIBLES, net 25,182,681 26,994,645 PROPERTY AND EQUIPMENT, net 41,839,422 43,205,256 OTHER ASSETS 507,236 315,851 ----------- ----------- $79,061,453 $86,895,774 =========== ===========
The accompanying notes are an integral part of these consolidated financial statements. Page 2 GOLF HOST RESORTS, INC. AND SUBSIDIARY (A WHOLLY OWNED SUBSIDIARY OF GOLF HOSTS, INC.) BALANCE SHEETS SEPTEMBER 30, 2000 AND DECEMBER 31, 1999 LIABILITIES AND SHAREHOLDER'S DEFICIT
SEPTEMBER 30, DECEMBER 31, 2000 1999 ------------- ------------- (unaudited) CURRENT LIABILITIES: Accounts payable $ 9,283,648 $ 5,039,225 Line of credit 1,010,776 2,109,316 Accrued payroll costs 1,359,698 899,750 Accrued interest 723,500 691,265 Accrued expenses 2,622,211 3,214,321 Deposits and prepaid fees 2,533,348 2,841,038 Current notes payable 901,379 795,205 Due to related parties 2,810,756 1,994,645 ------------- ------------- Total current liabilities 21,245,316 17,584,765 NOTES PAYABLE 82,258,808 83,829,220 OTHER LONG-TERM LIABILITIES 5,646,206 5,168,028 DEFERRED INCOME TAXES 1,770,467 1,770,467 ------------- ------------- Total liabilities 110,920,797 108,352,480 ------------- ------------- SHAREHOLDER'S DEFICIT Common stock, $1 par, 5,000 shares authorized, issued, and outstanding 5,000 5,000 5.6% cumulative preferred stock, $1 par, 4,577,000 shares authorized, issued, and outstanding 4,577,000 4,577,000 Paid-in capital (13,557,000) (13,557,000) Accumulated deficit (22,884,344) (12,481,706) ------------- ------------- Total shareholder's deficit (31,859,344) (21,456,706) ------------- ------------- Total liabilities and shareholder's deficit $ 79,061,453 $ 86,895,774 ============= =============
The accompanying notes are an integral part of these consolidated financial statements. Page 3 GOLF HOST RESORTS, INC. AND SUBSIDIARY (a wholly owned subsidiary of Golf Hosts, Inc.) STATEMENTS OF INCOME FOR THE QUARTERS AND NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
QUARTERS ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30, 2000 1999 2000 1999 ------------ ------------ ------------ ------------ (unaudited) (unaudited) REVENUES: Resort facilities $ 2,266,074 $ 2,393,168 $ 14,866,135 $ 16,810,156 Food and beverage 2,338,827 2,692,332 13,450,230 14,103,026 Golf 1,992,873 1,855,983 11,365,151 11,942,740 Other 876,949 791,033 4,178,953 3,670,541 ------------ ------------ ------------ ------------ 7,474,723 7,732,516 43,860,469 46,526,463 ------------ ------------ ------------ ------------ COST AND OPERATION EXPENSES: Resort facilities 2,017,739 2,363,764 10,547,843 11,525,521 Food and beverage 1,785,619 2,127,679 7,491,423 8,482,924 Golf 1,505,047 1,350,653 5,545,616 5,348,060 Other 2,603,317 2,582,965 8,429,391 8,384,189 General and administrative 1,066,966 1,217,098 4,489,754 4,946,193 Depreciation and amortization 1,075,772 788,812 3,027,315 4,365,114 ------------ ------------ ------------ ------------ 10,054,460 10,430,971 39,531,342 43,052,001 ------------ ------------ ------------ ------------ INCOME BEFORE INCOME/(LOSS) ON ASSETS HELD FOR SALE (2,579,737) (2,698,455) 4,329,127 3,474,462 INCOME/(LOSS) ON ASSETS HELD FOR SALE AND LEASED ASSET 253,432 504,765 (1,004,020) (172,870) ------------ ------------ ------------ ------------ OPERATING INCOME (2,326,305) (2,193,690) 3,325,107 3,301,592 INTEREST, NET 2,476,561 2,216,359 7,335,918 6,975,853 ------------ ------------ ------------ ------------ LOSS BEFORE DIVIDEND REQUIREMENTS ON PREFERRED STOCK (4,802,866) (4,410,049) (4,010,811) (3,674,261) DIVIDEND REQUIREMENTS ON PREFERRED STOCK 64,077 64,077 192,231 192,231 ------------ ------------ ------------ ------------ NET LOSS AVAILABLE TO COMMON SHAREHOLDERS $ (4,866,943) $ (4,474,126) $ (4,203,042) $ (3,866,492) ============ ============ ============ ============ EARNINGS PER COMMON SHARE $ (973.38) $ (894.83) $ (840.60) $ (773.30) ============ ============ ============ ============
The accompanying notes are an integral part of these consolidated financial statements. Page 4 GOLF HOST RESORTS, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF SHAREHOLDER'S (DEFICIT) EQUITY FOR THE TWENTY ONE MONTHS ENDED SEPTEMBER 30, 2000
$1 Par Value 5.6% Cumulative Common Stock Preferred Stock Total ---------------- ------------------------ Paid-In Retained Shareholder's Shares Amount Shares Amount Capital Deficit Deficit ------ ------ --------- ---------- ------------ ------------ ------------- Balance, December 31, 1998 5,000 5,000 4,577,000 4,577,000 (13,557,000) 1,940,766 (7,034,234) Net loss available to common shareholder -- -- -- -- -- (7,453,219) (7,453,219) Distribution to shareholder -- -- -- -- -- (6,969,253) (6,969,253) ----- ------ --------- ---------- ------------ ------------ ------------ Balance, December 31, 1999 5,000 5,000 4,577,000 4,577,000 (13,557,000) (12,481,706) (21,456,706) Net loss available to common shareholder -- -- -- -- -- (4,203,042) (4,203,042) Distribution to shareholder -- -- -- -- -- (6,199,596) (6,199,596) ----- ------ --------- ---------- ------------ ------------ ------------ Balance, September 30, 2000 5,000 $5,000 4,577,000 $4,577,000 $(13,557,000) $(22,884,344) $(31,859,344) ===== ====== ========= ========== ============ ============ ============
The accompanying notes are an integral part of these consolidated financial statements. Page 5 GOLF HOST RESORTS, INC. AND SUBSIDIARY (A WHOLLY OWNED SUBSIDIARY OF GOLF HOSTS, INC.) STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
2000 1999 ----------- ----------- (unaudited) CASH FLOWS FROM OPERATING ACTIVITIES: Net income before dividend requirements on preferred stock $(4,010,811) $(3,971,136) Noncash items included in income: Depreciation and amortization 3,027,315 2,984,409 Write-off of startup costs -- 1,623,446 Changes in operating working capital 3,868,846 1,080,186 ----------- ----------- Cash provided by operations 2,885,350 1,716,905 ----------- ----------- CASH FLOWS FROM INVESTING ACTIVITIES: (Decreases) in other assets (191,385) (63,249) Purchases of property and equipment (504,166) (2,498,195) Net recovery of cost of property and equipment sold or retired -- 7,229 Decrease in assets held for sale -- 3,240,000 ----------- ----------- Cash provided by (used in) investing activities (695,551) 685,785 ----------- ----------- CASH FLOWS FROM FINANCING ACTIVITIES: Increase/(decrease) in notes payable 106,174 (284,157) Additional borrowings on existing debt -- 303,416 Repayment of existing debt (1,570,412) -- Repayment of line of credit (1,098,540) (3,283,392) Increases in other long-term liabilities 478,178 695,344 ----------- ----------- Cash provided by (used in) financing activities (2,084,600) (2,568,789) ----------- ----------- NET INCREASE (DECREASE) IN CASH 105,199 (166,099) CASH, BEGINNING OF PERIOD 131,440 1,396,404 ----------- ----------- CASH, END OF PERIOD $ 236,639 $ 1,230,305 =========== =========== NONCASH FINANCING AND INVESTING ACTIVITIES: The Company satisfied its preferred stock dividend liability to GHI through the intercompany account $ 192,231 $ 192,231 =========== =========== Settlement with previous owners $ 1,249,843 $ -- =========== =========== Dividend of Tamarron to Golf Hosts II, Inc. $ 6,199,596 $ -- =========== ===========
The accompanying notes are an integral part of these consolidated financial statements. Page 6 GOLF HOST RESORTS, INC. AND SUBSIDIARY (A WHOLLY OWNED SUBSIDIARY OF GOLF HOSTS, INC.) NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 2000 AND 1999 (1) ORGANIZATION, BUSINESS, LIQUIDITY AND ACCOUNTING POLICIES During the quarter, there was no significant change from the 10-K filing on December 31, 1999. During 2000, the Company transferred the assets and liabilities of Tamarron of approximately $6,200,000, net, to its parent, Golf Host, Inc. ("GHI"), who contributed them to Golf Host II, Inc., a wholly owned subsidiary of GHI. Concurrently with the transfer of Tamarron, the Company entered into a lease agreement whereby Golf Host II, Inc. leased Tamarron to the Company. Rent is payable annually in the amount of $1. In addition, the Company assumes responsibility for Tamarron's Net Income (Loss), as defined by the lease agreement. The lease term is 10 years. Financial Statement Presentation Certain reclassifications have been made to the June 1999 financial statements to conform to the December 1999 presentation. (2) LONG-TERM OBLIGATIONS Long-term obligations consist of the following:
SEPTEMBER 30, DECEMBER 31, 2000 1999 ------------ ------------ Participating mortgage note at varying pay rates maturing in 2027 $ 69,975,000 $ 69,975,000 $9,000,000 participation mortgage note credit facility 9,000,000 9,000,000 Mortgage note at 6.34%, maturing in 2002 3,168,000 4,417,764 Capital leases 1,017,187 1,231,661 ------------ ------------ 83,160,187 84,624,425 Less current maturities (901,379) (795,205) ------------ ------------ $ 82,258,808 $ 83,829,220 ============ ============
Page 7 GOLF HOST RESORTS, INC. AND SUBSIDIARY (A WHOLLY OWNED SUBSIDIARY OF GOLF HOSTS, INC.) NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 2000 AND 1999 (3) TAMARRON'S RESULT OF OPERATIONS: As defined in Note 1, the Company assumes responsibility for the Net Income (Loss) of Tamarron under the terms of the lease agreement between the Company and Golf Host II, Inc. for the period of lease inception through December 31, 2000, the Net Income (Loss) is as follows:
FOR THE 111 DAYS ENDED SEPTEMBER 30, 2000 REVENUE: HOTEL 1,841,337 FOOD & BEVERAGE 1,005,602 GOLF 986,329 OTHER 645,577 REAL ESTATE -- --------- 4,478,845 --------- COSTS & OPERATING EXP: HOTEL 578,751 FOOD & BEVERAGE 763,279 GOLF 384,262 OTHER 1,316,383 GENERAL & ADMINISTRATIVE 1,291,287 --------- 4,333,962 --------- INTEREST EXPENSE 15,817 --------- NET INCOME/(LOSS) 129,067 =========
Page 8 GOLF HOST RESORTS, INC. Management's Discussion and analysis of Financial condition and Results of Operations RESULTS OF OPERATIONS For purposes of discussing comparative results for 2000 and 1999, the results of operations for Tamarron, which are included in income (loss) on assets held for sale, and also utilized. Guest occupancy for the quarter declined by 719 room nights or 2% from the prior year. On a divisional basis, Innisbrook was down 609 room nights or 2.7%, while Tamarron also experienced a decline of 110 room nights or .9%. Both properties experienced modest decreases in their conference business during the period. Gross revenues from resort operations on a per room night basis declined 1.1%, or from $338.13 to $334.26 for the period. This drop reflects the 4.1% decrease in guest spending levels at Tamarron offset by the modest .6% increase in spending per room night at Innisbrook. On a divisional basis, Innisbrook had a net decrease in revenue of 2.1%, or approximately $163,000. Tamarron also declined in revenue by 5.0%, or approximately $213,000. The combined average daily room rate also dropped by $4.80 per room night, or 4%. This was driven primarily by Tamarron's 6% reduction, coupled with Innisbrook's reduced spending of 2.7%. The number of meals served decreased 1.9%, or by 3,324. This reduced number equated to a combined revenue reduction of approximately $741,000 in Food & Beverage revenue. Innisbrook and Tamarron contributed $484,000 and $257,000 to this reduction, respectively. Golf revenues increased a combined 3.2%, or $90,500. On a divisional basis, Innisbrook's revenues were up by 7.4%. This increase is attributable to increased rounds played, or 11.7% offset by decreased spending per round of 3.9%. Tamarron's rounds of golf played increased by .9%, but had an offsetting decrease in revenue per round of 5.7%. Total golf rounds played in 2000 were 28,713 and 10,075 for Innisbrook and Tamarron, respectively. During the year 2000, no real estate sales were closed. Real estate sales for 1999 and 2000, respectively, are reflected in gain/loss on assets held for sale in the statements of income. Costs and operating expenses as a percentage of revenue decreased .4%. At Innisbrook, operating expenses before General & Administrative, depreciation and amortization expense, decreased 3.9% to 106% of gross revenue. This net increase recognizes a reduction in gross revenues as compared to reactively static fixed expenses. FINANCIAL CONDITION AND LIQUIDITY The Company's working capital position (exclusive of Assets Held for Sale) was deficit of $12,148,000 at September 30, 2000, as compared to a deficit of $9,839,000 at December 31, 1999. The Company typically experiences seasonal fluctuations in its net working capital position. These fluctuations are managed through the utilization of a $3,000,000 Accounts receivable revolving credit line, along with a minimum funding guarantee by the management Company. Management believes that its current liquidity situation, coupled with the cash resources noted, is manageable and satisfactory. Page 9 PART II - OTHER INFORMATION Item 1. Legal Proceedings Registrant is not currently involved in material legal proceedings 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 nine months ended September 30, 2000 and 1999 Item 6. Exhibits and Reports on Form 8-K (a) Exhibits 27 Financial Data Schedule (for SEC use only) (b) Reports on Form 8-K None Page 10 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: 12/24/01 By: /s/ Merrick Kleeman ------------------------------ ------------------------------ Merrick Kleeman President Date: 12/24/01 By: /s/ R. Keith Wilt ------------------------------ ------------------------------ R. Keith Wilt Vice President and Treasurer Page 11 RENTAL POOL LEASE OPERATIONS The following unaudited financial statements of the Innisbrook Rental Pool Lease Operation and the Tamarron Rental Pool Lease Operation (the Rental Pools) are for the quarters and nine months ended September 30, 2000 and 1999. The operations of the Rental Pools are tied closely to that of Golf Host Resorts, Inc. (the Company), and provide for distribution of a percentage of the Company's room revenues, as defined in the Rental Pool Master Lease Agreements, to participating condominium owners (Participants). The operations of the Rental Pools are more fully discussed in Form 10-K, for the fiscal year ended December 31, 1999 (file No. 2-64309). Page 12 INNISBROOK RENTAL POOL LEASE OPERATION BALANCE SHEETS SEPTEMBER 30, 2000 AND 1999 DISTRIBUTION FUND
2000 1999 ---------- ----------- ASSETS RECEIVABLE FROM GOLF HOST RESORTS, INC. FOR DISTRIBUTION $ 877,829 $ 921,741 INTEREST RECEIVABLE FROM MAINTENANCE ESCROW FUND 49,269 54,339 ---------- ----------- $ 927,098 $ 976,080 ========== =========== LIABILITIES AND PARTICIPANTS' FUND BALANCES DUE TO PARTICIPANTS FOR DISTRIBUTION 670,139 716,279 DUE TO MAINTENANCE ESCROW FUND 256,959 259,801 PARTICIPANTS' FUND BALANCES -- -- ---------- ----------- $ 927,098 $ 976,080 ========== =========== MAINTENANCE ESCROW FUND ASSETS CASH AND CASH EQUIVALENTS $3,393,295 $ 5,925,231 RECEIVABLE FROM DISTRIBUTION FUND 256,959 259,801 INVENTORY 3,726,753 821,586 INTEREST RECEIVABLE 27,916 76,582 ---------- ----------- $7,404,923 $ 7,083,200 ========== =========== LIABILITIES AND PARTICIPANTS' FUND BALANCES ACCOUNTS PAYABLE $ 46,872 $ 128,881 INTEREST PAYABLE TO DISTRIBUTION FUND 49,269 54,339 CARPET CARE RESERVE 2,254 (10,817) PARTICIPANTS' FUND BALANCES 7,306,528 6,910,797 ---------- ----------- $7,404,923 $ 7,083,200 ========== ===========
These statements were prepared from the books and records of the Rental Pool without audit and, in the opinion of management, include all adjustments which are necessary for a fair presentation. Page 13 INNISBROOK RENTAL POOL LEASE OPERATION STATEMENTS OF OPERATIONS FOR THE QUARTERS AND NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999 DISTRIBUTION FUND
CURRENT QUARTER YEAR-TO-DATE ----------------------------- ------------------------------- 2000 1999 2000 1999 ----------- ----------- ------------ ------------ GROSS REVENUES $ 2,215,469 $ 2,358,631 $ 14,602,974 $ 16,263,023 ----------- ----------- ------------ ------------ DEDUCTIONS: Agents' commissions 130,790 132,772 751,708 929,808 Credit Card fees 17,382 21,321 105,816 126,815 Audit fees 3,250 3,250 9,751 9,750 ----------- ----------- ------------ ------------ 151,422 157,343 867,275 1,066,373 ----------- ----------- ------------ ------------ ADJUSTED GROSS REVENUES 2,064,047 2,201,288 13,735,699 15,196,650 AMOUNT RETAINED BY LESSEE (1,028,043) (1,096,349) (6,844,636) (7,572,466) ----------- ----------- ------------ ------------ GROSS INCOME DISTRIBUTION 1,036,004 1,104,939 6,891,063 7,624,184 ADJUSTMENTS TO GROSS INCOME DISTRIBUTION: Management fee (114,082) (121,368) (758,447) (844,122) Marketing fee (62,226) (66,200) (413,698) (460,430) Miscellaneous pooled expense (12,721) (14,164) (56,301) (82,224) Corporate complimentary occupancy fees 13,820 8,320 37,675 24,965 Westin Associate room fees 23,891 16,089 63,566 42,116 Occupancy fees (289,366) (292,187) (1,247,776) (1,332,569) Advisory Committee expenses (8,759) (7,861) (24,945) (21,443) ----------- ----------- ------------ ------------ NET INCOME DISTRIBUTION 586,561 627,568 4,491,137 4,950,477 ADJUSTMENTS TO NET INCOME DISTRIBUTION: Occupancy fees 289,366 292,187 1,247,776 1,332,569 Hospitality suite fees -- -- 135 324 Greens fees 1,181 1,086 6,881 7,752 Additional participation credit 720 900 2,190 2,820 ----------- ----------- ------------ ------------ AMOUNT AVAILABLE FOR DISTRIBUTION TO PARTICIPANTS $ 877,828 $ 921,741 $ 5,748,119 $ 6,293,942 =========== =========== ============ ============ Average daily distribution $ 14.11 $ 12.88 $ 31.73 $ 26.61 Average room rate $ 100.14 $ 103.76 $ 149.14 $ 152.16 Occupied room nights 22,123 22,732 97,914 106,880 Available room nights 62,234 71,557 181,163 212,575 Occupancy percentage 35.5% 31.8% 54.0% 50.3% Average number of available units 676 778 664 779
These statements were prepared from the books and records of the Rental Pool without audit and, in the opinion of management, include all adjustments which are necessary for a fair presentation. Page 14 INNISBROOK RENTAL POOL LEASE OPERATION STATEMENTS OF CHANGES IN PARTICIPANTS' FUND BALANCES FOR THE QUARTERS AND NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999 DISTRIBUTION FUND
CURRENT QUARTER YEAR-TO-DATE 2000 1999 2000 1999 ----------- ----------- ----------- ----------- BALANCE, beginning of period $ -- $ -- $ -- $ -- ADDITIONS: Amount available for distribution 877,829 921,741 5,748,120 6,293,942 Interest received or receivable from Maintenance Escrow Fund 49,269 54,339 161,961 107,138 REDUCTIONS: Amounts withheld for Maintenance Escrow Fund (256,959) (259,801) (1,111,261) (1,208,878) Amounts accrued or paid to participants (670,139) (716,279) (4,798,820) (5,192,202) ----------- ----------- ----------- ----------- BALANCE, end of period $ -- $ -- $ -- $ -- =========== =========== =========== =========== MAINTENANCE ESCROW FUND BALANCE, beginning of period $ 7,249,762 $ 3,144,707 $ 7,021,346 $ 2,505,110 ADDITIONS: Amounts withheld from occupancy fees 256,959 259,801 1,111,261 1,187,224 Interest earned 49,269 54,339 161,961 107,138 Charges to participants to establish or restore escrow balances 159,191 4,362,515 324,412 4,697,895 REDUCTIONS: Maintenance charges (188,038) (842,121) (414,824) (1,184,817) Carpet care reserve deposit (13,312) (11,687) (54,792) (42,250) Interest accrued or paid to Distribution Fund (49,269) (54,339) (161,961) (107,138) Refunds to participants as prescribed by the master lease agreements (158,034) (2,418) (680,875) (252,365) ----------- ----------- ----------- ----------- BALANCE, end of period $ 7,306,528 $ 6,910,797 $ 7,306,528 $ 6,910,797 =========== =========== =========== ===========
These statements were prepared from the books and records of the Rental Pool without audit and, in the opinion of management, include all adjustments which are necessary for a fair presentation. Page 15 TAMARRON RENTAL POOL LEASE OPERATION BALANCE SHEETS SEPTEMBER 30, 2000 AND 1999 DISTRIBUTION FUND
2000 1999 -------- -------- ASSETS CASH $ 1,000 $ 1,000 RECEIVABLE FROM GOLF HOST RESORTS, INC. FOR DISTRIBUTION 686,303 788,850 INTEREST RECEIVABLE FROM MAINTENANCE ESCROW FUND 1,442 -- -------- -------- $688,745 $789,850 ======== ======== LIABILITIES AND PARTICIPANTS' FUND BALANCES DUE TO PARTICIPANTS FOR DISTRIBUTION $594,153 $706,425 DUE TO MAINTENANCE ESCROW FUND 74,592 83,425 -------- -------- $668,745 $789,850 ======== ======== MAINTENANCE ESCROW FUND ASSETS CASH AND CASH EQUIVALENTS $144,264 $ 80,530 DUE FROM DISTRIBUTION FUND 74,592 83,425 INVENTORY: Linen 19,693 34,116 Materials and supplies 6,532 15,860 DEPOSITS 7,187 -- -------- -------- $252,268 $213,931 ======== ======== LIABILITIES AND PARTICIPANTS' FUND BALANCES ACCOUNTS PAYABLE $ 2,919 $ 4,666 INTEREST PAYABLE TO DISTRIBUTION FUND 1,442 -- PARTICIPANTS' FUND BALANCES 247,907 209,265 -------- -------- $252,268 $213,931 ======== ========
These statements were prepared from the books and records of the Rental Pool without audit and, in the opinion of management, include all adjustments which are necessary for a fair presentation. Page 16 TAMARRON RENTAL POOL LEASE OPERATION STATEMENTS OF OPERATIONS FOR THE QUARTERS AND NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999 DISTRIBUTION FUND
CURRENT QUARTER YEAR-TO-DATE ----------------------------- ----------------------------- 2000 1999 2000 1999 ----------- ----------- ----------- ----------- GROSS REVENUES $ 1,556,860 $ 1,728,323 $ 2,695,881 $ 3,055,857 ----------- ----------- ----------- ----------- DEDUCTIONS: Agents' commissions 33,665 18,248 74,163 63,405 Sales and marketing expenses 116,764 129,624 202,191 229,189 Audit fees 3,255 3,255 9,765 9,765 ----------- ----------- ----------- ----------- 153,684 151,127 286,119 302,359 ----------- ----------- ----------- ----------- ADJUSTED GROSS REVENUES 1,403,176 1,577,196 2,409,762 2,753,498 MANAGEMENT FEE (737,172) (788,598) (1,276,048) (1,376,749) ----------- ----------- ----------- ----------- GROSS INCOME DISTRIBUTION 666,004 788,598 1,133,714 1,376,749 ADJUSTMENTS TO GROSS INCOME DISTRIBUTION: Corporate complimentary occupancy fees 1,673 252 2,795 1,844 Occupancy fees (128,717) (129,582) (261,708) (272,810) Designated items (9,232) (17,632) (39,772) (84,509) Advisory Committee expenses (1,374) -- (4,014) (5,938) ----------- ----------- ----------- ----------- POOLED INCOME 528,354 641,636 831,015 1,015,336 ADJUSTMENTS TO POOLED INCOME: Occupancy fees 128,717 129,582 261,708 272,810 ----------- ----------- ----------- ----------- NET INCOME DISTRIBUTION $ 657,071 $ 771,218 $ 1,092,723 $ 1,288,146 =========== =========== =========== =========== Average daily distribution $ 30.94 $ 32.45 $ 15.86 $ 17.46 Average room rate $ 120.38 $ 132.90 $ 101.58 $ 110.73 Room nights 12,933 13,005 26,441 27,599 Occupancy percentage 60.9% 54.7% 38.4% 37.4% Average number of available units 230 258 251 270
These statements were prepared from the books and records of the Rental Pool without audit and, in the opinion of management, include all adjustments which are necessary for a fair presentation. Page 17 TAMARRON RENTAL POOL LEASE OPERATION STATEMENTS OF CHANGES IN PARTICIPANTS' FUND BALANCES FOR THE QUARTERS AND NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999 DISTRIBUTION FUND
CURRENT QUARTER YEAR-TO-DATE 2000 1999 2000 1999 --------- --------- ----------- ----------- BALANCE, beginning of period $ -- $ -- $ -- $ -- ADDITIONS: Amounts available for distribution 657,071 771,218 1,092,724 1,288,146 Interest received or receivable from Maintenance Escrow Fund 1,442 -- 2,816 -- REDUCTIONS: Amounts withheld for Maintenance Escrow (64,360) (64,793) (130,859) (136,412) Amounts accrued or paid to participants (594,153) (706,425) (964,681) (1,151,734) --------- --------- ----------- ----------- BALANCE, end of period $ -- $ -- $ -- $ -- ========= ========= =========== =========== MAINTENANCE ESCROW FUND BALANCE, beginning of period $ 215,616 $ 128,966 $ 188,338 $ 174,111 ADDITIONS: Amounts withheld from occupancy fees 64,360 64,793 130,859 136,412 Interest earned 1,442 -- 2,816 -- Reimbursement of designated items 9,232 17,632 39,772 84,510 Charges to participants to establish or restore escrow balances 99,699 36,758 201,557 53,492 REDUCTIONS: Maintenance and inventory charges (127,923) (19,065) (251,972) (129,376) Refurbishing charges -- 779 -- (8,961) Interest accrued or paid to Distribution Fund (1,442) -- (2,816) -- Designated items (9,232) (17,632) (39,772) (84,510) Refunds to participants as prescribed by Master Lease Agreement (3,845) (2,966) (20,875) (16,413) --------- --------- ----------- ----------- BALANCE, end of period $ 247,907 $ 209,265 $ 247,907 $ 209,265 ========= ========= =========== ===========
These statements were prepared from the books and records of the Rental Pool without audit and, in the opinion of management, include all adjustments which are necessary for a fair presentation. Page 18