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High Yield Lodging Research January 2002
High Yield Lodging Outlook 2002 Back INN Style?
Jason N. Ader (212) 272-4257 Jason M. Kroll CFA (212) 272-9621 Trip McCoy (212) 272-8821 High Yield Lodging Outlook 2002
January 18, 2002 Table of Contents Investment Thesis ...... 4 Is the Lodging Industry Poised for a Turnaround?...... 5 What is the Credit Outlook?...... 10 How Are Current Trends? ...... 13 Relative Value Analysis...... 15 Company Updates Boca Resorts, Inc...... 17 Extended Stay America, Inc...... 24 FelCor Lodging Trust ...... 34 Host Marriott, LP ...... 45 MeriStar Hospitality Corp...... 56 Prime Hospitality Corp...... 66 Starwood Hotels & Resorts Worldwide, Inc...... 74 Appendix ...... 86
High Yield Lodging Jason N. Ader Research (212) 272-4257, [email protected] Jason M. Kroll, CFA (212) 272-9621, [email protected] Trip McCoy (212) 272-8821, [email protected]
Lodging Outlook 2002 Special thanks to: John Mulkey Glen Reid Corey Benjamin Dina Treanor John F. Foy Managing Editor: Mark Albright Copy/Production: John Foy, Colleen Pickett, Miles Becker, Maya Singer, Reno Bo Cover Design: Ann Kim
Bear Stearns® is the registered trademark of The Bear Stearns Companies Inc. Lodging Outlook 2002 — January 18, 2002
Investment Thesis
We are commencing formal high yield coverage of the lodging industry with an overall market weighting. In general, we believe that companies in this sector face a challenging near-term environment as a result of the travel fall-out following September 11 and generally weak economic conditions. However, in our view, the long-term outlook remains sound because the economy appears to be slowly rebounding (January consumer confidence rose to its highest level in 12 months) and the prospect of new supply remains limited. Additionally, most lodging companies in our universe have readjusted their cost and capital structures to better withstand the current challenging operating environment. Meanwhile, scaled-back capital expenditure plans, targeted asset sales and significantly reduced dividends (where applicable) should allow lodging companies to preserve capital and liquidity. We believe that these proactive steps position the lodging industry to potentially realize significant EBITDA expansion in 2003–05 and a strengthening of credit measures that were weakened after September 11. While most lodging bonds have rebounded considerably since their post- September 11 lows, we believe that modest upside remains for investors with a 12–24 month investment horizon. Although we expect lodging bonds could be somewhat volatile over the course of the next several months as a result of unfavorable quarterly earnings comparisons, results should stabilize, in our view, during the second half of the year. Based on our projections, credit measures are expected to weaken, in some cases considerably, over the first half of 2002, but will likely stabilize from that point and improve by year-end. In addition, we believe that most of the difficult issues, such as rating downgrades and covenant amendments, have already been resolved and priced-in by the investment community, thus allowing companies to focus on the future. In terms of top picks, we favor Extended Stay America and FelCor Lodging Trust, in terms of risk adjusted total return potential. We view the ESA bonds as one of the more stable credits in the lodging space given the current challenging landscape. We believe that the extended-stay business model (when compared to the full-service model) is better insulated from both the economic downturn and travelers’ fears of flying. In addition, the company’s liquidity is ample, as it completed a new round of financing last summer. Among the three lodging REITs, we believe FelCor’s bonds offer the best relative value, particularly for those investors willing to absorb some near-term volatility. We believe FelCor entered the downturn in the best financial condition among the lodging REITs, and its strategy of being well-diversified geographically with limited exposure to top U.S. markets has become a comparative strength in the post- September 11 period. In addition, we believe that the MeriStar Hospitality senior subordinated notes are an attractive relative value play and well-suited for CBOs, given the comparatively low dollar price at which the bonds trade (87.75 as of January 18). The balance of this report is dedicated to offering investors additional information on key trends, recent developments as well as our outlook for the industry. In addition, we provide comprehensive company reports and models on seven high yield lodging companies. Lastly, the appendix provides a wide array of key industry data and metrics that we believe may be useful in forming your investment decision.
4 Bear, Stearns & Co. Inc. Lodging Outlook 2002 — January 18, 2002
Is the Lodging Industry Poised for a Turnaround?
The lodging sector was among the most impacted industries by the general reaction following the attacks of September 11. The hotel business was crippled by massive airline disruption and consumer fear of travel. Overnight, market expectations for the business went from dim to dire, as hotels ran empty and rates began to plummet. Earnings and cash flow estimates for the remainder of 2001 were slashed, and original expectations for 2002 were all but erased. In an effort to console investors, several lodging companies hosted conference calls to discuss the state of their businesses, and lay out a course for how they would manage in an unchartered environment. And a few weeks after the attack, the bottom was reached. Since that time, we have seen a significant recovery in not only the underlying business fundamentals, but also in lodging bond spreads. While America was still grieving, its leadership was taking decisive and effective military action against the perpetrators in Afghanistan, and the traveling public began to feel more assured about returning to the road. Notwithstanding several scares and a few tragic and isolated incidents, hotel operating trends began to show signs of gradual improvement and move up considerably from the post-attack troughs. Concomitant with heavy discounting implemented by nearly every major airline, hotel companies began to offer very attractive rates, put together package deals, waive restrictions, and do everything possible to stimulate new demand. Weekly Change in Total U.S. RevPAR Since September 11 (Year Over Year) 10%
0%
-0.053 -10% -0.102 -0.107 -0.129 -0.137 -0.141 -0.131 -0.16 -0.149 -20% -0.175 -0.174 -0.175 -0.169 -0.189 -0.188 -0.202 -0.243 -30%
-40% -0.373
-50% 1/5 9/15 9/22 9/29 1/12 10/06 10/13 10/20 10/27 11/03 11/10 11/17 11/24 12/01 12/08 12/15 12/22 12/29
Source: Smith Travel Research. As expressed in the graph above, more than four months after the tragic attacks of September 11, the hotel business has begun to show slow signs of stabilizing. While acknowledging that the operating outlook for the first half of 2002 remains challenging, in our opinion this is less a function of September 11 but stems more from continued reduced corporate spending levels and tighter travel budgeting controls that have constrained business travel. It is important to understanding the lodging industry’s traditionally tight correlation with the
Bear, Stearns & Co. Inc. 5 Lodging Outlook 2002 — January 18, 2002
overall economy. As illustrated below, the lodging industry tends to follow trends in the overall economy, and for the past 25 years, change in hotel demand has closely tracked changes in GDP. While economic trends are a good industry barometer, the two do not track each other precisely. Historically, contractions in the lodging industry have been longer and deeper, while expansions have been shorter. Troughs in hotel rooms demand growth lead downturns in the economy and lag recoveries. Correlation Between Changes in GDP and Hotel Demand
0.12 Change in GDP Change in Demand
0.08
0.04
0
-0.04 75 77 79 81 83 85 87 89 91 93 95 97 99 01E 03E
Source: Smith Travel Research and Bear Stearns Global High Yield Research. Comparisons Should Improve as the Year Goes On One reason we believe lodging companies should fare better as the year progresses is that comparisons become progressively easier. As the chart below reflects, January was the strongest RevPAR month of the year and the three months of the first quarter were the only months to show positive comparisons. 2001 Monthly Changes in RevPAR
10.0% 7.1%
5.0% 3.0% 1.4% 0.0%
-5.0% -2.3% -4.5% -4.2% -4.8% -6.3% -10.0%
-12.0% -15.0% -16.3% -20.0% -17.6%
-25.0% -23.6%
-30.0% Jul-01 Jun-01 Oct-01 Jan-01 Feb-01 Mar-01 Apr-01 Sep-01 Nov-01 Dec-01 Aug-01 May-01 Source: Smith Travel Research and Bear Stearns Global High Yield Research. (a) RevPAR for 12/01 was estimated based on weekly data reported by Smith Travel.
6 Bear, Stearns & Co. Inc. Lodging Outlook 2002 — January 18, 2002
Limited New Supply Is Silver Lining In our view, the silver lining for the lodging industry is the expectation of limited new supply coming on line over the next several years. The recent shock to the lodging industry has only exacerbated lender caution toward new hotel projects. We have seen several examples of projects being put on hold or cancelled outright. This trend of decelerating supply growth over the past few years is apt to make it considerably easier for demand growth to outpace supply growth. We are currently forecasting an increase in room inventory of just 2.5% in 2001, falling to just 1.5% in 2002 and 1.0% in 2003. Hotel Inventory Growth 2000 2001E 2002E 2003E STR Chain Scale Rooms Census % Change % Change % Change % Change Full-Service Upper-Upscale 499,828 3.6% 3.0% 1.9% 1.0% Upscale 359,586 4.4% 5.0% 2.0% 1.0% Midscale w/F&B 643,349 -1.2% 1.2% 0.6% 0.4% Subtotal Full-Service 1,502,763 1.7% 2.7% 1.4% 0.7% Limited-Service Midscale w/o F&B 528,003 9.5% 7.0% 5.0% 3.0% Economy 758,931 3.1% 1.9% 0.9% 0.5% Subtotal Limited-Service 1,286,934 5.6% 4.0% 2.6% 1.6% Total Chain Scale Segments 2,789,697 3.5% 3.3% 2.0% 1.1% Independents 1,275,625 2.4% 0.9% 0.5% 0.3% Total All Rooms 4,065,322 2.9% 2.9% 1.5% 1.0% E: Estimated. Sources: Lodging Econometrics and Bear Stearns Global High Yield Research. Supporting our forecast are recent 3Q01 hotel construction statistics released by Lodging Econometrics’ (“LE”), which showed a 5.5% decline in the total development pipeline during the quarter. The active pipeline—the best indicator of near-term hotel supply—also dropped 5.5%, while the inactive pipeline fell by 5.4%. With little confidence in current industry conditions, as well as a high degree of uncertainty about when and at what level future hotel demand will stabilize, developers continue to stall or cancel many projects. This is being compounded by a hotel-lending environment that is tighter now than it was before September 11. As the chart below indicates, the diminution of hotel supply has been a trend over the last several quarters. Quarter Over Quarter % Change in Total Pipeline 2Q00 3Q00 4Q00 1Q01 2Q01 3Q01 -2.6% -0.8% -5.7% -7.6% -7.0% -5.5% Source: Lodging Econometrics. According to LE’s “Quarterly Perspectives” publication issued on January 7, lending for new construction and transaction sales will continue to be sparse until late 1Q02, as no exit strategy appears to be available for their loans. Mezzanine financing for large development projects appears to be in short supply. Management and franchise companies are also cutting back on their new project commitments. Accordingly, new project announcements should be minimal, causing the total pipeline of projects to contract further, while cancellations and postponements will swell. This will be particularly pronounced in the top urban markets (only seven of top 25 markets expecting 2002 supply growth over 3%), which bodes well for companies such as Starwood Hotel & Resorts and Host Marriott. Accordingly, we believe that the expectation of limited new supply positions the lodging group well for a strong rebound in performance during 2003 and for several years thereafter.
Bear, Stearns & Co. Inc. 7 Lodging Outlook 2002 — January 18, 2002
Mixed Signals for 2002, but Long-Term Outlook Positive With reasonable assurance of minimal supply growth over the coming years (it can take as long as four to six years to build a full-service hotel), the demand side of the equation is the primary focus. In addition to a consistent improvement in weekly operating results (as tracked by Smith Travel Research), there are several other macro indicators that we monitor which could cause us to become more positive on the lodging sector if we begin to see signs of favorable change. Although unemployment figures have been trending upward for several quarters (December data were up 0.2% to 5.8%), any indications that this metric has begun to plateau would be a favorable sign for the lodging industry. Similarly, we are watchful for trends in consumer confidence (January consumer confidence rose to its highest level in 12 months) and consumer expectations, which have historically been fairly reliable leading indicators of lodging room demand growth. The following charts give some insight into business and leisure travel volume: Better Business Conditions In Next Six Months
24
22
20
18
16
14
12
10
8 Jul-00 Jul-01 Jan-00 Oct-00 Jan-01 Oct-01 Jun-00 Jun-01 Feb-00 Mar-00 Apr-00 Feb-01 Mar-01 Apr-01 Dec-99 Sep-00 Nov-00 Dec-00 Sep-01 Nov-01 Dec-01 May-00 Aug-00 May-01 Aug-01
Source: The Conference Board.
8 Bear, Stearns & Co. Inc. Lodging Outlook 2002 — January 18, 2002
Planning To Vacation In Next 6 Months
60
55
50
45
40
35
30
25
20 Oct-98 Jun-99 Oct-99 Jun-00 Oct-00 Jun-01 Oct-01 Feb-99 Apr-99 Feb-00 Apr-00 Feb-01 Apr-01 Dec-98 Dec-99 Dec-00 Dec-01 Aug-98 Aug-99 Aug-00 Aug-01
Source: The Conference Board. We would look for signs of incremental improvement in any of these metrics as positive indicators for the lodging industry. In addition, travel surveys and grass roots calling are important data points to signal that things may be on the mend. While these remain somewhat mixed regarding the near-term outlook for the industry, our longer-term visibility suggests a recovery in lodging fundamentals could begin to materialize toward the end of 2002 and more robustly in 2003. Cost Cutting Initiatives Position Industry With Significant Operating Leverage Since September 11, most lodging companies have employed several cost- cutting measures in order to realign their cost base with the new outlook for top- line growth. These efforts include suspending less essential brand standards, streamlining staffing and service delivery, reducing labor costs, consolidating operations by closing floors in low occupancy periods, reducing hours of operations at hotel restaurants, and where possible, sharing facilities between adjacent properties. As a result of being pro-active, most management teams have indicated that they have been able to reduce break-even occupancy as much as 1000 basis points from previous levels. We believe that this expense discipline should position the industry with significant operating leverage over the next several quarters and into 2003 given our belief that RevPAR will continue to increase on a sequential basis throughout 2002. Another Extraordinary Event Could Further Disrupt Travel Patterns Among the many things we learned from the events of September 11 was the degree to which the hotel industry is leveraged to the airline industry. Almost overnight, most hotels in destination cities became desolate, and more than four months later, are still operating meaningfully below pre-attacks levels. And while the American traveler has shown considerable resilience, it should be clear that another domestic terrorist event is likely to have substantial effects on travel-related businesses.
Bear, Stearns & Co. Inc. 9 Lodging Outlook 2002 — January 18, 2002
What Is the Credit Outlook?
Credit Measures to Weaken in the Short-Term and Firm Over Time Given our belief that quarterly year over year comparisons will be quite challenging for the period from 4Q01–2Q02, we are projecting all companies in our coverage universe will experience a weakening in credit measures over that time period. Based on our projections, credit measures are expected to weaken, in some cases considerably, over the first half of 2002, but will likely stabilize from that point and improve by year-end. Additional improvement is expected during 2003, as we expect most companies to register solid EBITDA gains compared to 2002. Credit Statistic Comparison Actual Projected LTM 3Q 01 12/31/2001 LTM 2Q 02 12/31/2002 12/31/2003 Leverage Int. Cov. Leverage Int. Cov. Leverage Int. Cov. Leverage Int. Cov. Leverage Int. Cov. Boca Resorts 2.8x 3.3x 3.0x 3.0x 3.1x 2.9x 2.9x 3.1x 2.4x 3.5x Extended Stay 3.9x 3.2x 4.2x 3.1x 4.5x 3.0x 4.4x 3.0x 4.1x 3.4x FelCor Lodging 4.6x 2.5x 5.3x 2.3x 5.8x 2.1x 5.4x 2.3x 4.8x 2.5x Host Marriott 5.0x 2.5x 6.2x 2.1x 7.2x 1.7x 6.5x 1.9x 5.6x 2.2x MeriStar 5.8x 2.3x 6.5x 2.1x 7.2x 1.7x 6.5x 1.8x 5.8x 2.0x Prime Hospitality 2.4x 3.5x 2.8x 3.4x 3.4x 2.9x 2.9x 3.2x 1.8x 4.8x Starwood Hotels 4.0x 3.6x 4.7x 3.3x 5.3x 3.0x 4.4x 3.5x 3.5x 4.0x Sources: Company reports and Bear Stearns Global High Yield Research estimates Banks Provide Support Through Challenging Period; Liquidity Reinforced Following September 11, several lodging companies were forced to seek amendments to their bank agreements, based on the expectation that they would not meet the existing covenant tests contained within the agreements. The bank community proved to be very supportive during this challenging period as it approved amendments for Extended Stay America, FelCor Lodging, Host Marriott, MeriStar Hospitality and Starwood Hotel & Resorts. The banks did, however, get compensated for their support through either higher one-time fees or through increased interest rates. In addition, a few companies had to accept additional restrictions, which included limitations on capital expenditures, investments, share repurchases and payment of dividends. In an effort to reduce reliance on their bank groups, each of the three REITs (FelCor, Host, MeriStar) opportunistically accessed the high yield market, using proceeds raised to pay off existing term-loans as well as reduce outstanding revolver balances. As a result, we believe each of the companies under coverage has sufficient liquidity to weather the challenging operating environment expected over the next several quarters Rating Agencies Give Mixed Reviews Following September 11, S&P and Moody’s both placed the majority of public lodging companies on CreditWatch/review for potential downgrade. At the time of their initial actions, both agencies were clearly concerned about the potential impact of future terrorist attacks as well as the status of our military activity in Afghanistan. Implicit in their reviews was the expectation that earnings for the lodging companies would be negatively affected over the near-term, resulting in a weakening of credit measures. Since that time, concerns over terrorism remain, but have generally diminished as being in the forefront of everyday thought. Consequently, many lodging management teams have indicated that the continued challenging environment is more a reflection of weak business travel as opposed to traveler’s fear of flying.
10 Bear, Stearns & Co. Inc. Lodging Outlook 2002 — January 18, 2002
In considering the future outlook for the industry and more specifically the outlook for individual companies, Moody’s and S&P have taken subtly different views. To date, the rating actions taken by Moody’s reflect a much more conservative view in comparison to S&P. While S&P has not been bullish, its ratings reflect their belief that the industry and credit measures for certain companies are likely to recover sufficiently within a two-year period to support existing ratings. Our approach and outlook is more in line with the approach takenbyS&P. The most clear-cut divergence in opinion was with regard to Hilton and Starwood. S&P affirmed its investment grade ratings for Hilton while indicating that it planned to do the same for Starwood once it made sufficient progress on resolving its significant near-term debt maturity issue. Both companies were assigned a negative outlook. S&P basically concluded that it believed both companies would be able to bring their credit measures back in line to support the existing ratings within a two-year timeframe. Moody’s downgraded Hilton to high yield status, bringing its rating in line with its existing high yield rating for Starwood (which it affirmed). Moody’s assigned a negative outlook to both companies. The agencies’ treatment of the REITs was more in line, although there were subtle differences in opinion. Both agencies agreed that each of the REITs warranted a downgrade as a result of the uncertain environment and weakening credit measures, but Moody’s assigned all three REITs a negative outlook, while S&P only assigned a negative outlook to Host (because of its high leverage for the rating) and assigned stable outlooks to FelCor and MeriStar. The chart below highlights the actions taken by the rating agencies to date. S&P has effectively completed its review of all the lodging companies under our high yield coverage. Moody’s has not yet concluded its review of Boca Resorts, Extended Stay America and Prime Hospitality. Recent Rating Agency Actions Standard & Poor's Moody's Rating Change Rating Change Ranking Date Action To From Outlook Date Action To From Outlook Hilton Hotels Senior 1/16/202 Affirmed BBB- - Neg 12/19/01 Lowered Ba1 Baa3 Neg Hilton Hotels Sr. Sub. " Affirmed BB+ - Neg 12/19/01 Lowered Ba2 Ba1 Neg Starwood Hotels Senior " Remains on CreditWatch* Neg 12/3/01 Confirmed Ba1 Neg FelCor Lodging Senior 1/8/02 Lowered BB- BB Stable 11/16/01 Lowered Ba3 Ba2 Neg MeriStar Hospitality Senior " Lowered B+ BB- Stable 12/3/01 Lowered B1 Ba3 Neg " Sr. Sub. " Lowered B- B Stable 12/3/01 Lowered B3 B2 Neg John Q. Hammons Hotels Sr. Sec. " Lowered B B+ Stable Remains on review Host Marriott Senior " Lowered BB- BB Neg 12/3/01 Lowered Ba3 Ba2 Neg Boca Resorts Inc. Sr. Sub. " Affirmed B- - Stable 10/3/01 Remains on review Prime Hospitality Corp. 1st Mtg " Affirmed BB - Neg 10/3/01 Remains on review " Sr. Sub. " Affirmed B+ - Neg 10/3/01 Remains on review Extended Stay America Sr. Sub. " Affirmed B - Neg 10/3/01 Remains on review * S&P has indicated that it plans to affirm Starwood's investment-grade rating once the company progresses with refinancing its considerable 2002-03 debt maturities. We expect both agencies to maintain a close watch on the lodging group over the next several quarters. We believe that either agency could lower their ratings further if the expected rebound in lodging demand materializes at a slower-than- expected rate. How Have Spreads on Lodging Bonds Performed? Despite the challenging environment, lodging bonds have performed well since their post September 11 lows, which occurred during late September. After certain bonds widened by as much as 500 bps as of late September, the group commenced a strong and steady rally. As the chart below illustrates, spreads on this benchmark group of lodging bonds have in some cases surpassed their pre- September 11 levels, while for others the gap has been narrowed considerably.
Bear, Stearns & Co. Inc. 11 Lodging Outlook 2002 — January 18, 2002
Select High Yield Lodging Issues — Spread-to-Worst vs. U.S. Treasuries (Bps Spread 6 Sep 01 vs 17 Jan 02)
Current Bps Spread Bps Spread as of Sep 06 750
500
250 Bps Spread
0 Sr. Sr. FCH HOT Deb. HMT MHX RST MHX PDQ ESA Sr. '08 6.750% 7.875% 9.000% 9.500% 8.750% 9.750% 9.150% 9.875% Sr. Sub. Sr. Sub. Sr. Sub. Sr. Sub. ISSUE
Sources: Bear Stearns Global High Yield Research We are particularly impressed with this performance given the clear uncertainty that existed regarding the potential for future terrorist attacks as these bonds commenced their rally. In our view, this reflects investors’ faith in the long-term outlook for the industry, particularly in relation to the uncertainty that exists for other “fallen angel” industries, such as technology and telecommunications.
12 Bear, Stearns & Co. Inc. Lodging Outlook 2002 — January 18, 2002
How Are Current Trends?
Smith Travel Results For The Week Ending January 12 Total US RevPAR fell by 16.9% for the week ending January 12, compared with prior-year levels. This follows the previous week, which included the New Year’s period, when total U.S. RevPAR was down by 13.1%, yielding a sequential 380-bp decline. For the week ending January 12, occupancy fell by 11.2% while ADR declined by 6.4%. We believe that RevPAR levels could move sideways for the rest of January as a result of tough comparisons with January 2001. Weekly comparisons, in our opinion, should begin to show improvement during February because RevPAR during February 2001 was only up by 3%. As the first quarter progresses, we look for March to be an important benchmark for how quickly 2002 trends will actually rebound, in particular business travel. Considering the segment results in more detail, four of the five segments declined over the previous week. The upper-upscale segment declined over the previous week, falling 22.7% compared with 18.8%. The midscale segment with F&B had the largest sequential decline, falling by 560 bps from the week ending January 5. The upscale segment was the only segment to post a sequential advance, as RevPAR fell by 16.0% this week compared with 19.1% last week. The economy segment fell rather sharply over the previous week, as RevPAR decreased by 12.6% compared with 8.5% for the week ending January 5. The mid-scale without F&B posted a minimal decline, falling by 12.4% compared with 11.7% the previous week. Total U.S. and STR Segment RevPAR (for the week ending … ) 9/15 9/22 12/15 12/22 12/29 1/5 1/12 RevPAR % Change % Chg. % Chg. % Chg. % Chg. % Chg. % Chg. % Chg. United States -20.2% -37.3% -10.7% -5.3% -12.9% -13.1% -16.9% Upper Upscale -33.5% -62.1% -20.1% -13.5% -20.9% -18.8% -22.7% Upscale -19.5% -37.2% -9.8% 2.2% -11.1% -19.1% -16.0% Midscale with F&B -19.6% -30.9% -15.0% -4.4% -13.7% -13.5% -19.1% Midscale w/o F&B -11.9% -18.4% -4.2% 5.2% -5.1% -11.7% -12.4% Economy -11.9% -15.2% -8.4% -2.6% -9.4% -8.5% -12.6% Source: Smith Travel Research and Bear Stearns Global High Yield Research. The urban segment fell by 18.8%, a 230-bp drop from the week ending January 5. The suburban segment fell by 15.8% compared with a decline of 14.3%, while the airport location improved slightly, falling by 20.7% compared with a decline of 21.9% for previous week. The highway segment fell by 1.2% from the previous week, to end up down by 12.5%. The resort segment took the hardest hit sequentially, however, as RevPAR fell by 19.4% after being up by 0.5% the week before. We believe that movement over the prior week is not a valid indicator for this segment, as the resort segment traditionally experiences solid RevPAR over the New Year’s holiday, which fell during the last reported week. RevPAR By Location (for the week ending … ) 9/15 9/22 12/15 12/22 12/29 1/5 1/12 % Chg. % Chg. % Chg. % Chg. % Chg. % Chg. % Chg. Urban -30.6% -58.1% -15.7% -1.8% -16.2% -16.5% -18.8% Suburban -19.1% -33.0% -9.2% -2.5% -9.2% -14.3% -15.8% Airport -18.9% -40.5% -17.9% -7.4% -18.2% -21.9% -20.7% Highway -12.6% -20.2% -5.2% 3.9% -5.0% -11.3% -12.5% Resort -29.4% -52.7% -15.4% -21.9% -14.5% 0.5% -19.4% Source: Smith Travel Research and Bear Stearns Global High Yield Research. Again, most of the top markets fell slightly behind last week in this most recent reporting period. San Francisco, which has struggled since the attacks, declined by 41.3% compared with -25.6% the week before. RevPAR for New York fell slightly from the previous week, posting RevPAR declines of 50 bps, marking a
Bear, Stearns & Co. Inc. 13 Lodging Outlook 2002 — January 18, 2002
decline of 26.2%. As mentioned above, the resort segment fell-off this week—a fact proved by Oahu and Orlando. Each posted sequential losses for the week ending January 12. Oahu and Orlando’s RevPAR fell by 34.6% and 31.4%, respectively, after being down 26.2% and 16.1%, respectively. RevPAR for Key Markets (for the week ending … ) 9/15 9/22 12/15 12/22 12/29 1/5 1/12 % Chg. % Chg. % Chg. % Chg. % Chg. % Chg. %Chg. Atlanta -27.2% -48.3% -20.0% -8.6% -21.4% -15.1% -21.0% Boston -42.3% -63.7% -27.9% -18.7% -25.5% -37.1% -33.5% Chicago -29.0% -61.1% -0.7% 15.9% -0.6% -14.3% -20.4% Houston 1.9% -17.4% 3.8% 18.9% 2.2% -16.4% -2.9% Los Angeles -15.8% -42.2% -12.5% -12.1% -25.8% -8.4% -13.6% New York -29.2% -56.3% -25.7% -10.0% -21.3% -25.7% -26.2% Oahu, HI -19.0% -52.4% -32.1% -41.0% -40.1% -26.2% -34.6% Orlando -39.6% -61.4% -21.2% -29.4% -28.6% -16.1% -31.4% San Francisco -42.3% -69.3% -41.3% -26.4% -23.8% -25.6% -41.3% Source: Smith Travel Research and Bear Stearns Global High Yield Research.
14 Bear, Stearns & Co. Inc. Lodging Outlook 2002 — January 18, 2002
Lodging Industry — Relative Value Analysis as of January 17, 2002 Ratings EBITDA - CapEx Debt/ Moody's/ Amount Recent Quotes Call Data LTM EBITDA/Cash Int. /Cash Interest EBITDA Coupon Description Recom. Maturity S&P Outst.(a) Bid YTW Spread Date Price EBITDA LFY LTM LFY LTM LTM Courtyard by Marriott II Ltd. Partnership: 10.750% Senior Notes NR 2/1/2008 Ba3/B $115.8 102.25 9.50% 660 Current 105.38 Boca Resorts, Inc. (formerly Florida Panthers Holdings, Inc.): 9.875% Senior Sub. Notes Attractive 4/15/2009 B2/B- $216.0 104.50 8.78% 455 4/15/2004 104.94 $79.8 2.0x 3.3x 1.0x 0.5x 2.8x Extended Stay America: 9.150% Senior Sub. Notes Buy 3/15/2008 B2/B $200.0 99.00 9.36% 500 3/15/2003 104.58 $276.3 3.7x 3.2x 0.1x 0.1x 3.9x 9.875% Senior Sub. Notes Buy 6/15/2011 B2/B $300.0 104.50 9.02% 448 6/15/2006 104.94 Felcor Lodging Trust: 7.375% Senior Notes Buy 10/1/2004 Ba3/BB- $175.0 99.00 7.79% 460 Make-whole $399.3 2.8x 2.4x 2.3x 2.0x 4.6x 7.625% Senior Notes Buy 10/1/2007 Ba3/BB- $125.0 97.50 8.18% 389 Make-whole 9.500% Senior Notes Buy 9/15/2008 Ba3/BB- $600.0 104.00 8.59% 430 9/15/2004 104.75 8.500% Senior Notes Buy 6/1/2011 Ba3/BB- $300.0 99.50 8.58% 375 Noncall. Host Marriott, L.P.: 7.875% Senior Notes Attractive 8/1/2008 Ba3/BB- $1,200.0 96.00 8.69% 428 8/1/2003 103.99 $1,081.0 2.8x 2.5x 1.8x 1.6x 5.0x 7.875% Senior Notes Attractive 8/1/2005 Ba3/BB- $500.0 98.00 8.54% 499 8/1/2002 103.94 8.450% Senior Notes Attractive 12/1/2008 Ba3/BB- $500.0 98.00 8.84% 438 12/1/2003 104.23 8.375% Senior Notes Attractive 2/15/2006 Ba3/BB- $300.0 99.00 8.67% 488 Noncall. 9.500% Senior Notes Attractive 1/15/2007 Ba3/BB- $450.0 103.50 8.61% 443 Noncall. 9.250% Senior Notes Attractive 10/1/2007 Ba3/BB- $250.0 102.00 8.79% 463 Make-whole John Q Hammons Hotels: 8.875% First Mtge. Notes NR 2/15/2004 B2/B $300.0 98.25 9.83% 691 Current 101.48 9.750% First Mtge. Notes NR 10/1/2005 B2/B $90.0 99.13 10.03% 641 Current 104.88 KSL Recreation Group, Inc.: 10.250% Sen. Sub. Notes NR 5/1/2007 B2/B- $125.0 95.00 11.53% 730 5/1/2002 105.13 MeriStar Hospitality Corporation (formerly CapStar Hotel Company): 9.000% Senior Notes Attractive 1/15/2008 B1/B+ $300.0 98.25 9.39% 505 Noncall. $298.7 2.9x 2.3x 2.0x 1.6x 5.8x 9.125% Senior Notes Attractive 1/15/2011 B1/B+ $200.0 97.50 9.55% 466 Noncall. 10.500% Senior Notes Attractive 6/15/2009 B1/B+ $250.0 104.00 9.60% 527 12/15/2005 105.25 8.750% Senior Sub. Notes Attractive 8/15/2007 B3/B- $205.0 87.75 11.81% 748 8/15/2002 104.38 Prime Hospitality Corp.: 9.250% First Mtge. Notes Attractive 1/15/2006 Ba2/BB $101.0 103.13 7.42% 539 Current 103.08 $132.5 4.1x 3.5x 3.2x 3.3x 2.4x 9.750% Senior Sub. Notes Attractive 4/1/2007 B1/B+ $190.0 102.75 8.73% 533 4/1/2002 104.88 Starwood Hotels & Resorts: 6.750% Notes Attractive 11/15/2003 Ba1/BBB- $250.0 99.91 6.80% 406 Noncall. $1,451.0 3.7x 3.6x 2.5x 2.4x 4.0x 6.750% Debentures Attractive 11/15/2005 Ba1/BBB- $450.0 97.20 7.60% 393 Noncall. 7.375% Debentures Attractive 11/15/2015 Ba1/BBB- $450.0 89.51 8.69% 368 Noncall. 7.750% Debentures Attractive 11/15/2025 Ba1/BBB- $150.0 83.96 9.45% 420 11/15/2005 103.19
15 Bear, Stearns & Co. Inc. Lodging Outlook 2002 — January 18, 2002 Company Updates
Boca Resorts, Inc. Extended Stay America, Inc. FelCor Lodging Trust Host Marriott, LP MeriStar Hospitality Corp. Prime Hospitality Corp. Starwood Hotels & Resorts Worldwide, Inc.
16 Bear, Stearns & Co. Inc. Lodging Outlook 2002 — January 18, 2002
Boca Resorts, Inc.
Boca Resorts, Inc. — Debt Issues Amount Recent Outstanding Ratings Next Call Bid Spread Coupon/Description Maturity (US$ in MM) Moody’s/S&P Date Price Price YTW (bps) 9.875% Sr.Sub.Nts. 4/15/09 216.0 B2/B- 4/15/04 104.938 104.50 8.78% 455 Prices as of January 17, 2002. Source: Bear Stearns Global High Yield Research.
Investment Summary We are initiating coverage of Boca Resorts, Inc. with an attractive recommendation. Although Boca Resorts is one of the smaller companies in the lodging industry, we believe that it is better positioned in the current environment than several of its competitors, given its comparatively strong credit measures and organic growth opportunities. We also believe that downside risk is limited, as the company’s assets, which are in high-barrier-to-entry markets, provide bondholders with more than adequate asset coverage. Boca Resorts has transformed itself over the past year. Originally established as a diversified owner of lodging, leisure, entertainment and sports businesses, Boca is now a pure-play resort owner/operator in South Florida. Through its sales of the Arizona Biltmore (December 2000) and the Florida Panthers hockey team (July 2001), Boca has deleveraged considerably, which enables it to focus purely on its portfolio of five Florida luxury resorts. In our view, Boca has a collection of high-quality resort assets, which provides investors with considerable asset protection. The company’s flagship property, the Boca Raton Resort & Club, is recognized as one of the premier luxury resorts in the country. Boca Resorts, along with the rest of the lodging industry, has been hard hit by the events of September 11, as well as by the general economic downturn in the U.S. During the company’s fiscal first quarter ended September 30 (which is the company’s slowest quarter on a seasonal basis), RevPAR was down by 18.5%. However, this figure compares favorably to the 20.1% RevPAR decline for the upper upscale segment of the lodging industry during the comparable period. Meanwhile, total revenue per available room (including all non-room revenue sources such as F&B, yachting and marina, golf club memberships, and retail sales) decreased by a more modest 12.3% year-over-year, reflecting the strength of the company’s non-room based amenity package. In our view, Boca has continually proven its ability to drive RevPAR, even under challenging conditions, by attracting a successful mix of business group, business transient, and leisure guests. While acknowledging that the next several quarters will be challenging for the entire lodging industry, we believe that Boca enters this period on solid financial footing. Since September 30, 2000, Boca has reduced its outstanding debt by approximately $360 million to $223.5 million as of September 30, 2001. Accordingly, the company has seen a dramatic improvement in its credit statistics. We estimate Boca’s pro forma LTM leverage and interest coverage at the end of September 30 at 2.8x and 3.4x, respectively, which compares quite favorably to 5.9x and 1.7x for the prior year. While we project that these measures will weaken over the coming quarters— to 3.1x and 2.9x, respectively, at the end of FY02 (June 30, 2002)—we believe that they will continue to rank at the upper end of the lodging group. By the end of FY03, we are projecting a rebound in both measures, to 2.6x and 3.4x, respectively. Moreover, we are optimistic that business will return to more normal levels during the company’s FY03. We believe that the company’s portfolio of properties is well positioned, following the completion of several capital improvement initiatives at its flagship Boca Raton Resort & Club property, and the continued ramp-up of its Premier Club at its Naples property. In addition, we would expect Boca Resorts to begin to benefit from tighter cost-saving measures, reductions in payroll expense, etc. Despite new supply concerns in the Ft. Lauderdale/Boca area (Diplomat) and in Naples (Ritz Carlton and Hyatt), we believe that Boca Resorts will maintain its very high market penetration. In fact, the additional supply in Naples may bring new demand to the area, bolstering the town’s image as a resort and conference destination.
Bear, Stearns & Co. Inc. 17 Lodging Outlook 2002 — January 18, 2002
Key Investment Considerations Investment Strengths Capital structure well positioned to weather the storm. Boca finds itself on solid financial footing, after completing the earlier sales of the Arizona Biltmore ($335 million) and the Florida Panthers (net proceeds of approximately $69 million), which enabled Boca to pay down approximately $360 million in debt during the previous 12 months. As a result, Boca finds itself with considerably more latitude to handle the challenging operating environment that is projected for the next 2–3 quarters. A new 40,000-square-foot spa complex and golf clubhouse opened in December 2001 at the Boca Raton Resort & Club, while a 112-room marina wing is expected to be introduced in early calendar 2002. These enhancements should well position the company as it enters FY03, although the expenditures will clearly result in a short-term weakening of the company’s credit measures. As noted earlier, we project that Boca’s leverage and interest coverage will weaken to 3.1x and 2.9x, respectively, at the end of FY02, compared to pro forma (for the sales of the Biltmore and the Panthers) LTM leverage and interest coverage of 2.8x and 3.4x, respectively, at the end of September 30. Nevertheless, we believe that Boca’s credit measures will continue to rank at the top of the lodging industry. Collection of high quality assets provides considerable asset protection. Since March 1997, Boca has amassed an impressive portfolio of virtually irreplaceable assets in resort areas with high-barriers-to-entry (e.g., a shortage of attractively located land parcels, prohibitively high construction costs, and costly amenity packages). We believe that the quality and location of these assets underscores the asset protection Boca Resorts provides to bondholders. In our view, the Boca Raton Resort alone has an asset value in excess of twice the amount of the bonds currently outstanding ($216.0 million). Recent sales of similar resort properties include the Arizona Biltmore for $335 million, or approximately 9.3x LTM EBITDA, and more recently La Costa, for $125 million, or 13.1x LTM EBITDA. We believe that the Boca Raton Resort would command a value far greater than these assets, given our belief that it generates more than $50 million in annual EBITDA (the company does not disclose individual property results), its superior amenity package, and the considerable real estate value of its waterfront location. We believe that a conservative valuation for this property would be approximately $500 million. Meanwhile, we would ascribe a similarly attractive multiple to the Registry Resort in Naples. In our view, a very conservative valuation for this property would be approximately $175 million, or approximately 9.0x LTM EBITDA. Value of the Premier Club. The company developed its unique Premier Club concept in 1991 at the Boca Raton Resort, as a means to generate additional cash flow from its resort amenities. Membership in the club allows access to the resort’s amenities, including the restaurants and recreational facilities (tennis and golf), as well as to private social gatherings that would be otherwise restricted to the resort’s guests. Membership currently requires an initiation fee of $50,000, with annual dues starting at $3,150. Additional annual dues of $5,000 are required for members to have access to the golf and tennis facilities. We believe that this “social club” program provides a reliable and recurring revenue stream to the company. In addition to the Boca Premier Club, the company opened Grande Oaks Golf Club in June 1999 and Naples Grande Golf Club in February 2000; Boca Resorts offers play at these championship golf facilities to members and guests of its Fort Lauderdale and Naples resorts, as well as reciprocal amenities to the Boca Raton Resort Premier Club member. The company currently charges $33,500 and $30,000 for membership initiation fees at Grande Oaks Golf Club and Naples Grande Golf Club, respectively, and annual golf dues of $5,356 and $4,700 at Grande Oaks Golf Club and Naples Grande Golf Club, respectively. Credit Concerns Another extraordinary event could affect travel patterns. Among the many things we learned from the events of 9/11 was the degree to which the hotel industry is dependent upon the airline industry. Almost overnight, most hotels in destination cities became desolate; more than four months later, they are still operating meaningfully below pre-attacks levels. While the American traveler has shown considerable resilience, it should be clear that another domestic terrorist event is likely to have substantial effects on travel-related businesses.
18 Bear, Stearns & Co. Inc. Lodging Outlook 2002 — January 18, 2002
Vulnerability to economic downturn. The aftermath of 9/11 further weakened an industry that was already struggling. Historically, the performance of the lodging industry has been highly correlated to the performance of the general economy. For the past 25 years, change in hotel demand has closely tracked changes in GDP. Economic trends are a good industry barometer, though the two don’t track each other precisely. Typically, contractions in the lodging industry are longer and deeper, while expansions are shorter. Troughs in rooms-demand growth lead downturns in the economy, and lag recoveries. We think that the current state of the lodging industry, though improving, remains challenging over the near term. Trends expected to be choppy over the next few quarters. We believe that the hotel industry will continue to face challenges over the near term. We acknowledge that, while several recent travel indicators portend well for improvements in volume, pricing and yields still appear to be very soft, and this weakness could significantly affect profitability. Pricing has come under pressure as companies change their customer mix towards leisure travel and away from business travel. Furthermore, we expect to see rates come under increased pressure as we move into the first quarter of 2002, because comparisons are more difficult with the industry moving back toward a more business-driven period. On balance, visibility into the sector remains poor, and the timing and magnitude of a recovery in lodging fundamentals is too difficult to pin. With a high degree of leverage to both the economy and air travel, the lodging sector should see some volatility over the near term, as the economy recovers from the recession and the traveling public weighs our military’s progress in Afghanistan and our country’s ability to allay concerns about further terrorist strikes. Competition in Lodging. The lodging industry is highly competitive, and Boca Resorts must contend with rivals—both chain-affiliated and independent—in its markets. Responding to increased competition can lower a company’s revenue-per-available room (RevPAR) and operating profits. Changes in the demand for lodging accommodations, or in the supply of lodging accommodations, can also negatively affect earnings. Other factors that can hurt the lodging industry are changes in travel patterns, increases in travel costs, and governmental actions that affect prices or wages. In particular, Boca Resorts faces new supply concerns in the Ft. Lauderdale/Boca area (Diplomat opening January 2002; Ritz Carlton Coconut Grove opening March 2002) and in Naples (Hyatt opened September 2001; Ritz Carlton opening January 2002). Nevertheless, we believe that Boca should maintain its very high market penetration. In fact, the additional supply in Naples may bring new demand to the area, bolstering the town’s image as a resort and conference destination. Possibility of rating downgrade. Following the events of September 11, both S&P and Moody’s placed Boca, along with several other lodging companies, on watch for possible downgrade. On January 8, S&P affirmed its current ratings for Boca, while assigning it a stable outlook. Moody’s has yet to conclude its review. Currently, Moody’s has the company rated B2, while S&P has the company ranked B-, one notch below Moody’s. Accordingly, we believe Moody’s could take action, bringing its rating in line with that of S&P.
Company Description and Background Boca Resorts went public in November 1996, principally as an acquisition vehicle for the NHL hockey club Florida Panthers. Since then, Boca Resorts, Inc. (formerly Florida Panthers Holdings, Inc.) has remade itself into a pure-play resort owner/operator in South Florida, completing the transformation with its recent sales of the Arizona Biltmore and Florida Panthers. The company’s resorts include the Boca Raton Resort and Club (Boca Raton), the Registry Resort at Pelican Bay (Naples), the Edgewater Beach Hotel (Naples), the Hyatt Regency Pier 66 Hotel and Marina (Fort Lauderdale), and the Radisson Bahia Mar Resort and Yachting Center (Fort Lauderdale). These properties are full-service resorts offering golf and tennis facilities, conference and convention services, spas and fitness centers, a wide array of restaurants, cafes, and retail shopping, marinas, and several other activities and services. The company also owns and operates two championship golf courses located in Florida (the Grande Oaks Golf Club in Davie and Naples Grande Golf Club in Naples), which serve both as additional amenities to the company’s resorts and as components of the company’s exclusive social club, known as the Premier Club.
Bear, Stearns & Co. Inc. 19 Lodging Outlook 2002 — January 18, 2002
Property Overview Boca Raton Resort & Club. The Boca Raton Resort & Club is a luxury resort and private club on 343 acres of land on the Atlantic Ocean and the Intracoastal Waterway in Boca Raton, Florida. The Resort consists of 963 guestrooms and offers a number of amenities to group conference customers and leisure travelers, as well as to the members of their exclusive Premier Club. It includes 147,000-square-feet of conference space, two championship golf courses, 30 tennis courts, five swimming pools, and a half a mile of private beach, among other facilities. The Resort has consistently been awarded the Readers’ Award as one of the “Top 25 Hotels in North America” by Travel & Leisure magazine. In 2001 it won the Meetings and Conventions Gold Key Award as well as the Corporate Meetings and Incentives Paragon Award. The company is expected to complete construction of a new marina wing and additional marina slips at the property in early calendar 2002. The eight-story marina wing complex will consist of 112 water-view luxury guestrooms and additional meeting space. The company recently completed the development of a state-of-the-art, 40,000-square-foot spa complex, and a new golf clubhouse and casual restaurant. Registry Hotel at Pelican Bay. The Registry Hotel at Pelican Bay is a luxury resort fronting the Gulf of Mexico in Naples, Florida. The Hotel is situated on 24 acres of land and consists of 474 guestrooms. Amenities include 43,000-square-feet of conference space, 15 tennis courts, access to four golf courses, a nature reserve boardwalk, water sports on its beach facility, eight food and beverage venues, and retail stores. The company also recently completed a new pool complex with private cabana rentals and beach improvements. Recent distinctions include winning the AAA’s Four Diamond Award, being named to Zagat’s “Top 10 Resorts in Florida” and to Travel & Leisure magazine’s “Top 100 World’s Best Resorts in the Continental U.S.” in 2000, and receiving the Meetings and Conventions Gold Key Award in 2000. Edgewater Beach Hotel. The Edgewater Beach Hotel has the distinction of being the only all- suite beach resort in Naples, Florida. The property, recently underwent a room renovation of its tower suites and sits on three acres surrounding a tropical courtyard on the Gulf of Mexico. There are 126 luxury suites, a pool, a fitness center, water sports, three conference rooms, and a penthouse gourmet restaurant. The Hotel was included on the Conde Nast Traveler’s “Best Places to Stay in the World” list, and has repeatedly received AAA’s Four Diamond Award. Hyatt Regency Pier 66 Hotel and Marina. The Hyatt Regency Pier 66 is a luxury resort and marina complex in Fort Lauderdale, Florida. The property is situated on 24 acres of land fronting the Intracoastal Waterway and consists of 380 guest rooms. Facilities include 22,000- square-feet of conference space, a spa and health club, a 136-slip marina, two swimming pools, six restaurants and food-and-beverage sites, and two retail shops. The Hotel has received such recent distinctions as Successful Meetings magazine’s Pinnacle Award in 2000 and the Meetings and Conventions Gold Key Award in 2000. Also, it has consistently been awarded AAA’s Four Diamond Award. Radisson Bahia Mar Resort and Yachting Center. The Radisson Bahia Mar is a waterfront resort and marina complex situated on 44 acres of land in Fort Lauderdale, Florida, fronting the Atlantic Ocean and the Intracoastal Waterway. The Resort consists of 296 guestrooms, 20,000 square feet of conference space, a 330-slip marina, four tennis courts, three restaurants, and retail stores. Radisson Bahia Mar has consistently received the Mobil Travel Guide’s Three Star Award, and has been awarded the Radisson Hotels Worldwide President’s Award and the Anchor Award presented by Marine Industries Association of South Florida. Each Fall, the Radisson Bahia Mar marina is host to the International Boat Show, an annual six-day boating and marine event, which is believed to be the world’s largest in-water boat show. In addition to its resort properties, Boca also owns Grande Oaks Golf Club and Naples Grande Golf Club. Grande Oaks Golf Club was formerly known as Rolling Hills Golf Club, site of the hit comedy Caddyshack. The property now features a redesigned 18-hole championship golf course designed by Raymond Floyd; a 35-acre, newly designed practice facility; and a newly constructed clubhouse. Naples Grande Golf Club, which opened in February 2000, was designed by golf architect Rees Jones.
20 Bear, Stearns & Co. Inc. Lodging Outlook 2002 — January 18, 2002
Management We believe Boca Resorts has a strong and experienced management team that is focused on maximizing its return on capital and revenue per customer. The company’s chairman is H. Wayne Huizenga, who is also the chairman of Extended Stay America and several other companies. Rick Rochon is the company’s vice chairman and president. William Pierce has been the company’s CFO since April 1997, and has served as CFO for several of Mr. Huizenga’s private businesses. In October 2001, Boca further strengthened its management team, hiring industry veteran David Feder as senior vice president for resort operations.
Financial Overview First-Quarter Recap of Fiscal Year 2002 Boca reported a fiscal 2002 first-quarter EBITDA loss of $3.8 million, compared with a pro forma loss of $0.23 million in the previous year period. On a pro-forma basis, total revenues for the quarter decreased by 12.3% to $39.5 million, from $45.1 million last year. Adjusted EBITDA for the quarter (including the impact of the deferred net membership fees) was roughly a loss of $3.2 million, compared with a pro forma gain of $2.4 million in FY1Q01. While Boca was clearly affected by the events of 9/11, the company put together a respectable quarter on balance (in fact, management suggested that it was on track to meaningfully exceed analyst expectations from before the attacks). For the quarter, occupancy declines of 12.9% drove RevPAR down by 18.5%, despite a 2.0% increase in ADR. According to management, in the remaining weeks of the quarter following 9/11, Boca lost roughly $5.4 million in top-line revenue, the majority of which would have fallen straight to the bottom line. Meanwhile, total revenue-per-available room (including all non-room revenue sources such as F&B, yachting and marina use, golf club memberships, and retail sales) decreased by 12.3% year-over-year (to $191.86). The following chart demonstrates the rapid deterioration of Boca Resorts’ FY1Q01 operating results in the period following the WTC attacks. Boca Resorts — Composition of FY02 1Q RevPAR Performance July & August September FY01 FY02 % Chg. FY01 FY02 % Chg. RevPAR 78.89 78.99 0.1% 90.44 43.29 -52.1% Total RevPAR 207.62 220.80 6.4% 241.94 132.03 -45.4% Source: Company reports. Towards the end of the quarter, the company repurchased $50 million of its 9.875% senior subordinated notes, bringing the outstanding balance to approximately $223.0 million. Boca’s credit statistics exhibited further improvement as a result. At the end of the quarter, Boca’s pro forma LTM leverage and interest coverage were 2.8x and 3.3x respectively. Following the close of the quarter, Boca repurchased an additional $7 million of its senior subordinated notes, which should help to stabilize credit measures further. Boca had ample liquidity at September 30, 2001, with $22.3 million in cash and cash equivalents, an additional $3.7 million in restricted cash, and full availability of its $144.7 million revolver. During the quarter, Boca Resorts bought just under 63,000 of its shares at an average price of slightly less than $9. Since the close of the quarter, Boca Resorts has repurchased about 172,000 additional shares. In addition, the company spent approximately $22.9 million on capital projects, as it continued construction on various projects at the Boca Raton Resort & Club, including a new Marina Wing with 112 water-view rooms, a state-of-the-art spa complex, and a new golf clubhouse with casual restaurant. We understand that the spa and golf clubhouse were completed in December 2001, while the Marina Wing is to be completed in the first calendar quarter of 2002. Given the difficult operating environment, we would not expect the company to be an aggressive buyer of shares in the near term, but rather to use any excess free cash flow to fund its development initiatives or to further pay down debt.
Bear, Stearns & Co. Inc. 21 Lodging Outlook 2002 — January 18, 2002
Fiscal Year 2002 Outlook By any measure, the calendar fourth quarter 2001(Boca’s fiscal 2Q02) is expected to be very challenging. While trends have continued to firm over the course of the quarter, most large-cap owner/operators are targeting RevPAR declines of 25%–35%, with continued pressure on operating margins as demand weakness puts pressure on rates. Boca certainly has some advantages that mitigate its operating risk in such a weak and unpredictable operating environment, but we expect very difficult conditions over the near-term for all lodging- and travel-dependent companies. In its conference call, management issued guidance for FY 2Q02, suggesting the following pro forma (ex-Biltmore) declines: occupancy down by 1500 bps, to 50%; ADR down by 5.8%, to $200; RevPAR down by 25%–30%, to $95–$105. Total RevPAR is expected to decline by 20%–25%, to $260–$270. On a positive note, Boca also indicated in its FY1Q02 conference call that it had seen a steady improvement in occupancy over the period following September 11; occupancy rates climbed from roughly 35%, directly after the attacks, to over 70% as of late October. In fact, following the progression of the upper-upscale and resort segments since the company reported its FY1Q02 results reveals that RevPAR has generally trended in a positive direction. The chart below illustrates the sequential improvement in RevPAR for these two segments over the course of the last several weeks. Using upper-upscale RevPAR as a more appropriate proxy for Boca’s portfolio, RevPAR trends have shown some volatility within a tight range, but ultimately have strengthened since September, particularly during the week ended December 22. Weekly Changes in RevPAR for the Resort and Upper Upscale Segments 9/15 9/22 12/15 12/22 12/29 1/5 1/12 Resort -29.4% -52.7% -15.4% -21.9% -14.5% 0.5% -19.4% Upper Upscale -33.5% -62.1% -20.1% -13.5% -20.9% -18.8% -22.7% Source: Smith Travel Research. It is also important to note that Boca has historically outperformed upper-upscale segment trends, typically driving RevPAR a few hundred basis points higher. We therefore believe that Boca may experience some upside to the cautious FY2Q02 guidance—which was issued at a time when demand trends were obscured by concerns over anthrax, terrorist threats, and the early stages of the military campaign in Afghanistan. Relatively strong leisure travel, augmented by airline discounting, has helped to fill the gaps left by sluggish corporate travel demand. While we would expect that this pickup in leisure travel has been accomplished at lower rates, we nonetheless believe that Boca has successfully yield-managed the change in their business mix. Likewise, we believe that management has been very diligent in reducing its cost structure to boost profitability. Furthermore, the heavy cancellation or postponement volumes following the September 11 attacks have subsided, and many groups have now rebooked. In fact, Boca expects that its leisure bookings in its FY3Q02 (calendar 1Q) will likely outpace the previous year period. Using the upper end of Boca’s RevPAR guidance, we have established a FY022Q EBITDA estimate of $9.1 million—approximately 49% lower than for the same period one year ago (estimated pro forma to exclude the sale of the Biltmore and the Florida Panthers). For the full FY02, we project that Boca will generate EBITDA of $69.2 million, a decline of approximately 17% compared with pro forma FY01 results. At the end of FY02, we expect that Boca’s leverage and interest coverage will have weakened modestly to 3.1x and 2.9x, respectively. Our capex projection for the year is $69.3 million, the majority of which we believe will be expended on the various projects underway at its Boca Raton property. For FY03, we are projecting that Boca will generate EBITDA of $82.8 million, a 19.7% increase compared with FY02. We anticipate that demand levels will recover during FY03, with Boca benefiting as well from the cost-cutting measures undertaken following 9/11. As a result of its improved EBITDA performance, we project that the company’s leverage and interest coverage will improve to 2.6x and 3.4x, respectively. While Boca has not announced any specific capital expenditure plans for FY03, we have conservatively budgeted for the company to spend $64.6 million on yet-unidentified growth initiatives.
22 Bear, Stearns & Co. Inc. Lodging Outlook 2002 — January 18, 2002
Boca Resorts, Inc. — Financial Model ($ in 000s) 2001PF LTMPF 1Q02 2Q 02E 2Q01PFA %Chg 3Q 02E 4Q 02E 2002E 2003E Revenue Leisure and Recreation Revenues $289,320 $283,749 $57,677 $70,188 -17.8% $96,273 $73,810 $267,280 $291,042 Expenses L&R Costs 126,898 $125,194 28,000 32,197 -13.0% 35,000 30,500 117,546 127,000 Selling, General, And Administrative 79,064 $78,798 20,500 20,013 2.4% 20,500 20,225 80,525 81,225 Depreciation & Amortization 30,967 $31,433 8,250 7,490 10.1% 8,550 8,850 33,360 36,100 Total Operating Expenses 236,929 $235,425 56,750 59,700 -4.9% 64,050 59,575 231,431 244,325 Operating Income 52,391 $48,324 927 10,488 -91.2% 32,223 14,235 35,849 46,717 EBITDA 83,358 $79,757 9,177 17,978 -49.0% 40,773 23,085 69,209 82,817 Margin 28.8% 88.5% 15.9% 25.6% -970 bp 42.4% 31.3% 25.9% 28.5% Interest and Other Income 1,045 $6,227 758 1,396 -45.7% 113 162 1,750 288 Interest Expense & Fees (25,454) ($24,831) (6,276) (6,200) 1.2% (6,183) (6,183) (25,596) (24,732) Capital Expenditures (60,778) ($68,544) (17,884) (21,474) -16.7% (17,814) (10,690) (69,317) (64,552) Cash Flow Items EBITDA 83,358 $79,757 9,177 17,978 -49.0% 40,773 23,085 69,209 82,817 Less: Capex (60,778) ($68,544) (17,884) (21,474) -16.7% (17,814) (10,690) (69,317) (64,552) Less: Cash Interest (24,409) ($24,114) (5,518) (6,200) -11.0% (6,070) (6,021) (23,845) (24,444) Free Cash Flow (1,829) ($12,901) (14,225) (9,696) 46.7% 16,890 6,374 (23,954) (6,179) Interest Coverage Ratios LTM EBITDA/Cash Interest 3.4x 3.3x 3.0x 2.8x 2.9x 2.9x 3.4x (LTM EBITDA-Capex)/Cash Interest 0.9x 0.5x NM NM 0.0x 0.0x 0.7x Capitalization Cash and Cash Equivalents 9,909 22,303 18,501 21,589 21,589 6,501 9.875% Senior Sub Notes 272,960 223,500 216,000 216,000 216,000 216,000 Revolver and Other 551 0 0 0 0 0 Total Long-Term Debt 273,511 223,500 216,000 216,000 216,000 216,000 Leverage Ratios Net debt/LTM EBITDA 3.2x 2.5x 3.0x 2.8x 2.8x 2.5x Total debt/LTM EBITDA 3.3x 2.8x 3.3x 3.1x 3.1x 2.6x Enterprise Value/EBITDA 9.5x 10.1x 8.7x E: Estimated. PF: Pro forma. Source: Company reports and Bear Stearns Global High Yield Research.
Bear, Stearns & Co. Inc. 23 Lodging Outlook 2002 — January 18, 2002
Extended Stay America, Inc.
Extended Stay America, Inc. — Debt Issues Amount Recent Outstanding Ratings Next Call Bid Spread Coupon/Description Maturity (US$ in MM) Moody’s/S&P Date Price Price YTW (bps) 9.150% Sr.Sub.Nts. 3/15/08 200.0 B2/B 3/15/03 104.58 99.00 9.36% 500 9.875% Sr.Sub.Nts. 6/15/11 300.0 B2/B 6/15/06 104.94 104.50 9.02% 448 Prices as of January 17, 2002. Source: Bear Stearns Global High Yield Research.
Investment Summary We are initiating coverage of the Extended Stay America, Inc. (ESA) 9.150% and 9.875% senior subordinated notes with a buy recommendation. ESA develops, owns and manages extended-stay hotels under the Extended Stay America, StudioPLUS and Crossland Economy Studio brand names. Each brand competes at a different price point in the lower-tier segment of the extended-stay sector. As a result of its rapid development plan, ESA has become the largest extended-stay hotel chain in the mid-priced and economy sectors and is firmly entrenched in second in the budget segment. At the end of the third quarter of 2001, the company had 413 open properties located in 40 states, including 280 Extended Stay America properties, 94 StudioPLUS hotels and 39 Crossland economy properties. At the end of the third quarter, ESA also had 38 properties under construction. We view the ESA bonds as one of the more stable plays in the lodging space given the current challenging landscape. We believe the extended-stay business model (when compared to the full-service model) is better insulated from both the economic downturn and travelers’ fears of flying. In addition, the company is well positioned in terms of liquidity, having completed a new round of financing last summer. Importantly, on December 17, ESA reached an agreement with its banks to amend its leverage covenant in return for modestly higher interest rates on its outstanding loans. While the company had prudently announced on its 3Q conference call that it was temporarily suspending the commencement of new development in light of the challenging post-September 11 fundamental lodging environment, the amendment to its credit facility should enable ESA to remain opportunistic in terms of new development. While we project that this amendment will result in ESA’s leverage remaining above 4.0x for at least the next two to three years, we also believe it will permit ESA to further distance itself from its capital-starved competitors. In our view, ESA continues to do a good job in balancing shareholder and bondholder objectives. While ESA has admitted that it is more susceptible to the downturn than previously thought, we believe a few important distinctions make ESA a good defensive play in this environment: 1) broad geographic dispersion; 2) virtually zero dependence on large group business and conventions; 3) no operations in large, urban markets; 4) no one customer makes up more than 1% of ESA’s business; and 5) no reliance on fly-to business—nearly 75% of its guests drive less than 500 miles. While its occupancy expectations have come down, the company’s low operating overhead (limited facilities, services, and amenities) allows an ESA hotel to break even at about 30% occupancy (about 45% if 50% leverage is factored in), substantially lower than other lodging products. Even under our revised expectations, we are still projecting annual portfolio occupancy in the mid 70% range, the highest in the lodging group. Despite a fairly significant downturn, annual property margins are still expected to be 56%–57% and EBITDA margins are expected to be just under 50%. On top of these estimates, ESA keeps adding units so overall EBITDA can keep growing, even when same-store results are flat to down.
Relative Value Currently, the ESA bonds trade wide of both the Host Marriott and FelCor Lodging senior notes, with yields of approximately 9.25%. In light of the current challenging market conditions, we would rather own the ESA bonds, despite their subordinated position, given our expectation that ESA’s business model is better positioned to withstand a continued weakness in lodging
24 Bear, Stearns & Co. Inc. Lodging Outlook 2002 — January 18, 2002
demand, as we note above. In addition, while ESA’s credit measures are projected to weaken over the next several quarters, we believe the company’s leverage at its peak will remain at a reasonable level (4.5x – 4.8x in 2Q02), particularly in relation to REITs such as Host and MeriStar. We project each of these companies will see leverage peak at approximately 7.0x. In addition, if ESA chose to scale back its capital spending, it could use its free cash flow to deleverage quickly, while the REITs, on the other hand, must use a significant amount of their free cash flow to satisfy dividend pay-out requirements. Furthermore, ESA should continue to benefit from the positive effect of lower interest rates on its floating-rate debt, while each of the REITs has locked in the majority of its debt at fixed rates.
Key Investment Considerations Investment Strengths Proven business model. Since its 1995 launch, ESA’s business model has not changed. At that time, management laid out a basic business model—purpose-build apartment-like lodging facilities that offer long-term guests compelling value and produce above-industry property- level profitability and returns. So far, the model has worked and the company is the market leader. As a result of its rapid development plan, ESA has become the largest owner of lower-tier extended-stay properties as measured both by number of properties and rooms. With more than 45,700 rooms at December 31, 2001, ESA has at least 30,000 more rooms that its next closest competitor (Homestead). By further increasing the scope and geographic distribution of its roll- out, ESA has been able to achieve greater brand recognition and has further leveraged its corporate expense base, thus increasing margins. Defensively positioned in a slower environment. We believe ESA can weather the downturn better than most other lodging companies. Its hotels are competitively priced and offer good relative value. The company’s low and relatively fixed operating overhead (limited facilities, services and amenities) allows an ESA hotel to break even at 28% occupancy, substantially lower than other lodging products (43% if 50% leverage is factored in). In a typical ramp-up scenario, a hotel breaks even after its first 45 days of operations. ESA passes the lower operating costs on to the consumers with lower prices relative to comparable non-extended-stay product. On a per-night basis, hotels in ESA’s three brands (Studio Plus, Extended Stay America, and Crossland) are generally $10–15 per night cheaper than comparable facilities in traditional transient limited-service hotels. They are also well positioned to receive “trade- down” business if more cost-conscious companies look to economize by putting their people in lower-priced accommodations. Likewise, they are attractively priced to begin with, so we could expect less “trading down” out of ESA products. Additionally, ESA has good customer and geographic diversification. No single corporate client provides more than 1% of their business. Finally, ESA’s properties are geographically dispersed throughout the country so no single market provides a disproportionate amount of the company’s cash flow, insulating the company from significant impacts from region-specific economic softness. Competitive landscape continues to improve. Extended Stay America is the only company undertaking significant corporate development in the lower-tier extended-stay sector. Virtually all other extended-stay brands are relying on franchisees to grow their brands. ESA’s strong capital base and significant cash flow generating ability (coupled with conservative leverage) has allowed the company to keep building even after capital availability was dramatically curtailed in late 1998. New room additions in the lower-tier extended-stay segment fell to 13,000 in 2000 from 36,000 in 1998. Demand has grown faster than supply since April 1999. Despite the fall-off in overall development, Extended Stay America keeps developing new properties and is now the leading corporate developer of extended-stay hotels. Operating margins are very strong. Extended stay properties generally have higher operating margins, lower occupancy break-even thresholds, and higher returns on capital than traditional hotels, primarily as a result of the typically longer length of stay, lower guest turnover and lower operating expenses. ESA’s operating margin improved to 50.0% in 2000, from 46.7% in 1999, due to continued strengthening of property level operating margins (58.6% in 2000, up from 56.8% in 1999) and the leveraging of the corporate expense base over more properties. Year to
Bear, Stearns & Co. Inc. 25 Lodging Outlook 2002 — January 18, 2002
date through 3Q01, ESA’s property level and EBITDA margin have improved to 59.0% and 50.7%, which we believe is a further testament to the company’s ability to manage costs in a challenging operating environment. For 2000, corporate operating and site selection expenses totaled $44.4 million, which decreased as a percentage of revenue to 8.6% from 10.1% year over year. Even with the more challenging operating environment of 2001, for the year-to-date period, this measure has improved to 8.4%. We expect these trends to continue as more properties stabilize (ESA properties in operation for over one year have produced operating margins approaching 60%) and as the company further leverages its corporate expense base with the opening of new properties. Credit statistics expected to remain solid. At the end of 3Q01, ESA’s leverage and cash interest coverage stood at a respectable 3.9x and 3.2x, respectively. Given the more challenging operating environment combined with an acceleration of the company’s previously budgeted development program, we are projecting ESA’s credit measures will weaken over the next several quarters. We are projecting ESA’s leverage will peak during 2Q02 to approximately 4.5x, while cash interest coverage will trough at the end of the same quarter at 3.0x. From that point forward, we would expect both measures to exhibit improvement. At the end of 2003, we are projecting leverage and cash interest coverage to be 4.1x and 3.4x, respectively. While ESA’s credit measures are projected to weaken over the next several quarters, we believe the company’s leverage at its peak will remain at a reasonable level, particularly in relation to the three lodging REITs (Host Marriott, FelCor Lodging and MeriStar Hospitality). We project each of these companies will see leverage peak in the 6x–7x range. In addition, if ESA chose to scale back its capital spending, it could use its free cash flow to deleverage quickly, while the REITs, on the other hand, must use a significant amount of their free cash flow to satisfy dividend pay-out requirements. Furthermore, ESA should continue to benefit from the positive effect of lower interest rates on its floating-rate debt, while each of the REITs has locked in the majority of its debt at fixed rates. Credit Concerns Another extraordinary event could further disrupt travel patterns. Among the many things we learned from the events of September 11 was the degree to which the hotel industry is dependent upon the airline industry. Almost overnight, most hotels in destination cities became desolate, and more than three months later, are still operating meaningfully below pre-attacks levels. And while the American traveler has shown considerable resilience, it should be clear that another domestic terrorist event is likely to have substantial effects on all travel-related businesses. Vulnerability to economic downturn. The aftermath of September 11 further weakened an industry that was already struggling. Historically, the performance of the lodging industry has been highly correlated to the performance of the general economy. For the past 25 years, change in hotel demand has closely tracked change in GDP. While economic trends are a good industry barometer, they do not track each other precisely. Historically, contractions in the lodging industry have been longer and deeper, while expansions have been shorter. Troughs in room demand growth lead downturns in the economy and lag recoveries. We believe the current state of the lodging industry, though improving, remains challenging over the near term. Trends expected to be choppy over the next few quarters. We believe that the hotel industry will continue to face challenges over the near term. We acknowledge that, while several recent travel indicators portend well for improvements in volume, pricing and yields still appear to be very soft, and the profitability implications will be meaningful. Pricing has come under pressure as companies change their customer mix to drive more leisure travel and less business travel. Furthermore, as we move into the first quarter of 2002, we expect to see rates come under increased pressure, as comparisons are more difficult with the industry moving back toward a more business-driven period. On balance, visibility for the sector remains poor, and the timing and magnitude of a recovery in lodging fundamentals is too difficult to pin down at the present time. With a high degree of leverage to both the economy and air travel, the lodging sector should see some volatility over the near term, as the economy recovers from the recession and the traveling public weighs our military’s progress in Afghanistan and our country’s ability to allay concerns about further terrorist strikes.
26 Bear, Stearns & Co. Inc. Lodging Outlook 2002 — January 18, 2002
High level of senior debt ahead of the senior sub notes. Since its inception in 1995, ESA has relied to a fair degree on bank debt to fund its new unit-development program. In August, the company completed a new bank financing, providing it with total bank capacity of $900 million, all of which would be senior to the senior subordinated notes. At the end of 3Q01, ESA had $579 million in bank debt outstanding, with an additional $321 million of availability. The company’s LTM senior leverage ratio at the end of 3Q01 stood at 2.1x. Risk of potential rating agency downgrades. ESA, like the majority of lodging companies, was placed on review by both S&P and Moody’s for potential downgrade following September 11. On January 8, S&P affirmed ESA’s rating, while assigning it a negative outlook. Moody’s has yet to conclude its review of the company. While we believe the initial actions by the rating agencies were warranted given the very uncertain outlook, at this time, we were in agreement with S&P’s conclusion and are optimistic that Moody’s will also reach a similar conclusion. In our view, ESA is much more insulated from the demand slowdown. We expect ESA to keep its credit statistics under control so that they will remain acceptable for its current rating, albeit at the upper end of that rating. Other Considerations Credit agreement amended. On December 18, ESA announced that it had amended its credit facility, whereby it increased its leverage covenant to 5.25x from 4.75x for the period from January 1, 2002, to March 31, 2003. After this period, the leverage covenant returns to its previous level of 4.5x. In return, ESA accepted an increased interest rate based on a pricing grid tied to leverage. For the period from January 1, 2002, to March 31, 2002, the interest rate on all outstanding loans increases by 25 bps. After this period, the interest rate is increased by 25 bps if total leverage is greater than or equal to 4.25x or by 75 bps if total leverage is greater than or equal to 4.75x. Given this increased flexibility, ESA expects to opportunistically recommence its new development construction. On its 3Q01 conference call, ESA had indicated that it was temporarily suspending the commencement of any new development in 2002 until business fundamentals and/or the economy evidenced signs of stabilizing. Given its amended credit facility, ESA now expects to commence construction of 15 new properties during 2002, with total costs of approximately $150 million. ESA expects the majority of these properties to open during 2003.
Company Overview Extended Stay America, Inc. develops, owns and manages extended-stay hotels under the Extended Stay America, StudioPLUS and Crossland Economy Studio brand names. Each brand competes at a different price point in the lower-tier segment of the extended-stay sector. At the end of the third quarter of 2001, the company had 413 open properties located in 40 states, including 280 Extended Stay America properties, 94 StudioPLUS hotels and 39 Crossland economy properties. At the end of the third quarter, ESA also had 38 properties under construction. As a result of its rapid development plan, ESA has become the largest extended-stay hotel chain in the mid-priced and economy sectors and is firmly entrenched in second in the budget segment. The company was founded in 1995 by current president and CEO, George D. Johnson Jr. and H. Wayne Huizenga. Mr. Johnson was formerly president of the consumer products division of Blockbuster Entertainment Corp. Mr. Huizenga, who is chairman of the board, also is chairman of Republic Services Inc., AutoNation, Inc and Boca Resorts, Inc. and formerly was vice chairman of Viacom, Inc., and chairman and CEO of Blockbuster Entertainment Corp. The Concept Extended-stay properties cater primarily, if not exclusively, to customers who require accommodations for five nights or longer. The key distinction between extended-stay hotels and traditional hotels is that extended-stay hotels offer rooms with separate living and sleeping areas, kitchens, limited guest services and few, if any, public spaces.
Bear, Stearns & Co. Inc. 27 Lodging Outlook 2002 — January 18, 2002
Extended-stay hotels are the highest growth sector in the lodging industry. Their investment characteristics are superior to all other sectors of the lodging industry. Extended-stay properties have low per-room development costs, quickly achieve stabilization, maintain high occupancy rates, generate high operating margins and produce very attractive unleveraged property-level ROIs. Fundamental changes in the economic and social landscape have driven consumer demand for this product in the past five years. Downsizing and outsourcing have increased corporate reliance on outside consultants and temporary workers. Rather than take the risk of increasing permanent payrolls, companies are increasingly hiring individuals or firms to complete specific tasks or projects on a contractual basis. Extended-stay hotels provide the flexible and cost- efficient longer-term accommodations required by these contractors while they are on assignment. Societal trends also feed extended-stay demand. Extended-stay hotels have emerged as a temporary housing alternative for a variety of consumers, from those relocating to a new city to those awaiting completion of a new home. An extended-stay room is a hybrid of a traditional hotel room and an apartment residence that is designed to accommodate the needs of long-term guests. Thus, extended-stay hotels do not offer facilities like restaurants, meeting rooms, and extensive public spaces that are typically found in traditional hotels. Customers who stay in hotels for longer periods of time do not require these facilities, and excluding them keeps construction and operating costs low, which, in turn, allows extended-stay hotels to charge lower per-night rates than traditional hotels for comparable lengths of stay. Moreover, the elimination of facilities that generate high levels of wear and tear, like restaurants, bars, and lounges, help keep the annual maintenance capital requirements of these types of properties low. As is the case with the rest of the lodging industry, the extended-stay sector has embraced market segmentation. Extended-stay facilities at the upper price points are more similar to traditional hotels than properties in the extended-stay market’s lower price points. However, key distinctions, such as extended-stay market’s exclusion of on-premise restaurants, inclusion of kitchens in rooms, and limit of public spaces, remain. The figure below compares the facilities, services and amenities offered by upper- and lower-end extended-stay properties, traditional full-service hotels and traditional limited-service hotels.
28 Bear, Stearns & Co. Inc. Lodging Outlook 2002 — January 18, 2002
Facilities and Services — Extended-Stay Hotels vs. Traditional Hotels Extended-Stay Hotel Service/Amenity Upper Price Points Lower Price Points Full-Service Hotel Limited-Service Hotel Rooms Sleeping Area Sleeping Area Sleeping Area Sleeping Area Living Area Living Area Bath Bath Dining/Cooking Area Dining/Cooking Area Bath Bath
Housekeeping Daily Maid Service Weekly Maid Service Daily Maid Service Daily Maid Service Daily Linen Service Twice-Weekly Linen Service Daily Linen Service Daily Linen Service
Front Desk 24 Hours 12-16 Hours per Day 24 Hours 24 Hours
Food & Beverage Continental Breakfast Vending Banquets Continental Breakfast Evening Cocktails Restaurant Vending Vending Lounge Room Service Mini-Bar Vending
Recreational Pool Some with Pool Pool Some with Pool Amenities Exercise Room Exercise Room Health Club/Spa Sauna Jacuzzi
Other Facilities/ Lobby Coin-Op Laundry Lobby Lobby Services Business Center Meeting Rooms Sundry Shop Business Center Coin-Op Laundry Sundry Shop Shopping Service Concierge Laundry/Valet Valet Parking Bell Staff Source: Bear, Stearns & Co. Inc.
Extended-stay hotel rooms have separate living, sleeping and eating areas. Depending on price point, these areas may be in separate rooms or spatially divided with partitions or other design features. Furnishings are typical of those found in traditional hotel rooms. Kitchens typically feature a microwave oven, range or stovetop, coffee maker, sink, refrigerator and dining table (or counter with chairs). The units of higher-priced brands will also have dishwashers. Pots, pans, dishes, silverware and utensils are provided. In-room amenities typically include cable or satellite TVs, direct-dial telephones, voice mail and personal computer data ports. The pricing of extended-stay hotels is designed to place them between traditional hotels and rental apartments. On a monthly basis, extended-stay hotels are typically more expensive than a comparable apartment lease. However, for that additional cost, an extended-stay hotel guest receives fully-furnished housing with paid utilities, housekeeping/linen services and, most importantly, an open-ended “rental” agreement. Another key characteristic of Extended Stay America is low operating expenses and development costs. Each property employs a manager, an assistant manager, a desk clerk, a maintenance person and a laundry/housekeeping staff of approximately 8–10 part-time employees. Front-office hours are limited, however one employee is always on duty 24 hours a day to respond to emergencies. Standardized plans and specifications lower construction and purchasing costs and establish uniform quality and operational standards. Prototype properties feature either interior or exterior corridors, depending on geographic location or climatic conditions. Properties are either two or three stories and average 106 rooms plus back-of-the- house areas and usually take seven to nine months to construct. The Customer Extended-stay hotels appeal to a broad range of consumers for a wide variety of reasons. The customer mix varies among the price points, with the more expensive brands catering to corporate training-oriented business, while the less expensive brands have higher amounts of long-term temporary assignments and life-situation customers. For example, corporate training
Bear, Stearns & Co. Inc. 29 Lodging Outlook 2002 — January 18, 2002
can account for 40%–50% of the market mix for upper-tier brands. At the other end of the price spectrum, relocations, temporary assignments and personal situations like divorce account for more than half of a low-end extended-stay property. Properties in the middle price ranges cater to a full range of customers, but are especially appealing to contractors or consultants who are self-employed or who work for smaller firms with limited or no expense reimbursements.
A Much Better Sector Today Fundamentals continue to dramatically improve in the lower-tier extended-stay segment. Beginning in 1995, supply growth started to ramp up dramatically, peaking in 1997 at over 100%. Since that peak, supply growth has diminished. Initially, this was a gradual process, but the capital market crunch that began in late 1998 accelerated this trend toward equilibrium. During the development boom of the mid-1990’s, pure-play publicly traded extended-stay companies were fueling their development with cheap equity capital. With the onset of the capital crunch that occurred in late 1998, these development companies were suddenly frozen out of the market. A few pressed on using debt, but most quickly tapped out their balance sheets. As a result, the size of the construction pipeline shrank rapidly. The lone exception was Extended Stay America. ESA had grown much more rapidly than the other companies, so by the time the equity dried up, they had a sizeable portfolio of cash-flow-producing properties that could support further development. Moreover, it had remained debt-free for most of the peak building years so that when equity became scarce, it had ample borrowing capacity to leverage the cash flow produced by its properties. As a result, ESA was able to deploy more than $290 million per year on new development from 1999–2001, substantially more than any of its competitors. In fact, most competitors disbanded their development departments and turned to low-cost franchising as an alternative to growth. The following chart illustrates the historical relationship between supply and demand in the lower-tier extended-stay sector and the recent strength exhibited by this segment. Lower-Tier Extended-Stay Sector Performance Period Supply Growth Demand Growth Equil. Index Occ. Occ. Change 1994 14.4% 15.5% +110 bps 73.3% + 70 bps 1995 72.2% 73.8% +160 bps 74.0% + 70 bps 1996 43.0% 39.7% -330 bps 72.2% -180 bps 1997 110.5% 101.3% -920 bps 69.1% -310 bps 1998 95.5% 91.1% -440 bps 67.5% -160 bps 1999 44.5% 46.7% +220 bps 68.5% +100 bps 2000 14.7% 22.2% +750 bps 74.3% +460 bps Source: Smith Travel Research The end result of the supply growth deceleration is that demand growth (which, while falling short, had nonetheless done a good job of keeping up with the onslaught of new supply) has finally had a chance to catch up with supply growth. Management ESA’s management team has been together since the company was formed in 1995. In our view, the company has executed its business plan exactly as it intended, which is a testament to management’s capabilities. We provide below short summary biographies of the company’s chairman, CEO, president & COO and CFO. Mr. Huizenga, who is Extended Stay’s chairman of the board, also is chairman of Republic Services Inc., AutoNation, Inc and Boca Resorts, Inc. and formerly was vice chairman of Viacom, Inc., and chairman and CEO of Blockbuster Entertainment Corp. He was a co-founder of Waste Management, Inc. (now WMX Technologies, Inc.). He is also the sole shareholder in Huizenga Holdings, Inc., a diversified holding and management company. Mr. Huizenga also owns the Miami Dolphins football team. Prior to founding Extended Stay America, CEO George Johnson was president of Viacom’s Blockbuster Entertainment Group’s consumer products division. He was formerly managing general partner of WJB Video, the largest Blockbuster franchisee (more than 200 stores), and
30 Bear, Stearns & Co. Inc. Lodging Outlook 2002 — January 18, 2002
managing general partner in American Storage, a chain of 23 self-storage facilities. Mr. Johnson sits on several corporate boards and is a former member of the South Carolina House of Representatives. Robert A. Brannon is president and chief operating officer and until April 2000 was the company’s chief financial officer. Prior to joining the company, he was the vice president of finance for the Domestic Home Video division of the Blockbuster Entertainment Group. Prior to joining Blockbuster, he was CFO of WJB Video and American Storage. Greg R. Moxley was appointed as ESA’s chief financial officer in April 2000. Prior to that Mr. Moxley served as vice president of finance since the company’s founding. Prior to joining ESA, Mr. Moxley was director of financial reporting and assistant treasurer for One Price Clothing Stores, Inc. and also held various positions as a CPA including senior manager for Ernst and Young.
Recent Financial Performance Third-Quarter Results In our view, given the challenging environment being experienced by the majority of lodging companies, post–September 11, ESA’s 3Q01 results were quite encouraging, as EBITDA declined by only 1.4% to $73.8 million. Margin control was a key driver in the quarter as successful expense control kept property-level margin erosion to 170 bps despite a 6.9% reduction in same-store RevPAR. We consider this to be particularly impressive given the fact that energy costs and the weak economy were eroding margins even before the events of September 11. In our view, conscientious control of expenses, particularly labor, was the key for the solid margin performance. Portfolio RevPAR was down by 4.5%, reflecting the influence of the new properties in high- AWR markets on the portfolio. Same-store (305 of 405 hotels) RevPAR was down by 6.9%, more accurately reflecting softer demand associated with the weak economy. RevPAR declines were occupancy driven (down 850 bps) as AWR actually inched up by 1.8%. Same-store brand statistics were as follows: Crossland—occupancy down 680 bps, AWR up 3.0%, and RevPAR down 4.0%; Extended Stay America—occupancy down 900 bps, AWR up 2.4%, and RevPAR down 6.9%; StudioPLUS—occupancy down 770 bps, AWR down 1.8%, and RevPAR down 6.9%. ESA opened eight hotels ($83 million in capex) in the quarter and ended the quarter with 413 hotels (39 Crossland, 280 Extended Stay America and 94 StudioPLUS). At the end of 3Q01, ESA had 38 hotels under construction (37 Extended Stay America and one StudioPLUS), which were expected to open over the next four quarters (eighteen in 4Q01, 12 in 1Q02, 6 in 2Q02, and two in 3Q02). The company also repurchased roughly 2.2 million shares for just over $30 million at the beginning of the third quarter. At the end of the quarter, ESA had long-term debt of $1.078 billion, comprised of 53.6% in floating-rate bank debt and 46.4% in fixed public debt. LTM leverage and cash interest coverage remained solid at 3.9x and 3.2x, respectively.
Outlook 4Q01 ESA indicated on its 3Q01 conference call that it expected its RevPAR decline for 4Q01 to be in the range of 13%–14%, if demand continued at the rates experienced in October. Based on this anticipated decline in RevPAR, we project ESA will generate EBITDA of $53.4 million during 4Q01, a 13.7% decline from 4Q00. However, we recognize that the company’s performance could be modestly softer if AWR levels continued to come under pressure from discounting by full service properties. While the company had previously anticipated that it would only open eight properties during 4Q01, based on announcements released by the company we believe the total will be closer to 18. In large part, we believe this is purely a timing difference, with fewer properties now expected to open during 1Q02. Capital
Bear, Stearns & Co. Inc. 31 Lodging Outlook 2002 — January 18, 2002
expenditures for the quarter are projected to be $79.9 million. At year-end, we project ESA’s total debt increased to $1.137 billion. We project leverage and cash interest coverage to end the year at 4.2x and 3.1x, respectively, modestly weaker compared to the end of 3Q01. 2002–03 Regarding 2002, when ESA last issued guidance, it projected a 4%–6% decline in same-store RevPAR, with performance during the first half of the year considerably lagging performance during the second half of the year. Based on this anticipated decline in RevPAR, we project ESA will generate EBITDA of $277.0 million during 2002, a 3.4% increase over 2001, largely as a result of new units added. With the increased flexibility gained as a result of its recent bank amendment, we believe ESA may ramp-up its capex spending plans during the second half of 2002; accordingly, we are projecting a full-year capex budget of $237.7 million. While we expect ESA will use its free cash flow to fund the majority of its expansion, we expect total debt to increase by $69.4 million during 2002, ending the year at $1.2 billion. We are projecting ESA’s leverage will peak during 2Q01 to approximately 4.5x, while cash interest coverage is expected to trough at the end of the same quarter at 3.0x. Assuming 2003 will be a recovery year, we are projecting RevPAR growth of 4.0%. Our 2003 EBITDA estimate for ESA is $312.2 million, a 12.7% increase over 2002. For 2003, we are projecting that capital spending will total $275.1 million, as we anticipate that ESA may aggressively ratchet up its development plans. At year-end we project total debt to be $1.285 billion. Leverage and cash interest coverage at the end of 2003 are projected to improve to 4.1x and 3.4x, respectively.
32 Bear, Stearns & Co. Inc. Lodging Outlook 2002 — January 18, 2002
Extended Stay America, Inc. — Financial Model ($ in 000s) LTM 3Q01 4Q01E 4Q00A %Chg 2001E 1Q02E 2Q02E 3Q02E 4Q02E 2002E 2003E Total Revenues 551,937 121,442 128,694 -5.6% 544,685 131,691 145,374 155,828 135,695 568,587 627,591 Costs and Expenses Property Operating Expenses 228,922 56,472 55,515 1.7% 229,879 59,921 58,874 63,498 60,385 242,677 262,021 Property-Level Op. Income 323,015 64,970 73,179 -11.2% 314,806 71,770 86,500 92,330 75,310 325,910 365,570 % Property Margin 58.5% 53.5% 56.9% -336 bps 57.8% 54.5% 59.5% 59.3% 55.5% 57.3% 58.3% Corporate Overhead 46,682 11,540 11,280 2.3% 46,942 11,590 12,500 13,250 11,530 48,870 53,350 Total Costs and Expenses 275,604 68,012 66,795 1.8% 276,821 71,511 71,374 76,748 71,915 291,547 315,371 EBITDA 276,333 53,430 61,899 -13.7% 267,864 60,180 74,000 79,080 63,780 277,040 312,220 % Margin 50.1% 44.0% 48.1% -410 bps 49.2% 45.7% 50.9% 50.7% 47.0% 48.7% 49.7% Depreciation and Amortization 70,649 18,670 17,119 9.1% 72,200 19,134 19,372 19,677 20,031 78,214 83,541 EBIT 205,684 34,760 44,780 -22.4% 195,664 41,046 54,628 59,403 43,749 198,826 228,679 Cash Flow Items Interest Expense 78,163 18,472 20,187 -8.5% 76,448 18,897 20,159 21,233 22,319 82,608 84,438 Interest (Income) (361) (71) 0 -- (432) (68) (98) (149) (137) (452) (466) Capital Expenditures (298,762) (79,858) (65,442) 22.0% (313,178) (70,268) (53,815) (55,733) (57,928) (237,743) (275,104) Cash Flow Coverage Ratios LTM EBITDA/Interest Expense 3.2x 3.1x 3.2x 3.1x 3.0x 3.0x 3.0x 3.0x 3.0x 3.4x LTM EBITDA - Capex/Interest Expense NM NM NM NM NM NM 0.1x 0.4x 0.4x 0.4x Free Cash Flow EBITDA 276,333 53,430 61,899 267,864 60,180 74,000 79,080 63,780 277,040 312,220 Cash Interest (87,002) (21,401) (21,587) (86,816) (21,828) (22,561) (23,085) (23,682) (91,156) (92,972) Capital Expenditures (298,762) (79,858) (65,442) (313,178) (70,268) (53,815) (55,733) (57,928) (237,743) (275,104) Scheduled Debt Amortization -- (2,500) -- (2,500) (3,750) (3,750) (4,063) (4,063) (15,625) (16,250) Cash Taxes (11,877) (3,270) 9,838 (24,985) (3,334) (5,186) (5,749) (3,236) (17,505) (21,705) Free Cash Flow (140,984) (53,599) (34,968) (159,615) (39,000) (11,312) (9,549) (25,129) (84,990) (93,810) Capitalization Cash and Equivalents 4,417 11,818 7,819 14,506 19,457 11,829 11,829 13,018 Revolver 29,000 40,000 25,000 43,000 57,500 75,000 75,000 170,000 Term Loans 549,375 596,875 643,125 639,375 635,313 631,250 631,250 615,000 9.875% Sr Sub. Notes due 2011 300,000 300,000 300,000 300,000 300,000 300,000 300,000 300,000 9.150% Sr Sub. Notes due 2008 200,000 200,000 200,000 200,000 200,000 200,000 200,000 200,000 Total Debt 1,078,375 1,136,875 1,168,125 1,182,375 1,192,813 1,206,250 1,206,250 1,285,000 Enterprise Value 2,459,218 2,508,982 2,586,542 Leverage Ratios Total Debt/LTM EBITDA 3.9x 4.2x 4.5x 4.5x 4.5x 4.4x 4.4x 4.1x Enterprise Value/EBITDA 9.2x 9.1x 8.3x Sources: Company reports and Bear Stearns Global High Yield Research.
Bear, Stearns & Co. Inc. 33 Lodging Outlook 2002 — January 18, 2002
FelCor Lodging Trust
FelCor Lodging Trust — Debt Issues Amount Recent Outstanding Ratings Next Call Bid Spread Coupon/Description Maturity (US$ in MM) Moody’s/S&P Date Price Price YTW (bps) 7.375% Senior Notes 10/1/04 175.0 Ba3/BB- Make whole 99.00 7.79% 460 7.625% Senior Notes 10/1/07 125.0 Ba3/BB- Make whole 97.50 8.18% 389 9.500% Senior Notes 9/15/08 600.0 Ba3/BB- 9/15/04 104.75 104.00 8.59% 430 8.500% Senior Notes 6/1/01 300.0 Ba3/BB- Non call 99.50 8.58% 375 Prices as of January 17, 2002. Source: Bear Stearns Global High Yield Research.
Investment Summary and Recommendation We are initiating coverage of the senior notes of FelCor Lodging Trust with a buy rating. FelCor, a Dallas-based real estate investment trust (REIT), is an owner of full-service hotels throughout the country. FelCor is the second largest public hotel REIT in the nation, owning 183 hotels (including 14 properties considered “held for sale”) across 35 states and in Canada. FelCor has well-based relationships with the top hotel management and franchise companies in the U.S., including Hilton, Starwood Hotels & Resorts, and Six Continents. FelCor owns hotels with several different brand affiliations, among them Embassy Suites, DoubleTree, Crowne Plaza, Holiday Inn, Sheraton, Westin, and Marriott. Six Continents Hotels is a 16% owner of FelCor. FelCor’s business strategy is to own strong, well-positioned, full-service brands that significantly outperform their competitive segment. The company has a fairly well-diversified portfolio geographically, and is not heavily exposed to center-city locations in the top U.S. markets. Prior to September 11, FelCor had agreed to a merger with MeriStar Hospitality that would have made the combined company the largest lodging REIT in the U.S. On September 21, however, the companies agreed to terminate the merger, as a result of the repercussions of the September 11 attacks in the lodging industry. As a result of the termination of the merger, during October FelCor redeemed $300 million of its 8.50% senior notes in accordance with the indenture. Among the three lodging REITs, we believe that FelCor’s bonds offer the most attractive returns on a risk-adjusted basis, particularly for those investors willing to absorb some near-term volatility. We acknowledge that the company is subject to short-term macroeconomic and event risk, but FelCor has positioned itself well, in our opinion, to ride out the uncertainty of the next several quarters. While FelCor, along with the rest of the lodging industry, has been hit hard after September 11, we believe that the company entered the downturn in the best financial condition among the lodging REIT’s, and post–September 11, its strategy of being well- diversified geographically with limited exposure to top U.S. markets has become a comparative strength. Although we believe Host has superior “long-term” assets, FelCor is in far better shape from a credit measure and balance sheet perspective, providing it with significantly more financial flexibility for handling the challenges of the next several quarters. We expect FelCor, Host and MeriStar to all experience peak leverage at the end of 2Q02. We are currently projecting that leverage for MeriStar, and Host will peak at just over 7.0x; our peak leverage estimate for FelCor is only 5.8x. In addition, while all of the REITs have obtained bank covenant waivers, we believe that FelCor’s waiver was obtained at more favorable terms than Host’s and MeriStar’s.
Recent Events On January 8, S&P lowered its ratings on FelCor’s senior unsecured debt and preferred stock to BB- and B- from BB and B, respectively. S&P assigned FelCor a stable outlook. On December 20, FelCor announced that it would pay a fourth-quarter dividend of $0.05 per common share, and also provided an update on recent business trends. The company anticipates that its 4Q RevPAR decline will fall in the middle of its previous guidance of a decline of 20%–25%, and operating margins will be better than the previously forecast margin decrease of 500–700 basis points, compared with the prior year period.
34 Bear, Stearns & Co. Inc. Lodging Outlook 2002 — January 18, 2002