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9. Commitments:
The Company leases its corporate office under a non-cancelable lease. Under the terms of the lease, the Company makes lease payments through February 2005. Commitments for minimum rental payments are as follows:
Rental expense for the years ended December 31, 2000, 1999 and 1998 was $193, $177 and $102 respectively.
The Company has future lease commitments from the lessees through 2013. Minimum future rental payments contractually due to the Company under these non-cancelable operating leases are as follows:
Under the terms of the Percentage Leases, the lessees are obligated to pay the Company the greater of base rents or percentage rents. The Company earned minimum base rents of $34,405, $32,355 and $28,278 for the years ended December 31, 2000, 1999 and 1998, respectively, and percentage rents of $28,025, $29,882, and $26,667 for the years ended December 31, 2000, 1999, and 1998, respectively. The percentage rents are based on percentages of gross room revenue and certain food and beverage revenues of the lessees. MeriStar Hospitality Corporation, an affiliate of CapStar Winston, has guaranteed amounts due and payable to the Company under the 47 properties leased by CapStar Winston up to $20,000. The lessees operate the hotel properties pursuant to franchise agreements, which require the payment of fees based on a percentage of hotel revenue. These fees are paid by the lessees.
Pursuant to the Percentage Leases, the Company is obligated to pay 5% of room revenues (7% of gross room, food and beverage revenues from one of its full-service hotels) to fund periodic improvements to the buildings and grounds, and the periodic replacement and refurbishment of furniture, fixtures and equipment.
For one of the Current Hotels, the Company leases the land under an operating lease which expires on December 31, 2062. Expenses incurred in 2000 and 1999 related to this land lease totaled $454 and $360, respectively. Minimum future rental payments contractually due by the Company under this lease are as follows: 2001 - $110, 2002 - $110, 2003 - $110, 2004 - $110, 2005 - $110, 2006 and thereafter - $6,820.
During 2000, the Company signed a mezzanine financing agreement with Noble Investment Group, Ltd, to partially finance and develop two hotels subject to the Company's due diligence efforts, In July, the Company provided $1,080 in mezzanine financing to Noble Investment Group, LLC ("Noble") to develop a Hilton Garden Inn in Atlanta (Sugarloaf), GA (the "Sugarloaf Hotel"). The Company receives monthly interest at annual rates based on 30-day LIBOR plus 7.36% until the earlier of (a) prepayment of the loan, (b) the initial maturity date of December 5, 2001, or (c) a period equal to the lesser of (1) the maturity date of the borrower's qualified refinancing less 60 days , or (2) five years from June 30, 2000, the date of the loan . In February 2001, the Company provided another mezzanine loan totaling $ 2,186 to Noble to develop a Hilton Garden Inn in Tampa, FL ( the "Tamp a Hotel") . The Company receives monthly interest at annual rates based on 30-day LIBOR plus 8.44% until the earlier part of (a) prepayment of the loan, ( b) the initial maturity date of January 1, 2004 , or (c) a period equal to the lesser of (1) the maturity date of the borrower’s qualified refinancing less 60 days, or (2) five years from February 2, 2001, the date of the loan . Both loans are subject to prepayment penalties during the first three years . Once each hotel opens , the Company also earns interest equal to 2% of gross revenues, 25% of which is paid and the remainder is accrued ("Accrued interest"). On the earlier of prepayment or the maturity date of each loan, the Company also shall receive the greater of the Accrued Interest or, with regard to the Sugarloaf hotel, 15% of the appreciation in value and with respect to the Tampa Hotel, 20% of the appreciation in value. In addition to earning interest income, the Company also provides development and purchasing services to noble during the hotels' construction stage for additional fee income. the Company is co-developing the Sugarloaf Hotel and developing the Tampa Hotel. During 2000, these fees totaled $137, all of which related to services provided for the Sugarloaf hotel. Both the Sugarloaf Hotel and the Tampa Hotel are owned 100% by unaffiliated single purpose entities (the "Borrowers"). The Company holds collateral equal to 100% of the ownership interest in the Borrowers. The Borrowers are required to make initial equity investments equal to 20% of the total cost, and there are certain default provisions under which the Company can step in and take control of the Borrowers.
During 1999, the Company entered into a joint venture agreement with Regent Partners, Inc. (the "Regent Joint Venture") to jointly develop and own upscale hotel properties. The Regent Joint Venture consists of two separate joint ventures, each of which owns one hotel. The first hotel developed, a full-service Hilton Garden Inn in Windsor, CT, opened in September 2000. The Company is committed to provide on-going asset management services for additional fee income from the Regent Joint Venture. The second hotel, currently under development, is a Hilton Garden Inn in Evanston, IL. The Company has received and will continue to receive monthly interest income from its cash investment in the hotel at an annual rate of 10% until the scheduled hotel opening date in July 2001. In addition, the Company is committed to provide development and asset purchasing services during the construction of the hotel for fees, and ongoing asset management services to generate additional fee income once the hotel is opened. The Company owns 49% of the Regent Joint Venture.
During 2000, the Company entered a joint venture agreement with Marsh Landing Investment, LLC to jointly develop an $8.5 million, 118-room Hampton Inn in Ponte Vedra, FL. This hotel was opened in December 2000. The Company owns 49% of the joint venture, and Marsh Landing Investment, LLC, a company owned by Charles M. Winston and James H. Winston, owns the remaining 51%. Both Charles M. Winston and James H. Winston serve on the Company’s Board of Directors. The Company has the right to acquire Marsh Landing Investment, LLC’s interest subject to the provisions of the joint venture agreement. The Company is committed to provide on-going asset management services to the joint venture for additional fee income.
Under the terms of the operating agreement for each joint venture, the Company must approve all major decisions, including refinancing or selling the respective hotels, making loans, changes in partners’ interests, entering into contracts of $25,000 or more, and purchasing or acquiring assets.
As of December 31, 2000, the total assets of the three joint ventures were $32,203, total liabilities were $17,980, and total equity was $14,223. For the year ended December 31, 2000, the total revenue of the three joint ventures was $414, and total expenses were $478, resulting in a net loss of $64. |
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