EX-99.1 2 exhibit991-123119.htm EXHIBIT 99.1 Exhibit


Exhibit 99.1


choicea19.jpg


For Immediate Release


CHOICE HOTELS INTERNATIONAL EXCEEDS TOP END OF FULL YEAR GUIDANCE FOR EPS AND EXPANDS DOMESTIC UPSCALE ROOM PORTFOLIO BY OVER 40%
Fourth quarter 2019 domestic franchise agreements awarded increase 7%


ROCKVILLE, Md. (Feb. 18, 2020) - Choice Hotels International, Inc. (NYSE: CHH), one of the world's largest lodging franchisors, today reported its results for the three months and year ended December 31, 2019. Highlights include:

Net income was $42.2 million for the fourth quarter 2019 and $222.9 million for the full year, representing diluted earnings per share (EPS) of $0.75 and $3.98, respectively.

Full year adjusted net income, excluding certain items described in Exhibit 6, increased 9% over the prior full year period to $242.0 million.

Full year adjusted EPS increased 11% over the prior full year period to $4.32, while fourth quarter adjusted EPS increased 5% over the prior year fourth quarter to $0.92.

The company exceeded the top end of its full year 2019 adjusted EPS guidance by $0.05 per share and the top end of its fourth quarter adjusted EPS guidance by $0.06 per share.

Adjusted earnings before interest, taxes, depreciation, and amortization (EBITDA) for the full year were $364.9 million, a 7% increase from the same period of 2018, achieving the top end of the company’s full year 2019 adjusted EBITDA guidance. Adjusted EBITDA for the fourth quarter were $81 million, a 6% increase from the fourth quarter 2018.

The company’s domestic upscale, midscale, and extended stay segments reported a 3.1% aggregate increase in units and a 4.3% growth in rooms since December 31, 2018.


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Additionally, during 2019, the company continued to strengthen its presence in the higher growth and more revenue intense upscale, midscale and extended stay chain scale segments. In particular, the company:

Achieved a record 11 Cambria hotels opened in key markets and grew the number of rooms by 28%; the brand reached a milestone of 50 open hotels with 27 additional hotels under active construction as of year end 2019.

Expanded the number of domestic rooms in its upscale brands, Cambria Hotels and the Ascend Hotel Collection, to over 29,000 for full year 2019, representing a 44% increase from the prior year and inclusive of 17 properties associated with the company’s strategic partnership with AMResorts, an Apple Leisure Group brand known for its portfolio of luxury, all-inclusive resorts.

Surpassed 400 domestic hotels in its extended stay portfolio at year end 2019, a 10% increase since December 31, 2018. The company also increased its extended stay domestic pipeline by 13% to 315 hotels over the same period. The WoodSpring Suites brand continued its expansion, achieving over 8% growth in the number of domestic hotels open and a 23% increase in the domestic pipeline of hotels awaiting conversion, under construction, or approved for development. In January 2020, the company further strengthened its extended stay presence by introducing Everhome Suites, an all-new construction, midscale brand in the extended stay segment, with multiple developers having already committed to build 13 Everhome Suites hotels.

Continued its leadership in the midscale segment by opening an average of more than one Comfort hotel per week in 2019, the highest number of Comfort openings in eight years. Comfort’s domestic pipeline reached 290 hotels, approximately 80% of which are new construction. The brand's domestic franchise agreements awarded for the full year increased by 20% over the prior year and are expected to generate higher revenues over the life of the contracts, compared to domestic franchise agreements awarded in 2018.

“In 2019, Choice Hotels drove impressive results in the revenue-intense segments where we operate - upscale, extended stay, and midscale - with proven brands supported by a strong value proposition for our franchisees. Growth in these higher value segments, the continued expansion of our platform business through key partnerships, new technology, and other key franchisee resources have enabled us to drive our top-line revenue and deliver tangible, value-added solutions to our hotel owners and customers," said Patrick Pacious, president and chief executive officer, Choice Hotels.

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“Our results are a testament to the success of our long-term growth strategy to invest in brands built for the customer of tomorrow."

Additional details for the company’s fourth quarter 2019 and full year results are as follows:


Revenues

Total revenues increased by 7% to $1.1 billion for full year 2019 and by 9% to $268.1 million for the fourth quarter from total revenues reported for the same periods of 2018.

Total revenues, excluding marketing and reservation system fees, grew 8% for the full year over the prior year to $537.4 million and increased 10% to $130.2 million for the fourth quarter over the prior year comparable period.

Full year domestic royalties totaled $366.6 million, a 3% increase from the same period of 2018 and reached $82.3 million for the fourth quarter, a 2.5% increase over the prior year comparable period.

Domestic systemwide revenue per available room (RevPAR) decreased 0.9% and 2.1% for full year and the fourth quarter 2019, respectively, compared to the same periods of the prior year. In the fourth quarter, Comfort hotels that completed renovations experienced the third consecutive quarter of RevPAR share gains versus their local competition.

The company’s effective domestic royalty rate for the full year 2019 increased 11 basis points over the prior year to 4.86% and grew 10 basis points for the fourth quarter of 2019 over the prior year fourth quarter, the fourth consecutive year of double-digit basis-point growth.

Procurement services revenue grew 18% for the full year 2019 to $61.4 million and increased 9% in the fourth quarter of 2019 to $13.8 million, compared to the same periods of the prior year.


Development

The company awarded 307 domestic franchise agreements in the fourth quarter of 2019, a 7% increase compared to the same period of the prior year.


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New domestic franchise agreements for the company's upscale brands totaled 94 for full year 2019, a 27% increase over 2018, 43 of which were awarded in the fourth quarter, a 30% increase over the same period of 2018. Additionally, the Ascend Hotel Collection executed 151 global contracts in 2019, the largest number in the brand's history.

The company’s total domestic pipeline of hotels awaiting conversion, under construction, or approved for development, as of December 31, 2019, increased to over 1,050 hotels and nearly 85,000 rooms, representing the largest domestic pipeline in the company’s history. Over 75% of the pipeline represents new construction projects.

The company’s total international pipeline of hotels awaiting conversion, under construction, or approved for development totaled 83 as of December 31, 2019, a 48% increase from December 31, 2018.

International hotels and rooms as of December 31, 2019, increased 3.5% and 7.4%, respectively, from the comparable period of 2018.

The number of domestic hotels and rooms, as of December 31, 2019, increased 1.6% and 2.9%, respectively, from December 31, 2018.


Use of Cash Flows

Dividends
During full year 2019, the company paid cash dividends totaling approximately $48 million. During the fourth quarter of 2019, the company's board of directors announced a 5% increase to the annual dividend rate to $0.90 per common share outstanding. The company expects to pay dividends totaling approximately $50 million during 2020.

Stock Repurchases
During full year 2019, the company repurchased approximately 0.6 million shares of common stock for approximately $50.6 million under its stock repurchase program, as well as through repurchases from employees in connection with tax withholding and option exercises relating to awards under the company’s equity incentive plans. As of December 31, 2019, the company had 3.9 million shares remaining under the current share repurchase authorization.


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Hotel Development & Financing
The company has allocated up to $725 million to its program that encourages growth of the upscale Cambria Hotels brand. Investments under this program may include joint-venture investments, forgivable key-money loans, senior mortgage loans, development loans and mezzanine lending, as well as hotel development and ownership and the operation of a land-banking program. With respect to lending, hotel ownership and joint-venture investments, the company generally expects to recycle these investments within a five-year period.

As of December 31, 2019, the company had approximately $582 million reflected on its consolidated balance sheet pursuant to the Cambria Hotels financial support activities.


Outlook

The adjusted numbers in the company’s outlook exclude the net surplus or deficit generated from the company’s marketing and reservation system activities, as well as other items. See Exhibit 7 for the calculation of adjusted forecasted results and the reconciliation to the comparable GAAP measures.

Net income for full year 2020 is expected to range between $201 million and $208 million, or $3.57 to $3.69 per diluted share.

Adjusted diluted EPS for full year 2020 is expected to range between $4.22 to $4.33. The company's first quarter 2020 adjusted diluted EPS is expected to range between $0.80 to $0.84. The company expects full year 2020 adjusted net income to range between $237 million and $244 million.

Adjusted EBITDA for full year 2020 is expected to range between $378 million and $385 million.

The company’s outlook for adjusted EBITDA and adjusted EPS is based on the current number of shares of common stock outstanding and, therefore, does not reflect any subsequent changes that may occur due to new equity grants or further repurchases of common stock under the company’s stock repurchase program.

Net domestic unit growth for 2020 is expected to range between 1.5% and 2.5%.


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Domestic RevPAR is expected to be between flat and a decline of 2% for the first quarter and full year 2020 versus the same periods of the prior year.

The company's domestic effective royalty rate is expected to increase between 4 and 8 basis points for full year 2020, as compared to full year 2019.

The recurring tax rate before discrete items is expected to be 22.5% for both the first quarter and full year 2020.


Conference Call
Choice Hotels International will conduct a conference call on Tuesday, February 18, 2020, at 10:00 a.m. Eastern Time to discuss the company’s 2019 fourth quarter and full year earnings results. The dial-in number to listen to the call domestically is 1-888-349-0087 and the number for international participants is 1-412-317-5259. A live webcast will also be available on the company’s investor relations website, http://investor.choicehotels.com/, and can be accessed via the Financial Performance and Presentations tab.


About Choice Hotels
Choice Hotels International, Inc. (NYSE: CHH) is one of the largest lodging franchisors in the world. With more than 7,000 hotels, representing over 590,000 rooms, in over 40 countries and territories as of December 31, 2019, the Choice® family of hotel brands provide business and leisure travelers with a range of high-quality lodging options from limited service to full-service hotels in the upscale, midscale, extended-stay and economy segments. The award-winning Choice Privileges® loyalty program offers members benefits ranging from everyday rewards to exceptional experiences. For more information, visit www.choicehotels.com.


Forward-Looking Statements
Certain matters discussed in this press release constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Generally, our use of words such as “expect,” “estimate,” “believe,” “anticipate,” “should,” “will,” “forecast,” “plan,” “project,” “assume,” or similar words of futurity identify such forward-looking statements. These forward-looking statements are based on management's current beliefs, assumptions, and expectations regarding future events, which, in turn, are based on information currently available to management. Such statements may relate to projections of the company’s revenue, earnings, and other financial and operational measures, company debt levels, ability to repay outstanding indebtedness, payment of dividends,

6



repurchases of common stock, and future operations, among other matters. We caution you not to place undue reliance on any such forward-looking statements. Forward-looking statements do not guarantee future performance and involve known and unknown risks, uncertainties, and other factors.

Several factors could cause actual results, performance, or achievements of the company to differ materially from those expressed in or contemplated by the forward-looking statements. Such risks include, but are not limited to, changes to general, domestic, and foreign economic conditions; foreign currency fluctuations; operating risks common in the lodging and franchising industries; impairments or losses relating to acquired businesses, changes to the desirability of our brands as viewed by hotel operators and customers; changes to the terms or termination of our contracts with franchisees; our ability to keep pace with improvements in technology utilized for marketing and reservations systems and other operating systems; our ability to grow our franchise system; exposure to risks related to our hotel-development, ownership and financing activities; fluctuations in the supply and demand for hotels rooms; our ability to realize anticipated benefits from acquired businesses; the level of acceptance of alternative growth strategies we may implement; operating risks associated with our international operations; the outcome of litigation; and our ability to manage our indebtedness. These and other risk factors are discussed in detail in the company's filings with the Securities and Exchange Commission, including our annual report on Form 10-K and our quarterly reports filed on Form 10-Q. Except as may be required by law, we undertake no obligation to update publicly or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.


Non-GAAP Financial Measurements
The company evaluates its operations utilizing the performance metrics of adjusted EBITDA, revenues excluding marketing and reservation system activities, adjusted SG&A, adjusted net income, and adjusted EPS, which are all non-GAAP financial measurements. These measures, which are reconciled to the comparable GAAP measures in Exhibit 6, should not be considered as an alternative to any measure of performance or liquidity as promulgated under or authorized by GAAP, such as net income, EPS, and total revenues. The company’s calculation of these measurements may be different from the calculations used by other companies and comparability may therefore be limited.

We discuss management’s reasons for reporting these non-GAAP measures and how each non-GAAP measure is calculated below.


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In addition to the specific adjustments noted below with respect to each measure, the non-GAAP measures presented herein also exclude acquisition-related transition and transaction costs, restructuring of the company’s international operations including employee severance benefit and legal costs, estimated one-time transition taxes on tax legislation enacted into law on December 22, 2017, debt-restructuring costs, federal tax credits related to the rehabilitation and re-use of historic buildings and gains and losses on sale and impairment of assets primarily related to the company’s operations that provide Software as a Service (“SaaS”) technology solutions to vacation-rental management companies and the sale of an equity stake in a joint venture to allow for period-over-period comparison of ongoing core operations before the impact of these discrete and infrequent charges.


Adjusted Earnings Before Interest, Taxes, Depreciation, and Amortization: Adjusted EBITDA reflects net income excluding the impact of interest expense, interest income, provision for income taxes, depreciation and amortization, franchise-agreement acquisition cost amortization, other (gains) and losses, equity in net income (loss) of unconsolidated affiliates, mark-to-market adjustments on non-qualified retirement plan investments, and surplus or deficits generated by marketing and reservation-system activities. We consider adjusted EBITDA to be an indicator of operating performance because it measures our ability to service debt, fund capital expenditures, and expand our business. We also use adjusted EBITDA, as do analysts, lenders, investors, and others, to evaluate companies because it excludes certain items that can vary widely across industries or among companies within the same industry. For example, interest expense can be dependent on a company’s capital structure, debt levels, and credit ratings. Accordingly, the impact of interest expense on earnings can vary significantly among companies. The tax positions of companies can also vary because of their differing abilities to take advantage of tax benefits and because of the tax policies of the jurisdictions in which they operate. As a result, effective tax rates and provision for income taxes can vary considerably among companies. Adjusted EBITDA also excludes depreciation and amortization because companies utilize productive assets of different ages and use different methods of both acquiring and depreciating productive assets or amortizing franchise-agreement acquisition costs. These differences can result in considerable variability in the relative asset costs and estimated lives and, therefore, the depreciation and amortization expense among companies. Mark-to-market adjustments on non-qualified retirement-plan investments recorded in SG&A are excluded from EBITDA, as the company accounts for these investments in accordance with accounting for deferred-compensation arrangements when investments are held in a rabbi trust and invested. Changes in the fair value of the investments are recognized as both compensation expense in SG&A and other gains and losses. As a result, the changes in the fair value of the investments do not have a material impact on the company’s net income. Surpluses and deficits generated from

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marketing and reservation activities are excluded, as the company’s franchise agreements require the marketing and reservation-system revenues to be used exclusively for expenses associated with providing franchise services, such as central reservation and property-management systems, reservation delivery, and national marketing and media advertising. Franchisees are required to reimburse the company for any deficits generated from these marketing and reservation-system activities and the company is required to spend any surpluses generated in future periods. Since these activities will be managed to break-even over time, quarterly or annual surpluses and deficits have been excluded from the measurements utilized to assess the company’s operating performance.


Adjusted Net Income and Adjusted Earnings Per Share: Adjusted net income and EPS exclude the impact of surpluses or deficits generated from marketing and reservation-system activities. Surpluses and deficits generated from marketing and reservation activities are excluded, as the company’s franchise agreements require the marketing and reservation system revenues to be used exclusively for expenses associated with providing franchise services, such as central reservation and property-management systems, reservation delivery, and national marketing and media advertising. Franchisees are required to reimburse the company for any deficits generated from these marketing and reservation-system activities and the company is required to spend any surpluses generated in future periods. Since these activities will be managed to break-even over time, quarterly or annual surpluses and deficits have been excluded from the measurements utilized to assess the company’s operating performance. We consider adjusted net income and adjusted EPS to be indicators of operating performance because excluding these items allow for period-over-period comparisons of our ongoing operations.


Revenues, Excluding Marketing and Reservation System Activities: The company reports revenues, excluding marketing and reservation-system activities. These non-GAAP measures we present are commonly used measures of performance in our industry and facilitate comparisons between the company and its competitors. Marketing and reservation-system activities are excluded, as the company’s franchise agreements require the marketing and reservation-system revenues to be used exclusively for expenses associated with providing franchise services, such as central reservation and property-management systems, reservation delivery, and national marketing and media advertising. Franchisees are required to reimburse the company for any deficits generated from these marketing and reservation-system activities and the company is required to spend any surpluses generated in future periods. Since these activities will be managed to break-even over

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time, quarterly or annual surpluses and deficits have been excluded from the measurements utilized to assess the company’s operating performance.

Contacts
Scott Oaksmith, Senior Vice President, Finance & Chief Accounting Officer
Allie Summers, Director, Investor Relations

IR@choicehotels.com


© 2020 Choice Hotels International, Inc. All rights reserved.


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Choice Hotels International, Inc. and Subsidiaries
 
 
 
 
 
 
 
 
 
Exhibit 1
 
Condensed Consolidated Statements of Income
 
 
 
 
 
 
 
 
 
 
 
 
(Unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended December 31,
 
Year Ended December 31,
 
 
 
 
 
Variance
 
 
 
 
 
Variance
 
2019
 
2018
 
$
 
%
 
2019
 
2018
 
$
 
%
(In thousands, except per share amounts)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
REVENUES
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
         Royalty fees
$
87,683

 
$
85,750

 
$
1,933

 
2
 %
 
$
388,151

 
$
376,676

 
$
11,475

 
3
 %
         Initial franchise and relicensing fees
7,266

 
7,115

 
151

 
2
 %
 
27,489

 
26,072

 
1,417

 
5
 %
         Procurement services
13,839

 
12,697

 
1,142

 
9
 %
 
61,429

 
52,088

 
9,341

 
18
 %
         Marketing and reservation system
137,873

 
126,962

 
10,911

 
9
 %
 
577,426

 
543,677

 
33,749

 
6
 %
         Owned hotels
11,572

 

 
11,572

 
NM

 
20,282

 

 
20,282

 
NM

         Other
9,851

 
12,455

 
(2,604
)
 
(21
)%
 
40,043

 
42,791

 
(2,748
)
 
(6
)%
                  Total revenues
268,084

 
244,979

 
23,105

 
9
 %
 
1,114,820

 
1,041,304

 
73,516

 
7
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
OPERATING EXPENSES
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
         Selling, general and administrative
44,031

 
44,702

 
(671
)
 
(2
)%
 
168,833

 
170,027

 
(1,194
)
 
(1
)%
         Owned hotels
8,434

 

 
8,434

 
NM

 
14,448

 

 
14,448

 
NM

         Depreciation and amortization
6,239

 
3,793

 
2,446

 
64
 %
 
18,828

 
14,330

 
4,498

 
31
 %
         Marketing and reservation system
140,749

 
140,154

 
595

 
0
 %
 
579,139

 
534,266

 
44,873

 
8
 %
                   Total operating expenses
199,453

 
188,649

 
10,804

 
6
 %
 
781,248

 
718,623

 
62,625

 
9
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
         Gain (loss) on sale & impairment of assets, net
4

 
(4,289
)
 
4,293

 
(100
)%
 
(14,930
)
 
(4,207
)
 
(10,723
)
 
255%

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating income
68,635

 
52,041

 
16,594

 
32
 %
 
318,642

 
318,474

 
168

 
0
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
OTHER INCOME AND EXPENSES, NET
 
 
 
 
 
 
 
 
 
 
 
 
 
 
         Interest expense
12,072

 
11,188

 
884

 
8
 %
 
46,807

 
45,908

 
899

 
2
 %
         Interest income
(2,379
)
 
(2,234
)
 
(145
)
 
6
 %
 
(9,996
)
 
(7,452
)
 
(2,544
)
 
34
 %
Other (gains) losses
(1,643
)
 
2,792

 
(4,435
)
 
(159
)%
 
(4,862
)
 
1,437

 
(6,299
)
 
(438
)%
Loss on extinguishment of debt
7,188

 

 
7,188

 
NM

 
7,188

 

 
7,188

 
NM

Equity in net (income) loss of affiliates
25

 
(35
)
 
60

 
(171
)%
 
9,576

 
5,323

 
4,253

 
80
 %
                  Total other income and expenses, net
15,263

 
11,711

 
3,552

 
30
 %
 
48,713

 
45,216

 
3,497

 
8
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income before income taxes
53,372

 
40,330

 
13,042

 
32
 %
 
269,929

 
273,258

 
(3,329
)
 
(1
)%
Income taxes
11,203

 
8,859

 
2,344

 
26
 %
 
47,051

 
56,903

 
(9,852
)
 
(17
)%
Net income
$
42,169

 
$
31,471

 
$
10,698

 
34
 %
 
$
222,878

 
$
216,355

 
$
6,523

 
3
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Basic earnings per share
$
0.76

 
$
0.56

 
$
0.20

 
36
 %
 
$
4.00

 
$
3.83

 
$
0.17

 
4
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Diluted earnings per share
$
0.75

 
$
0.56

 
$
0.19

 
34
 %
 
$
3.98

 
$
3.80

 
$
0.18

 
5
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 





Choice Hotels International, Inc. and Subsidiaries
 
 
Exhibit 2

Condensed Consolidated Balance Sheets
 
 
 
(Unaudited)
 
 
 
 
 
 
 
 
 
 
 
(In thousands, except per share amounts)
December 31,
 
December 31,
 
 
 
 
 
2019
 
2018
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
ASSETS
 
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
 
$
33,766

 
$
26,642

Accounts receivable, net
141,566

 
138,018

Other current assets
 
 
61,257

 
79,124

 
Total current assets
 
 
236,589

 
243,784

 
 
 
 
 
 
Property and equipment, net
351,502

 
127,535

Intangible assets, net
290,421

 
271,188

Goodwill
159,196

 
168,996

Notes receivable, net of allowances
103,054

 
83,440

Investments in unconsolidated entities
78,655

 
109,016

Operating lease right-of-use-asset
24,088

 

Investments, employee benefit plans, at fair value
24,978

 
19,398

Other assets
 
 
118,189

 
115,013

 
 
 
 
 
 
 
 
 
Total assets
 
$
1,386,672

 
$
1,138,370

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
LIABILITIES AND SHAREHOLDERS' DEFICIT
 
 
 
 
 
 
 
 
 
 
 
Accounts payable
 
 
$
73,449

 
$
73,511

Accrued expenses and other current liabilities
90,364

 
92,651

Deferred revenue
71,594

 
67,614

Liability for guest loyalty program
82,970

 
83,566

Current portion of long-term debt
7,511

 
1,097

 
Total current liabilities
 
325,888

 
318,439

 
 
 
 
 
 
 
 
Long-term debt
844,102

 
753,514

Deferred revenue
112,662

 
110,278

Liability for guest loyalty program
46,698

 
52,327

Operating lease liabilities
21,270

 

Deferred compensation & retirement plan obligations
29,949

 
24,212

Other liabilities
29,614

 
63,372

 
 
 
 
 
 
 
 
 
Total liabilities
 
 
1,410,183

 
1,322,142

 
 
 
 
 
 
 
 
 
Total shareholders' deficit
 
(23,511
)
 
(183,772
)
 
 
 
 
 
 
 
 
 
 
Total liabilities and shareholders' deficit
$
1,386,672

 
$
1,138,370

 
 
 
 
 
 
 
 
 





Choice Hotels International, Inc. and Subsidiaries
 
 
Exhibit 3

Condensed Consolidated Statements of Cash Flows
 
 
 
(Unaudited)
 
 
 
 
 
 
 
(In thousands)
Year Ended December 31,
 
 
 
 
 
2019
 
2018
CASH FLOWS FROM OPERATING ACTIVITIES:
 
 
 
 
 
 
 
Net income
$
222,878

 
$
216,355

 
 
 
 
Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
  Depreciation and amortization
18,828

 
14,330

  Depreciation and amortization - marketing and reservation system
17,294

 
19,597

  Franchise agreement acquisition cost amortization
7,992

 
9,239

  Impairment of goodwill and long-lived assets
15,030

 
4,289

  Loss on extinguishment of debt
7,188

 

  Gain on disposal of assets, net
(2,103
)
 
(56
)
  Provision for bad debts, net
8,240

 
10,542

  Non-cash stock compensation and other charges
17,615

 
15,986

  Non-cash interest and other (income) loss
(4,010
)
 
3,695

  Deferred income taxes
9,810

 
(3,510
)
  Equity in net losses from unconsolidated joint ventures, less distributions received
12,562

 
7,389

  Franchise agreement acquisition costs, net of reimbursements
(38,944
)
 
(52,929
)
  Change in working capital & other, net of acquisition
(21,824
)
 
(2,031
)
 NET CASH PROVIDED BY OPERATING ACTIVITIES
270,556

 
242,896

 
 
 
 
CASH FLOWS FROM INVESTING ACTIVITIES:
 
 
 
Investment in property and equipment
(57,342
)
 
(47,673
)
Investment in intangible assets
(6,699
)
 
(1,803
)
Business acquisition, net of cash acquired

 
(231,317
)
Asset acquisitions, net of cash acquired
(168,954
)
 
(3,179
)
Proceeds from sales of assets
10,585

 
3,053

Proceeds from sale of unconsolidated joint venture
8,937

 

Payment on business disposition, net
(10,783
)
 

Contributions to equity method investments
(27,828
)
 
(9,604
)
Distributions from equity method investments
10,241

 
1,429

Purchases of investments, employee benefit plans
(3,175
)
 
(2,895
)
Proceeds from sales of investments, employee benefit plans
2,217

 
2,825

Issuance of notes receivable
(20,722
)
 
(36,045
)
Collections of notes receivable
14,231

 
4,997

Other items, net
(1,875
)
 
(1,040
)
 NET CASH USED IN INVESTING ACTIVITIES
(251,167
)
 
(321,252
)
 
 
 
 
CASH FLOWS FROM FINANCING ACTIVITIES:
 
 
 
Net borrowings (repayments) pursuant to revolving credit facilities
(72,400
)
 
20,600

Proceeds from the issuance of long-term debt
422,376

 
9,037

Principal payments on long-term debt, including premium on extinguishment
(256,809
)
 
(603
)
Debt issuance costs
(3,936
)
 
(2,590
)
Purchase of treasury stock
(50,638
)
 
(148,679
)
Dividends paid
(48,089
)
 
(48,715
)
(Payments on) proceeds from transfer of interest in notes receivable
(24,409
)
 
173

Proceeds from exercise of stock options
21,410

 
41,360

 
 
 
 
 NET CASH USED IN FINANCING ACTIVITIES
(12,495
)
 
(129,417
)



 


Net change in cash and cash equivalents
6,894

 
(207,773
)
Effect of foreign exchange rate changes on cash and cash equivalents
230

 
(921
)
Cash and cash equivalents at beginning of period
26,642

 
235,336

 
 
 
 
CASH AND CASH EQUIVALENTS AT END OF PERIOD
$
33,766

 
$
26,642

 
 
 
 
 
 
 
 




CHOICE HOTELS INTERNATIONAL, INC AND SUBSIDIARIES
Exhibit 4
 
SUPPLEMENTAL OPERATING INFORMATION
 
 
DOMESTIC HOTEL SYSTEM (1)
 
 
(UNAUDITED)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
For the Year Ended December 31, 2019
 
For the Year Ended December 31, 2018
 
Change
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Average Daily
 
 
 
 
 
Average Daily
 
 
 
 
 
Average Daily
 
 
 
 
 
 
 
Rate
 
Occupancy
 
RevPAR
 
Rate
 
Occupancy
 
RevPAR
 
Rate
 
Occupancy
 
RevPAR
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Comfort(2)
 
$
95.56

 
66.4
%
 
$
63.46

 
$
95.79

 
66.7
%
 
$
63.93

 
(0.2
)%
 
(30
)
bps
 
(0.7
)%
Sleep
 
84.19

 
64.5
%
 
54.34

 
84.71

 
65.2
%
 
55.20

 
(0.6
)%
 
(70
)
bps
 
(1.6
)%
Quality
 
79.51

 
59.8
%
 
47.57

 
80.15

 
60.1
%
 
48.20

 
(0.8
)%
 
(30
)
bps
 
(1.3
)%
Clarion(3)
 
84.64

 
57.2
%
 
48.40

 
84.45

 
57.9
%
 
48.90

 
0.2
 %
 
(70
)
bps
 
(1.0
)%
Econo Lodge
 
63.09

 
54.8
%
 
34.54

 
63.44

 
54.7
%
 
34.68

 
(0.6
)%
 
10

bps
 
(0.4
)%
Rodeway
 
63.28

 
55.5
%
 
35.15

 
64.26

 
56.4
%
 
36.21

 
(1.5
)%
 
(90
)
bps
 
(2.9
)%
WoodSpring(4)
 
47.10

 
79.0
%
 
37.19

 
45.92

 
80.1
%
 
36.77

 
2.6
 %
 
(110
)
bps
 
1.1
 %
MainStay
 
84.11

 
68.4
%
 
57.53

 
83.08

 
69.7
%
 
57.89

 
1.2
 %
 
(130
)
bps
 
(0.6
)%
Suburban
 
56.61

 
73.3
%
 
41.51

 
55.81

 
75.5
%
 
42.16

 
1.4
 %
 
(220
)
bps
 
(1.5
)%
Cambria Hotels
 
144.25

 
71.6
%
 
103.30

 
146.71

 
71.5
%
 
104.84

 
(1.7
)%
 
10

bps
 
(1.5
)%
Ascend Hotel Collection
 
126.54

 
57.5
%
 
72.69

 
126.86

 
58.0
%
 
73.62

 
(0.3
)%
 
(50
)
bps
 
(1.3
)%
Total
 
$
81.42

 
62.9
%
 
$
51.19

 
$
81.64

 
63.3
%
 
$
51.65

 
(0.3
)%
 
(40
)
bps
 
(0.9
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
For the Three Months Ended December 31, 2019
 
For the Three Months Ended December 31, 2018
 
Change
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Average Daily
 
 
 
 
 
Average Daily
 
 
 
 
 
Average Daily
 
 
 
 
 
 
 
Rate
 
Occupancy
 
RevPAR
 
Rate
 
Occupancy
 
RevPAR
 
Rate
 
Occupancy
 
RevPAR
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Comfort(2)
 
$
90.38

 
61.4
%
 
$
55.52

 
$
90.56

 
62.1
%
 
$
56.24

 
(0.2
)%
 
(70
)
bps
 
(1.3
)%
Sleep
 
80.20

 
58.7
%
 
47.11

 
81.14

 
60.8
%
 
49.35

 
(1.2
)%
 
(210
)
bps
 
(4.5
)%
Quality
 
74.76

 
54.3
%
 
40.56

 
75.70

 
55.5
%
 
41.98

 
(1.2
)%
 
(120
)
bps
 
(3.4
)%
Clarion(3)
 
78.40

 
52.4
%
 
41.06

 
78.35

 
52.4
%
 
41.02

 
0.1
 %
 

bps
 
0.1
 %
Econo Lodge
 
59.71

 
50.4
%
 
30.08

 
60.79

 
50.6
%
 
30.76

 
(1.8
)%
 
(20
)
bps
 
(2.2
)%
Rodeway
 
59.98

 
50.9
%
 
30.53

 
60.65

 
51.7
%
 
31.33

 
(1.1
)%
 
(80
)
bps
 
(2.6
)%
WoodSpring
 
46.34

 
74.7
%
 
34.61

 
45.11

 
77.6
%
 
35.00

 
2.7
 %
 
(290
)
bps
 
(1.1
)%
MainStay
 
79.40

 
62.6
%
 
49.69

 
82.33

 
64.7
%
 
53.30

 
(3.6
)%
 
(210
)
bps
 
(6.8
)%
Suburban
 
52.94

 
67.9
%
 
35.93

 
56.21

 
71.7
%
 
40.29

 
(5.8
)%
 
(380
)
bps
 
(10.8
)%
Cambria Hotels
 
145.50

 
66.1
%
 
96.19

 
148.38

 
69.2
%
 
102.61

 
(1.9
)%
 
(310
)
bps
 
(6.3
)%
Ascend Hotel Collection
 
122.24

 
54.1
%
 
66.12

 
119.78

 
56.2
%
 
67.33

 
2.1
 %
 
(210
)
bps
 
(1.8
)%
Total
 
$
77.34

 
57.9
%
 
$
44.77

 
$
77.67

 
58.9
%
 
$
45.75

 
(0.4
)%
 
(100
)
bps
 
(2.1
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Effective Royalty Rate
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
For the Quarter Ended
 
For the Year Ended
 
 
 
 
 
 
 
 
 
 
 
 
 
12/31/2019
 
12/31/2018
 
12/31/2019
 
12/312018
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
System-wide(4)
 
4.91%
 
4.81%
 
4.86%
 
4.75%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Includes United States and Caribbean countries and territories
(2) Includes Comfort family of brand extensions including Comfort and Comfort Suites
(3) Includes Clarion family of brand extensions including Clarion and Clarion Pointe
(4) WoodSpring was acquired on February 1, 2018, however, ADR, Occupancy, RevPAR and effective royalty rate reflect operating performance for the year ended December 31, 2018 as if the brand had been acquired on January 1, 2018




 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CHOICE HOTELS INTERNATIONAL, INC. AND SUBSIDIARIES
Exhibit 5
 
SUPPLEMENTAL HOTEL AND ROOM SUPPLY DATA
 
 
 
(UNAUDITED)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
December 31, 2019
 
December 31, 2018
 
Variance
 
 
Hotels
 
Rooms
 
Hotels
 
Rooms
 
Hotels
 
Rooms
 
%
 
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Comfort(2)
 
1,616

 
127,000

 
1,627

 
127,282

 
(11
)
 
(282
)
 
(0.7
)%
 
(0.2
)%
Sleep
 
402

 
28,361

 
393

 
27,962

 
9

 
399

 
2.3
 %
 
1.4
 %
Quality
 
1,688

 
129,232

 
1,636

 
126,533

 
52

 
2,699

 
3.2
 %
 
2.1
 %
Clarion(3)
 
178

 
22,498

 
174

 
22,179

 
4

 
319

 
2.3
 %
 
1.4
 %
Econo Lodge
 
807

 
48,538

 
839

 
50,692

 
(32
)
 
(2,154
)
 
(3.8
)%
 
(4.2
)%
Rodeway
 
600

 
34,727

 
612

 
35,124

 
(12
)
 
(397
)
 
(2.0
)%
 
(1.1
)%
WoodSpring
 
270

 
32,479

 
249

 
29,911

 
21

 
2,568

 
8.4
 %
 
8.6
 %
MainStay
 
73

 
4,636

 
63

 
4,268

 
10

 
368

 
15.9
 %
 
8.6
 %
Suburban
 
60

 
6,082

 
54

 
5,699

 
6

 
383

 
11.1
 %
 
6.7
 %
Cambria Hotels
 
50

 
7,277

 
40

 
5,685

 
10

 
1,592

 
25.0
 %
 
28.0
 %
Ascend Hotel Collection
 
211

 
22,143

 
176

 
14,693

 
35

 
7,450

 
19.9
 %
 
50.7
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Domestic Franchises (1)
 
5,955

 
462,973

 
5,863

 
450,028

 
92

 
12,945

 
1.6
 %
 
2.9
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
International Franchises
 
1,198

 
127,924

 
1,158

 
119,080

 
40

 
8,844

 
3.5
 %
 
7.4
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Franchises
 
7,153

 
590,897

 
7,021

 
569,108

 
132

 
21,789

 
1.9
 %
 
3.8
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Includes United States and Caribbean countries and territories
 
 
 
 
 
 
 
 
(2) Includes Comfort family of brand extensions including Comfort and Comfort Suites
 
 
 
 
 
 
 
 
(3) Includes Clarion family of brand extensions including Clarion and Clarion Pointe
 
 
 
 
 
 
 
 





CHOICE HOTELS INTERNATIONAL, INC. AND SUBSIDIARIES
 
 
 
 
Exhibit 6

SUPPLEMENTAL NON-GAAP FINANCIAL INFORMATION
 
 
 
 
 
(UNAUDITED)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
REVENUES, EXCLUDING MARKETING AND RESERVATION ACTIVITIES
(dollar amounts in thousands)
 
Three Months Ended December 31,
 
Year Ended December 31,
 
 
 
 
2019
 
2018
 
2019
 
2018
 
 
Revenues, Excluding Marketing and Reservation Activities
 
 
 
 
 
 
 
 
 
 
Total Revenues
 
$
268,084

 
$
244,979

 
$
1,114,820

 
$
1,041,304

 
 
Adjustments:
 
 
 
 
 
 
 
 
 
 
     Marketing and reservation system revenues
 
(137,873
)
 
(126,962
)
 
(577,426
)
 
(543,677
)
 
 
Revenues, excluding marketing and reservation activities
 
$
130,211

 
$
118,017

 
$
537,394

 
$
497,627

 
 
 
 
 
 
 
 
 
 
 
ADJUSTED SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
(dollar amounts in thousands)
 
Three Months Ended December 31,
 
Year Ended December 31,
 
 
 
 
2019
 
2018
 
2019
 
2018
 
 
Total Selling, General and Administrative Expenses
 
$
44,031

 
$
44,702

 
$
168,833

 
$
170,027

 
 
Mark to market adjustments on non-qualified retirement plan investments
 
(1,646
)
 
2,689

 
(4,798
)
 
1,338

 
 
Impairment of notes receivable
 

 
(2,779
)
 

 
(2,779
)
 
 
Operational restructuring costs
 
(1,466
)
 

 
(1,466
)
 

 
 
Acquisition related transition and transaction costs
 

 
(1,334
)
 

 
(6,864
)
 
 
Adjusted Selling, General and Administrative Expenses
 
$
40,919

 
$
43,278

 
$
162,569

 
$
161,722

 
 
 
 
 
 
 
 
 
 
 
ADJUSTED EARNINGS BEFORE INTEREST, TAXES, DEPRECIATION AND AMORTIZATION ("EBITDA")
(dollar amounts in thousands)
 
Three Months Ended December 31,
 
Year Ended December 31,
 
 
 
 
2019
 
2018
 
2019
 
2018
Net income
 
$
42,169

 
$
31,471

 
$
222,878

 
$
216,355

 
 
Income taxes
 
11,203

 
8,859

 
47,051

 
56,903

 
 
Interest expense
 
12,072

 
11,188

 
46,807

 
45,908

 
 
Interest income
 
(2,379
)
 
(2,234
)
 
(9,996
)
 
(7,452
)
 
 
Other (gains) losses
 
(1,643
)
 
2,792

 
(4,862
)
 
1,437

 
 
Loss on extinguishment of debt
 
7,188

 

 
7,188

 

 
 
Equity in net (income) loss of affiliates
 
25

 
(35
)
 
9,576

 
5,323

 
 
Depreciation and amortization
 
6,239

 
3,793

 
18,828

 
14,330

 
 
(Gain) loss on sale & impairment of assets, net
 
(4
)
 
4,289

 
14,930

 
4,207

 
 
Impairment of notes receivable
 

 
2,779

 

 
2,779

 
 
Operational restructuring costs
 
1,466

 

 
1,466

 

 
 
Acquisition related transition and transaction costs
 

 
1,334

 

 
6,864

 
 
Marketing and reservation system reimbursable (surplus) deficit
 
2,876

 
13,192

 
1,713

 
(9,411
)
 
 
Franchise agreement acquisition costs amortization
 
155

 
1,483

 
4,484

 
5,138

 
 
Mark to market adjustments on non-qualified retirement plan investments
 
1,646

 
(2,689
)
 
4,798

 
(1,338
)
Adjusted EBITDA
 
$
81,013

 
$
76,222

 
$
364,861

 
$
341,043

 
 
 
 
 
 
 
 
 
 
 




ADJUSTED NET INCOME AND ADJUSTED DILUTED EARNINGS PER SHARE (EPS)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(dollar amounts in thousands, except per share amounts)
 
Three Months Ended December 31,
 
Year Ended December 31,
 
 
 
 
2019
 
2018
 
2019
 
2018
Net income
 
$
42,169

 
$
31,471

 
$
222,878

 
$
216,355

Adjustments:
 
 
 
 
 
 
 
 
 
Marketing and reservation system reimbursable (surplus) deficit
 
2,308

 
10,465

 
1,376

 
(7,482
)
 
Loss on sale & impairment of assets, net
 
555

 
6,485

 
17,071

 
6,419

 
Owned hotels - rehabilitation and re-use of historic buildings federal tax credit
 
62

 

 
(5,973
)
 

 
Operational restructuring costs
 
1,130

 

 
1,130

 

 
Debt restructuring costs
 
5,541

 

 
5,541

 
86

 
Transition costs on previously deferred foreign earnings and impact of tax legislation on deferred tax balances
 

 

 

 
874

 
Acquisition related transition and transaction costs
 

 
993

 

 
5,224

Adjusted Net Income
 
$
51,765

 
$
49,414

 
$
242,023

 
$
221,476

 
 
 
 
 
 
 
 
 
 
 
Diluted Earnings Per Share
 
$
0.75

 
$
0.56

 
$
3.98

 
$
3.80

Adjustments:
 
 
 
 
 
 
 
 
 
Marketing and reservation system reimbursable (surplus) deficit
 
0.04

 
0.18

 
0.03

 
(0.13
)
 
Loss on sale & impairment of assets, net
 
0.01

 
0.12

 
0.30

 
0.11

 
Owned hotels - rehabilitation and re-use of historic buildings federal tax credit
 
0.00

 

 
(0.11
)
 

 
Operational restructuring costs
 
0.02

 

 
0.02

 

 
Debt restructuring costs
 
0.10

 

 
0.10

 

 
Transition costs on previously deferred foreign earnings and impact of tax legislation on deferred tax balances
 

 

 

 
0.02

 
Acquisition related transition and transaction costs
 

 
0.02

 

 
0.09

Adjusted Diluted Earnings Per Share (EPS)
 
$
0.92

 
$
0.88

 
$
4.32

 
$
3.89

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 





CHOICE HOTELS INTERNATIONAL, INC. AND SUBSIDIARIES
 
Exhibit 7
SUPPLEMENTAL INFORMATION - 2020 OUTLOOK
 
 
 
(UNAUDITED)
 
 
 
 
 
 
 
 
Guidance represents the midpoint of the company's range of estimated outcomes for the year ended December 31, 2020
 
 
 
 
 
 
ADJUSTED EBITDA FULL YEAR FORECAST
 
 
 
(dollar amounts in thousands)
 
 
 
 
 
 
Midpoint
2020 Guidance
 
 
 
 
 
 
Net income
 
$
204,200

 
 
Income taxes
 
59,300

 
 
Interest expense
 
44,500

 
 
Interest income
 
(8,000
)
 
 
Other (gains) losses
 

 
 
Depreciation and amortization
 
29,300

 
 
Franchise agreement acquisition costs amortization
 
7,000

 
 
Equity in net loss of affiliates
 
(1,400
)
 
 
Marketing and reservation system reimbursable deficit
 
45,500

 
 
Operational restructuring costs
 
1,300

 
 
Mark to market adjustments on non-qualified retirement plan investments
 

 
Adjusted EBITDA
 
$
381,700

 
 
 
 
 
 
 
 
 
 
 
ADJUSTED DILUTED EARNINGS PER SHARE (EPS) FULL YEAR FORECAST
 
(dollar amounts in thousands, except per share amounts)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Midpoint
2020 Guidance
 
 
 
 
 
 
Net income
 
$
204,200

 
Adjustments
 
 
 
 
Marketing and reservation system reimbursable deficit
 
35,263

 
 
Operational restructuring costs
 
1,008

 
Adjusted Net Income
 
$
240,471

 
 
 
 
 
 
Diluted Earnings Per Share
 
$
3.63

 
Adjustments:
 
 
 
 
Marketing and reservation system reimbursable deficit
 
0.62

 
 
Operational restructuring costs
 
0.02

 
Adjusted Diluted Earnings Per Share (EPS)
 
$
4.27