UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(Mark One)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission File Number
(Exact name of Registrant as specified in its Charter)
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(State or other jurisdiction of incorporation or organization) |
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(I.R.S Employer Identification No.) |
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(Address of principal executive offices) |
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(Zip Code) |
(Registrant’s telephone number, including area code): (
Securities registered pursuant to Section 12(b) of the Act.
Title of each class |
Trading Symbol |
Name of exchange on which registered |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Sections 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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Accelerated filer |
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Non-accelerated filer |
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Smaller reporting company |
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Emerging growth company |
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
The number of shares of common stock outstanding on October 28, 2022 was
Table of Contents
PART I. FINANCIAL INFORMATION |
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Item 1. |
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Condensed Consolidated Balance Sheets as of September 30, 2022 and December 31, 2021 |
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Item 2. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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Item 3. |
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Item 4. |
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PART II. OTHER INFORMATION |
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Item 1. |
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Item 1A. |
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Item 2. |
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Item 3. |
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Item 4. |
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Item 5. |
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Item 6. |
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29 |
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2
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements.
PARK HOTELS & RESORTS INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in millions, except share and per share data)
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September 30, 2022 |
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December 31, 2021 |
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(unaudited) |
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ASSETS |
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Property and equipment, net |
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$ |
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$ |
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Investments in affiliates |
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Intangibles, net |
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Cash and cash equivalents |
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Restricted cash |
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Accounts receivable, net of allowance for doubtful accounts of $ |
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Prepaid expenses |
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Other assets |
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Operating lease right-of-use assets |
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TOTAL ASSETS (variable interest entities - $ |
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$ |
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$ |
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LIABILITIES AND EQUITY |
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Liabilities |
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Debt |
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$ |
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$ |
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Accounts payable and accrued expenses |
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Due to hotel managers |
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Other liabilities |
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Operating lease liabilities |
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Total liabilities (variable interest entities - $ |
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- refer to Note 11 |
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Stockholders' Equity |
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Common stock, par value $ |
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Additional paid-in capital |
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Retained earnings (accumulated deficit) |
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Total stockholders' equity |
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Noncontrolling interests |
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Total equity |
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TOTAL LIABILITIES AND EQUITY |
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$ |
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$ |
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Refer to the notes to the unaudited condensed consolidated financial statements.
3
PARK HOTELS & RESORTS INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(unaudited, in millions, except per share data)
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Three Months Ended September 30, |
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Nine Months Ended September 30, |
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2022 |
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2021 |
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2022 |
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2021 |
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Revenues |
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Rooms |
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$ |
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$ |
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$ |
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$ |
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Food and beverage |
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Ancillary hotel |
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Other |
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Total revenues |
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Operating expenses |
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Rooms |
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Food and beverage |
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Other departmental and support |
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Other property-level |
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Management fees |
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Casualty and impairment loss, net |
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Depreciation and amortization |
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Corporate general and administrative |
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Other |
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Total expenses |
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Gain (loss) on sales of assets, net |
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Operating income (loss) |
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Interest income |
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Interest expense |
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Equity in earnings (losses) from investments in affiliates |
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Other gain (loss), net |
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Income (loss) before income taxes |
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Income tax benefit |
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Net income (loss) |
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Net income attributable to noncontrolling interests |
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Net income (loss) attributable to stockholders |
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$ |
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$ |
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$ |
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$ |
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Other comprehensive income, net of tax expense: |
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Change in fair value of interest rate swap, net of tax |
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Loss from interest rate swap reclassified into earnings |
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Total other comprehensive income |
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Comprehensive income (loss) |
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Comprehensive income attributable to noncontrolling interests |
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Comprehensive income (loss) attributable to stockholders |
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$ |
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$ |
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Earnings (loss) per share: |
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Earnings (loss) per share – Basic |
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$ |
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$ |
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Earnings (loss) per share – Diluted |
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$ |
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Weighted average shares outstanding – Basic |
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Weighted average shares outstanding – Diluted |
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Refer to the notes to the unaudited condensed consolidated financial statements.
4
PARK HOTELS & RESORTS INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited, in millions)
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Nine Months Ended |
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September 30, |
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2022 |
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2021 |
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Operating Activities: |
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Net income (loss) |
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$ |
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Adjustments to reconcile net income (loss) to net cash provided by (used in) operating |
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Depreciation and amortization |
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(Gain) loss on sales of assets, net |
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Casualty and impairment loss, net |
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Equity in (earnings) losses from investments in affiliates |
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Other (gain) loss, net |
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Share-based compensation expense |
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Amortization of deferred financing costs |
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Distributions from unconsolidated affiliates |
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Deferred income taxes |
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Changes in operating assets and liabilities |
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Net cash provided by (used in) operating activities |
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Investing Activities: |
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Capital expenditures for property and equipment |
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Proceeds from asset dispositions, net |
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Proceeds from the sale of investments in affiliates, net |
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Contributions to unconsolidated affiliates |
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Insurance proceeds for property damage claims |
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Net cash provided by investing activities |
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Financing Activities: |
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Repayments of credit facilities |
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Proceeds from issuance of Senior Secured Notes |
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Proceeds from issuance of mortgage debt |
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Repayments of mortgage debt |
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Debt issuance costs |
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Dividends paid |
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Distributions to noncontrolling interests, net |
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Tax withholdings on share-based compensation |
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Repurchase of common stock |
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Net cash used in financing activities |
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Net increase (decrease) in cash and cash equivalents and restricted cash |
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Cash and cash equivalents and restricted cash, beginning of period |
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Cash and cash equivalents and restricted cash, end of period |
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$ |
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$ |
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Supplemental Disclosures |
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Non-cash financing activities: |
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Dividends declared but unpaid |
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$ |
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$ |
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Refer to the notes to the unaudited condensed consolidated financial statements.
5
PARK HOTELS & RESORTS INC.
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY
(unaudited, in millions)
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(Accumulated |
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Additional |
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Deficit) |
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Non- |
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Common Stock |
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Paid-in |
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Retained |
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controlling |
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Shares |
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Amount |
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Capital |
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Earnings |
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Interests |
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Total |
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Balance as of December 31, 2021 |
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$ |
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$ |
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$ |
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$ |
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$ |
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Share-based compensation, net |
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— |
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— |
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— |
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— |
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Net loss |
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— |
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— |
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— |
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Dividends and dividend |
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— |
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— |
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— |
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( |
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— |
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