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EX-99.3 - EX-99.3 - Carey Watermark Investors Inca12-21046_2ex99d3.htm
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Exhibit 99.2

 

Lake Arrowhead Resort and Spa

 

Financial Report

(Reviewed)

June 30, 2012 and 2011

 



 

Contents

 

 Independent Accountant’s Review Report

1  

 

 

 Financial Statements

 

 

 

Combined balance sheets

2  

 

 

Combined statements of operations

3  

 

 

Combined statements of net parent company investment

4  

 

 

Combined statements of cash flows

5  

 

 

Notes to combined financial statements

6 – 11  

 

 

 



 

Independent Accountant’s Review Report

 

 

 

To the Owner

Lake Arrowhead Resort and Spa

 

 

We have reviewed the accompanying carve-out combined balance sheets of Lake Arrowhead Resort and Spa (the Hotel), a business acquired from Fulton Village Green Investors, LLC as of June 30, 2012 and 2011, and the related carve-out combined statements of operations, net parent company investment and cash flows for the six month periods then ended.  A review includes primarily applying analytical procedures to management’s financial data and making inquiries of company management.  A review is substantially less in scope than an audit, the objective of which is the expression of an opinion regarding the carve-out combined financial statements as a whole.  Accordingly, we do not express such an opinion.

 

Management is responsible for the preparation and fair presentation of the financial statements in accordance with accounting principles generally accepted in the United States of America and for designing, implementing, and maintaining internal control relevant to the preparation and fair presentation of the combined financial statements.

 

Our responsibility is to conduct the review in accordance with Statements on Standards for Accounting and Review Services issued by the American Institute of Certified Public Accountants. Those standards require us to perform procedures to obtain limited assurance that there are no material modifications that should be made to the financial statements.  We believe that the results of our procedures provide a reasonable basis for our report.

 

Based on our review, we are not aware of any material modifications that should be made to the accompanying carve-out combined financial statements in order for them to be in conformity with accounting principles generally accepted in the United States of America.

 

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board, the carve-out combined balance sheet of Lake Arrowhead Resort and Spa as of December 31, 2011, and the related carve-out combined statements of income, changes in owner’s deficit and cash flows for the year then ended not presented herein; and in our report dated September 18, 2012, we expressed an unqualified opinion on those carve-out combined financial statements and included an explanatory paragraph concerning matters that raise substantial doubt about the Hotel’s ability to continue as a going concern.

 

 

 

 

/s/ McGladrey LLP

Chicago, Illinois

September 18, 2012

 

 

1



 

Lake Arrowhead Resort and Spa

 

Combined Balance Sheets

 

June 30, 2012 and 2011

 

See Independent Accountant’s Review Report

 

 

 

2012

 

2011

 

Assets

 

 

 

 

 

Current assets

 

 

 

 

 

Cash and cash equivalents

 

$

1,296,148

 

$

375,131

 

Accounts receivable

 

198,540

 

387,130

 

Inventories

 

137,493

 

120,484

 

Prepaid expenses

 

120,774

 

151,954

 

Total current assets

 

1,752,955

 

1,034,699

 

 

 

 

 

 

 

Investment in hotel operating property, net

 

16,957,593

 

17,734,459

 

 

 

 

 

 

 

Restricted cash

 

23,117

 

-  

 

Intangible assets

 

41,000

 

41,000

 

Other assets

 

68,015

 

126,370

 

 

 

 

 

 

 

 

 

$

18,842,680

 

$

18,936,528

 

 

 

 

 

 

 

Liabilities and Net Parent Company Investment

 

 

 

 

 

Current liabilities

 

 

 

 

 

Accounts payable

 

$

693,425

 

$

891,881

 

Due to former manager

 

310,056

 

310,056

 

Advances from bank

 

936,132

 

936,132

 

Deferred revenues

 

776,554

 

677,810

 

Other accrued liabilities

 

387,459

 

606,644

 

Accrued interest

 

4,858,918

 

1,902,227

 

Note payable to bank

 

29,418,836

 

29,418,836

 

Total current liabilities

 

37,381,380

 

34,743,586

 

 

 

 

 

 

 

Net parent company investment

 

(18,538,700

)

(15,807,058

)

 

 

 

 

 

 

 

 

$

18,842,680

 

$

18,936,528

 

 

 

See Notes to Combined Financial Statements.

 

2



 

Lake Arrowhead Resort and Spa

 

Combined Statements of Operations

 

Six Month Periods Ended June 30, 2012 and 2011

 

See Independent Accountant’s Review Report

 

 

 

2012

 

2011

 

Revenue:

 

 

 

 

 

Rooms

 

$

1,744,341

 

$

1,820,443

 

Food and beverage

 

1,529,216

 

1,743,662

 

Other operating departments

 

814,294

 

751,909

 

 

 

4,087,851

 

4,316,014

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

Rooms

 

562,923

 

619,820

 

Food and beverage

 

1,383,230

 

1,517,638

 

Other operating departments

 

357,666

 

448,282

 

General and administrative

 

985,260

 

918,227

 

Utilities

 

254,010

 

189,320

 

Repairs and maintenance

 

280,038

 

292,875

 

Sales and marketing

 

434,652

 

304,022

 

Management fees

 

104,136

 

63,089

 

Property taxes and insurance

 

242,504

 

198,184

 

Depreciation and amortization

 

466,582

 

465,541

 

 

 

5,071,001

 

5,016,998

 

 

 

 

 

 

 

Loss from operations

 

(983,150

)

(700,984

)

 

 

 

 

 

 

Other expense:

 

 

 

 

 

Interest expense

 

1,468,895

 

1,208,510

 

 

 

 

 

 

 

Net loss

 

$

(2,452,045

)

$

(1,909,494

)

 

 

See Notes to Combined Financial Statements.

 

3



 

Lake Arrowhead Resort and Spa

 

Combined Statements of Net Parent Company Investment

 

Six Month Periods Ended June 30, 2012 and 2011

 

See Independent Accountant’s Review Report

 

 

 

2012

 

2011

 

 

 

 

 

 

 

Balance, as of January 1

 

$

(16,327,505

)

$

(14,071,237

)

 

 

 

 

 

 

Transfers from owner

 

240,850

 

173,673

 

 

 

 

 

 

 

Net loss

 

(2,452,045

)

(1,909,494

)

 

 

 

 

 

 

Balance, as of June 30

 

$

(18,538,700

)

$

(15,807,058

)

 

 

See Notes to Combined Financial Statements.

 

4



 

Lake Arrowhead Resort and Spa

 

Combined Statements of Cash Flows

Six Month Periods Ended June 30, 2012 and 2011

See Independent Accountant’s Review Report

 

 

 

2012

 

2011

 

Cash Flows from Operating Activities

 

 

 

 

 

Net loss

 

  $

(2,452,045

)

$

(1,909,494

)

Adjustments to reconcile net loss to net cash used in operating activities:

 

 

 

 

 

Depreciation and amortization

 

466,582

 

465,541

 

Changes in operating assets and liabilities:

 

 

 

 

 

Accounts receivable

 

(33,758

)

(257,050

)

Other receivables

 

1,207

 

30,000

 

Inventories

 

(2,950

)

(3,071

)

Prepaid expenses

 

105,093

 

(93,329

)

Other assets

 

58,355

 

(100,855

)

Accounts payable

 

(102,230

)

255,950

 

Due to former manager

 

-

 

(25,000

)

Deferred revenues

 

297,444

 

250,253

 

Other accrued liabilities

 

(112,791

)

(42,892

)

Accrued interest

 

1,468,905

 

1,110,410

 

Net cash used in operating activities

 

(306,188

)

(319,537

)

 

 

 

 

 

 

Cash Flows from Investing Activities

 

 

 

 

 

Additions to hotel operating property

 

(78,000

)

-

 

Change in restricted cash

 

76,883

 

-

 

Net cash used in investing activities

 

(1,117

)

-

 

 

 

 

 

 

 

Cash Flows from Financing Activities

 

 

 

 

 

Advances from bank

 

-

 

308,971

 

Transfers from owner

 

240,850

 

173,673

 

Cash provided by financing activities

 

240,850

 

482,644

 

 

 

 

 

 

 

Net change in cash and cash equivalents

 

(66,455

)

163,107

 

 

 

 

 

 

 

Cash and cash equivalents:

 

 

 

 

 

Beginning of period

 

1,362,603

 

212,024

 

 

 

 

 

 

 

End of period

 

  $

1,296,148

 

$

375,131

 

 

 

 

 

 

 

Supplemental Disclosure of Cash Flow Information

 

 

 

 

 

Cash paid for interest

 

  $

-

 

$

98,100

 

 

See Notes to Combined Financial Statements.

 

5



 

Lake Arrowhead Resort and Spa

 

Notes to Combined Financial Statements

See Independent Accountant’s Review Report

 

Note 1.                             Description of Organization and Operations

 

Lake Arrowhead Resort and Spa (LAR), is a property owned by Fulton Village Green Investors, LLC (the Owner), a California limited liability company.  The Owner purchased LAR in September 2005 for a purchase price of approximately $15 million (exclusive of prorations and closing costs).  LAR, located in Lake Arrowhead, California, has 173 rooms and suites, full service spa and fitness center, conference space, restaurant, a lounge/bar, gift shop and an outdoor pool and spa.

 

LAR Liquor, LLC (LAR Liquor), a California limited liability company, is owned by the managing members of the Owner and holds the liquor license for the sale of alcoholic beverages at the Hotel.  LAR and LAR Liquor are collectively referred to as the “Hotel.”

 

On July 9, 2012, the Owner entered into a contribution agreement with CWI Lake Arrowhead Resort, LLC (CWI) to contribute and assign all property and equipment and certain working capital held by the Hotel to CWI-Pacific Lake Arrowhead Resort, LLC (CWI-Pacific) in exchange for a 2.65 percent membership interest in CWI-Pacific (see Note 8).  These combined financial statements have been prepared in connection with this transaction and present the carve-out historical combined financial position, results of operations and cash flows of the Hotel as if it operated on a stand-alone basis subject to the Owner’s control.

 

Note 2.                             Summary of Significant Accounting Policies

 

Basis of presentation:  The accompanying combined financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP). The combined financial statements include the accounts of LAR and LAR Liquor and have been prepared on a combined basis.  All significant intercompany accounts and transactions have been eliminated in combination.  The combined financial statements only include the assets and liabilities that are specifically attributable to the Hotel and may not necessarily reflect the Hotel’s combined results of operations, financial position and cash flows in the future or what its results on operations, financial position and cash flows would have been had the Hotel been a stand-alone entity or as an entity independent of the Owner during the periods presented.

 

The net parent company investment of the Hotel is primarily composed of (i) the initial investment to establish the net assets; (ii) the accumulated net earnings or losses; (iii) net cash transfers to or from the Owner, including those related to cash management functions performed by the Owner; and (iv) non-cash changes in financing arrangements, including the conversion of certain related-party liabilities into Owner’s net investment.

 

Cash and cash equivalents:  The Hotel considers all highly liquid investments with an original maturity of three months or less, at the time of purchase, to be cash equivalents.  Financial instruments that potentially subject the Hotel to significant concentrations of credit risk consist principally of cash deposited with financial institutions in excess of amounts insured by the Federal Deposit Insurance Corporation. The Hotel believes it places cash balances with quality financial institutions, which limits its credit risk.

 

Restricted cash:  Restricted cash represents deposits with the lender to be used for legal fees incurred in connection with the loan modification (see Note 5).  The lender holds a security interest in these restricted funds and expenditures are subject to the lender’s supervision and approval.

 

Accounts receivable:  Accounts receivable are comprised of (a) amounts billed but uncollected for room rental and food and beverage sales and (b) amounts earned but unbilled for the aforementioned services until guests check out of the hotel.

 

6



 

Lake Arrowhead Resort and Spa

 

Notes to Combined Financial Statements

See Independent Accountant’s Review Report

 

Note 2.                             Summary of Significant Accounting Policies (Continued)

 

The allowance for doubtful accounts is determined by management based on the Hotel’s historical losses, specific customer circumstances, and general economic conditions.  Periodically, management reviews accounts receivable and records an allowance for specific customers based on current circumstances and charges off the receivable against the allowance when all attempts to collect the receivable have failed.  As of June 30, 2012 and 2011, no allowance for doubtful accounts was recorded as management believes that all receivables were collectible.

 

Inventories:  Inventories consist of food, beverage and supplies and are stated at the lower of cost or market.

 

Investment in hotel operating property:  Property and equipment is stated at cost less accumulated depreciation and includes land, building and improvements, site improvements and furniture, fixtures and equipment.  Expenditures for maintenance and repairs are charged to expense as incurred, and major additions and improvements are capitalized.

 

The asset groups below are depreciated using the straight-line method over the following estimated useful lives:

 

Building and improvements

 

37 years

 

Site improvements

 

19 years

 

Furniture, fixtures and equipment

 

9 years

 

 

The Hotel capitalizes the initial purchase of the base stock of china, glassware, silverware, linen and uniforms and depreciates such costs over the estimated life of 5 years using the straight-line method.  Subsequent replacement purchases are expensed when placed in service.

 

The Hotel capitalizes direct construction and development costs, including predevelopment costs, interest, property taxes, insurance and other costs directly related and essential to the acquisition, development or construction of the Hotel.  Construction and development costs are capitalized while substantive activities are ongoing to prepare an asset for its intended use.  All significant construction and development projects have been completed prior to 2010.

 

Impairment of long-lived assets:  The carrying values of long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the individual investments may not be recoverable. An impairment charge may be recognized when estimated future cash flows (undiscounted and without interest charges) are less than the carrying amount of the investments. The estimation of future cash flows is inherently uncertain and relies to a considerable extent on assumptions regarding current and future economics and market conditions and the availability of capital.

 

If, in future periods, there are changes in the estimates or assumptions incorporated into the impairment review analysis, the changes could result in an adjustment to the carrying amount of the Hotel’s long-lived assets.  To the extent that impairment has occurred, the excess of the carrying amount of the long-lived assets over its estimated fair value will be recognized as an impairment loss.  Management evaluated its investment in hotel operating property and does not believe there is an impairment at June 30, 2012 and 2011.

 

7



 

Lake Arrowhead Resort and Spa

 

Notes to Combined Financial Statements

See Independent Accountant’s Review Report

 

 

Note 2.                             Summary of Significant Accounting Policies (Continued)

 

The Hotel accounts for long-lived assets that are held for sale at the lower of the assets’ fair value less costs to sell or the assets’ carrying amount.  Depreciation also ceases at the time the assets are classified as held for sale.  Assets and liabilities classified as held for sale would be presented separately in the appropriate asset and liability section of the consolidated balance sheet.

 

Intangible asset:  Hotel intangibles consisted of a liquor license in the amount of $41,000 as of June 30, 2012 and 2011.  The license has not been amortized as it is an indefinite lived asset and is reviewed annually for impairment.  In addition to the annual review, impairment of the intangible asset is assessed whenever events or changes in circumstances indicate that the carrying value may be greater than the fair value. Factors that could trigger an interim impairment review include, but are not limited to, significant underperformance relative to historical or projected future operating results and significant negative industry or economic trends.

 

Deferred revenues:  The Hotel defers revenue on advanced deposits received for group reservations, weddings and other events. The Hotel recognizes revenue on such deposits when occupancy or the event occurs, or when an advance deposit is forfeited.  Advance deposits also include deposits made by the Hotel’s spa members.  The Hotel recognizes revenue on such deposits when applied to the last month’s fee receivable upon membership termination.  The amount of deferred revenue on advanced deposits at June 30, 2012 and 2011 was $579,965 and $541,489, respectively.

 

The Hotel defers revenue for gift cards purchased. The amount of deferred revenue related to gift cards at June 30, 2012 and 2011 was $196,589 and $136,321, respectively. The Hotel recognizes revenue for the services or goods when the gift card is used.

 

Income taxes:  No provision for federal income taxes has been made as the liability for such taxes is that of the Owner, rather than the Hotel.  The Hotel is subject to the statutory requirements of the states in which it conducts business.  The Hotel identifies tax positions taken or expected to be taken in the course of preparing the Hotel’s tax returns to determine whether the tax positions are more-likely-than-not of being sustained when challenged or when examined by the applicable taxing authority.  As of June 30, 2012 and 2011, management has determined that there are no material uncertain tax positions.

 

Revenue recognition:  The Hotel recognizes room rental, food and beverage and other revenues upon providing the related services. Sales and occupancy taxes collected from customers submitted to taxing authorities are not recorded in revenue.

 

Advertising costs:  Advertising costs are expensed as incurred.  Advertising expenses for the six month periods ended June 30, 2012 and 2011 amounted to $36,810 and $25,594, respectively, are included in sales and marketing expense in the accompanying combined statements of operations.

 

Use of estimates:  The preparation of combined financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and assumptions.

 

8



 

Lake Arrowhead Resort and Spa

 

Notes to Combined Financial Statements

See Independent Accountant’s Review Report

 

 

Note 3.                             Investment in Hotel Operating Property

 

Investment in hotel operating property consisted of the following at June 30:

 

 

 

2012

 

2011

 

 

 

 

 

 

 

Land

 

$

2,676,594

 

$

2,676,594

 

Building and improvements

 

15,759,741

 

15,604,491

 

Site improvements

 

635,107

 

635,107

 

Furniture, fixtures and equipment

 

5,249,314

 

5,249,314

 

China, glassware, silverware, linen and uniform

 

328,472

 

328,472

 

 

 

24,649,228

 

24,493,978

 

Less accumulated depreciation

 

(7,691,635

)

(6,759,519

)

 

 

 

 

 

 

 

 

$

16,957,593

 

$

17,734,459

 

 

Depreciation expense for the six month periods ended June 30, 2012 and 2011 was $466,582 and $465,541, respectively.

 

 

Note 4.                             Advances from Bank

 

The bank to which the Hotel holds a note payable advanced funds for property taxes and payroll.  Total advances payable to the bank as of June 30, 2012 and 2011 amounted to $936,132 and did not incur interest.

 

 

Note 5.                             Note Payable

 

On May 17, 2006, the Hotel entered into a loan agreement with a bank in the amount of $24,480,500.  Under the original terms of the loan, the Hotel was obligated to make interest only payments, at a variable rate of prime plus 0.75 percent per annum or 7.0 percent whichever was higher, until May 2008 when the entire principal balance and unpaid interest were due to the lender.  In the event of default, the interest rate was to increase to prime plus 3.75 percent.

 

Both managing members of the Owner were guarantors of the loan. The term loan was secured by the Hotel’s property and equipment as well as an assignment of rights to all other assets and income of the Hotel.

 

In December 2006, the loan was modified to increase the principal balance to $29,430,000.  In March 2008, the maturity date of the loan was extended until May 1, 2010, with all other terms remaining constant.  In July  2009, the loan agreement was amended to add the Cologna Family Trust and the Peter C. Hollingshead Trust as additional loan guarantors, extend the maturity date of the loan to July 1, 2012 and change the interest rate to a fixed rate of 2 percent through June 2010, 4 percent through June 2011 and 6 percent through June 2012.

 

9



 

Lake Arrowhead Resort and Spa

 

Notes to Combined Financial Statements

See Independent Accountant’s Review Report

 

 

Note 5.                             Note Payable (Continued)

 

In August 2010, the loan went into default and the Hotel and guarantors entered into a pre-negotiation agreement on November 18, 2010.   On January 19, 2011, the bank filed a receivership action.  On March 18, 2011, a receiver took control of the property and engaged LARC Associates, LLC to manage the Hotel (see Note 6). On July 9, 2012, the loan was assumed by CWI-Pacific and was modified concurrently with the assumption (see Note 8). As part of the modification, CWI-Pacific paid $2,000,000 as a principal reduction payment and paid a reimbursement to the lender for property taxes paid by the lender on the Hotel’s behalf along with other fees.  The modification also allows a discounted pay-off if paid prior to the maturity date of July 1, 2015, provided a 60-day advance notice is given with no default.

 

The Hotel has suffered recurring losses from operations and the Hotel is currently in receivership.  This raises substantial doubt about the Hotel’s ability to continue as a going concern.  Management’s plan in regard to these matters was to sell a portion of their interest in the Hotel to a third party (see Note 8).  The combined financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 

At June 30, 2012 and 2011, the principal balance outstanding amounted to $29,418,836. At June 30, 2012 and 2011, accrued interest and late fees amounted to $4,858,918 and $1,902,227, respectively.  Total interest and late fees incurred on the note payable for the six month periods ended June 30, 2012 and 2011 amounted to $1,468,895 and $1,208,510, respectively.  All interest and late fees payable have not been paid and were included in the subsequent loan modification as discussed in Note 8.

 

 

Note 6.                             Management Agreements

 

Gemstone Resorts International, LLC

 

On September 30, 2005, the Hotel entered into a property management agreement with Gemstone Resorts International, LLC (Gemstone) for a term of seven years.

 

Under the terms of the management agreement the Hotel was to pay Gemstone 3 percent of Gross Revenues (as defined) for the services rendered to the Hotel and a $2,500 per month accounting service fee.  In addition, the Hotel was to pay an incentive fee equal the sum of (a) 5 percent of all net operating income, as defined in the agreement, in excess of $3,000,000 but less than $3,500,000 (b) 10 percent of all net operating income in excess of $3,500,000 but less than $4,000,000 and (c) 15 percent of all net operating income in excess of $4,000,000.

 

During May 2009, the Hotel terminated their management agreement with Gemstone.  Under the terms of the management agreement, the agreement could be terminated two years after commencement.  However, if terminated early and without merit, as specified in the agreement, the Hotel would be obligated to pay termination fees based on certain facts and circumstances.  During 2009, the Hotel recognized an obligation of $310,056 for such termination fees.  Total unpaid termination fees as of June 30, 2012 and 2011 amounted to $310,056. The liability was assumed by the Owner in connection with the contribution agreement (see Note 8).

 

During the period from the termination of the Gemstone agreement through March 18, 2011, the Hotel did not incur any management fees as the Hotel was managed by Pacific Capital Investments, an affiliate of the Owner.

 

10



 

Lake Arrowhead Resort and Spa

 

Notes to Combined Financial Statements

See Independent Accountant’s Review Report

 

 

Note 6.                             Management Agreements (Continued)

 

LARC Associates, LLC

 

As part of the receivership action on March 18, 2011 (see Note 5), LARC Associates, LLC (LARC) was engaged to manage the operations of the Hotel.  Under the terms of the management agreement, the Hotel was to pay LARC 2.5 percent of Gross Revenues (as defined) for the services rendered to the Hotel.  Total management fees incurred during the six month periods ended June 30, 2012 and 2011 amounted to $104,136 and $63,089, respectively, and have been included in management fees in the accompanying combined statements of operations.

 

 

Note 7.                             Commitments and Contingencies

 

Accounts Payable

 

As of June 30 2012 and 2011, total payables over 180 days remaining unpaid amounted to $647,547 and are included in accounts payable in the accompanying combined balance sheets.  Management intends to negotiate a debt forgiveness from these vendors, however, is unable to determine the amount at which settlement will be made for such payables.  The liabilities were assumed by the Owner in connection with the contribution agreement (see Note 8).

 

 

Litigation

 

During 2008, a former contractor of the Hotel sued the Owner claiming damages for unpaid change orders related to renovations of the Hotel. The Owner filed a cross claim for relief due to construction defects. The claims were sent to arbitration in December 2011 and in June 2012, an interim arbitration award was made.

 

The arbitrator awarded $725,000 to the contractor for unpaid change orders and $1,696,335 to the Owner for compensatory damages.  All net recoveries arising from these claims will be recorded as income in the period realized.  As of June 30, 2012 and 2011, no accrual or receivable was recorded in the accompanying combined balance sheets and no payments have been made as of the date of the financial statements.

 

In the normal course of business, the Hotel is subject to certain claims and litigation, including unasserted claims. The Hotel’s management and its counsel are of the opinion that, based on information presently available, such legal matters will not have a material adverse effect on the financial position, results of operations or cash flows of the Hotel.

 

 

Note 8.                             Subsequent Events

 

On July 9, 2012, the Owner entered into a contribution agreement with CWI Lake Arrowhead Resort, LLC (CWI) to contribute and assign all property and equipment and certain working capital held by the Hotel, subject to the restructured loan with OneWest Bank, to CWI-Pacific in exchange for a 2.65 percent membership interest in CWI-Pacific.  In addition, the Owner contributed $227,410 to CWI-Pacific with CWI contributing $8,345,305 plus certain other costs of the Owner.

 

 

The Hotel has evaluated subsequent events for potential recognition and/or disclosures on the combined financial statements through September 18, 2012, the date the combined financial statements were available to be issued.

 

11