FRANCHISE DISCLOSURE DOCUMENT MARRIOTT INTERNATIONAL, INC. a Delaware corporation MIF, L.L.C. a Delaware limited liability company 10400 Fernwood Road Bethesda, Maryland 20817 (301) 380-3000 www.marriott.com SpringHill Suites 741326v6 (03/31/2014)
ITEM 19 FINANCIAL PERFORMANCE REPRESENTATIONS The FTC s Franchise Rule permits a franchisor to provide information about the actual or potential financial performance of its franchised and/or franchisor-owned or franchisor-managed hotels if there is a reasonable basis for the information, and if the information is included in the disclosure document. Financial performance information that differs from that included in this Item 19 may be given only if: (1) a franchisor provides the actual records of an existing hotel you are considering buying; or (2) a franchisor supplements the information provided in this Item 19, for example, by providing information about possible performance at a particular location or under particular circumstances. 1. Certain Metrics for Smith Travel Included Franchised Hotels As of December 31, 2013, there were 308 North American (U.S. and Canada) open and operating SpringHill Suites by Marriott hotels; of these, 279 were franchised. There were 252 North American franchised hotels for which Smith Travel Research, Inc. ( Smith Travel ) data was available and which, as of December 31, 2013, were open and operating as franchised SpringHill Suites hotels at least two years and, in the case of U.S. hotels, satisfied each of the following conditions (the Conditions ). They did not undergo at any time during the preceding two years: (1) a rooms renovation that resulted in five percent or more of the total number of available rooms at such hotel being taken out of service for the year in which the renovation occurred; (2) a public space renovation that resulted in revenue displacement during the year in which such renovation occurred of five percent or more of the annual available room nights at the average daily rate of the most recent year prior to the renovation during which the hotel satisfied each of the Conditions; and (3) an expansion that resulted in an increase in revenues of five percent or more of the annual available room nights (before the expansion) at the average daily rate of the most recent year prior to the expansion during which the hotel satisfied each of the Conditions. Such hotels are referred to as Smith Travel Included Franchised Hotels. A. Average Occupancy Rate Hotels achieved an average occupancy rate of 72.3%. The occupancy rate for the Smith Travel Included Franchised Hotels ranged from a high of 90.5% to a low of 53.1%. One hundred twenty-four of the Smith Travel Included Franchised Hotels (49%) achieved an average occupancy rate equal to or greater than 72.3%. The average occupancy rate is the total occupied rooms reported divided by total available rooms for the entire period. B. Average Daily Room Rate Hotels achieved an average daily room rate of $107.86. The average daily room rate for the Smith Travel Included Franchised Hotels ranged from a high of $174.39 to a low of $67.85. Ninety-one of the Smith Travel Included Franchised Hotels (36%) achieved an average daily room rate equal to or greater than $107.86. The average daily room rate is the gross room sales divided by total occupied rooms. C. Average RevPAR Hotels achieved an average revenue per available room ( RevPAR ) of $77.94. The RevPAR of the Smith Travel Included Franchised Hotels ranged from a high of $145.76 to a low of $39.35. Ninety-nine SpringHill Suites 741326v6 (03/31/2014) 2
of the Smith Travel Included Franchised Hotels (41%) achieved or exceeded the average RevPAR of $77.94. The average RevPAR is the gross room sales divided by total available rooms. D. RevPAR Index Hotels achieved an average RevPAR Index of 111.7%. The RevPAR Index of the Smith Travel Included Franchised Hotels ranged from a high of 243.5% to a low of 78.5%. One hundred twenty-four Smith Travel Included Franchised Hotels (49%) achieved an average RevPAR Index equal to or greater than 111.7%. RevPAR Index measures the fair share of the amount of available revenue a hotel (or hotel brand) receives relative to its competitive set (as defined by each hotel or brand) within a given market. 2. Certain Metrics for Smith Travel Included Generation 4.0 Franchised Hotels Generation 4.0 SpringHill Suites hotels reflect the most current new construction prototype, including design standards and FF&E. Fifty-four of the Smith Travel Included Franchised Hotels are Generation 4.0 SpringHill Suites hotels (the Smith Travel Included Generation 4.0 Franchised Hotels ). A. Average Occupancy Rate 4.0 Franchised Hotels achieved an average occupancy rate of 74.6%. The occupancy rate for the Smith Travel Included Generation 4.0 Franchised Hotels ranged from a high of 89.1% to a low of 57.4%. Thirty of the Smith Travel Included Generation 4.0 Franchised Hotels (56%) achieved an average occupancy rate equal to or greater than 74.6%. B. Average Daily Room Rate 4.0 Franchised Hotels achieved an average daily room rate of $112.56. The average daily room rate for the Smith Travel Included Generation 4.0 Franchised Hotels ranged from a high of $171.20 to a low of $81.18. Twenty-four of the Smith Travel Included Generation 4.0 Franchised Hotels (44%) achieved an average daily room rate equal to or greater than $112.56. C. Average RevPAR 4.0 Franchised Hotels achieved an average RevPAR of $83.93. The RevPAR of the Smith Travel Included Generation 4.0 Franchised Hotels ranged from a high of $140.46 to a low of $49.70. Twenty-six of the Smith Travel Included Generation 4.0 Franchised Hotels (48%) achieved or exceeded the average RevPAR of $83.93. D. RevPAR Index 4.0 Franchised Hotels achieved an average RevPAR Index of 113.8%. The RevPAR Index of the Smith Travel Included Generation 4.0 Franchised Hotels ranged from a high of 162.2% to a low of 93.7%. Twenty-five Smith Travel Included Generation 4.0 Franchised Hotels (46%) achieved an average RevPAR Index equal to or greater than 113.8%. 3. Reservations During 2013, Marriott Worldwide Reservations received 978,104 inquiries for SpringHill Suites hotels worldwide through our domestic and international reservations numbers ( Voice Reservations ), SpringHill Suites 741326v6 (03/31/2014) 3
which resulted in 887,402 gross room nights booked for SpringHill Suites hotels worldwide. In addition, 7,017,454 gross room nights worldwide were generated through Marriott.com, global distribution systems ( GDS ), and certain online travel agencies such as Orbitz, Travelocity, and Expedia ( OTAs ). The total number of gross room nights booked for all SpringHill Suites hotels worldwide through Voice Reservations, Marriott.com, GDS, and OTAs (collectively, the Marriott Channels ) was 7,904,856, all of which were booked for North American (U.S. and Canada) SpringHill Suites hotels. There were 252 North American franchised SpringHill Suites hotels that, as of December 31, 2013, were open and operating as franchised SpringHill Suites hotels at least two years and, in the case of U.S. hotels, satisfied each of the Conditions (the North American Included Franchised Hotels ). During 2013, the average number of gross room nights booked through the Marriott Channels for North American Included Franchised Hotels was 24,458 gross room nights per hotel. One hundred twelve of the North American Included Franchised Hotels (44.4%) had more than 24,458 gross room nights booked through the Marriott Channels. As a percentage of gross room nights per hotel, the percentage booked through the Marriott Channels for North American Included Franchised Hotels in 2013 ranged from 12.1% to 84.5%, and the average percentage was 62.2%. One hundred thirty-three of the North American Included Franchised Hotels (52.8%) had at least 62.2% of their gross room nights booked through the Marriott Channels. Of the North American Included Franchised Hotels, 54 are Generation 4.0 SpringHill Suites hotels (the Generation 4.0 North American Included Franchised Hotels ). During 2013, the average number of gross room nights booked through the Marriott Channels for Generation 4.0 North American Included Franchised Hotels was 25,499 gross room nights per hotel. Twenty-seven of the Generation 4.0 North American Included Franchised Hotels (50.0%) had more than 25,499 gross room nights booked through the Marriott Channels. As a percentage of gross room nights per hotel, the percentage booked through the Marriott Channels for Generation 4.0 North American Included Franchised Hotels in 2013 ranged from 41.3% to 81.6%, and the average percentage was 60.6%. Twenty-seven of the Generation 4.0 North American Included Franchised Hotels (50.0%) had at least 60.6% of their gross room nights booked through the Marriott Channels. 4. Marriott Rewards All references to Marriott Rewards include both The Ritz-Carlton Rewards and the Marriott Rewards programs. Marriott Rewards has approximately 45 million members worldwide, and over 3,700 hotels and resorts in 71 countries participate in Marriott Rewards. For the one-year period ended December 31, 2013, hotel guests at North American Included Franchised Hotels who were members of Marriott Rewards generated Marriott Rewards eligible revenue that was approximately 58% of the total room night revenue at such hotels, with an average daily spend of $116. The total of all Marriott Rewards room nights for such North American Included Franchised Hotels was approximately 4,061,000, generating approximately $469,124,000 in room revenue, not including taxes and tips. For such North American Included Franchised Hotels, Marriott Rewards members paid for an average of 16,100 room nights. These Marriott Rewards hotel room nights ranged from 5,000 to 46,100 and 120 North American Included Franchised Hotels (48%) achieved or exceeded the average of 16,100 paid Marriott Rewards room nights. For the one-year period ended December 31, 2013, hotel guests at Generation 4.0 North American Included Franchised Hotels who were members of Marriott Rewards generated Marriott Rewards eligible revenue that was approximately 59% of the total room night revenue at such hotels, with an average daily spend of $120. The total of all Marriott Rewards room nights for such Generation 4.0 North American Included Franchised Hotels was approximately 962,000, generating approximately $115,077,000 in room revenue, not including taxes and tips. For such Generation 4.0 North American Included Franchised Hotels, Marriott Rewards members paid for an average of 17,800 room nights. These Marriott Rewards hotel room nights ranged from 9,500 to 27,900 and 29 Generation 4.0 North SpringHill Suites 741326v6 (03/31/2014) 4
American Included Franchised Hotels (54%) achieved or exceeded the average of 17,800 paid Marriott Rewards room nights. 5. Bases and Assumptions Smith Travel, an independent research firm servicing the travel industry, compiles occupancy rate, average daily room rate, RevPAR, RevPAR Index, and other relevant information concerning the lodging industry and is used by substantially all of the major lodging companies for tracking this data. The information in this Item 19 used in calculating average occupancy rate, average daily room rate, average RevPAR, and RevPAR Index was compiled and reported by Smith Travel, and such information has not been audited or otherwise confirmed by us. The data in this Item 19 regarding reservations and Marriott Rewards was not provided by Smith Travel, but instead was drawn from Marriott s internal databases. Because of Smith Travel s minimum competitive set reporting requirements, some hotels that are North American Included Franchised Hotels and are reflected in Marriott s internal databases may not be included in the Smith Travel data and, as a result, would not be Smith Travel Included Franchised Hotels. These statements relate to historical performance of franchised North American SpringHill Suites hotels that satisfy certain criteria as detailed above and are not guarantees of future performance. The figures above were based on hotels with at least two years of operating results. Hotels typically achieve lower results in their first year of operation. We do not claim or expect that you can or will expect to achieve the same average occupancy rate, average daily room rate, average RevPAR, RevPAR Index, reservations, or Marriott Rewards room nights, as these figures will vary from hotel to hotel and will depend upon many variables and factors, including size, location, seasonality, competition, general economic conditions, the length of time your hotel has been open or affiliated with us, the condition and attractiveness of the hotel, the perception of your hotel by customers utilizing our distribution channels, the reputation for quality of service at the hotel, how effectively you participate in our programs and market your affiliation with us, and the efficiency with which you operate your hotel. Operating results are subject to numerous risks and uncertainties, including economic conditions, public reaction to terrorist attacks and political unrest, supply and demand changes for hotel rooms, competitive conditions in the hospitality industry, relationships with customers and property owners, and the availability of capital. YOUR RESULTS ARE LIKELY TO DIFFER SUBSTANTIALLY FROM THE DATA AND RESULTS INDICATED ABOVE AND THERE IS NO ASSURANCE YOU WILL DO AS WELL. IF YOU RELY UPON THE DATA AND RESULTS ABOVE, YOU MUST ACCEPT THE RISK OF NOT DOING AS WELL. We will provide you with written substantiation of the data used in preparing this Item 19 upon your reasonable request. The information described above that was provided to us by third parties has not been audited or otherwise verified by us. We are under no obligation to disclose specific information for a particular hotel in the system. Other than the preceding financial performance representation, we do not make any financial performance representations. We also do not authorize our employees or representatives to make any such representations either orally or in writing. If you are purchasing an existing outlet, however, we may provide you with the actual records of that outlet. If you receive any other financial performance information or projections of your future income, you should report it to the franchisor s management by contacting Eric Jacobs, 10400 Fernwood Road, Bethesda, MD, 20817 (301) 380-3488, the Federal Trade Commission, and the appropriate state regulatory agencies. SpringHill Suites 741326v6 (03/31/2014) 5