UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 8, 2003
MARRIOTT INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
| Delaware (State of incorporation) |
1-13881 (Commission File No.) |
52-2055918 (IRS Employer Identification No.) |
10400 Fernwood Road, Bethesda, Maryland 20817
(Address of principal executive offices, including Zip Code)
Registrant’s telephone number, including area code: (301) 380-3000
ITEM 9. REGULATION FD DISCLOSURE
This information, furnished under this “Item 9. Regulation FD Disclosure,” is intended to be furnished under “Item 12. Disclosure of Results of Operations and Financial Condition” in accordance with SEC Release No. 33-8216.
Marriott International, Inc. (the Company) published its fourth quarter and full year 2002 results in a financial statement format which provided detail not included in previously issued reports. The Company today is furnishing its Consolidated Statement of Income by Quarter for the Fiscal Year Ended January 3, 2003 in this new format to provide comparable detail for the first three quarters of 2002. This new format does not result in any changes to the Company’s reported total revenues, expenses, or earnings in any quarter, other than the changes necessary to reflect the Senior Living Services and Distribution Services businesses as discontinued operations. A copy of the Consolidated Statement of Income by Quarter for the Fiscal Year Ended January 3, 2003 is attached as Exhibit 99 and incorporated by reference.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MARRIOTT INTERNATIONAL, INC. | ||||||||
| Date: |
April 8, 2003 |
By: |
/s/ MICHAEL J. GREEN | |||||
| Michael J. Green | ||||||||
EXHIBIT INDEX
| Exhibit No. |
Description | |
| Exhibit 99 |
Marriott International, Inc. Consolidated Statement of Income by Quarter for the Fiscal Year Ended January 3, 2003. |
EXHIBIT 99
Page 1
MARRIOTT INTERNATIONAL, INC.
CONSOLIDATED STATEMENT OF INCOME BY QUARTER
Fiscal Year Ended January 3, 2003
($ in millions, except per share amounts)
| First Quarter 2, 3 |
Second Quarter 2, 3 |
Third Quarter 2, 3 |
Fourth Quarter 2, 3 |
Fiscal Year 2002 1, 3 |
||||||||||||||||
| SALES |
||||||||||||||||||||
| Lodging |
||||||||||||||||||||
| Base management fees |
$ |
85 |
|
$ |
91 |
|
$ |
82 |
|
$ |
121 |
|
$ |
379 |
| |||||
| Franchise fees |
|
51 |
|
|
54 |
|
|
55 |
|
|
72 |
|
|
232 |
| |||||
| Incentive management fees |
|
32 |
|
|
52 |
|
|
25 |
|
|
53 |
|
|
162 |
| |||||
| Owned and leased properties |
|
93 |
|
|
96 |
|
|
84 |
|
|
110 |
|
|
383 |
| |||||
| Other revenue 5 |
|
280 |
|
|
345 |
|
|
341 |
|
|
387 |
|
|
1,353 |
| |||||
| Cost reimbursements 6 |
|
1,262 |
|
|
1,343 |
|
|
1,282 |
|
|
1,852 |
|
|
5,739 |
| |||||
| Synthetic Fuel |
|
5 |
|
|
53 |
|
|
55 |
|
|
80 |
|
|
193 |
| |||||
|
|
1,808 |
|
|
2,034 |
|
|
1,924 |
|
|
2,675 |
|
|
8,441 |
| ||||||
| OPERATING COSTS AND EXPENSES |
||||||||||||||||||||
| Lodging |
||||||||||||||||||||
| Owned and leased—direct 7 |
|
91 |
|
|
89 |
|
|
86 |
|
|
118 |
|
|
384 |
| |||||
| Other lodging—direct 8 |
|
240 |
|
|
287 |
|
|
286 |
|
|
372 |
|
|
1,185 |
| |||||
| Reimbursed costs 6 |
|
1,262 |
|
|
1,343 |
|
|
1,282 |
|
|
1,852 |
|
|
5,739 |
| |||||
| Administrative and other 9 |
|
57 |
|
|
70 |
|
|
55 |
|
|
51 |
|
|
233 |
| |||||
| Synthetic Fuel |
|
11 |
|
|
96 |
|
|
87 |
|
|
133 |
|
|
327 |
| |||||
|
|
1,661 |
|
|
1,885 |
|
|
1,796 |
|
|
2,526 |
|
|
7,868 |
| ||||||
|
|
147 |
|
|
149 |
|
|
128 |
|
|
149 |
|
|
573 |
| ||||||
| Corporate expenses |
|
(29 |
) |
|
(23 |
) |
|
(25 |
) |
|
(49 |
) |
|
(126 |
) | |||||
| Interest expense |
|
(19 |
) |
|
(21 |
) |
|
(19 |
) |
|
(27 |
) |
|
(86 |
) | |||||
| Interest income |
|
19 |
|
|
28 |
|
|
28 |
|
|
47 |
|
|
122 |
| |||||
| Provision for loan losses |
|
— |
|
|
— |
|
|
— |
|
|
(12 |
) |
|
(12 |
) | |||||
| INCOME FROM CONTINUING OPERATIONS, BEFORE INCOME TAXES |
|
118 |
|
|
133 |
|
|
112 |
|
|
108 |
|
|
471 |
| |||||
| (Provision)/benefit for income taxes |
|
(36 |
) |
|
(6 |
) |
|
2 |
|
|
8 |
|
|
(32 |
) | |||||
| INCOME FROM CONTINUING OPERATIONS |
|
82 |
|
|
127 |
|
|
114 |
|
|
116 |
|
|
439 |
| |||||
| Discontinued operations |
||||||||||||||||||||
| Income from Senior Living Services, net of tax |
|
4 |
|
|
3 |
|
|
10 |
|
|
6 |
|
|
23 |
| |||||
| Loss on disposal of Senior Living Services, net of tax |
|
— |
|
|
— |
|
|
— |
|
|
(131 |
) |
|
(131 |
) | |||||
| Loss from Distribution Services, net of tax |
|
(4 |
) |
|
(1 |
) |
|
(2 |
) |
|
(7 |
) |
|
(14 |
) | |||||
| Exit costs—Distribution Services, net of tax |
|
— |
|
|
— |
|
|
(19 |
) |
|
(21 |
) |
|
(40 |
) | |||||
| NET INCOME/(LOSS) |
$ |
82 |
|
$ |
129 |
|
$ |
103 |
|
$ |
(37 |
) |
$ |
277 |
| |||||
| EARNINGS PER SHARE—BASIC 4 |
||||||||||||||||||||
| Earnings from continuing operations |
$ |
0.34 |
|
$ |
0.52 |
|
$ |
0.47 |
|
$ |
0.49 |
|
$ |
1.83 |
| |||||
| Earnings/(loss) from discontinued operations |
|
— |
|
|
0.01 |
|
|
(0.04 |
) |
|
(0.65 |
) |
|
(0.68 |
) | |||||
| Earnings/(loss) per share |
$ |
0.34 |
|
$ |
0.53 |
|
$ |
0.43 |
|
$ |
(0.16 |
) |
$ |
1.15 |
| |||||
| EARNINGS PER SHARE—DILUTED 4 |
||||||||||||||||||||
| Earnings from continuing operations |
$ |
0.32 |
|
$ |
0.49 |
|
$ |
0.45 |
|
$ |
0.47 |
|
$ |
1.74 |
| |||||
| Earnings/(loss) from discontinued operations |
|
— |
|
|
0.01 |
|
|
(0.04 |
) |
|
(0.62 |
) |
|
(0.64 |
) | |||||
| Earnings/(loss) per share |
$ |
0.32 |
|
$ |
0.50 |
|
$ |
0.41 |
|
$ |
(0.15 |
) |
$ |
1.10 |
| |||||
EXHIBIT 99
Page 2
Notes:
| 1 | Fiscal year 2002 included 53 weeks. |
| 2 | The quarters consisted of 12 weeks, except the fourth quarter, which consisted of 17 weeks. |
| 3 | Senior Living Services and Distribution Services are reflected as discontinued operations. |
| 4 | The sum of the earnings per share for the four quarters may differ from annual earnings per share due to the required method of computing the weighted average shares in interim periods. |
| 5 | Lodging other revenue includes timeshare revenue (including note sale gains and excluding base management fees and reimbursed costs), ExecuStay revenue, land rent income, and other revenue. |
| 6 | Cost reimbursements include reimbursements from hotel owners for Marriott funded operating expenses. Marriott earns no markup on these expenses. |
| 7 | Owned and leased—direct includes operating expenses of owned or leased hotels including lease payments, pre-opening expenses and depreciation. |
| 8 | Other lodging—direct includes timeshare expenses (including timeshare development, financing, Interval International gain, and joint venture results, but excluding reimbursed costs) and ExecuStay expenses. |
| 9 | Administrative and other includes lodging segment overhead, joint venture results, amortization, and gains and losses. Does not include any administrative and other related to either the timeshare or ExecuStay business units. |