InnSuites Hospitality Trust

Overview

• Headquartered in Phoenix, Arizona. Unincorporated Ohio REIT formed on June 21, 1971.
• Treated as a C-corporation for federal tax purposes (not taxed as a REIT).
• Core business: owns interests in two InnSuites hotels, provides hotel management services and trademark licensing, and pursues diversification investments, including UniGen Power, Inc.
• Ownership structure as of January 31, 2026:
  • Trust owns 79.18% general partner interest in the Partnership.
  • The Partnership controls 51.69% of the InnSuites Tucson Foothills hotel.
  • The Trust owns a direct 21.90% interest in the InnSuites Albuquerque Airport hotel.
• Strategic objective for Fiscal Year 2027 (Feb 1, 2026 – Jan 31, 2027): maximize shareholder returns through hotel operating income, asset value appreciation, profitable diversification, and selective asset sales; pursue growth through intensified hotel operations and targeted asset sales or diversification.

Corporate structure and ownership

• Two-tier structure:
  • InnSuites Hospitality Trust (parent)
  • RRF Limited Liability Limited Partnership (RRF LLLP), a Delaware LLLP and a majority-owned subsidiary (Trust owns 79.18%).
• RRF LLLP provides management services for both Trust hotels and manages IBC Hotels, LLC (reservation and independent hotel services).
• The Partnership (owned via RRF LLLP) holds the Tucson hotel stake; the Trust holds the Albuquerque hotel stake directly.
• The Trust may pursue mergers or reverse mergers with larger non-public entities seeking a NYSE‑American listing.

Properties and assets

• Hotels:
  • Best Western InnSuites Tucson Foothills Hotel & Suites
    Address: 6201 N Oracle Rd., Tucson, AZ 85704
  • Best Western InnSuites Albuquerque Airport Hotel & Suites
    Address: 2400 Yale Boulevard SE, Albuquerque, NM 87106
• Combined footprint: 270 hotel suites across both properties.
• Renovations: In the last four years, all available suites and public areas at both properties have been remodeled.
• Branding: Marketed as InnSuites Hotels and Suites and Best Western properties. InnSuites trademark is licensed to the hotels and expires January 2027.

Management and licensing

• Daily hotel operations managed through the Trust’s majority-owned subsidiary, RRF LLLP.
• Management fees: 5% of room revenue plus a monthly accounting fee of $2,000 per hotel.
• Management agreements have no fixed expiration date and are cancellable by either party with 30 days’ written notice (or sooner if ownership changes).
• Trademark services for InnSuites are provided via RRF LLLP and are included in management arrangements.
• Each hotel maintains Best Western membership for marketing and reservation system access and pays related marketing/reservation fees to Best Western.

Revenue streams

• Primary revenue: hotel operations (occupancy, room revenue, ancillary services).
• Management and licensing fees: 5% of room revenue plus $2,000 per hotel per month paid to RRF LLLP; trademark services provided through RRF LLLP as part of that arrangement.
• Best Western fees are expenses for the hotels and recorded as such:
  • FY2026: approximately $227,000
  • FY2025: approximately $209,000
• Diversification investments include UniGen Power, Inc. and other potential opportunities.
• Future positioning includes the potential sale of one or both hotels within approximately 36 months and possible merger or reverse merger activity.

Employees

• Approximately 52 full-time employees and approximately 27 part-time employees (total ~79).

Market, competition, and seasonality

• Market: competitive hotel industry with pressure from mid-market hotels and alternative lodging options.
• FY2026 performance: hotels experienced strong revenues and GOP performance driven by occupancy strength, modest room-rate increases, and cost controls.
• Seasonality:
  • Tucson hotel: peak occupancy in the first fiscal quarter (winter) and a secondary peak in the fourth quarter; summer is the low season.
  • Albuquerque hotel: higher profitability in the second and third fiscal quarters (summer).
• Risks include rising competition, increases in supply, demand fluctuations, and exposure to travel disruptions, labor constraints, and seasonal variability.

Regulation and risk factors

• Subject to federal, state, and local laws across hospitality operations (health, safety, building codes, zoning, food and beverage, ADA accessibility, privacy/compliance).
• Potential costs related to ADA upgrades, environmental remediation, labor and wage increases, and privacy/data protection compliance.
• Regulatory changes or enforcement can affect operating costs, asset values, and financing.

Public information and filings

• The Trust files annual and quarterly reports and SEC filings (10‑K, 10‑Q, 8‑K) and makes them available on its website.

Forward-looking statements

• Statements about potential asset sales, mergers, diversification outcomes, and other future actions are strategic objectives and potential actions, not guarantees.