Investor Presentaiton
44
2013 Annual Report / Fibra Inn
2013 Annual Report / Fibra Inn
derived from revenues for Other Full Services
will be transferred to Operadora México, who
will pay the respective Income Tax. For the use
of facilities needed to provide these Other Full
Services, Fibra Inn's management has establi-
shed a monthly fixed rent, plus a variable rent
component equivalent to an average of 15% of
revenues for Other Full Services. These rents,
together, are equivalent to an average of Ps.
261.7 per square meter per month, which repre-
sents 27% of the revenues received for the ser-
vices provided in these facilities. Trust F/1616
will receive this revenue as rent given that is
the only concept for which a FIBRA can recei-
ve revenue.
The reason to incorporate Trust F/1765 is to
have a third-party entity that will receive the
revenue amounts on which a percentage will
be applied to determine the variable portion of
rent at the various hotels. This will guarantee full
independence and transparency.
Diagram of Full Service Hotels
Also unchanged is the Hotel Operator's com-
pensation structure for the provision of mana-
gement services for hotel operations. The com-
pensation for the Hotel Operator is comprised
in the following manner: (i) 2.0% over revenues;
and (ii) 10.0% over the gross income of the ope-
ration generated by the hotel. The Hotel Opera-
tor will receive these fees from Fibra Inn, Opera-
dora México, and from the Other Services Trust.
It is important to mention that the combined
amount the Hotel Operator will receive from the
three entities mentioned above is equivalent, to
the current compensation it receives now.
Additionally, the company Servicios Integra-
les Fibra Inn, S.A.P.I. de C.V. will offer to Fibra Inn
payroll services for the hotel personnel; with the
exception of the general and maintenance ma-
nagers, which are employed by the subsidiary
of Trust F/1616, Administradora de Activos Fibra
Inn, SC. This will ensure compliance with the re-
quirements to not be considered a Passive Fo-
reign Investment Company ("PFIC") for effects
of federal income tax in the U.S. and complian-
ce with U.S. tax laws. The compensation for this
outsourcing fee is 3.5% of expenses incurred by
payroll, taxes and related expenses.
Diagram of Fibra Inn and Related Parties:
Provides planning and
strategic services
Lodging
Services
Other Full
Services
Lease
Spaces
Fibra Inn
(Trust F/1616)
11
Fixed Rent, and
Variable rent as a % of
Revenue form Other
Services
Operadora México, Servicios y
Restaurantes, S.A.P.I de C.V.
(Operadora México)
(Trust F/1765)
Lodging Services
Provides payroll
services to hotels
Fibra Inn
(TrustF/1616)
Servicios Integrales
Pays
Pays
Fees
Fees
Pays
Fees
Advisor
Fibra Inn S.A.P.I. de C.V.
Provides general
hotel operating
services
Hotel Operator
Provides payroll
services to hotels
Pays Fees
Operadora México, Servicios y
Restaurantes, S.A.P.I de C.V.
(Operadora México)
Otros
Servicios
Trust F/1765)
Pays
Fees
Fibra Inn's Related Parties
It is important to mention that the roles and
compensation of the Advisor and the Hotel
Manager remained unchanged.
The Advisor maintains the responsibilities
and the compensation structure announced in
the Offering Memorandum of the Initial Public
Offering that took place on March 13, 2013, for
provision of planning and strategic services.
The Advisor receives its fees directly from Fi-
bra Inn and these are not affected by the new
structure presented herein. Commissions char-
ged to the Advisor are the following: (i) 0.5%
over the value of the assets from the adminis-
tration of properties; (ii) 1.5% over the price of
each acquisition; and (iii) 1.5% over the price of
each acquisition such as incentive commission,
which is conditioned to the price of the acqui-
sition.
The amount of fixed rent, as well as the per-
centage applicable to determine the variable
portion of rent of each hotel will be reviewed
every six months and any modification neces-
sary will be approved by the Technical Commi-
ttee through a vote in favor by a majority of its
independent members.
It is worth noting that these changes are also
supported by the Criteria confirmation issued
by the Tax Services Administration to Fibra Inn
on December 12, 2012.
Under the new structure, Trust F/1616 meets
the requirements to not be considered a Passive
Foreign Investment Company ("PFIC") for U.S.
federal tax purposes and compliance with U.S.
tax laws.
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