InnSuites Hospitality Trust

What they do

The Trust, through affiliate RRF LLLP, owns, operates and provides management services for two moderate-service hotels: one in Tucson, Arizona, and one in Albuquerque, New Mexico. Both hotels carry the InnSuites trademark and are branded through membership agreements with Best Western. RRF also manages IBC Hotels, an independent/boutique reservation services company, and the Trust holds a $1 million convertible-debenture investment in clean energy developer UniGen Power, Inc.

Revenue drivers

• Hotel Ownership — Room revenue from the two InnSuites hotels (270 suites combined in Tucson and Albuquerque), plus a limited-service restaurant and bar (PJ's Pub and Cafe at the Tucson hotel) and meeting/banquet rentals. This is the sole reportable segment, Hotel Ownership & Hotel Management Services.
• Hotel Management Services — RRF LLLP manages the daily operations of both Trust hotels, charging management fees of 5% of room revenue plus a $2,000 monthly accounting fee per hotel; these intercompany fees are eliminated in consolidation.
• Trademark Licensing — The Trust licenses the 'InnSuites' trademark to the hotels, with the licensing service included in the management fee. The trademark expires in January 2027.
• Diversification Investments — A $1 million convertible-debenture investment in UniGen Power, Inc., 575,000 UniGen shares and warrants for roughly 2 million more shares (potentially 15-20%+ ownership), plus management of and an option to purchase, at cost, IBC Hotels.

Recent performance

Annual revenue was $6.4M in fiscal 2022, $7.1M in 2023, $7.5M in 2024, and $7.6M in each of fiscal 2025 and 2026. Net income swung from $254,144 in 2022 and $523,171 in 2023, to $203,880 in 2024, then a loss of $1.4M in fiscal 2025 that repeated at $1.4M in fiscal 2026; diluted EPS moved from $0.03 (2022) and $0.06 (2023) to $0.02 (2024) and -$0.16 in each of the last two years. Operating cash flow fell from $1.4M in 2024 to -$1.1M in 2025 and -$10,949 in 2026. Latest quarterly revenue was $1.8M in each of the July, October and January quarters and $2.2M for the quarter ended April 30, 2026. At April 30, 2026, total assets were $13.6M against total liabilities of $14.5M, with long-term debt of $11.7M.

Strategy

Management's primary objective is to maximize shareholder returns through hotel operating income and asset-value gains, and it expects to sell one or both hotels within 36 months at prices it believes are substantially above book value. The Trust also pursues diversification, including its UniGen Power clean energy investment and its management of IBC Hotels for independent and boutique properties. In February 2026 the Trust's President, Secretary/Treasurer and CFO were all elected to similar management positions at UniGen Power. The Trust is also seeking a larger private reverse-merger partner that would gain access to its NYSE American listing.

Risks

• Listing-rule failures — The Trust received delisting notices or listing-rule failure disclosures on July 1, 2026 and September 15, 2026, and its forward-looking statements flag the need to meet NYSE American equity listing requirements.
• Weak profitability and cash flow — Net losses of $1.4M in both fiscal 2025 and fiscal 2026 and operating cash flow of -$10,949 in fiscal 2026, against $11.7M of long-term debt and $14.5M of total liabilities, pressure the capital structure.
• Hotel sale and valuation risk — The strategy depends on selling the two hotels above book value within 36 months, but the filings state there is no assurance the Trust can sell any hotel at market value, or at all.
• Concentration in two hotels and branding — The business is concentrated in two Best Western-branded InnSuites hotels in Tucson and Albuquerque, with the InnSuites trademark expiring in January 2027 and hotel demand exposed to travel, inflation and labor costs.

Outlook

Management states it expects fiscal 2027 to bring stable domestic travel, stable high-level hotel occupancy, continued modest room-rate increases and continued cost control, leading to stable hotel profitability. It attributes competitiveness to completed refurbishments at both the Tucson and Albuquerque hotels. The Trust says it expects its UniGen clean energy investment to grow, potentially becoming a substantial income source, and its RRF subsidiary's management of IBC Hotels to add profits in independent/boutique hotel reservations. It reiterates a plan to capture what it believes is market value well above book value for the two hotels over the next 36 months and to pursue a reverse merger.