UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2024

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________

Commission File Number: 001-41473

LUXURBAN HOTELS INC.

(Exact name of registrant as specified in its charter)

Delaware		82-3334945
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification Number)

2125 Biscayne Blvd Suite 253 Miami, Florida 33137		33137
(Address of principal executive offices)		(Zip code)

(833)-723-7368
(Registrant’s telephone number including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common stock, $0.00001 par value per share	LUXH	Nasdaq Stock Market LLC
13.00% Series A Cumulative Redeemable Preferred Stock, $0.00001 par value per share	LUXHP	Nasdaq Stock Market LLC

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act:

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth company	☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of November 19, 2024, the registrant had 158,204,018 shares of common stock, $.00001 par value, outstanding.

Table of Contents

Part I - Financial Information		1

Item 1 - Financial Statements		1

LUXURBAN HOTELS INC. CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)		1

LUXURBAN HOTELS INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2024 AND SEPTEMBER 30, 2023 (UNAUDITED)		2

LUXURBAN HOTELS INC. CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ DEFICIT FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2024 AND SEPTEMBER 30, 2023 (UNAUDITED)		3

LUXURBAN HOTELS INC. CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024 AND SEPTEMBER 30, 2023 (UNAUDITED)		4

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS LUXURBAN HOTELS INC. SEPTEMBER 30, 2024		5

Item 2 - MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS		23

Item 3 - Quantitative and Qualitative Disclosures About Market Risk		45

Item 4 - Controls and Procedures		46

Part II - Other Information		47

Item 1 - Legal Proceedings		47

Item 2 - Unregistered Sales of Equity Securities and Use of Proceeds		48

Item 3 - Defaults Upon Senior Securities		50

Item 4 - Mine Safety Disclosures		50

Item 5 - Other Information		50

Item 6 - Exhibits		52

SIGNATURES		57

Part I - Financial Information

Item 1 - Financial Statements.

LUXURBAN HOTELS INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)


	September 30, 2024			December 31, 2023
ASSETS
Current Assets
Cash and Cash Equivalents	$	198,868		$	752,848
Accounts Receivable, Net		-			329,887
Channel Retained Funds, Net		-			1,500,000
Processor Retained Funds, Net		446,809			2,633,926
Receivables from On-Line Travel Agencies, Net		-			6,936,254
Receivables from City of New York and Landlords, Net		1,480,000			4,585,370
Prepaid Expenses and Other Current Assets		262,955			1,959,022
Prepaid Guarantee Trust - Related Party		341,250			1,023,750
Total Current Assets		2,729,882			19,721,057
Other Assets
Furniture, Equipment and Leasehold Improvements, Net		652,763			691,235
Security Deposits - Noncurrent		17,014,123			20,307,413
Prepaid Expenses and Other Noncurrent Assets		419,631			960,729
Operating Lease Right-Of-Use Assets, Net		185,797,690			241,613,588
Total Other Assets		203,884,207			263,572,965
Total Assets	$	206,614,089		$	283,294,022

LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
Current Liabilities
Accounts Payable and Accrued Expenses	$	64,170,241		$	23,182,305
Bookings Received in Advance		6,354,952			4,404,216
Short Term Business Financing, Net		3,922,103			1,115,120
Loans Payable - Current		6,472,183			1,654,589
Initial Direct Costs Leases - Current		300,000			486,390
Operating Lease Liabilities - Current		2,347,039			1,982,281
Development Incentive Advances - Current		-			300,840
Total Current Liabilities		83,566,518			33,125,741
Long-Term Liabilities
Loans Payable		5,565,733			1,459,172
Development Incentive Advances - Noncurrent		-			5,667,857
Initial Direct Costs Leases - Noncurrent		3,950,000			4,050,000
Operating Lease Liabilities - Noncurrent		189,458,967			242,488,610
Total Long-Term Liabilities		198,974,700			253,665,639
Total Liabilities		282,541,218			286,791,380

Mezzanine equity
13% Redeemable Preferred Stock; Liquidation Preference $25 per Share; 10,000,000 Shares Authorized; 294,144 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively		5,775,596			5,775,596

Commitments and Contingencies
Stockholders’ Deficit
Common Stock (200,000,000 shares authorized, issued, outstanding - 142,754,165, and 39,462,440, respectively)		1,428			394
Additional Paid In Capital		123,995,898			90,437,155
Accumulated Deficit		(199,901,381	)		(99,710,503	)
Stockholders’ Equity before Treasury Stock		(75,904,055	)		(9,272,954	)
Treasury stock		(5,798,670	)		-
Total Stockholders’ Deficit		(81,702,725	)		(9,272,954	)
Total Liabilities and Stockholders’ Deficit	$	206,614,089		$	283,294,022

See accompanying notes to condensed consolidated financial statements.

LUXURBAN HOTELS INC.

CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

(UNAUDITED)


	For The					For The
	Three Months Ended					Nine Months Ended
	September 30,					September 30,
	2024			2023		2024			2023
Net Rental Revenue	$	13,133,103		$	31,208,248	$	45,276,687		$	85,883,521
Rent Expense		6,824,940			7,802,847		22,387,122			18,068,828
Non-Cash Rent Expense Amortization		1,684,546			1,952,599		5,449,098			6,187,540
Surrender of Deposits		700,000			-		4,151,628			-
Other Expenses		20,740,915			13,640,517		73,919,562			38,273,980
Total Cost of Revenue		29,950,401			23,395,963		105,907,410			62,530,348
Gross (Loss) Profit		(16,817,298	)		7,812,285		(60,630,723	)		23,353,173
General and Administrative Expenses		11,697,043			1,981,774		26,326,941			9,297,097
Termination of Franchise Agreement		310,356			-		3,625,868			-
Non-Cash Issuance of Common Stock for Operating Expenses		111,000			334,081		489,936

SEC Form 10-Q filed by LuxUrban Hotels Inc.