InnVest Real Estate Investment Trust
TSX : INN.UN
TSX : INN.DB.A
TSX : INN.DB.B

InnVest Real Estate Investment Trust

May 11, 2007 08:00 ET

InnVest REIT Reports Results for the Three Months Ended March 31, 2007

TORONTO, ONTARIO--(Marketwire - May 11, 2007) - InnVest Real Estate Investment Trust (TSX:INN.UN) today announced financial results for the three months ended March 31, 2007.

"We continue to build on our performance of 2006, as we improved our RevPAR, funds from operations and distributable income. RevPAR increases were achieved in all regions as the result of an increase in our average daily rates, with the Western region continuing to be the strongest contributor," said Mr. Kenneth Gibson, President and Chief Executive Officer of InnVest REIT.



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Financial Highlights
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(In thousands of Canadian dollars except average daily rate, revenue per
available room and per unit amounts)

Three months ended March 31
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2007 2006 +/-
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Occupancy 54.3% 55.7% (1.4)%
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Average daily rate ("ADR") $99.23 $92.05 $7.18
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Revenue Per Available Room ("RevPAR") $53.89 $51.23 $2.66
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Operating revenues $90,026 $75,905 $14,121
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Hotel operating income $17,623 $16,579 $1,044
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Net income (loss) and comprehensive
income (loss) $107,332 ($5,561) $112,893
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Add/(deduct)
Depreciation, amortization and accretion 13,750 11,254 2,496
Future income tax recovery (115,536) (222) (115,314)
Non-cash executive and trustee
compensation 88 91 (3)
Gain on sale of assets held for sale (659) - (659)
Corporate reorganization expense 1,471 - 1,471
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Funds from operations(1) $6,446 $5,562 $884
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Funds from operations per unit - basic
and diluted(1) $0.117 $0.114 $0.003
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Amortization of deferred financing costs 726 573 153
Reserve for replacement of furniture,
fixtures and equipment and capital
improvements (3,620) (3,055) (565)
Convertible debentures accretion 212 180 32
Deferred land lease expense and retail
lease income, net 14 25 (11)
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Distributable income(1) $3,778 $3,285 $493
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Distributable income per unit - basic
and diluted(1) $0.068 $0.067 $0.001
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Distributions per unit $0.2813 $0.2813 -
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(1) Funds from operations and distributable income are measures of
earnings and cash flow that are not required or does not have a
prescribed meaning under Canadian generally accepted accounting
principles, and accordingly, may not be comparable to similar
measures used by other organizations. Funds from operations and
distributable income per unit are calculated on a basis consistent
with earnings per unit.

The key performance measures related to room revenue for the REIT's
portfolio of hotels on a same hotel basis, excluding the hotels that have been
classified as discontinued operations and the hotels acquired in the second
and third quarters of 2006, for which comparative data is not available, are
as follows:

Three months ended March 31
2007 2006 Var %
-------------------------------------------
Occupancy
Ontario 55.4% 56.3% (1.6)%
Quebec 54.2% 54.9% (1.3)%
Atlantic 51.1% 50.9% 0.4 %
Western 59.1% 53.8% 9.9 %
-----------------------------
Total 55.2% 55.1% 0.2 %
-----------------------------
-----------------------------

ADR
Ontario $101.49 $99.66 1.8 %
Quebec $89.50 $87.18 2.7 %
Atlantic $84.16 $80.87 4.1 %
Western $80.89 $74.87 8.0 %
-----------------------------
Total $94.52 $92.13 2.6 %
-----------------------------
-----------------------------

RevPAR
Ontario $56.23 $56.12 0.2 %
Quebec $48.50 $47.90 1.3 %
Atlantic $43.03 $41.15 4.6 %
Western $47.84 $40.27 18.8 %
-----------------------------
Total $52.19 $50.78 2.8 %
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-----------------------------

RECENT DEVELOPMENTS

InnVest continued to pursue acquisition opportunities in the first
quarter entered into a contract to purchase three hotels with a total of
348 rooms for a combined purchase price of $48.2 million plus transaction
costs. The transaction to acquire these new build hotel properties will close
in stages as the construction of each hotel is completed which is scheduled
during the third quarter. The hotels include two 116 room Staybridge Suites
located in London and Guelph, Ontario and a 116 room Holiday Inn Express
located in North Bay, Ontario.
Subsequent to March 31, 2007, InnVest completed an early extension of
$147.7 million of mortgage debt with a weighted average interest rate of 7.4%
that was to have matured in July 2008, fixing the interest rate on
$130 million at 5.8% for a blended interest rate of 6.17% per annum for a
period of seven years and maintaining floating rate debt of $17.7 million,
which at current rates bears interest at 6.2%. As part of this early
extension, InnVest increased its proceeds by $25.9 million, which were used to
repay the operating loan balance and to fund acquisitions.

FINANCIAL REVIEW

Three months ended March 31, 2007

Room revenues increased $9.9 million to $75.1 million. The increase in
room revenues primarily reflects an $8.1 million increase in revenues from the
seven hotels acquired in 2006 (the "acquired hotels"). The remaining
$1.8 million improvement stems from increases in room revenue in the REIT's
base portfolio.
Non-room revenues increased by $4.2 million, primarily reflecting the
non- room revenues generated by the REIT's acquired hotels not owned in the
comparative period.
Hotel expenses for the first quarter of 2007 increased by $13.1 million
or 22.0% compared to the same period in 2006, excluding the results of the
hotels classified as discontinued operations, primarily due to increases
related to the acquired hotels.
The net amount of other income and expenses for the three months ended
March 31, 2007 was $26.5 million, $4.3 million or 19.3% more than the same
period in 2006. The increase is due primarily to the acquired hotels.
Current income tax expense for the three months ended March 31, 2007 was
zero because of the elimination of the large corporation tax, a decrease of
$70 from the same period expense in 2006. Further, InnVest experienced a
$115.5 million future income tax recovery during the quarter as the result of
the corporate reorganization of InnVest completed on January 2, 2007, which
eliminated certain corporate subsidiaries of InnVest.
Funds from operations for the three months ended March 31, 2007 increased
$884 to $6.4 million or $0.117 per unit basic and diluted from $5.6 million or
$0.114 per unit basic and diluted for the same period in 2006. The increase is
mainly attributable to increases in hotel operating income.
Distributable income for the three months ended March 31, 2007 was
$3.8 million or $0.068 per unit basic and diluted. This reflects a $493
improvement over the distributable income experienced for the same period of
the prior year of $3.3 million or $0.067 per unit basic and diluted.

BALANCE SHEET REVIEW

At March 31, 2007, InnVest's cash totaled $7.7 million, of which
$2.4 million is restricted for replacement of furniture, fixture and equipment
and capital improvements. Financial leverage was 39.3% debt to gross asset
value (defined as total assets before accumulated depreciation less future
income tax liability) excluding convertible debentures and 50.0% including
convertible debentures at the end of the year.
Continuing with its strategy of investing in its hotels, InnVest deployed
approximately $5.9 million for capital asset improvements during the first
quarter and committed an additional $2.6 million.
The REIT had unused operating loan availability of $3.0 million at
March 31, 2007 and eight hotel properties that remain unencumbered that the
REIT estimates could generate approximately $45 million in mortgage proceeds.
The REIT also has an unused acquisition facility of $40 million available to
acquire hotel properties and an unused loan facility of $29.1 million
available to fund 50% of capital expenditures incurred.

INCOME TAX DEFERRAL PERCENTAGE

In 2006, 40.5% of the distributions made during that year were not
taxable to unitholders. For calendar 2007, the REIT estimates that
approximately 40% of unitholder distributions will not be taxable to
unitholders.

OUTLOOK

Hotel operations for the first quarter typically achieve below average
operating results because of the seasonality inherit in the Canadian hotel
industry and as such generate below average cash flow. InnVest achieved a
modest increase in funds from operations and distributable income. Further
increases are expected for the remainder of the year as we approach the higher
cash generating second and third quarters and we benefit from the hotels
acquired in the second and third quarters of 2006.
The Canadian hospitality industry is performing as anticipated with
RevPAR growth in all regions and particularly strong growth in western
provinces. PKF Consulting Inc., ("PKF") lodging industry experts continue to
forecast a 4% increase in RevPAR in 2007 due to the growth in demand
continuing to outpace supply. Accordingly, InnVest is expecting growth within
its base portfolio and from its 2006 acquisitions.
We expect to benefit from the anticipated growth in the hospitality
industry, our ability to manage costs, our ability to capitalize on
acquisition opportunities and re-financing activities completed in the second
quarter.

FORWARD LOOKING STATEMENTS

Statements contained in this press release that are not historical facts
are forward-looking statements which involve risk and uncertainties which
could cause actual results to differ materially from those expressed in the
forward-looking statements. Among the key factors that could cause such
differences are real estate investment risks, hotel industry risks and
competition. These and other factors are discussed in InnVest REIT's 2005
annual information form which is available at http://www.sedar.com. InnVest
disclaims any intention or obligation to update or revise any forward-looking
statements, whether as a result of new information, future events or
otherwise, unless required to do so by applicable securities law.

TRUST PROFILE

InnVest REIT holds Canada's largest hotel portfolio together with an
interest in Choice Hotels Canada Inc. the largest franchisor of hotels in
Canada. The hotel portfolio currently comprises 135 hotel properties, with
15,476 guest rooms, operated under internationally recognized franchise brands
such as Comfort Inn®, Holiday Inn® Quality Suites/Inn®, Radisson®,
Travelodge®, Delta®, Hilton Hotel®, Hilton Garden Inn® and Hilton
Homewood Suites®. InnVest's trust units and outstanding convertible
debentures trade on the Toronto Stock Exchange under the symbols INN.UN,
INN.DB.A and INN.DB.B, respectively.

QUARTERLY CONFERENCE CALL

Management will host a conference call on Friday May 11, 2007 at
11:00 a.m. Eastern time to discuss the performance of InnVest. Investors are
invited to access the call by dialing (416)-644-3421 or 1-800-732-0232. You
will be required to identify yourself and the organization on whose behalf you
are participating. A recording of this call will be made available May 11th
beginning at 12:00 pm through to 11:59 p.m. on May 18th. To access the
recording please call (416) 640-1917 and use the reservation number 21227943
followed by the number sign.

InnVest Real Estate Investment Trust
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CONSOLIDATED BALANCE SHEETS
March 31, December 31,
(in thousands of dollars) (unaudited) 2007 2006
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ASSETS

Current Assets
Cash $ 5,319 $ 4,531
Accounts receivable 13,274 13,242
Prepaid expenses and other assets 12,037 5,627
Assets held for sale (Note 19) 49 42
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30,679 23,442

Restricted cash 2,373 4,693

Hotel properties (Note 3) 1,130,887 1,136,730

Other real estate properties (Note 4) 16,842 16,933

Licence contracts (accumulated amortization
$6,164; December 31, 2006 - $5,835) 20,156 20,485

Other assets (Note 5) 10,902 19,067

Assets held for sale (Note 19) 4,125 5,566
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$ 1,215,964 $ 1,226,916
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LIABILITIES

Current Liabilities
Bank indebtedness (Note 6) $ 22,000 $ 3,300
Accounts payable and accrued liabilities 43,556 41,515
Distributions payable 5,214 5,161
Current portion of long-term debt (Note 7) 11,352 11,434
Liabilities related to assets held for
sale (Note 19) 394 139
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82,516 61,549

Long-term debt (Note 7) 485,210 490,998

Other long-term obligations (Note 8) 4,458 4,535

Convertible debentures (Note 9) 117,488 126,339

Future income tax liability (Note 10) 9,223 124,759

Long-term debt related to assets held for
sale (Note 19) 1,171 2,191
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700,066 810,371

UNITHOLDERS' EQUITY 515,898 416,545
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$ 1,215,964 $ 1,226,916
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The accompanying notes are an integral part of these consolidated
financial statements.



InnVest Real Estate Investment Trust
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CONSOLIDATED STATEMENTS OF NET INCOME (LOSS) AND COMPREHENSIVE
INCOME (LOSS)

Three Three
(in thousands of dollars, Months Ended Months Ended
except per unit amounts) March 31, March 31,
(unaudited) 2007 2006
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(Restated)
(Note 19)

Total revenues (reference only) (Note 17) $ 92,081 $ 76,777

Hotel revenues $ 90,026 $ 75,905
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Hotel expenses
Operating expenses (Note 15) 59,888 48,120
Property taxes, rent and insurance 9,471 8,645
Management fees (Note 15) 3,044 2,561
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72,403 59,326
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Hotel operating income 17,623 16,579
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Other (income) and expenses
Interest on mortgages 8,804 7,022
Convertible debentures interest and accretion 2,427 2,442
Corporate and administrative 2,567 1,073
Capital tax 24 411
Other business income, net (Note 18) (1,048) (486)
Other income (57) (15)
Depreciation, amortization and accretion 13,750 11,745
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26,467 22,192
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Loss before income tax (recovery) expense (8,844) (5,613)
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Income tax (recovery) expense (Note 10)
Current - 70
Future (115,536) (222)
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(115,536) (152)
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Net income (loss) from continuing operations 106,692 (5,461)

Loss from discontinued operations (Note 19) (19) (100)
Gain on sale of assets held for sale (Note 19) 659 -
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640 (100)
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Net income (loss) and comprehensive
income (loss) $ 107,332 $ (5,561)
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Net income (loss) from continuing operations,
per unit (Note 13)
Basic $ 1.931 $ (0.114)
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Diluted $ 1.686 $ (0.114)
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Net income (loss) per unit (Note 13)
Basic $ 1.943 $ (0.114)
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Diluted $ 1.696 $ (0.114)
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Net income from discontinued operations,
per unit
Basic $ 0.012 $ -
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Diluted $ 0.010 $ -
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The accompanying notes are an integral part of these consolidated
financial statements.



InnVest Real Estate Investment Trust
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CONSOLIDATED STATEMENTS OF UNITHOLDERS' EQUITY

Accumulated
Net Income
(Loss)
and Other
Compre-
hensive
(in thousands of dollars) Income Distri-
(Unaudited) (Loss) butions Deficit Units in $
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Balance December 31, 2005 $ 57,033 $ (169,328) $ (112,295) $ 464,164

CHANGES DURING THE PERIOD
Net loss and
comprehensive loss (5,561) - (5,561) -
Unit distributions
(Note 14) - (13,869) (13,869) -
Distribution reinvestment
plan units issued - - - 881
Conversion of debentures
(Note 9) - - - 14,173
Vested executive
compensation - - - 152
Executive and trustee
compensation - - - 30

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Balance March 31, 2006 $ 51,472 $ (183,197) $ (131,725) $ 479,400
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Balance December 31, 2006 $ 95,629 $ (228,933) $ (133,304) $ 543,363

Change in accounting
policy for financial
instruments (Note 2) 654 - 654 -
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Balance January 1, 2007 $ 96,283 $ (228,933) $ (132,650) $ 543,363
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CHANGES DURING THE PERIOD
Net income and
comprehensive income 107,332 - 107,332 -
Unit distributions
(Note 14) - (15,580) (15,580) -
Distribution reinvestment
plan units issued - - - 2,191
Conversion of debentures
(Note 9) - - - 4,908
Vested executive
compensation - - - 275
Executive and trustee
compensation - - - 27

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Balance March 31, 2007 $ 203,615 $ (244,513) $ (40,898) $ 550,764
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Executive
and
Trustee Holders'
(in thousands of dollars) Compen- Conversion
(Unaudited) sation Option Total
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Balance December 31, 2005 $ 186 $ 5,588 $ 357,643

CHANGES DURING THE PERIOD
Net loss and
comprehensive loss - - (5,561)
Unit distributions
(Note 14) - - (13,869)
Distribution reinvestment
plan units issued - - 881
Conversion of debentures
(Note 9) - (539) 13,634
Vested executive
compensation (152) - -
Executive and trustee
compensation 61 - 91

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Balance March 31, 2006 $ 95 $ 5,049 $ 352,819
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Balance December 31, 2006 $ 278 $ 6,208 $ 416,545

Change in accounting
policy for financial
instruments (Note 2) - - 654
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Balance January 1, 2007 $ 278 $ 6,208 $ 417,199
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CHANGES DURING THE PERIOD
Net income and
comprehensive income - - 107,332
Unit distributions
(Note 14) - - (15,580)
Distribution reinvestment
plan units issued - - 2,191
Conversion of debentures
(Note 9) - (240) 4,668
Vested executive
compensation (275) - 0
Executive and trustee
compensation 61 - 88

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Balance March 31, 2007 $ 64 $ 5,968 $ 515,898
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The accompanying notes are an integral part of these consolidated
financial statements.



InnVest Real Estate Investment Trust
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CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Three
Months Ended Months Ended
March 31, March 31,
(in thousands of dollars) (unaudited) 2007 2006
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(Restated)
(Note 19)

OPERATING ACTIVITIES
Net income (loss) from continuing operations $ 106,692 $ (5,461)
Add (deduct) items not affecting operations
Depreciation, amortization and accretion 13,112 10,947
Amortization of other assets and
deferred financing 638 798
Non-cash portion of interest expense 726 -
Future income tax recovery (115,536) (222)
Non-cash executive and trustee compensation 88 91
Convertible debentures accretion 212 180
Discontinued operations 229 (100)
Changes in non-cash working capital (4,066) 2,801
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2,095 9,034
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FINANCING ACTIVITIES
Repayment of long-term debt and other
obligations (2,399) (2,153)
Unit distributions (13,336) (12,859)
Increase in bank indebtedness 18,700 9,200
Discontinued operations - repayment of debt (1,020) (11)
Deferred financing - (469)
Changes in non-cash working capital related to
financing activities - 107
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1,945 (6,185)
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INVESTING ACTIVITIES
Capital expenditures on hotel properties (5,940) (4,724)
Discontinued operations - capital expenditures - (4)
Hotel under development (894) -
Sale of discontinued assets 2,100 -
Other assets (411) (823)
Acquisition of hotel properties - (3,274)
Changes in restricted cash 2,320 1,673
Collection of vendor-take-back mortgage - 200
Changes in non-cash working capital related to
investing activities (427) (383)
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(3,252) (7,335)
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Increase (decrease) in cash during the period 788 (4,486)
Cash, beginning of period 4,531 5,893
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Cash, end of period $ 5,319 $ 1,407
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Supplemental disclosure of cash flow
information:
Cash paid for interest $ 8,796 $ 7,179
Cash paid for income taxes (including
capital tax) $ 69 $ 425

The accompanying notes are an integral part of these consolidated
financial statements.


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InnVest Real Estate Investment Trust

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2007 (all dollar amounts are in thousands,
except unit and per unit amounts)
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1. Basis of Presentation

InnVest Real Estate Investment Trust ("InnVest" or the "REIT") is an
unincorporated open-ended real estate investment trust governed by the
laws of Ontario. The REIT began operations on July 26, 2002. The units of
the REIT are traded on the Toronto Stock Exchange under the symbol of
"INN.UN". As at March 31, 2007, the REIT owned 136 Canadian hotels with
15,592 guest rooms operated under international brands and has a 50%
interest in Choice Hotels Canada Inc. ("CHC").

The accompanying unaudited interim consolidated financial statements are
prepared in accordance with Canadian generally accepted accounting
principles ("GAAP"). The accounting principles used in these financial
statements are consistent with those used in the annual consolidated
financial statements for the year ended December 31, 2006, except as
disclosed in Note 2. These financial statements do not include all the
information and disclosure required by GAAP for annual financial
statements, and should be read in conjunction with the annual
consolidated financial statements.

Revenues earned from hotel operations fluctuate throughout the year, with
the third quarter being the highest due to the increased level of leisure
travel in the summer months, and the first quarter being the lowest as
leisure travel tends to be lower at that time of the year.

2. Changes in Accounting Policies

The accounting policies followed in preparation of these financial
statements are consistent with those as set out in the audited financial
statements for the year ended December 31, 2006, except as follows:

Comprehensive Income

Effective January 1, 2007, the REIT adopted the new CICA recommendations
under Section 1530 that comprehensive income includes net earnings and
other comprehensive income ("OCI"), which represents changes in the
unitholders' equity during a period arising from transactions and other
events with non-owners sources. The standard requires prospective
application and accordingly, comparative amounts for prior periods, if
any, have not been restated. As at March 31, 2007, there is no difference
between the REIT's Consolidated Statement of Net Income (Loss) and
Statement of Comprehensive Income (Loss).

Financial Instruments - Recognition and Measurement

Effective January 1, 2007, the REIT adopted several new CICA
recommendations related to accounting for Financial Instruments,
including Section 3855 - Financial Instruments and Measurement. All
financial instruments are required to be measured at fair value on
initial recognition, except for certain related party transactions.
Measurement in subsequent periods depends on whether the financial
instrument has been classified as held-for-trading, available-for-sale,
held-to-maturity, loans and receivables, or other liabilities. This
standard requires a prospective application and accordingly, comparative
amounts for prior periods, if any, have not been restated.

As a result of implementing this Section, the REIT has recorded the
interest expense for both the mortgage debt and convertible debentures,
using the effective interest method ("EIM"). Transaction costs that are
directly attributable to the issue of financial instruments classified as
other than "held-for-trading" are included in the initial carrying value
of such instruments and amortized using the EIM, therefore the deferred
financing costs which were related to these instruments were re-classed
to the appropriate debt on the balance sheet. The amortization of these
costs is included in interest expense in the financial statements, in a
manner that yields a constant rate of interest over the life of the
respective financial instrument, for the three months ended March 31,
2007. An adjustment has been made to the opening cumulative net income in
the amount of $654 to reflect the application of the EIM.

In accordance with Section 3855, the REIT conducted a search for embedded
derivatives in all contractual arrangements dated subsequent to
October 31, 2002 and identified embedded features that required separate
presentation, but they have zero fair value.

With the introduction of the new standards relating to financial
instruments - Section 3251, that establishes standards for the
presentation of equity and changes in equity during the reporting period,
the equity is presented as accumulated net income (loss) and other
comprehensive income (loss), distributions and total deficit.

3. Hotel Properties

March 31, December 31,
Accumulated 2007 Net 2006 Net
Cost Depreciation Book Value Book Value
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Land $ 94,824 $ - $ 94,824 $ 94,623
Buildings 1,089,100 107,308 981,792 987,415
Furniture, fixtures
and equipment 117,247 64,212 53,035 54,350
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$ 1,301,171 $ 171,520 $ 1,129,651 $ 1,136,388
Hotel under
development 1,236 - 1,236 342
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$ 1,302,407 $ 171,520 $ 1,130,887 $ 1,136,730
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4. Other Real Estate Properties

March 31, December 31,
Accumulated 2007 Net 2006 Net
Cost Depreciation Book Value Book Value
-------------------------------------------------------------------------

Land $ 1,675 $ - $ 1,675 $ 1,675
Buildings 15,447 329 15,118 15,220
Furniture, fixtures
and equipment 59 10 49 38
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$ 17,181 $ 339 $ 16,842 $ 16,933
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-------------------------------------------------------------------------

Other real estate includes office and retail properties and a retirement
residence, which were acquired during the year ended December 31, 2006.

5. Other Assets

March 31, December 31,
Accumulated 2007 Net 2006 Net
Cost Depreciation Book Value Book Value
-------------------------------------------------------------------------

Deferred financing
(Note 2) $ - $ - $ - $ 7,938
Other assets 13,810 2,908 10,902 11,129
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$ 13,810 $ 2,908 $ 10,902 $ 19,067
-------------------------------------------------------------------------
-------------------------------------------------------------------------

In accordance with the new CICA recommendations related to accounting for
Financial Instruments, including Section 3855 - Financial Instruments and
Measurement, the unamortized balance of deferred financing costs were
reallocated as a reduction to long-term debt effective January 1, 2007.

6. Bank Indebtedness

The REIT has a $25,000 operating loan facility that bears interest at
Canadian bank prime plus 0.5% or Canadian Bankers' Acceptance rate plus
1.5%. It is secured by nine properties and is payable on demand. At
March 31, 2007, the REIT had drawn $22,000 on this facility (December 31,
2006 - $3,300).

7. Long-term Debt

March 31, December 31,
2007 2006
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Mortgages payable $ 500,033 $ 502,432
Less current portion (11,352) (11,434)
-------------------------------------------------------------------------
Total long-term debt 488,681 490,998
Less deferred financing, net (3,471) -
-------------------------------------------------------------------------
Net long-term debt $ 485,210 $ 490,998
-------------------------------------------------------------------------
-------------------------------------------------------------------------

Substantially all of the REIT's assets have been pledged as security
under various debt agreements. At March 31, 2007, long-term debt had a
weighted average interest rate of 6.5% (December 31, 2006 - 6.5%) and a
weighted average effective interest rate of 6.9%. The long-term debt is
repayable in average monthly payments of principal and interest totalling
$3,496 (December 31, 2006 - $3,495) per month, and matures at various
dates from April 28, 2007 to September 1, 2015.

In accordance with the new CICA recommendations related to accounting for
Financial Instruments, including Section 3855 - Financial Instruments and
Measurement, the unamortized balance of deferred financing costs were
reallocated from long-term assets as a reduction to long-term debt
effective January 1, 2007.

Scheduled repayment of long-term debt is as follows:

2007 (remainder of the year) $ 8,437
2008 5,789
2009 8,030
2010 149,386
2011 53,568
2012 and thereafter 274,823
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$ 500,033
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-------------------------------------------------------------------------

The current portion of long-term debt on the balance sheet is based on
the year ending March 31, 2008, whereas the repayment schedule above
reflects the fiscal year.

The estimated fair value of the REIT's long-term debt at March 31, 2007
was approximately $504,115 (December 31, 2006 - $507,243). This estimate
was determined by discounting expected cash flows at the interest rates
currently being offered to the REIT for debt of the same remaining
maturities. Long-term debt includes $67,904 (December 31, 2006 - $68,305)
of mortgages payable which are subject to floating interest rates.
Interest expense will increase by $679 for every 1% increase in the base
Bankers' Acceptance rate.

8. Other Long-term Obligations

March 31, December 31,
2007 2006
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Capital lease $ 1,858 $ 1,861
Other lease obligations 314 299
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2,172 2,160
Less current portion (included in accounts
payable and accrued liabilities) (214) (207)
-------------------------------------------------------------------------
Total long-term obligations 1,958 1,953
-------------------------------------------------------------------------
Pension liability 1,116 1,212
Asset retirement obligation 1,384 1,370
-------------------------------------------------------------------------
Total other long-term obligations $ 4,458 $ 4,535
-------------------------------------------------------------------------
-------------------------------------------------------------------------

Defined Benefit Pension Plans

The defined benefit pension plan was assumed pursuant to the hotels
acquired in 2006. The most recent actuarial valuation with respect to the
funding of the REIT's pension plans was prepared on March 31, 2007. The
pension plan assets and liabilities as at March 31, 2007 consist of the
following:

Non-Union
Non-
Management Management March 31, December 31,
Pension Pension 2007 Total 2007 Total
Benefit Benefit Benefit Benefit
Plans Plans Plans Plans
-------------------------------------------------------------------------
Accrued benefit
obligation $ 2,423 $ 1,593 $ 4,016 $ 3,873
Fair value of plan
assets 1,756 1,144 2,900 2,661
-------------------------------------------------------------------------
Funded status - plan
deficit 667 449 1,116 1,212
Unamortized net
actuarial gain 196 145 341 167
-------------------------------------------------------------------------

Accrued employee
future benefit
liability $ 863 $ 594 $ 1,457 $ 1,379
-------------------------------------------------------------------------
-------------------------------------------------------------------------

9. Convertible Debentures

The details of the two series of convertible debentures are outlined in
the tables below:

Effective Original Converted to
Interest Interest Face Trust
Debenture Maturity Date Rate Rate Amount Units
-------------------------------------------------------------------------

Series A April 15, 2011 6.25% 7.07% $ 57,500 $ (6,160)

Series B May 31, 2013 6.00% 6.79% 75,000 -
-------------------------------------------------------------------------
$ 132,500 $ (6,160)
-------------------------------------------------------------------------
-------------------------------------------------------------------------


Holders'
Face Amount Conversion Deferred March 31,
Debenture Outstanding Option Accretion Financing 2007
-------------------------------------------------------------------------

Series A $ 51,340 $ (2,567) $ 915 $ (1,464) $ 48,224

Series B 75,000 (3,400) 382 (2,718) 69,264
-------------------------------------------------------------------------
$ 126,340 $ (5,967) $ 1,297 $ (4,182) $ 117,488
-------------------------------------------------------------------------
-------------------------------------------------------------------------



Original Converted
Interest Face to Trust
Debenture Maturity Date Rate Amount Units
-------------------------------------------------------------

Series A April 15, 2011 6.25% $ 57,500 $ (1,351)

Series B May 31, 2013 6.00% 75,000 -
-------------------------------------------------------------
$ 132,500 $ (1,351)
-------------------------------------------------------------
-------------------------------------------------------------


Holders'
Conversion December 31,
Debenture Outstanding Option Accretion 2006
-------------------------------------------------------------
Series A $ 56,149 $ (2,808) $ 1,096 $ 54,437

Series B 75,000 (3,400) 302 71,902
-------------------------------------------------------------
$ 131,149 $ (6,208) $ 1,398 $ 126,339
-------------------------------------------------------------
-------------------------------------------------------------

In accordance with the new CICA recommendations related to accounting for
Financial Instruments, including Section 3855 - Financial Instruments and
Measurement, the unamortized balance of deferred financing costs were
reallocated from long-term assets as a reduction to convertible
debentures effective January 1, 2007.

10. Income Taxes and Future Income Tax Liability

Future income taxes are the result of temporary differences between tax
bases of assets and liabilities and their carrying amounts for accounting
purposes. Such temporary differences are then measured using
substantively enacted tax rates that will be in effect when these
differences are expected to reverse.

InnVest currently qualifies as a Mutual Fund Trust for income tax
purposes. As required by its Declaration of Trust, InnVest intends to
distribute all taxable income to its unitholders and to deduct these
distributions for income tax purposes. Except for corporate subsidiaries
of InnVest, no provision for income taxes is required under the current
Canadian income tax legislation.

The REIT obtained the requisite approval of unitholders at the annual and
special meeting of unitholders held on May 17, 2006 to effect a proposed
reorganization (the "Reorganization"). In the fourth quarter of 2006, the
REIT received an advanced ruling from the Canada Revenue Agency in
respect of the Reorganization. The Reorganization was completed on
January 2, 2007 and $115,431 of the future income tax liability was
reduced and included in net income for the three months ended March 31,
2007.

On March 29, 2007, the Minister of Finance Canada tabled in the House of
Commons a Bill that contained legislation to implement a previously
announced proposal for the federal income taxation of publicly traded
trusts, including income trusts (the "Bill"). The Bill would apply to
publicly traded trusts which existed prior to November 1, 2006 starting
with taxation years ending in or after 2011, except for those existing
trusts that qualify for the real estate investment trust ("Qualifying
REIT") exception included in the legislation. There are certain
circumstances where an existing trust may lose its relief in the interim
periods to 2011 where it undergoes "undue expansion".

The Bill contemplates that a REIT which carries on Canadian hotel
operations (including through subsidiaries) will not be a Qualifying
REIT. Accordingly, the Bill, if passed in its current form, could
adversely affect the level of cash distribution to unitholders commencing
in 2011 if InnVest does not become a Qualifying REIT by then. Unless the
Bill is amended prior to being enacted in a manner that will accommodate
the holding of REIT-related hotel operations, InnVest will become subject
to tax under the proposals.

Should the third reading of the Bill pass and be substantively enacted,
all or substantially all of the $115,431 adjustment made in this quarter
to the future income tax liability may be reversed through the statement
of net income and comprehensive income and a further adjustment may be
required to record approximately $27,000 in additional future income tax
liability in respect of assets and liabilities of the REIT, where income
is taxed directly in the hands of the unitholders and the book value for
accounting purposes of those net assets exceeds their tax basis.

Management is reviewing whether it is feasible to reorganize InnVest so
that non-qualifying operations and assets are transferred under a plan of
arrangement to a taxable entity that is held by InnVest unitholders, and
the InnVest hotels, which continue to be owned by it, are leased by it to
the taxable entity. It is not possible at this preliminary juncture to
provide any assurances that any such reorganization or a similar
reorganization can or will be implemented before 2011, or that any such
reorganization, if implemented, would not result in material costs or
other adverse consequences to InnVest and its unitholders.

11. Commitments

During the quarter, InnVest entered into a contract to purchase three
hotels with a total of 348 rooms for a combined purchase price of $48,200
plus transaction costs. The transaction to acquire these new build hotel
properties will close in stages as the construction of each hotel is
completed which is scheduled during the third quarter. The hotels include
two 116 room Staybridge Suites located in London and Guelph, Ontario and
a 116 room Holiday Inn Express located in North Bay, Ontario.

12. Unitholders' Equity

The REIT is authorized to issue an unlimited number of units, each of
which represents an equal undivided beneficial interest in any
distributions from the REIT. All units are of the same class with equal
rights and privileges.

Units Amount
-------------------------------------------------------------------------
Balance as at December 31, 2005 47,961,163 $ 464,164
Units issued under distribution
reinvestment plan 73,444 881
Units issued on conversion of debentures 1,318,416 14,173
Units issued for vested executive compensation 12,218 152
Units issued under trustee compensation plan 2,418 30
-------------------------------------------------------------------------
Balance at March 31, 2006 49,367,659 $ 479,400
-------------------------------------------------------------------------
-------------------------------------------------------------------------

Balance at December 31, 2006 55,045,351 543,363
Units issued on conversion of debentures 384,720 4,908
Units issued under distribution
reinvestment plan 160,050 2,191
Units issued for vested executive compensation 20,139 275
Units issued under trustee compensation plan 1,650 27
-------------------------------------------------------------------------
Balance at March 31, 2007 55,611,910 $ 550,764
-------------------------------------------------------------------------
-------------------------------------------------------------------------

Trustee Compensation Plan

The members of the Board of Trustees receive 50% of their annual retainer
in units (based on the then current market price of the units). The REIT
has set aside 100,000 units in reserve for this purpose. The balance in
this reserve account at March 31, 2007 is 52,428 units. Under the Trustee
Compensation Plan, 1,650 units were issued during the three months ended
March 31, 2007 (March 31, 2006 - 2,418 units).

Executive Compensation Plan

The senior executives participate in the executive compensation plan
under which units are granted by the Board of Trustees from time to time.
The REIT has reserved a maximum of 1,000,000 units for issuance under the
plan. The balance in this reserve account at March 31, 2007 is 854,215
units. A unit granted through the plan entitles the holder to receive, on
the vesting date, the then current fair market value of the unit plus the
value of the cash distributions that would have been paid on the unit if
it had been issued on the date of grant assuming the reinvestment of the
distribution into REIT units. The payment will be satisfied through the
issuance of units.

The following table summarizes the status of the executive compensation
plan at March 31, 2007, excluding granted units which have fully vested:

Units
Accumulated
Unvested from
Executive Distri-
units butions Total Units
-------------------------------------------------------------------------
January 1, 2004 - granted 10,218 3,488 13,706
January 1, 2005 - granted 13,118 2,933 16,051
January 1, 2006 - granted 12,968 1,498 14,466
January 1, 2007 - granted 15,000 304 15,304
January 1, 2007 - units vested (5,109) (1,675) (6,784)
-------------------------------------------------------------------------
46,195 6,548 52,743
-------------------------------------------------------------------------
-------------------------------------------------------------------------

On March 30, 2007, the Board of Trustees approved the granting of
15,000 units effective as of January 1, 2007. These units vest equally on
the third and fourth anniversaries of the effective date of grant.

Distribution Reinvestment Plan ("DRIP")

The REIT has a DRIP whereby eligible Canadian unitholders may elect to
have their distributions of income from the REIT automatically reinvested
in additional units. Unitholders who so elect will receive a further
bonus distribution of units equal in value to 3% of each distribution
that was reinvested.

13. Per Unit Information

Three Months Ended Three Months Ended
March 31, 2007 March 31, 2006
-------------------------------------------------------------------------
Weighted Weighted
Average Average
Units Units
-------------------------------------------------------------------------
(Restated,
Note 18)
Net income (loss)
from continuing
operations - basic $ 106,692 55,253,435 $ (5,461) 8,938,787
Convertible debentures 2,427 9,409,094 - -
Dilutive effect of
executive compensation
plan - 52,234 - 52,575
-------------------------------------------------------------------------
Net income (loss) from
continuing operations
- diluted $ 109,119 64,714,763 $ (5,461) 48,991,362
-------------------------------------------------------------------------
-------------------------------------------------------------------------

Three Months Ended Three Months Ended
March 31, 2007 March 31, 2006
-------------------------------------------------------------------------
Weighted Weighted
Average Average
Units Units
-------------------------------------------------------------------------
Net income (loss) and
comprehensive income
(loss) - basic $ 107,332 55,253,435 $ (5,561) 48,938,787
Convertible debentures 2,427 9,409,094 - -
Dilutive effect of
executive compensation
plan - 52,234 - 52,575
-------------------------------------------------------------------------
Net income (loss) and
comprehensive income
(loss) - diluted $ 109,759 64,714,763 $ (5,561) 48,991,362
-------------------------------------------------------------------------
-------------------------------------------------------------------------

All of the convertible debentures have been included in the per unit
calculations above.

14. Distributions to Unitholders

Distributions to unitholders are computed based on distributable income
as defined by the Declaration of Trust.

Distributable income is a measure of cash flow that is not defined under
Canadian GAAP, and accordingly, may not be comparable to similar measures
used by other issuers. Distributable income per unit has been calculated
on a basis consistent with that prescribed by Canadian GAAP for
calculating earnings per unit.

Distributable income is defined as net income in accordance with Canadian
GAAP, subject to certain adjustments as set out in the Declaration of
Trust, including adding back depreciation and amortization, amortization
of fair value debt adjustment and future income tax (recovery) expense,
excluding any gains or losses on the disposition of real property and
future income taxes, deducting the amount calculated, at 4% of hotel
revenues, for the reserve for the replacement of furniture, fixtures and
equipment and capital improvements, the accretion on convertible
debentures that is included in the computation of net income, and making
any other adjustments determined by the trustees of the REIT in their
discretion.

Three Three
Months Ended Months Ended
March 31, March 31,
2007 2006
-------------------------------------------------------------------------
Net income (loss) and comprehensive
income (loss) $ 107,332 $ (5,561)
-------------------------------------------------------------------------
Add (deduct)
Depreciation, amortization and accretion 13,750 11,827
Non-cash portion of interest expense 726 -
Future income tax recovery (115,536) (222)
Reserve for replacement of furniture,
fixtures and equipment and capital
improvements (3,620) (3,055)
Convertible debentures accretion 212 180
Corporate reorganization costs 1,471 -
Non-cash executive and trustee compensation 88 91
Deferred land lease expense and retail
lease income, net 14 25
Gain on asset held for sale (659) -
-------------------------------------------------------------------------
(103,554) 8,846
-------------------------------------------------------------------------
Distributable income 3,778 3,285
Distributions in excess of distributable
income 11,802 10,584
-------------------------------------------------------------------------
Distributions $ 15,580 $ 13,869
-------------------------------------------------------------------------
-------------------------------------------------------------------------

15. Management Agreements

On July 26, 2002, the REIT entered into a Management Agreement for hotel
management and accounting services and an Administrative Services
Agreement (the "Agreements") with Westmont Hospitality Canada Limited
("Westmont"). Westmont manages all but four of the REIT's hotels. The
total management fees paid to other parties for the three months ended
March 31, 2007 is $286 (March 31, 2006 - $nil).

The Agreements have an initial term of 10 years with two successive five-
year renewal terms, subject to the consent of Westmont and approval of
the REIT. The Agreements will expire July 25, 2012. The Agreements
provide for the payment of an annual management fee to Westmont in an
amount equal to 3.375% of gross revenues during the term of the
Agreements, including renewal periods. In addition, Westmont may receive
an annual incentive fee if the REIT achieves distributable income (Note
14) in excess of $1.25 per unit. No management incentive fees were paid
during the periods presented. Accounting fees are calculated based on a
fixed charge per room which increases by the Consumer Price Index change
annually.

In addition to the base management fee and incentive fee, Westmont is
entitled to reasonable fees based on a percentage of the cost of
purchasing certain goods and supplies and certain construction costs and
capital expenditures, fees for accounting services, reasonable out-of-
pocket costs and expenses (other than general and administrative expenses
or overhead costs except as otherwise provided in the Administrative
Services Agreement) and project management and general contractor service
fees related to hotel renovations managed by Westmont.

During the three months ended March 31, 2007 and 2006, the fees charged
to the REIT pursuant to the Agreements were as follows:

Three Three
Months Ended Months Ended
March 31, March 31,
2007 2006
-------------------------------------------------------------------------
(Restated,
Fees from continuing operations: Note 19)
Management fees $ 2,680 $ 2,560
Asset management fees (included in
hotel operating expenses) 78 -
Accounting services (included in hotel
operating expenses) 572 556
Administrative services (included in
corporate and administrative expenses) 105 139
Project management and general contractor
services (capitalized to hotel properties) 160 143
Fees from discontinued operations 22 23
-------------------------------------------------------------------------
$ 3,617 $ 3,421
-------------------------------------------------------------------------
-------------------------------------------------------------------------

In addition, salaries of REIT employees paid by Westmont and reimbursed
by the REIT were $35 (March 31, 2006 - $39). Included in accounts payable
and accrued liabilities are amounts outstanding at March 31, 2007
totalling $1,480 (December 31, 2006 - $1,076).

16. Segmented Financial Information

The REIT operates hotel properties throughout Canada. Information related
to these properties by geographic segment is presented below. The REIT
primarily evaluates operating performance based on hotel operating
income. All key financing, investing and capital allocation decisions are
centrally managed.

Western Ontario Quebec Atlantic Total
-------------------------------------------------------------------------

Three Months Ended
March 31, 2007
Hotel revenues $ 8,985 $ 51,092 $ 21,671 $ 8,278 $ 90,026
Hotel expenses 6,290 40,671 18,589 6,853 72,403
-------------------------------------------------------------------------
Hotel operating
income $ 2,695 $ 10,421 $ 3,082 $ 1,425 $ 17,623
-------------------------------------------------------------------------
-------------------------------------------------------------------------

Three Months Ended
March 31, 2006
(Restated,
Note 18)
Hotel revenues $ 7,677 $ 49,274 $ 12,544 $ 6,410 $ 75,905
Hotel expenses 5,642 38,880 9,659 5,145 59,326
-------------------------------------------------------------------------
Hotel operating
income $ 2,035 $ 10,394 $ 2,885 $ 1,265 $ 16,579
-------------------------------------------------------------------------
-------------------------------------------------------------------------

Capital
expenditures
Three Months Ended
March 31, 2007 $ 373 $ 4,113 $ 903 $ 551 $ 5,940
Three Months Ended
March 31, 2006
(Restated,
Note 18) $ 285 $ 3,660 $ 358 $ 421 $ 4,724
-------------------------------------------------------------------------
-------------------------------------------------------------------------

Hotel properties
March 31, 2007 $ 72,572 $ 678,549 $ 264,481 $ 115,285 $ 1,130,887
December 31,
2006 $ 73,233 $ 681,290 $ 266,140 $ 116,067 $ 1,136,730
-------------------------------------------------------------------------
-------------------------------------------------------------------------

17. Total Revenues

Three Three
Months Ended Months Ended
March 31, March 31,
2007 2006
-------------------------------------------------------------------------

Hotel revenues $ 90,026 $ 75,905

Other business revenues (Note 18) 2,055 872
-------------------------------------------------------------------------
$ 92,081 $ 76,777
-------------------------------------------------------------------------
-------------------------------------------------------------------------

18. Other Business Income

Three Three
Months Months
Ended Ended
Franchise Retail/ Retirement March 31, March 31,
Business Office Residence 2007 2006
-------------------------------------------------------------------------

Revenues $ 1,063 $ 724 $ 268 $ 2,055 $ 872

Expenses 481 346 180 1,007 386
-------------------------------------------------------------------------
Other business
income, net $ 582 $ 378 $ 88 $ 1,048 $ 486
-------------------------------------------------------------------------
-------------------------------------------------------------------------

Other business income includes Franchise Business Income, which is
InnVest's 50% share of Choice Canada's operations and the income from the
other real estate properties acquired with the Quebec Deltas during the
year ended December 31, 2006.

19. Assets Held for Sale and Discontinued Operations

On April 18, 2006, the REIT reclassified one Ontario hotel property to
assets held for sale. At September 30, 2006, the REIT reclassified a
second hotel property, in Atlantic Canada, to assets held for sale.

On March 30, 2007, the REIT sold the hotel held for sale in Atlantic
Canada, and recorded a gain of $659. The debt owing of $1,010 was paid
out of the proceeds. Subsequent to the completion of the quarter, on
April 10, 2007, the Ontario asset held for sale was sold. This asset was
written down to its fair market value in 2006. The debt owing of $1,171
was paid in full from proceeds of the sale. The operations for these two
hotels are included as discontinued operations as summarized below.

Discontinued operations for the three months ended March 31, 2007 and
2006 are as follows:

2007 2006
-------------------------------------------------------------------------

-------------------------------------------------------------------------
Hotel revenues $ 441 $ 461
-------------------------------------------------------------------------

Hotel expenses
Operating expenses 358 376
Property taxes, rent and insurance 49 50
Management fees 15 16
-------------------------------------------------------------------------
422 442
-------------------------------------------------------------------------
Hotel operating income 19 19
-------------------------------------------------------------------------
Interest on mortgages 38 37
Depreciation and amortization - 82
-------------------------------------------------------------------------
38 119
-------------------------------------------------------------------------
Loss from discontinued operations (19) (100)
Gain on sale of assets held for sale 659 -
-------------------------------------------------------------------------
Net income (loss) from discontinued
operations $ 640 $ (100)
-------------------------------------------------------------------------
-------------------------------------------------------------------------

20. Subsequent Events

Long-Term Debt Extension

Subsequent to March 31, 2007, the REIT completed an early extension of
$147,665 of mortgage debt that was to have matured on July 26, 2008,
fixing the interest rate on $130,000 at 5.8%, for a blended interest rate
of 6.17% per annum for a period of seven years and maintained floating
rate debt of $17,665, which at current rates bears interest at
approximately 6.2% per annum.

SEDAR: 00018005E

Contact Information

  • Kenneth D. Gibson
    President and Chief Executive Officer
    (905) 206-7100
    (905) 206-7114 (FAX)
    or
    Tamara L. Lawson
    Chief Financial Officer and Secretary
    (905) 206-7100
    (905) 206-7114 (FAX)
    Website: www.innvestreit.com