Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Oct. 31, 2018 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | RED LION HOTELS CORP | |
Entity Central Index Key | 1,052,595 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 24,563,933 | |
Entity Small Business | false | |
Entity Emerging Growth Company | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents ($6,488 and $6,487 attributable to VIEs) | $ 18,218 | $ 32,429 |
Restricted cash ($4,568 and $12,326 attributable to VIEs) | 4,671 | 12,429 |
Accounts receivable, net of an allowance for doubtful accounts $2,019 and $1,436, respectively ($1,591 and $3,200 attributable to VIEs) | 22,214 | 13,143 |
Accounts receivable from related parties | 0 | 1,520 |
Notes receivable, net | 1,642 | 1,098 |
Inventories ($123 and $276 attributable to VIEs) | 272 | 443 |
Prepaid expenses and other ($840 and $976 attributable to VIEs) | 5,405 | 4,862 |
Assets held for sale ($0 and $34,359 attributable to VIEs) | 0 | 34,359 |
Total current assets | 52,422 | 100,283 |
Property and equipment, net ($88,447 and $137,479 attributable to VIEs) | 118,810 | 167,938 |
Goodwill | 18,607 | 9,404 |
Intangible assets, net | 65,439 | 50,749 |
Other assets, net ($572 and $174 attributable to VIEs) | 7,758 | 1,976 |
Total assets | 263,036 | 330,350 |
Current liabilities: | ||
Accounts payable ($817 and $1,810 attributable to VIEs) | 5,291 | 4,100 |
Accrued payroll and related benefits ($426 and $1,453 attributable to VIEs) | 4,208 | 7,457 |
Other accrued liabilities ($1,400 and $2,184 attributable to VIEs) | 5,769 | 4,094 |
Long-term debt, due within one year ($9,481 and $62,914 attributable to VIEs) | 9,419 | 62,914 |
Contingent consideration for acquisition due to related party, due within one year | 3,000 | 9,289 |
Total current liabilities | 27,687 | 87,854 |
Long-term debt, due after one year, net of debt issuance costs ($15,641 and $48,483 attributable to VIEs) | 24,766 | 48,483 |
Line of credit, due after one year | 10,000 | 0 |
Deferred income and other long-term liabilities ($551 and $772 attributable to VIEs) | 2,436 | 1,554 |
Deferred income taxes | 774 | 2,219 |
Total liabilities | 65,663 | 140,110 |
Commitments and contingencies | ||
RLH Corporation stockholders' equity: | ||
Preferred stock - 5,000,000 shares authorized; $0.01 par value; no shares issued or outstanding | 0 | 0 |
Common stock - 50,000,000 shares authorized; $0.01 par value; 24,274,599 and 23,651,212 shares issued and outstanding | 242 | 237 |
Additional paid-in capital, common stock | 183,412 | 178,028 |
Accumulated deficit | (6,769) | (15,406) |
Total RLH Corporation stockholders' equity | 176,885 | 162,859 |
Noncontrolling interest | 20,488 | 27,381 |
Total stockholders' equity | 197,373 | 190,240 |
Total liabilities and stockholders’ equity | $ 263,036 | $ 330,350 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 2,019 | $ 1,436 |
Cash and cash equivalents | 18,218 | 32,429 |
Restricted cash | 4,671 | 12,429 |
Accounts receivable | 22,214 | 13,143 |
Inventories | 272 | 443 |
Prepaid expenses and other | 5,405 | 4,862 |
Assets held for sale | 0 | 34,359 |
Property and equipment, net | 118,810 | 167,938 |
Other assets, net | 7,758 | 1,976 |
Accounts payable | 5,291 | 4,100 |
Accrued payroll and related benefits | 4,208 | 7,457 |
Other accrued liabilities | 5,769 | 4,094 |
Long-term debt, due within one year | 9,419 | 62,914 |
Long-term debt, due after one year, net of debt issuance costs | 24,766 | 48,483 |
Deferred income and other long-term liabilities | $ 2,436 | $ 1,554 |
RLH Corporation stockholders' equity: | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Common stock, shares issued (in shares) | 24,274,599 | 23,651,212 |
Common stock, shares outstanding (in shares) | 24,274,599 | 23,651,212 |
Variable Interest Entity, Primary Beneficiary | ||
Cash and cash equivalents | $ 6,488 | $ 6,487 |
Restricted cash | 4,568 | 12,326 |
Accounts receivable | 1,591 | 3,200 |
Inventories | 123 | 276 |
Prepaid expenses and other | 840 | 976 |
Assets held for sale | 0 | 34,359 |
Property and equipment, net | 88,447 | 137,479 |
Other assets, net | 572 | 174 |
Accounts payable | 817 | 1,810 |
Accrued payroll and related benefits | 426 | 1,453 |
Other accrued liabilities | 1,400 | 2,184 |
Long-term debt, due within one year | 9,481 | 62,914 |
Long-term debt, due after one year, net of debt issuance costs | 15,641 | 48,483 |
Deferred income and other long-term liabilities | $ 551 | $ 772 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenue | $ 36,000 | $ 51,024 | $ 107,651 | $ 133,434 |
Operating expenses: | ||||
Depreciation and amortization | 3,621 | 4,660 | 12,714 | 13,742 |
Hotel facility and land lease | 1,186 | 1,201 | 3,577 | 3,604 |
Asset impairment | 7,100 | 0 | 7,100 | 0 |
Gain on asset dispositions, net | (26,196) | (113) | (42,094) | (334) |
General, administrative and other expenses | 5,398 | 3,631 | 14,588 | 11,346 |
Acquisition and integration costs | 95 | 1,235 | 2,196 | 1,246 |
Total operating expenses | 16,236 | 45,850 | 78,656 | 129,401 |
Operating income | 19,764 | 5,174 | 28,995 | 4,033 |
Other income (expense): | ||||
Interest expense | (1,417) | (2,119) | (5,366) | (6,114) |
Loss on early retirement of debt | (794) | 0 | (794) | 0 |
Other income (loss), net | 34 | 338 | 214 | 562 |
Total other income (expense) | (2,177) | (1,781) | (5,946) | (5,552) |
Income (loss) from continuing operations before taxes | 17,587 | 3,393 | 23,049 | (1,519) |
Income tax expense (benefit) | (26) | 34 | (239) | 304 |
Net income (loss) from continuing operations | 17,613 | 3,359 | 23,288 | (1,823) |
Discontinued operations: | ||||
Income (loss) from discontinued business unit, net of income tax expense (benefit) of $140 and $209 | 0 | 268 | 0 | 402 |
Income (loss) from discontinued operations | 0 | 268 | 0 | 402 |
Net income (loss) | 17,613 | 3,627 | 23,288 | (1,421) |
Net (income) loss attributable to noncontrolling interest | (8,670) | (871) | (14,079) | 507 |
Net income (loss) and comprehensive income (loss) attributable to RLH Corporation | $ 8,943 | $ 2,756 | $ 9,209 | $ (914) |
Earnings (loss) per share - basic | ||||
Income (loss) from continuing operations attributable to RLH Corporation (in dollars per share) | $ 0.36 | $ 0.11 | $ 0.38 | $ (0.06) |
Income from discontinued operations (in dollars per share) | 0 | 0.01 | 0 | 0.02 |
Net income (loss) attributable to RLH Corporation (in dollars per share) | 0.36 | 0.12 | 0.38 | (0.04) |
Earnings (loss) per share - diluted | ||||
Income (loss) from continuing operations attributable to RLH Corporation (in dollars per share) | 0.35 | 0.10 | 0.36 | (0.06) |
Income from discontinued operations (in dollars per share) | 0 | 0.01 | 0 | 0.02 |
Net income (loss) attributable to RLH Corporation (in dollars per share) | $ 0.35 | $ 0.11 | $ 0.36 | $ (0.04) |
Weighted average shares - basic (in shares) | 24,545 | 23,609 | 24,334 | 23,542 |
Weighted average shares - diluted (in shares) | 25,729 | 24,176 | 25,437 | 23,542 |
Company operated hotels | ||||
Revenue | $ 19,579 | $ 37,244 | $ 65,486 | $ 94,214 |
Costs of services | 14,534 | 25,284 | 50,817 | 70,450 |
Other revenues/costs from managed properties | ||||
Revenue | 1,278 | 1,054 | 3,272 | 3,047 |
Costs of services | 1,278 | 1,054 | 3,272 | 3,047 |
Franchised hotels | ||||
Revenue | 15,137 | 12,714 | 38,861 | 36,045 |
Costs of services | 9,220 | 8,898 | 26,486 | 26,300 |
Other | ||||
Revenue | $ 6 | $ 12 | $ 32 | $ 128 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2017 | Sep. 30, 2017 | |
Income Statement [Abstract] | ||
Tax expense (benefit) on income from discontinued business unit | $ 140 | $ 209 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Operating activities: | ||
Net income (loss) | $ 23,288 | $ (1,421) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 12,714 | 13,806 |
Amortization of debt issuance costs | 892 | 892 |
Gain on disposition of property, equipment and other assets, net | (42,094) | (328) |
Loss on early retirement of debt | 794 | 0 |
Impairment loss | 7,100 | 0 |
Deferred income taxes | (1,445) | 416 |
Stock based compensation expense | 2,896 | 2,392 |
Provision for doubtful accounts | 651 | 407 |
Fair value adjustments to contingent consideration | 581 | 1,325 |
Change in current assets and liabilities, net of business acquired: | ||
Accounts receivable, net | (7,293) | (4,345) |
Notes receivable, net | (7) | (69) |
Inventories | 4 | (32) |
Prepaid expenses and other | (6,629) | (1,324) |
Accounts payable | 1,405 | (780) |
Other accrued liabilities | (484) | (1,936) |
Net cash provided by (used in) operating activities | (7,627) | 9,003 |
Investing activities: | ||
Capital expenditures | (6,190) | (8,024) |
Contingent consideration paid for Vantage acquisition | (4,000) | 0 |
Acquisition of Knights Inn | (26,888) | 0 |
Net proceeds from disposition of property and equipment | 113,838 | 28 |
Collection of notes receivable related to property sales | 0 | 200 |
Advances on notes receivable | (537) | (408) |
Net cash provided by (used in) investing activities | 76,223 | (8,204) |
Financing activities: | ||
Borrowings on long-term debt | 30,000 | 3,237 |
Repayment of long-term debt | (107,899) | (959) |
Proceeds from line of credit borrowing | 10,000 | 0 |
Debt issuance costs | (1,317) | (35) |
Distributions to noncontrolling interest | (20,972) | (1,388) |
Stock-based compensation awards canceled to settle employee tax withholding | (615) | (332) |
Stock option and stock purchase plan issuances, net and other | 238 | 194 |
Net cash provided by (used in) financing activities | (90,565) | 717 |
Change in cash, cash equivalents and restricted cash: | ||
Net increase (decrease) in cash, cash equivalents and restricted cash | (21,969) | 1,516 |
Cash, cash equivalents and restricted cash at beginning of period | 44,858 | 47,609 |
Cash, cash equivalents and restricted cash at end of period | $ 22,889 | $ 49,125 |
Organization
Organization | 9 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization Red Lion Hotels Corporation ("RLH Corporation", "RLHC", "we", "our", "us", or "our company") is a NYSE-listed hospitality and leisure company (ticker symbol: RLH) doing business as RLH Corporation and primarily engaged in the franchising, management and ownership of hotels under the following proprietary brands: Hotel RL, Red Lion Hotels, Red Lion Inn & Suites, GuestHouse, Settle Inn, Americas Best Value Inn, Canadas Best Value Inn, Signature and Signature Inn, Country Hearth Inns & Suites, and Knights Inn. A summary of our properties as of September 30, 2018 , including the approximate number of available rooms, is provided below: Franchised Company Operated Total Systemwide Hotels Total Available Rooms Hotels Total Available Rooms Hotels Total Available Rooms Total 1,352 86,100 11 2,400 1,363 88,500 On May 14, 2018, Red Lion Hotels Franchising, Inc., a wholly-owned subsidiary of RLH Corporation (RLH Franchising) completed the purchase of all of the issued and outstanding shares of capital stock of Knights Franchise Systems, Inc. (KFS, Knights Inn), and the purchase of certain operating assets from, and assumption of certain liabilities relating to the business of franchising Knights Inn branded hotels from Wyndham Hotel Group Canada, ULC and Wyndham Hotel Group Europe Limited, pursuant to an Amended and Restated Purchase Agreement dated May 1, 2018. The aggregate purchase price of $26.9 million is subject to a post-closing purchase price adjustment mechanism for the cash, unpaid indebtedness, unpaid transaction expenses and working capital of KFS. See Note 17 for discussion of |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies The unaudited condensed consolidated financial statements included herein were prepared by us pursuant to the rules and regulations of the Securities and Exchange Commission (SEC) and in accordance with generally accepted accounting principles in the United States of America (GAAP). Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted as permitted by such rules and regulations. The Consolidated Balance Sheet as of December 31, 2017 was derived from the audited balance sheet as of such date. We believe the disclosures included herein are adequate; however, they should be read in conjunction with the consolidated financial statements and the notes thereto for the year ended December 31, 2017 , filed with the SEC in our annual report on Form 10-K on April 2, 2018. In the opinion of management, these unaudited condensed consolidated financial statements contain all of the adjustments of a normal and recurring nature necessary to present fairly our Condensed Consolidated Balance Sheet at September 30, 2018 , the Condensed Consolidated Statements of Comprehensive Income (Loss) for the three and nine months ended September 30, 2018 and 2017 , and the Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2018 and 2017 . The results of operations for the periods presented may not be indicative of that which may be expected for a full year or for any other fiscal period. Revenue Recognition Revenue is generally recognized as services are provided. Revenues are primarily derived from franchise contracts with third-party hotel owners, as well as from individual hotel guests and corporate patrons at our owned and leased hotels. Revenues are also derived from management of third-party owned hotels. The majority of compensation received for our performance obligations is variable consideration from our management and franchise contracts or fixed transactional guest consideration through our owned and leased hotels. We recognize the variable fees as the services to which they relate are delivered, applying the prescribed variable consideration allocation guidance. In certain circumstances we defer consideration and recognize consideration over time as the related performance obligations are satisfied. Franchised hotel revenues We identified the following services as one performance obligation in connection with our franchise contracts: • Intellectual Property (IP) licenses grant a non-exclusive, limited revocable license to the RLH trademarks and hotel names. • Manual and Training Services provide operational assistance unique to the RLH brands, business model and standards. • Reservation Services are provided through direct or indirect system access. • Marketing Services and Arrangements benefit the overall hotel network and include brand promotions, direct guest marketing, brand name marketing and various other programs targeted at advertising to guests. • Brand Conference is provided typically annually for third party owners to gather and attend educational seminars and brand informational presentations. The performance obligation related to franchise revenues is delivered over time. While the underlying services may vary from day to day, the nature of the promises are the same each day, other than the Brand Conference, which is recognized in the month the service is provided, and the property owner can independently benefit from each day's services. Franchise fees are typically based on the sales or usage of the underlying hotel, with the exception of fixed upfront fees that usually represent an insignificant portion of the transaction price. Franchised hotel revenues represent fees earned in connection with the licensing of one of our brands, usually under long-term contracts with the property owner, and include the following: • Royalty fees are generally based on a percentage of a hotel's monthly gross room revenue or a fixed monthly fee based on room count. These fees are typically billed and collected monthly, and revenue is generally recognized at the same time the fees are billed. • Application, initiation and other fees are charged when: (i) new hotels enter our system; (ii) there is a change of ownership; or (iii) contracts with properties already in our system are extended or modified. These fees are typically fixed and collected upfront and are recognized as revenue over the term of the franchise contract. • Reservations services/marketing expenses/other are associated with our brands and shared services, which are paid from fees collected by us from the franchised properties. Revenue is generally recognized on a gross basis as fees are billed, which are based on the underlying hotel's sales or usage (e.g., gross room revenues and number of reservations processed) and expenses are expected to equal the revenues over time. Any consideration paid or anticipated to be paid to incentivize hotel owners to enter into franchise contracts is capitalized and reduces revenues as amortized. The commission or directs costs of acquiring the contract or modification are recorded as contract acquisition costs and are recognized in franchise costs when amortized. Company operated hotels revenue We identified the following performance obligations in connection with our owned and leased hotel revenues, for which revenue is recognized as the respective performance obligations are satisfied, which results in recognizing the amount we expect to be entitled to for providing the goods or services to the hotel customer or guest: • Room reservations or ancillary services are typically satisfied as the good or service is transferred to the hotel guest, which is generally when the room stay occurs. • Other ancillary goods and services are purchased independently of the room reservation at standalone selling prices and are considered separate performance obligations, which are satisfied when the related good or service is provided to the hotel guest. • Hotel management fees represent fees earned from hotels that we manage, usually under long-term contracts with the property owner and are generally based on a percentage of a hotel's monthly gross revenue. Base fees are typically billed and collected monthly, and revenue is generally recognized at the same time the fees are billed. Company operated hotels revenue primarily consist of hotel room rentals, revenue from accommodations sold in conjunction with other services(e.g., package reservations), food and beverage sales and other ancillary goods and services (e.g., parking) related to owned, leased and consolidated non-wholly owned (joint venture) hotel properties and hotel management fees. Revenue is recognized when rooms are occupied or goods and services have been delivered or rendered, respectively. Payment terms typically align with when the goods and services are provided. The management fees from third-party hotel owners earned under the contract relate to a specific outcome of providing the services (e.g., hotel room sales). We use time as the measure of progress to recognize as revenue the fees that are allocated to the period earned per the contract. Revenue from managed properties Other revenue from managed properties includes direct reimbursements including payroll and related costs and certain other operating costs of the managed properties’ operations, which are contractually reimbursed to us by the property owners as expenses are incurred. Revenue is recognized based on the amount of expenses incurred by us and are presented as other expenses from managed hotels in our Condensed Consolidated Statements of Comprehensive Income (Loss). These expenses are then reimbursed by the property owner typically on a monthly basis, which results in no net effect on operating income (loss) or net income (loss). Other revenues Other revenues include revenues generated by the incidental support of hotel operations for owned, leased, managed and franchised hotels, including purchasing operations, and other operating income. Taxes and fees collected on behalf of governmental agencies We are required to collect certain taxes and fees from customers on behalf of governmental agencies and remit these back to the applicable governmental agencies on a periodic basis. We have a legal obligation to act as a collection agent. We do not retain these taxes and fees and, therefore, they are not included in our measurement of transaction prices. We have elected to present revenue net of sales taxes and other similar taxes. We record a liability when the amounts are collected and relieve the liability when payments are made to the applicable taxing authority or other appropriate governmental agency. New and Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers (Topic 606) , which is a comprehensive new revenue recognition model requiring a company to recognize revenue to depict the transfer of goods or services to a customer at an amount reflecting the consideration it expects to receive in exchange for those goods or services. We adopted the requirements of ASU 2014-09 on January 1, 2018 using the modified retrospective method, as permitted by the standard, resulting in a cumulative adjustment to accumulated deficit of $0.6 million . In implementation, we applied the transition guides to franchise agreements originated by us. No contract liability was recorded for franchise contracts that were acquired in prior business combinations or asset purchases. The provisions of ASU 2014-09 affected our revenue recognition as follows: • Application, initiation and other fees are recognized over the term of the franchise contract based on the first penalty free termination date, rather than upon execution of the contract. These fees are recognized in franchise hotel revenue. • Certain contract acquisition costs related to our management and franchise contracts are recognized over the term of the contracts rather than upon execution of the contract. The amortization of these costs is recognized in franchised hotel expenses. Information below represents the effect of the adoption of ASU 2014-09 on our Condensed Consolidated Balance Sheet as of September 30, 2018 and our Condensed Consolidated Statement of Comprehensive Income (Loss) for the three and nine months ended September 30, 2018 (in thousands, except per share data). As Reported Adjustment Balances without adoption of topic 606 ASSETS Prepaid expenses and other $ 5,405 $ (276 ) $ 5,129 Other assets, net 7,758 (824 ) 6,934 Total assets 263,036 (1,100 ) 261,936 LIABILITIES Other accrued liabilities $ 5,769 $ (664 ) $ 5,105 Deferred income and other long-term liabilities 2,436 (1,282 ) 1,154 Total liabilities 65,663 (1,946 ) 63,717 STOCKHOLDERS’ EQUITY RLH Corporation stockholders' equity: Accumulated deficit $ (6,769 ) $ 846 $ (5,923 ) Total RLH Corporation stockholders' equity 176,885 846 177,731 Total stockholders' equity 197,373 846 198,219 Total liabilities and stockholders’ equity 263,036 (1,100 ) 261,936 Three Months Ended September 30, 2018 As Reported Adjustment Balances without adoption of topic 606 Revenue: Franchised hotels $ 15,137 $ 193 $ 15,330 Total revenues 36,000 193 36,193 Operating expenses: Franchised hotels 9,220 74 9,294 Total operating expenses 16,236 74 16,310 Operating income 19,764 119 19,883 Income (loss) from continuing operations before taxes 17,587 119 17,706 Income tax expense (benefit) (26 ) (2 ) (28 ) Net income (loss) from continuing operations 17,613 121 17,734 Net income (loss) 17,613 121 17,734 Net income (loss) and comprehensive income (loss) attributable to RLH Corporation 8,943 121 9,064 Basic earnings (loss) per share from continuing operations $ 0.36 $ 0.01 $ 0.37 Diluted earnings (loss) per share from continuing operations $ 0.35 $ — $ 0.35 Nine Months Ended September 30, 2018 As Reported Adjustment Balances without adoption of topic 606 Revenue: Franchised hotels $ 38,861 $ 563 $ 39,424 Total revenues 107,651 563 108,214 Operating expenses: Franchised hotels 26,486 222 26,708 Total operating expenses 78,656 222 78,878 Operating income 28,995 341 29,336 Income (loss) from continuing operations before taxes 23,049 341 23,390 Income tax expense (benefit) (239 ) (4 ) (243 ) Net income (loss) from continuing operations 23,288 345 23,633 Net income (loss) 23,288 345 23,633 Net income (loss) and comprehensive income (loss) attributable to RLH Corporation 9,209 345 9,554 Basic earnings (loss) per share from continuing operations $ 0.38 $ 0.01 $ 0.39 Diluted earnings (loss) per share from continuing operations $ 0.36 $ 0.02 $ 0.38 In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . The new standard establishes a right-of-use (ROU) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. A modified retrospective transition approach is required. We have assigned an implementation team and are still assessing the potential impact that ASU 2016-02 will have on our financial statements and disclosures. We had $76.4 million of operating lease obligations as of September 30, 2018 (see Note 10) and upon the adoption of the standard we expect to record an ROU asset and lease liability for the present value of these leases, which will have a material impact on the Condensed Consolidated Balance Sheet. |
Business Segments
Business Segments | 9 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Business Segments | Business Segments We have two operating segments: franchised hotels and company operated hotels. The "other" segment consists of miscellaneous revenues and expenses, cash and cash equivalents, certain receivables, certain property and equipment and general and administrative expenses, which are not specifically associated with an operating segment. Management reviews and evaluates the operating segments exclusive of interest expense, income taxes and certain corporate expenses; therefore, they have not been allocated to the operating segments. All balances are presented after the elimination of inter-segment and intra-segment revenues and expenses. The results of operations of the entertainment segment were treated as discontinued operations, due to the sale of that business completed on October 3, 2017. As a result, the revenue and operating expenses of the entertainment segment are excluded from the segment disclosures below. Selected financial information is provided below (in thousands): Three Months Ended September 30, 2018 Franchised Hotels Company Operated Hotels Other Total Revenue $ 15,137 $ 20,857 $ 6 $ 36,000 Operating expenses: Segment operating expenses 9,220 15,812 — 25,032 Depreciation and amortization 986 2,170 465 3,621 Other operating expenses, acquisition costs, asset impairment and gains on asset dispositions 95 (17,856 ) 5,344 (12,417 ) Operating income (loss) $ 4,836 $ 20,731 $ (5,803 ) $ 19,764 Identifiable assets as of September 30, 2018 $ 109,216 $ 135,259 $ 18,561 $ 263,036 Three Months Ended September 30, 2017 Franchised Hotels Company Operated Hotels Other Total Revenue $ 12,714 $ 38,298 $ 12 $ 51,024 Operating expenses: Segment operating expenses 8,898 26,338 — 35,236 Depreciation and amortization 594 3,755 311 4,660 Other operating expenses, acquisition costs and gains on asset dispositions 1,235 1,090 3,629 5,954 Operating income (loss) $ 1,987 $ 7,115 $ (3,928 ) $ 5,174 Identifiable assets as of December 31, 2017 $ 70,035 $ 241,659 $ 18,656 $ 330,350 Nine Months Ended September 30, 2018 Franchised Hotels Company Operated Hotels Other Total Revenue $ 38,861 $ 68,758 $ 32 $ 107,651 Operating expenses: Segment operating expenses 26,486 54,089 — 80,575 Depreciation and amortization 3,043 8,328 1,343 12,714 Other operating expenses, acquisition costs, asset impairment and gains on asset dispositions 2,195 (31,316 ) 14,488 (14,633 ) Operating income (loss) $ 7,137 $ 37,657 $ (15,799 ) $ 28,995 Identifiable assets as of September 30, 2018 $ 109,216 $ 135,259 $ 18,561 $ 263,036 Nine Months Ended September 30, 2017 Franchised Hotels Company Operated Hotels Other Total Revenue $ 36,045 $ 97,261 $ 128 $ 133,434 Operating expenses: Segment operating expenses 26,300 73,497 — 99,797 Depreciation and amortization 1,721 11,096 925 13,742 Other operating expenses, acquisition costs and gains on asset dispositions 1,144 3,258 11,460 15,862 Operating income (loss) $ 6,880 $ 9,410 $ (12,257 ) $ 4,033 Identifiable assets as of December 31, 2017 $ 70,035 $ 241,659 $ 18,656 $ 330,350 |
Variable Interest Entities
Variable Interest Entities | 9 Months Ended |
Sep. 30, 2018 | |
Variable Interest Entities [Abstract] | |
Variable Interest Entities | Variable Interest Entities Our joint venture entities have been determined to be variable interest entities (VIEs), and RLH Corporation has been determined to be the primary beneficiary of each VIE. Therefore, we consolidate the assets, liabilities, and results of operations of (1) RL Venture, (2) RLS Balt Venture LLC (RLS Balt Venture), (3) RLS Atla Venture LLC (RLS Atla Venture) and (4) RLS DC Venture LLC (RLS DC Venture). RL Venture We maintain a 55% interest in RL Venture, with the remaining 45% owned by Shelbourne Falcon RLHC Hotel Investors LLC (Shelbourne Falcon), an entity that is led by Shelbourne Capital LLC (Shelbourne). The hotels owned by RL Venture are managed by RL Management, one of our wholly-owned subsidiaries, subject to a management agreement. RL Venture is considered a variable interest entity because our voting rights are not proportional to our financial interest and substantially all of RL Venture's activities involve and are conducted on our behalf. We have determined that we are the primary beneficiary as (a) we exert power over two of the entity's key activities (hotel operations and property renovations) and share power over the remaining key activities with Shelbourne Falcon, which does not have the unilateral ability to exercise kick-out rights, and (b) we have the obligation to absorb losses and right to receive benefits that could be significant to the entity through our 55% equity interest and management fees. As a result, we consolidate RL Venture. The equity interest owned by Shelbourne Falcon is reflected as a noncontrolling interest in the condensed consolidated financial statements. In February 2018, five of the RL Venture properties were sold for an aggregate sale price of $47.2 million . In April 2018, one of the RL Venture properties sold for $5.5 million . In May 2018, one of the RL Venture property sold for $9.3 million . In July 2018, two additional RL Venture properties sold for $54.5 million . As of September 30, 2018 , RL Venture has two remaining properties. Cash distributions may be made periodically based on calculated distributable income. During the third quarter of 2018 and 2017 , RL Venture made a cash distributions totaling $37.5 million and $1.6 million , of which RLH Corporation received $20.6 million and $0.9 million , respectively. During the nine months ended September 30, 2018 and 2017 , cash distributions totaled $46.5 million and $3.1 million , of which RLH Corporation received $25.6 million and $1.7 million , respectively. Under our credit agreement with Deutsche Bank AG New York Branch (DB), Capital One, National Association and Raymond James Bank, N.A., as lenders and DB as the administrative agent dated as of May 14, 2018, as amended, (DB Credit Agreement), these funds may be used to pay down the principal outstanding on the Senior Secured Term Loan. In August 2018, RLH Corporation deposited the $20.6 million received from RL Venture in a cash collateral account controlled by DB, which was used to make a prepayment on the balance outstanding under the Senior Secured Term Loan under the DB Credit Agreement. RLS Balt Venture As of September 30, 2018, we own a 73% interest in RLS Balt Venture, with the remaining 27% owned by Shelbourne Falcon Charm City Investors LLC (Shelbourne Falcon II), an entity led by Shelbourne. RL Baltimore, LLC (RL Baltimore), which is wholly-owned by RLS Balt Venture, owns the Hotel RL Baltimore Inner Harbor, which is managed by RL Management. RLS Balt Venture is considered a variable interest entity because our voting rights are not proportional to our financial interest and substantially all of RLS Balt Venture's activities involve and are conducted on our behalf. We have determined that we are the primary beneficiary as (a) we exert power over the entity's key activities (hotel operations and property renovations) and share power over the remaining key activities with Shelbourne Falcon II, which does not have the unilateral ability to exercise kick-out rights, and (b) we have the obligation to absorb losses and right to receive benefits that could be significant to the entity through our 73% equity interest and management fees. As a result, we consolidate RLS Balt Venture. The equity interest owned by Shelbourne Falcon II is reflected as a noncontrolling interest in the condensed consolidated financial statements. In May 2017 and 2018, RLH Corporation provided an additional $2.8 million and $2.0 million , respectively, to RLS Balt Venture to fund operating losses. This funding was not treated as a loan or as a capital contribution. Rather, it is preferred capital of RLS Balt Venture and will be repaid only when the Baltimore hotel property is sold or when RLS Balt Venture is liquidated. Upon such an event, RLH Corporation will receive the preferred capital plus a preferred return of 9% on the May 2017 preferred capital and 11% on the May 2018 preferred capital, compounded annually, prior to any liquidation proceeds being returned to the members. Cash distributions may be made periodically based on calculated distributable income. There were no cash distributions made during the nine months ended September 30, 2018 or 2017 . RLS Atla Venture We own a 55% interest in RLS Atla Venture and Falcon Big Peach Investors LLC (Shelbourne Falcon III), an entity led by Shelbourne, owns a 45% interest. RLH Atlanta LLC (RLH Atlanta), which is wholly-owned by RLS Atla Venture, owns a hotel adjacent to the Atlanta International Airport that opened in April 2016 as the Red Lion Hotel Atlanta International Airport. RLS Atla Venture is considered a variable interest entity because our voting rights are not proportional to our financial interest and substantially all of RLS Atla Venture's activities involve and are conducted on our behalf. We have determined that we are the primary beneficiary as (a) we exert power over the entity's key activities (hotel operations and property renovations) and share power over the remaining key activities with Shelbourne Falcon III, which does not have the unilateral ability to exercise kick-out rights, and (b) we have the obligation to absorb losses and right to receive benefits that could be significant to the entity through our 55% equity interest and management fees. As a result, we consolidate RLS Atla Venture. The equity interest owned by Shelbourne Falcon III is reflected as a noncontrolling interest in the condensed consolidated financial statements. Cash distributions may be made periodically based on calculated distributable income. There were no cash distributions made during the nine months ended September 30, 2018 or 2017 . On August 9, 2018 we announced that we would be marketing for sale the Red Lion Hotel Atlanta International Airport owned by RLH Atlanta. RLS DC Venture We own 55% of RLS DC Venture, and Shelbourne Falcon DC Investors LLC (Shelbourne Falcon IV), an entity led by Shelbourne, owns 45% . RLS DC Venture is considered a variable interest entity because our voting rights are not proportional to our financial interest, and substantially all of RLS DC Venture's activities involve and are conducted on our behalf. We have determined that we are the primary beneficiary as (a) we exert power over the entity's key activities (hotel operations and property renovations) and share power over the remaining key activities with Shelbourne Falcon IV, which does not have the unilateral ability to exercise kick-out rights, and (b) we have the obligation to absorb losses and right to receive benefits that could be significant to the entity through our 55% equity interest and management fees. As a result, we consolidate RLS DC Venture. The equity interest owned by Shelbourne Falcon IV is reflected as a noncontrolling interest in the condensed consolidated financial statements. In May 2017, RLH Corporation provided $950,000 to RLS DC Venture to fund restricted cash required by the loan agreement with Pacific Western Bank. In May 2018, RLH Corporation provided approximately $450,000 to RLS DC Venture to be used as a principal payment on the debt to Pacific Western Bank to bring the loan into compliance with the loan to value debt covenant requirement of the loan agreement. This funding was not treated as a loan or as a capital contribution. Rather, it is preferred capital of RLS DC Venture and will be repaid only when the DC hotel property is sold, when RLS DC Venture is liquidated, or the restricted cash is released per the loan agreement. Upon such an event, RLH Corporation will receive the preferred capital plus a preferred return of 9% on the May 2017 preferred capital and 11% on the May 2018 preferred capital, compounded annually, prior to any liquidation proceeds being returned to the members. In May 2018, the loan was amended to add a $4.5 million principal guarantee by RLH Corporation. The amendment also allows future debt service coverage ratio covenant defaults to be cured by an increase in the RLH Corporation principal guarantee. This option can be exercised a maximum of two times during the remaining term of the loan. Cash distributions may be made periodically based on calculated distributable income. There were no cash distributions made during the nine months ended September 30, 2018 or 2017 |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment is summarized as follows (in thousands): September 30, December 31, Buildings and equipment $ 152,237 $ 216,618 Furniture and fixtures 21,029 29,132 Landscaping and land improvements 3,094 5,104 176,360 250,854 Less accumulated depreciation (82,301 ) (118,888 ) 94,059 131,966 Land 19,372 31,710 Construction in progress 5,379 4,262 Property and equipment, net $ 118,810 $ 167,938 During the three months ended September 30, 2018 , we recognized a $7.1 million impairment on our Baltimore joint venture property. The default during the third quarter on the RL Baltimore loan (described further in Note 8) coupled with challenging cash flow results for the asset gave rise to the impairment. The fair value of the asset was determined by a third-party valuation that included an analysis of selling prices for similar assets as well as a discounted cash flow analysis, which are Level 3 fair value measurements. Key inputs to the fair value measurement for these assets included forecasted revenues expected to be generated by the hotel factoring in the market it serves as well as forecasted operating costs and capital expenditure needs based upon the Company’s planning and budgeting process. Other inputs included sales data for similarly situated hotels in the market, adjusted to reflect known differences in the assets. During the three and nine months ended September 30, 2018 , we sold two and nine hotel properties for a total gain of $ 26.0 million and $41.6 million |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Sep. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets The following table summarizes the balances of goodwill and other intangible assets (in thousands): September 30, December 31, Goodwill $ 18,607 $ 9,404 Intangible assets Brand name - indefinite lived $ 46,860 $ 39,160 Brand name - finite lived, net 2,433 2,814 Customer contracts, net 16,018 8,647 Trademarks 128 128 Total intangible assets, net $ 65,439 $ 50,749 On May 14, 2018 we acquired substantially all of the assets of KFS, including customer contracts and the brand name, as further described in Note 17. Goodwill and other intangible assets attributable to each of our business segments at September 30, 2018 and December 31, 2017 were as follows (in thousands): September 30, 2018 December 31, 2017 Intangible Intangible Goodwill Assets Goodwill Assets Company operated hotels $ — $ 4,660 $ — $ 4,660 Franchised hotels 18,607 60,779 9,404 46,089 Total $ 18,607 $ 65,439 $ 9,404 $ 50,749 The following table summarizes the balances of amortized customer contracts and finite-lived brand names (in thousands): September 30, December 31, Customer contracts $ 20,773 $ 11,673 Brand name - finite lived 3,295 3,295 Accumulated amortization (5,617 ) (3,507 ) Net carrying amount $ 18,451 $ 11,461 |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 9 Months Ended |
Sep. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | Revenue from Contracts with Customers The following table provides information about receivables, contract assets and contract liabilities from contracts with customers (in thousands): September 30, 2018 Accounts receivable $ 22,214 Key money disbursed 6,255 Capitalized contract costs 1,100 Contract liabilities 1,946 Significant changes in the key money disbursements, capitalized contract costs, and contract liabilities balances during the period are as follows (in thousands): Key Money Disbursed Capitalized Contract Costs Contract Liabilities Balance as of January 1, 2018 $ 1,148 $ 750 $ 1,444 Key money disbursed 5,420 — — Costs incurred to acquire contracts — 572 — Cash received in advance — — 1,065 Revenue or expense recognized that was included in the January 1, 2018 balance (163 ) (192 ) (440 ) Revenue or expense recognized in the period for the period (150 ) (30 ) (123 ) Balance as of September 30, 2018 $ 6,255 $ 1,100 $ 1,946 Key Money Disbursed Capitalized Contract Costs Contract Liabilities Balance as of June 30, 2018 $ 6,106 $ 1,032 $ 1,889 Key money disbursed 269 — — Costs incurred to acquire contracts — 142 — Cash received in advance — — 250 Revenue or expense recognized that was included in the January 1, 2018 balance (42 ) (57 ) (121 ) Revenue or expense recognized in the period for the period (78 ) (17 ) (72 ) Balance as of September 30, 2018 $ 6,255 $ 1,100 $ 1,946 Estimated revenues and expenses expected to be recognized related to performance obligations that were unsatisfied as of September 30, 2018 , including revenues related to application, initiation and other fees were as follows (in thousands): Year ending December 31, Revenue Contra Revenue Expense 2018 (remainder) $ 182 $ 113 $ 73 2019 619 451 266 2020 413 451 207 2021 273 409 140 2022 205 381 110 Thereafter 254 4,450 304 Total $ 1,946 $ 6,255 $ 1,100 |
Debt and Line of Credit
Debt and Line of Credit | 9 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Debt and Line of Credit | Debt and Line of Credit The current and noncurrent portions of our debt as of September 30, 2018 and December 31, 2017 are as follows (in thousands): September 30, 2018 December 31, 2017 Current Noncurrent Current Noncurrent Senior Secured Term Loan $ — $ 9,355 $ — $ — RL Venture — — 40,602 32,625 RL Baltimore — — 13,300 — RLH Atlanta 9,270 — 9,360 — RLH DC 346 15,652 332 16,303 Total debt 9,616 25,007 63,594 48,928 Unamortized debt issuance costs (197 ) (241 ) (680 ) (445 ) Debt net of debt issuance costs $ 9,419 $ 24,766 $ 62,914 $ 48,483 Each of our debt agreements contain customary reporting, financial and operating covenants. We were in compliance with all of the financial covenants of our debt agreements at September 30, 2018 , unless further described below. Senior Secured Term Loan In May 2018, RLH Corporation and certain of its direct and indirect wholly-owned subsidiaries entered into a credit agreement with Deutsche Bank AG New York Branch (DB), Capital One, National Association and Raymond James Bank, N.A., as lenders and DB as the administrative agent (DB Credit Agreement). The DB Credit Agreement provided for a $30.0 million senior secured term loan facility (Senior Secured Term Loan) and a $10.0 million senior secured revolving credit facility (Revolving Credit Facility). The principal amount of the Senior Secured Term Loan was distributed at closing to fund the KFS acquisition. At September 30, 2018 , there were unamortized debt issuance fees of $0.3 million and $10 million outstanding on the Revolving Credit Facility. The loans and credit commitments mature in May 2023. Principal payments equal to 1.25% of the Senior Secured Term Loan, or $375,000 , will be paid quarterly beginning in September 2018, with the balance due upon maturity. Outstanding amounts under the DB Credit Agreement will bear interest at adjusted LIBOR plus 3.00% . In addition, the DB Credit Agreement includes mandatory prepayment of the Senior Secured Term Loan using any proceeds from incurred or issued indebtedness, and, starting with the full fiscal quarter ending March 31, 2019, requires prepayments in an amount equal to (x) 50% of all distributions received by RLH Corporation or its subsidiary guarantors from their respective subsidiaries and joint venture interests during any such fiscal quarter, minus (y) the amount of the amortization payment required to be made by RLH Corporation for such fiscal quarter, capped at $5.0 million . In addition, all net proceeds received by RLH Corporation from non-ordinary course asset sales and other specified dispositions of property, including the RL Venture property sales, must be maintained in a cash collateral account controlled by DB, subject to the right of RLH Corporation to prepay the Senior Secured Term Loan in whole or in part at any time with such proceeds. The loan agreement includes customary requirements for lender approval of annual operating and capital budgets, under certain conditions. It also includes customary events of default, cross-default provisions, and restrictions on payment of dividends. Our obligations under the DB Credit Agreement are (i) guaranteed by all of our direct and indirect wholly-owned subsidiaries, and (ii) secured by all of the present and after-acquired accounts, inventory, equipment, intellectual property, contractual rights and other tangible or intangible assets of RLH Corporation and the subsidiary guarantors. The default of RL Baltimore LLC on August 10, 2018 under the terms of the Baltimore Note, as described below, created a default under our DB Credit Agreement. On August 31, 2018, we entered into a First Amendment (Amendment) and Waiver (Waiver) to the DB Credit Agreement. Pursuant to the Waiver, the Lenders agreed to waive the default of RLH Corporation under the DB Credit Agreement caused by the default of RL Baltimore LLC under the terms of the Baltimore Note, with the waiver to be effective August 10, 2018. The Amendment also authorized our purchase of the Baltimore Note through our wholly owned subsidiary RLH Balt Acquisition, as described below, and added RLH Balt Acquisition as a Guarantor under the Credit Agreement. Our equity interest in RLH Balt Acquisition, and its interest in the Baltimore Note, were pledged to Lenders to secure the obligations of the Company under the Credit Agreement. In addition, the Amendment provided that there would be no cross default under the DB Credit Agreement with respect to the Baltimore Note for a period of 180 days, and clarified that no cross default under the DB Credit Agreement would occur in the event RLH Balt Acquisition waives any default under the Baltimore Note after such date. In connection with the Amendment and Waiver, we deposited a total of $20.6 million in a cash collateral account controlled by Deutsche Bank, which we used to make a prepayment on the balance outstanding under the Senior Secured Term Loan of the DB Credit Agreement. RL Baltimore In May 2018, RL Baltimore executed a three -month extension for its outstanding loan with PFP Holding Company IV (PFP). In connection with the extension, RLH Corporation agreed to allow RLS Balt Venture to transfer $2.0 million of costs owed to RLH Corporation for management fees and other operating costs into a preferred capital balance. The PFP loan matured and became due on August 10, 2018. Prior to the maturity date of the RL Baltimore loan, we were engaged in negotiations with our joint venture partner in RLS Balt Venture, LLC and the lender to evaluate options to address the maturity including, but not limited to, extending the agreement, amending the agreement, or paying off the loan with currently available cash, however, the parties were unable to reach agreement prior to the maturity date and accordingly the loan went into default. On September 6, 2018, RLH Corporation, through our wholly owned subsidiary RLH Baltimore Loan Acquisition LLC (RLH Balt Acquisition), purchased the outstanding promissory note, in the original principal amount of $13.3 million (Baltimore Note) for a total purchase price of $13.6 million . RL Baltimore is a wholly owned subsidiary of RLS Balt Venture LLC, a consolidated subsidiary of RLH Corporation in which, as of September 30, 2018, we held a 73% interest. The Baltimore Note will continue to be due and payable and accrue interest at a variable rate equal to 11.25% plus one -month LIBOR. We funded the acquisition of the Baltimore Note with $10.0 million in borrowings from our outstanding line of credit under the DB Credit Agreement (as defined above) and cash on hand. RLH DC In May 2018 the loan was amended. With the amendment, RLH Corporation provided approximately $450,000 to RLS DC Venture to be used as a principal payment on the debt. The loan was also amended to add a $4.5 million principal guarantee by RLH Corporation. The amendment also allows future debt service coverage ratio covenant defaults to be cured by an increase in the RLH Corporation principal guarantee. This option can be exercised a maximum of two times during the remaining term of the loan. As of September 30, 2018 we did not meet the debt service coverage ratio and are in the process of increasing our principal guarantee to remediate this default. RL Venture |
Derivative Financial Instrument
Derivative Financial Instruments | 9 Months Ended |
Sep. 30, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | Derivative Financial Instruments We enter into derivative transactions to hedge our exposure to interest rate fluctuations, and not for trading purposes. We manage our floating rate debt using interest rate caps in order to reduce our exposure to the impact of changing interest rates and future cash outflows for interest. We estimate the fair value of our interest rate caps via calculations that use as their basis readily available observable market parameters. This option-pricing technique utilizes a one -month LIBOR forward yield curve, obtained from an independent external service, which is a Level 2 input. Changes in fair value of these instruments are recognized in interest expense on the Condensed Consolidated Statements of Comprehensive Income (Loss). At September 30, 2018 and December 31, 2017 , the valuation of the interest rate caps resulted in the recognition of assets with minimal values both individually and in the aggregate, which are included within Other assets, net on the Condensed Consolidated Balance Sheets. We were in compliance with rate cap lender requirements related to RLH Atlanta and RLH DC as of September 30, 2018. Subsidiary Institution Original Notional Amount LIBOR Reference Rate Cap Expiration (In millions) RLH Atlanta SMBC Capital Markets, Inc. $ 9.3 3 % September 2019 RLH DC Commonwealth Bank of Australia $ 17.5 3 % November 2018 |
Operating and Capital Lease Com
Operating and Capital Lease Commitments | 9 Months Ended |
Sep. 30, 2018 | |
Leases [Abstract] | |
Operating and Capital Lease Commitments | Operating and Capital Lease Commitments We have both operating and capital leases in the normal course of business. The operating leases primarily relate to five of our company operated hotel properties and our headquarters. We are obligated under capital leases for certain hotel equipment at our company operated hotel locations. The capital leases typically have a five -year term and are recorded in Other accrued liabilities and Deferred income and other long-term liabilities on the Condensed Consolidated Balance Sheets. The equipment assets are included within our property and equipment balance and are depreciated over the lease term. Total future minimum payments due under all current term operating and capital leases at September 30, 2018 , are as indicated below (in thousands): Year ending December 31, Total Lease Obligation Operating Lease Obligation Capital Lease Obligation 2018 (remainder) $ 1,291 $ 1,236 $ 55 2019 5,146 4,843 303 2020 4,891 4,587 304 2021 3,335 3,163 172 2022 2,578 2,467 111 Thereafter 60,132 60,121 11 Total $ 77,373 $ 76,417 $ 956 Total rent expense from continuing operations, under leases for the three and nine months ended September 30, 2018 was $1.4 million and $4.4 million , respectively. Total rent expense under leases for the three and nine months ended September 30, 2017 was $1.6 million and $4.8 million , respectively. Rent expense is reflected within Hotel facility and land lease expense, as well as amounts included within Operating expenses for Franchised hotel, General and Administrative expenses, and within Discontinued operations |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies |
Stock Based Compensation
Stock Based Compensation | 9 Months Ended |
Sep. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Based Compensation | Stock Based Compensation Stock Incentive Plans The 2015 Stock Incentive Plan (2015 Plan) authorizes the grant or issuance of various option and other awards including restricted stock units and other stock-based compensation. The 2015 Plan was approved by our shareholders in 2015 and provided for awards of 1.4 million shares, subject to adjustments for stock splits, stock dividends and similar events. In May 2017, our shareholders approved an amendment to the 2015 Plan to authorize an additional 1.5 million shares, for a total authorized of 2.9 million shares. As of September 30, 2018 , there were 909,570 shares of common stock available for issuance pursuant to future stock option grants or other awards under the 2015 Plan. Stock based compensation expense reflects the fair value of stock-based awards measured at grant date, including an estimated forfeiture rate, and is recognized over the relevant service period. For the three and nine months ended September 30, 2018 and 2017 stock-based compensation expense is as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Restricted stock units $ 841 $ 687 $ 2,033 $ 1,891 Unrestricted stock awards 105 104 334 319 Performance stock units 184 76 445 101 Stock options 17 17 51 51 Employee stock purchase plan 13 14 33 30 Total stock-based compensation $ 1,160 $ 898 $ 2,896 $ 2,392 Restricted Stock Units Restricted stock units granted to executive officers and other key employees typically vest 25% each year for four years on each anniversary of the grant date. Under the terms of the plans upon issuance, we deliver a net settlement of distributable shares to employees after consideration of individual employees' tax withholding obligations, at the election of each employee. The fair value of restricted stock that vested during the nine months ended September 30, 2018 and 2017 was approximately $2.1 million and $1.0 million , respectively. We expect to recognize an additional $6.9 million in compensation expense over the remaining weighted average vesting periods of 35 months. A summary of restricted stock unit activity for the nine months ended September 30, 2018 , is as follows: Number of Shares Weighted Average Grant Date Fair Value Balance, January 1, 2018 1,246,966 $ 7.27 Granted 508,212 $ 10.45 Vested (205,920 ) $ 6.95 Forfeited (173,306 ) $ 7.73 Balance, September 30, 2018 1,375,952 $ 8.40 Performance Stock Units, Shares Issued as Compensation We grant performance stock units (PSUs) to certain of our executives under the 2015 Plan. These PSUs include both performance and service vesting conditions. Each performance condition has a minimum, a target and a maximum share amount based on the level of attainment of the performance condition. Compensation expense, net of estimated forfeitures, is calculated based on the estimated attainment of the performance conditions during the performance period and recognized on a straight-line basis over the performance and service periods. The remaining compensation expense related to PSUs of approximately $1.6 million will be recognized over the next 26 months. A summary of performance stock unit activity for the nine months ended September 30, 2018 , is as follows: Number of Shares Weighted Average Grant Date Fair Value Balance, January 1, 2018 256,976 $ 6.45 Granted 295,065 $ 9.75 Vested — — Canceled (126,559 ) $ 7.53 Forfeited (31,903 ) $ 6.45 Balance, September 30, 2018 393,579 $ 8.58 Unrestricted Stock Awards Unrestricted stock awards are granted to members of our Board of Directors as part of their compensation. Awards are fully vested and expense is recognized when granted. The fair value of unrestricted stock awards is the market close price of our common stock on the date of the grant. The following table summarizes unrestricted stock award activity for the three and nine months ended September 30, 2018 and 2017 : Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Shares of unrestricted stock granted 9,210 14,184 32,961 42,432 Weighted average grant date fair value per share $ 11.40 $ 7.40 $ 10.14 $ 7.54 |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 9 Months Ended |
Sep. 30, 2018 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share | Earnings (Loss) Per Share The following table presents a reconciliation of the numerators and denominators used in the basic and diluted net income (loss) per share computations for the three and nine months ended September 30, 2018 and 2017 (in thousands, except per share data): Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Numerator - basic and diluted: Net income (loss) from continuing operations $ 17,613 $ 3,359 $ 23,288 $ (1,823 ) Less: net (income) loss attributable to noncontrolling interests (8,670 ) (871 ) (14,079 ) 507 Net income (loss) from continuing operations attributable to RLH Corporation 8,943 2,488 9,209 (1,316 ) Net income (loss) from discontinued operations — 268 — 402 Net income (loss) attributable to RLH Corporation for diluted earnings (loss) per share $ 8,943 $ 2,756 $ 9,209 $ (914 ) Denominator: Weighted average shares - basic 24,545 23,609 24,334 23,542 Weighted average shares - diluted 25,729 24,176 25,437 23,542 Earnings (loss) per share - basic Net income (loss) from continuing operations attributable to RLH Corporation $ 0.36 $ 0.11 $ 0.38 $ (0.06 ) Net income (loss) from discontinued operations — 0.01 — 0.02 Net income (loss) attributable to RLH Corporation $ 0.36 $ 0.12 $ 0.38 $ (0.04 ) Earnings (loss) per share - diluted Net income (loss) from continuing operations attributable to RLH Corporation $ 0.35 $ 0.10 $ 0.36 $ (0.06 ) Net income (loss) from discontinued operations — 0.01 — 0.02 Net income (loss) attributable to RLH Corporation $ 0.35 $ 0.11 $ 0.36 $ (0.04 ) The following table presents options to purchase common shares, restricted stock units outstanding, performance stock units outstanding, warrants to purchase common shares and contingently issuable shares included in the earnings per share calculation, as well as the amount excluded from the dilutive earnings per share calculation if they were considered antidilutive, for the three and nine months ended September 30, 2018 and 2017 . Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Stock Options (1) Dilutive awards outstanding 20,504 — 12,097 — Antidilutive awards outstanding 60,626 113,978 69,033 113,978 Total awards outstanding 81,130 113,978 81,130 113,978 Restricted Stock Units (2) Dilutive awards outstanding 854,604 535,035 808,934 — Antidilutive awards outstanding 521,348 753,717 567,018 1,288,752 Total awards outstanding 1,375,952 1,288,752 1,375,952 1,288,752 Performance Stock Units (3) Dilutive awards outstanding 101,793 — 106,743 — Antidilutive awards outstanding — — — — Total awards outstanding 101,793 — 106,743 — Warrants (4) Dilutive awards outstanding 207,444 31,702 174,846 — Antidilutive awards outstanding 235,089 410,831 267,687 442,533 Total awards outstanding 442,533 442,533 442,533 442,533 Shares for Vantage Contingent Consideration (5) Dilutive awards outstanding — — — — Antidilutive awards outstanding — 483,000 — 483,000 Total awards outstanding — 483,000 — 483,000 Total dilutive awards outstanding 1,184,345 566,737 1,102,620 — (1) A ll stock options for the three and nine months ended September 30, 2017 were anti-dilutive as a result of the RLH Corporation weighted average share price during the reporting periods. (2) Restricted stock units were anti-dilutive for the nine months ended September 30, 2017 due to the net loss attributable to RLH Corporation in the reporting period. If we had reported net income for the nine months ended September 30, 2017 then 444,608 units would have been dilutive. (3) Performance stock units are not included in the weighted average diluted shares outstanding until the performance targets are met. Performance stock units were anti-dilutive for three and nine months ended September 30, 2017 as no targets had been achieved during the three and nine months ended September 30, 2017 . (4) All warrants were anti-dilutive for the nine months ended September 30, 2017 due to the net loss attributable to RLH Corporation in the reporting period. If we had reported net income for the nine months ended September 30, 2017 then 24,750 units would have been dilutive. (5) As part of the Vantage Hospitality Group, Inc. (Vantage Hospitality, Vantage) acquisition, up to an additional 690,000 shares could be issued with the one-year and two-year contingent consideration earn outs. These shares are not included in basic shares outstanding until the period the contingency is resolved, which was September 30, 2017 for the 414,000 shares related to the year-one contingent consideration earn out and May 2018 for the 276,000 share year-two earn out. As of September 30, 2018 no shares are contingent and the remaining 276,000 shares will be issued during the fourth quarter of 2018. For the nine months ended September 30, 2017 , all of the contingent consideration shares were anti-dilutive due to the net loss from continuing operations attributable to RLH Corporation in the reporting period. If we had reported net income for the nine months ended September 30, 2017 , none |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes We recognized an income tax provision (benefit) for continuing operations of $(26,000) and $34,000 for the three months ended September 30, 2018 and 2017 , respectively. For the nine months ended September 30, 2018 and 2017 we recognized an income tax provision (benefit) for continuing operations of $(239,000) and $304,000 , respectively. The income tax provision varies from the statutory rate primarily due to a partial valuation allowance against our deferred tax assets, as well as for deferred tax expense associated with our acquired indefinite-lived intangible assets, which are amortized for tax purposes but not for U.S. GAAP purposes. |
Fair Value
Fair Value | 9 Months Ended |
Sep. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value | Fair Value Applicable accounting standards define fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). We measure our assets and liabilities using inputs from the following three levels of the fair value hierarchy: • Level 1 inputs are unadjusted quoted prices in active markets for identical assets or liabilities that we have the ability to access at the measurement date. • Level 2 inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs). • Level 3 includes unobservable inputs that reflect assumptions about what factors market participants would use in pricing the asset or liability. We develop these inputs based on the best information available, including our own data. Estimated fair values of financial instruments (in thousands) are shown in the table below. We estimate the fair value of our notes receivable using expected future payments discounted at risk-adjusted rates, both of which are Level 3 inputs. We estimate the fair value of our long-term debt and capital lease obligations using expected future payments discounted at risk-adjusted rates, both of which are Level 3 inputs. The fair values provided below are not necessarily indicative of the amounts we or the debt holders could realize in a current market exchange. In addition, potential income tax ramifications related to the realization of gains and losses that would be incurred in an actual sale or settlement have not been taken into consideration. Cash, Restricted cash, and Accounts receivable carrying values approximate fair value due to the short-term nature of these items. September 30, 2018 December 31, 2017 Carrying Fair Carrying Fair Financial assets: Notes receivable $ 1,642 $ 1,642 $ 1,098 $ 1,098 Financial liabilities: Total debt $ 34,623 $ 34,249 $ 112,522 $ 112,117 Line of credit 10,000 10,473 — — Total capital lease obligations 956 956 1,409 1,409 |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions All four of our joint ventures - RL Venture, RLS Atla Venture, RLS Balt Venture and RLS DC Venture - have agreed to pay to Shelbourne Capital, LLC (Shelbourne Capital) an investor relations fee each month equal to 0.50% of its total aggregate revenue. Shelbourne Capital is the entity that leads Shelbourne Falcon, Shelbourne Falcon II, Shelbourne Falcon III and Shelbourne Falcon IV, the minority interest holder in these joint ventures. The amount Shelbourne Capital earned from all four joint ventures during the three months ended September 30, 2018 and 2017 totaled $40,000 and $134,000 , respectively. The amount Shelbourne Capital earned from all four joint ventures during the nine months ended September 30, 2018 and 2017 totaled $187,000 and $344,000 , respectively. Columbia Pacific Opportunity Fund, LP (CP) is an investor in Shelbourne Falcon, our minority partner in RL Venture. Alexander Washburn, a member of our board of directors, is a managing member of Columbia Pacific Advisors, LLC, the investment manager and general partner of CP. During the three months ended September 30, 2018 and 2017 , Shelbourne Capital earned $28,000 and $117,000 from RL Venture in each period. During the nine months ended September 30, 2018 and 2017 , Shelbourne Capital earned $145,000 and $291,000 from RL Venture in each period. RL Management, one of our wholly-owned subsidiaries, currently manages the Hudson Valley Resort and Spa, a hotel located in Kerhonkson, New York, on a month-to-month basis. The hotel is owned by HNA Hudson Valley Resort & Training Center LLC, an affiliate of HNA RLH Investments LLC (HNA). Prior to June 12, 2018, HNA was one of our largest shareholders. Under that contract, our subsidiary is entitled to a monthly management fee equal to $8,333 or three percent of the hotel’s gross operating revenues, whichever is greater. During the three and nine months ended September 30, 2018 , we recognized management fee revenue from HNA Hudson Valley Resort & Training Center LLC of $25,000 and $75,000 , respectively. During the three and nine months ended September 30, 2017 , we recognized management fee revenue from HNA Hudson Valley Resort & Training Center LLC of $33,000 and $83,000 , respectively. The total amount receivable from related parties, primarily related to hotel management agreements, was $1.5 million at December 31, 2017 , and classified within Accounts receivable from related parties on our Condensed Consolidated Balance Sheet. The total amount of comparable receivables, primarily related to hotel management agreements, was $0.4 million at September 30, 2018 , and are classified within Accounts receivable, net on our Condensed Consolidated Balance Sheet as they no longer qualify as a related party at that date. On April 17, 2018, we entered into a commitment letter with CP that described the general terms and conditions for a single advance term loan of $20 million . Upon execution of the commitment letter, we paid CP a non-refundable commitment fee of $200,000 , and agreed to reimburse CP for all reasonable out-of-pocket costs and expenses, including reasonable legal fees, whether or not the loan was funded. The commitment was not used and terminated on May 31, 2018. At the time of the transaction, CP held beneficial ownership of 1,510,105 shares of our common stock, and 442,533 shares of common stock subject to a warrant held by an entity in which an affiliate of CP holds an indirect interest. CP is also an investor in Shelbourne Falcon, which holds a 45% interest in RL Venture. On September 30, 2016, we completed our acquisition of the operating assets and assumption of certain liabilities (the Assets) relating to specified hotel brands and brand extensions from Thirty-Eight Street, Inc. (TESI), Vantage Hospitality Group, Inc. (Vantage Hospitality) and certain other parties, pursuant to an Asset Purchase Agreement dated September 13, 2016 (the Purchase Agreement). From the date of the acquisition, our board appointed Bernard T. Moyle, as our Executive Vice President and Chief Operating Officer and Roger J. Bloss as our Executive Vice President and President of Global Development. Messrs. Moyle and Bloss are shareholders of TESI and Vantage Hospitality. On May 21, 2018, Messrs. Moyle and Bloss resigned from their RLH Corporation officer positions. In connection with their resignation, Messrs. Moyle and Bloss each entered into an Independent Contractor Agreement (ICA) with the Company under which each will provide consulting services to the Company through December 31, 2020 for a consulting fee of $10,000 per month. In addition, each are eligible under their ICA to receive a mutually agreed upon referral fee for any new hotel franchisee referred to the Company that enters into a franchise agreement for a Red Lion brand. The Company may terminate the ICA at any time, but if an ICA is terminated without cause (as defined in the ICA) the Company remains obligated to pay the monthly consulting fees through the end of the term. During the three and nine months ended September 30, 2018 , under the ICA we made payments of $30,000 and $40,000 , respectively, each to Messrs. Moyle and Bloss. On May 21, 2018, the Company also entered into a letter agreement (Letter Agreement) and a First Amendment (First Amendment) to the Purchase Agreement dated as of September 13, 2016, by and among Red Lion Hotels Franchising, Inc., Red Lion Hotels Canada Franchising, Inc., TESI, Vantage Hospitality and certain other parties (including Moyle and Bloss) (the Amended Purchase Agreement). The First Amendment provides for an amendment to the non-competition and non-solicitation restrictive covenant under the Purchase Agreement. Under the Letter Agreement, the Company agreed that the second year earn-out payment payable under the Purchase Agreement would be paid in the full amount of $3.0 million and 276,000 shares of Company common stock (Second Year Additional Consideration) in October 2018. The Company understands that Mr. Bloss and Mr. Moyle each own 50% of the outstanding shares of TESI. As of September 30, 2018 , the recorded fair value of the remaining contingent consideration (Year 2) is $3.0 million in cash and 276,000 shares of Company common valued at $10.40 as of May 21, 2018. The Year 2 consideration was paid in October 2018. In accordance with the Amended Purchase Agreement, after the first anniversary of the closing date, we issued $4.0 million in cash and 414,000 |
Business Acquisitions
Business Acquisitions | 9 Months Ended |
Sep. 30, 2018 | |
Business Combinations [Abstract] | |
Business Acquisitions | Business Acquisitions Knights Inn Acquisition On May 14, 2018, RLH Franchising completed the purchase of all of the issued and outstanding shares of capital stock of KFS, and the purchase of certain operating assets from, and assumption of certain liabilities relating to the business of franchising Knights Inn branded hotels to hotel owners from Wyndham Hotel Group Canada, ULC and Wyndham Hotel Group Europe Limited, pursuant to the Amended and Restated Purchase Agreement, dated May 1, 2018. The aggregate purchase price of $26.9 million is subject to a post-closing purchase price adjustment mechanism for the cash, unpaid indebtedness, unpaid transaction expenses and working capital of KFS. The purchase price was financed through the DB Credit Agreement See Note 8 Long-Term Debt for discussion of the DB Credit Agreement. The acquisition of KFS was treated as a business combination under U.S. GAAP. During the second quarter, we estimated the allocation of the purchase price to the assets acquired and liabilities assumed based on estimated fair value assessments. The allocation of the purchase price is preliminary pending the completion of various analyses and the finalization of estimates primarily pertaining to the fair value assessment of accounts receivable. During the measurement period (which is not to exceed one year from the acquisition date), additional assets or liabilities may be recognized if new information is obtained about facts and circumstances that existed as of the acquisition date that, if known, would have resulted in the recognition of those assets or liabilities as of that date. The preliminary allocation may be adjusted after obtaining additional information regarding, among other things, asset valuations, liabilities assumed and revisions of previous estimates, and these adjustments may be significant. The following reflects our preliminary purchase price allocation as of September 30, 2018 (in thousands): Fair Value Current assets $ 915 Intangible assets 16,800 Goodwill 9,203 Total assets acquired 26,918 Current liabilities 30 Total liabilities acquired 30 Total net assets acquired $ 26,888 Current assets are comprised of $4.2 million in contractual value of acquired receivables, less a fair value adjustment of $3.3 million based on expected collectability. During the three months ended September 30, 2018 , we recorded an additional $0.9 million fair value adjustment on accounts receivable due to additional information about the collectability of the accounts receivable that became available during the quarter. Intangible assets acquired are as follows (in thousands): Fair Value Useful Life Brand names $ 7,700 Indefinite Customer contracts 9,100 15 years Total intangible assets $ 16,800 We recognized $9.2 million in goodwill as the result of the acquisition, recorded within our franchise reporting segment. The goodwill is deductible for income tax purposes. The factors that make up the goodwill are primarily expected synergies from combining the operations of Knights Inn with our own. The following table presents the revenues and earnings from Knights Inn's operations that are included in the Condensed Consolidated Statement of Comprehensive Income (Loss) (unaudited) for the three and nine months ended September 30, 2018 (in thousands): Three Months Ended September 30, 2018 Nine Months Ended September 30, 2018 Revenue $ 1,753 $ 2,714 Net income (loss) from continuing operations before income taxes 862 (40 ) The following supplemental pro forma results are based on the individual historical results of RLH Corporation and KFS, with adjustments to give effect to the combined operations as if the acquisition had been consummated on January 1, 2017 (in thousands, except per share data) (unaudited): Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Revenue $ 36,000 $ 52,958 $ 110,280 $ 139,162 Net income (loss) 17,613 5,236 25,219 3,286 Net income (loss) and comprehensive income (loss) attributable to RLH Corporation 8,943 4,365 11,140 3,793 Earnings (loss) per share attributable to RLH Corporation - basic $ 0.36 $ 0.18 $ 0.46 $ 0.16 Earnings (loss) per share attributable to RLH Corporation - diluted $ 0.35 $ 0.18 $ 0.44 $ 0.15 We recognized acquisition related expenses of $0.3 million and $1.9 million during the three and nine months ended September 30, 2018 , and they are included within Acquisition and integration costs on our Condensed Consolidated Statements of Comprehensive Income (Loss). Vantage Acquisition Our 2016 Vantage acquisition included certain contingent consideration arrangements. During the second quarter of 2018, the Vantage acquisition agreement was amended to establish a set amount for the second and final contingent consideration payment at $3.0 million to be paid in cash and 276,000 shares of RLH Corporation stock. The second year contingent consideration was paid in October 2018. For the nine months ended September 30, 2018 we recognized $0.3 million within Acquisition and integration costs |
Discontinued Operations
Discontinued Operations | 9 Months Ended |
Sep. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations On October 3, 2017, we completed the sale of certain specified liabilities and substantially all of the assets of our entertainment segment, previously composed of WestCoast Entertainment and TicketsWest, including ticketing agreements and engagement agreements with various entertainment venues, teams and artists located throughout the Western United States. The transaction represented a strategic shift that had a major impact on our financial statements. This was considered to be a strategic shift as we chose to exit the business segment entirely and focus on our growing franchise segment. In accordance with this strategic shift, the results of the entertainment business are reported as discontinued operations, and the assets and liabilities are classified as held for sale for all periods presented in this quarterly report on Form 10-Q. We recognized a loss on sale of $0.2 million , net of tax of $1.1 million , in the fourth quarter of 2017, based on cash proceeds of $6.0 million less estimated transaction costs of $0.7 million and $4.4 million of net assets. The following summarizes the results of the entertainment segment included in the Condensed Consolidated Statements of Comprehensive Income (Loss) as discontinued operations (in thousands). Three Months Ended Nine Months Ended September 30, 2017 September 30, 2017 Entertainment revenue $ 2,969 $ 9,050 Operating expenses: Entertainment 2,555 8,372 Other — — Depreciation and amortization 7 64 Gain on asset dispositions, net (1 ) 3 Total operating expenses 2,561 8,439 Operating income 408 611 Interest expense — — Other income (expense), net — — Income tax (expense) benefit (140 ) (209 ) Income (loss) from discontinued operations $ 268 $ 402 The following table represents the cash flow items associated with discontinued operations of the entertainment segment for the nine months ended September 30, 2017 (in thousands). Depreciation and amortization $ 64 Capital expenditures $ 101 RL Venture Hotels At September 30, 2018 , we have no properties classified as held for sale. At December 31, 2017 , based on RLH Corporation and RL Venture joint venture approval of non-binding letters of intent (LOIs) or approval to negotiate LOIs under proposed terms at that time, we classified the following six properties as held for sale: 1. Red Lion Inn & Suites Bend, Oregon 2. Red Lion Hotel Richland Hanford House, Washington 3. Red Lion Hotel Redding, California 4. Red Lion Hotel Eureka, California 5. Red Lion Hotel Boise Downtowner, Idaho 6. Red Lion Templin’s Hotel on the River, Post Falls, Idaho The following table presents the assets of the Hotel business segment included in the Condensed Consolidated Balance Sheets as Assets held for sale at December 31, 2017 (in thousands): December 31, Inventories $ 156 Property and equipment, net 34,143 Other assets, net 60 Assets held for sale $ 34,359 |
Assets Held for Sale
Assets Held for Sale | 9 Months Ended |
Sep. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Assets Held for Sale | Discontinued Operations On October 3, 2017, we completed the sale of certain specified liabilities and substantially all of the assets of our entertainment segment, previously composed of WestCoast Entertainment and TicketsWest, including ticketing agreements and engagement agreements with various entertainment venues, teams and artists located throughout the Western United States. The transaction represented a strategic shift that had a major impact on our financial statements. This was considered to be a strategic shift as we chose to exit the business segment entirely and focus on our growing franchise segment. In accordance with this strategic shift, the results of the entertainment business are reported as discontinued operations, and the assets and liabilities are classified as held for sale for all periods presented in this quarterly report on Form 10-Q. We recognized a loss on sale of $0.2 million , net of tax of $1.1 million , in the fourth quarter of 2017, based on cash proceeds of $6.0 million less estimated transaction costs of $0.7 million and $4.4 million of net assets. The following summarizes the results of the entertainment segment included in the Condensed Consolidated Statements of Comprehensive Income (Loss) as discontinued operations (in thousands). Three Months Ended Nine Months Ended September 30, 2017 September 30, 2017 Entertainment revenue $ 2,969 $ 9,050 Operating expenses: Entertainment 2,555 8,372 Other — — Depreciation and amortization 7 64 Gain on asset dispositions, net (1 ) 3 Total operating expenses 2,561 8,439 Operating income 408 611 Interest expense — — Other income (expense), net — — Income tax (expense) benefit (140 ) (209 ) Income (loss) from discontinued operations $ 268 $ 402 The following table represents the cash flow items associated with discontinued operations of the entertainment segment for the nine months ended September 30, 2017 (in thousands). Depreciation and amortization $ 64 Capital expenditures $ 101 RL Venture Hotels At September 30, 2018 , we have no properties classified as held for sale. At December 31, 2017 , based on RLH Corporation and RL Venture joint venture approval of non-binding letters of intent (LOIs) or approval to negotiate LOIs under proposed terms at that time, we classified the following six properties as held for sale: 1. Red Lion Inn & Suites Bend, Oregon 2. Red Lion Hotel Richland Hanford House, Washington 3. Red Lion Hotel Redding, California 4. Red Lion Hotel Eureka, California 5. Red Lion Hotel Boise Downtowner, Idaho 6. Red Lion Templin’s Hotel on the River, Post Falls, Idaho The following table presents the assets of the Hotel business segment included in the Condensed Consolidated Balance Sheets as Assets held for sale at December 31, 2017 (in thousands): December 31, Inventories $ 156 Property and equipment, net 34,143 Other assets, net 60 Assets held for sale $ 34,359 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On October 25, 2018, RLH Corporation signed an agreement with Shelbourne Falcon II, which dissolves the joint venture relationship and gives RLH Corporation 100% |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The unaudited condensed consolidated financial statements included herein were prepared by us pursuant to the rules and regulations of the Securities and Exchange Commission (SEC) and in accordance with generally accepted accounting principles in the United States of America (GAAP). Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted as permitted by such rules and regulations. The Consolidated Balance Sheet as of December 31, 2017 was derived from the audited balance sheet as of such date. We believe the disclosures included herein are adequate; however, they should be read in conjunction with the consolidated financial statements and the notes thereto for the year ended December 31, 2017 , filed with the SEC in our annual report on Form 10-K on April 2, 2018. In the opinion of management, these unaudited condensed consolidated financial statements contain all of the adjustments of a normal and recurring nature necessary to present fairly our Condensed Consolidated Balance Sheet at September 30, 2018 , the Condensed Consolidated Statements of Comprehensive Income (Loss) for the three and nine months ended September 30, 2018 and 2017 , and the Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2018 and 2017 |
Revenue Recognition | Revenue Recognition Revenue is generally recognized as services are provided. Revenues are primarily derived from franchise contracts with third-party hotel owners, as well as from individual hotel guests and corporate patrons at our owned and leased hotels. Revenues are also derived from management of third-party owned hotels. The majority of compensation received for our performance obligations is variable consideration from our management and franchise contracts or fixed transactional guest consideration through our owned and leased hotels. We recognize the variable fees as the services to which they relate are delivered, applying the prescribed variable consideration allocation guidance. In certain circumstances we defer consideration and recognize consideration over time as the related performance obligations are satisfied. Franchised hotel revenues We identified the following services as one performance obligation in connection with our franchise contracts: • Intellectual Property (IP) licenses grant a non-exclusive, limited revocable license to the RLH trademarks and hotel names. • Manual and Training Services provide operational assistance unique to the RLH brands, business model and standards. • Reservation Services are provided through direct or indirect system access. • Marketing Services and Arrangements benefit the overall hotel network and include brand promotions, direct guest marketing, brand name marketing and various other programs targeted at advertising to guests. • Brand Conference is provided typically annually for third party owners to gather and attend educational seminars and brand informational presentations. The performance obligation related to franchise revenues is delivered over time. While the underlying services may vary from day to day, the nature of the promises are the same each day, other than the Brand Conference, which is recognized in the month the service is provided, and the property owner can independently benefit from each day's services. Franchise fees are typically based on the sales or usage of the underlying hotel, with the exception of fixed upfront fees that usually represent an insignificant portion of the transaction price. Franchised hotel revenues represent fees earned in connection with the licensing of one of our brands, usually under long-term contracts with the property owner, and include the following: • Royalty fees are generally based on a percentage of a hotel's monthly gross room revenue or a fixed monthly fee based on room count. These fees are typically billed and collected monthly, and revenue is generally recognized at the same time the fees are billed. • Application, initiation and other fees are charged when: (i) new hotels enter our system; (ii) there is a change of ownership; or (iii) contracts with properties already in our system are extended or modified. These fees are typically fixed and collected upfront and are recognized as revenue over the term of the franchise contract. • Reservations services/marketing expenses/other are associated with our brands and shared services, which are paid from fees collected by us from the franchised properties. Revenue is generally recognized on a gross basis as fees are billed, which are based on the underlying hotel's sales or usage (e.g., gross room revenues and number of reservations processed) and expenses are expected to equal the revenues over time. Any consideration paid or anticipated to be paid to incentivize hotel owners to enter into franchise contracts is capitalized and reduces revenues as amortized. The commission or directs costs of acquiring the contract or modification are recorded as contract acquisition costs and are recognized in franchise costs when amortized. Company operated hotels revenue We identified the following performance obligations in connection with our owned and leased hotel revenues, for which revenue is recognized as the respective performance obligations are satisfied, which results in recognizing the amount we expect to be entitled to for providing the goods or services to the hotel customer or guest: • Room reservations or ancillary services are typically satisfied as the good or service is transferred to the hotel guest, which is generally when the room stay occurs. • Other ancillary goods and services are purchased independently of the room reservation at standalone selling prices and are considered separate performance obligations, which are satisfied when the related good or service is provided to the hotel guest. • Hotel management fees represent fees earned from hotels that we manage, usually under long-term contracts with the property owner and are generally based on a percentage of a hotel's monthly gross revenue. Base fees are typically billed and collected monthly, and revenue is generally recognized at the same time the fees are billed. Company operated hotels revenue primarily consist of hotel room rentals, revenue from accommodations sold in conjunction with other services(e.g., package reservations), food and beverage sales and other ancillary goods and services (e.g., parking) related to owned, leased and consolidated non-wholly owned (joint venture) hotel properties and hotel management fees. Revenue is recognized when rooms are occupied or goods and services have been delivered or rendered, respectively. Payment terms typically align with when the goods and services are provided. The management fees from third-party hotel owners earned under the contract relate to a specific outcome of providing the services (e.g., hotel room sales). We use time as the measure of progress to recognize as revenue the fees that are allocated to the period earned per the contract. Revenue from managed properties Other revenue from managed properties includes direct reimbursements including payroll and related costs and certain other operating costs of the managed properties’ operations, which are contractually reimbursed to us by the property owners as expenses are incurred. Revenue is recognized based on the amount of expenses incurred by us and are presented as other expenses from managed hotels in our Condensed Consolidated Statements of Comprehensive Income (Loss). These expenses are then reimbursed by the property owner typically on a monthly basis, which results in no net effect on operating income (loss) or net income (loss). Other revenues Other revenues include revenues generated by the incidental support of hotel operations for owned, leased, managed and franchised hotels, including purchasing operations, and other operating income. Taxes and fees collected on behalf of governmental agencies We are required to collect certain taxes and fees from customers on behalf of governmental agencies and remit these back to the applicable governmental agencies on a periodic basis. We have a legal obligation to act as a collection agent. We do not retain these taxes and fees and, therefore, they are not included in our measurement of transaction prices. We have elected to present revenue net of sales taxes and other similar taxes. We record a liability when the amounts are collected and relieve the liability when payments are made to the applicable taxing authority or other appropriate governmental agency. |
New and Recent Accounting Pronouncements | New and Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers (Topic 606) , which is a comprehensive new revenue recognition model requiring a company to recognize revenue to depict the transfer of goods or services to a customer at an amount reflecting the consideration it expects to receive in exchange for those goods or services. We adopted the requirements of ASU 2014-09 on January 1, 2018 using the modified retrospective method, as permitted by the standard, resulting in a cumulative adjustment to accumulated deficit of $0.6 million . In implementation, we applied the transition guides to franchise agreements originated by us. No contract liability was recorded for franchise contracts that were acquired in prior business combinations or asset purchases. The provisions of ASU 2014-09 affected our revenue recognition as follows: • Application, initiation and other fees are recognized over the term of the franchise contract based on the first penalty free termination date, rather than upon execution of the contract. These fees are recognized in franchise hotel revenue. • Certain contract acquisition costs related to our management and franchise contracts are recognized over the term of the contracts rather than upon execution of the contract. The amortization of these costs is recognized in franchised hotel expenses. Information below represents the effect of the adoption of ASU 2014-09 on our Condensed Consolidated Balance Sheet as of September 30, 2018 and our Condensed Consolidated Statement of Comprehensive Income (Loss) for the three and nine months ended September 30, 2018 (in thousands, except per share data). As Reported Adjustment Balances without adoption of topic 606 ASSETS Prepaid expenses and other $ 5,405 $ (276 ) $ 5,129 Other assets, net 7,758 (824 ) 6,934 Total assets 263,036 (1,100 ) 261,936 LIABILITIES Other accrued liabilities $ 5,769 $ (664 ) $ 5,105 Deferred income and other long-term liabilities 2,436 (1,282 ) 1,154 Total liabilities 65,663 (1,946 ) 63,717 STOCKHOLDERS’ EQUITY RLH Corporation stockholders' equity: Accumulated deficit $ (6,769 ) $ 846 $ (5,923 ) Total RLH Corporation stockholders' equity 176,885 846 177,731 Total stockholders' equity 197,373 846 198,219 Total liabilities and stockholders’ equity 263,036 (1,100 ) 261,936 Three Months Ended September 30, 2018 As Reported Adjustment Balances without adoption of topic 606 Revenue: Franchised hotels $ 15,137 $ 193 $ 15,330 Total revenues 36,000 193 36,193 Operating expenses: Franchised hotels 9,220 74 9,294 Total operating expenses 16,236 74 16,310 Operating income 19,764 119 19,883 Income (loss) from continuing operations before taxes 17,587 119 17,706 Income tax expense (benefit) (26 ) (2 ) (28 ) Net income (loss) from continuing operations 17,613 121 17,734 Net income (loss) 17,613 121 17,734 Net income (loss) and comprehensive income (loss) attributable to RLH Corporation 8,943 121 9,064 Basic earnings (loss) per share from continuing operations $ 0.36 $ 0.01 $ 0.37 Diluted earnings (loss) per share from continuing operations $ 0.35 $ — $ 0.35 Nine Months Ended September 30, 2018 As Reported Adjustment Balances without adoption of topic 606 Revenue: Franchised hotels $ 38,861 $ 563 $ 39,424 Total revenues 107,651 563 108,214 Operating expenses: Franchised hotels 26,486 222 26,708 Total operating expenses 78,656 222 78,878 Operating income 28,995 341 29,336 Income (loss) from continuing operations before taxes 23,049 341 23,390 Income tax expense (benefit) (239 ) (4 ) (243 ) Net income (loss) from continuing operations 23,288 345 23,633 Net income (loss) 23,288 345 23,633 Net income (loss) and comprehensive income (loss) attributable to RLH Corporation 9,209 345 9,554 Basic earnings (loss) per share from continuing operations $ 0.38 $ 0.01 $ 0.39 Diluted earnings (loss) per share from continuing operations $ 0.36 $ 0.02 $ 0.38 In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . The new standard establishes a right-of-use (ROU) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. A modified retrospective transition approach is required. We have assigned an implementation team and are still assessing the potential impact that ASU 2016-02 will have on our financial statements and disclosures. We had $76.4 million of operating lease obligations as of September 30, 2018 (see Note 10) and upon the adoption of the standard we expect to record an ROU asset and lease liability for the present value of these leases, which will have a material impact on the Condensed Consolidated Balance Sheet. |
Fair Value | Applicable accounting standards define fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). We measure our assets and liabilities using inputs from the following three levels of the fair value hierarchy: • Level 1 inputs are unadjusted quoted prices in active markets for identical assets or liabilities that we have the ability to access at the measurement date. • Level 2 inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs). • Level 3 includes unobservable inputs that reflect assumptions about what factors market participants would use in pricing the asset or liability. We develop these inputs based on the best information available, including our own data. |
Organization (Tables)
Organization (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Summary of Properties | A summary of our properties as of September 30, 2018 , including the approximate number of available rooms, is provided below: Franchised Company Operated Total Systemwide Hotels Total Available Rooms Hotels Total Available Rooms Hotels Total Available Rooms Total 1,352 86,100 11 2,400 1,363 88,500 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Effect of Adoption of ASU 2014-09 | Information below represents the effect of the adoption of ASU 2014-09 on our Condensed Consolidated Balance Sheet as of September 30, 2018 and our Condensed Consolidated Statement of Comprehensive Income (Loss) for the three and nine months ended September 30, 2018 (in thousands, except per share data). As Reported Adjustment Balances without adoption of topic 606 ASSETS Prepaid expenses and other $ 5,405 $ (276 ) $ 5,129 Other assets, net 7,758 (824 ) 6,934 Total assets 263,036 (1,100 ) 261,936 LIABILITIES Other accrued liabilities $ 5,769 $ (664 ) $ 5,105 Deferred income and other long-term liabilities 2,436 (1,282 ) 1,154 Total liabilities 65,663 (1,946 ) 63,717 STOCKHOLDERS’ EQUITY RLH Corporation stockholders' equity: Accumulated deficit $ (6,769 ) $ 846 $ (5,923 ) Total RLH Corporation stockholders' equity 176,885 846 177,731 Total stockholders' equity 197,373 846 198,219 Total liabilities and stockholders’ equity 263,036 (1,100 ) 261,936 Three Months Ended September 30, 2018 As Reported Adjustment Balances without adoption of topic 606 Revenue: Franchised hotels $ 15,137 $ 193 $ 15,330 Total revenues 36,000 193 36,193 Operating expenses: Franchised hotels 9,220 74 9,294 Total operating expenses 16,236 74 16,310 Operating income 19,764 119 19,883 Income (loss) from continuing operations before taxes 17,587 119 17,706 Income tax expense (benefit) (26 ) (2 ) (28 ) Net income (loss) from continuing operations 17,613 121 17,734 Net income (loss) 17,613 121 17,734 Net income (loss) and comprehensive income (loss) attributable to RLH Corporation 8,943 121 9,064 Basic earnings (loss) per share from continuing operations $ 0.36 $ 0.01 $ 0.37 Diluted earnings (loss) per share from continuing operations $ 0.35 $ — $ 0.35 Nine Months Ended September 30, 2018 As Reported Adjustment Balances without adoption of topic 606 Revenue: Franchised hotels $ 38,861 $ 563 $ 39,424 Total revenues 107,651 563 108,214 Operating expenses: Franchised hotels 26,486 222 26,708 Total operating expenses 78,656 222 78,878 Operating income 28,995 341 29,336 Income (loss) from continuing operations before taxes 23,049 341 23,390 Income tax expense (benefit) (239 ) (4 ) (243 ) Net income (loss) from continuing operations 23,288 345 23,633 Net income (loss) 23,288 345 23,633 Net income (loss) and comprehensive income (loss) attributable to RLH Corporation 9,209 345 9,554 Basic earnings (loss) per share from continuing operations $ 0.38 $ 0.01 $ 0.39 Diluted earnings (loss) per share from continuing operations $ 0.36 $ 0.02 $ 0.38 |
Business Segments (Tables)
Business Segments (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information | Selected financial information is provided below (in thousands): Three Months Ended September 30, 2018 Franchised Hotels Company Operated Hotels Other Total Revenue $ 15,137 $ 20,857 $ 6 $ 36,000 Operating expenses: Segment operating expenses 9,220 15,812 — 25,032 Depreciation and amortization 986 2,170 465 3,621 Other operating expenses, acquisition costs, asset impairment and gains on asset dispositions 95 (17,856 ) 5,344 (12,417 ) Operating income (loss) $ 4,836 $ 20,731 $ (5,803 ) $ 19,764 Identifiable assets as of September 30, 2018 $ 109,216 $ 135,259 $ 18,561 $ 263,036 Three Months Ended September 30, 2017 Franchised Hotels Company Operated Hotels Other Total Revenue $ 12,714 $ 38,298 $ 12 $ 51,024 Operating expenses: Segment operating expenses 8,898 26,338 — 35,236 Depreciation and amortization 594 3,755 311 4,660 Other operating expenses, acquisition costs and gains on asset dispositions 1,235 1,090 3,629 5,954 Operating income (loss) $ 1,987 $ 7,115 $ (3,928 ) $ 5,174 Identifiable assets as of December 31, 2017 $ 70,035 $ 241,659 $ 18,656 $ 330,350 Nine Months Ended September 30, 2018 Franchised Hotels Company Operated Hotels Other Total Revenue $ 38,861 $ 68,758 $ 32 $ 107,651 Operating expenses: Segment operating expenses 26,486 54,089 — 80,575 Depreciation and amortization 3,043 8,328 1,343 12,714 Other operating expenses, acquisition costs, asset impairment and gains on asset dispositions 2,195 (31,316 ) 14,488 (14,633 ) Operating income (loss) $ 7,137 $ 37,657 $ (15,799 ) $ 28,995 Identifiable assets as of September 30, 2018 $ 109,216 $ 135,259 $ 18,561 $ 263,036 Nine Months Ended September 30, 2017 Franchised Hotels Company Operated Hotels Other Total Revenue $ 36,045 $ 97,261 $ 128 $ 133,434 Operating expenses: Segment operating expenses 26,300 73,497 — 99,797 Depreciation and amortization 1,721 11,096 925 13,742 Other operating expenses, acquisition costs and gains on asset dispositions 1,144 3,258 11,460 15,862 Operating income (loss) $ 6,880 $ 9,410 $ (12,257 ) $ 4,033 Identifiable assets as of December 31, 2017 $ 70,035 $ 241,659 $ 18,656 $ 330,350 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Property and equipment is summarized as follows (in thousands): September 30, December 31, Buildings and equipment $ 152,237 $ 216,618 Furniture and fixtures 21,029 29,132 Landscaping and land improvements 3,094 5,104 176,360 250,854 Less accumulated depreciation (82,301 ) (118,888 ) 94,059 131,966 Land 19,372 31,710 Construction in progress 5,379 4,262 Property and equipment, net $ 118,810 $ 167,938 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill and Other Intangibles | The following table summarizes the balances of goodwill and other intangible assets (in thousands): September 30, December 31, Goodwill $ 18,607 $ 9,404 Intangible assets Brand name - indefinite lived $ 46,860 $ 39,160 Brand name - finite lived, net 2,433 2,814 Customer contracts, net 16,018 8,647 Trademarks 128 128 Total intangible assets, net $ 65,439 $ 50,749 September 30, 2018 and December 31, 2017 were as follows (in thousands): September 30, 2018 December 31, 2017 Intangible Intangible Goodwill Assets Goodwill Assets Company operated hotels $ — $ 4,660 $ — $ 4,660 Franchised hotels 18,607 60,779 9,404 46,089 Total $ 18,607 $ 65,439 $ 9,404 $ 50,749 |
Schedule of Intangible Assets | The following table summarizes the balances of amortized customer contracts and finite-lived brand names (in thousands): September 30, December 31, Customer contracts $ 20,773 $ 11,673 Brand name - finite lived 3,295 3,295 Accumulated amortization (5,617 ) (3,507 ) Net carrying amount $ 18,451 $ 11,461 |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Summary of Contract with Customer Assets and Liabilities | The following table provides information about receivables, contract assets and contract liabilities from contracts with customers (in thousands): September 30, 2018 Accounts receivable $ 22,214 Key money disbursed 6,255 Capitalized contract costs 1,100 Contract liabilities 1,946 Significant changes in the key money disbursements, capitalized contract costs, and contract liabilities balances during the period are as follows (in thousands): Key Money Disbursed Capitalized Contract Costs Contract Liabilities Balance as of January 1, 2018 $ 1,148 $ 750 $ 1,444 Key money disbursed 5,420 — — Costs incurred to acquire contracts — 572 — Cash received in advance — — 1,065 Revenue or expense recognized that was included in the January 1, 2018 balance (163 ) (192 ) (440 ) Revenue or expense recognized in the period for the period (150 ) (30 ) (123 ) Balance as of September 30, 2018 $ 6,255 $ 1,100 $ 1,946 Key Money Disbursed Capitalized Contract Costs Contract Liabilities Balance as of June 30, 2018 $ 6,106 $ 1,032 $ 1,889 Key money disbursed 269 — — Costs incurred to acquire contracts — 142 — Cash received in advance — — 250 Revenue or expense recognized that was included in the January 1, 2018 balance (42 ) (57 ) (121 ) Revenue or expense recognized in the period for the period (78 ) (17 ) (72 ) Balance as of September 30, 2018 $ 6,255 $ 1,100 $ 1,946 |
Summary of Estimated Performance Obligations | Estimated revenues and expenses expected to be recognized related to performance obligations that were unsatisfied as of September 30, 2018 , including revenues related to application, initiation and other fees were as follows (in thousands): Year ending December 31, Revenue Contra Revenue Expense 2018 (remainder) $ 182 $ 113 $ 73 2019 619 451 266 2020 413 451 207 2021 273 409 140 2022 205 381 110 Thereafter 254 4,450 304 Total $ 1,946 $ 6,255 $ 1,100 |
Debt and Line of Credit (Tables
Debt and Line of Credit (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Current and Non-Current Portions of Long-Term Debt and Capital Lease Obligations | The current and noncurrent portions of our debt as of September 30, 2018 and December 31, 2017 are as follows (in thousands): September 30, 2018 December 31, 2017 Current Noncurrent Current Noncurrent Senior Secured Term Loan $ — $ 9,355 $ — $ — RL Venture — — 40,602 32,625 RL Baltimore — — 13,300 — RLH Atlanta 9,270 — 9,360 — RLH DC 346 15,652 332 16,303 Total debt 9,616 25,007 63,594 48,928 Unamortized debt issuance costs (197 ) (241 ) (680 ) (445 ) Debt net of debt issuance costs $ 9,419 $ 24,766 $ 62,914 $ 48,483 |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Interest Rate Derivatives | At September 30, 2018 and December 31, 2017 , the valuation of the interest rate caps resulted in the recognition of assets with minimal values both individually and in the aggregate, which are included within Other assets, net on the Condensed Consolidated Balance Sheets. We were in compliance with rate cap lender requirements related to RLH Atlanta and RLH DC as of September 30, 2018. Subsidiary Institution Original Notional Amount LIBOR Reference Rate Cap Expiration (In millions) RLH Atlanta SMBC Capital Markets, Inc. $ 9.3 3 % September 2019 RLH DC Commonwealth Bank of Australia $ 17.5 3 % November 2018 |
Operating and Capital Lease C_2
Operating and Capital Lease Commitments (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Leases [Abstract] | |
Schedule of Future Minimum Payments for Leases | Total future minimum payments due under all current term operating and capital leases at September 30, 2018 , are as indicated below (in thousands): Year ending December 31, Total Lease Obligation Operating Lease Obligation Capital Lease Obligation 2018 (remainder) $ 1,291 $ 1,236 $ 55 2019 5,146 4,843 303 2020 4,891 4,587 304 2021 3,335 3,163 172 2022 2,578 2,467 111 Thereafter 60,132 60,121 11 Total $ 77,373 $ 76,417 $ 956 |
Stock Based Compensation (Table
Stock Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Compensation Cost | For the three and nine months ended September 30, 2018 and 2017 stock-based compensation expense is as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Restricted stock units $ 841 $ 687 $ 2,033 $ 1,891 Unrestricted stock awards 105 104 334 319 Performance stock units 184 76 445 101 Stock options 17 17 51 51 Employee stock purchase plan 13 14 33 30 Total stock-based compensation $ 1,160 $ 898 $ 2,896 $ 2,392 |
Schedule of Restricted Stock | A summary of restricted stock unit activity for the nine months ended September 30, 2018 , is as follows: Number of Shares Weighted Average Grant Date Fair Value Balance, January 1, 2018 1,246,966 $ 7.27 Granted 508,212 $ 10.45 Vested (205,920 ) $ 6.95 Forfeited (173,306 ) $ 7.73 Balance, September 30, 2018 1,375,952 $ 8.40 |
Schedule of Performance Stock Units | A summary of performance stock unit activity for the nine months ended September 30, 2018 , is as follows: Number of Shares Weighted Average Grant Date Fair Value Balance, January 1, 2018 256,976 $ 6.45 Granted 295,065 $ 9.75 Vested — — Canceled (126,559 ) $ 7.53 Forfeited (31,903 ) $ 6.45 Balance, September 30, 2018 393,579 $ 8.58 |
Schedule of Unrestricted Stock Awards | The following table summarizes unrestricted stock award activity for the three and nine months ended September 30, 2018 and 2017 : Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Shares of unrestricted stock granted 9,210 14,184 32,961 42,432 Weighted average grant date fair value per share $ 11.40 $ 7.40 $ 10.14 $ 7.54 |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table presents a reconciliation of the numerators and denominators used in the basic and diluted net income (loss) per share computations for the three and nine months ended September 30, 2018 and 2017 (in thousands, except per share data): Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Numerator - basic and diluted: Net income (loss) from continuing operations $ 17,613 $ 3,359 $ 23,288 $ (1,823 ) Less: net (income) loss attributable to noncontrolling interests (8,670 ) (871 ) (14,079 ) 507 Net income (loss) from continuing operations attributable to RLH Corporation 8,943 2,488 9,209 (1,316 ) Net income (loss) from discontinued operations — 268 — 402 Net income (loss) attributable to RLH Corporation for diluted earnings (loss) per share $ 8,943 $ 2,756 $ 9,209 $ (914 ) Denominator: Weighted average shares - basic 24,545 23,609 24,334 23,542 Weighted average shares - diluted 25,729 24,176 25,437 23,542 Earnings (loss) per share - basic Net income (loss) from continuing operations attributable to RLH Corporation $ 0.36 $ 0.11 $ 0.38 $ (0.06 ) Net income (loss) from discontinued operations — 0.01 — 0.02 Net income (loss) attributable to RLH Corporation $ 0.36 $ 0.12 $ 0.38 $ (0.04 ) Earnings (loss) per share - diluted Net income (loss) from continuing operations attributable to RLH Corporation $ 0.35 $ 0.10 $ 0.36 $ (0.06 ) Net income (loss) from discontinued operations — 0.01 — 0.02 Net income (loss) attributable to RLH Corporation $ 0.35 $ 0.11 $ 0.36 $ (0.04 ) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following table presents options to purchase common shares, restricted stock units outstanding, performance stock units outstanding, warrants to purchase common shares and contingently issuable shares included in the earnings per share calculation, as well as the amount excluded from the dilutive earnings per share calculation if they were considered antidilutive, for the three and nine months ended September 30, 2018 and 2017 . Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Stock Options (1) Dilutive awards outstanding 20,504 — 12,097 — Antidilutive awards outstanding 60,626 113,978 69,033 113,978 Total awards outstanding 81,130 113,978 81,130 113,978 Restricted Stock Units (2) Dilutive awards outstanding 854,604 535,035 808,934 — Antidilutive awards outstanding 521,348 753,717 567,018 1,288,752 Total awards outstanding 1,375,952 1,288,752 1,375,952 1,288,752 Performance Stock Units (3) Dilutive awards outstanding 101,793 — 106,743 — Antidilutive awards outstanding — — — — Total awards outstanding 101,793 — 106,743 — Warrants (4) Dilutive awards outstanding 207,444 31,702 174,846 — Antidilutive awards outstanding 235,089 410,831 267,687 442,533 Total awards outstanding 442,533 442,533 442,533 442,533 Shares for Vantage Contingent Consideration (5) Dilutive awards outstanding — — — — Antidilutive awards outstanding — 483,000 — 483,000 Total awards outstanding — 483,000 — 483,000 Total dilutive awards outstanding 1,184,345 566,737 1,102,620 — (1) A ll stock options for the three and nine months ended September 30, 2017 were anti-dilutive as a result of the RLH Corporation weighted average share price during the reporting periods. (2) Restricted stock units were anti-dilutive for the nine months ended September 30, 2017 due to the net loss attributable to RLH Corporation in the reporting period. If we had reported net income for the nine months ended September 30, 2017 then 444,608 units would have been dilutive. (3) Performance stock units are not included in the weighted average diluted shares outstanding until the performance targets are met. Performance stock units were anti-dilutive for three and nine months ended September 30, 2017 as no targets had been achieved during the three and nine months ended September 30, 2017 . (4) All warrants were anti-dilutive for the nine months ended September 30, 2017 due to the net loss attributable to RLH Corporation in the reporting period. If we had reported net income for the nine months ended September 30, 2017 then 24,750 units would have been dilutive. (5) As part of the Vantage Hospitality Group, Inc. (Vantage Hospitality, Vantage) acquisition, up to an additional 690,000 shares could be issued with the one-year and two-year contingent consideration earn outs. These shares are not included in basic shares outstanding until the period the contingency is resolved, which was September 30, 2017 for the 414,000 shares related to the year-one contingent consideration earn out and May 2018 for the 276,000 share year-two earn out. As of September 30, 2018 no shares are contingent and the remaining 276,000 shares will be issued during the fourth quarter of 2018. For the nine months ended September 30, 2017 , all of the contingent consideration shares were anti-dilutive due to the net loss from continuing operations attributable to RLH Corporation in the reporting period. If we had reported net income for the nine months ended September 30, 2017 , none of the contingent consideration shares would have been dilutive. |
Fair Value (Tables)
Fair Value (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value and Carrying Amount of Financial Assets and Financial Liabilities | Estimated fair values of financial instruments (in thousands) are shown in the table below. We estimate the fair value of our notes receivable using expected future payments discounted at risk-adjusted rates, both of which are Level 3 inputs. We estimate the fair value of our long-term debt and capital lease obligations using expected future payments discounted at risk-adjusted rates, both of which are Level 3 inputs. The fair values provided below are not necessarily indicative of the amounts we or the debt holders could realize in a current market exchange. In addition, potential income tax ramifications related to the realization of gains and losses that would be incurred in an actual sale or settlement have not been taken into consideration. Cash, Restricted cash, and Accounts receivable carrying values approximate fair value due to the short-term nature of these items. September 30, 2018 December 31, 2017 Carrying Fair Carrying Fair Financial assets: Notes receivable $ 1,642 $ 1,642 $ 1,098 $ 1,098 Financial liabilities: Total debt $ 34,623 $ 34,249 $ 112,522 $ 112,117 Line of credit 10,000 10,473 — — Total capital lease obligations 956 956 1,409 1,409 |
Business Acquisitions (Tables)
Business Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Business Combinations [Abstract] | |
Schedule of Preliminary Price Allocation | The following reflects our preliminary purchase price allocation as of September 30, 2018 (in thousands): Fair Value Current assets $ 915 Intangible assets 16,800 Goodwill 9,203 Total assets acquired 26,918 Current liabilities 30 Total liabilities acquired 30 Total net assets acquired $ 26,888 |
Schedule of Intangible Assets Acquired | Intangible assets acquired are as follows (in thousands): Fair Value Useful Life Brand names $ 7,700 Indefinite Customer contracts 9,100 15 years Total intangible assets $ 16,800 |
Schedule of Business Acquisitions | The following table presents the revenues and earnings from Knights Inn's operations that are included in the Condensed Consolidated Statement of Comprehensive Income (Loss) (unaudited) for the three and nine months ended September 30, 2018 (in thousands): Three Months Ended September 30, 2018 Nine Months Ended September 30, 2018 Revenue $ 1,753 $ 2,714 Net income (loss) from continuing operations before income taxes 862 (40 ) |
Schedule of Supplemental Pro Forma Results | The following supplemental pro forma results are based on the individual historical results of RLH Corporation and KFS, with adjustments to give effect to the combined operations as if the acquisition had been consummated on January 1, 2017 (in thousands, except per share data) (unaudited): Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Revenue $ 36,000 $ 52,958 $ 110,280 $ 139,162 Net income (loss) 17,613 5,236 25,219 3,286 Net income (loss) and comprehensive income (loss) attributable to RLH Corporation 8,943 4,365 11,140 3,793 Earnings (loss) per share attributable to RLH Corporation - basic $ 0.36 $ 0.18 $ 0.46 $ 0.16 Earnings (loss) per share attributable to RLH Corporation - diluted $ 0.35 $ 0.18 $ 0.44 $ 0.15 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Discontinued Operations and Assets and Liabilities Held for Sale | The following summarizes the results of the entertainment segment included in the Condensed Consolidated Statements of Comprehensive Income (Loss) as discontinued operations (in thousands). Three Months Ended Nine Months Ended September 30, 2017 September 30, 2017 Entertainment revenue $ 2,969 $ 9,050 Operating expenses: Entertainment 2,555 8,372 Other — — Depreciation and amortization 7 64 Gain on asset dispositions, net (1 ) 3 Total operating expenses 2,561 8,439 Operating income 408 611 Interest expense — — Other income (expense), net — — Income tax (expense) benefit (140 ) (209 ) Income (loss) from discontinued operations $ 268 $ 402 The following table represents the cash flow items associated with discontinued operations of the entertainment segment for the nine months ended September 30, 2017 (in thousands). Depreciation and amortization $ 64 Capital expenditures $ 101 |
Assets Held for Sale (Tables)
Assets Held for Sale (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summary of Assets Held for Sale | The following table presents the assets of the Hotel business segment included in the Condensed Consolidated Balance Sheets as Assets held for sale at December 31, 2017 (in thousands): December 31, Inventories $ 156 Property and equipment, net 34,143 Other assets, net 60 Assets held for sale $ 34,359 |
Organization (Details)
Organization (Details) $ in Millions | May 14, 2018USD ($) | Sep. 30, 2018roomhotel |
Real Estate Properties [Line Items] | ||
Hotels | hotel | 1,363 | |
Total available rooms | room | 88,500 | |
Franchised hotels | ||
Real Estate Properties [Line Items] | ||
Hotels | hotel | 1,352 | |
Total available rooms | room | 86,100 | |
Company Operated | ||
Real Estate Properties [Line Items] | ||
Hotels | hotel | 11 | |
Total available rooms | room | 2,400 | |
Knights Franchise Systems, Inc. | ||
Real Estate Properties [Line Items] | ||
Total consideration | $ | $ 26.9 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Narrative) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Jan. 01, 2018 | Dec. 31, 2017 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Additional paid-in capital, common stock | $ 183,412 | $ 178,028 | |
Operating lease obligations | $ 76,417 | ||
Adjustment | Accounting Standards Update 2014-09 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Additional paid-in capital, common stock | $ 600 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Effect of Adoption of 606) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
ASSETS | |||||
Prepaid expenses and other | $ 5,405 | $ 5,405 | $ 4,862 | ||
Other assets, net | 7,758 | 7,758 | 1,976 | ||
Total assets | 263,036 | 263,036 | 330,350 | ||
LIABILITIES | |||||
Other accrued liabilities | 5,769 | 5,769 | 4,094 | ||
Deferred income and other long-term liabilities | 2,436 | 2,436 | 1,554 | ||
Total liabilities | 65,663 | 65,663 | 140,110 | ||
STOCKHOLDERS’ EQUITY | |||||
Accumulated deficit | (6,769) | (6,769) | (15,406) | ||
Total RLH Corporation stockholders' equity | 176,885 | 176,885 | 162,859 | ||
Total stockholders' equity | 197,373 | 197,373 | 190,240 | ||
Total liabilities and stockholders’ equity | 263,036 | 263,036 | $ 330,350 | ||
Revenue: | |||||
Revenue | 36,000 | $ 51,024 | 107,651 | $ 133,434 | |
Operating expenses: | |||||
Total operating expenses | 16,236 | 45,850 | 78,656 | 129,401 | |
Operating income | 19,764 | 5,174 | 28,995 | 4,033 | |
Income (loss) from continuing operations before taxes | 17,587 | 3,393 | 23,049 | (1,519) | |
Income tax expense (benefit) | (26) | 34 | (239) | 304 | |
Net income (loss) from continuing operations | 17,613 | 3,359 | 23,288 | (1,823) | |
Net income (loss) | 17,613 | 3,627 | 23,288 | (1,421) | |
Net income (loss) and comprehensive income (loss) attributable to RLH Corporation | $ 8,943 | $ 2,756 | $ 9,209 | $ (914) | |
Basic earnings (loss) per share from continuing operations (in dollars per share) | $ 0.36 | $ 0.11 | $ 0.38 | $ (0.06) | |
Diluted earnings (loss) per share from continuing operations (in dollars per share) | $ 0.35 | $ 0.10 | $ 0.36 | $ (0.06) | |
Adjustment | Accounting Standards Update 2014-09 | |||||
ASSETS | |||||
Prepaid expenses and other | $ (276) | $ (276) | |||
Other assets, net | (824) | (824) | |||
Total assets | (1,100) | (1,100) | |||
LIABILITIES | |||||
Other accrued liabilities | (664) | (664) | |||
Deferred income and other long-term liabilities | (1,282) | (1,282) | |||
Total liabilities | (1,946) | (1,946) | |||
STOCKHOLDERS’ EQUITY | |||||
Accumulated deficit | 846 | 846 | |||
Total RLH Corporation stockholders' equity | 846 | 846 | |||
Total stockholders' equity | 846 | 846 | |||
Total liabilities and stockholders’ equity | (1,100) | (1,100) | |||
Revenue: | |||||
Revenue | 193 | 563 | |||
Operating expenses: | |||||
Total operating expenses | 74 | 222 | |||
Operating income | 119 | 341 | |||
Income (loss) from continuing operations before taxes | 119 | 341 | |||
Income tax expense (benefit) | (2) | (4) | |||
Net income (loss) from continuing operations | 121 | 345 | |||
Net income (loss) | 121 | 345 | |||
Net income (loss) and comprehensive income (loss) attributable to RLH Corporation | $ 121 | $ 345 | |||
Basic earnings (loss) per share from continuing operations (in dollars per share) | $ 0.01 | $ 0.01 | |||
Diluted earnings (loss) per share from continuing operations (in dollars per share) | $ 0 | $ 0.02 | |||
Balances without adoption of topic 606 | |||||
ASSETS | |||||
Prepaid expenses and other | $ 5,129 | $ 5,129 | |||
Other assets, net | 6,934 | 6,934 | |||
Total assets | 261,936 | 261,936 | |||
LIABILITIES | |||||
Other accrued liabilities | 5,105 | 5,105 | |||
Deferred income and other long-term liabilities | 1,154 | 1,154 | |||
Total liabilities | 63,717 | 63,717 | |||
STOCKHOLDERS’ EQUITY | |||||
Accumulated deficit | (5,923) | (5,923) | |||
Total RLH Corporation stockholders' equity | 177,731 | 177,731 | |||
Total stockholders' equity | 198,219 | 198,219 | |||
Total liabilities and stockholders’ equity | 261,936 | 261,936 | |||
Revenue: | |||||
Revenue | 36,193 | 108,214 | |||
Operating expenses: | |||||
Total operating expenses | 16,310 | 78,878 | |||
Operating income | 19,883 | 29,336 | |||
Income (loss) from continuing operations before taxes | 17,706 | 23,390 | |||
Income tax expense (benefit) | (28) | (243) | |||
Net income (loss) from continuing operations | 17,734 | 23,633 | |||
Net income (loss) | 17,734 | 23,633 | |||
Net income (loss) and comprehensive income (loss) attributable to RLH Corporation | $ 9,064 | $ 9,554 | |||
Basic earnings (loss) per share from continuing operations (in dollars per share) | $ 0.37 | $ 0.39 | |||
Diluted earnings (loss) per share from continuing operations (in dollars per share) | $ 0.35 | $ 0.38 | |||
Franchised hotels | |||||
Revenue: | |||||
Revenue | $ 15,137 | $ 38,861 | |||
Operating expenses: | |||||
Costs of services | 9,220 | 26,486 | |||
Franchised hotels | Adjustment | Accounting Standards Update 2014-09 | |||||
Revenue: | |||||
Revenue | 193 | 563 | |||
Operating expenses: | |||||
Costs of services | 74 | 222 | |||
Franchised hotels | Balances without adoption of topic 606 | |||||
Revenue: | |||||
Revenue | 15,330 | 39,424 | |||
Operating expenses: | |||||
Costs of services | $ 9,294 | $ 26,708 |
Business Segments (Details)
Business Segments (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)segment | Sep. 30, 2017USD ($) | Dec. 31, 2017USD ($) | |
Segment Reporting [Abstract] | |||||
Number of operating segments | segment | 2 | ||||
Segment Reporting Information [Line Items] | |||||
Revenue | $ 36,000 | $ 51,024 | $ 107,651 | $ 133,434 | |
Segment operating expenses | 25,032 | 35,236 | 80,575 | 99,797 | |
Depreciation and amortization | 3,621 | 4,660 | 12,714 | 13,742 | |
Other operating expenses, acquisition costs, asset impairment and gains on asset dispositions | (12,417) | (14,633) | |||
Other operating expenses, acquisition costs and gains on asset dispositions | 5,954 | 15,862 | |||
Operating income | 19,764 | 5,174 | 28,995 | 4,033 | |
Identifiable assets | 263,036 | 263,036 | $ 330,350 | ||
Operating segments | Franchised hotels | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 15,137 | 12,714 | 38,861 | 36,045 | |
Segment operating expenses | 9,220 | 8,898 | 26,486 | 26,300 | |
Depreciation and amortization | 986 | 594 | 3,043 | 1,721 | |
Other operating expenses, acquisition costs, asset impairment and gains on asset dispositions | 95 | 2,195 | |||
Other operating expenses, acquisition costs and gains on asset dispositions | 1,235 | 1,144 | |||
Operating income | 4,836 | 1,987 | 7,137 | 6,880 | |
Identifiable assets | 109,216 | 109,216 | 70,035 | ||
Operating segments | Company operated hotels | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 20,857 | 38,298 | 68,758 | 97,261 | |
Segment operating expenses | 15,812 | 26,338 | 54,089 | 73,497 | |
Depreciation and amortization | 2,170 | 3,755 | 8,328 | 11,096 | |
Other operating expenses, acquisition costs, asset impairment and gains on asset dispositions | (17,856) | (31,316) | |||
Other operating expenses, acquisition costs and gains on asset dispositions | 1,090 | 3,258 | |||
Operating income | 20,731 | 7,115 | 37,657 | 9,410 | |
Identifiable assets | 135,259 | 135,259 | 241,659 | ||
Other | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 6 | 12 | 32 | 128 | |
Segment operating expenses | 0 | 0 | 0 | 0 | |
Depreciation and amortization | 465 | 311 | 1,343 | 925 | |
Other operating expenses, acquisition costs, asset impairment and gains on asset dispositions | 5,344 | 14,488 | |||
Other operating expenses, acquisition costs and gains on asset dispositions | 3,629 | 11,460 | |||
Operating income | (5,803) | $ (3,928) | (15,799) | $ (12,257) | |
Identifiable assets | $ 18,561 | $ 18,561 | $ 18,656 |
Variable Interest Entities (Det
Variable Interest Entities (Details) | Oct. 25, 2018 | Sep. 30, 2018hotel | Jul. 31, 2018USD ($)hotel | May 31, 2018USD ($)extensionhotel | Apr. 30, 2018USD ($)hotel | Feb. 28, 2018USD ($)hotel | May 31, 2017USD ($) | Sep. 30, 2018USD ($)hotel | Sep. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Sep. 30, 2018USD ($)hotel | Sep. 30, 2017USD ($) | Aug. 31, 2018USD ($) |
RL Venture LLC | Variable Interest Entity, Primary Beneficiary | |||||||||||||
Variable Interest Entity [Line Items] | |||||||||||||
Ownership percentage | 55.00% | ||||||||||||
Cash distributions | $ 37,500,000 | $ 1,600,000 | $ 0 | $ 46,500,000 | $ 3,100,000 | ||||||||
Number of hotels listed for sale | hotel | 2 | ||||||||||||
RL Venture LLC | Shelbourne Capital | |||||||||||||
Variable Interest Entity [Line Items] | |||||||||||||
Ownership by non-controlling interest holders | 45.00% | 45.00% | 45.00% | ||||||||||
RLS Balt Venture LLC | Variable Interest Entity, Primary Beneficiary | |||||||||||||
Variable Interest Entity [Line Items] | |||||||||||||
Ownership percentage | 73.00% | ||||||||||||
Cash distributions | $ 0 | 0 | |||||||||||
Funding provided | $ 2,000,000 | $ 2,800,000 | |||||||||||
Funding preferred return | 11.00% | 9.00% | |||||||||||
RLS Balt Venture LLC | Shelbourne Falcon II | |||||||||||||
Variable Interest Entity [Line Items] | |||||||||||||
Ownership by non-controlling interest holders | 27.00% | 27.00% | 27.00% | ||||||||||
RLS Atla Venture | Variable Interest Entity, Primary Beneficiary | |||||||||||||
Variable Interest Entity [Line Items] | |||||||||||||
Ownership percentage | 55.00% | ||||||||||||
Cash distributions | $ 0 | 0 | |||||||||||
RLS Atla Venture | Shelbourne Falcon III | |||||||||||||
Variable Interest Entity [Line Items] | |||||||||||||
Ownership percentage | 45.00% | ||||||||||||
RLS DC Venture | Variable Interest Entity, Primary Beneficiary | |||||||||||||
Variable Interest Entity [Line Items] | |||||||||||||
Ownership percentage | 55.00% | ||||||||||||
Cash distributions | $ 0 | 0 | |||||||||||
Funding provided | $ 450,000 | $ 950,000 | |||||||||||
Principal guarantee | $ 4,500,000 | ||||||||||||
Number of extension options | extension | 2 | ||||||||||||
RLS DC Venture | Shelbourne Falcon IV | |||||||||||||
Variable Interest Entity [Line Items] | |||||||||||||
Ownership percentage | 45.00% | ||||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | |||||||||||||
Variable Interest Entity [Line Items] | |||||||||||||
Number of hotels disposed of | hotel | 2 | 9 | |||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | RL Venture LLC | Variable Interest Entity, Primary Beneficiary | |||||||||||||
Variable Interest Entity [Line Items] | |||||||||||||
Number of hotels disposed of | hotel | 1 | 5 | |||||||||||
Five RL Venture Owned Hotels Sold in February 2018 | Disposal Group, Disposed of by Sale, Not Discontinued Operations | RL Venture LLC | Variable Interest Entity, Primary Beneficiary | |||||||||||||
Variable Interest Entity [Line Items] | |||||||||||||
Amount hotels sold for | $ 47,200,000 | ||||||||||||
One RL Venture Owned Hotels Sold In April 2018 | Disposal Group, Disposed of by Sale, Not Discontinued Operations | RL Venture LLC | Variable Interest Entity, Primary Beneficiary | |||||||||||||
Variable Interest Entity [Line Items] | |||||||||||||
Number of hotels disposed of | hotel | 1 | ||||||||||||
Amount hotels sold for | $ 5,500,000 | ||||||||||||
RL Venture Owned Hotels Sold in May 2018 | Disposal Group, Disposed of by Sale, Not Discontinued Operations | RL Venture LLC | Variable Interest Entity, Primary Beneficiary | |||||||||||||
Variable Interest Entity [Line Items] | |||||||||||||
Amount hotels sold for | $ 9,300,000 | ||||||||||||
Two RL Venture Owned Hotels Sold in July 2018 | Disposal Group, Disposed of by Sale, Not Discontinued Operations | RL Venture LLC | Variable Interest Entity, Primary Beneficiary | |||||||||||||
Variable Interest Entity [Line Items] | |||||||||||||
Number of hotels disposed of | hotel | 2 | ||||||||||||
Amount hotels sold for | $ 54,500,000 | ||||||||||||
Subsequent Event | RLS Balt Venture LLC | Variable Interest Entity, Primary Beneficiary | |||||||||||||
Variable Interest Entity [Line Items] | |||||||||||||
Ownership percentage | 100.00% | ||||||||||||
RL Venture LLC | Variable Interest Entity, Primary Beneficiary | |||||||||||||
Variable Interest Entity [Line Items] | |||||||||||||
Cash distributions | $ 20,600,000 | $ 900,000 | $ 25,600,000 | $ 1,700,000 | |||||||||
Line of Credit | |||||||||||||
Variable Interest Entity [Line Items] | |||||||||||||
Cash collateral | $ 20,600,000 |
Property and Equipment (Details
Property and Equipment (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2018USD ($)hotel | Sep. 30, 2018USD ($)hotel | Dec. 31, 2017USD ($) | |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 176,360 | $ 176,360 | $ 250,854 |
Less accumulated depreciation | (82,301) | (82,301) | (118,888) |
Property, plant and equipment, net, excluding land and construction in progress | 94,059 | 94,059 | 131,966 |
Property and equipment, net | 118,810 | 118,810 | 167,938 |
Buildings and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 152,237 | 152,237 | 216,618 |
Furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 21,029 | 21,029 | 29,132 |
Landscaping and land improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 3,094 | 3,094 | 5,104 |
Land | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 19,372 | 19,372 | 31,710 |
Construction in progress | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 5,379 | 5,379 | 4,262 |
Variable Interest Entity, Primary Beneficiary | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, net | 88,447 | $ 88,447 | $ 137,479 |
RLS Balt Venture LLC | Variable Interest Entity, Primary Beneficiary | |||
Property, Plant and Equipment [Line Items] | |||
Impairment | $ 7,100 | ||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | |||
Property, Plant and Equipment [Line Items] | |||
Number of hotels disposed of | hotel | 2 | 9 | |
Gain (loss) on disposal | $ 26,000 | $ 41,600 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets (Summary of Balances of Goodwill and Other Intangibles) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Schedule of Goodwill and Intangible Assets [Line Items] | ||
Goodwill | $ 18,607 | $ 9,404 |
Finite-lived Intangible assets | 18,451 | 11,461 |
Total intangible assets | 65,439 | 50,749 |
Brand names | ||
Schedule of Goodwill and Intangible Assets [Line Items] | ||
Finite-lived Intangible assets | 2,433 | 2,814 |
Customer contracts | ||
Schedule of Goodwill and Intangible Assets [Line Items] | ||
Finite-lived Intangible assets | 16,018 | 8,647 |
Trademarks | ||
Schedule of Goodwill and Intangible Assets [Line Items] | ||
Finite-lived Intangible assets | 128 | 128 |
Brand names | ||
Schedule of Goodwill and Intangible Assets [Line Items] | ||
Brand name - indefinite lived | $ 46,860 | $ 39,160 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets (Goodwill and Intangible Assets by Business Segment) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Goodwill [Line Items] | ||
Goodwill | $ 18,607 | $ 9,404 |
Intangible assets | 65,439 | 50,749 |
Company operated hotels | ||
Goodwill [Line Items] | ||
Goodwill | 0 | 0 |
Intangible assets | 4,660 | 4,660 |
Franchised hotels | ||
Goodwill [Line Items] | ||
Goodwill | 18,607 | 9,404 |
Intangible assets | $ 60,779 | $ 46,089 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets (Summary of Amortization of Intangible Assets) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Finite-Lived Intangible Assets [Line Items] | ||
Accumulated amortization | $ (5,617) | $ (3,507) |
Net carrying amount | 18,451 | 11,461 |
Customer contracts | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangibles | 20,773 | 11,673 |
Net carrying amount | 16,018 | 8,647 |
Brand names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangibles | 3,295 | 3,295 |
Net carrying amount | $ 2,433 | $ 2,814 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers (Receivables, Contract Assets, and Contract Liabilities) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Jun. 30, 2018 | Dec. 31, 2017 |
Revenue from Contract with Customer [Abstract] | |||
Accounts receivable | $ 22,214 | $ 13,143 | |
Key money disbursed | 6,255 | $ 6,106 | 1,148 |
Capitalized contract costs | 1,100 | 1,032 | 750 |
Contract liabilities | $ 1,946 | $ 1,889 | $ 1,444 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers (Changes in Contract Assets and Liabilities) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2018 | Sep. 30, 2018 | |
Key Money Disbursed | ||
Beginning balance | $ 6,106 | $ 1,148 |
Key money disbursed | 269 | 5,420 |
Revenue or expense recognized that was included in the January 1, 2018 balance | (42) | (163) |
Revenue or expense recognized in the period for the period | (78) | (150) |
Ending balance | 6,255 | 6,255 |
Capitalized Contract Costs | ||
Beginning balance | 1,032 | 750 |
Costs incurred to acquire contracts | 142 | 572 |
Revenue or expense recognized that was included in the January 1, 2018 balance | (57) | (192) |
Revenue or expense recognized in the period for the period | (17) | (30) |
Ending balance | 1,100 | 1,100 |
Contract Liabilities | ||
Beginning balance | 1,889 | 1,444 |
Cash received in advance | 250 | 1,065 |
Revenue or expense recognized that was included in the January 1, 2018 balance | (121) | (440) |
Revenue or expense recognized in the period for the period | (72) | (123) |
Ending balance | $ 1,946 | $ 1,946 |
Revenue from Contracts with C_5
Revenue from Contracts with Customers (Performance Obligations) (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2018USD ($) | |
Revenue from Contract with Customer [Abstract] | |
2018 (remainder) | $ 113 |
2,019 | 451 |
2,020 | 451 |
2,021 | 409 |
2,022 | 381 |
Thereafter | 4,450 |
Total | 6,255 |
2018 (remainder) | 73 |
2,019 | 266 |
2,020 | 207 |
2,021 | 140 |
2,022 | 110 |
Thereafter | 304 |
Total | 1,100 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation | $ 182 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-10-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction | 3 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation | $ 619 |
Revenue, remaining performance obligation, expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation | $ 413 |
Revenue, remaining performance obligation, expected timing of satisfaction | 2 years |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation | $ 273 |
Revenue, remaining performance obligation, expected timing of satisfaction | 3 years |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation | $ 205 |
Revenue, remaining performance obligation, expected timing of satisfaction | 4 years |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation | $ 1,946 |
Revenue, remaining performance obligation, expected timing of satisfaction |
Debt and Line of Credit (Schedu
Debt and Line of Credit (Schedule of Debt) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Long-term debt, gross, current | $ 9,616 | $ 63,594 |
Long-term debt, gross, noncurrent | 25,007 | 48,928 |
Unamortized debt issuance costs, current | (197) | (680) |
Unamortized debt issuance costs, noncurrent | (241) | (445) |
Long-term debt net of debt issuance costs, current | 9,419 | 62,914 |
Long-term debt net of debt issuance costs, noncurrent | 24,766 | 48,483 |
Long-term Debt | Senior Secured Term Loan | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross, current | 0 | 0 |
Long-term debt, gross, noncurrent | 9,355 | 0 |
Long-term Debt | RL Venture | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross, current | 0 | 40,602 |
Long-term debt, gross, noncurrent | 0 | 32,625 |
Long-term Debt | RL Baltimore | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross, current | 0 | 13,300 |
Long-term debt, gross, noncurrent | 0 | 0 |
Long-term Debt | RLH Atlanta | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross, current | 9,270 | 9,360 |
Long-term debt, gross, noncurrent | 0 | 0 |
Long-term Debt | RLH DC | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross, current | 346 | 332 |
Long-term debt, gross, noncurrent | $ 15,652 | $ 16,303 |
Debt and Line of Credit (Senior
Debt and Line of Credit (Senior Secured Term Loan) (Details) - Line of Credit - USD ($) | 1 Months Ended | ||
May 31, 2018 | Sep. 30, 2018 | Aug. 31, 2018 | |
Debt Instrument [Line Items] | |||
Cash collateral | $ 20,600,000 | ||
RLH Corporation | |||
Debt Instrument [Line Items] | |||
Unamortized debt issuance costs | $ 300,000 | ||
Term Loan Facility | RLH Corporation | |||
Debt Instrument [Line Items] | |||
Principal amount of debt | $ 30,000,000 | ||
Principal payment, percentage of balance | 1.25% | ||
Principal payment | $ 375,000 | ||
Mandatory prepayment amount, percent of distributions | 50.00% | ||
Mandatory prepayment amount, maximum amount | $ 5,000,000 | ||
Term Loan Facility | RLH Corporation | LIBOR | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 3.00% | ||
Revolving Credit Facility | RLH Corporation | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 10,000,000 | ||
Outstanding line of credit | $ 10,000,000 |
Debt and Line of Credit (RL Bal
Debt and Line of Credit (RL Baltimore) (Details) - USD ($) | Sep. 06, 2018 | May 31, 2018 | May 31, 2017 | Sep. 30, 2018 |
Promissory note | ||||
Debt Instrument [Line Items] | ||||
Purchase price | $ 13,600,000 | |||
RL Baltimore | Long-term Debt | ||||
Debt Instrument [Line Items] | ||||
Extension period | 3 months | |||
RL Baltimore | Promissory note | ||||
Debt Instrument [Line Items] | ||||
Principal amount of debt | $ 13,300,000 | |||
Interest rate | 11.25% | |||
Variable Interest Entity, Primary Beneficiary | RLS Balt Venture LLC | ||||
Debt Instrument [Line Items] | ||||
Funding provided | $ 2,000,000 | $ 2,800,000 | ||
Ownership percentage | 73.00% | |||
Revolving Credit Facility | Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Proceeds from lines of credit | $ 10,000,000 |
Debt and Line of Credit (RLH DC
Debt and Line of Credit (RLH DC) (Details) - RLS DC Venture - Variable Interest Entity, Primary Beneficiary $ in Thousands | 1 Months Ended | |
May 31, 2018USD ($)extension | May 31, 2017USD ($) | |
Debt Instrument [Line Items] | ||
Funding provided | $ 450 | $ 950 |
Principal guarantee | $ 4,500 | |
Number of extension options | extension | 2 |
Derivative Financial Instrume_3
Derivative Financial Instruments (Details) - Interest rate cap $ in Millions | Sep. 30, 2018USD ($) |
RLH Atlanta | |
Derivative [Line Items] | |
Original Notional Amount | $ 9.3 |
RLH Atlanta | LIBOR | |
Derivative [Line Items] | |
LIBOR Reference Rate Cap | 3.00% |
RLH DC | |
Derivative [Line Items] | |
Original Notional Amount | $ 17.5 |
RLH DC | LIBOR | |
Derivative [Line Items] | |
LIBOR Reference Rate Cap | 3.00% |
Operating and Capital Lease C_3
Operating and Capital Lease Commitments (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018USD ($)hotel | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)hotel | Sep. 30, 2017USD ($) | |
Operating Leased Assets [Line Items] | ||||
Hotels | 1,363 | 1,363 | ||
Term of contract | 5 years | |||
Rent expense | $ | $ 1.4 | $ 1.6 | $ 4.4 | $ 4.8 |
Company Operated Hotels | ||||
Operating Leased Assets [Line Items] | ||||
Hotels | 5 | 5 |
Operating and Capital Lease C_4
Operating and Capital Lease Commitments (Future Minimum Payments Due) (Details) $ in Thousands | Sep. 30, 2018USD ($) |
Leases [Abstract] | |
2018 (remainder) | $ 1,291 |
2,019 | 5,146 |
2,020 | 4,891 |
2,021 | 3,335 |
2,022 | 2,578 |
Thereafter | 60,132 |
Total | 77,373 |
Operating Lease Obligation | |
2018 (remainder) | 1,236 |
2,019 | 4,843 |
2,020 | 4,587 |
2,021 | 3,163 |
2,022 | 2,467 |
Thereafter | 60,121 |
Total | 76,417 |
Capital Lease Obligation | |
2018 (remainder) | 55 |
2,019 | 303 |
2,020 | 304 |
2,021 | 172 |
2,022 | 111 |
Thereafter | 11 |
Total | $ 956 |
Stock Based Compensation (Stock
Stock Based Compensation (Stock Incentive Plans Narrative) (Details) - 2015 Stock Incentive Plan - shares | 1 Months Ended | ||
May 31, 2017 | Sep. 30, 2018 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares authorized (in shares) | 2,900,000 | 1,400,000 | |
Additional shares authorized (in shares) | 1,500,000 | ||
Number of shares of common stock available for issuance (in shares) | 909,570 |
Stock Based Compensation (Sto_2
Stock Based Compensation (Stock Based Compensation Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 1,160 | $ 898 | $ 2,896 | $ 2,392 |
Restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | 841 | 687 | 2,033 | 1,891 |
Unrestricted stock awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | 105 | 104 | 334 | 319 |
Performance stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | 184 | 76 | 445 | 101 |
Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | 17 | 17 | 51 | 51 |
Employee stock purchase plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 13 | $ 14 | $ 33 | $ 30 |
Stock Based Compensation (Restr
Stock Based Compensation (Restricted Stock Units, Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation expense | $ 1,160 | $ 898 | $ 2,896 | $ 2,392 | |
Restricted stock units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted (in shares) | 508,212 | ||||
Vesting percentage per year | 25.00% | ||||
Vesting period | 4 years | ||||
Other than options outstanding (in shares) | 1,375,952 | 1,288,752 | 1,375,952 | 1,288,752 | 1,246,966 |
Vested (in shares) | 205,920 | ||||
Other than options, fair value | $ 2,100 | $ 1,000 | |||
Stock-based compensation expense | $ 841 | $ 687 | 2,033 | $ 1,891 | |
Additional compensation expense | $ 6,900 | $ 6,900 | |||
Period for recognition | 35 months |
Stock Based Compensation (Res_2
Stock Based Compensation (Restricted Stock Units) (Details) - Restricted stock units - $ / shares | 3 Months Ended | 9 Months Ended |
Sep. 30, 2017 | Sep. 30, 2018 | |
Number of Shares | ||
Other than options outstanding (in shares) | 1,246,966 | |
Granted (in shares) | 508,212 | |
Vested (in shares) | (205,920) | |
Forfeited (in shares) | (173,306) | |
Other than options outstanding (in shares) | 1,288,752 | 1,375,952 |
Weighted Average Grant Date Fair Value | ||
Balance (in dollars per share) | $ 7.27 | |
Granted (in dollars per share) | 10.45 | |
Vested (in dollars per share) | 6.95 | |
Forfeited (in dollars per share) | 7.73 | |
Balance (in dollars per share) | $ 8.40 |
Stock Based Compensation (Perfo
Stock Based Compensation (Performance Stock Units) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 1,160 | $ 898 | $ 2,896 | $ 2,392 |
Performance stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | 184 | $ 76 | 445 | $ 101 |
Remaining compensation expense | $ 1,600 | $ 1,600 | ||
Period for recognition | 26 months | |||
Number of Shares | ||||
Other than options outstanding (in shares) | 256,976 | |||
Granted (in shares) | 295,065 | |||
Vested (in shares) | 0 | |||
Canceled (in shares) | (126,559) | |||
Forfeited (in shares) | (31,903) | |||
Other than options outstanding (in shares) | 393,579 | 393,579 | ||
Weighted Average Grant Date Fair Value | ||||
Balance (in dollars per share) | $ 6.45 | |||
Granted (in dollars per share) | 9.75 | |||
Vested (in dollars per share) | 0 | |||
Canceled (in dollars per share) | 7.53 | |||
Forfeited (in dollars per share) | 6.45 | |||
Balance (in dollars per share) | $ 8.58 | $ 8.58 |
Stock Based Compensation (Unres
Stock Based Compensation (Unrestricted Stock Awards) (Details) - Unrestricted stock awards - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares of unrestricted stock granted (in shares) | 9,210 | 14,184 | 32,961 | 42,432 |
Weighted average grant date fair value per share (in dollars per share) | $ 11.40 | $ 7.40 | $ 10.14 | $ 7.54 |
Earnings (Loss) Per Share (Sche
Earnings (Loss) Per Share (Schedule of Earnings Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Numerator - basic and diluted: | ||||
Net income (loss) from continuing operations | $ 17,613 | $ 3,359 | $ 23,288 | $ (1,823) |
Less: net (income) loss attributable to noncontrolling interests | (8,670) | (871) | (14,079) | 507 |
Net income (loss) from continuing operations attributable to RLH Corporation | 8,943 | 2,488 | 9,209 | (1,316) |
Net income (loss) from discontinued operations | 0 | 268 | 0 | 402 |
Net income (loss) attributable to RLH Corporation for diluted earnings (loss) per share | $ 8,943 | $ 2,756 | $ 9,209 | $ (914) |
Denominator: | ||||
Weighted average shares - basic (in shares) | 24,545 | 23,609 | 24,334 | 23,542 |
Weighted average shares - diluted (in shares) | 25,729 | 24,176 | 25,437 | 23,542 |
Earnings (loss) per share - basic | ||||
Income (loss) from continuing operations attributable to RLH Corporation (in dollars per share) | $ 0.36 | $ 0.11 | $ 0.38 | $ (0.06) |
Net income (loss) from discontinued operations (in dollars per share) | 0 | 0.01 | 0 | 0.02 |
Net income (loss) attributable to RLH Corporation (in dollars per share) | 0.36 | 0.12 | 0.38 | (0.04) |
Earnings (loss) per share - diluted | ||||
Income (loss) from continuing operations attributable to RLH Corporation (in dollars per share) | 0.35 | 0.10 | 0.36 | (0.06) |
Net income (loss) from discontinued operations (in dollars per share) | 0 | 0.01 | 0 | 0.02 |
Net income (loss) attributable to RLH Corporation (in dollars per share) | $ 0.35 | $ 0.11 | $ 0.36 | $ (0.04) |
Earnings (Loss) Per Share (Sc_2
Earnings (Loss) Per Share (Schedule of Antidilutive Securities) (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Jan. 31, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | May 31, 2018 | May 21, 2018 | Dec. 31, 2017 |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||
Dilutive awards outstanding (in shares) | 0 | 0 | 0 | 0 | |||||
Total dilutive awards outstanding | 1,184,345 | 566,737 | 1,102,620 | 0 | |||||
Cash on hand consideration | $ 26,888 | $ 0 | |||||||
Vantage Hospitality Group, Inc. | |||||||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||
Contingent consideration, potential outcome (in shares) | 276,000 | 276,000 | 276,000 | ||||||
Contingent consideration, potential outcome, cash | $ 3,000 | ||||||||
Stock Options | |||||||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||
Dilutive awards outstanding (in shares) | 20,504 | 0 | 12,097 | 0 | |||||
Options outstanding (in shares) | 81,130 | 113,978 | 81,130 | 113,978 | |||||
Restricted stock units | |||||||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||
Dilutive awards outstanding (in shares) | 854,604 | 535,035 | 808,934 | 0 | |||||
Other than options outstanding (in shares) | 1,375,952 | 1,288,752 | 1,375,952 | 1,288,752 | 1,246,966 | ||||
Performance stock units | |||||||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||
Dilutive awards outstanding (in shares) | 101,793 | 0 | 106,743 | 0 | |||||
Other than options outstanding (in shares) | 393,579 | 393,579 | 256,976 | ||||||
Warrants | |||||||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||
Dilutive awards outstanding (in shares) | 207,444 | 31,702 | 174,846 | 0 | |||||
Other than options outstanding (in shares) | 442,533 | 442,533 | 442,533 | 442,533 | |||||
Contingent Consideration | |||||||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||
Other than options outstanding (in shares) | 0 | 483,000 | 0 | 483,000 | |||||
Stock Options | |||||||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||
Antidilutive awards outstanding (in shares) | 60,626 | 113,978 | 69,033 | 113,978 | |||||
Total dilutive awards outstanding | 0 | ||||||||
Restricted stock units | |||||||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||
Antidilutive awards outstanding (in shares) | 521,348 | 753,717 | 567,018 | 1,288,752 | |||||
Total dilutive awards outstanding | 444,608 | ||||||||
Performance stock units | |||||||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||
Antidilutive awards outstanding (in shares) | 0 | 0 | 0 | 0 | |||||
Warrants | |||||||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||
Antidilutive awards outstanding (in shares) | 235,089 | 410,831 | 267,687 | 442,533 | |||||
Total dilutive awards outstanding | 24,750 | ||||||||
Contingent Consideration | |||||||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||
Antidilutive awards outstanding (in shares) | 0 | 483,000 | 0 | 483,000 | |||||
Contingent Consideration | Vantage Hospitality Group, Inc. | |||||||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||
Equity consideration (in shares) | 690,000 | ||||||||
90% of Room Count at Close, Year 1 Anniversary | Vantage Hospitality Group, Inc. | |||||||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||
Contingent consideration, potential outcome (in shares) | 414,000 | ||||||||
Cash on hand consideration | $ 4,000 | ||||||||
90% of Room Count at Close, Year 1 Anniversary | Contingent Consideration | Vantage Hospitality Group, Inc. | |||||||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||
Contingent consideration, potential outcome (in shares) | 414,000 | 414,000 | |||||||
90% of Room Count at Close, Year 2 Anniversary | Contingent Consideration | Vantage Hospitality Group, Inc. | |||||||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||
Contingent consideration, potential outcome (in shares) | 276,000 | 276,000 | 276,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense (benefit) | $ (26) | $ 34 | $ (239) | $ 304 |
Fair Value (Details)
Fair Value (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Carrying Amount | ||
Financial assets: | ||
Notes receivable | $ 1,642 | $ 1,098 |
Financial liabilities: | ||
Total debt | 34,623 | 112,522 |
Line of credit | 10,000 | 0 |
Total capital lease obligations | 956 | 1,409 |
Fair Value | ||
Financial assets: | ||
Notes receivable | 1,642 | 1,098 |
Financial liabilities: | ||
Total debt | 34,249 | 112,117 |
Line of credit | 10,473 | 0 |
Total capital lease obligations | $ 956 | $ 1,409 |
Related Party Transactions (Det
Related Party Transactions (Details) | May 21, 2018USD ($)$ / sharesshares | Apr. 17, 2018USD ($)shares | Jan. 31, 2018USD ($)shares | Sep. 30, 2018USD ($)joint_ventureshares | Sep. 30, 2017USD ($)joint_venture | Sep. 30, 2018USD ($)joint_ventureshares | Sep. 30, 2017USD ($)joint_venture | Dec. 31, 2017USD ($) |
Related Party Transaction [Line Items] | ||||||||
Number of joint ventures | joint_venture | 4 | 4 | 4 | 4 | ||||
Accounts receivable from related parties | $ 0 | $ 0 | $ 1,520,000 | |||||
Cash consideration | 26,888,000 | $ 0 | ||||||
Hotel Management Agreements [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Accounts receivable from related parties | 400,000 | 400,000 | ||||||
Red Lion Hotels Management, Inc. | Hudson Valley Resort and Spa | Management Agreement | ||||||||
Related Party Transaction [Line Items] | ||||||||
Monthly management fee | $ 8,333 | |||||||
Monthly management fee, percent of gross revenue | 3.00% | |||||||
Management fee revenue recognized | 25,000 | $ 33,000 | $ 75,000 | 83,000 | ||||
Shelbourne Capital | Investor Relations Fee | ||||||||
Related Party Transaction [Line Items] | ||||||||
Construction management and investor relations fees paid | 40,000 | 134,000 | $ 187,000 | 344,000 | ||||
Shelbourne Capital | RL Venture LLC | Investor Relations Fee | ||||||||
Related Party Transaction [Line Items] | ||||||||
Monthly investor relations fee, percent of total revenue | 0.50% | |||||||
Construction management and investor relations fees paid | 28,000 | $ 117,000 | $ 145,000 | $ 291,000 | ||||
Shelbourne Capital | RLS Atla Venture | Investor Relations Fee | ||||||||
Related Party Transaction [Line Items] | ||||||||
Monthly investor relations fee, percent of total revenue | 0.50% | |||||||
Shelbourne Capital | RLS Balt Venture LLC | Investor Relations Fee | ||||||||
Related Party Transaction [Line Items] | ||||||||
Monthly investor relations fee, percent of total revenue | 0.50% | |||||||
Shelbourne Capital | RLS DC Venture | Investor Relations Fee | ||||||||
Related Party Transaction [Line Items] | ||||||||
Monthly investor relations fee, percent of total revenue | 0.50% | |||||||
Columbia Pacific Opportunity Fund, L.P. | Affiliated Entity | Term Loan | ||||||||
Related Party Transaction [Line Items] | ||||||||
Related party transaction | $ 20,000,000 | |||||||
Columbia Pacific Opportunity Fund, L.P. | Affiliated Entity | Commitment Fee | ||||||||
Related Party Transaction [Line Items] | ||||||||
Related party transaction | $ 200,000 | |||||||
Messrs. Moyle And Bloss | Management | ||||||||
Related Party Transaction [Line Items] | ||||||||
Monthly consulting fee | $ 10,000 | |||||||
Consulting fees | $ 30,000 | $ 40,000 | ||||||
TESI | Management Agreement | ||||||||
Related Party Transaction [Line Items] | ||||||||
Ownership by member of board of directors | 50.00% | |||||||
Vantage Hospitality Group, Inc. | ||||||||
Related Party Transaction [Line Items] | ||||||||
Contingent consideration, potential outcome, cash | $ 3,000,000 | |||||||
Contingent consideration, potential outcome (in shares) | shares | 276,000 | 276,000 | 276,000 | |||||
Contingent consideration | $ 3,000,000 | $ 3,000,000 | ||||||
Share price (in dollars per share) | $ / shares | $ 10.40 | |||||||
90% of Room Count at Close, Year 1 Anniversary | Vantage Hospitality Group, Inc. | ||||||||
Related Party Transaction [Line Items] | ||||||||
Contingent consideration, potential outcome (in shares) | shares | 414,000 | |||||||
Cash consideration | $ 4,000,000 | |||||||
Common Stock | Columbia Pacific Opportunity Fund, L.P. | Affiliated Entity | ||||||||
Related Party Transaction [Line Items] | ||||||||
Shares owned (in shares) | shares | 1,510,105 | |||||||
Warrants | Common Stock | Columbia Pacific Opportunity Fund, L.P. | Affiliated Entity | ||||||||
Related Party Transaction [Line Items] | ||||||||
Shares owned (in shares) | shares | 442,533 | |||||||
RL Venture LLC | Shelbourne Capital | ||||||||
Related Party Transaction [Line Items] | ||||||||
Ownership by non-controlling interest holders | 45.00% | 45.00% | ||||||
RL Venture LLC | Columbia Pacific Opportunity Fund, L.P. | Shelbourne Capital | ||||||||
Related Party Transaction [Line Items] | ||||||||
Ownership by non-controlling interest holders | 45.00% | 45.00% |
Business Acquisitions (Details)
Business Acquisitions (Details) - USD ($) $ in Thousands | May 14, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | May 21, 2018 | Dec. 31, 2017 |
Business Acquisition [Line Items] | |||||||
Goodwill | $ 18,607 | $ 18,607 | $ 9,404 | ||||
Acquisition and integration costs | 95 | $ 1,235 | 2,196 | $ 1,246 | |||
Knights Franchise Systems, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Purchase price | $ 26,900 | ||||||
Acquired receivables | 4,200 | ||||||
Adjustment to receivables | 3,300 | 900 | |||||
Goodwill | $ 9,200 | 9,203 | 9,203 | ||||
Acquisition and integration costs | $ 300 | $ 1,900 | |||||
Vantage Hospitality Group, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Contingent consideration, potential outcome, cash | $ 3,000 | ||||||
Contingent consideration, potential outcome (in shares) | 276,000 | 276,000 | 276,000 | ||||
Contingent consideration | $ 300 |
Business Acquisitions (Allocati
Business Acquisitions (Allocation of Purchase Price) (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | May 14, 2018 | Dec. 31, 2017 |
Business Acquisition [Line Items] | |||
Goodwill | $ 18,607 | $ 9,404 | |
Knights Franchise Systems, Inc. | |||
Business Acquisition [Line Items] | |||
Current assets | 915 | ||
Intangible assets | 16,800 | $ 16,800 | |
Goodwill | 9,203 | $ 9,200 | |
Total assets acquired | 26,918 | ||
Current liabilities | 30 | ||
Total liabilities acquired | 30 | ||
Total net assets acquired | $ 26,888 |
Business Acquisitions (Intangib
Business Acquisitions (Intangible Assets Acquired) (Details) - Knights Franchise Systems, Inc. - USD ($) $ in Thousands | May 14, 2018 | Sep. 30, 2018 |
Business Acquisition [Line Items] | ||
Intangible assets, fair value | $ 16,800 | $ 16,800 |
Brand names | ||
Business Acquisition [Line Items] | ||
Indefinite-lived intangible assets, fair value | 7,700 | |
Customer contracts | ||
Business Acquisition [Line Items] | ||
Finite-lived intangible assets, fair value | $ 9,100 | |
Finite-lived intangible assets, useful life | 15 years |
Business Acquisitions (Revenues
Business Acquisitions (Revenues and Earnings From Knights Inn's Operations) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Business Acquisition [Line Items] | ||||
Revenue | $ 36,000 | $ 51,024 | $ 107,651 | $ 133,434 |
Net income (loss) from continuing operations before income taxes | 17,587 | $ 3,393 | 23,049 | $ (1,519) |
Knights Franchise Systems, Inc. | ||||
Business Acquisition [Line Items] | ||||
Revenue | 1,753 | 2,714 | ||
Net income (loss) from continuing operations before income taxes | $ 862 | $ (40) |
Business Acquisitions (Pro Form
Business Acquisitions (Pro Forma Information) (Details) - Knights Franchise Systems, Inc. - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Business Acquisition [Line Items] | ||||
Revenue | $ 36,000 | $ 52,958 | $ 110,280 | $ 139,162 |
Net income (loss) | 17,613 | 5,236 | 25,219 | 3,286 |
Net income (loss) and comprehensive income (loss) attributable to RLH Corporation | $ 8,943 | $ 4,365 | $ 11,140 | $ 3,793 |
Earnings (loss) per share attributable to RLH Corporation - basic (in dollars per share) | $ 0.36 | $ 0.18 | $ 0.46 | $ 0.16 |
Earnings (loss) per share attributable to RLH Corporation - diluted (in dollars per share) | $ 0.35 | $ 0.18 | $ 0.44 | $ 0.15 |
Discontinued Operations - Narra
Discontinued Operations - Narrative (Details) $ in Millions | 3 Months Ended |
Dec. 31, 2017USD ($) | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Tax expense for gain (loss) on sale | $ 1.1 |
Entertainment Business | Discontinued Operations, Disposed of by Sale | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Gain (loss) on sale | (0.2) |
Cash proceeds from sale | 6 |
Transaction costs | 0.7 |
Net assets | $ 4.4 |
Discontinued Operations (Summar
Discontinued Operations (Summary of Entertainment Segment) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Operating expenses: | ||||
Income (loss) from discontinued operations | $ 0 | $ 268 | $ 0 | $ 402 |
Entertainment Business | Discontinued Operations, Disposed of by Sale | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Entertainment revenue | 2,969 | 9,050 | ||
Operating expenses: | ||||
Entertainment | 2,555 | 8,372 | ||
Other | 0 | 0 | ||
Depreciation and amortization | 7 | 64 | ||
Gain on asset dispositions, net | (1) | 3 | ||
Total operating expenses | 2,561 | 8,439 | ||
Operating income | 408 | 611 | ||
Interest expense | 0 | 0 | ||
Other income (expense), net | 0 | 0 | ||
Income tax (expense) benefit | (140) | (209) | ||
Income (loss) from discontinued operations | $ 268 | 402 | ||
Depreciation and amortization | 64 | |||
Capital expenditures | $ 101 |
Assets Held for Sale (Details)
Assets Held for Sale (Details) - hotel | Sep. 30, 2018 | Dec. 31, 2017 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Number of hotels held for sale | 0 | |
RL Venture LLC | Variable Interest Entity, Primary Beneficiary | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Number of hotels held for sale | 6 |
Assets Held for Sale (Summary o
Assets Held for Sale (Summary of Discontinued Operations) (Details) - Company operated hotels - Discontinued Operations, Held-for-sale $ in Thousands | Dec. 31, 2017USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Inventories | $ 156 |
Property and equipment, net | 34,143 |
Other assets, net | 60 |
Assets held for sale | $ 34,359 |
Subsequent Event (Details)
Subsequent Event (Details) - RLS Balt Venture LLC - Variable Interest Entity, Primary Beneficiary | Oct. 25, 2018 | Sep. 30, 2018 |
Subsequent Event [Line Items] | ||
Ownership percentage | 73.00% | |
Subsequent Event | ||
Subsequent Event [Line Items] | ||
Ownership percentage | 100.00% |