Long-Term Debt | Long-Term Debt Debt Summary Debt as of June 30, 2016 and December 31, 2015 consisted of the following: Balance Outstanding as of Debt Interest Maturity June 30, December 31, Credit facilities Senior unsecured credit facility Floating (a) January 2018 (a) $ 190,000 $ 21,000 LHL unsecured credit facility Floating (b) January 2018 (b) 0 0 Total borrowings under credit facilities 190,000 21,000 Term loans Second Term Loan Floating/Fixed (c) January 2019 300,000 300,000 Third Term Loan Floating/Fixed (c) January 2021 555,000 555,000 Debt issuance costs, net (2,520 ) (2,797 ) Total term loans, net of unamortized debt issuance costs 852,480 852,203 Massport Bonds Hyatt Regency Boston Harbor (taxable) Floating (d) March 2018 5,400 5,400 Hyatt Regency Boston Harbor (tax exempt) Floating (d) March 2018 37,100 37,100 Debt issuance costs, net (98 ) (184 ) Total bonds payable, net of unamortized debt issuance costs 42,402 42,316 Mortgage loans Westin Michigan Avenue 5.75% - (e) 0 131,262 Indianapolis Marriott Downtown 5.99% - (e) 0 96,097 The Roger 6.31% - (f) 0 58,935 Westin Copley Place Floating (g) August 2018 225,000 225,000 Debt issuance costs, net (1,976 ) (2,490 ) Total mortgage loans, net of unamortized debt issuance costs 223,024 508,804 Total debt $ 1,307,906 $ 1,424,323 (a) Borrowings bear interest at floating rates equal to, at the Company’s option, either (i) LIBOR plus an applicable margin, or (ii) an Adjusted Base Rate (as defined in the credit agreement) plus an applicable margin. As of June 30, 2016 , the rate, including the applicable margin, for the Company’s outstanding LIBOR borrowing of $190,000 was 2.17% . As of December 31, 2015 , the rate, including the applicable margin, for the Company’s outstanding LIBOR borrowing of $21,000 was 2.13% . The Company has the option, pursuant to certain terms and conditions, to extend the maturity date for two six -month extensions. (b) Borrowings bear interest at floating rates equal to, at LHL’s option, either (i) LIBOR plus an applicable margin, or (ii) an Adjusted Base Rate (as defined in the credit agreement) plus an applicable margin. There were no borrowings outstanding at June 30, 2016 and December 31, 2015 . LHL has the option, pursuant to certain terms and conditions, to extend the maturity date for two six -month extensions. (c) Term loans bear interest at floating rates equal to LIBOR plus an applicable margin. The Company entered into separate interest rate swap agreements for the full seven -year term of the First Term Loan (as defined below) and a five -year term ending in August 2017 for the Second Term Loan (as defined below), resulting in fixed all-in interest rates. On November 5, 2015, the Company repaid the First Term Loan and entered into the Third Term Loan (as defined below). The Company entered into separate interest rate swap agreements with an aggregate notional amount of $377,500 for the full term of the Third Term Loan. The interest rate swaps for the First Term Loan continue to be in place and were redesignated as hedging instruments through May 2019 for the Third Term Loan. At June 30, 2016 and December 31, 2015 , the fixed all-in interest rates for the Second Term Loan and Third Term Loan were 2.38% and 2.95% , respectively, at the Company’s current leverage ratio (as defined in the swap agreements). (d) The Massport Bonds are secured by letters of credit issued by U.S. Bank National Association that expire in September 2016. The letters of credit have two one -year extension options and are secured by the Hyatt Regency Boston Harbor. The letters of credit cannot be extended beyond the Massport Bonds’ maturity date. The bonds bear interest based on weekly floating rates. The interest rates as of June 30, 2016 were 0.44% and 0.43% for the $5,400 and $37,100 bonds, respectively. The interest rates as of December 31, 2015 were 0.39% and 0.02% for the $5,400 and $37,100 bonds, respectively. The Company incurs an annual letter of credit fee of 1.35% . (e) The Company repaid the mortgage loans on January 4, 2016 through borrowings on its senior unsecured credit facility. (f) The Company repaid the mortgage loan on February 11, 2016 through borrowings on its senior unsecured credit facility. (g) The mortgage loan matures on August 14, 2018 with three options to extend the maturity date to January 5, 2021, pursuant to certain terms and conditions. The interest-only mortgage loan bears interest at a variable rate ranging from LIBOR plus 1.75% to LIBOR plus 2.00% , depending on Westin Copley Place’s net cash flow (as defined in the loan agreement). The interest rate as of June 30, 2016 was LIBOR plus 1.75% , which equaled 2.20% . The interest rate as of December 31, 2015 was LIBOR plus 1.75% , which equaled 2.09% . The mortgage loan allows for prepayments without penalty after one year , subject to certain terms and conditions. Future scheduled debt principal payments as of June 30, 2016 are as follows: 2016 $ 0 2017 0 2018 457,500 2019 300,000 2020 0 Thereafter 555,000 Total debt $ 1,312,500 A summary of the Company’s interest expense and weighted average interest rates for unswapped variable rate debt for the three and six months ended June 30, 2016 and 2015 is as follows: For the three months ended For the six months ended June 30, June 30, 2016 2015 2016 2015 Interest Expense: Interest incurred $ 10,685 $ 13,422 $ 21,869 $ 26,744 Amortization of debt issuance costs 835 549 1,713 1,096 Capitalized interest (38 ) (76 ) (233 ) (300 ) Interest expense $ 11,482 $ 13,895 $ 23,349 $ 27,540 Weighted Average Interest Rates for Unswapped Variable Rate Debt: Senior unsecured credit facility 2.15 % 1.89 % 2.14 % 1.88 % LHL unsecured credit facility 2.14 % 1.88 % 2.13 % 1.88 % Massport Bonds 0.41 % 0.09 % 0.26 % 0.07 % Mortgage loan (Westin Copley Place) 2.19 % N/A 2.18 % N/A Credit Facilities On January 8, 2014, the Company refinanced its $750,000 senior unsecured credit facility with a syndicate of banks. The credit facility matures on January 8, 2018, subject to two six -month extensions that the Company may exercise at its option, pursuant to certain terms and conditions, including payment of an extension fee. The credit facility, with a current commitment of $750,000 , includes an accordion feature which, subject to certain conditions, entitles the Company to request additional lender commitments, allowing for total commitments up to $1,050,000 . Borrowings under the credit facility bear interest at floating rates equal to, at the Company’s option, either (i) LIBOR plus an applicable margin, or (ii) an Adjusted Base Rate (as defined in the credit agreement) plus an applicable margin. Additionally, the Company is required to pay a variable unused commitment fee of 0.25% or 0.30% of the unused portion of the credit facility, depending on the average daily unused portion of the credit facility. On January 8, 2014, LHL also refinanced its $25,000 unsecured revolving credit facility to be used for working capital and general lessee corporate purposes. The LHL credit facility matures on January 8, 2018, subject to two six -month extensions that LHL may exercise at its option, pursuant to certain terms and conditions, including payment of an extension fee. Borrowings under the LHL credit facility bear interest at floating rates equal to, at LHL’s option, either (i) LIBOR plus an applicable margin, or (ii) an Adjusted Base Rate (as defined in the credit agreement) plus an applicable margin. Additionally, LHL is required to pay a variable unused commitment fee of 0.25% or 0.30% of the unused portion of the credit facility, depending on the average daily unused portion of the LHL credit facility. The Company’s senior unsecured credit facility and LHL’s unsecured credit facility contain certain financial covenants relating to net worth requirements, debt ratios and fixed charge coverage and other limitations that restrict the Company’s ability to make distributions or other payments to its shareholders upon events of default. Term Loans On May 16, 2012, the Company entered into a $177,500 unsecured term loan (the “First Term Loan”) with a seven -year term maturing on May 16, 2019. The First Term Loan bears interest at a variable rate, but was hedged to a fixed interest rate. On November 5, 2015, the Company repaid the First Term Loan and redesignated the interest rate swaps as hedging instruments for the Third Term Loan as described below. On January 8, 2014, the Company refinanced its $300,000 unsecured term loan (the “Second Term Loan”). The Second Term Loan includes an accordion feature, which subject to certain conditions, entitles the Company to request additional lender commitments, allowing for total commitments up to $500,000 . The Second Term Loan has a five -year term maturing on January 8, 2019 and bears interest at variable rates, but was hedged to a fixed interest rate based on the Company’s current leverage ratio (as defined in the swap agreements), which interest rate was 2.38% at June 30, 2016 , through August 2, 2017 (see “Derivative and Hedging Activities” below). On November 5, 2015, the Company entered into a $555,000 unsecured term loan (the “Third Term Loan”) with a five -year term maturing on January 29, 2021. The Third Term Loan includes an accordion feature, which subject to certain conditions, entitles the Company to request additional lender commitments, allowing for total commitments up to $700,000 . The Third Term Loan bears interest at a variable rate, but was hedged to a fixed interest rate based on the Company’s current leverage ratio (as defined in the swap agreements), which interest rate was 2.95% at June 30, 2016 through May 16, 2019 for $177,500 of the Third Term Loan and through January 29, 2021 for the remaining $377,500 of the Third Term Loan (see “Derivative and Hedging Activities” below). The Company’s term loans contain certain financial covenants relating to net worth requirements, debt ratios and fixed charge coverage and other limitations that restrict the Company’s ability to make distributions or other payments to its shareholders upon events of default. Derivative and Hedging Activities The Company primarily uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. Unrealized gains and losses on the effective portion of hedging instruments are reported in other comprehensive income (loss) (“OCI”). Ineffective portions of changes in the fair value of a cash flow hedge are recognized as interest expense. Amounts reported in accumulated other comprehensive income (loss) (“AOCL”) related to currently outstanding derivatives are recognized as an adjustment to income (loss) as interest payments are made on the Company’s variable rate debt. Effective May 16, 2012, the Company entered into three interest rate swap agreements with an aggregate notional amount of $177,500 for the First Term Loan’s full seven -year term, resulting in a fixed all-in interest rate based on the Company’s current leverage ratio (as defined in the swap agreements). As discussed above, the First Term Loan was repaid on November 5, 2015. The interest rate swaps for the First Term Loan continue to be in place and are designated as hedging instruments for the Third Term Loan. Effective August 2, 2012, the Company entered into five interest rate swap agreements with an aggregate notional amount of $300,000 for the Second Term Loan through August 2, 2017, resulting in a fixed all-in interest rate based on the Company’s current leverage ratio (as defined in the swap agreements), which interest rate was 2.38% at June 30, 2016 . Effective November 5, 2015, the Company entered into seven interest rate swap agreements with an aggregate notional amount of $377,500 for the Third Term Loan’s full five -year term, resulting in a fixed all-in interest rate based on the Company’s current leverage ratio (as defined in the swap agreements), which interest rate was 2.95% at June 30, 2016 . The Company has designated its pay-fixed, receive-floating interest rate swap derivatives as cash flow hedges. The interest rate swaps were entered into with the intention of eliminating the variability of the terms loans, but can also limit the exposure to any amendments, supplements, replacements or refinancings of the Company’s debt. The following tables present the effect of derivative instruments on the Company’s accompanying consolidated statements of operations and comprehensive income, including the location and amount of unrealized (loss) gain on outstanding derivative instruments in cash flow hedging relationships, for the three and six months ended June 30, 2016 and 2015 : Amount of (Loss) Gain Recognized in OCI on Derivative Instruments Location of Loss Reclassified from AOCL into Net Income Amount of Loss Reclassified from AOCL into Net Income (Effective Portion) (Effective Portion) (Effective Portion) For the three months ended For the three months ended June 30, June 30, 2016 2015 2016 2015 Derivatives in cash flow hedging relationships: Interest rate swaps $ (5,971 ) $ 26 Interest expense $ 1,730 $ 1,069 Amount of Loss Recognized in OCI on Derivative Instruments Location of Loss Reclassified from AOCL into Net Income Amount of Loss Reclassified from AOCL into Net Income (Effective Portion) (Effective Portion) (Effective Portion) For the six months ended For the six months ended June 30, June 30, 2016 2015 2016 2015 Derivatives in cash flow hedging relationships: Interest rate swaps $ (20,223 ) $ (4,372 ) Interest expense $ 3,510 $ 2,139 During the six months ended June 30, 2016 and 2015 , the Company did not have any hedge ineffectiveness or amounts that were excluded from the assessment of hedge effectiveness recorded in earnings. As of June 30, 2016 , there was $16,810 in cumulative unrealized loss of which $16,789 was included in AOCL and $21 was attributable to noncontrolling interests. As of December 31, 2015 , there was $97 in cumulative unrealized loss of which $97 was included in AOCL and zero was attributable to noncontrolling interests. The Company expects that approximately $6,840 will be reclassified from AOCL and noncontrolling interests and recognized as a reduction to income in the next 12 months, calculated as estimated interest expense using the interest rates on the derivative instruments as of June 30, 2016 . Mortgage Loans The Company’s mortgage loans are secured by the respective properties. The mortgages are non-recourse to the Company except for fraud or misapplication of funds. On January 4, 2016, the Company repaid without fee or penalty the Westin Michigan Avenue mortgage loan in the amount of $131,262 plus accrued interest through borrowings under its senior unsecured credit facility. The loan was due to mature in April 2016. On January 4, 2016, the Company repaid without fee or penalty the Indianapolis Marriott Downtown mortgage loan in the amount of $96,097 plus accrued interest through borrowings under its senior unsecured credit facility. The loan was due to mature in July 2016. On February 11, 2016, the Company repaid without fee or penalty The Roger mortgage loan in the amount of $58,831 plus accrued interest through borrowings under its senior unsecured credit facility. The loan was due to mature in August 2016. The Company’s mortgage loans contain debt service coverage ratio tests related to the mortgaged properties. If the debt service coverage ratio for a specific property fails to exceed a threshold level specified in the mortgage, cash flows from that hotel may automatically be directed to the lender to (i) satisfy required payments, (ii) fund certain reserves required by the mortgage and (iii) fund additional cash reserves for future required payments, including final payment. Cash flows may be directed to the lender (“cash trap”) until such time as the property again complies with the specified debt service coverage ratio or the mortgage is paid off. Financial Covenants Failure of the Company to comply with the financial covenants contained in its credit facilities, term loans and non-recourse secured mortgages could result from, among other things, changes in its results of operations, the incurrence of additional debt or changes in general economic conditions. If the Company violates the financial covenants contained in any of its credit facilities or term loans described above, the Company may attempt to negotiate waivers of the violations or amend the terms of the applicable credit facilities or term loans with the lenders thereunder; however, the Company can make no assurance that it would be successful in any such negotiations or that, if successful in obtaining waivers or amendments, such amendments or waivers would be on terms attractive to the Company. If a default under the credit facilities or term loans were to occur, the Company would possibly have to refinance the debt through additional debt financing, private or public offerings of debt securities, or additional equity financings. If the Company is unable to refinance its debt on acceptable terms, including at maturity of the credit facilities and term loans, it may be forced to dispose of hotel properties on disadvantageous terms, potentially resulting in losses that reduce cash flow from operating activities. If, at the time of any refinancing, prevailing interest rates or other factors result in higher interest rates upon refinancing, increases in interest expense would lower the Company’s cash flow, and, consequently, cash available for distribution to its shareholders. A cash trap associated with a mortgage loan may limit the overall liquidity for the Company as cash from the hotel securing such mortgage would not be available for the Company to use. If the Company is unable to meet mortgage payment obligations, including the payment obligation upon maturity of the mortgage borrowing, the mortgage securing the specific property could be foreclosed upon by, or the property could be otherwise transferred to, the mortgagee with a consequent loss of income and asset value to the Company. As of June 30, 2016 , the Company is in compliance with all debt covenants, current on all loan payments and not otherwise in default under the credit facilities, term loans, bonds payable or mortgage loan. |