Investment In Hotel Properties, Net | INVESTMENT IN HOTEL PROPERTIES, NET The following summarizes the Company’s investment in hotel properties as of June 30, 2015 and December 31, 2014 , excluding the leasehold interest in the Marriott Hamburg hotel and unconsolidated affiliates (in thousands): June 30, December 31, Land $ 1,010,756 $ 858,670 Leasehold interest 7,796 11,633 Buildings 2,205,545 1,964,252 Building and leasehold improvements 109,517 106,303 Site improvements 61,242 59,038 Furniture, fixtures and equipment 662,596 611,450 Improvements in progress 21,256 21,552 Total investment in hotel properties 4,078,708 3,632,898 Less accumulated depreciation (802,297 ) (804,498 ) Total investment in hotel properties, net $ 3,276,411 $ 2,828,400 Consolidated hotel properties 17 16 Hotel Acquisitions: The Company's hotel acquisitions, as more fully described below, are consistent with the Company's strategy of focusing on the acquisition of upper upscale and luxury hotels in select urban and resort markets with strong growth characteristics and high barriers to entry where it believes there are opportunities to add value. All of the acquisitions were accounted for under the provisions of business combination guidance. The assets and liabilities of the hotels were consolidated in the Company's condensed consolidated balance sheets at the acquisition-date fair values and the results of operations were consolidated in the Company's condensed consolidated statements of operations from the date of acquisition. Four Seasons Hotel Austin On May 12, 2015, the Company acquired the Four Seasons Hotel Austin for a cash payment of approximately $196,260 ,000, which includes net working capital prorations. For the six months ended June 30, 2015 and 2014 , the Company incurred acquisition costs related to the Four Seasons Hotel Austin of $307 ,000 and $0 , respectively, that are included in corporate expenses on the condensed consolidated statements of operations. Montage Laguna Beach On January 29, 2015, the Company acquired the Montage Laguna Beach resort. The acquisition was funded through the issuance of 7,347,539 shares of SHR's common stock to an affiliated designee of the seller, the assumption of a $150,000 ,000 existing mortgage loan encumbering the property, and a cash payment of approximately $110,319 ,000, which includes net working capital prorations. For the six months ended June 30, 2015 and 2014 , the Company incurred acquisition costs related to the Montage Laguna Beach resort of $702 ,000 and $0 , respectively, that are included in corporate expenses on the condensed consolidated statements of operations. Four Seasons Resort Scottsdale at Troon North On December 9, 2014, the Company acquired the Four Seasons Resort Scottsdale at Troon North for a cash payment of approximately $140,920 ,000, which includes net working capital prorations. For the six months ended June 30, 2015 and 2014 , the Company incurred acquisition costs related to the Four Seasons Resort Scottsdale at Troon North of $57 ,000 and $0 , respectively, that are included in corporate expenses on the condensed consolidated statements of operations. Hotel del Coronado On June 11, 2014, the Company closed on the acquisition of the 63.6% equity interests in the entity that owns the Hotel del Coronado, BSK Del Partner, L.P. (the Hotel del Coronado Venture), that were previously owned by certain affiliates of Blackstone Real Estate Partners VI L.P. (Blackstone) (see note 7) for a cash payment of $210,000 ,000. Additionally, the Company became fully obligated under the entire $475,000 ,000 mortgage and mezzanine loans outstanding secured by the Hotel del Coronado. Effective as of the closing of the transaction, the Company consolidated the Hotel del Coronado Venture. As part of the consolidation of the Hotel del Coronado Venture, the Company recorded $65,547 ,000 as a gain on the consolidation of affiliates in the condensed consolidated statement of operations for the six months ended June 30, 2014 , which represented the difference between the $120,000 ,000 fair value of the Company's preexisting equity interest in the Hotel del Coronado Venture and its carrying value. The fair value of the preexisting equity interest in the Hotel del Coronado Venture was determined based on an agreed upon value between the Company and a third party, both of which are market participants, which the Company considered to be a value determined in an orderly transaction in the principal market. For the six months ended June 30, 2015 and 2014 , the Company incurred acquisition costs related to the Hotel del Coronado Venture of $0 and $172 ,000, respectively, which were recorded as an offset to gain on consolidation of affiliates in the condensed consolidated statements of operations. Fairmont Scottsdale Princess Hotel On March 31, 2014, the Company closed on the acquisition of the 50% equity interests in the entities that own the Fairmont Scottsdale Princess hotel, Walton/SHR FPH Holdings, L.L.C. and FMT Scottsdale Holdings, L.L.C. (the Fairmont Scottsdale Princess Venture), that were previously owned by an affiliate of Walton Street Capital, L.L.C. (Walton Street) (see note 7) for a cash payment of $90,616 ,000. Additionally, the Company became fully obligated under the entire $117,000 ,000 mortgage loan outstanding secured by the Fairmont Scottsdale Princess hotel, which was repaid in full on April 9, 2015. Effective as of the closing of the transaction, the Company consolidated the Fairmont Scottsdale Princess Venture. As part of the consolidation of the Fairmont Scottsdale Princess Venture, the Company recorded $78,191 ,000 as a gain on the consolidation of affiliates in the condensed consolidated statement of operations for the six months ended June 30, 2014 , which represented the difference between the $107,853 ,000 fair value of the Company's preexisting equity interest in the Fairmont Scottsdale Princess Venture, which included a preferred return to the Company, and its carrying value. The fair value of the preexisting equity interest in the Fairmont Scottsdale Princess Venture was determined based on an agreed upon value between the Company and a third party, both of which are market participants, which the Company considered to be a value determined in an orderly transaction in the principal market. For the six months ended June 30, 2015 and 2014 , the Company incurred acquisition costs related to the the Fairmont Scottsdale Princess Venture of $0 and $100 ,000, respectively, which were recorded as an offset to gain on consolidation of affiliates in the condensed consolidated statements of operations. Purchase Price Allocations of Hotel Acquisitions The amounts recognized as assets acquired and liabilities assumed for each hotel acquisition are based on the acquisition-date fair values. The allocation of the fair value of recent acquisitions are preliminary and are subject to a measurement period that will allow the Company to obtain the information necessary to properly identify and measure the assets acquired and liabilities assumed. The final allocation of the fair values may result in adjustments to the recognized amounts of assets and liabilities, which could be significant. The Company expects to finalize the preliminary allocations as soon as possible, but no later than one year from the respective acquisition dates. The following is a summary of the allocation of the fair values for the Company's acquisitions (in thousands): Preliminary Final Four Seasons Hotel Austin Montage Laguna Beach Four Seasons Resort Scottsdale at Troon North Hotel del Coronado Venture Fairmont Scottsdale Princess Venture Land $ 26,892 $ 138,396 $ 37,696 $ 236,497 $ 26,732 Buildings 138,647 175,723 75,740 404,851 213,289 Site improvements 513 4,166 7,154 6,677 16,037 Furniture, fixtures and equipment 28,227 40,830 18,866 53,943 40,341 Improvements in progress — — — 1,749 151 Intangible assets 2,443 1,666 552 87,710 9,859 Below market debt discount — 1,049 — — 2,493 Net working capital (462 ) (115 ) 912 13,573 6,568 Total fair value allocated $ 196,260 $ 361,715 $ 140,920 $ 805,000 $ 315,470 The allocation of fair value attributable to intangible assets acquired as part of these acquisitions include (in thousands): Amounts Weighted-Average Amortization Period Intangible assets subject to amortization: Advanced bookings $ 10,049 1 year, 5 months Memberships value 5,973 30 years Below market ground lease 7,656 95 years, 9 months Below market hotel management agreement 18,822 9 years, 2 months Parking garage easement 1,437 39 years 43,937 Intangible assets not subject to amortization: Trade name 58,293 Total intangible assets acquired $ 102,230 Pro Forma and Other Financial Information Related to Acquisition of Hotels The following pro forma and other financial information is provided for the acquisitions of the Fairmont Scottsdale Princess Venture and the Hotel del Coronado Venture that were completed during the six months ended June 30, 2014 , which each had a material effect on the Company's results of operations. The impact to revenues and net income attributable to SHR common shareholders from these acquisitions for the three and six months ended June 30, 2015 and 2014 , is as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Increase in revenues $ 69,814 $ 37,993 $ 149,244 $ 37,993 Increase in net income attributable to SHR common shareholders $ 4,343 $ 3,475 $ 18,655 $ 3,475 The following unaudited pro forma information is provided for informational purposes only and does not purport to represent what the Company's results of operations would have been had it completed the acquisitions on January 1, 2013, nor is it necessarily indicative of the results that may be expected in future periods. For purposes of the pro forma financial information, 20,000,000 shares of SHR common stock (a portion of the shares issued in an underwritten public offering of common stock that was completed in June 2014) are reflected as if the offering occurred on January 1, 2013 because these shares relate directly to the acquisition of the Hotel del Coronado Venture. No adjustments were made to the pro forma financial information for the remaining shares of SHR common stock issued in June 2014 because they did not relate directly to the acquisitions. Additionally, for purposes of the pro forma financial information, the gains on the consolidation of affiliates recognized as a result of the acquisitions of the Hotel del Coronado Venture and the Fairmont Scottsdale Princess Venture are assumed to have been recognized on January 1, 2013. On an unaudited pro forma basis, revenues, net income attributable to SHR common shareholders and basic and diluted income attributable to SHR common shareholders per share for the three and six months ended June 30, 2014 are as follows as if these acquisitions had occurred on January 1, 2013 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2014 2014 Total revenue $ 309,985 $ 573,686 Net income $ 22,548 $ 166,356 Preferred shareholder dividends $ (7,169 ) $ (16,993 ) Net income attributable to SHR common shareholders $ 15,524 $ 152,597 Net income attributable to SHR common shareholders per share: Basic $ 0.07 $ 0.66 Diluted $ 0.06 $ 0.62 |