Exhibit 99.1
| | |
 | | COMPANY CONTACT: Ryan Bowie Vice President and Treasurer Strategic Hotels & Resorts (312) 658-5766 |
FOR IMMEDIATE RELEASE
WEDNESDAY, NOVEMBER 5, 2008
STRATEGIC HOTELS & RESORTS REPORTS THIRD QUARTER 2008 RESULTS
EBITDA and FFO per Share Results within Guidance Range
Announces Suspension of Common Dividend
CHICAGO – November 5, 2008 –Strategic Hotels & Resorts (NYSE: BEE) today reported results for the third quarter ended September 30, 2008.
Third Quarter Company Highlights
• | | Comparable funds from operations (Comparable FFO) totaled $0.31 per diluted share versus $0.39 per diluted share from the prior year. Contribution from residential sales was immaterial during the quarter compared with $0.03 per diluted share in the prior period. |
• | | Comparable EBITDA was $55.8 million compared with $69.6 million in the prior year. Residential sales contributed a $0.2 million loss during the quarter compared with a $5.9 million gain in the prior period. |
• | | Closed on the disposition of the Hyatt Regency in Phoenix, Arizona for a gross sales price of $96.0 million yielding an 11.0% unleveraged IRR over the company’s ownership period. |
Operating Results
• | | North American total revenue per available room (Total RevPAR) decreased 4.0 percent and revenue per available room (RevPAR) decreased 3.3 percent driven by a 4.8 point decrease in occupancy and a 2.8 percent increase in average daily rate (ADR) during the third quarter of 2008. |
• | | EBITDA margins contracted 240 basis points in North America. |
• | | European Same Store Total RevPAR increased 7.8 percent and RevPAR increased 5.0 percent driven by a 12.1 percent increase in ADR. |
Chief executive officer Laurence Geller remarked, “Our focus during the third quarter was on gaining market share and continuing our increasingly aggressive expense control initiatives. We commenced these initiatives during the third quarter of 2007 as we reacted to the signs of a downward trend in lodging indicators, the severity of which significantly increased during the past few months. We remain steadfast in our commitment to gaining market share, reducing expenses and to being diligent stewards of capital.”
Financial Results
The company reported a net loss available to common shareholders of $64.8 million, or $0.86 per diluted share for the third quarter of 2008, compared with net income available to common shareholders of $68.5 million, or $0.91 per diluted share for the third quarter of 2007.
Third quarter 2008 results reflect impairments and other charges totaling $96.7 million. In connection with the company’s decision not to proceed with its contracted purchase of hotel development space at the Aqua Building in Chicago, the company recorded a charge of $35.2 million, which includes the loss of a $28.0 million deposit and the write-off of approximately $7.2 million of previously incurred planning and development costs. In addition, the company recorded a $57.8 million impairment of goodwill and other intangible assets at the Fairmont Scottsdale and Ritz-Carlton Laguna Niguel hotels and wrote-off $3.6 million in planning costs related to capital projects.
For the nine-month period ending September 30, 2008, the company reported a net loss available to common shareholders of $60.2 million, or $0.80 per diluted share, compared with net income available to common shareholders of $33.6 million, or $0.45 per diluted share in the prior year period.
Adjusted EBITDA for the third quarter of 2008 was a $1.6 million loss compared with income of $136.1 million for the third quarter of 2007. Comparable EBITDA for the third quarter of 2008 was $55.8 million compared with $69.6 million in the third quarter of 2007. Residential sales contributed a loss of $0.2 million to third quarter results compared with a $5.9 million gain in the prior period.
For the nine-month period ending September 30, 2008, Adjusted EBITDA was $132.3 million compared with $226.1 million in the prior year period. Comparable EBITDA for the nine-month period was $185.6 million compared with $205.1 million in the prior period. Residential sales for the nine-month period were $0.8 million compared with $12.1 million in the prior period.
Funds from Operations (FFO) for the third quarter of 2008 was a $71.2 million loss, or $0.94 per diluted share, compared with income of $10.7 million, or $0.14 per diluted share in the third quarter of 2007. Comparable FFO for the third quarter of 2008 was $23.2 million, or $0.31 per diluted share, compared with $29.6 million, or $0.39 per diluted share in the third quarter of 2007. Residential sales contributed a loss of $0.2 million to third quarter results compared with a $2.6 million gain, or $0.03 per diluted share in the prior period.
For the nine-month period ending September 30, 2008, FFO was a $9.4 million loss, or $0.12 per diluted share, compared with income of $28.3 million, or $0.37 per diluted share in the prior year period. Comparable FFO for the nine-month period was $84.1 million, or $1.10 per diluted share, compared with $92.0 million, or $1.20 per diluted share in the prior period. Residential sales for the nine-month period were $0.5 million, or $0.01 per diluted share, compared with $6.2 million, or $0.08 per diluted share, in the prior period.
Quarterly Distribution
The Board of Directors previously declared on September 8, 2008 a quarterly dividend of $0.24 per share of common stock, payable to shareholders of record as of the close of business on September 30, 2008. The dividend was paid on October 10, 2008. Additionally, for shareholders of record as of September 19, 2008, the Board declared a quarterly dividend of $0.53125 per share of 8.50 percent Series A Cumulative Redeemable Preferred Stock, $0.51563 per share of 8.25 percent Series B Cumulative Redeemable Preferred Stock, and $0.51563 per share of 8.25 percent Series C Cumulative Redeemable Preferred Stock. The preferred stock dividends were paid on September 30, 2008.
The Board of Directors elected to suspend the quarterly dividend to holders of shares of common stock as a measure to preserve liquidity due to the declining economic environment for hotel operations, no projected taxable distribution requirement and uncertainty regarding operating cash flows for 2009. The elimination of the dividend would equate to approximately $90 million in cash flow savings through the end of 2009.
Laurence Geller commented, “The velocity of change in the underlying economic situation combined with the difficulty in forecasting future economic conditions, particularly in the lodging sector, mandates conservatism in our plans for both our operations and our balance sheet. Consistent with the capital conservation measures we have recently taken, we believe the suspension of our dividend is a prudent step in enhancing current financial flexibility and better positioning the company to manage through this period of economic turbulence. We understand the importance of the dividend and will continue to evaluate the company’s dividend policy on a regular basis.”
2008 Outlook
Management remains cautious about the remainder of the year and has lowered its full year 2008 guidance. For planning purposes, the company currently assumes that 2008 North American RevPAR and Total RevPAR will decline between 3.5 percent and 5.5 percent which would result in Comparable EBITDA in the range of $227.3 million to $233.3 million, Comparable FFO in the range of $92.9 million to $98.9 million, and Comparable FFO per diluted share in the range of $1.22 to $1.30.
The following tables reconcile projected full year 2008 net loss available to common shareholders to projected Comparable FFO and Comparable EBITDA (in millions, except per share data):
| | | | | | | | |
| | Low Range | | | High Range | |
Net Loss Available to Common Shareholders | | $ | (78.2 | ) | | $ | (72.2 | ) |
Gain on Sales of Assets | | | (37.8 | ) | | | (37.8 | ) |
Depreciation and Amortization | | | 117.5 | | | | 117.5 | |
Realized Portion of Deferred Gain on Sale Leasebacks | | | (5.2 | ) | | | (5.2 | ) |
Deferred Tax on Realized Portion of Deferred Gain | | | 1.6 | | | | 1.6 | |
Minority Interests | | | (0.6 | ) | | | (0.6 | ) |
Adjustments from Consolidated Affiliates | | | (4.7 | ) | | | (4.7 | ) |
Adjustments from Unconsolidated Affiliates | | | 7.0 | | | | 7.0 | |
Hyatt Regency La Jolla Minority Interest | | | (2.8 | ) | | | (2.8 | ) |
Other Adjustments | | | 96.1 | | | | 96.1 | |
| | | | | | | | |
Comparable FFO | | $ | 92.9 | | | $ | 98.9 | |
Comparable FFO per Diluted Share | | $ | 1.22 | | | $ | 1.30 | |
| | |
| | Low Range | | | High Range | |
Net Loss Available to Common Shareholders | | $ | (78.2 | ) | | $ | (72.2 | ) |
Gain on Sales of Assets | | | (37.8 | ) | | | (37.8 | ) |
Depreciation and Amortization | | | 118.7 | | | | 118.7 | |
Interest Expense | | | 86.0 | | | | 86.0 | |
Income Taxes | | | 8.4 | | | | 8.4 | |
Minority Interests | | | (0.6 | ) | | | (0.6 | ) |
Adjustments from Consolidated Affiliates | | | (7.8 | ) | | | (7.8 | ) |
Adjustments from Unconsolidated Affiliates | | | 22.7 | | | | 22.7 | |
Preferred Shareholder Dividends | | | 30.9 | | | | 30.9 | |
Realized Portion of Deferred Gain on Sale Leasebacks | | | (5.2 | ) | | | (5.2 | ) |
Hyatt Regency La Jolla Minority Interest | | | (4.9 | ) | | | (4.9 | ) |
Other Adjustments | | | 95.1 | | | | 95.1 | |
| | | | | | | | |
Comparable EBITDA | | $ | 227.3 | | | $ | 233.3 | |
Fourth Quarter 2008 Guidance
For fourth quarter of 2008 planning purposes, the company assumes North American RevPAR will decline between 12.0 percent and 14.0 percent and Total RevPAR will decline between 13.0 percent and 15.0 percent which would result in Comparable EBITDA in the range of $41.9 million to $47.9 million, Comparable FFO in the range of $8.8 million to $14.8 million, and Comparable FFO per diluted share in the range of $0.11 to $0.19.
The following tables reconcile projected fourth quarter 2008 net loss available to common shareholders to projected Comparable FFO and Comparable EBITDA (in millions, except per share data):
| | | | | | | | |
| | Low Range | | | High Range | |
Net Loss Available to Common Shareholders | | $ | (17.9 | ) | | $ | (12.0 | ) |
Depreciation and Amortization | | | 27.0 | | | | 27.0 | |
Realized Portion of Deferred Gain on Sale Leasebacks | | | (1.1 | ) | | | (1.1 | ) |
Deferred Tax on Realized Portion of Deferred Gain | | | 0.4 | | | | 0.4 | |
Minority Interests | | | (0.1 | ) | | | 0.0 | |
Adjustments from Consolidated Affiliates | | | (0.7 | ) | | | (0.7 | ) |
Adjustments from Unconsolidated Affiliates | | | 1.5 | | | | 1.5 | |
Hyatt Regency La Jolla Minority Interest | | | (0.3 | ) | | | (0.3 | ) |
| | | | | | | | |
Comparable FFO | | $ | 8.8 | | | $ | 14.8 | |
Comparable FFO per Diluted Share | | $ | 0.11 | | | $ | 0.19 | |
| | |
| | Low Range | | | High Range | |
Net Loss Available to Common Shareholders | | $ | (17.9 | ) | | $ | (12.0 | ) |
Depreciation and Amortization | | | 27.3 | | | | 27.3 | |
Interest Expense | | | 21.3 | | | | 21.3 | |
Income Taxes | | | 2.0 | | | | 2.0 | |
Minority Interests | | | (0.1 | ) | | | 0.0 | |
Adjustments from Consolidated Affiliates | | | (1.5 | ) | | | (1.5 | ) |
Adjustments from Unconsolidated Affiliates | | | 5.0 | | | | 5.0 | |
Preferred Shareholder Dividends | | | 7.7 | | | | 7.7 | |
Realized Portion of Deferred Gain on Sale Leasebacks | | | (1.1 | ) | | | (1.1 | ) |
Hyatt Regency La Jolla Minority Interest | | | (0.8 | ) | | | (0.8 | ) |
| | | | | | | | |
Comparable EBITDA | | $ | 41.9 | | | $ | 47.9 | |
Earnings Call
The company will conduct its third quarter 2008 conference call for investors and other interested parties on November 6, 2008 at 10:00 a.m. Eastern Time (ET). Interested individuals are invited to listen to the call by telephone at 888-680-0890 (toll international: 617-213-4857) with pass code 15900381. To participate on the web cast, log on to http://www.strategichotels.com or https://www.theconferencingservice.com/prereg/key.process?key=P793D44MN 15 minutes before the call to download the necessary software. For those unable to listen to the call live, a taped rebroadcast will be available beginning at 12:00 p.m. ET on November 6, 2008, through 11:59 p.m. ET on November 13, 2008. To access the replay, dial 888-286-8010 (toll international: 617-801-6888) and request replay pin number 88340141. A replay of the call will also be available on the Internet at http://www.strategichotels.com or http://www.earnings.com for 30 days after the call.
The company also produces supplemental financial data that includes detailed information regarding its operating results. This supplemental data is considered an integral part of this earnings release. These materials are available on the Strategic Hotels & Resorts website at www.strategichotels.com within the third quarter information section.
Portfolio Definitions
North American hotel comparisons for the third quarter 2008 are derived from the company’s hotel portfolio at September 30, 2008, consisting of properties in which operations are included in the consolidated results of the company.
European hotel comparisons are derived from the company’s European owned and leased hotel properties at September 30, 2008, consisting of the Marriott London Grosvenor Square, the Paris Marriott Champs-Elysees, the Marriott Hamburg, and the InterContinental Prague and excluding the Renaissance Paris Hotel Le Parc Trocadero, which was acquired during the third quarter of 2007.
About the Company
Strategic Hotels & Resorts, Inc. is a real estate investment trust (REIT) which owns and provides value-enhancing asset management of high-end hotels and resorts in the United States, Mexico and Europe. The company currently has ownership interests in 19 properties with an aggregate of 8,346 rooms. For a list of current properties and for further information, please visit the company’s website at http://www.strategichotels.com.
This press release contains forward-looking statements about Strategic Hotels & Resorts (the “Company”). Except for historical information, the matters discussed in this press release are forward-looking statements subject to certain risks and uncertainties. Actual results could differ materially from the Company’s projections. Factors that may contribute to these differences include, but are not limited to the following: demand for hotel rooms in our current and proposed market areas; availability of capital; ability to obtain or refinance debt or comply with covenants contained in our debt facilities; rising interest rates and operating costs; rising insurance premiums; cash available for capital expenditures; competition; economic conditions generally and in the real estate market specifically, including further deterioration of the current global economic downturn and the extent of its effect on business and leisure travel and the lodging industry; ability to dispose of existing properties in a manner consistent with our disposition strategy; delays and cost overruns in construction and development; demand for hotel condominiums; marketing challenges associated with entering new lines of business; risks related to natural disasters; the effect of threats of terrorism and increased security precautions on travel patterns and hotel bookings; the outbreak of hostilities and international political instability; legislative or regulatory changes, including changes to laws governing the taxation of REITs; and changes in generally accepted accounting principles, policies and guidelines applicable to REITs.
Additional risks are discussed in the Company’s current filings with the Securities and Exchange Commission. Although the Company believes the expectations reflected in such forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be attained. The forward-looking statements are made as of the date of this press release, and we undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.
Consolidated Statements of Operations
(in thousands, except per share data)
| | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | | Nine Months Ended September 30, | |
| | 2008 | | | 2007 | | | 2008 | | | 2007 | |
Revenues: | | | | | | | | | | | | | | | | |
Rooms | | $ | 138,209 | | | $ | 128,506 | | | $ | 416,809 | | | $ | 378,576 | |
Food and beverage | | | 73,802 | | | | 73,921 | | | | 244,083 | | | | 234,429 | |
Other hotel operating revenue | | | 25,174 | | | | 25,678 | | | | 81,402 | | | | 78,738 | |
| | | | | | | | | | | | | | | | |
| | | 237,185 | | | | 228,105 | | | | 742,294 | | | | 691,743 | |
Lease revenue | | | 1,528 | | | | 7,228 | | | | 4,217 | | | | 17,329 | |
| | | | | | | | | | | | | | | | |
Total revenues | | | 238,713 | | | | 235,333 | | | | 746,511 | | | | 709,072 | |
| | | | | | | | | | | | | | | | |
Operating Costs and Expenses: | | | | | | | | | | | | | | | | |
Rooms | | | 34,064 | | | | 32,386 | | | | 102,637 | | | | 93,351 | |
Food and beverage | | | 54,439 | | | | 52,736 | | | | 170,959 | | | | 161,046 | |
Other departmental expenses | | | 61,922 | | | | 58,544 | | | | 188,700 | | | | 175,317 | |
Management fees | | | 9,851 | | | | 9,580 | | | | 30,507 | | | | 27,733 | |
Other hotel expenses | | | 13,937 | | | | 16,754 | | | | 45,296 | | | | 47,949 | |
Lease expense | | | 4,702 | | | | 3,986 | | | | 13,563 | | | | 11,652 | |
Depreciation and amortization | | | 32,356 | | | | 26,117 | | | | 90,156 | | | | 76,256 | |
Impairment losses and other charges | | | 96,679 | | | | 7,358 | | | | 96,679 | | | | 7,358 | |
Corporate expenses | | | 6,541 | | | | 5,891 | | | | 21,537 | | | | 21,070 | |
| | | | | | | | | | | | | | | | |
Total operating costs and expenses | | | 314,491 | | | | 213,352 | | | | 760,034 | | | | 621,732 | |
| | | | | | | | | | | | | | | | |
Operating (loss) income | | | (75,778 | ) | | | 21,981 | | | | (13,523 | ) | | | 87,340 | |
Interest expense | | | (21,106 | ) | | | (22,836 | ) | | | (64,706 | ) | | | (63,357 | ) |
Interest income | | | 443 | | | | 840 | | | | 1,497 | | | | 1,833 | |
Loss on early extinguishment of debt | | | — | | | | (3,366 | ) | | | — | | | | (7,845 | ) |
Equity in earnings of joint ventures | | | 2,367 | | | | 6,539 | | | | 3,170 | | | | 8,212 | |
Foreign currency exchange gain (loss) | | | 2,604 | | | | 125 | | | | 4,082 | | | | (3,545 | ) |
Other (expenses) income, net | | | (55 | ) | | | 500 | | | | (494 | ) | | | 515 | |
| | | | | | | | | | | | | | | | |
(Loss) income before income taxes, minority interests, distributions in excess of minority interest capital, gain (loss) on sale of minority interests in hotel properties and discontinued operations | | | (91,525 | ) | | | 3,783 | | | | (69,974 | ) | | | 23,153 | |
Income tax expense | | | (103 | ) | | | (2,901 | ) | | | (6,750 | ) | | | (9,440 | ) |
Minority interest in SHR’s operating partnership | | | 1,218 | | | | (7 | ) | | | 1,053 | | | | (163 | ) |
Minority interest in consolidated affiliates | | | (1,778 | ) | | | (225 | ) | | | (2,887 | ) | | | (828 | ) |
Distributions in excess of minority interest capital | | | (1,715 | ) | | | — | | | | (2,499 | ) | | | — | |
| | | | | | | | | | | | | | | | |
(Loss) income before gain (loss) on sale of minority interests in hotel properties and discontinued operations | | | (93,903 | ) | | | 650 | | | | (81,057 | ) | | | 12,722 | |
Gain (loss) loss on sale of minority interests in hotel properties | | | — | | | | 84,792 | | | | (46 | ) | | | 84,792 | |
| | | | | | | | | | | | | | | | |
(Loss) income from continuing operations | | | (93,903 | ) | | | 85,442 | | | | (81,103 | ) | | | 97,514 | |
Income (loss) from discontinued operations, net of tax and minority interests | | | 36,840 | | | | (9,464 | ) | | | 44,021 | | | | (41,502 | ) |
| | | | | | | | | | | | | | | | |
Net (loss) income | | | (57,063 | ) | | | 75,978 | | | | (37,082 | ) | | | 56,012 | |
Preferred shareholder dividends | | | (7,721 | ) | | | (7,461 | ) | | | (23,164 | ) | | | (22,385 | ) |
| | | | | | | | | | | | | | | | |
Net (loss) income available to common shareholders | | $ | (64,784 | ) | | $ | 68,517 | | | $ | (60,246 | ) | | $ | 33,627 | |
| | | | | | | | | | | | | | | | |
Basic (Loss) Income Per Share: | | | | | | | | | | | | | | | | |
(Loss) income from continuing operations available to common shareholders per share | | $ | (1.35 | ) | | $ | 1.04 | | | $ | (1.39 | ) | | $ | 1.00 | |
Income (loss) from discontinued operations per share | | | 0.49 | | | | (0.12 | ) | | | 0.59 | | | | (0.55 | ) |
| | | | | | | | | | | | | | | | |
Net (loss) income available to common shareholders per share | | $ | (0.86 | ) | | $ | 0.92 | | | $ | (0.80 | ) | | $ | 0.45 | |
| | | | | | | | | | | | | | | | |
Weighted average common shares outstanding | | | 75,022 | | | | 74,793 | | | | 75,015 | | | | 75,162 | |
| | | | | | | | | | | | | | | | |
Diluted (Loss) Income Per Share: | | | | | | | | | | | | | | | | |
(Loss) income from continuing operations available to common shareholders per share | | $ | (1.35 | ) | | $ | 1.04 | | | $ | (1.39 | ) | | $ | 1.00 | |
Income (loss) from discontinued operations per share | | | 0.49 | | | | (0.13 | ) | | | 0.59 | | | | (0.55 | ) |
| | | | | | | | | | | | | | | | |
Net (loss) income available to common shareholders per share | | $ | (0.86 | ) | | $ | 0.91 | | | $ | (0.80 | ) | | $ | 0.45 | |
| | | | | | | | | | | | | | | | |
Weighted average common shares outstanding | | | 75,022 | | | | 74,992 | | | | 75,015 | | | | 75,403 | |
| | | | | | | | | | | | | | | | |
Consolidated Balance Sheets
(in thousands, except share data)
| | | | | | | | |
| | September 30, 2008 | | | December 31, 2007 | |
Assets | | | | | | | | |
Investment in hotel properties, net | | $ | 2,416,521 | | | $ | 2,427,273 | |
Goodwill | | | 404,724 | | | | 462,536 | |
Intangible assets, net of accumulated amortization of $3,060 and $3,271 | | | 39,617 | | | | 45,420 | |
Investment in joint ventures | | | 83,024 | | | | 78,801 | |
Cash and cash equivalents | | | 70,483 | | | | 111,494 | |
Restricted cash and cash equivalents | | | 45,675 | | | | 39,161 | |
Accounts receivable, net of allowance for doubtful accounts of $2,156 and $1,965 | | | 76,569 | | | | 82,217 | |
Deferred financing costs, net of accumulated amortization of $5,981 and $4,809 | | | 11,819 | | | | 14,868 | |
Deferred tax assets | | | 41,248 | | | | 41,790 | |
Other assets | | | 56,319 | | | | 62,736 | |
| | | | | | | | |
Total assets | | $ | 3,245,999 | | | $ | 3,366,296 | |
| | | | | | | | |
Liabilities and Shareholders’ Equity | | | | | | | | |
Liabilities: | | | | | | | | |
Mortgages and other debt payable | | $ | 1,333,101 | | | $ | 1,363,855 | |
Exchangeable senior notes, net of discount | | | 179,370 | | | | 179,235 | |
Bank credit facility | | | 127,000 | | | | 109,000 | |
Accounts payable and accrued expenses | | | 273,140 | | | | 266,324 | |
Distributions payable | | | 18,259 | | | | 18,179 | |
Deferred tax liabilities | | | 36,698 | | | | 36,407 | |
Deferred gain on sale of hotels | | | 109,178 | | | | 114,292 | |
| | | | | | | | |
Total liabilities | | | 2,076,746 | | | | 2,087,292 | |
Minority interests in SHR’s operating partnership | | | 10,046 | | | | 11,512 | |
Minority interests in consolidated affiliates | | | 26,501 | | | | 30,653 | |
| | |
Shareholders’ equity: | | | | | | | | |
8.50% Series A Cumulative Redeemable Preferred Stock ($0.01 par value; 4,488,750 shares issued and outstanding; liquidation preference $25.00 per share) | | | 108,206 | | | | 108,206 | |
8.25% Series B Cumulative Redeemable Preferred Stock ($0.01 par value; 4,600,000 shares issued and outstanding; liquidation preference $25.00 per share) | | | 110,775 | | | | 110,775 | |
8.25% Series C Cumulative Redeemable Preferred Stock ($0.01 par value; 5,750,000 shares issued and outstanding; liquidation preference $25.00 per share) | | | 138,940 | | | | 138,940 | |
Common shares ($0.01 par value; 150,000,000 common shares authorized; 74,410,012 and 74,371,230 common shares issued and outstanding) | | | 744 | | | | 742 | |
Additional paid-in capital | | | 1,205,767 | | | | 1,201,503 | |
Accumulated deficit | | | (419,171 | ) | | | (304,922 | ) |
Accumulated other comprehensive loss | | | (12,555 | ) | | | (18,405 | ) |
| | | | | | | | |
Total shareholders’ equity | | | 1,132,706 | | | | 1,236,839 | |
| | | | | | | | |
Total liabilities and shareholders’ equity | | $ | 3,245,999 | | | $ | 3,366,296 | |
| | | | | | | | |
FINANCIAL HIGHLIGHTS
Supplemental Financial Data
| | | | | | | | |
| | Three Months Ended September 30, 2008 | |
| | Actual | | | Guidance | |
Results vs. Previous Guidance | | | | | | | | |
North American Total RevPAR growth | | | (4.0 | )% | | | (3.0)% - (1.0 | )% |
North American RevPAR growth | | | (3.3 | )% | | | (3.0)% - (1.0 | )% |
Comparable EBITDA (in millions) | | $ | 55.8 | | | $ | 54.7 - 57.7 | |
Comparable FFO per diluted share | | $ | 0.31 | | | $ | 0.28 - 0.32 | |
Weighted average diluted shares (in thousands) (a) | | | 76,010 | | | | | |
|
(in thousands, except per share information) | |
| |
| | September 30, 2008 | |
| | Pro Rata Share | | | Consolidated | |
Capitalization | | | | | | | | |
Common shares outstanding | | | 74,410 | | | | 74,410 | |
Operating partnership units outstanding | | | 976 | | | | 976 | |
Stock options outstanding | | | 885 | | | | 885 | |
Restricted stock units outstanding | | | 1,347 | | | | 1,347 | |
| | | | | | | | |
Combined shares, options and units outstanding | | | 77,618 | | | | 77,618 | |
Common stock price at end of period | | $ | 7.55 | | | $ | 7.55 | |
| | | | | | | | |
Common equity capitalization | | $ | 586,016 | | | $ | 586,016 | |
Preferred equity capitalization | | | 370,236 | | | | 370,236 | |
Consolidated debt | | | 1,639,471 | | | | 1,639,471 | |
Pro rata share of unconsolidated debt | | | 274,500 | | | | — | |
Pro rata share of consolidated debt | | | (107,065 | ) | | | — | |
Cash and cash equivalents | | | (70,483 | ) | | | (70,483 | ) |
| | | | | | | | |
Total enterprise value | | $ | 2,692,675 | | | $ | 2,525,240 | |
| | | | | | | | |
Net Debt / Total Enterprise Value | | | 64.5 | % | | | 62.1 | % |
Preferred Equity / Total Enterprise Value | | | 13.7 | % | | | 14.7 | % |
Common Equity / Total Enterprise Value | | | 21.8 | % | | | 23.2 | % |
| | |
Dividends Per Share | | | | | | | | |
Common dividends declared (holders of record on March 28, June 30 and September 30, 2008) | | | $ | 0.24 | |
| | | | | | | | |
Preferred Series A dividends declared (holders of record on March 21, June 20 and September 19, 2008) | | | $ | 0.53125 | |
| | | | | | | | |
Preferred Series B dividends declared (holders of record on March 21, June 20 and September 19, 2008) | | | $ | 0.51563 | |
| | | | | | | | |
Preferred Series C dividends declared (holders of record on March 21, June 20 and September 19, 2008) | | | $ | 0.51563 | |
| | | | | | | | |
(a) | The calculation of weighted average diluted shares is consistent with the guidance prescribed by the National Association of Real Estate Investment Trusts. |
Discontinued Operations
The results of operations of hotels sold or held for sale are classified as discontinued operations and segregated in the consolidated statements of operations for all periods presented. On July 2, 2008, we sold the Hyatt Regency Phoenix for net sales proceeds of $89.6 million. On December 28, 2007, we sold the Hyatt Regency New Orleans for net sales proceeds of $28.0 million.
The following is a summary of income (loss) from discontinued operations for the three and nine months ended September 30, 2008 and 2007 (in thousands):
| | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | | Nine Months Ended September 30, | |
| | 2008 | | | 2007 | | | 2008 | | | 2007 | |
Hotel operating revenues | | $ | — | | | $ | 6,914 | | | $ | 24,275 | | | $ | 30,469 | |
| | | | | | | | | | | | | | | | |
Operating costs and expenses | | | 75 | | | | 8,066 | | | | 16,264 | | | | 24,102 | |
Depreciation and amortization | | | — | | | | 702 | | | | 1,151 | | | | 2,152 | |
Impairment losses | | | — | | | | — | | | | — | | | | 37,716 | |
| | | | | | | | | | | | | | | | |
Total operating costs and expenses | | | 75 | | | | 8,768 | | | | 17,415 | | | | 63,970 | |
| | | | | | | | | | | | | | | | |
Operating (loss) income | | | (75 | ) | | | (1,854 | ) | | | 6,860 | | | | (33,501 | ) |
| | | | |
Interest expense | | | — | | | | (1,130 | ) | | | — | | | | (2,483 | ) |
Interest income | | | — | | | | 244 | | | | 1 | | | | 1,055 | |
Loss on early extinguishment of debt | | | — | | | | (7,294 | ) | | | — | | | | (7,294 | ) |
Other expenses, net | | | — | | | | (32 | ) | | | (257 | ) | | | (264 | ) |
Income tax benefit | | | 146 | | | | 479 | | | | 321 | | | | 444 | |
Gain on sale of assets | | | 37,248 | | | | — | | | | 37,662 | | | | — | |
Minority interests | | | (479 | ) | | | 123 | | | | (566 | ) | | | 541 | |
| | | | | | | | | | | | | | | | |
Income (loss) from discontinued operations | | $ | 36,840 | | | $ | (9,464 | ) | | $ | 44,021 | | | $ | (41,502 | ) |
| | | | | | | | | | | | | | | | |
Investment in the Hotel del Coronado
(in thousands)
On January 9, 2006, we purchased a 45% interest in the joint venture that owns the Hotel del Coronado. We account for this investment using the equity method of accounting.
| | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | | Nine Months Ended September 30, | |
| | 2008 | | | 2007 | | | 2008 | | | 2007 | |
Total revenues (100%) | | $ | 44,054 | | | $ | 43,421 | | | $ | 118,323 | | | $ | 107,995 | |
Property EBITDA (100%) | | $ | 19,547 | | | $ | 19,597 | | | $ | 45,698 | | | $ | 41,700 | |
| | | | |
Equity in earnings (losses) of joint venture (SHR 45% ownership) | | | | | | | | | | | | | | | | |
Property EBITDA | | $ | 8,796 | | | $ | 8,819 | | | $ | 20,564 | | | $ | 18,765 | |
Depreciation and amortization | | | (1,848 | ) | | | (1,684 | ) | | | (5,495 | ) | | | (5,137 | ) |
Loss on sale of assets | | | — | | | | — | | | | — | | | | (243 | ) |
Interest expense | | | (3,506 | ) | | | (5,322 | ) | | | (11,494 | ) | | | (15,718 | ) |
Other expense, net | | | (104 | ) | | | (49 | ) | | | (138 | ) | | | (127 | ) |
Income taxes | | | (694 | ) | | | (750 | ) | | | (392 | ) | | | (720 | ) |
| | | | | | | | | | | | | | | | |
Equity in earnings (losses) of joint venture | | $ | 2,644 | | | $ | 1,014 | | | $ | 3,045 | | | $ | (3,180 | ) |
| | | | | | | | | | | | | | | | |
EBITDA Contribution from investment in Hotel del Coronado | | | | | | | | | | | | | | | | |
Equity in earnings (losses) of joint venture | | $ | 2,644 | | | $ | 1,014 | | | $ | 3,045 | | | $ | (3,180 | ) |
Depreciation and amortization | | | 1,848 | | | | 1,684 | | | | 5,495 | | | | 5,137 | |
Interest expense | | | 3,506 | | | | 5,322 | | | | 11,494 | | | | 15,718 | |
Income taxes | | | 694 | | | | 750 | | | | 392 | | | | 720 | |
| | | | | | | | | | | | | | | | |
EBITDA Contribution for investment in Hotel del Coronado | | $ | 8,692 | | | $ | 8,770 | | | $ | 20,426 | | | $ | 18,395 | |
| | | | | | | | | | | | | | | | |
FFO Contribution from investment in Hotel del Coronado | | | | | | | | | | | | | | | | |
Equity in earnings (losses) of joint venture | | $ | 2,644 | | | $ | 1,014 | | | $ | 3,045 | | | $ | (3,180 | ) |
Depreciation and amortization | | | 1,848 | | | | 1,684 | | | | 5,495 | | | | 5,137 | |
| | | | | | | | | | | | | | | | |
FFO Contribution for investment in Hotel del Coronado | | $ | 4,492 | | | $ | 2,698 | | | $ | 8,540 | | | $ | 1,957 | |
| | | | | | | | | | | | | | | | |
| | | | | | | | | | |
Debt | | Interest Rate | | | Spread over LIBOR | | Loan Amount | | Maturity |
CMBS Mortgage and Mezzanine | | 6.01 | % | | 208 bp | | $ | 610,000 | | January 2011 (a) |
Revolving Credit Facility | | 6.43 | % | | 250 bp | | | — | | January 2011 (a) |
| | | | | | | | | | |
| | | | | | | | 610,000 | | |
| | | | |
Cash and cash equivalents | | | | | | | | 25,838 | | |
| | | | | | | | | | |
Net Debt | | | | | | | $ | 584,162 | | |
| | | | | | | | | | |
(a) | Includes extension options. |
| | | | | | | | | |
Cap | | Effective Date | | LIBOR Cap Rate | | Notional Amount | | Maturity |
CMBS Mortgage and Mezzanine Loan and Revolving Credit Facility Cap | | January 2006 | | 5.5% | | $ | 630,000 | | January 2009 |
| | | | |
CMBS Mortgage and Mezzanine Loan and Revolving Credit Facility Cap | | January 2009 | | 5.0% | | $ | 630,000 | | January 2011 |
Summary of Residential Activity
(in thousands)
On January 9, 2006, we purchased a 45% interest in a joint venture that owns the North Beach Venture development adjacent to the Hotel del Coronado. We account for this investment using the equity method of accounting. We own a 31% interest in a joint venture that is developing the Four Seasons Residence Club Punta Mita (RCPM) adjacent to the Four Seasons Punta Mita Resort. We account for this investment using the equity method of accounting. In addition, we engage in certain activities related to potential development projects such as condominium-hotel units, fractional ownership units and other for-sale residential units. During the third quarter of 2007, a potential condominium-hotel project at the Fairmont Chicago was delayed indefinitely due to market conditions. We recorded a charge of $1.2 million related to the costs of this project.
| | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | | Nine Months Ended September 30, | |
| | 2008 | | | 2007 | | | 2008 | | | 2007 | |
North Beach Venture | | | | | | | | | | | | | | | | |
Hotel condominium sales (100%) | | $ | — | | | $ | 48,135 | | | $ | 78 | | | $ | 94,807 | |
Hotel condominium cost of sales (100%) | | $ | — | | | $ | (33,685 | ) | | $ | (309 | ) | | $ | (65,648 | ) |
| | | | |
SHR’s 45% share | | | | | | | | | | | | | | | | |
Hotel condominium sales | | $ | — | | | $ | 21,661 | | | $ | 35 | | | $ | 42,663 | |
Hotel condominium cost of sales | | | — | | | | (15,158 | ) | | | (139 | ) | | | (29,542 | ) |
Other income, net | | | 62 | | | | 86 | | | | 85 | | | | 51 | |
Income taxes | | | (23 | ) | | | (3,143 | ) | | | 8 | | | | (5,700 | ) |
| | | | | | | | | | | | | | | | |
SHR’s share of net income (loss) | | $ | 39 | | | $ | 3,446 | | | $ | (11 | ) | | $ | 7,472 | |
| | | | | | | | | | | | | | | | |
| | | | |
Net income (loss) | | $ | 39 | | | $ | 3,446 | | | $ | (11 | ) | | $ | 7,472 | |
Income taxes | | | 23 | | | | 3,143 | | | | (8 | ) | | | 5,700 | |
| | | | | | | | | | | | | | | | |
EBITDA Contribution for investment in North Beach Venture | | $ | 62 | | | $ | 6,589 | | | $ | (19 | ) | | $ | 13,172 | |
| | | | | | | | | | | | | | | | |
| | | | |
FFO Contribution for investment in North Beach Venture | | $ | 39 | | | $ | 3,446 | | | $ | (11 | ) | | $ | 7,472 | |
| | | | | | | | | | | | | | | | |
| | |
| | Three Months Ended September 30, | | | Nine Months Ended September 30, | |
| | 2008 | | | 2007 | | | 2008 | | | 2007 | |
RCPM | | | | | | | | | | | | | | | | |
SHR’s 31% share | | | | | | | | | | | | | | | | |
Sales | | $ | (117 | ) | | $ | 1,228 | | | $ | 3,311 | | | $ | 2,101 | |
| | | | | | | | | | | | | | | | |
EBITDA Contribution for investment in RCPM | | $ | (275 | ) | | $ | 454 | | | $ | 852 | | | $ | 72 | |
| | | | | | | | | | | | | | | | |
FFO Contribution for investment in RCPM | | $ | (194 | ) | | $ | 330 | | | $ | 525 | | | $ | (51 | ) |
| | | | | | | | | | | | | | | | |
| | |
| | Three Months Ended September 30, | | | Nine Months Ended September 30, | |
| | 2008 | | | 2007 | | | 2008 | | | 2007 | |
Other Residential Activity | | $ | — | | | $ | (1,184 | ) | | $ | — | | | $ | (1,184 | ) |
|
| |
| | | | |
SHR’s share of total residential activity: | | | | | | | | | | | | | | | | |
Sales | | $ | (117 | ) | | $ | 22,889 | | | $ | 3,346 | | | $ | 44,764 | |
| | | | | | | | | | | | | | | | |
EBITDA | | $ | (213 | ) | | $ | 5,859 | | | $ | 833 | | | $ | 12,060 | |
| | | | | | | | | | | | | | | | |
FFO | | $ | (155 | ) | | $ | 2,592 | | | $ | 514 | | | $ | 6,237 | |
| | | | | | | | | | | | | | | | |
Leasehold Information
(in thousands)
| | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | | Nine Months Ended September 30, | |
| | 2008 | | | 2007 | | | 2008 | | | 2007 | |
Paris Marriott Champs Elysees: | | | | | | | | | | | | | | | | |
Property EBITDA | | $ | 7,278 | | | $ | 6,588 | | | $ | 17,374 | | | $ | 14,429 | |
| | | | |
Revenue (a) | | $ | 7,278 | | | $ | 5,952 | | | $ | 17,374 | | | $ | 13,586 | |
| | | | |
Lease Expense | | | (3,433 | ) | | | (2,840 | ) | | | (9,705 | ) | | | (8,248 | ) |
Less: Deferred Gain on Sale Leaseback | | | (1,263 | ) | | | (1,158 | ) | | | (3,842 | ) | | | (3,398 | ) |
| | | | | | | | | | | | | | | | |
Adjusted Lease Expense | | | (4,696 | ) | | | (3,998 | ) | | | (13,547 | ) | | | (11,646 | ) |
| | | | | | | | | | | | | | | | |
| | | | |
EBITDA Contribution from Leasehold | | $ | 2,582 | | | $ | 1,954 | | | $ | 3,827 | | | $ | 1,940 | |
| | | | | | | | | | | | | | | | |
| | | | |
Marriott Hamburg: | | | | | | | | | | | | | | | | |
Property EBITDA | | $ | 1,612 | | | $ | 1,461 | | | $ | 4,841 | | | $ | 4,250 | |
| | | | |
Revenue (a) | | $ | 1,528 | | | $ | 1,276 | | | $ | 4,217 | | | $ | 3,743 | |
| | | | |
Lease Expense | | | (1,269 | ) | | | (1,146 | ) | | | (3,858 | ) | | | (3,404 | ) |
Less: Deferred Gain on Sale Leaseback | | | (59 | ) | | | (49 | ) | | | (178 | ) | | | (130 | ) |
| | | | | | | | | | | | | | | | |
Adjusted Lease Expense | | | (1,328 | ) | | | (1,195 | ) | | | (4,036 | ) | | | (3,534 | ) |
| | | | | | | | | | | | | | | | |
| | | | |
EBITDA Contribution from Leasehold | | $ | 200 | | | $ | 81 | | | $ | 181 | | | $ | 209 | |
| | | | | | | | | | | | | | | | |
| | | | |
Total Leaseholds: | | | | | | | | | | | | | | | | |
Property EBITDA | | $ | 8,890 | | | $ | 8,049 | | | $ | 22,215 | | | $ | 18,679 | |
| | | | |
Revenue (a) | | $ | 8,806 | | | $ | 7,228 | | | $ | 21,591 | | | $ | 17,329 | |
| | | | |
Lease Expense | | | (4,702 | ) | | | (3,986 | ) | | | (13,563 | ) | | | (11,652 | ) |
Less: Deferred Gain on Sale Leaseback | | | (1,322 | ) | | | (1,207 | ) | | | (4,020 | ) | | | (3,528 | ) |
| | | | | | | | | | | | | | | | |
Adjusted Lease Expense | | | (6,024 | ) | | | (5,193 | ) | | | (17,583 | ) | | | (15,180 | ) |
| | | | | | | | | | | | | | | | |
| | | | |
EBITDA Contribution from Leasehold | | $ | 2,782 | | | $ | 2,035 | | | $ | 4,008 | | | $ | 2,149 | |
| | | | | | | | | | | | | | | | |
| | | | | | |
| | |
| | September 30, 2008 | | December 31, 2007 |
Security Deposits (b): | | | | | | |
Paris Marriott Champs Elysees | | $ | 16,031 | | $ | 14,509 |
Marriott Hamburg | | | 7,220 | | | 7,299 |
| | | | | | |
Total | | $ | 23,251 | | $ | 21,808 |
| | | | | | |
(a) | Effective January 1, 2008, the operating results for the Paris Marriott Champs Elysees were consolidated in our financial statements. For the three and nine months ended September 30, 2008, Revenue for the Paris Marriott Champs Elysees represents Property EBITDA. For the three and nine months ended September 30, 2007, Revenue for the Paris Marriott Champs Elysees represents lease revenue. For the three and nine months ended September 30, 2008 and 2007, Revenue for the Marriott Hamburg represents lease revenue. |
(b) | The security deposits are recorded in other assets on the consolidated balance sheets. |
Non-GAAP Financial Measures
In addition to REIT hotel income, six other non-GAAP financial measures are presented for the Company that we believe are useful to management and investors as key measures of our operating performance: Funds from Operations (FFO); FFO—Fully Diluted; Comparable FFO; Earnings Before Interest Expense, Taxes, Depreciation and Amortization (EBITDA); Adjusted EBITDA; and Comparable EBITDA. A reconciliation of these measures to net income (loss) available to common shareholders, the most directly comparable GAAP measure, is set forth in the following tables.
We compute FFO in accordance with standards established by the National Association of Real Estate Investment Trusts, or NAREIT, which adopted a definition of FFO in order to promote an industry-wide standard measure of REIT operating performance. NAREIT defines FFO as net income (or loss) (computed in accordance with GAAP) excluding losses or gains from sales of depreciable property plus real estate-related depreciation and amortization, and after adjustments for our portion of these items related to unconsolidated partnerships and joint ventures. We also present FFO—Fully Diluted, which is FFO plus minority interest expense on convertible minority interests. We also present Comparable FFO, which is FFO—Fully Diluted excluding the impact of any gains or losses on early extinguishment of debt, impairment losses, foreign currency exchange gains or losses and other non-recurring charges. We believe that the presentation of FFO, FFO—Fully Diluted and Comparable FFO provides useful information to management and investors regarding our results of operations because they are measures of our ability to fund capital expenditures and expand our business. In addition, FFO is widely used in the real estate industry to measure operating performance without regard to items such as depreciation and amortization. We also present Comparable FFO per diluted share as a non-GAAP measure of our performance. We calculate Comparable FFO per diluted share for a given operating period as our Comparable FFO (as defined above) divided by the weighted average of fully diluted shares outstanding. Comparable FFO per diluted share, in accordance with NAREIT, is adjusted for the effects of dilutive securities. Dilutive securities may include shares granted under share-based compensation plans, operating partnership units and exchangeable debt securities. No effect is shown for securities that are anti-dilutive.
EBITDA represents net income (loss) available to common shareholders excluding: (i) interest expense, (ii) income tax expense, including deferred income tax benefits and expenses applicable to our foreign subsidiaries and income taxes applicable to sale of assets; and (iii) depreciation and amortization. EBITDA also excludes interest expense, income tax expense and depreciation and amortization of our equity method investments. EBITDA is presented on a full participation basis, which means we have assumed conversion of all convertible minority interests of our operating partnership into our common stock and includes preferred dividends. We believe this treatment of minority interest provides more useful information for management and our investors and appropriately considers our current capital structure. We also present Adjusted EBITDA, which eliminates the effect of realizing deferred gains on our sale leasebacks. We also present Comparable EBITDA, which eliminates the effect of gains or losses on sales of assets, early extinguishment of debt, impairment losses, foreign currency exchange gains or losses and other non-recurring charges. We believe EBITDA, Adjusted EBITDA and Comparable EBITDA are useful to management and investors in evaluating our operating performance because they provide management and investors with an indication of our ability to incur and service debt, to satisfy general operating expenses, to make capital expenditures and to fund other cash needs or reinvest cash into our business. We also believe they help management and investors meaningfully evaluate and compare the results of our operations from period to period by removing the impact of our asset base (primarily depreciation and amortization) from our operating results. Our management also uses EBITDA, Adjusted EBITDA and Comparable EBITDA as measures in determining the value of acquisitions and dispositions.
We caution investors that amounts presented in accordance with our definitions of FFO, FFO—Fully Diluted, Comparable FFO, EBITDA, Adjusted EBITDA and Comparable EBITDA may not be comparable to similar measures disclosed by other companies, since not all companies calculate these non-GAAP measures in the same manner. FFO, FFO—Fully Diluted, Comparable FFO, EBITDA, Adjusted EBITDA and Comparable EBITDA should not be considered as an alternative measure of our net income or operating performance. FFO, FFO—Fully Diluted, Comparable FFO, EBITDA, Adjusted EBITDA and Comparable EBITDA may include funds that may not be available for our discretionary use due to functional requirements to conserve funds for capital expenditures and property acquisitions and other commitments and uncertainties. Although we believe that FFO, FFO—Fully Diluted, Comparable FFO, EBITDA, Adjusted EBITDA and Comparable EBITDA can enhance your understanding of our financial condition and results of operations, these non-GAAP financial measures, when viewed individually, are not necessarily a better indicator of any trend as compared to comparable GAAP measures such as net income (loss) available to common shareholders. In addition, you should be aware that adverse economic and market conditions might negatively impact our cash flow. Below, we have provided a quantitative reconciliation of FFO, FFO—Fully Diluted, Comparable FFO, EBITDA, Adjusted EBITDA and Comparable EBITDA to the most directly comparable GAAP financial performance measure, which is net income (loss) available to common shareholders, and provide an explanatory description by footnote of the items excluded from FFO, FFO—Fully Diluted, EBITDA and Adjusted EBITDA.
Reconciliation of Net (Loss) Income Available to Common Shareholders to EBITDA, Adjusted EBITDA
and Comparable EBITDA
(in thousands)
| | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | | Nine Months Ended September 30, | |
| | 2008 | | | 2007 | | | 2008 | | | 2007 | |
Net (loss) income available to common shareholders | | $ | (64,784 | ) | | $ | 68,517 | | | $ | (60,246 | ) | | $ | 33,627 | |
Depreciation and amortization—continuing operations | | | 32,356 | | | | 26,117 | | | | 90,156 | | | | 76,256 | |
Depreciation and amortization—discontinued operations | | | — | | | | 702 | | | | 1,151 | | | | 2,152 | |
Interest expense—continuing operations | | | 21,106 | | | | 22,836 | | | | 64,706 | | | | 63,357 | |
Interest expense—discontinued operations | | | — | | | | 1,130 | | | | — | | | | 2,483 | |
Income taxes—continuing operations | | | 103 | | | | 2,901 | | | | 6,750 | | | | 9,440 | |
Income taxes—discontinued operations | | | (146 | ) | | | (479 | ) | | | (321 | ) | | | (444 | ) |
Minority interests | | | (739 | ) | | | (116 | ) | | | (487 | ) | | | (378 | ) |
Adjustments from consolidated affiliates | | | (1,986 | ) | | | (1,036 | ) | | | (6,258 | ) | | | (2,696 | ) |
Adjustments from unconsolidated affiliates | | | 6,112 | | | | 9,273 | | | | 17,709 | | | | 23,448 | |
Preferred shareholder dividends | | | 7,721 | | | | 7,461 | | | | 23,164 | | | | 22,385 | |
| | | | | | | | | | | | | | | | |
EBITDA | | | (257 | ) | | | 137,306 | | | | 136,324 | | | | 229,630 | |
Realized portion of deferred gain on sale leasebacks | | | (1,322 | ) | | | (1,207 | ) | | | (4,020 | ) | | | (3,528 | ) |
| | | | | | | | | | | | | | | | |
Adjusted EBITDA | | | (1,579 | ) | | | 136,099 | | | | 132,304 | | | | 226,102 | |
| | | | | | | | | | | | | | | | |
Gain on sale of assets—continuing operations | | | (13 | ) | | | — | | | | (147 | ) | | | — | |
Gain on sale of assets—discontinued operations | | | (37,248 | ) | | | — | | | | (37,662 | ) | | | — | |
(Gain) loss on sale of minority interests in hotel properties | | | — | | | | (84,792 | ) | | | 46 | | | | (84,792 | ) |
Loss on sale of assets—unconsolidated affiliates | | | — | | | | — | | | | — | | | | 243 | |
Impairment losses—discontinued operations | | | — | | | | — | | | | — | | | | 37,716 | |
Impairment losses and other charges—continuing operations | | | 96,679 | | | | 7,358 | | | | 96,679 | | | | 7,358 | |
Foreign currency exchange (gain) loss (a) | | | (2,604 | ) | | | 280 | | | | (4,082 | ) | | | 3,545 | |
Hyatt Regency La Jolla minority interest (b) | | | (1,180 | ) | | | — | | | | (4,063 | ) | | | — | |
Distribution in excess of minority interest capital | | | 1,715 | | | | — | | | | 2,499 | | | | — | |
Termination costs—discontinued operations (c) | | | — | | | | — | | | | — | | | | (400 | ) |
Planning costs—New Orleans Jazz District | | | — | | | | — | | | | — | | | | 227 | |
Loss on early extinguishment of debt—continuing operations | | | — | | | | 3,366 | | | | — | | | | 7,845 | |
Loss on early extinguishment of debt—discontinued operations | | | — | | | | 7,294 | | | | — | | | | 7,294 | |
| | | | | | | | | | | | | | | | |
Comparable EBITDA | | $ | 55,770 | | | $ | 69,605 | | | $ | 185,574 | | | $ | 205,138 | |
| | | | | | | | | | | | | | | | |
(a) | Foreign currency exchange (gain) loss applicable to third-party and inter-company debt and certain balance sheet items held by foreign subsidiaries. |
(b) | The minority interest partner’s share of the Hyatt Regency La Jolla’s property EBITDA is not deducted from net (loss) income available to common shareholders under GAAP accounting rules. |
(c) | Termination costs included in discontinued operations related to the termination of the management agreement at the Marriott Rancho Las Palmas property. |
Reconciliation of Net (Loss) Income Available to Common Shareholders to
Funds From Operations (FFO), FFO—Fully Diluted and Comparable FFO
(in thousands, except per share data)
| | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | | Nine Months Ended September 30, | |
| | 2008 | | | 2007 | | | 2008 | | | 2007 | |
Net (loss) income available to common shareholders | | $ | (64,784 | ) | | $ | 68,517 | | | $ | (60,246 | ) | | $ | 33,627 | |
Depreciation and amortization—continuing operations | | | 32,356 | | | | 26,117 | | | | 90,156 | | | | 76,256 | |
Depreciation and amortization—discontinued operations | | | — | | | | 702 | | | | 1,151 | | | | 2,152 | |
Corporate depreciation | | | (304 | ) | | | — | | | | (896 | ) | | | — | |
Gain on sale of assets—continuing operations | | | (13 | ) | | | — | | | | (147 | ) | | | — | |
Gain on sale of assets—discontinued operations | | | (37,248 | ) | | | — | | | | (37,662 | ) | | | — | |
(Gain) loss on sale of minority interests in hotel properties | | | — | | | | (84,792 | ) | | | 46 | | | | (84,792 | ) |
Realized portion of deferred gain on sale leasebacks | | | (1,322 | ) | | | (1,207 | ) | | | (4,020 | ) | | | (3,528 | ) |
Deferred tax expense on realized portion of deferred gain on sale leasebacks | | | 393 | | | | 361 | | | | 1,197 | | | | 1,060 | |
Minority interests adjustments | | | (438 | ) | | | (367 | ) | | | (1,240 | ) | | | (1,070 | ) |
Adjustments from consolidated affiliates | | | (1,368 | ) | | | (577 | ) | | | (4,004 | ) | | | (1,455 | ) |
Adjustments from unconsolidated affiliates | | | 1,848 | | | | 1,684 | | | | 5,495 | | | | 5,380 | |
| | | | | | | | | | | | | | | | |
FFO | | | (70,880 | ) | | | 10,438 | | | | (10,170 | ) | | | 27,630 | |
Convertible minority interests | | | (301 | ) | | | 251 | | | | 753 | | | | 692 | |
| | | | | | | | | | | | | | | | |
FFO—Fully Diluted | | | (71,181 | ) | | | 10,689 | | | | (9,417 | ) | | | 28,322 | |
Impairment losses—discontinued operations | | | — | | | | — | | | | — | | | | 37,716 | |
Impairment losses and other charges—continuing operations | | | 96,679 | | | | 7,358 | | | | 96,679 | | | | 7,358 | |
Foreign currency exchange (gain) loss, net of tax (a) | | | (3,195 | ) | | | 853 | | | | (3,117 | ) | | | 3,493 | |
Hyatt Regency La Jolla minority interest (b) | | | (777 | ) | | | — | | | | (2,559 | ) | | | — | |
Distributions in excess of minority interest capital | | | 1,715 | | | | — | | | | 2,499 | | | | — | |
Termination costs, net of tax—discontinued operations (c) | | | — | | | | — | | | | — | | | | (244 | ) |
Planning costs, net of tax—New Orleans Jazz District | | | — | | | | — | | | | — | | | | 166 | |
Loss on early extinguishment of debt—continuing operations | | | — | | | | 3,366 | | | | — | | | | 7,845 | |
Loss on early extinguishment of debt—discontinued operations | | | — | | | | 7,294 | | | | — | | | | 7,294 | |
| | | | | | | | | | | | | | | | |
Comparable FFO | | $ | 23,241 | | | $ | 29,560 | | | $ | 84,085 | | | $ | 91,950 | |
| | | | | | | | | | | | | | | | |
Comparable FFO per diluted share | | $ | 0.31 | | | $ | 0.39 | | | $ | 1.10 | | | $ | 1.20 | |
| | | | | | | | | | | | | | | | |
Weighted average diluted shares | | | 76,010 | | | | 75,968 | | | | 76,137 | | | | 76,379 | |
| | | | | | | | | | | | | | | | |
(a) | Foreign currency exchange (gain) loss applicable to third-party and inter-company debt and certain balance sheet items held by foreign subsidiaries. |
(b) | The minority interest partner’s share of the Hyatt Regency La Jolla’s property FFO is not deducted from net (loss) income available to common shareholders under GAAP accounting rules. |
(c) | Termination costs, net of tax, included in discontinued operations related to the termination of the management agreement at the Marriott Rancho Las Palmas property. |
Debt Summary
(dollars in thousands)
| | | | | | | | | | | | |
Debt | | Interest Rate | | | | Spread (a) | | | Loan Amount | | Maturity (b) |
Punta Mita land parcel promissory note | | N/A | | | | N/A | | | $ | 16,162 | | August 2009 |
Westin St. Francis | | 4.63% | | | | 70 bp | | | | 220,000 | | August 2011 |
Fairmont Scottsdale Princess | | 4.49% | | | | 56 bp | | | | 180,000 | | September 2011 |
InterContinental Chicago | | 4.99% | | | | 106 bp | | | | 121,000 | | October 2011 |
InterContinental Miami | | 4.66% | | | | 73 bp | | | | 90,000 | | October 2011 |
Bank Credit Facility | | 4.73% | | | | 80 bp | | | | 127,000 | | March 2012 |
InterContinental Prague (c) | | 6.48% | | | | 120 bp | (c) | | | 150,186 | | March 2012 |
Loews Santa Monica Beach Hotel | | 4.56% | | | | 63 bp | | | | 118,250 | | March 2012 |
Ritz-Carlton Half Moon Bay | | 4.60% | | | | 67 bp | | | | 76,500 | | March 2012 |
Exchangeable senior notes | | 3.50% | | | | Fixed | | | | 179,370 | | April 2012 |
Fairmont Chicago | | 4.63% | | | | 70 bp | | | | 123,750 | | April 2012 |
Hyatt Regency La Jolla | | 4.93% | | | | 100 bp | | | | 97,500 | | September 2012 |
Marriott London Grosvenor Square (d) | | 7.40% | | | | 110 bp | (d) | | | 139,753 | | October 2013 |
| | | | | | | | | | | | |
| | | | | | | | | $ | 1,639,471 | | |
| | | | | | | | | | | | |
(a) | Spread over LIBOR (3.93% at September 30, 2008). |
(b) | Includes extension options. |
(c) | Principal balance of €104,000,000 at September 30, 2008. Spread over three-month EURIBOR (5.28% at September 30, 2008). |
(d) | Principal balance of £77,250,000 at September 30, 2008. Spread over three-month GBP LIBOR (6.30% at September 30, 2008). |
U.S. Interest Rate Swaps
| | | | | | | | |
Swap Effective Date | | Fixed Pay Rate Against LIBOR | | | Notional Amount | | Maturity |
April 2005 | | 4.42 | % | | $ | 75,000 | | April 2010 |
April 2005 | | 4.59 | % | | | 75,000 | | April 2012 |
June 2005 | | 4.12 | % | | | 50,000 | | June 2012 |
June 2006 | | 5.50 | % | | | 75,000 | | June 2013 |
August 2006 | | 5.34 | % | | | 100,000 | | August 2011 |
August 2006 | | 5.42 | % | | | 100,000 | | August 2013 |
September 2006 | | 5.08 | % | | | 100,000 | | February 2011 |
September 2006 | | 5.10 | % | | | 100,000 | | December 2010 |
September 2006 | | 5.09 | % | | | 100,000 | | September 2009 |
March 2007 | | 4.81 | % | | | 100,000 | | December 2009 |
March 2007 | | 4.84 | % | | | 100,000 | | July 2012 |
| | | | | | | | |
| | 4.99 | % | | $ | 975,000 | | |
| | | | | | | | |
European Interest Rate Swap
| | | | | | | | |
Swap Effective Date | | Fixed Pay Rate Against GBP LIBOR | | | Notional Amount | | Maturity |
October 2007 | | 5.72 | % | | £ | 77,250 | | October 2013 |
| | | | | | | | |
| | | |
Swap Effective Date | | Fixed Pay Rate Against EURIBOR | | | Notional Amount | | Maturity |
September 2008 | | 4.53 | % | | € | 104,000 | | March 2012 |
Forward-Starting Interest Rate Swaps
| | | | | | | | |
Swap Effective Date | | Fixed Pay Rate Against LIBOR | | | Notional Amount | | Maturity |
September 2009 | | 4.90 | % | | $ | 100,000 | | September 2014 |
December 2009 | | 4.96 | % | | | 100,000 | | December 2014 |
April 2010 | | 5.42 | % | | | 75,000 | | April 2015 |
December 2010 | | 5.23 | % | | | 100,000 | | December 2015 |
February 2011 | | 5.27 | % | | | 100,000 | | February 2016 |
| | | | | | | | |
| | | | | $ | 475,000 | | |
| | | | | | | | |
At September 30, 2008, future scheduled debt principal payments (including extension options) are as follows:
| | | | |
Years ended December 31, | | Amount (in thousands) | |
2008 (remainder) | | $ | — | |
2009 | | | 16,162 | |
2010 | | | 8,232 | |
2011 | | | 619,232 | |
2012 | | | 867,272 | |
Thereafter | | | 128,573 | |
| | | | |
Total | | $ | 1,639,471 | |
| | | | |
Percent of fixed rate debt including U.S. and European swaps | | | 89.1 | % |
Weighted average interest rate including U.S. and European swaps | | | 5.41 | % |
Weighted average maturity of fixed rate debt | | | 4.73 | |
Under Construction and Completed Capital Projects
(images of completed projects available on the Company’s website)
| | | | |
Hotel | | Project Description | | Completed |
Fairmont Chicago | | ENO, wine tasting room * | | Q2 08 |
| | Lobby renovation | | Q2 08 |
| | Guest room renovation | | Q2 08 |
| | Spa and fitness center | | Q1 08 |
| | Gold lounge | | Q4 06 |
| | Sushi bar | | Q4 06 |
| | |
Fairmont Scottsdale Princess | | Main building guest room renovation | | In Construction |
| | Michael Mina operated Bourbon Steak Restaurant | | Q1 08 |
| | Midnight Oil operated Stone Rose Bar | | Q1 08 |
| | Gold room renovation | | Q1 08 |
| | GM house conversion - 1 room addition | | Q1 08 |
| | |
Four Seasons Mexico City | | Guest room renovation | | Q1 06 |
| | |
Four Seasons Punta Mita | | Lobby bar | | Q1 08 |
| | Oasis room and river pool - 23 room addition | | Q2 07 |
| | Fitness center expansion | | Q1 07 |
| | Coral suite - 5 room addition | | Q1 07 |
| | Retail expansion | | Q4 06 |
| | Tamai pool | | Q4 06 |
| | Tamai garden | | Q4 06 |
| | Beachfront restaurant addition | | Q4 06 |
| | Arena suite - 5 room addition | | Q1 06 |
| | |
Four Seasons Washington, D.C. | | Lobby renovation | | In Construction |
| | Michael Mina operated Bourbon Steak Restaurant | | In Construction |
| | Presidential suite renovation | | In Construction |
| | 11 room expansion | | In Construction |
| | |
Hotel del Coronado | | Retail reconfiguration / renovation | | Q2 08 |
| | ENO, wine tasting room * | | Q1 08 |
| | Guest room renovation | | Q2 07 |
| | Restaurant renovation | | Q2 07 |
| | Beach Village - 78 room addition | | Q2 07 |
| | Spa & fitness center / beach club | | Q1 07 |
| | |
InterContinental Chicago | | Starbucks | | Q3 07 |
| | Meeting space addition | | Q3 07 |
| | ENO, wine tasting room * | | Q4 06 |
| | |
InterContinental Miami | | Spa and fitness center | | Q3 08 |
| | Starbucks | | Q3 06 |
| | |
InterContinental Prague | | Partial guest room renovation | | Q2 07 |
| | |
Loews Santa Monica | | Partial guest room renovation | | In Construction |
| | Restaurant renovation | | Q4 04 |
| | |
Marriott London Grosvenor Square | | Basement reorganization | | In Construction |
| | Gordon Ramsay operated Maze Grill Restaurant | | Q2 08 |
| | Concierge lounge | | Q2 08 |
| | Guest room renovation | | Q1 08 |
| | |
Renaissance Paris Hotel Le Parc Trocadero | | Renaissance brand conversion | | Q1 08 |
| | |
Ritz-Carlton Half Moon Bay | | ENO, wine tasting room expansion* | | Q3 08 |
| | Restaurant and lounge renovation | | Q3 08 |
| | Suite renovation | | Q1 08 |
| | Outdoor patios / guest room fireplaces | | Q3 06 |
| | Ocean terrace addition | | Q2 06 |
| | Restaurant expansion | | Q4 05 |
| | ENO, wine tasting room* | | Q3 05 |
| | Retail expansion | | Q3 05 |
| | |
Ritz-Carlton Laguna Niguel | | Meeting space renovation | | Q4 07 |
| | Suite renovation / conversion - 3 room addition | | Q2 07 |
| | ENO, wine tasting room * | | Q1 07 |
| | |
Westin St. Francis | | Guest room and corridor renovation | | In Construction |
| | Lobby bar | | Q3 08 |
* | Strategic’s branded wine room concept |
Operating Statistics by Geographic Region
Operating results have been adjusted to show hotel performance on a comparable period basis. Adjustments are the (i) exclusion of unconsolidated Hotel del Coronado, (ii) exclusion of Renaissance Paris Hotel Le Parc Trocadero results for the three and nine months ended September 30, 2008 and 2007, (iii) exclusion of Hyatt Regency Phoenix and Hyatt Regency New Orleans as these properties’ results of operations were reclassified to discontinued operations for the three and nine months ended September 30, 2008 and 2007 and (iv) presentation of the European hotels without regard to either ownership structure or leaseholds.
United States Hotels (as of September 30, 2008)
11 Properties
5,981 Rooms
| | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | | Nine Months Ended September 30, | |
| | 2008 | | | 2007 | | | Change | | | 2008 | | | 2007 | | | Change | |
Average Daily Rate | | $ | 237.07 | | | $ | 232.39 | | | 2.0 | % | | $ | 247.09 | | | $ | 239.96 | | | 3.0 | % |
Average Occupancy | | | 75.9 | % | | | 80.8 | % | | (4.9 | ) pts | | | 73.9 | % | | | 77.1 | % | | (3.2 | ) pts |
RevPAR | | $ | 179.94 | | | $ | 187.88 | | | -4.2 | % | | $ | 182.57 | | | $ | 184.90 | | | -1.3 | % |
Total RevPAR | | $ | 326.01 | | | $ | 342.53 | | | -4.8 | % | | $ | 343.79 | | | $ | 348.65 | | | -1.4 | % |
Property EBITDA Margin | | | 22.7 | % | | | 25.2 | % | | (2.5 | ) pts | | | 24.0 | % | | | 25.1 | % | | (1.1 | ) pts |
| | | | | | |
Mexican Hotels (as of September 30, 2008) | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
2 Properties | | | | | | | | | | | | | | | | | | | | | | |
413 Rooms | | | | | | | | | | | | | | | | | | | | | | |
| | |
| | Three Months Ended September 30, | | | Nine Months Ended September 30, | |
| | 2008 | | | 2007 | | | Change | | | 2008 | | | 2007 | | | Change | |
Average Daily Rate | | $ | 393.06 | | | $ | 358.50 | | | 9.6 | % | | $ | 497.34 | | | $ | 460.24 | | | 8.1 | % |
Average Occupancy | | | 65.7 | % | | | 67.5 | % | | (1.8 | ) pts | | | 70.7 | % | | | 71.1 | % | | (0.4 | ) pts |
RevPAR | | $ | 258.18 | | | $ | 242.15 | | | 6.6 | % | | $ | 351.73 | | | $ | 327.13 | | | 7.5 | % |
Total RevPAR | | $ | 471.95 | | | $ | 447.16 | | | 5.5 | % | | $ | 616.11 | | | $ | 557.58 | | | 10.5 | % |
Property EBITDA Margin | | | 24.4 | % | | | 25.6 | % | | (1.2 | ) pts | | | 36.3 | % | | | 35.4 | % | | 0.9 | pts |
| | | | | | |
North American Hotels (as of September 30, 2008) | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
13 Properties | | | | | | | | | | | | | | | | | | | | | | |
6,394 Rooms | | | | | | | | | | | | | | | | | | | | | | |
| | |
| | Three Months Ended September 30, | | | Nine Months Ended September 30, | |
| | 2008 | | | 2007 | | | Change | | | 2008 | | | 2007 | | | Change | |
Average Daily Rate | | $ | 245.91 | | | $ | 239.30 | | | 2.8 | % | | $ | 262.68 | | | $ | 252.94 | | | 3.9 | % |
Average Occupancy | | | 75.2 | % | | | 80.0 | % | | (4.8 | ) pts | | | 73.7 | % | | | 76.7 | % | | (3.0 | ) pts |
RevPAR | | $ | 185.02 | | | $ | 191.40 | | | -3.3 | % | | $ | 193.54 | | | $ | 193.94 | | | -0.2 | % |
Total RevPAR | | $ | 335.48 | | | $ | 349.32 | | | -4.0 | % | | $ | 361.46 | | | $ | 361.94 | | | -0.1 | % |
Property EBITDA Margin | | | 22.8 | % | | | 25.2 | % | | (2.4 | ) pts | | | 25.4 | % | | | 26.1 | % | | (0.7 | ) pts |
| | | | | | |
European Same Store Hotels (as of September 30, 2008) | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
4 Properties | | | | | | | | | | | | | | | | | | | | | | |
1,079 Rooms | | | | | | | | | | | | | | | | | | | | | | |
| | |
| | Three Months Ended September 30, | | | Nine Months Ended September 30, | |
| | 2008 | | | 2007 | | | Change | | | 2008 | | | 2007 | | | Change | |
Average Daily Rate | | $ | 382.58 | | | $ | 341.33 | | | 12.1 | % | | $ | 365.88 | | | $ | 321.44 | | | 13.8 | % |
Average Occupancy | | | 81.5 | % | | | 87.0 | % | | (5.5 | ) pts | | | 77.8 | % | | | 82.2 | % | | (4.4 | ) pts |
RevPAR | | $ | 311.64 | | | $ | 296.85 | | | 5.0 | % | | $ | 284.49 | | | $ | 264.38 | | | 7.6 | % |
Total RevPAR | | $ | 430.41 | | | $ | 399.29 | | | 7.8 | % | | $ | 400.69 | | | $ | 372.21 | | | 7.7 | % |
Property EBITDA Margin | | | 43.0 | % | | | 43.0 | % | | - | pts | | | 39.5 | % | | | 39.8 | % | | (0.3 | ) pts |