Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Nov. 05, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | ASHFORD HOSPITALITY TRUST INC | |
Entity Central Index Key | 1,232,582 | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --12-31 | |
Document Period End Date | Sep. 30, 2015 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 95,474,163 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Assets | ||
Cash and cash equivalents | $ 185,981 | $ 215,063 |
Marketable securities | 0 | 63,217 |
Total cash, cash equivalents and marketable securities | 185,981 | 278,280 |
Investments in hotel properties, net | 4,305,918 | 2,128,611 |
Restricted cash | 146,220 | 85,830 |
Accounts receivable, net of allowance of $585 and $241, respectively | 53,037 | 22,399 |
Inventories | 4,652 | 2,104 |
Note receivable, net of allowance of $7,196 and $7,522, respectively | 3,695 | 3,553 |
Investment in unconsolidated entities | 60,315 | 206,790 |
Deferred costs, net | 34,952 | 12,588 |
Prepaid expenses | 20,532 | 7,017 |
Derivative assets, net | 5,572 | 182 |
Other assets | 13,386 | 17,116 |
Intangible assets, net | 11,393 | 0 |
Due from Ashford Prime OP, net | 0 | 896 |
Due from affiliates | 0 | 3,473 |
Due from third-party hotel managers | 37,947 | 12,241 |
Total assets | 4,883,600 | 2,781,080 |
Liabilities: | ||
Indebtedness | 3,698,385 | 1,954,103 |
Accounts payable and accrued expenses | 141,404 | 71,118 |
Dividends payable | 22,679 | 21,889 |
Unfavorable management contract liabilities | 3,849 | 5,330 |
Due to Ashford Inc., net | 9,893 | 8,202 |
due to Ashford Prime OP, net | 110 | 0 |
Due to related party, net | 470 | 1,867 |
Due to third-party hotel managers | 2,424 | 1,640 |
Intangible liabilities, net | 16,593 | 0 |
Liabilities associated with marketable securities and other | 0 | 6,201 |
Other liabilities | 9,717 | 1,233 |
Total liabilities | 3,905,524 | 2,071,583 |
Redeemable noncontrolling interests in operating partnership | 114,741 | 177,064 |
Equity: | ||
Common stock, $0.01 par value, 200,000,000 shares authorized, 119,146,765 and 124,896,765 shares issued, 95,474,163 and 89,439,624 shares outstanding at September 30, 2015 and December 31, 2014, respectively | 1,192 | 1,249 |
Additional paid-in capital | 1,704,920 | 1,706,274 |
Accumulated deficit | (735,087) | (1,050,323) |
Treasury stock, at cost, 23,672,602 and 35,457,141 shares at September 30, 2015 and December 31, 2014, respectively | (108,640) | (125,725) |
Total stockholders’ equity of the Company | 862,543 | 531,633 |
Noncontrolling interests in consolidated entities | 792 | 800 |
Total equity | 863,335 | 532,433 |
Total liabilities and equity | 4,883,600 | 2,781,080 |
Series A Cumulative Preferred Stock, 1,657,206 shares issued and outstanding at September 30, 2015 and December 31, 2014 | ||
Equity: | ||
Preferred stock, $0.01 par value, 50,000,000 shares authorized: | 17 | 17 |
Series D Cumulative Preferred Stock, 9,468,706 shares issued and outstanding at September 30, 2015 and December 31, 2014 | ||
Equity: | ||
Preferred stock, $0.01 par value, 50,000,000 shares authorized: | 95 | 95 |
Series E Cumulative Preferred Stock, 4,630,000 shares issued and outstanding at September 30, 2015 and December 31, 2014 | ||
Equity: | ||
Preferred stock, $0.01 par value, 50,000,000 shares authorized: | $ 46 | $ 46 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Allowance for doubtful accounts receivable | $ 585 | $ 241 |
Allowance for doubtful notes receivable | $ 7,196 | $ 7,522 |
Preferred stock, par value (in dollars per shares) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, shares issued (in shares) | 119,146,765 | 124,896,765 |
Common stock, shares outstanding (in shares) | 95,474,163 | 89,439,624 |
Treasury stock, shares (in shares) | 23,672,602 | 35,457,141 |
Series A Cumulative Preferred Stock, 1,657,206 shares issued and outstanding at September 30, 2015 and December 31, 2014 | ||
Preferred stock, shares issued (in shares) | 1,657,206 | 1,657,206 |
Preferred stock, shares outstanding (in shares) | 1,657,206 | 1,657,206 |
Series D Cumulative Preferred Stock, 9,468,706 shares issued and outstanding at September 30, 2015 and December 31, 2014 | ||
Preferred stock, shares issued (in shares) | 9,468,706 | 9,468,706 |
Preferred stock, shares outstanding (in shares) | 9,468,706 | 9,468,706 |
Series E Cumulative Preferred Stock, 4,630,000 shares issued and outstanding at September 30, 2015 and December 31, 2014 | ||
Preferred stock, shares issued (in shares) | 4,630,000 | 4,630,000 |
Preferred stock, shares outstanding (in shares) | 4,630,000 | 4,630,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenue | ||||
Rooms | $ 294,768 | $ 164,946 | $ 787,428 | $ 489,427 |
Food and beverage | 55,210 | 25,268 | 159,528 | 82,521 |
Other hotel revenue | 14,097 | 7,044 | 35,402 | 20,054 |
Total hotel revenue | 364,075 | 197,258 | 982,358 | 592,002 |
Advisory services revenue | 0 | 3,127 | 0 | 9,266 |
Other | 441 | 1,072 | 1,731 | 3,213 |
Total revenue | 364,516 | 201,457 | 984,089 | 604,481 |
Hotel operating expenses: | ||||
Rooms | 65,402 | 37,368 | 169,290 | 108,152 |
Food and beverage | 40,570 | 18,628 | 108,891 | 57,330 |
Other expenses | 112,759 | 64,103 | 295,936 | 194,679 |
Management fees | 13,324 | 7,799 | 36,366 | 23,618 |
Total hotel expenses | 232,055 | 127,898 | 610,483 | 383,779 |
Property taxes, insurance, and other | 17,997 | 10,421 | 47,167 | 28,958 |
Depreciation and amortization | 58,741 | 28,338 | 149,221 | 81,022 |
Impairment charges | (111) | (105) | 19,623 | (310) |
Transaction costs | 392 | 533 | 5,850 | 616 |
Advisory services fee | 10,788 | 0 | 31,827 | 0 |
Corporate, general, and administrative | 3,772 | 15,104 | 11,732 | 47,290 |
Total expenses | 323,634 | 182,189 | 875,903 | 541,355 |
Operating income | 40,882 | 19,268 | 108,186 | 63,126 |
Equity in earnings (loss) of unconsolidated entities | (4,369) | 2,831 | (9,084) | 6,794 |
Interest income | 21 | 27 | 67 | 45 |
Gain on acquisition of PIM Highland JV | 0 | 0 | 381,835 | 0 |
Other income (expense) | (314) | 2,564 | 1,733 | 5,841 |
Interest expense and amortization of premiums and loan costs | (51,859) | (29,400) | (133,989) | (85,563) |
Write-off of loan costs and exit fees | 0 | (8,319) | (4,767) | (10,353) |
Unrealized gain (loss) on marketable securities | 0 | (2,875) | 127 | (3,818) |
Unrealized loss on derivatives | (2,750) | (70) | (6,403) | (680) |
Income (loss) from continuing operations before income taxes | (18,389) | (15,974) | 337,705 | (24,608) |
Income tax expense | (1,721) | (292) | (4,635) | (820) |
Income (loss) from continuing operations | (20,110) | (16,266) | 333,070 | (25,428) |
Income from discontinued operations | 0 | 62 | 0 | 88 |
Gain (loss) on sale of hotel properties, net of tax | 599 | 0 | (531) | 3,491 |
Net income (loss) | (19,511) | (16,204) | 332,539 | (21,849) |
(Income) loss from consolidated entities attributable to noncontrolling interest | (3) | 124 | 8 | 146 |
Net (income) loss attributable to redeemable noncontrolling interests in operating partnership | 3,193 | 2,585 | (39,616) | 4,234 |
Net income (loss) attributable to the Company | (16,321) | (13,495) | 292,931 | (17,469) |
Preferred dividends | (8,490) | (8,490) | (25,471) | (25,471) |
Net income (loss) attributable to common stockholders | $ (24,811) | $ (21,985) | $ 267,460 | $ (42,940) |
Basic: | ||||
Income (loss) from continuing operations attributable to common stockholders | $ (0.26) | $ (0.24) | $ 2.72 | $ (0.50) |
Income from discontinued operations attributable to common stockholders | 0 | 0 | 0 | 0 |
Net income (loss) attributable to common stockholders | $ (0.26) | $ (0.24) | $ 2.72 | $ (0.50) |
Weighted average common shares outstanding – basic | 95,888 | 90,322 | 97,061 | 86,961 |
Diluted: | ||||
Income (loss) from continuing operations attributable to common stockholders | $ (0.26) | $ (0.24) | $ 2.63 | $ (0.50) |
Income from discontinued operations attributable to common stockholders | 0 | 0 | 0 | 0 |
Net income (loss) allocated to common stockholders per share | $ (0.26) | $ (0.24) | $ 2.63 | $ (0.50) |
Weighted average common shares outstanding – diluted | 95,888 | 90,322 | 115,560 | 86,961 |
Dividends declared per common share (in dollars per share) | $ 0.12 | $ 0.12 | $ 0.36 | $ 0.36 |
Amounts attributable to common stockholders: | ||||
Income (loss) from continuing operations, net of tax | $ (16,321) | $ (13,550) | $ 292,931 | $ (17,546) |
Income from discontinued operations, net of tax | 0 | 55 | 0 | 77 |
Net income (loss) attributable to common stockholders | $ (24,811) | $ (21,985) | $ 267,460 | $ (42,940) |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ (19,511) | $ (16,204) | $ 332,539 | $ (21,849) |
Other comprehensive income, net of tax: | ||||
Reclassification to interest expense | 0 | 0 | 0 | 100 |
Total other comprehensive income | 0 | 0 | 0 | 100 |
Comprehensive income (loss) | (19,511) | (16,204) | 332,539 | (21,749) |
Less: Comprehensive income (loss) attributable to noncontrolling interest in consolidated entities | (3) | 124 | 8 | 146 |
Less: Comprehensive (income) loss attributable to redeemable noncontrolling interests in operating partnership | 3,193 | 2,585 | (39,616) | 4,221 |
Comprehensive income (loss) attributable to the Company | $ (16,321) | $ (13,495) | $ 292,931 | $ (17,382) |
Consolidated Statement of Equit
Consolidated Statement of Equity - 9 months ended Sep. 30, 2015 - USD ($) shares in Thousands, $ in Thousands | Total | Ashford Prime OP [Member] | Series A Preferred Stock [Member] | Series D Preferred Stock [Member] | Series E Preferred Stock [Member] | Common Stock | Preferred StockSeries A Preferred Stock [Member] | Preferred StockSeries D Preferred Stock [Member] | Preferred StockSeries E Preferred Stock [Member] | Common Stock | Additional Paid In Capital | Additional Paid In CapitalAshford Prime OP [Member] | Accumulated Deficit | Accumulated DeficitSeries A Preferred Stock [Member] | Accumulated DeficitSeries D Preferred Stock [Member] | Accumulated DeficitSeries E Preferred Stock [Member] | Accumulated DeficitCommon Stock | Treasury Stock | Treasury StockRestricted Stock and Restricted Stock Units (RSUs) [Member] | Noncontrolling Interests In Consolidated Entities | Noncontrolling Interests in Operating Partnership | Noncontrolling Interests in Operating PartnershipAshford Prime OP [Member] |
Beginning balance, shares (in shares) at Dec. 31, 2014 | 1,657 | 9,469 | 4,630 | 124,897 | 35,457 | |||||||||||||||||
Beginning balance, value at Dec. 31, 2014 | $ 532,433 | $ 17 | $ 95 | $ 46 | $ 1,249 | $ 1,706,274 | $ (1,050,323) | $ (125,725) | $ 800 | |||||||||||||
Beginning balance, value at Dec. 31, 2014 | 177,064 | $ 177,064 | ||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||
Purchases of treasury shares (in shares) | (53) | |||||||||||||||||||||
Repurchases of common shares | (52,293) | $ (543) | ||||||||||||||||||||
Equity-based compensation | 1,378 | 1,378 | ||||||||||||||||||||
Equity-based compensation | 1,058 | |||||||||||||||||||||
Forfeitures of restricted shares | 17 | 57 | $ (40) | |||||||||||||||||||
Forfeitures of restricted shares (in shares) | (17) | |||||||||||||||||||||
Issuance of restricted shares/units, value | 0 | (2,745) | $ 2,745 | |||||||||||||||||||
Issuance of restricted shares/units, value | 35 | |||||||||||||||||||||
Issuance of restricted shares/units (in shares) | 1,183 | |||||||||||||||||||||
Reissuance of treasury shares | 110,870 | 96,159 | $ 14,711 | |||||||||||||||||||
Reissuance of treasury shares (in shares) | 10,530 | |||||||||||||||||||||
Dividends | $ (2,657) | $ (15,001) | $ (7,813) | $ (35,733) | (35,216) | $ (2,657) | $ (15,001) | $ (7,813) | $ (35,733) | |||||||||||||
Distributions to noncontrolling interests | 0 | |||||||||||||||||||||
Distributions to noncontrolling interests | (8,188) | |||||||||||||||||||||
Redemption/conversion of operating partnership units | 1,545 | $ (45,843) | 1,333 | $ (45,843) | $ 212 | |||||||||||||||||
Redemption/conversion of operating partnership units (in shares) | 141 | |||||||||||||||||||||
Redemption/conversion of operating partnership units | (1,545) | $ (9,790) | ||||||||||||||||||||
Redemption value adjustment | 83,509 | 83,509 | ||||||||||||||||||||
Redemption value adjustment | (83,509) | |||||||||||||||||||||
Income (loss) from continuing operations attributable to the Company | 292,931 | 292,931 | ||||||||||||||||||||
Loss from consolidated entities attributable to noncontrolling interest | (8) | (8) | ||||||||||||||||||||
Net income (loss) | 292,923 | |||||||||||||||||||||
Net (income) loss attributable to redeemable noncontrolling interests in operating partnership | (39,616) | 39,616 | ||||||||||||||||||||
Ending balance, value at Sep. 30, 2015 | 863,335 | $ 17 | $ 95 | $ 46 | $ 1,192 | 1,704,920 | $ (735,087) | $ (108,640) | $ 792 | |||||||||||||
Ending balance, shares (in shares) at Sep. 30, 2015 | 1,657 | 9,469 | 4,630 | 119,147 | 23,673 | |||||||||||||||||
Ending balance, value at Sep. 30, 2015 | $ 114,741 | $ 114,741 | ||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||
Stock Repurchased and Retired During Period, Shares | (5,750) | |||||||||||||||||||||
Stock Repurchased and Retired During Period, Value | $ (57) | $ (51,693) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Cash Flows [Abstract] | ||
Other Significant Noncash Transaction, Value of Consideration Given | $ 55,633 | $ 0 |
Cash Flows from Operating Activities | ||
Net income (loss) | 332,539 | (21,849) |
Adjustments to reconcile net income (loss) to net cash flow provided by operating activities: | ||
Depreciation and amortization | 149,221 | 81,262 |
Impairment charges | 19,623 | (310) |
Amortization of loan costs and premiums, write-off of loan costs and exit fees | 16,699 | 15,901 |
Amortization of Intangible Assets | (117) | 0 |
Bad debt expense | 786 | 0 |
Equity in (earnings) loss of unconsolidated entities | 9,084 | (6,794) |
Distribution of earnings from unconsolidated entities | 996 | 746 |
Gain on hotel properties | (381,304) | (3,658) |
Realized and unrealized gains on marketable securities | (1,776) | (1,535) |
Purchases of marketable securities | (96,322) | (91,749) |
Sales of marketable securities | 95,963 | 79,201 |
Net settlement of trading derivatives | (170) | (505) |
PaymentsForDerivativesInstrumentsOperatingActivities | (9,975) | 0 |
Unrealized loss on derivatives | 6,403 | 680 |
Equity-based compensation | 2,436 | 16,964 |
Changes in operating assets and liabilities, exclusive of effect of acquisitions and dispositions of hotel properties: | ||
Restricted cash | (11,980) | (6,771) |
Accounts receivable and inventories | (8,410) | (6,799) |
Prepaid expenses and other assets | (8,337) | (4,564) |
Accounts payable and accrued expenses | 19,369 | 24,355 |
Due from affiliates | 3,473 | (446) |
Due to/from related party | (3,923) | 1,224 |
Due to/from third-party hotel managers | (6,300) | 19,764 |
Due to/from Ashford Prime OP, net | 774 | (4,629) |
Due to/from Ashford Inc., net | 1,691 | 0 |
Other liabilities | 2,829 | 2,381 |
Net cash provided by operating activities | 133,272 | 92,869 |
Cash Flows from Investing Activities | ||
Proceeds from payments of note receivable | 184 | 185 |
Proceeds from franchise agreement extension | 2,500 | 0 |
Net proceeds from sales of hotel properties | 7,502 | 22,882 |
Acquisition of hotel properties, net of cash acquired | (695,969) | (57,726) |
Change in restricted cash related to improvements and additions to hotel properties | 63,452 | (39,283) |
Improvements and additions to hotel properties | (114,926) | (91,483) |
Due from Ashford Prime OP | 0 | 13,635 |
Payments for initial franchise fees | (498) | (208) |
Proceeds from property insurance | 385 | 1,407 |
Net cash used in investing activities | (737,370) | (150,591) |
Cash Flows from Financing Activities | ||
Borrowings on indebtedness | 1,902,782 | 718,825 |
Repayments of indebtedness and capital leases | (1,277,606) | (509,152) |
Payments of loan costs and exit fees | (38,338) | (20,165) |
Payments of dividends | (68,602) | (63,528) |
Repurchases of common shares | (52,293) | (458) |
Payments for derivatives | (1,832) | (661) |
Issuances of treasury stock | 110,870 | 85,840 |
Distributions to noncontrolling interests in consolidated entities | 0 | (1,235) |
Other | 35 | 50 |
Net cash provided by financing activities | 575,016 | 209,516 |
Net increase (decrease) in cash and cash equivalents | (29,082) | 151,794 |
Cash and cash equivalents at beginning of period | 215,063 | 128,780 |
Cash and cash equivalents at end of period | 185,981 | |
Supplemental Cash Flow Information | ||
Interest paid | 116,463 | 78,508 |
Income taxes paid | 7,033 | 1,027 |
Supplemental Disclosure of Non-Cash Investing and Financing Activity | ||
Accrued but unpaid capital expenditures | 6,686 | 5,096 |
Deferred compensation to be settled in shares | 0 | 958 |
Dividend receivable from Ashford Prime OP | 0 | 249 |
Transfer of debt to Ashford Prime OP | 0 | 69,000 |
NonCashConsiderationForEquityInvestment | 59,338 | 0 |
NonCashConsiderationToAquireLand | 3,100 | 0 |
Dividends declared but not paid | 22,679 | 21,889 |
Net Liabilities Distributed to Subsidiary, Net of Cash Contributed | $ 0 | $ 1,200 |
Organization and Description of
Organization and Description of Business | 9 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Organization and Description of Business Ashford Hospitality Trust, Inc., together with its subsidiaries (“Ashford Trust”), is a real estate investment trust (“REIT”) focused on investing in full service hotels in the upscale and upper-upscale segments in domestic and international markets that have revenue per available room (“RevPAR”) generally less than twice the national average, and in all methods including direct real estate, equity, and debt. Other than Ashford Hospitality Trust, Inc.’s investment in Ashford Inc. common stock, we own our lodging investments and conduct our business through Ashford Hospitality Limited Partnership (“Ashford Trust OP”), our operating partnership. Ashford OP General Partner LLC, a wholly-owned subsidiary of Ashford Trust, serves as the sole general partner of our operating partnership. In this report, terms such as the “Company,” “we,” “us,” or “our” refer to Ashford Hospitality Trust, Inc. and all entities included in its consolidated financial statements. On December 14, 2014, we executed a Letter Agreement (the “Agreement”) with PRISA III Investments ("PRISA III"). The Agreement was approved by the investment committee of Prudential Real Estate Investors ("PREI"), the investment manager of PRISA III, and fully executed and delivered to us on December 15, 2014. Pursuant to the Agreement, we agreed to purchase and PRISA III agreed to sell (the “Transaction”) all of PRISA III’s right, title and interest in and to its approximately 28.26% interest in the PIM Highland Holding LLC (“PIM Highland JV”). As of March 6, 2015, we own 100% of the PIM Highland JV. See Notes 3, 6 and 7. On July 13, 2015, we announced that our board of directors had declared the distribution (1) to our stockholders of approximately 4.1 million shares of common stock of Ashford Prime to be received by Ashford Trust upon redemption of Ashford Prime OP common units and (2) to the common unitholders of Ashford Trust OP of our remaining common units of Ashford Prime OP. The distribution occurred on July 27, 2015, to stockholders and common unitholders of record as of the close of business of the New York Stock Exchange on July 20, 2015. As a result of the distribution, we have no ownership interest in Ashford Prime. We are advised by Ashford Hospitality Advisors LLC (“Ashford LLC”), a subsidiary of Ashford Inc., through an advisory agreement. All of the hotels in our portfolio are currently asset-managed by Ashford LLC. We do not have any employees. All of the services that might be provided by employees are provided to us by Ashford LLC. As of September 30, 2015 , we owned interests in the following assets: • 130 consolidated hotel properties, including 128 directly owned and two owned through a majority-owned investment in a consolidated entity, which represent 27,605 total rooms (or 27,578 net rooms excluding those attributable to our partners); • 86 hotel condominium units at WorldQuest Resort in Orlando, Florida; • a 29.8% ownership in Ashford Inc. common stock with a carrying value of $5.9 million ; • a 52.4% ownership in AIM Real Estate Hedged Equity (U.S.) Fund, LP (the “REHE Fund”) with a carrying value of $54.5 million and • a mezzanine loan with a carrying value of $3.7 million . For federal income tax purposes, we have elected to be treated as a REIT, which imposes limitations related to operating hotels. As of September 30, 2015 , our 130 hotel properties were leased or owned by our wholly owned subsidiaries that are treated as taxable REIT subsidiaries for federal income tax purposes (collectively, these subsidiaries are referred to as “Ashford TRS”). Ashford TRS then engages third-party or affiliated hotel management companies to operate the hotels under management contracts. Hotel operating results related to these properties are included in the consolidated statements of operations. As of September 30, 2015 , Remington Lodging & Hospitality, LLC, together with its affiliates (“Remington Lodging”), which is beneficially wholly owned by Mr. Monty J. Bennett, our Chairman and Chief Executive Officer, and Mr. Archie Bennett, Jr., our Chairman Emeritus, managed 88 of our 130 hotel properties and WorldQuest Resort. Third-party management companies managed the remaining hotel properties. On September 17, 2015, Remington Lodging and Ashford Inc. entered into an agreement pursuant to which Ashford Inc. will acquire all of the general partner interest and eighty percent of the limited partner interests in Remington Lodging. The acquisition is subject to the satisfaction of various conditions, including the approval of Ashford Inc.’s stockholders. The acquisition, if completed, will not impact our management agreements with Remington Lodging. |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Basis of Presentation —The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. These consolidated financial statements include the accounts of Ashford Hospitality Trust, Inc., its majority-owned subsidiaries, and its majority-owned entities in which it has a controlling interest. All significant intercompany accounts and transactions between consolidated entities have been eliminated in these consolidated financial statements. These consolidated financial statements and related notes should be read in conjunction with the consolidated financial statements and notes thereto included in our 2014 Annual Report to Stockholders on Form 10-K and Form 10-K/A filed with the Securities and Exchange Commission (“SEC”) on March 2, 2015 , and March 31, 2015 , respectively. The following items affect reporting comparability related to our consolidated financial statements: • Historical seasonality patterns at some of our properties cause fluctuations in our overall operating results. Consequently, operating results for the three and nine months ended September 30, 2015 , are not necessarily indicative of the results that may be expected for the year ending December 31, 2015 . • On March 1, 2014, we completed the sale of the Pier House Resort to Ashford Prime (“Ashford Prime”). The results of the Pier House Resort, which we acquired on May 14, 2013, and sold on March 1, 2014, are included in our results of operations for the period from January 1, 2014, through February 28, 2014. • On February 6, 2015, we acquired the Lakeway Resort & Spa, on February 25, 2015, we acquired the Memphis Marriott East hotel, on April 29, 2015, we acquired the Hampton Inn & Suites Gainesville, on June 3, 2015, we acquired the Le Pavillon Hotel, on June 17, 2015, we acquired a 9-hotel portfolio, on July 1, 2015, we acquired the W Atlanta Downtown hotel, on July 23, 2015, we acquired the Le Meridien Minneapolis, and on August 5, 2015, we acquired the Hilton Garden Inn - Wisconsin Dells. The results of these hotels are included in our results of operations as of their respective acquisition dates. • On March 6, 2015, we acquired the remaining approximate 28.26% interest in the 28 hotels of the PIM Highland JV. For the period January 1, 2014, through March 5, 2015, we have recorded equity in earnings for our ownership percentage. Beginning March 6, 2015, we consolidated the results of operations of these hotels. Use of Estimates —The preparation of these consolidated financial statements in accordance with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Restricted Cash —Restricted cash includes reserves for debt service, real estate taxes, and insurance, as well as excess cash flow deposits and reserves for furniture, fixtures, and equipment replacements of approximately 4% to 6% of property revenue for certain hotels, as required by certain management or mortgage debt agreement restrictions and provisions. For purposes of the consolidated statements of cash flows, changes in restricted cash caused by using such funds for debt service, real estate taxes, and insurance are shown as operating activities. Changes in restricted cash caused by using such funds for furniture, fixtures, and equipment replacements are included in cash flows from investing activities. Investments in Hotel Properties, net —Hotel properties are generally stated at cost. However, four hotel properties contributed upon Ashford Trust’s formation in 2003 are stated at the predecessor’s historical cost, net of impairment charges, if any, plus a partial step-up related to the acquisition of noncontrolling interests from third parties associated with certain of these properties. For hotel properties owned through our majority-owned entities, the carrying basis attributable to the partners’ minority ownership is recorded at the predecessor’s historical cost, net of any impairment charges, while the carrying basis attributable to our majority ownership is recorded based on the allocated purchase price of our ownership interests in the entities. All improvements and additions which extend the useful life of hotel properties are capitalized. Impairment of Investments in Hotel Properties —Hotel properties are reviewed for impairment whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. Recoverability of the hotel is measured by comparison of the carrying amount of the hotel to the estimated future undiscounted cash flows, which take into account current market conditions and our intent with respect to holding or disposing of the hotel. If our analysis indicates that the carrying value of the hotel is not recoverable on an undiscounted cash flow basis, we recognize an impairment charge for the amount by which the property’s net book value exceeds its estimated fair value, or fair value, less cost to sell. In evaluating impairment of hotel properties, we make many assumptions and estimates, including projected cash flows, expected holding period, and expected useful life. Fair value is determined through various valuation techniques, including internally developed discounted cash flow models, comparable market transactions and third-party appraisals, where considered necessary. We recorded an impairment charge of $19.9 million for the nine months ended September 30, 2015. See Note 4. No impairment charges were recorded for investments in hotel properties for the three months ended September 30, 2015 and for the three and nine months ended September 30, 2014 . Hotel Dispositions —Effective January 1, 2015, discontinued operations are defined as the disposal of components of an entity that represents strategic shifts that have (or will have) a major effect on an entity’s operations and financial results. We believe that individual dispositions of hotel properties do not represent a strategic shift that has (or will have) a major effect on our operations and financial results as most will not fit the definition. This new guidance was implemented prospectively only. As such, hotel property dispositions that occurred prior to December 31, 2014, will continue to be reported as discontinued operations in the statements of operations for all applicable periods presented. See Note 4. Assets Held for Sale and Discontinued Operations —We classify assets as held for sale when we have obtained a firm commitment from a buyer, and consummation of the sale is considered probable and expected within one year. The related operations of assets held for sale are reported as discontinued if the disposal is a component of an entity or group of components that represents a strategic shift that has (or will have) a major effect on our operations and cash flows. Intangible Assets and Liabilities —Intangible assets and liabilities represent the assets and liabilities recorded on certain hotel properties’ ground lease contracts that were below or above market rates at the date of acquisition. These assets and liabilities are amortized using the straight-line method over the remaining terms of the respective lease contracts. Note Receivable —Mezzanine loan financing, classified as note receivable, represents a loan held for investment and intended to be held to maturity. Note receivable is recorded at cost, net of unamortized loan origination costs and fees, loan purchase discounts, and allowance for losses when a loan is deemed to be impaired. Premiums, discounts, and net origination fees are amortized or accreted as an adjustment to interest income using the effective interest method over the life of the loan. We discontinue recording interest and amortizing discounts/premiums when the contractual payment of interest and/or principal is not received when contractually due. Payments received on impaired nonaccrual loans are recorded as adjustments to impairment charges. No interest income was recorded for the three and nine months ended September 30, 2015 and 2014 . Variable interest entities (“VIEs”), as defined by authoritative accounting guidance, must be consolidated by their controlling interest beneficiaries if the VIEs do not effectively disperse risks among the parties involved. Our remaining mezzanine note receivable at September 30, 2015 , is secured by a hotel property and is subordinate to the controlling interest in the secured hotel property. Although the note receivable is considered to be a variable interest in the entity that owns the related hotel, we are not considered to be the primary beneficiary of the hotel property as a result of holding the loan. Therefore, we do not consolidate the hotel property for which we have provided financing. We will evaluate interests in entities acquired or created in the future to determine whether such entities should be consolidated. In evaluating VIEs, our analysis involves considerable management judgment and assumptions. Impairment of Note Receivable —We review notes receivable for impairment each reporting period. A loan is impaired when, based on current information and events, collection of all amounts recorded as assets on the balance sheet is no longer considered probable. We apply normal loan review and underwriting procedures (as may be implemented or modified from time to time) in making that judgment. When a loan is impaired, we measure impairment based on the present value of expected cash flows discounted at the loan’s effective interest rate against the value of the asset recorded on the balance sheet. We may also measure impairment based on a loan’s observable market price or the fair value of collateral if the loan is collateral-dependent. Loan impairments are recorded as a valuation allowance and a charge to earnings. Our assessment of impairment is based on considerable management judgment and assumptions. No impairment charges were recorded during the three and nine months ended September 30, 2015 and 2014 . Valuation adjustments of $111,000 and $326,000 on previously impaired notes were credited to impairment charges during the three and nine months ended September 30, 2015 and $105,000 and $310,000 during the three and nine months ended September 30, 2014, respectively. Investments in Unconsolidated Entities —Investments in entities in which we have ownership interests ranging from 14.4% to 52.4% are accounted for under the equity method of accounting by recording the initial investment and our percentage of interest in the entities’ net income/loss. We review the investments in our unconsolidated entities for impairment in each reporting period pursuant to the applicable authoritative accounting guidance. An investment is impaired when its estimated fair value is less than the carrying amount of our investment. Any impairment is recorded in equity earnings (loss) in unconsolidated entities. No such impairment was recorded in the three and nine months ended September 30, 2015 and 2014 . Our investments in certain unconsolidated entities are considered to be variable interests in the underlying entities. Variable Interest Entities (“VIE”), as defined by authoritative accounting guidance, must be consolidated by a reporting entity if the reporting entity is the primary beneficiary because it has (i) the power to direct the VIE’s activities that most significantly impact the VIE’s economic performance, (ii) an implicit financial responsibility to ensure that a VIE operates as designed, and (iii) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE. Because we do not have the power and financial responsibility to direct the unconsolidated entities’ activities and operations, we are not considered to be the primary beneficiary of these entities on an ongoing basis and therefore such entities should not be consolidated. In evaluating VIEs, our analysis involves considerable management judgment and assumptions. Marketable Securities —Marketable securities, including U.S. treasury bills, publicly traded equity securities and stocks, and put and call options on certain publicly traded securities. All of these investments are recorded at fair value. Put and call options are considered derivatives. The fair value of these investments has been determined based on the closing price as of the balance sheet date and is reported as “marketable securities” or “liabilities associated with marketable securities and other” in the consolidated balance sheets. The cost of securities sold is determined by using the high cost method. Net investment income, including interest income (expense), dividends, realized gains or losses and costs of investment, is reported as a component of “other income (expense).” Unrealized gains and losses on these investments are reported as “unrealized gain (loss) on marketable securities” in the consolidated statements of operations. Due to/from Affiliates —Due to/from affiliates represents current receivables and payables resulting primarily from advances of shared costs incurred. Both due to/from affiliates are generally settled within a period not exceeding one year . Due to/from Related Party —Due to/from related party represents current receivables and payables resulting from transactions related to hotel management, project management and market services with a related party. Due to/from related party is generally settled within a period not exceeding one year . Due to/from Ashford Prime OP, net —Due to/from Ashford Prime OP represents receivables and payables resulting primarily from reimbursable expenses between the two entities. In 2014, we had receivables related to advisory fees. Both due to/from Ashford Prime OP is generally settled within a period not exceeding one year . Due to Ashford Inc., net —Due to Ashford Inc., net, represents current payables resulting primarily from advisory services fee, including reimbursable expenses. In 2014, due to Ashford Inc., net, included payables resulting primarily from costs associated with the spin-off of Ashford Inc. Due to Ashford Inc., net, is generally settled within a period not exceeding one year . Revenue Recognition —Hotel revenues, including room, food, beverage, and ancillary revenues such as long-distance telephone service, laundry, parking and space rentals, are recognized when services have been rendered. Taxes collected from customers and submitted to taxing authorities are not recorded in revenue. Interest income (including accretion of discounts on the mezzanine loan using the effective interest method) is recognized when earned. We discontinue recording interest and amortizing discounts/premiums when the contractual payment of interest and/or principal is not received when contractually due. We were reimbursed by PIM Highland JV for costs associated with managing its day-to-day operations and providing corporate administrative services such as accounting, insurance, marketing support, asset management and other services. Beginning with the three months ended March 31, 2014, we changed the presentation to report such reimbursements as “other” revenue as opposed to credits within “corporate, general and administrative” expense. This change had no impact on our financial condition or results of operations. As of March 6, 2015, we acquired the remaining approximate 28.26% of the PIM Highland JV which discontinued the aforementioned reimbursements. Prior to the spin-off of Ashford Inc. in November 2014, we recognized advisory services revenue when services had been rendered. The quarterly base fee was equal to 0.7% per annum of the total market capitalization, as defined in the advisory agreement, of Ashford Prime, subject to certain minimums. Reimbursements for overhead and internal audit services were recognized when services had been rendered. We also recorded advisory services revenue for equity grants of Ashford Prime common stock and LTIP units awarded to our officers and employees in connection with providing advisory services equal to the fair value of the award in proportion to the requisite service period satisfied during the period, as well as an offsetting expense in an equal amount included in “corporate, general and administrative” expense. Derivatives Instruments and Hedging —We use interest rate derivatives to hedge our risks and to capitalize on the historical correlation between changes in LIBOR (London Interbank Offered Rate) and RevPAR. Interest rate derivatives could include swaps, caps, floors and flooridors. We assess the effectiveness of each hedging relationship by comparing changes in fair value or cash flows of the derivative hedging instrument with the changes in fair value or cash flows of the designated hedged item or transaction. We also use credit default swaps to hedge financial and capital market risk. All of our derivatives are subject to master-netting settlement arrangements and the credit default swaps are subject to credit support annexes. For credit default swaps, cash collateral is posted by us as well as our counterparty. We offset the fair value of the derivative and the obligation/right to return/reclaim cash collateral. We also purchase options on Eurodollar futures as a hedge against our cash flows. Eurodollar futures prices reflect market expectations for interest rates on three month Eurodollar deposits for specific dates in the future, and the final settlement price is determined by three-month LIBOR on the last trading day. Options on Eurodollar futures provide the ability to limit losses while maintaining the possibility of profiting from favorable changes in the futures prices. As the purchaser, our maximum potential loss is limited to the initial premium paid for the Eurodollar option contracts, while our potential gain has no limit. These exchange-traded options are centrally cleared, and a clearinghouse stands in between all trades to ensure that the obligations involved in the trades are made good. All derivatives are recorded at fair value in accordance with the applicable authoritative accounting guidance. Interest rate derivatives, credit default swaps and futures contracts are reported as “derivative assets, net” or “liabilities associated with marketable securities and other” in the consolidated balance sheets. Accrued interest on non-hedge designated interest rate derivatives is included in “accounts receivable, net” in the consolidated balance sheets. For interest rate derivatives designated as cash flow hedges: a) the effective portion of changes in fair value is initially reported as a component of “accumulated other comprehensive income (loss)” (“OCI”) in the equity section of the consolidated balance sheets and reclassified to interest expense in the consolidated statements of operations in the period during which the hedged transaction affects earnings, and b) the ineffective portion of changes in fair value is recognized directly in earnings as “unrealized gain (loss) on derivatives” in the consolidated statements of operations. For the three and nine months ended September 30, 2015 and 2014 , there was no ineffectiveness. For non-hedge designated interest rate derivatives, credit default swaps and futures, changes in fair value are recognized in earnings as “unrealized loss on derivatives” in the consolidated statements of operations. Income Taxes —As a REIT, we generally are not subject to federal corporate income tax on the portion of our net income (loss) that does not relate to taxable REIT subsidiaries. However, Ashford TRS is treated as a taxable REIT subsidiary for federal income tax purposes. In accordance with authoritative accounting guidance, we account for income taxes related to Ashford TRS using the asset and liability method under which deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. In addition, the analysis utilized by us in determining our deferred tax asset valuation allowance involves considerable management judgment and assumptions. The “Income Taxes” Topic of the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification addresses the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements. The guidance requires us to determine whether tax positions we have taken or expect to take in a tax return are more likely than not to be sustained upon examination by the appropriate taxing authority based on the technical merits of the positions. Tax positions that do not meet the more likely than not threshold would be recorded as additional tax expense in the current period. We analyze all open tax years, as defined by the statute of limitations for each jurisdiction, which includes the federal jurisdiction and various states. We classify interest and penalties related to underpayment of income taxes as income tax expense. We and our subsidiaries file income tax returns in the U.S. federal jurisdiction and various states and cities. Tax years 2011 through 2014 remain subject to potential examination by certain federal and state taxing authorities. Reclassification —Certain amounts in the consolidated financial statements for the three and nine months ended September 30, 2014, have been reclassified for discontinued operations. Recently Adopted Accounting Standards — In April 2014, the FASB issued accounting guidance that revises the definition of discontinued operations by limiting discontinued operations reporting to disposals of components of an entity that represent strategic shifts that have (or will have) a major effect on an entity’s operations and financial results, removing the lack of continuing involvement criteria and requiring discontinued operations reporting for the disposal of an equity method investment that meets the definition of discontinued operations. The update also requires expanded disclosures for discontinued operations, including disclosure of pretax profit or loss of an individually significant component of an entity that does not qualify for discontinued operations reporting. The new accounting guidance is effective prospectively for fiscal years, and interim periods within those years, beginning after December 15, 2014. We adopted this accounting guidance on January 1, 2015. The adoption of this accounting guidance affects the presentation of our results of operations to the extent that the operations of disposed hotel properties are included in continuing operations. Recently Issued Accounting Standards — In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”). ASU 2014-09 is a comprehensive new revenue recognition model, which requires a company to recognize revenue to depict the transfer of promised goods or services to a customer in an amount that reflects the consideration the company expects to receive in exchange for those goods or services. The update will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. In August 2015, the FASB issued ASU 2015-14, Revenue From Contracts With Customers (Topic 606): Deferral of the Effective Date , which defers the effective date to fiscal periods beginning after December 15, 2017. Early adoption is permitted for fiscal periods beginning after December 15, 2016. The standard permits the use of either the retrospective or cumulative effect transition method. We are evaluating the effect that ASU 2014-09 will have on our consolidated financial statements and related disclosures. We have not yet selected a transition method. In August 2014, the FASB issued ASU 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”), to provide guidance on management's responsibility to perform interim and annual assessments of an entity’s ability to continue as a going concern. ASU 2014-15 also requires certain disclosures if conditions or events raise substantial doubt about the entity’s ability to continue as a going concern. ASU 2014-15 applies to all entities and is effective for annual periods ending after December 15, 2016, and interim periods thereafter, with early adoption permitted. We do not expect the adoption of this standard will have an impact on our financial position, results of operations or cash flows. In February 2015, the FASB issued ASU 2015-02, Amendments to the Consolidation Analysis (“ASU 2015-02”). The ASU amends the consolidation guidance for VIEs and general partners' investments in limited partnerships and modifies the evaluation of whether limited partnerships and similar legal entities are VIEs or voting interest entities. The ASU is effective for interim and annual reporting periods beginning after December 15, 2015, with early adoption permitted. We are evaluating the effect that ASU 2015-02 will have on our consolidated financial statements and related disclosures. In April 2015, the FASB issued ASU 2015-03, Interest—Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs . The new standard requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The standard is effective for annual reporting periods beginning after December 15, 2015 and interim periods within those fiscal years, with early adoption permitted. Upon adoption of the standard, we will reclassify deferred financing costs, net, from total assets to be shown net of debt in the liabilities section of our consolidated balance sheet. Adoption of this standard will only affect the presentation of our consolidated balance sheets and related disclosures. In August 2015, the FASB issued ASU 2015-15, Interest-Imputation of Interest (Subtopic 835-30) : Presentation and Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements (“ASU 2015-15”) to amend SEC paragraphs of the FASB Accounting Standards Codification pursuant to an SEC Staff Announcement at the June 18, 2015 Emerging Issues Task Force meeting. The guidance in ASU 2015-03, described above, does not address presentation or subsequent measurement of debt issuance costs related to line-of-credit arrangements. Given the absence of authoritative guidance within ASU 2015-03 for debt issuance costs related to line-of-credit arrangements, the SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. We do not expect that the adoption of this standard will have an impact on our financial position, results of operations or cash flows. In September 2015, the FASB issued ASU 2015-16, Business Combinations (Topic 805) Simplifying the Accounting for Measurement-Period Adjustments (“ASU 2015-16”), as part of its Simplification Initiative to provide guidance on management’s responsibility to adjust provisional amounts recognized in a business combination and to provide related disclosure requirements.The amendments in this Update require that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The amendments in this Update require that the acquirer record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. The amendments in this Update require an entity to present separately on the face of the income statement or disclose in the notes the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. ASU 2015-16 applies to all entities that have reported provisional amounts for items in a business combination for which the accounting is incomplete by the end of the reporting period in which the combination occurs and during the measurement period has an adjustment to provisional amounts recognized during the measurement period. ASU 2015-16 is effective for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years, with early adoption permitted. We do not expect the adoption of this standard will have an impact on our financial position, results of operations or cash flows. |
Investment in Hotel Properties,
Investment in Hotel Properties, net | 9 Months Ended |
Sep. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Investments in Hotel Properties, net | Investments in Hotel Properties, net Investments in hotel properties, net consisted of the following (in thousands): September 30, 2015 December 31, 2014 Land $ 692,874 $ 358,514 Buildings and improvements 3,911,063 2,125,656 Furniture, fixtures, and equipment 378,486 211,777 Construction in progress 18,693 11,704 Condominium properties 12,065 12,065 Total cost 5,013,181 2,719,716 Accumulated depreciation (707,263 ) (591,105 ) Investments in hotel properties, net $ 4,305,918 $ 2,128,611 Acquisitions Lakeway Resort & Spa On February 6, 2015, we acquired a 100% interest in the Lakeway Resort & Spa (“Lakeway Resort”) in Austin, Texas, for total consideration of $33.5 million . The acquisition was funded with cash. We prepared a purchase price allocation of the assets acquired and liabilities assumed. The final purchase price allocation was completed with the assistance of a third party appraisal firm. This valuation is considered a Level 3 valuation technique. On April 17, 2015, we completed the financing of a $25.1 million mortgage loan, secured by the Lakeway Resort. See Note 7. The following table summarizes the estimated fair value of the assets acquired and liabilities assumed in the acquisition (in thousands): Land $ 4,541 Buildings and improvements 24,703 Furniture, fixtures, and equipment 4,237 33,481 Net other assets and liabilities (382 ) The results of operations of the hotel property have been included in our results of operations since February 6, 2015. For the three and nine months ended September 30, 2015, we have included total revenue of $3.4 million and $8.6 million , respectively, and net loss of $275,000 and $610,000 , respectively, in our consolidated statements of operations. The unaudited proforma results of operations as if the acquisition had occurred on January 1, 2014 are included in the pro forma table below. Memphis Marriott East Hotel On February 25, 2015, we acquired a 100% interest in the Memphis Marriott East (“Memphis Marriott”) hotel in Memphis, Tennessee for total consideration of $43.5 million . The acquisition was funded with cash. We prepared a purchase price allocation of the assets acquired and liabilities assumed. The final purchase price allocation was completed with the assistance of a third party appraisal firm. This valuation is considered a Level 3 valuation technique. On March 25, 2015, we completed the financing of a $33.3 million mortgage loan, secured by the Memphis Marriott. See Note 7. The following table summarizes the estimated fair value of the assets acquired and liabilities assumed in the acquisition (in thousands): Land $ 6,210 Buildings and improvements 32,934 Furniture, fixtures, and equipment 4,350 43,494 Net other assets and liabilities 34 The results of operations of the hotel property have been included in our results of operations since February 25, 2015. For the three and nine months ended September 30, 2015, we have included total revenue of $3.2 million and $7.6 million , respectively, and net income of $77,000 and $470,000 , respectively, in our consolidated statements of operations. The unaudited proforma results of operations as if the acquisition had occurred on January 1, 2014 are included in the pro forma table below. PIM Highland JV Acquisition As previously discussed in Note 1, we acquired the remaining approximate 28.26% interest in the PIM Highland JV. The transaction closed on March 6, 2015, for consideration of $250.1 million in cash. We recognized a gain of $381.8 million . Subsequent to the close of the transaction, $907.6 million of existing debt of the PIM Highland JV was refinanced. See Note 7. We prepared a purchase price allocation of the assets acquired and liabilities assumed. The final purchase price allocation was completed with the assistance of a third party appraisal firm subsequent to March 31, 2015. This resulted in adjustments to land, buildings and improvements, furniture, fixtures and equipment, and intangibles associated with above and below market leases. These adjustments resulted in a reduction of $1.1 million of depreciation expense for the three months ended June 30, 2015, which represents the decrease of depreciation from the date of the acquisition through March 31, 2015. These adjustments also resulted in a net reduction of approximately $16,000 of rent expense associated with intangible amortization of above and below market leases for the three months ended June 30, 2015, which represents the net decrease of rent expense from the date of acquisition through March 31, 2015. Rent expense is included in “other expenses” in the consolidated statements of operations. This valuation is considered a Level 3 valuation technique. The following table summarizes the estimated fair value of the assets acquired and liabilities assumed in the acquisition (in thousands): Preliminary Allocations as of March 31, 2015 Adjustments Final Allocations as of June 30, 2015 Land $ 292,934 $ (7,712 ) $ 285,222 Buildings and improvements 1,351,293 38,182 1,389,475 Furniture, fixtures, and equipment 118,878 (35,958 ) 82,920 1,763,105 (5,488 ) 1,757,617 Indebtedness (1,120,082 ) — (1,120,082 ) Intangible liabilities, net (12,217 ) 5,488 (6,729 ) Net other assets and liabilities 116,533 — 116,533 The results of operations of the hotel properties have been included in our results of operations since March 6, 2015. For the three and nine months ended September 30, 2015, we have included total revenue of $121.9 million and $293.2 million , respectively, and net income of $547,000 and $10.8 million , respectively, in our consolidated statements of operations. The unaudited proforma results of operations as if the acquisition had occurred on January 1, 2014 are included in the pro forma table below. Hampton Inn & Suites - Gainesville On April 29, 2015, we acquired a 100% interest in the Hampton Inn & Suites (“Hampton Inn Gainesville”) in Gainesville, Florida for total consideration of $25.2 million . The acquisition was funded with cash. We prepared a purchase price allocation of the assets acquired and liabilities assumed. The final purchase price allocation was completed with the assistance of a third party appraisal firm. This valuation is considered a Level 3 valuation technique. On June 24, 2015, we completed the financing of a $21.2 million mortgage loan, secured by the Hampton Inn Gainesville. See Note 7. The following table summarizes the estimated fair value of the assets acquired and liabilities assumed in the acquisition (in thousands): Land $ 3,695 Buildings and improvements 19,002 Furniture, fixtures, and equipment 1,139 23,836 Intangible assets 1,412 Net other assets and liabilities (150 ) The results of operations of the hotel property have been included in our results of operations since April 29, 2015. For the three and nine months ended September 30, 2015, we have included total revenue of $1.5 million and $2.4 million , respectively, and net loss of $3,000 and net income of $200,000 , respectively, in our consolidated statements of operations. The unaudited proforma results of operations as if the acquisition had occurred on January 1, 2014 are included in the pro forma table below. Le Pavillon Hotel On June 3, 2015, we acquired a 100% interest in the Le Pavillon Hotel (“Le Pavillon”) in New Orleans, Louisiana for total consideration of $62.5 million . The acquisition was funded with cash. Subsequent to the close of the transaction, we completed the financing of a $43.8 million mortgage loan. See Note 7. We prepared a purchase price allocation of the assets acquired and liabilities assumed. The final purchase price allocation was completed with the assistance of a third party appraisal firm. This valuation is considered a Level 3 valuation technique. The following table summarizes the estimated fair value of the assets acquired and liabilities assumed in the acquisition (in thousands): Land $ 10,933 Buildings and improvements 46,761 Furniture, fixtures, and equipment 4,788 62,482 Net other assets and liabilities 486 The results of operations of the hotel property have been included in our results of operations since June 3, 2015. For the three and nine months ended September 30, 2015, we have included total revenue of $2.7 million and $3.7 million , respectively, and net loss of $963,000 and $1.1 million , respectively, in our consolidated statements of operations. The unaudited proforma results of operations as if the acquisition had occurred on January 1, 2014 are included in the pro forma table below. Princeton Westin - Land Acquisition On June 4, 2015, we acquired a 100% interest in the land underlying the Princeton Westin hotel in Princeton, New Jersey for total consideration of $6.5 million . The acquisition was funded with $3.4 million of cash and the surrender of $3.1 million of prepaid rent related to the lease agreement that is being terminated. We prepared a purchase price allocation of the assets acquired. The final purchase price allocation was completed with the assistance of a third party appraisal firm. This valuation is considered a Level 3 valuation technique. The following table summarizes the estimated fair value of the asset acquired in the acquisition (in thousands): Land $ 6,475 The Rockbridge Hotel Portfolio On June 17, 2015, we acquired a 100% interest in a 9-hotel portfolio (“Rockbridge Portfolio”) for total consideration of $225.0 million . The acquisition was funded with cash. Subsequent to the close of the transaction, we completed the financing on loans totaling $179.2 million . See Note 7. We prepared a purchase price allocation of the assets acquired and liabilities assumed. The final purchase price allocation was completed with the assistance of a third party appraisal firm. This valuation is considered a Level 3 valuation technique. The following table summarizes the estimated fair value of the assets acquired and liabilities assumed in the acquisition (in thousands): Land $ 18,551 Buildings and improvements 190,952 Furniture, fixtures, and equipment 15,451 224,954 Net other assets and liabilities (298 ) The results of operations of the hotel properties have been included in our results of operations since June 17, 2015. For the three and nine months ended September 30, 2015, we have included total revenue of $13.3 million and $15.4 million , respectively, and net loss of $385,000 and $375,000 , respectively, in our consolidated statements of operations. The unaudited proforma results of operations as if the acquisition had occurred on January 1, 2014 are included in the pro forma table below. W Atlanta Downtown Hotel On July 1, 2015, we acquired a 100% interest in the W Atlanta Downtown (“W Atlanta”) in Atlanta, Georgia for total consideration of $56.8 million . Subsequent to the close of the transaction, we completed the financing of a $40.5 million mortgage loan. See Note 7. We have allocated the assets acquired and liabilities assumed on a preliminary basis using the estimated fair value information currently available. This valuation is considered a Level 3 valuation technique. We are in the process of obtaining necessary information and evaluating the values assigned to investment in hotel properties and property level working capital balances. Thus, the balances reflected below are subject to change and could result in adjustments. Any change to the amounts recorded within the investments in hotel properties will also impact depreciation and amortization expense. The following table summarizes the preliminary fair value of the assets acquired and liabilities assumed in the acquisition (in thousands): Land $ 2,353 Buildings and improvements 51,758 Furniture, fixtures, and equipment 2,626 56,737 Net other assets and liabilities 1,358 The results of operations of the hotel properties have been included in our results of operations since July 1, 2015. For both the three and nine months ended September 30, 2015, we have included total revenue of $5.4 million and net loss of $421,000 , in our consolidated statements of operations. The unaudited proforma results of operations as if the acquisition had occurred on January 1, 2014 are included in the pro forma table below. Le Meridien Minneapolis Hotel On July 23, 2015, we acquired a 100% interest in the Le Meridien Chambers Minneapolis (“Le Meridien Minneapolis”) in Minneapolis, Minnesota for total consideration of $15.0 million . The acquisition was funded with cash. We have allocated the assets acquired and liabilities assumed on a preliminary basis using the estimated fair value information currently available. This valuation is considered a Level 3 valuation technique. We are in the process of obtaining necessary information and evaluating the values assigned to investment in hotel properties and property level working capital balances. Thus, the balances reflected below are subject to change and could result in adjustments. Any change to the amounts recorded within the investments in hotel properties will also impact depreciation and amortization expense. The following table summarizes the preliminary fair value of the assets acquired and liabilities assumed in the acquisition (in thousands): Land $ 2,752 Buildings and improvements 11,583 Furniture, fixtures, and equipment 665 15,000 Net other assets and liabilities 215 The results of operations of the hotel properties have been included in our results of operations since July 23, 2015. For both the three and nine months ended September 30, 2015, we have included total revenue of $1.4 million and net income of $305,000 , in our consolidated statements of operations. The unaudited proforma results of operations as if the acquisition had occurred on January 1, 2014 are included in the pro forma table below. Hilton Garden Inn - Wisconsin Dells On August 5, 2015, we acquired a 100% interest in the Hilton Garden Inn - Wisconsin Dells in Wisconsin Dells, Wisconsin for total consideration of $15.2 million . The acquisition was funded with cash. Subsequent to the close of the transaction, we completed the financing of a $12.0 million mortgage loan. See Note 7. We have allocated the assets acquired and liabilities assumed on a preliminary basis using the estimated fair value information currently available. This valuation is considered a Level 3 valuation technique. We are in the process of obtaining necessary information and evaluating the values assigned to investment in hotel properties and property level working capital balances. Thus, the balances reflected below are subject to change and could result in adjustments. Any change to the amounts recorded within the investments in hotel properties will also impact depreciation and amortization expense. The following table summarizes the preliminary fair value of the assets acquired and liabilities assumed in the acquisition (in thousands): Land $ 867 Buildings and improvements 13,917 Furniture, fixtures, and equipment 401 15,185 Net other assets and liabilities (39 ) The results of operations of the hotel properties have been included in our results of operations since August 5, 2015. For both the three and nine months ended September 30, 2015, we have included total revenue of $1.1 million and net income of $284,000 , in our consolidated statements of operations. The unaudited proforma results of operations as if the acquisition had occurred on January 1, 2014 are included in the pro forma table below. Hotel Indigo - Atlanta On October 15, 2015, we acquired a 100% interest in the Hotel Indigo (“Indigo Atlanta”) in Atlanta, Georgia for total consideration of $26.4 million . As part of the transaction, we assumed a mortgage loan of approximately $16.0 million . See Note 17. The results of operations of the hotel property will be included in our results of operations beginning October 15, 2015. The unaudited proforma results of operations as if the acquisition had occurred on January 1, 2014 are included in the pro forma table below. Intangible Assets and Intangible Liabilities The intangible assets and intangible liabilities of our new acquisitions noted above represent the above-market rate leases and below-market rate leases that were determined based on the comparison of rent due under the lease contracts assumed in the acquisitions to market rates for the remaining duration of the lease contracts and are amortized over their respective lease terms with expiration dates ranging from 2024 to 2102. For the three and nine months ended September 30, 2015, net amortization related to intangibles was a reduction in lease expense of $117,000 . Estimated future net amortization expense for intangible assets and intangible liabilities for each of the next five years is as follows (in thousands): Intangible Assets Intangible Liabilities 2015 $ 49 $ 99 2016 197 395 2017 197 395 2018 197 395 2019 197 395 Thereafter 10,556 14,914 Total $ 11,393 $ 16,593 Pro Forma Financial Results The following table reflects the unaudited pro forma results of operations as if all acquisitions had occurred and the applicable indebtedness was incurred on January 1, 2014 and the removal of $5.8 million of non-recurring transaction costs and gain on acquisition of the PIM Highland JV of $381.8 million . The table also reflects the removal of equity in earnings in unconsolidated entities of $2.1 million for the three months ended September 30, 2014, respectively, and the removal of equity in loss in unconsolidated entities of $3.8 million and equity in earnings in unconsolidated entity of $6.1 million for the nine months ended September 30, 2015 and 2014, respectively. These adjustments are directly attributable to the transactions for the three and nine months ended September 30, 2015 and 2014 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Total revenue $ 367,189 $ 355,565 $ 1,116,208 $ 1,058,486 Net loss (18,703 ) (21,483 ) (61,803 ) (39,570 ) |
Hotel Dispositions
Hotel Dispositions | 9 Months Ended |
Sep. 30, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Hotel Dispositions | Hotel Dispositions and Impairment Charges Effective January 1, 2015, discontinued operations according to ASU 2014-08 are defined as the disposal of components of an entity that represent strategic shifts that have (or will have) a major effect on an entity’s operations and financial results. As a result, operations of hotels sold subsequent to December 31, 2014, that are not considered strategic shifts, will continue to be reported in continuing operations, while gains/losses on disposition will be included in gain/loss on sale of property, after continuing operations. For transactions that have been classified as discontinued operations for periods prior to ASU 2014-08, we will continue to present the operating results as discontinued operations in the statements of operations for all applicable periods presented. In March 2015, we completed the sale of the Hampton Inn hotel in Terre Haute, Indiana. We included operations for this hotel through the date of disposition in income (loss) from continuing operations as shown in the consolidated statements of operations for the nine months ended September 30, 2015 and the three and nine months ended September 30, 2014, as disposition of this hotel does not represent a strategic shift in our business. The following table includes condensed financial information from this hotel (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Total hotel revenue $ — $ 795 $ 361 $ 2,015 Total hotel operating expenses — (485 ) (308 ) (1,362 ) Operating income — 310 53 653 Property taxes, insurance and other — (41 ) (40 ) (129 ) Depreciation and amortization — (198 ) (164 ) (526 ) Interest expense and amortization of loan costs — (35 ) — (292 ) Income (loss) from continuing operations — 36 (151 ) (294 ) Loss on sale of hotel property — — (1,130 ) — Net income (loss) — 36 (1,281 ) (294 ) Net (income) loss from continuing operations attributable to redeemable noncontrolling interests in operating partnership — (5 ) 147 38 Loss from continuing operations attributable to the Company $ — $ 31 $ (1,134 ) $ (256 ) In June 2015, we announced a plan to commence the process to list for sale a portfolio of approximately 24 select-service hotels. While we have determined this announcement does not meet the criteria to classify the approximately 24 select-service hotels as held for sale, we have concluded that these properties were not to be held long-term. Based on our impairment assessment of individual properties, we recorded an impairment charge of $19.9 million related to two hotel properties in the second quarter of 2015. The impairment charge occurred at the Residence Inn in Las Vegas, Nevada and the SpringHill Suites in Gaithersburg, Maryland, in the amounts of $17.1 million and $2.8 million , respectively. The impairment charges were based on methodologies discussed in Note 2, which are considered Level 3 valuation techniques. Our estimates of fair value reduced the respective carrying values of the Residence Inn in Las Vegas, Nevada and the SpringHill Suites in Gaithersburg, Maryland to $37.5 million and $15.3 million , respectively. In July 2015, as previously discussed, we announced that our board of directors declared the distribution (1) to our stockholders of approximately 4.1 million shares of common stock of Ashford Prime to be received by Ashford Trust upon redemption of Ashford Prime OP common units and (2) to the common unitholders of Ashford Trust OP of our remaining common units of Ashford Prime OP. As a result of the distribution, we no longer retain an interest in Ashford Prime. The previously deferred gain of $599,000 from the sale of the Pier House Resort in March 2014 was recognized during the three and nine months ended September 30, 2015. In November 2014, we completed the sale of the Homewood Suites hotel in Mobile, Alabama. Since this hotel sold prior to our adoption of ASU 2014-08, we will continue to present the operating results as discontinued operations in the statements of operations for all applicable periods presented. The following table includes condensed financial information from this hotel for the three and nine months ended September 30, 2014 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2014 2014 Hotel revenues $ 688 $ 2,149 Hotel operating expenses (464 ) (1,394 ) Operating income 224 755 Property taxes, insurance and other (30 ) (94 ) Depreciation and amortization (83 ) (240 ) Interest expense and amortization of loan costs (49 ) (333 ) Income from discontinued operations before income taxes 62 88 Income tax expense — — Income (loss) from discontinued operations 62 88 Income from discontinued operations attributable to redeemable noncontrolling interests in operating partnership (7 ) (11 ) Income from discontinued operations attributable to the Company $ 55 $ 77 |
Note Receivable
Note Receivable | 9 Months Ended |
Sep. 30, 2015 | |
Receivables [Abstract] | |
Note Receivable | Note Receivable At September 30, 2015 and December 31, 2014 , we had one mezzanine loan receivable with a net carrying value of $3.7 million and $3.6 million , respectively, net of a valuation allowance of $7.2 million and $7.5 million , respectively. This note is secured by one hotel property, bears interest at a rate of 6.09% , and matures in 2017. All required payments on this loan are current. Ongoing payments are treated as reductions of carrying value with related valuation allowance adjustments recorded as credits to impairment charges. |
Investment in Unconsolidated En
Investment in Unconsolidated Entities | 9 Months Ended |
Sep. 30, 2015 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investment in Unconsolidated Entities | Investment in Unconsolidated Entities We held a 71.74% common equity interest and a $25.0 million , or 50% , preferred equity interest earning an accrued but unpaid 15% annual return with priority over common equity distributions in PIM Highland JV, a 28 -hotel portfolio venture. Although we had majority ownership in PIM Highland JV, all major decisions related to the joint venture, including establishment of policies and operating procedures with respect to business affairs and incurring obligations and expenditures, were subject to the approval of an executive committee, which was comprised of four persons with us and our partner each designating two of those persons. As a result, we utilized the equity accounting method with respect to the PIM Highland JV. As previously discussed, pursuant to the Agreement, we agreed to purchase and PRISA III agreed to sell all of PRISA III’s right, title and interest in and to its approximately 28.26% interest in the PIM Highland JV. As of March 6, 2015, we own 100% of the PIM Highland JV. Prior to the acquisition of the remaining approximate 28.26% interest in the PIM Highland JV, we had a carrying value of $144.8 million at December 31, 2014 . The acquisition-date fair value of the previous equity interest was $522.8 million and is included in the measurement of the consideration transferred. We recognized a gain of $381.8 million as a result of remeasuring our equity interest in PIM Highland JV before the business combination. See Note 3 for unaudited pro forma results of operations and Note 7 for indebtedness related to the PIM Highland JV. The following tables summarize the consolidated balance sheet as of December 31, 2014 and the consolidated statements of operations for the period from January 1, 2015 through March 5, 2015 and the three and nine months ended September 30, 2014 of the PIM Highland JV (in thousands): PIM Highland JV Condensed Consolidated Balance Sheet December 31, 2014 Total assets $ 1,394,806 Total liabilities 1,166,682 Members’ equity 228,124 Total liabilities and members’ equity $ 1,394,806 Our ownership interest in PIM Highland JV $ 144,784 PIM Highland JV Condensed Consolidated Statements of Operations Three Months Ended September 30, Period from January 1 to March 5, Nine Months Ended September 30, 2015 2014 2015 2014 Total revenue $ — $ 118,659 $ 76,695 $ 353,562 Total operating expenses — (99,074 ) (69,949 ) (294,740 ) Operating income — 19,585 6,746 58,822 Interest income and other — 17 17 43 Interest expense, amortization and write-offs of deferred loan costs, discounts and premiums and exit fees — (14,570 ) (10,212 ) (44,904 ) Other expenses — — — (44 ) Income tax expense — (1,163 ) (1,222 ) (2,816 ) Net income (loss) $ — $ 3,869 $ (4,671 ) $ 11,101 Our equity in earnings (loss) of PIM Highland JV $ — $ 2,128 $ (3,836 ) $ 6,102 As previously discussed, we announced that our board of directors had declared the distribution (1) to our stockholders of approximately 4.1 million shares of common stock of Ashford Prime to be received by Ashford Trust upon redemption of Ashford Prime OP common units and (2) to the common unitholders of Ashford Trust OP of our remaining common units of Ashford Prime OP. The distribution occurred on July 27, 2015, to stockholders and common unitholders of record as of the close of business of the New York Stock Exchange on July 20, 2015. As a result of the distribution, we have no ownership interest in Ashford Prime. At December 31, 2014 , we held a 14.9% ownership interest in Ashford Prime OP. The following tables summarize the condensed consolidated balance sheets as of December 31, 2014 and the condensed consolidated statements of operations for the three and nine months ended September 30, 2015 and 2014 , of Ashford Prime OP (in thousands): Ashford Hospitality Prime Limited Partnership Condensed Consolidated Balance Sheet December 31, 2014 Total assets $ 1,229,508 Total liabilities 805,510 Partners’ capital 423,998 Total liabilities and partners’ capital $ 1,229,508 Our ownership interest in Ashford Prime OP $ 54,907 Ashford Hospitality Prime Limited Partnership Condensed Consolidated Statements of Operations Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Total revenue $ 90,759 $ 84,784 $ 261,385 $ 230,557 Total operating expenses (77,503 ) (70,086 ) (220,796 ) (196,270 ) Operating income 13,256 14,698 40,589 34,287 Equity in loss of unconsolidated entity (3,399 ) — (4,219 ) — Interest income 12 10 21 20 Other income (expense) (59 ) — 1,233 — Interest expense and amortization and write-offs of loan costs (9,348 ) (10,137 ) (28,114 ) (29,159 ) Unrealized loss on investments (5,621 ) — (5,621 ) — Unrealized gain (loss) on derivatives (2,061 ) 3 (2,101 ) (63 ) Income tax expense (62 ) (185 ) (371 ) (622 ) Net income (loss) (7,282 ) 4,389 1,417 4,463 (Income) loss from consolidated entities attributable to noncontrolling interests (1,090 ) 154 (1,068 ) 741 Net income (loss) attributable to Ashford Prime OP $ (8,372 ) $ 4,543 $ 349 $ 5,204 Our equity in earnings (loss) of Ashford Prime OP $ (453 ) $ 703 $ 874 $ 692 On February 27, 2014, we announced that our Board of Directors had approved a plan to spin-off our asset management business into a separate publicly traded company in the form of a taxable special distribution. The spin-off was completed on November 12, 2014, with a pro-rata taxable distribution of Ashford Inc.’s common stock to our common stockholders of record as of November 11, 2014. The distribution was comprised of one share of Ashford Inc. common stock for every 87 shares of our common stock held by our stockholders. In addition for each common unit of our operating partnership, the holder received a common unit of the operating limited liability company subsidiary of Ashford Inc. Each holder of common units of the operating limited liability company of Ashford Inc. could exchange up to 99% of those units for shares of Ashford Inc. stock at the rate of one share of Ashford Inc. common stock for every 55 common units. The exchange occurred on November 12, 2014, simultaneously with the distribution to common stockholders. Following the spin-off, we continue to hold approximately 598,000 shares of Ashford Inc. common stock for the benefit of our common stockholders, which represented an approximate 30.1% ownership interest in Ashford Inc. at the time of the spin-off. In connection with the spin-off, we entered into an advisory agreement with Ashford Inc. The following tables summarize the condensed balance sheets as of September 30, 2015 and December 31, 2014 and the condensed statements of operations for the three and nine months ended September 30, 2015 and 2014 of Ashford Inc. (in thousands): Ashford Inc. Condensed Balance Sheets September 30, 2015 December 31, 2014 Total assets $ 173,821 $ 49,230 Total liabilities 45,444 33,912 Redeemable noncontrolling interests in Ashford LLC 286 424 Total stockholders’ equity of Ashford Inc. 26,091 14,981 Noncontrolling interests in consolidated entities 102,000 (87 ) Total equity 128,091 14,894 Total liabilities and equity $ 173,821 $ 49,230 Our ownership interest in Ashford Inc. $ 5,857 $ 7,099 Ashford Inc. Condensed Statements of Operations Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Total revenue $ 14,496 $ 3,020 $ 42,103 $ 9,245 Total operating expenses (13,219 ) (11,882 ) (45,600 ) (40,360 ) Operating income (loss) 1,277 (8,862 ) (3,497 ) (31,115 ) Unrealized loss on investment in unconsolidated entity (1,954 ) — (3,020 ) — Unrealized loss on investments (7,861 ) — (10,851 ) — Realized gain on investments 35 — 1,070 — Other 385 — 599 — Income tax expense (1,036 ) (9 ) (1,500 ) (44 ) Net loss (9,154 ) (8,871 ) (17,199 ) (31,159 ) Loss from consolidated entities attributable to noncontrolling interests 9,208 170 13,323 170 Net loss attributable to redeemable noncontrolling interests in Ashford LLC — — 10 — Net income (loss) attributable to Ashford Inc. $ 54 $ (8,701 ) $ (3,866 ) $ (30,989 ) Our equity in earnings (loss) of Ashford Inc. $ 16 $ — $ (1,242 ) $ — In June 2015, for consideration of certain marketable securities, we obtained a 52.4% ownership interest in the REHE Fund. The REHE Fund is managed by Ashford Investment Management, LLC (“AIM”), an indirect subsidiary of Ashford Inc. As of and for the nine months ended September 30, 2015, the REHE Fund was consolidated by Ashford Inc. The REHE Fund invests substantially all of its assets in the AIM Real Estate Hedged Equity Master Fund, LP (the “Master Fund”), and as a consequence of our investment in the REHE Fund, we obtained an indirect interest in the Master Fund. Our maximum exposure of loss is limited to our investment in the REHE Fund. The following tables summarize the consolidated balance sheet as of September 30, 2015 and the consolidated statements of operations for the three and nine months ended September 30, 2015 of the REHE Fund (in thousands): AIM Real Estate Hedged Equity (U.S.) Fund, LP Condensed Balance Sheet September 30, 2015 Total assets $ 103,954 Total liabilities 11 Partners’ capital 103,943 Total liabilities and partners’ capital $ 103,954 Our ownership interest in the AIM REHE Fund $ 54,458 AIM Real Estate Hedged Equity (U.S.) Fund, LP Condensed Statements of Operations Three Months Ended September 30, Nine Months Ended September 30, 2015 2015 Total investment income $ 508 $ 732 Net expenses (205 ) (235 ) Net investment income 303 497 Net unrealized loss on investments (7,839 ) (10,829 ) Net realized gain on investments 29 1,064 Net loss attributable to the REHE Fund $ (7,507 ) $ (9,268 ) Our equity in loss of the REHE Fund $ (3,932 ) $ (4,880 ) The Master Fund generally invests in publicly traded equity securities and put and call options on publicly traded equity securities. The REHE Fund records its investment in the Master Fund at its proportionate share of net assets. Income (loss) and distributions are allocated to the REHE Fund’s partners based on their ownership percentage of the REHE Fund. Our equity in loss in the REHE Fund represents our share of the REHE Fund’s loss from June 1, 2015 through September 30, 2015. We generally may redeem our investment in the REHE Fund on the last business day of the month after providing a 45-day written notice. As of September 30, 2015, we have no unfunded commitments. We are not obligated to pay any portion of the management fee or the performance allocation in favor of the REHE Fund’s investment manager and general partner, respectively, but do share pro rata in all other applicable expenses of the REHE Fund. Additionally, as of September 30, 2015 and December 31, 2014 , we had a 14.4% subordinated beneficial interest in a trust that holds the Four Seasons hotel property in Nevis, which had a zero carrying value. |
Indebtedness
Indebtedness | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Indebtedness | Indebtedness Indebtedness consisted of the following (in thousands): Indebtedness Collateral Maturity Interest Rate September 30, 2015 December 31, 2014 Mortgage loan 10 hotels July 2015 5.22% $ — $ 145,278 Mortgage loan (4) 5 hotels November 2015 Greater of 6.40% or LIBOR (1) + 6.15% — 211,000 Mortgage loan 8 hotels December 2015 5.70% 91,098 92,772 Mortgage loan 5 hotels February 2016 5.53% 103,362 105,164 Mortgage loan 5 hotels February 2016 5.53% 74,251 75,546 Mortgage loan (2)(6) 5 hotels February 2016 LIBOR (1) + 4.75% 200,000 200,000 Mortgage loan (2) 7 hotels August 2016 LIBOR (1) + 4.35% 301,000 301,000 Mortgage loan (2) 5 hotels August 2016 LIBOR (1) + 4.38% 62,900 62,900 Mortgage loan (2) 1 hotel August 2016 LIBOR (1) + 4.20% 37,500 37,500 Mortgage loan (2) 8 hotels January 2017 LIBOR (1) + 4.95% 376,800 — Mortgage loan (5) 24 hotels April 2017 LIBOR (1) + 4.39% 1,070,560 — Mortgage loan (2) 1 hotel April 2017 LIBOR (1) + 4.95% 33,300 — Mortgage loan 5 hotels April 2017 5.95% 110,707 111,869 Mortgage loan 5 hotels April 2017 5.95% 99,508 100,552 Mortgage loan 5 hotels April 2017 5.95% 151,413 153,002 Mortgage loan 7 hotels April 2017 5.95% 121,113 122,384 Mortgage loan (2) 1 hotel May 2017 LIBOR (1) + 5.10% 25,100 — Mortgage loan (2) 1 hotel June 2017 LIBOR (1) + 5.10% 43,750 — Mortgage loan (2) 8 hotels July 2017 LIBOR (1) + 4.09% 144,000 — Mortgage loan (2) 1 hotel July 2017 LIBOR (1) + 4.15% 35,200 — Mortgage loan (2) 1 hotel July 2017 LIBOR (1) + 5.10% 40,500 — Mortgage loan 1 hotel January 2018 4.38% 98,471 — Mortgage loan 2 hotels January 2018 4.44% 107,703 — Mortgage loan (7) 1 hotel July 2018 LIBOR (1) + 4.50% 21,200 — Mortgage loan (7) 1 hotel August 2018 LIBOR (1) + 4.95% 12,000 — Mortgage loan (3) 1 hotel July 2019 LIBOR (1) + 3.75% 5,524 5,525 Mortgage loan 1 hotel November 2020 6.26% 98,800 99,780 Mortgage loan 1 hotel January 2024 5.49% 10,566 10,673 Mortgage loan 1 hotel January 2024 5.49% 7,240 7,313 Mortgage loan 1 hotel May 2024 4.99% 6,771 6,845 Mortgage loan 3 hotels August 2024 5.20% 67,520 67,520 Mortgage loan 2 hotels August 2024 4.85% 12,500 12,500 Mortgage loan 3 hotels August 2024 4.90% 24,980 24,980 Mortgage loan 3 hotels February 2025 4.45% 54,397 — Mortgage loan 2 hotels February 2025 4.45% 24,276 — Mortgage loan 2 hotels February 2025 4.45% 21,031 — 3,695,041 1,954,103 Premiums 3,344 — Total $ 3,698,385 $ 1,954,103 ____________________________________ (1) LIBOR rates were 0.193% and 0.171% at September 30, 2015 and December 31, 2014 , respectively. (2) This mortgage loan has three one -year extension options subject to satisfaction of certain conditions. (3) This mortgage loan provides for an interest rate of LIBOR + 3.75% with a 0 .25% LIBOR floor for the first 18 months and is fixed at 4.0% thereafter. (4) This mortgage loan had three one -year extension options subject to satisfaction of certain conditions. The first one -year extension period began in November 2014. (5) This mortgage loan has four one -year extension options subject to satisfaction of certain conditions. (6) This mortgage loan has a LIBOR floor of 0.20% . (7) This mortgage loan has two one -year extension options subject to satisfaction of certain conditions. On January 2, 2015, we refinanced two mortgage loans totaling $356.3 million . The refinance included our $211.0 million mortgage loan due November 2015 and the $145.3 million mortgage loan due July 2015. The new loans initially totaled $477.3 million . The new loans included a $376.8 million mortgage loan due January 2017, a $54.8 million mortgage loan due February 2025, a $24.5 million mortgage loan due February 2025 and a $21.2 million mortgage loan due February 2025. The $376.8 million mortgage loan is interest only and provides for a floating interest rate of LIBOR + 4.95%. The stated maturity is January 2017, with three one-year extension options. The three mortgage loans totaling $100.5 million due February 2025 bear interest at a fixed rate of 4.45%. The stated maturity date for each of these loans is February 2025. The new loans continue to be secured by the same 15 hotel properties. On March 25, 2015, we completed the financing of a $33.3 million mortgage loan, secured by the Memphis Marriott. The mortgage loan is interest only and provides for a floating interest rate of LIBOR + 4.95%. The stated maturity is April 2017, with three one-year extension options. As previously discussed in Note 1, pursuant to the Agreement, we acquired the remaining approximate 28.26% interest in the PIM Highland JV. The transaction closed on March 6, 2015. Subsequent to the close of the transaction, $907.6 million of assumed mortgage loans due March 2015 were refinanced with a $1.07 billion non-recourse mortgage loan due April 2017. The new loan provides for an interest rate of LIBOR plus 4.39% . Additionally we assumed two mortgage loans which include a $99.3 million mortgage due January 2018 with a fixed interest rate of 4.38% and a $108.6 million mortgage loan due January 2018 with a fixed interest rate of 4.44% . On April 17, 2015, we completed the financing of a $25.1 million mortgage loan, secured by the Lakeway Resort. The mortgage loan is interest only and provides for a floating interest rate of LIBOR + 5.10%. The stated maturity is May 2017, with three one-year extension options. On June 3, 2015, we completed the financing of a $43.8 million mortgage loan, secured by the Le Pavillon. The mortgage loan is interest only and provides for a floating interest rate of LIBOR + 5.10%. The stated maturity is June 2017, with three one-year extension options. On June 17, 2015, we completed the financing of two mortgage loans totaling $179.2 million , secured by the Rockbridge Portfolio. The financing includes a $144.0 million mortgage loan, secured by eight of the nine hotel properties. The mortgage loan is interest only and provides for a floating interest rate of LIBOR + 4.09%. The stated maturity is July 2017, with three one-year extension options. The financing also includes a $35.2 million mortgage loan, secured by the Sheraton Ann Arbor hotel in Ann Arbor, Michigan. The mortgage loan is interest only and provides for a floating rate of LIBOR + 4.15%. The stated maturity is July 2017, with three one-year extension options. On June 24, 2015, we completed the financing of a $21.2 million mortgage loan, secured by the Hampton Inn Gainesville. The mortgage loan is interest only and provides for a floating interest rate of LIBOR + 4.50%. The stated maturity is July 2018, with two one-year extension options. On July 1, 2015, we completed the financing of a $40.5 million mortgage loan, secured by the W Atlanta. The mortgage loan is interest only and provides for a floating interest rate of LIBOR + 5.10%. The stated maturity is July 2017, with three one-year extension options. On August 5, 2015, we completed the financing of a $12.0 million mortgage loan, secured by the Hilton Garden Inn - Wisconsin Dells. The mortgage loan is interest only and provides for a floating interest rate of LIBOR + 4.95%. The stated maturity is August 2018, with two one-year extension options. During the three and nine months ended September 30, 2015 , we recognized premium amortization of $365,000 and $976,000 , respectively. The amortization of the premium is computed using a method that approximates the effective interest method, which is included in interest expense and amortization of premiums and loan costs in the consolidated statements of operations. We are required to maintain certain financial ratios under various debt and related agreements. If we violate covenants in any debt or related agreement, we could be required to repay all or a portion of our indebtedness before maturity at a time when we might be unable to arrange financing for such repayment on attractive terms, if at all. The assets of certain of our subsidiaries are pledged under non-recourse indebtedness and are not available to satisfy the debts and other obligations of Ashford Trust or Ashford Trust OP, our operating partnership, and the liabilities of such subsidiaries do not constitute the obligations of Ashford Trust or Ashford Trust OP. Presently, our existing financial covenants are non-recourse and primarily relate to maintaining minimum debt coverage ratios, maintaining an overall minimum net worth, maintaining a maximum loan to value ratio, and maintaining an overall minimum total assets. As of September 30, 2015 , we were in compliance in all material respects with all covenants or other requirements set forth in our debt and related agreements as amended. |
Income (Loss) Per Share
Income (Loss) Per Share | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Income (Loss) Per Share | Income (Loss) Per Share Basic income (loss) per common share is calculated using the two-class method by dividing net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding during the period. Diluted income (loss) per common share is calculated using the two-class method, or treasury stock method if more dilutive, and reflects the potential dilution that could occur if securities or other contracts to issue common shares were exercised or converted into common shares, whereby such exercise or conversion would result in lower income per share. The following table reconciles the amounts used in calculating basic and diluted income (loss) per share (in thousands, except per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Income (loss) allocated to common stockholders: Income (loss) from continuing operations attributable to the Company $ (16,321 ) $ (13,550 ) $ 292,931 $ (17,546 ) Less: Dividends on preferred stock (8,490 ) (8,490 ) (25,471 ) (25,471 ) Less: Dividends on common stock (11,281 ) (10,661 ) (35,216 ) (30,930 ) Less: Dividends on unvested restricted shares (176 ) (73 ) (517 ) (231 ) Less: Undistributed income from continuing operations allocated to unvested shares — — (2,713 ) — Undistributed income (loss) (36,268 ) (32,774 ) 229,014 (74,178 ) Add back: Dividends on common stock 11,281 10,661 35,216 30,930 Distributed and undistributed income (loss) from continuing operations - basic $ (24,987 ) $ (22,113 ) $ 264,230 $ (43,248 ) Add back: Income from continuing operations allocated to operating partnership units — — 39,616 — Distributed and undistributed net income (loss) - diluted $ (24,987 ) $ (22,113 ) $ 303,846 $ (43,248 ) Income from discontinued operations allocated to common stockholders: Income from discontinued operations attributable to the Company $ — $ 55 $ — $ 77 Weighted average shares outstanding: Weighted average common shares outstanding - basic 95,888 90,322 97,061 86,961 Effect of assumed conversion of operating partnership units — — 18,499 — Weighted average shares outstanding - diluted 95,888 90,322 115,560 86,961 Basic income (loss) per share: Income (loss) from continuing operations allocated to common stockholders per share $ (0.26 ) $ (0.24 ) $ 2.72 $ (0.50 ) Income from discontinued operations allocated to common stockholders per share — — — — Net income (loss) allocated to common stockholders per share $ (0.26 ) $ (0.24 ) $ 2.72 $ (0.50 ) Diluted income (loss) per share: Income (loss) from continuing operations allocated to common stockholders per share $ (0.26 ) $ (0.24 ) $ 2.63 $ (0.50 ) Income from discontinued operations allocated to common stockholders per share — — — — Net income (loss) allocated to common stockholders per share $ (0.26 ) $ (0.24 ) $ 2.63 $ (0.50 ) Due to the anti-dilutive effect, the computation of diluted income (loss) per share does not reflect adjustments for the following items (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Income (loss) from continuing operations allocated to common stockholders is not adjusted for: Income allocated to unvested restricted shares $ 176 $ 73 $ 3,230 $ 231 Net loss attributable to noncontrolling interest in operating partnership units (3,193 ) (2,592 ) — (4,245 ) Total $ (3,017 ) $ (2,519 ) $ 3,230 $ (4,014 ) Weighted average diluted shares are not adjusted for: Effect of unvested restricted shares 543 148 440 111 Effect of assumed conversion of operating partnership units 18,581 19,926 — 19,725 Total 19,124 20,074 440 19,836 |
Derivative Instruments and Hedg
Derivative Instruments and Hedging | 9 Months Ended |
Sep. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging | Derivative Instruments and Hedging Interest Rate Derivatives —We are exposed to risks arising from our business operations, economic conditions and financial markets. To manage these risks, we primarily use interest rate derivatives and interest rate floors to hedge our debt and our cash flows. The interest rate derivatives currently include interest rate caps and interest rate floors. These derivatives are subject to master netting settlement arrangements. As of September 30, 2015 , maturities on these instruments range from November 2015 to July 2020 . To mitigate the nonperformance risk, we routinely rely on a third party’s analysis of the creditworthiness of the counterparties, which supports our belief that the counterparties’ nonperformance risk is limited. All derivatives are recorded at fair value. For the nine months ended September 30, 2015, we entered into interest rate caps with notional amounts totaling $1.8 billion and strike rates ranging from 1.50% to 3.00% . These interest rate caps had effective dates from January 2015 to August 2015 , and maturity dates from January 2017 to August 2018 , for a total cost of $1.8 million . These instruments were not designated as a cash flow hedges. These instruments cap the interest rates on our mortgage loans with principal balances of $1.8 billion and maturity dates from January 2017 to August 2018 . We also entered into interest rate floors with notional amounts totaling $6.0 billion and strike rates ranging from (0.25)% to zero percent. These interest rate floors had effective dates from April 2015 to July 2015 , and maturity dates from April 2020 to July 2020 , for a total cost of $9.4 million . For the nine months ended September 30, 2014, we entered into interest rate caps with notional amounts totaling $736.1 million and strike rates ranging from 2.00% to 2.59% . These interest rate caps had effective dates from January 2014 to August 2014 , and maturity dates from May 2015 to August 2016 , for a total cost of $661,000 . These instruments were not designated as cash flow hedges. At September 30, 2014, we had instruments capping the interest rates on our mortgage loans with principal balances totaling $601.4 million and maturity dates from February 2016 to August 2016 . Credit Default Swap Derivatives —A credit default swap is a derivative contract that functions like an insurance policy against the credit risk of an entity or obligation. The seller of protection assumes the credit risk of the reference obligation from the buyer (us) of protection in exchange for annual premium payments. If a default or a loss, as defined in the credit default swap agreements, occurs on the underlying bonds, then the buyer of protection is protected against those losses. The only liability for us, the buyer, is the annual premium and any change in value of the underlying CMBX index (if the trade is terminated prior to maturity). For all CMBX trades completed to date, we were the buyer of protection. Credit default swaps are subject to master-netting settlement arrangements and credit support annexes. Assuming the underlying bonds pay off at par over their remaining average life, our total exposure for these trades was approximately $3.2 million as of September 30, 2015 . Cash collateral is posted by us as well as our counterparties. We offset the fair value of the derivative and the obligation/right to return/reclaim cash collateral. The change in market value of credit default swaps is settled net through posting cash collateral or reclaiming cash collateral between us and our counterparties when the change in market value is over $250,000 . In April 2015, February 2015 and August 2011, we entered into credit default swap transactions for notional amounts of $45.0 million , $45.0 million and $100.0 million , respectively, to hedge financial and capital market risk for upfront costs of $1.1 million , $1.6 million and $8.2 million , respectively, that was subsequently returned to us as collateral by our counterparties. The net carrying value of these credit default swaps was an asset of $783,000 and liability of $184,000 as of September 30, 2015 and December 31, 2014 , respectively, which are included in “derivative assets, net” and “liabilities associated with marketable securities and other,” respectively, in the consolidated balance sheets. We recognized an unrealized gain of $992,000 and $797,000 for the three and nine months ended September 30, 2015 and an unrealized gain of $86,000 and an unrealized loss of $331,000 for the three and nine months ended September 30, 2014, respectively, which are included in “unrealized loss on derivatives” in the consolidated statements of operations. Futures Contracts —In September 2015, we entered into Eurodollar futures for upfront costs, including commissions, of $743,000 and maturity dates ranging from September 2016 to March 2017 . The carrying value of these futures contracts was an asset of $625,000 as of September 30, 2015 , which are included in “derivative assets, net” in the consolidated balance sheets. No unrealized gain or loss was recognized for the three and nine ended September 30, 2015 . Marketable Securities and Liabilities Associated with Marketable Securities and other —We invested in publicly traded equity securities and put and call options on certain publicly traded equity securities, which were considered derivatives. At September 30, 2015 , we had no investments in these derivatives. At December 31, 2014 , we had investments in these derivatives totaling $654,000 and liabilities of $997,000 . |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Fair Value Hierarchy —For disclosure purposes, financial instruments, whether measured at fair value on a recurring or nonrecurring basis or not measured at fair value, are classified in a hierarchy consisting of three levels based on the observability of valuation inputs in the market place as discussed below: • Level 1: Fair value measurements that are quoted prices (unadjusted) in active markets that we have the ability to access for identical assets or liabilities. Market price data generally is obtained from exchange or dealer markets. • Level 2: Fair value measurements based on inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs include quoted prices for similar assets and liabilities in active markets and inputs other than quoted prices that are observable for the asset or liability, such as interest rates and yield curves that are observable at commonly quoted intervals. • Level 3: Fair value measurements based on valuation techniques that use significant inputs that are unobservable. The circumstances for using these measurements include those in which there is little, if any, market activity for the asset or liability. Fair values of interest rate swaps are determined using the market standard methodology of netting the discounted future fixed cash receipts/payments and the discounted expected variable cash payments/receipts. Fair values of interest rate caps, floors, flooridors, and corridors are determined using the market standard methodology of discounting the future expected cash receipts that would occur if variable interest rates fell below the strike rates of the floors or rise above the strike rates of the caps. Variable interest rates used in the calculation of projected receipts and payments on the swaps, caps, and floors are based on an expectation of future interest rates derived from observable market interest rate curves (LIBOR forward curves) and volatilities (Level 2 inputs). We also incorporate credit valuation adjustments (Level 3 inputs) to appropriately reflect both our own nonperformance risk and the respective counterparty’s nonperformance risk. Fair values of credit default swaps are obtained from a third party who publishes various information including the index composition and price data (Level 2 inputs). The fair value of credit default swaps does not contain credit-risk-related adjustments as the change in fair value is settled net through posting cash collateral or reclaiming cash collateral between us and our counterparty. Fair values of interest rate floors are determined by obtaining the last market bid prices from several counterparties for a similar investment as of the measurement date. The bids (the Level 2 inputs) used in the calculation of fair value are reviewed across each counterparty and are accessed individually to determine the relevant fair value of each floor. Fair values of futures contracts are valued at their last reported settlement price as of the measurement date (Level 1 inputs). The fair value of futures contracts have minimal counterparty risk since futures contracts are exchange-traded and the exchange’s clearinghouse, as the counterparty to all exchange-traded futures, guarantees the futures against default. Fair values of marketable securities and liabilities associated with marketable securities, including public equity securities, equity put and call options, and other investments, are based on their quoted market closing prices (Level 1 inputs). When a majority of the inputs used to value our derivatives fall within Level 2 of the fair value hierarchy, the derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy. However, when valuation adjustments associated with our derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by us and our counterparties, which we consider significant ( 10% or more) to the overall valuation of our derivatives, the derivative valuations in their entirety are classified in Level 3 of the fair value hierarchy. Transfers of inputs between levels are determined at the end of each reporting period. In determining the fair values of our derivatives at September 30, 2015 , the LIBOR interest rate forward curve (Level 2 inputs) assumed an uptrend from 0.19% to 1.43% for the remaining term of our derivatives. Credit spreads (Level 3 inputs) used in determining the fair values of hedge and non-hedge designated derivatives assumed an uptrend in nonperformance risk for us and all of our counterparties through the maturity dates. Assets and Liabilities Measured at Fair Value on a Recurring Basis The following table presents our assets and liabilities measured at fair value on a recurring basis aggregated by the level within which measurements fall in the fair value hierarchy (in thousands): Quoted Market Prices (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Counterparty and Cash Collateral Netting (4) Total September 30, 2015: Assets Derivative assets: Interest rate derivatives - non-hedge $ — $ 4,164 $ — $ — $ 4,164 (1) Credit default swaps — 3,911 — (3,128 ) 783 (1) Futures contracts 625 — — — 625 (1) Total $ 625 $ 8,075 $ — $ (3,128 ) $ 5,572 December 31, 2014: Assets Derivative assets: Interest rate derivatives - non-hedge $ — $ 182 $ — $ — $ 182 (1) Equity put options 653 — — — 653 (2) Equity call options 1 — — — 1 (2) Non-derivative assets: Equity securities 57,941 — — — 57,941 (2) U.S. treasury securities 4,622 — — — 4,622 (2) Total 63,217 182 — — 63,399 Liabilities Derivative liabilities: Credit default swaps — 379 — (563 ) (184 ) (3) Short equity put options (216 ) — — — (216 ) (3) Short equity call options (781 ) — — — (781 ) (3) Non-derivative liabilities: Short equity securities (17 ) — — — (17 ) (3) Margin account balance (5,003 ) — — — (5,003 ) (3) Total (6,017 ) 379 — (563 ) (6,201 ) Net $ 57,200 $ 561 $ — $ (563 ) $ 57,198 ____________________________________ (1) Reported net as “derivative assets, net” in the consolidated balance sheets. (2) Reported as “marketable securities” in the consolidated balance sheets. (3) Reported as “liabilities associated with marketable securities and other” in the consolidated balance sheets. (4) Represents cash collateral posted by our counterparty. Effect of Fair-Value-Measured Assets and Liabilities on Consolidated Statements of Operations The following tables summarize the effect of fair-value-measured assets and liabilities on the consolidated statements of operations for the three and nine months ended September 30, 2015 and 2014 (in thousands): Gain (Loss) Recognized in Income Reclassified from Accumulated OCI into Interest Expense Three Months Ended September 30, Three Months Ended September 30, 2015 2014 2015 2014 Assets Derivative assets: Interest rate derivatives $ (3,742 ) $ (156 ) $ — $ — Credit default swaps 992 (5) 65 — — Equity put options — (112 ) — — Equity call options — (3 ) — — Non-derivative assets: Equity — (699 ) — — U.S. Treasury — 87 — — Total (2,750 ) (818 ) — — Liabilities Derivative liabilities: Short-equity put options — 102 — — Short-equity call options — 212 — — Total — 314 — — Net $ (2,750 ) $ (504 ) $ — $ — Total combined Interest rate derivatives $ (3,742 ) $ (156 ) $ — $ — Credit default swaps 992 86 — — Total derivatives (2,750 ) (1) (70 ) (1) — — Unrealized loss on marketable securities — (2,875 ) (3) — — Realized gain on marketable securities — 2,441 (2) (4) — — Net $ (2,750 ) $ (504 ) $ — $ — Gain (Loss) Recognized in Income Reclassified from Accumulated OCI into Interest Expense Nine Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Assets Derivative assets: Interest rate derivatives $ (7,200 ) $ (349 ) $ — $ 100 Credit default swaps 797 (5) (394 ) Equity put options (1,717 ) (1,093 ) — — Equity call options 26 (126 ) — — Non-derivative assets: Equity - American Depositary Receipt (150 ) — — — Equity 1,072 2,145 — — U.S. Treasury 314 391 — — Total (6,858 ) 574 — 100 Liabilities Derivative liabilities: Short equity put options 1,002 46 — — Short equity call options 1,470 235 — — Non-derivative liabilities: Short equity securities 78 — — — Total 2,550 281 — — Net $ (4,308 ) $ 855 $ — $ 100 Total combined Interest rate derivatives $ (7,200 ) $ (349 ) $ — $ 100 Credit default swaps 797 (331 ) — — Total derivatives (6,403 ) (1) (680 ) (1) — 100 Unrealized gain (loss) on marketable securities 127 (3) (3,818 ) (3) — — Realized gain on marketable securities 1,968 (2) 5,353 (2) (4) — — Net $ (4,308 ) $ 855 $ — $ 100 ____________________________________ (1) Reported as “unrealized loss on derivatives” in the consolidated statements of operations. (2) Included in “other income (expense)” in the consolidated statements of operations. (3) Reported as “unrealized gain (loss) on marketable securities” in the consolidated statements of operations. (4) Includes costs of $21 and $63 for the three and nine months ended September 30, 2014, respectively, associated with credit default swaps. (5) Excludes costs of $130 and $319 , included in “other income (expense)” for the three and nine months ended September 30, 2015 , respectively, associated with credit default swaps. There was no change in fair value of our interest rate derivatives that were recognized in other comprehensive loss for the three and nine months ended September 30, 2014. |
Summary of Fair Value of Financ
Summary of Fair Value of Financial Instruments | 9 Months Ended |
Sep. 30, 2015 | |
Investments, All Other Investments [Abstract] | |
Summary of Fair Value of Financial Instruments | Summary of Fair Value of Financial Instruments Determining estimated fair values of our financial instruments such as notes receivable and indebtedness requires considerable judgment to interpret market data. Market assumptions and/or estimation methodologies used may have a material effect on estimated fair value amounts. Accordingly, estimates presented are not necessarily indicative of amounts at which these instruments could be purchased, sold, or settled. Carrying amounts and estimated fair values of financial instruments, for periods indicated, were as follows (in thousands): September 30, 2015 December 31, 2014 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value Financial assets and liabilities measured at fair value: Marketable securities $ — $ — $ 63,217 $ 63,217 Derivative assets, net 5,572 5,572 182 182 Liabilities associated with marketable securities and other — — 6,201 6,201 Financial assets not measured at fair value: Cash and cash equivalents $ 185,981 $ 185,981 $ 215,063 $ 215,063 Restricted cash 146,220 146,220 85,830 85,830 Accounts receivable, net 53,037 53,037 22,399 22,399 Note receivable, net 3,695 3,265 to 3,609 3,553 3,049 to 3,370 Due from affiliates — — 3,473 3,473 Due from Ashford Prime OP, net — — 896 896 Due from third-party hotel managers 37,947 37,947 12,241 12,241 Financial liabilities not measured at fair value: Indebtedness $ 3,698,385 $3,553,326 to $3,927,365 $ 1,954,103 $1,905,801 to $2,106,413 Accounts payable and accrued expenses 141,404 141,404 71,118 71,118 Dividends payable 22,679 22,679 21,889 21,889 Due to Ashford Inc., net 9,893 9,893 8,202 8,202 Due to Ashford Prime OP, net 110 110 — — Due to related party, net 470 470 1,867 1,867 Due to third-party hotel managers 2,424 2,424 1,640 1,640 Cash, cash equivalents, and restricted cash . These financial assets bear interest at market rates and have maturities of less than 90 days. The carrying value approximates fair value due to their short-term nature. This is considered a Level 1 valuation technique. Accounts receivable, net, accounts payable and accrued expenses, dividends payable, due to/from Ashford Prime OP, due to/from related party, due from affiliates, due to/from Ashford Inc. and due to/from third-party hotel managers. The carrying values of these financial instruments approximate their fair values due to their short-term nature. This is considered a Level 1 valuation technique. Note receivable, net. Fair value of notes receivable is determined using similar loans with similar collateral. We relied on our internal analysis of what we believe a willing buyer would pay for this note. We estimated the fair value of the note receivable to be approximately 11.6% to 2.3% lower than the carrying value of $3.7 million at September 30, 2015 and approximately 14.2% to 5.2% lower than the carrying value of $3.6 million at December 31, 2014 . This is considered a Level 2 valuation technique. Marketable securities . Marketable securities consist of U.S. treasury bills, publicly traded equity securities, and put and call options on certain publicly traded equity securities. The fair value of these investments is based on quoted market closing prices at the balance sheet dates. See Notes 2, 9 and 10 for a complete description of the methodology and assumptions utilized in determining fair values. Indebtedness. Fair value of indebtedness is determined using future cash flows discounted at current replacement rates for these instruments. Cash flows are determined using a forward interest rate yield curve. Current replacement rates are determined by using the U.S. Treasury yield curve or the index to which these financial instruments are tied and adjusted for credit spreads. Credit spreads take into consideration general market conditions, maturity, and collateral. We estimated the fair value of total indebtedness to be approximately 96.1% to 106.2% of the carrying value of $3.7 billion at September 30, 2015 and approximately 97.5% to 107.8% of the carrying value of $2.0 billion at December 31, 2014 . This is considered a Level 2 valuation technique. Derivative assets and liabilities associated with marketable securities and other. Fair value of interest rate derivatives is determined using the net present value of expected cash flows of each derivative based on the market-based interest rate curve and adjusted for credit spreads of us and our counterparties. Fair values of credit default swap derivatives are obtained from a third party who publishes the CMBX index composition and price data. Fair value of interest rate floors is determined by obtaining the last market bid prices from several counterparties for a similar investment as of the measurement date. Fair values of futures contracts are valued at their last reported settlement price as of the measurement date. Liabilities associated with marketable securities and other consists of a margin account balance, short public equity securities and short equity put and call options. Fair value is determined based on quoted market closing prices at the balance sheet dates. See Notes 2, 9 and 10 for a complete description of the methodology and assumptions utilized in determining fair values. |
Redeemable Noncontrolling Inter
Redeemable Noncontrolling Interests in Operating Partnership | 9 Months Ended |
Sep. 30, 2015 | |
Redeemable Noncontrolling Interest, Equity, Carrying Amount [Abstract] | |
Redeemable Noncontrolling Interests in Operating Partnership | Redeemable Noncontrolling Interests in Operating Partnership Redeemable noncontrolling interests in the operating partnership represents the limited partners’ proportionate share of equity in earnings/losses of the operating partnership, which is an allocation of net income/loss attributable to the common unitholders based on the weighted average ownership percentage of these limited partners’ common units of limited partnership interest in the operating partnership (“common units”) and the units issued under our Long-Term Incentive Plan (the “LTIP units”) that are vested throughout the period plus distributions paid to the limited partners with regard to the Class B common units. Class B common units have a fixed dividend rate of 7.2% and have priority in payment of cash dividends over common units but otherwise have no preference over common units. Aside from the Class B common units, all other outstanding units represent common units. Beginning one year after issuance, each common unit (including each Class B common unit) may be redeemed for either cash or, at our sole discretion, up to one share of our common stock. Beginning in July 2016, each Class B common unit may be converted into a common unit at either party’s discretion. As a result of the Ashford Inc. spin-off, holders of our common stock were distributed one share of Ashford Inc. common stock for every 87 shares of our common stock, while our unitholders received one common unit of the operating limited liability company subsidiary of Ashford Inc. for each common unit of our operating partnership the holder held, and such holder then had the opportunity to exchange up to 99% of those units for shares of Ashford Inc. common stock at the rate of one share of Ashford Inc. common stock for every 55 common units. Following the spin-off, Ashford Hospitality Trust, Inc. continues to hold 598,000 shares of Ashford Inc. common stock for the benefit of its common stockholders, and all of our remaining lodging investments are owned by Ashford Trust OP. Therefore, each common unit and LTIP unit was worth approximately 93% and 94% of one share of our common stock at September 30, 2015 and December 31, 2014 , respectively. LTIP units, which are issued to certain executives and employees of Ashford LLC as compensation, have vesting periods ranging from three to five years. Additionally, certain independent members of the Board of Directors have elected to receive LTIP units as part of their compensation, which are fully vested upon grant. Upon reaching economic parity with common units, each vested LTIP unit can be converted by the holder into one common unit which can then be redeemed for cash or, at our election, settled in our common stock. An LTIP unit will achieve parity with the common units upon the sale or deemed sale of all or substantially all of the assets of the operating partnership at a time when our stock is trading at a level in excess of the price it was trading on the date of the LTIP issuance. More specifically, LTIP units will achieve full economic parity with common units in connection with (i) the actual sale of all or substantially all of the assets of the operating partnership or (ii) the hypothetical sale of such assets, which results from a capital account revaluation, as defined in the partnership agreement, for the operating partnership. As of September 30, 2015 , we have issued a total of 8.7 million LTIP units, all of which, other than approximately 662,000 units and 43,000 units, issued in March 2015 and May 2015 , respectively, have reached full economic parity with, and are convertible into, common units. Expense of $174,000 and $1.1 million was recognized for the three and nine months ended September 30, 2015 , respectively, all of which was associated with LTIP units issued to Ashford LLC’s employees and is included in “advisory services fee” in our consolidated statements of operations. As the LTIP units are issued to non-employees, the compensation expense was determined based on the share price as of the end of the period. Compensation expense of $4.0 million and $14.6 million associated with the issuance of LTIP units was recognized for the three and nine months ended September 30, 2014, respectively, while we were self-advised. The fair value of the unrecognized cost of LTIP units, which was $3.0 million at September 30, 2015 , will be expensed over a period of 2.5 years. During the nine months ended September 30, 2015 , 152,000 common units with an aggregate fair value of $1.5 million , were redeemed by the holder and, at our election, we issued shares of our common stock to satisfy the redemption price. During the three months ended September 30, 2015 , no common units were redeemed. During the three and nine months ended September 30, 2014, 160,000 common units with an aggregate fair value of $1.8 million were redeemed by the holder and, at our election, we issued shares of our common stock to satisfy the redemption price. Redeemable noncontrolling interests, including vested LTIP units, in our operating partnership as of September 30, 2015 and December 31, 2014 were $114.7 million and $177.1 million , respectively, which represents ownership of our operating partnership of 13.28% and 13.01% , respectively. The carrying value of redeemable noncontrolling interests as of September 30, 2015 and December 31, 2014 included adjustments of $84.8 million and $169.3 million , respectively, to reflect the excess of the redemption value over the accumulated historical costs. Redeemable noncontrolling interests were allocated net loss of $3.2 million and net income of $39.6 million for the three and nine months ended September 30, 2015 , respectively, and net loss of $2.6 million and $4.2 million for the three and nine months ended September 30, 2014, respectively. We declared aggregate cash distributions to holders of common units and holders of LTIP units of $2.7 million and $8.2 million for the three and nine months ended September 30, 2015 , respectively, and $2.7 million and $8.1 million for each of the three and nine months ended September 30, 2014, respectively. These distributions are recorded as a reduction of redeemable noncontrolling interests in operating partnership. |
Equity and Equity-Based Compens
Equity and Equity-Based Compensation | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Equity and Equity-Based Compensation | Equity and Equity-Based Compensation Equity Offering —On January 29, 2015, we commenced a follow-on public offering of 9.5 million shares of common stock. The offering priced on January 30, 2015, at $10.65 per share for gross proceeds of $101.2 million . We granted the underwriters a 30-day option to purchase up to an additional 1.425 million shares of common stock. On February 10, 2015, the underwriters partially exercised their option and purchased an additional 1.029 million shares of our common stock at a price of $10.65 per share less the underwriting discount. Common Stock Repurchase —On July 31, 2015, we entered into a block trade with an unaffiliated third party, pursuant to a sale arrangement between the Company, Ashford Inc. and Ashford Prime. The block trade included the repurchase and retirement of approximately 5.8 million shares of our common stock at a price of $9.00 per share for a total cost of approximately $51.8 million . The sale arrangement and block trade were evaluated and approved by the independent members of our board of directors. The block trade purchase price and other terms of the sale arrangement were the result of negotiations with the third party. We did not receive any concessions or economic benefits from Ashford Inc. pertaining to our current contractual arrangements with Ashford Inc. in connection with this block trade. The block trade settled on August 4, 2015. Common Stock Dividends —For each of the 2015 and 2014 quarters, the Board of Directors declared quarterly dividends of $0.12 per outstanding share of common stock with an annualized target of $0.48 per share for 2015 . Equity-Based Compensation —Stock-based compensation expense for the three and nine months ended September 30, 2015 , was $402,000 and $1.4 million , respectively, which is associated with restricted shares of our common stock issued to Ashford LLC’s employees, Ashford Trust’s Directors and certain employees of Remington Lodging and are included in “advisory services fee”, “corporate, general and administrative” and “management fees”, respectively, in our consolidated statements of operations. We recognized compensation expense related to restricted shares of our common stock of $766,000 and $2.4 million for the three and nine months ended September 30, 2014 , respectively, while we were self-advised. The fair value of the unrecognized cost of restricted shares, which was $5.8 million at September 30, 2015 , will be expensed over a period of approximately 2.5 years. Preferred Dividends —During the three months ended September 30, 2015 , the Board of Directors declared quarterly dividends of $0.5344 per share for our 8.55% Series A preferred stock, $0.5281 per share for our 8.45% Series D preferred stock, and $0.5625 per share for our 9.00% Series E preferred stock. During the three months ended September 30, 2014 , the Board of Directors declared quarterly dividends of $0.5344 per share for our 8.55% Series A preferred stock, $0.5281 per share for our 8.45% Series D preferred stock and $0.5625 per share for our 9.00% Series E preferred stock. Noncontrolling Interests in Consolidated Entities —Our noncontrolling entity partner had an ownership interest of 15% in two hotel properties and a total carrying value of $792,000 and $800,000 at September 30, 2015 and December 31, 2014 , respectively. Our ownership interest is reported in equity in the consolidated balance sheets. Noncontrolling interests in consolidated entities were allocated income of $3,000 and loss of $8,000 for the three and nine months ended September 30, 2015 , respectively, and allocated losses of $124,000 and $146,000 for the three and nine months ended September 30, 2014, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Restricted Cash —Under certain management and debt agreements for our hotel properties existing at September 30, 2015 , escrow payments are required for insurance, real estate taxes, and debt service. In addition, for certain properties based on the terms of the underlying debt and management agreements, we escrow 4% to 6% of gross revenues for capital improvements. Franchise Fees —Under franchise agreements for our hotel properties existing at September 30, 2015 , we pay franchisor royalty fees between 2% and 6% of gross room revenue and, in some cases, food and beverage revenues. Additionally, we pay fees for marketing, reservations, and other related activities aggregating between 1% and 6% of gross room revenue and, in some cases, food and beverage revenues. These franchise agreements expire on varying dates between 2017 and 2040 . When a franchise term expires, the franchisor has no obligation to renew the franchise. A franchise termination could have a material adverse effect on the operations or the underlying value of the affected hotel due to loss of associated name recognition, marketing support, and centralized reservation systems provided by the franchisor. A franchise termination could also have a material adverse effect on cash available for distribution to stockholders. In addition, if we breach the franchise agreement and the franchisor terminates a franchise prior to its expiration date, we may be liable for up to three times the average annual fees incurred for that property. Our continuing operations incurred franchise fees of $17.6 million and $46.4 million for the three and nine months ended September 30, 2015 , respectively, and $10.0 million and $28.6 million for the three and nine months ended September 30, 2014, respectively. Management Fees —Under management agreements for our hotel properties existing at September 30, 2015 , we pay a) monthly property management fees equal to the greater of $10,000 (CPI adjusted since 2003) or 3% of gross revenues, or in some cases 1.5% to 7% of gross revenues, as well as annual incentive management fees, if applicable, b) market service fees on approved capital improvements, including project management fees of up to 4% of project costs, for certain hotels, and c) other general fees at current market rates as approved by our independent directors, if required. These management agreements expire from 2016 through 2044 , with renewal options. If we terminate a management agreement prior to its expiration, we may be liable for estimated management fees through the remaining term and liquidated damages or, in certain circumstances, we may substitute a new management agreement. Income Taxes —If we sell or transfer the Marriott Crystal Gateway in Arlington, Virginia prior to July 2016, we will be required to indemnify the entity from which we acquired the property if, as a result of such transactions, such entity would recognize a gain for federal tax purposes. In general, tax indemnities equal the federal, state, and local income tax liabilities the contributor or their specified assignee incurs with respect to the gain allocated to the contributor. The contribution agreements’ terms generally require us to gross up tax indemnity payments for the amount of income taxes due as a result of such tax indemnities. Potential Pension Liabilities —Upon our 2006 acquisition of a hotel property, certain employees of such hotel were unionized and covered by a multi-employer defined benefit pension plan. At that time, no unfunded pension liabilities existed. Subsequent to our acquisition, a majority of employees, who are employees of the hotel manager, Remington Lodging, petitioned the employer to withdraw recognition of the union. As a result of the decertification petition, Remington Lodging withdrew recognition of the union. At the time of the withdrawal, the National Retirement Fund, the union’s pension fund, indicated unfunded pension liabilities existed. The National Labor Relations Board (“NLRB”) filed a complaint against Remington Lodging seeking, among other things, that Remington Lodging’s withdrawal of recognition was unlawful. Pending the final determination of the NLRB complaint, including appeals, the pension fund entered into a settlement agreement with Remington Lodging on November 1, 2011, providing that (a) Remington Lodging will continue to make monthly pension fund payments pursuant to the collective bargaining agreement, and (b) if the withdrawal of recognition is ultimately deemed lawful, Remington Lodging will have an unfunded pension liability equal to $1.7 million minus the monthly pension payments made by Remington Lodging since the settlement agreement. To illustrate, if Remington Lodging—as of the date a final determination occurs—has made monthly pension payments equaling $100,000 , Remington Lodging’s remaining withdrawal liability shall be the unfunded pension liability of $1.7 million minus $100,000 (or $1.6 million ). This remaining unfunded pension liability shall be paid to the pension fund in annual installments of $84,000 (but may be made monthly or quarterly, at Remington Lodging’s election), which shall continue for the remainder of the twenty -( 20 )-year capped period, unless Remington Lodging elects to pay the unfunded pension liability amount earlier. We agreed to indemnify Remington Lodging for the payment of the unfunded pension liability as set forth in the settlement agreement. Litigation — Palm Beach Florida Hotel and Office Building Limited Partnership, et al. v. Nantucket Enterprises, Inc. This litigation involves a landlord tenant dispute from 2008 in which the landlord, Palm Beach Florida Hotel and Office Building Limited Partnership, a subsidiary of the Company, claimed that the tenant, Nantucket Enterprises, Inc., had violated various lease provisions of the lease agreement and was therefore in default. The tenant counterclaimed and asserted multiple claims including that it had been wrongfully evicted. The litigation was instituted by the plaintiff in November 2008 in the Circuit Court of the Fifteenth Judicial Circuit, in and for Palm Beach County, Florida and proceeded to a jury trial on June 30, 2014. The jury entered its verdict awarding the tenant total claims of $10.8 million and ruling against the landlord on its claim of breach of contract. The landlord is preparing various post trial motions. A final judgment was entered and the landlord has filed a notice of appeal. As a result of the jury verdict, we previously recorded pre-judgment interest of $707,000 and accrued a reasonable estimate of loss related to legal fees of $400,000 during 2014. For the three and nine months ended September 30, 2015 , we recorded additional pre-judgment interest of $24,000 and $71,000 , respectively. Including the 2014 judgment, pre-judgment interest and estimated loss of legal expenses, total expense recorded was $12.0 million through September 30, 2015 . The additional charges related to pre-judgment interest are included in “other expenses” in the consolidated statements of operations for the three and nine months ended September 30, 2015 . We are engaged in other various legal proceedings which have arisen but have not been fully adjudicated. The likelihood of loss from these legal proceedings, based on definitions within contingency accounting literature, ranges from remote to reasonably possible and to probable. Based on estimates of the range of potential losses associated with these matters, management does not believe the ultimate resolution of these proceedings, either individually or in the aggregate, will have a material adverse effect on our consolidated financial position or results of operations. However, the final results of legal proceedings cannot be predicted with certainty and if we fail to prevail in one or more of these legal matters, and the associated realized losses exceed our current estimates of the range of potential losses, our consolidated financial position or results of operations could be materially adversely affected in future periods. |
Segment Reporting
Segment Reporting | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting We operate in one business segment within the hotel lodging industry: direct hotel investments. Direct hotel investments refer to owning hotels through either acquisition or new development. We report operating results of direct hotel investments on an aggregate basis as substantially all of our hotel investments have similar economic characteristics and exhibit similar long-term financial performance. As of September 30, 2015 and December 31, 2014 , all of our hotel properties were domestically located. |
Related Party Transactions (Not
Related Party Transactions (Notes) | 9 Months Ended |
Sep. 30, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | Related Party Transactions In connection with the previously discussed spin-off of Ashford Inc., we entered into an advisory agreement with Ashford LLC, which was a subsidiary of ours until November 12, 2014, when it spun off and became a subsidiary of Ashford Inc. Ashford LLC acts as our advisor, and as a result, we pay advisory fees to Ashford LLC. The advisory agreement was amended in June 2015. We are required to pay Ashford LLC a quarterly base fee that is a percentage of our total market capitalization on a declining sliding scale, subject to a minimum quarterly base fee, as payment for managing our day-to-day operations in accordance with our investment guidelines. Total market capitalization includes the aggregate principal amount of our consolidated indebtedness (including our proportionate share of debt of any entity that is not consolidated but excluding our joint venture partners’ proportionate share of consolidated debt). The range of base fees on the scale are between 0.70% and 0.50% per annum for total market capitalization that ranges from less than $6.0 billion to greater than $10.0 billion . At September 30, 2015, the quarterly base fee was 0.70% based on our current market capitalization. We are also required to pay Ashford LLC an incentive fee that is based on our total return performance as compared to our peer group as well as to reimburse Ashford LLC for certain reimbursable overhead and internal audit, insurance claims advisory and asset management services, as specified in the advisory agreement. We also record equity-based compensation expense for equity grants of common stock and LTIP units awarded to our officers and employees of Ashford LLC in connection with providing advisory services equal to the fair value of the award in proportion to the requisite service period satisfied during the period. On June 10, 2015, the independent directors of the Company approved an amended and restated advisory agreement with Ashford LLC, effective as of June 10, 2015. The amendments, among other things: permit the Company to engage an asset manager other than Ashford LLC with respect to any new properties acquired by the Company, if the Company and Ashford LLC determine that such property would be uneconomic to the Company without incentives; shorten the initial term of the advisory agreement to ten years; extend the renewal terms to five years; provide for key money investments by Ashford LLC to facilitate the Company’s acquisition of properties under certain conditions, including Ashford LLC becoming the asset manager for the acquired property and receiving related asset management and other fees, as applicable; adjust the base fee payable to Ashford LLC to a declining sliding scale percentage of total market capitalization of the Company above $6.0 billion ; clarify the calculation of the termination fee; allow Ashford LLC to terminate the Advisory Agreement upon a Company Change of Control (as defined in the advisory agreement) and require the Company to pay a termination fee to Ashford LLC upon such termination; and grant Ashford LLC repurchase rights with respect to its shares held by the Company upon any termination of the advisory agreement. On July 31, 2015, we entered into a block trade with an unaffiliated third party, pursuant to a sale arrangement between the Company, Ashford Inc. and Ashford Prime. The block trade included the repurchase and retirement of approximately 5.8 million shares of our common stock at a price of $9.00 per share for a total cost of approximately $51.8 million . The sale arrangement and block trade were evaluated and approved by the independent members of our board of directors. The block trade purchase price and other terms of the sale arrangement were the result of negotiations with the third party. We did not receive any concessions or economic benefits from Ashford Inc. pertaining to our current contractual arrangements with Ashford Inc. in connection with this block trade.The block trade settled on August 4, 2015. Beginning November 12, 2014, we incurred advisory services fees to Ashford Inc. The following table summarizes the advisory services fees incurred (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2015 2015 Advisory services fee Base advisory fee $ 8,701 $ 25,217 Reimbursable fees (1) 1,619 4,820 Equity-based compensation (2) 468 1,790 Incentive management fee — — Total advisory services revenue $ 10,788 $ 31,827 ________ (1) Reimbursable fees include overhead, internal audit and asset management services. (2) Equity-based compensation is associated with equity grants of Ashford Trust’s common stock and LTIP units awarded to officers and employees of Ashford LLC. At September 30, 2015 , we had a payable of $9.9 million , included in due to Ashford Inc., net, associated with the advisory services fee discussed above. At December 31, 2014, we had a payable of $8.2 million , included in due to Ashford Inc., net, associated with reimbursable expenses in connection with the spin-off and the advisory services fee discussed above. Certain employees of Remington Lodging, who perform work on behalf of Ashford Trust, were granted approximately 147,000 shares of restricted stock under the Ashford Trust Stock Plan on June 30, 2015. These share grants were accounted for under the applicable accounting guidance related to share-based payments granted to non-employees and are recorded as a component of “management fees” in our consolidated statements of operations. Expense of $108,000 was recognized for both the three and nine months ended September 30, 2015. The unamortized fair value of the grants was $769,000 as of September 30, 2015 which will be amortized over a period of 2.5 years . |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events As discussed in Note 3, on October 15, 2015, we acquired a 100% interest in the Indigo Atlanta for total consideration of $26.4 million . As part of the transaction, we assumed a mortgage loan of approximately $16.0 million . The assumed debt matures in June 2017 and carries a fixed rate of 5.98% . The unaudited pro forma results of operations, as if the acquisition had occurred on January 1, 2014, are included in Note 3. On October 30, 2015, we obtained a new $100.0 million credit facility which matures October 2016. The credit facility provides for a one-year revolving line of credit priced at 200 to 300 basis points over LIBOR or base rate. The credit facility also contains customary financial covenant tests with respect to minimum fixed charge coverage ratio and maximum leverage tests allowable. |
Significant Accounting Polici25
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation —The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. These consolidated financial statements include the accounts of Ashford Hospitality Trust, Inc., its majority-owned subsidiaries, and its majority-owned entities in which it has a controlling interest. All significant intercompany accounts and transactions between consolidated entities have been eliminated in these consolidated financial statements. These consolidated financial statements and related notes should be read in conjunction with the consolidated financial statements and notes thereto included in our 2014 Annual Report to Stockholders on Form 10-K and Form 10-K/A filed with the Securities and Exchange Commission (“SEC”) on March 2, 2015 , and March 31, 2015 , respectively. The following items affect reporting comparability related to our consolidated financial statements: • Historical seasonality patterns at some of our properties cause fluctuations in our overall operating results. Consequently, operating results for the three and nine months ended September 30, 2015 , are not necessarily indicative of the results that may be expected for the year ending December 31, 2015 . • On March 1, 2014, we completed the sale of the Pier House Resort to Ashford Prime (“Ashford Prime”). The results of the Pier House Resort, which we acquired on May 14, 2013, and sold on March 1, 2014, are included in our results of operations for the period from January 1, 2014, through February 28, 2014. • On February 6, 2015, we acquired the Lakeway Resort & Spa, on February 25, 2015, we acquired the Memphis Marriott East hotel, on April 29, 2015, we acquired the Hampton Inn & Suites Gainesville, on June 3, 2015, we acquired the Le Pavillon Hotel, on June 17, 2015, we acquired a 9-hotel portfolio, on July 1, 2015, we acquired the W Atlanta Downtown hotel, on July 23, 2015, we acquired the Le Meridien Minneapolis, and on August 5, 2015, we acquired the Hilton Garden Inn - Wisconsin Dells. The results of these hotels are included in our results of operations as of their respective acquisition dates. • On March 6, 2015, we acquired the remaining approximate 28.26% interest in the 28 hotels of the PIM Highland JV. For the period January 1, 2014, through March 5, 2015, we have recorded equity in earnings for our ownership percentage. Beginning March 6, 2015, we consolidated the results of operations of these hotels. |
Use of Estimates | Use of Estimates —The preparation of these consolidated financial statements in accordance with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. |
Restricted Cash | Restricted Cash —Restricted cash includes reserves for debt service, real estate taxes, and insurance, as well as excess cash flow deposits and reserves for furniture, fixtures, and equipment replacements of approximately 4% to 6% of property revenue for certain hotels, as required by certain management or mortgage debt agreement restrictions and provisions. For purposes of the consolidated statements of cash flows, changes in restricted cash caused by using such funds for debt service, real estate taxes, and insurance are shown as operating activities. Changes in restricted cash caused by using such funds for furniture, fixtures, and equipment replacements are included in cash flows from investing activities. |
Investments in Hotel Properties, net | Investments in Hotel Properties, net —Hotel properties are generally stated at cost. However, four hotel properties contributed upon Ashford Trust’s formation in 2003 are stated at the predecessor’s historical cost, net of impairment charges, if any, plus a partial step-up related to the acquisition of noncontrolling interests from third parties associated with certain of these properties. For hotel properties owned through our majority-owned entities, the carrying basis attributable to the partners’ minority ownership is recorded at the predecessor’s historical cost, net of any impairment charges, while the carrying basis attributable to our majority ownership is recorded based on the allocated purchase price of our ownership interests in the entities. All improvements and additions which extend the useful life of hotel properties are capitalized. |
Impairment of Investment in Hotel Properties | Impairment of Investments in Hotel Properties —Hotel properties are reviewed for impairment whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. Recoverability of the hotel is measured by comparison of the carrying amount of the hotel to the estimated future undiscounted cash flows, which take into account current market conditions and our intent with respect to holding or disposing of the hotel. If our analysis indicates that the carrying value of the hotel is not recoverable on an undiscounted cash flow basis, we recognize an impairment charge for the amount by which the property’s net book value exceeds its estimated fair value, or fair value, less cost to sell. In evaluating impairment of hotel properties, we make many assumptions and estimates, including projected cash flows, expected holding period, and expected useful life. Fair value is determined through various valuation techniques, including internally developed discounted cash flow models, comparable market transactions and third-party appraisals, where considered necessary. We recorded an impairment charge of $19.9 million for the nine months ended September 30, 2015. See Note 4. No impairment charges were recorded for investments in hotel properties for the three months ended September 30, 2015 and for the three and nine months ended September 30, 2014 . |
Hotel Disposition | Hotel Dispositions —Effective January 1, 2015, discontinued operations are defined as the disposal of components of an entity that represents strategic shifts that have (or will have) a major effect on an entity’s operations and financial results. We believe that individual dispositions of hotel properties do not represent a strategic shift that has (or will have) a major effect on our operations and financial results as most will not fit the definition. This new guidance was implemented prospectively only. As such, hotel property dispositions that occurred prior to December 31, 2014, will continue to be reported as discontinued operations in the statements of operations for all applicable periods presented. See Note 4. |
Assets Held for Sale and Discontinued Operations | Assets Held for Sale and Discontinued Operations —We classify assets as held for sale when we have obtained a firm commitment from a buyer, and consummation of the sale is considered probable and expected within one year. The related operations of assets held for sale are reported as discontinued if the disposal is a component of an entity or group of components that represents a strategic shift that has (or will have) a major effect on our operations and cash flows. |
Intangible Assets and Liabilities, Policy [Policy Text Block] | Intangible Assets and Liabilities —Intangible assets and liabilities represent the assets and liabilities recorded on certain hotel properties’ ground lease contracts that were below or above market rates at the date of acquisition. These assets and liabilities are amortized using the straight-line method over the remaining terms of the respective lease contracts. |
Notes Receivable | Note Receivable —Mezzanine loan financing, classified as note receivable, represents a loan held for investment and intended to be held to maturity. Note receivable is recorded at cost, net of unamortized loan origination costs and fees, loan purchase discounts, and allowance for losses when a loan is deemed to be impaired. Premiums, discounts, and net origination fees are amortized or accreted as an adjustment to interest income using the effective interest method over the life of the loan. We discontinue recording interest and amortizing discounts/premiums when the contractual payment of interest and/or principal is not received when contractually due. Payments received on impaired nonaccrual loans are recorded as adjustments to impairment charges. No interest income was recorded for the three and nine months ended September 30, 2015 and 2014 . Variable interest entities (“VIEs”), as defined by authoritative accounting guidance, must be consolidated by their controlling interest beneficiaries if the VIEs do not effectively disperse risks among the parties involved. Our remaining mezzanine note receivable at September 30, 2015 , is secured by a hotel property and is subordinate to the controlling interest in the secured hotel property. Although the note receivable is considered to be a variable interest in the entity that owns the related hotel, we are not considered to be the primary beneficiary of the hotel property as a result of holding the loan. Therefore, we do not consolidate the hotel property for which we have provided financing. We will evaluate interests in entities acquired or created in the future to determine whether such entities should be consolidated. In evaluating VIEs, our analysis involves considerable management judgment and assumptions. |
Impairment of Notes Receivable | Impairment of Note Receivable —We review notes receivable for impairment each reporting period. A loan is impaired when, based on current information and events, collection of all amounts recorded as assets on the balance sheet is no longer considered probable. We apply normal loan review and underwriting procedures (as may be implemented or modified from time to time) in making that judgment. When a loan is impaired, we measure impairment based on the present value of expected cash flows discounted at the loan’s effective interest rate against the value of the asset recorded on the balance sheet. We may also measure impairment based on a loan’s observable market price or the fair value of collateral if the loan is collateral-dependent. Loan impairments are recorded as a valuation allowance and a charge to earnings. Our assessment of impairment is based on considerable management judgment and assumptions. No impairment charges were recorded during the three and nine months ended September 30, 2015 and 2014 . Valuation adjustments of $111,000 and $326,000 on previously impaired notes were credited to impairment charges during the three and nine months ended September 30, 2015 and $105,000 and $310,000 during the three and nine months ended September 30, 2014, respectively. |
Investments in Unconsolidated Entities | Investments in Unconsolidated Entities —Investments in entities in which we have ownership interests ranging from 14.4% to 52.4% are accounted for under the equity method of accounting by recording the initial investment and our percentage of interest in the entities’ net income/loss. We review the investments in our unconsolidated entities for impairment in each reporting period pursuant to the applicable authoritative accounting guidance. An investment is impaired when its estimated fair value is less than the carrying amount of our investment. Any impairment is recorded in equity earnings (loss) in unconsolidated entities. No such impairment was recorded in the three and nine months ended September 30, 2015 and 2014 . Our investments in certain unconsolidated entities are considered to be variable interests in the underlying entities. Variable Interest Entities (“VIE”), as defined by authoritative accounting guidance, must be consolidated by a reporting entity if the reporting entity is the primary beneficiary because it has (i) the power to direct the VIE’s activities that most significantly impact the VIE’s economic performance, (ii) an implicit financial responsibility to ensure that a VIE operates as designed, and (iii) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE. Because we do not have the power and financial responsibility to direct the unconsolidated entities’ activities and operations, we are not considered to be the primary beneficiary of these entities on an ongoing basis and therefore such entities should not be consolidated. In evaluating VIEs, our analysis involves considerable management judgment and assumptions. |
Marketable Securities | Marketable Securities —Marketable securities, including U.S. treasury bills, publicly traded equity securities and stocks, and put and call options on certain publicly traded securities. All of these investments are recorded at fair value. Put and call options are considered derivatives. The fair value of these investments has been determined based on the closing price as of the balance sheet date and is reported as “marketable securities” or “liabilities associated with marketable securities and other” in the consolidated balance sheets. The cost of securities sold is determined by using the high cost method. Net investment income, including interest income (expense), dividends, realized gains or losses and costs of investment, is reported as a component of “other income (expense).” Unrealized gains and losses on these investments are reported as “unrealized gain (loss) on marketable securities” in the consolidated statements of operations. |
Due To / From Affiliates | Due to/from Affiliates —Due to/from affiliates represents current receivables and payables resulting primarily from advances of shared costs incurred. Both due to/from affiliates are generally settled within a period not exceeding one year . |
Due To / From Related Party | Due to/from Related Party —Due to/from related party represents current receivables and payables resulting from transactions related to hotel management, project management and market services with a related party. Due to/from related party is generally settled within a period not exceeding one year . |
Due To / From Ashford Prime OP, net | Due to/from Ashford Prime OP, net —Due to/from Ashford Prime OP represents receivables and payables resulting primarily from reimbursable expenses between the two entities. In 2014, we had receivables related to advisory fees. Both due to/from Ashford Prime OP is generally settled within a period not exceeding one year . |
Due To Ashford Inc., net | Due to Ashford Inc., net —Due to Ashford Inc., net, represents current payables resulting primarily from advisory services fee, including reimbursable expenses. In 2014, due to Ashford Inc., net, included payables resulting primarily from costs associated with the spin-off of Ashford Inc. Due to Ashford Inc., net, is generally settled within a period not exceeding one year . |
Revenue Recognition | Revenue Recognition —Hotel revenues, including room, food, beverage, and ancillary revenues such as long-distance telephone service, laundry, parking and space rentals, are recognized when services have been rendered. Taxes collected from customers and submitted to taxing authorities are not recorded in revenue. Interest income (including accretion of discounts on the mezzanine loan using the effective interest method) is recognized when earned. We discontinue recording interest and amortizing discounts/premiums when the contractual payment of interest and/or principal is not received when contractually due. We were reimbursed by PIM Highland JV for costs associated with managing its day-to-day operations and providing corporate administrative services such as accounting, insurance, marketing support, asset management and other services. Beginning with the three months ended March 31, 2014, we changed the presentation to report such reimbursements as “other” revenue as opposed to credits within “corporate, general and administrative” expense. This change had no impact on our financial condition or results of operations. As of March 6, 2015, we acquired the remaining approximate 28.26% of the PIM Highland JV which discontinued the aforementioned reimbursements. Prior to the spin-off of Ashford Inc. in November 2014, we recognized advisory services revenue when services had been rendered. The quarterly base fee was equal to 0.7% per annum of the total market capitalization, as defined in the advisory agreement, of Ashford Prime, subject to certain minimums. Reimbursements for overhead and internal audit services were recognized when services had been rendered. We also recorded advisory services revenue for equity grants of Ashford Prime common stock and LTIP units awarded to our officers and employees in connection with providing advisory services equal to the fair value of the award in proportion to the requisite service period satisfied during the period, as well as an offsetting expense in an equal amount included in “corporate, general and administrative” expense. |
Derivatives and Hedges | Derivatives Instruments and Hedging —We use interest rate derivatives to hedge our risks and to capitalize on the historical correlation between changes in LIBOR (London Interbank Offered Rate) and RevPAR. Interest rate derivatives could include swaps, caps, floors and flooridors. We assess the effectiveness of each hedging relationship by comparing changes in fair value or cash flows of the derivative hedging instrument with the changes in fair value or cash flows of the designated hedged item or transaction. We also use credit default swaps to hedge financial and capital market risk. All of our derivatives are subject to master-netting settlement arrangements and the credit default swaps are subject to credit support annexes. For credit default swaps, cash collateral is posted by us as well as our counterparty. We offset the fair value of the derivative and the obligation/right to return/reclaim cash collateral. We also purchase options on Eurodollar futures as a hedge against our cash flows. Eurodollar futures prices reflect market expectations for interest rates on three month Eurodollar deposits for specific dates in the future, and the final settlement price is determined by three-month LIBOR on the last trading day. Options on Eurodollar futures provide the ability to limit losses while maintaining the possibility of profiting from favorable changes in the futures prices. As the purchaser, our maximum potential loss is limited to the initial premium paid for the Eurodollar option contracts, while our potential gain has no limit. These exchange-traded options are centrally cleared, and a clearinghouse stands in between all trades to ensure that the obligations involved in the trades are made good. All derivatives are recorded at fair value in accordance with the applicable authoritative accounting guidance. Interest rate derivatives, credit default swaps and futures contracts are reported as “derivative assets, net” or “liabilities associated with marketable securities and other” in the consolidated balance sheets. Accrued interest on non-hedge designated interest rate derivatives is included in “accounts receivable, net” in the consolidated balance sheets. For interest rate derivatives designated as cash flow hedges: a) the effective portion of changes in fair value is initially reported as a component of “accumulated other comprehensive income (loss)” (“OCI”) in the equity section of the consolidated balance sheets and reclassified to interest expense in the consolidated statements of operations in the period during which the hedged transaction affects earnings, and b) the ineffective portion of changes in fair value is recognized directly in earnings as “unrealized gain (loss) on derivatives” in the consolidated statements of operations. For the three and nine months ended September 30, 2015 and 2014 , there was no ineffectiveness. For non-hedge designated interest rate derivatives, credit default swaps and futures, changes in fair value are recognized in earnings as “unrealized loss on derivatives” in the consolidated statements of operations. |
Income Taxes | Income Taxes —As a REIT, we generally are not subject to federal corporate income tax on the portion of our net income (loss) that does not relate to taxable REIT subsidiaries. However, Ashford TRS is treated as a taxable REIT subsidiary for federal income tax purposes. In accordance with authoritative accounting guidance, we account for income taxes related to Ashford TRS using the asset and liability method under which deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. In addition, the analysis utilized by us in determining our deferred tax asset valuation allowance involves considerable management judgment and assumptions. The “Income Taxes” Topic of the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification addresses the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements. The guidance requires us to determine whether tax positions we have taken or expect to take in a tax return are more likely than not to be sustained upon examination by the appropriate taxing authority based on the technical merits of the positions. Tax positions that do not meet the more likely than not threshold would be recorded as additional tax expense in the current period. We analyze all open tax years, as defined by the statute of limitations for each jurisdiction, which includes the federal jurisdiction and various states. We classify interest and penalties related to underpayment of income taxes as income tax expense. We and our subsidiaries file income tax returns in the U.S. federal jurisdiction and various states and cities. Tax years 2011 through 2014 remain subject to potential examination by certain federal and state taxing authorities. |
Reclassification | Reclassification —Certain amounts in the consolidated financial statements for the three and nine months ended September 30, 2014, have been reclassified for discontinued operations. |
Recently Adopted Accounting Standards | Recently Adopted Accounting Standards — In April 2014, the FASB issued accounting guidance that revises the definition of discontinued operations by limiting discontinued operations reporting to disposals of components of an entity that represent strategic shifts that have (or will have) a major effect on an entity’s operations and financial results, removing the lack of continuing involvement criteria and requiring discontinued operations reporting for the disposal of an equity method investment that meets the definition of discontinued operations. The update also requires expanded disclosures for discontinued operations, including disclosure of pretax profit or loss of an individually significant component of an entity that does not qualify for discontinued operations reporting. The new accounting guidance is effective prospectively for fiscal years, and interim periods within those years, beginning after December 15, 2014. We adopted this accounting guidance on January 1, 2015. The adoption of this accounting guidance affects the presentation of our results of operations to the extent that the operations of disposed hotel properties are included in continuing operations. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards — In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”). ASU 2014-09 is a comprehensive new revenue recognition model, which requires a company to recognize revenue to depict the transfer of promised goods or services to a customer in an amount that reflects the consideration the company expects to receive in exchange for those goods or services. The update will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. In August 2015, the FASB issued ASU 2015-14, Revenue From Contracts With Customers (Topic 606): Deferral of the Effective Date , which defers the effective date to fiscal periods beginning after December 15, 2017. Early adoption is permitted for fiscal periods beginning after December 15, 2016. The standard permits the use of either the retrospective or cumulative effect transition method. We are evaluating the effect that ASU 2014-09 will have on our consolidated financial statements and related disclosures. We have not yet selected a transition method. In August 2014, the FASB issued ASU 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”), to provide guidance on management's responsibility to perform interim and annual assessments of an entity’s ability to continue as a going concern. ASU 2014-15 also requires certain disclosures if conditions or events raise substantial doubt about the entity’s ability to continue as a going concern. ASU 2014-15 applies to all entities and is effective for annual periods ending after December 15, 2016, and interim periods thereafter, with early adoption permitted. We do not expect the adoption of this standard will have an impact on our financial position, results of operations or cash flows. In February 2015, the FASB issued ASU 2015-02, Amendments to the Consolidation Analysis (“ASU 2015-02”). The ASU amends the consolidation guidance for VIEs and general partners' investments in limited partnerships and modifies the evaluation of whether limited partnerships and similar legal entities are VIEs or voting interest entities. The ASU is effective for interim and annual reporting periods beginning after December 15, 2015, with early adoption permitted. We are evaluating the effect that ASU 2015-02 will have on our consolidated financial statements and related disclosures. In April 2015, the FASB issued ASU 2015-03, Interest—Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs . The new standard requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The standard is effective for annual reporting periods beginning after December 15, 2015 and interim periods within those fiscal years, with early adoption permitted. Upon adoption of the standard, we will reclassify deferred financing costs, net, from total assets to be shown net of debt in the liabilities section of our consolidated balance sheet. Adoption of this standard will only affect the presentation of our consolidated balance sheets and related disclosures. In August 2015, the FASB issued ASU 2015-15, Interest-Imputation of Interest (Subtopic 835-30) : Presentation and Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements (“ASU 2015-15”) to amend SEC paragraphs of the FASB Accounting Standards Codification pursuant to an SEC Staff Announcement at the June 18, 2015 Emerging Issues Task Force meeting. The guidance in ASU 2015-03, described above, does not address presentation or subsequent measurement of debt issuance costs related to line-of-credit arrangements. Given the absence of authoritative guidance within ASU 2015-03 for debt issuance costs related to line-of-credit arrangements, the SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. We do not expect that the adoption of this standard will have an impact on our financial position, results of operations or cash flows. In September 2015, the FASB issued ASU 2015-16, Business Combinations (Topic 805) Simplifying the Accounting for Measurement-Period Adjustments (“ASU 2015-16”), as part of its Simplification Initiative to provide guidance on management’s responsibility to adjust provisional amounts recognized in a business combination and to provide related disclosure requirements.The amendments in this Update require that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The amendments in this Update require that the acquirer record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. The amendments in this Update require an entity to present separately on the face of the income statement or disclose in the notes the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. ASU 2015-16 applies to all entities that have reported provisional amounts for items in a business combination for which the accounting is incomplete by the end of the reporting period in which the combination occurs and during the measurement period has an adjustment to provisional amounts recognized during the measurement period. ASU 2015-16 is effective for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years, with early adoption permitted. We do not expect the adoption of this standard will have an impact on our financial position, results of operations or cash flows. |
Investment in Hotel Propertie26
Investment in Hotel Properties, net (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Business Acquisition [Line Items] | |
Schedule of investments in hotel properties, net | Investments in hotel properties, net consisted of the following (in thousands): September 30, 2015 December 31, 2014 Land $ 692,874 $ 358,514 Buildings and improvements 3,911,063 2,125,656 Furniture, fixtures, and equipment 378,486 211,777 Construction in progress 18,693 11,704 Condominium properties 12,065 12,065 Total cost 5,013,181 2,719,716 Accumulated depreciation (707,263 ) (591,105 ) Investments in hotel properties, net $ 4,305,918 $ 2,128,611 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Estimated future net amortization expense for intangible assets and intangible liabilities for each of the next five years is as follows (in thousands): Intangible Assets Intangible Liabilities 2015 $ 49 $ 99 2016 197 395 2017 197 395 2018 197 395 2019 197 395 Thereafter 10,556 14,914 Total $ 11,393 $ 16,593 |
Schedule of business combination pro forma information | These adjustments are directly attributable to the transactions for the three and nine months ended September 30, 2015 and 2014 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Total revenue $ 367,189 $ 355,565 $ 1,116,208 $ 1,058,486 Net loss (18,703 ) (21,483 ) (61,803 ) (39,570 ) |
Acquisition One [Member] | |
Business Acquisition [Line Items] | |
Schedule of preliminary fair value of the assets acquired and liabilities assumed | The following table summarizes the estimated fair value of the assets acquired and liabilities assumed in the acquisition (in thousands): Land $ 4,541 Buildings and improvements 24,703 Furniture, fixtures, and equipment 4,237 33,481 Net other assets and liabilities (382 ) |
Acquisition Two [Member] | |
Business Acquisition [Line Items] | |
Schedule of preliminary fair value of the assets acquired and liabilities assumed | The following table summarizes the estimated fair value of the assets acquired and liabilities assumed in the acquisition (in thousands): Land $ 6,210 Buildings and improvements 32,934 Furniture, fixtures, and equipment 4,350 43,494 Net other assets and liabilities 34 |
Acquisition Three [Member] | |
Business Acquisition [Line Items] | |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | The following table summarizes the estimated fair value of the assets acquired and liabilities assumed in the acquisition (in thousands): Preliminary Allocations as of March 31, 2015 Adjustments Final Allocations as of June 30, 2015 Land $ 292,934 $ (7,712 ) $ 285,222 Buildings and improvements 1,351,293 38,182 1,389,475 Furniture, fixtures, and equipment 118,878 (35,958 ) 82,920 1,763,105 (5,488 ) 1,757,617 Indebtedness (1,120,082 ) — (1,120,082 ) Intangible liabilities, net (12,217 ) 5,488 (6,729 ) Net other assets and liabilities 116,533 — 116,533 |
Acquisition Four [Member] | |
Business Acquisition [Line Items] | |
Schedule of preliminary fair value of the assets acquired and liabilities assumed | The following table summarizes the estimated fair value of the assets acquired and liabilities assumed in the acquisition (in thousands): Land $ 3,695 Buildings and improvements 19,002 Furniture, fixtures, and equipment 1,139 23,836 Intangible assets 1,412 Net other assets and liabilities (150 ) |
Acquisition Five [Member] | |
Business Acquisition [Line Items] | |
Schedule of preliminary fair value of the assets acquired and liabilities assumed | The following table summarizes the estimated fair value of the assets acquired and liabilities assumed in the acquisition (in thousands): Land $ 10,933 Buildings and improvements 46,761 Furniture, fixtures, and equipment 4,788 62,482 Net other assets and liabilities 486 |
Acquisition Six [Member] | |
Business Acquisition [Line Items] | |
Schedule of preliminary fair value of the assets acquired and liabilities assumed | The following table summarizes the estimated fair value of the asset acquired in the acquisition (in thousands): Land $ 6,475 |
Acquisition Seven [Member] | |
Business Acquisition [Line Items] | |
Schedule of preliminary fair value of the assets acquired and liabilities assumed | The following table summarizes the estimated fair value of the assets acquired and liabilities assumed in the acquisition (in thousands): Land $ 18,551 Buildings and improvements 190,952 Furniture, fixtures, and equipment 15,451 224,954 Net other assets and liabilities (298 ) |
Acquisition Eight [Member] | |
Business Acquisition [Line Items] | |
Schedule of preliminary fair value of the assets acquired and liabilities assumed | The following table summarizes the preliminary fair value of the assets acquired and liabilities assumed in the acquisition (in thousands): Land $ 2,353 Buildings and improvements 51,758 Furniture, fixtures, and equipment 2,626 56,737 Net other assets and liabilities 1,358 |
Acquisition Nine [Member] | |
Business Acquisition [Line Items] | |
Schedule of preliminary fair value of the assets acquired and liabilities assumed | The following table summarizes the preliminary fair value of the assets acquired and liabilities assumed in the acquisition (in thousands): Land $ 2,752 Buildings and improvements 11,583 Furniture, fixtures, and equipment 665 15,000 Net other assets and liabilities 215 |
Acquisition Ten [Member] | |
Business Acquisition [Line Items] | |
Schedule of preliminary fair value of the assets acquired and liabilities assumed | The following table summarizes the preliminary fair value of the assets acquired and liabilities assumed in the acquisition (in thousands): Land $ 867 Buildings and improvements 13,917 Furniture, fixtures, and equipment 401 15,185 Net other assets and liabilities (39 ) |
Hotel Dispositions (Tables)
Hotel Dispositions (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Disposal Groups, Income Statement | The following table includes condensed financial information from this hotel (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Total hotel revenue $ — $ 795 $ 361 $ 2,015 Total hotel operating expenses — (485 ) (308 ) (1,362 ) Operating income — 310 53 653 Property taxes, insurance and other — (41 ) (40 ) (129 ) Depreciation and amortization — (198 ) (164 ) (526 ) Interest expense and amortization of loan costs — (35 ) — (292 ) Income (loss) from continuing operations — 36 (151 ) (294 ) Loss on sale of hotel property — — (1,130 ) — Net income (loss) — 36 (1,281 ) (294 ) Net (income) loss from continuing operations attributable to redeemable noncontrolling interests in operating partnership — (5 ) 147 38 Loss from continuing operations attributable to the Company $ — $ 31 $ (1,134 ) $ (256 ) The following table includes condensed financial information from this hotel for the three and nine months ended September 30, 2014 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2014 2014 Hotel revenues $ 688 $ 2,149 Hotel operating expenses (464 ) (1,394 ) Operating income 224 755 Property taxes, insurance and other (30 ) (94 ) Depreciation and amortization (83 ) (240 ) Interest expense and amortization of loan costs (49 ) (333 ) Income from discontinued operations before income taxes 62 88 Income tax expense — — Income (loss) from discontinued operations 62 88 Income from discontinued operations attributable to redeemable noncontrolling interests in operating partnership (7 ) (11 ) Income from discontinued operations attributable to the Company $ 55 $ 77 |
Investment in Unconsolidated 28
Investment in Unconsolidated Entities (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
PIM Highland JV [Member] | |
Schedule of Equity Method Investments [Line Items] | |
Summary of Preliminary Balance Sheet | The following tables summarize the consolidated balance sheet as of December 31, 2014 and the consolidated statements of operations for the period from January 1, 2015 through March 5, 2015 and the three and nine months ended September 30, 2014 of the PIM Highland JV (in thousands): PIM Highland JV Condensed Consolidated Balance Sheet December 31, 2014 Total assets $ 1,394,806 Total liabilities 1,166,682 Members’ equity 228,124 Total liabilities and members’ equity $ 1,394,806 Our ownership interest in PIM Highland JV $ 144,784 |
Summary of Preliminary Statement of Operations | PIM Highland JV Condensed Consolidated Statements of Operations Three Months Ended September 30, Period from January 1 to March 5, Nine Months Ended September 30, 2015 2014 2015 2014 Total revenue $ — $ 118,659 $ 76,695 $ 353,562 Total operating expenses — (99,074 ) (69,949 ) (294,740 ) Operating income — 19,585 6,746 58,822 Interest income and other — 17 17 43 Interest expense, amortization and write-offs of deferred loan costs, discounts and premiums and exit fees — (14,570 ) (10,212 ) (44,904 ) Other expenses — — — (44 ) Income tax expense — (1,163 ) (1,222 ) (2,816 ) Net income (loss) $ — $ 3,869 $ (4,671 ) $ 11,101 Our equity in earnings (loss) of PIM Highland JV $ — $ 2,128 $ (3,836 ) $ 6,102 |
Ashford Prime OP [Member] | |
Schedule of Equity Method Investments [Line Items] | |
Summary of Preliminary Balance Sheet | The following tables summarize the condensed consolidated balance sheets as of December 31, 2014 and the condensed consolidated statements of operations for the three and nine months ended September 30, 2015 and 2014 , of Ashford Prime OP (in thousands): Ashford Hospitality Prime Limited Partnership Condensed Consolidated Balance Sheet December 31, 2014 Total assets $ 1,229,508 Total liabilities 805,510 Partners’ capital 423,998 Total liabilities and partners’ capital $ 1,229,508 Our ownership interest in Ashford Prime OP $ 54,907 |
Summary of Preliminary Statement of Operations | Ashford Hospitality Prime Limited Partnership Condensed Consolidated Statements of Operations Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Total revenue $ 90,759 $ 84,784 $ 261,385 $ 230,557 Total operating expenses (77,503 ) (70,086 ) (220,796 ) (196,270 ) Operating income 13,256 14,698 40,589 34,287 Equity in loss of unconsolidated entity (3,399 ) — (4,219 ) — Interest income 12 10 21 20 Other income (expense) (59 ) — 1,233 — Interest expense and amortization and write-offs of loan costs (9,348 ) (10,137 ) (28,114 ) (29,159 ) Unrealized loss on investments (5,621 ) — (5,621 ) — Unrealized gain (loss) on derivatives (2,061 ) 3 (2,101 ) (63 ) Income tax expense (62 ) (185 ) (371 ) (622 ) Net income (loss) (7,282 ) 4,389 1,417 4,463 (Income) loss from consolidated entities attributable to noncontrolling interests (1,090 ) 154 (1,068 ) 741 Net income (loss) attributable to Ashford Prime OP $ (8,372 ) $ 4,543 $ 349 $ 5,204 Our equity in earnings (loss) of Ashford Prime OP $ (453 ) $ 703 $ 874 $ 692 |
Ashford Inc. [Member] | |
Schedule of Equity Method Investments [Line Items] | |
Summary of Preliminary Balance Sheet | The following tables summarize the condensed balance sheets as of September 30, 2015 and December 31, 2014 and the condensed statements of operations for the three and nine months ended September 30, 2015 and 2014 of Ashford Inc. (in thousands): Ashford Inc. Condensed Balance Sheets September 30, 2015 December 31, 2014 Total assets $ 173,821 $ 49,230 Total liabilities 45,444 33,912 Redeemable noncontrolling interests in Ashford LLC 286 424 Total stockholders’ equity of Ashford Inc. 26,091 14,981 Noncontrolling interests in consolidated entities 102,000 (87 ) Total equity 128,091 14,894 Total liabilities and equity $ 173,821 $ 49,230 Our ownership interest in Ashford Inc. $ 5,857 $ 7,099 |
Summary of Preliminary Statement of Operations | Ashford Inc. Condensed Statements of Operations Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Total revenue $ 14,496 $ 3,020 $ 42,103 $ 9,245 Total operating expenses (13,219 ) (11,882 ) (45,600 ) (40,360 ) Operating income (loss) 1,277 (8,862 ) (3,497 ) (31,115 ) Unrealized loss on investment in unconsolidated entity (1,954 ) — (3,020 ) — Unrealized loss on investments (7,861 ) — (10,851 ) — Realized gain on investments 35 — 1,070 — Other 385 — 599 — Income tax expense (1,036 ) (9 ) (1,500 ) (44 ) Net loss (9,154 ) (8,871 ) (17,199 ) (31,159 ) Loss from consolidated entities attributable to noncontrolling interests 9,208 170 13,323 170 Net loss attributable to redeemable noncontrolling interests in Ashford LLC — — 10 — Net income (loss) attributable to Ashford Inc. $ 54 $ (8,701 ) $ (3,866 ) $ (30,989 ) Our equity in earnings (loss) of Ashford Inc. $ 16 $ — $ (1,242 ) $ — |
AIM REHE Fund [Member] | |
Schedule of Equity Method Investments [Line Items] | |
Summary of Preliminary Balance Sheet | The following tables summarize the consolidated balance sheet as of September 30, 2015 and the consolidated statements of operations for the three and nine months ended September 30, 2015 of the REHE Fund (in thousands): AIM Real Estate Hedged Equity (U.S.) Fund, LP Condensed Balance Sheet September 30, 2015 Total assets $ 103,954 Total liabilities 11 Partners’ capital 103,943 Total liabilities and partners’ capital $ 103,954 Our ownership interest in the AIM REHE Fund $ 54,458 |
Summary of Preliminary Statement of Operations | AIM Real Estate Hedged Equity (U.S.) Fund, LP Condensed Statements of Operations Three Months Ended September 30, Nine Months Ended September 30, 2015 2015 Total investment income $ 508 $ 732 Net expenses (205 ) (235 ) Net investment income 303 497 Net unrealized loss on investments (7,839 ) (10,829 ) Net realized gain on investments 29 1,064 Net loss attributable to the REHE Fund $ (7,507 ) $ (9,268 ) Our equity in loss of the REHE Fund $ (3,932 ) $ (4,880 ) |
Indebtedness (Tables)
Indebtedness (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Summary of Indebtedness | Indebtedness consisted of the following (in thousands): Indebtedness Collateral Maturity Interest Rate September 30, 2015 December 31, 2014 Mortgage loan 10 hotels July 2015 5.22% $ — $ 145,278 Mortgage loan (4) 5 hotels November 2015 Greater of 6.40% or LIBOR (1) + 6.15% — 211,000 Mortgage loan 8 hotels December 2015 5.70% 91,098 92,772 Mortgage loan 5 hotels February 2016 5.53% 103,362 105,164 Mortgage loan 5 hotels February 2016 5.53% 74,251 75,546 Mortgage loan (2)(6) 5 hotels February 2016 LIBOR (1) + 4.75% 200,000 200,000 Mortgage loan (2) 7 hotels August 2016 LIBOR (1) + 4.35% 301,000 301,000 Mortgage loan (2) 5 hotels August 2016 LIBOR (1) + 4.38% 62,900 62,900 Mortgage loan (2) 1 hotel August 2016 LIBOR (1) + 4.20% 37,500 37,500 Mortgage loan (2) 8 hotels January 2017 LIBOR (1) + 4.95% 376,800 — Mortgage loan (5) 24 hotels April 2017 LIBOR (1) + 4.39% 1,070,560 — Mortgage loan (2) 1 hotel April 2017 LIBOR (1) + 4.95% 33,300 — Mortgage loan 5 hotels April 2017 5.95% 110,707 111,869 Mortgage loan 5 hotels April 2017 5.95% 99,508 100,552 Mortgage loan 5 hotels April 2017 5.95% 151,413 153,002 Mortgage loan 7 hotels April 2017 5.95% 121,113 122,384 Mortgage loan (2) 1 hotel May 2017 LIBOR (1) + 5.10% 25,100 — Mortgage loan (2) 1 hotel June 2017 LIBOR (1) + 5.10% 43,750 — Mortgage loan (2) 8 hotels July 2017 LIBOR (1) + 4.09% 144,000 — Mortgage loan (2) 1 hotel July 2017 LIBOR (1) + 4.15% 35,200 — Mortgage loan (2) 1 hotel July 2017 LIBOR (1) + 5.10% 40,500 — Mortgage loan 1 hotel January 2018 4.38% 98,471 — Mortgage loan 2 hotels January 2018 4.44% 107,703 — Mortgage loan (7) 1 hotel July 2018 LIBOR (1) + 4.50% 21,200 — Mortgage loan (7) 1 hotel August 2018 LIBOR (1) + 4.95% 12,000 — Mortgage loan (3) 1 hotel July 2019 LIBOR (1) + 3.75% 5,524 5,525 Mortgage loan 1 hotel November 2020 6.26% 98,800 99,780 Mortgage loan 1 hotel January 2024 5.49% 10,566 10,673 Mortgage loan 1 hotel January 2024 5.49% 7,240 7,313 Mortgage loan 1 hotel May 2024 4.99% 6,771 6,845 Mortgage loan 3 hotels August 2024 5.20% 67,520 67,520 Mortgage loan 2 hotels August 2024 4.85% 12,500 12,500 Mortgage loan 3 hotels August 2024 4.90% 24,980 24,980 Mortgage loan 3 hotels February 2025 4.45% 54,397 — Mortgage loan 2 hotels February 2025 4.45% 24,276 — Mortgage loan 2 hotels February 2025 4.45% 21,031 — 3,695,041 1,954,103 Premiums 3,344 — Total $ 3,698,385 $ 1,954,103 ____________________________________ (1) LIBOR rates were 0.193% and 0.171% at September 30, 2015 and December 31, 2014 , respectively. (2) This mortgage loan has three one -year extension options subject to satisfaction of certain conditions. (3) This mortgage loan provides for an interest rate of LIBOR + 3.75% with a 0 .25% LIBOR floor for the first 18 months and is fixed at 4.0% thereafter. (4) This mortgage loan had three one -year extension options subject to satisfaction of certain conditions. The first one -year extension period began in November 2014. (5) This mortgage loan has four one -year extension options subject to satisfaction of certain conditions. (6) This mortgage loan has a LIBOR floor of 0.20% . (7) This mortgage loan has two one -year extension options subject to satisfaction of certain conditions. |
Income (Loss) Per Share (Tables
Income (Loss) Per Share (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Summary of Amounts Used in Calculating Basic and Diluted Earnings (Loss) Per Share | The following table reconciles the amounts used in calculating basic and diluted income (loss) per share (in thousands, except per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Income (loss) allocated to common stockholders: Income (loss) from continuing operations attributable to the Company $ (16,321 ) $ (13,550 ) $ 292,931 $ (17,546 ) Less: Dividends on preferred stock (8,490 ) (8,490 ) (25,471 ) (25,471 ) Less: Dividends on common stock (11,281 ) (10,661 ) (35,216 ) (30,930 ) Less: Dividends on unvested restricted shares (176 ) (73 ) (517 ) (231 ) Less: Undistributed income from continuing operations allocated to unvested shares — — (2,713 ) — Undistributed income (loss) (36,268 ) (32,774 ) 229,014 (74,178 ) Add back: Dividends on common stock 11,281 10,661 35,216 30,930 Distributed and undistributed income (loss) from continuing operations - basic $ (24,987 ) $ (22,113 ) $ 264,230 $ (43,248 ) Add back: Income from continuing operations allocated to operating partnership units — — 39,616 — Distributed and undistributed net income (loss) - diluted $ (24,987 ) $ (22,113 ) $ 303,846 $ (43,248 ) Income from discontinued operations allocated to common stockholders: Income from discontinued operations attributable to the Company $ — $ 55 $ — $ 77 Weighted average shares outstanding: Weighted average common shares outstanding - basic 95,888 90,322 97,061 86,961 Effect of assumed conversion of operating partnership units — — 18,499 — Weighted average shares outstanding - diluted 95,888 90,322 115,560 86,961 Basic income (loss) per share: Income (loss) from continuing operations allocated to common stockholders per share $ (0.26 ) $ (0.24 ) $ 2.72 $ (0.50 ) Income from discontinued operations allocated to common stockholders per share — — — — Net income (loss) allocated to common stockholders per share $ (0.26 ) $ (0.24 ) $ 2.72 $ (0.50 ) Diluted income (loss) per share: Income (loss) from continuing operations allocated to common stockholders per share $ (0.26 ) $ (0.24 ) $ 2.63 $ (0.50 ) Income from discontinued operations allocated to common stockholders per share — — — — Net income (loss) allocated to common stockholders per share $ (0.26 ) $ (0.24 ) $ 2.63 $ (0.50 ) |
Summary of Computation of Diluted Income Per Share | Due to the anti-dilutive effect, the computation of diluted income (loss) per share does not reflect adjustments for the following items (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Income (loss) from continuing operations allocated to common stockholders is not adjusted for: Income allocated to unvested restricted shares $ 176 $ 73 $ 3,230 $ 231 Net loss attributable to noncontrolling interest in operating partnership units (3,193 ) (2,592 ) — (4,245 ) Total $ (3,017 ) $ (2,519 ) $ 3,230 $ (4,014 ) Weighted average diluted shares are not adjusted for: Effect of unvested restricted shares 543 148 440 111 Effect of assumed conversion of operating partnership units 18,581 19,926 — 19,725 Total 19,124 20,074 440 19,836 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Assets and Liabilities Measured at Fair Value on a Recurring Basis | The following table presents our assets and liabilities measured at fair value on a recurring basis aggregated by the level within which measurements fall in the fair value hierarchy (in thousands): Quoted Market Prices (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Counterparty and Cash Collateral Netting (4) Total September 30, 2015: Assets Derivative assets: Interest rate derivatives - non-hedge $ — $ 4,164 $ — $ — $ 4,164 (1) Credit default swaps — 3,911 — (3,128 ) 783 (1) Futures contracts 625 — — — 625 (1) Total $ 625 $ 8,075 $ — $ (3,128 ) $ 5,572 December 31, 2014: Assets Derivative assets: Interest rate derivatives - non-hedge $ — $ 182 $ — $ — $ 182 (1) Equity put options 653 — — — 653 (2) Equity call options 1 — — — 1 (2) Non-derivative assets: Equity securities 57,941 — — — 57,941 (2) U.S. treasury securities 4,622 — — — 4,622 (2) Total 63,217 182 — — 63,399 Liabilities Derivative liabilities: Credit default swaps — 379 — (563 ) (184 ) (3) Short equity put options (216 ) — — — (216 ) (3) Short equity call options (781 ) — — — (781 ) (3) Non-derivative liabilities: Short equity securities (17 ) — — — (17 ) (3) Margin account balance (5,003 ) — — — (5,003 ) (3) Total (6,017 ) 379 — (563 ) (6,201 ) Net $ 57,200 $ 561 $ — $ (563 ) $ 57,198 ____________________________________ (1) Reported net as “derivative assets, net” in the consolidated balance sheets. (2) Reported as “marketable securities” in the consolidated balance sheets. (3) Reported as “liabilities associated with marketable securities and other” in the consolidated balance sheets. (4) Represents cash collateral posted by our counterparty. |
Effect of Fair Value Measured Assets and Liabilities on Consolidated Statements of Operations | The following tables summarize the effect of fair-value-measured assets and liabilities on the consolidated statements of operations for the three and nine months ended September 30, 2015 and 2014 (in thousands): Gain (Loss) Recognized in Income Reclassified from Accumulated OCI into Interest Expense Three Months Ended September 30, Three Months Ended September 30, 2015 2014 2015 2014 Assets Derivative assets: Interest rate derivatives $ (3,742 ) $ (156 ) $ — $ — Credit default swaps 992 (5) 65 — — Equity put options — (112 ) — — Equity call options — (3 ) — — Non-derivative assets: Equity — (699 ) — — U.S. Treasury — 87 — — Total (2,750 ) (818 ) — — Liabilities Derivative liabilities: Short-equity put options — 102 — — Short-equity call options — 212 — — Total — 314 — — Net $ (2,750 ) $ (504 ) $ — $ — Total combined Interest rate derivatives $ (3,742 ) $ (156 ) $ — $ — Credit default swaps 992 86 — — Total derivatives (2,750 ) (1) (70 ) (1) — — Unrealized loss on marketable securities — (2,875 ) (3) — — Realized gain on marketable securities — 2,441 (2) (4) — — Net $ (2,750 ) $ (504 ) $ — $ — Gain (Loss) Recognized in Income Reclassified from Accumulated OCI into Interest Expense Nine Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Assets Derivative assets: Interest rate derivatives $ (7,200 ) $ (349 ) $ — $ 100 Credit default swaps 797 (5) (394 ) Equity put options (1,717 ) (1,093 ) — — Equity call options 26 (126 ) — — Non-derivative assets: Equity - American Depositary Receipt (150 ) — — — Equity 1,072 2,145 — — U.S. Treasury 314 391 — — Total (6,858 ) 574 — 100 Liabilities Derivative liabilities: Short equity put options 1,002 46 — — Short equity call options 1,470 235 — — Non-derivative liabilities: Short equity securities 78 — — — Total 2,550 281 — — Net $ (4,308 ) $ 855 $ — $ 100 Total combined Interest rate derivatives $ (7,200 ) $ (349 ) $ — $ 100 Credit default swaps 797 (331 ) — — Total derivatives (6,403 ) (1) (680 ) (1) — 100 Unrealized gain (loss) on marketable securities 127 (3) (3,818 ) (3) — — Realized gain on marketable securities 1,968 (2) 5,353 (2) (4) — — Net $ (4,308 ) $ 855 $ — $ 100 ____________________________________ (1) Reported as “unrealized loss on derivatives” in the consolidated statements of operations. (2) Included in “other income (expense)” in the consolidated statements of operations. (3) Reported as “unrealized gain (loss) on marketable securities” in the consolidated statements of operations. (4) Includes costs of $21 and $63 for the three and nine months ended September 30, 2014, respectively, associated with credit default swaps. |
Summary of Fair Value of Fina32
Summary of Fair Value of Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Investments, All Other Investments [Abstract] | |
Schedule of Carrying Amounts and Estimated Fair Values of Financial Instruments | Carrying amounts and estimated fair values of financial instruments, for periods indicated, were as follows (in thousands): September 30, 2015 December 31, 2014 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value Financial assets and liabilities measured at fair value: Marketable securities $ — $ — $ 63,217 $ 63,217 Derivative assets, net 5,572 5,572 182 182 Liabilities associated with marketable securities and other — — 6,201 6,201 Financial assets not measured at fair value: Cash and cash equivalents $ 185,981 $ 185,981 $ 215,063 $ 215,063 Restricted cash 146,220 146,220 85,830 85,830 Accounts receivable, net 53,037 53,037 22,399 22,399 Note receivable, net 3,695 3,265 to 3,609 3,553 3,049 to 3,370 Due from affiliates — — 3,473 3,473 Due from Ashford Prime OP, net — — 896 896 Due from third-party hotel managers 37,947 37,947 12,241 12,241 Financial liabilities not measured at fair value: Indebtedness $ 3,698,385 $3,553,326 to $3,927,365 $ 1,954,103 $1,905,801 to $2,106,413 Accounts payable and accrued expenses 141,404 141,404 71,118 71,118 Dividends payable 22,679 22,679 21,889 21,889 Due to Ashford Inc., net 9,893 9,893 8,202 8,202 Due to Ashford Prime OP, net 110 110 — — Due to related party, net 470 470 1,867 1,867 Due to third-party hotel managers 2,424 2,424 1,640 1,640 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions [Table Text Block] | Beginning November 12, 2014, we incurred advisory services fees to Ashford Inc. The following table summarizes the advisory services fees incurred (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2015 2015 Advisory services fee Base advisory fee $ 8,701 $ 25,217 Reimbursable fees (1) 1,619 4,820 Equity-based compensation (2) 468 1,790 Incentive management fee — — Total advisory services revenue $ 10,788 $ 31,827 ________ (1) Reimbursable fees include overhead, internal audit and asset management services. (2) Equity-based compensation is associated with equity grants of Ashford Trust’s common stock and LTIP units awarded to officers and employees of Ashford LLC. |
Organization and Description 34
Organization and Description of Business (Details) $ in Thousands, shares in Millions | Sep. 30, 2015USD ($)roomunithotel | Jul. 27, 2015shares | Mar. 06, 2015 | Dec. 31, 2014USD ($) |
Real Estate Properties [Line Items] | ||||
Investment in unconsolidated entities | $ | $ 60,315 | $ 206,790 | ||
Number of rooms owned | room | 27,605 | |||
Number of rooms owned, net of partnership interest | room | 27,578 | |||
Notes receivable | $ | $ 3,695 | $ 3,553 | ||
Subsidiaries [Member] | ||||
Real Estate Properties [Line Items] | ||||
Number of hotel properties owned | 130 | |||
Number of hotel properties managed by affiliates | 88 | |||
PIM Highland JV [Member] | ||||
Real Estate Properties [Line Items] | ||||
Percent of voting interest acquired | 28.26% | |||
Percentage of common equity interest | 100.00% | |||
World Quest Resort [Member] | ||||
Real Estate Properties [Line Items] | ||||
Number of rooms owned | unit | 86 | |||
Ashford Inc. [Member] | ||||
Real Estate Properties [Line Items] | ||||
Percentage of common equity interest | 29.80% | |||
Wholly Owned Properties [Member] | ||||
Real Estate Properties [Line Items] | ||||
Number of hotel properties owned | 128 | |||
Majority Owned Properties [Member] | ||||
Real Estate Properties [Line Items] | ||||
Number of hotel properties owned | 2 | |||
AIM REHE Fund [Member] | ||||
Real Estate Properties [Line Items] | ||||
Investment in unconsolidated entities | $ | $ 54,458 | |||
AIM REHE Fund [Member] | AIM REHE Fund [Member] | ||||
Real Estate Properties [Line Items] | ||||
Percentage of common equity interest | 52.40% | |||
Ashford Prime OP [Member] | ||||
Real Estate Properties [Line Items] | ||||
Percentage of common equity interest | 0.00% | |||
Distribution of Shares | shares | 4.1 |
Significant Accounting Polici35
Significant Accounting Policies (Details) | Mar. 06, 2015hotel | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)hotel | Sep. 30, 2014USD ($) |
Real Estate Properties [Line Items] | |||||
Number of hotel properties stated at historical cost | hotel | 4 | ||||
Impairment charges recorded for a hotel property included in the continuing operations | $ 0 | $ 0 | $ 19,900,000 | $ 0 | |
Interest income recorded | 0 | ||||
Valuation Adjustment on Previously Impaired Notes Receivable | 111,000 | 105,000 | 326,000 | 310,000 | |
Impairment charges of joint venture | $ 0 | 0 | $ 0 | 0 | |
Advisory services quarterly base fee percentage | 0.70% | 0.70% | |||
Amount of derivative ineffectiveness | $ 0 | 0 | $ 0 | 0 | |
Restricted Cash [Member] | |||||
Real Estate Properties [Line Items] | |||||
Escrow reserve for capital improvements as percentage of gross revenues, Minimum | 4.00% | ||||
Escrow reserve for capital improvements as percentage of gross revenues, Maximum | 6.00% | ||||
Notes Receivable [Member] | |||||
Real Estate Properties [Line Items] | |||||
Interest income recorded | 0 | $ 0 | 0 | ||
Impairment charges of notes receivable | $ 0 | $ 0 | $ 0 | $ 0 | |
PIM Highland JV [Member] | |||||
Real Estate Properties [Line Items] | |||||
Percent of voting interest acquired | 28.26% | ||||
Number of hotels in portfolio acquired | hotel | 28 | ||||
Percentage of interest in the hotel properties | 100.00% | ||||
Unconsolidated Properties [Member] | Minimum [Member] | |||||
Real Estate Properties [Line Items] | |||||
Percentage of interest in the hotel properties | 14.40% | 14.40% | |||
Unconsolidated Properties [Member] | Maximum [Member] | |||||
Real Estate Properties [Line Items] | |||||
Percentage of interest in the hotel properties | 52.39% | 52.39% |
Investment in Hotel Propertie36
Investment in Hotel Properties, net (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment [Abstract] | ||
Land | $ 692,874 | $ 358,514 |
Buildings and improvements | 3,911,063 | 2,125,656 |
Furniture, fixtures, and equipment | 378,486 | 211,777 |
Construction in progress | 18,693 | 11,704 |
Condominium properties | 12,065 | 12,065 |
Total cost | 5,013,181 | 2,719,716 |
Accumulated depreciation | (707,263) | (591,105) |
Investments in hotel properties, net | $ 4,305,918 | $ 2,128,611 |
Investment in Hotel Propertie37
Investment in Hotel Properties, net (Acquisitions) (Details) - USD ($) $ in Thousands | Oct. 15, 2015 | Aug. 05, 2015 | Jul. 23, 2015 | Jul. 01, 2015 | Jun. 17, 2015 | Jun. 04, 2015 | Jun. 03, 2015 | Apr. 29, 2015 | Mar. 06, 2015 | Feb. 25, 2015 | Feb. 06, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Jul. 02, 2015 | Jun. 24, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | ||||||||||||||||||
Total revenue | $ 364,516 | $ 201,457 | $ 984,089 | $ 604,481 | ||||||||||||||
Net income (loss) attributable to parent | (16,321) | (13,495) | 292,931 | (17,469) | ||||||||||||||
Gain on acquisition of PIM Highland JV | 0 | 0 | 381,835 | 0 | ||||||||||||||
Acquisition costs expensed | 5,800 | |||||||||||||||||
Equity in earnings (loss) of unconsolidated entities | (4,369) | 2,831 | (9,084) | 6,794 | ||||||||||||||
Amortization of above and below Market Leases | 49 | 117 | ||||||||||||||||
Intangible assets amortization expense - 2015 | 49 | 49 | ||||||||||||||||
Intangible liabilities amortization expense - 2015 | 99 | 99 | ||||||||||||||||
Intangible assets amortization expense - 2016 | 197 | 197 | ||||||||||||||||
Intangible liabilities amortization expense - 2016 | 395 | 395 | ||||||||||||||||
Intangible assets amortization expense - 2017 | 197 | 197 | ||||||||||||||||
Intangible liabilities amortization expense - 2017 | 395 | 395 | ||||||||||||||||
Intangible assets amortization expense - 2018 | 197 | 197 | ||||||||||||||||
Intangible liabilities amortization expense - 2018 | 395 | 395 | ||||||||||||||||
Intangible assets amortization expense - 2019 | 197 | 197 | ||||||||||||||||
Intangible liabilities amortization expense - 2019 | 395 | 395 | ||||||||||||||||
Intangible assets amortization expense - Thereafter | 10,556 | 10,556 | ||||||||||||||||
Intangible liabilities amortization expense - Thereafter | 14,914 | 14,914 | ||||||||||||||||
Intangible assets, net | 11,393 | 11,393 | ||||||||||||||||
Intangible liabilities, net | 16,593 | 16,593 | $ 0 | |||||||||||||||
Total revenue | 367,189 | 355,565 | 1,116,208 | 1,058,486 | ||||||||||||||
Net loss | (18,703) | (21,483) | (61,803) | (39,570) | ||||||||||||||
Acquisition One [Member] | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Percent of voting interest acquired | 100.00% | |||||||||||||||||
Consideration transferred | $ 33,500 | |||||||||||||||||
Land | 4,541 | |||||||||||||||||
Buildings and improvements | 24,703 | |||||||||||||||||
Furniture, fixtures, and equipment | 4,237 | |||||||||||||||||
Land, buildings and improvements, furniture, fixtures, and equipment | 33,481 | |||||||||||||||||
Net other assets and liabilities | $ (382) | |||||||||||||||||
Total revenue | 3,400 | 8,600 | ||||||||||||||||
Net income (loss) attributable to parent | (275) | (610) | ||||||||||||||||
Acquisition Two [Member] | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Percent of voting interest acquired | 100.00% | |||||||||||||||||
Consideration transferred | $ 43,500 | |||||||||||||||||
Face amount of debt | 33,300 | |||||||||||||||||
Land | 6,210 | |||||||||||||||||
Buildings and improvements | 32,934 | |||||||||||||||||
Furniture, fixtures, and equipment | 4,350 | |||||||||||||||||
Land, buildings and improvements, furniture, fixtures, and equipment | 43,494 | |||||||||||||||||
Net other assets and liabilities | $ 34 | |||||||||||||||||
Total revenue | 3,200 | 7,600 | ||||||||||||||||
Net income (loss) attributable to parent | 77 | 470 | ||||||||||||||||
Acquisition Three [Member] | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Percent of voting interest acquired | 28.26% | |||||||||||||||||
Consideration transferred | $ 250,100 | |||||||||||||||||
Face amount of debt | 907,600 | |||||||||||||||||
Land | 292,934 | 285,222 | 285,222 | |||||||||||||||
Buildings and improvements | 1,351,293 | 1,389,475 | 1,389,475 | |||||||||||||||
Furniture, fixtures, and equipment | 118,878 | 82,920 | 82,920 | |||||||||||||||
Land, buildings and improvements, furniture, fixtures, and equipment | 1,763,105 | 1,757,617 | 1,757,617 | |||||||||||||||
Net other assets and liabilities | 116,533 | 116,533 | 116,533 | |||||||||||||||
Total revenue | 121,900 | 293,200 | ||||||||||||||||
Net income (loss) attributable to parent | 547 | 10,800 | ||||||||||||||||
Gain on acquisition of PIM Highland JV | 381,800 | |||||||||||||||||
Reduction of depreciation due to allocation adjustments | 1,100 | |||||||||||||||||
Intangible assets adjustment | 16 | 5,488 | ||||||||||||||||
Equity in earnings (loss) of unconsolidated entities | $ 2,100 | 3,800 | $ 6,100 | |||||||||||||||
Intangibles | $ (12,217) | (6,729) | (6,729) | |||||||||||||||
Acquisition Four [Member] | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Percent of voting interest acquired | 100.00% | |||||||||||||||||
Consideration transferred | $ 25,200 | |||||||||||||||||
Face amount of debt | $ 21,200 | |||||||||||||||||
Land | 3,695 | |||||||||||||||||
Buildings and improvements | 19,002 | |||||||||||||||||
Furniture, fixtures, and equipment | 1,139 | |||||||||||||||||
Land, buildings and improvements, furniture, fixtures, and equipment | 23,836 | |||||||||||||||||
Net other assets and liabilities | (150) | |||||||||||||||||
Total revenue | 1,500 | 2,400 | ||||||||||||||||
Net income (loss) attributable to parent | 3 | 200 | ||||||||||||||||
Intangibles | $ 1,412 | |||||||||||||||||
Acquisition Five [Member] | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Percent of voting interest acquired | 100.00% | |||||||||||||||||
Consideration transferred | $ 62,500 | |||||||||||||||||
Face amount of debt | 43,750 | |||||||||||||||||
Land | 10,933 | |||||||||||||||||
Buildings and improvements | 46,761 | |||||||||||||||||
Furniture, fixtures, and equipment | 4,788 | |||||||||||||||||
Land, buildings and improvements, furniture, fixtures, and equipment | 62,482 | |||||||||||||||||
Net other assets and liabilities | $ 486 | |||||||||||||||||
Total revenue | 2,700 | 3,700 | ||||||||||||||||
Net income (loss) attributable to parent | 963 | 1,100 | ||||||||||||||||
Acquisition Six [Member] | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Percent of voting interest acquired | 100.00% | |||||||||||||||||
Consideration transferred | $ 6,500 | |||||||||||||||||
Land | 6,475 | |||||||||||||||||
Total consideration, cash surrendered | 3,400 | |||||||||||||||||
Business Combination, Consideration Transferred, Other | $ 3,100 | |||||||||||||||||
Acquisition Seven [Member] | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Percent of voting interest acquired | 100.00% | |||||||||||||||||
Consideration transferred | $ 225,000 | |||||||||||||||||
Face amount of debt | 179,200 | |||||||||||||||||
Land | 18,551 | |||||||||||||||||
Buildings and improvements | 190,952 | |||||||||||||||||
Furniture, fixtures, and equipment | 15,451 | |||||||||||||||||
Land, buildings and improvements, furniture, fixtures, and equipment | 224,954 | |||||||||||||||||
Net other assets and liabilities | $ (298) | |||||||||||||||||
Total revenue | 13,300 | 15,400 | ||||||||||||||||
Net income (loss) attributable to parent | 385 | 375 | ||||||||||||||||
Acquisition Eight [Member] | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Percent of voting interest acquired | 100.00% | |||||||||||||||||
Consideration transferred | $ 56,800 | |||||||||||||||||
Face amount of debt | $ 40,500 | |||||||||||||||||
Land | 2,353 | |||||||||||||||||
Buildings and improvements | 51,758 | |||||||||||||||||
Furniture, fixtures, and equipment | 2,626 | |||||||||||||||||
Land, buildings and improvements, furniture, fixtures, and equipment | 56,737 | |||||||||||||||||
Net other assets and liabilities | $ 1,358 | |||||||||||||||||
Total revenue | 5,400 | 5,400 | ||||||||||||||||
Net income (loss) attributable to parent | 421 | 421 | ||||||||||||||||
Acquisition Nine [Member] | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Percent of voting interest acquired | 100.00% | |||||||||||||||||
Consideration transferred | $ 15,000 | |||||||||||||||||
Land | 2,752 | |||||||||||||||||
Buildings and improvements | 11,583 | |||||||||||||||||
Furniture, fixtures, and equipment | 665 | |||||||||||||||||
Land, buildings and improvements, furniture, fixtures, and equipment | 15,000 | |||||||||||||||||
Net other assets and liabilities | $ 215 | |||||||||||||||||
Total revenue | 1,400 | 1,400 | ||||||||||||||||
Net income (loss) attributable to parent | 305 | 305 | ||||||||||||||||
Acquisition Ten [Member] | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Percent of voting interest acquired | 100.00% | |||||||||||||||||
Consideration transferred | $ 15,200 | |||||||||||||||||
Face amount of debt | 12,000 | |||||||||||||||||
Land | 867 | |||||||||||||||||
Buildings and improvements | 13,917 | |||||||||||||||||
Furniture, fixtures, and equipment | 401 | |||||||||||||||||
Land, buildings and improvements, furniture, fixtures, and equipment | 15,185 | |||||||||||||||||
Net other assets and liabilities | $ (39) | |||||||||||||||||
Total revenue | 1,100 | 1,100 | ||||||||||||||||
Net income (loss) attributable to parent | $ 284 | $ 284 | ||||||||||||||||
Acquisition Eleven [Member] | Subsequent Event [Member] | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Percent of voting interest acquired | 100.00% | |||||||||||||||||
Consideration transferred | $ 26,400 | |||||||||||||||||
Noncash or Part Noncash Acquisition, Debt Assumed | $ 16,000 |
Investment in Hotel Propertie38
Investment in Hotel Properties, net (Preliminary Fair Value of Assets and Liabilities) (Details) - USD ($) $ in Thousands | Mar. 06, 2015 | Sep. 30, 2015 | Feb. 25, 2015 | Feb. 06, 2015 |
Acquisition One [Member] | ||||
Business Acquisition [Line Items] | ||||
Land | $ 4,541 | |||
Buildings and improvements | 24,703 | |||
Furniture, fixtures, and equipment | 4,237 | |||
Land, buildings and improvements, furniture, fixtures, and equipment | 33,481 | |||
Net other assets and liabilities | $ (382) | |||
Acquisition Two [Member] | ||||
Business Acquisition [Line Items] | ||||
Land | $ 6,210 | |||
Buildings and improvements | 32,934 | |||
Furniture, fixtures, and equipment | 4,350 | |||
Land, buildings and improvements, furniture, fixtures, and equipment | 43,494 | |||
Net other assets and liabilities | $ 34 | |||
Acquisition Three [Member] | ||||
Business Acquisition [Line Items] | ||||
Land | $ 292,934 | $ 285,222 | ||
Business combination, provisional information, initial accounting incomplete, adjustment, land | (7,712) | |||
Buildings and improvements | 1,351,293 | 1,389,475 | ||
Business combination, provisional information, Initial accounting incomplete, adjustment, building and improvements | 38,182 | |||
Furniture, fixtures, and equipment | 118,878 | 82,920 | ||
Business combination, provisional information, initial accounting incomplete, adjustment, furniture fixtures equipment | (35,958) | |||
Land, buildings and improvements, furniture, fixtures, and equipment | 1,763,105 | 1,757,617 | ||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Property, Plant, and Equipment | (5,488) | |||
Indebtedness | (1,120,082) | (1,120,082) | ||
business combination, provisional information, initial accounting incomplete, adjustment, debt instrument | 0 | |||
Intangibles | (12,217) | (6,729) | ||
Intangible assets adjustment | 16 | 5,488 | ||
Net other assets and liabilities | $ 116,533 | 116,533 | ||
business combination, provisional information, initial accounting incomplete, adjustment, identifiable assets acquired and liabilities assumed, net | $ 0 |
Hotel Dispositions (Details)
Hotel Dispositions (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Total hotel revenue | $ 364,075,000 | $ 197,258,000 | $ 982,358,000 | $ 592,002,000 |
Total hotel expenses | (232,055,000) | (127,898,000) | (610,483,000) | (383,779,000) |
Operating income | 40,882,000 | 19,268,000 | 108,186,000 | 63,126,000 |
Property taxes, insurance and other | (17,997,000) | (10,421,000) | (47,167,000) | (28,958,000) |
Depreciation and Amortization | (58,741,000) | (28,338,000) | (149,221,000) | (81,022,000) |
Interest expense and amortization of loan costs | (51,859,000) | (29,400,000) | (133,989,000) | (85,563,000) |
Income (loss) from continuing operations | (20,110,000) | (16,266,000) | 333,070,000 | (25,428,000) |
Loss on sale of hotel property | 599,000 | 0 | (531,000) | 3,491,000 |
Net income (loss) | (19,511,000) | (16,204,000) | 332,539,000 | (21,849,000) |
Net loss from continuing operations attributable to redeemable noncontrolling interests in operating partnership | 3,193,000 | 2,585,000 | (39,616,000) | 4,234,000 |
Net income (loss) attributable to the Company | (16,321,000) | (13,495,000) | 292,931,000 | (17,469,000) |
Income from discontinued operations attributable to the Company | 0 | 55,000 | 0 | 77,000 |
Impairment of Real Estate | 0 | 0 | 19,900,000 | 0 |
Disposal One [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Total hotel revenue | 0 | 795,000 | 361,000 | 2,015,000 |
Total hotel expenses | 0 | (485,000) | (308,000) | (1,362,000) |
Operating income | 0 | 310,000 | 53,000 | 653,000 |
Property taxes, insurance and other | 0 | (41,000) | (40,000) | (129,000) |
Depreciation and Amortization | 0 | (198,000) | (164,000) | (526,000) |
Interest expense and amortization of loan costs | 0 | (35,000) | 0 | (292,000) |
Income (loss) from continuing operations | 0 | 36,000 | (151,000) | (294,000) |
Loss on sale of hotel property | 0 | 0 | (1,130,000) | 0 |
Net income (loss) | 0 | 36,000 | (1,281,000) | (294,000) |
Net loss from continuing operations attributable to redeemable noncontrolling interests in operating partnership | 0 | (5,000) | 147,000 | 38,000 |
Net income (loss) attributable to the Company | 0 | $ 31,000 | (1,134,000) | $ (256,000) |
Mobile Homewood | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Loss on sale of hotel property | 599,000 | |||
Impaired Asset One [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Impairment of Real Estate | 17,100,000 | |||
Asset Fair Value, After Impairment | 37,500,000 | 37,500,000 | ||
Impaired Asset Two [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Impairment of Real Estate | 2,800,000 | |||
Asset Fair Value, After Impairment | $ 15,300,000 | $ 15,300,000 |
Note Receivable (Details)
Note Receivable (Details) $ in Thousands | Sep. 30, 2015USD ($)hotelloan | Dec. 31, 2014USD ($)hotelloan |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Notes receivable | $ 3,695 | $ 3,553 |
Allowance for doubtful notes receivable | $ 7,196 | $ 7,522 |
Mezzanine Loan [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Number of mezzanine loans | loan | 1 | 1 |
Notes receivable | $ 3,700 | $ 3,600 |
Allowance for doubtful notes receivable | $ 7,196 | $ 7,522 |
Number of hotel properties held as collateral | hotel | 1 | 1 |
Interest Rate | 6.09% | 6.09% |
Investment in Unconsolidated 41
Investment in Unconsolidated Entities (Details) shares in Thousands | Mar. 10, 2011USD ($)hotelPerson | Sep. 30, 2015USD ($)shares | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)shares | Sep. 30, 2014USD ($) | Jul. 27, 2015shares | Mar. 06, 2015USD ($) | Dec. 31, 2014USD ($) | Nov. 12, 2014 |
Real Estate Properties [Line Items] | |||||||||
Investment in unconsolidated entities | $ 60,315,000 | $ 60,315,000 | $ 206,790,000 | ||||||
Gain on acquisition of PIM Highland JV | 0 | $ 0 | 381,835,000 | $ 0 | |||||
Unfunded commitments | 0 | 0 | |||||||
PIM Highland JV [Member] | |||||||||
Real Estate Properties [Line Items] | |||||||||
Percentage of common equity interest | 71.74% | 100.00% | |||||||
Preferred equity interest | $ 25,000,000 | ||||||||
Percentage of preferred equity interest | 50.00% | ||||||||
Unpaid annual return with priority over common equity distributions | 15.00% | ||||||||
Number of hotel properties held by majority owned joint venture | hotel | 28 | ||||||||
Number of members of executive committee | Person | 4 | ||||||||
Number of persons designated to executive committee by company | Person | 2 | ||||||||
Number of persons designated to executive committee by joint venture partner | Person | 2 | ||||||||
Percent of voting interest acquired | 28.26% | ||||||||
Investment in unconsolidated entities | $ 522,800,000 | $ 144,784,000 | |||||||
Ashford Prime OP [Member] | |||||||||
Real Estate Properties [Line Items] | |||||||||
Percentage of common equity interest | 14.90% | ||||||||
Investment in unconsolidated entities | $ 54,907,000 | ||||||||
Ashford Inc. [Member] | |||||||||
Real Estate Properties [Line Items] | |||||||||
Percentage of common equity interest | 30.10% | ||||||||
Investment in unconsolidated entities | $ 5,900,000 | $ 5,900,000 | $ 7,099,000 | ||||||
Special distribution, conversion ratio, shares of Common Stock | 87 | ||||||||
Special distribution, maximum percentage of shares available for conversion for Unitholders | 99.00% | ||||||||
Special distribution, conversion ratio, units | 55 | ||||||||
Shares in investment held (in shares) | shares | 598 | 598 | |||||||
AIM REHE Fund [Member] | |||||||||
Real Estate Properties [Line Items] | |||||||||
Investment in unconsolidated entities | $ 54,458,000 | $ 54,458,000 | |||||||
Four Seasons Hotel Nevis [Member] | |||||||||
Real Estate Properties [Line Items] | |||||||||
Subordinated beneficial interest in trust percentage | 14.40% | 14.40% | 14.40% | ||||||
Carrying value of subordinated beneficial interest | $ 0 | $ 0 | $ 0 | ||||||
Ashford Prime OP [Member] | |||||||||
Real Estate Properties [Line Items] | |||||||||
Distribution of Shares | shares | 4,100 | ||||||||
Percentage of common equity interest | 0.00% |
Investment in Unconsolidated 42
Investment in Unconsolidated Entities (Summary of Balance Sheet) (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Mar. 06, 2015 | Dec. 31, 2014 |
Real Estate Properties [Line Items] | |||
Total assets | $ 4,883,600 | $ 2,781,080 | |
Total liabilities | 3,905,524 | 2,071,583 | |
Redeemable noncontrolling interests in operating partnership | 114,741 | 177,064 | |
Stockholders' Equity Attributable to Noncontrolling Interest | 792 | 800 | |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 863,335 | 532,433 | |
Total equity | 862,543 | 531,633 | |
Total liabilities and equity | 4,883,600 | 2,781,080 | |
Investment in unconsolidated entities | 60,315 | 206,790 | |
PIM Highland JV [Member] | |||
Real Estate Properties [Line Items] | |||
Total assets | 1,394,806 | ||
Total liabilities | 1,166,682 | ||
Partners' capital | 228,124 | ||
Total liabilities and equity | 1,394,806 | ||
Investment in unconsolidated entities | $ 522,800 | 144,784 | |
Ashford Prime OP [Member] | |||
Real Estate Properties [Line Items] | |||
Total assets | 1,229,508 | ||
Total liabilities | 805,510 | ||
Partners' capital | 423,998 | ||
Total liabilities and equity | 1,229,508 | ||
Investment in unconsolidated entities | 54,907 | ||
Ashford Inc. [Member] | |||
Real Estate Properties [Line Items] | |||
Total assets | 173,821 | 49,230 | |
Total liabilities | 45,444 | 33,912 | |
Redeemable noncontrolling interests in operating partnership | 286 | 424 | |
Stockholders' Equity Attributable to Noncontrolling Interest | 102,000 | (87) | |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 128,091 | 14,894 | |
Total equity | 26,091 | 14,981 | |
Total liabilities and equity | 173,821 | 49,230 | |
Investment in unconsolidated entities | 5,900 | $ 7,099 | |
AIM REHE Fund [Member] | |||
Real Estate Properties [Line Items] | |||
Total assets | 103,954 | ||
Total liabilities | 11 | ||
Partners' capital | 103,943 | ||
Total liabilities and equity | 103,954 | ||
Investment in unconsolidated entities | $ 54,458 |
Investment in Unconsolidated 43
Investment in Unconsolidated Entities (Summary of Statement of Operations) (Details) - USD ($) $ in Thousands | 2 Months Ended | 3 Months Ended | 9 Months Ended | ||
Mar. 05, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Real Estate Properties [Line Items] | |||||
Total revenue | $ 364,516 | $ 201,457 | $ 984,089 | $ 604,481 | |
Total operating expenses | (323,634) | (182,189) | (875,903) | (541,355) | |
Operating income | 40,882 | 19,268 | 108,186 | 63,126 | |
Unrealized gain (loss) on marketable securities | 0 | (2,875) | 127 | (3,818) | |
Unrealized gain (loss) on derivatives | (2,750) | (70) | (6,403) | (680) | |
Income tax expense | (1,721) | (292) | (4,635) | (820) | |
Net income (loss) | (19,511) | (16,204) | 332,539 | (21,849) | |
Net income (loss) attributable to the Company | (16,321) | (13,495) | 292,931 | (17,469) | |
Our equity in earnings (loss) entity | (4,369) | 2,831 | (9,084) | 6,794 | |
PIM Highland JV [Member] | |||||
Real Estate Properties [Line Items] | |||||
Total revenue | $ 76,695 | 0 | 118,659 | 353,562 | |
Total operating expenses | (69,949) | 0 | (99,074) | (294,740) | |
Operating income | 6,746 | 0 | 19,585 | 58,822 | |
Interest income and other | 17 | 0 | 17 | 43 | |
Interest expense, amortization and write-offs of deferred loan costs, discounts and premiums and exit fees | (10,212) | 0 | (14,570) | (44,904) | |
Other expenses | 0 | 0 | 0 | (44) | |
Income tax expense | (1,222) | 0 | (1,163) | (2,816) | |
Net income (loss) | (4,671) | 0 | 3,869 | 11,101 | |
Our equity in earnings (loss) entity | $ (3,836) | 0 | 2,128 | 6,102 | |
Ashford Prime OP [Member] | |||||
Real Estate Properties [Line Items] | |||||
Total revenue | 90,759 | 84,784 | 261,385 | 230,557 | |
Total operating expenses | (77,503) | (70,086) | (220,796) | (196,270) | |
Operating income | 13,256 | 14,698 | 40,589 | 34,287 | |
Equity in loss of unconsolidated entity | (3,399) | 0 | (4,219) | 0 | |
Interest income | 12 | 10 | 21 | 20 | |
Other Income | (59) | 0 | 1,233 | 0 | |
Interest expense, amortization and write-offs of deferred loan costs, discounts and premiums and exit fees | (9,348) | (10,137) | (28,114) | (29,159) | |
Unrealized gain (loss) on marketable securities | (5,621) | 0 | (5,621) | 0 | |
Unrealized gain (loss) on derivatives | (2,061) | 3 | (2,101) | (63) | |
Income tax expense | (62) | (185) | (371) | (622) | |
Net income (loss) | (7,282) | 4,389 | 1,417 | 4,463 | |
Loss from consolidated entities attributable to noncontrolling interest | (1,090) | 154 | (1,068) | 741 | |
Net income (loss) attributable to the Company | (8,372) | 4,543 | 349 | 5,204 | |
Our equity in earnings (loss) entity | (453) | 703 | 874 | 692 | |
Ashford Inc. [Member] | |||||
Real Estate Properties [Line Items] | |||||
Total revenue | 14,496 | 3,020 | 42,103 | 9,245 | |
Total operating expenses | (13,219) | (11,882) | (45,600) | (40,360) | |
Operating income | 1,277 | (8,862) | (3,497) | (31,115) | |
Equity in loss of unconsolidated entity | (1,954) | 0 | (3,020) | 0 | |
Unrealized gain (loss) on marketable securities | (7,861) | 0 | (10,851) | 0 | |
Realized Investment Gains (Losses) | 35 | 0 | 1,070 | 0 | |
Other Nonoperating Income (Expense) | 385 | 0 | 599 | 0 | |
Income tax expense | (1,036) | (9) | (1,500) | (44) | |
Net income (loss) | (9,154) | (8,871) | (17,199) | (31,159) | |
Loss from consolidated entities attributable to noncontrolling interest | 9,208 | 170 | 13,323 | 170 | |
Noncontrolling Interest in Net Income (Loss) Operating Partnerships, Redeemable | 0 | 0 | 10 | 0 | |
Net income (loss) attributable to the Company | 54 | (8,701) | (3,866) | (30,989) | |
Our equity in earnings (loss) entity | 16 | $ 0 | (1,242) | $ 0 | |
AIM REHE Fund [Member] | |||||
Real Estate Properties [Line Items] | |||||
Total investment income | 508 | 732 | |||
Net expenses | (205) | (235) | |||
Net investment income | 303 | 497 | |||
Net unrealized loss on investments | (7,839) | (10,829) | |||
Net realized gain on investments | 29 | 1,064 | |||
Net income (loss) attributable to the Company | (7,507) | (9,268) | |||
Our equity in earnings (loss) entity | $ (3,932) | $ (4,880) |
Indebtedness (Details)
Indebtedness (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||||
Sep. 30, 2015USD ($)hotelextension | Sep. 30, 2015USD ($)hotelextension | Dec. 31, 2014USD ($)hotel | Aug. 05, 2015USD ($) | Jul. 02, 2015USD ($) | Jul. 01, 2015 | Jun. 24, 2015USD ($) | Jun. 17, 2015USD ($) | Jun. 03, 2015USD ($) | Apr. 17, 2015USD ($) | Mar. 25, 2015USD ($) | Mar. 06, 2015USD ($) | Feb. 25, 2015USD ($) | Jan. 02, 2015USD ($) | |
Debt Instrument [Line Items] | ||||||||||||||
Indebtedness | $ 3,698,385 | $ 3,698,385 | $ 1,954,103 | |||||||||||
Long-term debt, gross of premium | 3,695,041 | 3,695,041 | 1,954,103 | |||||||||||
Unamortized premium on Long-term debt | $ 3,344 | $ 3,344 | $ 0 | |||||||||||
London Interbank Offered Rate (LIBOR) Rate | 0.193% | 0.193% | 0.171% | |||||||||||
Amortization of debt premium | $ 365 | $ 976 | ||||||||||||
Mortgage loan 1 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 10 | |||||||||||||
Interest Rate | 5.22% | |||||||||||||
Indebtedness | 0 | 0 | $ 145,278 | |||||||||||
Face amount of debt | $ 211,000 | |||||||||||||
Mortgage loan 2 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 5 | |||||||||||||
Indebtedness | $ 0 | $ 0 | $ 211,000 | |||||||||||
Number of extension options | extension | 3 | 3 | ||||||||||||
Term of mortgage loan extension option | 1 year | |||||||||||||
Face amount of debt | 145,300 | |||||||||||||
Mortgage loan 2 [Member] | Minimum [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Interest Rate | 6.40% | |||||||||||||
Mortgage loan 2 [Member] | Maximum [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 6.40% | |||||||||||||
Mortgage Loan 3 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 8 | 8 | 8 | |||||||||||
Interest Rate | 5.70% | 5.70% | 5.70% | |||||||||||
Indebtedness | $ 91,098 | $ 91,098 | $ 92,772 | |||||||||||
Mortgage loan 4 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 5 | 5 | 5 | |||||||||||
Interest Rate | 5.53% | 5.53% | 5.53% | |||||||||||
Indebtedness | $ 103,362 | $ 103,362 | $ 105,164 | |||||||||||
Mortgage loan 5 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 5 | 5 | 5 | |||||||||||
Interest Rate | 5.53% | 5.53% | 5.53% | |||||||||||
Indebtedness | $ 74,251 | $ 74,251 | $ 75,546 | |||||||||||
Mortgage Loan 6 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 5 | 5 | 5 | |||||||||||
Debt instrument description of variable rate basis | LIBOR | LIBOR | ||||||||||||
Basis spread on variable rate | 4.75% | 4.75% | ||||||||||||
Indebtedness | $ 200,000 | $ 200,000 | $ 200,000 | |||||||||||
Number of extension options | extension | 3 | 3 | ||||||||||||
Term of mortgage loan extension option | 1 year | |||||||||||||
Mortgage loan 7 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 7 | 7 | 7 | |||||||||||
Debt instrument description of variable rate basis | LIBOR | LIBOR | ||||||||||||
Basis spread on variable rate | 4.35% | 4.35% | ||||||||||||
Indebtedness | $ 301,000 | $ 301,000 | $ 301,000 | |||||||||||
Number of extension options | extension | 3 | 3 | ||||||||||||
Term of mortgage loan extension option | 1 year | |||||||||||||
Mortgage Loan 8 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 5 | 5 | 5 | |||||||||||
Debt instrument description of variable rate basis | LIBOR | LIBOR | ||||||||||||
Basis spread on variable rate | 4.38% | 4.38% | ||||||||||||
Indebtedness | $ 62,900 | $ 62,900 | $ 62,900 | |||||||||||
Number of extension options | extension | 3 | 3 | ||||||||||||
Term of mortgage loan extension option | 1 year | |||||||||||||
Mortgage loan 9 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 1 | 1 | 1 | |||||||||||
Debt instrument description of variable rate basis | LIBOR | LIBOR | ||||||||||||
Basis spread on variable rate | 4.20% | 4.20% | ||||||||||||
Indebtedness | $ 37,500 | $ 37,500 | $ 37,500 | |||||||||||
Number of extension options | extension | 3 | 3 | ||||||||||||
Term of mortgage loan extension option | 1 year | |||||||||||||
Mortgage loan 10 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 8 | 8 | ||||||||||||
Debt instrument description of variable rate basis | LIBOR | |||||||||||||
Basis spread on variable rate | 4.95% | |||||||||||||
Indebtedness | $ 376,800 | $ 376,800 | 0 | |||||||||||
Number of extension options | extension | 3 | 3 | ||||||||||||
Term of mortgage loan extension option | 1 year | |||||||||||||
Face amount of debt | 376,800 | |||||||||||||
Mortgage Loan 11 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 24 | 24 | ||||||||||||
Debt instrument description of variable rate basis | LIBOR | |||||||||||||
Basis spread on variable rate | 4.39% | |||||||||||||
Indebtedness | $ 1,070,560 | $ 1,070,560 | 0 | |||||||||||
Number of extension options | extension | 4 | 4 | ||||||||||||
Term of mortgage loan extension option | 1 year | |||||||||||||
Face amount of debt | $ 1,070,000 | |||||||||||||
Mortgage loan 12 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 1 | 1 | ||||||||||||
Debt instrument description of variable rate basis | LIBOR | |||||||||||||
Basis spread on variable rate | 4.95% | |||||||||||||
Indebtedness | $ 33,300 | $ 33,300 | $ 0 | |||||||||||
Number of extension options | extension | 3 | 3 | ||||||||||||
Term of mortgage loan extension option | 1 year | |||||||||||||
Face amount of debt | $ 33,300 | |||||||||||||
Mortgage loan 13 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 5 | 5 | 5 | |||||||||||
Interest Rate | 5.95% | 5.95% | 5.95% | |||||||||||
Indebtedness | $ 110,707 | $ 110,707 | $ 111,869 | |||||||||||
Mortgage loan 14 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 5 | 5 | 5 | |||||||||||
Interest Rate | 5.95% | 5.95% | 5.95% | |||||||||||
Indebtedness | $ 99,508 | $ 99,508 | $ 100,552 | |||||||||||
Mortgage Loan 15 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 5 | 5 | 5 | |||||||||||
Interest Rate | 5.95% | 5.95% | 5.95% | |||||||||||
Indebtedness | $ 151,413 | $ 151,413 | $ 153,002 | |||||||||||
Mortgage loan 16 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 7 | 7 | 7 | |||||||||||
Interest Rate | 5.95% | 5.95% | 5.95% | |||||||||||
Indebtedness | $ 121,113 | $ 121,113 | $ 122,384 | |||||||||||
Mortgage loan 17 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 1 | 1 | ||||||||||||
Debt instrument description of variable rate basis | LIBOR | |||||||||||||
Basis spread on variable rate | 5.10% | |||||||||||||
Indebtedness | $ 25,100 | $ 25,100 | 0 | |||||||||||
Number of extension options | extension | 3 | 3 | ||||||||||||
Term of mortgage loan extension option | 1 year | |||||||||||||
Face amount of debt | $ 25,100 | |||||||||||||
Mortgage loan 18 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 1 | 1 | ||||||||||||
Debt instrument description of variable rate basis | LIBOR | |||||||||||||
Basis spread on variable rate | 5.10% | |||||||||||||
Indebtedness | $ 43,750 | $ 43,750 | 0 | |||||||||||
Number of extension options | extension | 3 | 3 | ||||||||||||
Term of mortgage loan extension option | 1 year | |||||||||||||
Face amount of debt | $ 43,800 | |||||||||||||
Mortgage Loan 19 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 8 | 8 | ||||||||||||
Debt instrument description of variable rate basis | LIBOR | |||||||||||||
Basis spread on variable rate | 4.09% | |||||||||||||
Indebtedness | $ 144,000 | $ 144,000 | 0 | |||||||||||
Number of extension options | extension | 3 | 3 | ||||||||||||
Term of mortgage loan extension option | 1 year | |||||||||||||
Face amount of debt | $ 144,000 | |||||||||||||
Mortgage Loan 20 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 1 | 1 | ||||||||||||
Debt instrument description of variable rate basis | LIBOR | |||||||||||||
Basis spread on variable rate | 4.15% | |||||||||||||
Indebtedness | $ 35,200 | $ 35,200 | 0 | |||||||||||
Number of extension options | extension | 3 | 3 | ||||||||||||
Term of mortgage loan extension option | 1 year | |||||||||||||
Face amount of debt | 35,200 | |||||||||||||
Mortgage Loan 21 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 1 | 1 | ||||||||||||
Debt instrument description of variable rate basis | LIBOR | |||||||||||||
Basis spread on variable rate | 5.10% | |||||||||||||
Indebtedness | $ 40,500 | $ 40,500 | 0 | $ 21,200 | ||||||||||
Number of extension options | extension | 3 | 3 | ||||||||||||
Term of mortgage loan extension option | 1 year | |||||||||||||
Mortgage Loan 22 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 1 | 1 | ||||||||||||
Interest Rate | 4.38% | 4.38% | ||||||||||||
Indebtedness | $ 98,471 | $ 98,471 | 0 | |||||||||||
Face amount of debt | 99,300 | |||||||||||||
Mortgage Loan 23 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 2 | 2 | ||||||||||||
Interest Rate | 4.44% | 4.44% | ||||||||||||
Indebtedness | $ 107,703 | $ 107,703 | 0 | |||||||||||
Face amount of debt | 108,600 | |||||||||||||
Mortgage Loan 24 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 1 | 1 | ||||||||||||
Debt instrument description of variable rate basis | LIBOR | |||||||||||||
Basis spread on variable rate | 4.50% | |||||||||||||
Indebtedness | $ 21,200 | $ 21,200 | 0 | |||||||||||
Number of extension options | extension | 2 | 2 | ||||||||||||
Term of mortgage loan extension option | 1 year | |||||||||||||
Mortgage Loan 25 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 1 | 1 | ||||||||||||
Debt instrument description of variable rate basis | LIBOR | |||||||||||||
Basis spread on variable rate | 4.95% | |||||||||||||
Indebtedness | $ 12,000 | $ 12,000 | 0 | |||||||||||
Number of extension options | extension | 2 | 2 | ||||||||||||
Term of mortgage loan extension option | 1 year | |||||||||||||
Mortgage Loan 26 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 1 | 1 | ||||||||||||
Debt instrument description of variable rate basis | LIBOR | |||||||||||||
Basis spread on variable rate | 3.75% | |||||||||||||
Indebtedness | $ 5,524 | $ 5,524 | $ 5,525 | |||||||||||
Mortgage Loan 27 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 1 | 1 | 1 | |||||||||||
Interest Rate | 6.26% | 6.26% | 6.26% | |||||||||||
Indebtedness | $ 98,800 | $ 98,800 | $ 99,780 | |||||||||||
Mortgage Loan 28 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 1 | 1 | 1 | |||||||||||
Interest Rate | 5.49% | 5.49% | 5.49% | |||||||||||
Indebtedness | $ 10,566 | $ 10,566 | $ 10,673 | |||||||||||
Mortgage Loan 29 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 1 | 1 | 1 | |||||||||||
Interest Rate | 5.49% | 5.49% | 5.49% | |||||||||||
Indebtedness | $ 7,240 | $ 7,240 | $ 7,313 | |||||||||||
Mortgage Loan 30 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 1 | 1 | 1 | |||||||||||
Interest Rate | 4.99% | 4.99% | 4.99% | |||||||||||
Indebtedness | $ 6,771 | $ 6,771 | $ 6,845 | |||||||||||
Mortgage Loan 31 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 3 | 3 | 3 | |||||||||||
Interest Rate | 5.20% | 5.20% | 5.20% | |||||||||||
Indebtedness | $ 67,520 | $ 67,520 | $ 67,520 | |||||||||||
Mortgage Loan 32 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 2 | 2 | 2 | |||||||||||
Interest Rate | 4.85% | 4.85% | 4.85% | |||||||||||
Indebtedness | $ 12,500 | $ 12,500 | $ 12,500 | |||||||||||
Face amount of debt | 54,800 | |||||||||||||
Mortgage Loan 33 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 3 | 3 | 3 | |||||||||||
Interest Rate | 4.90% | 4.90% | 4.90% | |||||||||||
Indebtedness | $ 24,980 | $ 24,980 | $ 24,980 | |||||||||||
Face amount of debt | 24,500 | |||||||||||||
Mortgage Loan 34 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 3 | 3 | ||||||||||||
Interest Rate | 4.45% | 4.45% | ||||||||||||
Indebtedness | $ 54,397 | $ 54,397 | 0 | |||||||||||
Face amount of debt | 21,200 | |||||||||||||
Mortgage Loans 19-20 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Face amount of debt | $ 179,200 | |||||||||||||
Mortgage Loans 32-34 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Face amount of debt | 100,500 | |||||||||||||
Refinanced Mortgage Loan 1 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Face amount of debt | 477,300 | |||||||||||||
Repurchased face amount | $ 356,300 | |||||||||||||
Mortgage Loan 35 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 2 | 2 | ||||||||||||
Interest Rate | 4.45% | 4.45% | ||||||||||||
Indebtedness | $ 24,276 | $ 24,276 | 0 | |||||||||||
Mortgage Loan 36 [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Collateral (in hotels) | hotel | 2 | 2 | ||||||||||||
Interest Rate | 4.45% | 4.45% | ||||||||||||
Indebtedness | $ 21,031 | $ 21,031 | $ 0 | |||||||||||
Acquisition Two [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Face amount of debt | $ 33,300 | |||||||||||||
Percent of voting interest acquired | 100.00% | |||||||||||||
Acquisition Three [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Face amount of debt | $ 907,600 | |||||||||||||
Percent of voting interest acquired | 28.26% | |||||||||||||
Acquisition Eight [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Face amount of debt | $ 40,500 | |||||||||||||
Percent of voting interest acquired | 100.00% | |||||||||||||
Acquisition Ten [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Face amount of debt | $ 12,000 | |||||||||||||
Percent of voting interest acquired | 100.00% | |||||||||||||
PIM Highland JV [Member] | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Percent of voting interest acquired | 28.26% |
Income (Loss) Per Share (Summar
Income (Loss) Per Share (Summary of Amounts Used in Calculating Basic and Diluted Earnings (Loss) Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income (loss) allocated to common stockholders: | ||||
Income (loss) from continuing operations, net of tax | $ (16,321) | $ (13,550) | $ 292,931 | $ (17,546) |
Less: Dividends on preferred stock | (8,490) | (8,490) | (25,471) | (25,471) |
Income allocated to unvested restricted shares | 0 | 0 | (2,713) | 0 |
Undistributed income (loss) | (36,268) | (32,774) | 229,014 | (74,178) |
Distributed and undistributed income (loss) from continuing operations - basic | (24,987) | (22,113) | 264,230 | (43,248) |
Add back: Income from continuing operations allocated to operating partnership units | 0 | 0 | 39,616 | 0 |
Distributed and undistributed net income (loss) - diluted | 24,987 | 22,113 | (303,846) | 43,248 |
Income from discontinued operations allocated to common stockholders: | ||||
Income from discontinued operations, net of tax | $ 0 | $ 55 | $ 0 | $ 77 |
Weighted average shares outstanding: | ||||
Weighted average common shares outstanding - basic | 95,888 | 90,322 | 97,061 | 86,961 |
Effect of assumed conversion of operating partnership units | 0 | 0 | 18,499 | 0 |
Weighted average common shares outstanding – diluted | 95,888 | 90,322 | 115,560 | 86,961 |
Basic income (loss) per share: | ||||
Income (loss) from continuing operations attributable to common stockholders | $ (0.26) | $ (0.24) | $ 2.72 | $ (0.50) |
Income from discontinued operations allocated to common stockholders per share | 0 | 0 | 0 | 0 |
Net income (loss) allocated to common stockholders per share | (0.26) | (0.24) | 2.72 | (0.50) |
Diluted loss per share: | ||||
Income (loss) from continuing operations attributable to common stockholders | (0.26) | (0.24) | 2.63 | (0.50) |
Income from discontinued operations attributable to common stockholders | 0 | 0 | 0 | 0 |
Net income (loss) allocated to common stockholders per share | $ (0.26) | $ (0.24) | $ 2.63 | $ (0.50) |
Common Stock | ||||
Income (loss) allocated to common stockholders: | ||||
Less: Dividends | $ (11,281) | $ (10,661) | $ (35,216) | $ (30,930) |
Effect of unvested restricted shares | ||||
Income (loss) allocated to common stockholders: | ||||
Less: Dividends | $ (176) | $ (73) | $ (517) | $ (231) |
Income (Loss) Per Share (Summ46
Income (Loss) Per Share (Summary of Computation of Diluted Income Per Share) (Details 1) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income (loss) from continuing operations allocated to common stockholders is not adjusted for: | ||||
Income allocated to unvested restricted shares | $ 0 | $ 0 | $ (2,713) | $ 0 |
Total | $ (3,017) | $ (2,519) | $ 3,230 | $ (4,014) |
Weighted average diluted shares are not adjusted for: | ||||
Effect of unvested restricted shares/assumed conversion of operating partnership units, Total | 19,124 | 20,074 | 440 | 19,836 |
Effect of unvested restricted shares | ||||
Income (loss) from continuing operations allocated to common stockholders is not adjusted for: | ||||
Income allocated to unvested restricted shares | $ 176 | $ 73 | $ 3,230 | $ 231 |
Weighted average diluted shares are not adjusted for: | ||||
Effect of unvested restricted shares/assumed conversion of operating partnership units, Total | 543 | 148 | 440 | 111 |
Effect of assumed conversion of operating partnership units | ||||
Weighted average diluted shares are not adjusted for: | ||||
Effect of unvested restricted shares/assumed conversion of operating partnership units, Total | 18,581 | 19,926 | 0 | 19,725 |
Effect of assumed conversion of operating partnership units | ||||
Income (loss) from continuing operations allocated to common stockholders is not adjusted for: | ||||
Net loss attributable to noncontrolling interest in operating partnership units | $ (3,193) | $ (2,592) | $ 0 | $ (4,245) |
Derivative Instruments and He47
Derivative Instruments and Hedging (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Apr. 15, 2015 | Feb. 27, 2015 | Aug. 31, 2011 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Derivative expense related to credit default swaps | $ 130,000 | $ 21,000 | $ 319,000 | $ 63,000 | ||||
Long-term Debt | 3,698,385,000 | 3,698,385,000 | $ 1,954,103,000 | |||||
Unrealized gain (loss) on derivatives | (2,750,000) | (70,000) | (6,403,000) | (680,000) | ||||
Derivative assets, net | 5,572,000 | 5,572,000 | 182,000 | |||||
Interest Rate Cap Two [Member] | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Payments of Derivative Issuance Costs | 661,000 | |||||||
Credit Default Swaps [Member] | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Notional amount of swap transactions | $ 45,000,000 | $ 45,000,000 | $ 100,000,000 | |||||
Derivative Upfront Cost | $ 1,100,000 | $ 1,600,000 | 8,200,000 | |||||
Total exposure | 3,200,000 | 3,200,000 | ||||||
Change in market value of credit default swap | $ 250,000 | |||||||
Unrealized gain (loss) on derivatives | 992,000 | 86,000 | 797,000 | 331,000 | ||||
Foreign Exchange Option [Member] | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Unrealized gain (loss) on derivatives | 0 | 0 | ||||||
Derivative assets, net | 625,000 | 625,000 | ||||||
Investment Derivatives [Member] | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Derivative assets, net | 654,000 | |||||||
Derivative liabilities | 997,000 | |||||||
Marketable Securities and Other [Member] | Credit Default Swaps [Member] | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Net credit default of swap asset (liability) | 783,000 | 783,000 | $ (184,000) | |||||
Mortgage Loans, Variable Interest, 2015 [Member] | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Long-term Debt | 1,802,410,000 | 1,802,410,000 | ||||||
Conventional Mortgage Loan [Member] | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Long-term Debt | $ 601,400,000 | $ 601,400,000 | ||||||
Not Designated as Hedging Instrument [Member] | Interest Rate Cap One [Member] | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Strike rate, lower range | 1.50% | 1.50% | ||||||
Strike rate, higher range | 3.00% | 3.00% | ||||||
Payments of Derivative Issuance Costs | $ 1,800,000 | |||||||
Notional amount of swap transactions | $ 1,800,000,000 | 1,800,000,000 | ||||||
Not Designated as Hedging Instrument [Member] | Interest Rate Floor [Member] | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Payments of Derivative Issuance Costs | 9,400,000 | |||||||
Not Designated as Hedging Instrument [Member] | Interest Rate Cap Two [Member] | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Strike rate, lower range | 2.00% | |||||||
Strike rate, higher range | 2.59% | |||||||
Notional amount of swap transactions | $ 736,100,000 | |||||||
Not Designated as Hedging Instrument [Member] | Foreign Exchange Option [Member] | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Payments of Derivative Issuance Costs | $ 743,000 | |||||||
Interest Rate Floor [Member] | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Strike rate, lower range | (0.25%) | (0.25%) | ||||||
Strike rate, higher range | 0.00% | 0.00% | ||||||
Notional amount of swap transactions | $ 6,000,000,000 | $ 6,000,000,000 | ||||||
Long Term Incentive Plan [Member] | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Compensation expense | $ 200,000 | $ 4,000,000 | $ 1,100,000 | $ 14,600,000 |
Fair Value Measurements (Narrat
Fair Value Measurements (Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Fair Value Disclosures [Abstract] | ||||
Fair value consideration threshold for transfer in/out of level 3 | 10.00% | 10.00% | ||
Lower Uptrend in the LIBOR interest rate | 0.19% | 0.19% | ||
Higher Uptrend in the LIBOR interest rate | 1.43% | 1.43% | ||
Derivative expense related to credit default swaps | $ 130,000 | $ 21,000 | $ 319,000 | $ 63,000 |
Change in fair values of interest rate derivatives | $ 0 |
Fair Value Measurements (Assets
Fair Value Measurements (Assets and Liabilities Measured at Fair Value on a Recurring Basis) (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Derivative Assets: | ||
Derivative assets, net | $ 5,572 | $ 182 |
Foreign Exchange Option [Member] | ||
Derivative Assets: | ||
Derivative assets, net | 625 | |
Fair Value Measurements Recurring [Member] | ||
Non-derivative Assets: | ||
Assets, fair value disclosure, Total | 5,572 | 63,399 |
Derivative Asset, Fair Value, Gross Liability and Obligation to Return Cash, Offset | (3,128) | 0 |
Non-derivative liabilities | ||
Liabilities, fair value disclosure, Total | (6,201) | |
Derivative Liability, Fair Value, Gross Asset and Right to Reclaim Cash, Offset | (563) | |
Assets and liabilities, fair value disclosure | 57,198 | |
Fair Value Measurements Recurring [Member] | Equity Securities [Member] | ||
Non-derivative Assets: | ||
Non-derivative assets | 57,941 | |
Fair Value Measurements Recurring [Member] | Equity Securities [Member] | Short [Member] | ||
Non-derivative liabilities | ||
Non-derivative Liabilities: | (17) | |
Fair Value Measurements Recurring [Member] | U.S. Treasury Securities [Member] | ||
Non-derivative Assets: | ||
Non-derivative assets | 4,622 | |
Fair Value Measurements Recurring [Member] | Equity and U.S Treasury Securities [Member] | ||
Non-derivative Assets: | ||
Non-derivative assets | 0 | |
Fair Value Measurements Recurring [Member] | Margin Account Balance [Member] | ||
Non-derivative liabilities | ||
Non-derivative Liabilities: | (5,003) | |
Fair Value Measurements Recurring [Member] | Interest Rate Derivatives [Member] | ||
Derivative Assets: | ||
Derivative assets, net | 4,164 | |
Fair Value Measurements Recurring [Member] | Interest Rate Derivatives [Member] | Not Designated As Hedging Instrument [Member] | ||
Derivative Assets: | ||
Derivative assets, net | 0 | 182 |
Fair Value Measurements Recurring [Member] | Call Option [Member] | ||
Derivative Assets: | ||
Derivative assets, net | 1 | |
Fair Value Measurements Recurring [Member] | Call Option [Member] | Short [Member] | ||
Derivative Liabilities: | ||
Derivative liabilities | (781) | |
Fair Value Measurements Recurring [Member] | Credit Default Swaps [Member] | ||
Derivative Assets: | ||
Derivative assets, net | 783 | |
Derivative Asset, Collateral, Obligation to Return Cash, Offset | (3,128) | |
Derivative Liabilities: | ||
Derivative liabilities | (184) | |
Derivative Liability, Collateral, Right to Reclaim Cash, Offset | 563 | |
Fair Value Measurements Recurring [Member] | Foreign Exchange Option [Member] | ||
Derivative Assets: | ||
Derivative assets, net | 625 | |
Fair Value Measurements Recurring [Member] | Foreign Exchange Option [Member] | Not Designated As Hedging Instrument [Member] | ||
Derivative Assets: | ||
Derivative assets, net | 0 | |
Fair Value Measurements Recurring [Member] | Put and Call Options [Member] | ||
Derivative Assets: | ||
Derivative assets, net | 0 | |
Fair Value Measurements Recurring [Member] | Put Option [Member] | ||
Derivative Assets: | ||
Derivative assets, net | 653 | |
Fair Value Measurements Recurring [Member] | Put Option [Member] | Short [Member] | ||
Derivative Liabilities: | ||
Derivative liabilities | (216) | |
Fair Value Measurements Recurring [Member] | Quoted Market Prices (Level 1) [Member] | ||
Non-derivative Assets: | ||
Assets, fair value disclosure, Total | 625 | 63,217 |
Non-derivative liabilities | ||
Liabilities, fair value disclosure, Total | (6,017) | |
Assets and liabilities, fair value disclosure | 57,200 | |
Fair Value Measurements Recurring [Member] | Quoted Market Prices (Level 1) [Member] | Equity Securities [Member] | ||
Non-derivative Assets: | ||
Non-derivative assets | 57,941 | |
Fair Value Measurements Recurring [Member] | Quoted Market Prices (Level 1) [Member] | Equity Securities [Member] | Short [Member] | ||
Non-derivative liabilities | ||
Non-derivative Liabilities: | (17) | |
Fair Value Measurements Recurring [Member] | Quoted Market Prices (Level 1) [Member] | U.S. Treasury Securities [Member] | ||
Non-derivative Assets: | ||
Non-derivative assets | 4,622 | |
Fair Value Measurements Recurring [Member] | Quoted Market Prices (Level 1) [Member] | Margin Account Balance [Member] | ||
Non-derivative liabilities | ||
Non-derivative Liabilities: | (5,003) | |
Fair Value Measurements Recurring [Member] | Quoted Market Prices (Level 1) [Member] | Interest Rate Derivatives [Member] | Not Designated As Hedging Instrument [Member] | ||
Derivative Assets: | ||
Derivative assets, net | 0 | 0 |
Fair Value Measurements Recurring [Member] | Quoted Market Prices (Level 1) [Member] | Call Option [Member] | ||
Derivative Assets: | ||
Derivative assets, net | 1 | |
Fair Value Measurements Recurring [Member] | Quoted Market Prices (Level 1) [Member] | Call Option [Member] | Short [Member] | ||
Derivative Liabilities: | ||
Derivative liabilities | (781) | |
Fair Value Measurements Recurring [Member] | Quoted Market Prices (Level 1) [Member] | Credit Default Swaps [Member] | ||
Derivative Assets: | ||
Derivative assets, net | 0 | |
Derivative Liabilities: | ||
Derivative liabilities | 0 | |
Fair Value Measurements Recurring [Member] | Quoted Market Prices (Level 1) [Member] | Foreign Exchange Option [Member] | ||
Derivative Assets: | ||
Derivative assets, net | 625 | |
Fair Value Measurements Recurring [Member] | Quoted Market Prices (Level 1) [Member] | Put Option [Member] | ||
Derivative Assets: | ||
Derivative assets, net | 653 | |
Fair Value Measurements Recurring [Member] | Quoted Market Prices (Level 1) [Member] | Put Option [Member] | Short [Member] | ||
Derivative Liabilities: | ||
Derivative liabilities | (216) | |
Fair Value Measurements Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Non-derivative Assets: | ||
Assets, fair value disclosure, Total | 8,075 | 182 |
Non-derivative liabilities | ||
Liabilities, fair value disclosure, Total | 379 | |
Assets and liabilities, fair value disclosure | 561 | |
Fair Value Measurements Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | Equity Securities [Member] | ||
Non-derivative Assets: | ||
Non-derivative assets | 0 | |
Fair Value Measurements Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | Equity Securities [Member] | Short [Member] | ||
Non-derivative liabilities | ||
Non-derivative Liabilities: | 0 | |
Fair Value Measurements Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | Equity and U.S Treasury Securities [Member] | ||
Non-derivative Assets: | ||
Non-derivative assets | 0 | |
Fair Value Measurements Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | Margin Account Balance [Member] | ||
Non-derivative liabilities | ||
Non-derivative Liabilities: | 0 | |
Fair Value Measurements Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | Interest Rate Derivatives [Member] | Not Designated As Hedging Instrument [Member] | ||
Derivative Assets: | ||
Derivative assets, net | 4,164 | 182 |
Fair Value Measurements Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | Call Option [Member] | Short [Member] | ||
Derivative Liabilities: | ||
Derivative liabilities | 0 | |
Fair Value Measurements Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | Credit Default Swaps [Member] | ||
Derivative Assets: | ||
Derivative assets, net | 3,911 | |
Derivative Liabilities: | ||
Derivative liabilities | 379 | |
Fair Value Measurements Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | Foreign Exchange Option [Member] | ||
Derivative Assets: | ||
Derivative assets, net | 0 | |
Fair Value Measurements Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | Put and Call Options [Member] | ||
Derivative Assets: | ||
Derivative assets, net | 0 | |
Fair Value Measurements Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | Put Option [Member] | ||
Derivative Assets: | ||
Derivative assets, net | 0 | |
Fair Value Measurements Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | Put Option [Member] | Short [Member] | ||
Derivative Liabilities: | ||
Derivative liabilities | 0 | |
Fair Value Measurements Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Non-derivative Assets: | ||
Assets, fair value disclosure, Total | 0 | 0 |
Non-derivative liabilities | ||
Liabilities, fair value disclosure, Total | 0 | |
Assets and liabilities, fair value disclosure | 0 | |
Fair Value Measurements Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Equity Securities [Member] | ||
Non-derivative Assets: | ||
Non-derivative assets | 0 | |
Fair Value Measurements Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Equity Securities [Member] | Short [Member] | ||
Non-derivative liabilities | ||
Non-derivative Liabilities: | 0 | |
Fair Value Measurements Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Equity and U.S Treasury Securities [Member] | ||
Non-derivative Assets: | ||
Non-derivative assets | 0 | |
Fair Value Measurements Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Margin Account Balance [Member] | ||
Non-derivative liabilities | ||
Non-derivative Liabilities: | 0 | |
Fair Value Measurements Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Interest Rate Derivatives [Member] | Not Designated As Hedging Instrument [Member] | ||
Derivative Assets: | ||
Derivative assets, net | 0 | 0 |
Fair Value Measurements Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Call Option [Member] | Short [Member] | ||
Derivative Liabilities: | ||
Derivative liabilities | 0 | |
Fair Value Measurements Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Credit Default Swaps [Member] | ||
Derivative Assets: | ||
Derivative assets, net | 0 | |
Derivative Liabilities: | ||
Derivative liabilities | 0 | |
Fair Value Measurements Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Foreign Exchange Option [Member] | ||
Derivative Assets: | ||
Derivative assets, net | $ 0 | |
Fair Value Measurements Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Put and Call Options [Member] | ||
Derivative Assets: | ||
Derivative assets, net | 0 | |
Fair Value Measurements Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Put Option [Member] | ||
Derivative Assets: | ||
Derivative assets, net | 0 | |
Fair Value Measurements Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Put Option [Member] | Short [Member] | ||
Derivative Liabilities: | ||
Derivative liabilities | $ 0 |
Fair Value Measurements (Effect
Fair Value Measurements (Effect of Fair Value Measured Assets and Liabilities on Consolidated Statements of Operations) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Unrealized gain (loss) on derivatives | $ (2,750) | $ (70) | $ (6,403) | $ (680) |
Unrealized gain (loss) on marketable securities | 0 | (2,875) | 127 | (3,818) |
Credit Default Swaps [Member] | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Unrealized gain (loss) on derivatives | 992 | 86 | 797 | 331 |
Fair Value Measurements Recurring [Member] | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Gain or (Loss) Recognized in income, Liabilities | (2,750) | (504) | (4,308) | 855 |
Unrealized gain (loss) on derivatives | (2,750) | (70) | (6,403) | (680) |
Unrealized gain (loss) on marketable securities | 0 | (2,875) | 127 | (3,818) |
Realized gain (loss) on marketable securities | 0 | 2,441 | 1,968 | 5,353 |
Gain or (Loss) Recognized in income, Net | (2,750) | (504) | (4,308) | 855 |
Reclassified from Accumulated OCI into Interest Expense, Liabilities | 0 | 0 | 0 | 100 |
Reclassified from Accumulated OCI into Interest Expense, Net | 0 | 0 | 0 | 100 |
Fair Value Measurements Recurring [Member] | Interest Rate Derivatives [Member] | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Unrealized gain (loss) on derivatives | (3,742) | (156) | (7,200) | (349) |
Reclassified from Accumulated OCI into Interest Expense, Net | 0 | 0 | 0 | 100 |
Fair Value Measurements Recurring [Member] | Credit Default Swaps [Member] | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Unrealized gain (loss) on derivatives | 992 | 86 | 797 | (331) |
Reclassified from Accumulated OCI into Interest Expense, Net | 0 | 0 | ||
Fair Value Measurements Recurring [Member] | Derivative Liabilities [Member] | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Gain or (Loss) Recognized in income, Liabilities | 0 | 314 | ||
Reclassified from Accumulated OCI into Interest Expense, Liabilities | 0 | 0 | ||
Fair Value Measurements Recurring [Member] | Derivative Liabilities [Member] | Put Option [Member] | Short [Member] | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Gain or (Loss) Recognized in income, Liabilities | 0 | 102 | 1,002 | 46 |
Reclassified from Accumulated OCI into Interest Expense, Liabilities | 0 | 0 | 0 | 0 |
Fair Value Measurements Recurring [Member] | Derivative Liabilities [Member] | Call Option [Member] | Short [Member] | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Gain or (Loss) Recognized in income, Liabilities | 0 | 212 | 1,470 | 235 |
Reclassified from Accumulated OCI into Interest Expense, Liabilities | 0 | 0 | 0 | 0 |
Fair Value Measurements Recurring [Member] | Non-Derivative Liabilities [Member] | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Gain or (Loss) Recognized in income, Liabilities | 2,550 | 281 | ||
Reclassified from Accumulated OCI into Interest Expense, Liabilities | 0 | 0 | ||
Fair Value Measurements Recurring [Member] | Non-Derivative Liabilities [Member] | Equity Securities [Member] | Short [Member] | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Gain or (Loss) Recognized in income, Liabilities | 78 | 0 | ||
Fair Value Measurements Recurring [Member] | Derivative Assets [Member] | Interest Rate Derivatives [Member] | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Gain or (Loss) Recognized in income, Assets | (3,742) | (156) | (7,200) | (349) |
Reclassified from Accumulated OCI into Interest Expense, Assets | 0 | 0 | 0 | 100 |
Fair Value Measurements Recurring [Member] | Derivative Assets [Member] | Put and Call Options [Member] | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Reclassified from Accumulated OCI into Interest Expense, Assets | 0 | 0 | 0 | 0 |
Fair Value Measurements Recurring [Member] | Derivative Assets [Member] | Credit Default Swaps [Member] | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Gain or (Loss) Recognized in income, Assets | 992 | 65 | 797 | (394) |
Reclassified from Accumulated OCI into Interest Expense, Assets | 0 | 0 | ||
Fair Value Measurements Recurring [Member] | Derivative Assets [Member] | Put Option [Member] | Long [Member] | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Gain or (Loss) Recognized in income, Assets | 0 | (112) | (1,717) | (1,093) |
Fair Value Measurements Recurring [Member] | Derivative Assets [Member] | Call Option [Member] | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Reclassified from Accumulated OCI into Interest Expense, Assets | 0 | 0 | 0 | 0 |
Fair Value Measurements Recurring [Member] | Derivative Assets [Member] | Call Option [Member] | Long [Member] | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Gain or (Loss) Recognized in income, Assets | 0 | (3) | 26 | (126) |
Fair Value Measurements Recurring [Member] | Non Derivative Assets [Member] | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Gain or (Loss) Recognized in income, Assets | (2,750) | (818) | (6,858) | 574 |
Reclassified from Accumulated OCI into Interest Expense, Assets | 0 | 0 | 0 | 100 |
Fair Value Measurements Recurring [Member] | Non Derivative Assets [Member] | Equity - American Depositary Receipts [Member] | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Gain or (Loss) Recognized in income, Assets | (150) | 0 | ||
Reclassified from Accumulated OCI into Interest Expense, Assets | 0 | 0 | ||
Fair Value Measurements Recurring [Member] | Non Derivative Assets [Member] | Equity Securities [Member] | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Gain or (Loss) Recognized in income, Assets | 0 | (699) | 1,072 | 2,145 |
Reclassified from Accumulated OCI into Interest Expense, Assets | 0 | 0 | 0 | 0 |
Fair Value Measurements Recurring [Member] | Non Derivative Assets [Member] | U.S. Treasury Securities [Member] | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Gain or (Loss) Recognized in income, Assets | 0 | 87 | 314 | 391 |
Reclassified from Accumulated OCI into Interest Expense, Assets | $ 0 | $ 0 | $ 0 | $ 0 |
Summary of Fair Value of Fina51
Summary of Fair Value of Financial Instruments (Schedule of Carrying Amounts and Estimated Fair Values of Financial Instruments) (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 |
Financial assets and liabilities measured at fair value: | |||
Marketable securities, Carrying value | $ 0 | $ 63,217 | |
Marketable securities, Estimated fair value | 0 | 63,217 | |
Derivative assets, Carrying value | 5,572 | 182 | |
Derivative assets, Estimated fair value | 5,572 | 182 | |
Liabilities associated with investments in securities and other, Carrying value | 0 | 6,201 | |
Liabilities associated with marketable securities, Fair value | 0 | 6,201 | |
Financial assets not measured at fair value: | |||
Cash and cash equivalents, Carrying value | 185,981 | 215,063 | |
Cash and cash equivalents, Estimated fair value | 185,981 | 215,063 | |
Restricted cash, Carrying value | 146,220 | 85,830 | |
Restricted cash, Estimated fair value | 146,220 | 85,830 | |
Accounts receivable, Carrying value | 53,037 | 22,399 | |
Accounts receivable, Estimated fair value | 53,037 | 22,399 | |
Notes receivable, Carrying value | 3,695 | 3,553 | |
Due from affiliates, Carrying value | 0 | 3,473 | |
Due from affiliates, Estimated fair value | 0 | 3,473 | |
Due from Ashford Prime OP, net, Carrying value | 0 | 896 | |
Due from Ashford Prime OP, net, Estimated fair value | 0 | 896 | |
Due from third-party hotel managers, Carrying value | 37,947 | 12,241 | |
Due from third party hotel managers, Estimated fair value | 37,947 | 12,241 | |
Financial liabilities not measured at fair value: | |||
Indebtedness | 3,698,385 | 1,954,103 | |
Accounts payable and accrued expenses, Carrying value | 141,404 | 71,118 | |
Accounts payable and accrued expenses, Estimated fair value | 141,404 | 71,118 | |
Dividends payable, Carrying value | 22,679 | 21,889 | $ 21,889 |
Dividends payable, Estimated fair value | 22,679 | 21,889 | |
Due to Ashford Inc., net, Carrying value | 9,893 | 8,202 | |
Due to Ashford Inc. Fair Value Disclosure | 9,893 | 8,202 | |
due to Ashford Prime OP, net | 110 | 0 | |
due to Ashford Prime OP, net, Fair Value Disclosure | 110 | 0 | |
Due to related party, net, Carrying value | 470 | 1,867 | |
Due to related party, net, Estimated fair value | 470 | 1,867 | |
Due to third-party hotel managers, Carrying value | 2,424 | 1,640 | |
Due to third-party hotel managers, Estimated fair value | 2,424 | 1,640 | |
Minimum [Member] | |||
Financial assets not measured at fair value: | |||
Notes receivable, Estimated fair value | 3,117 | 3,049 | |
Financial liabilities not measured at fair value: | |||
Indebtedness, Estimated fair value | 3,267,372 | 1,905,801 | |
Maximum [Member] | |||
Financial assets not measured at fair value: | |||
Notes receivable, Estimated fair value | 3,445 | 3,370 | |
Financial liabilities not measured at fair value: | |||
Indebtedness, Estimated fair value | $ 3,611,305 | $ 2,106,413 |
Summary of Fair Value of Fina52
Summary of Fair Value of Financial Instruments (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Maximum maturity term of financial assets | 90 days | 90 days | |
Notes receivable | $ 3,695 | $ 3,695 | $ 3,553 |
Carrying value of total indebtedness of continuing operations | $ 3,700,000 | $ 3,700,000 | $ 2,000,000 |
Minimum [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Notes receivable fair value variance from carrying value (as a percent) | (11.60%) | (11.60%) | (14.20%) |
Total indebtedness fair value variance from carrying value (as a percent) | 96.10% | 96.10% | 97.50% |
Maximum [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Notes receivable fair value variance from carrying value (as a percent) | (2.30%) | (2.30%) | (5.20%) |
Total indebtedness fair value variance from carrying value (as a percent) | 106.20% | 106.20% | 107.80% |
Redeemable Noncontrolling Int53
Redeemable Noncontrolling Interests in Operating Partnership (Narrative) (Details) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2015USD ($)shares | Sep. 30, 2014USD ($)shares | Sep. 30, 2015USD ($)shares | Sep. 30, 2014USD ($)shares | Dec. 31, 2014USD ($) | Nov. 12, 2014 | |
Redeemable Noncontrolling Interest [Line Items] | ||||||
Common unit percentage worth of common stock share | 93.00% | 93.00% | 94.00% | |||
Redeemable noncontrolling interests in operating partnership | $ 114,741,000 | $ 114,741,000 | $ 177,064,000 | |||
Redemption value adjustment | 83,509,000 | |||||
Cash distributions declared | $ 68,602,000 | $ 63,528,000 | ||||
Ashford Inc. [Member] | ||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||
Special distribution, conversion ratio, shares of Common Stock | 87 | |||||
Special distribution, maximum percentage of shares available for conversion for Unitholders | 99.00% | |||||
Special distribution, conversion ratio, units | 55 | |||||
Shares in investment held (in shares) | shares | 598,000 | 598,000 | ||||
Partnership Interest [Member] | ||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||
Common units Converted | shares | 0 | 160,000 | 152,000 | 160,000 | ||
Class B Common Units [Member] | ||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||
Dividend rate common units, after year three | 7.20% | |||||
Long Term Incentive Plan [Member] | ||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||
Common partnership unit per converted Long-Term Incentive Plan unit | shares | 1 | |||||
LTIP units issued | shares | 8,700,000 | 8,700,000 | ||||
Compensation expense | $ 200,000 | $ 4,000,000 | $ 1,100,000 | $ 14,600,000 | ||
Unamortized value of LTIP unit | 3,000,000 | 3,000,000 | ||||
Long Term Incentive Plan [Member] | Partnership Interest [Member] | ||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||
Redeemable noncontrolling interests in operating partnership | $ 114,700,000 | $ 114,700,000 | $ 177,100,000 | |||
Ownership by non-controlling owners | 13.28% | 13.28% | 13.01% | |||
Redemption value adjustment | $ 84,800,000 | 169,300,000 | ||||
Allocated net income (loss) to redeemable noncontrolling interests | $ (3,200,000) | (2,600,000) | 39,600,000 | (4,200,000) | ||
Cash distributions declared | 2,700,000 | 2,700,000 | $ 8,200,000 | 8,100,000 | ||
Long Term Incentive Plan [Member] | Minimum [Member] | ||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||
Vesting period | 3 years | |||||
Long Term Incentive Plan [Member] | Maximum [Member] | ||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||
Vesting period | 5 years | |||||
Long Term Incentive Plan [Member] | OP Units Converted [Member] | ||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||
Fair value of common units converted | 0 | $ 1,800,000 | $ 1,500,000 | $ 1,800,000 | ||
Share-based Compensation Award, Tranche One [Member] | Long Term Incentive Plan [Member] | ||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||
Value of units which had not reached full economic parity with the common units | 662,000 | 662,000 | ||||
Share-based Compensation Award, Tranche Two [Member] | Long Term Incentive Plan [Member] | ||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||
Value of units which had not reached full economic parity with the common units | $ 43,000 | $ 43,000 |
Equity and Equity-Based Compe54
Equity and Equity-Based Compensation (Details) $ / shares in Units, $ in Thousands | Aug. 04, 2015USD ($)$ / shares | Feb. 10, 2015$ / sharesshares | Jan. 29, 2015USD ($)shares | Sep. 30, 2015USD ($)hotel$ / shares | Sep. 30, 2014USD ($)$ / shares | Sep. 30, 2015USD ($)hotel$ / shares | Sep. 30, 2014USD ($)$ / shares | Jan. 30, 2015$ / sharesshares | Dec. 31, 2014USD ($)hotel |
Class of Stock [Line Items] | |||||||||
Dividends declared per common share (in dollars per share) | $ 0.12 | $ 0.12 | $ 0.36 | $ 0.36 | |||||
Dividends annualized target (in dollars per share) | $ 0.48 | $ 0.48 | |||||||
Noncontrolling interests in consolidated entities | $ | $ 792 | $ 792 | $ 800 | ||||||
Income (loss) from consolidated joint ventures attributable to noncontrolling interests | $ | $ 3 | $ (124) | $ (8) | $ (146) | |||||
Ownership by parent | 15.00% | 15.00% | 15.00% | ||||||
Common Stock Shares Repurchased | $ | $ 5,800 | ||||||||
Treasury Stock Acquired, Average Cost Per Share | $ 9 | ||||||||
Payments for Repurchase of Common Stock | $ | $ 51,800 | $ 52,293 | 458 | ||||||
Majority Owned Properties [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Number of hotel properties with JV interests | hotel | 2 | 2 | 2 | ||||||
Restricted Stock [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Equity-based compensation | $ | $ 400 | $ 800 | $ 1,400 | $ 2,400 | |||||
Restricted stock unamortized cost | $ | $ 5,800 | $ 5,800 | |||||||
Maximum [Member] | Restricted Stock [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Amortization period | 2 years 5 months 19 days | ||||||||
Common Stock | |||||||||
Class of Stock [Line Items] | |||||||||
Issuances of stock (in shares) | shares | 1,029,000 | 9,500,000 | |||||||
Share price (in dollars per share) | $ 10.65 | $ 10.65 | |||||||
Proceeds from issuance of stock, before underwriting discount and other expenses | $ | $ 101,200 | ||||||||
Additional shares authorized for purchase (in shares) | shares | 1,425,000 | ||||||||
Series A Preferred Stock [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Percentage of preferred stock shares | 8.55% | 8.55% | |||||||
Dividends declared per preferred share (in dollars per share) | $ 0.5344 | $ 0.5344 | |||||||
Series D Preferred Stock [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Percentage of preferred stock shares | 8.45% | 8.45% | |||||||
Dividends declared per preferred share (in dollars per share) | $ 0.5281 | $ 0.5281 | |||||||
Series E Preferred Stock [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Percentage of preferred stock shares | 9.00% | 9.00% | |||||||
Dividends declared per preferred share (in dollars per share) | $ 0.5625 | $ 0.5625 |
Commitments and Contingencies (
Commitments and Contingencies (Narrative) (Details) - USD ($) | Jun. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Sep. 30, 2015 | Dec. 31, 2006 |
Potential Pension Liabilities [Member] | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Unfunded pension liabilities at acquisition | $ 0 | |||||||
Net amount of pension payments on settlement agreement paid by hotel manager | $ 84,000 | |||||||
Term of Pension Liability | 20 years | |||||||
Unfunded pension liabilities amount received by the Hotel Manager on the loss of suit | $ 1,700,000 | |||||||
Monthly pension payments | 100,000 | |||||||
Accrued unfunded pension liabilities | $ 1,600,000 | 1,600,000 | $ 1,600,000 | |||||
Litigation [Member] | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Damages awarded | $ 10,800,000 | |||||||
Interest on litigation award | $ 24,000 | $ 71,000 | $ 707,000 | |||||
Total litigation expense | $ 12,000,000 | |||||||
Loss contingency accrual | $ 400,000 | |||||||
Restricted Cash [Member] | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Escrow reserve for capital improvements as percentage of gross revenues, Minimum | 4.00% | |||||||
Escrow reserve for capital improvements as percentage of gross revenues, Maximum | 6.00% | |||||||
Franchise Fees [Member] | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Franchisor royalty fees percent of gross room revenue, minimum | 2.00% | 2.00% | 2.00% | |||||
Franchisor royalty fees percent of gross room revenue, Maximum | 6.00% | 6.00% | 6.00% | |||||
Marketing reservation and other fees, Minimum | 1.00% | 1.00% | 1.00% | |||||
Marketing reservation and other fees, Maximum | 6.20% | 6.20% | 6.20% | |||||
Franchise fees incurred | $ 17,600,000 | $ 10,000,000 | $ 46,400,000 | $ 28,600,000 | ||||
Management Fees [Member] | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Payment of monthly property management fees, Minimum | $ 10,000 | |||||||
Property management fee as percentage of gross revenue used if greater than $10,000 (CPI adjusted since 2003) | 3.00% | |||||||
Property management fee as percentage of gross revenue, Minimum | 1.50% | |||||||
Property management fee as percentage of gross revenue, Maximum | 7.00% | |||||||
Portion of project management fees to project costs | 4.00% |
Segment Reporting (Details)
Segment Reporting (Details) | 9 Months Ended |
Sep. 30, 2015segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 1 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ / shares in Units, $ in Thousands | Aug. 04, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 |
Related Party Transaction [Line Items] | ||||||
Advisory services quarterly base fee percentage | 0.70% | 0.70% | ||||
Advisory services fee | $ 10,788 | $ 0 | $ 31,827 | $ 0 | ||
Due to Ashford Inc., net | $ 9,893 | 9,893 | $ 8,202 | |||
Common Stock Shares Repurchased | $ 5,800 | |||||
Treasury Stock Acquired, Average Cost Per Share | $ 9 | |||||
Payments for Repurchase of Common Stock | $ 51,800 | $ 52,293 | 458 | |||
Ashford Hospitality Advisor LLC [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Advisory services quarterly base fee percentage | 0.70% | 0.70% | ||||
Ashford Inc. [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Advisory services fee | $ 10,788 | $ 31,827 | ||||
Ashford Inc. [Member] | Base Fee [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Advisory services fee | 8,701 | 25,217 | ||||
Ashford Inc. [Member] | Reimbursable Expenses [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Advisory services fee | 1,619 | 4,820 | ||||
Ashford Inc. [Member] | Equity-Based Compensation [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Advisory services fee | 468 | 1,790 | ||||
Ashford Inc. [Member] | Incentive Management Fee [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Advisory services fee | 0 | 0 | ||||
Restricted Stock [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Compensation expense | $ 400 | $ 800 | $ 1,400 | $ 2,400 | ||
Restricted Stock [Member] | Remington Lodging Employees [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Restricted stock grant | 147,000 | 147,000 | ||||
Compensation expense | $ 100 | $ 100 | ||||
Unamortized fair value of restricted grant | $ 800 | $ 800 | ||||
Minimum [Member] | Ashford Hospitality Advisor LLC [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Advisory services quarterly base fee percentage | 0.50% | 0.50% | ||||
Total market capitalization threshold for calculating base advisory fee | $ 6,000,000 | $ 6,000,000 | ||||
Maximum [Member] | Ashford Hospitality Advisor LLC [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Advisory services quarterly base fee percentage | 0.70% | 0.70% | ||||
Total market capitalization threshold for calculating base advisory fee | $ 10,000,000 | $ 10,000,000 | ||||
Maximum [Member] | Restricted Stock [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Amortization period | 2 years 5 months 19 days | |||||
Maximum [Member] | Restricted Stock [Member] | Remington Lodging Employees [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Amortization period | 2 years 5 months 27 days |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event [Member] - USD ($) $ in Thousands | Oct. 15, 2015 | Oct. 30, 2015 |
Subsequent Event [Line Items] | ||
Line of Credit Facility, Maximum Borrowing Capacity | $ 100,000 | |
Acquisition Eleven [Member] | ||
Subsequent Event [Line Items] | ||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | |
Consideration transferred | $ 26,400 | |
Noncash or Part Noncash Acquisition, Debt Assumed | $ 16,000 | |
Interest Rate | 5.98% |
Uncategorized Items - aht-20150
Label | Element | Value |
Cash and Cash Equivalents, at Carrying Value, Including Discontinued Operations | us-gaap_CashAndCashEquivalentsAtCarryingValueIncludingDiscontinuedOperations | $ 280,574 |