Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Oct. 28, 2016 | |
Document and Entity Information | ||
Entity Registrant Name | Sunstone Hotel Investors, Inc. | |
Entity Central Index Key | 1,295,810 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2016 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 216,509,093 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 367,117 | $ 499,067 |
Restricted cash | 67,248 | 76,180 |
Accounts receivable, net | 46,260 | 32,024 |
Inventories | 1,365 | 1,395 |
Prepaid expenses | 10,973 | 10,879 |
Total current assets | 492,963 | 619,545 |
Investment in hotel properties, net | 3,234,814 | 3,229,010 |
Deferred financing fees, net | 2,593 | 4,310 |
Other assets, net | 9,091 | 10,386 |
Total assets | 3,739,461 | 3,863,251 |
Current liabilities: | ||
Accounts payable and accrued expenses | 37,020 | 30,193 |
Accrued payroll and employee benefits | 22,486 | 28,023 |
Dividends and distributions payable | 14,033 | 265,124 |
Other current liabilities | 44,372 | 41,877 |
Current portion of notes payable, net | 251,276 | 85,776 |
Total current liabilities | 369,187 | 450,993 |
Notes payable, less current portion, net | 748,767 | 1,010,819 |
Capital lease obligations, less current portion | 15,574 | 15,575 |
Other liabilities | 42,677 | 34,744 |
Total liabilities | 1,176,205 | 1,512,131 |
Commitments and contingencies (Note 11) | ||
Preferred stock | ||
Common stock, $0.01 par value, 500,000,000 shares authorized, 216,509,093 shares issued and outstanding at September 30, 2016 and 207,604,391 shares issued and outstanding at December 31, 2015 | 2,165 | 2,076 |
Additional paid in capital | 2,540,782 | 2,458,889 |
Retained earnings | 753,725 | 652,704 |
Cumulative dividends and distributions | (973,105) | (927,868) |
Total stockholders' equity | 2,513,567 | 2,300,801 |
Noncontrolling interest in consolidated joint venture | 49,689 | 50,319 |
Total equity | 2,563,256 | 2,351,120 |
Total liabilities and equity | 3,739,461 | 3,863,251 |
Series D Cumulative Redeemable Preferred Stock | ||
Preferred stock | ||
Cumulative Redeemable Preferred Stock | $ 115,000 | |
Series E Cumulative Redeemable Preferred Stock | ||
Preferred stock | ||
Cumulative Redeemable Preferred Stock | 115,000 | |
Series F Cumulative Redeemable Preferred Stock | ||
Preferred stock | ||
Cumulative Redeemable Preferred Stock | $ 75,000 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | 4 Months Ended | 6 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 | 100,000,000 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 | 500,000,000 |
Common stock, shares issued (in shares) | 216,509,093 | 216,509,093 | 207,604,391 |
Common stock, shares outstanding (in shares) | 216,509,093 | 216,509,093 | 207,604,391 |
Series D Cumulative Redeemable Preferred Stock | |||
Preferred stock, Cumulative Redeemable Preferred Stock, dividend rate (as a percent) | 8.00% | ||
Preferred stock, Cumulative Redeemable Preferred Stock, shares issued (in shares) | 0 | 0 | 4,600,000 |
Preferred stock, Cumulative Redeemable Preferred Stock, shares outstanding (in shares) | 0 | 0 | 4,600,000 |
Preferred stock, Cumulative Redeemable Preferred Stock, liquidation preference (in dollars per share) | $ 25 | ||
Series E Cumulative Redeemable Preferred Stock | |||
Preferred stock, Cumulative Redeemable Preferred Stock, dividend rate (as a percent) | 6.95% | ||
Preferred stock, Cumulative Redeemable Preferred Stock, shares issued (in shares) | 4,600,000 | 4,600,000 | 0 |
Preferred stock, Cumulative Redeemable Preferred Stock, shares outstanding (in shares) | 4,600,000 | 4,600,000 | 0 |
Preferred stock, Cumulative Redeemable Preferred Stock, liquidation preference (in dollars per share) | $ 25 | $ 25 | |
Series F Cumulative Redeemable Preferred Stock | |||
Preferred stock, Cumulative Redeemable Preferred Stock, dividend rate (as a percent) | 6.45% | ||
Preferred stock, Cumulative Redeemable Preferred Stock, shares issued (in shares) | 3,000,000 | 3,000,000 | 0 |
Preferred stock, Cumulative Redeemable Preferred Stock, shares outstanding (in shares) | 3,000,000 | 3,000,000 | 0 |
Preferred stock, Cumulative Redeemable Preferred Stock, liquidation preference (in dollars per share) | $ 25 | $ 25 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
REVENUES | ||||
Room | $ 217,672 | $ 233,787 | $ 629,145 | $ 666,756 |
Food and beverage | 68,899 | 68,371 | 221,431 | 219,820 |
Other operating | 16,733 | 22,437 | 49,180 | 61,671 |
Total revenues | 303,304 | 324,595 | 899,756 | 948,247 |
OPERATING EXPENSES | ||||
Room | 54,624 | 58,332 | 160,185 | 169,742 |
Food and beverage | 49,174 | 50,381 | 154,042 | 153,412 |
Other operating | 4,328 | 5,605 | 12,516 | 16,073 |
Advertising and promotion | 15,015 | 15,325 | 45,285 | 46,252 |
Repairs and maintenance | 10,876 | 11,859 | 33,139 | 34,798 |
Utilities | 8,252 | 9,374 | 23,114 | 26,736 |
Franchise costs | 9,408 | 10,591 | 27,402 | 30,009 |
Property tax, ground lease and insurance | 20,944 | 25,649 | 61,941 | 72,413 |
Property general and administrative | 35,003 | 37,828 | 107,698 | 109,384 |
Corporate overhead | 6,392 | 6,046 | 19,918 | 27,222 |
Depreciation and amortization | 40,442 | 41,331 | 121,169 | 122,911 |
Total operating expenses | 254,458 | 272,321 | 766,409 | 808,952 |
Operating income | 48,846 | 52,274 | 133,347 | 139,295 |
Interest and other income | 283 | 576 | 1,127 | 3,350 |
Interest expense | (11,136) | (16,405) | (47,018) | (51,020) |
Loss on extinguishment of debt | (259) | (2) | ||
Gain on sale of assets | 11,682 | 18,223 | 11,682 | |
Income before income taxes and discontinued operations | 37,993 | 48,127 | 105,420 | 103,305 |
Income tax benefit (provision) | 1,434 | (938) | 959 | (1,256) |
Income from continuing operations | 39,427 | 47,189 | 106,379 | 102,049 |
Income from discontinued operations, net of tax | 15,895 | 15,895 | ||
NET INCOME | 39,427 | 63,084 | 106,379 | 117,944 |
Income from consolidated joint ventures attributable to noncontrolling interests | (2,053) | (1,982) | (5,358) | (6,643) |
Preferred stock dividends and redemption charge | 3,207 | 2,300 | 12,756 | 6,900 |
INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS | 34,167 | 58,802 | 88,265 | 104,401 |
COMPREHENSIVE INCOME | 39,427 | 63,084 | 106,379 | 117,944 |
COMPREHENSIVE INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS | $ 34,167 | $ 58,802 | $ 88,265 | $ 104,401 |
Basic and diluted per share amounts: | ||||
Income from continuing operations attributable to common stockholders (in dollars per share) | $ 0.16 | $ 0.20 | $ 0.41 | $ 0.42 |
Income from discontinued operations, net of tax (in dollars per share) | 0.08 | 0.08 | ||
Basic and diluted income attributable to common stockholders per common share (in dollars per share) | $ 0.16 | $ 0.28 | $ 0.41 | $ 0.50 |
Basic and diluted weighted average common shares outstanding (in shares) | 215,413 | 207,604 | 214,565 | 207,264 |
Distributions declared per common share (in dollars per share) | $ 0.05 | $ 0.05 | $ 0.15 | $ 0.15 |
CONSOLIDATED STATEMENT OF EQUIT
CONSOLIDATED STATEMENT OF EQUITY - 9 months ended Sep. 30, 2016 - USD ($) $ in Thousands | Series D Cumulative Redeemable Preferred StockPreferred Stock | Series D Cumulative Redeemable Preferred StockCumulative dividends and distributions | Series D Cumulative Redeemable Preferred Stock | Series E Cumulative Redeemable Preferred StockPreferred Stock | Series E Cumulative Redeemable Preferred StockCumulative dividends and distributions | Series E Cumulative Redeemable Preferred Stock | Series F Cumulative Redeemable Preferred StockPreferred Stock | Series F Cumulative Redeemable Preferred StockCumulative dividends and distributions | Series F Cumulative Redeemable Preferred Stock | Common Stock | Additional Paid In Capital | Retained Earnings | Cumulative dividends and distributions | Noncontrolling Interest in Consolidated Joint Venture | Total |
Beginning Balance at Dec. 31, 2015 | $ 115,000 | $ 2,076 | $ 2,458,889 | $ 652,704 | $ (927,868) | $ 50,319 | $ 2,351,120 | ||||||||
Beginning Balance (in shares) at Dec. 31, 2015 | 4,600,000 | 207,604,391 | |||||||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||||
Redemption of preferred stock | $ (115,000) | 4,052 | (4,052) | (115,000) | |||||||||||
Redemption of preferred stock (in shares) | (4,600,000) | ||||||||||||||
Net proceeds from sales of preferred stock | $ 115,000 | $ 75,000 | (6,640) | 183,360 | |||||||||||
Sales of preferred stock (in shares) | 4,600,000 | 3,000,000 | |||||||||||||
Deferred stock compensation, net | $ 15 | 5,732 | 5,747 | ||||||||||||
Deferred stock compensation, net (in shares) | 1,482,621 | ||||||||||||||
Issuance of common stock distributions | $ 74 | 78,749 | 78,823 | ||||||||||||
Issuance of common stock distributions (in shares) | 7,422,081 | ||||||||||||||
Common stock distributions and distributions payable | (32,481) | (32,481) | |||||||||||||
Preferred stock dividends and dividends payable | $ (2,428) | $ (2,428) | $ (4,462) | $ (4,462) | $ (1,814) | $ (1,814) | |||||||||
Distributions to noncontrolling interest | (5,988) | (5,988) | |||||||||||||
Net income | 101,021 | 5,358 | 106,379 | ||||||||||||
Ending Balance at Sep. 30, 2016 | $ 115,000 | $ 75,000 | $ 2,165 | $ 2,540,782 | $ 753,725 | $ (973,105) | $ 49,689 | $ 2,563,256 | |||||||
Ending Balance (in shares) at Sep. 30, 2016 | 4,600,000 | 3,000,000 | 216,509,093 |
CONSOLIDATED STATEMENT OF EQUI6
CONSOLIDATED STATEMENT OF EQUITY (Parenthetical) | 9 Months Ended |
Sep. 30, 2016$ / shares | |
Issuance of common stock distributions per share (in dollars per share) | $ 1.26 |
Common stock distributions and distributions payable, per share (in dollars per share) | 0.15 |
Series D Cumulative Redeemable Preferred Stock | |
Preferred stock dividends declared (in dollars per share) | 0.527778 |
Series E Cumulative Redeemable Preferred Stock | |
Preferred stock dividends declared (in dollars per share) | 0.970075 |
Series F Cumulative Redeemable Preferred Stock | |
Preferred stock dividends declared (in dollars per share) | $ 0.604725 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net income | $ 106,379 | $ 117,944 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Bad debt expense | 493 | 115 |
Gain on sale of assets, net | (18,226) | (27,708) |
Loss on extinguishment of debt | 259 | 2 |
Gain on redemption of note receivable | (939) | |
(Gain) loss on derivatives, net | 7,810 | 12 |
Depreciation | 118,764 | 119,811 |
Amortization of franchise fees and other intangibles | 2,936 | 6,048 |
Amortization of deferred financing fees | 1,648 | 2,472 |
Amortization of deferred stock compensation | 5,616 | 8,106 |
Changes in operating assets and liabilities: | ||
Restricted cash | 17,846 | 550 |
Accounts receivable | (14,747) | (13,892) |
Inventories | 26 | 76 |
Prepaid expenses and other assets | (72) | 1,403 |
Accounts payable and other liabilities | 3,002 | 14,075 |
Accrued payroll and employee benefits | (3,215) | 970 |
Net cash provided by operating activities | 228,519 | 229,045 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Proceeds from sales of assets | 41,202 | 42,432 |
Proceeds from redemption of note receivable | 1,125 | |
Restricted cash - replacement reserve | (8,914) | (10,017) |
Acquisition of air rights lease | (2,447) | |
Renovations and additions to hotel properties | (139,846) | (106,575) |
Payment for interest rate derivative | (13) | |
Net cash used in investing activities | (110,005) | (73,048) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from preferred stock offerings | 190,000 | |
Payment of preferred stock offering costs | (6,640) | |
Redemption of preferred stock | (115,000) | |
Repurchase of common stock for employee withholding obligations | (2,641) | (9,264) |
Proceeds from note payable and credit facility | 100,000 | 38,000 |
Payments on notes payable and credit facility | 196,504 | 154,129 |
Payments for costs related to extinguishment of notes payable | (153) | (2) |
Payments of deferred financing costs | (85) | (4,908) |
Dividends and distributions paid | (213,453) | (64,814) |
Distributions to noncontrolling interests | (5,988) | (6,786) |
Net cash used in financing activities | (250,464) | (201,903) |
Net decrease in cash and cash equivalents | (131,950) | (45,906) |
Cash and cash equivalents, beginning of period | 499,067 | 222,096 |
Cash and cash equivalents, end of period | 367,117 | 176,190 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | ||
Cash paid for interest | 37,545 | 47,319 |
Cash paid (refunds received) for income taxes, net | 1,103 | (99) |
NONCASH INVESTING ACTIVITY | ||
Increase in accounts payable related to renovations and additions to hotel properties and other assets | 7,165 | 2,779 |
Amortization of deferred stock compensation - construction activities | 450 | 442 |
NONCASH FINANCING ACTIVITY | ||
Preferred stock redemption charge | 4,052 | |
Issuance of common stock distributions | 78,823 | 37,349 |
Dividends and distributions payable | $ 14,033 | $ 12,730 |
Organization and Description of
Organization and Description of Business | 9 Months Ended |
Sep. 30, 2016 | |
Organization and Description of Business | |
Organization and Description of Business | 1. Organization and Description of Business Sunstone Hotel Investors, Inc. (the “Company”) was incorporated in Maryland on June 28, 2004 in anticipation of an initial public offering of common stock, which was consummated on October 26, 2004. The Company, through its 100% controlling interest in Sunstone Hotel Partnership, LLC (the “Operating Partnership”), of which the Company is the sole managing member, and the subsidiaries of the Operating Partnership, including Sunstone Hotel TRS Lessee, Inc. (the “TRS Lessee”) and its subsidiaries, is currently engaged in acquiring, owning, asset managing and renovating hotel properties. The Company may also sell certain hotel properties from time to time. The Company operates as a real estate investment trust (“REIT”) for federal income tax purposes. As a REIT, certain tax laws limit the amount of “non-qualifying” income the Company can earn, including income derived directly from the operation of hotels. The Company leases all of its hotels to its TRS Lessee, which in turn enters into long-term management agreements with third parties to manage the operations of the Company’s hotels, in transactions that are intended to generate qualifying income. As of September 30, 2016, the Company had interests in 28 hotels (the “28 hotels”) held for investment, and the Company’s third-party managers included the following: Number of Hotels Subsidiaries of Marriott International, Inc. or Marriott Hotel Services, Inc. (collectively, “Marriott”) Interstate Hotels & Resorts, Inc. Highgate Hotels L.P. and an affiliate Crestline Hotels & Resorts Hilton Worldwide Hyatt Corporation Davidson Hotels & Resorts Fairmont Hotels & Resorts (U.S.) HEI Hotels & Resorts Total hotels held for investment |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2016 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation The accompanying consolidated financial statements as of September 30, 2016 and December 31, 2015, and for the three and nine months ended September 30, 2016 and 2015, include the accounts of the Company, the Operating Partnership, the TRS Lessee and their subsidiaries. All significant intercompany balances and transactions have been eliminated. If the Company determines that it has an interest in a variable interest entity within the meaning of the Consolidation Topic of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”), the Company will consolidate the entity when it is determined to be the primary beneficiary of the entity. Based on its review, the Company determined that all of its subsidiaries were properly consolidated as of September 30, 2016 and December 31, 2015, and for the three and nine months ended September 30, 2016 and 2015. The accompanying interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and in conformity with the rules and regulations of the Securities and Exchange Commission. In the Company’s opinion, the interim financial statements presented herein reflect all adjustments, consisting solely of normal and recurring adjustments, which are necessary to fairly present the interim financial statements. These financial statements should be read in conjunction with the financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015, filed with the Securities and Exchange Commission on February 23, 2016. The Company has evaluated subsequent events through the date of issuance of these financial statements. Certain prior year amounts have been reclassified in the consolidated financial statements in order to conform to the current year presentation. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP 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 revenues and expenses during the reporting period. Actual results could differ materially from those estimates. Earnings Per Share The Company applies the two-class method when computing its earnings per share. As required by the Earnings Per Share Topic of the FASB ASC, the net income per share for each class of stock (common stock and convertible preferred stock) is calculated assuming all of the Company’s net income is distributed as dividends to each class of stock based on their contractual rights. To the extent the Company has undistributed earnings in any calendar quarter, the Company will follow the two-class method of computing earnings per share. The Company follows the requirements of the Earnings Per Share Topic of the FASB ASC. Unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are considered participating securities and shall be included in the computation of earnings per share pursuant to the two-class method. In accordance with the Earnings Per Share Topic of the FASB ASC, basic earnings (loss) attributable to common stockholders per common share is computed based on the weighted average number of shares of common stock outstanding during each period. Diluted earnings (loss) attributable to common stockholders per common share is computed based on the weighted average number of shares of common stock outstanding during each period, plus potential common shares considered outstanding during the period, as long as the inclusion of such awards is not anti-dilutive. Potential common shares consist of unvested restricted stock awards and the incremental common shares issuable upon the exercise of stock options, using the more dilutive of either the two-class method or the treasury stock method. The following table sets forth the computation of basic and diluted earnings per common share (in thousands, except per share data): Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended September 30, 2016 September 30, 2015 September 30, 2016 September 30, 2015 (unaudited) (unaudited) (unaudited) (unaudited) Numerator: Net income $ $ $ $ Income from consolidated joint ventures attributable to noncontrolling interests Preferred stock dividends and redemption charge Dividends paid on unvested restricted stock compensation Undistributed income allocated to unvested restricted stock compensation Numerator for basic and diluted income attributable to common stockholders $ $ $ $ Denominator: Weighted average basic and diluted common shares outstanding Basic and diluted income attributable to common stockholders per common share $ $ $ $ The Company’s unvested restricted shares associated with its long-term incentive plan and shares associated with common stock options have been excluded from the above calculation of earnings per share for both the three and nine months ended September 30, 2016 and 2015, as their inclusion would have been anti-dilutive. New Accounting Standards and Accounting Changes In May 2014, the FASB issued Accounting Standards Update No. 2014-09, “ Revenue from Contracts with Customers (Topic 606) ” (“ASU No. 2014-09”). The core principle of ASU No. 2014-09 is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, an entity will need to apply a five-step model: (1) identify the contract(s) with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when (or as) the entity satisfies a performance obligation. ASU No. 2014-09 was originally to be effective during the first quarter of 2017; however, the FASB issued a one-year deferral in July 2015 so that it now becomes effective during the first quarter of 2018. ASU No. 2014-09 will require either a full retrospective approach or a modified retrospective approach, with early adoption permitted as of the original effective date. The Company is currently evaluating the impact that ASU No. 2014-09 will have on its consolidated financial statements, and has not yet selected a transition method. In June 2014, the FASB issued Accounting Standards Update No. 2014-12, “ Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period ” (“ASU No. 2014-12”), which requires a reporting entity to treat a performance target that affects vesting and that could be achieved after the requisite service period as a performance condition. ASU 2014-12 became effective during the first quarter of 2016, requiring either a prospective or a modified retrospective approach. The Company’s adoption of ASU No. 2014-12 did not have an effect on its consolidated financial statements, and will not have an effect in the future unless the Company issues grants that fall within its scope. In February 2015, the FASB issued Accounting Standards Update No. 2015-02, “ Consolidation (Topic 810): Amendments to the Consolidation Analysis ” (“ASU No. 2015-02”), which eliminates the option allowing entities with interests in certain investment funds to follow previous consolidation guidance and makes other changes to both the variable interest model and the voting model. While ASU No. 2015-02 is aimed at asset managers, it will affect all reporting entities involved with limited partnerships or similar entities. In some cases consolidation conclusions will change. In other cases, reporting entities will need to provide additional disclosures about entities that currently aren’t considered VIEs but will be considered VIEs under the new guidance when they have a variable interest in those VIEs. Regardless of whether conclusions change or additional disclosure requirements are triggered, reporting entities will need to re-evaluate limited partnerships or similar entities for consolidation and revise their documentation. ASU No. 2015-02 changes (1) the identification of variable interests (fees paid to a decision maker or service provider), (2) the VIE characteristics for a limited partnership or similar entity and (3) the primary beneficiary determination. ASU No. 2015-02 became effective during the first quarter of 2016, requiring a modified retrospective approach. The Company’s adoption of ASU No. 2015-02 did not have a material effect on its consolidated financial statements. In September 2015, the FASB issued Accounting Standards Update No. 2015-16, “ Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments ” (“ASU No. 2015-16”), which eliminates the requirement for an acquirer in a business combination to account for measurement-period adjustments retrospectively. In a business combination, if the initial accounting is incomplete as of the end of the reporting period in which the acquisition occurs, the acquirer records provisional amounts based on information available at the acquisition date. The acquirer then adjusts these amounts as it obtains more information about facts and circumstances that existed as of the acquisition date. This period is called the measurement period. It ends when the acquirer receives the information it was seeking about facts and circumstances that existed as of the acquisition date or when it determines that it cannot obtain more information. The measurement period cannot exceed one year from the date of the acquisition. Under the previous guidance, an acquirer must recognize adjustments to provisional amounts during the measurement period retrospectively (i.e., as if the accounting for the business combination had been completed at the acquisition date). That is, the acquirer was required to revise comparative information on the income statement and balance sheet for any prior periods affected. Under ASU No. 2015-16, an acquirer will now recognize measurement-period adjustments during the period in which it determines the amount of the adjustment. The acquirer still must disclose the amounts and reasons for adjustments to the provisional amounts. The acquirer also must disclose, by line item, the amount of the adjustment reflected in the current-period income statement that would have been recognized in previous periods if the adjustment to provisional amounts had been recognized as of the acquisition date. Alternatively, an acquirer may present those amounts separately on the face of the income statement. ASU No. 2015-16 became effective during the first quarter of 2016, requiring a prospective approach. The Company’s adoption of ASU No. 2015-16 will have an effect on its consolidated financial statements and related disclosures when and if the Company has a business combination that requires a significant measurement-period adjustment. In January 2016, the FASB issued Accounting Standards Update No. 2016-01, “ Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities ” (“ASU No. 2016-01”), which makes targeted amendments to guidance on classifying and measuring financial instruments. ASU No. 2016-01 provides disclosure relief for public companies by eliminating the requirement to disclose the method(s) and significant assumptions used to estimate the fair value of financial instruments measured at amortized cost. ASU No. 2016-01 will become effective during the first quarter of 2018, with early adoption permitted. The Company chose to early adopt ASU 2016-01 effective January 1, 2016, and eliminated the disclosure in its consolidated financial statements of the methods and significant assumptions the Company used to calculate the fair value of its debt. In February 2016, the FASB issued Accounting Standards Update No. 2016-02, “ Leases (Topic 842) ” (“ASU No. 2016-02”), which will require lessees to put most leases on their balance sheets but recognize expenses in the income statement in a manner similar to today’s accounting. The guidance also eliminates today’s real estate-specific provisions and changes the guidance on sale-leaseback transactions, initial direct costs and lease executory costs for all entities. For lessors, the standard modifies the classification criteria and the accounting for sales-type and direct financing leases. All entities will classify leases to determine how to recognize lease-related revenue and expense. Classification will continue to affect amounts that lessors record on the balance sheet. ASU No. 2016-02 will become effective during the first quarter of 2019, and will require a modified retrospective approach for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements. The Company is currently evaluating the impact that ASU No. 2016-02 will have on its consolidated financial statements, and, other than the inclusion of operating leases on the Company’s balance sheet, such effects have not yet been determined. In March 2016, the FASB issued Accounting Standards Update No. 2016-08, “ Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net) ” (“ASU No. 2016-08”), which clarifies the principal versus agent guidance in ASU 2014-09. In particular, ASU No. 2016-08 clarifies how an entity should identify the unit of accounting for the principal versus agent evaluation and how it should apply the control principle to certain types of arrangements, such as service transactions by explaining what a principal controls before the specified good or service is transferred to the customer. In addition, ASU No. 2016-08 reframes the indicators to focus on evidence that an entity is acting as a principal rather than as an agent. ASU No. 2016-08 will become effective, along with ASU No. 2014-09, during the first quarter of 2018. Similar to ASU No. 2014-09, ASU 2016-08 will require either a full retrospective approach or a modified retrospective approach, with early adoption permitted as of the original effective date. The Company is currently evaluating the impact that ASU No. 2016-08 will have on its consolidated financial statements. In March 2016, the FASB issued Accounting Standards Update No. 2016-09, “ Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting ” (“ASU No. 2016-09”), which changes certain aspects of accounting for share-based payments to employees. The new guidance will require all income tax effects of awards to be recognized in the income statement when the awards vest or are settled. It also will allow an employer to repurchase more of an employee’s shares for tax withholding purposes without triggering liability accounting and to make a policy election to account for forfeitures as they occur. ASU No. 2016-09 will become effective during the first quarter of 2017, with early adoption permitted, and will require a modified retrospective approach. As noted below, the Company chose to early adopt ASU No. 2016-09 effective January 1, 2016. Upon adoption of ASU No. 2016-09, the Company elected to account for forfeitures as they occur. In addition, pursuant to employee statutory withholding obligations, the Company may repurchase more of an employee’s shares for tax withholding purposes up to the maximum statutory tax rate in the employee’s applicable jurisdictions. In accordance with the transition provisions of the new guidance, the Company adjusted items on its consolidated balance sheet, consolidated statement of equity and consolidated statement of cash flows. The following financial statement line items have been adjusted on the Company’s consolidated balance sheet and consolidated statement of equity for the year ended December 31, 2015 in order to reverse the effects of forfeitures recognized in prior years, and on the consolidated statement of cash flows for the nine months ended September 30, 2015 to reclassify the repurchase of employee common stock for employee withholding obligations from an operating activity to a financing activity (in thousands): Effect of Change in As Originally Reported Accounting Principle As Adjusted (unaudited) (unaudited) Consolidated Balance Sheet and Consolidated Statement of Equity as of December 31, 2015 (audited): Additional paid in capital $ $ $ Retained earnings $ $ $ Consolidated Statement of Cash Flows for the nine months ended September 30, 2015 (unaudited): Amortization of deferred stock compensation $ $ Accrued payroll and employee benefits $ $ $ Net cash provided by operating activities $ $ $ Repurchase of common stock for employee withholding obligations $ — $ $ Net cash used in financing activities $ $ $ In May 2016, the FASB issued Accounting Standards Update No. 2016-12, “ Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients ” (“ASU No. 2016-12”), which amends the FASB’s new revenue recognition guidance on transition, collectability, noncash consideration and the presentation of sales and other similar taxes. The amendments clarify that, for a contract to be considered completed at transition, all (or substantially all) of the revenue must have been recognized under legacy GAAP. This clarification is important because entities that use the modified retrospective transition approach need to apply the standard only to contracts that are not complete as of the date of initial application, and entities that use the full retrospective approach may apply certain practical expedients to completed contracts. In addition, ASU No. 2016-12 clarifies that an entity should consider the probability of collecting substantially all of the consideration to which it will be entitled in exchange for goods and services expected to be transferred to the customer rather than the total amount promised for all the goods or services in the contract. ASU No. 2016-12 also clarifies that an entity may consider its ability to manage its exposure to credit risk as part of the collectability assessment, as well as that the fair value of noncash consideration should be measured at contract inception when determining the transaction price. Finally, ASU No. 2016-12 allows an entity to make an accounting policy election to exclude from the transaction price certain types of taxes collected from a customer if it discloses that policy. ASU No. 2016-12 will become effective, along with ASU No. 2014-09, during the first quarter of 2018. Similar to ASU No. 2014-09, ASU 2016-12 will require either a full retrospective approach or a modified retrospective approach, with early adoption permitted as of the original effective date. The Company is currently evaluating the impact that ASU No. 2016-12 will have on its consolidated financial statements. In June 2016, the FASB issued Accounting Standards Update No. 2016-13, “ Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ” (“ASU No. 2016-13”), which will replace today’s “incurred loss” approach with an “expected loss” model for instruments measured at amortized cost. For trade and other receivables, held-to-maturity debt securities, loans and other instruments, entities will be required to use a new forward looking “expected loss” model that generally will result in the earlier recognition of allowances for losses. In addition, entities will have to disclose significantly more information, including information they use to track credit quality by year of origination for most financing receivables. ASU No. 2016-13 is effective during the first quarter of 2020. ASU No. 2016-13 will require a modified retrospective approach, with early adoption permitted during the first quarter of 2019. The Company is currently evaluating the impact that ASU No. 2016-13 will have on its consolidated financial statements. In September 2016, the FASB issued Accounting Standards Update No. 2016-15, “ Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (a consensus of the Emerging Issues Task Force) ” (“ASU No. 2016-15”), which clarifies how entities should classify certain cash receipts and cash payments on the statement of cash flows. ASU No. 2016-15 addresses certain issues where diversity in practice was identified. It amends existing guidance, which is principles based and often requires judgment to determine the appropriate classification of cash flows as operating, investing or financing activities. In addition, ASU No. 2016-15 clarifies how the predominance principle should be applied when cash receipts and cash payments have aspects of more than one class of cash flows. ASU No. 2016-15 is effective during the first quarter of 2018, and will generally require a retrospective approach. Early adoption is permitted. The Company does not believe that the adoption of ASU No. 2016-15 will have a material effect on its consolidated financial statements. Noncontrolling Interests The Company’s financial statements include entities in which the Company has a controlling financial interest. Noncontrolling interest is the portion of equity (net assets) in a subsidiary not attributable, directly or indirectly, to a parent. Such noncontrolling interests are reported on the consolidated balance sheets within equity, separately from the Company’s equity. On the consolidated statements of operations and comprehensive income, revenues, expenses and net income or loss from less-than-wholly-owned subsidiaries are reported at the consolidated amounts, including both the amounts attributable to the Company and noncontrolling interests. Income or loss is allocated to noncontrolling interests based on their weighted average ownership percentage for the applicable period. The consolidated statement of equity includes beginning balances, activity for the period and ending balances for each component of stockholders’ equity, noncontrolling interests and total equity. At both September 30, 2016 and December 31, 2015, the noncontrolling interest reported in the Company’s financial statements included Hilton Worldwide’s 25.0% ownership in the Hilton San Diego Bayfront. During both the three and nine months ended September 30, 2015, noncontrolling interests recorded in the Company’s financial statements also included preferred investors that owned a $0.1 million preferred equity interest in a subsidiary captive REIT that owned the Doubletree Guest Suites Times Square. The Company sold its interests in the Doubletree Guest Suites Times Square in December 2015. Segment Reporting The Company considers each of its hotels to be an operating segment, none of which meets the threshold for a reportable segment in accordance with the Segment Reporting Topic of the FASB ASC. Currently, the Company operates in one segment, hotel ownership. |
Investment in Hotel Properties
Investment in Hotel Properties | 9 Months Ended |
Sep. 30, 2016 | |
Investment in Hotel Properties | |
Investment in Hotel Properties | 3. Investment in Hotel Properties Investment in hotel properties, net consisted of the following (in thousands): September 30, December 31, 2016 2015 (unaudited) Land $ $ Buildings and improvements Furniture, fixtures and equipment Intangibles Franchise fees Construction in process Investment in hotel properties, gross Accumulated depreciation and amortization Investment in hotel properties, net $ $ In June 2016, the Company purchased the air rights lease associated with its Renaissance Harborplace for $2.4 million, including closing costs. The air rights lease, which has an indefinite useful life, and therefore, is not amortized, is included with intangibles in the Company’s investment in hotel properties on its consolidated balance sheet. This non-amortizable asset will be reviewed annually for impairment and more frequently if events or circumstances indicate that the asset may be impaired. If the non-amortizable intangible asset is subsequently determined to have a finite useful life, the intangible asset will be written down to the lower of its fair value or carrying amount, and then amortized prospectively, based on the remaining useful life of the intangible asset. |
Disposals
Disposals | 9 Months Ended |
Sep. 30, 2016 | |
Disposals | |
Disposals | 4. Disposals In May 2016, the Company sold the 203-room Sheraton Cerritos located in Cerritos, California for net proceeds of $41.2 million. The Company recognized a net gain on the sale of $18.2 million. The sale did not represent a strategic shift that had a major impact on the Company’s business plan or its primary markets, and therefore, did not qualify as a discontinued operation. The following table provides summary results of operations for the Sheraton Cerritos that was sold during 2016, as well as for the Doubletree Guest Suites Times Square and an electronic purchasing platform (“BuyEfficient”) that were sold during 2015, all of which are included in continuing operations (in thousands): Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended September 30, 2016 September 30, 2015 September 30, 2016 September 30, 2015 (unaudited) (unaudited) (unaudited) (unaudited) Revenues $ — $ $ $ Income before income taxes $ — $ $ $ Gain on sale of assets $ — $ $ $ |
Fair Value Measurements and Int
Fair Value Measurements and Interest Rate Derivatives | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Measurements and Interest Rate Derivatives | |
Fair Value Measurements and Interest Rate Derivatives | 5. Fair Value Measurements and Interest Rate Derivatives Fair Value of Financial Instruments As of September 30, 2016 and December 31, 2015, the carrying amount of certain financial instruments, including cash and cash equivalents, restricted cash, accounts receivable, accounts payable and accrued expenses were representative of their fair values due to the short-term maturity of these instruments. The Company follows the requirements of the Fair Value Measurement and Disclosure Topic of the FASB ASC, which establishes a framework for measuring fair value and disclosing fair value measurements by establishing a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are described below: Level 1 Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2 Inputs reflect quoted prices for identical assets or liabilities in markets that are not active; quoted prices for similar assets or liabilities in active markets; inputs other than quoted prices that are observable for the asset or the liability; or inputs that are derived principally from or corroborated by observable market data by correlation or other means. Level 3 Unobservable inputs reflecting the Company’s own assumptions incorporated in valuation techniques used to determine fair value. These assumptions are required to be consistent with market participant assumptions that are reasonably available. On an annual basis and periodically when indicators of impairment exist, the Company analyzes the carrying values of its hotel properties and other assets using Level 3 measurements, including a discounted cash flow analysis to estimate the fair value of its hotel properties and other assets taking into account each property’s expected cash flow from operations, holding period and estimated proceeds from the disposition of the property. The factors addressed in determining estimated proceeds from disposition include anticipated operating cash flow in the year of disposition and terminal capitalization rate. The Company did not identify any properties or other assets with indicators of impairment during either the three or nine months ended September 30, 2016 and 2015. On an annual basis and periodically when indicators of impairment exist, the Company also analyzes the carrying value of its goodwill using Level 3 measurements, including a discounted cash flow analysis to estimate the fair value of its reporting units. As of both September 30, 2016 and December 31, 2015, the Company’s goodwill, which is included in other assets, net on the Company’s consolidated balance sheets, consists of $1.0 million associated with one of its hotels. The Company did not identify any indicator of goodwill impairment during either the three or nine months ended September 30, 2016 and 2015. As of September 30, 2016 and December 31, 2015, the only financial instruments that the Company measures at fair value are its interest rate derivatives, along with a life insurance policy and a related retirement benefit agreement. In accordance with the Fair Value Measurement and Disclosure Topic of the FASB ASC, the Company estimates the fair value of its interest rate derivatives using Level 2 measurements based on quotes obtained from the counterparties, which are based upon the consideration that would be required to terminate the agreements. Both the life insurance policy and the related retirement benefit agreement, which are for a former Company associate, are valued using Level 2 measurements. The following table presents the Company’s assets measured at fair value on a recurring and non-recurring basis at September 30, 2016 and December 31, 2015 (in thousands): Fair Value Measurements at Reporting Date Total Level 1 Level 2 Level 3 September 30, 2016 (unaudited): Interest rate cap derivatives $ — $ — $ — $ — Life insurance policy (1) — — Total assets measured at fair value at September 30, 2016 $ $ — $ $ — December 31, 2015: Interest rate cap derivatives $ $ — $ $ — Interest rate swap derivative — — Life insurance policy (1) — — Total assets measured at fair value at December 31, 2015 $ $ — $ $ — (1) Includes the split life insurance policy for one of the Company’s former associates, which the Company values using Level 2 measurements. These amounts are included in other assets, net on the accompanying consolidated balance sheets, and will be used to reimburse the Company for payments made to the former associate from the related retirement benefit agreement, which is included in accrued payroll and employee benefits on the accompanying consolidated balance sheets. The following table presents the Company’s liabilities measured at fair value on a recurring and non-recurring basis at September 30, 2016 and December 31, 2015 (in thousands): Fair Value Measurements at Reporting Date Total Level 1 Level 2 Level 3 September 30, 2016 (unaudited): Interest rate swap derivative $ $ — $ $ — Retirement benefit agreement (1) — — Total liabilities measured at fair value at September 30, 2016 $ $ — $ $ — December 31, 2015: Interest rate swap derivative $ $ — $ $ — Retirement benefit agreement (1) — — Total liabilities measured at fair value at December 31, 2015 $ $ — $ $ — (1) Includes the retirement benefit agreement for one of the Company’s former associates, which the Company values using Level 2 measurements. The agreement calls for the balance of the retirement benefit to be paid out to the former associate in ten annual installments, beginning in 2011. As such, the Company has paid the former associate a total of $1.2 million through September 30, 2016, which was reimbursed to the Company using funds from the related split life insurance policy noted above. These amounts are included in accrued payroll and employee benefits on the accompanying consolidated balance sheets. Interest Rate Derivatives The Company’s interest rate derivatives, which are not designated as effective cash flow hedges, consisted of the following at September 30, 2016 (unaudited) and December 31, 2015 (in thousands): Estimated Fair Value Asset (Liability) Strike / Capped Effective Maturity Notional September 30, December 31, Hedged Debt Type Rate Index Date Date Amount 2016 2015 Hilton San Diego Bayfront (1) Cap % 1-Month LIBOR April 15, 2015 May 1, 2017 $ $ — $ $85.0 million term loan (2) Swap % 1-Month LIBOR October 29, 2015 September 2, 2022 $ $ $ $100.0 million term loan (2) Swap % 1-Month LIBOR January 29, 2016 January 31, 2023 $ $ $ $ $ (1) The fair value of the Hilton San Diego Bayfront cap agreement is included in other assets, net on the accompanying consolidated balance sheets. (2) The fair values of both the $85.0 million term loan and the $100.0 million term loan swap agreements are included in other liabilities on the Company’s consolidated balance sheets. The 1-month LIBOR rate related to the $85.0 million term loan was swapped to a fixed rate of 1.591%. The 1-month LIBOR rate related to the $100.0 million term loan was swapped to a fixed rate of 1.853%. Changes in the fair values of the Company’s interest rate derivatives resulted in (decreases) increases to interest expense for the three and nine months ended September 30, 2016 and 2015 as follows (in thousands): Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended September 30, 2016 September 30, 2015 September 30, 2016 September 30, 2015 (Gain) loss on derivatives, net $ $ $ $ Fair Value of Debt As of September 30, 2016 and December 31, 2015, 77.8% and 79.5%, respectively, of the Company’s outstanding debt had fixed interest rates, including the effects of interest rate swap agreements. The Company’s principal value of its consolidated debt totaled $1.0 billion and $1.1 billion as of September 30, 2016 and December 31, 2015, respectively. Using Level 3 measurements, the Company estimates that the fair market value of its debt totaled $1.0 billion and $1.1 billion as of September 30, 2016 and December 31, 2015, respectively. |
Other Assets
Other Assets | 9 Months Ended |
Sep. 30, 2016 | |
Other Assets | |
Other Assets | 6. Other Assets Other assets, net consisted of the following (in thousands): September 30, December 31, 2016 2015 (unaudited) Property and equipment, net $ $ Land held for development Goodwill Deferred expense on straight-lined third-party tenant leases Interest rate derivatives — Other receivables Other Total other assets $ $ Property and equipment, net consisted of the following (in thousands): September 30, December 31, 2016 2015 (unaudited) Cost basis $ $ Accumulated depreciation Property and equipment, net $ $ |
Notes Payable
Notes Payable | 9 Months Ended |
Sep. 30, 2016 | |
Notes Payable | |
Notes Payable | 7. Notes Payable Notes payable consisted of the following (in thousands): September 30, December 31, 2016 2015 (unaudited) Notes payable requiring payments of interest and principal, with fixed rates ranging from 4.12% to 5.95%; maturing at dates ranging from March 2017 through January 2025. The notes are collateralized by first deeds of trust on six hotel properties at September 30, 2016, and eight hotel properties at December 31, 2015. $ $ Note payable requiring payments of interest and principal, bearing a blended rate of one-month LIBOR plus 225 basis points; maturing in August 2019. The note is collateralized by a first deed of trust on one hotel property. Unsecured term loan requiring payments of interest only, with a blended interest rate based on a pricing grid with a range of 180 to 255 basis points over LIBOR, depending on the Company's leverage ratios. LIBOR has been swapped to a fixed rate of 1.591%, resulting in an effective interest rate of 3.391% based on the Company's current leverage. Matures in September 2022. Unsecured term loan requiring payments of interest only, with a blended interest rate based on a pricing grid with a range of 180 to 255 basis points over LIBOR, depending on the Company's leverage ratios. LIBOR has been swapped to a fixed rate of 1.853%, resulting in an effective interest rate of 3.653% based on the Company's current leverage. Matures in January 2023. — Total notes payable $ $ Current portion of notes payable $ $ Less: current portion of deferred financing fees Carrying value of current portion of notes payable $ $ Notes payable, less current portion $ $ Less: long-term portion of deferred financing fees Carrying value of notes payable, less current portion $ $ Notes Payable Transactions - 2016 In January 2016, the Company drew the available funds of $100.0 million under an unsecured term loan agreement, and used the proceeds in February 2016, combined with cash on hand, to repay the $114.2 million loan secured by the Boston Park Plaza. The Boston Park Plaza loan was scheduled to mature in February 2018, and was available to be repaid without penalty in February 2016. The $100.0 million unsecured term loan matures in January 2023, and bears interest based on a pricing grid with a range of 180 to 255 basis points over LIBOR, depending on the Company’s leverage ratios. The Company entered into a forward swap agreement in December 2015 that fixed the LIBOR rate at 1.853% for the duration of the $100.0 million term loan. Based on the Company’s current leverage and the swap in place, the loan bears interest at an effective rate of 3.653%. In May 2016, the Company repaid $72.6 million of debt secured by the Renaissance Orlando at SeaWorld®, using proceeds received from its issuance of Series F Cumulative Redeemable Preferred Stock (“Series F preferred stock”) in May 2016 (see Note 9). The Renaissance Orlando at SeaWorld® loan was scheduled to mature in July 2016, and was available to be repaid without penalty in May 2016. The Company incurred legal and other fees totaling $0.2 million, which are included in loss on extinguishment of debt in the Company’s consolidated statements of operations for the nine months ended September 30, 2016. Deferred Financing Fees In February 2016, the Company incurred a loss on extinguishment of debt of $0.1 million related to the accelerated amortization of deferred financing fees due to the early repayment of the loan secured by the Boston Park Plaza. During the first nine months of 2016, the Company paid a total of $0.1 million in deferred financing fees related to its new $100.0 million unsecured term loan as well as its credit facility. Interest Expense Total interest incurred and expensed on the notes payable was as follows (in thousands): Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended September 30, 2016 September 30, 2015 September 30, 2016 September 30, 2015 (unaudited) (unaudited) (unaudited) (unaudited) Interest expense on debt and capital lease obligations $ $ $ $ (Gain) loss on derivatives, net Amortization of deferred financing fees Total interest expense $ $ $ $ |
Other Current Liabilities and O
Other Current Liabilities and Other Liabilities | 9 Months Ended |
Sep. 30, 2016 | |
Other Current Liabilities and Other Liabilities | |
Other Current Liabilities and Other Liabilities | 8. Other Current Liabilities and Other Liabilities Other current liabilities consisted of the following (in thousands): September 30, December 31, 2016 2015 (unaudited) Property, sales and use taxes payable $ $ Income tax payable Accrued interest Advance deposits Management fees payable Other Total other current liabilities $ $ Other liabilities consisted of the following (in thousands): September 30, December 31, 2016 2015 (unaudited) Deferred gain on sale of asset $ $ Interest rate swap derivatives Accrued income tax — Deferred revenue Deferred rent Deferred incentive management fees — Other Total other liabilities $ $ As part of the Company’s ongoing evaluations of its uncertain tax positions, in September 2016, the Company reversed a $1.5 million income tax accrual that it previously recorded during 2013, plus $0.1 million in accrued interest, related to the 2012 tax year. The reversal was due to the expiration of the statute of limitations for the 2012 tax year. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2016 | |
Stockholders' Equity | |
Stockholders' Equity | 9. Stockholders’ Equity Series D Cumulative Redeemable Preferred Stock In April 2016, the Company redeemed all 4,600,000 shares of its 8.0% Series D Cumulative Redeemable Preferred Stock (“Series D preferred stock”) at a redemption price of $25.00 per share, plus accrued and unpaid dividends up to, but not including, the redemption date. In accordance with the FASB’s Emerging Issues Task Force Topic D-42, an additional redemption charge of $4.1 million was recognized related to the original issuance costs of the Series D preferred stock, which were previously included in additional paid in capital. After the redemption date, the Company has no outstanding shares of Series D preferred stock, and all rights of the holders of such shares were terminated. Because the redemption of the Series D preferred stock was a redemption in full, trading of the Series D preferred stock on the New York Stock Exchange ceased on the April 6, 2016 redemption date. Series E Cumulative Redeemable Preferred Stock In March 2016, the Company issued 4,600,000 shares of its 6.95% Series E Cumulative Redeemable Preferred Stock (“Series E preferred stock”) with a liquidation preference of $25.00 per share for gross proceeds of $115.0 million. In conjunction with the offering, the Company incurred $4.0 million in preferred offering costs. On or after March 11, 2021, the Series E preferred stock will be redeemable at the Company’s option, in whole or in part, at any time or from time to time, for cash at a redemption price of $25.00 per share, plus accrued and unpaid dividends up to, but not including, the redemption date. Series F Cumulative Redeemable Preferred Stock In May 2016, the Company issued 3,000,000 shares of its 6.45% Series F preferred stock with a liquidation preference of $25.00 per share for gross proceeds of $75.0 million. In conjunction with the offering, the Company incurred $2.6 million in preferred offering costs. On or after May 17, 2021, the Series F preferred stock will be redeemable at the Company’s option, in whole or in part, at any time or from time to time, for cash at a redemption price of $25.00 per share, plus accrued and unpaid dividends up to, but not including, the redemption date. Common Stock In February 2014, the Company entered into separate Equity Distribution Agreements (the “Agreements”) with Wells Fargo Securities, LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated (the “Managers”). Under the terms of the Agreements, the Company may issue and sell from time to time through or to the Managers, as sales agents and/or principals, shares of the Company’s common stock having an aggregate offering amount of up to $150.0 million. The Company did not issue any shares of its common stock in connection with the Agreements during either the three or nine months ended September 30, 2016. As of September 30, 2016, the Company has $128.4 million available for sale under the Agreements. |
Long-Term Incentive Plan
Long-Term Incentive Plan | 9 Months Ended |
Sep. 30, 2016 | |
Long-Term Incentive Plan | |
Long-Term Incentive Plan | 10. Long-Term Incentive Plan Stock Grants Restricted shares granted pursuant to the Company’s Long-Term Incentive Plan (“LTIP”) generally vest over periods from three to five years from the date of grant. Compensation expense related to awards of restricted shares are measured at fair value on the date of grant and amortized over the relevant requisite service period or derived service period. As discussed in Note 2, the Company chose to early adopt ASU No. 2016-09 effective January 1, 2016. Upon adoption of ASU No. 2016-09, the Company elected to account for forfeitures as they occur. The Company’s amortization expense and forfeitures related to restricted shares for the three and nine months ended September 30, 2016 and 2015 were as follows (in thousands): Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended September 30, 2016 September 30, 2015 September 30, 2016 September 30, 2015 (unaudited) (unaudited) (unaudited) (unaudited) Amortization expense, including forfeitures $ $ $ $ In January 2015, the Company recognized a total of $2.5 million in stock compensation and amortization expense related to the departure of its former Chief Executive Officer. In addition, the Company capitalizes compensation costs related to all restricted shares granted to certain employees who work on the design and construction of its hotels. During the three months ended September 30, 2016 and 2015, these capitalized costs totaled a nominal credit to expense due to forfeitures and an expense of $0.1 million, respectively. During the nine months ended September 30, 2016 and 2015, these capitalized costs totaled $0.5 million and $0.4 million, respectively. Stock Options In April 2008, the Compensation Committee of the Company’s board of directors approved a grant of 200,000 non-qualified stock options (the “Options”) to one of the Company’s former associates. The Options fully vested in April 2009, and will expire in April 2018. The exercise price of the options is $17.71 per share. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies | |
Commitments and Contingencies | 11. Commitments and Contingencies Management Agreements Management agreements with the Company’s third-party hotel managers require the Company to pay between 2.0% and 3.5% of total revenue of the managed hotels to the third-party managers each month as a basic management fee. In addition to basic management fees, provided that certain operating thresholds are met, the Company may also be required to pay incentive management fees to certain of its third-party managers. Total basic management fees, net of key money incentives received from third-party hotel managers, along with incentive management fees incurred by the Company during the three and nine months ended September 30, 2016 and 2015 were included in the Company’s consolidated statements of operations and comprehensive income as follows (in thousands): Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended September 30, 2016 September 30, 2015 September 30, 2016 September 30, 2015 (unaudited) (unaudited) (unaudited) (unaudited) Basic management fees $ $ $ $ Incentive management fees Total basic and incentive management fees $ $ $ $ License and Franchise Agreements The Company has entered into license and franchise agreements related to certain of its hotel properties. The license and franchise agreements require the Company to, among other things, pay monthly fees that are calculated based on specified percentages of certain revenues. The license and franchise agreements generally contain specific standards for, and restrictions and limitations on, the operation and maintenance of the hotels which are established by the franchisors to maintain uniformity in the system created by each such franchisor. Such standards generally regulate the appearance of the hotel, quality and type of goods and services offered, signage and protection of trademarks. Compliance with such standards may from time to time require the Company to make significant expenditures for capital improvements. Total license and franchise costs incurred by the Company during the three and nine months ended September 30, 2016 and 2015 were included in the Company’s consolidated statements of operations and comprehensive income as follows (in thousands): Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended September 30, 2016 September 30, 2015 September 30, 2016 September 30, 2015 (unaudited) (unaudited) (unaudited) (unaudited) Franchise assessments (1) $ $ $ $ Franchise royalties Total franchise costs $ $ $ $ (1) Includes advertising, reservation and frequent guest club assessments. Renovation and Construction Commitments At September 30, 2016, the Company had various contracts outstanding with third parties in connection with the renovation and repositioning of certain of its hotel properties. The remaining commitments under these contracts at September 30, 2016 totaled $56.0 million. Capital Leases The Hyatt Chicago Magnificent Mile is subject to a building lease which expires in December 2097. Upon acquisition of the hotel in June 2012, the Company evaluated the terms of the lease agreement and determined the lease to be a capital lease pursuant to the Leases Topic of the FASB ASC. The capital lease asset was included in investment in hotel properties, net on the Company’s consolidated balance sheets as follows (in thousands): September 30, December 31, 2016 2015 (unaudited) Gross capital lease asset - buildings and improvements $ $ Accumulated depreciation Net capital lease asset - buildings and improvements $ $ Future minimum lease payments under the Company’s capital lease together with the present value of the net minimum lease payments as of September 30, 2016 are as follows (in thousands): 2016 $ 2017 2018 2019 2020 Thereafter Total minimum lease payments (1) Less: Amount representing interest (2) Present value of net minimum lease payments (3) $ (1) Minimum lease payments do not include percentage rent which may be paid under the Hyatt Chicago Magnificent Mile building lease on the basis of 4.0% of the hotel’s gross room revenues over a certain threshold. For both the three and nine months ended September 30, 2016, $36,000 in percentage rent was due under the Hyatt Chicago Magnificent Mile’s building lease. For the three and nine months ended September 30, 2015, $45,000 and $0.1 million, respectively, in percentage rent was due under the Hyatt Chicago Magnificent Mile’s building lease. (2) Interest includes the amount necessary to reduce net minimum lease payments to present value calculated at the Company’s incremental borrowing rate at lease inception. (3) The present value of net minimum lease payments are presented on the Company’s consolidated balance sheet as of September 30, 2016 as a current obligation of $1,000, which is included in accounts payable and accrued expenses, and as a long-term obligation of $15.6 million, which is included in capital lease obligations, less current portion. Ground, Building and Air Leases Total rent expense incurred pursuant to ground, building and air lease agreements for the three and nine months ended September 30, 2016 and 2015 was included in property tax, ground lease and insurance on the Company’s consolidated statements of operations and comprehensive income as follows (in thousands): Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended September 30, 2016 September 30, 2015 September 30, 2016 September 30, 2015 (unaudited) (unaudited) (unaudited) (unaudited) Minimum rent, including straight-line adjustments $ $ $ $ Percentage rent (1) Total $ $ $ $ (1) Several of the Company’s hotels pay percentage rent, which is calculated on operating revenues above certain thresholds. Rent expense incurred pursuant to leases on the corporate facility, which is included in corporate overhead expense, totaled $0.1 million for both the three months ended September 30, 2016 and 2015, and $0.2 million and $0.3 million for the nine months ended September 30, 2016 and 2015, respectively. Concentration of Risk The concentration of the Company’s hotels in California, Illinois, Massachusetts and the greater Washington DC area exposes the Company’s business to economic conditions, competition and real and personal property tax rates unique to these locales. As of September 30, 2016, the Company’s 28 hotels were concentrated in California, Illinois, Massachusetts and the greater Washington DC area as follows: Greater Washington DC California Illinois Massachusetts Area (unaudited) (unaudited) (unaudited) (unaudited) Number of hotels Percentage of total rooms % % % % Percentage of total consolidated revenue during the past 12 months % % % % Other The Company has provided customary unsecured environmental indemnities to certain lenders. The Company has performed due diligence on the potential environmental risks, including obtaining an independent environmental review from outside environmental consultants. These indemnities obligate the Company to reimburse the indemnified parties for damages related to certain environmental matters. There is no term or damage limitation on these indemnities; however, if an environmental matter arises, the Company could have recourse against other previous owners or a claim against its environmental insurance policies. At September 30, 2016, the Company had $0.5 million of outstanding irrevocable letters of credit to guaranty the Company’s financial obligations related to workers’ compensation insurance programs from prior policy years. The beneficiaries of these letters of credit may draw upon these letters of credit in the event of a contractual default by the Company relating to each respective obligation. No draws have been made through September 30, 2016. The Company is subject to various claims, lawsuits and legal proceedings, including routine litigation arising in the ordinary course of business, regarding the operation of its hotels and Company matters. While it is not possible to ascertain the ultimate outcome of such matters, the Company believes that the aggregate amount of such liabilities, if any, in excess of amounts covered by insurance will not have a material adverse impact on its financial condition or results of operations. The outcome of claims, lawsuits and legal proceedings brought against the Company, however, is subject to significant uncertainties. |
Summary of Significant Accoun19
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Summary of Significant Accounting Policies | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements as of September 30, 2016 and December 31, 2015, and for the three and nine months ended September 30, 2016 and 2015, include the accounts of the Company, the Operating Partnership, the TRS Lessee and their subsidiaries. All significant intercompany balances and transactions have been eliminated. If the Company determines that it has an interest in a variable interest entity within the meaning of the Consolidation Topic of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”), the Company will consolidate the entity when it is determined to be the primary beneficiary of the entity. Based on its review, the Company determined that all of its subsidiaries were properly consolidated as of September 30, 2016 and December 31, 2015, and for the three and nine months ended September 30, 2016 and 2015. The accompanying interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and in conformity with the rules and regulations of the Securities and Exchange Commission. In the Company’s opinion, the interim financial statements presented herein reflect all adjustments, consisting solely of normal and recurring adjustments, which are necessary to fairly present the interim financial statements. These financial statements should be read in conjunction with the financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015, filed with the Securities and Exchange Commission on February 23, 2016. The Company has evaluated subsequent events through the date of issuance of these financial statements. Certain prior year amounts have been reclassified in the consolidated financial statements in order to conform to the current year presentation. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with GAAP 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 revenues and expenses during the reporting period. Actual results could differ materially from those estimates. |
Earnings Per Share | Earnings Per Share The Company applies the two-class method when computing its earnings per share. As required by the Earnings Per Share Topic of the FASB ASC, the net income per share for each class of stock (common stock and convertible preferred stock) is calculated assuming all of the Company’s net income is distributed as dividends to each class of stock based on their contractual rights. To the extent the Company has undistributed earnings in any calendar quarter, the Company will follow the two-class method of computing earnings per share. The Company follows the requirements of the Earnings Per Share Topic of the FASB ASC. Unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are considered participating securities and shall be included in the computation of earnings per share pursuant to the two-class method. In accordance with the Earnings Per Share Topic of the FASB ASC, basic earnings (loss) attributable to common stockholders per common share is computed based on the weighted average number of shares of common stock outstanding during each period. Diluted earnings (loss) attributable to common stockholders per common share is computed based on the weighted average number of shares of common stock outstanding during each period, plus potential common shares considered outstanding during the period, as long as the inclusion of such awards is not anti-dilutive. Potential common shares consist of unvested restricted stock awards and the incremental common shares issuable upon the exercise of stock options, using the more dilutive of either the two-class method or the treasury stock method. The following table sets forth the computation of basic and diluted earnings per common share (in thousands, except per share data): Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended September 30, 2016 September 30, 2015 September 30, 2016 September 30, 2015 (unaudited) (unaudited) (unaudited) (unaudited) Numerator: Net income $ $ $ $ Income from consolidated joint ventures attributable to noncontrolling interests Preferred stock dividends and redemption charge Dividends paid on unvested restricted stock compensation Undistributed income allocated to unvested restricted stock compensation Numerator for basic and diluted income attributable to common stockholders $ $ $ $ Denominator: Weighted average basic and diluted common shares outstanding Basic and diluted income attributable to common stockholders per common share $ $ $ $ The Company’s unvested restricted shares associated with its long-term incentive plan and shares associated with common stock options have been excluded from the above calculation of earnings per share for both the three and nine months ended September 30, 2016 and 2015, as their inclusion would have been anti-dilutive. |
New Accounting Standards and Accounting Changes | New Accounting Standards and Accounting Changes In May 2014, the FASB issued Accounting Standards Update No. 2014-09, “ Revenue from Contracts with Customers (Topic 606) ” (“ASU No. 2014-09”). The core principle of ASU No. 2014-09 is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, an entity will need to apply a five-step model: (1) identify the contract(s) with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when (or as) the entity satisfies a performance obligation. ASU No. 2014-09 was originally to be effective during the first quarter of 2017; however, the FASB issued a one-year deferral in July 2015 so that it now becomes effective during the first quarter of 2018. ASU No. 2014-09 will require either a full retrospective approach or a modified retrospective approach, with early adoption permitted as of the original effective date. The Company is currently evaluating the impact that ASU No. 2014-09 will have on its consolidated financial statements, and has not yet selected a transition method. In June 2014, the FASB issued Accounting Standards Update No. 2014-12, “ Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period ” (“ASU No. 2014-12”), which requires a reporting entity to treat a performance target that affects vesting and that could be achieved after the requisite service period as a performance condition. ASU 2014-12 became effective during the first quarter of 2016, requiring either a prospective or a modified retrospective approach. The Company’s adoption of ASU No. 2014-12 did not have an effect on its consolidated financial statements, and will not have an effect in the future unless the Company issues grants that fall within its scope. In February 2015, the FASB issued Accounting Standards Update No. 2015-02, “ Consolidation (Topic 810): Amendments to the Consolidation Analysis ” (“ASU No. 2015-02”), which eliminates the option allowing entities with interests in certain investment funds to follow previous consolidation guidance and makes other changes to both the variable interest model and the voting model. While ASU No. 2015-02 is aimed at asset managers, it will affect all reporting entities involved with limited partnerships or similar entities. In some cases consolidation conclusions will change. In other cases, reporting entities will need to provide additional disclosures about entities that currently aren’t considered VIEs but will be considered VIEs under the new guidance when they have a variable interest in those VIEs. Regardless of whether conclusions change or additional disclosure requirements are triggered, reporting entities will need to re-evaluate limited partnerships or similar entities for consolidation and revise their documentation. ASU No. 2015-02 changes (1) the identification of variable interests (fees paid to a decision maker or service provider), (2) the VIE characteristics for a limited partnership or similar entity and (3) the primary beneficiary determination. ASU No. 2015-02 became effective during the first quarter of 2016, requiring a modified retrospective approach. The Company’s adoption of ASU No. 2015-02 did not have a material effect on its consolidated financial statements. In September 2015, the FASB issued Accounting Standards Update No. 2015-16, “ Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments ” (“ASU No. 2015-16”), which eliminates the requirement for an acquirer in a business combination to account for measurement-period adjustments retrospectively. In a business combination, if the initial accounting is incomplete as of the end of the reporting period in which the acquisition occurs, the acquirer records provisional amounts based on information available at the acquisition date. The acquirer then adjusts these amounts as it obtains more information about facts and circumstances that existed as of the acquisition date. This period is called the measurement period. It ends when the acquirer receives the information it was seeking about facts and circumstances that existed as of the acquisition date or when it determines that it cannot obtain more information. The measurement period cannot exceed one year from the date of the acquisition. Under the previous guidance, an acquirer must recognize adjustments to provisional amounts during the measurement period retrospectively (i.e., as if the accounting for the business combination had been completed at the acquisition date). That is, the acquirer was required to revise comparative information on the income statement and balance sheet for any prior periods affected. Under ASU No. 2015-16, an acquirer will now recognize measurement-period adjustments during the period in which it determines the amount of the adjustment. The acquirer still must disclose the amounts and reasons for adjustments to the provisional amounts. The acquirer also must disclose, by line item, the amount of the adjustment reflected in the current-period income statement that would have been recognized in previous periods if the adjustment to provisional amounts had been recognized as of the acquisition date. Alternatively, an acquirer may present those amounts separately on the face of the income statement. ASU No. 2015-16 became effective during the first quarter of 2016, requiring a prospective approach. The Company’s adoption of ASU No. 2015-16 will have an effect on its consolidated financial statements and related disclosures when and if the Company has a business combination that requires a significant measurement-period adjustment. In January 2016, the FASB issued Accounting Standards Update No. 2016-01, “ Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities ” (“ASU No. 2016-01”), which makes targeted amendments to guidance on classifying and measuring financial instruments. ASU No. 2016-01 provides disclosure relief for public companies by eliminating the requirement to disclose the method(s) and significant assumptions used to estimate the fair value of financial instruments measured at amortized cost. ASU No. 2016-01 will become effective during the first quarter of 2018, with early adoption permitted. The Company chose to early adopt ASU 2016-01 effective January 1, 2016, and eliminated the disclosure in its consolidated financial statements of the methods and significant assumptions the Company used to calculate the fair value of its debt. In February 2016, the FASB issued Accounting Standards Update No. 2016-02, “ Leases (Topic 842) ” (“ASU No. 2016-02”), which will require lessees to put most leases on their balance sheets but recognize expenses in the income statement in a manner similar to today’s accounting. The guidance also eliminates today’s real estate-specific provisions and changes the guidance on sale-leaseback transactions, initial direct costs and lease executory costs for all entities. For lessors, the standard modifies the classification criteria and the accounting for sales-type and direct financing leases. All entities will classify leases to determine how to recognize lease-related revenue and expense. Classification will continue to affect amounts that lessors record on the balance sheet. ASU No. 2016-02 will become effective during the first quarter of 2019, and will require a modified retrospective approach for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements. The Company is currently evaluating the impact that ASU No. 2016-02 will have on its consolidated financial statements, and, other than the inclusion of operating leases on the Company’s balance sheet, such effects have not yet been determined. In March 2016, the FASB issued Accounting Standards Update No. 2016-08, “ Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net) ” (“ASU No. 2016-08”), which clarifies the principal versus agent guidance in ASU 2014-09. In particular, ASU No. 2016-08 clarifies how an entity should identify the unit of accounting for the principal versus agent evaluation and how it should apply the control principle to certain types of arrangements, such as service transactions by explaining what a principal controls before the specified good or service is transferred to the customer. In addition, ASU No. 2016-08 reframes the indicators to focus on evidence that an entity is acting as a principal rather than as an agent. ASU No. 2016-08 will become effective, along with ASU No. 2014-09, during the first quarter of 2018. Similar to ASU No. 2014-09, ASU 2016-08 will require either a full retrospective approach or a modified retrospective approach, with early adoption permitted as of the original effective date. The Company is currently evaluating the impact that ASU No. 2016-08 will have on its consolidated financial statements. In March 2016, the FASB issued Accounting Standards Update No. 2016-09, “ Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting ” (“ASU No. 2016-09”), which changes certain aspects of accounting for share-based payments to employees. The new guidance will require all income tax effects of awards to be recognized in the income statement when the awards vest or are settled. It also will allow an employer to repurchase more of an employee’s shares for tax withholding purposes without triggering liability accounting and to make a policy election to account for forfeitures as they occur. ASU No. 2016-09 will become effective during the first quarter of 2017, with early adoption permitted, and will require a modified retrospective approach. As noted below, the Company chose to early adopt ASU No. 2016-09 effective January 1, 2016. Upon adoption of ASU No. 2016-09, the Company elected to account for forfeitures as they occur. In addition, pursuant to employee statutory withholding obligations, the Company may repurchase more of an employee’s shares for tax withholding purposes up to the maximum statutory tax rate in the employee’s applicable jurisdictions. In accordance with the transition provisions of the new guidance, the Company adjusted items on its consolidated balance sheet, consolidated statement of equity and consolidated statement of cash flows. The following financial statement line items have been adjusted on the Company’s consolidated balance sheet and consolidated statement of equity for the year ended December 31, 2015 in order to reverse the effects of forfeitures recognized in prior years, and on the consolidated statement of cash flows for the nine months ended September 30, 2015 to reclassify the repurchase of employee common stock for employee withholding obligations from an operating activity to a financing activity (in thousands): Effect of Change in As Originally Reported Accounting Principle As Adjusted (unaudited) (unaudited) Consolidated Balance Sheet and Consolidated Statement of Equity as of December 31, 2015 (audited): Additional paid in capital $ $ $ Retained earnings $ $ $ Consolidated Statement of Cash Flows for the nine months ended September 30, 2015 (unaudited): Amortization of deferred stock compensation $ $ Accrued payroll and employee benefits $ $ $ Net cash provided by operating activities $ $ $ Repurchase of common stock for employee withholding obligations $ — $ $ Net cash used in financing activities $ $ $ In May 2016, the FASB issued Accounting Standards Update No. 2016-12, “ Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients ” (“ASU No. 2016-12”), which amends the FASB’s new revenue recognition guidance on transition, collectability, noncash consideration and the presentation of sales and other similar taxes. The amendments clarify that, for a contract to be considered completed at transition, all (or substantially all) of the revenue must have been recognized under legacy GAAP. This clarification is important because entities that use the modified retrospective transition approach need to apply the standard only to contracts that are not complete as of the date of initial application, and entities that use the full retrospective approach may apply certain practical expedients to completed contracts. In addition, ASU No. 2016-12 clarifies that an entity should consider the probability of collecting substantially all of the consideration to which it will be entitled in exchange for goods and services expected to be transferred to the customer rather than the total amount promised for all the goods or services in the contract. ASU No. 2016-12 also clarifies that an entity may consider its ability to manage its exposure to credit risk as part of the collectability assessment, as well as that the fair value of noncash consideration should be measured at contract inception when determining the transaction price. Finally, ASU No. 2016-12 allows an entity to make an accounting policy election to exclude from the transaction price certain types of taxes collected from a customer if it discloses that policy. ASU No. 2016-12 will become effective, along with ASU No. 2014-09, during the first quarter of 2018. Similar to ASU No. 2014-09, ASU 2016-12 will require either a full retrospective approach or a modified retrospective approach, with early adoption permitted as of the original effective date. The Company is currently evaluating the impact that ASU No. 2016-12 will have on its consolidated financial statements. In June 2016, the FASB issued Accounting Standards Update No. 2016-13, “ Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ” (“ASU No. 2016-13”), which will replace today’s “incurred loss” approach with an “expected loss” model for instruments measured at amortized cost. For trade and other receivables, held-to-maturity debt securities, loans and other instruments, entities will be required to use a new forward looking “expected loss” model that generally will result in the earlier recognition of allowances for losses. In addition, entities will have to disclose significantly more information, including information they use to track credit quality by year of origination for most financing receivables. ASU No. 2016-13 is effective during the first quarter of 2020. ASU No. 2016-13 will require a modified retrospective approach, with early adoption permitted during the first quarter of 2019. The Company is currently evaluating the impact that ASU No. 2016-13 will have on its consolidated financial statements. In September 2016, the FASB issued Accounting Standards Update No. 2016-15, “ Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (a consensus of the Emerging Issues Task Force) ” (“ASU No. 2016-15”), which clarifies how entities should classify certain cash receipts and cash payments on the statement of cash flows. ASU No. 2016-15 addresses certain issues where diversity in practice was identified. It amends existing guidance, which is principles based and often requires judgment to determine the appropriate classification of cash flows as operating, investing or financing activities. In addition, ASU No. 2016-15 clarifies how the predominance principle should be applied when cash receipts and cash payments have aspects of more than one class of cash flows. ASU No. 2016-15 is effective during the first quarter of 2018, and will generally require a retrospective approach. Early adoption is permitted. The Company does not believe that the adoption of ASU No. 2016-15 will have a material effect on its consolidated financial statements. |
Noncontrolling Interests | Noncontrolling Interests The Company’s financial statements include entities in which the Company has a controlling financial interest. Noncontrolling interest is the portion of equity (net assets) in a subsidiary not attributable, directly or indirectly, to a parent. Such noncontrolling interests are reported on the consolidated balance sheets within equity, separately from the Company’s equity. On the consolidated statements of operations and comprehensive income, revenues, expenses and net income or loss from less-than-wholly-owned subsidiaries are reported at the consolidated amounts, including both the amounts attributable to the Company and noncontrolling interests. Income or loss is allocated to noncontrolling interests based on their weighted average ownership percentage for the applicable period. The consolidated statement of equity includes beginning balances, activity for the period and ending balances for each component of stockholders’ equity, noncontrolling interests and total equity. At both September 30, 2016 and December 31, 2015, the noncontrolling interest reported in the Company’s financial statements included Hilton Worldwide’s 25.0% ownership in the Hilton San Diego Bayfront. During both the three and nine months ended September 30, 2015, noncontrolling interests recorded in the Company’s financial statements also included preferred investors that owned a $0.1 million preferred equity interest in a subsidiary captive REIT that owned the Doubletree Guest Suites Times Square. The Company sold its interests in the Doubletree Guest Suites Times Square in December 2015. |
Segment Reporting | Segment Reporting The Company considers each of its hotels to be an operating segment, none of which meets the threshold for a reportable segment in accordance with the Segment Reporting Topic of the FASB ASC. Currently, the Company operates in one segment, hotel ownership. |
Organization and Description 20
Organization and Description of Business (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Organization and Description of Business | |
Schedule of number of hotels managed by each third-party manager | Number of Hotels Subsidiaries of Marriott International, Inc. or Marriott Hotel Services, Inc. (collectively, “Marriott”) Interstate Hotels & Resorts, Inc. Highgate Hotels L.P. and an affiliate Crestline Hotels & Resorts Hilton Worldwide Hyatt Corporation Davidson Hotels & Resorts Fairmont Hotels & Resorts (U.S.) HEI Hotels & Resorts Total hotels held for investment |
Summary of Significant Accoun21
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Summary of Significant Accounting Policies | |
Schedule of computation of basic and diluted earnings (loss) per common share | The following table sets forth the computation of basic and diluted earnings per common share (in thousands, except per share data): Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended September 30, 2016 September 30, 2015 September 30, 2016 September 30, 2015 (unaudited) (unaudited) (unaudited) (unaudited) Numerator: Net income $ $ $ $ Income from consolidated joint ventures attributable to noncontrolling interests Preferred stock dividends and redemption charge Dividends paid on unvested restricted stock compensation Undistributed income allocated to unvested restricted stock compensation Numerator for basic and diluted income attributable to common stockholders $ $ $ $ Denominator: Weighted average basic and diluted common shares outstanding Basic and diluted income attributable to common stockholders per common share $ $ $ $ |
Schedule of financial statement adjustments due to adoption of ASU 2016-09 | The following financial statement line items have been adjusted on the Company’s consolidated balance sheet and consolidated statement of equity for the year ended December 31, 2015 in order to reverse the effects of forfeitures recognized in prior years, and on the consolidated statement of cash flows for the nine months ended September 30, 2015 to reclassify the repurchase of employee common stock for employee withholding obligations from an operating activity to a financing activity (in thousands): Effect of Change in As Originally Reported Accounting Principle As Adjusted (unaudited) (unaudited) Consolidated Balance Sheet and Consolidated Statement of Equity as of December 31, 2015 (audited): Additional paid in capital $ $ $ Retained earnings $ $ $ Consolidated Statement of Cash Flows for the nine months ended September 30, 2015 (unaudited): Amortization of deferred stock compensation $ $ Accrued payroll and employee benefits $ $ $ Net cash provided by operating activities $ $ $ Repurchase of common stock for employee withholding obligations $ — $ $ Net cash used in financing activities $ $ $ |
Investment in Hotel Properties
Investment in Hotel Properties (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Investment in Hotel Properties | |
Schedule of investment in hotel properties | Investment in hotel properties, net consisted of the following (in thousands): September 30, December 31, 2016 2015 (unaudited) Land $ $ Buildings and improvements Furniture, fixtures and equipment Intangibles Franchise fees Construction in process Investment in hotel properties, gross Accumulated depreciation and amortization Investment in hotel properties, net $ $ |
Disposals (Tables)
Disposals (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Disposal Group Included in Continuing Operations | |
Schedule of operating results for sold entities included in continuing operations | The following table provides summary results of operations for the Sheraton Cerritos that was sold during 2016, as well as for the Doubletree Guest Suites Times Square and an electronic purchasing platform (“BuyEfficient”) that were sold during 2015, all of which are included in continuing operations (in thousands): Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended September 30, 2016 September 30, 2015 September 30, 2016 September 30, 2015 (unaudited) (unaudited) (unaudited) (unaudited) Revenues $ — $ $ $ Income before income taxes $ — $ $ $ Gain on sale of assets $ — $ $ $ |
Fair Value Measurements and I24
Fair Value Measurements and Interest Rate Derivatives (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Measurements and Interest Rate Derivatives | |
Schedule of assets measured at fair value on a recurring and non-recurring basis | The following table presents the Company’s assets measured at fair value on a recurring and non-recurring basis at September 30, 2016 and December 31, 2015 (in thousands): Fair Value Measurements at Reporting Date Total Level 1 Level 2 Level 3 September 30, 2016 (unaudited): Interest rate cap derivatives $ — $ — $ — $ — Life insurance policy (1) — — Total assets measured at fair value at September 30, 2016 $ $ — $ $ — December 31, 2015: Interest rate cap derivatives $ $ — $ $ — Interest rate swap derivative — — Life insurance policy (1) — — Total assets measured at fair value at December 31, 2015 $ $ — $ $ — (1) Includes the split life insurance policy for one of the Company’s former associates, which the Company values using Level 2 measurements. These amounts are included in other assets, net on the accompanying consolidated balance sheets, and will be used to reimburse the Company for payments made to the former associate from the related retirement benefit agreement, which is included in accrued payroll and employee benefits on the accompanying consolidated balance sheets. |
Schedule of liabilities measured at fair value on a recurring and non-recurring basis | The following table presents the Company’s liabilities measured at fair value on a recurring and non-recurring basis at September 30, 2016 and December 31, 2015 (in thousands): Fair Value Measurements at Reporting Date Total Level 1 Level 2 Level 3 September 30, 2016 (unaudited): Interest rate swap derivative $ $ — $ $ — Retirement benefit agreement (1) — — Total liabilities measured at fair value at September 30, 2016 $ $ — $ $ — December 31, 2015: Interest rate swap derivative $ $ — $ $ — Retirement benefit agreement (1) — — Total liabilities measured at fair value at December 31, 2015 $ $ — $ $ — (1) Includes the retirement benefit agreement for one of the Company’s former associates, which the Company values using Level 2 measurements. The agreement calls for the balance of the retirement benefit to be paid out to the former associate in ten annual installments, beginning in 2011. As such, the Company has paid the former associate a total of $1.2 million through September 30, 2016, which was reimbursed to the Company using funds from the related split life insurance policy noted above. These amounts are included in accrued payroll and employee benefits on the accompanying consolidated balance sheets. |
Schedule of interest rate derivatives | The Company’s interest rate derivatives, which are not designated as effective cash flow hedges, consisted of the following at September 30, 2016 (unaudited) and December 31, 2015 (in thousands): Estimated Fair Value Asset (Liability) Strike / Capped Effective Maturity Notional September 30, December 31, Hedged Debt Type Rate Index Date Date Amount 2016 2015 Hilton San Diego Bayfront (1) Cap % 1-Month LIBOR April 15, 2015 May 1, 2017 $ $ — $ $85.0 million term loan (2) Swap % 1-Month LIBOR October 29, 2015 September 2, 2022 $ $ $ $100.0 million term loan (2) Swap % 1-Month LIBOR January 29, 2016 January 31, 2023 $ $ $ $ $ (1) The fair value of the Hilton San Diego Bayfront cap agreement is included in other assets, net on the accompanying consolidated balance sheets. (2) The fair values of both the $85.0 million term loan and the $100.0 million term loan swap agreements are included in other liabilities on the Company’s consolidated balance sheets. The 1-month LIBOR rate related to the $85.0 million term loan was swapped to a fixed rate of 1.591%. The 1-month LIBOR rate related to the $100.0 million term loan was swapped to a fixed rate of 1.853%. |
Schedule of changes in fair value of interest rate derivatives | Changes in the fair values of the Company’s interest rate derivatives resulted in (decreases) increases to interest expense for the three and nine months ended September 30, 2016 and 2015 as follows (in thousands): Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended September 30, 2016 September 30, 2015 September 30, 2016 September 30, 2015 (Gain) loss on derivatives, net $ $ $ $ |
Other Assets (Tables)
Other Assets (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Other Assets | |
Schedule of other assets | Other assets, net consisted of the following (in thousands): September 30, December 31, 2016 2015 (unaudited) Property and equipment, net $ $ Land held for development Goodwill Deferred expense on straight-lined third-party tenant leases Interest rate derivatives — Other receivables Other Total other assets $ $ |
Schedule of property and equipment | Property and equipment, net consisted of the following (in thousands): September 30, December 31, 2016 2015 (unaudited) Cost basis $ $ Accumulated depreciation Property and equipment, net $ $ |
Notes Payable (Tables)
Notes Payable (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Notes Payable | |
Schedule of notes payable | Notes payable consisted of the following (in thousands): September 30, December 31, 2016 2015 (unaudited) Notes payable requiring payments of interest and principal, with fixed rates ranging from 4.12% to 5.95%; maturing at dates ranging from March 2017 through January 2025. The notes are collateralized by first deeds of trust on six hotel properties at September 30, 2016, and eight hotel properties at December 31, 2015. $ $ Note payable requiring payments of interest and principal, bearing a blended rate of one-month LIBOR plus 225 basis points; maturing in August 2019. The note is collateralized by a first deed of trust on one hotel property. Unsecured term loan requiring payments of interest only, with a blended interest rate based on a pricing grid with a range of 180 to 255 basis points over LIBOR, depending on the Company's leverage ratios. LIBOR has been swapped to a fixed rate of 1.591%, resulting in an effective interest rate of 3.391% based on the Company's current leverage. Matures in September 2022. Unsecured term loan requiring payments of interest only, with a blended interest rate based on a pricing grid with a range of 180 to 255 basis points over LIBOR, depending on the Company's leverage ratios. LIBOR has been swapped to a fixed rate of 1.853%, resulting in an effective interest rate of 3.653% based on the Company's current leverage. Matures in January 2023. — Total notes payable $ $ Current portion of notes payable $ $ Less: current portion of deferred financing fees Carrying value of current portion of notes payable $ $ Notes payable, less current portion $ $ Less: long-term portion of deferred financing fees Carrying value of notes payable, less current portion $ $ |
Schedule of interest incurred and expensed | Total interest incurred and expensed on the notes payable was as follows (in thousands): Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended September 30, 2016 September 30, 2015 September 30, 2016 September 30, 2015 (unaudited) (unaudited) (unaudited) (unaudited) Interest expense on debt and capital lease obligations $ $ $ $ (Gain) loss on derivatives, net Amortization of deferred financing fees Total interest expense $ $ $ $ |
Other Current Liabilities and27
Other Current Liabilities and Other Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Other Current Liabilities and Other Liabilities | |
Schedule of other current liabilities | Other current liabilities consisted of the following (in thousands): September 30, December 31, 2016 2015 (unaudited) Property, sales and use taxes payable $ $ Income tax payable Accrued interest Advance deposits Management fees payable Other Total other current liabilities $ $ |
Schedule of other liabilities | Other liabilities consisted of the following (in thousands): September 30, December 31, 2016 2015 (unaudited) Deferred gain on sale of asset $ $ Interest rate swap derivatives Accrued income tax — Deferred revenue Deferred rent Deferred incentive management fees — Other Total other liabilities $ $ |
Long-Term Incentive Plan (Table
Long-Term Incentive Plan (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Long-Term Incentive Plan | |
Schedule of amortization expense and forfeitures related to restricted shares and performance awards | The Company’s amortization expense and forfeitures related to restricted shares for the three and nine months ended September 30, 2016 and 2015 were as follows (in thousands): Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended September 30, 2016 September 30, 2015 September 30, 2016 September 30, 2015 (unaudited) (unaudited) (unaudited) (unaudited) Amortization expense, including forfeitures $ $ $ $ |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies | |
Schedule of basic and incentive management fees | Total basic management fees, net of key money incentives received from third-party hotel managers, along with incentive management fees incurred by the Company during the three and nine months ended September 30, 2016 and 2015 were included in the Company’s consolidated statements of operations and comprehensive income as follows (in thousands): Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended September 30, 2016 September 30, 2015 September 30, 2016 September 30, 2015 (unaudited) (unaudited) (unaudited) (unaudited) Basic management fees $ $ $ $ Incentive management fees Total basic and incentive management fees $ $ $ $ |
Schedule of License and Franchise Costs | Total license and franchise costs incurred by the Company during the three and nine months ended September 30, 2016 and 2015 were included in the Company’s consolidated statements of operations and comprehensive income as follows (in thousands): Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended September 30, 2016 September 30, 2015 September 30, 2016 September 30, 2015 (unaudited) (unaudited) (unaudited) (unaudited) Franchise assessments (1) $ $ $ $ Franchise royalties Total franchise costs $ $ $ $ (1) Includes advertising, reservation and frequent guest club assessments. |
Schedule of assets under capital lease | The capital lease asset was included in investment in hotel properties, net on the Company’s consolidated balance sheets as follows (in thousands): September 30, December 31, 2016 2015 (unaudited) Gross capital lease asset - buildings and improvements $ $ Accumulated depreciation Net capital lease asset - buildings and improvements $ $ |
Schedule of future minimum lease payments under capital lease | Future minimum lease payments under the Company’s capital lease together with the present value of the net minimum lease payments as of September 30, 2016 are as follows (in thousands): 2016 $ 2017 2018 2019 2020 Thereafter Total minimum lease payments (1) Less: Amount representing interest (2) Present value of net minimum lease payments (3) $ (1) Minimum lease payments do not include percentage rent which may be paid under the Hyatt Chicago Magnificent Mile building lease on the basis of 4.0% of the hotel’s gross room revenues over a certain threshold. For both the three and nine months ended September 30, 2016, $36,000 in percentage rent was due under the Hyatt Chicago Magnificent Mile’s building lease. For the three and nine months ended September 30, 2015, $45,000 and $0.1 million, respectively, in percentage rent was due under the Hyatt Chicago Magnificent Mile’s building lease. (2) Interest includes the amount necessary to reduce net minimum lease payments to present value calculated at the Company’s incremental borrowing rate at lease inception. (3) The present value of net minimum lease payments are presented on the Company’s consolidated balance sheet as of September 30, 2016 as a current obligation of $1,000, which is included in accounts payable and accrued expenses, and as a long-term obligation of $15.6 million, which is included in capital lease obligations, less current portion. |
Schedule of ground, building and air lease rent | Total rent expense incurred pursuant to ground, building and air lease agreements for the three and nine months ended September 30, 2016 and 2015 was included in property tax, ground lease and insurance on the Company’s consolidated statements of operations and comprehensive income as follows (in thousands): Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended September 30, 2016 September 30, 2015 September 30, 2016 September 30, 2015 (unaudited) (unaudited) (unaudited) (unaudited) Minimum rent, including straight-line adjustments $ $ $ $ Percentage rent (1) Total $ $ $ $ (1) Several of the Company’s hotels pay percentage rent, which is calculated on operating revenues above certain thresholds. |
Schedule of Hotel Geographic Concentration of Risk | As of September 30, 2016, the Company’s 28 hotels were concentrated in California, Illinois, Massachusetts and the greater Washington DC area as follows: Greater Washington DC California Illinois Massachusetts Area (unaudited) (unaudited) (unaudited) (unaudited) Number of hotels Percentage of total rooms % % % % Percentage of total consolidated revenue during the past 12 months % % % % |
Organization and Description 30
Organization and Description of Business (Details) | 9 Months Ended |
Sep. 30, 2016propertyitem | |
Organization and Description of Business | |
Number of hotels in which the company has interests | property | 28 |
Number of hotels managed by third parties | 28 |
Marriott | |
Organization and Description of Business | |
Number of hotels managed by third parties | 11 |
Interstate Hotels & Resorts, Inc | |
Organization and Description of Business | |
Number of hotels managed by third parties | 5 |
Highgate Hotels L.P. and an affiliate | |
Organization and Description of Business | |
Number of hotels managed by third parties | 3 |
Crestline Hotels & Resorts | |
Organization and Description of Business | |
Number of hotels managed by third parties | 2 |
Hilton Worldwide | |
Organization and Description of Business | |
Number of hotels managed by third parties | 2 |
Hyatt Corporation | |
Organization and Description of Business | |
Number of hotels managed by third parties | 2 |
Davidson Hotels & Resorts | |
Organization and Description of Business | |
Number of hotels managed by third parties | 1 |
Fairmont Hotels & Resorts (U.S.) | |
Organization and Description of Business | |
Number of hotels managed by third parties | 1 |
HEI Hotels & Resorts | |
Organization and Description of Business | |
Number of hotels managed by third parties | 1 |
Sunstone Hotel Partnership, LLC | |
Organization and Description of Business | |
Controlling interest owned (as a percent) | 100.00% |
Summary of Significant Accoun31
Summary of Significant Accounting Policies - Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Numerator: | ||||
Net income | $ 39,427 | $ 63,084 | $ 106,379 | $ 117,944 |
Income from consolidated joint ventures attributable to noncontrolling interests | (2,053) | (1,982) | (5,358) | (6,643) |
Preferred stock dividends and redemption charge | 3,207 | 2,300 | 12,756 | 6,900 |
Dividends paid on unvested restricted stock compensation | (55) | (49) | (173) | (162) |
Undistributed income allocated to unvested restricted stock compensation | (123) | (161) | (293) | (270) |
Numerator for basic and diluted income attributable to common stockholders | $ 33,989 | $ 58,592 | $ 87,799 | $ 103,969 |
Denominator: | ||||
Weighted average basic and diluted common shares outstanding (in shares) | 215,413 | 207,604 | 214,565 | 207,264 |
Basic and diluted income attributable to common stockholders per common share (in dollars per share) | $ 0.16 | $ 0.28 | $ 0.41 | $ 0.50 |
Summary of Significant Accoun32
Summary of Significant Accounting Policies - New Accounting Pronouncements (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Sep. 30, 2016 | Sep. 30, 2015 |
Organization And Description Of Business [Line Items] | |||
New Accounting Pronouncement Effect Of Adoption On Additional Paid In Capital | $ 2,458,889 | ||
New Accounting Pronouncement Effect Of Adoption On Retained Earnings | 652,704 | ||
New Accounting Pronouncement Effect Of Adoption On Cash Flow Amortization Of Deferred Stock Compensation | $ 8,106 | ||
New Accounting Pronouncement Effect Of Adoption On Cash Flow Accrued Payroll And Employee Benefits | 970 | ||
New Accounting Pronouncement Effect Of Adoption On Cash Flow Net Cash Provided By Operating Activities | 229,045 | ||
New Accounting Pronouncement Effect Of Adoption On Cash Flow Repurchase Of Common Stock For Employee Withholding Obligations | (9,264) | ||
New Accounting Pronouncement Effect Of Adoption On Cash Flow Net Cash Used In Financing Activities | (201,903) | ||
Previously Reported Member | |||
Organization And Description Of Business [Line Items] | |||
New Accounting Pronouncement Effect Of Adoption On Additional Paid In Capital | 2,458,735 | ||
New Accounting Pronouncement Effect Of Adoption On Retained Earnings | $ 652,858 | ||
New Accounting Pronouncement Effect Of Adoption On Cash Flow Amortization Of Deferred Stock Compensation | 5,505 | ||
New Accounting Pronouncement Effect Of Adoption On Cash Flow Accrued Payroll And Employee Benefits | (5,693) | ||
New Accounting Pronouncement Effect Of Adoption On Cash Flow Net Cash Provided By Operating Activities | 219,781 | ||
New Accounting Pronouncement Effect Of Adoption On Cash Flow Net Cash Used In Financing Activities | $ (192,639) | ||
Accounting Standards Update 2016-09 Member | |||
Organization And Description Of Business [Line Items] | |||
New Accounting Pronouncement Effect Of Adoption On Additional Paid In Capital | $ 154 | ||
New Accounting Pronouncement Effect Of Adoption On Retained Earnings | (154) | ||
New Accounting Pronouncement Effect Of Adoption On Cash Flow Amortization Of Deferred Stock Compensation | 2,601 | ||
New Accounting Pronouncement Effect Of Adoption On Cash Flow Accrued Payroll And Employee Benefits | 6,663 | ||
New Accounting Pronouncement Effect Of Adoption On Cash Flow Net Cash Provided By Operating Activities | 9,264 | ||
New Accounting Pronouncement Effect Of Adoption On Cash Flow Repurchase Of Common Stock For Employee Withholding Obligations | (9,264) | ||
New Accounting Pronouncement Effect Of Adoption On Cash Flow Net Cash Used In Financing Activities | $ (9,264) |
Summary of Significant Accoun33
Summary of Significant Accounting Policies - Noncontrolling Interests and Segment Reporting (Details) $ in Millions | 9 Months Ended | ||
Sep. 30, 2016item | Dec. 31, 2015 | Sep. 30, 2015USD ($) | |
Segment Reporting | |||
Number of operating segments | item | 1 | ||
Hilton San Diego Bayfront | |||
Property, Plant and Equipment | |||
Noncontrolling interest percentage in Hilton San Diego Bayfront | 25.00% | 25.00% | |
Doubletree Guest Suites Times Square | |||
Property, Plant and Equipment | |||
Preferred equity interest in Doubletree Guest Suites Times Square captive REIT | $ | $ 0.1 |
Investment in Hotel Propertie34
Investment in Hotel Properties (Details) - USD ($) $ in Thousands | 1 Months Ended | 9 Months Ended | |
Jun. 30, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | |
Land | $ 542,660 | $ 542,660 | |
Buildings and improvements | 3,168,291 | 3,109,562 | |
Furniture, fixtures and equipment | 510,347 | 480,832 | |
Intangibles | 47,090 | 45,249 | |
Franchise fees | 1,021 | 1,082 | |
Construction in process | 116,782 | 97,974 | |
Investment in hotel properties, gross | 4,386,191 | 4,277,359 | |
Accumulated depreciation and amortization | (1,151,377) | (1,048,349) | |
Investment in hotel properties, net | 3,234,814 | $ 3,229,010 | |
Acquisition of air rights lease | $ 2,447 | ||
Renaissance Harborplace | Air rights lease | |||
Acquisition of air rights lease | $ 2,400 |
Disposals (Details)
Disposals (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | |
May 31, 2016USD ($)room | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | |
Disposals | ||||
Gain on sale of assets | $ 11,682 | $ 18,223 | $ 11,682 | |
Disposal Group, Not Discontinued Operations [Member] | Sheraton Cerritos | ||||
Disposals | ||||
Number of rooms sold | room | 203 | |||
Net proceeds received from sale | $ 41,200 | |||
Gain on sale of assets | $ 18,200 | 18,223 | ||
Revenues | 4,846 | |||
Income before income taxes | $ 876 | |||
Disposal Group, Not Discontinued Operations [Member] | Sheraton Cerritos, Doubletree Guest Suites Times Square and BuyEfficient | ||||
Disposals | ||||
Gain on sale of assets | 11,682 | 11,682 | ||
Revenues | 24,629 | 64,962 | ||
Income before income taxes | $ 1,751 | $ 2,468 |
Fair Value Measurements and I36
Fair Value Measurements and Interest Rate Derivatives (Details) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2011item | |
Fair value of assets and liabilities measured at fair value on a recurring and non-recurring basis | ||||||
Impairments on long-lived assets | $ 0 | $ 0 | $ 0 | $ 0 | ||
Goodwill | 990,000 | 990,000 | $ 990,000 | |||
Goodwill impairment loss | 0 | $ 0 | 0 | $ 0 | ||
Assets: | ||||||
Interest rate derivatives | 760,000 | |||||
Former Chairman | ||||||
Liabilities: | ||||||
Number of installments to be paid out under the Retirement Benefit Agreement | item | 10 | |||||
Total amount paid to date under the Retirement Benefit Agreement | 1,200,000 | 1,200,000 | ||||
Level 2 | ||||||
Assets: | ||||||
Life insurance policy | 857,000 | 857,000 | 964,000 | |||
Total assets | 857,000 | 857,000 | 1,724,000 | |||
Liabilities: | ||||||
Interest rate derivative liabilities | 7,487,000 | 7,487,000 | 437,000 | |||
Retirement benefit agreement | 857,000 | 857,000 | 964,000 | |||
Total liabilities | 8,344,000 | 8,344,000 | 1,401,000 | |||
Level 2 | Interest Rate Cap | ||||||
Assets: | ||||||
Interest rate derivatives | 1,000 | |||||
Level 2 | Interest Rate Swap | ||||||
Assets: | ||||||
Interest rate derivatives | 759,000 | |||||
Total at the end of the period | ||||||
Assets: | ||||||
Life insurance policy | 857,000 | 857,000 | 964,000 | |||
Total assets | 857,000 | 857,000 | 1,724,000 | |||
Liabilities: | ||||||
Interest rate derivative liabilities | 7,487,000 | 7,487,000 | 437,000 | |||
Retirement benefit agreement | 857,000 | 857,000 | 964,000 | |||
Total liabilities | $ 8,344,000 | $ 8,344,000 | 1,401,000 | |||
Total at the end of the period | Interest Rate Cap | ||||||
Assets: | ||||||
Interest rate derivatives | 1,000 | |||||
Total at the end of the period | Interest Rate Swap | ||||||
Assets: | ||||||
Interest rate derivatives | $ 759,000 |
Fair Value Measurements and I37
Fair Value Measurements and Interest Rate Derivatives - Interest Rate Derivative Agreements (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Jan. 31, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Interest Rate Derivative Agreements | ||||||
Fair value of interest rate derivatives | $ (7,487) | $ (7,487) | $ 323 | |||
Fair values of derivative assets | $ 760 | |||||
(Gain) loss on derivatives, net | $ (1,374) | $ 2 | $ 7,810 | $ 12 | ||
Hilton San Diego Bayfront mortgage payable | ||||||
Interest Rate Derivative Agreements | ||||||
Interest rate, description of reference rate | one-month LIBOR | one-month LIBOR | ||||
Interest rate added to base rate (as a percent) | 2.25% | 2.25% | ||||
$85.0 million term loan | ||||||
Interest Rate Derivative Agreements | ||||||
Term loan total interest rate, including effect of swap agreement | 3.391% | 3.391% | 3.391% | |||
Interest rate, description of reference rate | LIBOR | LIBOR | ||||
$100.0 million term loan | ||||||
Interest Rate Derivative Agreements | ||||||
Term loan total interest rate, including effect of swap agreement | 3.653% | 3.653% | 3.653% | |||
Interest rate, description of reference rate | LIBOR | LIBOR | ||||
Interest Rate Cap | Not designated as hedging instrument | Hilton San Diego Bayfront mortgage payable | ||||||
Interest Rate Derivative Agreements | ||||||
Strike rate under interest rate cap agreement | 4.25% | 4.25% | 4.25% | |||
Interest rate, description of reference rate | 1-Month LIBOR | 1-Month LIBOR | ||||
Effective date | Apr. 15, 2015 | Apr. 15, 2015 | ||||
Maturity Date | May 1, 2017 | May 1, 2017 | ||||
Notional amount | $ 111,691 | $ 111,691 | ||||
Fair value of interest rate derivatives | $ 1 | |||||
Interest Rate Swap | $85.0 million term loan | ||||||
Interest Rate Derivative Agreements | ||||||
Fixed rate under interest rate swap agreement | 1.591% | 1.591% | 1.591% | |||
Interest Rate Swap | $100.0 million term loan | ||||||
Interest Rate Derivative Agreements | ||||||
Fixed rate under interest rate swap agreement | 1.853% | 1.853% | 1.853% | |||
Interest Rate Swap | Not designated as hedging instrument | $85.0 million term loan | ||||||
Interest Rate Derivative Agreements | ||||||
Term loan total interest rate, including effect of swap agreement | 3.391% | 3.391% | 3.391% | |||
Interest rate, description of reference rate | 1-Month LIBOR | 1-Month LIBOR | ||||
Effective date | Oct. 29, 2015 | Oct. 29, 2015 | ||||
Maturity Date | Sep. 2, 2022 | Sep. 2, 2022 | ||||
Notional amount | $ 85,000 | $ 85,000 | ||||
Fair value of interest rate derivatives | $ (2,699) | $ (2,699) | $ 759 | |||
Fixed rate under interest rate swap agreement | 1.591% | 1.591% | 1.591% | |||
Interest Rate Swap | Not designated as hedging instrument | $100.0 million term loan | ||||||
Interest Rate Derivative Agreements | ||||||
Term loan total interest rate, including effect of swap agreement | 3.653% | 3.653% | ||||
Interest rate, description of reference rate | 1-Month LIBOR | |||||
Effective date | Jan. 29, 2016 | |||||
Maturity Date | Jan. 31, 2023 | |||||
Notional amount | $ 100,000 | $ 100,000 | ||||
Fair value of interest rate derivatives | $ (4,788) | $ (4,788) | $ (437) | |||
Fixed rate under interest rate swap agreement | 1.853% | 1.853% | 1.853% |
Fair Value Measurements and I38
Fair Value Measurements and Interest Rate Derivatives - Fair Value of Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Percentage of Debt Bearing Fixed Interest Rates | 77.80% | 79.50% |
Notes payable | $ 1,004,975 | $ 1,101,480 |
Level 3 | ||
Fair value of debt | $ 1,000,000 | $ 1,100,000 |
Other Assets (Details)
Other Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Other assets, net | ||
Property and equipment, net | $ 909 | $ 1,341 |
Land held for development | 188 | 188 |
Goodwill | 990 | 990 |
Deferred expense on straight-lined third-party tenant leases | 3,689 | 3,336 |
Interest rate derivatives | 760 | |
Other receivables | 1,830 | 2,201 |
Other | 1,485 | 1,570 |
Total other assets, net | $ 9,091 | $ 10,386 |
Other Assets - Property and Equ
Other Assets - Property and Equipment (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Other Assets | ||
Property and equipment cost basis | $ 10,807 | $ 10,785 |
Accumulated depreciation | (9,898) | (9,444) |
Property and equipment, net | $ 909 | $ 1,341 |
Notes Payable (Details)
Notes Payable (Details) $ in Thousands | 1 Months Ended | 9 Months Ended | 12 Months Ended |
Jan. 31, 2016USD ($) | Sep. 30, 2016USD ($)property | Dec. 31, 2015USD ($)property | |
Notes payable | |||
Total notes payable, net | $ 1,004,975 | $ 1,101,480 | |
Current portion of notes payable | 252,397 | 86,840 | |
Less: current portion of deferred financing fees | (1,121) | (1,064) | |
Current portion of notes payable, net | 251,276 | 85,776 | |
Notes payable, less current portion, net | 752,578 | 1,014,640 | |
Less: long-term portion of deferred financing fees | (3,811) | (3,821) | |
Carrying value of notes payable, less current portion | $ 748,767 | $ 1,010,819 | |
Notes payable maturing in various years | |||
Notes payable | |||
Number of hotels provided as collateral | property | 6 | 8 | |
Total notes payable, net | $ 596,851 | $ 791,073 | |
Notes payable maturing in various years | Minimum | |||
Notes payable | |||
Fixed interest rate (as a percent) | 4.12% | 4.12% | |
Notes payable maturing in various years | Maximum | |||
Notes payable | |||
Fixed interest rate (as a percent) | 5.95% | 5.95% | |
Hilton San Diego Bayfront mortgage payable | |||
Notes payable | |||
Number of hotels provided as collateral | property | 1 | 1 | |
Interest rate, description of reference rate | one-month LIBOR | one-month LIBOR | |
Interest rate added to base rate (as a percent) | 2.25% | 2.25% | |
Total notes payable, net | $ 223,124 | $ 225,407 | |
$85.0 million term loan | |||
Notes payable | |||
Interest rate, description of reference rate | LIBOR | LIBOR | |
Term loan total interest rate, including effect of swap agreement | 3.391% | 3.391% | |
Total notes payable, net | $ 85,000 | $ 85,000 | |
$85.0 million term loan | Minimum | |||
Notes payable | |||
Interest rate added to base rate (as a percent) | 1.80% | 1.80% | |
$85.0 million term loan | Maximum | |||
Notes payable | |||
Interest rate added to base rate (as a percent) | 2.55% | 2.55% | |
$100.0 million term loan | |||
Notes payable | |||
Interest rate, description of reference rate | LIBOR | LIBOR | |
Term loan total interest rate, including effect of swap agreement | 3.653% | 3.653% | |
Total notes payable, net | $ 100,000 | $ 100,000 | |
$100.0 million term loan | Minimum | |||
Notes payable | |||
Interest rate added to base rate (as a percent) | 1.80% | 1.80% | |
$100.0 million term loan | Maximum | |||
Notes payable | |||
Interest rate added to base rate (as a percent) | 2.55% | 2.55% | |
Interest Rate Swap | $85.0 million term loan | |||
Notes payable | |||
Fixed rate under interest rate swap agreement | 1.591% | 1.591% | |
Interest Rate Swap | $100.0 million term loan | |||
Notes payable | |||
Fixed rate under interest rate swap agreement | 1.853% | 1.853% | |
Not designated as hedging instrument | Interest Rate Cap | Hilton San Diego Bayfront mortgage payable | |||
Notes payable | |||
Interest rate, description of reference rate | 1-Month LIBOR | 1-Month LIBOR | |
Not designated as hedging instrument | Interest Rate Swap | $85.0 million term loan | |||
Notes payable | |||
Interest rate, description of reference rate | 1-Month LIBOR | 1-Month LIBOR | |
Fixed rate under interest rate swap agreement | 1.591% | 1.591% | |
Term loan total interest rate, including effect of swap agreement | 3.391% | 3.391% | |
Not designated as hedging instrument | Interest Rate Swap | $100.0 million term loan | |||
Notes payable | |||
Interest rate, description of reference rate | 1-Month LIBOR | ||
Fixed rate under interest rate swap agreement | 1.853% | 1.853% | |
Term loan total interest rate, including effect of swap agreement | 3.653% |
Notes Payable - Transactions (D
Notes Payable - Transactions (Details) - USD ($) $ in Thousands | 1 Months Ended | 9 Months Ended | ||||
May 31, 2016 | Feb. 29, 2016 | Jan. 31, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Notes Payable Activity | ||||||
Notes payable | $ 1,004,975 | $ 1,101,480 | ||||
Payments of debt extinguishment costs | 153 | $ 2 | ||||
$100.0 million term loan | ||||||
Notes Payable Activity | ||||||
Proceeds received from unsecured term loan | $ 100,000 | |||||
Notes payable | $ 100,000 | $ 100,000 | ||||
Interest rate, description of reference rate | LIBOR | LIBOR | ||||
Term loan total interest rate, including effect of swap agreement | 3.653% | 3.653% | ||||
Boston Park Plaza mortgage payable | ||||||
Notes Payable Activity | ||||||
Repayment of mortgage debt | $ 114,200 | |||||
Renaissance Orlando at SeaWorld mortgage payable | ||||||
Notes Payable Activity | ||||||
Repayment of mortgage debt | $ 72,600 | |||||
Payments of debt extinguishment costs | $ 200 | |||||
Minimum | $100.0 million term loan | ||||||
Notes Payable Activity | ||||||
Interest rate added to base rate (as a percent) | 1.80% | 1.80% | ||||
Maximum | $100.0 million term loan | ||||||
Notes Payable Activity | ||||||
Interest rate added to base rate (as a percent) | 2.55% | 2.55% | ||||
Interest Rate Swap | $100.0 million term loan | ||||||
Notes Payable Activity | ||||||
Fixed rate under interest rate swap agreement | 1.853% | 1.853% | ||||
Not designated as hedging instrument | Interest Rate Swap | $100.0 million term loan | ||||||
Notes Payable Activity | ||||||
Interest rate, description of reference rate | 1-Month LIBOR | |||||
Fixed rate under interest rate swap agreement | 1.853% | 1.853% | ||||
Term loan total interest rate, including effect of swap agreement | 3.653% |
Notes Payable - Deferred Financ
Notes Payable - Deferred Financing Fees and Interest Expense (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Feb. 29, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Deferred Financing Fees | |||||
Financing costs incurred and paid | $ 85 | $ 4,908 | |||
Loss on extinguishment of debt | 259 | 2 | |||
Interest incurred and expensed | |||||
Interest expense on debt and capital lease obligations | $ 11,966 | $ 15,711 | 37,560 | 48,536 | |
(Gain) loss on derivatives, net | (1,374) | 2 | 7,810 | 12 | |
Amortization of deferred financing fees | 544 | 692 | 1,648 | 2,472 | |
Total interest incurred and expensed on debt and capital lease obligations | $ 11,136 | $ 16,405 | 47,018 | $ 51,020 | |
Boston Park Plaza mortgage payable | |||||
Deferred Financing Fees | |||||
Accelerated amortization of deferred financing fees | $ 100 | ||||
Unsecured Term Loan 2 and Credit Facility | |||||
Deferred Financing Fees | |||||
Financing costs incurred and paid | $ 100 |
Other Current Liabilities and44
Other Current Liabilities and Other Liabilities (Details) - USD ($) $ in Thousands | Sep. 01, 2016 | Sep. 30, 2016 | Dec. 31, 2015 |
Other Current Liabilities | |||
Property, sales and use taxes payable | $ 20,652 | $ 17,988 | |
Income tax payable | 204 | 470 | |
Accrued interest | 2,728 | 3,012 | |
Advance deposits | 14,553 | 12,727 | |
Management fees payable | 1,144 | 3,001 | |
Other | 5,091 | 4,679 | |
Total other current liabilities | 44,372 | 41,877 | |
Other Liabilities | |||
Deferred gain on sale of asset | 7,000 | 7,000 | |
Interest rate swap derivatives | 7,487 | 437 | |
Accrued income tax | 1,596 | ||
Deferred revenue | 5,903 | 5,881 | |
Deferred rent | 19,128 | 17,191 | |
Deferred incentive management fees | 547 | ||
Other | 2,612 | 2,639 | |
Total other liabilities | $ 42,677 | $ 34,744 | |
Unrecognized Tax Benefits and Interest Accrued | |||
Reversal of accrued income tax due to lapse of applicable statute of limitations | $ 1,500 | ||
Reversal of Interest accrued on accrued income tax | $ (100) |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 30, 2016 | Mar. 11, 2016 | May 31, 2016 | Mar. 31, 2016 | Sep. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | Feb. 28, 2014 |
Stockholders' equity | ||||||||||
Preferred stock redemption charge | $ 4,052 | |||||||||
Proceeds from preferred stock offerings | 190,000 | |||||||||
Payment of preferred stock offering costs | 6,640 | |||||||||
Net proceeds from sales of preferred stock | $ 183,360 | |||||||||
Series D Cumulative Redeemable Preferred Stock | ||||||||||
Stockholders' equity | ||||||||||
Preferred stock, Cumulative Redeemable Preferred Stock, dividend rate (as a percent) | 8.00% | |||||||||
Preferred stock, Cumulative Redeemable Preferred Stock, shares outstanding (in shares) | 0 | 0 | 0 | 0 | 0 | 4,600,000 | ||||
Liquidation preference (in dollars per share) | $ 25 | |||||||||
Series E Cumulative Redeemable Preferred Stock | ||||||||||
Stockholders' equity | ||||||||||
Preferred stock, Cumulative Redeemable Preferred Stock, dividend rate (as a percent) | 6.95% | 6.95% | ||||||||
Preferred stock, Cumulative Redeemable Preferred Stock, shares outstanding (in shares) | 4,600,000 | 4,600,000 | 4,600,000 | 4,600,000 | 4,600,000 | 0 | ||||
Liquidation preference (in dollars per share) | $ 25 | $ 25 | $ 25 | $ 25 | $ 25 | $ 25 | ||||
Proceeds from preferred stock offerings | $ 115,000 | |||||||||
Payment of preferred stock offering costs | $ 4,000 | |||||||||
Future redemption price (in dollars per share) | $ 25 | |||||||||
Series F Cumulative Redeemable Preferred Stock | ||||||||||
Stockholders' equity | ||||||||||
Preferred stock, Cumulative Redeemable Preferred Stock, dividend rate (as a percent) | 6.45% | |||||||||
Preferred stock, Cumulative Redeemable Preferred Stock, shares outstanding (in shares) | 3,000,000 | 3,000,000 | 3,000,000 | 3,000,000 | 3,000,000 | 0 | ||||
Liquidation preference (in dollars per share) | $ 25 | $ 25 | $ 25 | $ 25 | $ 25 | $ 25 | ||||
Proceeds from preferred stock offerings | $ 75,000 | |||||||||
Payment of preferred stock offering costs | $ 2,600 | |||||||||
Future redemption price (in dollars per share) | $ 25 | |||||||||
Common Stock | At The Market | ||||||||||
Stockholders' equity | ||||||||||
Stock Issued During Period, Shares, New Issues | 0 | 0 | ||||||||
Number of shares issued (in shares) | 0 | 0 | ||||||||
Stock issuance program, remaining amount | $ 128,400 | $ 128,400 | $ 128,400 | $ 128,400 | $ 128,400 | |||||
Common Stock | Maximum | At The Market | ||||||||||
Stockholders' equity | ||||||||||
Stock issuance program, authorized amount | $ 150,000 | |||||||||
Preferred Stock | Series D Cumulative Redeemable Preferred Stock | ||||||||||
Stockholders' equity | ||||||||||
Number of shares redeemed (in shares) | (4,600,000) | |||||||||
Preferred Stock | Series E Cumulative Redeemable Preferred Stock | ||||||||||
Stockholders' equity | ||||||||||
Stock Issued During Period, Shares, New Issues | 4,600,000 | |||||||||
Number of shares issued (in shares) | 4,600,000 | |||||||||
Net proceeds from sales of preferred stock | $ 115,000 | |||||||||
Preferred Stock | Series F Cumulative Redeemable Preferred Stock | ||||||||||
Stockholders' equity | ||||||||||
Stock Issued During Period, Shares, New Issues | 3,000,000 | |||||||||
Number of shares issued (in shares) | 3,000,000 | |||||||||
Net proceeds from sales of preferred stock | $ 75,000 |
Long-Term Incentive Plan (Detai
Long-Term Incentive Plan (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Jan. 31, 2015 | Apr. 30, 2008 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Long-Term Incentive Plan | ||||||
Amortization related to shares issued to design and construction employees | $ 450 | $ 442 | ||||
Former Chief Executive Officer | ||||||
Long-Term Incentive Plan | ||||||
Amortization Expense, including forfeitures | $ 2,500 | |||||
Restricted Shares and Performance awards | ||||||
Long-Term Incentive Plan | ||||||
Amortization Expense, including forfeitures | $ 1,539 | $ 1,262 | 5,616 | 8,106 | ||
Amortization related to shares issued to design and construction employees | $ 100 | $ 500 | $ 400 | |||
Restricted Shares and Performance awards | Minimum | ||||||
Long-Term Incentive Plan | ||||||
Vesting period | 3 years | |||||
Restricted Shares and Performance awards | Maximum | ||||||
Long-Term Incentive Plan | ||||||
Vesting period | 5 years | |||||
Stock Options | Former Chairman | ||||||
Stock options | ||||||
Number of nonqualified stock options approved by the compensation committee of the Company's board of directors (in shares) | 200,000 | |||||
Exercise price of outstanding options (in dollars per share) | $ 17.71 | $ 17.71 |
Commitments and Contingencies47
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Basic and incentive management fees incurred | ||||
Basic management fees | $ 8,510 | $ 8,965 | $ 25,130 | $ 26,096 |
Incentive management fees | 1,541 | 1,313 | 4,735 | 4,548 |
Total basic and incentive management fees | 10,051 | 10,278 | 29,865 | 30,644 |
License and Franchise Agreements | ||||
Franchise assessments | 6,666 | 7,310 | 19,546 | 20,978 |
Franchise royalties | 2,742 | 3,281 | 7,856 | 9,031 |
Total franchise costs | 9,408 | $ 10,591 | $ 27,402 | $ 30,009 |
Minimum | ||||
Management Agreements | ||||
Basic management fees (as a percent) | 2.00% | |||
Maximum | ||||
Management Agreements | ||||
Basic management fees (as a percent) | 3.50% | |||
Renovation and Construction Commitments | ||||
Renovation and Construction Commitments | ||||
Remaining construction commitments | $ 56,000 | $ 56,000 |
Commitments and Contingencies -
Commitments and Contingencies - Capital and Operating Leases (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Future minimum lease payments under capital leases | |||||
2,016 | $ 1,403,000 | $ 1,403,000 | |||
2,017 | 1,403,000 | 1,403,000 | |||
2,018 | 1,403,000 | 1,403,000 | |||
2,019 | 1,403,000 | 1,403,000 | |||
2,020 | 1,403,000 | 1,403,000 | |||
Thereafter | 106,958,000 | 106,958,000 | |||
Total minimum lease payments | 113,973,000 | 113,973,000 | |||
Less: Amount representing interest | (98,398,000) | (98,398,000) | |||
Present value of net minimum lease payments | 15,575,000 | 15,575,000 | |||
Capital lease obligation, current | 1,000 | 1,000 | |||
Capital lease obligation, noncurrent | 15,574,000 | 15,574,000 | $ 15,575,000 | ||
Ground and Operating Leases | |||||
Minimum rent, including straight-line adjustments | 2,251,000 | $ 3,725,000 | 6,857,000 | $ 11,145,000 | |
Percentage rent | 2,802,000 | 948,000 | 7,327,000 | 2,677,000 | |
Total rent expense included in property tax, ground lease and insurance | 5,053,000 | 4,673,000 | 14,184,000 | 13,822,000 | |
Lease expense on corporate facility | 100,000 | 100,000 | $ 200,000 | $ 300,000 | |
Hyatt Chicago Magnificent Mile | |||||
Future minimum lease payments under capital leases | |||||
Capital lease contingent rent criteria (as a percent) | 4.00% | 4.00% | |||
Percentage rent due | 36,000 | $ 45,000 | $ 36,000 | $ 100,000 | |
Hyatt Chicago Magnificent Mile | Buildings and improvements | |||||
Assets under capital lease | |||||
Capital Leased Assets, Gross | 58,799,000 | 58,799,000 | 58,799,000 | ||
Accumulated depreciation | (6,370,000) | (6,370,000) | (5,268,000) | ||
Capital lease assets, net | $ 52,429,000 | $ 52,429,000 | $ 53,531,000 |
Commitments and Contingencies49
Commitments and Contingencies - Concentration of Risk and Other (Details) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016USD ($)property | Sep. 30, 2016USD ($)property | |
Concentration of Risk | ||
Number of hotels which are held for investment | 28 | 28 |
Other | ||
Term of unsecured environmental indemnities | 0 years | |
Damage limitation of unsecured environmental indemnities | $ | $ 0 | |
California | ||
Concentration of Risk | ||
Number of hotels which are held for investment | 8 | 8 |
Illinois | ||
Concentration of Risk | ||
Number of hotels which are held for investment | 3 | 3 |
Massachusetts | ||
Concentration of Risk | ||
Number of hotels which are held for investment | 3 | 3 |
Greater Washington DC Area | ||
Concentration of Risk | ||
Number of hotels which are held for investment | 3 | 3 |
Number of rooms | California | ||
Concentration of Risk | ||
Concentration risk (as a percent) | 31.00% | |
Number of rooms | Illinois | ||
Concentration of Risk | ||
Concentration risk (as a percent) | 8.00% | |
Number of rooms | Massachusetts | ||
Concentration of Risk | ||
Concentration risk (as a percent) | 14.00% | |
Number of rooms | Greater Washington DC Area | ||
Concentration of Risk | ||
Concentration risk (as a percent) | 13.00% | |
Revenue generated by hotels | California | ||
Concentration of Risk | ||
Concentration risk (as a percent) | 36.00% | |
Revenue generated by hotels | Illinois | ||
Concentration of Risk | ||
Concentration risk (as a percent) | 7.00% | |
Revenue generated by hotels | Massachusetts | ||
Concentration of Risk | ||
Concentration risk (as a percent) | 15.00% | |
Revenue generated by hotels | Greater Washington DC Area | ||
Concentration of Risk | ||
Concentration risk (as a percent) | 13.00% | |
Workers' compensation insurance programs | ||
Other | ||
Outstanding irrevocable letters of credit | $ | $ 500 | $ 500 |
Draws on letters of credit | $ | $ 0 |