Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Mar. 12, 2014 | Jun. 28, 2013 | |
Document And Entity Information [Abstract] | ' | ' | ' |
Document Type | '10-K | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Trading Symbol | 'MHGC | ' | ' |
Entity Registrant Name | 'Morgans Hotel Group Co. | ' | ' |
Entity Central Index Key | '0001342126 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Filer Category | 'Accelerated Filer | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 33,777,062 | ' |
Entity Public Float | ' | ' | $218,452,534 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
ASSETS | ' | ' |
Property and equipment, net | $292,629 | $303,689 |
Goodwill | 66,572 | 66,572 |
Investments in and advances to unconsolidated joint ventures | 10,492 | 11,178 |
Cash and cash equivalents | 10,025 | 5,847 |
Restricted cash | 22,144 | 21,226 |
Accounts receivable, net | 18,384 | 16,592 |
Related party receivables | 3,694 | 5,754 |
Prepaid expenses and other assets | 10,409 | 8,691 |
Deferred tax asset, net | 78,758 | 78,758 |
Investment in TLG management contracts, net | 23,702 | 29,469 |
Other assets, net | 34,398 | 43,379 |
Total assets | 571,207 | 591,155 |
LIABILITIES AND STOCKHOLDERS' DEFICIT | ' | ' |
Debt and capital lease obligations | 559,939 | 538,143 |
Accounts payable and accrued liabilities | 42,439 | 34,627 |
Deferred gain on asset sales | 133,419 | 141,401 |
Other liabilities | 13,891 | 14,301 |
Total liabilities | 749,688 | 728,472 |
Redeemable noncontrolling interest | 4,953 | 6,053 |
Commitments and contingencies | ' | ' |
Preferred stock, $.01 par value; liquidation preference $1,000 per share, 75,000 shares authorized and issued at December 31, 2013 and 2012, respectively | 62,004 | 57,755 |
Common stock, $.01 par value; 200,000,000 shares authorized; 36,277,495 shares issued at December 31, 2013 and 2012, respectively | 363 | 363 |
Additional paid-in capital | 252,810 | 265,014 |
Treasury stock, at cost, 2,703,181 and 3,977,988 shares of common stock at December 31, 2013 and 2012, respectively | -37,086 | -58,917 |
Accumulated other comprehensive loss | -10 | -50 |
Accumulated deficit | -462,005 | -413,601 |
Total Morgans Hotel Group Co. stockholders' deficit | -183,924 | -149,436 |
Noncontrolling interest | 490 | 6,066 |
Total deficit | -183,434 | -143,370 |
Total liabilities, redeemable noncontrolling interest and stockholders' deficit | $571,207 | $591,155 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Statement Of Financial Position [Abstract] | ' | ' |
Preferred stock, par value | $0.01 | $0.01 |
Preferred stock, liquidation preference per share | $1,000 | $1,000 |
Preferred stock, share authorized | 75,000 | 75,000 |
Preferred stock, share issued | 75,000 | 75,000 |
Common stock, par value | $0.01 | $0.01 |
Common stock, share authorized | 200,000,000 | 200,000,000 |
Common stock, share issued | 36,277,495 | 36,277,495 |
Treasury stock, shares | 2,703,181 | 3,977,988 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Loss (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Revenues: | ' | ' | ' |
Rooms | $120,823 | $102,546 | $120,351 |
Food and beverage | 84,085 | 57,669 | 66,253 |
Other hotel | 4,863 | 5,046 | 6,440 |
Total hotel revenues | 209,771 | 165,261 | 193,044 |
Management fee-related parties and other income | 26,715 | 24,658 | 14,288 |
Total revenues | 236,486 | 189,919 | 207,332 |
Operating Costs and Expenses: | ' | ' | ' |
Rooms | 37,347 | 31,973 | 37,626 |
Food and beverage | 62,419 | 47,166 | 55,466 |
Other departmental | 3,261 | 3,595 | 4,069 |
Hotel selling, general and administrative | 42,563 | 37,055 | 43,629 |
Property taxes, insurance and other | 17,339 | 15,819 | 16,475 |
Total hotel operating expenses | 162,929 | 135,608 | 157,265 |
Corporate expenses, including stock compensation of $4.1 million, $4.5 million, and $9.1 million, respectively | 27,626 | 32,062 | 34,563 |
Depreciation and amortization | 27,374 | 23,977 | 22,219 |
Restructuring and disposal costs | 11,451 | 6,851 | 8,575 |
Development costs | 2,987 | 5,783 | 5,716 |
Impairment loss on receivables and other assets from managed hotel and unconsolidated joint venture | 6,029 | ' | ' |
Total operating costs and expenses | 238,396 | 204,281 | 228,338 |
Operating income (loss) | -1,910 | -14,362 | -21,006 |
Interest expense, net | 45,990 | 38,998 | 35,514 |
Equity in loss of unconsolidated joint ventures | 828 | 6,436 | 29,539 |
Gain on asset sales | -8,020 | -7,989 | -3,178 |
Other non-operating expenses | 2,726 | 3,908 | 4,632 |
Loss before income tax expense | -43,434 | -55,715 | -87,513 |
Income tax expense | 716 | 776 | 929 |
Net loss from continuing operations | -44,150 | -56,491 | -88,442 |
Income from discontinued operations, net of tax | ' | ' | 485 |
Net loss | -44,150 | -56,491 | -87,957 |
Net (income) loss attributable to noncontrolling interest | -5 | 804 | 2,554 |
Net loss attributable to Morgans Hotel Group Co. | -44,155 | -55,687 | -85,403 |
Preferred stock dividends and accretion | -14,316 | -11,124 | -9,938 |
Net loss attributable to common stockholders | -58,471 | -66,811 | -95,341 |
Other comprehensive loss: | ' | ' | ' |
Unrealized gain (loss) on valuation of swap/cap agreements, net of tax | 40 | -12 | -7 |
Share of unrealized gain on valuation of swap agreements from unconsolidated joint venture, net of tax | ' | ' | 1,456 |
Foreign currency translation gain, net of tax | ' | ' | 1,707 |
Comprehensive loss | ($58,431) | ($66,823) | ($92,185) |
(Loss) Income per share: | ' | ' | ' |
Basic and diluted continuing operations | ($1.78) | ($2.13) | ($3.05) |
Basic and diluted discontinued operations | ' | ' | $0.02 |
Basic and diluted attributable to common stockholders | ($1.78) | ($2.13) | ($3.03) |
Weighted average number of common shares outstanding: | ' | ' | ' |
Basic and diluted | 32,867 | 31,437 | 31,454 |
Consolidated_Statements_of_Com1
Consolidated Statements of Comprehensive Loss (Parenthetical) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Income Statement [Abstract] | ' | ' | ' |
Stock compensation | $4.10 | $4.50 | $9.10 |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholders' Deficit (USD $) | Total | Common Stock | Preferred Stock | Additional Paid-in Capital | Treasury Stock | Accumulated Other Comprehensive Loss | Accumulated Deficit | Total Morgans Hotel Group Co. Stockholders' Deficit | Non controlling Interest |
In Thousands | |||||||||
Beginning Balance at Dec. 31, 2010 | ($1,805) | $363 | $51,118 | $297,554 | ($92,688) | ($3,194) | ($265,874) | ($12,721) | $10,916 |
Beginning Balance, Shares at Dec. 31, 2010 | ' | 30,293 | 75 | ' | ' | ' | ' | ' | ' |
Net loss | -87,957 | ' | ' | ' | ' | ' | -85,403 | -85,403 | -2,554 |
Accretion of discount on preferred stock | ' | ' | 3,025 | ' | ' | ' | -3,025 | ' | ' |
Purchase of CGM joint venture ownership interests | -10,132 | ' | ' | -10,421 | ' | ' | ' | -10,421 | 289 |
Foreign currency translation | 1,707 | ' | ' | ' | ' | 1,707 | ' | 1,707 | ' |
Unrealized gain (loss) on valuation of swap/cap agreements, net of tax | -7 | ' | ' | ' | ' | -7 | ' | -7 | ' |
Share of unrealized gain on valuation of swap agreements from unconsolidated joint venture, net of tax | 1,456 | ' | ' | ' | ' | 1,456 | ' | 1,456 | ' |
Stock-based compensation awards | 8,554 | ' | ' | 8,554 | ' | ' | ' | 8,554 | ' |
Issuance of stock-based awards | -628 | ' | ' | -8,773 | 8,145 | ' | ' | -628 | ' |
Issuance of stock-based awards, Shares | ' | 497 | ' | ' | ' | ' | ' | ' | ' |
Noncontrolling interest distribution | -827 | ' | ' | ' | ' | ' | ' | ' | -827 |
Ending Balance at Dec. 31, 2011 | -89,639 | 363 | 54,143 | 286,914 | -84,543 | -38 | -354,302 | -97,463 | 7,824 |
Ending Balance, Shares at Dec. 31, 2011 | ' | 30,790 | 75 | ' | ' | ' | ' | ' | ' |
Net loss | -56,491 | ' | ' | ' | ' | ' | -55,687 | -55,687 | -1,758 |
Accretion of discount on preferred stock | ' | ' | 3,612 | ' | ' | ' | -3,612 | ' | ' |
Change in fair market value of redeemable noncontrolling interest | -474 | ' | ' | -474 | ' | ' | ' | -474 | ' |
Unrealized gain (loss) on valuation of swap/cap agreements, net of tax | -12 | ' | ' | ' | ' | -12 | ' | -12 | ' |
Stock-based compensation awards | 4,606 | ' | ' | 4,606 | ' | ' | ' | 4,606 | ' |
Issuance of stock-based awards | -406 | ' | ' | -26,032 | 25,626 | ' | ' | -406 | ' |
Issuance of stock-based awards, Shares | ' | 1,510 | ' | ' | ' | ' | ' | ' | ' |
Ending Balance at Dec. 31, 2012 | -143,370 | 363 | 57,755 | 265,014 | -58,917 | -50 | -413,601 | -149,436 | 6,066 |
Ending Balance, Shares at Dec. 31, 2012 | ' | 32,300 | 75 | ' | ' | ' | ' | ' | ' |
Net loss | -44,150 | ' | ' | ' | ' | ' | -44,155 | -44,155 | -988 |
Accretion of discount on preferred stock | ' | ' | 4,249 | ' | ' | ' | -4,249 | ' | ' |
Shares of membership units converted into common stock, Value | ' | ' | ' | -10,510 | 15,098 | ' | ' | 4,588 | -4,588 |
Shares of membership units converted into common stock | ' | 879 | ' | ' | ' | ' | ' | ' | ' |
Change in fair market value of redeemable noncontrolling interest | 1,116 | ' | ' | 1,116 | ' | ' | ' | 1,116 | ' |
Unrealized gain (loss) on valuation of swap/cap agreements, net of tax | 40 | ' | ' | ' | ' | 40 | ' | 40 | ' |
Stock-based compensation awards | 4,487 | ' | ' | 4,487 | ' | ' | ' | 4,487 | ' |
Issuance of stock-based awards | -564 | ' | ' | -7,297 | 6,733 | ' | ' | -564 | ' |
Issuance of stock-based awards, Shares | ' | 395 | ' | ' | ' | ' | ' | ' | ' |
Noncontrolling interest distribution | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ending Balance at Dec. 31, 2013 | ($183,434) | $363 | $62,004 | $252,810 | ($37,086) | ($10) | ($462,005) | ($183,924) | $490 |
Ending Balance, Shares at Dec. 31, 2013 | ' | 33,574 | 75 | ' | ' | ' | ' | ' | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Cash flows from operating activities: | ' | ' | ' |
Net loss | ($44,150) | ($56,491) | ($87,957) |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities (including discontinued operations): | ' | ' | ' |
Depreciation | 20,302 | 17,648 | 20,042 |
Amortization of other costs | 7,072 | 6,328 | 2,177 |
Amortization of deferred financing costs | 6,084 | 5,776 | 8,659 |
Amortization of discount on convertible notes | 2,277 | 2,277 | 2,277 |
Amortization of deferred gain on asset sales | -8,020 | -7,989 | -3,178 |
Stock-based compensation | 4,077 | 4,513 | 9,082 |
Accretion of interest | 2,937 | 2,021 | 1,958 |
Equity in losses from unconsolidated joint ventures | 828 | 6,436 | 29,539 |
Impairment loss on receivables and other assets from managed hotels and unconsolidated joint venture | 6,029 | ' | ' |
Impairment loss and loss on disposal of assets | 288 | 403 | 1,764 |
Gain on disposal of property held for non-sale disposition | ' | ' | -843 |
Change in fair value of TLG Promissory Notes | 65 | 2,420 | ' |
Change in value of interest rate caps and swaps, net | 42 | 35 | 36 |
Changes in assets and liabilities: | ' | ' | ' |
Accounts receivable, net | -3,935 | -5,765 | 840 |
Related party receivables | 601 | -2,606 | -304 |
Restricted cash | -3,732 | -9,754 | 17,530 |
Prepaid expenses and other assets | -1,758 | -3,398 | 4,479 |
Accounts payable and accrued liabilities | 7,846 | -1,318 | 3,649 |
Net cash (used in) provided by operating activities | -3,147 | -39,464 | 9,750 |
Cash flows from investing activities: | ' | ' | ' |
Additions to property and equipment | -9,467 | -32,571 | -17,842 |
Deposits into (withdrawals from) capital improvement escrows, net | 2,814 | -1,534 | 1,005 |
Distributions from unconsolidated joint ventures | 9 | 8 | 1,624 |
Proceeds from asset sales, net | ' | ' | 266,491 |
Proceeds from sale of joint venture, net | ' | ' | 74,754 |
Purchase of interest in food and beverage joint ventures, net of cash acquired | ' | ' | -19,291 |
Purchase of 90% ownership interest in The Light Group, net of cash acquired | ' | ' | -28,363 |
Purchase of leasehold interests in restaurants | ' | -15,027 | ' |
Additions to leasehold interests in restaurants | -219 | ' | ' |
Investment in development hotels | -375 | -5,569 | ' |
Investment in unconsolidated joint ventures | -151 | -6,426 | -14,083 |
Net cash (used in) provided by investing activities | -7,389 | -61,119 | 264,295 |
Cash flows from financing activities: | ' | ' | ' |
Proceeds from debt | 25,000 | 235,000 | 193,992 |
Payments on debt and capital lease obligations | -8,482 | -151,033 | -436,160 |
Debt issuance costs | -265 | -5,162 | -6,817 |
Cash paid in connection with vesting of stock based awards | -564 | -407 | -628 |
Distributions to holders of noncontrolling interests in consolidated subsidiaries | -975 | -823 | -827 |
Net proceeds from issuance of preferred stock and warrants | ' | ' | ' |
Net cash provided by (used in) financing activities | 14,714 | 77,575 | -250,440 |
Net increase (decrease) in cash and cash equivalents | 4,178 | -23,008 | 23,605 |
Cash and cash equivalents, beginning of year | 5,847 | 28,855 | 5,250 |
Cash and cash equivalents, end of year | 10,025 | 5,847 | 28,855 |
Supplemental disclosure of cash flow information: | ' | ' | ' |
Cash paid for interest | 36,614 | 29,757 | 23,962 |
Cash paid for taxes | 150 | 651 | 779 |
Food and Beverage | ' | ' | ' |
Acquisition of interest in unconsolidated joint ventures: | ' | ' | ' |
Furniture, fixture and equipment | ' | ' | -706 |
Other assets and liabilities, net | ' | ' | 2,999 |
Conversion of related party accounts receivable to joint venture capital contribution | ' | 994 | ' |
Distributions and losses in excess of investment in unconsolidated joint ventures | ' | ' | -1,587 |
Cash included in purchase of interest in food and beverage joint ventures | ' | 994 | 706 |
Acquisition of 90% ownership interest in The Light Group: | ' | ' | ' |
Furniture, fixture and equipment | ' | ' | -706 |
Other assets and liabilities, net | ' | ' | 2,999 |
The Light Group | ' | ' | ' |
Acquisition of interest in unconsolidated joint ventures: | ' | ' | ' |
Furniture, fixture and equipment | ' | ' | -151 |
Other assets and liabilities, net | ' | ' | 288 |
Acquisition of 90% ownership interest in The Light Group: | ' | ' | ' |
Furniture, fixture and equipment | ' | ' | -151 |
Other assets and liabilities, net | ' | ' | 288 |
Cash included in purchase of 90% ownership interest in The Light Group | ' | ' | 137 |
Non cash investment and financing activities are as follows: | ' | ' | ' |
Promissory notes issued for acquisition | ' | ' | 18,000 |
Restaurant Lease Note | ' | ' | ' |
Non cash investment and financing activities are as follows: | ' | ' | ' |
Promissory notes issued for acquisition | ' | $10,600 | ' |
Organization_and_Formation_Tra
Organization and Formation Transaction | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Accounting Policies [Abstract] | ' | ||||||||||
Organization and Formation Transaction | ' | ||||||||||
1. Organization and Formation Transaction | |||||||||||
Morgans Hotel Group Co. (the “Company”) was incorporated on October 19, 2005 as a Delaware corporation to complete an initial public offering that was part of the formation and structuring transactions described below. The Company operates, owns, acquires and redevelops boutique hotels primarily in gateway cities and select resort markets in the United States, Europe and other international locations, and nightclubs, restaurants, bars and other food and beverage venues in many of the hotels it operates, as well as in hotels and casinos operated by MGM Resorts International (“MGM”) in Las Vegas. | |||||||||||
The Morgans Hotel Group Co. predecessor comprised the subsidiaries and ownership interests that were contributed as part of the formation and structuring transactions from Morgans Hotel Group LLC, now known as Residual Hotel Interest LLC (“Former Parent”), to Morgans Group LLC (“Morgans Group”), the Company’s operating company. At the time of the formation and structuring transactions, the Former Parent was owned approximately 85% by NorthStar Hospitality, LLC, a subsidiary of NorthStar Capital Investment Corp., and approximately 15% by RSA Associates, L.P. | |||||||||||
In connection with the Company’s initial public offering, the Former Parent contributed the subsidiaries and ownership interests in nine operating hotels in the United States and the United Kingdom to Morgans Group in exchange for membership units. Simultaneously, Morgans Group issued additional membership units to the Morgans Hotel Group Co. predecessor in exchange for cash raised by the Company from the initial public offering. The Former Parent also contributed all the membership interests in its hotel management business to Morgans Group in return for 1,000,000 membership units in Morgans Group exchangeable for shares of the Company’s common stock. The Company is the managing member of Morgans Group and has full management control. During 2013, NorthStar Capital Investment Corp. converted an aggregate of 878,619 membership units into common stock. As of December 31, 2013, there are 75,446 membership units outstanding exchangeable for shares of the Company’s common stock. | |||||||||||
On February 17, 2006, the Company completed its initial public offering. The Company issued 15,000,000 shares of common stock at $20 per share resulting in net proceeds of approximately $272.5 million, after underwriters’ discounts and offering expenses. | |||||||||||
The Company has one reportable operating segment; it operates, owns, acquires, develops and redevelops boutique hotels, nightclubs, restaurants, bars and other food and beverage venues in many of the hotels it operates, as well as in hotels and casinos operated by MGM in Las Vegas. During the years ended December 31, 2013, 2012 and 2011, the Company derived 10.7%, 12.6% and 7.4% of its total revenues from international locations. The assets at these international locations were not significant during the periods presented. | |||||||||||
Operating Hotels | |||||||||||
The Company’s operating hotels as of December 31, 2013 are as follows: | |||||||||||
Hotel Name | Location | Number of | Ownership | ||||||||
Rooms | |||||||||||
Hudson | New York, NY | 866 | (1 | ) | |||||||
Morgans | New York, NY | 114 | (2 | ) | |||||||
Royalton | New York, NY | 168 | (2 | ) | |||||||
Mondrian SoHo | New York, NY | 263 | (3 | ) | |||||||
Delano South Beach | Miami Beach, FL | 194 | (4 | ) | |||||||
Mondrian South Beach | Miami Beach, FL | 225 | (5 | ) | |||||||
Shore Club | Miami Beach, FL | 309 | (6 | ) | |||||||
Mondrian Los Angeles | Los Angeles, CA | 237 | (7 | ) | |||||||
Clift | San Francisco, CA | 372 | (8 | ) | |||||||
Sanderson | London, England | 150 | (9 | ) | |||||||
St Martins Lane | London, England | 204 | (9 | ) | |||||||
-1 | The Company owns 100% of Hudson through its subsidiary, Henry Hudson Holdings LLC, which is part of a property that is structured as a condominium, in which Hudson constitutes 96% of the square footage of the entire building. As of December 31, 2013, Hudson has 866 guest rooms and 67 single room dwelling units (“SROs”). Each SRO is for occupancy by a single eligible individual. The unit need not, but may, contain food preparation or sanitary facilities, or both. SROs remain from the prior ownership of the building and the Company is by statute required to maintain these long-term tenants, unless the Company gets their consent, as long as they pay the Company their rent. Certain of the Company’s subsidiaries, including Henry Hudson Holdings LLC, Hudson Leaseco LLC, the lessee of our Hudson hotel, and certain related entities and lessees are required by the terms of the non-recourse indebtedness related to Hudson to maintain their status as “single purpose entities.” As such, their assets, which are included in the Company’s consolidated financial statements, are not available to satisfy the indebtedness or other obligations of our other subsidiaries. | ||||||||||
-2 | Operated under a management contract; wholly-owned until May 23, 2011, when the hotel was sold to a third-party. | ||||||||||
-3 | Operated under a management contract and owned through an unconsolidated joint venture in which the Company held a minority ownership interest of approximately 20% at September 30, 2013. See note 5. | ||||||||||
-4 | Wholly-owned hotel. | ||||||||||
-5 | Operated as a condominium hotel under a management contract and owned through a 50/50 unconsolidated joint venture. As of December 31, 2013, 235 hotel residences have been sold, of which 125 are in the hotel rental pool and are included in the hotel room count, and 100 hotel residences remain to be sold. See note 5. | ||||||||||
-6 | Operated under a management contract. Until December 30, 2013, the Company held a minority ownership interest of approximately 7% and accounted for the hotel as an unconsolidated joint venture. As of December 31, 2013, the Company had an immaterial contingent profit participation equity interest in Shore Club. See note 5. | ||||||||||
-7 | Operated under a management contract; wholly-owned until May 3, 2011, when the hotel was sold to a third-party. | ||||||||||
-8 | The hotel is operated under a long-term lease which is accounted for as a financing. See note 7. | ||||||||||
-9 | Operated under a management contract; owned through a 50/50 unconsolidated joint venture until November 2011, when the Company sold its equity interests in the joint venture to a third-party. See note 5. | ||||||||||
Food and Beverage Joint Venture | |||||||||||
Prior to June 20, 2011, the food and beverage operations of certain of the hotels were operated under 50/50 joint ventures with a third party restaurant operator, China Grill Management Inc. (“CGM”). The joint ventures operated, and CGM managed, certain restaurants and bars at Delano South Beach, Mondrian Los Angeles, Mondrian South Beach, Morgans, Sanderson and St Martins Lane. The food and beverage joint ventures at hotels the Company owned were determined to be variable interest entities and the Company believed that it was the primary beneficiary of these entities. Therefore, the Company consolidated the operating results of these joint ventures into its consolidated financial statements. The Company’s partner’s share of the results of operations of these food and beverage joint ventures were recorded as noncontrolling interests in the accompanying consolidated financial statements. The food and beverage joint ventures at hotels in which the Company had a joint venture ownership interest were accounted for using the equity method, as the Company did not believe it exercised control over significant asset decisions such as buying, selling or financing, and the Company was not the primary beneficiary of the entities. | |||||||||||
On June 20, 2011, pursuant to an omnibus agreement, subsidiaries of the Company acquired from affiliates of CGM the 50% interests CGM owned in the Company’s food and beverage joint ventures for approximately $20 million (the “CGM Transaction”). As a result of the CGM Transaction, the Company owns 100% of the former food and beverage joint venture entities located at Delano South Beach, Sanderson and St Martins Lane, all of which are consolidated in the Company’s consolidated financial statements. Prior to the completion of the CGM Transaction, the Company accounted for the food and beverage entities located at Sanderson and St Martins Lane using the equity method of accounting. See note 5. | |||||||||||
Following the CGM Transaction, the Company owned 100% of the former food and beverage venue at Morgans, which consisted of a restaurant. In October 2011, the restaurant at Morgans was closed. Effective February 1, 2012, the Company transferred its ownership interest in Morgans food and beverage operations to the hotel owner by terminating the operating lease for the restaurant space. | |||||||||||
The Company’s ownership interests in the remaining two of these food and beverage ventures covered by the CGM Transaction, relating to the food and beverage operations at Mondrian Los Angeles and Mondrian South Beach, were less than 100%, and were reevaluated in accordance with Accounting Standard Codification (“ASC”) 810-10, Consolidation (“ASC 810-10”). In June 2011, the Company concluded that these two ventures did not meet the requirements of a variable interest entity and accordingly, these investments in joint ventures were accounted for using the equity method, as the Company did not believe it exercised control over significant asset decisions such as buying, selling or financing. See note 5. Prior to the completion of the CGM Transaction, the Company consolidated the Mondrian Los Angeles food and beverage entity, as it was the primary beneficiary of the venture. | |||||||||||
On August 5, 2011, an affiliate of Pebblebrook Hotel Trust (“Pebblebrook”), the company that purchased Mondrian Los Angeles in May 2011 (as discussed in note 17), exercised its option to purchase the Company’s remaining ownership interest in the food and beverage operations at Mondrian Los Angeles for approximately $2.5 million. As a result of Pebblebrook’s exercise of this purchase option, the Company no longer has any ownership interest in the food and beverage operations at Mondrian Los Angeles. | |||||||||||
The Light Group Acquisition | |||||||||||
On November 30, 2011 pursuant to purchase agreements entered into on November 17, 2011, certain of the Company’s subsidiaries completed the acquisition of 90% of the equity interests in TLG Acquisition LLC (“TLG Acquisition,” and together with its subsidiaries, “TLG”), for a purchase price of $28.5 million in cash and up to $18.0 million in notes (the “TLG Promissory Notes”) convertible into shares of the Company’s common stock at $9.50 per share subject to the achievement of certain EBITDA (earnings before interest, tax, depreciation and amortization) targets for the acquired business (“The Light Group Transaction”), as discussed in note 7. The TLG Promissory Notes were allocated $16.0 million to Andrew Sasson and $2.0 million to Andy Masi, collectively, the remaining 10% equity owners of TLG, and bear annual interest payments of 8% (increasing to 18% after the third anniversary of the closing date, as described in note 7). See also note 7 regarding the Notices of Change of Control received by the Company from Messrs. Sasson and Masi pursuant to the TLG Promissory Notes and note 8 regarding a lawsuit brought by Messrs. Sasson and Masi alleging a breach of contract and event of default relating to the TLG Promissory Notes. | |||||||||||
TLG develops, redevelops and operates nightclubs, restaurants, bars and other food and beverage venues. TLG is a leading lifestyle food and beverage management company, which operates numerous venues primarily in Las Vegas pursuant to management agreements with MGM. The primary assets of TLG consist of its management and similar agreements with various MGM affiliates. Additionally, TLG manages the food and beverage operations at Delano South Beach, including Bianca, a restaurant serving Italian cuisine, FDR, the nightclub, and Delano Beach Club, the pool bar. | |||||||||||
Each of TLG’s venues is managed by a subsidiary of TLG Acquisition. Through the Company’s ownership of TLG, it recognizes management fees in accordance with the applicable management agreement which generally provides for base management fees as a percentage of gross sales, and incentive management fees as a percentage of net profits, as calculated pursuant to the management agreements. TLG’s management agreements are typically structured as 10-year initial term contracts (effective the opening date of each respective venue) with renewal options. In addition to TLG’s management of the food and beverage operations at Delano South Beach, as of December 31, 2013, TLG manages 19 venues in Las Vegas, including 14 for MGM, 2 for affiliates of The Yucaipa Companies, LLC and Andrew Sasson, and 3 for subsidiaries of the Company. Under TLG’s management agreements, all costs associated with the construction, build-out, FF&E, operating supplies, equipment and daily operational expenses are typically borne by the owner or lessor of the venue. TLG’s management agreements may be subject to early termination in specified circumstances. For example, the agreements generally contain, among other covenants, a performance test that stipulates a minimum level of operating performance, and restrictions as to certain requirements of suitability, capacity, compliance with laws and material terms, financial stability, and certain of the management agreements require that certain named representatives, including Andy Masi, whose employment contract expires December 2014, must remain employed by or under contract to TLG. Additionally, in 2013, the Company failed performance tests at certain venues, and as a result, the Company agreed with MGM to a change in the calculation of base and incentive management fees effective January 1, 2014, and agreed to a termination effective April 1, 2014 of TLG’s management agreement for Brand Steakhouse. | |||||||||||
TLG owns the trade name, service mark or other intellectual property rights associated with the names of most of its nightclubs, lounges, restaurants and pools. | |||||||||||
Concurrent with the closing of The Light Group Transaction, the operating agreement of TLG Acquisition, the Company’s subsidiary, was amended and restated to provide that Morgans Group, which holds 90% of the membership interests in TLG Acquisition, would be the managing member and that Messrs. Sasson and Masi, each of whom holds a 5% membership interest in TLG Acquisition, would be non-managing members of TLG Acquisition. Messrs. Sasson and Masi, however, have approval rights over, among other things, certain fundamental transactions involving TLG Acquisition and, for so long as the TLG Promissory Notes remain outstanding, annual budgets, amendments or terminations of management agreements and other actions that would materially and adversely affect the likelihood that TLG Acquisition would achieve $18 million in EBITDA from non-Morgans business (“Non-Morgans EBITDA”) during the applicable measurement period. | |||||||||||
Each of Messrs. Sasson and Masi received the right to require Morgans Group to purchase his equity interest in TLG at any time after November 30, 2014 at a purchase price equal to his percentage equity ownership interest multiplied by the product of seven times the Non-Morgans EBITDA for the preceding 12 months, subject to certain adjustments (the “Sasson-Masi Put Options”). In addition, Morgans Group has the right to require each of Messrs. Sasson and Masi to sell his 5% equity interest in TLG at any time after November 30, 2017 at a purchase price equal to his percentage equity ownership interest multiplied by the product of seven times the Non-Morgans EBITDA for the preceding 12 months, subject to certain adjustments. The Company initially accounted for the redeemable noncontrolling interest at fair value in accordance with ASC 805, Business Combinations. Due to the redemption feature associated with the Sasson-Masi Put Options, the Company classified the noncontrolling interest in temporary equity in accordance with the Securities and Exchange Commission’s guidance as codified in ASC 480-10, Distinguishing Liabilities from Equity. Subsequently, the Company will accrete the redeemable noncontrolling interest to its current redemption value, which approximates fair value, each period. The change in the redemption value does not impact the Company’s earnings or earnings per share. The Company recorded an obligation of $5.0 million related to the Sasson-Masi Put Options, which is recorded as redeemable noncontrolling interest on the December 31, 2013 consolidated balance sheet. | |||||||||||
TLG Valuation. During the quarter ended June 30, 2012, the Company finalized the valuation study performed for the acquisition of TLG. As of December 31, 2011, and for the three months ended March 31, 2012, the Company incorporated preliminary allocations into its financial statements, which have been revised as a result of the valuation study. The impact of the final purchase price allocation on the Company’s previously filed consolidated statement of comprehensive loss was immaterial. | |||||||||||
Supplemental Information for TLG Acquisition. The operating results of TLG have been included in the Company’s consolidated financial statements as of the date of acquisition. The following table presents the results of TLG on a stand-alone basis (in thousands): | |||||||||||
TLG Operating Results Included in | |||||||||||
the Company’s Results for the Year | |||||||||||
Ended December 31, 2011 | |||||||||||
Revenues | $ | 560 | |||||||||
Income from continuing operations | $ | 490 | |||||||||
The following table presents the Company’s unaudited revenues and loss from continuing operations on a pro forma basis (in thousands) as if it had completed the TLG Acquisition as of January 1, 2011: | |||||||||||
Year | |||||||||||
Ended | |||||||||||
December 31, | |||||||||||
2011 | |||||||||||
(Proforma) | |||||||||||
(unaudited) | |||||||||||
Total revenues, as reported by the Company | $ | 207,332 | |||||||||
Plus: TLG total revenues | 9,910 | ||||||||||
Pro forma total revenues | $ | 217,242 | |||||||||
Total loss from continuing operations, as reported by the Company | $ | (88,442 | ) | ||||||||
Plus: TLG income from continuing operations | 7,673 | ||||||||||
Pro forma loss from continuing operations | $ | (80,769 | ) | ||||||||
The above unaudited pro forma loss from continuing operations for the year ended December 31, 2011 excludes $1.2 million of transaction costs to acquire TLG, which are recorded in other non-operating expenses, as well as the noncontrolling interest adjustment, which would be presented on the Company’s financial statements, for the 10% ownership interest in TLG that the Company did not acquire. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||
Summary of Significant Accounting Policies | ' | ||||||||||||
2. Summary of Significant Accounting Policies | |||||||||||||
Basis of Presentation | |||||||||||||
The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The Company consolidates all wholly-owned subsidiaries and variable interest entities in which the Company is determined to be the primary beneficiary. All intercompany balances and transactions have been eliminated in consolidation. Entities which the Company does not control through voting interest and entities which are variable interest entities of which the Company is not the primary beneficiary, are accounted for under the equity method. | |||||||||||||
Use of Estimates | |||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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 from those estimates. | |||||||||||||
Cash and Cash Equivalents | |||||||||||||
Cash and cash equivalents include highly liquid investments with maturities of three months or less from the date of purchase. | |||||||||||||
Restricted Cash | |||||||||||||
As required by certain debt and lease agreements, restricted cash consists of cash held in escrow accounts for taxes, ground rent, insurance premiums, and debt service or lease payments. | |||||||||||||
The Hudson 2012 Mortgage Loan, defined and discussed below in note 7, provided that, in the event the debt yield ratio falls below certain defined thresholds, all cash from the property is deposited into accounts controlled by the lenders from which debt service and operating expenses, including management fees, are paid and from which other reserve accounts may be funded. Any excess amounts were retained by the lenders until the debt yield ratio exceeds the required thresholds for three consecutive months. As of December 31, 2013, $11.2 million was held by the lenders in this reserve account. At the closing of the Hudson/Delano 2014 Mortgage Loan, all amounts held in these reserve funds were released to the Company. | |||||||||||||
The Hudson/Delano 2014 Mortgage Loan, defined and discussed below in note 7, provides that, in the event the debt yield ratio falls below certain defined thresholds, all cash flow from the properties is deposited into accounts controlled by the lenders from which debt service and operating expenses, including management fees, are paid and from which other reserve accounts may be funded. Any excess amounts will be retained by the lenders until the debt yield ratio exceeds the required thresholds for two consecutive calendar quarters. | |||||||||||||
As further required by the debt and lease agreements where the Company is the hotel owner, the Company is required to reserve funds at amounts equal to 4% of the hotel’s revenues and the Company must set these funds aside in restricted escrow accounts for the future periodic replacement or refurbishment of furniture, fixtures and equipment. As replacements occur, the Company’s subsidiary is eligible for reimbursement from these escrow accounts. | |||||||||||||
In addition, certain food and beverage ventures and hotels managed by the Company generally are subject to similar obligations under its management agreements, or under debt agreements related to such hotels. Such agreements typically require the food and beverage ventures and hotel owners to set aside restricted cash of between 2% to 4% of gross revenues of the venture or hotel for the future periodic replacement or refurbishment of furniture, fixtures and equipment. | |||||||||||||
In addition to reserve funds for these capital expenditures, the Company is also required by the debt and lease agreements where the Company is the hotel owner to deposit cash into escrow accounts for taxes, insurance and debt service or lease payments, among other things. | |||||||||||||
Accounts Receivable | |||||||||||||
Accounts receivable are carried at their estimated recoverable amount, net of allowances. Management provides for the allowances based on a percentage of aged receivables and assesses accounts receivable on a periodic basis to determine if any additional amounts will potentially be uncollectible. After all attempts to collect accounts receivable are exhausted, the uncollectible balances are written off against the allowance. The allowance for doubtful accounts is immaterial for all periods presented. | |||||||||||||
Property and Equipment | |||||||||||||
Building and building improvements are depreciated on a straight-line method over their estimated useful life of 39.5 years. Furniture, fixtures and equipment are depreciated on a straight-line method using five years. Building and equipment under capital leases and leasehold improvements are amortized on a straight-line method over the shorter of the lease term or estimated useful life of the asset. | |||||||||||||
Costs of significant improvements, including real estate taxes, insurance, and interest during the construction periods are capitalized. There was no such capitalized real estate taxes, insurance and interest for the years ended December 31, 2013 and 2012. | |||||||||||||
Goodwill | |||||||||||||
Goodwill represents the excess purchase price over the fair value of net assets attributable to business acquisitions and combinations. The Company tests for impairment of goodwill at least annually and at year end. The Company will test for impairment more frequently if events or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying amount. In accordance with ASU No. 2011-08, management assess qualitative factors to determine whether it is more likely than not (that is, a likelihood of more than 50 percent) that the fair value of a reporting unit is less than its carrying amount. If this is the case, management will perform a more detailed two-step goodwill impairment test which is used to identify potential goodwill impairments and to measure the amount of goodwill impairment losses to be recognized, if any. In applying the detailed two-step process, management identifies potential impairments in goodwill by comparing the fair value of the reporting unit with its book value. If the fair value of the reporting unit exceeds the carrying amount, including goodwill, the asset is not impaired. Any excess of carrying value over the estimated fair value of goodwill would be recognized as an impairment loss in continuing operations. | |||||||||||||
The Company has one reportable operating segment, which is its reporting unit under ASC 350-20; therefore management aggregates goodwill associated to all owned hotels as well as the goodwill recorded in connection with the acquisition of TLG and the Company’s owned food and beverage venues when analyzing potential impairment. During the years ended December 31, 2013, 2012 and 2011, the Company has incurred losses, which have impacted its cash flows and resulted in a net deficit. The Company’s net losses primarily reflected decreased revenues due to renovation work at its owned hotels, losses in equity of unconsolidated joint ventures, impairment charges, interest expense and depreciation and amortization charges. Further, stock compensation, a non-cash expense, contributed to the net losses recorded during 2013, 2012, and 2011. As of December 31, 2013 and 2012, management concluded that no goodwill impairment existed as qualitative factors did not indicate that the fair value of the Company’s reporting unit was less than its carrying value. Further, management also performed a quantitative analysis comparing the Company’s carrying values to market values, as provided by third party appraisals performed during 2013 and other market data available, and concluded that the fair value of the Company’s reporting unit was significantly greater than its carrying value. Management does not believe it is reasonably likely that goodwill will become impaired in future periods, but will test goodwill before the 2014 year end if events or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying amount. | |||||||||||||
Impairment of Long-Lived Assets | |||||||||||||
In accordance with ASC 360-10, Property, Plant and Equipment (“ASC 360-10”) long-lived assets currently in use are reviewed periodically for possible impairment and will be written down to fair value if considered impaired. Long-lived assets to be disposed of are written down to the lower of cost or fair value less the estimated cost to sell. The Company reviews its portfolio of long-lived assets for impairment at least annually or when specific triggering events occur, as required by ASC 360-10. Recoverability of such assets is measured by a comparison of the carrying amount of an asset to future net cash flows expected to be generated by the asset as determined by analyzing the operating budgets for future periods. When events or changes of circumstances indicate that an asset’s carrying value may not be recoverable, the Company tests for impairment by reference to the applicable asset’s estimated future cash flows. The Company estimated each property’s fair value using a discounted cash flow method taking into account each property’s expected cash flow from operations, holding period and net proceeds from the dispositions of the property. The factors the Company addresses in determining estimated net proceeds from disposition include anticipated operating cash flow in the year of disposition, terminal cash flow capitalization rate and selling price per room. For the years ended December 31, 2013 and 2012, management concluded that all long-lived assets were not impaired. | |||||||||||||
Assets Held for Sale | |||||||||||||
The Company considers properties to be assets held for sale when management approves and commits to a formal plan to actively market a property or a group of properties for sale and the sale is probable. Upon designation as an asset held for sale, the Company records the carrying value of each property or group of properties at the lower of its carrying value, which includes allocable goodwill, or its estimated fair value, less estimated costs to sell, and the Company stops recording depreciation expense. Any gain realized in connection with the sale of the properties for which the Company has significant continuing involvement, such as through a long-term management agreement, is deferred and recognized over the initial term of the related management agreement. | |||||||||||||
The operations of the properties held for sale prior to the sale date are recorded in discontinued operations unless the Company has continuing involvement, such as through a management agreement, after the sale. | |||||||||||||
Business Combinations | |||||||||||||
The Company recognizes identifiable assets acquired, liabilities (both specific and contingent) assumed, and non-controlling interests in a business combination at their fair values at the acquisition date based on the exit price (i.e. the price that would be received to sell an asset or transfer a liability in an orderly transaction between market participants at the measurement date). Furthermore, acquisition-related costs, such as due diligence, legal and accounting fees, are not capitalized or applied in determining the fair value of the acquired assets. Acquisition related costs are expensed as incurred. In certain situations, a deferred tax asset or liability is created due to the difference between the fair value and the tax basis of the acquired asset and assumed liabilities at the acquisition date, which also may result in a goodwill asset being recorded. | |||||||||||||
Investments in and Advances to Unconsolidated Joint Ventures | |||||||||||||
The Company accounts for its investments in unconsolidated joint ventures using the equity method as it does not exercise control over significant asset decisions such as buying, selling or financing nor is it the primary beneficiary under ASC 810-10, as discussed above. Under the equity method, the Company increases its investment for its proportionate share of net income and contributions to the joint venture and decreases its investment balance by recording its proportionate share of net loss and distributions. Once the Company’s investment balance in an unconsolidated joint venture is zero, the Company suspends recoding additional losses. For investments in which there is recourse or unfunded commitments to provide additional equity, distributions and losses in excess of the investment are recorded as a liability. As of December 31, 2013, there were no liabilities required to be recorded related to these investments. | |||||||||||||
The Company periodically reviews its investments in unconsolidated joint ventures for other-than-temporary declines in market value. In this analysis of fair value, the Company uses a discounted cash flow analysis to estimate the fair value of its investment taking into account expected cash flow from operations, holding period and net proceeds from the dispositions of the property. Any decline that is not expected to be recovered is considered other-than-temporary and an impairment charge is recorded as a reduction in the carrying value of the investment. | |||||||||||||
In 2013, 2012 and 2011, based on various factors, but primarily current economic conditions and certain upcoming mortgage debt maturities, the Company recognized, through its equity in loss from unconsolidated joint ventures, impairment charges totaling $0.2 million, $1.6 million and $14.7 million, respectively, related to its unconsolidated joint ventures in Ames, Mondrian SoHo and Mondrian South Beach. As a result of these impairments and the recording of the Company’s equity in loss at each respective joint venture, the Company’s investment in Mondrian SoHo and Mondrian South Beach is zero as of December 31, 2013. Effective April 26, 2013, the Company no longer had any ownership interest in Ames, and effective July 17, 2013, the Company no longer managed Ames, as discussed further in note 5. | |||||||||||||
Investment in TLG Management Contracts, net | |||||||||||||
Investment in TLG management contracts represents the fair value of the TLG management contracts. TLG operates numerous nightclubs, restaurants and bar venues primarily in Las Vegas pursuant to management agreements with MGM. The management contract assets are being amortized, using the straight line method, over the expected life of each applicable management contract. | |||||||||||||
Other Assets | |||||||||||||
In August 2012, the Company entered into an agreement with MGM to convert THEhotel to Delano Las Vegas, which will be managed by MGM pursuant to a 10-year licensing agreement, with two 5-year extensions at the Company’s option, subject to performance thresholds. In addition, the Company acquired the leasehold interests in three food and beverage venues at Mandalay Bay in Las Vegas from an existing tenant for $15.0 million in cash at closing and a deferred, principal-only $10.6 million promissory note (“Restaurant Lease Note”) to be paid over seven years, which the Company recorded at fair value as of the date of issuance of $7.5 million, as discussed in note 8. The venues have been reconcepted and renovated and are managed by TLG. The three food and beverage venues are being operated pursuant to 10-year operating leases with an MGM affiliate, pursuant to which the Company pays minimum annual lease payments and a percentage rent based on cash flow. The Company allocated the total consideration paid, or to be paid, to the license agreement and the restaurant leasehold asset based on their respective fair values. The Company amortizes the fair value of the license agreement, using the straight line method, over the 10-year life of the license agreement, and the fair value of the restaurant leasehold interests, using the straight line method, over the 10-year life of the operating leases. | |||||||||||||
Further, other assets consists of key money payments related to hotels under development, as discussed further in note 9, deferred financing costs, and fair value of the lease agreements in the food and beverage venues at Sanderson and St Martins Lane, which the Company acquired in the CGM Transaction, as discussed further in note 1. The Sanderson and St Martins Lane food and beverage lease agreements are being amortized, using the straight line method, over the expected life of the agreements. Deferred financing costs included in other assets are being amortized, using the straight line method, which approximates the effective interest rate method, over the terms of the related debt agreements. | |||||||||||||
Foreign Currency Translation | |||||||||||||
As we have international operations at hotels that we manage in London, currency exchange risks between the U.S. dollar and the British pound arise as a normal part of our business. We reduce these risks by transacting these businesses primarily in their local currency. As a result, the translation of transactions with these hotels has resulted in foreign currency transaction gains and losses, which have been reflected in the results of operations based on exchange rates in effect at the date of the transactions. Such transactions do not have a material effect on the Company’s earnings. | |||||||||||||
Revenue Recognition | |||||||||||||
The Company’s revenues are derived from lodging, food and beverage and related services provided to hotel customers such as telephone, minibar and rental income from tenants. Revenue is recognized when the amounts are earned and can reasonably be estimated. These revenues are recorded net of taxes collected from customers and remitted to government authorities and are recognized as the related services are delivered. Rental revenue is recorded on a straight-line basis over the term of the related lease agreement. | |||||||||||||
Additionally, the Company recognizes base and incentive management fees and chain service fees related to the management of operating hotels in which the Company does not have an ownership interest, or in operating hotels that are unconsolidated joint ventures. These fees are recognized as revenue when earned in accordance with the applicable management agreement. Under its management agreements, the Company generally recognizes base management and chain service fees as a percentage of gross revenue and incentive management fees as a percentage of net operating income or Net Capital or Refinancing Proceeds, as defined in the applicable management agreement. The chain service fees represent cost reimbursements from managed hotels, which are incurred, and reimbursable costs to the Manager. The Company also recognizes termination fees as income when received. For example, in March 2013, the Company entered into an agreement with the owner of Hotel Las Palapas to terminate its management agreement effective March 31, 2013 in exchange for a termination payment of approximately $0.5 million. Additionally, in May 2013, the owner of Ames hotel exercised its right to terminate the Company’s management agreement effective July 17, 2013, and on July 17, 2013 the management agreement terminated, as discussed further in note 5. The Company received and recorded income of $0.9 million of the $1.8 million payment during the second quarter of 2013. The Company received the remaining $0.9 million in July 2013, which was recorded in management fee-related parties other income on the consolidated statements of comprehensive loss during the year ended December 31, 2013. | |||||||||||||
The Company, through its ownership of TLG, also recognizes management fees from the management of nightclubs, restaurants, lounges and bars. These fees are recognized as revenue when earned in accordance with the applicable management agreement. Under its food and beverage management agreements, the Company generally recognizes base management fees as a percentage of gross sales, and incentive management fees as a percentage of net profits, as calculated pursuant to the applicable management agreement. | |||||||||||||
Concentration of Credit Risk | |||||||||||||
The Company places its temporary cash investments in high credit financial institutions. However, a portion of temporary cash investments may exceed FDIC insured levels from time to time. The Company has never experienced any losses related to these balances. | |||||||||||||
Advertising and Promotion Costs | |||||||||||||
Advertising and promotion costs are expensed as incurred and are included in hotel selling, general and administrative expenses on the accompanying consolidated statements of comprehensive loss. These costs amounted to approximately $0.8 million, $1.1 million, and $1.3 million for the years ended December 31, 2013, 2012, and 2011, respectively. | |||||||||||||
Repairs and Maintenance Costs | |||||||||||||
Repairs and maintenance costs are expensed as incurred and are included in hotel selling, general and administrative expenses on the accompanying consolidated statements of comprehensive loss. | |||||||||||||
Income Taxes | |||||||||||||
The Company accounts for income taxes in accordance with ASC 740-10, Income Taxes, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the tax and financial reporting basis of assets and liabilities and for loss and credit carry forwards. Valuation allowances are provided when it is more likely than not that the recovery of deferred tax assets will not be realized. | |||||||||||||
The Company’s deferred tax assets are recorded net of a valuation allowance when, based on the weight of available evidence, it is more likely than not that some portion or all of the recorded deferred tax assets will not be realized in future periods. Decreases to the valuation allowance are recorded as reductions to the Company’s provision for income taxes and increases to the valuation allowance result in additional provision for income taxes. The realization of the Company’s deferred tax assets, net of the valuation allowance, is primarily dependent on estimated future taxable income. A change in the Company’s estimate of future taxable income may require an addition to or reduction from the valuation allowance. The Company has established a reserve on its deferred tax assets based on anticipated future taxable income and tax strategies which may include the sale of property or an interest therein. | |||||||||||||
All of the Company’s foreign subsidiaries are subject to local jurisdiction corporate income taxes. Income tax expense is reported at the applicable rate for the periods presented. | |||||||||||||
Income taxes for the years ended December 31, 2013, 2012, and 2011, were computed using the Company’s effective tax rate. | |||||||||||||
Derivative Instruments and Hedging Activities | |||||||||||||
In accordance with ASC 815-10, Derivatives and Hedging (“ASC 815-10”) the Company records all derivatives on the balance sheet at fair value and provides qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about the fair value of and gains and losses on derivative instruments, and disclosures about credit-risk-related contingent features in derivative instruments. As of December 31, 2013 and 2012, the estimated fair market value of the Company’s cash flow hedges is immaterial. | |||||||||||||
Credit-risk-related Contingent Features | |||||||||||||
The Company has entered into agreements with each of its derivative counterparties in connection with the interest rate caps and hedging instruments related to the Convertible Notes, as defined and discussed in note 7, providing that in the event the Company either defaults or is capable of being declared in default on any of its indebtedness, then the Company could also be declared in default on its derivative obligations. | |||||||||||||
The Company has entered into warrant agreements with Yucaipa American Alliance Fund II, L.P. and Yucaipa American Alliance (Parallel) Fund II, L.P., (collectively, the “Yucaipa Investors”), as discussed in note 8, to purchase a total of 12,500,000 shares of the Company’s common stock at an exercise price of $6.00 per share (the “Yucaipa Warrants”). In addition, the Yucaipa Investors have certain consent rights over certain transactions for so long as they collectively own or have the right to purchase through exercise of the Yucaipa Warrants 6,250,000 shares of the Company’s common stock. | |||||||||||||
Fair Value Measurements | |||||||||||||
ASC 820-10, Fair Value Measurements and Disclosures (“ASC 820-10”) defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. ASC 820-10 applies to reported balances that are required or permitted to be measured at fair value under existing accounting pronouncements; accordingly, the standard does not require any new fair value measurements of reported balances. | |||||||||||||
ASC 820-10 emphasizes that fair value is a market-based measurement, not an entity-specific measurement. Therefore, a fair value measurement should be determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, ASC 820-10 establishes a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy). | |||||||||||||
Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access. Level 2 inputs are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs may include quoted prices for similar assets and liabilities in active markets, as well as inputs that are observable for the asset or liability (other than quoted prices), such as interest rates and yield curves that are observable at commonly quoted intervals. Level 3 inputs are unobservable inputs for the asset or liability, which is typically based on an entity’s own assumptions, as there is little, if any, related market activity. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability. | |||||||||||||
In connection with its Outperformance Award Program, which is a long-term incentive plan intended to provide the Company’s senior management with the ability to earn cash or equity awards based on the Company’s level of return to shareholders over a three-year period, as discussed in note 10, the Company issued a new series of outperformance long-term incentive units (the “OPP LTIP Units”) which were initially fair valued on the date of grant, and at each reporting period, utilizing a Monte Carlo simulation to estimate the probability of the performance vesting conditions being satisfied. The Monte Carlo simulation used a statistical formula underlying the Black-Scholes and binomial formulas and such simulation was run approximately 100,000 times. As the Company has the ability to settle the vested OPP LTIP Units with cash, these awards are not considered to be indexed to the Company’s stock price and are accounted for as liabilities at fair value. Although the Company has determined that the majority of the inputs used to value the OPP LTIP Units fall within Level 1 of the fair value hierarchy, the Monte Carlo simulation model utilizes Level 2 inputs, such as estimates of the Company’s volatility. Accordingly, the OPP LTIP Unit liability was classified as a Level 2 fair value measure. | |||||||||||||
In connection with the Light Group Transaction, the Company issued the TLG Promissory Notes, which are convertible into shares of the Company’s common stock at $9.50 per share and are subject to the achievement of certain EBITDA targets for the acquired business, discussed in note 7. The TLG Promissory Notes were initially fair valued on the date of acquisition, and will be fair valued at each reporting period, utilizing a Monte Carlo simulation to estimate the probability of the achievement of certain EBITDA targets being satisfied. Although the Company has determined that the majority of the inputs used to value the TLG Promissory Notes fall within Level 1 of the fair value hierarchy, the Monte Carlo simulation model utilizes Level 2 inputs, such as estimates of the Company’s volatility. Accordingly, the TLG Promissory Notes liability was classified as a Level 2 fair value measure. | |||||||||||||
Also in connection with The Light Group Transaction, the Company provided Messrs. Sasson and Masi with the Sasson-Masi Put Options. Due to the redemption feature associated with the Sasson-Masi Put Options, the Company classified the noncontrolling interest in temporary equity. Subsequently, the Company will accrete the redeemable noncontrolling interest to its current redemption value, which approximates fair value, each period. The Company has determined that the majority of the inputs used to value the Sasson-Masi Put Options fall within Level 3 of the fair value hierarchy. Accordingly, the Sasson-Masi Put Options have been classified as Level 3 fair value measurements. | |||||||||||||
In connection with the three restaurant leases in Las Vegas, the Company issued a principal only $10.6 million Restaurant Lease Note to be paid over seven years. The Restaurant Lease Note does not bear interest except in the event of default, as defined by the agreement. In accordance with ASC 470, Debt, the Company imputed interest on the Restaurant Lease Note, which is recorded at fair value on the accompanying consolidated balance sheet. On the date of grant, the Company determined the fair value of the Restaurant Lease Note to be $7.5 million imputing an interest rate of 10%. The Company has determined that the majority of the inputs used to value the Restaurant Lease Note fall within Level 2 of the fair value hierarchy, which accordingly has been classified as Level 2 fair value measurements. | |||||||||||||
During the year ended December 31, 2013, the Company recognized non-cash impairment charges related to the Company’s receivables due from and other assets related to Mondrian SoHo and Delano Marrakech, which was recorded as an impairment loss on receivables and other assets from unconsolidated joint venture and managed hotel. Also during the years ended December 31, 2013, 2012 and 2011, the Company recognized non-cash impairment charges related to the Company’s investments in unconsolidated joint ventures, through equity in loss from unconsolidated joint ventures. The Company’s estimated fair value relating to these impairment assessments was based primarily upon Level 3 measurements, including a discounted cash flow analysis to estimate the fair value of the assets taking into account the assets expected cash flow, holding period and estimated proceeds from the disposition of assets, as well as market and economic conditions. | |||||||||||||
The following table presents charges recorded as a result of applying Level 3 non-recurring measurements included in net loss for the years ended December 31, 2013, 2012 and 2011 (in thousands) : | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Investment in Mondrian SoHo | $ | — | $ | 1,027 | $ | 4,067 | |||||||
Investment in Ames | 151 | 564 | — | ||||||||||
Sasson-Masi Put Options | (1,116 | ) | 474 | — | |||||||||
Receivables and other assets from managed hotel and unconsolidated joint venture | 6,029 | — | — | ||||||||||
Total Level 3 measurement expenses included in net loss | $ | 5,064 | $ | 2,065 | $ | 4,067 | |||||||
Fair Value of Financial Instruments | |||||||||||||
Disclosures about fair value of financial instruments are based on pertinent information available to management as of the valuation date. Considerable judgment is necessary to interpret market data and develop estimated fair values. Accordingly, the estimates presented are not necessarily indicative of the amounts at which these instruments could be purchased, sold, or settled. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts. | |||||||||||||
The Company’s financial instruments include cash and cash equivalents, accounts receivable, restricted cash, accounts payable and accrued liabilities, and fixed and variable rate debt. Management believes the carrying amount of the aforementioned financial instruments, excluding fixed-rate debt, is a reasonable estimate of fair value as of December 31, 2013 and 2012 due to the short-term maturity of these items or variable market interest rates. | |||||||||||||
The fair market value of the Company’s $247.1 million of fixed rate debt, which includes the Company’s trust preferred securities, TLG Promissory Notes at fair value, Restaurant Lease Note, discussed above, and 2.375% Senior Subordinated Convertible Notes (the “Convertible Notes”) at face value, as discussed in note 7, as of December 31, 2013 was approximately $217.7 million, using market rates. The fair market value of the Company’s $238.1 million of fixed rate debt, which includes the Company’s trust preferred securities, TLG Promissory Notes at fair value, and Convertible Notes at face value, as of December 31, 2012 was $240.8 million, using market interest rates. | |||||||||||||
Although the Company has determined that the majority of the inputs used to value its fixed rate debt fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its fixed rate debt utilize Level 3 inputs, such as estimates of current credit spreads. However, as of December 31, 2013 and 2012, the Company assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its fixed rate debt and determined that the credit valuation adjustments are not significant to the overall valuation of its fixed rate debt. Accordingly, all derivatives have been classified as Level 2 fair value measurements. | |||||||||||||
Stock-based Compensation | |||||||||||||
The Company accounts for stock based employee compensation using the fair value method of accounting described in ASC 718-10. For share grants, total compensation expense is based on the price of the Company’s stock at the grant date. For option grants, the total compensation expense is based on the estimated fair value using the Black-Scholes option-pricing model. For awards under the Company’s Outperformance Award Program, discussed in note 8, long-term incentive awards, the total compensation expense is based on the estimated fair value using the Monte Carlo pricing model. Compensation expense is recorded ratably over the vesting period. Stock compensation expense recognized for the years ended December 31, 2013, 2012, and 2011 was $4.1 million, $4.5 million, and $9.1 million, respectively. | |||||||||||||
Income (Loss) Per Share | |||||||||||||
Basic net income (loss) per common share is calculated by dividing net income (loss) available to common stockholders, less any dividends on unvested restricted common stock, by the weighted-average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is calculated by dividing net income (loss) available to common stockholders, less dividends on unvested restricted common stock, by the weighted-average number of shares of common stock outstanding during the period, plus other potentially dilutive securities, such as unvested shares of restricted common stock and warrants. | |||||||||||||
Redeemable Noncontrolling Interest | |||||||||||||
Due to the redemption feature associated with the Sasson-Masi Put Options, the Company classifies the noncontrolling interest in temporary equity in accordance with the Securities and Exchange Commission’s guidance as codified in ASC 480-10, Distinguishing Liabilities from Equity. Subsequently, the Company will accrete the redeemable noncontrolling interest to its current redemption value, which approximates fair value, each period. The change in the redemption value does not impact the Company’s earnings or earnings per share. | |||||||||||||
Noncontrolling Interest | |||||||||||||
The Company follows ASC 810-10, when accounting and reporting for noncontrolling interests in a consolidated subsidiary and the deconsolidation of a subsidiary. Under ASC 810-10, the Company reports noncontrolling interests in subsidiaries as a separate component of stockholders’ equity (deficit) in the consolidated financial statements and reflects net income (loss) attributable to the noncontrolling interests and net income (loss) attributable to the common stockholders on the face of the consolidated statements of comprehensive loss. | |||||||||||||
The membership units in Morgans Group, the Company’s operating company, owned by the Former Parent are presented as a noncontrolling interest in Morgans Group in the consolidated balance sheets and were approximately $0.5 million and $6.1 million as of December 31, 2013 and 2012, respectively. The noncontrolling interest in Morgans Group is: (i) increased or decreased by the limited members’ pro rata share of Morgans Group’s net income or net loss, respectively; (ii) decreased by distributions; (iii) decreased by exchanges of membership units for the Company’s common stock; and (iv) adjusted to equal the net equity of Morgans Group multiplied by the limited members’ ownership percentage immediately after each issuance of units of Morgans Group and/or shares of the Company’s common stock and after each purchase of treasury stock through an adjustment to additional paid-in capital. Net income or net loss allocated to the noncontrolling interest in Morgans Group is based on the weighted-average percentage ownership throughout the period. As of December 31, 2013, there are 75,446 membership units outstanding exchangeable for shares of the Company’s common stock. | |||||||||||||
Reclassifications | |||||||||||||
Certain prior year financial statement amounts have been reclassified to conform to the current year presentation, including the Company’s other expenses, discussed in note 13. |
Income_Loss_Per_Share
Income (Loss) Per Share | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||
Income (Loss) Per Share | ' | ||||||||||||
3. Income (Loss) Per Share | |||||||||||||
The Company applies the two-class method as required by ASC 260-10, Earnings per Share (“ASC 260-10”). ASC 260-10 requires the net income per share for each class of stock (common stock and preferred stock) to be calculated assuming 100% 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. | |||||||||||||
Basic earnings (loss) per share is calculated based on the weighted average number of shares of common stock outstanding during the period. Diluted earnings (loss) per share include the effect of potential shares outstanding, including dilutive securities. Potential dilutive securities may include shares and options granted under the Company’s stock incentive plan and membership units in Morgans Group, which may be exchanged for shares of the Company’s common stock under certain circumstances. The 75,446 Morgans Group membership units (which may be converted to cash, or at the Company’s option, common stock) held by third parties at December 31, 2013, Yucaipa Warrants (as defined in note 11) issued to the Yucaipa Investors, unvested restricted stock units, LTIP Units (as defined in note 10), stock options, OPP LTIP Units and shares issuable upon conversion of outstanding Convertible Notes have been excluded from the diluted net income (loss) per common share calculation, as there would be no effect on reported diluted net income (loss) per common share. | |||||||||||||
The table below details the components of the basic and diluted loss per share calculations (in thousands, except for per share data). The Company has not had any undistributed earnings in any calendar quarter presented. Therefore, the Company does not present earnings per share following the two-class method. | |||||||||||||
Year Ended | Year Ended | Year Ended | |||||||||||
December 31, 2013 | December 31, 2012 | December 31, 2011 | |||||||||||
Numerator: | |||||||||||||
Net loss from continuing operations | $ | (44,150 | ) | $ | (56,491 | ) | $ | (88,442 | ) | ||||
Net income from discontinued operations, net of tax | — | — | 485 | ||||||||||
Net loss | (44,150 | ) | (56,491 | ) | (87,957 | ) | |||||||
Net (income) loss attributable to noncontrolling interest | (5 | ) | 804 | 2,554 | |||||||||
Net loss attributable to Morgans Hotel Group Co. | (44,155 | ) | (55,687 | ) | (85,403 | ) | |||||||
Less: preferred stock dividends and accretion | 14,316 | 11,124 | 9,938 | ||||||||||
Net loss attributable to common stockholders | $ | (58,471 | ) | $ | (66,811 | ) | $ | (95,341 | ) | ||||
Denominator, continuing and discontinued operations: | |||||||||||||
Weighted average basic common shares outstanding | 32,867 | 31,437 | 31,454 | ||||||||||
Effect of dilutive securities | — | — | — | ||||||||||
Weighted average diluted common shares outstanding | 32,867 | 31,437 | 31,454 | ||||||||||
Basic and diluted loss from continuing operations per share | $ | (1.78 | ) | $ | (2.13 | ) | $ | (3.05 | ) | ||||
Basic and diluted income from discontinued operations per share | $ | — | $ | — | $ | 0.02 | |||||||
Basic and diluted loss available to common stockholders per common share | $ | (1.78 | ) | $ | (2.13 | ) | $ | (3.03 | ) | ||||
Property_and_Equipment
Property and Equipment | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Property Plant And Equipment [Abstract] | ' | ||||||||
Property and Equipment | ' | ||||||||
4. Property and Equipment | |||||||||
Property and equipment consist of the following (in thousands): | |||||||||
As of | As of | ||||||||
December 31, | December 31, | ||||||||
2013 | 2012 | ||||||||
Land | $ | 45,194 | $ | 45,194 | |||||
Building | 330,316 | 325,211 | |||||||
Furniture, fixtures and equipment | 107,773 | 101,737 | |||||||
Construction in progress | 308 | 2,799 | |||||||
Subtotal | 483,591 | 474,941 | |||||||
Less accumulated depreciation | (190,962 | ) | (171,252 | ) | |||||
Property and equipment, net | $ | 292,629 | $ | 303,689 | |||||
Property subject to capital lease, such as Clift and two condominium units at Hudson, both discussed in note 7, are included under “Building” in the above table. Depreciation on property and equipment was $20.3 million, $17.6 million, and $20.0 million, for the years ended December 31, 2013, 2012, and 2011, respectively. Depreciation on property subject to capital leases was $0.1 million, $0.1 million and $0.1 million, for the years ended December 31, 2013, 2012 and 2011, respectively. |
Investments_in_and_Advances_to
Investments in and Advances to Unconsolidated Joint Ventures | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Equity Method Investments And Joint Ventures [Abstract] | ' | ||||||||||||
Investments in and Advances to Unconsolidated Joint Ventures | ' | ||||||||||||
5. Investments in and Advances to Unconsolidated Joint Ventures | |||||||||||||
The Company’s investments in and advances to unconsolidated joint ventures and its equity in losses of unconsolidated joint ventures are summarized as follows (in thousands): | |||||||||||||
Investments | |||||||||||||
Entity | As of | As of | |||||||||||
December 31, | December 31, | ||||||||||||
2013 | 2012 | ||||||||||||
Mondrian Istanbul | $ | 10,392 | $ | 10,392 | |||||||||
Mondrian South Beach food and beverage—MC South Beach | — | 628 | |||||||||||
Other | 100 | 158 | |||||||||||
Total investments in and advances to unconsolidated joint ventures | $ | 10,492 | $ | 11,178 | |||||||||
Equity in income (losses) from unconsolidated joint ventures | |||||||||||||
Year Ended | Year Ended | Year Ended | |||||||||||
December 31, | December 31, | December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||||
Mondrian South Beach | $ | — | $ | (4,016 | ) | $ | (1,801 | ) | |||||
Mondrian SoHo | — | (1,027 | ) | (4,067 | ) | ||||||||
Mondrian South Beach food and beverage – MC South Beach (1) | (629 | ) | (836 | ) | (235 | ) | |||||||
Ames | (151 | ) | (564 | ) | (11,062 | ) | |||||||
Morgans Hotel Group Europe Ltd. | — | — | (5,497 | ) | |||||||||
Restaurant Venture — SC London (2) | — | — | (510 | ) | |||||||||
Hard Rock Hotel & Casino (3) | — | — | (6,376 | ) | |||||||||
Other | (48 | ) | 7 | 9 | |||||||||
Total | $ | (828 | ) | $ | (6,436 | ) | $ | (29,539 | ) | ||||
-1 | Following the CGM Transaction, the Company’s ownership interest in this food and beverage joint venture is less than 100%, and based on the Company’s evaluation, this venture does not meet the requirements of a variable interest entity. Accordingly, this joint venture is accounted for using the equity method as the Company does not maintain control over this entity. | ||||||||||||
-2 | Until June 20, 2011, the Company had a 50% ownership interest in the SC London restaurant venture. As a result of the CGM Transaction, the Company now owns 100% of the SC London restaurant venture, which is consolidated into the Company’s financial statements effective June 20, 2011, the date the CGM Transaction closed. | ||||||||||||
-3 | Until March 1, 2011, the Company had a partial ownership interest in the Hard Rock Hotel & Casino (“Hard Rock”) and managed the property pursuant to a management agreement that was terminated in connection with the Hard Rock settlement (discussed below). Operating results are for the period we operated Hard Rock in 2011. | ||||||||||||
Mondrian South Beach | |||||||||||||
On August 8, 2006, the Company entered into a 50/50 joint venture to renovate and convert an apartment building on Biscayne Bay in Miami Beach into a condominium hotel, Mondrian South Beach, which opened in December 2008. The Company operates Mondrian South Beach under a long-term management contract. | |||||||||||||
The Mondrian South Beach joint venture acquired the existing building and land for a gross purchase price of $110.0 million. An initial equity investment of $15.0 million from each of the 50/50 joint venture partners was funded at closing, and subsequently each member also contributed $8.0 million of additional equity. The Company and an affiliate of its joint venture partner provided additional mezzanine financing of approximately $22.5 million in total to the joint venture through a new 50/50 mezzanine financing joint venture to fund completion of the construction in 2008. Additionally, the Mondrian South Beach joint venture initially received nonrecourse mortgage loan financing of approximately $124.0 million at a rate of LIBOR plus 3.0%. A portion of this mortgage debt was paid down, prior to the amendments discussed below, with proceeds obtained from condominium sales. In April 2008, the Mondrian South Beach joint venture obtained a mezzanine loan from the mortgage lenders of $28.0 million bearing interest at LIBOR, based on the rate set date, plus 6.0%. The $28.0 million mezzanine loan provided by the lender and the $22.5 million mezzanine loan provided by the mezzanine financing joint venture were both amended when the loan matured in April 2010, as discussed below. | |||||||||||||
In April 2010, the Mondrian South Beach ownership joint venture amended the nonrecourse financing and mezzanine loan agreements secured by Mondrian South Beach or related equity interests and extended the maturity date for up to seven years through one-year extension options until April 2017, subject to certain conditions. Among other things, the amendment allowed the joint venture to accrue all interest through April 2012, allows the joint venture to accrue a portion of the interest thereafter and provides the joint venture the ability to provide seller financing to qualified condominium buyers with up to 80% of the condominium purchase price. The Company and an affiliate of its joint venture partner each provided an additional $2.75 million to the joint venture through the mezzanine financing joint venture resulting in total mezzanine financing provided by the mezzanine financing joint venture of $28.0 million. The amendment also provides that this $28.0 million mezzanine financing invested in the property be elevated in the capital structure to become, in effect, on par with the lender’s mezzanine debt so that the mezzanine financing joint venture receives at least 50% of all returns in excess of the first mortgage. | |||||||||||||
As of December 31, 2013, the joint venture’s outstanding nonrecourse mortgage loan and mezzanine loan was $61.0 million, in the aggregate, of which $33.0 million was mortgage debt, and the outstanding mezzanine debt owed to affiliates of the joint venture partners was $28.0 million. In March 2014, the joint venture exercised its option to extend the outstanding mortgage and mezzanine debt for another year until April 2015. | |||||||||||||
The joint venture is in the process of selling units as condominiums, subject to market conditions, and unit buyers will have the opportunity to place their units into the hotel’s rental program. As of December 31, 2013, 235 hotel residences have been sold, of which 125 are in the hotel rental pool, and 100 hotel residences remain to be sold. In addition to hotel management fees, the Company could also realize fees from the sale of condominium units. | |||||||||||||
The Mondrian South Beach joint venture was determined to be a variable interest entity as during the process of refinancing the venture’s mortgage in April 2010, its equity investment at risk was considered insufficient to permit the entity to finance its own activities. Management determined that the Company is not the primary beneficiary of this variable interest entity as the Company does not have a controlling financial interest in the entity. | |||||||||||||
Because the Company has written its investment value in the joint venture to zero, for financial reporting purposes, the Company believes its maximum exposure to losses as a result of its involvement in the Mondrian South Beach variable interest entity is limited to its outstanding management fees and related receivables and $14.0 million of advances in the form of mezzanine financing, excluding guarantees and other contractual commitments. | |||||||||||||
The Company is not committed to providing financial support to this variable interest entity, other than as contractually required, and all future funding is expected to be provided by the joint venture partners in accordance with their respective percentage interests in the form of capital contributions or loans, or by third parties. | |||||||||||||
Morgans Group and affiliates of its joint venture partner have provided certain guarantees and indemnifications to the Mondrian South Beach lenders. See note 8. | |||||||||||||
Summarized balance sheet information of Mondrian South Beach is as follows (in thousands): | |||||||||||||
As of | As of | ||||||||||||
December 31, | December 31, | ||||||||||||
2013 | 2012 | ||||||||||||
Real estate, net | $ | 60,323 | $ | 76,807 | |||||||||
Other assets | 10,285 | 12,068 | |||||||||||
Total assets | $ | 70,608 | $ | 88,875 | |||||||||
Other liabilities | 20,233 | 19,765 | |||||||||||
Debt | 89,015 | 99,632 | |||||||||||
Total deficit | (38,640 | ) | (30,522 | ) | |||||||||
Total liabilities and deficit | $ | 70,608 | $ | 88,875 | |||||||||
Company’s share of deficit | (17,686 | ) | (14,838 | ) | |||||||||
Advance to joint venture in the form of mezzanine financing | 14,000 | 14,000 | |||||||||||
Capitalized costs/reimbursements | (310 | ) | (310 | ) | |||||||||
Loss in excess of investment balance not recorded by the Company | 3,686 | 838 | |||||||||||
Company’s investment balance | $ | — | $ | — | |||||||||
Summarized income statement information of Mondrian South Beach is as follows (in thousands): | |||||||||||||
Year Ended | Year Ended | Year Ended | |||||||||||
December 31, | December 31, | December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||||
Operating revenues | $ | 37,046 | $ | 44,224 | $ | 38,968 | |||||||
Operating expenses | 38,915 | 49,924 | 40,457 | ||||||||||
Depreciation | 898 | 821 | 846 | ||||||||||
Operating loss | (2,767 | ) | (6,521 | ) | (2,335 | ) | |||||||
Interest expense | 2,087 | 946 | 1,569 | ||||||||||
Impairment loss | 1,500 | 3,355 | — | ||||||||||
Noncontrolling interest | — | — | 10 | ||||||||||
Net loss | (6,354 | ) | (10,822 | ) | (3,914 | ) | |||||||
Amount recorded in equity in loss | $ | — | $ | (4,016 | ) | $ | (1,801 | ) | |||||
Mondrian SoHo | |||||||||||||
In June 2007, the Company entered into a joint venture with Cape Advisors Inc. to acquire and develop a Mondrian hotel in the SoHo neighborhood of New York City. The Company initially contributed $5.0 million for a 20% equity interest in the joint venture. The joint venture obtained a loan of $195.2 million to acquire and develop the hotel, which matured in June 2010. On July 31, 2010, the mortgage loan secured by the hotel was amended to, among other things, provide for extensions of the maturity date to November 2011 with extension options through 2015, subject to certain conditions including a minimum debt service coverage test calculated, as set forth in the loan agreement, based on ratios of net operating income to debt service for specified periods ended September 30th of each year. The joint venture satisfied the extension conditions in 2011 and the maturity of this debt was extended to November 2012. | |||||||||||||
Mondrian SoHo opened in February 2011 and has 263 guest rooms, a restaurant, bar and other facilities. The Company has a 10-year management contract with two 10-year extension options to operate the hotel. | |||||||||||||
As of December 31, 2013, the Mondrian SoHo joint venture’s outstanding mortgage debt secured by the hotel was $196.0 million, excluding $27.2 million of deferred interest. The loan matured on November 15, 2012. In January 2013, the lender initiated foreclosure proceedings seeking, among other things, the ability to sell the property free and clear of the Company’s management agreement. The Company moved to dismiss the lender’s complaint on the grounds that, among other things, its management agreement is not terminable upon a foreclosure. On April 2, 2013, the lender opposed the Company’s motion to dismiss and cross-moved for summary judgment. On August 12, 2013, the court heard oral argument on both motions, as well as a third motion brought by the Company to strike an affirmation submitted by lender’s attorney. On January 27, 2014, the court granted the Company’s motion to dismiss on the ground that a management contract does not constitute an interest subject to foreclosure, and denied lender’s motion for summary judgment as moot. On February 27, 2014, the court held a status conference where a schedule was set for further proceedings including a further summary judgment motion to be filed by the lender within 30 days as to the remaining defendants. | |||||||||||||
On February 25, 2013, the owner of Mondrian SoHo, a joint venture in which Morgans Group owns a 20% equity interest, gave notice purporting to terminate the Company’s subsidiary as manager of the hotel. It also filed a lawsuit against the Company seeking termination of the management agreement on the same grounds. In addition, the Company, through its equity affiliate, filed a separate action against the owner and its parent in the Delaware Chancery Court for, among other things, breaching fiduciary duties and their joint venture agreement for failing to obtain consent prior to the termination. That action was subsequently consolidated with the termination action. On September 20, 2013, the Delaware Chancery Court ruled that the owner of Mondrian SoHo terminated the hotel management agreement on agency grounds, that Morgans must vacate the hotel forthwith or on whatever other timetable the hotel owner chooses, and that two claims by the Company’s equity affiliate are dismissed but not its breach of fiduciary duty claim. On September 30, 2013, the Company filed a motion for reconsideration and to stay execution of the judgment pending appeal. That motion is still pending, and no final order has as yet been issued. By joint stipulation of the parties, granted on February 21, 2014, Sochin JV will file its opposition to the motion for reconsideration and to stay by March 24, 2014, following which the court will issue its ruling. The parties have also stipulated to move, answer or otherwise respond to the operative complaints, by March 24, 2014. Should the Company not prevail on its motion for reconsideration and to stay, the Company intends to vigorously pursue its rights on appeal, but no assurance can be provided that the Company will prevail or otherwise retain management of the hotel. | |||||||||||||
On April 30, 2013, the Company filed a lawsuit against its joint venture partner and affiliates in New York Supreme Court for damages based on the wrongful attempted termination of the management agreement, defamation, and breach of fiduciary and other obligations under the parties’ joint venture agreement. On August 23, 2013, the owner moved to dismiss that complaint. As of January 13, 2014, that motion has been fully briefed, and oral argument has been set for April 10, 2014. | |||||||||||||
Due to the level of debt and the fact that the lender controls all of the cash flow, there have been and may continue to be cash shortfalls from the operations of the hotel from time to time which have required additional fundings by the Company and its joint venture partner. Subsequent to the initial fundings, in 2008 and 2009, the lender and Cape Advisors Inc. made cash and other contributions to the joint venture, and the Company provided $3.2 million of additional funds which were treated as loans with priority over the equity, to complete the project. During 2010 and 2011, the Company subsequently funded an aggregate of $5.5 million, all of which were treated as loans. Additionally, as a result of cash shortfalls at Mondrian SoHo, the Company funded an additional $1.0 million in 2012, which were treated in part as additional capital contributions and in part as loans from the management company subsidiary. The Company subsequently deemed all such amounts uncollectible as of December 31, 2012 and recorded an impairment charge through equity in loss of unconsolidated joint ventures in 2012. | |||||||||||||
As of December 31, 2013, the Company’s financial statements reflect no value for its investment in the Mondrian SoHo joint venture. During the year ended December 31, 2013, the Company recorded a non-cash impairment charge of $1.5 million related to certain outstanding receivables due from Mondrian SoHo through impairment loss on receivables and other assets from managed hotel and unconsolidated joint venture. | |||||||||||||
In December 2011, the Mondrian SoHo joint venture was determined to be a variable interest entity as a result of the upcoming debt maturity and cash shortfalls, and because its equity was considered insufficient to permit the entity to finance its own activities. However, the Company determined that it was not the primary beneficiary and, therefore, consolidation of this joint venture is not required. The Company continues to account for its investment in Mondrian SoHo using the equity method of accounting. Because the Company has written its investment value in the joint venture to zero, for financial reporting purposes, the Company believes its maximum exposure to losses as a result of its involvement in the Mondrian SoHo variable interest entity is limited to its outstanding management fees and related receivables and advances in the form of priority loans, excluding guarantees and other contractual commitments. | |||||||||||||
Certain affiliates of the Company’s joint venture partner have provided certain guarantees and indemnifications to the Mondrian SoHo lenders for which Morgans Group has agreed to indemnify the joint venture partner and its affiliates in certain circumstances. See note 8. | |||||||||||||
Summarized balance sheet information of Mondrian SoHo as of December 31, 2013 and 2012 is as follows (in thousands): | |||||||||||||
As of | As of | ||||||||||||
December 31, | December 31, | ||||||||||||
2013 | 2012 | ||||||||||||
Real estate, net | $ | 160,596 | $ | 167,579 | |||||||||
Other assets | 6,146 | 5,439 | |||||||||||
Total assets | $ | 166,742 | $ | 173,018 | |||||||||
Other liabilities | 35,516 | 30,864 | |||||||||||
Debt | 196,017 | 196,017 | |||||||||||
Preferred loans from members and vendor loans | 37,263 | 41,317 | |||||||||||
Total deficit | (102,054 | ) | (95,180 | ) | |||||||||
Total liabilities and deficit | $ | 166,742 | $ | 173,018 | |||||||||
Company’s share of equity | (20,410 | ) | (19,036 | ) | |||||||||
Advance to joint venture in the form of preferred loans | 11,876 | 11,876 | |||||||||||
Loss in excess of investment balance not recorded by Company | 8,534 | 7,160 | |||||||||||
Company’s investment balance | $ | — | $ | — | |||||||||
Summarized income statement information of Mondrian SoHo for the years ended December 31, 2013, 2012 and the period during 2011 that the hotel was open is as follows (in thousands): | |||||||||||||
Year Ended | Year Ended | Year Ended | |||||||||||
December 31, | December 31, | December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||||
Operating revenues | $ | 41,325 | $ | 34,759 | $ | 29,016 | |||||||
Operating expenses | 29,424 | 26,324 | 26,110 | ||||||||||
Depreciation | 5,663 | 5,599 | 6,538 | ||||||||||
Operating income (loss) | 6,238 | 2,836 | (3,632 | ) | |||||||||
Interest expense | 13,109 | 20,616 | 16,158 | ||||||||||
Impairment loss | — | — | 61,974 | ||||||||||
Net loss | (6,871 | ) | (17,780 | ) | (81,764 | ) | |||||||
Amount recorded in equity in loss | $ | — | $ | (1,027 | ) | $ | (4,067 | ) | |||||
Food and Beverage Venture at Mondrian South Beach | |||||||||||||
On June 20, 2011, the Company completed the CGM Transaction, pursuant to which subsidiaries of the Company acquired from affiliates of CGM the 50% interests CGM owned in the Company’s food and beverage joint ventures for approximately $20.0 million, which included the food and beverage venture at Mondrian South Beach. | |||||||||||||
The Company’s ownership interest in the food and beverage venture at Mondrian South Beach is less than 100%, and was reevaluated in accordance with ASC 810-10. The Company concluded that this venture did not meet the requirements of a variable interest entity and accordingly, this investment in the joint venture is accounted for using the equity method, as the Company does not believe it exercises control over significant asset decisions such as buying, selling or financing. | |||||||||||||
The Company accounted for this investment under the equity method of accounting through December 31, 2013, until its recording of losses was suspended. At December 31, 2013, the Company’s investment in this food and beverage venture was reduced to zero. Because the Company has written its investment value in the joint venture to zero, for financial reporting purposes, the Company believes its maximum exposure to losses as a result of its involvement in the food and beverage venture at Mondrian South Beach variable interest entity is limited to any outstanding receivables, which are immaterial as of December 31, 2013. | |||||||||||||
Ames | |||||||||||||
On June 17, 2008, the Company, Normandy Real Estate Partners, and Ames Hotel Partners entered into a joint venture agreement as part of the development of the Ames hotel in Boston. Ames opened on November 19, 2009 and has 114 guest rooms, a restaurant, bar and other facilities. | |||||||||||||
In September 2011, based on the then prevailing economic conditions and the joint ventures upcoming mortgage debt maturity, the joint venture concluded that the hotel was impaired. As a result, the Company wrote down its investment in Ames to zero and recorded its share of the impairment charge of $10.6 million through equity in loss of unconsolidated joint ventures for the year ended December 31, 2011. During the years ended December 31, 2013 and 2012, the Company recorded impairment charges of $0.2 million and $0.6 million, respectively, related to uncollectible receivables which were converted into an equity contribution and impaired through equity in loss of unconsolidated joint ventures. | |||||||||||||
The Company contributed a total of approximately $12.1 million in equity for an approximately 31% interest in the ownership joint venture. The joint venture obtained a loan for $46.5 million secured by the hotel, which matured on October 9, 2012 and the mortgage lender served the joint venture with a notice of event of default stating that the nonrecourse mortgage refinancing on the property was not repaid when it matured. | |||||||||||||
On April 26, 2013, the joint venture closed on a new loan agreement with the mortgage lenders that provides for a reduction of the mortgage debt and an extension of maturity in return for a cash paydown. The Company did not contribute to the cash paydown and instead entered into an agreement with its joint venture partner pursuant to which, among other things, (1) the Company assigned its equity interests in the joint venture to its joint venture partner, (2) the Company agreed to give its joint venture partner the right to terminate its management agreement upon 60 days prior notice in return for an aggregate payment of $1.8 million, and (3) a creditworthy affiliate of the Company’s joint venture partner has assumed all or a portion of the Company’s potential liability with respect to historic tax credit guaranties, with the Company’s liability for any tax credit guaranties capped, in any event, at $3.0 million in the aggregate. The potential liability for historic tax credit guaranties relates to approximately $16.9 million of federal and state historic rehabilitation tax credits that Ames qualified for at the time of its development. As of December 31, 2013, there has been no triggering event that would require the Company to accrue any potential liability related to the historic tax credit guarantee. | |||||||||||||
In May 2013, the hotel owner exercised its right to terminate the Company’s management agreement effective July 17, 2013, and on July 17, 2013 the management agreement terminated. The Company received and recorded income of $0.9 million of the $1.8 million payment during the second quarter of 2013. The Company received the remaining $0.9 million in July 2013, which was recorded in management fee-related parties and other income on the consolidated statements of comprehensive loss during the year ended December 31, 2013. | |||||||||||||
Prior to the Company assigning its equity interests in the joint venture to its joint venture partner, net income or loss and cash distributions or contributions were allocated to the partners in accordance with ownership interests. The Company accounted for this investment under the equity method of accounting. | |||||||||||||
The Company had no ownership interest in Ames as of December 31, 2013. Summarized balance sheet information of Ames is as follows (in thousands): | |||||||||||||
As of | |||||||||||||
December 31, | |||||||||||||
2012 | |||||||||||||
Real estate, net | $ | 35,151 | |||||||||||
Other assets | 2,208 | ||||||||||||
Total assets | $ | 37,359 | |||||||||||
Other liabilities | 9,962 | ||||||||||||
Debt | 45,086 | ||||||||||||
Total deficit | (17,689 | ) | |||||||||||
Total liabilities and deficit | $ | 37,359 | |||||||||||
Company’s share of equity | (5,129 | ) | |||||||||||
Capitalized costs/reimbursements | 31 | ||||||||||||
Losses in excess of investment balance not recorded by the Company | 5,098 | ||||||||||||
Company’s investment balance | $ | — | |||||||||||
Summarized income statement information of Ames is as follows (in thousands). Information presented in 2013 is from January 1, 2013 through April 26, 2013, the date the Company no longer had an ownership interest in Ames: | |||||||||||||
January 1, | Year Ended | Year Ended | |||||||||||
2013 to April | December 31, | December 31, | |||||||||||
26, 2013 | 2012 | 2011 | |||||||||||
Operating revenues | $ | 2,587 | $ | 10,277 | $ | 10,790 | |||||||
Operating expenses | 4,986 | 10,284 | 10,757 | ||||||||||
Depreciation | 532 | 1,690 | 2,506 | ||||||||||
Operating loss | (2,931 | ) | (1,697 | ) | (2,473 | ) | |||||||
Interest expense | 1,035 | 1,782 | 1,989 | ||||||||||
Gain on sale of tax credits | (683 | ) | (2,048 | ) | (2,048 | ) | |||||||
Impairment loss | — | — | 49,907 | ||||||||||
Net loss | (3,283 | ) | (1,431 | ) | (52,321 | ) | |||||||
Amount recorded in equity in loss | $ | (151 | ) | $ | (564 | ) | $ | (11,062 | ) | ||||
Morgans Hotel Group Europe Limited | |||||||||||||
On November 23, 2011, the Company’s subsidiary, Royalton Europe Holdings LLC (“Royalton Europe”), and Walton MG London Hotels Investors V, L.L.C. (“Walton MG London”), each of which owned a 50% equity interest in Morgans Hotel Group Europe Limited (“Morgans Europe”), the joint venture that owned the 150 room Sanderson and 204 room St Martins Lane hotels, completed the sale of their respective equity interests in the joint venture for an aggregate of £192 million (or approximately $297 million) to a Middle Eastern investor with other global hotel holdings. Also parties to the sale were Morgans Group, as guarantor for Royalton Europe, and Walton Street Real Estate Fund V, L.P., as guarantor for Walton MG London. The Company received net proceeds of approximately $72.3 million, after applying a portion of the proceeds from the sale to retire the £99.5 million of outstanding mortgage debt secured by the hotels and payment of closing costs. The Company continues to operate the hotels under long-term management agreements that, including extension options, extended the term of the prior management agreements to 2041 from 2027. | |||||||||||||
Under a management agreement with Morgans Europe, prior to the sale, and with the new hotels’ owners, subsequent to the sale, the Company earns management fees and a reimbursement for allocable chain service and technical service expenses. The Company is also entitled to an incentive management fee and a capital incentive fee. The Company did not earn any incentive fees during the years ended December 31, 2013, 2012 and 2011. | |||||||||||||
Prior to the Company selling its joint venture ownership interest, net income or loss and cash distributions or contributions were allocated to the partners in accordance with ownership interests. The Company accounted for this investment under the equity method of accounting. | |||||||||||||
The Company had no ownership in Morgans Europe as of December 31, 2013 and 2012. Summarized consolidated income statement information of Morgans Europe is as follows (in thousands). The currency translation is based on an exchange rate of 1 British pound to 1.61 and 1.55 which is an average monthly exchange rate provided by www.oanda.com for the period from January 1, 2011 through November 23, 2011, which is the period the Company has ownership interest in Morgans Europe. | |||||||||||||
Jan. 1, 2011 – | |||||||||||||
Nov. 23, 2011 | |||||||||||||
Hotel operating revenues | $ | 45,675 | |||||||||||
Hotel operating expenses | 29,515 | ||||||||||||
Depreciation and amortization | 4,694 | ||||||||||||
Operating income | 11,466 | ||||||||||||
Interest expense | 17,200 | ||||||||||||
Net loss for period | (5,734 | ) | |||||||||||
Other comprehensive loss | 1,488 | ||||||||||||
Comprehensive loss | $ | (4,246 | ) | ||||||||||
Company’s share of net loss | $ | (2,867 | ) | ||||||||||
Company’s share of other comprehensive income | 3,259 | ||||||||||||
Company’s share of comprehensive income | $ | 392 | |||||||||||
Company’s share of realized loss on foreign currency exchange adjustment from sale of assets | (2,515 | ) | |||||||||||
Other amortization | (115 | ) | |||||||||||
Amount recorded in equity in loss | $ | (5,497 | ) | ||||||||||
Restaurant Venture — SC London | |||||||||||||
Until June 20, 2011, the Company had a 50% ownership interest in the SC London restaurant venture, which operated the restaurants located in Sanderson and St Martins Lane hotels in London. As a result of the CGM Transaction, the Company now owns 100% of the SC London restaurant venture, which is consolidated into the Company’s financial statements effective June 20, 2011, the date the CGM Transaction closed. | |||||||||||||
Summarized consolidated income statement information of SC London is as follows (in thousands). The currency translation is based on an exchange rate of 1 British pound to 1.61 and 1.55 which is an average monthly exchange rate provided by www.oanda.com for the period from January 1, 2011 through June 20, 2011, which represents the period the Company accounted for its investment in SC London as an unconsolidated subsidiary. | |||||||||||||
Jan. 1, 2011 – | |||||||||||||
June 20, 2011 | |||||||||||||
Operating revenues | $ | 8,838 | |||||||||||
Operating expenses | 9,696 | ||||||||||||
Depreciation | 162 | ||||||||||||
Net loss | (1,020 | ) | |||||||||||
Amount recorded in equity in loss | $ | (510 | ) | ||||||||||
Shore Club | |||||||||||||
In May 2013, a Florida trial court entered a final judgment of foreclosure in favor of the lender on the Shore Club mortgage that allegedly went into default in September 2009, and set a June 25, 2013 foreclosure sale. On June 24, 2013, the joint venture that owned the Shore Club at that time agreed to a six-month refinancing with Fortress Investment Group LLC, a new lender, which expired on December 24, 2013. Pursuant to the refinancing, the foreclosure judgment was satisfied by the joint venture, and a notice of that satisfaction was filed with the court on July 9, 2013, resolving the foreclosure judgment and absolving the need for a judicial sale. The previous owner has appealed the foreclosure judgment to the Florida Court of Appeals, which appeal is still pending. | |||||||||||||
Subsequent to the expiration of the refinancing term, the hotel was recently sold on December 30, 2013 to HFZ Capital Group. Phillips International, an affiliate of Shore Club’s former owner, will retain an ownership stake. The new owner has publicly stated that it may convert a substantial part of the hotel to condos, and the Company could be replaced as hotel manager. To date, the Company has received no notice of termination of its management agreement, and intends to continue to operate the hotel pursuant to that agreement. However, no assurance can be provided that the Company will continue to do so in the future. As of December 31, 2013, the Company had only an immaterial contingent profit participation equity interest in Shore Club. | |||||||||||||
Mondrian Istanbul | |||||||||||||
In December 2011, the Company announced a new hotel management agreement for an approximately 105 room Mondrian-branded hotel to be located in the Old City area of Istanbul, Turkey. In December 2011 and January 2012, the Company contributed an aggregate of $10.3 million, $5.1 of which was funded in January 2012, in the form of equity and key money and has a 20% ownership interest in the venture owning the hotel. The Company has no additional funding commitments in connection with this project. | |||||||||||||
Due to the Company’s joint venture partner’s failure to achieve certain agreed milestones in the development of the hotel, in early 2014, the Company exercised a put option under its Mondrian Istanbul joint venture agreement that requires the Company’s joint venture partner to buy back its equity interests in the Mondrian Istanbul joint venture. The Company’s rights under that joint venture agreement are secured by, among other things, a mortgage on the property. In February 2014, the Company issued a notice of default to its joint venture partner, as they failed to buy back the Company’s equity interests by the contractual deadline, and further notified its joint venture partner that the Company plans to begin foreclosure proceedings as a result of the event of default. The Company does not currently anticipate that these proceeding will have an impact on its management agreement should the hotel development continue. | |||||||||||||
Hard Rock Hotel & Casino | |||||||||||||
Formation and Hard Rock Credit Facility | |||||||||||||
On February 2, 2007, the Company and Morgans Group (together, the “Morgans Parties”), an affiliate of DLJ Merchant Banking Partners (“DLJMB”), and certain other DLJMB affiliates (such affiliates, together with DLJMB, collectively the “DLJMB Parties”) completed the acquisition of Hard Rock. The acquisition was completed through a joint venture entity, Hard Rock Hotel Holdings, LLC, funded one-third, or approximately $57.5 million, by the Morgans Parties, and two-thirds, or approximately $115.0 million, by the DLJMB Parties. In connection with the joint venture’s acquisition of Hard Rock, certain subsidiaries of the joint venture entered into a debt financing comprised of a senior mortgage loan and three mezzanine loans, which provided for a $760.0 million acquisition loan that was used to fund the acquisition, of which $110.0 million was subsequently repaid according to the terms of the loan, and a construction loan of up to $620.0 million, which was fully drawn for the expansion project at Hard Rock. Morgans Group provided a standard nonrecourse, carve-out guaranty for each of the mortgage and mezzanine loans. | |||||||||||||
Following the formation of Hard Rock Hotel Holdings, LLC, additional cash contributions were made by both the DLJMB Parties and the Morgans Parties, including disproportionate cash contributions by the DLJMB Parties. Prior to the Hard Rock settlement, discussed below, the DLJMB Parties had contributed an aggregate of $424.8 million in cash and the Morgans Parties had contributed an aggregate of $75.8 million in cash. In 2009, the Company wrote down the Company’s investment in Hard Rock to zero. | |||||||||||||
For purposes of accounting for the Company’s equity ownership interest in Hard Rock Hotel Holdings, LLC, management calculated a 12.8% ownership interest for the years ended December 31, 2011 and 2010, based on a weighting of 1.75x to the DLJMB Parties’ cash contributions in excess of $250.0 million. | |||||||||||||
Hard Rock Settlement Agreement | |||||||||||||
On January 28, 2011, subsidiaries of Hard Rock Hotel Holdings, LLC, a joint venture through which the Company held a minority interest in Hard Rock, received a notice of acceleration from NRFC HRH Holdings, LLC (the “Second Mezzanine Lender”) pursuant to the First Amended and Restated Second Mezzanine Loan Agreement, dated as of December 24, 2009 (the “Second Mezzanine Loan Agreement”), between such subsidiaries and the Second Mezzanine Lender, declaring all unpaid principal and accrued interest under the Second Mezzanine Loan Agreement immediately due and payable. The amount due and payable under the Second Mezzanine Loan Agreement as of January 20, 2011 was approximately $96 million. The Second Mezzanine Lender also notified such subsidiaries that it intended to auction to the public the collateral pledged in connection with the Second Mezzanine Loan Agreement, including all membership interests in certain subsidiaries of the Hard Rock joint venture that indirectly own Hard Rock and other related assets. | |||||||||||||
On March 1, 2011, the Hard Rock joint venture, Vegas HR Private Limited (the “Mortgage Lender”), Brookfield Financial, LLC-Series B (the “First Mezzanine Lender”), the Second Mezzanine Lender, the Morgans Parties and certain affiliates of DLJMB, as well as the Hard Rock Mezz Holdings LLC (the “Third Mezzanine Lender”) and other interested parties entered into a comprehensive settlement to resolve the disputes among them and all matters relating to Hard Rock and related loans and guaranties. The settlement provided, among other things, for the following: | |||||||||||||
• | release of the nonrecourse carve-out guaranties provided by the Company with respect to the loans made by the Mortgage Lender, the First Mezzanine Lender, the Second Mezzanine Lender and the Third Mezzanine Lender to the direct and indirect owners of Hard Rock; | ||||||||||||
• | termination of the management agreement pursuant to which the Company’s subsidiary managed Hard Rock; | ||||||||||||
• | the transfer by the Hard Rock joint venture to an affiliate of the First Mezzanine Lender of 100% of the indirect equity interests in Hard Rock; and | ||||||||||||
• | certain payments to or for the benefit of the Mortgage Lender, the First Mezzanine Lender, the Second Mezzanine Lender, the Third Mezzanine Lender and the Company. The Company’s net payment was approximately $3.7 million. | ||||||||||||
As a result of the settlement and completion of certain gaming de-registration procedures, the Company is no longer subject to Nevada gaming regulations. | |||||||||||||
The Company had no ownership in Hard Rock as of December 31, 2013 and 2012. Summarized income statement information of Hard Rock for the period from January 1, 2011 through March 1, 2011 are as follows (in thousands). The Company’s final ownership percentage as of March 1, 2011, was 8.3%. Information presented in 2011 is from January 1, 2011 through the date the Company no longer had an ownership interest in Hard Rock. | |||||||||||||
Jan. 1, 2011 – | |||||||||||||
Feb. 28, 2011 | |||||||||||||
Operating revenues | $ | 29,257 | |||||||||||
Operating expenses | 25,850 | ||||||||||||
Depreciation and amortization | 10,858 | ||||||||||||
Operating loss | (7,451 | ) | |||||||||||
Interest expense | 14,862 | ||||||||||||
Gain on forgiveness of debt | (32,460 | ) | |||||||||||
Income tax expense | 141 | ||||||||||||
Net income loss | 10,006 | ||||||||||||
Comprehensive income | 335 | ||||||||||||
Amount recorded in equity in loss | $ | (6,376 | ) | ||||||||||
Other_Liabilities
Other Liabilities | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Other Liabilities Disclosure [Abstract] | ' | ||||||||
Other Liabilities | ' | ||||||||
6. Other Liabilities | |||||||||
Other liabilities consist of the following (in thousands): | |||||||||
As of | As of | ||||||||
December 31, | December 31, | ||||||||
2013 | 2012 | ||||||||
Designer fee claim | $ | 13,866 | $ | 13,866 | |||||
OPP LTIP Units Liability (note 10) | 25 | 435 | |||||||
$ | 13,891 | $ | 14,301 | ||||||
Designer Fee Claim | |||||||||
As of December 31, 2013 and 2012, other liabilities consist of $13.9 million related to a designer fee claim. The Former Parent had an exclusive service agreement with a hotel designer, pursuant to which the designer has made various claims related to the agreement. Although the Company is not a party to the agreement, it may have certain contractual obligations or liabilities to the Former Parent in connection with the agreement. According to the agreement, the designer was owed a base fee for each designed hotel, plus 1% of gross revenues, as defined in the agreement, for a 10-year period from the opening of each hotel. In addition, the agreement also called for the designer to design a minimum number of projects for which the designer would be paid a minimum fee. A liability amount has been estimated and recorded in these consolidated financial statements before considering any defenses and/or counter-claims that may be available to the Company or the Former Parent in connection with any claim brought by the designer. The estimated costs of the design services were capitalized as a component of the applicable hotel and amortized over the five-year estimated life of the related design elements. |
Debt_and_Capital_Lease_Obligat
Debt and Capital Lease Obligations | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||
Debt and Capital Lease Obligations | ' | ||||||||||||
7. Debt and Capital Lease Obligations | |||||||||||||
Debt and capital lease obligations consists of the following (in thousands): | |||||||||||||
Description | As of | As of | Interest rate at | ||||||||||
December 31, | December 31, | December 31, | |||||||||||
2013 | 2012 | 2013 | |||||||||||
Notes secured by Hudson (a) | $ | 180,000 | $ | 180,000 | 8.90% (LIBOR + 8.40%, | ||||||||
LIBOR floor of 0.50%) | |||||||||||||
Clift debt (b) | 91,486 | 89,136 | 9.60% | ||||||||||
Liability to subsidiary trust (c) | 50,100 | 50,100 | 8.68% | ||||||||||
Convertible Notes, face value of $172.5 million (d) | 170,698 | 168,421 | 2.38% | ||||||||||
Revolving credit facility (e) | 37,000 | 19,000 | 5.00% (LIBOR + 4.00%, | ||||||||||
LIBOR floor of 1.00%) | |||||||||||||
TLG Promissory Notes (f) | 17,995 | 17,930 | (f) | ||||||||||
Capital lease obligations (g) | 6,109 | 6,127 | (g) | ||||||||||
Restaurant Lease Note (h) | 6,551 | 7,429 | (h) | ||||||||||
Debt and capital lease obligation | $ | 559,939 | $ | 538,143 | |||||||||
As a result of the refinancing the Company completed in February 2014, discussed further below, the Company believes it has sufficient cash to meet its scheduled near-term debt maturities consisting of obligations due on the outstanding Convertible Notes, scheduled development commitments, operating expenses and other expenditures directly associated with its properties. The net proceeds from the Hudson/Delano 2014 Mortgage Loan, defined below, were applied to (1) repay $180 million of outstanding mortgage debt under the prior mortgage loan secured by Hudson (the “Hudson 2012 Mortgage Loan”), (2) repay $37 million of indebtedness under the Company’s $100 million senior secured revolving credit facility secured by Delano South Beach (the “Delano Credit Facility”), (3) provide cash collateral for reimbursement obligations with respect to a $10.0 million letter of credit under the Delano Credit Facility, and (4) fund reserves required under the Hudson/Delano 2014 Mortgage Loan, with the remainder available for general corporate purposes and working capital, which may include the repayment of other indebtedness, including the Convertible Notes and TLG Promissory Notes, subject to certain minimum unencumbered asset requirements. Following the use of the proceeds described above, net proceeds to the Company were approximately $214.0 million. | |||||||||||||
On February 28, 2014, the Company repurchased $88.0 million of outstanding Convertible Notes for an amount equal to their principal balance plus accrued interest, using cash on hand, including proceeds of the Hudson/Delano 2014 Mortgage Loan. However, The Company can provide no assurance that pending litigations will not result in negative outcomes or that other unexpected contingencies will not occur. Negative litigation outcomes and unexpected contingencies can necessitate the need for additional short-term liquidity. | |||||||||||||
(a) Mortgage Agreements | |||||||||||||
Hudson/Delano 2014 Mortgage Loan | |||||||||||||
On February 6, 2014, subsidiaries of the Company entered into a new mortgage financing with Citigroup Global Markets Realty Corp. and Bank of America, N.A., as lenders, consisting of nonrecourse mortgage and mezzanine loans in the aggregate principal amount of $450 million, secured by mortgages encumbering Delano South Beach and Hudson and pledges of equity interests in certain subsidiaries of the Company (collectively, the “Hudson/Delano 2014 Mortgage Loan”). | |||||||||||||
The Hudson/Delano 2014 Mortgage Loan bears interest at a reserve adjusted blended rate of 30-day LIBOR plus 565 basis points. The Company will maintain an interest rate cap for the amount of the Hudson/Delano 2014 Mortgage Loan that will cap the LIBOR rate on the debt under the Hudson/Delano 2014 Mortgage Loan at approximately 1.75% through the initial maturity date. | |||||||||||||
The Hudson/Delano 2014 Mortgage Loan matures on February 9, 2016. The Company has three, one-year extension options that will permit the Company to extend the maturity date of the Hudson/Delano 2014 Mortgage Loan to February 9, 2019, if certain conditions are satisfied at the respective extension dates, including delivery by the borrowers of a business plan and budget for the extension term reasonably satisfactory to the lenders and achievement by the Company of a specified debt yield. The second and third extensions would also require the payment of an extension fee in an amount equal to 0.25% of the then outstanding principal amount under the Hudson/Delano 2014 Mortgage Loan. A minimum unencumbered assets requirement may also be required if certain other indebtedness (as same may be amended, supplemented, modified, refinanced or replaced) becomes due during the extension term. The Company may prepay the Hudson/Delano 2014 Mortgage Loan in an amount necessary to achieve the specified debt yield. | |||||||||||||
The Hudson/Delano 2014 Mortgage Loan may be prepaid at any time, in whole or in part, subject to payment of a prepayment premium for any prepayment prior to August 9, 2015. There is no prepayment premium after August 9, 2015. | |||||||||||||
The Hudson/Delano 2014 Mortgage Loan is assumable under certain conditions, and provides that either one of the encumbered hotels may be sold, subject to prepayment of the Hudson/Delano 2014 Mortgage Loan at a specified release price and satisfaction of certain other conditions. | |||||||||||||
The Hudson/Delano 2014 Mortgage Loan contains restrictions on the ability of the borrowers to incur additional debt or liens on their assets and on the transfer of direct or indirect interests in Hudson or Delano South Beach and the owners of Hudson and Delano South Beach and other affirmative and negative covenants and events of default customary for multiple asset commercial mortgage-backed securities (CMBS) loans. The Hudson/Delano 2014 Mortgage Loan is nonrecourse to the Company’s subsidiaries that are the borrowers under the loan, except pursuant to certain carveouts detailed therein. In addition, the Company has provided a customary environmental indemnity and nonrecourse carveout guaranty under which it would have liability with respect to the Hudson/Delano 2014 Mortgage Loan if certain events occur with respect to the borrowers, including voluntary bankruptcy filings, collusive involuntary bankruptcy filings, changes to the Hudson capital lease without prior written consent of the lender, violations of the restrictions on transfers, incurrence of additional debt, or encumbrances of the property of the borrowers. The nonrecourse carveout guaranty requires the Company to maintain minimum unencumbered assets (as defined in the nonrecourse carveout guaranty) until the Company’s outstanding Convertible Notes and TLG Promissory Notes are repaid, extended, refinanced or replaced beyond the term of the Hudson/Delano 2014 Mortgage Loan. Further, the nonrecourse carveout guaranty prohibits the payment of dividends on or repurchase of the Company’s common stock. | |||||||||||||
Hudson Mortgage and Mezzanine Loan | |||||||||||||
On October 6, 2006, the Company’s subsidiary, Henry Hudson Holdings LLC (“Hudson Holdings”), entered into a nonrecourse mortgage financing secured by Hudson, and another subsidiary entered into a mezzanine loan related to Hudson, secured by a pledge of our equity interests in Hudson Holdings. | |||||||||||||
On October 1, 2010, Hudson Holdings entered into a modification agreement of the mortgage, together with promissory notes and other related security agreements, with a trustee, for the lenders (the “Amended Hudson Mortgage”). This modification agreement and related agreements extended the then $201.2 million mortgage until October 15, 2011. The interest rate on the Amended Hudson Mortgage was amended to 30-day LIBOR plus 1.03%. The interest rate on the $26.5 million Hudson mezzanine loan continued to bear interest at 30-day LIBOR plus 2.98%. The Company entered into interest rate caps, which expired on October 15, 2011, in connection with the Amended Hudson Mortgage, which effectively capped the 30-day LIBOR rate at 5.3% on the Amended Hudson Mortgage and effectively capped the 30-day LIBOR rate at 7.0% on the Hudson mezzanine loan. | |||||||||||||
On August 12, 2011, certain of the Company’s subsidiaries entered into a new mortgage financing with Deutsche Bank Trust Company Americas (“Primary Lender”) and the other institutions party thereto from time to time (“Securitized Lenders”), as lenders, consisting of two mortgage loans, each secured by Hudson and treated as a single loan once disbursed, in the following amounts: (1) a $115.0 million mortgage loan that was funded at closing, and (2) a $20.0 million delayed draw term loan, which will be available to be drawn over a 15-month period, subject to achieving a debt yield ratio of at least 9.5% (based on net operating income for the prior 12 months) after giving effect to each additional draw (collectively, the “Hudson 2011 Mortgage Loan”). The delayed draw term loan conditions were never met, and therefore the Company was unable to draw this $20.0 million during the loan term. | |||||||||||||
Proceeds from the Hudson 2011 Mortgage Loan, cash on hand and cash held in escrow were applied to repay $201.2 million of outstanding mortgage debt under the previous Hudson mortgage, to repay $26.5 million of outstanding indebtedness under the previous Hudson mezzanine loan, and to pay fees and expenses in connection with the financing. | |||||||||||||
On December 7, 2011, the Company entered into a technical amendment with the Primary Lender whereby the Hudson 2011 Mortgage Loan was subject to an interest rate of 30-day LIBOR (with a minimum of 1.0%) plus 5.0%, at the Primary Lender’s option. At November 14, 2012, when the loan was terminated, $28.0 million of the Hudson 2011 Mortgage Loan bore interest at a reserve adjusted blended rate of 30-day LIBOR (with a minimum of 1.0%) plus 4.0%. The remaining $87.0 million of the Hudson 2011 Mortgage Loan which was sold to the Securitized Lenders bore interest at a reserve adjusted blended rate of 30-day LIBOR (with a minimum of 1.0%) plus 5.0%. | |||||||||||||
On November 14, 2012, certain of the Company’s subsidiaries entered into the Hudson 2012 Mortgage Loan, a new mortgage financing with UBS Real Estate Securities Inc., as lender, consisting of a $180.0 million nonrecourse mortgage loan, secured by Hudson, that was fully-funded at closing. The net proceeds from the Hudson 2012 Mortgage Loan were applied to (1) repay $115 million of outstanding mortgage debt under the Hudson 2011 Mortgage Loan and related fees, (2) repay $36.0 million of indebtedness under the Company’s revolving credit facility, and (3) fund reserves required under the Hudson 2012 Mortgage Loan, with the remainder available for general corporate purposes. | |||||||||||||
The Hudson 2012 Mortgage Loan bore interest at a reserve adjusted blended rate of 30-day LIBOR (with a minimum of 0.50%) plus 840 basis points. The Company maintained an interest rate cap for the amount of the Hudson 2012 Mortgage Loan that capped the 30-day LIBOR rate on the debt under the Hudson 2012 Mortgage Loan at approximately 2.5% through the maturity date. | |||||||||||||
In connection with the Hudson/Delano 2014 Mortgage Loan, the Hudson 2012 Mortgage Loan was terminated after repayment of the outstanding debt thereunder. | |||||||||||||
(b) Clift Debt | |||||||||||||
In October 2004, Clift Holdings LLC (“Clift Holdings”), a subsidiary of the Company, sold the Clift hotel to an unrelated party for $71.0 million and then leased it back for a 99-year lease term. Under this lease, Clift Holdings is required to fund operating shortfalls including the lease payments and to fund all capital expenditures. This transaction did not qualify as a sale due to the Company’s continued involvement and therefore is treated as a financing. | |||||||||||||
Due to the amount of the payments stated in the lease, which increase periodically, and the economic environment in which the hotel operates, Clift Holdings has from time to time operated Clift at a loss, with Morgans Group funding cash shortfalls sustained at Clift in order to enable Clift Holdings to make lease payments from time to time. Clift Holdings was not able to make certain lease payments in 2010 and Morgans Group elected not to fund the cash shortfalls. Litigation ensued, and on September 17, 2010, Clift Holdings and the lessors entered into an amendment to the lease to memorialize, among other things, a reduced annual lease payment of $4.97 million from March 1, 2010 to February 29, 2012. Effective March 1, 2012, the annual rent reverted to the rent stated in the lease agreement, which provides for base annual rent of approximately $6.0 million per year through October 2014. Thereafter, base rent increases at 5-year intervals by a formula tied to increases in the Consumer Price Index, with a maximum increase of 40% and a minimum increase of 20% at October 2014, and a maximum increase of 20% and a minimum increase of 10% at each 5-year rent increase date thereafter. The lease is nonrecourse to the Company. | |||||||||||||
Morgans Group also entered into an agreement, dated September 17, 2010, whereby Morgans Group agreed to guarantee losses of up to $6 million suffered by the lessors in the event of certain “bad boy” type acts. As of December 31, 2013, there has been no triggering event that would require the Company to recognize a liability related to this guarantee. | |||||||||||||
(c) Liability to Subsidiary Trust Issuing Preferred Securities | |||||||||||||
On August 4, 2006, a newly established trust formed by the Company, MHG Capital Trust I (the “Trust”), issued $50.0 million in trust preferred securities in a private placement. The Company owns all of the $0.1 million of outstanding common stock of the Trust. The Trust used the proceeds of these transactions to purchase $50.1 million of junior subordinated notes issued by the Company’s operating company and guaranteed by the Company (the “Trust Notes”) which mature on October 30, 2036. The sole assets of the Trust consist of the Trust Notes. The terms of the Trust Notes are substantially the same as preferred securities issued by the Trust. The Trust Notes and the preferred securities have a fixed interest rate of 8.68% until October 2016, after which the interest rate will float and reset quarterly at the three-month LIBOR rate plus 3.25% per annum. The Trust Notes are redeemable by the Trust, at the Company’s option, at par, and the Company has not redeemed any Trust Notes. To the extent the Company redeems the Trust Notes, the Trust is required to redeem a corresponding amount of preferred securities. | |||||||||||||
The Company has identified that the Trust is a variable interest entity under ASC 810-10. Based on management’s analysis, the Company is not the primary beneficiary under the trust. Accordingly, the Trust is not consolidated into the Company’s financial statements. The Company accounts for the investment in the common stock of the Trust under the equity method of accounting. | |||||||||||||
In the event the Company were to undertake a transaction that was deemed to constitute a transfer of its properties and assets substantially as an entirety within the meaning of the indenture, the Company may be required to repay the Trust Notes prior to their maturity or obtain the trustee’s consent in connection with such transfer. | |||||||||||||
(d) October 2007 Convertible Notes Offering | |||||||||||||
On October 17, 2007, the Company issued $172.5 million aggregate principal amount of 2.375% Senior Subordinated Convertible Notes in a private offering. Net proceeds from the offering were approximately $166.8 million. | |||||||||||||
The Convertible Notes are senior subordinated unsecured obligations of Morgans Hotel Group Co. and are guaranteed on a senior subordinated basis by the Company’s operating company, Morgans Group. The Convertible Notes are convertible into shares of the Company’s common stock under certain circumstances and upon the occurrence of specified events. | |||||||||||||
Interest on the Convertible Notes is payable semi-annually in arrears on April 15 and October 15 of each year, beginning on April 15, 2008, and the Convertible Notes mature on October 15, 2014, unless previously repurchased by the Company or converted in accordance with their terms prior to such date. The initial conversion rate for each $1,000 principal amount of Convertible Notes is 37.1903 shares of the Company’s common stock, representing an initial conversion price of approximately $26.89 per share of common stock. The initial conversion rate is subject to adjustment under certain circumstances. The maximum conversion rate for each $1,000 principal amount of Convertible Notes is 45.5580 shares of the Company’s common stock representing a maximum conversion price of approximately $21.95 per share of common stock. | |||||||||||||
The Company follows ASC 470-20, Debt with Conversion and Other Options (“ASC 470-20”), which clarifies the accounting for convertible notes payable. ASC 470-20 requires the proceeds from the issuance of convertible notes to be allocated between a debt component and an equity component. The debt component is measured based on the fair value of similar debt without an equity conversion feature, and the equity component is determined as the residual of the fair value of the debt deducted from the original proceeds received. The resulting discount on the debt component is amortized over the period the debt is expected to be outstanding as additional interest expense. The equity component, recorded as additional paid-in capital, was determined to be $9.0 million, which represents the difference between the proceeds from issuance of the Convertible Notes and the fair value of the liability, net of deferred taxes of $6.4 million as of the date of issuance of the Convertible Notes. | |||||||||||||
In connection with the issuance of the Convertible Notes, the Company entered into convertible note hedge transactions with respect to the Company’s common stock with Merrill Lynch Financial Markets, Inc. and Citibank, N.A. These call options are exercisable solely in connection with any conversion of the Convertible Notes and pursuant to which the Company will receive shares of the Company’s common stock from Merrill Lynch Financial Markets, Inc. and Citibank, N.A equal to the number of shares issuable to the holders of the Convertible Notes upon conversion. The Company paid approximately $58.2 million for these call options. | |||||||||||||
In connection with the sale of the Convertible Notes, the Company also entered into separate warrant transactions with Merrill Lynch Financial Markets, Inc. and Citibank, N.A., whereby the Company issued warrants (the “Convertible Notes Warrants”) to purchase 6,415,327 shares of common stock, subject to customary anti-dilution adjustments, at an exercise price of approximately $40.00 per share of common stock. The Company received approximately $34.1 million from the issuance of the Convertible Notes Warrants. | |||||||||||||
The Company recorded the purchase of the call options, net of the related tax benefit of approximately $20.3 million, as a reduction of additional paid-in capital and the proceeds from the Convertible Notes Warrants as an addition to additional paid-in capital in accordance with ASC 815-30, Derivatives and Hedging, Cash Flow Hedges. | |||||||||||||
In February 2008, the Company filed a registration statement with the Securities and Exchange Commission to cover the resale of shares of the Company’s common stock that may be issued from time to time upon the conversion of the Convertible Notes. | |||||||||||||
As discussed in note 11, from April 21, 2010 to July 21, 2010, the Yucaipa Investors purchased from third parties $88 million of the Convertible Notes. On February 28, 2014, the Company entered into a Note Repurchase Agreement with the Yucaipa Investors, pursuant to which the Company repurchased the $88 million of Convertible Notes owned by them for an amount equal to their principal balance plus accrued interest. The Company used cash on hand, including proceeds of the Hudson/Delano 2014 Mortgage Loan, for this repurchase. Following the closing under the Note Repurchase Agreement, these Convertible Notes were retired and, as a result, the principal amount of the outstanding Convertible Notes has been reduced to $84.5 million. | |||||||||||||
The Indenture governing the Company’s Convertible Notes provides that upon the occurrence of a Change of Control, as defined in the indenture agreement, in certain circumstances, the holders of the Convertible Notes have the right to require the Company to purchase their Convertible Notes at a price and during the period specified in the indenture agreement. Prior to the 2013 Annual Meeting of Stockholders (the “2013 Annual Meeting”), a majority of the Continuing Directors (as defined in the indenture agreement) adopted a resolution approving the nomination of the OTK Associates, LLC (“OTK”) nominees for election to the Board of Directors at the 2013 Annual Meeting for the purpose of assuring that OTK’s nominees constitute Continuing Directors under the indenture agreement. Such action was taken to ensure that the election of OTK’s nominees at the 2013 Annual Meeting did not constitute a Change of Control. | |||||||||||||
In the event the Company were to undertake, among other things, a transaction that was deemed to constitute a transfer of all or substantially all of the assets of the Company within the meaning of the indenture, the Company may be required to repay the Convertible Notes prior to their maturity or obtain the trustee’s consent in connection with such transfer. | |||||||||||||
(e) Delano Credit Facility | |||||||||||||
On July 28, 2011, the Company and certain of its subsidiaries (collectively, the “Borrowers”), including Beach Hotel Associates LLC (the “Florida Borrower”), entered into a secured credit agreement with Deutsche Bank Securities Inc. as sole lead arranger, Deutsche Bank Trust Company Americas, as agent, and the lenders party thereto. | |||||||||||||
The credit agreement provided commitments for the Delano Credit Facility, a $100 million revolving credit facility and included a $15 million letter of credit sub-facility. The maximum amount of such commitments available at any time for borrowings and letters of credit was determined according to a borrowing base valuation equal to the lesser of (i) 55% of the appraised value of Delano South Beach (the “Florida Property”) and (ii) the adjusted net operating income for the Florida Property divided by 11%. Extensions of credit under the Delano Credit Facility were available for general corporate purposes. The commitments under the Delano Credit Facility would have terminated on July 28, 2014, at which time all outstanding amounts under the Delano Credit Facility would have been due and payable. | |||||||||||||
As of December 31, 2013, the Company’s maximum borrowing availability on the Delano Credit Facility was $100.0 million, of which the Company had $37.0 million outstanding, and had a $10.0 million letter of credit outstanding securing the Company’s key money commitment obligation related to Mondrian at Baha Mar. The Company escrowed the cash as collateral for this letter of credit with proceeds from the Hudson/Delano 2014 Mortgage Loan. | |||||||||||||
The obligations of the Borrowers under the Delano Credit Facility were guaranteed by the Company and a subsidiary of the Company. Such obligations were also secured by a mortgage on the Florida Property and all associated assets of the Florida Borrower, as well as a pledge of all equity interests in the Florida Borrower. | |||||||||||||
The interest rate applicable to loans outstanding on the Delano Credit Facility was a floating rate of interest per annum, at the Borrowers’ election, of either LIBOR (subject to a LIBOR floor of 1.00%) plus 4.00%, or a base rate, as defined in the agreement, plus 3.00%. In addition, a commitment fee of 0.50% applied to the unused portion of the commitments under the Delano Credit Facility. | |||||||||||||
The Borrowers’ ability to borrow under the Delano Credit Facility was subject to ongoing compliance by the Company and the Borrowers with various customary affirmative and negative covenants, including limitations on liens, indebtedness, issuance of certain types of equity, affiliated transactions, investments, distributions, mergers and asset sales. In addition, the Delano Credit Facility required that the Company and the Borrowers maintain a fixed charge coverage ratio (consolidated EBITDA to consolidated fixed charges) of no less than (i) 1.05 to 1.00 at all times on or prior to June 30, 2012 and (ii) 1.10 to 1.00 at all times thereafter. As of December 31, 2013, the Company was in compliance with the fixed charge coverage ratio under the Delano Credit Facility and the fixed charge coverage ratio was 1.55x. | |||||||||||||
In connection with the closing of the Hudson/Delano 2014 Mortgage Loan, described more fully above, the Delano Credit Facility was terminated after repayment of the outstanding debt thereunder. | |||||||||||||
(f) TLG Promissory Notes | |||||||||||||
On November 30, 2011, pursuant to purchase agreements entered into on November 17, 2011, certain of the Company’s subsidiaries completed the acquisition of 90% of the equity interests in TLG for a purchase price of $28.5 million in cash and up to $18.0 million in notes convertible into shares of the Company’s common stock at $9.50 per share subject to the achievement of certain EBITDA targets for the acquired business (collectively, the “TLG Promissory Notes”). The TLG Promissory Notes were allocated $16.0 million to Mr. Sasson and $2.0 million to Mr. Masi. | |||||||||||||
The maximum payment of $18.0 million is based on TLG achieving EBITDA of at least $18.0 million from non-Morgans business (the “Non-Morgans EBITDA”) during the 27-month period starting on January 1, 2012, with ratable reduction of the payment if less than $18.0 million of EBITDA is earned. The TLG Promissory Notes mature on November 30, 2015 and may be voluntarily prepaid at any time. At either Messrs. Sasson’s or Masi’s options, the TLG Promissory Notes are payable in cash or in common stock of the Company valued at $9.50 per share. Each of the TLG Promissory Notes earns interest at an annual rate of 8%, provided that if the notes are not paid or converted on or before November 30, 2014, the interest rate increases to 18%. The TLG Promissory Notes provide that 75% of the accrued interest is payable quarterly in cash and the remaining 25% accrues and is payable at maturity. Morgans Group has guaranteed payment of the TLG Promissory Notes and interest. | |||||||||||||
As of the issue date, the fair value of the TLG Promissory Notes was estimated at approximately $15.5 million utilizing a Monte Carlo simulation to estimate the probability of the performance conditions being satisfied. The Monte Carlo simulation used a statistical formula underlying the Black-Scholes and binomial formulas and such simulation was run approximately 100,000 times. For each simulation, the payoff is calculated at the settlement date, which is then discounted to the award date at a risk-free interest rate. The average of the values over all simulations is the expected value on the issuance date. Assumptions used in the valuations included factors associated with the underlying performance of the Company’s stock price and total stockholder return over the term of the TLG Promissory Notes including total stockholder return, volatility and risk-free interest. The fair value of the TLG Promissory Notes was estimated as of the issue date using the following assumptions in the Monte-Carlo simulation: expected price volatility for the Company’s stock of 25%; a risk free rate of 0.4%; and no dividend payments over the measurement period. The fair value of the TLG Promissory Notes was $18.0 million as of December 31, 2013 and was estimated using the following assumptions in the Monte-Carlo simulation: expected price volatility for the Company’s stock of 15%; a risk free rate of 0.1%; and no dividend payments over the measurement period. | |||||||||||||
On June 17, 2013 and thereafter, the Company received Notices of Change of Control from Andrew Sasson and Andy Masi pursuant to the TLG Promissory Notes (together, the “Notices”). The TLG Promissory Notes are guaranteed by the Company. The Notices claimed that a total of $18 million of outstanding principal balances under the Promissory Notes, plus any accrued and unpaid interest, were immediately due and payable to Messrs. Sasson and Masi as the result of a “Change of Control” of the Company in connection with the election of directors at the Company’s 2013 Annual Meeting. On August 1, 2013, the Company received a purported notice of Event of Default, acceleration and default interest under the TLG Promissory Notes. On August 5, 2013, Messrs. Sasson and Masi filed a lawsuit in the Supreme Court of the State of New York against TLG Acquisition and Morgans Group alleging, among other things, breach of contract and an event of default under the TLG Promissory Notes as a result of the Company’s failure to repay the TLG Promissory Notes following an alleged “Change of Control”. The complaint sought payment of Mr. Sasson’s $16 million TLG Promissory Note and Mr. Masi’s $2 million TLG Promissory Note, plus interest compounded to principal, plus accrued and unpaid interest, including default interest, and reasonable costs and expenses incurred in the lawsuit. The Company believes that a Change of Control, within the meaning of the TLG Promissory Notes, has not occurred and that no prepayments are required under the TLG Promissory Notes. On September 26, 2013, the Company filed a motion to dismiss the complaint. On February 6, 2014, the court granted the Company’s motion to dismiss. | |||||||||||||
(g) Capital Lease Obligations | |||||||||||||
The Company has leased two condominium units at Hudson from unrelated third-parties, which are reflected as capital leases. One of the leases requires the Company to make annual payments, currently $649,728 (subject to increases due to increases in the Consumer Price Index), through November 2096. This lease also allows the Company to purchase the unit at fair market value after November 2015. | |||||||||||||
The second lease requires the Company to make annual payments, currently $328,128 (subject to increases due to increases in the Consumer Price Index), through December 2098. The Company has allocated both lease payments between the land and building based on their estimated fair values. The portion of the payments allocated to the building has been capitalized at the present value of the future minimum lease payments. The portion of the payments allocable to the land is treated as operating lease payments. The imputed interest rate on both of these leases is 8%, which is based on the Company’s incremental borrowing rate at the time the lease agreement was executed. The capital lease obligations related to the units amounted to approximately $6.1 million as of December 31, 2013 and 2012, respectively. Substantially all of the principal payments on the capital lease obligations are due at the end of the lease agreements. | |||||||||||||
The Company has also entered into capital lease obligations, which are immaterial to the Company’s consolidated financial statements, related to equipment at certain of the hotels. | |||||||||||||
(h) Restaurant Lease Note | |||||||||||||
As discussed in note 2, in August 2012, the Company acquired the leasehold interests in three food and beverage venues at Mandalay Bay from an existing tenant for $15.0 million in cash at closing and the issuance of a principal-only $10.6 million Restaurant Lease Note to be paid over seven years. The Restaurant Lease Note does not bear interest except in the event of default, as defined in the agreement. In accordance with ASC 470, Debt, the Company imputed interest on the Restaurant Lease Note, which was recorded at its fair value of $7.5 million as of the date of issuance. At December 31, 2013, the balance outstanding recorded on the Restaurant Lease Note is $6.6 million. | |||||||||||||
Principal Maturities | |||||||||||||
The following is a schedule, by year, of principal payments on notes payable (including capital lease obligations) as of December 31, 2013 (in thousands): | |||||||||||||
Capital Lease | Amount | Principal Payments | |||||||||||
Obligations and | Representing | on Capital Lease | |||||||||||
Debt Payable | Interest on | Obligations and | |||||||||||
Capital Lease | Debt Payable | ||||||||||||
Obligations | |||||||||||||
2014 | $ | 406,184 | $ | 488 | $ | 405,696 | |||||||
2015 | 488 | 488 | — | ||||||||||
2016 | 488 | 488 | — | ||||||||||
2017 | 489 | 488 | 1 | ||||||||||
2018 | 489 | 488 | 1 | ||||||||||
Thereafter | 187,678 | 33,437 | 154,241 | ||||||||||
$ | 595,816 | $ | 35,877 | $ | 559,939 | ||||||||
The above table reflects the Company’s obligations prior to the February 6, 2014 closing of the Hudson/Delano 2014 Mortgage Loan and the February 28, 2014 repurchase of $88.0 million of outstanding Convertible Notes. | |||||||||||||
The Company’s pro forma principal payments on notes payable (including capital lease obligations) as of December 31, 2013 as if the closing of the Hudson/Delano 2014 Mortgage Loan, repayment of the Hudson 2012 Mortgage Loan and Delano Credit Facility, and repurchase of $88.0 million of Convertible Notes had all occurred in 2013, is as follows (in thousands): | |||||||||||||
Capital Lease | Amount | Principal Payments | |||||||||||
Obligations and | Representing | on Capital Lease | |||||||||||
Debt Payable | Interest on | Obligations and | |||||||||||
Capital Lease | Debt Payable | ||||||||||||
Obligations | |||||||||||||
2014 | $ | 102,067 | $ | 488 | $ | 101,579 | |||||||
2015 | 488 | 488 | — | ||||||||||
2016 | 450,488 | 488 | 450,000 | ||||||||||
2017 | 489 | 488 | 1 | ||||||||||
2018 | 489 | 488 | 1 | ||||||||||
Thereafter | 187,678 | 33,437 | 154,241 | ||||||||||
$ | 741,699 | $ | 35,877 | $ | 705,822 | ||||||||
The tables above reflect the TLG Promissory Notes as payable in 2014, although their maturity date is November 30, 2015, as the Company may elect to prepay them on or prior to November 30, 2014 when the interest rate increases from 8% to 18%. | |||||||||||||
The weighted average interest rate on all of the Company’s debt for the years ended December 31, 2013, 2012, and 2011 was 6.0%, 6.1%, and 4.1%, respectively. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Commitments And Contingencies Disclosure [Abstract] | ' | ||||||||||||||||||||
Commitments and Contingencies | ' | ||||||||||||||||||||
8. Commitments and Contingencies | |||||||||||||||||||||
Hotel Development Related Commitments | |||||||||||||||||||||
In order to obtain long term management, franchise and license contracts, the Company has committed to contribute capital in various forms on hotel development projects. These include equity investments, key money, debt financing and cash flow guarantees to hotel owners. The cash flow guarantees generally have a stated maximum amount of funding and a defined term. The terms of the cash flow guarantees to hotel owners generally require the Company to fund if the hotels do not attain specified levels of operating profit. Oftentimes, cash flow guarantees to hotel owners may be recoverable as loans repayable to the Company out of future hotel cash flows and/or proceeds from the sale of hotels. | |||||||||||||||||||||
The following table details, as of December 31, 2013 and 2012, the Company’s key money, equity investment and debt financing commitments for hotels under development as well as potential funding obligations under cash flow guarantees at operating hotels and hotels under development at the maximum amount under the applicable contracts, but excluding contracts where the maximum amount cannot be determined (in thousands): | |||||||||||||||||||||
As of | As of | ||||||||||||||||||||
December 31, | December 31, | ||||||||||||||||||||
2013 (1) | 2012 (1) | ||||||||||||||||||||
Key money, equity investment and debt financing commitments (2) | $ | 32,499 | $ | 32,040 | |||||||||||||||||
Cash flow guarantees | 13,000 | 25,600 | |||||||||||||||||||
Cash flow guarantees in dispute (3) | 8,000 | 8,000 | |||||||||||||||||||
Total maximum future funding commitments | $ | 53,499 | $ | 65,640 | |||||||||||||||||
Amounts due within one year (4) | $ | 25,499 | $ | — | |||||||||||||||||
-1 | The currency translation is based on an exchange rate of the applicable local currency to U.S. dollar using the exchange rate as of the end of the applicable reporting period. | ||||||||||||||||||||
-2 | As of December 31, 2013 and 2012, these commitments consist of key money commitments. The Company had no equity or debt financing commitments at December 31, 2013 and 2012. | ||||||||||||||||||||
-3 | Reflects an $8.0 million performance cash flow guarantee related to Delano Marrakech, which the Company believes it is not obligated to fund due to owner’s defaults under the management agreement terms. The Company has terminated its management agreement effective November 12, 2013, discussed further below. The owner of the hotel is disputing the circumstances surrounding termination. Both parties are seeking arbitration of outstanding claims, which is expected to occur in early 2015. | ||||||||||||||||||||
-4 | Amount represents £9.4 million (or approximately $15.5 million as of December 31, 2013) in key money for Mondrian London, which is expected to open in the summer of 2014, and funding of $10.0 million in key money for Mondrian at Baha Mar which is secured by a related letter of credit originally issued under the Delano Credit Facility and subsequently cash collateralized in February 2014 with proceeds from the Hudson/Delano 2014 Mortgage Loan. | ||||||||||||||||||||
In September 2012, the Company opened Delano Marrakech, a 71 room hotel in Marrakech, Morocco. The management agreement included certain cash flow guarantees by the Company which stipulate certain minimum levels of operating performance and could result in potential future funding obligations related to Delano Marrakech, which are in dispute and disclosed in the hotel commitments and guarantees table above. In June 2013, the Company served the owner of Delano Marrakech with a notice of default for, among other things, failure to pay fees and reimbursable expenses and to operate the hotel in accordance with the standards under the management agreement. In September 2013, the Company served notice of termination of its management agreement for Delano Marrakech following the failure by the owner of Delano Marrakech to remedy numerous breaches of the agreement. As a result, the Company discontinued all affiliation with the hotel, including removal of the Delano name, and terminated management of the property, effective November 12, 2013. Pursuant to the management agreement, in the event of an owner default, the Company has no further obligations under the performance-based cash flow guarantee. The owner of the hotel is disputing the circumstances surrounding termination. Both parties are seeking arbitration of outstanding claims, including the Company’s claims for unpaid fees and reimbursements. Arbitration is expected to occur in early 2015. As a result of these events, in 2013, the Company recognized non-cash impairment charges related to the Company’s key money contribution recorded in other assets and receivables due from and related to Delano Marrakech totaling $4.5 million, which was recorded as an impairment loss on receivables and other assets from managed hotel. | |||||||||||||||||||||
In July 2013, the Company entered into a hotel management agreement for an approximately 211-room Delano-branded hotel to be located in Cartagena, Colombia. Upon completion and opening of the hotel, which is expected to have some condominium hotel units for sale, the Company will operate the hotel pursuant to a 20-year management agreement, with one 10-year extension option. The hotel is scheduled to open in 2016. Through certain cash flow guarantees which stipulate certain minimum levels of operating performance, the Company may have potential future funding obligations related to Delano Cartagena, once opened. The maximum amount of such future funding obligations under the applicable contract is approximately $5.0 million, which is included in the table above. | |||||||||||||||||||||
In January 2014, the Company signed a franchise agreement for a Morgans Original branded hotel in Istanbul, Turkey. The hotel, which is currently under development, is being converted from office and retail space, is expected to have 78 rooms and open in late 2014. The Company has a $0.7 million key money obligation that will be funded upon the hotel opening. | |||||||||||||||||||||
As the Company pursues its growth strategy, it may continue to invest in new management, franchise and license agreements through key money and equity investments. To fund any such future investments, the Company may from time to time pursue additional potential financing opportunities it has available. | |||||||||||||||||||||
The Company has signed management, license or franchise agreements for various hotels which are in the development stage. As of December 31, 2013, these include the following: | |||||||||||||||||||||
Expected Room | Anticipated | Initial | |||||||||||||||||||
Count | Opening | Term | |||||||||||||||||||
Hotels Currently Under Construction or Renovation: | |||||||||||||||||||||
Mondrian London | 360 | 2014 | 25 years | ||||||||||||||||||
Delano Las Vegas (1) | 1,114 | 2014 | 10 years | (1) | |||||||||||||||||
Morgans Original, Istanbul (1) | 78 | 2014 | 15 years | (2) | |||||||||||||||||
Mondrian Doha | 270 | 2014 | 30 years | ||||||||||||||||||
Mondrian at Baha Mar | 310 | 2015 | 20 years | ||||||||||||||||||
Delano Moscow | 160 | 2015 | 20 years | ||||||||||||||||||
Other Signed Agreements: | |||||||||||||||||||||
Mondrian Istanbul | 105 | 20 years | |||||||||||||||||||
Delano Aegean Sea | 150 | 20 years | |||||||||||||||||||
Delano Cartagena | 211 | 20 years | |||||||||||||||||||
-1 | Hotel is subject to a license or franchise agreement. | ||||||||||||||||||||
Financing has not been obtained for the hotel projects listed under “Other Signed Agreements” above, and there can be no assurances that any or all of the Company’s development stage projects will be developed as planned. If adequate project financing is not obtained, these projects may need to be limited in scope, deferred or cancelled altogether, and to the extent the Company has previously funded key money, an equity investment or debt financing on a cancelled project, the Company may be unable to recover the amounts funded. | |||||||||||||||||||||
For example, due to the Company’s joint venture partner’s failure to achieve certain agreed milestones in the development of the hotel, in early 2014, the Company exercised a put option under its Mondrian Istanbul joint venture agreement that requires the Company’s joint venture partner to buy back its equity interests in the Mondrian Istanbul joint venture. The Company’s rights under that joint venture agreement are secured by, among other things, a mortgage on the property. In February 2014, the Company issued a notice of default to its joint venture partner, as they failed to buy back the Company’s equity interests by the contractual deadline, and further notified its joint venture partner that the Company plans to begin foreclosure proceedings as a result of the event of default. The Company does not currently anticipate that these proceeding will have an impact on our management agreement should the hotel development continue. | |||||||||||||||||||||
Other Guarantees to Hotel Owners | |||||||||||||||||||||
As discussed above, the Company has provided certain cash flow guarantees to hotel owners in order to secure management contracts. | |||||||||||||||||||||
The Company’s hotel management agreements for Royalton and Morgans contain cash flow guarantee performance tests that stipulate certain minimum levels of operating performance. These performance test provisions give the Company the option to fund a shortfall in operating performance limited to the Company’s earned base fees. If the Company chooses not to fund the shortfall, the hotel owner has the option to terminate the management agreement. As of December 31, 2013, approximately $1.0 million was accrued as a reduction to management fees related to these performance test provisions. The Company’s maximum potential amount of future fundings related to the Royalton and Morgans performance guarantee cannot be determined as of December 31, 2013, but under the hotel management agreements is limited to the Company’s base fees earned. | |||||||||||||||||||||
Operating Joint Venture Hotels Commitments and Guarantees | |||||||||||||||||||||
The following details obligations the Company has or may have related to its operating joint venture hotels as of December 31, 2013. | |||||||||||||||||||||
Mondrian South Beach Mortgage and Mezzanine Agreements. Morgans Group and affiliates of its joint venture partner have agreed to provide standard nonrecourse carve-out guaranties and provide certain limited indemnifications for the Mondrian South Beach mortgage and mezzanine loans. In the event of a default, the lenders’ recourse is generally limited to the mortgaged property or related equity interests, subject to standard nonrecourse carve-out guaranties for “bad boy” type acts. Morgans Group and affiliates of its joint venture partner also agreed to guarantee the joint venture’s obligation to reimburse certain expenses incurred by the lenders and indemnify the lenders in the event such lenders incur liability in connection with certain third-party actions. Morgans Group and affiliates of its joint venture partner have also guaranteed the joint venture’s liability for the unpaid principal amount of any seller financing note provided for condominium sales if such financing or related mortgage lien is found unenforceable, provided they shall not have any liability if the seller financed unit becomes subject to the lien of the lender’s mortgage or title to the seller financed unit is otherwise transferred to the lender or if such seller financing note is repurchased by Morgans Group and/or affiliates of its joint venture at the full amount of unpaid principal balance of such seller financing note. In addition, although construction is complete and Mondrian South Beach opened on December 1, 2008, Morgans Group and affiliates of its joint venture partner may have continuing obligations under construction completion guaranties until all outstanding payables due to construction vendors are paid. As of December 31, 2013, there are remaining payables outstanding to vendors of approximately $0.4 million. Pursuant to a letter agreement with the lenders for the Mondrian South Beach loan, the joint venture agreed that these payables, many of which are currently contested or under dispute, will not be paid from operating funds but only from tax abatements and settlements of certain lawsuits. In the event funds from tax abatements and settlements of lawsuits are insufficient to repay these amounts in a timely manner, the Company and its joint venture partner are required to fund the shortfall amounts. | |||||||||||||||||||||
The Company and affiliates of its joint venture partner also have each agreed to purchase approximately $14 million of condominium units under certain conditions, including an event of default. In the event of a default under the lender’s mortgage or mezzanine loan, the joint venture partners are each obligated to purchase selected condominium units, at agreed-upon sales prices, having aggregate sales prices equal to 1/2 of the lesser of $28.0 million, which is the face amount outstanding on the lender’s mezzanine loan, or the then outstanding principal balance of the lender’s mezzanine loan. The joint venture is not currently in an event of default under the mortgage or mezzanine loan. As of December 31, 2013, there has been no triggering event that would require the Company to recognize a liability related to the construction completion or the condominium purchase guarantees. | |||||||||||||||||||||
Mondrian SoHo. Certain affiliates of the Company’s joint venture partner have agreed to provide a standard nonrecourse carve-out guaranty for “bad boy” type acts and a completion guaranty to the lenders for the Mondrian SoHo loan, for which Morgans Group has agreed to indemnify the joint venture partner and its affiliates up to 20% of such entities’ guaranty obligations, provided that each party is fully responsible for any losses incurred as a result of its own gross negligence or willful misconduct. As of December 31, 2013, there has been no triggering event that would require the Company to recognize a liability related to this indemnity. | |||||||||||||||||||||
Ames. On April 26, 2013, the joint venture closed on a new loan agreement with the mortgage lenders that provides for a reduction of the mortgage debt and an extension of maturity in return for a cash paydown. The Company did not contribute to the cash paydown and instead entered into an agreement with its joint venture partner pursuant to which, among other things, (1) the Company assigned its equity interests in the joint venture to its joint venture partner, (2) the Company agreed to give its joint venture partner the right to terminate its management agreement upon 60 days prior notice in return for an aggregate payment of $1.8 million, and (3) a creditworthy affiliate of the Company’s joint venture partner has assumed all or a portion of the Company’s potential liability with respect to historic tax credit guaranties, with the Company’s liability for any tax credit guaranties capped, in any event, at $3.0 million in the aggregate. The potential liability for historic tax credit guaranties relates to approximately $16.9 million of federal and state historic rehabilitation tax credits that Ames qualified for at the time of its development. As of December 31, 2013, there has been no triggering event that would require the Company to accrue any potential liability related to the historic tax credit guarantee. In May 2013, the hotel owner exercised its right to terminate the Company’s management agreement effective July 17, 2013, and on July 17, 2013, the management agreement was terminated. The Company received and recorded income of $0.9 million of the $1.8 million payment during the second quarter of 2013. The Company received the remaining $0.9 million in July 2013, which was recorded in management fee-related parties and other income on the consolidated statements of comprehensive loss during the year ended December 31, 2013. | |||||||||||||||||||||
Guaranteed Loans and Commitments | |||||||||||||||||||||
The Company has made payment guarantees to lenders and lessors of its owned and leased hotels, namely related to the Hudson 2012 Mortgage Loan, the Clift lease payments and the Delano Credit Facility, as discussed further in note 7. In connection with the closing of the Hudson/Delano 2014 Mortgage Loan, described more fully above, the Delano Credit Facility was terminated after repayment of the outstanding debt thereunder. | |||||||||||||||||||||
Additionally, the Company is obligated to make future minimum lease payments for noncancelable leases, which the Company accounts for as operating leases. These operating leases include amounts related to the portion of the Hudson capital lease which are allocable to land, lease payments to hotel owners related to certain of our Owned F&B Operations, lease payments related to the Company’s three restaurants at Mandalay Bay, and our corporate office lease. Future minimum lease payments related to these operating leases in effect as of December 31, 2013 are as follows (in thousands): | |||||||||||||||||||||
Land | Other | ||||||||||||||||||||
(See note 7) | |||||||||||||||||||||
2014 | $ | 266 | $ | 4,407 | |||||||||||||||||
2015 | 266 | 4,435 | |||||||||||||||||||
2016 | 266 | 4,465 | |||||||||||||||||||
2017 | 266 | 4,496 | |||||||||||||||||||
2018 | 266 | 4,343 | |||||||||||||||||||
Thereafter | 20,769 | 3,765 | |||||||||||||||||||
Total | $ | 22,099 | $ | 25,911 | |||||||||||||||||
Future minimum lease payments do not include amounts for renewal periods or amounts that may need to be paid to landlords for real estate taxes, electricity and operating costs. | |||||||||||||||||||||
Management Fee on Restaurants | |||||||||||||||||||||
Prior to June 20, 2011, the Company owned a 50% interest in a series of restaurant joint ventures with affiliates of CGM for the purpose of establishing, owning, operating and/or managing restaurants, bars and other food and beverage operations at certain of the Company’s hotels. CGM, or an affiliated entity, managed the operations of the restaurant venture and earns a management fee typically equal to 3% of the gross revenues generated by the operation. | |||||||||||||||||||||
As a result of the CGM Transaction, the Company purchased from affiliates of CGM the 50% interest CGM owned in the restaurant joint venture. Affiliates of CGM have agreed to continue to manage the food and beverage operations at certain properties for a transitional period pursuant to short-term cancellable management agreements while the Company reassess its food and beverage concepts and strategies. | |||||||||||||||||||||
Multi-employer Retirement Plan | |||||||||||||||||||||
As of December 31, 2013, approximately 27.6% of the Company’s employees are subject to collective bargaining agreements. The Company is a participant, through these collective bargaining agreements, in multi-employer defined contribution retirement plans in New York and multi-employer defined benefit retirement plans in California covering union employees. The Company is a participant, through collective bargaining agreements, in multi-employer defined benefit retirement plans in Las Vegas, Nevada related to certain TLG employees, and these expenses are reimbursed by various MGM affiliates in connection with the Company’s applicable management agreements. | |||||||||||||||||||||
The Company’s participation in these plans is outlined in the table below (in thousands): | |||||||||||||||||||||
Pension Fund | EIN/ Pension Plan | Pension Protection | Contributions | ||||||||||||||||||
Number | Act | ||||||||||||||||||||
Zone Status, as of | |||||||||||||||||||||
January 1, | |||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | 2011 | |||||||||||||||||
New York Hotel Trades Council and Hotel Association of New York City, Inc. Pension Fund | 13-1764242/001 | Yellow | Yellow | $ | 1,446 | $ | 1,309 | $ | 1,743 | ||||||||||||
Other | 793 | 600 | 561 | ||||||||||||||||||
Total Contributions | $ | 2,239 | $ | 1,909 | $ | 2,304 | |||||||||||||||
Eligible employees at the Company’s owned and managed hotels in New York City participate in the New York Hotel Trades Council and Hotel Association of New York City, Inc. Pension Fund. The Company contributions are based on a percentage of all union employee wages as dictated by the collective bargaining agreement that expires on June 30, 2019. The Company’s contributions did not exceed 5% of the total contributions to the pension fund in 2013, 2012, or 2011. The pension fund has implemented a funding improvement plan and the Company has not paid a surcharge. | |||||||||||||||||||||
Under the Employee Retirement Income Security Act of 1974, as amended by the Multiemployer Pension Plan Amendments Act of 1980, an employer is liable upon withdrawal from or termination of a multiemployer plan for its proportionate share of the plan’s unfunded vested benefits liability. Based on information provided by the administrators of the majority of these multiemployer plans, the Company does not believe there is any significant amount of unfunded vested liability under these plans. | |||||||||||||||||||||
Other Litigation | |||||||||||||||||||||
The Company is involved in various lawsuits and administrative actions in the normal course of business, as well as other litigations as noted below. | |||||||||||||||||||||
Litigations Regarding Mondrian SoHo | |||||||||||||||||||||
On January 16, 2013, German American Capital Corporation, the lender for the mortgage loans on Mondrian SoHo (“GACC” or the “lender”), filed a complaint in the Supreme Court of the State of New York, County of New York against Sochin Downtown Realty, LLC, the joint venture that owns Mondrian SoHo (“Sochin JV”), Morgans Management, the manager for the hotel, Morgans Group, Happy Bar LLC and MGMT LLC, seeking foreclosure including, among other things, the sale of the mortgaged property free and clear of the management agreement, entered into on June 27, 2007, as amended on July 30, 2010, between Sochin JV and Morgans Management. According to the complaint, Sochin JV defaulted by failing to repay the approximately $217 million outstanding on the loans when they became due on November 15, 2012. Cape Advisors Inc. indirectly owns 80% of the equity interest in Sochin JV and Morgans Group indirectly owns the remaining 20% equity interest. | |||||||||||||||||||||
On March 11, 2013 the Company moved to dismiss the lender’s complaint on the grounds that, among other things, the Company’s management agreement is not terminable upon a foreclosure. On April 2, 2013, the lender opposed the Company’s motion to dismiss and cross-moved for summary judgment. On August 12, 2013, the court heard oral argument on both motions, as well as a third motion brought by the Company to strike an affirmation submitted by lender’s attorney. On January 27, 2014, the court granted Morgans Management’s motion to dismiss on the ground that a management contract does not constitute an interest subject to foreclosure, and denied lender’s motion for summary judgment as moot. On February 27, 2014, the court held a status conference where a schedule was set for further proceedings including a further summary judgment motion to be filed by the lender within 30 days as to the remaining defendants. | |||||||||||||||||||||
On February 25, 2013, Sochin JV filed a complaint in the Delaware Chancery Court against Morgans Hotel Group Management LLC and Morgans Group, seeking, among other things, a declaration that plaintiff terminated the management agreement for the hotel, injunctive relief, and an award of damages in an amount to be determined, but alleged to exceed $10 million, plus interest. In addition, the Company, through its equity affiliate, filed a separate action against the owner and its parent in the Delaware Chancery Court for, among other things, breaching fiduciary duties and their joint venture agreement for failing to obtain consent prior to the termination. That action was subsequently consolidated with the termination action. On September 17, 2013, the Delaware Chancery Court heard oral argument on various motions to dismiss and for partial summary judgment in the consolidated actions, following which the court entered orders, on September 20, 2013, ruling that Sochin JV properly terminated the hotel management agreement on agency grounds, that Morgans must vacate the hotel forthwith or on whatever other timetable the hotel owner chooses, and that two claims by the Company’s equity affiliate are dismissed but not its breach of fiduciary duty claim. On September 30, 2013, the Company filed a motion for reconsideration and to stay execution of the judgment pending appeal. . That motion is still pending, and no final order has as yet been issued. By joint stipulation of the parties, granted on February 21, 2014, Sochin JV will file its opposition to the motion for reconsideration and to stay by March 24, 2014, following which the court will issue its ruling. The parties have also stipulated to move, answer or otherwise respond to the operative complaints, by March 24, 2014. Should the Company not prevail on its motion for reconsideration and to stay, the Company intends to vigorously pursue its rights on appeal, but no assurance can be provided that the Company will prevail or otherwise retain management of the hotel. | |||||||||||||||||||||
On April 30, 2013, the Company filed a lawsuit against the majority member of Sochin JV’s parent and its affiliate in New York Supreme Court for damages based on the attempted wrongful termination of the management agreement, defamation, and breach of fiduciary and other obligations under the parties’ joint venture agreement. On August 23, 2013, the owner moved to dismiss that complaint. As of January 13, 2014, that motion has been fully briefed, and oral argument has been set for April 10, 2014. It is not possible to predict with reasonable certainty the outcome of this action, nor the amount of damages the Company is likely to recover should it ultimately prevail on one or more of its claims. | |||||||||||||||||||||
Litigation Regarding TLG Promissory Notes | |||||||||||||||||||||
On August 5, 2013, Messrs. Andrew Sasson and Andy Masi filed a lawsuit in the Supreme Court of the State of New York against TLG Acquisition LLC and Morgans Group LLC relating to the $18 million TLG Promissory Notes. See note 1 and note 7 regarding the background of the TLG Promissory Notes. The complaint alleges, among other things, a breach of contract and an event of default under the TLG Promissory Notes as a result of the Company’s failure to repay the TLG Promissory Notes following an alleged “Change of Control” that purportedly occurred upon the election of the Company’s current Board of Directors on June 14, 2013. The complaint sought payment of Mr. Sasson’s $16 million TLG Promissory Note and Mr. Masi’s $2 million TLG Promissory Note, plus interest compounded to principal, as well as default interest, and reasonable costs and expenses incurred in the lawsuit. On September 26, 2013, the Company filed a motion to dismiss the complaint. On February 6, 2014, the Court granted the Company’s motion to dismiss. | |||||||||||||||||||||
Litigation Regarding 2013 Deleveraging Transaction, Proxy Litigation Between Mr. Burkle and OTK, and Litigation Regarding Yucaipa Board Observer Rights | |||||||||||||||||||||
On February 28, 2014, the Company entered into a binding Memorandum of Understanding (“MOU”) which contemplates the partial settlement and dismissal with prejudice of the action entitled OTK Associates, LLC v. Friedman, et al., C.A. No. 8447-VCL (Del. Ch.) (the “Delaware Action”) and the complete settlement and dismissal with prejudice of the actions entitled Yucaipa American Alliance Fund II L.P., et al. v. Morgans Hotel Group Co., et al., Index No. 652294/2013 (NY Sup.) (the “Securities Action”); Burkle v. OTK Associates, LLC, et al., Case No. 13-CIV-4557 (S.D.N.Y.) (the “Proxy Action”); and Yucaipa American Alliance Fund II L.P., et al. v. Morgans Hotel Group, Index No. 653455/2013 (NY Sup.) (the “Observer Action”) (the foregoing four actions are collectively referred to as the “Actions”). An overview of the Actions and terms of the MOU follows. | |||||||||||||||||||||
The Delaware Action | |||||||||||||||||||||
On April 1, 2013, director Jason Kalisman filed in the Delaware Chancery Court the “Delaware Action,” a purported derivative action on the Company’s behalf against former directors Robert Friedman, Thomas L. Harrison, Michael D. Malone, Jeffrey Gault and Andrew Sasson (collectively, the “Former Director Defendants”), Michael J. Gross, a former director and chief executive officer, and Ronald W. Burkle, another former director, and the following companies with which he is affiliated: Yucaipa American Alliance Fund II, L.P., Yucaipa American Alliance (Parallel) Fund II, L.P., Yucaipa Aggregator Holdings, LLC and The Yucaipa Companies LLC (collectively, the “Yucaipa Defendants”). The action arose from a proposed deleveraging transaction between the Company and the Yucaipa Defendants (the “2013 Deleveraging Transaction”), which a majority of the Board of Directors voted to approve on March 30, 2013. On April 4, 2013, OTK, a stockholder of the Company, filed a motion to intervene as a plaintiff in the Delaware Action. | |||||||||||||||||||||
On May 14, 2013, the court issued a preliminary injunction (a) prohibiting the Company from taking any steps to consummate the 2013 Deleveraging Transaction until the earlier of a trial or the taking of certain action by the Board of Directors and one of its committees; and (b) requiring the Company to hold its 2013 Annual Meeting on the date originally scheduled, using the originally scheduled record date. The court further determined that all claims asserted by plaintiffs, including those resolved on a preliminary basis by the court in its May 14, 2013 Order, were subject to final resolution following trial. | |||||||||||||||||||||
On July 9, 2013, the court granted plaintiff OTK’s motion to file a Second Amended and Supplemental Complaint (the “Second Amended Complaint”). The Second Amended Complaint excludes Mr. Kalisman as a plaintiff but continues to assert claims, both directly and derivatively on the Company’s behalf, against all persons and entities previously named as defendants in the Amended Complaint, except that no claims are now made against the Company. | |||||||||||||||||||||
On July 17, 2013, counsel for Mr. Kalisman and OTK filed in the Delaware Action a motion for the award of approximately $2.7 million in attorneys’ fees and expenses related to their prosecution of the Delaware Action through the date of the motion. On October 31, 2013, the court, after directing that notice of the application be given to the Company’s stockholders and having not received any objections, issued an order granting the award. The Company’s directors and officers liability insurance paid this award in late 2013. | |||||||||||||||||||||
On August 22, 2013, the Company filed its answer to the Second Amended Complaint. The defendants in the action chose either to answer the Second Amended Complaint or moved to dismiss or stay the action. On January 21, 2014, the court granted an unopposed motion to dismiss without prejudice all claims asserted against Mr. Gross in the Delaware Action. On February 5, 2014, the court issued an opinion denying, in most part, all the defendants’ motions to dismiss or stay the Delaware Action. | |||||||||||||||||||||
The Securities Action | |||||||||||||||||||||
On June 27, 2013, Yucaipa American Alliance Fund II, L.P., Yucaipa American Alliance (Parallel) Fund II, L.P., Yucaipa Aggregator Holdings, LLC and Vintage Deco Hospitality LLC (collectively the “Yucaipa Securities Action Plaintiffs”) filed a complaint against the Company and Morgans Group in the Supreme Court of the State of New York alleging, among other things, that the Company and Morgans Group had refused to use commercially reasonable best efforts to close the various putative agreements comprising the 2013 Deleveraging Transaction, and that there has “effectively” been a withdrawal or adverse modification of the approval of the 2013 Deleveraging Transaction by the Board of Directors. Alternatively, the Yucaipa Securities Action Plaintiffs contend that the Company and Morgans Group breached certain representations and warranties under the putative contracts comprising the 2013 Deleveraging Transaction. The Yucaipa Securities Action Plaintiffs have asserted various claims and seek, among other things, an award of damages equal to a termination fee of $9 million, as well as payment of out-of-pocket costs, indemnification in excess of $1 million, pre-judgment interest and attorney’s fees. | |||||||||||||||||||||
On July 22, 2013, the Company and Morgans Group filed a motion in the Securities Action to stay (or alternatively to dismiss) that action pending the disposition of the Delaware Action. On January 29, 2014, the court in the Securities Action denied on a “without prejudice” basis, that motion. On February 26, 2014, the Company and Morgans Group served an answer to the complaint in the Securities Action. | |||||||||||||||||||||
The Proxy Action | |||||||||||||||||||||
On July 1, 2013, Mr. Burkle filed a complaint in the U.S. District Court for the Southern District of New York against OTK and the seven current members of the Board of Directors. The complaint purports to assert a claim against all defendants arising under Section 14(a) of the Securities Exchange Act of 1934, as amended, for allegedly using false and materially misleading proxy solicitation materials during the 2013 annual election of directors. The complaint seeks, among other things, an injunction requiring defendants to cause the Company to hold a new election of the Board of Directors. On August 30, 2013, Mr. Burkle filed a motion for preliminary injunction requesting that defendants be ordered to call a stockholders’ meeting and to schedule a new board of directors election. On that same date, defendants filed a motion to dismiss Mr. Burkle’s complaint. On November 13, 2013, the court issued a decision denying Mr. Burkle’s preliminary injunction motion and on February 25, 2014, the court converted the dismissal motion to one for summary judgment and gave the parties 30 days to submit any additional relevant material. The Company is not a party to the Proxy Action. | |||||||||||||||||||||
The Observer Action | |||||||||||||||||||||
On October 4, 2013, Yucaipa American Alliance Fund II, L.P. and Yucaipa American Alliance (Parallel) Fund II L.P. filed a complaint against the Company in the Supreme Court of the State of New York. The plaintiffs assert in the complaint, among other things, that the Company has breached the terms of a Securities Purchase Agreement, dated as of October 15, 2009, that the Company entered with the plaintiffs by not providing plaintiffs with the “observer” rights to the Board of Directors meetings that plaintiffs contend they are entitled to under the Securities Purchase Agreement. In addition to attorneys’ fees and other unspecified relief, the complaint seeks preliminary and permanent injunctions ordering the Company to “honor fully” plaintiffs’ alleged observer rights by, among other things, refraining from holding informal board meetings, from failing to provide notice, and from improperly delegating board duties to a committee of the Board of Directors. On January 27, 2014, the Company filed an answer, denying material allegations of the complaint, and the Company served demands for discovery. | |||||||||||||||||||||
The MOU | |||||||||||||||||||||
The MOU is subject to execution of a Stipulation of Settlement acceptable to the Company (the “Settlement Stipulation”), which must be submitted to the Delaware Court of Chancery in the Delaware Action for review and approval and will not become effective, under the terms of the MOU, until such approval is given and is no longer subject to further court review (the “Effective Date”). | |||||||||||||||||||||
The MOU provides, among other things, for the following: | |||||||||||||||||||||
• | The Company will pay to the Yucaipa Securities Action Plaintiffs in the Securities Action an amount equal to $3 million less the aggregate amount of any reasonable and necessary attorneys’ fees and expenses incurred by Mr. Burkle in his defense of the Delaware Action that are paid to him by the Company’s insurers prior to the Effective Date (the “Securities Action Payment”). | ||||||||||||||||||||
• | Mr. Burkle will pay to the Company the amount of all insurance proceeds he recovers from the Company’s insurers after the Effective Date for the reasonable and necessary attorneys’ fees and expenses that he incurred in defense of the Delaware Action and assign to the Company any claims he may have against the Company’s insurers relating to any such reasonable and necessary attorneys’ fees and expenses that the Company’s insurers may fail to pay Mr. Burkle. | ||||||||||||||||||||
• | To the extent not paid by the Company’s insurers, the Company will pay the amount of any reasonable and necessary attorneys’ fees and expenses incurred by Messrs. Friedman, Gault and Sasson (collectively, the “Settling Former Directors”) in defending the Delaware Action, subject to the Settling Former Directors’ assignment to the Company of any claims they have against the Company’s insurers relating to any such unpaid amounts. | ||||||||||||||||||||
• | The Settling Former Directors will pay to the Company a portion of the Securities Action Payment (based on a formula whose elements cannot presently be quantified) unless the Company’s insurers pay such amounts to the Company or the Settling Former Directors assign to the Company any claims they have against the Company’s insurers relating to any such amounts that the Company’s insurers fail to pay. | ||||||||||||||||||||
• | Counsel for OTK and current director Jason T. Kalisman will apply to the Delaware Court of Chancery for an award of payment from the Company of the reasonable and necessary fees and expenses they incurred in connection with the Delaware Action, excluding those fees and expenses encompassed in the court’s October 31, 2013 order in the Delaware Action. Any such award may be subject to recovery by the Company from its insurers. | ||||||||||||||||||||
• | Plaintiffs and defendants in each of the Actions, apart from former director defendants Messrs. Harrison and Malone who chose not to participate in the MOU and against whom the Delaware Action continues (collectively, the “Non-Settling Former Directors”), will exchange customary releases which release the parties and certain of their affiliates from claims arising from the subject matters of each of the Actions. | ||||||||||||||||||||
• | Each of the Actions will be dismissed with prejudice and on the merits with each party bearing its own costs, except as to the Non-Settling Former Directors against whom the Delaware Action continues or as specified in the MOU. | ||||||||||||||||||||
The Company cannot currently predict the amount of any funds it might be required to pay under the MOU; whether the Company’s insurers will pay some or all of the amounts that the Company would otherwise be obligated to pay under the MOU; whether the Company would be successful in asserting against its insurers any claims that will or may be assigned to the Company under the terms of the MOU or that the Company might assert on its own behalf, or what the amount of any such recovery might be. Furthermore, the Company cannot predict whether the Delaware Court of Chancery will approve the Settlement Stipulation or whether the court’s decision will be challenged on appeal and, if so challenged, affirmed. Notwithstanding the foregoing, the Company does not expect that the net amount of all payments the Company might ultimately be required to make, after recovery of all insurance proceeds, under the terms of the MOU and the Stipulation of Settlement, if approved, will be material to financial position of the Company, and as of December 31, 2013, the Company believes its accruals are adequate to cover its contingencies. | |||||||||||||||||||||
The foregoing description of the MOU does not purport to be complete and is qualified in its entirety by reference to the MOU, which is filed as Exhibit 10.40 hereto and is incorporated into this report by reference. | |||||||||||||||||||||
Environmental | |||||||||||||||||||||
As a holder of real estate, the Company is subject to various environmental laws of federal and local governments. Compliance by the Company with existing laws has not had an adverse effect on the Company and management does not believe that it will have a material adverse impact in the future. However, the Company cannot predict the impact of new or changed laws or regulations. |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||||
Income Taxes | ' | ||||||||||||
9. Income Taxes | |||||||||||||
The provision for income taxes on income from operations is comprised of the following for the years ended December 31, 2013, 2012, and 2011 (in thousands): | |||||||||||||
Year Ended | Year Ended | Year Ended | |||||||||||
December 31, | December 31, | December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||||
Current tax provision (benefit): | |||||||||||||
Federal | $ | — | $ | — | $ | — | |||||||
State and city | 73 | 268 | 686 | ||||||||||
Foreign | 649 | 508 | 571 | ||||||||||
722 | 776 | 1,257 | |||||||||||
Deferred tax provision (benefit): | |||||||||||||
Federal | — | — | — | ||||||||||
State | — | — | — | ||||||||||
Foreign | — | — | — | ||||||||||
— | — | — | |||||||||||
Total tax provision | $ | 722 | $ | 776 | $ | 1,257 | |||||||
Net deferred tax asset consists of the following (in thousands): | |||||||||||||
As of | As of | ||||||||||||
December 31, | December 31, | ||||||||||||
2013 | 2012 | ||||||||||||
Goodwill | $ | (21,049 | ) | $ | (20,190 | ) | |||||||
Basis differential in property and equipment | (9,117 | ) | (9,970 | ) | |||||||||
Basis differential in consolidated subsidiaries | (2,447 | ) | (1,393 | ) | |||||||||
Management contract amortization | (10,934 | ) | (13,481 | ) | |||||||||
Total deferred tax liability | (43,547 | ) | (45,034 | ) | |||||||||
Stock compensation | 32,370 | 30,952 | |||||||||||
Investment in unconsolidated subsidiaries | 19,677 | 22,101 | |||||||||||
Designer fee payable | 5,597 | 5,597 | |||||||||||
Other | 172 | 273 | |||||||||||
TLG Promissory Note valuation | 1,003 | 976 | |||||||||||
Convertible Notes | 2,687 | 5,785 | |||||||||||
Deferred gain on sale of hotel assets | 53,834 | 57,056 | |||||||||||
Net operating loss | 153,412 | 126,048 | |||||||||||
Valuation allowance | (146,447 | ) | (124,996 | ) | |||||||||
Total deferred tax asset | 122,305 | 123,792 | |||||||||||
Net deferred tax asset | $ | 78,758 | $ | 78,758 | |||||||||
The Company adjusted certain deferred tax balances as of December 31, 2012 relating to the true-up of the tax provision based on filed 2011 tax returns. The tax adjustments do not have an impact on the net deferred tax asset balance reported as of December 31, 2012. | |||||||||||||
The Company has federal, state and local net operating loss carryforwards (“NOL Carryforwards”). The Company’s federal NOL Carryforwards were approximately $352.4 million at December 31, 2013. These federal NOL Carryforwards are available to offset future federal taxable income, and will expire in 2031 and 2032. The Company has state and local NOL Carryforwards of approximately $455.0 million in aggregate at December 31, 2013. These state and local NOL Carryforwards are available to offset future taxable income in various states and localities and will expire in 2031 and 2032. | |||||||||||||
As of December 31, 2013, the Company also accumulated available foreign tax credits of $3.7 million, HIRE tax credit of $0.5 million and FICA tax credit of $1.5 million. These credits can be used to offset any federal taxes due in the future. | |||||||||||||
The Company has established a reserve on its deferred tax assets based on anticipated future taxable income and tax strategies which may include the sale of a property or an interest therein. The total reserve on the deferred tax assets for December 31, 2013 and 2012 was $146.4 million and $125.0 million, respectively. | |||||||||||||
A reconciliation of the statutory United States federal tax rate to the Company’s effective income tax rate is as follows: | |||||||||||||
Year Ended | Year Ended | Year Ended | |||||||||||
December 31, | December 31, | December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||||
Federal statutory income tax rate | 35 | % | 35 | % | 35 | % | |||||||
State and city taxes, net of federal tax benefit | 5 | % | 6 | % | 7 | % | |||||||
Valuation allowance | -40 | % | -40 | % | -64 | % | |||||||
Foreign taxes | -1 | % | -1 | % | -1 | % | |||||||
Other including non deductible items | — | -1 | % | 22 | % | ||||||||
Effective tax rate | -1 | % | -1 | % | -1 | % | |||||||
The Company has not identified any uncertain tax positions in accordance with ASC 740-10 (formerly FIN 48) and does not believe it will have any unrecognized tax positions over the next 12 months. Therefore, the Company has not accrued any interest or penalties associated with any unrecognized tax positions. The Company’s tax returns for the years 2012, 2011 and 2010 are subject to review by the Internal Revenue Service (“IRS”). The Company calculated its deferred tax asset true-up from the tax provision to the actual tax return filed with the IRS. The valuation allowance change in the rate reconciliation table includes net true-ups. |
Omnibus_Stock_Incentive_Plan
Omnibus Stock Incentive Plan | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||||||||||
Omnibus Stock Incentive Plan | ' | ||||||||||||||||
10. Omnibus Stock Incentive Plan | |||||||||||||||||
On February 9, 2006, the Board of Directors of the Company adopted the Morgans Hotel Group Co. 2006 Omnibus Stock Incentive Plan (the “2006 Stock Incentive Plan”). An aggregate of 3,500,000 shares of common stock of the Company were reserved and authorized for issuance under the 2006 Stock Incentive Plan, subject to equitable adjustment upon the occurrence of certain corporate events. On April 23, 2007, the Board of Directors of the Company adopted, and at the annual meeting of stockholders on May 22, 2007, the stockholders approved, the Company’s 2007 Omnibus Incentive Plan (the “2007 Incentive Plan”), which amended and restated the 2006 Stock Incentive Plan and increased the number of shares reserved for issuance under the plan by up to 3,250,000 shares to a total of 6,750,000 shares. On April 10, 2008, the Board of Directors of the Company adopted, and at the annual meeting of stockholders on May 20, 2008, the stockholders approved, an Amended and Restated 2007 Omnibus Incentive Plan (the “Restated 2007 Incentive Plan”) which, among other things, increased the number of shares reserved for issuance under the plan by up to 1,860,000 shares to a total of 8,610,000 shares. On November 30, 2009, the Board of Directors of the Company adopted, and at a special meeting of stockholders of the Company held on January 28, 2010, the Company’s stockholders approved, an amendment to the Restated 2007 Incentive Plan (the “Amended 2007 Incentive Plan”) to increase the number of shares reserved for issuance under the plan by 3,000,000 shares to 11,610,000 shares. On April 5, 2012, the Board of Directors of the Company adopted, and at the annual meeting of stockholders on May 16, 2012, the stockholders approved, an amendment to the Amended 2007 Incentive Plan (the “Second Amended 2007 Incentive Plan”) to increase the number of shares reserved for issuance under the plan by 3,000,000 shares to 14,610,000 shares. | |||||||||||||||||
The Second Amended 2007 Incentive Plan provides for the issuance of stock-based incentive awards, including incentive stock options, non-qualified stock options, stock appreciation rights, shares of common stock of the Company, including restricted stock units (“RSUs”) and other equity-based awards, including membership units in Morgans Group which are structured as profits interests (“LTIP Units”), or any combination of the foregoing. The eligible participants in the Second Amended 2007 Incentive Plan include directors, officers and employees of the Company. Awards other than options and stock appreciation rights reduce the shares available for grant by 1.7 shares for each share subject to such an award. | |||||||||||||||||
Total stock compensation expense, which is included in corporate expenses on the accompanying consolidated statements of comprehensive loss, was $4.1 million, $4.5 million, and $9.1 million for the years ended December 31, 2013, 2012, and 2011, respectively. | |||||||||||||||||
As of December 31, 2013 and 2012, there were approximately $3.3 million and $4.1 million, respectively, of total unrecognized compensation costs related to unvested share awards, excluding outstanding OPP LTIP Units, as discussed below. As of December 31, 2013, the weighted-average period over which the unrecognized compensation expense will be recorded is approximately 1 year. | |||||||||||||||||
Restricted Stock Units | |||||||||||||||||
Annually, in 2013, 2012 and 2011, the Compensation Committee of the Board of Directors of the Company issued RSUs to employees under the Second Amended 2007 Incentive Plan, or its then applicable predecessor plan. All grants vest one-third of the amount granted on each of the first three anniversaries of the grant date so long as the recipient continues to be an eligible participant. The estimated fair value of each such RSU granted was based on the closing price of the Company’s common stock on the grant date. | |||||||||||||||||
Additionally, in 2012 and 2011, the Company issued RSUs to the Company’s non-employee directors under the Second Amended 2007 Incentive Plan, or its then applicable predecessor plan, which vested immediately upon grant. The fair value of each such RSU granted was based on the closing price of the Company’s common stock on the grant date. Also, in March 2011, the Company announced changes to its Board of Directors, including the addition of two new directors. As a result, on April 7, 2011 the Company issued an aggregate of 11,000 RSUs to the two newly appointed non-employee directors under the Amended 2007 Incentive Plan, which vested immediately upon grant. The fair value of each such RSU was based on the closing price of the Company’s common stock on the grant date. | |||||||||||||||||
Pursuant to the separation agreement with the Company’s former president (the “Former President”), the Former President retained his vested and unvested RSUs, LTIP units and stock options. To the extent that these awards were not yet vested, they were fully vested on March 27, 2011. Pursuant to the expiration of the employment agreement with the Company’s former CEO (the “Former CEO”), the Former CEO retained his vested and unvested RSUs, LTIP units and stock options. To the extent that these awards were not yet vested, they were fully vested on March 20, 2011. The accelerated expense for these vested awards was recognized during early 2011. | |||||||||||||||||
In connection with the Company’s senior management changes announced in March 2011, the Compensation Committee of the Board of Directors of the Company issued 65,250 RSUs to the Company’s newly appointed Chief Development Officer under the Amended 2007 Incentive Plan on March 23, 2011 and issued 43,000 RSUs to the Company’s newly appointed Chief Operating Officer under the Amended 2007 Incentive Plan on April 4, 2011. The RSUs vest one-third of the amount granted on each of the first three anniversaries of the grant date so long as the recipient continues to be an eligible participant. The estimated fair value of each RSU granted was based on the closing price of the Company’s common stock on the grant date. | |||||||||||||||||
On August 30, 2013 (the “Separation Date”), the Company entered into a separation agreement with Michael Gross, the Company’s then Chief Executive Officer. In connection with the separation agreement, the Company (i) granted 58,334 RSUs to Mr. Gross, pursuant to the Second Amended 2007 Incentive Plan, which vested immediately on the Separation Date, (ii) granted 25,000 RSUs, which will vest on the first anniversary of the Separation Date, or August 30, 2014, and (iii) accelerated the vesting of any unvested LTIP Units and stock options as of the Separation Date, with all stock options exercisable for a period of one year following the Separation Date, discussed further below. All other equity awards that remained unvested as of the Separation Date expired and were forfeited, including 291,242 RSUs that were granted to Mr. Gross on February 28, 2013. | |||||||||||||||||
In addition to the above grants of RSUs, the Company has granted, or may grant, RSUs to certain executives, employees or non-employee directors as part of future annual equity grants or to newly hired or promoted employees from time to time. A summary of the status of the Company’s nonvested RSUs granted as of December 31, 2013 and 2012 and changes during the years ended December 31, 2013 and 2012, are presented below: | |||||||||||||||||
Nonvested Shares | RSUs | Weighted Average | |||||||||||||||
Fair Value | |||||||||||||||||
Nonvested at January 1, 2012 | 461,303 | $ | 7.91 | ||||||||||||||
Granted | 335,938 | 5.39 | |||||||||||||||
Vested | (290,612 | ) | 6.46 | ||||||||||||||
Forfeited | (81,394 | ) | 7.21 | ||||||||||||||
Nonvested at December 31, 2012 | 425,235 | $ | 7.03 | ||||||||||||||
Granted | 1,061,862 | 5.07 | |||||||||||||||
Vested | (252,998 | ) | 7.42 | ||||||||||||||
Forfeited | (345,638 | ) | 5.02 | ||||||||||||||
Nonvested at December 31, 2013 | 888,461 | $ | 5.4 | ||||||||||||||
Outstanding at December 31, 2013 | 888,461 | $ | 5.4 | ||||||||||||||
For the years ended December 31, 2013, 2012, and 2011, the Company expensed $2.5 million, $1.9 million, and $2.5 million, respectively, related to granted RSUs. As of December 31, 2013, there were 888,461 RSUs outstanding. At December 31, 2013, the Company has yet to expense approximately $3.1 million related to nonvested RSUs which is expected to be recognized over the remaining vesting period of the outstanding awards, as discussed above. | |||||||||||||||||
LTIP Units | |||||||||||||||||
As part of annual grants from time to time, or as determined appropriate, the Compensation Committee of the Board of Directors of the Company has issued LTIP Units to executives and non-employee directors under the Second Amended 2007 Incentive Plan, or its then applicable predecessor plan. The estimated fair value of each such LTIP Unit granted was based on the closing price of the Company’s common stock on the grant date. | |||||||||||||||||
On April 5, 2010, the Compensation Committee of the Board of Directors of the Company issued an aggregate of 409,703 LTIP Units to the Company’s executive officers under the Amended 2007 Incentive Plan. All grants vest one-third of the amount granted on each of the first three anniversaries of the grant date so long as the recipient continues to be an eligible participant. The estimated fair value of each such LTIP Unit granted was based on the closing price of the Company’s common stock on the grant date. | |||||||||||||||||
In connection with the Company’s senior management changes announced in March 2011, the Compensation Committee of the Board of Directors of the Company issued an aggregate of 200,000 LTIP units to the Company’s newly appointed Chief Executive Officer and Executive Chairman under the Amended 2007 Incentive Plan on March 20, 2011. The 125,000 LTIP units granted to the newly appointed Chief Executive Officer vest one-third of the amount granted on each of the first three anniversaries of the grant date so long as the recipient continues to be an eligible participant. The 75,000 LTIP units granted to the newly appointed Executive Chairman vested pro rata on a monthly basis over the 12 months beginning on the first monthly anniversary of the date of grant, so long as the recipient continues to be an eligible participant. The estimated fair value of each LTIP unit granted was based on the closing price of the Company’s common stock on the grant date. | |||||||||||||||||
On April 7, 2011, the Compensation Committee of the Board of Directors of the Company issued an aggregate of 100,000 LTIP units to the Company’s Chief Financial Officer and another senior executive under the Amended 2007 Incentive Plan. All grants vest one-third of the amount granted on each of the first three anniversaries of the grant date so long as the recipient continues to be an eligible participant. The estimated fair value of each such LTIP unit granted was based on the closing price of the Company’s common stock on the grant date. | |||||||||||||||||
On February 22, 2012 and in connection with the Executive Chairman’s employment agreement, the Compensation Committee of the Board of Directors of the Company issued 121,402 LTIP units to the Company’s Executive Chairman, which vest pro rata on a monthly basis over the 12 months beginning on April 20, 2012, so long as the recipient continues to be an eligible participant. The estimated fair value of each LTIP unit granted was based on the closing price of the Company’s common stock on the grant date. | |||||||||||||||||
In November 2012, Mr. Hamamoto, Executive Chairman of the Board, tendered his resignation from the Board of Directors and from his position as Executive Chairman, effective November 20, 2012. As such, all unvested LTIP Units issued to him were forfeited. | |||||||||||||||||
Pursuant to Mr. Gross’ separation agreement, discussed above, on the Separation Date, the Company accelerated the vesting of any unvested LTIP Units as of the Separation Date. | |||||||||||||||||
In addition to the above grants of LTIP Units, the Company has granted, or may grant, LTIP Units to certain executives or non-employee directors as part of future annual equity grants or to certain newly hired or promoted executives from time to time. A summary of the status of the Company’s nonvested LTIP Units granted as of December 31, 2013 and 2012 and changes during the years ended December 31, 2013 and 2012, are presented below: | |||||||||||||||||
Nonvested Shares | LTIP Units | Weighted Average | |||||||||||||||
Fair Value | |||||||||||||||||
Nonvested at January 1, 2012 | 278,690 | $ | 8.62 | ||||||||||||||
Granted | 121,402 | 5.56 | |||||||||||||||
Vested | (205,185 | ) | 7.14 | ||||||||||||||
Forfeited | (30,350 | ) | 5.56 | ||||||||||||||
Nonvested at December 31, 2012 | 164,555 | $ | 8.77 | ||||||||||||||
Granted | — | — | |||||||||||||||
Vested | (131,221 | ) | 8.69 | ||||||||||||||
Forfeited | — | — | |||||||||||||||
Nonvested at December 31, 2013 | 33,334 | $ | 9.09 | ||||||||||||||
Outstanding at December 31, 2013 | 1,134,610 | $ | 14.77 | ||||||||||||||
For the years ended December 31, 2013, 2012, and 2011, the Company expensed $0.8 million, $1.4 million, and $4.4 million, respectively, related to granted LTIP Units. As of December 31, 2013, there were 1,134,610 LTIP Units outstanding. At December 31, 2013, the Company has yet to expense approximately $0.1 million related to nonvested LTIP Units which is expected to be recognized over the remaining vesting period of the outstanding awards, as discussed above. | |||||||||||||||||
Stock Options | |||||||||||||||||
Also in connection with the Company’s senior management changes announced in March 2011, the Compensation Committee of the Board of Directors of the Company issued an aggregate of 900,000 stock options to the Company’s newly appointed Chief Executive Officer and Executive Chairman under the Amended 2007 Incentive Plan on March 20, 2011. The stock options vest one-third of the amount granted on each of the first three anniversaries of the grant date so long as the recipients continue to be eligible participants and expire 10 years after the grant date. The fair value for each such option granted was estimated at the date of grant using the Black-Scholes option-pricing model, an allowable valuation method under ASC 718-10 with the following assumptions: risk-free interest rate of approximately 2.3%, expected option lives of 5.85 years, 50% volatility, no dividend rate and an approximately 10% forfeiture rate. The fair value of each such option was $4.36 at the date of grant. | |||||||||||||||||
Additionally, on March 23, 2011, the Compensation Committee of the Board of Directors of the Company issued an aggregate of 200,000 stock options to the Company’s newly appointed Chief Development Officer under the Amended 2007 Incentive Plan. The stock options vest one-third of the amount granted on each of the first three anniversaries of the grant date so long as the recipient continues to be an eligible participant and expire 10 years after the grant date. The fair value for each such option granted was estimated at the date of grant using the Black-Scholes option-pricing model, an allowable valuation method under ASC 718-10 with the following assumptions: risk-free interest rate of approximately 2.4%, expected option lives of 5.85 years, 50% volatility, no dividend rate and an approximately 10% forfeiture rate. The fair value of each such option was $4.75 at the date of grant. | |||||||||||||||||
On April 4, 2011, the Compensation Committee of the Board of Directors of the Company issued an aggregate of 200,000 stock options to the Company’s newly appointed Chief Operations Officer under the Amended 2007 Incentive Plan. The stock options vest one-third of the amount granted on each of the first three anniversaries of the grant date so long as the recipient continues to be an eligible participant and expire 10 years after the grant date. The fair value for each such option granted was estimated at the date of grant using the Black-Scholes option-pricing model, an allowable valuation method under ASC 718-10 with the following assumptions: risk-free interest rate of approximately 2.5%, expected option lives of 5.85 years, 50% volatility, no dividend rate and an approximately 10% forfeiture rate. The fair value of each such option was $4.79 at the date of grant. | |||||||||||||||||
In connection with Mr. Hamamoto’s resignation from the Board of Directors and from his position as Executive Chairman, effective November 20, 2012, his outstanding unvested stock options were forfeited. At his resignation, Mr. Hamamoto held a material amount of unvested stock options. As such, management applied an actual forfeiture rate to Mr. Hamamoto’s outstanding unvested stock option grants at the time of resignation. Due to the fact that only three named executive officers and Mr. Hamamoto held unvested stock, the Company believes this change in methodology is reasonable in order to appropriately state stock compensation expense for the outstanding unvested stock options held by three named executive officers subsequent to Mr. Hamamoto’s resignation. | |||||||||||||||||
Pursuant to Mr. Gross’ separation agreement, discussed above, on the Separation Date, the Company accelerated the vesting of any unvested stock options as of the Separation Date, with all stock options exercisable for a period of one year following the Separation Date. | |||||||||||||||||
In addition to the above grants of options to purchase common stock of the Company, the Company has granted, or may grant, options to purchase common stock to certain executives, employees or non-employee directors as part of future annual equity grants or to certain newly hired or promoted executives or employees from time to time. A summary of the Company’s outstanding and exercisable stock options granted as of December 31, 2013 and 2012 and changes during the years ended December 31, 2013 and 2012, are presented below: | |||||||||||||||||
Options | Shares | Weighted Average | Weighted | Aggregate Intrinsic | |||||||||||||
Exercise Price | Average | Value | |||||||||||||||
Remaining | |||||||||||||||||
Contractual | |||||||||||||||||
Term | |||||||||||||||||
(in years) | (in thousands) | ||||||||||||||||
Outstanding at January 1, 2012 | 2,324,740 | $ | 13.3 | 6.51 | $ | — | |||||||||||
Granted | — | ||||||||||||||||
Exercised | — | ||||||||||||||||
Forfeited or Expired | (400,000 | ) | 8.87 | ||||||||||||||
Outstanding at December 31, 2012 | 1,924,740 | $ | 14.23 | 3.77 | $ | — | |||||||||||
Granted | — | ||||||||||||||||
Exercised | — | ||||||||||||||||
Forfeited or Expired | (500,000 | ) | 6.78 | ||||||||||||||
Outstanding at December 31, 2013 | 1,424,740 | $ | 13.76 | 2.9 | $ | — | |||||||||||
Exercisable at December 31, 2013 | 1,291,406 | $ | 14.19 | 2.45 | $ | — | |||||||||||
For the years ended December 31, 2013, 2012, and 2011, the Company expensed $1.2 million, $1.3 million, and $1.6 million, respectively, related to granted stock options. At December 31, 2013, the Company has yet to expense approximately $0.2 million related to outstanding stock options which is expected to be recognized over the remaining vesting period of the outstanding awards, as discussed above. | |||||||||||||||||
Outperformance Award Program | |||||||||||||||||
In connection with the Company’s senior management changes announced in March 2011, the Compensation Committee of the Board of Directors of the Company implemented an Outperformance Award Program, which is a long-term incentive plan intended to provide the Company’s senior management with the ability to earn cash or equity awards based on the Company’s level of return to shareholders over a three-year period. | |||||||||||||||||
Pursuant to the Outperformance Award Program, each of the Company’s newly hired senior managers, Messrs. Hamamoto, Gross, Flannery and Gery, had the right to receive, an award (an “Award”), in each case reflecting the participant’s right to receive a participating percentage (the “Participating Percentage”) in an outperformance pool if the Company’s total return to shareholders (including stock price appreciation plus dividends) increases by more than 30% (representing a compounded annual growth rate of approximately 9% per annum) over a three-year period from March 20, 2011 to March 20, 2014 (or a prorated hurdle rate over a shorter period in the case of certain changes of control), of a new series of outperformance long-term incentive units as described below, subject to vesting and the achievement of certain performance targets. Mr. Hamamoto, Executive Chairman of the Board of Directors, tendered his resignation from the Board of Directors and from his position as Executive Chairman, effective November 20, 2012. As such, all Awards issued to him were forfeited. | |||||||||||||||||
The total return to shareholders will be calculated based on the average closing price of the Company’s common shares on the 30 trading days ending on the Final Valuation Date (as defined below). The baseline value of the Company’s common shares for purposes of determining the total return to shareholders will be $8.87, the closing price of the Company’s common shares on March 18, 2011. The Participation Percentages granted to Messrs. Gross, Flannery and Gery are 35%, 10% and 10%, respectively. In addition, in February 2012, Messrs. Szymanski and Smail were each granted Participation Percentages of 5%, respectively. The Participation Percentage granted to Mr. Hamamoto prior to his departure from the Company was 35%. | |||||||||||||||||
Each of the current participants’ Awards vests on March 20, 2014 (or earlier in the event of certain changes of control) (the “Final Valuation Date”), contingent upon each participant’s continued employment, except for certain accelerated vesting events described below. | |||||||||||||||||
The aggregate dollar amount available to all participants is equal to 10% of the amount by which the Company’s March 20, 2014 valuation exceeds 130% (currently $11.53, but subject to proration in the case of certain changes of control) of the Company’s March 20, 2011 valuation (the “Total Outperformance Pool”) and the dollar amount payable to each participant (the “Participation Amount”) is equal to such participant’s Participating Percentage in the Total Outperformance Pool. Following the Final Valuation Date, the participant will either forfeit existing OPP LTIP Units or receive additional OPP LTIP Units so that the value of the vested OPP LTIP Units of the participant are equivalent to the participant’s Participation Amount. If the Total Outperformance Pool has no value, all existing OPP LTIP Units will be forfeited. | |||||||||||||||||
Participants will forfeit any unvested Awards upon termination of employment; provided, however, that in the event a participant’s employment terminates because of death or disability, or employment is terminated by the Company without Cause or by the participant for Good Reason, as such terms are defined in the participant’s employment agreements, the participant will not forfeit the Award and will receive, following the Final Valuation Date, a Participation Amount reflecting his partial service. If the Final Valuation Date is accelerated by reason of certain change of control transactions, each participant whose Award has not previously been forfeited will receive a Participation Amount upon the change of control reflecting the amount of time since the effective date of the program, which was March 20, 2011. | |||||||||||||||||
As a result of the change in the Company’s Board of Directors on June 14, 2013, the outstanding OPP LTIP Units became fully vested at that time, including the OPP LTIP Units that had been awarded to Mr. Gross, the Company’s former CEO. There was no impact to the performance criteria discussed above. As a result of the accelerated vesting of the awards, the Company has recorded the Total Outperformance Pool’s fair value as a liability on its December 31, 2013 consolidated balance sheet, discussed below. | |||||||||||||||||
OPP LTIP Units represent a special class of membership interest in the operating company, Morgans Group, which are structured as profits interests for federal income tax purposes. Conditioned upon minimum allocations to the capital accounts of the OPP LTIP Units for federal income tax purposes, each vested OPP LTIP Unit may be converted, at the election of the holder, into one Class A Unit in Morgans Group upon the receipt of shareholder approval for the shares of common stock underlying the OPP LTIP Units. | |||||||||||||||||
During the six-month period following the Final Valuation Date, Morgans Group may redeem some or all of the vested OPP LTIP Units (or Class A Units into which they were converted) that have not been forfeited as described above, at a price equal to the common share price (based on a 30-day average) on the Final Valuation Date. From and after the one-year anniversary of the Final Valuation Date, for a period of six months, participants will have the right to cause Morgans Group to redeem some or all of the vested OPP LTIP Units that have not been forfeited as described above, at a price equal to the greater of the common share price at the Final Valuation Date (determined as described above) or the then current common share price (calculated as determined in Morgans Group’s limited liability company agreement). Thereafter, beginning 18 months after the Final Valuation Date, each of these OPP LTIP Units (or Class A Units into which they were converted) that have not been forfeited as described above, is redeemable at the election of the holder for: (1) cash equal to the then fair market value of one share of the Company’s common stock, or (2) at the option of the Company, one share of common stock, in the event the Company then has shares available for that purpose under its shareholder-approved equity incentive plans. Participants are entitled to receive distributions on their vested OPP LTIP Units that have not been forfeited as described above, if any distributions are paid on the Company’s common stock following the Final Valuation Date. | |||||||||||||||||
The OPP LTIP Units were valued at approximately $7.3 million on the date of grant utilizing a Monte Carlo simulation to estimate the probability of the performance vesting conditions being satisfied. The Monte Carlo simulation used a statistical formula underlying the Black-Scholes and binomial formulas and such simulation was run approximately 100,000 times. For each simulation, the payoff is calculated at the settlement date, which is then discounted to the award date at a risk-free interest rate. The average of the values over all simulations is the expected value of the unit on the award date. Assumptions used in the valuations included factors associated with the underlying performance of the Company’s stock price and total shareholder return over the term of the performance awards including total stock return volatility and risk-free interest. | |||||||||||||||||
As the Company has the ability to settle the vested OPP LTIP Units with cash, these Awards are not considered to be indexed to the Company’s stock price and must be accounted for as liabilities at fair value. As of December 31, 2013, the fair value of the OPP LTIP Units was less than $0.1 million and compensation expense relating to these OPP LTIP Units was fully recognized during year ended December 31, 2013 as a result of the accelerated vesting resulting from the change in the Company’s Board of Directors, discussed above. The fair value of the OPP LTIP Units were estimated on the date of grant using the following assumptions in the Monte- Carlo valuation: expected price volatility for the Company’s stock of 50%; a risk free rate of 1.46%; and no dividend payments over the measurement period. The fair value of the OPP LTIP Units were estimated on December 31, 2013 using the following assumptions in the Monte-Carlo valuation: expected price volatility for the Company’s stock of 30%; a risk free rate of 0.12%; and no dividend payments over the measurement period. | |||||||||||||||||
Total stock compensation expense related to the OPP LTIP Units, which is included in corporate expenses on the accompanying consolidated statements of comprehensive loss, was immaterial for years ended December 31, 2013, 2012 and 2011, respectively. |
Preferred_Securities_and_Warra
Preferred Securities and Warrants | 12 Months Ended | |||
Dec. 31, 2013 | ||||
Equity [Abstract] | ' | |||
Preferred Securities and Warrants | ' | |||
11. Preferred Securities and Warrants | ||||
Preferred Securities and Warrants Held by Yucaipa Investors | ||||
On October 15, 2009, the Company entered into a Securities Purchase Agreement with the Yucaipa Investors. Under the agreement, the Company issued and sold to the Yucaipa Investors (i) $75.0 million of preferred stock comprised of 75,000 shares of the Company’s Series A preferred securities, $1,000 liquidation preference per share, and (ii) warrants to purchase 12,500,000 shares of the Company’s common stock at an exercise price of $6.00 per share, or the Yucaipa Warrants. | ||||
The Series A preferred securities have an 8% dividend rate through October 15, 2014, a 10% dividend rate from October 15, 2014 to October 15, 2016, and a 20% dividend rate thereafter, with a 4% increase in the dividend rate during certain periods during which the Yucaipa Investor’s nominee to the Company’s Board of Directors has not been elected as a director or subsequently appointed as a director by the Company’s Board of Directors. As of July 14, 2013, the dividend rate was 12% as a result of the Yucaipa Investors’ nominee not being elected or appointed to the Company’s Board of Directors. The Yucaipa Investors contend that the 4% dividend rate increase was effective June 14, 2013. | ||||
The Company has the option to accrue any and all dividend payments. The cumulative unpaid dividends have a dividend rate equal to the dividend rate on the Series A preferred securities. As of December 31, 2013, the Company had undeclared and unpaid dividends of approximately $32.2 million. | ||||
The Company has the option to redeem any or all of the Series A preferred securities at par at any time. The Series A preferred securities have limited voting rights and only vote on the authorization to issue senior preferred securities, amendments to their certificate of designations and amendments to the Company’s charter that adversely affect the Series A preferred securities. In addition, the Yucaipa Investors have consent rights over certain transactions for so long as they collectively own or have the right to purchase through exercise of the Yucaipa Warrants 6,250,000 shares of the Company’s common stock, including (subject to certain exceptions and limitations): | ||||
• | the sale of substantially all of the Company’s assets to a third party; | |||
• | the acquisition by the Company of a third party where the equity investment by the Company is $100 million or greater; | |||
• | the acquisition of the Company by a third party; or | |||
• | any change in the size of the Company’s Board of Directors to a number below 7 or above 9. | |||
The Yucaipa Investors are subject to certain standstill arrangements as long as they beneficially own over 15% of the Company’s common stock. | ||||
As discussed in note 2, the Yucaipa Warrants to purchase 12,500,000 shares of the Company’s common stock at an exercise price of $6.00 per share have a 7-1/2 year term and are exercisable utilizing a cashless exercise method only, resulting in a net share issuance. Until October 15, 2010, the Yucaipa Investors had certain rights to purchase their pro rata share of any equity or debt securities offered or sold by the Company. In accordance with ASC 815-10-15, the Yucaipa Warrants are accounted for as equity instruments indexed to the Company’s stock. The Yucaipa Investors’ right to exercise the Yucaipa Warrants to purchase 12,500,000 shares of the Company’s common stock expires in April 2017. | ||||
The exercise price and number of shares subject to the Yucaipa Warrants are both subject to anti-dilution adjustments. | ||||
In connection with the investment by the Yucaipa Investors, the Company paid to the Yucaipa Investors a commitment fee of $2.4 million and reimbursed the Yucaipa Investors for $600,000 of expenses. | ||||
The Company calculated the fair value of the Series A preferred securities at its net present value by discounting dividend payments expected to be paid on the shares over a 7-year period using a 17.3% rate. The Company determined that the market discount rate of 17.3% was reasonable based on the Company’s best estimate of what similar securities would most likely yield when issued by entities comparable to the Company at that time. | ||||
The initial carrying value of the Series A preferred securities was recorded at its net present value less costs to issue on the date of issuance. The carrying value will be periodically adjusted for accretion of the discount. As of December 31, 2013, the value of the preferred securities was $62.0 million, which includes cumulative accretion of $13.9 million. | ||||
The Company calculated the estimated fair value of the Yucaipa Warrants using the Black-Scholes valuation model, as discussed in note 2. | ||||
For so long as the Yucaipa Investors collectively own or have the right to purchase through exercise of the Yucaipa Warrants (assuming a cash rather than a cashless exercise) 875,000 shares of the Company’s common stock, the Company has agreed to use its reasonable best efforts to cause its Board of Directors to nominate and recommend to the Company’s stockholders the election of a person nominated by the Yucaipa Investors as a director of the Company and to use its reasonable best efforts to ensure that the Yucaipa Investors’ nominee is elected to the Company’s Board of Directors at each such meeting. If that nominee is not elected as a director at a meeting of stockholders, the Yucaipa Investors have certain Board of Director observer rights. Further, if the Company does not, within 30 days from the date of such meeting, create an additional seat on the Board of Directors and make available such seat to the nominee, the dividend rate on the Series A preferred securities increases by 4% during any time that a Yucaipa Investors’ nominee is not a member of the Company’s Board of Directors. At the 2013 Annual Meeting, Ron Burkle, the Yucaipa Investors’ nominee was not re-elected to the Board of Directors, and as of July 14, 2013, had not been offered a seat on the Company’s Board of Directors. Accordingly, the dividend rate on the Series A preferred securities increased by 4% to 12% as of July 14, 2013. The Yucaipa Investors contend that the 4% dividend rate increase was effective June 14, 2013. | ||||
Convertible Notes Held by Yucaipa Investors | ||||
On April 21, 2010, the Company entered into a Waiver Agreement with the Yucaipa Investors, pursuant to which the Yucaipa Investors were permitted to purchase up to $88 million in aggregate principal amount of the Convertible Notes within six months of April 21, 2010 and subject to the limitations and conditions set forth therein. From April 21, 2010 to July 21, 2010, the Yucaipa Investors purchased $88 million of the Convertible Notes from third parties. On February 28, 2014, the Company entered into a Note Repurchase Agreement with the Yucaipa Investors, pursuant to which the Company repurchased the $88 million of Convertible Notes owned by them. Following the closing under the Note Repurchase Agreement, these Convertible Notes were retired. |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2013 | |
Related Party Transactions [Abstract] | ' |
Related Party Transactions | ' |
12. Related Party Transactions | |
The Company earned management fees, chain services fees and fees for certain technical services and has receivables from hotels it owns through investments in unconsolidated joint ventures. These fees totaled approximately $9.0 million, $7.2 million, and $11.3 million for the years ended December 31, 2013, 2012, and 2011, respectively. | |
As of December 31, 2013 and 2012, the Company had receivables from these affiliates of approximately $3.7 million and $5.8 million, respectively, which are included in related party receivables on the accompanying consolidated balance sheets. | |
As of December 31, 2013 and 2012, the TLG Promissory Notes due to Messrs. Sasson and Masi had aggregate fair values of approximately $18.0 million and $17.9 million, respectively, as discussed in note 7, which are included in debt and capital lease obligations on the accompanying consolidated balance sheets. During the years ended December 31, 2013, 2012, and 2011, the Company recorded $1.4 million, $1.5 million and $0.1 million, respectively, of interest expense related to the TLG Promissory Notes. |
Other_Expenses
Other Expenses | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Text Block [Abstract] | ' | ||||||||||||
Other Expenses | ' | ||||||||||||
13. Other Expenses | |||||||||||||
Restructuring and disposal costs | |||||||||||||
These expenses primarily relate to costs incurred related to the Company’s corporate restructuring initiatives, such as professional fees, litigation and settlement costs, executive terminations and severance costs related to such restructuring initiatives, and losses on asset disposals as part of major renovation projects. Certain prior year amounts have been reclassified to conform to the current year presentation. Restructuring and disposal costs consist of the following (in thousands): | |||||||||||||
Year Ended | Year Ended | Year Ended | |||||||||||
December 31, | December 31, | December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||||
Restructuring costs | $ | 9,087 | $ | 3,993 | $ | 3,109 | |||||||
Severance costs | 2,139 | 2,845 | 4,797 | ||||||||||
Loss on asset disposal | 225 | 13 | 669 | ||||||||||
$ | 11,451 | $ | 6,851 | $ | 8,575 | ||||||||
Development costs | |||||||||||||
These expenses primarily relate to transaction costs, internal development payroll and other costs and pre-opening expenses incurred related to new concepts at existing hotel and the development of new hotels, and the write-off of abandoned development projects previously capitalized. Certain prior year amounts have been reclassified to conform to the current year presentation. Development costs consist of the following (in thousands): | |||||||||||||
Year Ended | Year Ended | Year Ended | |||||||||||
December 31, | December 31, | December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||||
Transaction costs | $ | 716 | $ | 1,385 | $ | 1,233 | |||||||
Internal development payroll and other | 1,397 | 2,406 | 2,691 | ||||||||||
Pre-opening expenses | 874 | 1,702 | 397 | ||||||||||
Abandoned development projects | — | 290 | 1,395 | ||||||||||
$ | 2,987 | $ | 5,783 | $ | 5,716 | ||||||||
Other_NonOperating_Expenses
Other Non-Operating Expenses | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Text Block [Abstract] | ' | ||||||||||||
Other Non-Operating Expenses | ' | ||||||||||||
14. Other Non-Operating Expenses | |||||||||||||
Other non-operating expenses primarily relate to costs associated with discontinued operations and previously owned hotels, both consolidated and unconsolidated, changes in the fair value of debt and equity instruments, miscellaneous litigation and settlement costs and other expenses that relate to the financing and investing activities of the Company. Other non-operating expenses consist of the following (in thousands): | |||||||||||||
Year Ended | Year Ended | Year Ended | |||||||||||
December 31, | December 31, | December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||||
Litigation and settlement costs | $ | 2,379 | $ | 1,169 | $ | 4,127 | |||||||
Unrealized loss on change in fair value of value of TLG Put option (note 2) | 65 | 2,420 | — | ||||||||||
Other | 282 | 319 | 505 | ||||||||||
$ | 2,726 | $ | 3,908 | $ | 4,632 | ||||||||
Discontinued_Operations
Discontinued Operations | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Discontinued Operations And Disposal Groups [Abstract] | ' | ||||
Discontinued Operations | ' | ||||
15. Discontinued Operations | |||||
In January 2011, an indirect subsidiary of the Company transferred its interests in the property across the street from Delano South Beach to SU Gale Properties, LLC. As a result of this transaction, the Company was released from $10.5 million of nonrecourse mortgage and mezzanine indebtedness previously consolidated on the Company’s balance sheet. The property across the street from Delano South Beach was a development property. | |||||
The following sets forth the discontinued operations of the property across the street from Delano South Beach for the year ended December 31, 2011 (in thousands). The Company had no discontinued operations during the years ended December 31, 2013 and 2012. | |||||
Year Ended | |||||
December 31, | |||||
2011 | |||||
Operating expenses | $ | (30 | ) | ||
Income tax expense | (328 | ) | |||
Gain on disposal | 843 | ||||
Income from discontinued operations | $ | 485 | |||
Quarterly_Financial_Informatio
Quarterly Financial Information | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | ||||||||||||||||
Quarterly Financial Information | ' | ||||||||||||||||
16. Quarterly Financial Information (Unaudited) | |||||||||||||||||
The tables below reflect the Company’s selected quarterly information for the Company for the years ended December 31, 2013 and 2012 (in thousands, except per share data): | |||||||||||||||||
Three Months Ended | |||||||||||||||||
December 31, | September 30, | June 30, | March 31, | ||||||||||||||
2013 | 2013 | 2013 | 2013 | ||||||||||||||
Total revenues | $ | 64,866 | $ | 58,262 | $ | 60,707 | $ | 52,651 | |||||||||
Gain on asset sale | 2,005 | 2,005 | 2,005 | 2,005 | |||||||||||||
Loss before income tax expense | (5,924 | ) | (10,223 | ) | (15,954 | ) | (11,333 | ) | |||||||||
Net loss attributable to common stockholders | (10,742 | ) | (14,365 | ) | (19,034 | ) | (14,330 | ) | |||||||||
Net loss per share — basic/diluted attributable to common shareholders | (0.32 | ) | (0.44 | ) | (0.59 | ) | (0.44 | ) | |||||||||
Weighted-average shares outstanding — basic and diluted | 33,555 | 32,693 | 32,464 | 32,348 | |||||||||||||
Three Months Ended | |||||||||||||||||
December 31, | September 30, | June 30, | March 31, | ||||||||||||||
2012 | 2012 | 2012 | 2012 | ||||||||||||||
Total revenues | $ | 54,797 | $ | 44,036 | $ | 47,791 | $ | 43,295 | |||||||||
Gain on asset sale | 2,005 | 1,993 | 1,995 | 1,996 | |||||||||||||
Loss before income tax expense | (12,298 | ) | (15,720 | ) | (13,396 | ) | (14,301 | ) | |||||||||
Net loss attributable to common stockholders | (15,256 | ) | (18,513 | ) | (16,111 | ) | (16,931 | ) | |||||||||
Net loss per share — basic/diluted attributable to common shareholders | (0.48 | ) | (0.59 | ) | (0.52 | ) | (0.55 | ) | |||||||||
Weighted-average shares outstanding — basic and diluted | 31,565 | 31,208 | 31,261 | 30,900 |
Deferred_Gain_on_Asset_Sales
Deferred Gain on Asset Sales | 12 Months Ended |
Dec. 31, 2013 | |
Revenue Recognition [Abstract] | ' |
Deferred Gain on Asset Sales | ' |
17. Deferred Gain on Asset Sales | |
On May 3, 2011, pursuant to a purchase and sale agreement, Mondrian Holdings LLC, a subsidiary of the Company, sold Mondrian Los Angeles for $137.0 million to Pebblebrook. The Company applied a portion of the proceeds from the sale, along with approximately $9.2 million of cash in escrow, to retire the $103.5 million mortgage secured by the hotel. Net proceeds, after the repayment of debt and closing costs, were approximately $40 million. The Company continues to operate the hotel under a 20-year management agreement with one 10-year extension option. | |
On May 23, 2011, pursuant to purchase and sale agreements, Royalton LLC, a subsidiary of the Company, sold Royalton for $88.2 million to Royalton 44 Hotel, L.L.C., an affiliate of FelCor Lodging Trust, Incorporated, and Morgans Holdings LLC, a subsidiary of the Company, sold Morgans for $51.8 million to Madison 237 Hotel, L.L.C., an affiliate of FelCor Lodging Trust, Incorporated. The Company applied a portion of the proceeds from the sale to retire the outstanding balance on its revolving credit facility at the time, which was secured in part by these hotels. Net proceeds, after the repayment of debt and closing costs, were approximately $93 million. The Company continues to operate the hotels under 15-year management agreements with one 10-year extension option. | |
On November 23, 2011, the Company’s subsidiary, Royalton Europe, and Walton MG London, each of which owned a 50% equity interest in Morgans Europe, the joint venture that owned the 150 room Sanderson and 204 room St Martins Lane hotels, completed the sale of their respective equity interests in the joint venture for an aggregate of £192 million (or approximately $297 million). The Company received net proceeds of approximately $72.3 million, after applying a portion of the proceeds from the sale to retire the £99.5 million of outstanding mortgage debt secured by the hotels and payment of closing costs. The Company continues to operate the hotels under long-term management agreements that, including extension options, extend the term of the prior management agreements to 2041 from 2027. | |
In accordance with ASC 360-20, Property, Plant and Equipment, Real Estate Sales, the Company evaluated its accounting for the gain on sales, noting that the Company continues to have significant continuing involvement in the hotels as a result of long-term management agreements and shares in risks and rewards of ownership. The Company recorded deferred gains of approximately $152.4 million related to the sales of Royalton, Morgans, Mondrian Los Angeles, and the Company’s equity interests in Morgans Europe, which are deferred and recognized as a gain on asset sales over the initial term of the related management agreements. Gain on asset sales for the years ended December 31, 2013, 2012 and 2011 were $8.0 million, $8.0 million, and $3.2 million, respectively. |
Subsequent_Event
Subsequent Event | 12 Months Ended |
Dec. 31, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Event | ' |
18. Subsequent Event | |
On March 10, 2014, the Company implemented a plan of termination (the “Termination Plan”) that is expected to result in a workforce reduction of its corporate office employees. The Termination Plan is part of the Company’s previously announced corporate strategy to, among other things, reduce corporate overhead and costs allocated to property owners. The Termination Plan is the result of the Board of Directors’ extensive review of the Company’s operations and cost structure. The Termination Plan will streamline the Company’s general corporate functions and the Company anticipates achieving annualized savings of approximately $8.0 million of corporate expenses and approximately $1.6 million of expenses allocated to its owned, joint venture and managed hotels, based on 2013 incurred costs and targeted compensation levels. | |
The Plan constitutes a plan of termination under ASC 420, Exit or Disposal Cost Obligations. The Company intends to enter into severance arrangements with the terminated employees, subject to their execution of separation and general release agreements. As a result of the Termination Plan, the Company anticipates recording a charge of approximately $8.6 million in the first quarter of 2014 related to the cost of one-time termination benefits of which approximately $2.6 million is expected to be paid in cash and approximately $2.2 million is expected to be recognized as non-cash stock compensation expense relating to the severance of former executives mentioned below, and $3.8 million is expected to be paid in cash to other terminated employees. All other equity awards granted to terminated employees that were unvested as of March 10, 2014 expired and were forfeited | |
Pursuant to the Termination Plan, on March 10, 2014, Daniel Flannery, Executive Vice President, Chief Operating Officer, and Yoav Gery, Executive Vice President, Chief Development Officer, were provided notices of termination of their employment with us effective immediately. Messrs. Flannery’s and Gery’s departures will be treated as terminations without cause under their employment agreements and they will be entitled to severance compensation and benefits accordingly. | |
In connection with the Termination Plan, the Company also announced the promotion of Joshua Fluhr to Executive Vice President and Chief Operating Officer, effective immediately. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||
Basis of Presentation | ' | ||||||||||||
Basis of Presentation | |||||||||||||
The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The Company consolidates all wholly-owned subsidiaries and variable interest entities in which the Company is determined to be the primary beneficiary. All intercompany balances and transactions have been eliminated in consolidation. Entities which the Company does not control through voting interest and entities which are variable interest entities of which the Company is not the primary beneficiary, are accounted for under the equity method. | |||||||||||||
Use of Estimates | ' | ||||||||||||
Use of Estimates | |||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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 from those estimates. | |||||||||||||
Cash and Cash Equivalents | ' | ||||||||||||
Cash and Cash Equivalents | |||||||||||||
Cash and cash equivalents include highly liquid investments with maturities of three months or less from the date of purchase. | |||||||||||||
Restricted Cash | ' | ||||||||||||
Restricted Cash | |||||||||||||
As required by certain debt and lease agreements, restricted cash consists of cash held in escrow accounts for taxes, ground rent, insurance premiums, and debt service or lease payments. | |||||||||||||
The Hudson 2012 Mortgage Loan, defined and discussed below in note 7, provided that, in the event the debt yield ratio falls below certain defined thresholds, all cash from the property is deposited into accounts controlled by the lenders from which debt service and operating expenses, including management fees, are paid and from which other reserve accounts may be funded. Any excess amounts were retained by the lenders until the debt yield ratio exceeds the required thresholds for three consecutive months. As of December 31, 2013, $11.2 million was held by the lenders in this reserve account. At the closing of the Hudson/Delano 2014 Mortgage Loan, all amounts held in these reserve funds were released to the Company. | |||||||||||||
The Hudson/Delano 2014 Mortgage Loan, defined and discussed below in note 7, provides that, in the event the debt yield ratio falls below certain defined thresholds, all cash flow from the properties is deposited into accounts controlled by the lenders from which debt service and operating expenses, including management fees, are paid and from which other reserve accounts may be funded. Any excess amounts will be retained by the lenders until the debt yield ratio exceeds the required thresholds for two consecutive calendar quarters. | |||||||||||||
As further required by the debt and lease agreements where the Company is the hotel owner, the Company is required to reserve funds at amounts equal to 4% of the hotel’s revenues and the Company must set these funds aside in restricted escrow accounts for the future periodic replacement or refurbishment of furniture, fixtures and equipment. As replacements occur, the Company’s subsidiary is eligible for reimbursement from these escrow accounts. | |||||||||||||
In addition, certain food and beverage ventures and hotels managed by the Company generally are subject to similar obligations under its management agreements, or under debt agreements related to such hotels. Such agreements typically require the food and beverage ventures and hotel owners to set aside restricted cash of between 2% to 4% of gross revenues of the venture or hotel for the future periodic replacement or refurbishment of furniture, fixtures and equipment. | |||||||||||||
In addition to reserve funds for these capital expenditures, the Company is also required by the debt and lease agreements where the Company is the hotel owner to deposit cash into escrow accounts for taxes, insurance and debt service or lease payments, among other things. | |||||||||||||
Accounts Receivable | ' | ||||||||||||
Accounts Receivable | |||||||||||||
Accounts receivable are carried at their estimated recoverable amount, net of allowances. Management provides for the allowances based on a percentage of aged receivables and assesses accounts receivable on a periodic basis to determine if any additional amounts will potentially be uncollectible. After all attempts to collect accounts receivable are exhausted, the uncollectible balances are written off against the allowance. The allowance for doubtful accounts is immaterial for all periods presented. | |||||||||||||
Property and Equipment | ' | ||||||||||||
Property and Equipment | |||||||||||||
Building and building improvements are depreciated on a straight-line method over their estimated useful life of 39.5 years. Furniture, fixtures and equipment are depreciated on a straight-line method using five years. Building and equipment under capital leases and leasehold improvements are amortized on a straight-line method over the shorter of the lease term or estimated useful life of the asset. | |||||||||||||
Costs of significant improvements, including real estate taxes, insurance, and interest during the construction periods are capitalized. There was no such capitalized real estate taxes, insurance and interest for the years ended December 31, 2013 and 2012. | |||||||||||||
Goodwill | ' | ||||||||||||
Goodwill | |||||||||||||
Goodwill represents the excess purchase price over the fair value of net assets attributable to business acquisitions and combinations. The Company tests for impairment of goodwill at least annually and at year end. The Company will test for impairment more frequently if events or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying amount. In accordance with ASU No. 2011-08, management assess qualitative factors to determine whether it is more likely than not (that is, a likelihood of more than 50 percent) that the fair value of a reporting unit is less than its carrying amount. If this is the case, management will perform a more detailed two-step goodwill impairment test which is used to identify potential goodwill impairments and to measure the amount of goodwill impairment losses to be recognized, if any. In applying the detailed two-step process, management identifies potential impairments in goodwill by comparing the fair value of the reporting unit with its book value. If the fair value of the reporting unit exceeds the carrying amount, including goodwill, the asset is not impaired. Any excess of carrying value over the estimated fair value of goodwill would be recognized as an impairment loss in continuing operations. | |||||||||||||
The Company has one reportable operating segment, which is its reporting unit under ASC 350-20; therefore management aggregates goodwill associated to all owned hotels as well as the goodwill recorded in connection with the acquisition of TLG and the Company’s owned food and beverage venues when analyzing potential impairment. During the years ended December 31, 2013, 2012 and 2011, the Company has incurred losses, which have impacted its cash flows and resulted in a net deficit. The Company’s net losses primarily reflected decreased revenues due to renovation work at its owned hotels, losses in equity of unconsolidated joint ventures, impairment charges, interest expense and depreciation and amortization charges. Further, stock compensation, a non-cash expense, contributed to the net losses recorded during 2013, 2012, and 2011. As of December 31, 2013 and 2012, management concluded that no goodwill impairment existed as qualitative factors did not indicate that the fair value of the Company’s reporting unit was less than its carrying value. Further, management also performed a quantitative analysis comparing the Company’s carrying values to market values, as provided by third party appraisals performed during 2013 and other market data available, and concluded that the fair value of the Company’s reporting unit was significantly greater than its carrying value. Management does not believe it is reasonably likely that goodwill will become impaired in future periods, but will test goodwill before the 2014 year end if events or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying amount. | |||||||||||||
Impairment of Long-Lived Assets | ' | ||||||||||||
Impairment of Long-Lived Assets | |||||||||||||
In accordance with ASC 360-10, Property, Plant and Equipment (“ASC 360-10”) long-lived assets currently in use are reviewed periodically for possible impairment and will be written down to fair value if considered impaired. Long-lived assets to be disposed of are written down to the lower of cost or fair value less the estimated cost to sell. The Company reviews its portfolio of long-lived assets for impairment at least annually or when specific triggering events occur, as required by ASC 360-10. Recoverability of such assets is measured by a comparison of the carrying amount of an asset to future net cash flows expected to be generated by the asset as determined by analyzing the operating budgets for future periods. When events or changes of circumstances indicate that an asset’s carrying value may not be recoverable, the Company tests for impairment by reference to the applicable asset’s estimated future cash flows. The Company estimated each property’s fair value using a discounted cash flow method taking into account each property’s expected cash flow from operations, holding period and net proceeds from the dispositions of the property. The factors the Company addresses in determining estimated net proceeds from disposition include anticipated operating cash flow in the year of disposition, terminal cash flow capitalization rate and selling price per room. For the years ended December 31, 2013 and 2012, management concluded that all long-lived assets were not impaired. | |||||||||||||
Assets Held for Sale | ' | ||||||||||||
Assets Held for Sale | |||||||||||||
The Company considers properties to be assets held for sale when management approves and commits to a formal plan to actively market a property or a group of properties for sale and the sale is probable. Upon designation as an asset held for sale, the Company records the carrying value of each property or group of properties at the lower of its carrying value, which includes allocable goodwill, or its estimated fair value, less estimated costs to sell, and the Company stops recording depreciation expense. Any gain realized in connection with the sale of the properties for which the Company has significant continuing involvement, such as through a long-term management agreement, is deferred and recognized over the initial term of the related management agreement. | |||||||||||||
The operations of the properties held for sale prior to the sale date are recorded in discontinued operations unless the Company has continuing involvement, such as through a management agreement, after the sale. | |||||||||||||
Business Combinations | ' | ||||||||||||
Business Combinations | |||||||||||||
The Company recognizes identifiable assets acquired, liabilities (both specific and contingent) assumed, and non-controlling interests in a business combination at their fair values at the acquisition date based on the exit price (i.e. the price that would be received to sell an asset or transfer a liability in an orderly transaction between market participants at the measurement date). Furthermore, acquisition-related costs, such as due diligence, legal and accounting fees, are not capitalized or applied in determining the fair value of the acquired assets. Acquisition related costs are expensed as incurred. In certain situations, a deferred tax asset or liability is created due to the difference between the fair value and the tax basis of the acquired asset and assumed liabilities at the acquisition date, which also may result in a goodwill asset being recorded. | |||||||||||||
Investments in and Advances to Unconsolidated Joint Ventures | ' | ||||||||||||
Investments in and Advances to Unconsolidated Joint Ventures | |||||||||||||
The Company accounts for its investments in unconsolidated joint ventures using the equity method as it does not exercise control over significant asset decisions such as buying, selling or financing nor is it the primary beneficiary under ASC 810-10, as discussed above. Under the equity method, the Company increases its investment for its proportionate share of net income and contributions to the joint venture and decreases its investment balance by recording its proportionate share of net loss and distributions. Once the Company’s investment balance in an unconsolidated joint venture is zero, the Company suspends recoding additional losses. For investments in which there is recourse or unfunded commitments to provide additional equity, distributions and losses in excess of the investment are recorded as a liability. As of December 31, 2013, there were no liabilities required to be recorded related to these investments. | |||||||||||||
The Company periodically reviews its investments in unconsolidated joint ventures for other-than-temporary declines in market value. In this analysis of fair value, the Company uses a discounted cash flow analysis to estimate the fair value of its investment taking into account expected cash flow from operations, holding period and net proceeds from the dispositions of the property. Any decline that is not expected to be recovered is considered other-than-temporary and an impairment charge is recorded as a reduction in the carrying value of the investment. | |||||||||||||
In 2013, 2012 and 2011, based on various factors, but primarily current economic conditions and certain upcoming mortgage debt maturities, the Company recognized, through its equity in loss from unconsolidated joint ventures, impairment charges totaling $0.2 million, $1.6 million and $14.7 million, respectively, related to its unconsolidated joint ventures in Ames, Mondrian SoHo and Mondrian South Beach. As a result of these impairments and the recording of the Company’s equity in loss at each respective joint venture, the Company’s investment in Mondrian SoHo and Mondrian South Beach is zero as of December 31, 2013. Effective April 26, 2013, the Company no longer had any ownership interest in Ames, and effective July 17, 2013, the Company no longer managed Ames, as discussed further in note 5. | |||||||||||||
Investment in TLG Management Contracts, net | ' | ||||||||||||
Investment in TLG Management Contracts, net | |||||||||||||
Investment in TLG management contracts represents the fair value of the TLG management contracts. TLG operates numerous nightclubs, restaurants and bar venues primarily in Las Vegas pursuant to management agreements with MGM. The management contract assets are being amortized, using the straight line method, over the expected life of each applicable management contract. | |||||||||||||
Other Assets | ' | ||||||||||||
Other Assets | |||||||||||||
In August 2012, the Company entered into an agreement with MGM to convert THEhotel to Delano Las Vegas, which will be managed by MGM pursuant to a 10-year licensing agreement, with two 5-year extensions at the Company’s option, subject to performance thresholds. In addition, the Company acquired the leasehold interests in three food and beverage venues at Mandalay Bay in Las Vegas from an existing tenant for $15.0 million in cash at closing and a deferred, principal-only $10.6 million promissory note (“Restaurant Lease Note”) to be paid over seven years, which the Company recorded at fair value as of the date of issuance of $7.5 million, as discussed in note 8. The venues have been reconcepted and renovated and are managed by TLG. The three food and beverage venues are being operated pursuant to 10-year operating leases with an MGM affiliate, pursuant to which the Company pays minimum annual lease payments and a percentage rent based on cash flow. The Company allocated the total consideration paid, or to be paid, to the license agreement and the restaurant leasehold asset based on their respective fair values. The Company amortizes the fair value of the license agreement, using the straight line method, over the 10-year life of the license agreement, and the fair value of the restaurant leasehold interests, using the straight line method, over the 10-year life of the operating leases. | |||||||||||||
Further, other assets consists of key money payments related to hotels under development, as discussed further in note 9, deferred financing costs, and fair value of the lease agreements in the food and beverage venues at Sanderson and St Martins Lane, which the Company acquired in the CGM Transaction, as discussed further in note 1. The Sanderson and St Martins Lane food and beverage lease agreements are being amortized, using the straight line method, over the expected life of the agreements. Deferred financing costs included in other assets are being amortized, using the straight line method, which approximates the effective interest rate method, over the terms of the related debt agreements. | |||||||||||||
Foreign Currency Translation | ' | ||||||||||||
Foreign Currency Translation | |||||||||||||
As we have international operations at hotels that we manage in London, currency exchange risks between the U.S. dollar and the British pound arise as a normal part of our business. We reduce these risks by transacting these businesses primarily in their local currency. As a result, the translation of transactions with these hotels has resulted in foreign currency transaction gains and losses, which have been reflected in the results of operations based on exchange rates in effect at the date of the transactions. Such transactions do not have a material effect on the Company’s earnings. | |||||||||||||
Revenue Recognition | ' | ||||||||||||
Revenue Recognition | |||||||||||||
The Company’s revenues are derived from lodging, food and beverage and related services provided to hotel customers such as telephone, minibar and rental income from tenants. Revenue is recognized when the amounts are earned and can reasonably be estimated. These revenues are recorded net of taxes collected from customers and remitted to government authorities and are recognized as the related services are delivered. Rental revenue is recorded on a straight-line basis over the term of the related lease agreement. | |||||||||||||
Additionally, the Company recognizes base and incentive management fees and chain service fees related to the management of operating hotels in which the Company does not have an ownership interest, or in operating hotels that are unconsolidated joint ventures. These fees are recognized as revenue when earned in accordance with the applicable management agreement. Under its management agreements, the Company generally recognizes base management and chain service fees as a percentage of gross revenue and incentive management fees as a percentage of net operating income or Net Capital or Refinancing Proceeds, as defined in the applicable management agreement. The chain service fees represent cost reimbursements from managed hotels, which are incurred, and reimbursable costs to the Manager. The Company also recognizes termination fees as income when received. For example, in March 2013, the Company entered into an agreement with the owner of Hotel Las Palapas to terminate its management agreement effective March 31, 2013 in exchange for a termination payment of approximately $0.5 million. Additionally, in May 2013, the owner of Ames hotel exercised its right to terminate the Company’s management agreement effective July 17, 2013, and on July 17, 2013 the management agreement terminated, as discussed further in note 5. The Company received and recorded income of $0.9 million of the $1.8 million payment during the second quarter of 2013. The Company received the remaining $0.9 million in July 2013, which was recorded in management fee-related parties other income on the consolidated statements of comprehensive loss during the year ended December 31, 2013. | |||||||||||||
The Company, through its ownership of TLG, also recognizes management fees from the management of nightclubs, restaurants, lounges and bars. These fees are recognized as revenue when earned in accordance with the applicable management agreement. Under its food and beverage management agreements, the Company generally recognizes base management fees as a percentage of gross sales, and incentive management fees as a percentage of net profits, as calculated pursuant to the applicable management agreement. | |||||||||||||
Concentration of Credit Risk | ' | ||||||||||||
Concentration of Credit Risk | |||||||||||||
The Company places its temporary cash investments in high credit financial institutions. However, a portion of temporary cash investments may exceed FDIC insured levels from time to time. The Company has never experienced any losses related to these balances. | |||||||||||||
Advertising and Promotion Costs | ' | ||||||||||||
Advertising and Promotion Costs | |||||||||||||
Advertising and promotion costs are expensed as incurred and are included in hotel selling, general and administrative expenses on the accompanying consolidated statements of comprehensive loss. These costs amounted to approximately $0.8 million, $1.1 million, and $1.3 million for the years ended December 31, 2013, 2012, and 2011, respectively. | |||||||||||||
Repairs and Maintenance Costs | ' | ||||||||||||
Repairs and Maintenance Costs | |||||||||||||
Repairs and maintenance costs are expensed as incurred and are included in hotel selling, general and administrative expenses on the accompanying consolidated statements of comprehensive loss. | |||||||||||||
Income Taxes | ' | ||||||||||||
Income Taxes | |||||||||||||
The Company accounts for income taxes in accordance with ASC 740-10, Income Taxes, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the tax and financial reporting basis of assets and liabilities and for loss and credit carry forwards. Valuation allowances are provided when it is more likely than not that the recovery of deferred tax assets will not be realized. | |||||||||||||
The Company’s deferred tax assets are recorded net of a valuation allowance when, based on the weight of available evidence, it is more likely than not that some portion or all of the recorded deferred tax assets will not be realized in future periods. Decreases to the valuation allowance are recorded as reductions to the Company’s provision for income taxes and increases to the valuation allowance result in additional provision for income taxes. The realization of the Company’s deferred tax assets, net of the valuation allowance, is primarily dependent on estimated future taxable income. A change in the Company’s estimate of future taxable income may require an addition to or reduction from the valuation allowance. The Company has established a reserve on its deferred tax assets based on anticipated future taxable income and tax strategies which may include the sale of property or an interest therein. | |||||||||||||
All of the Company’s foreign subsidiaries are subject to local jurisdiction corporate income taxes. Income tax expense is reported at the applicable rate for the periods presented. | |||||||||||||
Income taxes for the years ended December 31, 2013, 2012, and 2011, were computed using the Company’s effective tax rate. | |||||||||||||
Derivative Instruments and Hedging Activities | ' | ||||||||||||
Derivative Instruments and Hedging Activities | |||||||||||||
In accordance with ASC 815-10, Derivatives and Hedging (“ASC 815-10”) the Company records all derivatives on the balance sheet at fair value and provides qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about the fair value of and gains and losses on derivative instruments, and disclosures about credit-risk-related contingent features in derivative instruments. As of December 31, 2013 and 2012, the estimated fair market value of the Company’s cash flow hedges is immaterial. | |||||||||||||
Credit-risk-related Contingent Features | ' | ||||||||||||
Credit-risk-related Contingent Features | |||||||||||||
The Company has entered into agreements with each of its derivative counterparties in connection with the interest rate caps and hedging instruments related to the Convertible Notes, as defined and discussed in note 7, providing that in the event the Company either defaults or is capable of being declared in default on any of its indebtedness, then the Company could also be declared in default on its derivative obligations. | |||||||||||||
The Company has entered into warrant agreements with Yucaipa American Alliance Fund II, L.P. and Yucaipa American Alliance (Parallel) Fund II, L.P., (collectively, the “Yucaipa Investors”), as discussed in note 8, to purchase a total of 12,500,000 shares of the Company’s common stock at an exercise price of $6.00 per share (the “Yucaipa Warrants”). In addition, the Yucaipa Investors have certain consent rights over certain transactions for so long as they collectively own or have the right to purchase through exercise of the Yucaipa Warrants 6,250,000 shares of the Company’s common stock. | |||||||||||||
Fair Value Measurements | ' | ||||||||||||
Fair Value Measurements | |||||||||||||
ASC 820-10, Fair Value Measurements and Disclosures (“ASC 820-10”) defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. ASC 820-10 applies to reported balances that are required or permitted to be measured at fair value under existing accounting pronouncements; accordingly, the standard does not require any new fair value measurements of reported balances. | |||||||||||||
ASC 820-10 emphasizes that fair value is a market-based measurement, not an entity-specific measurement. Therefore, a fair value measurement should be determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, ASC 820-10 establishes a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy). | |||||||||||||
Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access. Level 2 inputs are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs may include quoted prices for similar assets and liabilities in active markets, as well as inputs that are observable for the asset or liability (other than quoted prices), such as interest rates and yield curves that are observable at commonly quoted intervals. Level 3 inputs are unobservable inputs for the asset or liability, which is typically based on an entity’s own assumptions, as there is little, if any, related market activity. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability. | |||||||||||||
In connection with its Outperformance Award Program, which is a long-term incentive plan intended to provide the Company’s senior management with the ability to earn cash or equity awards based on the Company’s level of return to shareholders over a three-year period, as discussed in note 10, the Company issued a new series of outperformance long-term incentive units (the “OPP LTIP Units”) which were initially fair valued on the date of grant, and at each reporting period, utilizing a Monte Carlo simulation to estimate the probability of the performance vesting conditions being satisfied. The Monte Carlo simulation used a statistical formula underlying the Black-Scholes and binomial formulas and such simulation was run approximately 100,000 times. As the Company has the ability to settle the vested OPP LTIP Units with cash, these awards are not considered to be indexed to the Company’s stock price and are accounted for as liabilities at fair value. Although the Company has determined that the majority of the inputs used to value the OPP LTIP Units fall within Level 1 of the fair value hierarchy, the Monte Carlo simulation model utilizes Level 2 inputs, such as estimates of the Company’s volatility. Accordingly, the OPP LTIP Unit liability was classified as a Level 2 fair value measure. | |||||||||||||
In connection with the Light Group Transaction, the Company issued the TLG Promissory Notes, which are convertible into shares of the Company’s common stock at $9.50 per share and are subject to the achievement of certain EBITDA targets for the acquired business, discussed in note 7. The TLG Promissory Notes were initially fair valued on the date of acquisition, and will be fair valued at each reporting period, utilizing a Monte Carlo simulation to estimate the probability of the achievement of certain EBITDA targets being satisfied. Although the Company has determined that the majority of the inputs used to value the TLG Promissory Notes fall within Level 1 of the fair value hierarchy, the Monte Carlo simulation model utilizes Level 2 inputs, such as estimates of the Company’s volatility. Accordingly, the TLG Promissory Notes liability was classified as a Level 2 fair value measure. | |||||||||||||
Also in connection with The Light Group Transaction, the Company provided Messrs. Sasson and Masi with the Sasson-Masi Put Options. Due to the redemption feature associated with the Sasson-Masi Put Options, the Company classified the noncontrolling interest in temporary equity. Subsequently, the Company will accrete the redeemable noncontrolling interest to its current redemption value, which approximates fair value, each period. The Company has determined that the majority of the inputs used to value the Sasson-Masi Put Options fall within Level 3 of the fair value hierarchy. Accordingly, the Sasson-Masi Put Options have been classified as Level 3 fair value measurements. | |||||||||||||
In connection with the three restaurant leases in Las Vegas, the Company issued a principal only $10.6 million Restaurant Lease Note to be paid over seven years. The Restaurant Lease Note does not bear interest except in the event of default, as defined by the agreement. In accordance with ASC 470, Debt, the Company imputed interest on the Restaurant Lease Note, which is recorded at fair value on the accompanying consolidated balance sheet. On the date of grant, the Company determined the fair value of the Restaurant Lease Note to be $7.5 million imputing an interest rate of 10%. The Company has determined that the majority of the inputs used to value the Restaurant Lease Note fall within Level 2 of the fair value hierarchy, which accordingly has been classified as Level 2 fair value measurements. | |||||||||||||
During the year ended December 31, 2013, the Company recognized non-cash impairment charges related to the Company’s receivables due from and other assets related to Mondrian SoHo and Delano Marrakech, which was recorded as an impairment loss on receivables and other assets from unconsolidated joint venture and managed hotel. Also during the years ended December 31, 2013, 2012 and 2011, the Company recognized non-cash impairment charges related to the Company’s investments in unconsolidated joint ventures, through equity in loss from unconsolidated joint ventures. The Company’s estimated fair value relating to these impairment assessments was based primarily upon Level 3 measurements, including a discounted cash flow analysis to estimate the fair value of the assets taking into account the assets expected cash flow, holding period and estimated proceeds from the disposition of assets, as well as market and economic conditions. | |||||||||||||
The following table presents charges recorded as a result of applying Level 3 non-recurring measurements included in net loss for the years ended December 31, 2013, 2012 and 2011 (in thousands) : | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Investment in Mondrian SoHo | $ | — | $ | 1,027 | $ | 4,067 | |||||||
Investment in Ames | 151 | 564 | — | ||||||||||
Sasson-Masi Put Options | (1,116 | ) | 474 | — | |||||||||
Receivables and other assets from managed hotel and unconsolidated joint venture | 6,029 | — | — | ||||||||||
Total Level 3 measurement expenses included in net loss | $ | 5,064 | $ | 2,065 | $ | 4,067 | |||||||
Fair Value of Financial Instruments | ' | ||||||||||||
Fair Value of Financial Instruments | |||||||||||||
Disclosures about fair value of financial instruments are based on pertinent information available to management as of the valuation date. Considerable judgment is necessary to interpret market data and develop estimated fair values. Accordingly, the estimates presented are not necessarily indicative of the amounts at which these instruments could be purchased, sold, or settled. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts. | |||||||||||||
The Company’s financial instruments include cash and cash equivalents, accounts receivable, restricted cash, accounts payable and accrued liabilities, and fixed and variable rate debt. Management believes the carrying amount of the aforementioned financial instruments, excluding fixed-rate debt, is a reasonable estimate of fair value as of December 31, 2013 and 2012 due to the short-term maturity of these items or variable market interest rates. | |||||||||||||
The fair market value of the Company’s $247.1 million of fixed rate debt, which includes the Company’s trust preferred securities, TLG Promissory Notes at fair value, Restaurant Lease Note, discussed above, and 2.375% Senior Subordinated Convertible Notes (the “Convertible Notes”) at face value, as discussed in note 7, as of December 31, 2013 was approximately $217.7 million, using market rates. The fair market value of the Company’s $238.1 million of fixed rate debt, which includes the Company’s trust preferred securities, TLG Promissory Notes at fair value, and Convertible Notes at face value, as of December 31, 2012 was $240.8 million, using market interest rates. | |||||||||||||
Although the Company has determined that the majority of the inputs used to value its fixed rate debt fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its fixed rate debt utilize Level 3 inputs, such as estimates of current credit spreads. However, as of December 31, 2013 and 2012, the Company assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its fixed rate debt and determined that the credit valuation adjustments are not significant to the overall valuation of its fixed rate debt. Accordingly, all derivatives have been classified as Level 2 fair value measurements. | |||||||||||||
Stock-based Compensation | ' | ||||||||||||
Stock-based Compensation | |||||||||||||
The Company accounts for stock based employee compensation using the fair value method of accounting described in ASC 718-10. For share grants, total compensation expense is based on the price of the Company’s stock at the grant date. For option grants, the total compensation expense is based on the estimated fair value using the Black-Scholes option-pricing model. For awards under the Company’s Outperformance Award Program, discussed in note 8, long-term incentive awards, the total compensation expense is based on the estimated fair value using the Monte Carlo pricing model. Compensation expense is recorded ratably over the vesting period. Stock compensation expense recognized for the years ended December 31, 2013, 2012, and 2011 was $4.1 million, $4.5 million, and $9.1 million, respectively. | |||||||||||||
Income (Loss) Per Share | ' | ||||||||||||
Income (Loss) Per Share | |||||||||||||
Basic net income (loss) per common share is calculated by dividing net income (loss) available to common stockholders, less any dividends on unvested restricted common stock, by the weighted-average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is calculated by dividing net income (loss) available to common stockholders, less dividends on unvested restricted common stock, by the weighted-average number of shares of common stock outstanding during the period, plus other potentially dilutive securities, such as unvested shares of restricted common stock and warrants. | |||||||||||||
Redeemable Noncontrolling Interest | ' | ||||||||||||
Redeemable Noncontrolling Interest | |||||||||||||
Due to the redemption feature associated with the Sasson-Masi Put Options, the Company classifies the noncontrolling interest in temporary equity in accordance with the Securities and Exchange Commission’s guidance as codified in ASC 480-10, Distinguishing Liabilities from Equity. Subsequently, the Company will accrete the redeemable noncontrolling interest to its current redemption value, which approximates fair value, each period. The change in the redemption value does not impact the Company’s earnings or earnings per share. | |||||||||||||
Noncontrolling Interest | ' | ||||||||||||
Noncontrolling Interest | |||||||||||||
The Company follows ASC 810-10, when accounting and reporting for noncontrolling interests in a consolidated subsidiary and the deconsolidation of a subsidiary. Under ASC 810-10, the Company reports noncontrolling interests in subsidiaries as a separate component of stockholders’ equity (deficit) in the consolidated financial statements and reflects net income (loss) attributable to the noncontrolling interests and net income (loss) attributable to the common stockholders on the face of the consolidated statements of comprehensive loss. | |||||||||||||
The membership units in Morgans Group, the Company’s operating company, owned by the Former Parent are presented as a noncontrolling interest in Morgans Group in the consolidated balance sheets and were approximately $0.5 million and $6.1 million as of December 31, 2013 and 2012, respectively. The noncontrolling interest in Morgans Group is: (i) increased or decreased by the limited members’ pro rata share of Morgans Group’s net income or net loss, respectively; (ii) decreased by distributions; (iii) decreased by exchanges of membership units for the Company’s common stock; and (iv) adjusted to equal the net equity of Morgans Group multiplied by the limited members’ ownership percentage immediately after each issuance of units of Morgans Group and/or shares of the Company’s common stock and after each purchase of treasury stock through an adjustment to additional paid-in capital. Net income or net loss allocated to the noncontrolling interest in Morgans Group is based on the weighted-average percentage ownership throughout the period. As of December 31, 2013, there are 75,446 membership units outstanding exchangeable for shares of the Company’s common stock. | |||||||||||||
Reclassifications | ' | ||||||||||||
Reclassifications | |||||||||||||
Certain prior year financial statement amounts have been reclassified to conform to the current year presentation, including the Company’s other expenses, discussed in note 13. |
Organization_and_Formation_Tra1
Organization and Formation Transaction (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Accounting Policies [Abstract] | ' | ||||||||||
Operating Hotels | ' | ||||||||||
The Company’s operating hotels as of December 31, 2013 are as follows: | |||||||||||
Hotel Name | Location | Number of | Ownership | ||||||||
Rooms | |||||||||||
Hudson | New York, NY | 866 | (1 | ) | |||||||
Morgans | New York, NY | 114 | (2 | ) | |||||||
Royalton | New York, NY | 168 | (2 | ) | |||||||
Mondrian SoHo | New York, NY | 263 | (3 | ) | |||||||
Delano South Beach | Miami Beach, FL | 194 | (4 | ) | |||||||
Mondrian South Beach | Miami Beach, FL | 225 | (5 | ) | |||||||
Shore Club | Miami Beach, FL | 309 | (6 | ) | |||||||
Mondrian Los Angeles | Los Angeles, CA | 237 | (7 | ) | |||||||
Clift | San Francisco, CA | 372 | (8 | ) | |||||||
Sanderson | London, England | 150 | (9 | ) | |||||||
St Martins Lane | London, England | 204 | (9 | ) | |||||||
-1 | The Company owns 100% of Hudson through its subsidiary, Henry Hudson Holdings LLC, which is part of a property that is structured as a condominium, in which Hudson constitutes 96% of the square footage of the entire building. As of December 31, 2013, Hudson has 866 guest rooms and 67 single room dwelling units (“SROs”). Each SRO is for occupancy by a single eligible individual. The unit need not, but may, contain food preparation or sanitary facilities, or both. SROs remain from the prior ownership of the building and the Company is by statute required to maintain these long-term tenants, unless the Company gets their consent, as long as they pay the Company their rent. Certain of the Company’s subsidiaries, including Henry Hudson Holdings LLC, Hudson Leaseco LLC, the lessee of our Hudson hotel, and certain related entities and lessees are required by the terms of the non-recourse indebtedness related to Hudson to maintain their status as “single purpose entities.” As such, their assets, which are included in the Company’s consolidated financial statements, are not available to satisfy the indebtedness or other obligations of our other subsidiaries. | ||||||||||
-2 | Operated under a management contract; wholly-owned until May 23, 2011, when the hotel was sold to a third-party. | ||||||||||
-3 | Operated under a management contract and owned through an unconsolidated joint venture in which the Company held a minority ownership interest of approximately 20% at September 30, 2013. See note 5. | ||||||||||
-4 | Wholly-owned hotel. | ||||||||||
-5 | Operated as a condominium hotel under a management contract and owned through a 50/50 unconsolidated joint venture. As of December 31, 2013, 235 hotel residences have been sold, of which 125 are in the hotel rental pool and are included in the hotel room count, and 100 hotel residences remain to be sold. See note 5. | ||||||||||
-6 | Operated under a management contract. Until December 30, 2013, the Company held a minority ownership interest of approximately 7% and accounted for the hotel as an unconsolidated joint venture. As of December 31, 2013, the Company had an immaterial contingent profit participation equity interest in Shore Club. See note 5. | ||||||||||
-7 | Operated under a management contract; wholly-owned until May 3, 2011, when the hotel was sold to a third-party. | ||||||||||
-8 | The hotel is operated under a long-term lease which is accounted for as a financing. See note 7. | ||||||||||
-9 | Operated under a management contract; owned through a 50/50 unconsolidated joint venture until November 2011, when the Company sold its equity interests in the joint venture to a third-party. See note 5. | ||||||||||
Operating Results of TLG | ' | ||||||||||
The following table presents the results of TLG on a stand-alone basis (in thousands): | |||||||||||
TLG Operating Results Included in | |||||||||||
the Company’s Results for the Year | |||||||||||
Ended December 31, 2011 | |||||||||||
Revenues | $ | 560 | |||||||||
Income from continuing operations | $ | 490 | |||||||||
Revenues and Loss from Continuing Operations on Pro Forma Basis | ' | ||||||||||
The following table presents the Company’s unaudited revenues and loss from continuing operations on a pro forma basis (in thousands) as if it had completed the TLG Acquisition as of January 1, 2011: | |||||||||||
Year | |||||||||||
Ended | |||||||||||
December 31, | |||||||||||
2011 | |||||||||||
(Proforma) | |||||||||||
(unaudited) | |||||||||||
Total revenues, as reported by the Company | $ | 207,332 | |||||||||
Plus: TLG total revenues | 9,910 | ||||||||||
Pro forma total revenues | $ | 217,242 | |||||||||
Total loss from continuing operations, as reported by the Company | $ | (88,442 | ) | ||||||||
Plus: TLG income from continuing operations | 7,673 | ||||||||||
Pro forma loss from continuing operations | $ | (80,769 | ) | ||||||||
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||
Impairment Charges Recorded as a Result of Applying Level 3 Non-Recurring Measurements Included in Net Loss | ' | ||||||||||||
The following table presents charges recorded as a result of applying Level 3 non-recurring measurements included in net loss for the years ended December 31, 2013, 2012 and 2011 (in thousands) : | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Investment in Mondrian SoHo | $ | — | $ | 1,027 | $ | 4,067 | |||||||
Investment in Ames | 151 | 564 | — | ||||||||||
Sasson-Masi Put Options | (1,116 | ) | 474 | — | |||||||||
Receivables and other assets from managed hotel and unconsolidated joint venture | 6,029 | — | — | ||||||||||
Total Level 3 measurement expenses included in net loss | $ | 5,064 | $ | 2,065 | $ | 4,067 | |||||||
Income_Loss_Per_Share_Tables
Income (Loss) Per Share (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||
Components of Basic and Diluted Loss Per Share Calculations | ' | ||||||||||||
The table below details the components of the basic and diluted loss per share calculations (in thousands, except for per share data). The Company has not had any undistributed earnings in any calendar quarter presented. Therefore, the Company does not present earnings per share following the two-class method. | |||||||||||||
Year Ended | Year Ended | Year Ended | |||||||||||
December 31, 2013 | December 31, 2012 | December 31, 2011 | |||||||||||
Numerator: | |||||||||||||
Net loss from continuing operations | $ | (44,150 | ) | $ | (56,491 | ) | $ | (88,442 | ) | ||||
Net income from discontinued operations, net of tax | — | — | 485 | ||||||||||
Net loss | (44,150 | ) | (56,491 | ) | (87,957 | ) | |||||||
Net (income) loss attributable to noncontrolling interest | (5 | ) | 804 | 2,554 | |||||||||
Net loss attributable to Morgans Hotel Group Co. | (44,155 | ) | (55,687 | ) | (85,403 | ) | |||||||
Less: preferred stock dividends and accretion | 14,316 | 11,124 | 9,938 | ||||||||||
Net loss attributable to common stockholders | $ | (58,471 | ) | $ | (66,811 | ) | $ | (95,341 | ) | ||||
Denominator, continuing and discontinued operations: | |||||||||||||
Weighted average basic common shares outstanding | 32,867 | 31,437 | 31,454 | ||||||||||
Effect of dilutive securities | — | — | — | ||||||||||
Weighted average diluted common shares outstanding | 32,867 | 31,437 | 31,454 | ||||||||||
Basic and diluted loss from continuing operations per share | $ | (1.78 | ) | $ | (2.13 | ) | $ | (3.05 | ) | ||||
Basic and diluted income from discontinued operations per share | $ | — | $ | — | $ | 0.02 | |||||||
Basic and diluted loss available to common stockholders per common share | $ | (1.78 | ) | $ | (2.13 | ) | $ | (3.03 | ) | ||||
Property_and_Equipment_Tables
Property and Equipment (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Property Plant And Equipment [Abstract] | ' | ||||||||
Property and Equipment | ' | ||||||||
Property and equipment consist of the following (in thousands): | |||||||||
As of | As of | ||||||||
December 31, | December 31, | ||||||||
2013 | 2012 | ||||||||
Land | $ | 45,194 | $ | 45,194 | |||||
Building | 330,316 | 325,211 | |||||||
Furniture, fixtures and equipment | 107,773 | 101,737 | |||||||
Construction in progress | 308 | 2,799 | |||||||
Subtotal | 483,591 | 474,941 | |||||||
Less accumulated depreciation | (190,962 | ) | (171,252 | ) | |||||
Property and equipment, net | $ | 292,629 | $ | 303,689 | |||||
Investments_in_and_Advances_to1
Investments in and Advances to Unconsolidated Joint Ventures (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Investments in and Advances to Unconsolidated Joint Ventures and Equity Losses | ' | ||||||||||||
The Company’s investments in and advances to unconsolidated joint ventures and its equity in losses of unconsolidated joint ventures are summarized as follows (in thousands): | |||||||||||||
Investments | |||||||||||||
Entity | As of | As of | |||||||||||
December 31, | December 31, | ||||||||||||
2013 | 2012 | ||||||||||||
Mondrian Istanbul | $ | 10,392 | $ | 10,392 | |||||||||
Mondrian South Beach food and beverage—MC South Beach | — | 628 | |||||||||||
Other | 100 | 158 | |||||||||||
Total investments in and advances to unconsolidated joint ventures | $ | 10,492 | $ | 11,178 | |||||||||
Equity in Income (Losses) from Unconsolidated Joint Ventures | ' | ||||||||||||
Equity in income (losses) from unconsolidated joint ventures | |||||||||||||
Year Ended | Year Ended | Year Ended | |||||||||||
December 31, | December 31, | December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||||
Mondrian South Beach | $ | — | $ | (4,016 | ) | $ | (1,801 | ) | |||||
Mondrian SoHo | — | (1,027 | ) | (4,067 | ) | ||||||||
Mondrian South Beach food and beverage – MC South Beach (1) | (629 | ) | (836 | ) | (235 | ) | |||||||
Ames | (151 | ) | (564 | ) | (11,062 | ) | |||||||
Morgans Hotel Group Europe Ltd. | — | — | (5,497 | ) | |||||||||
Restaurant Venture — SC London (2) | — | — | (510 | ) | |||||||||
Hard Rock Hotel & Casino (3) | — | — | (6,376 | ) | |||||||||
Other | (48 | ) | 7 | 9 | |||||||||
Total | $ | (828 | ) | $ | (6,436 | ) | $ | (29,539 | ) | ||||
-1 | Following the CGM Transaction, the Company’s ownership interest in this food and beverage joint venture is less than 100%, and based on the Company’s evaluation, this venture does not meet the requirements of a variable interest entity. Accordingly, this joint venture is accounted for using the equity method as the Company does not maintain control over this entity. | ||||||||||||
-2 | Until June 20, 2011, the Company had a 50% ownership interest in the SC London restaurant venture. As a result of the CGM Transaction, the Company now owns 100% of the SC London restaurant venture, which is consolidated into the Company’s financial statements effective June 20, 2011, the date the CGM Transaction closed. | ||||||||||||
-3 | Until March 1, 2011, the Company had a partial ownership interest in the Hard Rock Hotel & Casino (“Hard Rock”) and managed the property pursuant to a management agreement that was terminated in connection with the Hard Rock settlement (discussed below). Operating results are for the period we operated Hard Rock in 2011. | ||||||||||||
Information of Ownership Interest Sold | ' | ||||||||||||
The currency translation is based on an exchange rate of 1 British pound to 1.61 and 1.55 which is an average monthly exchange rate provided by www.oanda.com for the period from January 1, 2011 through November 23, 2011, which is the period the Company has ownership interest in Morgans Europe. | |||||||||||||
Jan. 1, 2011 – | |||||||||||||
Nov. 23, 2011 | |||||||||||||
Hotel operating revenues | $ | 45,675 | |||||||||||
Hotel operating expenses | 29,515 | ||||||||||||
Depreciation and amortization | 4,694 | ||||||||||||
Operating income | 11,466 | ||||||||||||
Interest expense | 17,200 | ||||||||||||
Net loss for period | (5,734 | ) | |||||||||||
Other comprehensive loss | 1,488 | ||||||||||||
Comprehensive loss | $ | (4,246 | ) | ||||||||||
Company’s share of net loss | $ | (2,867 | ) | ||||||||||
Company’s share of other comprehensive income | 3,259 | ||||||||||||
Company’s share of comprehensive income | $ | 392 | |||||||||||
Company’s share of realized loss on foreign currency exchange adjustment from sale of assets | (2,515 | ) | |||||||||||
Other amortization | (115 | ) | |||||||||||
Amount recorded in equity in loss | $ | (5,497 | ) | ||||||||||
Mondrian South Beach | ' | ||||||||||||
Summary of Balance Sheet Information | ' | ||||||||||||
Summarized balance sheet information of Mondrian South Beach is as follows (in thousands): | |||||||||||||
As of | As of | ||||||||||||
December 31, | December 31, | ||||||||||||
2013 | 2012 | ||||||||||||
Real estate, net | $ | 60,323 | $ | 76,807 | |||||||||
Other assets | 10,285 | 12,068 | |||||||||||
Total assets | $ | 70,608 | $ | 88,875 | |||||||||
Other liabilities | 20,233 | 19,765 | |||||||||||
Debt | 89,015 | 99,632 | |||||||||||
Total deficit | (38,640 | ) | (30,522 | ) | |||||||||
Total liabilities and deficit | $ | 70,608 | $ | 88,875 | |||||||||
Company’s share of deficit | (17,686 | ) | (14,838 | ) | |||||||||
Advance to joint venture in the form of mezzanine financing | 14,000 | 14,000 | |||||||||||
Capitalized costs/reimbursements | (310 | ) | (310 | ) | |||||||||
Loss in excess of investment balance not recorded by the Company | 3,686 | 838 | |||||||||||
Company’s investment balance | $ | — | $ | — | |||||||||
Summary of Consolidated Income Statement | ' | ||||||||||||
Summarized income statement information of Mondrian South Beach is as follows (in thousands): | |||||||||||||
Year Ended | Year Ended | Year Ended | |||||||||||
December 31, | December 31, | December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||||
Operating revenues | $ | 37,046 | $ | 44,224 | $ | 38,968 | |||||||
Operating expenses | 38,915 | 49,924 | 40,457 | ||||||||||
Depreciation | 898 | 821 | 846 | ||||||||||
Operating loss | (2,767 | ) | (6,521 | ) | (2,335 | ) | |||||||
Interest expense | 2,087 | 946 | 1,569 | ||||||||||
Impairment loss | 1,500 | 3,355 | — | ||||||||||
Noncontrolling interest | — | — | 10 | ||||||||||
Net loss | (6,354 | ) | (10,822 | ) | (3,914 | ) | |||||||
Amount recorded in equity in loss | $ | — | $ | (4,016 | ) | $ | (1,801 | ) | |||||
Mondrian SoHo | ' | ||||||||||||
Summary of Balance Sheet Information | ' | ||||||||||||
Summarized balance sheet information of Mondrian SoHo as of December 31, 2013 and 2012 is as follows (in thousands): | |||||||||||||
As of | As of | ||||||||||||
December 31, | December 31, | ||||||||||||
2013 | 2012 | ||||||||||||
Real estate, net | $ | 160,596 | $ | 167,579 | |||||||||
Other assets | 6,146 | 5,439 | |||||||||||
Total assets | $ | 166,742 | $ | 173,018 | |||||||||
Other liabilities | 35,516 | 30,864 | |||||||||||
Debt | 196,017 | 196,017 | |||||||||||
Preferred loans from members and vendor loans | 37,263 | 41,317 | |||||||||||
Total deficit | (102,054 | ) | (95,180 | ) | |||||||||
Total liabilities and deficit | $ | 166,742 | $ | 173,018 | |||||||||
Company’s share of equity | (20,410 | ) | (19,036 | ) | |||||||||
Advance to joint venture in the form of preferred loans | 11,876 | 11,876 | |||||||||||
Loss in excess of investment balance not recorded by Company | 8,534 | 7,160 | |||||||||||
Company’s investment balance | $ | — | $ | — | |||||||||
Summary of Consolidated Income Statement | ' | ||||||||||||
Summarized income statement information of Mondrian SoHo for the years ended December 31, 2013, 2012 and the period during 2011 that the hotel was open is as follows (in thousands): | |||||||||||||
Year Ended | Year Ended | Year Ended | |||||||||||
December 31, | December 31, | December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||||
Operating revenues | $ | 41,325 | $ | 34,759 | $ | 29,016 | |||||||
Operating expenses | 29,424 | 26,324 | 26,110 | ||||||||||
Depreciation | 5,663 | 5,599 | 6,538 | ||||||||||
Operating income (loss) | 6,238 | 2,836 | (3,632 | ) | |||||||||
Interest expense | 13,109 | 20,616 | 16,158 | ||||||||||
Impairment loss | — | — | 61,974 | ||||||||||
Net loss | (6,871 | ) | (17,780 | ) | (81,764 | ) | |||||||
Amount recorded in equity in loss | $ | — | $ | (1,027 | ) | $ | (4,067 | ) | |||||
Ames | ' | ||||||||||||
Summary of Balance Sheet Information | ' | ||||||||||||
Summarized balance sheet information of Ames is as follows (in thousands): | |||||||||||||
As of | |||||||||||||
December 31, | |||||||||||||
2012 | |||||||||||||
Real estate, net | $ | 35,151 | |||||||||||
Other assets | 2,208 | ||||||||||||
Total assets | $ | 37,359 | |||||||||||
Other liabilities | 9,962 | ||||||||||||
Debt | 45,086 | ||||||||||||
Total deficit | (17,689 | ) | |||||||||||
Total liabilities and deficit | $ | 37,359 | |||||||||||
Company’s share of equity | (5,129 | ) | |||||||||||
Capitalized costs/reimbursements | 31 | ||||||||||||
Losses in excess of investment balance not recorded by the Company | 5,098 | ||||||||||||
Company’s investment balance | $ | — | |||||||||||
Summary of Consolidated Income Statement | ' | ||||||||||||
Summarized income statement information of Ames is as follows (in thousands). Information presented in 2013 is from January 1, 2013 through April 26, 2013, the date the Company no longer had an ownership interest in Ames: | |||||||||||||
January 1, | Year Ended | Year Ended | |||||||||||
2013 to April | December 31, | December 31, | |||||||||||
26, 2013 | 2012 | 2011 | |||||||||||
Operating revenues | $ | 2,587 | $ | 10,277 | $ | 10,790 | |||||||
Operating expenses | 4,986 | 10,284 | 10,757 | ||||||||||
Depreciation | 532 | 1,690 | 2,506 | ||||||||||
Operating loss | (2,931 | ) | (1,697 | ) | (2,473 | ) | |||||||
Interest expense | 1,035 | 1,782 | 1,989 | ||||||||||
Gain on sale of tax credits | (683 | ) | (2,048 | ) | (2,048 | ) | |||||||
Impairment loss | — | — | 49,907 | ||||||||||
Net loss | (3,283 | ) | (1,431 | ) | (52,321 | ) | |||||||
Amount recorded in equity in loss | $ | (151 | ) | $ | (564 | ) | $ | (11,062 | ) | ||||
Hard Rock Hotel & Casino | ' | ||||||||||||
Summary of Consolidated Income Statement | ' | ||||||||||||
Information presented in 2011 is from January 1, 2011 through the date the Company no longer had an ownership interest in Hard Rock. | |||||||||||||
Jan. 1, 2011 – | |||||||||||||
Feb. 28, 2011 | |||||||||||||
Operating revenues | $ | 29,257 | |||||||||||
Operating expenses | 25,850 | ||||||||||||
Depreciation and amortization | 10,858 | ||||||||||||
Operating loss | (7,451 | ) | |||||||||||
Interest expense | 14,862 | ||||||||||||
Gain on forgiveness of debt | (32,460 | ) | |||||||||||
Income tax expense | 141 | ||||||||||||
Net income loss | 10,006 | ||||||||||||
Comprehensive income | 335 | ||||||||||||
Amount recorded in equity in loss | $ | (6,376 | ) | ||||||||||
Restaurant Venture - SC London | ' | ||||||||||||
Summary of Consolidated Income Statement | ' | ||||||||||||
The currency translation is based on an exchange rate of 1 British pound to 1.61 and 1.55 which is an average monthly exchange rate provided by www.oanda.com for the period from January 1, 2011 through June 20, 2011, which represents the period the Company accounted for its investment in SC London as an unconsolidated subsidiary. | |||||||||||||
Jan. 1, 2011 – | |||||||||||||
June 20, 2011 | |||||||||||||
Operating revenues | $ | 8,838 | |||||||||||
Operating expenses | 9,696 | ||||||||||||
Depreciation | 162 | ||||||||||||
Net loss | (1,020 | ) | |||||||||||
Amount recorded in equity in loss | $ | (510 | ) | ||||||||||
Other_Liabilities_Tables
Other Liabilities (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Other Liabilities Disclosure [Abstract] | ' | ||||||||
Other Liabilities | ' | ||||||||
Other liabilities consist of the following (in thousands): | |||||||||
As of | As of | ||||||||
December 31, | December 31, | ||||||||
2013 | 2012 | ||||||||
Designer fee claim | $ | 13,866 | $ | 13,866 | |||||
OPP LTIP Units Liability (note 10) | 25 | 435 | |||||||
$ | 13,891 | $ | 14,301 | ||||||
Debt_and_Capital_Lease_Obligat1
Debt and Capital Lease Obligations (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Debt and Capital Lease Obligations | ' | ||||||||||||
Debt and capital lease obligations consists of the following (in thousands): | |||||||||||||
Description | As of | As of | Interest rate at | ||||||||||
December 31, | December 31, | December 31, | |||||||||||
2013 | 2012 | 2013 | |||||||||||
Notes secured by Hudson (a) | $ | 180,000 | $ | 180,000 | 8.90% (LIBOR + 8.40%, | ||||||||
LIBOR floor of 0.50%) | |||||||||||||
Clift debt (b) | 91,486 | 89,136 | 9.60% | ||||||||||
Liability to subsidiary trust (c) | 50,100 | 50,100 | 8.68% | ||||||||||
Convertible Notes, face value of $172.5 million (d) | 170,698 | 168,421 | 2.38% | ||||||||||
Revolving credit facility (e) | 37,000 | 19,000 | 5.00% (LIBOR + 4.00%, | ||||||||||
LIBOR floor of 1.00%) | |||||||||||||
TLG Promissory Notes (f) | 17,995 | 17,930 | (f) | ||||||||||
Capital lease obligations (g) | 6,109 | 6,127 | (g) | ||||||||||
Restaurant Lease Note (h) | 6,551 | 7,429 | (h) | ||||||||||
Debt and capital lease obligation | $ | 559,939 | $ | 538,143 | |||||||||
Schedule of Principal Payments on Notes Payable (Including Capital Lease Obligations) | ' | ||||||||||||
The following is a schedule, by year, of principal payments on notes payable (including capital lease obligations) as of December 31, 2013 (in thousands): | |||||||||||||
Capital Lease | Amount | Principal Payments | |||||||||||
Obligations and | Representing | on Capital Lease | |||||||||||
Debt Payable | Interest on | Obligations and | |||||||||||
Capital Lease | Debt Payable | ||||||||||||
Obligations | |||||||||||||
2014 | $ | 406,184 | $ | 488 | $ | 405,696 | |||||||
2015 | 488 | 488 | — | ||||||||||
2016 | 488 | 488 | — | ||||||||||
2017 | 489 | 488 | 1 | ||||||||||
2018 | 489 | 488 | 1 | ||||||||||
Thereafter | 187,678 | 33,437 | 154,241 | ||||||||||
$ | 595,816 | $ | 35,877 | $ | 559,939 | ||||||||
Pro Forma | ' | ||||||||||||
Schedule of Principal Payments on Notes Payable (Including Capital Lease Obligations) | ' | ||||||||||||
The Company’s pro forma principal payments on notes payable (including capital lease obligations) as of December 31, 2013 as if the closing of the Hudson/Delano 2014 Mortgage Loan, repayment of the Hudson 2012 Mortgage Loan and Delano Credit Facility, and repurchase of $88.0 million of Convertible Notes had all occurred in 2013, is as follows (in thousands): | |||||||||||||
Capital Lease | Amount | Principal Payments | |||||||||||
Obligations and | Representing | on Capital Lease | |||||||||||
Debt Payable | Interest on | Obligations and | |||||||||||
Capital Lease | Debt Payable | ||||||||||||
Obligations | |||||||||||||
2014 | $ | 102,067 | $ | 488 | $ | 101,579 | |||||||
2015 | 488 | 488 | — | ||||||||||
2016 | 450,488 | 488 | 450,000 | ||||||||||
2017 | 489 | 488 | 1 | ||||||||||
2018 | 489 | 488 | 1 | ||||||||||
Thereafter | 187,678 | 33,437 | 154,241 | ||||||||||
$ | 741,699 | $ | 35,877 | $ | 705,822 | ||||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Commitments And Contingencies Disclosure [Abstract] | ' | ||||||||||||||||||||
Hotel Commitments and Guarantees | ' | ||||||||||||||||||||
The following table details, as of December 31, 2013 and 2012, the Company’s key money, equity investment and debt financing commitments for hotels under development as well as potential funding obligations under cash flow guarantees at operating hotels and hotels under development at the maximum amount under the applicable contracts, but excluding contracts where the maximum amount cannot be determined (in thousands): | |||||||||||||||||||||
As of | As of | ||||||||||||||||||||
December 31, | December 31, | ||||||||||||||||||||
2013 (1) | 2012 (1) | ||||||||||||||||||||
Key money, equity investment and debt financing commitments (2) | $ | 32,499 | $ | 32,040 | |||||||||||||||||
Cash flow guarantees | 13,000 | 25,600 | |||||||||||||||||||
Cash flow guarantees in dispute (3) | 8,000 | 8,000 | |||||||||||||||||||
Total maximum future funding commitments | $ | 53,499 | $ | 65,640 | |||||||||||||||||
Amounts due within one year (4) | $ | 25,499 | $ | — | |||||||||||||||||
-1 | The currency translation is based on an exchange rate of the applicable local currency to U.S. dollar using the exchange rate as of the end of the applicable reporting period. | ||||||||||||||||||||
-2 | As of December 31, 2013 and 2012, these commitments consist of key money commitments. The Company had no equity or debt financing commitments at December 31, 2013 and 2012. | ||||||||||||||||||||
-3 | Reflects an $8.0 million performance cash flow guarantee related to Delano Marrakech, which the Company believes it is not obligated to fund due to owner’s defaults under the management agreement terms. The Company has terminated its management agreement effective November 12, 2013, discussed further below. The owner of the hotel is disputing the circumstances surrounding termination. Both parties are seeking arbitration of outstanding claims, which is expected to occur in early 2015. | ||||||||||||||||||||
-4 | Amount represents £9.4 million (or approximately $15.5 million as of December 31, 2013) in key money for Mondrian London, which is expected to open in the summer of 2014, and funding of $10.0 million in key money for Mondrian at Baha Mar which is secured by a related letter of credit originally issued under the Delano Credit Facility and subsequently cash collateralized in February 2014 with proceeds from the Hudson/Delano 2014 Mortgage Loan. | ||||||||||||||||||||
License or Franchise Agreements for Various Hotels which are in Development Stage | ' | ||||||||||||||||||||
The Company has signed management, license or franchise agreements for various hotels which are in the development stage. As of December 31, 2013, these include the following: | |||||||||||||||||||||
Expected Room | Anticipated | Initial | |||||||||||||||||||
Count | Opening | Term | |||||||||||||||||||
Hotels Currently Under Construction or Renovation: | |||||||||||||||||||||
Mondrian London | 360 | 2014 | 25 years | ||||||||||||||||||
Delano Las Vegas (1) | 1,114 | 2014 | 10 years | (1) | |||||||||||||||||
Morgans Original, Istanbul (1) | 78 | 2014 | 15 years | (2) | |||||||||||||||||
Mondrian Doha | 270 | 2014 | 30 years | ||||||||||||||||||
Mondrian at Baha Mar | 310 | 2015 | 20 years | ||||||||||||||||||
Delano Moscow | 160 | 2015 | 20 years | ||||||||||||||||||
Other Signed Agreements: | |||||||||||||||||||||
Mondrian Istanbul | 105 | 20 years | |||||||||||||||||||
Delano Aegean Sea | 150 | 20 years | |||||||||||||||||||
Delano Cartagena | 211 | 20 years | |||||||||||||||||||
-1 | Hotel is subject to a license or franchise agreement. | ||||||||||||||||||||
Future Minimum Lease Payments for Noncancelable Leases | ' | ||||||||||||||||||||
Future minimum lease payments related to these operating leases in effect as of December 31, 2013 are as follows (in thousands): | |||||||||||||||||||||
Land | Other | ||||||||||||||||||||
(See note 7) | |||||||||||||||||||||
2014 | $ | 266 | $ | 4,407 | |||||||||||||||||
2015 | 266 | 4,435 | |||||||||||||||||||
2016 | 266 | 4,465 | |||||||||||||||||||
2017 | 266 | 4,496 | |||||||||||||||||||
2018 | 266 | 4,343 | |||||||||||||||||||
Thereafter | 20,769 | 3,765 | |||||||||||||||||||
Total | $ | 22,099 | $ | 25,911 | |||||||||||||||||
Participation in Union Pension Fund | ' | ||||||||||||||||||||
The Company’s participation in these plans is outlined in the table below (in thousands): | |||||||||||||||||||||
Pension Fund | EIN/ Pension Plan | Pension Protection | Contributions | ||||||||||||||||||
Number | Act | ||||||||||||||||||||
Zone Status, as of | |||||||||||||||||||||
January 1, | |||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | 2011 | |||||||||||||||||
New York Hotel Trades Council and Hotel Association of New York City, Inc. Pension Fund | 13-1764242/001 | Yellow | Yellow | $ | 1,446 | $ | 1,309 | $ | 1,743 | ||||||||||||
Other | 793 | 600 | 561 | ||||||||||||||||||
Total Contributions | $ | 2,239 | $ | 1,909 | $ | 2,304 | |||||||||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||||
Provision for Income Taxes on Income from Operations | ' | ||||||||||||
The provision for income taxes on income from operations is comprised of the following for the years ended December 31, 2013, 2012, and 2011 (in thousands): | |||||||||||||
Year Ended | Year Ended | Year Ended | |||||||||||
December 31, | December 31, | December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||||
Current tax provision (benefit): | |||||||||||||
Federal | $ | — | $ | — | $ | — | |||||||
State and city | 73 | 268 | 686 | ||||||||||
Foreign | 649 | 508 | 571 | ||||||||||
722 | 776 | 1,257 | |||||||||||
Deferred tax provision (benefit): | |||||||||||||
Federal | — | — | — | ||||||||||
State | — | — | — | ||||||||||
Foreign | — | — | — | ||||||||||
— | — | — | |||||||||||
Total tax provision | $ | 722 | $ | 776 | $ | 1,257 | |||||||
Net Deferred Tax Asset | ' | ||||||||||||
Net deferred tax asset consists of the following (in thousands): | |||||||||||||
As of | As of | ||||||||||||
December 31, | December 31, | ||||||||||||
2013 | 2012 | ||||||||||||
Goodwill | $ | (21,049 | ) | $ | (20,190 | ) | |||||||
Basis differential in property and equipment | (9,117 | ) | (9,970 | ) | |||||||||
Basis differential in consolidated subsidiaries | (2,447 | ) | (1,393 | ) | |||||||||
Management contract amortization | (10,934 | ) | (13,481 | ) | |||||||||
Total deferred tax liability | (43,547 | ) | (45,034 | ) | |||||||||
Stock compensation | 32,370 | 30,952 | |||||||||||
Investment in unconsolidated subsidiaries | 19,677 | 22,101 | |||||||||||
Designer fee payable | 5,597 | 5,597 | |||||||||||
Other | 172 | 273 | |||||||||||
TLG Promissory Note valuation | 1,003 | 976 | |||||||||||
Convertible Notes | 2,687 | 5,785 | |||||||||||
Deferred gain on sale of hotel assets | 53,834 | 57,056 | |||||||||||
Net operating loss | 153,412 | 126,048 | |||||||||||
Valuation allowance | (146,447 | ) | (124,996 | ) | |||||||||
Total deferred tax asset | 122,305 | 123,792 | |||||||||||
Net deferred tax asset | $ | 78,758 | $ | 78,758 | |||||||||
Reconciliation of Statutory United States Federal Tax Rate to Effective Income Tax Rate | ' | ||||||||||||
A reconciliation of the statutory United States federal tax rate to the Company’s effective income tax rate is as follows: | |||||||||||||
Year Ended | Year Ended | Year Ended | |||||||||||
December 31, | December 31, | December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||||
Federal statutory income tax rate | 35 | % | 35 | % | 35 | % | |||||||
State and city taxes, net of federal tax benefit | 5 | % | 6 | % | 7 | % | |||||||
Valuation allowance | -40 | % | -40 | % | -64 | % | |||||||
Foreign taxes | -1 | % | -1 | % | -1 | % | |||||||
Other including non deductible items | — | -1 | % | 22 | % | ||||||||
Effective tax rate | -1 | % | -1 | % | -1 | % | |||||||
Omnibus_Stock_Incentive_Plan_T
Omnibus Stock Incentive Plan (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||||||||||
Nonvested Restricted Common Stock Granted to Non- Employee Directors, Named Executive Officers and Employees | ' | ||||||||||||||||
A summary of the status of the Company’s nonvested RSUs granted as of December 31, 2013 and 2012 and changes during the years ended December 31, 2013 and 2012, are presented below: | |||||||||||||||||
Nonvested Shares | RSUs | Weighted Average | |||||||||||||||
Fair Value | |||||||||||||||||
Nonvested at January 1, 2012 | 461,303 | $ | 7.91 | ||||||||||||||
Granted | 335,938 | 5.39 | |||||||||||||||
Vested | (290,612 | ) | 6.46 | ||||||||||||||
Forfeited | (81,394 | ) | 7.21 | ||||||||||||||
Nonvested at December 31, 2012 | 425,235 | $ | 7.03 | ||||||||||||||
Granted | 1,061,862 | 5.07 | |||||||||||||||
Vested | (252,998 | ) | 7.42 | ||||||||||||||
Forfeited | (345,638 | ) | 5.02 | ||||||||||||||
Nonvested at December 31, 2013 | 888,461 | $ | 5.4 | ||||||||||||||
Outstanding at December 31, 2013 | 888,461 | $ | 5.4 | ||||||||||||||
Nonvested Long Term Investment Plan | ' | ||||||||||||||||
A summary of the status of the Company’s nonvested LTIP Units granted as of December 31, 2013 and 2012 and changes during the years ended December 31, 2013 and 2012, are presented below: | |||||||||||||||||
Nonvested Shares | LTIP Units | Weighted Average | |||||||||||||||
Fair Value | |||||||||||||||||
Nonvested at January 1, 2012 | 278,690 | $ | 8.62 | ||||||||||||||
Granted | 121,402 | 5.56 | |||||||||||||||
Vested | (205,185 | ) | 7.14 | ||||||||||||||
Forfeited | (30,350 | ) | 5.56 | ||||||||||||||
Nonvested at December 31, 2012 | 164,555 | $ | 8.77 | ||||||||||||||
Granted | — | — | |||||||||||||||
Vested | (131,221 | ) | 8.69 | ||||||||||||||
Forfeited | — | — | |||||||||||||||
Nonvested at December 31, 2013 | 33,334 | $ | 9.09 | ||||||||||||||
Outstanding at December 31, 2013 | 1,134,610 | $ | 14.77 | ||||||||||||||
Outstanding and Exercisable Stock Options | ' | ||||||||||||||||
A summary of the Company’s outstanding and exercisable stock options granted as of December 31, 2013 and 2012 and changes during the years ended December 31, 2013 and 2012, are presented below: | |||||||||||||||||
Options | Shares | Weighted Average | Weighted | Aggregate Intrinsic | |||||||||||||
Exercise Price | Average | Value | |||||||||||||||
Remaining | |||||||||||||||||
Contractual | |||||||||||||||||
Term | |||||||||||||||||
(in years) | (in thousands) | ||||||||||||||||
Outstanding at January 1, 2012 | 2,324,740 | $ | 13.3 | 6.51 | $ | — | |||||||||||
Granted | — | ||||||||||||||||
Exercised | — | ||||||||||||||||
Forfeited or Expired | (400,000 | ) | 8.87 | ||||||||||||||
Outstanding at December 31, 2012 | 1,924,740 | $ | 14.23 | 3.77 | $ | — | |||||||||||
Granted | — | ||||||||||||||||
Exercised | — | ||||||||||||||||
Forfeited or Expired | (500,000 | ) | 6.78 | ||||||||||||||
Outstanding at December 31, 2013 | 1,424,740 | $ | 13.76 | 2.9 | $ | — | |||||||||||
Exercisable at December 31, 2013 | 1,291,406 | $ | 14.19 | 2.45 | $ | — | |||||||||||
Other_Expenses_Tables
Other Expenses (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Text Block [Abstract] | ' | ||||||||||||
Restructuring and Disposal Costs | ' | ||||||||||||
Restructuring and disposal costs consist of the following (in thousands): | |||||||||||||
Year Ended | Year Ended | Year Ended | |||||||||||
December 31, | December 31, | December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||||
Restructuring costs | $ | 9,087 | $ | 3,993 | $ | 3,109 | |||||||
Severance costs | 2,139 | 2,845 | 4,797 | ||||||||||
Loss on asset disposal | 225 | 13 | 669 | ||||||||||
$ | 11,451 | $ | 6,851 | $ | 8,575 | ||||||||
Development Costs | ' | ||||||||||||
Development costs consist of the following (in thousands): | |||||||||||||
Year Ended | Year Ended | Year Ended | |||||||||||
December 31, | December 31, | December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||||
Transaction costs | $ | 716 | $ | 1,385 | $ | 1,233 | |||||||
Internal development payroll and other | 1,397 | 2,406 | 2,691 | ||||||||||
Pre-opening expenses | 874 | 1,702 | 397 | ||||||||||
Abandoned development projects | — | 290 | 1,395 | ||||||||||
$ | 2,987 | $ | 5,783 | $ | 5,716 | ||||||||
Other_NonOperating_Expenses_Ta
Other Non-Operating Expenses (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Text Block [Abstract] | ' | ||||||||||||
Other Non-Operating Expenses | ' | ||||||||||||
Other non-operating expenses consist of the following (in thousands): | |||||||||||||
Year Ended | Year Ended | Year Ended | |||||||||||
December 31, | December 31, | December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||||
Litigation and settlement costs | $ | 2,379 | $ | 1,169 | $ | 4,127 | |||||||
Unrealized loss on change in fair value of value of TLG Put option (note 2) | 65 | 2,420 | — | ||||||||||
Other | 282 | 319 | 505 | ||||||||||
$ | 2,726 | $ | 3,908 | $ | 4,632 | ||||||||
Discontinued_Operations_Tables
Discontinued Operations (Tables) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Discontinued Operations And Disposal Groups [Abstract] | ' | ||||
Income (Loss) from Discontinued Operations | ' | ||||
The Company had no discontinued operations during the years ended December 31, 2013 and 2012. | |||||
Year Ended | |||||
December 31, | |||||
2011 | |||||
Operating expenses | $ | (30 | ) | ||
Income tax expense | (328 | ) | |||
Gain on disposal | 843 | ||||
Income from discontinued operations | $ | 485 | |||
Quarterly_Financial_Informatio1
Quarterly Financial Information (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | ||||||||||||||||
Selected Quarterly Information | ' | ||||||||||||||||
The tables below reflect the Company’s selected quarterly information for the Company for the years ended December 31, 2013 and 2012 (in thousands, except per share data): | |||||||||||||||||
Three Months Ended | |||||||||||||||||
December 31, | September 30, | June 30, | March 31, | ||||||||||||||
2013 | 2013 | 2013 | 2013 | ||||||||||||||
Total revenues | $ | 64,866 | $ | 58,262 | $ | 60,707 | $ | 52,651 | |||||||||
Gain on asset sale | 2,005 | 2,005 | 2,005 | 2,005 | |||||||||||||
Loss before income tax expense | (5,924 | ) | (10,223 | ) | (15,954 | ) | (11,333 | ) | |||||||||
Net loss attributable to common stockholders | (10,742 | ) | (14,365 | ) | (19,034 | ) | (14,330 | ) | |||||||||
Net loss per share — basic/diluted attributable to common shareholders | (0.32 | ) | (0.44 | ) | (0.59 | ) | (0.44 | ) | |||||||||
Weighted-average shares outstanding — basic and diluted | 33,555 | 32,693 | 32,464 | 32,348 | |||||||||||||
Three Months Ended | |||||||||||||||||
December 31, | September 30, | June 30, | March 31, | ||||||||||||||
2012 | 2012 | 2012 | 2012 | ||||||||||||||
Total revenues | $ | 54,797 | $ | 44,036 | $ | 47,791 | $ | 43,295 | |||||||||
Gain on asset sale | 2,005 | 1,993 | 1,995 | 1,996 | |||||||||||||
Loss before income tax expense | (12,298 | ) | (15,720 | ) | (13,396 | ) | (14,301 | ) | |||||||||
Net loss attributable to common stockholders | (15,256 | ) | (18,513 | ) | (16,111 | ) | (16,931 | ) | |||||||||
Net loss per share — basic/diluted attributable to common shareholders | (0.48 | ) | (0.59 | ) | (0.52 | ) | (0.55 | ) | |||||||||
Weighted-average shares outstanding — basic and diluted | 31,565 | 31,208 | 31,261 | 30,900 |
Organization_and_Formation_Tra2
Organization and Formation Transaction - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | ||||||||||||||||||
In Millions, except Share data, unless otherwise specified | Aug. 05, 2011 | Dec. 31, 2013 | Nov. 30, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Nov. 30, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2011 | Jun. 20, 2011 | Jun. 20, 2011 | Dec. 31, 2013 | Jun. 20, 2011 | Feb. 17, 2006 | Feb. 17, 2006 | Feb. 17, 2006 | Dec. 31, 2013 | Nov. 30, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Nov. 30, 2011 |
Segment | International Locations | International Locations | International Locations | The Light Group LLC | The Light Group LLC | The Light Group LLC | The Light Group LLC | The Light Group LLC | The Light Group LLC | The Light Group | CGM | Former Food And Beverage Joint Venture Entities | Former Food And Beverage Joint Venture Entities | Morgans Food And Beverage Operations | IPO | NorthStar Hospitality, LLC | RSA Associates, L.P. | Mr. Sasson | Mr. Sasson | Mr. Sasson | Mr. Masi | Mr. Masi | |||
Sales [Member] | Sales [Member] | Sales [Member] | Las Vegas | MGM Resorts International [Member] | Yucaipa | Subsidiaries [Member] | Maximum | Hotel | The Light Group LLC | ||||||||||||||||
Location | Location | Location | Location | ||||||||||||||||||||||
Organization and Formation Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ownership Interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 85.00% | 15.00% | ' | ' | ' | ' | ' |
Number of operating Hotels | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9 | ' | ' | ' | ' | ' | ' | ' |
Membership units exchangeable for common stock | ' | 75,446 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' |
Membership units converted to common stock | ' | 878,619 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares of common stock issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,000,000 | ' | ' | ' | ' | ' | ' | ' |
Issued price of common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $20 | ' | ' | ' | ' | ' | ' | ' |
Net proceeds from issuance of shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $272.50 | ' | ' | ' | ' | ' | ' | ' |
Number of reportable operating segments | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of revenues | ' | ' | ' | 10.70% | 12.60% | 7.40% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ownership interest acquired | ' | ' | ' | ' | ' | ' | 90.00% | ' | ' | ' | ' | ' | ' | 50.00% | 100.00% | 100.00% | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Payment to acquired interest from affiliates | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 20 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payment to purchase remaining ownership interest | 2.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate purchase price | ' | ' | ' | ' | ' | ' | 28.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Promissory notes issued to acquire business | ' | ' | ' | ' | ' | ' | 18 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 16 | ' | ' | 2 |
Notes convertible into shares of common stock | ' | ' | ' | ' | ' | ' | $9.50 | $9.50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Beneficially own | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | ' | ' | ' | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.00% | ' | ' |
Long term debt extended percentage bearing fixed interest percentage rate | ' | ' | 8.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Annual interest payment after third anniversary of closing date on promissory notes | ' | ' | 18.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of venues | ' | ' | ' | ' | ' | ' | ' | ' | 19 | 14 | 2 | 3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Acquisition agreed to purchase of equity interest | ' | ' | ' | ' | ' | ' | 90.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum amount of promissory note, subject to certain conditions | ' | 18 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of equity issue to noncontrolling interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.00% | ' | ' | 5.00% | ' |
Obligation related to sasson-masi put option | ' | 6.3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Transaction costs to acquire TLG | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1.20 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating_Hotels_Detail
Operating Hotels (Detail) | 12 Months Ended |
Dec. 31, 2013 | |
Room | |
Mondrian South Beach | Miami Beach, FL | ' |
Entity Managed Hotels Disclosure [Line Items] | ' |
Rooms | 225 |
Ownership | ' |
Hudson | New York, NY | ' |
Entity Managed Hotels Disclosure [Line Items] | ' |
Rooms | 866 |
Ownership | ' |
Morgans | New York, NY | ' |
Entity Managed Hotels Disclosure [Line Items] | ' |
Rooms | 114 |
Ownership | ' |
Royalton | New York, NY | ' |
Entity Managed Hotels Disclosure [Line Items] | ' |
Rooms | 168 |
Ownership | ' |
Mondrian SoHo | New York, NY | ' |
Entity Managed Hotels Disclosure [Line Items] | ' |
Rooms | 263 |
Ownership | ' |
Delano South Beach | Miami Beach, FL | ' |
Entity Managed Hotels Disclosure [Line Items] | ' |
Rooms | 194 |
Ownership | ' |
Shore Club | Miami Beach, FL | ' |
Entity Managed Hotels Disclosure [Line Items] | ' |
Rooms | 309 |
Ownership | ' |
Mondrian Los Angeles | Los Angeles, CA | ' |
Entity Managed Hotels Disclosure [Line Items] | ' |
Rooms | 237 |
Ownership | ' |
Clift | San Francisco, CA | ' |
Entity Managed Hotels Disclosure [Line Items] | ' |
Rooms | 372 |
Ownership | ' |
Sanderson | London, England | ' |
Entity Managed Hotels Disclosure [Line Items] | ' |
Rooms | 150 |
Ownership | ' |
St Martins Lane | London, England | ' |
Entity Managed Hotels Disclosure [Line Items] | ' |
Rooms | 204 |
Ownership | ' |
Operating_Hotels_Parenthetical
Operating Hotels (Parenthetical) (Detail) | Dec. 31, 2013 | Dec. 31, 2013 | Sep. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2013 |
Mondrian South Beach | Mondrian SoHo | Hudson | Shore Club | ||
Hotel | Room | ||||
Entity Managed Hotels Disclosure [Line Items] | ' | ' | ' | ' | ' |
Ownership interest owned | 100.00% | ' | ' | ' | ' |
Percentage of square footage of building owned | ' | ' | ' | 96.00% | ' |
Number of guest rooms | ' | ' | ' | 866 | ' |
Number of SROs | ' | ' | ' | 67 | ' |
Ownership interest owned | ' | ' | 20.00% | ' | 7.00% |
Number of hotel residences sold | ' | 235 | ' | ' | ' |
Number of rented hotel residence | ' | 125 | ' | ' | ' |
Number of hotel residences remain to be sold | ' | 100 | ' | ' | ' |
Operating_Results_of_TLG_Detai
Operating Results of TLG (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Supplementary Information [Line Items] | ' | ' | ' |
Revenues | $84,085 | $57,669 | $66,253 |
Income from continuing operations | -44,150 | -56,491 | -88,442 |
The Light Group | ' | ' | ' |
Supplementary Information [Line Items] | ' | ' | ' |
Revenues | ' | ' | 560 |
Income from continuing operations | ' | ' | $490 |
Revenues_and_Loss_from_Continu
Revenues and Loss from Continuing Operations on Pro Forma Basis (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total revenues, as reported by the Company | $64,866 | $58,262 | $60,707 | $52,651 | $54,797 | $44,036 | $47,791 | $43,295 | $236,486 | $189,919 | $207,332 |
Pro forma total revenues | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 217,242 |
Total loss from continuing operations, as reported by the Company | ' | ' | ' | ' | ' | ' | ' | ' | -44,150 | -56,491 | -88,442 |
Pro forma loss from continuing operations | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -80,769 |
The Light Group | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total revenues, as reported by the Company | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9,910 |
Total loss from continuing operations, as reported by the Company | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 490 |
Plus: TLG income from continuing operations | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $7,673 |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended | 1 Months Ended | 3 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | ||||||||||||||||||||
Aug. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Jul. 31, 2013 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Nov. 30, 2011 | Dec. 31, 2013 | Oct. 31, 2007 | Oct. 17, 2007 | Dec. 31, 2013 | Dec. 31, 2013 | Aug. 31, 2012 | Aug. 02, 2012 | Dec. 31, 2013 | Aug. 02, 2012 | Dec. 31, 2013 | Aug. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Oct. 31, 2007 | |
Segment | Ames, Mondrian SoHo and Mondrian South Beach | Ames, Mondrian SoHo and Mondrian South Beach | Ames, Mondrian SoHo and Mondrian South Beach | Mondrian South Beach | Mondrian So Ho Hotel | Ames | Ames | Ames | Yucaipa Warrants | Building and Building Improvements | Furniture, Fixtures and Equipment | The Light Group LLC | The Light Group LLC | Convertible Notes | Convertible Notes | Convertible Notes | Las Palapas Management Agreement | Unconsolidated Joint Venture | Convert THEhotel to Delano Las Vegas | Convert THEhotel to Delano Las Vegas | Convert THEhotel to Delano Las Vegas | Convert THEhotel to Delano Las Vegas | Convert THEhotel to Delano Las Vegas | Convert THEhotel to Delano Las Vegas | Minimum | Maximum | Maximum | ||||
Restaurant | Restaurant | Restaurant Lease Note | Restaurant Lease Note | Restaurant Lease Note | Convertible Notes | ||||||||||||||||||||||||||
Agreement | |||||||||||||||||||||||||||||||
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted cash in lenders reserve account | ' | $11,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of reserved funds | ' | 4.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of gross revenues | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.00% | 4.00% | ' |
Property, estimated useful Life | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '39 years 6 months | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Capitalized real estate taxes, insurance and interest | ' | 0 | 0 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of goodwill impairment test | ' | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of reportable operating segments | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Goodwill impairment | ' | 0 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Impairment of long-lived assets | ' | 0 | 0 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity investment requirements and funds | ' | 10,492,000 | 11,178,000 | ' | ' | ' | ' | 0 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Investments in unconsolidated joint ventures, liabilities | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Impairment Charges through equity | ' | ' | ' | ' | 200,000 | 1,600,000 | 14,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ownership interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.00% | ' | ' | ' | ' | 90.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred promissory note payable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,600,000 | ' | 10,600,000 | ' | ' | ' |
Restaurant lease note term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '7 years | '7 years | ' | ' | ' | ' |
Fair value of lease | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,500,000 | ' | ' | ' | ' |
Contractual obligation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,000,000 | 15,000,000 | ' | ' | ' | ' | ' | ' | ' |
Company acquired the leasehold interest in number of food and beverage venues | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3 | 3 | ' | ' | ' | ' | ' | ' |
Term of management agreement | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Extension of management agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' |
Number of times license agreement period to be extended | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' |
Operating lease expiration period | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Finite lived intangible assets useful life | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' |
Termination fee received and recorded in management fees and other income | ' | ' | ' | ' | ' | ' | ' | ' | ' | 900,000 | 900,000 | 1,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Agreement termination date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'July 17, 2013 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Advertising and promotion cost | ' | 800,000 | 1,100,000 | 1,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Right to purchase common stock through the exercise of warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise price of warrants or rights | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6 | ' | ' | ' | ' | ' | 40 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Investors consent rights warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,250,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period for fair value analysis | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion value of TLG promissory notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $9.50 | $9.50 | ' | $26.89 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $21.95 |
Interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | ' | ' |
Fixed rate debt | ' | 247,100,000 | 238,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair market value of fixed rate debt | ' | 217,700,000 | 240,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.38% | ' | 2.38% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Compensation expense recognized | ' | 4,100,000 | 4,500,000 | 9,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Membership units in noncontrolling interest | ' | $490,000 | $6,066,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Membership units in Morgans Group outstanding | ' | 75,446 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Impairment_Charges_Recorded_as
Impairment Charges Recorded as a Result of Applying Level 3 Non-Recurring Measurements Included in Net Loss (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Gain (Loss) on Investments [Line Items] | ' | ' | ' |
Sasson-Masi Put Options | ($1,116) | $474 | ' |
Receivables and other assets from managed hotel and unconsolidated joint venture | 6,029 | ' | ' |
Total Level 3 measurement expenses included in net loss | 5,064 | 2,065 | 4,067 |
Mondrian So Ho Hotel | ' | ' | ' |
Gain (Loss) on Investments [Line Items] | ' | ' | ' |
Impairment losses | ' | 1,027 | 4,067 |
Ames | ' | ' | ' |
Gain (Loss) on Investments [Line Items] | ' | ' | ' |
Impairment losses | $151 | $564 | ' |
Income_Loss_Per_Share_Addition
Income (Loss) Per Share - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2013 | |
Earnings Per Share [Abstract] | ' |
Assumption of net income distributed as dividends for calculation of net income per share | 100.00% |
Securities excluded from diluted net income (loss) per common share calculation | 75,446 |
Components_of_Basic_and_Dilute
Components of Basic and Diluted Loss Per Share Calculations (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Numerator: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net loss from continuing operations | ' | ' | ' | ' | ' | ' | ' | ' | ($44,150) | ($56,491) | ($88,442) |
Net income from discontinued operations, net of tax | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 485 |
Net loss | ' | ' | ' | ' | ' | ' | ' | ' | -44,150 | -56,491 | -87,957 |
Net (income) loss attributable to noncontrolling interest | ' | ' | ' | ' | ' | ' | ' | ' | -5 | 804 | 2,554 |
Net loss attributable to Morgans Hotel Group Co. | ' | ' | ' | ' | ' | ' | ' | ' | -44,155 | -55,687 | -85,403 |
Less: preferred stock dividends and accretion | ' | ' | ' | ' | ' | ' | ' | ' | 14,316 | 11,124 | 9,938 |
Net loss attributable to common stockholders | ($10,742) | ($14,365) | ($19,034) | ($14,330) | ($15,256) | ($18,513) | ($16,111) | ($16,931) | ($58,471) | ($66,811) | ($95,341) |
Denominator, continuing and discontinued operations: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average basic common shares outstanding | ' | ' | ' | ' | ' | ' | ' | ' | 32,867 | 31,437 | 31,454 |
Effect of dilutive securities | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average diluted common shares outstanding | ' | ' | ' | ' | ' | ' | ' | ' | 32,867 | 31,437 | 31,454 |
Basic and diluted loss from continuing operations per share | ' | ' | ' | ' | ' | ' | ' | ' | ($1.78) | ($2.13) | ($3.05) |
Basic and diluted income from discontinued operations per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.02 |
Basic and diluted loss available to common stockholders per common share | ($0.32) | ($0.44) | ($0.59) | ($0.44) | ($0.48) | ($0.59) | ($0.52) | ($0.55) | ($1.78) | ($2.13) | ($3.03) |
Property_and_Equipment_Detail
Property and Equipment (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | $483,591 | $474,941 |
Less accumulated depreciation | -190,962 | -171,252 |
Property and equipment, net | 292,629 | 303,689 |
Land | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | 45,194 | 45,194 |
Building | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | 330,316 | 325,211 |
Furniture, Fixtures and Equipment | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | 107,773 | 101,737 |
Construction in Progress | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | $308 | $2,799 |
Property_and_Equipment_Additio
Property and Equipment - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Property Plant And Equipment [Abstract] | ' | ' | ' |
Depreciation | $20,302,000 | $17,648,000 | $20,042,000 |
Depreciation on property subject to capital leases | $100,000 | $100,000 | $100,000 |
Investments_in_and_Advances_to2
Investments in and Advances to Unconsolidated Joint Ventures (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Schedule of Equity Method Investments [Line Items] | ' | ' |
Total investments in and advances to unconsolidated joint ventures | $10,492 | $11,178 |
Mondrian Istanbul | ' | ' |
Schedule of Equity Method Investments [Line Items] | ' | ' |
Total investments in and advances to unconsolidated joint ventures | 10,392 | 10,392 |
Mondrian South Beach Food and Beverage-MC South Beach | ' | ' |
Schedule of Equity Method Investments [Line Items] | ' | ' |
Total investments in and advances to unconsolidated joint ventures | ' | 628 |
Other | ' | ' |
Schedule of Equity Method Investments [Line Items] | ' | ' |
Total investments in and advances to unconsolidated joint ventures | $100 | $158 |
Equity_in_Income_Losses_from_U
Equity in Income (Losses) from Unconsolidated Joint Ventures (Detail) (USD $) | 12 Months Ended | 6 Months Ended | 12 Months Ended | 11 Months Ended | 12 Months Ended | 2 Months Ended | 12 Months Ended | ||||||||||||||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Jun. 20, 2011 | Dec. 31, 2011 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Nov. 23, 2011 | Dec. 31, 2011 | Feb. 28, 2011 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |||||
Mondrian South Beach Food and Beverage-MC South Beach | Mondrian South Beach Food and Beverage-MC South Beach | Mondrian South Beach Food and Beverage-MC South Beach | Restaurant Venture - SC London | Restaurant Venture - SC London | Mondrian South Beach | Mondrian South Beach | Mondrian SoHo | Mondrian SoHo | Ames | Ames | Ames | Morgans Hotel Group Europe Ltd | Morgans Hotel Group Europe Ltd | Hard Rock Hotel & Casino | Hard Rock Hotel & Casino | Other | Other | Other | |||||||||
Schedule of Equity Method Investments [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Equity in loss of unconsolidated joint ventures | ($828) | ($6,436) | ($29,539) | ($629) | [1] | ($836) | [1] | ($235) | [1] | ($510) | ($510) | [2] | ($4,016) | ($1,801) | ($1,027) | ($4,067) | ($151) | ($564) | ($11,062) | ($5,497) | ($5,497) | ($6,376) | ($6,376) | [3] | ($48) | $7 | $9 |
[1] | Following the CGM Transaction, the Company's ownership interest in this food and beverage joint venture is less than 100%, and based on the Company's evaluation, this venture does not meet the requirements of a variable interest entity. Accordingly, this joint venture is accounted for using the equity method as the Company does not maintain control over this entity. | ||||||||||||||||||||||||||
[2] | Until June 20, 2011, the Company had a 50% ownership interest in the SC London restaurant venture. As a result of the CGM Transaction, the Company now owns 100% of the SC London restaurant venture, which is consolidated into the Company's financial statements effective June 20, 2011, the date the CGM Transaction closed. | ||||||||||||||||||||||||||
[3] | Until March 1, 2011, the Company had a partial ownership interest in the Hard Rock Hotel & Casino ("Hard Rock") and managed the property pursuant to a management agreement that was terminated in connection with the Hard Rock settlement (discussed below). Operating results are for the period we operated Hard Rock in 2011. |
Equity_in_Income_Losses_from_U1
Equity in Income (Losses) from Unconsolidated Joint Ventures (Parenthetical) (Detail) | Dec. 31, 2013 | Jun. 20, 2011 |
Restaurant Venture - SC London | ' | ' |
Schedule of Equity Method Investments [Line Items] | ' | ' |
Equity ownership | 100.00% | 50.00% |
Maximum | Mondrian South Beach Food and Beverage-MC South Beach | ' | ' |
Schedule of Equity Method Investments [Line Items] | ' | ' |
Equity ownership | 100.00% | ' |
Investments_in_and_Advances_to3
Investments in and Advances to Unconsolidated Joint Ventures - Additional Information (Detail) | 0 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | 3 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | |||||||||||||||||||||||||||||||||||||||
Sep. 20, 2013 | Sep. 20, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Jul. 20, 2011 | Mar. 01, 2011 | Dec. 31, 2013 | Jun. 20, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Apr. 30, 2010 | Aug. 31, 2008 | Dec. 31, 2013 | Aug. 31, 2006 | Dec. 31, 2013 | Aug. 31, 2008 | Aug. 31, 2006 | Apr. 30, 2010 | Dec. 31, 2013 | Feb. 28, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Jun. 30, 2007 | Jun. 30, 2007 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 20, 2011 | Nov. 30, 2009 | Jul. 30, 2013 | Jul. 31, 2013 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2011 | Jun. 17, 2008 | Dec. 31, 2013 | Jun. 17, 2008 | Nov. 23, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Nov. 23, 2011 | Nov. 23, 2011 | Nov. 23, 2011 | Nov. 23, 2011 | Dec. 31, 2013 | Jun. 20, 2011 | Jan. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2009 | Mar. 31, 2011 | Jan. 20, 2011 | Dec. 31, 2007 | Feb. 02, 2007 | Feb. 02, 2007 | Feb. 02, 2007 | Dec. 31, 2013 | |
Claim | Claim | USD ($) | USD ($) | USD ($) | Former Food And Beverage Joint Venture Entities | Former Food And Beverage Joint Venture Entities | Mondrian South Beach | Mondrian South Beach | Mondrian South Beach | Mondrian South Beach | Mondrian South Beach | Mondrian South Beach | Mondrian South Beach | Mondrian South Beach | Mondrian South Beach | Mondrian South Beach | Mondrian South Beach | Mondrian SoHo | Mondrian SoHo | Mondrian SoHo | Mondrian SoHo | Mondrian SoHo | Mondrian SoHo | Mondrian SoHo | Mondrian SoHo | CGM | Ames | Ames | Ames | Ames | Ames | Ames | Ames | Ames | Ames | Ames | Ames | Morgans Hotel Group Europe Ltd | Morgans Hotel Group Europe Ltd | Morgans Hotel Group Europe Ltd | Morgans Hotel Group Europe Ltd | Morgans Hotel Group Europe Ltd | Morgans Hotel Group Europe Ltd | Morgans Hotel Group Europe Ltd | Morgans Hotel Group Europe Ltd | Restaurant Venture - SC London | Restaurant Venture - SC London | Mondrian Istanbul | Mondrian Istanbul | Mondrian Istanbul | Mondrian Istanbul | Hard Rock Hotel & Casino | Hard Rock Hotel & Casino | Hard Rock Hotel & Casino | Hard Rock Hotel & Casino | Hard Rock Hotel & Casino | Hard Rock Hotel & Casino | Hard Rock Hotel & Casino | Hard Rock Hotel & Casino | Hard Rock Hotel & Casino | Shore Club | |||
USD ($) | USD ($) | USD ($) | Joint Venture | Joint Venture | Joint Venture | Joint Venture | Joint Venture | Joint Venture | Joint Venture | Joint Venture Partners | Joint Venture Partners | Room | USD ($) | USD ($) | USD ($) | USD ($) | Joint Venture | Joint Venture | Joint Venture | USD ($) | Room | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Operating Joint Venture Hotels Commitments and Guarantees | Joint Venture | USD ($) | USD ($) | USD ($) | USD ($) | Royalton Europe and Walton MG London | Royalton Europe and Walton MG London | Royalton Europe and Walton MG London | Royalton Europe and Walton MG London | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Joint Venture | Joint Venture | Joint Venture Partner | Joint Venture Partner | Morgans Parties | DLJMB parties | ||||||||||||
USD ($) | USD ($) | USD ($) | USD ($) | Mortgage Debt [Member] | Libor Rate | Libor Rate | USD ($) | USD ($) | OptionPlan | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | GBP (£) | Sanderson | St Martins Lane | Room | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | ||||||||||||||||||||||||||||||||||||||||
Hotel | USD ($) | Hotel | Hotel | Loan | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity ownership | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' | ' | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | 20.00% | ' | ' | 20.00% | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | 31.00% | ' | ' | 50.00% | ' | ' | ' | 50.00% | 50.00% | ' | ' | 100.00% | 50.00% | ' | ' | 20.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gross purchase price acquired building and land in joint venture | ' | ' | $9,467,000 | $32,571,000 | $17,842,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | $110,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity investment requirements and funds | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,100,000 | 10,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional contribution to equity from joint venture partners | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8,000,000 | ' | ' | ' | ' | ' | ' | 2,750,000 | ' | ' | 3,200,000 | 1,000,000 | 5,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 75,800,000 | 424,800,000 | ' |
Proceeds of financing from lender and affiliates | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 22,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basis Spread on Variable Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6.00% | 3.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 28,000,000 | ' | 124,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Seller financing to qualified condominium buyers, maximum condominium purchase price, percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 80.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Mezzanine financing provided to joint venture | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 28,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Least percentage of all returns in excess of the first mortgage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Extended maturity date of nonrecourse financing | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '7 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Extended maturity date of nonrecourse financing date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2017 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Extended maturity date of nonrecourse financing option | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '1 year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding nonrecourse mortgage loan and mezzanine loan | ' | ' | ' | ' | ' | ' | ' | ' | ' | 89,015,000 | 99,632,000 | ' | ' | 61,000,000 | ' | 33,000,000 | ' | ' | ' | ' | ' | 196,017,000 | 196,017,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 45,086,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding mezzanine debt owed to affiliates | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 28,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Option to extend the outstanding mortgage and mezzanine debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2015-04 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of hotel residences sold | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 235 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of rented hotel residence | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 125 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of hotel residences remain to be sold | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity investment, book value | ' | ' | 10,492,000 | 11,178,000 | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,392,000 | 10,392,000 | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' |
Advances to joint venture | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 14,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Contribution in joint venture | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 57,500,000 | 115,000,000 | ' |
Proceed from loan borrowings | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 195,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 46,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of guest rooms | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 263 | ' | ' | ' | ' | ' | ' | ' | ' | 114 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Company has management contract | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of extension option | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding mortgage debt secured by hotel | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 196,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred interest | ' | ' | 6,084,000 | 5,776,000 | 8,659,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 27,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of claims dismissed | 2 | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Impairment charge | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 | 600,000 | 10,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payment to acquired interest from affiliates | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 20,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Write down of investment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity method investment maturity date of secured mortgage debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9-Oct-12 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Management agreement termination period | ' | ' | '60 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate payment on termination of management agreement | ' | ' | 1,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Historic tax credit guaranties capped | ' | ' | 3,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from sale of tax credits | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 16,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Agreement termination date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'July 17, 2013 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Management fee-related parties and other income | ' | ' | 26,715,000 | 24,658,000 | 14,288,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 900,000 | 900,000 | 900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of guest rooms | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 150 | 204 | ' | ' | ' | 105 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sale of equity interests in joint venture | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 72,300,000 | ' | ' | ' | 297,000,000 | 192,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceed from sale of equity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 72,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Repayment of secured outstanding mortgage debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 99,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Long term agreement before hotel sales | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2027 | '2027 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Long term agreement after hotel sales | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2041 | '2041 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Management of hotel, incentive fees received | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Average currency exchange rate of 1 British pound | ' | ' | 1.61 | 1.55 | ' | 1.55 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Lease expiration date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 24-Dec-13 |
Number of mezzanine Loans | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3 | ' | ' | ' |
Joint venture debt financing provided by lender | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 760,000,000 | ' | ' | ' |
Debt repaid | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 110,000,000 | ' | ' | ' | ' |
Construction loan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 620,000,000 | ' | ' | ' |
Equity ownership interest for purpose of accounting | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12.80% | 12.80% | ' | ' | ' | ' | ' | ' | ' | ' |
Equity ownership interest weighting to DLJMB Parties | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.75% | 1.75% | ' | ' | ' | ' | ' | ' | ' | ' |
Cash contribution, excess of which will be used for purpose of accounting for equity interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 250,000,000 | 250,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Amount due and payable under second mezzanine loan agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 96,000,000 | ' | ' | ' | ' | ' |
First Mezzanine Lender indirect equity interests | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' | ' | ' |
Net payment to lender | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $3,700,000 | ' | ' | ' | ' | ' | ' |
Ownership percentage | ' | ' | 0.00% | 0.00% | ' | ' | 8.30% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Summary_of_Balance_Sheet_Infor
Summary of Balance Sheet Information (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Schedule Of Balance Sheet Components [Line Items] | ' | ' |
Real estate, net | $292,629 | $303,689 |
Other assets | 34,398 | 43,379 |
Other liabilities | 13,891 | 14,301 |
Total deficit | -462,005 | -413,601 |
Total liabilities | 749,688 | 728,472 |
Company's investment balance | 10,492 | 11,178 |
Mondrian South Beach | ' | ' |
Schedule Of Balance Sheet Components [Line Items] | ' | ' |
Real estate, net | 60,323 | 76,807 |
Other assets | 10,285 | 12,068 |
Total assets | 70,608 | 88,875 |
Other liabilities | 20,233 | 19,765 |
Debt | 89,015 | 99,632 |
Total deficit | -38,640 | -30,522 |
Total liabilities | 70,608 | 88,875 |
Company's share of deficit | -17,686 | -14,838 |
Advance to joint venture in the form of mezzanine financing | 14,000 | 14,000 |
Capitalized costs/reimbursements | -310 | -310 |
Loss in excess of investment balance not recorded by Company | 3,686 | 838 |
Company's investment balance | ' | ' |
Mondrian SoHo | ' | ' |
Schedule Of Balance Sheet Components [Line Items] | ' | ' |
Real estate, net | 160,596 | 167,579 |
Other assets | 6,146 | 5,439 |
Total assets | 166,742 | 173,018 |
Other liabilities | 35,516 | 30,864 |
Debt | 196,017 | 196,017 |
Preferred loans from members and vendor loans | 37,263 | 41,317 |
Total deficit | -102,054 | -95,180 |
Total liabilities | 166,742 | 173,018 |
Company's share of deficit | -20,410 | -19,036 |
Advance to joint venture in the form of mezzanine financing | 11,876 | 11,876 |
Loss in excess of investment balance not recorded by Company | 8,534 | 7,160 |
Company's investment balance | ' | ' |
Ames | ' | ' |
Schedule Of Balance Sheet Components [Line Items] | ' | ' |
Real estate, net | ' | 35,151 |
Other assets | ' | 2,208 |
Total assets | ' | 37,359 |
Other liabilities | ' | 9,962 |
Debt | ' | 45,086 |
Total deficit | ' | -17,689 |
Total liabilities | ' | 37,359 |
Company's share of deficit | ' | -5,129 |
Capitalized costs/reimbursements | ' | 31 |
Loss in excess of investment balance not recorded by Company | ' | 5,098 |
Company's investment balance | ' | ' |
Summarized_Consolidated_Income
Summarized Consolidated Income Statement Information (Detail) (USD $) | 12 Months Ended | 6 Months Ended | 12 Months Ended | 11 Months Ended | 12 Months Ended | 2 Months Ended | 12 Months Ended | |||||||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Jun. 20, 2011 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Nov. 23, 2011 | Dec. 31, 2011 | Feb. 28, 2011 | Dec. 31, 2011 | ||
Restaurant Venture - SC London | Restaurant Venture - SC London | Mondrian South Beach | Mondrian South Beach | Mondrian South Beach | Mondrian SoHo | Mondrian SoHo | Mondrian SoHo | Ames | Ames | Ames | Morgans Hotel Group Europe Ltd | Morgans Hotel Group Europe Ltd | Hard Rock Hotel & Casino | Hard Rock Hotel & Casino | ||||||
Condensed Income Statements, Captions [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Operating revenues | ' | ' | ' | $8,838 | ' | $37,046 | $44,224 | $38,968 | $41,325 | $34,759 | $29,016 | $2,587 | $10,277 | $10,790 | $45,675 | ' | $29,257 | ' | ||
Operating expenses | ' | ' | ' | 9,696 | ' | 38,915 | 49,924 | 40,457 | 29,424 | 26,324 | 26,110 | 4,986 | 10,284 | 10,757 | 29,515 | ' | 25,850 | ' | ||
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,694 | ' | 10,858 | ' | ||
Depreciation | 20,302 | 17,648 | 20,042 | 162 | ' | 898 | 821 | 846 | 5,663 | 5,599 | 6,538 | 532 | 1,690 | 2,506 | ' | ' | ' | ' | ||
Operating income (loss) | -1,910 | -14,362 | -21,006 | ' | ' | -2,767 | -6,521 | -2,335 | 6,238 | 2,836 | -3,632 | -2,931 | -1,697 | -2,473 | 11,466 | ' | -7,451 | ' | ||
Interest expense | ' | ' | ' | ' | ' | 2,087 | 946 | 1,569 | 13,109 | 20,616 | 16,158 | 1,035 | 1,782 | 1,989 | 17,200 | ' | 14,862 | ' | ||
Net loss | -44,150 | -56,491 | -87,957 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -5,734 | ' | ' | ' | ||
Gain on sale of tax credits | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -683 | -2,048 | -2,048 | ' | ' | ' | ' | ||
Gain on forgiveness of debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -32,460 | ' | ||
Other comprehensive loss | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,488 | ' | ' | ' | ||
Impairment loss | ' | ' | ' | ' | ' | 1,500 | 3,355 | ' | ' | ' | 61,974 | ' | ' | 49,907 | ' | ' | ' | ' | ||
Income tax expense | 716 | 776 | 929 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 141 | ' | ||
Comprehensive loss | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -4,246 | ' | ' | ' | ||
Noncontrolling interest | -5 | 804 | 2,554 | ' | ' | ' | ' | 10 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Net income (loss) | ' | ' | ' | -1,020 | ' | -6,354 | -10,822 | -3,914 | -6,871 | -17,780 | -81,764 | -3,283 | -1,431 | -52,321 | -2,867 | ' | 10,006 | ' | ||
Company's share of other comprehensive income | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,259 | ' | ' | ' | ||
Company's share of comprehensive income | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 392 | ' | 335 | ' | ||
Company's share of realized loss on foreign currency exchange adjustment from sale of assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -2,515 | ' | ' | ' | ||
Other amortization | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -115 | ' | ' | ' | ||
Amount recorded in equity in loss | ($828) | ($6,436) | ($29,539) | ($510) | ($510) | [1] | ' | ($4,016) | ($1,801) | ' | ($1,027) | ($4,067) | ($151) | ($564) | ($11,062) | ($5,497) | ($5,497) | ($6,376) | ($6,376) | [2] |
[1] | Until June 20, 2011, the Company had a 50% ownership interest in the SC London restaurant venture. As a result of the CGM Transaction, the Company now owns 100% of the SC London restaurant venture, which is consolidated into the Company's financial statements effective June 20, 2011, the date the CGM Transaction closed. | |||||||||||||||||||
[2] | Until March 1, 2011, the Company had a partial ownership interest in the Hard Rock Hotel & Casino ("Hard Rock") and managed the property pursuant to a management agreement that was terminated in connection with the Hard Rock settlement (discussed below). Operating results are for the period we operated Hard Rock in 2011. |
Other_Liabilities_Detail
Other Liabilities (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Other Liabilities Disclosure [Abstract] | ' | ' |
Designer fee claim | $13,866 | $13,866 |
OPP LTIP Units Liability (note 10) | 25 | 435 |
Other Liabilities | $13,891 | $14,301 |
Other_Liabilities_Additional_I
Other Liabilities - Additional Information (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Other Liabilities Disclosure [Abstract] | ' | ' |
Designer fee claim | $13,866 | $13,866 |
Base fee due designer | 1.00% | ' |
Base fees payable for period from hotel opening | '10 years | ' |
Amortization expense over estimated life | '5 years | ' |
Debt_and_Capital_Lease_Obligat2
Debt and Capital Lease Obligations (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Feb. 06, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Oct. 17, 2007 | Dec. 31, 2013 | Dec. 31, 2012 | Nov. 30, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 |
Hudson/Delano 2014 Mortgage Loan | Clift Debt | Clift Debt | Trust Preferred Securities Subject to Mandatory Redemption | Trust Preferred Securities Subject to Mandatory Redemption | Convertible Notes | Convertible Notes | Convertible Notes | Debt of TLG Promissory Notes | Debt of TLG Promissory Notes | Debt of TLG Promissory Notes | Restaurant Lease Note | Restaurant Lease Note | Notes Secured by Hudson | Notes Secured by Hudson | Debt Secured by Assets Held for Sale Revolving Credit Facility | Debt Secured by Assets Held for Sale Revolving Credit Facility | Capital Lease Obligations | Capital Lease Obligations | |||
Subsequent Event | |||||||||||||||||||||
Debt and Capital Lease Obligations [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt and capital lease obligation | $559,939,000 | $538,143,000 | ' | $91,486,000 | $89,136,000 | $50,100,000 | $50,100,000 | $170,698,000 | $168,421,000 | ' | $17,995,000 | $17,930,000 | $17,995,000 | $6,551,000 | $7,429,000 | $180,000,000 | $180,000,000 | $37,000,000 | $19,000,000 | $6,109,000 | $6,127,000 |
Interest rate, description | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '8.90% (LIBOR + 8.40%, LIBOR floor of 0.50%) | ' | '5.00% (LIBOR + 4.00%, LIBOR floor of 1.00%) | ' | ' | ' |
Interest rate | ' | ' | ' | 9.60% | ' | 8.68% | ' | 2.38% | ' | 2.38% | 8.00% | ' | ' | ' | ' | 8.90% | ' | 5.00% | ' | ' | ' |
Prepayment premium | ' | ' | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt_and_Capital_Lease_Obligat3
Debt and Capital Lease Obligations (Parenthetical) (Detail) (USD $) | 12 Months Ended | 1 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 24 Months Ended | 1 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 1 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Dec. 31, 2013 | Dec. 31, 2011 | Dec. 31, 2012 | Aug. 02, 2012 | Jul. 21, 2010 | Oct. 31, 2007 | Aug. 31, 2011 | Oct. 01, 2010 | Oct. 01, 2010 | Aug. 31, 2011 | Oct. 01, 2010 | Oct. 01, 2010 | Aug. 12, 2011 | Dec. 31, 2011 | Dec. 31, 2011 | Oct. 31, 2004 | Dec. 31, 2013 | Feb. 29, 2012 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Oct. 31, 2007 | Dec. 31, 2013 | Dec. 31, 2012 | Oct. 17, 2007 | Oct. 31, 2007 | Nov. 30, 2011 | Dec. 31, 2013 | Jun. 17, 2013 | Dec. 31, 2012 | Jul. 21, 2010 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Nov. 14, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Aug. 31, 2006 | Dec. 31, 2013 | Dec. 31, 2013 | Nov. 30, 2011 | Dec. 31, 2013 | Nov. 30, 2011 | Aug. 31, 2012 | Aug. 02, 2012 | Dec. 31, 2013 | Aug. 02, 2012 | Dec. 31, 2013 | Aug. 31, 2012 | Dec. 31, 2013 | Oct. 31, 2007 | Dec. 31, 2013 | Nov. 30, 2011 | Nov. 30, 2011 | Feb. 28, 2014 | Feb. 28, 2014 | Oct. 01, 2010 | Oct. 01, 2010 | Dec. 31, 2011 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Jul. 28, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Feb. 28, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Nov. 14, 2012 | Dec. 31, 2013 | Feb. 28, 2014 | Feb. 06, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | |
Call Options Purchased | Amended Hudson Mortgage Loan | Amended Hudson Mortgage Loan | Amended Hudson Mortgage Loan | Hudson Mezzanine Loan | Hudson Mezzanine Loan | Hudson Mezzanine Loan | Hudson 2011 Mortgage Loan | 28.0 million of the Hudson 2011 Mortgage Loan | 87.0 million of the Hudson 2011 Mortgage Loan | Clift Debt | Clift Debt | Clift Debt | Clift Debt | Trust Preferred Securities Subject to Mandatory Redemption | Trust Preferred Securities Subject to Mandatory Redemption | Convertible Notes | Convertible Notes | Convertible Notes | Convertible Notes | Convertible Notes With Warrant Attached | Debt of TLG Promissory Notes | Debt of TLG Promissory Notes | Debt of TLG Promissory Notes | Debt of TLG Promissory Notes | Yucaipa | Restaurant Lease Note | Restaurant Lease Note | Notes Secured by Hudson | Notes Secured by Hudson | Debt Secured by Assets Held for Sale Revolving Credit Facility | Debt Secured by Assets Held for Sale Revolving Credit Facility | Hudson Mortgage Loan | Hudson Mortgage Loan | Hudson Mortgage Loan | Liability to Subsidiary Trust Issuing Preferred Securities | Liability to Subsidiary Trust Issuing Preferred Securities | Liability to Subsidiary Trust Issuing Preferred Securities | The Light Group LLC | The Light Group LLC | The Light Group LLC | Convert THEhotel to Delano Las Vegas | Convert THEhotel to Delano Las Vegas | Convert THEhotel to Delano Las Vegas | Convert THEhotel to Delano Las Vegas | Convert THEhotel to Delano Las Vegas | Convert THEhotel to Delano Las Vegas | Maximum | Maximum | Minimum | Mr. Sasson | Mr. Masi | Subsequent Event | Subsequent Event | Libor Rate | Libor Rate | Libor Rate | Libor Rate | Libor Rate | Libor Rate | Delano Credit Facility | Delano Credit Facility | Delano Credit Facility | Delano Credit Facility | Delano Credit Facility | Delano Credit Facility | Delano Credit Facility | Delano Credit Facility | Revolving Credit Facilities | Delano Credit Sub-Facility | Hudson/Delano 2014 Mortgage Loan | Hudson/Delano 2014 Mortgage Loan | Hudson Lease | Hudson Lease | Hudson Lease | Hudson Lease | Hudson Lease | ||||||
Long | Interest Rate Cap | Interest Rate Cap | Times | Interest Rate Cap | Trust Preferred Securities Subject to Mandatory Redemption | Debt of TLG Promissory Notes | Restaurant | Restaurant | Restaurant Lease Note | Restaurant Lease Note | Restaurant Lease Note | Clift Debt | Convertible Notes | Clift Debt | Debt of TLG Promissory Notes | Debt of TLG Promissory Notes | Convertible Notes | Yucaipa | Amended Hudson Mortgage Loan | Hudson Mezzanine Loan | 28.0 million of the Hudson 2011 Mortgage Loan | 87.0 million of the Hudson 2011 Mortgage Loan | Debt Secured by Assets Held for Sale Revolving Credit Facility | Liability to Subsidiary Trust Issuing Preferred Securities | Prior to June 30, 2012 | Thereafter to June 30, 2012 | Maximum | Subsequent Event | Libor Rate | Libor Rate | Subsequent Event | Subsequent Event | Hudson Lease 1 | Hudson Lease 1 and Lease 2 | Hudson Lease 2 | |||||||||||||||||||||||||||||||||||||||||||||||
Trust Preferred Securities Subject to Mandatory Redemption | Base Rate | Hotel | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Debt and Capital Lease Obligations [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible debt, face amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $172,500,000 | ' | $172,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9.60% | ' | ' | 8.68% | ' | ' | 2.38% | ' | 2.38% | ' | ' | 8.00% | ' | ' | ' | ' | ' | 8.90% | ' | 5.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt repayment | ' | ' | ' | ' | ' | ' | 201,200,000 | 201,200,000 | ' | 26,500,000 | 26,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 115,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 37,000,000 | ' | ' | 36,000,000 | ' | 180,000,000 | ' | ' | ' | ' | ' | ' |
Revolving credit facility, maximum amount of commitments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000,000 | ' | ' | ' | 100,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Letter of credit outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,000,000 | ' | ' | ' | ' | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net proceeds from debt refinancing | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 214,000,000 | ' | ' | ' | ' | ' | ' |
Convertible Notes repurchased | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 88,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 88,000,000 | ' | ' | ' | ' | ' | ' |
Debt instrument, face value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 115,000,000 | 28,000,000 | 87,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 180,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,600,000 | ' | 10,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,000,000 | ' | 450,000,000 | ' | ' | ' | ' | ' |
Interest at reserve adjusted blended rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '30-day LIBOR plus 565 basis points | ' | ' | ' | ' | ' |
LIBOR cap rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.75% | ' | ' | ' | ' | ' |
Hudson/Delano 2014 Mortgage Loan matures | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9-Feb-16 | ' | ' | ' | ' | ' |
Extended Hudson/Delano 2014 Mortgage Loan maturity date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9-Feb-19 | ' | ' | ' | ' | ' |
Requirement for Extension in Maturity Date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.25% | ' | ' | ' | ' | ' |
Debt & capital lease obligations minimum Interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.03% | 2.98% | 4.00% | 5.00% | 4.00% | 3.25% | ' | ' | ' | ' | ' | ' | 1.00% | 3.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Derivative effective cap interest rate | ' | ' | ' | ' | ' | ' | ' | ' | 5.30% | ' | ' | 7.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate expired date | ' | ' | ' | ' | ' | ' | ' | ' | 15-Oct-11 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Minimum liquidity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 20,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Available term loan to be drawn | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '15 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt yield ratio minimum | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional term loan before expiration of option | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 20,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
LIBOR floor rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.50% | 2.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sale of subsidiary company | ' | 74,754,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 71,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Leased term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '99-year lease term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reduced annual lease payments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,970,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Capital leased payment require | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase in rent in future period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase in consumer price index | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 40.00% | ' | 20.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase in consumer price index | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 20.00% | ' | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Morgans Group agreed to guarantee losses | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred securities issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount of common stock owned by the company through trust | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds used to purchase of junior subordinated notes issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Trust notes and preferred notes interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8.68% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Trust notes and preferred notes Interest rate Period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2016-10 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net proceeds from offering | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 166,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt conversion applicable principal amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Initial conversion rate for each principal amount of convertible Notes of common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 37.1903 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 45.558 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Initial conversion price of common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $26.89 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $9.50 | $9.50 | ' | ' | ' | ' | ' | ' | ' | ' | $21.95 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity component recorded as additional paid-in-capital | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net of deferred taxes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payment for call options | ' | ' | ' | ' | ' | 58,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible Notes Warrants, Shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,415,327 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise price of warrants or rights | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 40 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible Notes Warrants, value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 34,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase of the call options, net of the related tax benefit | ' | ' | ' | ' | ' | 20,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible notes allowed to be purchased by investors | ' | ' | ' | ' | 88,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 88,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Principal amount of outstanding Convertible Notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 84,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revolving credit facility, initiation date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 28-Jul-11 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit facility appraised value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 55.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit facility Florida Property divided | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Delano Credit Facility terminate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 28-Jul-14 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Borrowing availability under credit facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount outstanding, credit facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 37,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Delano credit facility unused commitment fee | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Delano Credit Facility Fixed charge coverage ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.05 | 1.1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Delano Credit Facility covenant ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Borrowers maintain a fixed charge coverage ratio (consolidated EBITDA to consolidated fixed charges) of no less than (i) 1.05 to 1.00 at all times on or prior to June 30, 2012 and (ii) 1.10 to 1.00 at all times thereafter. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Delano Credit Facility covenant compliance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.55 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ownership interest in the light group | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 90.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt and capital lease obligations | 559,939,000 | ' | 538,143,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 91,486,000 | ' | 89,136,000 | 50,100,000 | 50,100,000 | ' | 170,698,000 | 168,421,000 | ' | ' | 17,995,000 | 17,995,000 | ' | 17,930,000 | ' | 6,551,000 | 7,429,000 | 180,000,000 | 180,000,000 | 37,000,000 | 19,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 16,000,000 | 2,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase price acquisition cash paid | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 28,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Non-Morgans EBITDA | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 18,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate increases (max) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 18.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accrued interest payable in cash | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 75.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of accrued interest payable on maturity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Price per share of common stock to convert notes into shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $9.50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value of TLG Promissory Notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,500,000 | 18,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Risk free rate of price volatility simulation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.40% | 0.10% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of runs using Black Scholes and binomial formulas | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Price volatility of stock expected simulation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25.00% | 15.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount that the current holders of the TLG Promissory Notes say are due to them | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 18,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Filing date of Law suit against TLS Acquisition and Morgans Group LLC alleging filing date | 'August 5, 2013 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Annual minimum lease payments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 649,728 | ' | 328,128 |
Number of Condominium Unit Leased | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' |
Lease expiration date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2096-11 | ' | '2098-12 |
Date after which company could purchase leased asset at fair market value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2015-11 | ' | ' |
Imputed interest rate of leased | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8.00% | ' | 8.00% |
Capital lease obligation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,100,000 | 6,100,000 | ' | ' | ' |
Number of leasehold interests acquired in restaurants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3 | 3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Contractual obligation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,000,000 | 15,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restaurant leasehold note term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '7 years | '7 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value of restaurant lease notes | $6,600,000 | ' | ' | $7,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Schedule_of_Principal_Payments
Schedule of Principal Payments on Notes Payable (Including Capital Lease Obligations) (Detail) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Notes Payable [Line Items] | ' |
2014 | $406,184 |
2015 | 488 |
2016 | 488 |
2017 | 489 |
2018 | 489 |
Thereafter | 187,678 |
Long-term Debt, Total | 595,816 |
Pro Forma | ' |
Notes Payable [Line Items] | ' |
2014 | 102,067 |
2015 | 488 |
2016 | 450,488 |
2017 | 489 |
2018 | 489 |
Thereafter | 187,678 |
Long-term Debt, Total | 741,699 |
Amount Representing Interest on Capital Lease Obligations | ' |
Notes Payable [Line Items] | ' |
2014 | 488 |
2015 | 488 |
2016 | 488 |
2017 | 488 |
2018 | 488 |
Thereafter | 33,437 |
Long-term Debt, Total | 35,877 |
Amount Representing Interest on Capital Lease Obligations | Pro Forma | ' |
Notes Payable [Line Items] | ' |
2014 | 488 |
2015 | 488 |
2016 | 488 |
2017 | 488 |
2018 | 488 |
Thereafter | 33,437 |
Long-term Debt, Total | 35,877 |
Principal Payments on Capital Lease Obligations and Debt Payable | ' |
Notes Payable [Line Items] | ' |
2014 | 405,696 |
2015 | ' |
2016 | ' |
2017 | 1 |
2018 | 1 |
Thereafter | 154,241 |
Long-term Debt, Total | 559,939 |
Principal Payments on Capital Lease Obligations and Debt Payable | Pro Forma | ' |
Notes Payable [Line Items] | ' |
2014 | 101,579 |
2015 | ' |
2016 | 450,000 |
2017 | 1 |
2018 | 1 |
Thereafter | 154,241 |
Long-term Debt, Total | $705,822 |
Debt_and_Capital_Lease_Obligat4
Debt and Capital Lease Obligations - Additional Information (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Feb. 28, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 |
In Millions, unless otherwise specified | Subsequent Event | Debt of TLG Promissory Notes | Debt of TLG Promissory Notes | Debt of TLG Promissory Notes | |||
Hudson/Delano 2014 Mortgage Loan | Minimum | Maximum | |||||
Schedule Of Debt [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Convertible Notes repurchased | ' | ' | ' | $88 | ' | ' | ' |
Maturity date of TLG Promissory Notes | ' | ' | ' | ' | 30-Nov-15 | ' | ' |
Interest rate | ' | ' | ' | ' | ' | 8.00% | 18.00% |
Average interest rate on debt | 6.00% | 6.10% | 4.10% | ' | ' | ' | ' |
Hotel_Commitments_and_Guarante
Hotel Commitments and Guarantees (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Commitments and Contingencies [Line Items] | ' | ' |
Key money, equity investment and debt financing commitments | $32,499,000 | $32,040,000 |
Cash flow guarantees | 13,000,000 | 25,600,000 |
Total maximum future funding commitments | 53,499,000 | 65,640,000 |
Amounts due within one year | 25,499,000 | ' |
Equity or debt financing commitments | 0 | 0 |
Delano Marrakech | Performance Cash Flow Guarantee | ' | ' |
Commitments and Contingencies [Line Items] | ' | ' |
Cash flow guarantees | $8,000,000 | $8,000,000 |
Hotel_Commitments_and_Guarante1
Hotel Commitments and Guarantees (Parenthetical) (Detail) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 |
USD ($) | USD ($) | Delano Marrakech | Delano Marrakech | Mondrian London | Mondrian London | Mondrian Baha Mar [Member] | |
Performance Cash Flow Guarantee | Performance Cash Flow Guarantee | USD ($) | GBP (£) | USD ($) | |||
USD ($) | USD ($) | ||||||
Commitments and Contingencies [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Cash flow guarantees | $13,000,000 | $25,600,000 | $8,000,000 | $8,000,000 | ' | ' | ' |
Key money | 32,499,000 | 32,040,000 | ' | ' | 15,500,000 | 9,400,000 | ' |
Letter of credit outstanding | ' | ' | ' | ' | ' | ' | $10,000,000 |
Commitments_and_Contingencies_1
Commitments and Contingencies - Additional Information (Detail) (USD $) | 0 Months Ended | 1 Months Ended | 12 Months Ended | 0 Months Ended | 0 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 3 Months Ended | 12 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | |||||||||||||||||||||
Sep. 20, 2013 | Jul. 17, 2013 | Sep. 20, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Jun. 27, 2013 | Dec. 31, 2013 | Jun. 27, 2013 | Dec. 31, 2013 | Aug. 05, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Jun. 20, 2011 | Jul. 30, 2013 | Jul. 31, 2013 | Jun. 30, 2013 | Dec. 31, 2013 | Jun. 17, 2008 | Dec. 31, 2013 | Feb. 25, 2013 | Jan. 16, 2013 | Jan. 16, 2013 | Jan. 16, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Sep. 30, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Jan. 31, 2014 | |
Claim | Claim | Mr. Sasson | Mr. Masi | Yucaipa | Yucaipa | Yucaipa | Debt of TLG Promissory Notes | Debt of TLG Promissory Notes | Multiemployer Plans, Retirement Benefit | Operating Joint Venture Hotels Commitments and Guarantees | Restaurant Venture - SC London | Restaurant Venture - SC London | Ames | Ames | Ames | Ames | Ames | Ames | Litigation | Litigation | Litigation | Litigation | JV Food and Beverage Entity | Delano, Cartagena | Mondrian South Beach | Mondrian South Beach | Mondrian So Ho Hotel | Delano Marrakech | Delano Marrakech | Ames Hotel | Morgans Original, Istanbul | Morgans Original, Istanbul | |||||
Indemnification in Excess of Pre-judgment | ROYALTON and MORGANS | Operating Joint Venture Hotels Commitments and Guarantees | Sochin Downtown Realty, LLC | Cape Advisors Inc. | Morgans Group LLC | Room | Construction Contracts | Room | Operating Joint Venture Hotels Commitments and Guarantees | Room | Subsequent Event | ||||||||||||||||||||||||||
Room | |||||||||||||||||||||||||||||||||||||
Commitment And Contingencies [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Rooms in Delano Marrakech Hotel | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 211 | ' | ' | ' | 71 | ' | ' | ' | ' |
Non-cash impairment charges on other assets | ' | ' | ' | $6,029,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $4,500,000 | ' | ' | ' |
Extension of management agreements | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '20 years | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum future funding commitments | ' | ' | ' | 53,499,000 | 65,640,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Extension given to operate hotel | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' |
Expected Room Count | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 211 | ' | ' | ' | ' | ' | ' | 78 | 78 |
Anticipated Opening | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2014 | '2014 |
Key money | ' | ' | ' | 32,499,000 | 32,040,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 700,000 | ' |
Accrued expenses and reduction to management fees | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payables outstanding to vendors | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 400,000 | ' | ' | ' | ' | ' | ' |
Purchase of condominium units by The Company and its Affiliates | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 14,000,000 | ' | ' | ' | ' | ' | ' | ' |
Condominium units Sales Price Description | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'The joint venture partners are each obligated to purchase selected condominium units, at agreed-upon sales prices, having aggregate sales prices equal to 1/2 of the lesser of $28.0 million, which is the face amount outstanding on the lender's mezzanine loan, or the then outstanding principal balance of the lender's mezzanine loan. | ' | ' | ' | ' | ' | ' | ' |
Commitments Guarantee Obligations Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 20.00% | ' | ' | ' | ' | ' |
Management agreement termination period | ' | ' | ' | '60 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Agreement termination fee | ' | ' | ' | 1,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Tax credit guaranties capped | ' | ' | ' | 3,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from sale of tax credits | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 16,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 16,900,000 | ' | ' |
Management agreement termination date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'July 17, 2013 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Management fee-related parties and other income | ' | ' | ' | 26,715,000 | 24,658,000 | 14,288,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 900,000 | 900,000 | 900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity ownership | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | 50.00% | ' | ' | ' | ' | 31.00% | ' | ' | ' | 80.00% | 20.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Management fee, percent of gross revenue | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Owned interest | ' | ' | ' | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percent of employees collective bargaining agreements | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 27.60% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Employer matching contribution | ' | ' | ' | 5.00% | 5.00% | 5.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Defaulted outstanding on loans | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 18,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 217,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt due date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 30-Nov-15 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15-Nov-12 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Damages claimed | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of claims dismissed | 2 | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Complaint seeks damages, amount | ' | ' | ' | ' | ' | ' | 16,000,000 | 2,000,000 | 9,000,000 | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Attorneys' fees and expenses | ' | 2,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Securities action amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | $3,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
License_or_Franchise_Agreement
License or Franchise Agreements for Various Hotels which are in Development Stage (Detail) | 12 Months Ended |
Dec. 31, 2013 | |
Room | |
Mondrian London | ' |
Development Hotel Agreements [Line Items] | ' |
Expected Room Count | 360 |
Anticipated Opening | '2014 |
Initial Term | '25 years |
Delano Las Vegas | ' |
Development Hotel Agreements [Line Items] | ' |
Expected Room Count | 1,114 |
Anticipated Opening | '2014 |
Initial Term | '10 years |
Morgans Original, Istanbul | ' |
Development Hotel Agreements [Line Items] | ' |
Expected Room Count | 78 |
Anticipated Opening | '2014 |
Initial Term | '15 years |
Mondrian Doha | ' |
Development Hotel Agreements [Line Items] | ' |
Expected Room Count | 270 |
Anticipated Opening | '2014 |
Initial Term | '30 years |
Mondrian at Baha Mar Bahamas | ' |
Development Hotel Agreements [Line Items] | ' |
Expected Room Count | 310 |
Anticipated Opening | '2015 |
Initial Term | '20 years |
Delano Moscow | ' |
Development Hotel Agreements [Line Items] | ' |
Expected Room Count | 160 |
Anticipated Opening | '2015 |
Initial Term | '20 years |
Mondrian Istanbul | ' |
Development Hotel Agreements [Line Items] | ' |
Expected Room Count | 105 |
Initial Term | '20 years |
Delano Aegean Sea | ' |
Development Hotel Agreements [Line Items] | ' |
Expected Room Count | 150 |
Initial Term | '20 years |
Delano, Cartagena | ' |
Development Hotel Agreements [Line Items] | ' |
Expected Room Count | 211 |
Initial Term | '20 years |
Future_Minimum_Lease_Payments_
Future Minimum Lease Payments for Noncancelable Leases (Detail) (USD $) | Dec. 31, 2013 |
Land | ' |
Leases Future Minimum Payments [Line Items] | ' |
2014 | $266,000 |
2015 | 266,000 |
2016 | 266,000 |
2017 | 266,000 |
2018 | 266,000 |
Thereafter | 20,769,000 |
Total | 22,099,000 |
Other | ' |
Leases Future Minimum Payments [Line Items] | ' |
2014 | 4,407,000 |
2015 | 4,435,000 |
2016 | 4,465,000 |
2017 | 4,496,000 |
2018 | 4,343,000 |
Thereafter | 3,765,000 |
Total | $25,911,000 |
Participation_in_Union_Pension
Participation in Union Pension Fund (Detail) (Multiemployer Plans, Retirement Benefit, USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Multiemployer Plans [Line Items] | ' | ' | ' |
Pension contributions | $2,239 | $1,909 | $2,304 |
New York, NY | ' | ' | ' |
Multiemployer Plans [Line Items] | ' | ' | ' |
EIN/ Pension Plan Number | '13-1764242/001 | ' | ' |
Zone status | ' | 'Yellow | 'Yellow |
Pension contributions | 1,446 | 1,309 | 1,743 |
Other | ' | ' | ' |
Multiemployer Plans [Line Items] | ' | ' | ' |
Pension contributions | $793 | $600 | $561 |
Provision_for_Income_Tax_on_In
Provision for Income Tax on Income from Operations (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Current tax provision (benefit): | ' | ' | ' |
Federal | ' | ' | ' |
State and city | 73 | 268 | 686 |
Foreign | 649 | 508 | 571 |
Current Income Tax Expense (Benefit), Total | 722 | 776 | 1,257 |
Deferred tax provision (benefit): | ' | ' | ' |
Federal | ' | ' | ' |
State | ' | ' | ' |
Foreign | ' | ' | ' |
Deferred Income Taxes and Tax Credits, Total | ' | ' | ' |
Total tax provision | $722 | $776 | $1,257 |
Net_Deferred_Tax_Asset_Detail
Net Deferred Tax Asset (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Income Tax Disclosure [Abstract] | ' | ' |
Goodwill | ($21,049) | ($20,190) |
Basis differential in property and equipment | -9,117 | -9,970 |
Basis differential in consolidated subsidiaries | -2,447 | -1,393 |
Management contract amortization | -10,934 | -13,481 |
Total deferred tax liability | -43,547 | -45,034 |
Stock compensation | 32,370 | 30,952 |
Investment in unconsolidated subsidiaries | 19,677 | 22,101 |
Designer fee payable | 5,597 | 5,597 |
Other | 172 | 273 |
TLG Promissory Note valuation | 1,003 | 976 |
Convertible Notes | 2,687 | 5,785 |
Deferred gain on sale of hotel assets | 53,834 | 57,056 |
Net operating loss | 153,412 | 126,048 |
Valuation allowance | -146,447 | -124,996 |
Total deferred tax asset | 122,305 | 123,792 |
Net deferred tax asset | $78,758 | $78,758 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 |
HIRE Tax Credit | FICA Tax Credit | Federal | Federal | State and Local | State and Local | |||
Minimum | Maximum | Minimum | Maximum | |||||
Income Tax Disclosure [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Federal net operating loss carryforwards | $352,400,000 | ' | ' | ' | ' | ' | ' | ' |
Net operating loss carryforwards, expiration year | ' | ' | ' | ' | '2031 | '2032 | '2031 | '2032 |
State net operating loss carryforwards | 455,000,000 | ' | ' | ' | ' | ' | ' | ' |
Foreign tax credit | 3,700,000 | ' | ' | ' | ' | ' | ' | ' |
Other tax credit | ' | ' | 500,000 | 1,500,000 | ' | ' | ' | ' |
Deferred tax assets, reserve | $146,447,000 | $124,996,000 | ' | ' | ' | ' | ' | ' |
Reconciliation_of_Statutory_Un
Reconciliation of Statutory United States Federal Tax Rate to Effective Income Tax Rate (Detail) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Income Tax Disclosure [Abstract] | ' | ' | ' |
Federal statutory income tax rate | 35.00% | 35.00% | 35.00% |
State and city taxes, net of federal tax benefit | 5.00% | 6.00% | 7.00% |
Valuation allowance | -40.00% | -40.00% | -64.00% |
Foreign taxes | -1.00% | -1.00% | -1.00% |
Other including non deductible items | ' | -1.00% | 22.00% |
Effective tax rate | -1.00% | -1.00% | -1.00% |
Omnibus_Stock_Incentive_Plan_A
Omnibus Stock Incentive Plan - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | |||||||||||||||||||||||||||||||||
31-May-08 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | 20-May-08 | Feb. 22, 2012 | Feb. 09, 2006 | 31-May-07 | 22-May-07 | Jan. 31, 2010 | Jan. 28, 2010 | Apr. 30, 2012 | Dec. 31, 2007 | Apr. 05, 2012 | Aug. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Apr. 07, 2011 | Apr. 04, 2011 | Mar. 23, 2011 | Aug. 30, 2013 | Aug. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Apr. 05, 2010 | Mar. 20, 2011 | Mar. 20, 2011 | Mar. 20, 2011 | Apr. 07, 2011 | Feb. 22, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Apr. 04, 2011 | Mar. 20, 2011 | Mar. 23, 2011 | Mar. 20, 2011 | Dec. 31, 2013 | Mar. 18, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Mar. 18, 2011 | Dec. 31, 2013 | |
New Executive Chairman | Stock Incentive Plan 2006 | Stock Incentive Plan 2007 | Stock Incentive Plan 2007 | Amended 2007 Incentive Plan | Amended 2007 Incentive Plan | Second Amended 2007 Incentive Plan | Second Amended 2007 Incentive Plan | Second Amended 2007 Incentive Plan | Restricted Stock Units (RSUs) | Restricted Stock Units (RSUs) | Restricted Stock Units (RSUs) | Restricted Stock Units (RSUs) | Restricted Stock Units (RSUs) | Restricted Stock Units (RSUs) | Restricted Stock Units (RSUs) | Restricted Stock Units (RSUs) | Restricted Stock Units (RSUs) | Restricted Stock Units (RSUs) | LTIP Units | LTIP Units | LTIP Units | LTIP Units | LTIP Units | LTIP Units | LTIP Units | LTIP Units | Stock Incentive Plan 2007 | Stock Option | Stock Option | Stock Option | Stock Option | Stock Option | Stock Option | OPP LTIP Units | OPP LTIP Units | OPP LTIP Units | OPP LTIP Units | OPP LTIP Units | OPP LTIP Units | OPP LTIP Units | OPP LTIP Units | OPP LTIP Units | ||||||
Executive Officers and Employees | New Non Employee Director | Chief Operating Officer | Chief Operating Officer | Mr. Gross | Mr. Gross | Executive Officers and Employees | New Chief Executive Officer and Executive Chairman | New Chief Executive Officer | New Executive Chairman | CFO | New Executive Chairman | Chief Operating Officer | New Chief Executive Officer and Executive Chairman | Chief Development Officer | CFO | Flannery | Gery | Gross | Hamamoto | General Counsel | ||||||||||||||||||||||||||||
Director | Separation Date [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock reserved and authorized | ' | ' | ' | ' | 8,610,000 | ' | 3,500,000 | ' | 6,750,000 | ' | 11,610,000 | ' | ' | 14,610,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional shares reserved for issuance | 1,860,000 | ' | ' | ' | ' | ' | ' | 3,250,000 | ' | 3,000,000 | ' | 3,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reduction in shares available for grant due to each award other than options and stock appreciation rights | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.7 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock compensation expense | ' | $4,100,000 | $4,500,000 | $9,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2,500,000 | $1,900,000 | $2,500,000 | ' | ' | ' | ' | ' | ' | $800,000 | $1,400,000 | $4,400,000 | ' | ' | ' | ' | ' | ' | $1,200,000 | $1,300,000 | $1,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrecognized compensation costs | ' | 3,300,000 | 4,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted-average period over unrecognized compensation expense | ' | '1 year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vesting, description | ' | ' | ' | ' | ' | 'LTIP units to the Company's Executive Chairman, which vest pro rata on a monthly basis over the 12 months beginning on April 20, 2012, so long as the recipient continues to be an eligible participant. | ' | ' | ' | ' | ' | ' | ' | ' | '(i) granted 58,334 RSUs to Mr. Gross, pursuant to the Second Amended 2007 Incentive Plan, which vested immediately on the Separation Date, (ii) granted 25,000 RSUs, which will vest on the first anniversary of the Separation Date, or August 30, 2014, and (iii) accelerated the vesting of any unvested LTIP Units and stock options as of the Separation Date, with all stock options exercisable for a period of one year following the Separation Date, discussed further below. All other equity awards that remained unvested as of the Separation Date expired and were forfeited, including 291,242 RSUs that were granted to Mr. Gross on February 28, 2013. | ' | ' | ' | 'All grants vest one-third of the amount granted on each of the first three anniversaries of the grant date so long as the recipient continues to be an eligible participant. | ' | 'The RSUs vest one-third of the amount granted on each of the first three anniversaries of the grant date so long as the recipient continues to be an eligible participant. | ' | ' | ' | ' | ' | ' | 'All grants vest one-third of the amount granted on each of the first three anniversaries of the grant date so long as the recipient continues to be an eligible participant. | ' | 'Vest one-third of the amount granted on each of the first three anniversaries of the grant date so long as the recipient continues to be an eligible participant. | 'LTIP units granted to the newly appointed Executive Chairman vested pro rata on a monthly basis over the 12 months beginning on the first monthly anniversary of the date of grant, so long as the recipient continues to be an eligible participant. | 'All grants vest one-third of the amount granted on each of the first three anniversaries of the grant date so long as the recipient continues to be an eligible participant. | ' | ' | ' | ' | 'The stock options vest one-third of the amount granted on each of the first three anniversaries of the grant date so long as the recipient continues to be an eligible participant and expire 10 years after the grant date. | 'The stock options vest one-third of the amount granted on each of the first three anniversaries of the grant date so long as the recipients continue to be eligible participants and expire 10 years after the grant date. | 'The stock options vest one-third of the amount granted on each of the first three anniversaries of the grant date so long as the recipient continues to be an eligible participant and expire 10 years after the grant date. | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of new directors | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock units granted | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,061,862 | 335,938 | ' | ' | 11,000 | 43,000 | 65,250 | 58,334 | 25,000 | ' | 121,402 | ' | ' | ' | 125,000 | 75,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Forfeited during 2013 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 345,638 | 81,394 | ' | ' | ' | ' | ' | 291,242 | ' | ' | 30,350 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Units outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 888,461 | ' | ' | ' | ' | ' | ' | ' | ' | 1,134,610 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
LTIP units issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 409,703 | 200,000 | ' | ' | 100,000 | 121,402 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock options issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 | 900,000 | 200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Options expiration period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | '10 years | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Risk free interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.50% | 2.30% | 2.40% | 1.46% | 0.12% | ' | ' | ' | ' | ' | ' | ' |
Expected life | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years 10 months 6 days | '5 years 10 months 6 days | '5 years 10 months 6 days | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expected price volatility for the Company's stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50.00% | 50.00% | 50.00% | 50.00% | 30.00% | ' | ' | ' | ' | ' | ' | ' |
Forfeiture rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | 10.00% | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value of option | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $4.79 | $4.36 | $4.75 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Dividend rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.00% | 0.00% | 0.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash or Equity Award Period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' |
Increase in companies total return to stockholders | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 30.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Compounded annual growth rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Increase in companies total return to stockholders over | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Three-year period from March 20, 2011 to March 20, 2014 (or a prorated hurdle rate over a shorter period in the case of certain changes of control) | ' | ' | ' | ' | ' | ' | ' | ' |
Closing price of company's common shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '30 days | ' | ' | ' | ' | ' | ' | ' |
Participating percentages granted | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.00% | 10.00% | 10.00% | 35.00% | 35.00% | 5.00% |
Fair value if LTIP unit at grant date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $8.87 | ' | ' | ' | ' | ' | ' |
Percentage applied to valuation for availability to participants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | ' | ' | ' | ' | ' |
Amount available to all participants valuation exceeds | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 130.00% | ' | ' | ' | ' | ' | ' | ' |
Performance criteria | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $11.53 | ' | ' | ' | ' | ' | ' | ' |
Grant units valued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,300,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Outperformance long-term incentive units simulation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '100,000 Times | ' | ' | ' | ' | ' | ' | ' |
Outperformance long-term incentive units fair value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $100,000 | ' | ' | ' | ' | ' | ' | ' |
Dividend payments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0 | $0 | ' | ' | ' | ' | ' | ' | ' |
Summary_of_Changes_in_Nonveste
Summary of Changes in Nonvested Restricted Common Stock Granted (Detail) (Restricted Stock Units (RSUs), USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Restricted Stock Units (RSUs) | ' | ' |
Nonvested shares | ' | ' |
Nonvested, Beginning Balance | 425,235 | 461,303 |
Granted | 1,061,862 | 335,938 |
Vested | -252,998 | -290,612 |
Forfeited | -345,638 | -81,394 |
Nonvested, Ending Balance | 888,461 | 425,235 |
Outstanding | 888,461 | ' |
Nonvested shares, weighted average fair value | ' | ' |
Nonvested, Beginning Balance | $7.03 | $7.91 |
Granted | $5.07 | $5.39 |
Vested | $7.42 | $6.46 |
Forfeited | $5.02 | $7.21 |
Nonvested, Ending Balance | $5.40 | $7.03 |
Outstanding | $5.40 | ' |
Summary_of_Changes_in_Nonveste1
Summary of Changes in Nonvested LTIP Units Granted (Detail) (LTIP Units, USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
LTIP Units | ' | ' |
Nonvested shares | ' | ' |
Nonvested, Beginning Balance | 164,555 | 278,690 |
Granted | ' | 121,402 |
Vested | -131,221 | -205,185 |
Forfeited | ' | -30,350 |
Nonvested, Ending Balance | 33,334 | 164,555 |
Outstanding | 1,134,610 | ' |
Nonvested, weighted average fair value | ' | ' |
Nonvested, Beginning Balance | $8.77 | $8.62 |
Granted | ' | $5.56 |
Vested | $8.69 | $7.14 |
Forfeited | ' | $5.56 |
Nonvested, Ending Balance | $9.09 | $8.77 |
Outstanding | $14.77 | ' |
Summary_Outstanding_and_Exerci
Summary Outstanding and Exercisable Stock Options Granted to Non-Employee Directors (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Options shares | ' | ' | ' |
Beginning balance | 1,924,740 | 2,324,740 | ' |
Granted | ' | ' | ' |
Exercised | ' | ' | ' |
Forfeited or Expired | -500,000 | -400,000 | ' |
Ending balance | 1,424,740 | 1,924,740 | 2,324,740 |
Exercisable | 1,291,406 | ' | ' |
Options weighted average exercise price | ' | ' | ' |
Beginning balance | $14.23 | $13.30 | ' |
Granted | ' | ' | ' |
Exercised | ' | ' | ' |
Forfeited or Expired | $6.78 | $8.87 | ' |
Ending balance | $13.76 | $14.23 | $13.30 |
Exercisable | $14.19 | ' | ' |
Outstanding, remaining average contractual term | '2 years 10 months 24 days | '3 years 9 months 7 days | '6 years 6 months 4 days |
Exercisable, remaining average contractual term | '2 years 5 months 12 days | ' | ' |
Aggregate Intrinsic Value | ' | ' | ' |
Beginning balance | ' | ' | ' |
Ending balance | ' | ' | ' |
Exercisable | ' | ' | ' |
Preferred_Securities_and_Warra1
Preferred Securities and Warrants - Additional Information (Detail) (USD $) | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | |||||||
Dec. 31, 2009 | Dec. 31, 2013 | Dec. 31, 2012 | Jul. 21, 2010 | Jul. 21, 2010 | Feb. 28, 2014 | Jul. 14, 2013 | Oct. 15, 2009 | Dec. 31, 2013 | Dec. 31, 2009 | Oct. 15, 2009 | Dec. 31, 2013 | |
Yucaipa | Yucaipa | Series A Preferred Stock | Series A Preferred Stock | Series A Preferred Stock | Series A Preferred Stock | Yucaipa | Yucaipa | |||||
Subsequent Event | Person | |||||||||||
Preferred Securities And Warrants [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred Securities issued (in shares) | ' | ' | ' | ' | ' | ' | ' | 75,000 | ' | ' | ' | ' |
Preferred Securities issued, value | ' | ' | ' | ' | ' | ' | ' | $75,000,000 | ' | ' | ' | ' |
Preferred Securities issued, liquidation preference | ' | $1,000 | $1,000 | ' | ' | ' | ' | $1,000 | ' | ' | ' | ' |
Number of warrants issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12,500,000 | ' |
Exercise price of warrants or rights | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6 | ' |
Preferred stock Series A dividend rate through October 15, 2014 | ' | ' | ' | ' | ' | ' | ' | 8.00% | ' | ' | ' | ' |
Preferred stock Series A dividend rate from October 15, 2014 to October 15, 2016 | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | ' | ' |
Preferred stock Series A dividend rate After October 15, 2016 | ' | ' | ' | ' | ' | ' | ' | 20.00% | ' | ' | ' | ' |
Investors dividend rate on the Series A Preferred Securities increases | ' | ' | ' | ' | ' | ' | ' | 4.00% | ' | ' | ' | ' |
Investors dividend rate | ' | ' | ' | ' | ' | ' | 12.00% | ' | ' | ' | ' | ' |
Undeclared and unpaid dividends | ' | ' | ' | ' | ' | ' | ' | ' | 32,200,000 | ' | ' | ' |
Investors consent rights warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,250,000 | ' |
Equity investment acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000,000 | ' |
Change in size of board of directors, lower range | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7 | ' |
Change in size of board of directors, upper range | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9 | ' |
Beneficial ownership interest in which investors are subject to certain standstill arrangements | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15.00% | ' |
Term of warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '7 years 6 months | ' |
Warrant, expiration date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2017-04 | ' |
Commitment fee of investment | 2,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reimbursement Expenses | 600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expected dividend payments period used to compute fair value of preferred securities | ' | ' | ' | ' | ' | ' | ' | ' | ' | '7 years | ' | ' |
Discounted dividend payments expected | ' | ' | ' | ' | ' | ' | ' | ' | ' | 17.30% | ' | ' |
Cumulative accretion | ' | ' | ' | ' | ' | ' | ' | ' | 13,900,000 | ' | ' | ' |
Value of preferred securities | ' | ' | ' | ' | ' | ' | ' | ' | 62,000,000 | ' | ' | ' |
Investors collectively own or right to purchase through exercise of shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 875,000 |
Convertible notes allowed to be purchased by investors | ' | ' | ' | 88,000,000 | 88,000,000 | ' | ' | ' | ' | ' | ' | ' |
Issuance of Convertible Notes | ' | ' | ' | 88,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible Notes repurchased | ' | ' | ' | ' | ' | $88,000,000 | ' | ' | ' | ' | ' | ' |
Related_Party_Transactions_Add
Related Party Transactions - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Related Party Transaction [Line Items] | ' | ' | ' |
Management fees | $9,000,000 | $7,200,000 | $11,300,000 |
Related party receivables | 3,694,000 | 5,754,000 | ' |
Interest expense related to TLG Promissory Notes | 1,400,000 | 1,500,000 | 100,000 |
TLG Promissory Notes | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
TLG Promissory Notes to Messrs. Sasson and Masi | $18,000,000 | $17,900,000 | ' |
Restructuring_and_Disposal_Cos
Restructuring and Disposal Costs (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Other Income And Expenses [Abstract] | ' | ' | ' |
Restructuring costs | $9,087 | $3,993 | $3,109 |
Severance costs | 2,139 | 2,845 | 4,797 |
Loss on asset disposal | 225 | 13 | 669 |
Total Restructuring Charges | $11,451 | $6,851 | $8,575 |
Development_Costs_Detail
Development Costs (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Other Income And Expenses [Abstract] | ' | ' | ' |
Transaction costs | $716 | $1,385 | $1,233 |
Internal development payroll and other | 1,397 | 2,406 | 2,691 |
Pre-opening expenses | 874 | 1,702 | 397 |
Abandoned development projects | ' | 290 | 1,395 |
Total development cost | $2,987 | $5,783 | $5,716 |
Other_NonOperating_Expenses_De
Other Non-Operating Expenses (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Component of Other Expense, Nonoperating [Abstract] | ' | ' | ' |
Litigation and settlement costs | $2,379 | $1,169 | $4,127 |
Other | 282 | 319 | 505 |
Other Non Operating Expense Net | 2,726 | 3,908 | 4,632 |
The Light Group LLC | ' | ' | ' |
Component of Other Expense, Nonoperating [Abstract] | ' | ' | ' |
Unrealized loss on change in fair value | $65 | $2,420 | ' |
Discontinued_Operations_Additi
Discontinued Operations - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Discontinued Operations And Disposal Groups [Abstract] | ' | ' | ' |
Non-recourse mortgage and mezzanine indebtedness released | ' | ' | $10,500,000 |
Income from discontinued operations | ' | ' | $485,000 |
Income_Loss_From_Discontinued_
Income (Loss) From Discontinued Operations (Detail) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2011 |
Discontinued Operations And Disposal Groups [Abstract] | ' |
Operating expenses | ($30) |
Income tax expense | -328 |
Gain on disposal | 843 |
Income from discontinued operations | $485 |
Selected_Quarterly_Information
Selected Quarterly Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Quarterly Financial Information Disclosure [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total revenues | $64,866 | $58,262 | $60,707 | $52,651 | $54,797 | $44,036 | $47,791 | $43,295 | $236,486 | $189,919 | $207,332 |
Gain on asset sale | 2,005 | 2,005 | 2,005 | 2,005 | 2,005 | 1,993 | 1,995 | 1,996 | 8,020 | 7,989 | 3,178 |
Loss before income tax expense | -5,924 | -10,223 | -15,954 | -11,333 | -12,298 | -15,720 | -13,396 | -14,301 | -43,434 | -55,715 | -87,513 |
Net loss attributable to common stockholders | ($10,742) | ($14,365) | ($19,034) | ($14,330) | ($15,256) | ($18,513) | ($16,111) | ($16,931) | ($58,471) | ($66,811) | ($95,341) |
Net loss per share - basic/diluted attributable to common shareholders | ($0.32) | ($0.44) | ($0.59) | ($0.44) | ($0.48) | ($0.59) | ($0.52) | ($0.55) | ($1.78) | ($2.13) | ($3.03) |
Weighted-average shares outstanding - basic and diluted | 33,555 | 32,693 | 32,464 | 32,348 | 31,565 | 31,208 | 31,261 | 30,900 | 32,867 | 31,437 | 31,454 |
Deferred_Gain_on_Asset_Sales_A
Deferred Gain on Asset Sales - Additional Information (Detail) | 3 Months Ended | 12 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | |||||||||||||||||||
Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2011 | Nov. 23, 2011 | Nov. 23, 2011 | Dec. 31, 2011 | Dec. 31, 2011 | Nov. 23, 2011 | 23-May-11 | 23-May-11 | 23-May-11 | 31-May-11 | 3-May-11 | 31-May-11 | Nov. 23, 2011 | Nov. 23, 2011 | |
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | London, Morgans, Royalton | Morgans Hotel Group Europe Ltd | Morgans Hotel Group Europe Ltd | Morgans Hotel Group Europe Ltd | Morgans Hotel Group Europe Ltd | London JV | ROYALTON EUROPE | ROYALTON EUROPE | ROYALTON and MORGANS | Mondrian Los Angeles | Mondrian Los Angeles | Mondrian Los Angeles | Sanderson | St Martins Lane | |
USD ($) | USD ($) | GBP (£) | Old Agreement | New Agreement | USD ($) | USD ($) | Morgans | USD ($) | USD ($) | Secured Debt | Morgans Hotel Group Europe Ltd | Morgans Hotel Group Europe Ltd | |||||||||||||
USD ($) | USD ($) | Room | Room | ||||||||||||||||||||||
Deferred Revenue Arrangement [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase and sale agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $88,200,000 | ' | $51,800,000 | ' | $137,000,000 | ' | ' | ' |
Cash in escrow | 11,200,000 | ' | ' | ' | ' | ' | ' | ' | 11,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9,200,000 | ' | ' | ' |
Repayment of outstanding indebtedness | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 103,500,000 | ' | ' |
Net proceeds ,after repayment of debt and closing cost | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 93,000,000 | ' | ' | 40,000,000 | ' | ' | ' |
Agreement period to operate hotel | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '15 years | ' | '20 years | ' | ' | ' | ' |
Extension given to operate hotel | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | ' | '10 years | ' | ' | ' | ' |
Ownership interest acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of rooms in hotel under joint venture | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 150 | 204 |
Sale of hotels of joint venture aggregate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 192,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sale of hotels of joint venture aggregate one | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 297,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds received by the company for sale of its joint venture interests | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 72,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Repayment of mortgage secured debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 99,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Extend term of existing management agreements | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2027 | '2041 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred gain on asset sales | 133,419,000 | ' | ' | ' | 141,401,000 | ' | ' | ' | 133,419,000 | 141,401,000 | ' | 152,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gain on asset sales | $2,005,000 | $2,005,000 | $2,005,000 | $2,005,000 | $2,005,000 | $1,993,000 | $1,995,000 | $1,996,000 | $8,020,000 | $7,989,000 | $3,178,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Subsequent_Event_Additional_In
Subsequent Event - Additional Information (Detail) (Subsequent Event, Forecast [Member], USD $) | 3 Months Ended | 0 Months Ended | 3 Months Ended | |||
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 10, 2014 | Mar. 10, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 |
Corporate Expenses | Expenses Allocated to its Owned, Joint Venture and Managed Hotels | One Time Termination Benefits To Executive Officers [Member] | One Time Stock Compensation Termination Benefits To Executive Officers [Member] | One Time Termination Benefits To Other Employees [Member] | ||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' | ' |
Annual savings expect to realize on decrease in expenses | ' | $8 | $1.60 | ' | ' | ' |
Cost of one-time termination benefits | $8.60 | ' | ' | $2.60 | $2.20 | $3.80 |