Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2014 | Apr. 30, 2014 | |
Document Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Document Period End Date | 31-Mar-14 | ' |
Amendment Flag | 'false | ' |
Document Fiscal Period Focus | 'Q1 | ' |
Document Fiscal Year Focus | '2014 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Central Index Key | '0001430259 | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Registrant Name | 'Carey Watermark Investors Inc | ' |
Entity Voluntary Filers | 'No | ' |
Entity Well-known Seasoned Issuer | 'No | ' |
Entity Filer Category | 'Non-accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 74,678,791 |
Consolidated_Balance_Sheets_Un
Consolidated Balance Sheets (Unaudited) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Investments in real estate: | ' | ' |
Hotels, at cost | $874,862 | $871,682 |
Accumulated depreciation | -27,094 | -18,397 |
Net investments in hotels | 847,768 | 853,285 |
Equity investments in real estate | 14,891 | 14,915 |
Net investments in real estate | 862,659 | 868,200 |
Cash | 106,857 | 109,373 |
Intangible assets, net | 42,465 | 42,795 |
Due from related parties and affiliates | 3 | 12 |
Accounts receivable | 9,454 | 8,332 |
Restricted cash | 41,870 | 42,151 |
Other assets | 20,562 | 12,505 |
Total assets | 1,083,870 | 1,083,368 |
Liabilities: | ' | ' |
Non-recourse debt | 562,588 | 563,058 |
Accounts payable, accrued expenses and other liabilities | 31,449 | 31,491 |
Due to related parties and affiliates | 2,852 | 5,225 |
Distributions payable | 9,428 | 9,309 |
Total liabilities | 606,317 | 609,083 |
Commitments and contingencies (Note 10) | ' | ' |
CWI stockholders’ equity: | ' | ' |
Common stock, $0.001 par value; 300,000,000 shares authorized; 70,307,986 and 67,759,026 shares issued, respectively; and 70,192,040 and 67,703,835 shares outstanding, respectively | 70 | 68 |
Additional paid-in capital | 548,150 | 525,000 |
Distributions and accumulated losses | -80,870 | -62,868 |
Accumulated other comprehensive loss | -38 | -136 |
Less: treasury stock at cost, 115,946 and 55,191 shares, respectively | -1,112 | -525 |
Total Carey Watermark Investors Incorporated stockholders’ equity | 466,200 | 461,539 |
Noncontrolling interests | 11,353 | 12,746 |
Total equity | 477,553 | 474,285 |
Total liabilities and equity | $1,083,870 | $1,083,368 |
Consolidated_Balance_Sheets_Un1
Consolidated Balance Sheets (Unaudited) (Parenthetical) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Statement of Financial Position [Abstract] | ' | ' |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 70,307,986 | 67,759,026 |
Common stock, shares outstanding | 70,192,040 | 67,703,835 |
Treasury stock, shares | 115,946 | 55,191 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Hotel Revenues | ' | ' |
Rooms | $40,216 | $9,101 |
Food and beverage | 13,204 | 1,324 |
Other hotel income | 6,265 | 874 |
Total Hotel Revenues | 59,685 | 11,299 |
Hotel Expenses | ' | ' |
Rooms | 12,878 | 2,210 |
Food and beverage | 10,148 | 1,109 |
Other hotel operating expenses | 3,484 | 440 |
General and administrative | 5,390 | 1,046 |
Sales and marketing | 5,466 | 1,306 |
Repairs and maintenance | 2,598 | 495 |
Utilities | 2,168 | 417 |
Management fees | 1,202 | 263 |
Property taxes, insurance and rent | 4,381 | 665 |
Depreciation and amortization | 8,919 | 1,786 |
Total Hotel Expenses | 56,634 | 9,737 |
Other Operating Expense | ' | ' |
Acquisition-related expenses | 379 | 5,392 |
Corporate general and administrative expenses | 1,642 | 970 |
Asset management fees to affiliate and other | 1,417 | 390 |
Management expenses | 1,165 | 247 |
Total Other Operating Expenses | 4,603 | 6,999 |
Operating Loss | -1,552 | -5,437 |
Other Income and (Expenses) | ' | ' |
Interest expense | -6,953 | -1,501 |
Net income from equity investments in real estate | 125 | 132 |
Other income | 11 | 0 |
Other (Expenses) and Income, Total | -6,817 | -1,369 |
Loss from Operations Before Income Taxes | -8,369 | -6,806 |
Provision for income taxes | -417 | -47 |
Net Loss | -8,786 | -6,853 |
Loss (income) attributable to noncontrolling interests (inclusive of Available Cash Distributions to advisor of $946 and $0, respectively) | 212 | -90 |
Net Loss Attributable to CWI Stockholders | ($8,574) | ($6,943) |
Basic and Diluted Loss Per Share | ($0.13) | ($0.24) |
Basic and Diluted Weighted Average Shares Outstanding | 68,575,077 | 28,401,835 |
Distributions Declared Per Share | $0.14 | $0.15 |
Consolidated_Statements_of_Ope1
Consolidated Statements of Operations (Unaudited) (Parenthetical) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Income Statement [Abstract] | ' | ' |
Available Cash Distributions to advisor | $946 | $0 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Loss (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' |
Net Loss | ($8,786) | ($6,853) |
Other Comprehensive Loss | ' | ' |
Other comprehensive loss before reclassifications — unrealized loss on derivative instruments | -681 | -204 |
Comprehensive loss | -8,923 | -6,968 |
Amounts Attributable to Noncontrolling Interests | ' | ' |
Net loss (income) | 212 | -90 |
Change in unrealized loss on derivative instruments | 235 | 0 |
Comprehensive loss (income) attributable to noncontrolling interests | 447 | -90 |
Comprehensive Loss Attributable to CWI Stockholders | -8,476 | -7,058 |
Interest expense | ' | ' |
Other Comprehensive Loss | ' | ' |
Amounts reclassified from accumulated other comprehensive loss | 412 | 89 |
Net income from equity investments | ' | ' |
Other Comprehensive Loss | ' | ' |
Amounts reclassified from accumulated other comprehensive loss | $132 | $0 |
Consolidated_Statements_of_Equ
Consolidated Statements of Equity (Unaudited) (USD $) | Total | Common Stock | Additional Paid In Capital | Distributions and Accumulated Losses | Accumulated Other Comprehensive Loss | Treasury Stock | Total CWI Stockholders | Noncontrolling Interest | |
In Thousands, except Share data, unless otherwise specified | |||||||||
Beginning equity balance, value at Dec. 31, 2012 | $133,382 | $16 | $142,645 | ($9,166) | ($299) | ($331) | $132,865 | $517 | |
Beginning equity balance, shares at Dec. 31, 2012 | ' | 16,299,940 | ' | ' | ' | ' | ' | ' | |
Stockholders' Equity | ' | ' | ' | ' | ' | ' | ' | ' | |
Net Loss | -30,399 | ' | ' | -31,906 | ' | ' | -31,906 | 1,507 | |
Shares issued, net of offering costs, shares | ' | 42,696,113 | ' | ' | ' | ' | ' | ' | |
Shares issued net of offering costs, value | 379,721 | 43 | 379,678 | ' | ' | ' | 379,721 | ' | |
Shares issued to affiliates - shares | ' | 251,071 | ' | ' | ' | ' | ' | ' | |
Shares issued to affiliates - value | 2,511 | 1 | 2,510 | ' | ' | ' | 2,511 | ' | |
Contributions from noncontrolling interests | 12,917 | ' | ' | ' | ' | ' | ' | 12,917 | |
Distributions to noncontrolling interests | -2,067 | ' | ' | ' | ' | ' | ' | -2,067 | |
Shares issued under share incentive plans - share | ' | 9,841 | ' | ' | ' | ' | ' | ' | |
Shares issued under share incentive plans - value | 127 | ' | 127 | ' | ' | ' | 127 | ' | |
Stock-based compensation to directors, shares | ' | 4,000 | ' | ' | ' | ' | ' | ' | |
Stock-based compensation to directors, value | 40 | ' | 40 | ' | ' | ' | 40 | ' | |
Stock dividends issued, shares | [1],[2] | ' | 8,463,537 | ' | ' | ' | ' | ' | ' |
Stock dividends issued, value | [1],[2] | 8 | 8 | ' | ' | ' | ' | 8 | ' |
Distributions declared, value | -21,796 | ' | ' | -21,796 | ' | ' | -21,796 | ' | |
Other comprehensive loss: | ' | ' | ' | ' | ' | ' | ' | ' | |
Change in unrealized loss on derivative instruments | 35 | ' | ' | ' | 163 | ' | 163 | -128 | |
Repurchase of shares, shares | ' | -20,667 | ' | ' | ' | ' | ' | ' | |
Repurchase of shares, value | -194 | ' | ' | ' | ' | -194 | -194 | ' | |
Ending equity balance, value at Dec. 31, 2013 | 474,285 | 68 | 525,000 | -62,868 | -136 | -525 | 461,539 | 12,746 | |
Ending equity balance, shares at Dec. 31, 2013 | 67,703,835 | 67,703,835 | ' | ' | ' | ' | ' | ' | |
Stockholders' Equity | ' | ' | ' | ' | ' | ' | ' | ' | |
Net Loss | -8,786 | ' | ' | -8,574 | ' | ' | -8,574 | -212 | |
Shares issued, net of offering costs, shares | ' | 2,396,341 | ' | ' | ' | ' | ' | ' | |
Shares issued net of offering costs, value | 21,785 | 2 | 21,783 | ' | ' | ' | 21,785 | ' | |
Shares issued to affiliates - shares | ' | 152,619 | ' | ' | ' | ' | ' | ' | |
Shares issued to affiliates - value | 1,338 | ' | 1,338 | ' | ' | ' | 1,338 | ' | |
Distributions to noncontrolling interests | -946 | ' | ' | ' | ' | ' | ' | -946 | |
Shares issued under share incentive plans - value | 29 | ' | 29 | ' | ' | ' | 29 | ' | |
Distributions declared, value | -9,428 | ' | ' | -9,428 | ' | ' | -9,428 | ' | |
Other comprehensive loss: | ' | ' | ' | ' | ' | ' | ' | ' | |
Change in unrealized loss on derivative instruments | -137 | ' | ' | ' | 98 | ' | 98 | -235 | |
Repurchase of shares, shares | ' | -60,755 | ' | ' | ' | ' | ' | ' | |
Repurchase of shares, value | -587 | ' | ' | ' | ' | -587 | -587 | ' | |
Ending equity balance, value at Mar. 31, 2014 | $477,553 | $70 | $548,150 | ($80,870) | ($38) | ($1,112) | $466,200 | $11,353 | |
Ending equity balance, shares at Mar. 31, 2014 | 70,192,040 | 70,192,040 | ' | ' | ' | ' | ' | ' | |
[1] | Inclusive of 34,270 shares related to the stock distribution declared in the fourth quarter of 2012 and reflected as issued in the first quarter of 2013. | ||||||||
[2] | Inclusive of a special stock dividend of 0.1375 per share issued during the fourth quarter of 2013. |
Consolidated_Statements_of_Equ1
Consolidated Statements of Equity (Unaudited) (Parenthetical) (USD $) | 3 Months Ended | 12 Months Ended |
Dec. 31, 2012 | Dec. 31, 2013 | |
Statement of Stockholders' Equity [Abstract] | ' | ' |
Distributions declared (in dollars per share) | ' | $0.59 |
Stock dividends declared (in shares) | 34,270 | ' |
Stock dividends issued (per share) | ' | $0.21 |
Special stock dividends issued (per share) | ' | $0.14 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (Unaudited) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | |
Cash Flows - Operating Activities | ' | ' | |
Net Loss | ($8,786) | ($6,853) | |
Adjustments to net loss: | ' | ' | |
Depreciation and amortization | 9,043 | 1,786 | |
(Income) loss from equity investments in real estate in excess of distributions received | -125 | 180 | |
Asset management fees to affiliates settled in shares | 1,402 | 390 | [1] |
Amortization of deferred financing costs and prepaid franchise fees and other | 363 | 132 | |
Straight-line rent adjustments | 603 | 0 | |
Stock-based compensation expense | 29 | 11 | |
Changes in operating assets and liabilities: | ' | ' | |
(Decrease) increase in due to related parties and affiliates | -3,254 | 778 | [1] |
Net changes in other operating assets and liabilities | 928 | 652 | [1] |
Net Cash Provided by (Used in) Operating Activities | 203 | -2,924 | |
Cash Flows - Investing Activities | ' | ' | |
Distributions received from equity investments in excess of equity income | 127 | 0 | |
Acquisitions of hotels | 0 | -121,620 | [1] |
Capital expenditures | -4,994 | -2,451 | |
Deposits for potential future hotel investments | -8,230 | 0 | |
Funds placed in escrow | -12,372 | -4,665 | |
Funds released from escrow | 13,930 | 3,507 | |
Net Cash Used in Investing Activities | -11,539 | -125,229 | |
Cash Flows - Financing Activities | ' | ' | |
Distributions paid | -9,309 | -1,715 | |
Distributions to noncontrolling interests | -946 | 0 | |
Proceeds from mortgage financing | 0 | 84,691 | |
Scheduled payments of mortgage principal | -493 | -41 | |
Deferred financing costs | 0 | -1,094 | |
Proceeds from issuance of shares, net of offering costs | 20,338 | 62,785 | [1] |
Deposits for potential future loans | -183 | 0 | |
Purchase of treasury stock | -587 | -7 | |
Net Cash Provided by Financing Activities | 8,820 | 144,619 | |
Change in Cash During the Period | ' | ' | |
Net (decrease) increase in cash | -2,516 | 16,466 | |
Cash, beginning of period | 109,373 | 30,729 | |
Cash, end of period | $106,857 | $47,195 | |
[1] | Reflects a revised cash flow statement for the three months ended March 31, 2013, as further discussed in Note 2. |
Consolidated_Statements_of_Cas1
Consolidated Statements of Cash Flows (Unaudited) (Parenthetical 1) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Noncash Investing and Financing Activities | ' | ' |
Distributions declared | $9,428 | $2,429 |
Decrease in accrued capital expenditures (Note 10) | 1,814 | 147 |
Advance proceeds held in escrow or included in accounts receivable | 1,629 | 773 |
Asset management fees settled in shares (Note 3) | 1,339 | 329 |
Offering costs paid by the advisor; selling commissions and deal manager fees accrued but unpaid (Note 3) | 182 | 461 |
Deposits paid for acquisitions (Note 2) | $0 | $2,880 |
Business
Business | 3 Months Ended | ||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | ||||||||||||||||
Business | ' | ||||||||||||||||
Business | |||||||||||||||||
Organization | |||||||||||||||||
Carey Watermark Investors Incorporated, or CWI, and, together with its consolidated subsidiaries, we, us, or our, is a publicly owned, non-listed real estate investment trust, or REIT, formed as a Maryland corporation in March 2008 for the purpose of acquiring, owning, disposing of and, through our advisor, managing and seeking to enhance the value of interests in lodging and lodging related properties primarily in the United States, or U.S. We conduct substantially all of our investment activities and own all of our assets through CWI OP, LP, or our Operating Partnership. We are a general partner and a limited partner and own a 99.985% capital interest in the Operating Partnership. Carey Watermark Holdings, LLC, or Carey Watermark Holdings, which is owned indirectly by both W. P. Carey Inc., or WPC, and Watermark Capital Partners, LLC, or Watermark Capital Partners, holds a special general partner interest in the Operating Partnership. | |||||||||||||||||
We are managed by our advisor, Carey Lodging Advisors, LLC, an indirect subsidiary of WPC. Our advisor manages our overall portfolio, including providing oversight and strategic guidance to the independent hotel operators that manage our hotels. Our subadvisor, CWA, LLC, a subsidiary of Watermark Capital Partners, provides services to the advisor primarily relating to acquiring, managing, financing and disposing of our hotels and overseeing the independent operators that manage the day-to-day operations of our hotels. In addition, the subadvisor provides us with the services of our chief executive officer during the term of the subadvisory agreement, subject to the approval of our independent directors. | |||||||||||||||||
The following table sets forth certain information for each of the hotels that we consolidate in our financial statements, or our Consolidated Hotels (Note 4), and the hotels that we record as equity investments in our financial statements, or our Unconsolidated Hotels (Note 5), at March 31, 2014. | |||||||||||||||||
(Dollars in thousands) | |||||||||||||||||
Hotels | State | Number | % Owned | Our | Acquisition Date | Hotel Type | |||||||||||
of Rooms | Investment (a) | ||||||||||||||||
Consolidated Hotels | |||||||||||||||||
Hampton Inn Boston Braintree | Massachusetts | 103 | 100 | % | $ | 12,500 | May 31, 2012 | Select-service | |||||||||
Hilton Garden Inn New Orleans | Louisiana | 155 | 88 | % | 16,176 | June 8, 2012 | Select-service | ||||||||||
French Quarter/CBD | |||||||||||||||||
Lake Arrowhead Resort and Spa | California | 173 | 97 | % | 24,039 | July 9, 2012 | Full-service | ||||||||||
Courtyard San Diego Mission Valley | California | 317 | 100 | % | 85,000 | December 6, 2012 | Select-service | ||||||||||
Hilton Southeast Portfolio: | |||||||||||||||||
Hampton Inn Atlanta Downtown | Georgia | 119 | 100 | % | 18,000 | February 14, 2013 | Select-service | ||||||||||
Hampton Inn Frisco Legacy Park | Texas | 105 | 100 | % | 16,100 | February 14, 2013 | Select-service | ||||||||||
Hampton Inn Memphis Beale Street | Tennessee | 144 | 100 | % | 30,000 | February 14, 2013 | Select-service | ||||||||||
Hampton Inn Birmingham Colonnade | Alabama | 133 | 100 | % | 15,500 | February 14, 2013 | Select-service | ||||||||||
Hilton Garden Inn Baton Rouge Airport | Louisiana | 131 | 100 | % | 15,000 | February 14, 2013 | Select-service | ||||||||||
Courtyard Pittsburgh Shadyside | Pennsylvania | 132 | 100 | % | 29,900 | March 12, 2013 | Select-service | ||||||||||
Hutton Hotel Nashville | Tennessee | 247 | 100 | % | 73,600 | May 29, 2013 | Full-service | ||||||||||
Holiday Inn Manhattan 6th Avenue Chelsea | New York | 226 | 100 | % | 113,000 | June 6, 2013 | Full-service | ||||||||||
Fairmont Sonoma Mission Inn & Spa | California | 226 | 75 | % | 76,647 | July 10, 2013 | Full-service | ||||||||||
Marriott Raleigh City Center | North Carolina | 400 | 100 | % | 82,193 | August 13, 2013 | Full-service | ||||||||||
Hawks Cay Resort (b) | Florida | 177 | 100 | % | 131,301 | October 23, 2013 | Full-service | ||||||||||
Renaissance Chicago Downtown | Illinois | 553 | 100 | % | 134,939 | December 20, 2013 | Full-service | ||||||||||
3,341 | $ | 873,895 | |||||||||||||||
Unconsolidated Hotels | |||||||||||||||||
Hyatt New Orleans French Quarter | Louisiana | 254 | 80 | % | $ | 13,000 | September 6, 2011 | Full-service | |||||||||
Westin Atlanta Perimeter North | Georgia | 372 | 57 | % | 13,170 | October 3, 2012 | Full-service | ||||||||||
626 | $ | 26,170 | |||||||||||||||
_________ | |||||||||||||||||
(a) | For our Consolidated Hotels, amount represents the fair value of net assets acquired less the fair value of noncontrolling interests, exclusive of acquisition expenses and the fair value of any debt assumed, at time of acquisition. For Unconsolidated Hotels, amount represents purchase price plus capitalized costs, inclusive of fees paid to the advisor, at the time of acquisition. | ||||||||||||||||
(b) | The resort also includes a resort residential management program that contains over 250 two- three- and four-bedroom villas. | ||||||||||||||||
Public Offering | |||||||||||||||||
In our initial public offering, which ran from September 15, 2010 through September 15, 2013, we raised $586.2 million, inclusive of reinvested distributions through our distribution reinvestment plan, or DRIP. Our initial public offering was offered on a “best efforts” basis by Carey Financial, LLC, our dealer manager and a subsidiary of WPC, and other selected dealers. | |||||||||||||||||
On October 25, 2013, we filed a registration statement with the SEC for a continuous public offering of up to an additional $350.0 million of our common stock at $10.00 per share, which was declared effective by the SEC on December 20, 2013. The registration statement also covers the offering of up to $300.0 million at $9.50 per share pursuant to our DRIP. We refer to the continuous public offering as the “follow-on offering.” We began selling shares in our follow-on offering in January 2014 and have raised $17.6 million through March 31, 2014. We intend to invest the remaining net proceeds from our initial public offering and the proceeds from our follow-on offering in lodging and lodging related properties. |
Basis_of_Presentation
Basis of Presentation | 3 Months Ended | ||||||||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | ||||||||||||||||||||||||||
Basis of Presentation | ' | ||||||||||||||||||||||||||
Basis of Presentation | |||||||||||||||||||||||||||
Basis of Presentation | |||||||||||||||||||||||||||
Our interim consolidated financial statements have been prepared, without audit, in accordance with the instructions to Form 10-Q and, therefore, do not necessarily include all information and footnotes necessary for a fair statement of our consolidated financial position, results of operations and cash flows in accordance with accounting principles generally accepted in the U.S., or GAAP. | |||||||||||||||||||||||||||
In the opinion of management, the unaudited financial information for the interim periods presented in this Report reflects all normal and recurring adjustments necessary for a fair statement of results of operations, financial position and cash flows. Our interim consolidated financial statements should be read in conjunction with our audited consolidated financial statements and accompanying notes for the year ended December 31, 2013, which are included in the 2013 Annual Report, as certain disclosures that would substantially duplicate those contained in the audited consolidated financial statements have not been included in this Report. Operating results for interim periods are not necessarily indicative of operating results for an entire fiscal year. | |||||||||||||||||||||||||||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts and the disclosure of contingent amounts in our consolidated financial statements and the accompanying notes. Actual results could differ from those estimates. Certain amounts within operating cash flow have been reclassified to conform to the current year presentation. These reclassifications had no impact on net loss for the periods presented. | |||||||||||||||||||||||||||
For purposes of determining the weighted-average number of shares of common stock outstanding, amounts for the three months ended March 31, 2013 have been adjusted to treat stock distributions declared and effective through the date of filing, including a special stock dividend declared on December 19, 2013, as if they were outstanding as of January 1, 2013. No adjustment is required for the three months ended March 31, 2014 as no stock distributions were declared either during the three months ended March 31, 2014 or subsequent to that date through our filing date. | |||||||||||||||||||||||||||
Basis of Consolidation | |||||||||||||||||||||||||||
Our consolidated financial statements reflect all of our accounts, including those of our controlled subsidiaries. The portion of equity in a consolidated subsidiary that is not attributable, directly or indirectly, to us is presented as noncontrolling interests. All significant intercompany accounts and transactions have been eliminated. | |||||||||||||||||||||||||||
When we obtain an economic interest in an entity, we evaluate the entity to determine if it is a variable interest entity, or VIE, and, if so, whether we are deemed to be the primary beneficiary and are therefore required to consolidate the entity. We performed an analysis of all of our subsidiary entities to determine whether they qualify as VIEs and whether they should be consolidated or accounted for as equity investments in an unconsolidated venture. As a result of our assessment, we have concluded that none of our subsidiaries is a VIE. All our subsidiaries are either consolidated or accounted for as equity investments under the voting interest entity model. | |||||||||||||||||||||||||||
We account for the capital interest held by Carey Watermark Holdings in the Operating Partnership as a noncontrolling interest. Based on the terms of the Operating Partnership agreement and that the initial investors are not yet earning their minimal return, the non-controlling interest representing Carey Watermark Holding’s interest in the Operating Partnership has absorbed the operating losses to the extent of its original investment, and accordingly, no losses were allocated to Carey Watermark Holdings during the three months ended March 31, 2014 or 2013. | |||||||||||||||||||||||||||
Revision of Previously Issued Financial Statements | |||||||||||||||||||||||||||
We assessed the materiality of the errors described below on prior periods’ financial statements in accordance with Accounting Standards Codification 250 and the SEC’s Staff Accounting Bulletin No. 99, “Materiality,” and concluded that the impact of the errors was not material to any previously issued financial statements. We will properly reflect these corrections in our future periodic filings. The table below illustrates the effect of the error correction on the three months ended March 31, 2013. In addition, we have added supplemental disclosures of these non-cash financing activities. The errors impacted cash flow (used in) provided by operating activities, net cash used in investing activities and net cash provided by financing activities, and did not affect our consolidated balance sheets, consolidated statements of operations, consolidated statements of comprehensive loss, consolidated statements of equity or cash balances for any reporting periods. | |||||||||||||||||||||||||||
Asset management fees — Our advisor earns an annual asset management fee, as described in Note 3. Beginning in the first quarter of 2012, we began settling all asset management fees in shares of our common stock, rather than in cash, at the election of the advisor. Following the issuance of our financial statements for the six months ended June 30, 2013, we identified an error in the cash flow statement that was the result of not adjusting operating cash flow for the full amount of such non-cash asset management fees included in net income, and instead including such non-cash asset management fees as a source of financing cash flow for that same amount. | |||||||||||||||||||||||||||
Deposits — During 2014, we identified an error in the cash flow statement affecting cash flows provided by or used in operating, investing and financing activities for the periods shown below. This error was the result of treating deposits on hotel acquisitions and on loan commitments as a reduction in operating cash flow during the periods in which the deposits were made instead of as investing and financing cash flows, respectively. | |||||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||
Net Cash (Used in) Provided by | Net Cash (Used in) Provided by | Net Cash Provided by (Used in) | |||||||||||||||||||||||||
Operating Activities | Investing Activities | Financing Activities | |||||||||||||||||||||||||
As Reported | Adjustment | As Revised | As Reported | Adjustment | As Revised | As Reported | Adjustment | As Revised | |||||||||||||||||||
Three months ended | (319 | ) | 275 | (a) | (44 | ) | (128,109 | ) | — | (a) | (128,109 | ) | 144,894 | (275 | ) | (a) | 144,619 | ||||||||||
31-Mar-13 | |||||||||||||||||||||||||||
(44 | ) | (2,880 | ) | (b) | (2,924 | ) | (128,109 | ) | 2,880 | (b) | (125,229 | ) | 144,619 | — | (b) | 144,619 | |||||||||||
___________ | |||||||||||||||||||||||||||
(a) | Reflects adjustments for non-cash asset management fees described above. | ||||||||||||||||||||||||||
(b) | Reflects adjustments for hotel acquisition deposits and loan commitments described above. | ||||||||||||||||||||||||||
Recent Accounting Requirement | |||||||||||||||||||||||||||
The following Accounting Standards Update, or ASU, promulgated by the Financial Accounting Standards Board, or FASB, is applicable to us: | |||||||||||||||||||||||||||
ASU 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360). ASU 2014-08 changes the requirements for reporting discontinued operations. A discontinued operation may include a component of an entity or a group of components of an entity, or a business. Under this new guidance, a disposal of a component of an entity or a group of components of an entity is required to be reported in discontinued operations if the disposal represents a “strategic shift that has or will have a major effect on an entity’s operations and financial results.” The new guidance also requires disclosures including pretax profit or loss and significant gains or losses arising from dispositions that represent an “individually significant component of an entity,” but do not meet the criteria to be reported as discontinued operations under ASU 2014-08. In the ordinary course of business we may sell properties, which, under prior accounting guidance, would have been reported each as discontinued operations; however, under ASU 2014-08 such property dispositions typically would not meet the criteria to be reported as discontinued operations. We elected to early adopt ASU 2014-08 prospectively for any dispositions after December 31, 2013. Consequently, individually significant operations that are sold or classified as held-for-sale during 2014 will not be reclassified to discontinued operations in the consolidated statements of income, but will be disclosed in the Notes to the consolidated financial statements. This ASU did not have any impact on our financial position or results of operations for any of the periods presented. |
Agreements_and_Transactions_wi
Agreements and Transactions with Related Parties | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Related Party Transactions [Abstract] | ' | |||||||
Agreements and Transactions with Related Parties | ' | |||||||
Agreements and Transactions with Related Parties | ||||||||
Agreements with the Advisor and Subadvisor | ||||||||
We have an advisory agreement with the advisor to perform certain services for us, including managing the offering and our overall business, identification, evaluation, negotiation, purchase and disposition of lodging related properties and the performance of certain administrative duties. The agreement that is currently in effect is scheduled to expire on September 30, 2014, unless renewed pursuant to its terms. The advisor has entered into a subadvisory agreement with the subadvisor, whereby the advisor pays 20% of the fees earned under the advisory agreement to the subadvisor and the subadvisor provides certain personnel services to us. | ||||||||
The following tables present a summary of fees we paid and expenses we reimbursed to the advisor, subadvisor and other affiliates, as described below, in accordance with the terms of those agreements (in thousands): | ||||||||
Three Months Ended March 31, | ||||||||
2014 | 2013 | |||||||
Amounts Included in the Consolidated Statements of Operations | ||||||||
Acquisition fees | $ | — | $ | 3,427 | ||||
Asset management fees | 1,402 | 390 | ||||||
Personnel and overhead reimbursements | 1,200 | 270 | ||||||
Office rent reimbursements | 115 | 17 | ||||||
Available Cash Distribution | 946 | — | ||||||
$ | 3,663 | $ | 4,104 | |||||
Other Transaction Fees Incurred | ||||||||
Selling commissions and dealer manager fees | $ | 1,773 | $ | 6,882 | ||||
Offering costs | 726 | 1,405 | ||||||
$ | 2,499 | $ | 8,287 | |||||
March 31, 2014 | December 31, 2013 | |||||||
Amounts Due to Related Parties and Affiliates | ||||||||
Organization and offering costs due to the advisor | $ | 728 | $ | 62 | ||||
Reimbursable costs | 1,183 | 270 | ||||||
Other amounts due to the advisor | 502 | 4,563 | ||||||
Due to joint venture partners | 277 | 330 | ||||||
Due to Carey Financial | 162 | — | ||||||
$ | 2,852 | $ | 5,225 | |||||
Acquisition Fees | ||||||||
The advisor receives acquisition fees of 2.5% of the total investment cost of the properties acquired, including on our proportionate share of equity method investments, and loans originated by us, not to exceed 6% of the aggregate contract purchase price of all investments and loans. We expense acquisition-related costs and fees on acquisitions deemed to be business combinations and capitalize those costs on acquisitions of equity method investments. | ||||||||
Asset Management Fees and Loan Refinancing Fees | ||||||||
We pay the advisor an annual asset management fee equal to 0.50% of the aggregate Average Market Value of our Investments, both as defined in our advisory agreement with our advisor. The advisor is also entitled to receive disposition fees of up to 1.5% of the contract sales price of a property as well as a loan refinancing fee of up to 1% of a refinanced loan, if certain conditions described in the advisory agreement are met. We paid all asset management fees for the three months ended March 31, 2014 and 2013 in shares of our common stock rather than in cash at the election of the advisor. At March 31, 2014, the advisor owned 517,040 shares (0.74%) of our outstanding common stock. We expense acquisition-related costs and fees on acquisitions deemed to be business combinations and capitalize those costs and fees on acquisitions of equity method investments. Asset management fees are included in Asset management fees to affiliate and other in our consolidated financial statements. | ||||||||
Personnel and Overhead Reimbursements | ||||||||
Pursuant to the subadvisory agreement, we reimburse the advisor, which subsequently reimburses the subadvisor, for personnel costs and other charges. We have also granted restricted stock units to employees of the subadvisor pursuant to our 2010 Equity Incentive Plan. The subadvisor provides us with the services of Michael G. Medzigian, our chief executive officer, during the term of the subadvisory agreement, subject to the approval of our board of directors. Additionally, commencing in the first quarter of 2014, personnel and overhead reimbursements include our portion of costs allocated by the advisor for personnel and overhead in providing management of our day-to-day operations, including accounting services, stockholder services, corporate management, property management and operations, pursuant to the advisory agreement, which totaled $0.8 million for the three months ended March 31, 2014. Prior to the first quarter of 2014, such expenses had not been allocated to us by the advisor. Such personnel reimbursements are included in Management expenses and Corporate general and administrative expenses in our consolidated financial statements. | ||||||||
Available Cash Distributions | ||||||||
Carey Watermark Holdings’ special general partner interest entitles it to receive distributions of 10% of Available Cash, as defined in the agreement of limited partnership of the Operating Partnership, or Available Cash Distributions, generated by the Operating Partnership, subject to certain limitations. In addition, in the event of the dissolution of the Operating Partnership, Carey Watermark Holdings will be entitled to receive distributions of up to 15% of net proceeds, provided certain return thresholds are met for the initial investors in the Operating Partnership. Available Cash Distributions by the Operating Partnership aggregated $0.9 million during the three months ended March 31, 2014 and is included in Loss (income) attributable to noncontrolling interests in the consolidated financial statements. | ||||||||
Selling Commissions and Dealer Manager Fees | ||||||||
We have a dealer manager agreement with Carey Financial, whereby Carey Financial receives a selling commission of up to $0.70 per share sold and a dealer manager fee of up to $0.30 per share sold, a portion of which may be re-allowed to selected broker dealers. These amounts are recorded in Additional paid-in capital in the consolidated balance sheets and consolidated statements of equity. | ||||||||
Organization and Offering Costs | ||||||||
Pursuant to our advisory agreement with the advisor, we are liable for certain expenses related to our public offerings, which include filing, legal, accounting, printing, advertising, transfer agent, and escrow fees and are to be deducted from the gross proceeds of the offering. We will reimburse Carey Financial or selected dealers for reasonable bona fide due diligence expenses incurred that are supported by a detailed and itemized invoice. The total underwriting compensation to Carey Financial and selected dealers in connection with the offerings cannot exceed limitations prescribed by the Financial Industry Regulatory Authority, Inc. The advisor agreed to be responsible for the repayment of organization and offering expenses (excluding selling commissions and dealer manager fees paid to Carey Financial and selected dealers and fees paid and expenses reimbursed to selected dealers) that exceed in the aggregate 2% of the gross proceeds from the initial public offering and 4% of the gross proceeds from the follow-on offering. | ||||||||
Through March 31, 2014, the advisor incurred organization and offering costs on our behalf related to our follow-on offering of approximately $1.8 million. However, at March 31, 2014, because of the 4% limitation described above, we were only obligated to pay $0.7 million of these costs, all of which were included in Due to affiliates in the consolidated balance sheet at March 31, 2014. | ||||||||
Other Amounts Due to the Advisor | ||||||||
At March 31, 2014, the balance primarily represents management fees payable and reimbursable expenses. At December 31, 2013, this balance primarily represents acquisition fees of $4.1 million payable to the advisor related to the Renaissance Chicago Downtown acquired on December 20, 2013, which was paid in the first quarter of 2014. | ||||||||
Due to Joint Venture Partners | ||||||||
This balance is primarily comprised of amounts due from consolidated joint ventures to our joint venture partners related to hotel operating expenses paid by hotel managers that are affiliates of our joint venture partners, which will be reimbursed. | ||||||||
Other Transactions with Affiliates | ||||||||
In January 2013, our board of directors and the board of directors of WPC approved unsecured loans to us of up to $50.0 million in the aggregate, at a rate equal to the rate at which WPC is able to borrow funds under its senior unsecured credit facility, for the purpose of facilitating acquisitions approved by our investment committee that we might not otherwise have sufficient available funds to complete. Any such loans may be made solely at the discretion of the management of WPC. Through the date of this Report, no such loans under this arrangement have been made pursuant to these approvals; however, WPC has provided similar loans to us in the past, all of which were repaid on or prior to their maturity dates. |
Net_Investment_in_Hotels
Net Investment in Hotels | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Real Estate [Abstract] | ' | |||||||
Net Investment in Hotels | ' | |||||||
Net Investment in Hotels | ||||||||
Net investment in hotels is summarized as follows (in thousands): | ||||||||
March 31, 2014 | December 31, 2013 | |||||||
Buildings | $ | 685,108 | $ | 685,108 | ||||
Land | 124,450 | 124,450 | ||||||
Furniture, fixtures and equipment | 49,871 | 46,757 | ||||||
Building and site improvements | 13,494 | 11,993 | ||||||
Construction in progress | 1,939 | 3,374 | ||||||
Hotels, at cost | 874,862 | 871,682 | ||||||
Less: Accumulated depreciation | (27,094 | ) | (18,397 | ) | ||||
Net investments in hotels | $ | 847,768 | $ | 853,285 | ||||
Asset Retirement Obligation | ||||||||
We have recorded an asset retirement obligation for the removal of asbestos and environmental waste in connection with one of our hotels. We estimated the fair value of the asset retirement obligation based on the estimated economic life of the hotel and the estimated removal costs. The liability was discounted using the weighted-average interest rate on the associated fixed-rate mortgage loan at the time the liability was incurred. At March 31, 2014 and December 31, 2013, asset retirement obligation was $0.5 million and $0.4 million, respectively, and is included in Accounts payable, accrued expenses and other liabilities in the consolidated balance sheets. | ||||||||
Pro Forma Financial Information | ||||||||
The following unaudited consolidated pro forma financial information presents our financial results as if the Consolidated Hotel investments that we completed during the three months ended March 31, 2013, and the new financings related to these acquisitions, had occurred on January 1, 2012. These transactions were accounted for as business combinations. The pro forma financial information is not necessarily indicative of what the actual results would have been had the acquisitions actually occurred on January 1, 2013, nor does it purport to represent the results of operations for future periods. | ||||||||
(Dollars in thousands, except per share amounts) | ||||||||
Three Months Ended | ||||||||
March 31, 2013 (a) | ||||||||
Pro forma total revenues | $ | 15,602 | ||||||
Pro forma net loss | (1,101 | ) | ||||||
Income from continuing operations attributable to noncontrolling interests | (75 | ) | ||||||
Pro forma loss from continuing operations attributable to CWI stockholders | $ | (1,176 | ) | |||||
Pro forma loss per share: | ||||||||
Net loss attributable to CWI stockholders | $ | (0.05 | ) | |||||
Pro forma weighted average shares (b) | 22,913,347 | |||||||
___________ | ||||||||
(a) | Subsequent to the filing of our Form 10-Q for the period ended March 31, 2013, we identified three errors in the pro forma financial information presented in the footnotes to the financial statements. We evaluated the impact of the errors on the previously-filed financial statements and the pro forma disclosures and concluded that such amounts were immaterial to our Form 10-Q for the period ended March 31, 2013. The errors and revisions were related to our pro forma disclosures only and did not affect our consolidated balance sheets, consolidated statements of operations, consolidated statements of comprehensive loss, consolidated statements of equity, or cash balances for any reporting periods. The pro forma financial information presented above reflects our revised pro forma results. | |||||||
(b) | The pro forma weighted average shares outstanding were determined as if the number of shares issued in our initial public offering in order to raise the funds used for each acquisition were issued on January 1, 2012. All acquisition costs for our acquisitions completed during the three months ended March 31, 2013 are presented as if they were incurred on January 1, 2012. | |||||||
Construction in Progress | ||||||||
At March 31, 2014 and December 31, 2013, construction in progress was $1.9 million and $3.4 million, recorded at cost, respectively, and related primarily to renovations at Holiday Inn Manhattan 6th Avenue Chelsea, Hampton Inn Frisco Legacy Park and Renaissance Chicago Downtown at March 31, 2014 and Courtyard Pittsburgh Shadyside and Hampton Inn Memphis Beale Street at December 31, 2013 (Note 10). We capitalize interest expense and certain other costs, such as property taxes, property insurance and employee costs, related to hotels undergoing major renovations. During both the three months ended March 31, 2014 and 2013, we capitalized $0.1 million of such costs in each period. |
Equity_Investment_in_Real_Esta
Equity Investment in Real Estate | 3 Months Ended | |||||||||||
Mar. 31, 2014 | ||||||||||||
Equity Method Investments and Joint Ventures [Abstract] | ' | |||||||||||
Equity Investments in Real Estate | ' | |||||||||||
Equity Investments in Real Estate | ||||||||||||
At March 31, 2014, together with unrelated third parties, we owned equity interests in two Unconsolidated Hotels. We do not control the ventures that own these hotels, but we exercise significant influence over them. We account for these investments under the equity method of accounting (i.e., at cost, increased or decreased by our share of earnings or losses, less distributions, plus contributions and other adjustments required by equity method accounting, such as basis differences from acquisition costs paid to the advisor that we incur and other-than-temporary impairment charges, if any). | ||||||||||||
Under the conventional approach of accounting for equity method investments, an investor applies its percentage ownership interest to the venture’s net income to determine the investor’s share of the earnings or losses of the venture. This approach is inappropriate to use if the venture’s capital structure gives different rights and priorities to its investors. We have priority returns on our equity method investments. Therefore, we follow the hypothetical liquidation at book value method in determining our share of the ventures’ earnings or losses for the reporting period as this method better reflects our claim on the ventures’ book value at the end of each reporting period. Earnings for our equity method investments are recognized in accordance with each respective investment agreement and, where applicable, based upon the allocation of the investment’s net assets at book value as if the investment were hypothetically liquidated at the end of each reporting period. Due to our preferred interests, we are not responsible for, and will not reflect, losses to the extent our partners continue to have equity in the investments. | ||||||||||||
The following table sets forth our ownership interests in our equity investments in real estate and their respective carrying values. The carrying values of these ventures are affected by the timing and nature of distributions (in thousands): | ||||||||||||
Ownership Interest at | Carrying Value at | |||||||||||
Investment | 31-Mar-14 | March 31, 2014 | December 31, 2013 | |||||||||
Hyatt French Quarter Venture (a) | 80 | % | $ | 4,617 | $ | 4,395 | ||||||
Westin Atlanta Venture (b) | 57 | % | 10,274 | 10,520 | ||||||||
$ | 14,891 | $ | 14,915 | |||||||||
___________ | ||||||||||||
(a) | We received cash distributions of $0.1 million during the three months ended March 31, 2014. | |||||||||||
(b) | We received no cash distributions during the three months ended March 31, 2014. | |||||||||||
The following table sets forth our share of equity (loss) earnings from our Unconsolidated Hotels, which are based on the hypothetical liquidation at book value model as well as certain depreciation and amortization adjustments related to basis differentials from acquisitions of certain investments (in thousands): | ||||||||||||
Three Months Ended March 31, | ||||||||||||
Venture | 2014 | 2013 | ||||||||||
Long Beach Venture (a) | $ | — | $ | 50 | ||||||||
Hyatt French Quarter Venture | 371 | 299 | ||||||||||
Westin Atlanta Venture | (246 | ) | (217 | ) | ||||||||
$ | 125 | $ | 132 | |||||||||
___________ | ||||||||||||
(a) | We sold our 49% interest in the Long Beach Venture in July 2013. | |||||||||||
No other-than-temporary impairment charges were recognized during either the three months ended March 31, 2014 or 2013. | ||||||||||||
The following tables present combined summarized financial information of our equity method investment entities. Amounts provided are the total amounts attributable to the ventures since our respective dates of acquisition and do not represent our proportionate share (in thousands): | ||||||||||||
March 31, 2014 | December 31, 2013 | |||||||||||
Real estate, net | $ | 88,948 | $ | 85,327 | ||||||||
Other assets | 10,011 | 9,524 | ||||||||||
Total assets | 98,959 | 94,851 | ||||||||||
Debt | (66,488 | ) | (64,871 | ) | ||||||||
Other liabilities | (13,974 | ) | (12,738 | ) | ||||||||
Total liabilities | (80,462 | ) | (77,609 | ) | ||||||||
Members’ equity | $ | 18,497 | $ | 17,242 | ||||||||
Three Months Ended March 31, | ||||||||||||
2014 | 2013 | |||||||||||
Revenues | $ | 8,607 | $ | 14,824 | ||||||||
Expenses | (8,920 | ) | (15,683 | ) | ||||||||
Net loss attributable to equity method investments | $ | (313 | ) | $ | (859 | ) |
Intangible_Assets_and_Liabilit
Intangible Assets and Liabilities Intangible Assets and Liabilities | 3 Months Ended | |||||||||||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||||||||
Intangible Assets | ' | |||||||||||||||||||||||||
Intangible Assets | ||||||||||||||||||||||||||
Intangible assets, net, are summarized as follows (in thousands): | ||||||||||||||||||||||||||
31-Mar-14 | 31-Dec-13 | |||||||||||||||||||||||||
Amortization Period (years) | Gross | Accumulated | Net Carrying | Gross | Accumulated | Net Carrying | ||||||||||||||||||||
Carrying | Amortization | Amount | Carrying | Amortization | Amount | |||||||||||||||||||||
Amount | Amount | |||||||||||||||||||||||||
Amortizable Intangible Assets | ||||||||||||||||||||||||||
Villa rental program | 45 | $ | 31,700 | $ | (308 | ) | $ | 31,392 | $ | 31,700 | $ | (133 | ) | $ | 31,567 | |||||||||||
Hotel ground leases | 10 – 92.5 | 9,446 | (156 | ) | 9,290 | 9,446 | (52 | ) | 9,394 | |||||||||||||||||
Hotel parking garage lease | 92.5 | 1,490 | (11 | ) | 1,479 | 1,490 | (7 | ) | 1,483 | |||||||||||||||||
In-place leases | 1 – 21 | 398 | (94 | ) | 304 | 398 | (47 | ) | 351 | |||||||||||||||||
Total intangible assets, net | $ | 43,034 | $ | (569 | ) | $ | 42,465 | $ | 43,034 | $ | (239 | ) | $ | 42,795 | ||||||||||||
Net amortization of intangibles was $0.3 million and less than $0.1 million for the three months ended March 31, 2014 and 2013, respectively. Amortization of in-place lease intangibles and the villa rental program are included in Depreciation and amortization, and amortization of the hotel parking garage lease and hotel ground lease is included in Property taxes, insurance and rent in the consolidated statements of operations. | ||||||||||||||||||||||||||
Based on the intangible assets recorded at March 31, 2014, scheduled annual amortization of intangibles for the remainder of 2014, each of the next four calendar years following December 31, 2014, and thereafter is as follows (in thousands): | ||||||||||||||||||||||||||
Years Ending December 31, | Total | |||||||||||||||||||||||||
2014 (remainder) | $ | 956 | ||||||||||||||||||||||||
2015 | 1,223 | |||||||||||||||||||||||||
2016 | 1,204 | |||||||||||||||||||||||||
2017 | 1,162 | |||||||||||||||||||||||||
2018 | 1,132 | |||||||||||||||||||||||||
Thereafter | 36,788 | |||||||||||||||||||||||||
Total | $ | 42,465 | ||||||||||||||||||||||||
Fair_Value_Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2014 | |
Fair Value Disclosures [Abstract] | ' |
Fair Value Measurements | ' |
Fair Value Measurements | |
The fair value of an asset is defined as the exit price, which is the amount that would either be received when an asset is sold or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The guidance establishes a three-tier fair value hierarchy based on the inputs used in measuring fair value. These tiers are: Level 1, for which quoted market prices for identical instruments are available in active markets, such as money market funds, equity securities and U.S. Treasury securities; Level 2, for which there are inputs other than quoted prices included within Level 1 that are observable for the instrument, such as certain derivative instruments including interest rate caps and swaps; and Level 3, for securities that do not fall into Level 1 or Level 2 and for which little or no market data exists, therefore requiring us to develop our own assumptions. | |
Derivative Assets and Liabilities — Our derivative assets and liabilities are comprised of interest rate swaps. These derivative instruments were measured at fair value using readily observable market inputs, such as quotations on interest rates. These derivative instruments were classified as Level 2 as these instruments are custom, over-the-counter contracts with various bank counterparties that are not traded in an active market (Note 8). | |
We did not have any transfers into or out of Level 1, Level 2 and Level 3 measurements during the three months ended March 31, 2014 and 2013. Gains and losses (realized and unrealized) included in earnings are reported in Other income and (expenses) in the consolidated statements of operations. | |
Our non-recourse debt, which we have classified as Level 3, had a carrying value of $562.6 million and $563.1 million, and an estimated fair value of $565.3 million and $565.1 million, at March 31, 2014 and December 31, 2013, respectively. We determined the estimated fair value using a discounted cash flow model with rates that take into account the interest rate risk. We also considered the value of the underlying collateral, taking into account the quality of the collateral and the then-current interest rate. | |
We estimated that our other financial assets and liabilities had fair values that approximated their carrying values at both March 31, 2014 and December 31, 2013. |
Risk_Management_and_Use_of_Der
Risk Management and Use of Derivative Financial Instruments | 3 Months Ended | ||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||
Derivative Instruments and Hedges, Assets [Abstract] | ' | ||||||||||||||||||
Risk Management and Use of Derivative Financial Instruments | ' | ||||||||||||||||||
Risk Management and Use of Derivative Financial Instruments | |||||||||||||||||||
Risk Management | |||||||||||||||||||
In the normal course of our ongoing business operations, we encounter economic risk. There are two main components of economic risk that impact us: interest rate risk and market risk. We are primarily subject to interest rate risk on our interest-bearing assets and liabilities. Market risk includes changes in the value of our properties and related loans. | |||||||||||||||||||
Derivative Financial Instruments | |||||||||||||||||||
When we use derivative instruments, it is generally to reduce our exposure to fluctuations in interest rates. We have not entered, and do not plan to enter into, financial instruments for trading or speculative purposes. In addition to derivative instruments that we entered into on our own behalf, we may also be a party to derivative instruments that are embedded in other contracts, which are considered to be derivative instruments. The primary risks related to our use of derivative instruments include default by a counterparty to a hedging arrangement on its obligation and a downgrade in the credit quality of a counterparty to such an extent that our ability to sell or assign our side of the hedging transaction is impaired. While we seek to mitigate these risks by entering into hedging arrangements with counterparties that are large financial institutions that we deem to be creditworthy, it is possible that our hedging transactions, which are intended to limit losses, could adversely affect our earnings. Furthermore, if we terminate a hedging arrangement, we may be obligated to pay certain costs, such as transaction or breakage fees. We have established policies and procedures for risk assessment and the approval, reporting and monitoring of derivative financial instrument activities. | |||||||||||||||||||
We measure derivative instruments at fair value and record them as assets or liabilities, depending on our rights or obligations under the applicable derivative contract. Derivatives that are not designated as hedges must be adjusted to fair value through earnings. For a derivative designated and that qualified as a cash flow hedge, the effective portion of the change in fair value of the derivative is recognized in Other comprehensive loss until the hedged item is recognized in earnings. The ineffective portion of a derivative’s change in fair value is immediately recognized in earnings. | |||||||||||||||||||
The following table sets forth certain information regarding our derivative instruments on our Consolidated Hotels (in thousands): | |||||||||||||||||||
Derivatives Designated | Asset Derivatives Fair Value at | Liability Derivatives Fair Value at | |||||||||||||||||
as Hedging Instruments | Balance Sheet Location | 31-Mar-14 | December 31, 2013 | 31-Mar-14 | 31-Dec-13 | ||||||||||||||
Interest rate swaps | Other assets | $ | 591 | $ | 664 | $ | — | $ | — | ||||||||||
Interest rate swaps | Accounts payable, accrued expenses and other liabilities | — | — | (635 | ) | (605 | ) | ||||||||||||
$ | 591 | $ | 664 | $ | (635 | ) | $ | (605 | ) | ||||||||||
All derivative transactions with an individual counterparty are governed by a master International Swap and Derivatives Association agreement, which can be considered as a master netting arrangement; however, we report all our derivative instruments on a gross basis on our consolidated balance sheets. At both March 31, 2014 and December 31, 2013, no cash collateral had been posted nor received for any of our derivative positions. | |||||||||||||||||||
During the three months ended March 31, 2014 and 2013, we recognized losses of $0.7 million and $0.2 million, respectively, in Other comprehensive loss on derivatives in connection with our interest rate swaps. | |||||||||||||||||||
During the three months ended March 31, 2014 and 2013, we reclassified losses of $0.4 million and $0.1 million, respectively, from Other comprehensive loss on derivatives into interest expense in connection with our interest rate swaps. | |||||||||||||||||||
Interest Rate Swaps | |||||||||||||||||||
We are exposed to the impact of interest rate changes primarily through our borrowing activities. To limit this exposure, we attempt to obtain mortgage financing on a long-term, fixed-rate basis. However, from time to time, we or our investment partners may obtain variable-rate non-recourse mortgage loans and, as a result, may enter into interest rate swap agreements with counterparties. Interest rate swaps, which effectively convert the variable-rate debt service obligations of the loan to a fixed rate, are agreements in which one party exchanges a stream of interest payments for a counterparty’s stream of cash flow over a specific period. The notional, or face, amount on which the swaps are based is not exchanged. Our objective in using these derivatives is to limit our exposure to interest rate movements. | |||||||||||||||||||
The interest rate swaps that we had outstanding on our Consolidated Hotel investments at March 31, 2014 were designated as cash flow hedges and are summarized as follows (dollars in thousands): | |||||||||||||||||||
Number of | Notional | Fair Value at | |||||||||||||||||
Interest Rate Derivatives | Instruments | Amount | 31-Mar-14 | ||||||||||||||||
Interest rate swaps | 5 | $ | 204,880 | $ | (44 | ) | |||||||||||||
Amounts reported in Other comprehensive loss related to interest rate swaps will be reclassified to interest expense as interest payments are made on our variable-rate debt. At March 31, 2014, we estimate that an additional $1.6 million, inclusive of amounts attributable to noncontrolling interests of $0.2 million, will be reclassified as interest expense during the next 12 months related to our interest rate swaps. | |||||||||||||||||||
Some of the agreements we have with our derivative counterparties contain certain credit contingent provisions that could result in a declaration of default against us regarding our derivative obligations if we either default or are capable of being declared in default on certain of our indebtedness. At March 31, 2014, we had not been declared in default on any of our derivative obligations. The estimated fair value of our derivatives that were in a net liability position was $0.7 million at both March 31, 2014 and December 31, 2013, which included accrued interest and any adjustment for nonperformance risk. If we had breached any of these provisions at either March 31, 2014 or December 31, 2013, we could have been required to settle our obligations under these agreements at their aggregate termination value of $0.8 million and $0.7 million, respectively. | |||||||||||||||||||
Portfolio Concentration Risk | |||||||||||||||||||
At March 31, 2014, we were exposed to concentrations within the brands under which we operate our hotels and within the geographic areas in which we have invested to date. We operate in the domestic U.S. market only. For the three months ended March 31, 2014, 75.9% of our revenue was generated from eight hotels located in California, Florida, Illinois, New York and Tennessee. At March 31, 2014, 76.7% of our Net investments in hotels was comprised of those same eight hotels. |
Debt
Debt | 3 Months Ended | ||||||||||||||
Mar. 31, 2014 | |||||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||||
Debt | ' | ||||||||||||||
Debt | |||||||||||||||
The following table presents the non-recourse debt on our Consolidated Hotel investments (in thousands): | |||||||||||||||
Carrying Amount at | |||||||||||||||
Consolidated Hotels | Interest Rate | Rate Type | Current Maturity Date | 31-Mar-14 | 31-Dec-13 | ||||||||||
Hampton Inn Boston Braintree (a) (b) (c) | 5.00% | Variable | May-15 | $ | 9,603 | $ | 9,653 | ||||||||
Lake Arrowhead Resort and Spa (d) | 4.34% | Fixed | Jul-15 | 17,888 | 17,865 | ||||||||||
Hawks Cay Resort (b) (c) | 5.74% | Variable | Nov-16 | 79,000 | 79,000 | ||||||||||
Courtyard Pittsburgh Shadyside (b) (c) (e) | 4.09% | Variable | Mar-17 | 20,750 | 20,750 | ||||||||||
Courtyard San Diego Mission Valley (b) (c) | 4.60% | Variable | Dec-17 | 50,960 | 51,230 | ||||||||||
Hilton Southeast Portfolio: | |||||||||||||||
Hampton Inn Memphis Beale Street | 4.07% | Fixed | Mar-18 | 21,984 | 22,118 | ||||||||||
Hampton Inn Atlanta Downtown | 4.12% | Fixed | Mar-18 | 13,600 | 13,600 | ||||||||||
Hampton Inn Birmingham Colonnade | 4.12% | Fixed | Mar-18 | 9,400 | 9,400 | ||||||||||
Hampton Inn Frisco Legacy Park | 4.12% | Fixed | Mar-18 | 9,200 | 9,200 | ||||||||||
Hilton Garden Inn Baton Rouge Airport | 4.12% | Fixed | Mar-18 | 9,800 | 9,800 | ||||||||||
Fairmont Sonoma Mission Inn & Spa (c) | 4.13% | Variable | Jul-18 | 44,000 | 44,000 | ||||||||||
Hilton Garden Inn New Orleans French Quarter/CBD | 5.30% | Fixed | Jul-19 | 10,903 | 10,942 | ||||||||||
Hutton Hotel Nashville | 5.25% | Fixed | Jul-20 | 44,000 | 44,000 | ||||||||||
Renaissance Chicago Downtown | 4.71% | Fixed | Jan-21 | 90,000 | 90,000 | ||||||||||
Holiday Inn Manhattan 6th Ave Chelsea | 4.49% | Fixed | Jun-23 | 80,000 | 80,000 | ||||||||||
Marriott Raleigh City Center (f) | 4.61% | Fixed | Sep-38 | 51,500 | 51,500 | ||||||||||
$ | 562,588 | $ | 563,058 | ||||||||||||
___________ | |||||||||||||||
(a) | Total mortgage financing commitment is up to $9.8 million, with the difference between the commitment and the carrying amount available for renovation draws. | ||||||||||||||
(b) | The mortgage loans secured by Hampton Inn Boston Braintree, Courtyard San Diego Mission Valley and Hawks Cay Resort each have two one-year extension options. The mortgage loan secured by Courtyard Pittsburgh Shadyside has a one-year extension option. All of the extensions are subject to certain conditions. The maturity dates in the table do not reflect extension options. | ||||||||||||||
(c) | These mortgage loans have variable interest rates, which have effectively been converted to fixed rates through the use of interest rate swaps (Note 8). The interest rates presented for these mortgage loans reflect the rate in effect at March 31, 2014 through the use of an interest rate swap. | ||||||||||||||
(d) | The loan agreement allows early settlement at any time prior to maturity upon 60 days notice with no penalty at a discounted amount comprised of a discounted payoff of $16.0 million and a lender participation payment of up to $2.0 million, provided there is no uncured event of default under the loan agreement or the cash management agreement. The non-discounted principal balance of the debt is $27.4 million. | ||||||||||||||
(e) | Total mortgage financing commitment is up to $21.0 million, with the difference between the commitment and the carrying amount available for renovation draws. | ||||||||||||||
(f) | The mortgage loan includes a call option by the lender, with the earliest repayment date being September 1, 2018. | ||||||||||||||
Covenants | |||||||||||||||
Most of our loan agreements contain “lock-box” provisions, which permit the lender to access or sweep a hotel’s restricted cash account and would be triggered under limited circumstances, including the failure to maintain minimum debt service coverage ratios. If the provisions were triggered, the lender would retain a portion of cash sufficient to cover the required debt service; however, we would generally be permitted to spend an amount equal to our budgeted hotel operating expenses, taxes, insurance and capital expenditure reserves for the relevant hotel, even if a lock-box provision were triggered. | |||||||||||||||
Pursuant to our mortgage loan agreements, our wholly-owned subsidiaries are subject to various operational and financial covenants, including minimum debt service coverage ratios. At March 31, 2014, we were in compliance with the applicable covenants for each of our mortgage loans. | |||||||||||||||
Scheduled Debt Principal Payments | |||||||||||||||
Scheduled debt principal payments during the remainder of 2014, each of the next four calendar years following December 31, 2014, and thereafter are as follows (in thousands): | |||||||||||||||
Years Ending December 31, | Total | ||||||||||||||
2014 (remainder) | $ | 1,907 | |||||||||||||
2015 | 31,142 | ||||||||||||||
2016 | 83,961 | ||||||||||||||
2017 | 73,763 | ||||||||||||||
2018 | 156,503 | ||||||||||||||
Thereafter through 2038 | 215,424 | ||||||||||||||
562,700 | |||||||||||||||
Fair market value adjustment (a) | (112 | ) | |||||||||||||
Total | $ | 562,588 | |||||||||||||
___________ | |||||||||||||||
(a) | Represents the unamortized fair market value adjustment recorded as of March 31, 2014 in connection with the assumption of the Lake Arrowhead Resort and Spa mortgage loan as part of the acquisition in July 2012. |
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended | ||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||||||||||||||||||
Commitments and Contingencies | ' | ||||||||||||||||||||
Commitments and Contingencies | |||||||||||||||||||||
At March 31, 2014, we were not involved in any material litigation. Various claims and lawsuits may arise against us in the normal course of business, but we do not expect the results of such proceedings to have a material adverse effect on our consolidated financial position or results of operations. | |||||||||||||||||||||
As described in Note 3, we are liable for certain expenses of our public offerings, which are deducted from the gross proceeds of the offering. Through March 31, 2014, the advisor incurred organization and offering costs on our behalf related to our follow-on offering of approximately $1.8 million. However, at March 31, 2014, because of the 4% limitation described in Note 3, we were only obligated to pay $0.7 million of these costs, all of which was included in Due to affiliates in the consolidated balance sheets at March 31, 2014. | |||||||||||||||||||||
Renovation Commitments | |||||||||||||||||||||
Certain of our hotel franchise and loan agreements require us to make planned renovations to our hotels (Note 4). We do not currently expect to, and are not obligated to, fund any planned renovations on our Unconsolidated Hotels. We expect capital commitments with regard to our Consolidated Hotels to be funded through lender-held escrow accounts, except as otherwise noted. The following table summarizes our capital commitments at March 31, 2014 related to our Consolidated Hotels (in thousands): | |||||||||||||||||||||
At March 31, 2014 | |||||||||||||||||||||
Capital Commitment | Less: Paid | Unpaid Commitment (a) | Less: Amount Held in Escrow | Unfunded Commitment | |||||||||||||||||
Hilton Southeast Portfolio: | |||||||||||||||||||||
Hampton Inn Birmingham Colonnade | $ | 212 | $ | (36 | ) | $ | 176 | $ | (176 | ) | $ | — | |||||||||
Hampton Inn Atlanta Downtown | 175 | (83 | ) | 92 | (92 | ) | — | ||||||||||||||
Hampton Inn Memphis Beale Street | 1,075 | (897 | ) | 178 | (178 | ) | — | ||||||||||||||
Hampton Inn Frisco Legacy Park | 1,276 | (304 | ) | 972 | (972 | ) | — | ||||||||||||||
Hilton Garden Inn Baton Rouge Airport | 457 | (457 | ) | — | — | — | |||||||||||||||
Courtyard Pittsburgh Shadyside | 1,950 | (1,683 | ) | 267 | (183 | ) | 84 | ||||||||||||||
Holiday Inn Manhattan 6th Ave Chelsea | 2,519 | (615 | ) | 1,904 | (1,890 | ) | 14 | ||||||||||||||
Fairmont Sonoma Mission Inn & Spa | 2,606 | (1,800 | ) | 806 | — | 806 | |||||||||||||||
Marriott Raleigh City Center | 2,500 | (50 | ) | 2,450 | (2,450 | ) | — | ||||||||||||||
Hawks Cay Resort | 11,500 | (117 | ) | 11,383 | (9,514 | ) | 1,869 | ||||||||||||||
Renaissance Chicago Downtown | 23,200 | (385 | ) | 22,815 | (19,366 | ) | 3,449 | ||||||||||||||
$ | 47,470 | $ | (6,427 | ) | $ | 41,043 | $ | (34,821 | ) | $ | 6,222 | ||||||||||
___________ | |||||||||||||||||||||
(a) | Includes $0.7 million that was included in Accounts payable, accrued expenses and other liabilities at March 31, 2014. | ||||||||||||||||||||
Hilton Southeast Portfolio — As of the date of this Report, an estimated $3.2 million in total renovations are planned for these hotels, which are expected to be funded through lender-held escrow accounts and our cash accounts. These renovations, which were completed in late 2013 for Hilton Garden Inn Baton Rouge Airport and were materially completed by March 31, 2014 for Hampton Inn Birmingham Colonnade, Hampton Inn Memphis Beale Street, and Hampton Inn Atlanta Downtown, include refurbishments of the guestrooms and/or public spaces. The renovation of Hampton Inn Frisco Legacy Park is currently expected to be completed by the second quarter of 2014. | |||||||||||||||||||||
Courtyard Pittsburgh Shadyside — A $2.0 million renovation, which included the installation of Courtyard’s Bistro Lobby concept and a refurbishment of the guestrooms and public space, was substantially completed by March 31, 2014. | |||||||||||||||||||||
Holiday Inn Manhattan 6th Avenue Chelsea — As of the date of this Report, an estimated $2.5 million renovation is planned for the hotel. This renovation, which is currently anticipated to be completed by the second quarter of 2014, will primarily be focused on a refurbishment of the guestrooms. | |||||||||||||||||||||
Fairmont Sonoma Mission Inn & Spa — The resort is currently undergoing a renovation that commenced prior to our ownership. As of the date of this Report, we have committed $2.6 million to renovations that will be funded through our cash accounts, including $1.8 million to complete the refurbishment of guestrooms and public spaces, which was substantially completed by March 31, 2014, and $0.8 million to complete the renovation of the spa, which is currently anticipated to be completed in the second half of 2014. | |||||||||||||||||||||
Marriott Raleigh City Center — As of the date of this Report, an estimated $2.5 million renovation is planned for the hotel. This renovation, which is currently anticipated to be completed by the third quarter of 2014, will primarily be focused on improvements to public spaces. | |||||||||||||||||||||
Hawks Cay Resort — As of the date of this Report, an estimated $11.5 million renovation is planned for the hotel and is expected to be funded through lender-held escrow accounts and cash accounts. This renovation, which is anticipated to be completed by the first quarter of 2015, will primarily be focused on comprehensive renovations to the guestrooms, restaurant and pool area. For this hotel, we are contractually obligated under the loan agreement to fund $8.8 million of this planned renovation. | |||||||||||||||||||||
Renaissance Chicago Downtown — As of the date of this Report, an estimated $23.2 million renovation is planned for the hotel and is expected to be funded through lender-held escrow accounts and cash accounts. This renovation, which is anticipated to be completed in the first quarter of 2015, will include comprehensive renovations to the guestrooms, lobby, entryway and meeting spaces. For this hotel, we are not obligated by the related hotel franchise agreement or the loan agreement to make this renovation. | |||||||||||||||||||||
Ground Lease Commitments | |||||||||||||||||||||
Renaissance Chicago Downtown — The hotel is subject to a long-term ground lease, which expires on June 30, 2087. The ground lease provides for rental payments consisting of base rent and percentage rent. Base rent increases 3% annually until lease expiration. In 2018, and at 10-year intervals thereafter, the base rent is reset to a percentage of the then market value of the land, as defined in the lease agreement. Percentage rent is 2% of gross room revenue, as defined in the lease agreement. As the lease provides for determinable increases in minimum lease payments over the term of the lease, ground rent expense accrues on a straight-line basis. | |||||||||||||||||||||
Marriott Raleigh City Center — The hotel is subject to a long-term ground lease, which expires on 1/22/2106. The lease provides for an annual base rent of less than $0.1 million, payable monthly. At the end of the lease term, we have the option to purchase the land for a purchase price equal to the fair market value, as defined by the lease agreement. | |||||||||||||||||||||
Scheduled future minimum ground lease payments during the remainder of 2014, each of the next four calendar years following December 31, 2014, and thereafter are as follows (in thousands): | |||||||||||||||||||||
Years Ending December 31, | Total | ||||||||||||||||||||
2014 (remainder) | $ | 771 | |||||||||||||||||||
2015 | 1,052 | ||||||||||||||||||||
2016 | 1,082 | ||||||||||||||||||||
2017 | 1,112 | ||||||||||||||||||||
2018 | 1,143 | ||||||||||||||||||||
Thereafter through 2106 | 247,546 | ||||||||||||||||||||
Total | $ | 252,706 | |||||||||||||||||||
For the three months ended March 31, 2014, we recorded rent expense of $0.4 million, inclusive of percentage rents of $0.1 million, related to these ground leases, which are included in Property taxes, insurance and rent in the consolidated statements of operations. No such rent expense was recorded during the three months ended March 31, 2013. |
Subsequent_Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2014 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
Subsequent Event | |
On April 1, 2014, we acquired a 100% interest in the Hyatt Place Austin Downtown for $87.0 million from White Lodging Services Corporation, or White Lodging, an unaffiliated third party, and obtained a non-recourse mortgage loan at closing of $56.5 million. We also paid acquisition fees of approximately $2.7 million. The 296-room select-service hotel is located in Austin, Texas. The hotel will continue to be managed by White Lodging. It is not practicable to disclose the preliminary purchase price allocation or consolidated pro forma financial information for this transaction given the short period of time between the acquisition date and the filing of this Report. |
Basis_of_Presentation_Policies
Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Basis of Consolidation | ' |
Basis of Consolidation | |
Our consolidated financial statements reflect all of our accounts, including those of our controlled subsidiaries. The portion of equity in a consolidated subsidiary that is not attributable, directly or indirectly, to us is presented as noncontrolling interests. All significant intercompany accounts and transactions have been eliminated. | |
When we obtain an economic interest in an entity, we evaluate the entity to determine if it is a variable interest entity, or VIE, and, if so, whether we are deemed to be the primary beneficiary and are therefore required to consolidate the entity. We performed an analysis of all of our subsidiary entities to determine whether they qualify as VIEs and whether they should be consolidated or accounted for as equity investments in an unconsolidated venture. As a result of our assessment, we have concluded that none of our subsidiaries is a VIE. All our subsidiaries are either consolidated or accounted for as equity investments under the voting interest entity model. | |
We account for the capital interest held by Carey Watermark Holdings in the Operating Partnership as a noncontrolling interest. Based on the terms of the Operating Partnership agreement and that the initial investors are not yet earning their minimal return, the non-controlling interest representing Carey Watermark Holding’s interest in the Operating Partnership has absorbed the operating losses to the extent of its original investment, and accordingly, no losses were allocated to Carey Watermark Holdings during the three months ended March 31, 2014 or 2013 | |
Equity Method Investments, Policy | ' |
Under the conventional approach of accounting for equity method investments, an investor applies its percentage ownership interest to the venture’s net income to determine the investor’s share of the earnings or losses of the venture. This approach is inappropriate to use if the venture’s capital structure gives different rights and priorities to its investors. We have priority returns on our equity method investments. Therefore, we follow the hypothetical liquidation at book value method in determining our share of the ventures’ earnings or losses for the reporting period as this method better reflects our claim on the ventures’ book value at the end of each reporting period. Earnings for our equity method investments are recognized in accordance with each respective investment agreement and, where applicable, based upon the allocation of the investment’s net assets at book value as if the investment were hypothetically liquidated at the end of each reporting period. Due to our preferred interests, we are not responsible for, and will not reflect, losses to the extent our partners continue to have equity in the investments. | |
Fair Value Measurements | ' |
The fair value of an asset is defined as the exit price, which is the amount that would either be received when an asset is sold or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The guidance establishes a three-tier fair value hierarchy based on the inputs used in measuring fair value. These tiers are: Level 1, for which quoted market prices for identical instruments are available in active markets, such as money market funds, equity securities and U.S. Treasury securities; Level 2, for which there are inputs other than quoted prices included within Level 1 that are observable for the instrument, such as certain derivative instruments including interest rate caps and swaps; and Level 3, for securities that do not fall into Level 1 or Level 2 and for which little or no market data exists, therefore requiring us to develop our own assumptions. | |
Derivatives, Policy | ' |
We measure derivative instruments at fair value and record them as assets or liabilities, depending on our rights or obligations under the applicable derivative contract. Derivatives that are not designated as hedges must be adjusted to fair value through earnings. For a derivative designated and that qualified as a cash flow hedge, the effective portion of the change in fair value of the derivative is recognized in Other comprehensive loss until the hedged item is recognized in earnings. The ineffective portion of a derivative’s change in fair value is immediately recognized in earnings. | |
Recent Accounting Requirements | ' |
ASU 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360). ASU 2014-08 changes the requirements for reporting discontinued operations. A discontinued operation may include a component of an entity or a group of components of an entity, or a business. Under this new guidance, a disposal of a component of an entity or a group of components of an entity is required to be reported in discontinued operations if the disposal represents a “strategic shift that has or will have a major effect on an entity’s operations and financial results.” The new guidance also requires disclosures including pretax profit or loss and significant gains or losses arising from dispositions that represent an “individually significant component of an entity,” but do not meet the criteria to be reported as discontinued operations under ASU 2014-08. In the ordinary course of business we may sell properties, which, under prior accounting guidance, would have been reported each as discontinued operations; however, under ASU 2014-08 such property dispositions typically would not meet the criteria to be reported as discontinued operations. We elected to early adopt ASU 2014-08 prospectively for any dispositions after December 31, 2013. Consequently, individually significant operations that are sold or classified as held-for-sale during 2014 will not be reclassified to discontinued operations in the consolidated statements of income, but will be disclosed in the Notes to the consolidated financial statements. This ASU did not have any impact on our financial position or results of operations for any of the periods presented. |
Business_Tables
Business (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | ||||||||||||||||
Consolidated and Unconsolidated Hotels | ' | ||||||||||||||||
The following table sets forth certain information for each of the hotels that we consolidate in our financial statements, or our Consolidated Hotels (Note 4), and the hotels that we record as equity investments in our financial statements, or our Unconsolidated Hotels (Note 5), at March 31, 2014. | |||||||||||||||||
(Dollars in thousands) | |||||||||||||||||
Hotels | State | Number | % Owned | Our | Acquisition Date | Hotel Type | |||||||||||
of Rooms | Investment (a) | ||||||||||||||||
Consolidated Hotels | |||||||||||||||||
Hampton Inn Boston Braintree | Massachusetts | 103 | 100 | % | $ | 12,500 | May 31, 2012 | Select-service | |||||||||
Hilton Garden Inn New Orleans | Louisiana | 155 | 88 | % | 16,176 | June 8, 2012 | Select-service | ||||||||||
French Quarter/CBD | |||||||||||||||||
Lake Arrowhead Resort and Spa | California | 173 | 97 | % | 24,039 | July 9, 2012 | Full-service | ||||||||||
Courtyard San Diego Mission Valley | California | 317 | 100 | % | 85,000 | December 6, 2012 | Select-service | ||||||||||
Hilton Southeast Portfolio: | |||||||||||||||||
Hampton Inn Atlanta Downtown | Georgia | 119 | 100 | % | 18,000 | February 14, 2013 | Select-service | ||||||||||
Hampton Inn Frisco Legacy Park | Texas | 105 | 100 | % | 16,100 | February 14, 2013 | Select-service | ||||||||||
Hampton Inn Memphis Beale Street | Tennessee | 144 | 100 | % | 30,000 | February 14, 2013 | Select-service | ||||||||||
Hampton Inn Birmingham Colonnade | Alabama | 133 | 100 | % | 15,500 | February 14, 2013 | Select-service | ||||||||||
Hilton Garden Inn Baton Rouge Airport | Louisiana | 131 | 100 | % | 15,000 | February 14, 2013 | Select-service | ||||||||||
Courtyard Pittsburgh Shadyside | Pennsylvania | 132 | 100 | % | 29,900 | March 12, 2013 | Select-service | ||||||||||
Hutton Hotel Nashville | Tennessee | 247 | 100 | % | 73,600 | May 29, 2013 | Full-service | ||||||||||
Holiday Inn Manhattan 6th Avenue Chelsea | New York | 226 | 100 | % | 113,000 | June 6, 2013 | Full-service | ||||||||||
Fairmont Sonoma Mission Inn & Spa | California | 226 | 75 | % | 76,647 | July 10, 2013 | Full-service | ||||||||||
Marriott Raleigh City Center | North Carolina | 400 | 100 | % | 82,193 | August 13, 2013 | Full-service | ||||||||||
Hawks Cay Resort (b) | Florida | 177 | 100 | % | 131,301 | October 23, 2013 | Full-service | ||||||||||
Renaissance Chicago Downtown | Illinois | 553 | 100 | % | 134,939 | December 20, 2013 | Full-service | ||||||||||
3,341 | $ | 873,895 | |||||||||||||||
Unconsolidated Hotels | |||||||||||||||||
Hyatt New Orleans French Quarter | Louisiana | 254 | 80 | % | $ | 13,000 | September 6, 2011 | Full-service | |||||||||
Westin Atlanta Perimeter North | Georgia | 372 | 57 | % | 13,170 | October 3, 2012 | Full-service | ||||||||||
626 | $ | 26,170 | |||||||||||||||
_________ | |||||||||||||||||
(a) | For our Consolidated Hotels, amount represents the fair value of net assets acquired less the fair value of noncontrolling interests, exclusive of acquisition expenses and the fair value of any debt assumed, at time of acquisition. For Unconsolidated Hotels, amount represents purchase price plus capitalized costs, inclusive of fees paid to the advisor, at the time of acquisition. | ||||||||||||||||
(b) | The resort also includes a resort residential management program that contains over 250 two- three- and four-bedroom villas. |
Basis_of_Presentation_Basis_of
Basis of Presentation Basis of Presentation (Tables) | 3 Months Ended | ||||||||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||||||||||||
Schedule of Error Corrections and Prior Period Adjustments | ' | ||||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||
Net Cash (Used in) Provided by | Net Cash (Used in) Provided by | Net Cash Provided by (Used in) | |||||||||||||||||||||||||
Operating Activities | Investing Activities | Financing Activities | |||||||||||||||||||||||||
As Reported | Adjustment | As Revised | As Reported | Adjustment | As Revised | As Reported | Adjustment | As Revised | |||||||||||||||||||
Three months ended | (319 | ) | 275 | (a) | (44 | ) | (128,109 | ) | — | (a) | (128,109 | ) | 144,894 | (275 | ) | (a) | 144,619 | ||||||||||
31-Mar-13 | |||||||||||||||||||||||||||
(44 | ) | (2,880 | ) | (b) | (2,924 | ) | (128,109 | ) | 2,880 | (b) | (125,229 | ) | 144,619 | — | (b) | 144,619 | |||||||||||
___________ | |||||||||||||||||||||||||||
(a) | Reflects adjustments for non-cash asset management fees described above. | ||||||||||||||||||||||||||
(b) | Reflects adjustments for hotel acquisition deposits and loan commitments described above. |
Agreements_and_Transactions_wi1
Agreements and Transactions with Related Parties (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Related Party Transactions [Abstract] | ' | |||||||
Summary of fees paid to Related Parties | ' | |||||||
The following tables present a summary of fees we paid and expenses we reimbursed to the advisor, subadvisor and other affiliates, as described below, in accordance with the terms of those agreements (in thousands): | ||||||||
Three Months Ended March 31, | ||||||||
2014 | 2013 | |||||||
Amounts Included in the Consolidated Statements of Operations | ||||||||
Acquisition fees | $ | — | $ | 3,427 | ||||
Asset management fees | 1,402 | 390 | ||||||
Personnel and overhead reimbursements | 1,200 | 270 | ||||||
Office rent reimbursements | 115 | 17 | ||||||
Available Cash Distribution | 946 | — | ||||||
$ | 3,663 | $ | 4,104 | |||||
Other Transaction Fees Incurred | ||||||||
Selling commissions and dealer manager fees | $ | 1,773 | $ | 6,882 | ||||
Offering costs | 726 | 1,405 | ||||||
$ | 2,499 | $ | 8,287 | |||||
March 31, 2014 | December 31, 2013 | |||||||
Amounts Due to Related Parties and Affiliates | ||||||||
Organization and offering costs due to the advisor | $ | 728 | $ | 62 | ||||
Reimbursable costs | 1,183 | 270 | ||||||
Other amounts due to the advisor | 502 | 4,563 | ||||||
Due to joint venture partners | 277 | 330 | ||||||
Due to Carey Financial | 162 | — | ||||||
$ | 2,852 | $ | 5,225 | |||||
Net_Investment_in_Hotels_Table
Net Investment in Hotels (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Real Estate [Abstract] | ' | |||||||
Schedule of Hotel Properties | ' | |||||||
Net investment in hotels is summarized as follows (in thousands): | ||||||||
March 31, 2014 | December 31, 2013 | |||||||
Buildings | $ | 685,108 | $ | 685,108 | ||||
Land | 124,450 | 124,450 | ||||||
Furniture, fixtures and equipment | 49,871 | 46,757 | ||||||
Building and site improvements | 13,494 | 11,993 | ||||||
Construction in progress | 1,939 | 3,374 | ||||||
Hotels, at cost | 874,862 | 871,682 | ||||||
Less: Accumulated depreciation | (27,094 | ) | (18,397 | ) | ||||
Net investments in hotels | $ | 847,768 | $ | 853,285 | ||||
Pro Forma Information | ' | |||||||
(Dollars in thousands, except per share amounts) | ||||||||
Three Months Ended | ||||||||
March 31, 2013 (a) | ||||||||
Pro forma total revenues | $ | 15,602 | ||||||
Pro forma net loss | (1,101 | ) | ||||||
Income from continuing operations attributable to noncontrolling interests | (75 | ) | ||||||
Pro forma loss from continuing operations attributable to CWI stockholders | $ | (1,176 | ) | |||||
Pro forma loss per share: | ||||||||
Net loss attributable to CWI stockholders | $ | (0.05 | ) | |||||
Pro forma weighted average shares (b) | 22,913,347 | |||||||
___________ | ||||||||
(a) | Subsequent to the filing of our Form 10-Q for the period ended March 31, 2013, we identified three errors in the pro forma financial information presented in the footnotes to the financial statements. We evaluated the impact of the errors on the previously-filed financial statements and the pro forma disclosures and concluded that such amounts were immaterial to our Form 10-Q for the period ended March 31, 2013. The errors and revisions were related to our pro forma disclosures only and did not affect our consolidated balance sheets, consolidated statements of operations, consolidated statements of comprehensive loss, consolidated statements of equity, or cash balances for any reporting periods. The pro forma financial information presented above reflects our revised pro forma results. | |||||||
(b) | The pro forma weighted average shares outstanding were determined as if the number of shares issued in our initial public offering in order to raise the funds used for each acquisition were issued on January 1, 2012. All acquisition costs for our acquisitions completed during the three months ended March 31, 2013 are presented as if they were incurred on January 1, 2012. |
Equity_Investment_in_Real_Esta1
Equity Investment in Real Estate (Tables) | 3 Months Ended | |||||||||||
Mar. 31, 2014 | ||||||||||||
Equity Method Investments and Joint Ventures [Abstract] | ' | |||||||||||
Schedule Equity Method Investments | ' | |||||||||||
The following table sets forth our share of equity (loss) earnings from our Unconsolidated Hotels, which are based on the hypothetical liquidation at book value model as well as certain depreciation and amortization adjustments related to basis differentials from acquisitions of certain investments (in thousands): | ||||||||||||
Three Months Ended March 31, | ||||||||||||
Venture | 2014 | 2013 | ||||||||||
Long Beach Venture (a) | $ | — | $ | 50 | ||||||||
Hyatt French Quarter Venture | 371 | 299 | ||||||||||
Westin Atlanta Venture | (246 | ) | (217 | ) | ||||||||
$ | 125 | $ | 132 | |||||||||
___________ | ||||||||||||
(a) | We sold our 49% interest in the Long Beach Venture in July 2013. | |||||||||||
The following table sets forth our ownership interests in our equity investments in real estate and their respective carrying values. The carrying values of these ventures are affected by the timing and nature of distributions (in thousands): | ||||||||||||
Ownership Interest at | Carrying Value at | |||||||||||
Investment | 31-Mar-14 | March 31, 2014 | December 31, 2013 | |||||||||
Hyatt French Quarter Venture (a) | 80 | % | $ | 4,617 | $ | 4,395 | ||||||
Westin Atlanta Venture (b) | 57 | % | 10,274 | 10,520 | ||||||||
$ | 14,891 | $ | 14,915 | |||||||||
___________ | ||||||||||||
(a) | We received cash distributions of $0.1 million during the three months ended March 31, 2014. | |||||||||||
(b) | We received no cash distributions during the three months ended March 31, 2014. | |||||||||||
Financial Information Of Venture Properties | ' | |||||||||||
Amounts provided are the total amounts attributable to the ventures since our respective dates of acquisition and do not represent our proportionate share (in thousands): | ||||||||||||
March 31, 2014 | December 31, 2013 | |||||||||||
Real estate, net | $ | 88,948 | $ | 85,327 | ||||||||
Other assets | 10,011 | 9,524 | ||||||||||
Total assets | 98,959 | 94,851 | ||||||||||
Debt | (66,488 | ) | (64,871 | ) | ||||||||
Other liabilities | (13,974 | ) | (12,738 | ) | ||||||||
Total liabilities | (80,462 | ) | (77,609 | ) | ||||||||
Members’ equity | $ | 18,497 | $ | 17,242 | ||||||||
Three Months Ended March 31, | ||||||||||||
2014 | 2013 | |||||||||||
Revenues | $ | 8,607 | $ | 14,824 | ||||||||
Expenses | (8,920 | ) | (15,683 | ) | ||||||||
Net loss attributable to equity method investments | $ | (313 | ) | $ | (859 | ) |
Intangible_Assets_and_Liabilit1
Intangible Assets and Liabilities (Tables) | 3 Months Ended | |||||||||||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||||||||
Schedule of Intangible Assets | ' | |||||||||||||||||||||||||
Intangible assets, net, are summarized as follows (in thousands): | ||||||||||||||||||||||||||
31-Mar-14 | 31-Dec-13 | |||||||||||||||||||||||||
Amortization Period (years) | Gross | Accumulated | Net Carrying | Gross | Accumulated | Net Carrying | ||||||||||||||||||||
Carrying | Amortization | Amount | Carrying | Amortization | Amount | |||||||||||||||||||||
Amount | Amount | |||||||||||||||||||||||||
Amortizable Intangible Assets | ||||||||||||||||||||||||||
Villa rental program | 45 | $ | 31,700 | $ | (308 | ) | $ | 31,392 | $ | 31,700 | $ | (133 | ) | $ | 31,567 | |||||||||||
Hotel ground leases | 10 – 92.5 | 9,446 | (156 | ) | 9,290 | 9,446 | (52 | ) | 9,394 | |||||||||||||||||
Hotel parking garage lease | 92.5 | 1,490 | (11 | ) | 1,479 | 1,490 | (7 | ) | 1,483 | |||||||||||||||||
In-place leases | 1 – 21 | 398 | (94 | ) | 304 | 398 | (47 | ) | 351 | |||||||||||||||||
Total intangible assets, net | $ | 43,034 | $ | (569 | ) | $ | 42,465 | $ | 43,034 | $ | (239 | ) | $ | 42,795 | ||||||||||||
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | ' | |||||||||||||||||||||||||
Based on the intangible assets recorded at March 31, 2014, scheduled annual amortization of intangibles for the remainder of 2014, each of the next four calendar years following December 31, 2014, and thereafter is as follows (in thousands): | ||||||||||||||||||||||||||
Years Ending December 31, | Total | |||||||||||||||||||||||||
2014 (remainder) | $ | 956 | ||||||||||||||||||||||||
2015 | 1,223 | |||||||||||||||||||||||||
2016 | 1,204 | |||||||||||||||||||||||||
2017 | 1,162 | |||||||||||||||||||||||||
2018 | 1,132 | |||||||||||||||||||||||||
Thereafter | 36,788 | |||||||||||||||||||||||||
Total | $ | 42,465 | ||||||||||||||||||||||||
Risk_Management_and_Use_of_Der1
Risk Management and Use of Derivative Financial Instruments (Tables) | 3 Months Ended | ||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||
Derivative Instruments and Hedges, Assets [Abstract] | ' | ||||||||||||||||||
Schedule of Derivative Instruments on our Consolidated Hotels | ' | ||||||||||||||||||
The following table sets forth certain information regarding our derivative instruments on our Consolidated Hotels (in thousands): | |||||||||||||||||||
Derivatives Designated | Asset Derivatives Fair Value at | Liability Derivatives Fair Value at | |||||||||||||||||
as Hedging Instruments | Balance Sheet Location | 31-Mar-14 | December 31, 2013 | 31-Mar-14 | 31-Dec-13 | ||||||||||||||
Interest rate swaps | Other assets | $ | 591 | $ | 664 | $ | — | $ | — | ||||||||||
Interest rate swaps | Accounts payable, accrued expenses and other liabilities | — | — | (635 | ) | (605 | ) | ||||||||||||
$ | 591 | $ | 664 | $ | (635 | ) | $ | (605 | ) | ||||||||||
Schedule of Derivative Instruments | ' | ||||||||||||||||||
The interest rate swaps that we had outstanding on our Consolidated Hotel investments at March 31, 2014 were designated as cash flow hedges and are summarized as follows (dollars in thousands): | |||||||||||||||||||
Number of | Notional | Fair Value at | |||||||||||||||||
Interest Rate Derivatives | Instruments | Amount | 31-Mar-14 | ||||||||||||||||
Interest rate swaps | 5 | $ | 204,880 | $ | (44 | ) | |||||||||||||
Debt_Tables
Debt (Tables) | 3 Months Ended | ||||||||||||||
Mar. 31, 2014 | |||||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||||
Schedule of Debt | ' | ||||||||||||||
The following table presents the non-recourse debt on our Consolidated Hotel investments (in thousands): | |||||||||||||||
Carrying Amount at | |||||||||||||||
Consolidated Hotels | Interest Rate | Rate Type | Current Maturity Date | 31-Mar-14 | 31-Dec-13 | ||||||||||
Hampton Inn Boston Braintree (a) (b) (c) | 5.00% | Variable | May-15 | $ | 9,603 | $ | 9,653 | ||||||||
Lake Arrowhead Resort and Spa (d) | 4.34% | Fixed | Jul-15 | 17,888 | 17,865 | ||||||||||
Hawks Cay Resort (b) (c) | 5.74% | Variable | Nov-16 | 79,000 | 79,000 | ||||||||||
Courtyard Pittsburgh Shadyside (b) (c) (e) | 4.09% | Variable | Mar-17 | 20,750 | 20,750 | ||||||||||
Courtyard San Diego Mission Valley (b) (c) | 4.60% | Variable | Dec-17 | 50,960 | 51,230 | ||||||||||
Hilton Southeast Portfolio: | |||||||||||||||
Hampton Inn Memphis Beale Street | 4.07% | Fixed | Mar-18 | 21,984 | 22,118 | ||||||||||
Hampton Inn Atlanta Downtown | 4.12% | Fixed | Mar-18 | 13,600 | 13,600 | ||||||||||
Hampton Inn Birmingham Colonnade | 4.12% | Fixed | Mar-18 | 9,400 | 9,400 | ||||||||||
Hampton Inn Frisco Legacy Park | 4.12% | Fixed | Mar-18 | 9,200 | 9,200 | ||||||||||
Hilton Garden Inn Baton Rouge Airport | 4.12% | Fixed | Mar-18 | 9,800 | 9,800 | ||||||||||
Fairmont Sonoma Mission Inn & Spa (c) | 4.13% | Variable | Jul-18 | 44,000 | 44,000 | ||||||||||
Hilton Garden Inn New Orleans French Quarter/CBD | 5.30% | Fixed | Jul-19 | 10,903 | 10,942 | ||||||||||
Hutton Hotel Nashville | 5.25% | Fixed | Jul-20 | 44,000 | 44,000 | ||||||||||
Renaissance Chicago Downtown | 4.71% | Fixed | Jan-21 | 90,000 | 90,000 | ||||||||||
Holiday Inn Manhattan 6th Ave Chelsea | 4.49% | Fixed | Jun-23 | 80,000 | 80,000 | ||||||||||
Marriott Raleigh City Center (f) | 4.61% | Fixed | Sep-38 | 51,500 | 51,500 | ||||||||||
$ | 562,588 | $ | 563,058 | ||||||||||||
___________ | |||||||||||||||
(a) | Total mortgage financing commitment is up to $9.8 million, with the difference between the commitment and the carrying amount available for renovation draws. | ||||||||||||||
(b) | The mortgage loans secured by Hampton Inn Boston Braintree, Courtyard San Diego Mission Valley and Hawks Cay Resort each have two one-year extension options. The mortgage loan secured by Courtyard Pittsburgh Shadyside has a one-year extension option. All of the extensions are subject to certain conditions. The maturity dates in the table do not reflect extension options. | ||||||||||||||
(c) | These mortgage loans have variable interest rates, which have effectively been converted to fixed rates through the use of interest rate swaps (Note 8). The interest rates presented for these mortgage loans reflect the rate in effect at March 31, 2014 through the use of an interest rate swap. | ||||||||||||||
(d) | The loan agreement allows early settlement at any time prior to maturity upon 60 days notice with no penalty at a discounted amount comprised of a discounted payoff of $16.0 million and a lender participation payment of up to $2.0 million, provided there is no uncured event of default under the loan agreement or the cash management agreement. The non-discounted principal balance of the debt is $27.4 million. | ||||||||||||||
(e) | Total mortgage financing commitment is up to $21.0 million, with the difference between the commitment and the carrying amount available for renovation draws. | ||||||||||||||
(f) | The mortgage loan includes a call option by the lender, with the earliest repayment date being September 1, 2018. | ||||||||||||||
Debt Maturity Schedule | ' | ||||||||||||||
Scheduled debt principal payments during the remainder of 2014, each of the next four calendar years following December 31, 2014, and thereafter are as follows (in thousands): | |||||||||||||||
Years Ending December 31, | Total | ||||||||||||||
2014 (remainder) | $ | 1,907 | |||||||||||||
2015 | 31,142 | ||||||||||||||
2016 | 83,961 | ||||||||||||||
2017 | 73,763 | ||||||||||||||
2018 | 156,503 | ||||||||||||||
Thereafter through 2038 | 215,424 | ||||||||||||||
562,700 | |||||||||||||||
Fair market value adjustment (a) | (112 | ) | |||||||||||||
Total | $ | 562,588 | |||||||||||||
___________ | |||||||||||||||
(a) | Represents the unamortized fair market value adjustment recorded as of March 31, 2014 in connection with the assumption of the Lake Arrowhead Resort and Spa mortgage loan as part of the acquisition in July 2012. |
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 3 Months Ended | ||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||||||||||||||||||
Schedule of Funding Commitments | ' | ||||||||||||||||||||
The following table summarizes our capital commitments at March 31, 2014 related to our Consolidated Hotels (in thousands): | |||||||||||||||||||||
At March 31, 2014 | |||||||||||||||||||||
Capital Commitment | Less: Paid | Unpaid Commitment (a) | Less: Amount Held in Escrow | Unfunded Commitment | |||||||||||||||||
Hilton Southeast Portfolio: | |||||||||||||||||||||
Hampton Inn Birmingham Colonnade | $ | 212 | $ | (36 | ) | $ | 176 | $ | (176 | ) | $ | — | |||||||||
Hampton Inn Atlanta Downtown | 175 | (83 | ) | 92 | (92 | ) | — | ||||||||||||||
Hampton Inn Memphis Beale Street | 1,075 | (897 | ) | 178 | (178 | ) | — | ||||||||||||||
Hampton Inn Frisco Legacy Park | 1,276 | (304 | ) | 972 | (972 | ) | — | ||||||||||||||
Hilton Garden Inn Baton Rouge Airport | 457 | (457 | ) | — | — | — | |||||||||||||||
Courtyard Pittsburgh Shadyside | 1,950 | (1,683 | ) | 267 | (183 | ) | 84 | ||||||||||||||
Holiday Inn Manhattan 6th Ave Chelsea | 2,519 | (615 | ) | 1,904 | (1,890 | ) | 14 | ||||||||||||||
Fairmont Sonoma Mission Inn & Spa | 2,606 | (1,800 | ) | 806 | — | 806 | |||||||||||||||
Marriott Raleigh City Center | 2,500 | (50 | ) | 2,450 | (2,450 | ) | — | ||||||||||||||
Hawks Cay Resort | 11,500 | (117 | ) | 11,383 | (9,514 | ) | 1,869 | ||||||||||||||
Renaissance Chicago Downtown | 23,200 | (385 | ) | 22,815 | (19,366 | ) | 3,449 | ||||||||||||||
$ | 47,470 | $ | (6,427 | ) | $ | 41,043 | $ | (34,821 | ) | $ | 6,222 | ||||||||||
___________ | |||||||||||||||||||||
(a) | Includes $0.7 million that was included in Accounts payable, accrued expenses and other liabilities at March 31, 2014. | ||||||||||||||||||||
Schedule of Future Minimum Lease Payments for Leases | ' | ||||||||||||||||||||
Scheduled future minimum ground lease payments during the remainder of 2014, each of the next four calendar years following December 31, 2014, and thereafter are as follows (in thousands): | |||||||||||||||||||||
Years Ending December 31, | Total | ||||||||||||||||||||
2014 (remainder) | $ | 771 | |||||||||||||||||||
2015 | 1,052 | ||||||||||||||||||||
2016 | 1,082 | ||||||||||||||||||||
2017 | 1,112 | ||||||||||||||||||||
2018 | 1,143 | ||||||||||||||||||||
Thereafter through 2106 | 247,546 | ||||||||||||||||||||
Total | $ | 252,706 | |||||||||||||||||||
Business_Narratives_Details
Business (Narratives) (Details) (USD $) | 0 Months Ended | 3 Months Ended | 24 Months Ended |
Dec. 20, 2013 | Mar. 31, 2014 | Sep. 15, 2013 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | ' | ' |
Capital interest ownership in operating partnership | ' | 99.99% | ' |
Proceeds from issuance, initial public offering | ' | ' | $586,200,000 |
Follow-on offering, authorized amount | 350,000,000 | ' | ' |
Common stock , par on public offering date | $10 | ' | ' |
Stock authorized during period for dividend reinvestment plan | 300,000,000 | ' | ' |
Common stock, par or stated value per share, pursuant to DRIP | $9.50 | ' | ' |
Follow on offerings | ' | $17,600,000 | ' |
Business_Details_1
Business (Details 1) (USD $) | 3 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2014 | 31-May-12 | Mar. 31, 2014 | Jun. 08, 2012 | Mar. 31, 2014 | Jul. 09, 2012 | Mar. 31, 2014 | Dec. 06, 2012 | Mar. 31, 2014 | Feb. 14, 2013 | Mar. 31, 2014 | Feb. 14, 2013 | Mar. 31, 2014 | Feb. 14, 2013 | Mar. 31, 2014 | Feb. 14, 2013 | Mar. 31, 2014 | Feb. 14, 2013 | Mar. 31, 2014 | Mar. 12, 2013 | Mar. 31, 2014 | 29-May-13 | Mar. 31, 2014 | Jun. 06, 2013 | Mar. 31, 2014 | Jul. 10, 2013 | Mar. 31, 2014 | Aug. 13, 2013 | Mar. 31, 2014 | Oct. 23, 2013 | Mar. 31, 2014 | Dec. 20, 2013 | Mar. 31, 2014 | Sep. 06, 2011 | Mar. 31, 2014 | Oct. 03, 2013 | Mar. 31, 2014 |
Consolidated | Unconsolidated | Hampton Inn Boston Braintree | Hampton Inn Boston Braintree | Hilton Garden Inn New Orleans French Quarter/CBD | Hilton Garden Inn New Orleans French Quarter/CBD | Lake Arrowhead Resort and Spa | Lake Arrowhead Resort and Spa | Courtyard San Diego Mission Valley | Courtyard San Diego Mission Valley | Hampton Inn Atlanta Downtown | Hampton Inn Atlanta Downtown | Hampton Inn Frisco Legacy Park | Hampton Inn Frisco Legacy Park | Hampton Inn & Suites Memphis-Beale Street | Hampton Inn & Suites Memphis-Beale Street | Hampton Inn Birmingham Colonnade | Hampton Inn Birmingham Colonnade | Hilton Garden Inn Baton Rouge Airport | Hilton Garden Inn Baton Rouge Airport | Courtyard Pittsburgh Shadyside | Courtyard Pittsburgh Shadyside | Hutton Hotel Nashville | Hutton Hotel Nashville | Holiday Inn Manhattan 6th Avenue Chelsea | Holiday Inn Manhattan 6th Avenue Chelsea | Fairmont Sonoma Mission Inn and Spa | Fairmont Sonoma Mission Inn and Spa | Marriott Raleigh City Center | Marriott Raleigh City Center | Hawks Cay Resort | Hawks Cay Resort | Renaissance Chicago Downtown Hotel | Renaissance Chicago Downtown Hotel | Hyatt New Orleans French Quarter | Hyatt New Orleans French Quarter | Westin Atlanta Perimeter North | Westin Atlanta Perimeter North | |
room | room | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Unconsolidated | Unconsolidated | Unconsolidated | Unconsolidated | |
room | room | room | room | room | room | room | room | room | room | room | room | room | room | room | room | room | room | |||||||||||||||||||||
villa | ||||||||||||||||||||||||||||||||||||||
Hotel Details | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
State | ' | ' | ' | 'Massachusetts | ' | 'Louisiana | ' | 'California | ' | 'California | ' | 'Georgia | ' | 'Texas | ' | 'Tennessee | ' | 'Alabama | ' | 'Louisiana | ' | 'Pennsylvania | ' | 'Tennessee | ' | 'New York | ' | 'California | ' | 'North Carolina | ' | 'Florida | ' | 'Illinois | ' | 'Louisiana | ' | 'Georgia |
Rooms | 3,341 | 626 | ' | 103 | ' | 155 | ' | 173 | ' | 317 | ' | 119 | ' | 105 | ' | 144 | ' | 133 | ' | 131 | ' | 132 | ' | 247 | ' | 226 | ' | 226 | ' | 400 | ' | 177 | ' | 553 | ' | 254 | ' | 372 |
Ownership interest, consolidated | ' | ' | ' | 100.00% | ' | 88.00% | ' | 97.00% | ' | 100.00% | ' | 100.00% | ' | 100.00% | ' | 100.00% | ' | 100.00% | ' | 100.00% | ' | 100.00% | ' | 100.00% | ' | 100.00% | ' | 75.00% | ' | 100.00% | ' | 100.00% | ' | 100.00% | ' | ' | ' | ' |
Ownership interest, unconsolidated | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 80.00% | ' | 57.00% |
Our investments | $873,895 | $26,170 | $12,500 | ' | $16,176 | ' | $24,039 | ' | $85,000 | ' | $18,000 | ' | $16,100 | ' | $30,000 | ' | $15,500 | ' | $15,000 | ' | $29,900 | ' | $73,600 | ' | $113,000 | ' | $76,647 | ' | $82,193 | ' | $131,301 | ' | $134,939 | ' | $13,000 | ' | $13,170 | ' |
Acquisition Date | ' | ' | ' | 31-May-12 | ' | 8-Jun-12 | ' | 9-Jul-12 | ' | 6-Dec-12 | ' | 14-Feb-13 | ' | 14-Feb-13 | ' | 14-Feb-13 | ' | 14-Feb-13 | ' | 14-Feb-13 | ' | 12-Mar-13 | ' | 29-May-13 | ' | 6-Jun-13 | ' | 10-Jul-13 | ' | 13-Aug-13 | ' | 23-Oct-13 | ' | 20-Dec-13 | ' | 6-Sep-11 | ' | 3-Oct-12 |
Hotel Type | ' | ' | ' | 'Select-service | ' | 'Select-service | ' | 'Full-service | ' | 'Select-service | ' | 'Select-service | ' | 'Select-service | ' | 'Select-service | ' | 'Select-service | ' | 'Select-service | ' | 'Select-service | ' | 'Full-service | ' | 'Full-service | ' | 'Full-service | ' | 'Full-service | ' | 'Full-service | ' | 'Full-service | ' | 'Full-service | ' | 'Full-service |
Villas | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 250 | ' | ' | ' | ' | ' | ' |
Basis_of_Presentation_Details
Basis of Presentation (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | |
Net Cash Provided by (Used in) Operating Activities | ' | ' | |
Net cash provided by (used in) operating activities | $203 | ($2,924) | |
Net Cash Provided by (Used in) Investing Activities | ' | ' | |
Net Cash (Used in) Provided by Investing Activities | -11,539 | -125,229 | |
Net Cash Provided by (Used in) Financing Activities | ' | ' | |
Net Cash Provided by (Used in) Financing Activities | 8,820 | 144,619 | |
Non-cash asset management fee | ' | ' | |
Net Cash Provided by (Used in) Operating Activities | ' | ' | |
Net cash provided by (used in) operating activities | ' | -44 | |
Net Cash Provided by (Used in) Investing Activities | ' | ' | |
Net Cash (Used in) Provided by Investing Activities | ' | -128,109 | |
Net Cash Provided by (Used in) Financing Activities | ' | ' | |
Net Cash Provided by (Used in) Financing Activities | ' | 144,619 | |
Hotel acquisitions deposits and loan commitment | ' | ' | |
Net Cash Provided by (Used in) Operating Activities | ' | ' | |
Net cash provided by (used in) operating activities | ' | -2,924 | |
Net Cash Provided by (Used in) Investing Activities | ' | ' | |
Net Cash (Used in) Provided by Investing Activities | ' | -125,229 | |
Net Cash Provided by (Used in) Financing Activities | ' | ' | |
Net Cash Provided by (Used in) Financing Activities | ' | 144,619 | |
As Reported | Non-cash asset management fee | ' | ' | |
Net Cash Provided by (Used in) Operating Activities | ' | ' | |
Net cash provided by (used in) operating activities | ' | -319 | |
Net Cash Provided by (Used in) Investing Activities | ' | ' | |
Net Cash (Used in) Provided by Investing Activities | ' | -128,109 | |
Net Cash Provided by (Used in) Financing Activities | ' | ' | |
Net Cash Provided by (Used in) Financing Activities | ' | 144,894 | |
As Reported | Hotel acquisitions deposits and loan commitment | ' | ' | |
Net Cash Provided by (Used in) Operating Activities | ' | ' | |
Net cash provided by (used in) operating activities | ' | -44 | |
Net Cash Provided by (Used in) Investing Activities | ' | ' | |
Net Cash (Used in) Provided by Investing Activities | ' | -128,109 | |
Net Cash Provided by (Used in) Financing Activities | ' | ' | |
Net Cash Provided by (Used in) Financing Activities | ' | 144,619 | |
Adjustments | Non-cash asset management fee | ' | ' | |
Net Cash Provided by (Used in) Operating Activities | ' | ' | |
Net cash provided by (used in) operating activities | ' | 275 | [1] |
Net Cash Provided by (Used in) Investing Activities | ' | ' | |
Net Cash (Used in) Provided by Investing Activities | ' | 0 | [1] |
Net Cash Provided by (Used in) Financing Activities | ' | ' | |
Net Cash Provided by (Used in) Financing Activities | ' | -275 | [1] |
Adjustments | Hotel acquisitions deposits and loan commitment | ' | ' | |
Net Cash Provided by (Used in) Operating Activities | ' | ' | |
Net cash provided by (used in) operating activities | ' | -2,880 | [2] |
Net Cash Provided by (Used in) Investing Activities | ' | ' | |
Net Cash (Used in) Provided by Investing Activities | ' | 2,880 | [2] |
Net Cash Provided by (Used in) Financing Activities | ' | ' | |
Net Cash Provided by (Used in) Financing Activities | ' | $0 | [2] |
[1] | (a)Reflects adjustments for non-cash asset management fees described above. | ||
[2] | (b)Reflects adjustments for hotel acquisition deposits and loan commitments described above. |
Agreements_and_Transactions_wi2
Agreements and Transactions with Related Parties (Narratives) (Details) (USD $) | 3 Months Ended | 3 Months Ended | 42 Months Ended | ||||||||
Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | Jan. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | |
Advisor | Contract purchase price | Invested asset | Initial Offering | Follow-on Offering | Follow-on Offering | Renaissance Chicago Downtown Hotel | |||||
Maximum | |||||||||||
Related Party Transactions [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of fees earned by advisor paid to subadvisor | 20.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Selling, General and Administrative Expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Selling commission per share sold | $0.70 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Dealer revenue per share sold | $0.30 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Available Cash Distribution | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of available cash distribution | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
General partners distribution percentage of net proceeds | 15.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Distributions of Available Cash by the Operating Partnership | $900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Acquisition Fee | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of acquisition fees | ' | ' | ' | ' | ' | 6.00% | 2.50% | ' | ' | ' | ' |
Asset Management Fees and Loan Refinancing Fees | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of asset management fee (based on the aggregate average invested value of investments) | 0.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage disposition fee | 1.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loan refinancing fee percentage | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares outstanding | 70,192,040 | ' | 67,703,835 | ' | 517,040 | ' | ' | ' | ' | ' | ' |
Percentage of common stock owned | ' | ' | ' | ' | 0.74% | ' | ' | ' | ' | ' | ' |
Organization and Offering Costs | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Organization and offering expense percent payable to the advisors | ' | ' | ' | ' | ' | ' | ' | 2.00% | 4.00% | ' | ' |
Organizational and Professional Fees Incurred by the Advisor | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,800,000 | ' |
Organization and offering costs due to the advisor | 728,000 | ' | 62,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Excess Operating Expense Due from Advisor | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Transaction fees expensed | 0 | 3,427,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Other Transactions with Affiliates | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Personnel reimbursements | 1,200,000 | 270,000 | ' | ' | 800,000 | ' | ' | ' | ' | ' | ' |
Other amounts due to the advisor | 502,000 | ' | 4,563,000 | ' | ' | ' | ' | ' | ' | ' | 4,100,000 |
Approved line of credit | ' | ' | ' | $50,000,000 | ' | ' | ' | ' | ' | ' | ' |
Agreements_and_Transactions_wi3
Agreements and Transactions with Related Parties (Details 1) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Amounts Included in Consolidated Statements of Operations: | ' | ' |
Acquisition fees | $0 | $3,427 |
Asset management fees | 1,402 | 390 |
Personnel reimbursements | 1,200 | 270 |
Office rent reimbursements | 115 | 17 |
Available Cash Distribution | 946 | 0 |
Related party fees included in operating expenses | 3,663 | 4,104 |
Other Transaction Fees Incurred | ' | ' |
Selling commissions and dealer manager fees | 1,773 | 6,882 |
Offering costs | 726 | 1,405 |
Transaction fees incurred | $2,499 | $8,287 |
Agreements_and_Transactions_wi4
Agreements and Transactions with Related Parties (Details 2) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Amounts Due to Related Parties and Affiliates | ' | ' |
Organization and offering costs due to the advisor | $728 | $62 |
Reimbursement Payable | 1,183 | 270 |
Other amounts due to the advisor | 502 | 4,563 |
Due to joint venture partners | 277 | 330 |
Other | 162 | 0 |
Due to affiliates | $2,852 | $5,225 |
Net_Investment_in_Hotels_Narra
Net Investment in Hotels (Narratives) (Details) (USD $) | 3 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | |
Business Acquisition, Cost of Acquired Entity, Purchase Price | ' | ' | ' |
Asset retirement obligation | $500,000 | ' | $400,000 |
Real estate under construction | 1,939,000 | ' | 3,374,000 |
Capitalized construction cost | $100,000 | $100,000 | ' |
Net_Investment_in_Hotels_Detai
Net Investment in Hotels (Details 1) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Real Estate [Abstract] | ' | ' |
Buildings | $685,108 | $685,108 |
Land | 124,450 | 124,450 |
Furniture, fixtures & equipment | 49,871 | 46,757 |
Building and site improvements | 13,494 | 11,993 |
Construction in progress | 1,939 | 3,374 |
Hotels, at cost | 874,862 | 871,682 |
Less: Accumulated depreciation | -27,094 | -18,397 |
Net investments in hotels | $847,768 | $853,285 |
Net_Investment_in_Hotels_Detai1
Net Investment in Hotels (Details 2) (USD $) | 3 Months Ended |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2013 |
Pro Forma Financial Information | ' |
Pro forma total revenues | $15,602 |
Pro forma net loss | -1,101 |
Income from continuing operations attributable to noncontrolling interests | -75 |
Pro forma loss from continuing operations attributable to CWI stockholders | ($1,176) |
Net loss attributable to CWI stockholders | ' |
Net loss attributable to CWI stockholders | ($0.05) |
Pro forma weighted average shares outstanding (in shares) | 22,913,347 |
Equity_Investment_in_Real_Esta2
Equity Investment in Real Estate (Narratives) (Details) (USD $) | 3 Months Ended | 3 Months Ended | |||
Mar. 31, 2014 | Mar. 31, 2013 | Jul. 17, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | |
Long Beach Venture | Westin Atlanta Venture | Hyatt French Quarter Venture | |||
Equity Method Investment, Financial Statement, Reported Amounts | ' | ' | ' | ' | ' |
Ownership interest, unconsolidated | ' | ' | 49.00% | 57.00% | 80.00% |
Distributions from equity method investments (return of capital) | $127,000 | $0 | ' | $0 | $100,000 |
Equity_Investment_in_Real_Esta3
Equity Investment in Real Estate (Details 1) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Ownership interest in equity investments: | ' | ' |
Carrying Value | $14,891 | $14,915 |
Hyatt French Quarter Venture | ' | ' |
Ownership interest in equity investments: | ' | ' |
Ownership interest, unconsolidated | 80.00% | ' |
Carrying Value | 4,617 | 4,395 |
Westin Atlanta Venture | ' | ' |
Ownership interest in equity investments: | ' | ' |
Ownership interest, unconsolidated | 57.00% | ' |
Carrying Value | $10,274 | $10,520 |
Equity_Investment_in_Real_Esta4
Equity Investment in Real Estate (Details 2) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Income (Loss) from Equity Method Investments, Net of Dividends or Distributions | ' | ' |
Net income from equity investments in real estate | $125 | $132 |
Long Beach Venture | ' | ' |
Income (Loss) from Equity Method Investments, Net of Dividends or Distributions | ' | ' |
Net income from equity investments in real estate | 0 | 50 |
Hyatt French Quarter Venture | ' | ' |
Income (Loss) from Equity Method Investments, Net of Dividends or Distributions | ' | ' |
Net income from equity investments in real estate | 371 | 299 |
Westin Atlanta Venture | ' | ' |
Income (Loss) from Equity Method Investments, Net of Dividends or Distributions | ' | ' |
Net income from equity investments in real estate | ($246) | ($217) |
Equity_Investment_in_Real_Esta5
Equity Investment in Real Estate (Details 3) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Equity Method Investment, Summarized Financial Information | ' | ' |
Real estate, net | $88,948 | $85,327 |
Other assets | 10,011 | 9,524 |
Total assets | 98,959 | 94,851 |
Debt | -66,488 | -64,871 |
Other liabilities | -13,974 | -12,738 |
Total liabilities | -80,462 | -77,609 |
Members' equity | $18,497 | $17,242 |
Equity_Investment_in_Real_Esta6
Equity Investment in Real Estate (Details 4) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Equity Method Investment, Summarized Financial Information, Income Statement | ' | ' |
Revenues | $8,607 | $14,824 |
Expenses | -8,920 | -15,683 |
Net loss attributable to equity method investments | ($313) | ($859) |
Intangible_Assets_and_Liabilit2
Intangible Assets and Liabilities (Narratives) (Details) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Finite-Lived Intangible Assets | ' | ' |
Net amortization of intangibles | $0.30 | $0.10 |
Intangible_Assets_and_Liabilit3
Intangible Assets and Liabilities (Details 1) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Dec. 31, 2013 |
Amortizable Intangible Assets | ' | ' |
Gross Carrying Amount | $43,034 | $43,034 |
Accumulated Amortization | -569 | -239 |
Net Carrying Amount | 42,465 | 42,795 |
Villa rental program | ' | ' |
Amortizable Intangible Assets | ' | ' |
Finite-lived intangible asset, useful live | '45 years | ' |
Gross Carrying Amount | 31,700 | 31,700 |
Accumulated Amortization | -308 | -133 |
Net Carrying Amount | 31,392 | 31,567 |
Hotel ground leases | ' | ' |
Amortizable Intangible Assets | ' | ' |
Gross Carrying Amount | 9,446 | 9,446 |
Accumulated Amortization | -156 | -52 |
Net Carrying Amount | 9,290 | 9,394 |
Hotel ground leases | Minimum | ' | ' |
Amortizable Intangible Assets | ' | ' |
Finite-lived intangible asset, useful live | '10 years | ' |
Hotel ground leases | Maximum | ' | ' |
Amortizable Intangible Assets | ' | ' |
Finite-lived intangible asset, useful live | '92 years 6 months | ' |
Hotel parking garage lease | ' | ' |
Amortizable Intangible Assets | ' | ' |
Finite-lived intangible asset, useful live | '92 years 6 months | ' |
Gross Carrying Amount | 1,490 | 1,490 |
Accumulated Amortization | -11 | -7 |
Net Carrying Amount | 1,479 | 1,483 |
In-place leases | ' | ' |
Amortizable Intangible Assets | ' | ' |
Gross Carrying Amount | 398 | 398 |
Accumulated Amortization | -94 | -47 |
Net Carrying Amount | $304 | $351 |
In-place leases | Minimum | ' | ' |
Amortizable Intangible Assets | ' | ' |
Finite-lived intangible asset, useful live | '1 year | ' |
In-place leases | Maximum | ' | ' |
Amortizable Intangible Assets | ' | ' |
Finite-lived intangible asset, useful live | '21 years | ' |
Intangible_Assets_and_Liabilit4
Intangible Assets and Liabilities (Details 2) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity | ' | ' |
2014 (remainder) | $956 | ' |
2015 | 1,223 | ' |
2016 | 1,204 | ' |
2017 | 1,162 | ' |
2018 | 1,132 | ' |
Thereafter | 36,788 | ' |
Net Carrying Amount | $42,465 | $42,795 |
Fair_Value_Measurements_Narrat
Fair Value Measurements (Narratives) (Details) (Level 3, USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Carrying Value | ' | ' |
Financial Instruments, Financial Liabilities, Balance Sheet Groupings | ' | ' |
Debt instrument fair value | $562.60 | $563.10 |
Estimated fair value | ' | ' |
Financial Instruments, Financial Liabilities, Balance Sheet Groupings | ' | ' |
Debt instrument fair value | $565.30 | $565.10 |
Risk_Management_and_Use_of_Der2
Risk Management and Use of Derivative Financial Instruments (Narratives) (Details) (USD $) | 3 Months Ended | ||
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 |
Derivatives in Cash flow Hedging Relationships Gain Loss Recognized in OCI (Effective Portion) | ' | ' | ' |
Interest rate swap losses recognized in OCI | $0.70 | $0.20 | ' |
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income | ' | ' | ' |
Interest rate swap losses reclassified from OCI to interest expense | 0.4 | 0.1 | ' |
Potential loss on contract termination for default | 0.8 | ' | 0.7 |
Concentration Risk | ' | ' | ' |
Derivatives in net liability position, fair value | 0.7 | ' | 0.7 |
Amounts reported in OCI related to interest rate swaps to be reclassified to interest expense | 1.6 | ' | ' |
Noncontrolling Interest | ' | ' | ' |
Concentration Risk | ' | ' | ' |
Amounts reported in OCI related to interest rate swaps to be reclassified to interest expense | $0.20 | ' | ' |
Revenue | ' | ' | ' |
Concentration Risk | ' | ' | ' |
Concentration Risk | 75.90% | ' | ' |
Net investments in hotels | ' | ' | ' |
Concentration Risk | ' | ' | ' |
Concentration Risk | 76.70% | ' | ' |
Risk_Management_and_Use_of_Der3
Risk Management and Use of Derivative Financial Instruments (Details 1) (Designated as hedging, USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Derivatives, Fair Value | ' | ' |
Derivative asset, fair value, net | $591 | $664 |
Derivative liability, fair value, net | -635 | -605 |
Interest rate swap | Other assets | ' | ' |
Derivatives, Fair Value | ' | ' |
Derivative asset, fair value, net | 591 | 664 |
Interest rate swap | Accounts payable, accrued expenses and other liabilities | ' | ' |
Derivatives, Fair Value | ' | ' |
Derivative liability, fair value, net | ($635) | ($605) |
Risk_Management_and_Use_of_Der4
Risk Management and Use of Derivative Financial Instruments (Details 2) (Designated as hedging, Interest rate swaps, Cash flow hedging, USD $) | Mar. 31, 2014 |
In Thousands, unless otherwise specified | instrument |
Designated as hedging | Interest rate swaps | Cash flow hedging | ' |
Derivative | ' |
Number of Instruments | 5 |
Notional Amount | $204,880 |
Fair Value | ($44) |
Debt_Narrative_Details
Debt (Narrative) (Details) (USD $) | 3 Months Ended | |||
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 |
Hampton Inn Boston Braintree | Lake Arrowhead Resort and Spa | Courtyard Pittsburgh Shadyside | ||
Mortgage debt | ' | ' | ' | ' |
Mortgage commitment | ' | $9.80 | ' | $21 |
Discount for debt payoff, settlement price | ' | ' | 16 | ' |
Debt instrument, face value | ' | ' | 27.4 | ' |
Lender participation amount | ' | ' | $2 | ' |
Debt instrument covenant compliance | 'Pursuant to our mortgage loan agreements, our wholly-owned subsidiaries are subject to various operational and financial covenants, including minimum debt service coverage ratios. At March 31, 2014, we were in compliance with the applicable covenants for each of our mortgage loans. | ' | ' | ' |
Debt_Details_1
Debt (Details 1) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Dec. 31, 2013 |
Hotel Details | ' | ' |
Carrying value of mortgage | $562,588 | $563,058 |
Hampton Inn Boston Braintree | ' | ' |
Hotel Details | ' | ' |
Effective Interest Rate | 5.00% | ' |
Rate Type | 'Variable | ' |
Current Maturity Date | 31-May-15 | ' |
Carrying value of mortgage | 9,603 | 9,653 |
Lake Arrowhead Resort and Spa | ' | ' |
Hotel Details | ' | ' |
Effective Interest Rate | 4.34% | ' |
Rate Type | 'Fixed | ' |
Current Maturity Date | 1-Jul-15 | ' |
Carrying value of mortgage | 17,888 | 17,865 |
Hawks Cay Resort | ' | ' |
Hotel Details | ' | ' |
Effective Interest Rate | 5.74% | ' |
Rate Type | 'Variable | ' |
Current Maturity Date | 4-Nov-16 | ' |
Carrying value of mortgage | 79,000 | 79,000 |
Courtyard Pittsburgh Shadyside | ' | ' |
Hotel Details | ' | ' |
Effective Interest Rate | 4.09% | ' |
Rate Type | 'Variable | ' |
Current Maturity Date | 12-Mar-17 | ' |
Carrying value of mortgage | 20,750 | 20,750 |
Courtyard San Diego Mission Valley | ' | ' |
Hotel Details | ' | ' |
Effective Interest Rate | 4.60% | ' |
Rate Type | 'Variable | ' |
Current Maturity Date | 6-Dec-17 | ' |
Carrying value of mortgage | 50,960 | 51,230 |
Hampton Inn & Suites Memphis-Beale Street | ' | ' |
Hotel Details | ' | ' |
Effective Interest Rate | 4.07% | ' |
Rate Type | 'Fixed | ' |
Current Maturity Date | 1-Mar-18 | ' |
Carrying value of mortgage | 21,984 | 22,118 |
Hampton Inn Atlanta Downtown | ' | ' |
Hotel Details | ' | ' |
Effective Interest Rate | 4.12% | ' |
Rate Type | 'Fixed | ' |
Current Maturity Date | 1-Mar-18 | ' |
Carrying value of mortgage | 13,600 | 13,600 |
Hampton Inn Birmingham Colonnade | ' | ' |
Hotel Details | ' | ' |
Effective Interest Rate | 4.12% | ' |
Rate Type | 'Fixed | ' |
Current Maturity Date | 1-Mar-18 | ' |
Carrying value of mortgage | 9,400 | 9,400 |
Hampton Inn Frisco Legacy Park | ' | ' |
Hotel Details | ' | ' |
Effective Interest Rate | 4.12% | ' |
Rate Type | 'Fixed | ' |
Current Maturity Date | 1-Mar-18 | ' |
Carrying value of mortgage | 9,200 | 9,200 |
Hilton Garden Inn Baton Rouge Airport | ' | ' |
Hotel Details | ' | ' |
Effective Interest Rate | 4.12% | ' |
Rate Type | 'Fixed | ' |
Current Maturity Date | 1-Mar-18 | ' |
Carrying value of mortgage | 9,800 | 9,800 |
Fairmont Sonoma Mission Inn and Spa | ' | ' |
Hotel Details | ' | ' |
Effective Interest Rate | 4.13% | ' |
Rate Type | 'Variable | ' |
Current Maturity Date | 10-Jul-18 | ' |
Carrying value of mortgage | 44,000 | 44,000 |
Hilton Garden Inn New Orleans French Quarter/CBD | ' | ' |
Hotel Details | ' | ' |
Effective Interest Rate | 5.30% | ' |
Rate Type | 'Fixed | ' |
Current Maturity Date | 1-Jul-19 | ' |
Carrying value of mortgage | 10,903 | 10,942 |
Hutton Hotel Nashville | ' | ' |
Hotel Details | ' | ' |
Effective Interest Rate | 5.25% | ' |
Rate Type | 'Fixed | ' |
Current Maturity Date | 1-Jul-20 | ' |
Carrying value of mortgage | 44,000 | 44,000 |
Renaissance Chicago Downtown Hotel | ' | ' |
Hotel Details | ' | ' |
Effective Interest Rate | 4.71% | ' |
Rate Type | 'Fixed | ' |
Current Maturity Date | 1-Jan-21 | ' |
Carrying value of mortgage | 90,000 | 90,000 |
Holiday Inn Manhattan 6th Avenue Chelsea | ' | ' |
Hotel Details | ' | ' |
Effective Interest Rate | 4.49% | ' |
Rate Type | 'Fixed | ' |
Current Maturity Date | 6-Jun-23 | ' |
Carrying value of mortgage | 80,000 | 80,000 |
Marriott Raleigh City Center | ' | ' |
Hotel Details | ' | ' |
Effective Interest Rate | 4.61% | ' |
Rate Type | 'Fixed | ' |
Current Maturity Date | 1-Sep-38 | ' |
Carrying value of mortgage | $51,500 | $51,500 |
Debt_Details_2
Debt (Details 2) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Long-term Debt, by Maturity | ' | ' |
2014 (remainder) | $1,907 | ' |
2015 | 31,142 | ' |
2016 | 83,961 | ' |
2017 | 73,763 | ' |
2018 | 156,503 | ' |
Thereafter through 2038 | 215,424 | ' |
Total Debt | 562,700 | ' |
Fair market value adjustment | -112 | ' |
Total | $562,588 | $563,058 |
Commitments_and_Contingencies_1
Commitments and Contingencies (Narratives) (Details) (USD $) | 3 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | 42 Months Ended | ||||||||||||||||
Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Feb. 14, 2013 | Mar. 31, 2014 | Feb. 14, 2013 | Mar. 31, 2014 | Feb. 14, 2013 | Mar. 31, 2014 | Feb. 14, 2013 | Mar. 31, 2014 | Mar. 12, 2013 | Mar. 12, 2013 | Mar. 31, 2014 | Jun. 06, 2013 | Feb. 14, 2013 | Feb. 14, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | |
Annual Percentage Rent | Accounts payable, accrued expenses and other liabilities | Hilton Southeast Portfolio | Courtyard Pittsburgh Shadyside | Courtyard Pittsburgh Shadyside | Holiday Inn Manhattan 6th Avenue Chelsea | Holiday Inn Manhattan 6th Avenue Chelsea | Fairmont Sonoma Mission Inn and Spa | Fairmont Sonoma Mission Inn and Spa | Marriott Raleigh City Center | Marriott Raleigh City Center | Hawks Cay Resort | Hawks Cay Resort | Hawks Cay Resort | Renaissance Chicago Downtown Hotel | Renaissance Chicago Downtown Hotel | Spa | Guest Rooms & Public Space | Follow-on Offering | Follow-on Offering | |||
Minimum | Fairmont Sonoma Mission Inn and Spa | Fairmont Sonoma Mission Inn and Spa | ||||||||||||||||||||
Commitments And Contingencies [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Organizational and Professional Fees Incurred by the Advisor | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,800,000 |
Funding Commitments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Contractual liabilities | 41,043,000 | ' | ' | 700,000 | 3,200,000 | 267,000 | 1,950,000 | 1,904,000 | 2,519,000 | 806,000 | 2,606,000 | 2,450,000 | 2,500,000 | 11,383,000 | 11,500,000 | 8,800,000 | 22,815,000 | 23,200,000 | 800,000 | 1,800,000 | ' | ' |
Lease expiration date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 22-Jan-06 | ' | ' | ' | ' | 30-Jun-87 | ' | ' | ' | ' | ' |
Annual base rent increase | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.00% | ' | ' | ' | ' | ' |
Ground lease percentage rent on gross room revenue | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.00% | ' | ' | ' | ' | ' |
Rent expense | 400,000 | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Organization and offering expense percent payable to the advisors | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4.00% | ' |
Unpaid organization and offering costs | $728,000 | $62,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Commitments_and_Contingencies_2
Commitments and Contingencies (Details 1) (USD $) | 3 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | ||||||||||||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2014 | 31-May-12 | Mar. 31, 2014 | Jun. 08, 2012 | Mar. 31, 2014 | Jul. 09, 2012 | Mar. 31, 2014 | Dec. 06, 2012 | Mar. 31, 2014 | Feb. 14, 2013 | Mar. 31, 2014 | Feb. 14, 2013 | Mar. 31, 2014 | Feb. 14, 2013 | Mar. 31, 2014 | Feb. 14, 2013 | Mar. 31, 2014 | Feb. 14, 2013 | Mar. 31, 2014 | Mar. 12, 2013 | Mar. 31, 2014 | Jun. 06, 2013 |
Hampton Inn Birmingham Colonnade | Hampton Inn Birmingham Colonnade | Hampton Inn Atlanta Downtown | Hampton Inn Atlanta Downtown | Hampton Inn & Suites Memphis-Beale Street | Hampton Inn & Suites Memphis-Beale Street | Hampton Inn Frisco Legacy Park | Hampton Inn Frisco Legacy Park | Hilton Garden Inn Baton Rouge Airport | Hilton Garden Inn Baton Rouge Airport | Courtyard Pittsburgh Shadyside | Courtyard Pittsburgh Shadyside | Holiday Inn Manhattan 6th Avenue Chelsea | Holiday Inn Manhattan 6th Avenue Chelsea | Fairmont Sonoma Mission Inn and Spa | Fairmont Sonoma Mission Inn and Spa | Marriott Raleigh City Center | Marriott Raleigh City Center | Hawks Cay Resort | Hawks Cay Resort | Renaissance Chicago Downtown Hotel | Renaissance Chicago Downtown Hotel | ||
Funding Commitments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Original funding Commitment | ' | ' | $212 | ' | $175 | ' | $1,075 | ' | $1,276 | ' | $457 | ' | $1,950 | ' | $2,519 | ' | $2,606 | ' | $2,500 | ' | $11,500 | ' | $23,200 |
Less: Paid | -6,427 | -36 | ' | -83 | ' | -897 | ' | -304 | ' | -457 | ' | -1,683 | ' | -615 | ' | -1,800 | ' | -50 | ' | -117 | ' | -385 | ' |
Unpaid commitment | 41,043 | 176 | 212 | 92 | 175 | 178 | 1,075 | 972 | 1,276 | 0 | 457 | 267 | 1,950 | 1,904 | 2,519 | 806 | 2,606 | 2,450 | 2,500 | 11,383 | 11,500 | 22,815 | 23,200 |
Less: Amount Held in Escrow | -34,821 | -176 | ' | -92 | ' | -178 | ' | -972 | ' | 0 | ' | -183 | ' | -1,890 | ' | 0 | ' | -2,450 | ' | -9,514 | ' | -19,366 | ' |
Unfunded Commitment | 6,222 | 0 | ' | 0 | ' | 0 | ' | 0 | ' | 0 | ' | 84 | ' | 14 | ' | 806 | ' | 0 | ' | 1,869 | ' | 3,449 | ' |
Cumulative original funding commitment | $47,470 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Commitments_and_Contingencies_3
Commitments and Contingencies (Details 2) (USD $) | Mar. 31, 2014 |
In Thousands, unless otherwise specified | |
Leases, Future Minimum Payments Receivable, Fiscal Year Maturity | ' |
2014 (remainder) | $771 |
2015 | 1,052 |
2016 | 1,082 |
2017 | 1,112 |
2018 | 1,143 |
Thereafter through 2106 | 247,546 |
Total | $252,706 |
Subsequent_Events_Details
Subsequent Events (Details) (USD $) | 3 Months Ended | 0 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | Apr. 02, 2014 |
Hyatt Place Austin Downtown | ||||
Subsequent Event | ||||
room | ||||
Hotel Statistics | ' | ' | ' | ' |
Ownership percentage | ' | ' | ' | 100.00% |
Investment purchase price | ' | ' | ' | $87,000 |
Mortgage debt | 562,588 | ' | 563,058 | 56,500 |
Acquisition-related expenses | $379 | $5,392 | ' | $2,700 |
Rooms | ' | ' | ' | 296 |