Document and Entity Information
Document and Entity Information - USD ($) shares in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Mar. 15, 2019 | Jun. 30, 2018 | |
Document and Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2018 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST II INC | ||
Entity Central Index Key | 0001436975 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Public Float | $ 0 | ||
Entity Common Stock, Shares Outstanding | 17.8 | ||
Entity Shell Company | false | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | true |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Investment property: | ||
Land and improvements | $ 40,584 | $ 40,411 |
Building and improvements | 216,029 | 214,518 |
Furniture and fixtures | 38,362 | 36,268 |
Construction in progress | 3,457 | 329 |
Gross investment property | 298,432 | 291,526 |
Less accumulated depreciation | (38,550) | (26,982) |
Net investment property | 259,882 | 264,544 |
Investments in unconsolidated affiliated entities | 17,721 | 5,140 |
Cash and cash equivalents | 27,293 | 44,449 |
Marketable securities, available for sale | 7,901 | 9,778 |
Restricted cash | 3,367 | 5,724 |
Accounts receivable and other assets | 4,703 | 5,337 |
Total Assets | 320,867 | 334,972 |
Liabilities and Stockholders' Equity | ||
Accounts payable and other accrued expenses | 8,107 | 7,790 |
Margin loan | 5,060 | 6,642 |
Mortgages payable, net | 152,900 | 143,781 |
Due to related party | 557 | 957 |
Distributions payable | 3,154 | 3,211 |
Total liabilities | 169,778 | 162,381 |
Commitments and contingencies | ||
Company's stockholders' equity: | ||
Preferred shares, $0.01 par value, 10,000 shares authorized, none issued and outstanding | 0 | 0 |
Common stock, $0.01 par value; 100,000 shares authorized, 17,874 and 18,199, shares issued and outstanding, respectively | 179 | 182 |
Additional paid-in-capital | 151,538 | 155,162 |
Accumulated other comprehensive loss | (817) | (211) |
Accumulated (deficit)/surplus | (13,277) | 1,771 |
Total Company stockholders' equity | 137,623 | 156,904 |
Noncontrolling interests | 13,466 | 15,687 |
Total Stockholders' Equity | 151,089 | 172,591 |
Total Liabilities and Stockholders' Equity | $ 320,867 | $ 334,972 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares shares in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Preferred shares, par value | $ 0.01 | $ 0.01 |
Preferred shares, shares authorized | 10,000 | 10,000 |
Preferred shares, shares issued | 0 | 0 |
Preferred shares, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 100,000 | 100,000 |
Common stock, shares issued | 17,874 | 18,199 |
Common stock, shares outstanding | 17,874 | 18,199 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Rental revenues | $ 80,141 | $ 73,257 |
Expenses: | ||
Property operating expenses | 53,063 | 48,077 |
Real estate taxes | 3,542 | 2,835 |
General and administrative costs | 5,071 | 5,761 |
Depreciation and amortization | 11,599 | 9,867 |
Total operating expenses | 73,275 | 66,540 |
Operating income | 6,866 | 6,717 |
Interest and dividend income | 515 | 1,015 |
Loss on sale of marketable securities, available for sale | (31) | (638) |
Interest expense | (9,824) | (7,308) |
Other expense, net | (62) | (47) |
Gain on disposition of real estate and other assets, net | 0 | 37,465 |
Earnings from investments in unconsolidated affiliated entities | 162 | 212 |
Net (loss)/income | (2,374) | 37,416 |
Less: net income attributable to noncontrolling interests | (66) | (1,156) |
Net (loss)/income applicable to Company's common shares | $ (2,440) | $ 36,260 |
Net (loss)/income per Company's common share, basic and diluted | $ (0.14) | $ 1.98 |
Weighted average number of common shares outstanding, basic and diluted | 18,036 | 18,295 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS)/INCOME - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Net (loss)/income | $ (2,374) | $ 37,416 |
Other comprehensive (loss)/income: | ||
Holding (loss)/gain on available for sale securities | (637) | 607 |
Reclassification adjustment for loss included in net income | 31 | 638 |
Other comprehensive (loss)/income | (606) | 1,245 |
Comprehensive (loss)/income | (2,980) | 38,661 |
Less: Comprehensive income attributable to noncontrolling interests | (66) | (1,156) |
Comprehensive (loss)/income attributable to the Company's common shares | $ (3,046) | $ 37,505 |
CONSOLIDATED STATEMENT OF STOCK
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Loss [Member] | Accumulated Surplus/(Deficit) [Member] | Total Noncontrolling Interests [Member] |
BALANCE at Dec. 31, 2016 | $ 156,632 | $ 184 | $ 157,259 | $ (1,456) | $ (19,552) | $ 20,197 |
BALANCE (in shares) at Dec. 31, 2016 | 18,411 | |||||
Net (loss)/income | 37,416 | $ 0 | 0 | 0 | 36,260 | 1,156 |
Other comprehensive loss | 1,245 | 0 | 0 | 1,245 | 0 | 0 |
Distributions declared | (14,937) | 0 | 0 | 0 | (14,937) | 0 |
Distributions paid to noncontrolling interests | (7,086) | 0 | 0 | 0 | 0 | (7,086) |
Contributions from noncontrolling interests | 1,420 | 0 | 0 | 0 | 0 | 1,420 |
Redemption and cancellation of shares | (2,099) | $ (2) | (2,097) | 0 | 0 | 0 |
Redemption and cancellation of shares (in shares) | (212) | |||||
BALANCE at Dec. 31, 2017 | 172,591 | $ 182 | 155,162 | (211) | 1,771 | 15,687 |
BALANCE (in shares) at Dec. 31, 2017 | 18,199 | |||||
Net (loss)/income | (2,374) | $ 0 | 0 | 0 | (2,440) | 66 |
Other comprehensive loss | (606) | 0 | 0 | (606) | 0 | 0 |
Purchase of non-controlling interest in a subsidiary | (405) | 0 | (405) | 0 | 0 | 0 |
Distributions declared | (12,608) | 0 | 0 | 0 | (12,608) | 0 |
Distributions paid to noncontrolling interests | (2,953) | 0 | 0 | 0 | 0 | (2,953) |
Contributions from noncontrolling interests | 666 | 0 | 0 | 0 | 0 | 666 |
Redemption and cancellation of shares | (3,222) | $ (3) | (3,219) | 0 | 0 | 0 |
Redemption and cancellation of shares (in shares) | (325) | |||||
BALANCE at Dec. 31, 2018 | $ 151,089 | $ 179 | $ 151,538 | $ (817) | $ (13,277) | $ 13,466 |
BALANCE (in shares) at Dec. 31, 2018 | 17,874 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net (loss)/income | $ (2,374) | $ 37,416 |
Adjustments to reconcile net (loss)/income to net cash provided by operating activities: | ||
Depreciation and amortization | 11,599 | 9,867 |
Amortization of deferred financing costs | 773 | 590 |
Loss on sale of marketable securities, available for sale | 31 | 638 |
Gain on disposition of real estate and other assets, net | 0 | (37,465) |
Earnings from investments in unconsolidated affiliated entities | (162) | (212) |
Other non-cash adjustments | 123 | 6 |
Changes in assets and liabilities: | ||
Decrease/(increase) in accounts receivable and other assets | 481 | (1,180) |
Increase/(decrease) in accounts payable and other accrued expenses | 75 | (106) |
(Decrease)/increase in due to related party | (400) | 539 |
Net cash provided by operating activities | 10,146 | 10,093 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of investment property | (6,664) | (88,506) |
Purchase of marketable securities | 0 | (8,719) |
Purchase of noncontrolling interest in a subsidiary | (405) | 0 |
Proceeds from sale of marketable securities | 1,239 | 8,285 |
Proceeds from sale of investment property | 0 | 99,472 |
Investments in unconsolidated affiliated entities | (13,266) | 0 |
Distributions from unconsolidated affiliated entities | 848 | 907 |
Net cash (used in)/provided by investing activities | (18,248) | 11,439 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from mortgage financings | 140,000 | 43,000 |
Payment on mortgages payable | (130,524) | (40,398) |
Payment of loan fees and expenses | (1,130) | (677) |
(Payments)/proceeds on margin loan, net | (1,582) | 2,788 |
Redemption and cancellation of common shares | (3,222) | (2,099) |
Contribution from noncontrolling interests | 666 | 1,420 |
Distributions to noncontrolling interests | (2,953) | (7,086) |
Distributions to common stockholders | (12,666) | (14,974) |
Net cash used in financing activities | (11,411) | (18,026) |
Net change in cash, cash equivalents and restricted cash | (19,513) | 3,506 |
Cash, cash equivalents and restricted cash, beginning of year | 50,173 | 46,667 |
Cash, cash equivalents and restricted cash, end of period | $ 30,660 | $ 50,173 |
Organization
Organization | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | 1. Organization Lightstone Value Plus Real Estate Investment Trust II, Inc. (the “Lightstone REIT II”) is a Maryland corporation formed on April 28, 2008, which has qualified as a real estate investment trust (“REIT”) for U.S. federal income tax purposes since its taxable year ending December 31, 2009. The Lightstone REIT II was formed primarily for the purpose of engaging in the business of investing in and owning commercial, residential and hospitality properties, as well as other real estate-related investments, located principally in North America. The Lightstone REIT II is structured as an umbrella partnership REIT, or UPREIT, and substantially all of its current and future business is and will be conducted through Lightstone Value Plus REIT II LP (the “Operating Partnership”), a Delaware limited partnership formed on April 30, 2008. The Lightstone REIT II and the Operating Partnership and its subsidiaries are collectively referred to as the ‘‘Company’’ and the use of ‘‘we,’’ ‘‘our,’’ ‘‘us’’ or similar pronouns refers to the Lightstone REIT II, its Operating Partnership or the Company as required by the context in which such pronoun is used. The Company currently has one operating segment. As of December 31, 2018, we majority owned and consolidated the operating results and financial condition of 17 limited service hotels containing a total of 2,135 rooms. Additionally, we held a 48.6% membership interest in Brownmill, LLC (“Brownmill”) and a 50.0 both of which we account for under the equity method of accounting. Structure The Company’s advisor is Lightstone Value Plus REIT II LLC (the “Advisor”), which is majority owned by David Lichtenstein. Mr. Lichtenstein also is the majority owner of is and will continue to be primarily responsible for making investment decisions and managing the Company’s day-to-day operations. Through his ownership and control of The Lightstone Group, Mr. Lichtenstein is the indirect owner of the Company’s Advisor and the indirect owner and manager of Lightstone SLP II LLC, the associate general partner of the Operating Partnership. Mr. Lichtenstein also acts as the Company’s Chairman and Chief Executive Officer. As a result, he exerts influence over but does not control Lightstone REIT II or the Operating Partnership. The Company does not have any employees that are not also employed by its Sponsor or its affiliates. The Company depends substantially on its Advisor, which generally has responsibility for its day-to-day operations. Under the terms of an advisory agreement, the Advisor also undertakes to use its commercially reasonable best efforts to present to the Company investment opportunities consistent with its investment policies and objectives as adopted by the Company’s Board of Directors. The Advisor has affiliated property managers (the “Property Managers”) that are related parties, which may manage certain of the properties the Company acquires. The Company also uses other unaffiliated third-party property managers, principally for the management of its hospitality properties. As of December 31, 2018, the Advisor owned 20,000 shares of common stock of Lightstone REIT II which were issued on May 20, 2008 for $200, or $10.00 per share. Effective October 1, 2009, the Operating Partnership commenced operations. As of December 31, 2018, held a 99% general partnership interest in the Operating Partnership’s common units. The Company’s shares of common stock are not currently listed on a national securities exchange. The Company may seek to list its shares of common stock for trading on a national securities exchange only if a majority of its independent directors believe listing would be in the best interest of its stockholders. The Company does not intend to list its shares at this time. The Company does not anticipate that there would be any market for its shares of common stock until they are listed for trading. In the event the Company does not obtain listing prior to the tenth anniversary of the completion or termination of its follow-on offering (the “Follow-On Offering”), which was terminated on September 27, 2014, its charter requires that the Board of Directors must either (i) seek stockholder approval of an extension or amendment of this listing deadline; or (ii) seek stockholder approval to adopt a plan of liquidation of the corporation. Noncontrolling Interests Partners of the Operating Partnership On May 20, 2008, the Advisor contributed $2 to the Operating Partnership in exchange for 200 limited partner common units in the Operating Partnership. The limited partner has the right to convert Operating Partnership common units into cash or, at the Company’s option, an equal number of shares of our common stock, as allowed by the limited partnership agreement. From the Company’s inception through the termination of the Follow-On Offering , Lightstone SLP II LLC, which is wholly owned by the Sponsor, contributed cash of approximately $12.9 million and (ii) equity interests totaling 48.6% in Brownmill, which were valued at $4.8 million, in exchange for 177.0 subordinated profits interests (the “Subordinated Profits Interests”) in the Operating Partnership with an aggregate value of $17.7 million. See Note 5 for additional information. Other Noncontrolling Interests in Consolidated Subsidiaries Other noncontrolling interests consist of (i) membership interests held by Lightstone Value Plus Real Estate Investment Trust, Inc. (“Lightstone I”), a related party REIT also sponsored by the Company’s Sponsor in a joint venture (the “Joint Venture”) formed between the Company and Lightstone I and (ii) the membership interests held by minority owners in certain of our hotels. Operations - Operating Partnership Activity The Operating Partnership commenced its operations on October 1, 2009. Since then the Company has acquired and/or may continue to acquire and operate commercial, residential and hospitality properties, and make real estate-related investments, principally in North America through its Operating Partnership. The Company’s current holdings consist of lodging properties and retail (primarily multi-tenanted shopping centers). All of the Company’s properties have been and will continue to be acquired and operated by the Company alone or jointly with others. In addition, the Company may invest up to 20% of its net assets in collateralized debt obligations, commercial mortgage-backed securities (“CMBS”) and mortgage and mezzanine loans secured, directly or indirectly, by the same types of properties which it may acquire directly. Related Parties The Advisor and its affiliates and Lightstone SLP II, LLC are related parties. Certain of these entities have or will receive compensation and fees for services related to the Company’s offerings and will continue to receive compensation and fees for services provided for the investment and management of the Company’s assets. These entities have and/or will receive fees during the Company’s offering stage (which was completed on September 27, 2014), acquisition, operational and liquidation stages. The compensation levels during the offering stage were based on percentages of the offering proceeds raised and the compensation levels during the acquisition and operational stages are based the cost of acquired properties and the annual revenue earned from such properties, and other such fees outlined in each of the respective agreements. See Note 10 for additional information. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation The consolidated financial statements include the accounts of Lightstone REIT II and the Operating Partnership and its subsidiaries (over which Lightstone REIT II exercises financial and operating control). As of December 31, 2018, had a 99% general partnership interest in the Operating Partnership. All inter-company balances and transactions have been eliminated in consolidation. The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses during a reporting period. The most significant assumptions and estimates relate to the valuation of real estate and investments in other real estate entities and depreciable lives of long-lived assets. Application of these assumptions requires the exercise of judgment as to future uncertainties and, as a result, actual results could differ from these estimates. Investments in other real estate entities where the Company has the ability to exercise significant influence, but does not exercise financial and operating control, and is not considered to be the primary beneficiary are accounted for using the equity method. Investments in other real estate entities where the Company has virtually no influence are accounted for using the cost method. Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. All cash equivalents are held in commercial paper and money market funds. Supplemental disclosure of cash flow information: Year Ended December 31, 2018 2017 Cash paid for interest $ 9,156 $ 6,645 Distributions declared $ 3,154 $ 3,211 Mortgage assumed for acquisition $ - $ 14,000 Holding loss/gain in available for sale securities $ 606 $ 1,245 Non-cash purchase of investment property $ 242 $ 5 Restricted escrow deposits and related liability initially established related to assumption of mortgage payable $ - $ 2,578 Marketable Securities Marketable securities consist of debt securities that are designated as available-for-sale and are recorded at fair value. Unrealized holding gains or losses are reported as a component of accumulated other comprehensive income/(loss). Realized gains or losses resulting from the sale of these securities are determined based on the specific identification of the securities sold. An impairment charge is recognized when the decline in the fair value of a security below the amortized cost basis is determined to be other-than-temporary. The Company considers various factors in determining whether to recognize an impairment charge, including the duration and severity of any decline in fair value below our amortized cost basis, any adverse changes in the financial condition of the issuers and our intent and ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in market value. Revenue Recognition Revenues consist of amounts derived from hotel operations, including occupied hotel rooms and sales of food, beverage and other ancillary services and are presented on a disaggregated basis below. Revenues are recorded net of any sales or occupancy tax collected from our guests. Room revenue is generated through contracts with customers whereby the customers agree to pay a daily rate for right to use a hotel room. The Company's contract performance obligations are fulfilled at the end of the day that the customer is provided the room and revenue is recognized daily at the contract rate. Payment from the customer is secured at the end of the contract upon check-out by the customer from our hotel. The Company participates in frequent guest programs sponsored by the brand owners of our hotels whereby the brand owner allows guests to earn loyalty points during their hotel stay. The Company recognizes revenue at the amount earned that it will receive from the brand owner when a guest redeems their loyalty points by staying at one of the Company’s hotels. Revenue from food, beverage and other ancillary services is generated when a customer chooses to purchase goods or services separately from a hotel room and revenue is recognized when these goods or services are provided to the customer and the Company’s contract performance obligations have been fulfilled. Some contracts for rooms, food, beverage or other services require an upfront deposit which is recorded as deferred revenues (or contract liabilities) and recognized once the performance obligations are satisfied. The contract liabilities are not significant. The Company notes no significant judgments regarding the recognition of room, food and beverage or other revenues. The following table represents the total revenues from hotel operations on a disaggregated basis: For the Year Ended December 31, Revenues 2018 2017 Room $ 75,520 $ 69,552 Food, beverage and other 4,621 3,705 Total revenues $ 80,141 $ 73,257 Accounts Receivable The Company analyzes accounts receivable and historical bad debt levels, customer credit worthiness and current economic trends when evaluating the adequacy of the allowance for doubtful accounts. The Company’s reported net income or loss is directly affected by management’s estimate of the collectability of accounts receivable. Investment in Real Estate Accounting for Acquisitions When the Company makes an investment in real estate assets, the cost of real estate assets acquired in an asset acquisition are allocated to the acquired tangible assets, consisting of land, building and improvements, furniture and fixtures and identified intangible assets and liabilities, consisting of the value of above-market and below-market leases, acquired in-place leases, and the value of tenant relationships, based in each case on their relative fair values, at the date of acquisition, based on evaluation of information and estimates available at that date, including independent appraisals that may be obtained in connection with the acquisition or financing of the respective property and other relevant market data. As final information regarding fair value of the assets acquired, liabilities assumed and noncontrolling interests is received and estimates are refined, appropriate adjustments are made to the purchase price allocation. The allocations are finalized as soon as all the information necessary is available and in no case later than within twelve months from the acquisition date. Fees incurred related to asset acquisitions are capitalized as part of the cost of the investment. Accounting for Real Estate Acquisitions Upon the acquisition of real estate operating properties that meet the definition of a business, the Company estimates the fair value of acquired tangible assets and identified intangible assets and liabilities and certain liabilities such as assumed debt and contingent liabilities, at the date of acquisition, based on evaluation of information and estimates available at that date, including independent appraisals that may be obtained in connection with the acquisition or financing of the respective property and other relevant market data. Based on these estimates, the Company evaluates the existence of goodwill or a gain from a bargain purchase and allocates the initial purchase price to the applicable assets, liabilities and noncontrolling interests, if any. As final information regarding fair value of the assets acquired, liabilities assumed and noncontrolling interests is received and estimates are refined, appropriate adjustments are made to the purchase price allocation. The allocations are finalized as soon as all the information necessary is available and in no case later than within twelve months from the acquisition date. Fees incurred related to the acquisition of real estate operating properties that meet the definition of a business are expensed as incurred within general and administrative costs within the consolidated statements of operations. Carrying Value of Assets The amounts capitalized as a result of periodic improvements and additions to real estate property, when applicable, and the periods over which the assets are depreciated or amortized, are determined based on the application of accounting standards that may require estimates as to fair value and the allocation of various costs to the individual assets. Differences in the amount attributed to the assets can be significant based upon the assumptions made in calculating these estimates. Impairment Evaluation Management evaluates the recoverability of its investments in real estate assets at the lowest identifiable level, the individual property level. Long-lived assets are tested for recoverability whenever events or changes in circumstances indicate that their carrying amount may not be recoverable. An impairment loss is recognized only if the carrying amount of a long-lived asset is not recoverable and exceeds its fair value. The Company evaluates the long-lived assets for potential impairment o asis and records animpairment charge when there is an indicator of impairment and the undiscounted projected cash flows are less than the carrying amount for a particular property. The estimated cash flows used for the impairment analysis and the determination of estimated fair value are based on the Company’s plans for the respective assets and the Company’s views of market and economic conditions. The estimates consider matters such as current and historical rental rates, occupancies for the respective properties and comparable properties, and recent sales data for comparable properties. Changes in estimated future cash flows due to changes in the Company’s plans or views of market and economic conditions could result in recognition of impairment losses, which, under the applicable accounting guidance, could be substantial. As of December 31, 2018 and 2017, the Company did not recognize any impairment charges. Depreciation and Amortization Depreciation expense is computed based on the straight-line method over the estimated useful life of the applicable real estate asset. We generally use estimated useful lives of up to thirty-nine years for buildings and improvements and five to ten years for furniture and fixtures. Expenditures for ordinary maintenance and repairs are charged to expense as incurred. Deferred Costs Deferred financing costs are recorded at cost and consist of loan fees and other costs incurred in issuing debt. Amortization of deferred financing costs is computed using a method that approximates the effective interest method over the term of the related debt and is included in interest expense in the consolidated statements of operations. Unamortized deferred financing costs are included as a direct deduction from the related debt in the consolidated balance sheets. Investments in Unconsolidated Affiliated Entities The Company evaluates all investments in other entities for consolidation. The Company considers its percentage interest in the joint venture, evaluation of control and whether a variable interest entity exists when determining whether or not the investment qualifies for consolidation or if it should be accounted for as an unconsolidated investment under either the equity or cost method of accounting. If an investment qualifies for the equity method of accounting, the Company’s investment is recorded initially at cost, and subsequently adjusted for equity in net income or loss and cash contributions and distributions. The net income or loss of an unconsolidated investment is allocated to its investors in accordance with the provisions of the operating agreement of the entity. The allocation provisions in these agreements may differ from the ownership interest held by each investor. Differences, if any, between the carrying amount of the Company’s investment in the respective joint venture and our share of the underlying equity of such unconsolidated entity are amortized over the respective lives of the underlying assets as applicable. These items are reported as a single line item in the statements of operations as from investments in unconsolidated affiliated entities. If an investment qualifies for the cost method of accounting, our investment is recorded initially at cost, and subsequently adjusted for cash contributions and distributions resulting from any capital events. Distributions received from the underlying entity are recorded as interest or dividend income. On a quarterly basis, the Company assesses whether the value of its investments in unconsolidated entities have been impaired. An investment is impaired only if management’s estimate of the fair value of the investment is less than the carrying value of the investment, and such decline in value is deemed to be other than temporary. The ultimate realization of our investment in partially owned entities is dependent on a number of factors including the performance of that entity and market conditions. If the Company determines that a decline in the value of a partially owned entity is other than temporary, it will record an impairment charge. Management believes no impairment of its investments in unconsolidated affiliated entities existed as of December 31, 2018 and 2017. Income Taxes The Company elected to be taxed as a REIT commencing with the taxable year ending December 31, 2009. If the Company remains qualified as a REIT, it generally will not be subject to U.S. federal income tax on its net taxable income that it distributes currently to its stockholders. To maintain its REIT qualification under the Internal Revenue Code of 1986, as amended, or the Code, the Company must meet a number of organizational and operational requirements, including a requirement that it annually distribute to its stockholders at least 90% The Company engages in certain activities through taxable REIT subsidiaries ("TRSs"). When the Company purchases a hotel it establishes a TRS and enters into an operating lease agreement for the hotel. As such, the Company may be subject to U.S. federal and state income taxes and franchise taxes from these activities. As of December 31, 2018 and 2017, the Company had no material uncertain income tax positions Fair Value of Financial Instruments The carrying amounts of cash and cash equivalents, restricted cash, accounts receivable and other assets, accounts payable and other accrued expenses, margin loan, due to related party, and distributions payable approximated their fair values as of December 31, 2018 and 2017 because of the short maturity of these instruments. The estimated fair value of our mortgages payable is as follows: As of December 31, 2018 As of December 31, 2017 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Mortgages payable $ 153,985 $ 154,134 $ 144,509 $ 144,942 The fair value of our mortgages payable was determined by discounting the future contractual interest and principal payments by market interest rates. Accounting for Derivative Financial Investments and Hedging Activities. The Company may enter into derivative financial instrument transactions in order to mitigate interest rate risk on a related financial instrument. The Company may designate these derivative financial instruments as hedges and apply hedge accounting. The Company will record all derivative instruments at fair value on the consolidated balance sheet. Concentration of Risk The Company maintains its cash in bank deposit accounts, which, at times, may exceed U.S. federally insured limits. The Company believes it is not exposed to any significant credit risk on cash and cash equivalents. Basic and Diluted Net Earnings per Common Share The Company had no potentially dilutive securities outstanding during the periods presented. Accordingly, earnings per share is calculated by dividing net income attributable to common shareholders by the weighted-average number of shares of common stock outstanding during the applicable period. Recently Adopted Accounting Pronouncements Effective January 1, 2018 the Company adopted guidance issued by the Financial Accounting Standards Board (“FASB”) that requires amounts that are generally described as restricted cash and restricted cash equivalents to be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The Company adopted this standard using the retrospective transition method . As required by the Company’s lenders, restricted cash is held in escrow accounts for anticipated capital expenditures, real estate taxes, and other reserves for certain of our consolidated properties. Capital reserves are typically utilized for non-operating expenses such as major capital expenditures. Alternatively, a lender may require its own formula for an escrow of capital reserves. Restricted cash may also include certain funds temporarily placed in escrow with qualified intermediaries to facilitate potential like-kind exchange transactions in accordance with Section 1031 of the Internal Revenue Code of 1986, as amended. The following is a summary of the Company’s cash, cash equivalents, and restricted cash total as presented in our statements of cash flows for the periods presented: December 31, 2018 2017 Cash and cash equivalents $ 27,293 $ 44,449 Restricted cash 3,367 5,724 Total cash, cash equivalents and restricted cash $ 30,660 $ 50,173 Effective January 1, 2018 the Company adopted guidance issued by the FASB that requires companies to measure investments in equity securities, except those accounted for under the equity method, at fair value and recognize any changes in fair value in net income. Since all of the Company’s marketable securities, available for sale, are debt securities this guidance had no impact on the Company’s consolidated financial statements. Effective January 1, 2018, the Company adopted guidance issued by the FASB that clarifies the definition of a business and assists in the evaluation of whether a transaction is accounted for as an acquisition of an asset or as a business combination. The guidance provides a test to determine when a set of assets and activities acquired is not a business. When substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets, the set is not a business. Additionally, assets acquired, liabilities assumed, and any noncontrolling interest will be measured at their relative fair values. The Company anticipates future acquisitions of real estate assets, if any, will likely qualify as an asset acquisition. Therefore, any future transaction costs associated with an asset acquisition will be capitalized and accounted for in accordance with this guidance. Effective January 1, 2018, the Company adopted guidance issued by the FASB that outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most of the previous revenue recognition guidance. The new guidance requires companies to apply a five-step model in accounting for revenue arising from contracts with customers, as well as enhance disclosures regarding revenue recognition. Additionally, the sale of real estate is required to follow the new model. The Company adopted this standard using the modified retrospective transition method. Due to the short-term nature of the Company's revenue streams, the adoption of this standard did not have an impact on the amount and timing of revenue recognition for revenues from rooms and food, beverage and other ancillary services. The adoption of this standard had no impact on the Company's revenue or net income, and, therefore, no adjustment was recorded to the Company's opening balance of accumulated surplus. The Company also considered and determined that presenting revenue disaggregated by rooms and food, beverage and other depicts the appropriate categories about the nature and timing of its revenue streams and that no additional disaggregation is needed. New Accounting Pronouncements In August 2018, the Securities and Exchange Commission adopted the final rule amending certain disclosure requirements that have become redundant, duplicative, overlapping, outdated, or superseded. In addition, the amendments expand the disclosure requirements on the analysis of stockholders' equity for interim financial statements. Under the amendments, an analysis of changes in each caption of stockholders' equity presented in the balance sheet must be provided in a note or separate statement. The rule was effective on November 5, 2018 and will be effective for the quarter that begins after the effective date. Since the Company already includes a year to date consolidated statement of stockholders’ equity in our interim financial statement filings, the adoption of this guidance will result in the inclusion of a quarter to date consolidated statement of stockholders equity in our second and third quarter interim financial statement filings and the inclusion of corresponding prior periods statement of stockholders’ equity for all periods presented. In February 2016, the FASB issued an accounting standards update which supersedes the existing lease accounting model, and modifies both lessee and lessor accounting. The new guidance will require lessees to recognize a liability to make lease payments and a right-of-use asset, initially measured at the present value of lease payments, for both operating and financing leases, with classification affecting the pattern of expense recognition in the statement of earnings. For leases with a term of 12 months or less, lessees will be permitted to make an accounting policy election by class of underlying asset to not recognize lease liabilities and lease assets. The standard offers several practical expedients for transition and certain expedients specific to lessees or lessors. Both lessees and lessors are permitted to make an election to apply a package of practical expedients available for implementation under the standard. The Company intends to apply the package of practical expedients and certain other transition expedients. For transition, the Company intends to recognize all effects of transition in the beginning of the adoption reporting period on January 1, 2019. We expect that the adoption of this standard will result in the recognition of right-of-use assets and related lease liability accounts on the consolidated balance sheet but is not expected to have a material effect on our consolidated financial position or our results of operations. The Company has reviewed and determined that other recently issued accounting pronouncements will not have a material impact on its financial position, results of operations and cash flows, or do not apply to its current operations. Reclassifications Certain prior period amounts may have been reclassified to conform to the current year presentation. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Acquisitions | 3. Acquisitions Hyatt – New Orleans On November 6, 2017, the Company completed the acquisition of a 170-room select service hotel located in New Orleans, Louisiana (the “Hyatt – New Orleans”) from an unrelated third party, for an aggregate purchase price of approximately $32.0 million, less certain adjustments, paid in cash, and excluding closing and other related transaction costs. The acquisition was funded with cash on hand and cash that had been held in escrow by a qualified intermediary in connection with the sale of a portfolio of seven hotels in July 2017 (see Note 4). In connection with the acquisition, the Advisor received an acquisition fee equal to 0.95% of the contractual purchase price, or approximately $0.3 million. The acquisition of the Hyatt – New Orleans was accounted for under the purchase method of accounting with the Company treated as the acquiring entity. Accordingly, the consideration paid by the Company to complete the acquisition of the Hyatt – New Orleans has been allocated to the assets acquired based upon their fair values as of the date of the acquisition. There was no contingent consideration related to this acquisition. Approximately $2.0 million was allocated to land and improvements, $27.4 million was allocated to building and improvements, and $2.6 million was allocated to furniture and fixtures and other assets. Residence Inn – Needham On December 5, 2017, the Company completed the acquisition of a 132-room select service hotel located in Needham , Massachusetts (the “Residence Inn – Needham”) from an unrelated third party, for an aggregate purchase price of $41.0 million, less certain adjustments, paid in cash, and excluding closing and other related transaction costs. The acquisition was funded with cash on hand and cash that had been held in escrow by a qualified intermediary in connection with the sale of a portfolio of seven hotels in July 2017 (see Note 4). In connection with the acquisition, the Advisor received an acquisition fee equal to 0.95% of the contractual purchase price, or approximately $0.4 million. The acquisition of the Residence Inn – Needham was accounted for under the purchase method of accounting with the Company treated as the acquiring entity. Accordingly, the consideration paid by the Company to complete the acquisition of the Residence Inn – Needham has been allocated to the assets acquired based upon their fair values as of the date of the acquisition. There was no contingent consideration related to this acquisition. Approximately $4.0 million was allocated to land and improvements, $35.3 million was allocated to building and improvements, and $1.7 million was allocated to furniture and fixtures and other assets. Courtyard – Paso Robles On December 14, 2017, the Company completed the acquisition of a 130-room select service hotel located in Paso Robles, California (the “Courtyard – Paso Robles”) from an unrelated third party, for an aggregate purchase price of approximately $26.4 million (the Company paid approximately $12.4 million in cash and assumed an existing $14.0 million non-recourse mortgage loan (the “Courtyard – Paso Robles Mortgage Loan”) collateralized by the Courtyard – Paso Robles), less certain adjustments and excluding closing and other related transaction costs. The Courtyard – Paso Robles Mortgage Loan matures in November 2023, bears interest at a fixed rate of 5.49% and requires monthly principal and interest payments through its stated maturity. The fair value of the Courtyard – Paso Robles Mortgage Loan approximated its outstanding balance as of the date of assumption. The acquisition was funded with cash on hand. In connection with the acquisition, the Advisor received an acquisition fee equal to 0.95% of the contractual purchase price, or approximately $0.3 million. The acquisition of the Courtyard – Paso Robles was accounted for under the purchase method of accounting with the Company treated as the acquiring entity. Accordingly, the consideration paid and liabilities assumed by the Company to complete the acquisition of the Hyatt – New Orleans have been allocated to the assets acquired based upon their fair values as of the date of the acquisition. There was no contingent consideration related to this acquisition. Approximately $3.4 million was allocated to land and improvements, $21.1 million was allocated to building and improvements, and $1.9 million was allocated to furniture and fixtures and other assets. Financial Information The following table provides the total amount of rental revenue and net income included in the Company’s consolidated statements of operations from the Courtyard – Paso Robles, the Residence Inn – Needham and the Hyatt – New Orleans since their respective dates of acquisition for the periods indicated: For the Years Ended December 31, 2018 2017 Rental revenue $ 21,473 $ 1,732 Net income/(loss) $ 2,035 $ (1,295 ) The following table provides unaudited pro forma results of operations for the period indicated, as if the Courtyard – Paso Robles, the Residence Inn – Needham and the Hyatt – New Orleans had been acquired at the beginning of the earliest period presented. Such pro forma results are not necessarily indicative of the results that actually would have occurred had these acquisitions been completed on the dates indicated, nor are they indicative of the future operating results of the combined company. For the Year Ended Pro forma rental revenue $ 95,242 Pro forma net income applicable to Company’s common shares $ 38,911 Pro forma net income per Company's common share, basic and diluted $ 2.13 |
Disposition of Limited Service
Disposition of Limited Service Hotels | 12 Months Ended |
Dec. 31, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposition of Limited Service Hotels | 4. Disposition of Limited Service Hotels On July 14, 2017, certain wholly and majority owned subsidiaries (collectively, the “Sellers”) of the Company’s operating partnership and certain subsidiaries of Phoenix American Hospitality, LLC (the “Buyers”), all unaffiliated third parties, entered into a purchase and sale agreement (the “Hotel Portfolio Agreement”) pursuant to which the Sellers disposed of their respective interests in a portfolio of seven limited service hotels (the “Hotel Portfolio”) to the Buyers for a contractual sales price of $101.0 million on the same date. The Hotel Portfolio, which had an aggregate of 778 rooms, was comprised of the following properties: the Aloft – Rogers; the Fairfield Inn - Jonesboro; the Courtyard - Baton Rouge; the Residence Inn - Baton Rouge; a TownePlace Suites by Marriott located in Harahan, Louisiana (the “TownePlace Suites - Metairie”); a TownePlace Suites by Marriott located in Johnson/Springdale, Arkansas (the “TownePlace Suites - Fayetteville”); and a Hampton Inn & Suites located in Fort Myers Beach, Florida (the “Hampton Inn - Fort Myers Beach”). On July 14, 2017, pursuant to the terms of the Hotel Portfolio Agreement, the Sellers completed the disposition of their interests in the Hotel Portfolio for $101.0 million to the Buyers. The Seller’s net proceeds from the disposition of the Hotel Portfolio were approximately $65.2 million, after the (i) repayment of certain mortgage indebtedness and related costs (ii) payment of closing costs and expenses and (iii) pro rations and other working capital adjustments. In connection with the disposition, the Company recorded a gain on the disposition of real estate of $38.2 million during the third quarter of 2017. Additionally, in connection with the disposition of the Hotel Portfolio, approximately $34.6 million of the proceeds were used towards the repayment of associated mortgage indebtedness and related costs (See Note 7). Additionally, approximately $57.2 million of the proceeds from the disposition of the Hotel Portfolio were placed in escrow with a qualified intermediary in order to facilitate potential like-kind exchange transactions in accordance with Section 1031 of the Internal Revenue Code. These funds were subsequently used in connection with the acquisitions of the Hyatt – New Orleans, Residence Inn – Needham and Courtyard – Paso Robles during the fourth quarter of 2017 (see Note 3). The disposition of the Hotel Portfolio did not qualify to be reported as discontinued operations since the disposition did not represent a strategic shift that had a major effect on the Company’s operations and financial results. Accordingly, the operating results of the Hotel Portfolio are reflected in the Company’s results from continuing operations for all periods presented through its date of disposition. |
Investments in Unconsolidated A
Investments in Unconsolidated Affiliated Entities | 12 Months Ended |
Dec. 31, 2018 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments in Unconsolidated Affiliated Entities | 5. Investments in Unconsolidated Affiliated Entities The entities listed below are partially owned by the Company. The Company accounts for these investments under the equity method of accounting as the Company exercises significant influence, but does not exercise financial and operating control over these entities. A summary of the Company’s investments in the unconsolidated affiliated entities is as follows: As of Entity Date of Ownership Ownership % December 31, 2018 December 31, 2017 Brownmill Various 48.58 % $ 4,967 $ 5,140 Hilton Garden Inn Joint Venture March 27, 2018 50.00 % 12,754 - Total investments in unconsolidated affiliated real estate entities $ 17,721 $ 5,140 Brownmill During 2010, 2011 and 2012, the Company entered into five separate contribution agreements with Lightstone Holdings LLC (‘‘LGH’’), a wholly-owned subsidiary of the Company’s Sponsor, pursuant to which LGH contributed to the Company an approximate aggregate 48.6% interest (34.4%, 5.6% and 8.6% in 2010, 2011 and 2012, respectively) in exchange for the Company issuing an aggregate of 48 units (33, 6 and 9 in 2010, 2011 and 2012, respectively) of Subordinated Profits Interests, at $100,000 per unit (at an aggregate total value of $4.8 million, of which $3.3 million, $0.6 million and $0.9 million were in 2010, 2011 and 2012, respectively), to Lightstone SLP II LLC. As of December 31, 2018, the Company owns a 48.6% membership interest in Brownmill is a non-managing interest. An affiliate of the Company’s Sponsor is the majority owner and manager of Brownmill. Profit and cash distributions are allocated in accordance with each investor’s ownership percentage. The Company accounts for its investment in Brownmill in accordance with the equity method of accounting. During the years ended December 31, 2018 and 2017, the Company received distributions from Brownmill aggregating $0.3 million and $0.9 million, respectively. Brownmill owns two retail properties known as Browntown Shopping Center, located in Old Bridge, New Jersey, and Millburn Mall, located in Vauxhaull, New Jersey, which collectively, are referred to as the “Brownmill Properties.” Brownmill Financial Information The Company’s carrying value of its interest in Brownmill differs from its share of member’s equity reported in the condensed balance sheet of Brownmill due to the Company’s basis of its investment in excess of the historical net book value of Brownmill. The Company’s additional basis allocated to depreciable assets is being recognized on a straight-line basis over the lives of the appropriate assets. The following table represents the condensed income statements for Brownmill for the periods indicated: For the Year Ended December 31, 2018 For the Year Ended December 31, 2017 Revenues $ 3,462 $ 3,521 Property operating expenses 1,522 1,491 Depreciation and amortization 714 749 Operating income 1,226 1,281 Interest expense and other, net (731 ) (563 ) Net income $ 495 $ 718 Company's share of earnings $ 240 $ 349 Additional depreciation and amortization expense (1) (129 ) (137 ) Company's earnings from investment $ 111 $ 212 1. Additional depreciation and amortization expense relates to the amortization of the difference between the cost of the interest in Brownmill and the amount of the underlying equity in net assets of Brownmill. The following table represents the condensed balance sheets for Brownmill: As of As of December 31, 2018 December 31, 2017 Real estate, at cost (net) $ 14,239 $ 14,697 Cash and restricted cash 1,055 727 Other assets 1,226 1,388 Total assets $ 16,520 $ 16,812 Mortgage payable $ 14,278 $ 14,485 Other liabilities 530 523 Members' capital 1,712 1,804 Total liabilities and members' $ 16,520 $ 16,812 Hilton Garden Inn Joint Venture On March 27, 2018, the Company and its Sponsor’s other public program, Lightstone Value Plus Real Estate Investment Trust III, Inc. (“Lightstone REIT III”), acquired, through the Hilton Garden Inn Joint Venture, a 183-room, limited-service hotel located at 29-21 41 st In connection with the acquisition, the Company paid an acquisition fee of $0.3 million payable to the Advisor, equal to 1.0% of the Company’s pro-rata share of the contractual purchase price which is reflected in the Company’s carrying value which is included in investments in unconsolidated affiliated entities on the consolidated balance sheets. The Company paid approximately $12.9 million for a 50.0% membership interest in the Hilton Garden Inn Joint Venture, which is a co-managing interest. The Company accounts for its interest in the Hilton Garden Inn Joint Venture in accordance with the equity method of accounting because it exerts significant influence over but does not control the Hilton Garden Inn Joint Venture. All capital contributions and distributions of earnings from the Hilton Garden Inn Joint Venture are made on a pro rata basis in proportion to each Member’s equity interest percentage. Any distributions in excess of earnings from the Hilton Garden Inn Joint Venture are made to the Members pursuant to the terms of the Hilton Garden Inn Joint Venture’s operating agreement. The Company commenced recording its allocated portion of profit/loss and cash distributions beginning as of March 27, 2018 with respect to its membership interest of 50.0% in the Hilton Garden Inn Joint Venture. During the year ended December 31, 2018, the Company received distributions from the Hilton Garden Inn Joint Venture aggregating $0.6 million. Hilton Garden Inn Joint Venture Financial Information The following table represents the condensed income statement for the Hilton Garden Inn Joint Venture for the period indicated: For the Period March 27, 2018 (date of investment) through December 31, 2018 Revenues $ 9,044 Property operating expenses 5,502 General and administrative costs 62 Depreciation and amortization 1,914 Operating income 1,566 Interest expense and other, net (1,465 ) Net income $ 101 Company's share of net income (50.00%) $ 51 The following table represents the condensed balance sheet for the Hilton Garden Inn Joint Venture: As of December 31, 2018 Investment property, net $ 58,799 Cash 554 Other assets 1,218 Total assets $ 60,571 Mortgage payable, net $ 34,766 Other liabilities 867 Members' capital 24,938 Total liabilities and members' capital $ 60,571 |
Marketable Securities and Fair
Marketable Securities and Fair Value Measurements | 12 Months Ended |
Dec. 31, 2018 | |
Marketable Securities, Margin Loan and Fair Value Measurements [Abstract] | |
Marketable Securities and Fair Value Measurements | 6. Marketable Securities, Fair Value Measurements and Margin Loan Marketable Securities: Marketable Securities The following is a summary of the Company’s available for sale securities as of the dates indicated: As of December 31, 2018 Adjusted Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Debt Securities $ 8,718 $ - $ (817 ) $ 7,901 Adjusted Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Debt Securities $ 9,989 $ - $ (211 ) $ 9,778 When evaluating the investments for other-than-temporary impairment, the Company reviews factors such as the length of time and extent to which fair value has been below cost basis, the financial condition of the issuer and any changes thereto, and the Company’s intent to sell, or whether it is more likely than not it will be required to sell, the investment before recovery of the investment’s amortized cost basis. As of December 31, 2018 and 2017, the Company did not recognize any impairment charges. Fair Value Measurements Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The standard describes a fair value hierarchy based on three levels of inputs, of which the first two are considered o bservable and the last unobservable, that may be used to measure fair value: • Level 1 – Quoted prices in active markets for identical assets or liabilities. • Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. As of December 31, 2018 and 2017, all of the Company’s were classified as Level 2 assets and there were no transfers between the level classifications during the year ended December 31, 2018. The fair values of the Company’s investments in are measured using readily available quoted prices for similar assets. The following table summarizes the estimated fair value of our investment ith stated contractual maturity dates, accounted for as available-for-sale securities and classified by the contractual maturity date of the securities: As of December 31, 2018 Due in 1 year $ - Due in 1 year through 5 years 4,725 Due in 5 year through 10 years - Due after 10 years 3,176 Total $ 7,901 The Company did not have any other significant financial assets or liabilities, which would require revised valuations that are recognized at fair value. Margin Loan The Company has access to a margin loan from a financial institution that holds custody of certain of the Company’s marketable securities. The margin loan is collateralized by the marketable securities in the Company’s account. The amounts available to the Company under the margin loan are at the discretion of the financial institution and not limited to the amount of collateral in its account. The margin loan bears interest at Libor plus 0.85% ( 3.35 |
Mortgages Payable
Mortgages Payable | 12 Months Ended |
Dec. 31, 2018 | |
Loans Payable [Abstract] | |
Mortgages payable, net | 7. Mortgages Payable Mortgages payable consisted of the following: Description Interest Rate Weighted Average Interest Rate as of December 31, 2018 Maturity Date Amount Due at Maturity As of December 31, 2018 As of December 31, 2017 Revolving Loan, secured by fifteen properties LIBOR + 3.50% 5.71% May 2021 $ 140,000 $ 140,000 $ - Courtyard – Paso Robles 5.49% 5.49% November 2023 13,022 13,985 14,000 Promissory Note, secured by two properties (Repaid in full see below) - 6,653 Revolving Loan, secured by nine properties (Repaid in full see below) - 73,616 Courtyard - Parsippany (Repaid in full see below) - 7,240 Hyatt – New Orleans (Repaid in full see below) - 18,000 Residence Inn – Needham (Repaid in full see below) - 25,000 Total mortgages payable 5.69% $ 153,022 153,985 144,509 Less: Deferred financing costs (1,085 ) (728 ) Total mortgages payable, net $ 152,900 $ 143,781 On May 17, 2018, the Company, through two wholly owned subsidiaries, entered into a loan agreement with Western Alliance Bank (“Western Alliance”) providing for a non-recourse revolving credit facility (the “Revolving ”) of up to $140.0 million. The Revolving bears interest at Libor plus 3.50%, has an initial term of three years, subject to two, one-year extension options at the sole discretion of Western Alliance, and provides for monthly interest-only payments with the unpaid principal balance due at maturity. The Revolvin aturity may be accelerated upon the occurrence of certain customary events of default. The Revolving Loan provides for borrowings up to 65.0% of the loan-to-value ratio of properties designated as collateral and also requires the maintenance of certain financial ratios, including a minimum debt yield ratio, which may also be achieved through principal paydowns on the outstanding balance of the Revolving Loan. On May 17, 2018, the Company received an initial advance of $123.8 million under the Revolving Loan and designated 13 of its hotel properties as collateral The Company used the initial proceeds from the Revolving Loan towards the repayment in full of an aggregate of $123.8 million of existing mortgage indebtedness as follows: $73.6 million of the proceeds were used to repay in full a non-recourse revolving loan, secured by nine of its hotel properties, with a scheduled maturity in May 2018; $25.0 million of the proceeds were used to repay in full a non-recourse mortgage loan, secured by the Residence Inn by Marriott, Needham, Massachusetts, with a scheduled maturity in December 2020; $18.0 million of the proceeds were used to repay in full a non-recourse mortgage loan, secured by the Hyatt Place, New Orleans, Louisiana, with a scheduled maturity in December 2020; and $7.2 million of the proceeds were used to repay in full a non-recourse mortgage loan, secured by the Courtyard by Marriott, Parsippany, New Jersey, with a scheduled maturity in August 2018. On June 6, 2018, the Company received the remaining proceeds available under the Revolving Loan of $16.2 million and designated two additional hotels as collateral. The Company used approximately $6.6 In connection with its acquisition of the Courtyard – Paso Robles on December 14, 2017, the Company assumed an existing $14.0 of 5.49% Principal Maturities The following table, based on the initial terms of the mortgages, sets forth their aggregate estimated contractual principal maturities, including balloon payments due at maturity, as of December 31, 2018: 2019 2020 2021 2022 2023 Thereafter Total Principal maturities $ 179 $ 187 $ 140,200 $ 211 $ 13,208 $ - $ 153,985 Less: Deferred financing costs (1,085 ) Total principal maturities, net $ 152,900 Restricted escrows Pursuant to the Company’s loan agreements, escrows in the amount of $3.4 million and $5.2 million were held in restricted cash accounts as of December 31, 2018 and 2017, respectively. Such escrows will be released in accordance with the applicable loan agreements for payments of real estate taxes, insurance and capital improvement transactions, as required. Certain of our mortgages payable also contain clauses providing for prepayment penalties. Debt Compliance Certain of our debt agreements also contain clauses providing for prepayment d $ 1.9 million, respectively, no later than 55 days after the |
Stockholder's Equity
Stockholder's Equity | 12 Months Ended |
Dec. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | 8. Stockholder’s Equity Preferred Shares Shares of preferred stock may be issued in the future in one or more series as authorized by the Company’s Board of Directors. Prior to the issuance of shares of any series, the Board of Directors is required by the Company’s charter to fix the number of shares to be included in each series and the terms, preferences, conversion or other rights, voting powers, restrictions, limitations as to dividends or other distributions, qualifications and terms or conditions of redemption for each series. Because the Company’s Board of Directors has the power to establish the preferences, powers and rights of each series of preferred stock, it may provide the holders of any series of preferred stock with preferences, powers and rights, voting or otherwise, senior to the rights of holders of our common stock. The issuance of preferred stock could have the effect of delaying, deferring or preventing a change in control of the Company, including an extraordinary transaction (such as a merger, tender offer or sale of all or substantially all of our assets) that might provide a premium price for holders of the Company’s common stock. To date, the Company had no outstanding preferred shares. Common Shares All of the common stock offered by the Company will be duly authorized, fully paid and nonassessable. Subject to the preferential rights of any other class or series of stock and to the provisions of its charter regarding the restriction on the ownership and transfer of shares of our stock, holders of the Company’s common stock will be entitled to receive distributions if authorized by the Board of Directors and to share ratably in the Company’s assets available for distribution to the stockholders in the event of a liquidation, dissolution or winding-up. Each outstanding share of the Company’s common stock entitles the holder to one vote on all matters submitted to a vote of stockholders, including the election of directors. There is no cumulative voting in the election of directors, which means that the holders of a majority of the outstanding common stock can elect all of the directors then standing for election, and the holders of the remaining common stock will not be able to elect any directors. Holders of the Company’s common stock have no conversion, sinking fund, redemption or exchange rights, and have no preemptive rights to subscribe for any of its securities. Maryland law provides that a stockholder has appraisal rights in connection with some transactions. However, the Company’s charter provides that the holders of its stock do not have appraisal rights unless a majority of the Board of Directors determines that such rights shall apply. Shares of the Company’s common stock have equal dividend, distribution, liquidation and other rights. Under its charter, the Company cannot make any material changes to its business form or operations without the approval of stockholders holding at least a majority of the shares of our stock entitled to vote on the matter. These include (1) amendment of its charter, (2) its liquidation or dissolution, (3) its reorganization, and (4) its merger, consolidation or the sale or other disposition of its assets. Share exchanges in which the Company is the acquirer, however, do not require stockholder approval. Distributions U.S. federal income tax law requires that a REIT distribute annually at least 90% of its REIT taxable income (which does not equal net income, as calculated in accordance with GAAP) determined without regard to the deduction for dividends paid and excluding any net capital gain. In order to continue to qualify for REIT status, we may be required to make distributions in excess of cash available. Distributions are authorized at the discretion of our Board of Directors based on their analysis of our performance over the previous periods and expectations of performance for future periods. Such analyses may include actual and anticipated operating cash flow, capital expenditure needs, general financial and market conditions, proceeds from asset sales and other factors that our Board of Directors deem relevant. Our Board of Directors’ decisions will be substantially influenced by their obligation to ensure that we maintain our federal tax status as a REIT. We commenced regular quarterly distributions beginning with the fourth quarter of 2009. We may fund future distributions from borrowings if we do not generated sufficient cash flow from our operations to fund distributions. Our ability to continue to pay regular distributions and the size of these distributions will depend upon a variety of factors. For example, our borrowing policy permits us to incur short-term indebtedness, having a maturity of two years or less, and we may have to borrow funds on a short-term basis to meet the distribution requirements that are necessary to achieve the tax benefits associated with qualifying as a REIT. We cannot assure that regular quarterly distributions will continue to be made or that we will maintain any particular level of distributions that we have established or may establish. We are an accrual basis taxpayer, and as such our REIT taxable income could be higher than the cash available to us. We may therefore borrow to make distributions, which could reduce the cash available to us, in order to distribute 90% of our REIT taxable income as a condition to our election to be taxed as a REIT. These distributions made with borrowed funds may constitute a return of capital to stockholders. “Return of capital” refers to distributions to investors in excess of net income. To the extent that distributions to stockholders exceed earnings and profits, such amounts constitute a return of capital for U.S. federal income tax purposes, although such distributions might not reduce stockholders’ aggregate invested capital. Because our earnings and profits are reduced for depreciation and other non-cash items, it is likely that a portion of each distribution will constitute a tax-deferred return of capital for U.S. federal income tax purposes. On March 30, 2009, our Board of Directors declared an annualized distribution rate for each quarterly period commencing 30 days subsequent to us achieving the minimum offering of 500,000 shares our of common stock. The distribution was calculated based on stockholders of record each day during the applicable period at a rate of $0.00178082191 per share per day (the “Initial Annualized Distribution Rate”), and equaled a daily amount that, if paid each day for a 365-day period, would equal a 6.5% annualized rate based on the share price of $10.00. At the beginning of October 2009, we achieved our minimum offering of 500,000 shares of common stock and on November 3, 2009, our Board of Directors declared our first quarterly distribution at the Initial Annualized Distribution Rate for the three-month period ending December 31, 2009. Subsequently, our Board of Directors declared regular quarterly distributions at the Initial Annualized Distribution Rate. On September 25, 2015, the Board of Directors resolved that future distributions declared to shareholders of record on the close of business on the last day of the quarter during the applicable quarter would be targeted to be paid at a rate of $0.0019178 per day (the “Revised Annualized Distribution Rate”), which would equal a daily amount that, if paid each day for a 365-day period, would equal a 7.0% annualized rate based on a share price of $10.00, which would be an increase over the prior quarterly distributions of an annualized rate of 6.5%. Commencing with the three-month period ended December 31, 2015, our Board of Directors has declared regular quarterly distributions at the Revised Annualized Distribution Rate. Total distributions declared during the years ended December 31, 2018 and 2017 were $12.6 million and $14.9 million, respectively. Additionally, on February 28, 2017, our Board of Directors declared a special distribution, payable to stockholders of record on February 28, 2017, for the difference between the Revised Annualized Distribution Rate and the Initial Annualized Distribution Rate for the period from October 1, 2009 through September 30, 2015. This distribution was calculated based on stockholders of record each day during the applicable period at a rate of $0.000136986 per share per day, and equals a daily amount that, if paid each day for a 365-day period, would equal an 0.5% annualized rate based on the share price of $10.00. The Company had previously commenced making regular quarterly distributions to shareholders at the Revised Annualized Distribution Rate for quarterly periods commencing on October 1, 2015. Additionally, on February 28, 2017, the Board of Directors also declared a special distribution on the Subordinated Profits Interests for the period commencing with their issuance through December 31, 2016 at the Revised Annualized Distribution Rate. The special distributions declared on February 28, 2017 are collectively referred to as the “Catch-Up Distribution.” The Catch-Up Distribution, which was paid on March 15, 2017, totaled $6.3 million ($2.1 million and $4.2 million on common shares and Subordinated Profits Interests, respectively.) On March 19, 2019, we declared the quarterly distribution for the three-month period ended March 31, 2019 at the Revised Annualized Distribution Rate payable to stockholders of record on the close of business on the last day of the quarter, which will be paid on or about April 15, 2019. The amount of distributions paid to our stockholders in the future will be determined by our Board of Directors and are dependent on a number of factors, including funds available for payment of distributions, our financial condition, capital expenditure requirements and annual distribution requirements needed to maintain our status as a REIT under the Code. DRIP and Share Repurchase Programs Our stockholders had the option to elect the receipt of shares of common stock in lieu of cash under our distribution reinvestment plan (the “DRIP”). On January 19, 2015, the Board of Directors suspended the Company’s DRIP effective April 15, 2015. For so long as the DRIP remains suspended, all future distributions will be in the form of cash. Our share repurchase program (the “Share Repurchase Program”) may provide our stockholders with limited, interim liquidity by enabling them to sell their shares back to us, subject to restrictions. From our inception through December 31, 2017, we redeemed 0.7 0.3 or 58 % of redemption requests received during the period , at an average price per share of $9.89 per share. We funded share redemptions for the periods noted above from the cumulative proceeds of the sale of shares of common shares pursuant to our DRIP and from our operating funds. Prior to December 13, 2018, the price at which stockholders who have held shares of common stock for the required one-year period may sell shares of common stock back to us was the lesser of (i) $10.00 per share of common stock or (ii) the purchase price per share of common stock if purchased at a reduced price. In the case of the death of the stockholder, the purchase price per share was the lesser of the actual amount paid by the stockholder to acquire the shares or $10.00 per share. On December 13, 2018, our Board of Directors amended our Share Repurchase Program to immediately change the price for all purchases under our Share Repurchase Program from the lesser of $10.00 per share or the purchase price per share to 100% of the estimated net asset value per share of the Company’s common stock, which is $10.00 per share as of December 31, 2017. |
Noncontrolling Interests
Noncontrolling Interests | 12 Months Ended |
Dec. 31, 2018 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling Interest Disclosure [Text Block] | 9. Noncontrolling Interests The noncontrolling interests consist of (i) parties that hold units in the Operating Partnership (ii) membership interests held by in the Joint Venture and (iii) the membership interests held by minority owners in certain of our hotels. The units include Subordinated Profits Interests, limited partner units, and common units. With respect to the units in the Operating Partnership, the noncontrolling interest in the Company’s consolidated balance sheets as of December 31, 2018 and 2017 include (i) the 200 limited partner units held by the Advisor and (ii) 177 Subordinated Profits Interests units held by Lightstone SLP II LLC. S hare Description See Note 1 for a discussion of rights related to the Subordinated Profits Interests. The limited partner and common units of the Operating Partnership have similar rights as those of the Company’s stockholders including distribution rights. |
Related Party and Other Transac
Related Party and Other Transactions | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related Party and Other Transactions | 10. Related Party and Other Transactions The Company has agreements with the Advisor and Property Managers to pay certain fees, as follows, in exchange for services performed by these entities and other related party entities. The Company’s ability to secure financing and subsequent real estate operations are dependent upon its Advisor, Property Managers and their affiliates to perform such services as provided in these agreements. Fees Amount Acquisition Fee The Advisor is paid an acquisition fee equal to 0.95% of the gross contractual purchase price (including any mortgage assumed) of each property purchased. The Advisor is also be reimbursed for expenses that it incurs in connection with the purchase of a property. Property Management – Residential/Retail/ Hospitality The Property Managers is paid a monthly management fee of up to 5% of the gross revenues from residential, hospitality and retail properties. The Company may pay the Property Managers a separate fee for (i) the development of (ii) one-time initial rent-up or (iii) leasing-up of newly constructed properties in an amount not to exceed the fee customarily charged in arm’s length transactions by others rendering similar services in the same geographic area for similar properties as determined by a survey of brokers and agents in such area. Property Management – Office/Industrial The Property Managers are paid monthly property management and leasing fees of up to 4.5% of gross revenues from office and industrial properties. In addition, the Company may pay the Property Managers a separate fee for the one-time initial rent-up or leasing-up of newly constructed properties in an amount not to exceed the fee customarily charged in arm’s length transactions by others rendering similar services in the same geographic area for similar properties as determined by a survey of brokers and agents in such area. Asset Management Fee The Advisor or its affiliates are paid an asset management fee of 0.95% of the Company’s average invested assets, as defined, payable quarterly in an amount equal to 0.2375 of 1% of average invested assets as of the last day of the immediately preceding quarter. Reimbursement of Other expenses For any year in which the Company qualifies as a REIT, the Advisor must reimburse the Company for the amounts, if any, by which the total operating expenses, the sum of the advisor asset management fee plus other operating expenses paid during the previous fiscal year exceed the greater of 2% of average invested assets, as defined, for that fiscal year, or, 25% of net income for that fiscal year. Items such as property operating expenses, depreciation and amortization expenses, interest payments, taxes, non-cash expenditures, the special liquidation distribution, the special termination distribution, organization and offering expenses, and acquisition fees and expenses are excluded from the definition of total operating expenses, which otherwise includes the aggregate expense of any kind paid or incurred by the Company. The Advisor or its affiliates are reimbursed for expenses that may include costs of goods and services, administrative services and non-supervisory services performed directly for the Company by independent parties. Lightstone SLP II, LLC has acquired 177.0 Subordinated Profits Interests in the Operating Partnership for aggregate consideration of $17.7 million. These Subordinated Profits Interests, for which the aggregate consideration of $17.7 million will be repaid only after stockholders receive a stated preferred return and their net investment, may entitle Lightstone SLP II, LLC to a portion of any regular distributions made by the Operating Partnership. There were no distributions paid on the Subordinated Profit Interests through December 31, 2016. However, in connection with the Board of Directors declaration of the Catch-Up Distribution on February 28, 2017, it also declared that distributions be brought current through December 31, 2016 on the Subordinated Profits Interests at a 7% annualized rate of return which amounted to approximately $4.2 million and were paid to Lightstone SLP II, LLC on March 15, 2017. For the years ended December 31, 2018 and 2017, distributions on the Subordinated Profits Interests of $1.2 million and $0.9 million were declared and paid. Since inception through December 31, 2018, cumulative Subordinated Profits Interests distributions declared and paid were $6.3 million. Any future distributions at a 7% annualized rate of return to Lightstone SLP II, LLC will always be subordinated until stockholders receive a stated preferred return, as described below. The Subordinated Profits Interests may also entitle Lightstone SLP II, LLC to a portion of any liquidating distributions made by the Operating Partnership. The value of such distributions will depend upon the net sale proceeds upon the liquidation of the Company and, therefore, cannot be determined at the present time. Liquidating distributions to Lightstone SLP II, LLC will always be subordinated until stockholders receive a distribution equal to their initial investment plus a stated preferred return, as described below: Liquidating Stage Distributions Amount of Distribution 7% Stockholder Return Threshold Once stockholders have received liquidation distributions, and a cumulative non-compounded 7% return per year on their initial net investment, Lightstone SLP, LLC will receive available distributions until it has received an amount equal to its initial purchase price of the Subordinated Profits Interests plus a cumulative non-compounded return of 7% per year. Returns in Excess of 7% Once stockholders have received liquidation distributions, and a cumulative non-compounded return of 7% per year on their initial net investment, 70% of the aggregate amount of any additional distributions from the Operating Partnership will be payable to the stockholders, and 30% of such amount will be payable to Lightstone SLP II, LLC, until a 12% return is reached. Returns in Excess of 12% After stockholders and Lightstone SLP II, LLC have received liquidation distributions, and a cumulative non-compounded return of 12% per year on their initial net investment, 60% of any remaining distributions from the Operating Partnership will be distributable to stockholders, and 40% of such amount will be payable to Lightstone SLP II, LLC. Operating Stage Distributions Amount of Distribution 7% stockholder Return Threshold Once a cumulative non-compounded return of 7% return on their net investment is realized by stockholders, Lightstone SLP II, LLC is eligible to receive available distributions from the Operating Partnership until it has received an amount equal to a cumulative non-compounded return of 7% per year on the purchase price of the Subordinated Profits Interests. “Net investment” refers to $10 per share, less a pro rata share of any proceeds received from the sale or refinancing of the Company’s assets. Returns in excess of 7% Once a cumulative non-compounded return of 7% per year is realized by stockholders on their net investment, 70% of the aggregate amount of any additional distributions from the Operating Partnership will be payable to the stockholders, and 30% of such amount will be payable to Lightstone SLP II, LLC until a 12% return is reached. Returns in Excess of 12% After the 12% return threshold is realized by stockholders and Lightstone SLP II, LLC, 60% of any remaining distributions from the Operating Partnership will be distributable to stockholders, and 40% of such amount will be payable to Lightstone SLP II, LLC. The Company, pursuant to the related party arrangements described above, has recorded the following amounts for the years indicated: 2018 2017 Acquisition fees $ 285 $ - Acquisition fees (general and administrative costs) - 936 Asset management fees 2,979 2,226 Total $ 3,264 $ 3,162 Other Related Party Transactions From time to time, the Company purchases title insurance from an agent in which our Sponsor owns a 50% limited partnership interest. Because this title insurance agent receives significant fees for providing title insurance, our Advisor may face a conflict of interest when considering the terms of purchasing title insurance from this agent. However, prior to the purchase by the Company of any title insurance, an independent title consultant with more than 25 years of experience in the title insurance industry reviews the transaction, and performs market research and competitive analysis on our behalf. The Company did not use this title insurance agent during the year ended December 31, 2018 and paid approximately $159 in fees to this title insurance agent during the year ended December 31, 2017. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 11. Commitments and Contingencies Management Agreements The Company’s hotels operate pursuant to management agreements with various third-party management companies. The management companies perform management functions including, but not limited to, hiring and supervising employees, establishing room prices, establishing administrative policies and procedures, managing expenditures and arranging and supervising public relations and advertising. The Management Agreements are for terms ranging from 1 year to 10 years however, the agreements can be cancelled for any reason by the Company after giving sixty days notice after the one year anniversary of the commencement of the respective agreement. The Management Agreements provide for the payment of a base management fee equal to 3% to 3.5% of gross revenues, as defined, and an incentive management fee based on the operating results of the hotel, as defined. The base management fee and incentive management fee, if any, are recorded as a component of property operating expenses in the consolidated statements of operations. Franchise Agreements As of December 31, 2018, the Company’s hotels operated pursuant to franchise agreements. Under the franchise agreements, the Company generally pays a fee equal to 5% of gross room sales, as defined, and a marketing fund charge from 1.5% to 3.5% of gross room sales. The franchise fee and marketing fund charge are recorded as property operating expenses in the consolidated statements of operations. The franchise agreements are for terms ranging from 15 years to 20 years, expiring between 2025 and 2037. Legal Proceedings From time to time in the ordinary course of business, the Company may become subject to legal proceedings, claims or disputes. While any proceeding or litigation has an element of uncertainty, management currently believes that the likelihood of an unfavorable outcome with respect to the aforementioned legal proceedings is remote. No provision for loss has been recorded in connection therewith. As of the date hereof, the Company is not a party to any material pending legal proceedings of which the outcome is probable or reasonably possible to have a material adverse effect on its results of operations or financial condition, which would require accrual or disclosure of the contingency and possible range of loss. Additionally, the Company has not recorded any loss contingencies related to legal proceedings in which the potential loss is deemed to be remote. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The consolidated financial statements include the accounts of Lightstone REIT II and the Operating Partnership and its subsidiaries (over which Lightstone REIT II exercises financial and operating control). As of December 31, 2018, had a 99% general partnership interest in the Operating Partnership. All inter-company balances and transactions have been eliminated in consolidation. The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses during a reporting period. The most significant assumptions and estimates relate to the valuation of real estate and investments in other real estate entities and depreciable lives of long-lived assets. Application of these assumptions requires the exercise of judgment as to future uncertainties and, as a result, actual results could differ from these estimates. Investments in other real estate entities where the Company has the ability to exercise significant influence, but does not exercise financial and operating control, and is not considered to be the primary beneficiary are accounted for using the equity method. Investments in other real estate entities where the Company has virtually no influence are accounted for using the cost method. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. All cash equivalents are held in commercial paper and money market funds. Supplemental disclosure of cash flow information: Year Ended December 31, 2018 2017 Cash paid for interest $ 9,156 $ 6,645 Distributions declared $ 3,154 $ 3,211 Mortgage assumed for acquisition $ - $ 14,000 Holding loss/gain in available for sale securities $ 606 $ 1,245 Non-cash purchase of investment property $ 242 $ 5 Restricted escrow deposits and related liability initially established related to assumption of mortgage payable $ - $ 2,578 |
Marketable Securities | Marketable Securities Marketable securities consist of debt securities that are designated as available-for-sale and are recorded at fair value. Unrealized holding gains or losses are reported as a component of accumulated other comprehensive income/(loss). Realized gains or losses resulting from the sale of these securities are determined based on the specific identification of the securities sold. An impairment charge is recognized when the decline in the fair value of a security below the amortized cost basis is determined to be other-than-temporary. The Company considers various factors in determining whether to recognize an impairment charge, including the duration and severity of any decline in fair value below our amortized cost basis, any adverse changes in the financial condition of the issuers and our intent and ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in market value. |
Revenue Recognition | Revenue Recognition Revenues consist of amounts derived from hotel operations, including occupied hotel rooms and sales of food, beverage and other ancillary services and are presented on a disaggregated basis below. Revenues are recorded net of any sales or occupancy tax collected from our guests. Room revenue is generated through contracts with customers whereby the customers agree to pay a daily rate for right to use a hotel room. The Company's contract performance obligations are fulfilled at the end of the day that the customer is provided the room and revenue is recognized daily at the contract rate. Payment from the customer is secured at the end of the contract upon check-out by the customer from our hotel. The Company participates in frequent guest programs sponsored by the brand owners of our hotels whereby the brand owner allows guests to earn loyalty points during their hotel stay. The Company recognizes revenue at the amount earned that it will receive from the brand owner when a guest redeems their loyalty points by staying at one of the Company’s hotels. Revenue from food, beverage and other ancillary services is generated when a customer chooses to purchase goods or services separately from a hotel room and revenue is recognized when these goods or services are provided to the customer and the Company’s contract performance obligations have been fulfilled. Some contracts for rooms, food, beverage or other services require an upfront deposit which is recorded as deferred revenues (or contract liabilities) and recognized once the performance obligations are satisfied. The contract liabilities are not significant. The Company notes no significant judgments regarding the recognition of room, food and beverage or other revenues. The following table represents the total revenues from hotel operations on a disaggregated basis: For the Year Ended December 31, Revenues 2018 2017 Room $ 75,520 $ 69,552 Food, beverage and other 4,621 3,705 Total revenues $ 80,141 $ 73,257 |
Accounts Receivable | Accounts Receivable The Company analyzes accounts receivable and historical bad debt levels, customer credit worthiness and current economic trends when evaluating the adequacy of the allowance for doubtful accounts. The Company’s reported net income or loss is directly affected by management’s estimate of the collectability of accounts receivable. |
Investment in Real Estate | Investment in Real Estate Accounting for Acquisitions When the Company makes an investment in real estate assets, the cost of real estate assets acquired in an asset acquisition are allocated to the acquired tangible assets, consisting of land, building and improvements, furniture and fixtures and identified intangible assets and liabilities, consisting of the value of above-market and below-market leases, acquired in-place leases, and the value of tenant relationships, based in each case on their relative fair values, at the date of acquisition, based on evaluation of information and estimates available at that date, including independent appraisals that may be obtained in connection with the acquisition or financing of the respective property and other relevant market data. As final information regarding fair value of the assets acquired, liabilities assumed and noncontrolling interests is received and estimates are refined, appropriate adjustments are made to the purchase price allocation. The allocations are finalized as soon as all the information necessary is available and in no case later than within twelve months from the acquisition date. Fees incurred related to asset acquisitions are capitalized as part of the cost of the investment. Accounting for Real Estate Acquisitions Upon the acquisition of real estate operating properties that meet the definition of a business, the Company estimates the fair value of acquired tangible assets and identified intangible assets and liabilities and certain liabilities such as assumed debt and contingent liabilities, at the date of acquisition, based on evaluation of information and estimates available at that date, including independent appraisals that may be obtained in connection with the acquisition or financing of the respective property and other relevant market data. Based on these estimates, the Company evaluates the existence of goodwill or a gain from a bargain purchase and allocates the initial purchase price to the applicable assets, liabilities and noncontrolling interests, if any. As final information regarding fair value of the assets acquired, liabilities assumed and noncontrolling interests is received and estimates are refined, appropriate adjustments are made to the purchase price allocation. The allocations are finalized as soon as all the information necessary is available and in no case later than within twelve months from the acquisition date. Fees incurred related to the acquisition of real estate operating properties that meet the definition of a business are expensed as incurred within general and administrative costs within the consolidated statements of operations. Carrying Value of Assets The amounts capitalized as a result of periodic improvements and additions to real estate property, when applicable, and the periods over which the assets are depreciated or amortized, are determined based on the application of accounting standards that may require estimates as to fair value and the allocation of various costs to the individual assets. Differences in the amount attributed to the assets can be significant based upon the assumptions made in calculating these estimates. Impairment Evaluation Management evaluates the recoverability of its investments in real estate assets at the lowest identifiable level, the individual property level. Long-lived assets are tested for recoverability whenever events or changes in circumstances indicate that their carrying amount may not be recoverable. An impairment loss is recognized only if the carrying amount of a long-lived asset is not recoverable and exceeds its fair value. The Company evaluates the long-lived assets for potential impairment o asis and records animpairment charge when there is an indicator of impairment and the undiscounted projected cash flows are less than the carrying amount for a particular property. The estimated cash flows used for the impairment analysis and the determination of estimated fair value are based on the Company’s plans for the respective assets and the Company’s views of market and economic conditions. The estimates consider matters such as current and historical rental rates, occupancies for the respective properties and comparable properties, and recent sales data for comparable properties. Changes in estimated future cash flows due to changes in the Company’s plans or views of market and economic conditions could result in recognition of impairment losses, which, under the applicable accounting guidance, could be substantial. As of December 31, 2018 and 2017, the Company did not recognize any impairment charges. |
Depreciation and Amortization | Depreciation and Amortization Depreciation expense is computed based on the straight-line method over the estimated useful life of the applicable real estate asset. We generally use estimated useful lives of up to thirty-nine years for buildings and improvements and five to ten years for furniture and fixtures. Expenditures for ordinary maintenance and repairs are charged to expense as incurred. |
Deferred Costs | Deferred Costs Deferred financing costs are recorded at cost and consist of loan fees and other costs incurred in issuing debt. Amortization of deferred financing costs is computed using a method that approximates the effective interest method over the term of the related debt and is included in interest expense in the consolidated statements of operations. Unamortized deferred financing costs are included as a direct deduction from the related debt in the consolidated balance sheets. |
Investments in Unconsolidated Affiliated Entities | Investments in Unconsolidated Affiliated Entities The Company evaluates all investments in other entities for consolidation. The Company considers its percentage interest in the joint venture, evaluation of control and whether a variable interest entity exists when determining whether or not the investment qualifies for consolidation or if it should be accounted for as an unconsolidated investment under either the equity or cost method of accounting. If an investment qualifies for the equity method of accounting, the Company’s investment is recorded initially at cost, and subsequently adjusted for equity in net income or loss and cash contributions and distributions. The net income or loss of an unconsolidated investment is allocated to its investors in accordance with the provisions of the operating agreement of the entity. The allocation provisions in these agreements may differ from the ownership interest held by each investor. Differences, if any, between the carrying amount of the Company’s investment in the respective joint venture and our share of the underlying equity of such unconsolidated entity are amortized over the respective lives of the underlying assets as applicable. These items are reported as a single line item in the statements of operations as from investments in unconsolidated affiliated entities. If an investment qualifies for the cost method of accounting, our investment is recorded initially at cost, and subsequently adjusted for cash contributions and distributions resulting from any capital events. Distributions received from the underlying entity are recorded as interest or dividend income. On a quarterly basis, the Company assesses whether the value of its investments in unconsolidated entities have been impaired. An investment is impaired only if management’s estimate of the fair value of the investment is less than the carrying value of the investment, and such decline in value is deemed to be other than temporary. The ultimate realization of our investment in partially owned entities is dependent on a number of factors including the performance of that entity and market conditions. If the Company determines that a decline in the value of a partially owned entity is other than temporary, it will record an impairment charge. Management believes no impairment of its investments in unconsolidated affiliated entities existed as of December 31, 2018 and 2017. |
Income Taxes | Income Taxes The Company elected to be taxed as a REIT commencing with the taxable year ending December 31, 2009. If the Company remains qualified as a REIT, it generally will not be subject to U.S. federal income tax on its net taxable income that it distributes currently to its stockholders. To maintain its REIT qualification under the Internal Revenue Code of 1986, as amended, or the Code, the Company must meet a number of organizational and operational requirements, including a requirement that it annually distribute to its stockholders at least 90% The Company engages in certain activities through taxable REIT subsidiaries ("TRSs"). When the Company purchases a hotel it establishes a TRS and enters into an operating lease agreement for the hotel. As such, the Company may be subject to U.S. federal and state income taxes and franchise taxes from these activities. As of December 31, 2018 and 2017, the Company had no material uncertain income tax positions |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying amounts of cash and cash equivalents, restricted cash, accounts receivable and other assets, accounts payable and other accrued expenses, margin loan, due to related party, and distributions payable approximated their fair values as of December 31, 2018 and 2017 because of the short maturity of these instruments. The estimated fair value of our mortgages payable is as follows: As of December 31, 2018 As of December 31, 2017 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Mortgages payable $ 153,985 $ 154,134 $ 144,509 $ 144,942 The fair value of our mortgages payable was determined by discounting the future contractual interest and principal payments by market interest rates. |
Accounting for Derivative Financial Investments and Hedging Activities. | Accounting for Derivative Financial Investments and Hedging Activities. The Company may enter into derivative financial instrument transactions in order to mitigate interest rate risk on a related financial instrument. The Company may designate these derivative financial instruments as hedges and apply hedge accounting. The Company will record all derivative instruments at fair value on the consolidated balance sheet. |
Concentration of Risk | Concentration of Risk The Company maintains its cash in bank deposit accounts, which, at times, may exceed U.S. federally insured limits. The Company believes it is not exposed to any significant credit risk on cash and cash equivalents. |
Basic and Diluted Net Earnings per Common Share | Basic and Diluted Net Earnings per Common Share The Company had no potentially dilutive securities outstanding during the periods presented. Accordingly, earnings per share is calculated by dividing net income attributable to common shareholders by the weighted-average number of shares of common stock outstanding during the applicable period. |
New Accounting Pronouncements | Recently Adopted Accounting Pronouncements Effective January 1, 2018 the Company adopted guidance issued by the Financial Accounting Standards Board (“FASB”) that requires amounts that are generally described as restricted cash and restricted cash equivalents to be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The Company adopted this standard using the retrospective transition method . As required by the Company’s lenders, restricted cash is held in escrow accounts for anticipated capital expenditures, real estate taxes, and other reserves for certain of our consolidated properties. Capital reserves are typically utilized for non-operating expenses such as major capital expenditures. Alternatively, a lender may require its own formula for an escrow of capital reserves. Restricted cash may also include certain funds temporarily placed in escrow with qualified intermediaries to facilitate potential like-kind exchange transactions in accordance with Section 1031 of the Internal Revenue Code of 1986, as amended. The following is a summary of the Company’s cash, cash equivalents, and restricted cash total as presented in our statements of cash flows for the periods presented: December 31, 2018 2017 Cash and cash equivalents $ 27,293 $ 44,449 Restricted cash 3,367 5,724 Total cash, cash equivalents and restricted cash $ 30,660 $ 50,173 Effective January 1, 2018 the Company adopted guidance issued by the FASB that requires companies to measure investments in equity securities, except those accounted for under the equity method, at fair value and recognize any changes in fair value in net income. Since all of the Company’s marketable securities, available for sale, are debt securities this guidance had no impact on the Company’s consolidated financial statements. Effective January 1, 2018, the Company adopted guidance issued by the FASB that clarifies the definition of a business and assists in the evaluation of whether a transaction is accounted for as an acquisition of an asset or as a business combination. The guidance provides a test to determine when a set of assets and activities acquired is not a business. When substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets, the set is not a business. Additionally, assets acquired, liabilities assumed, and any noncontrolling interest will be measured at their relative fair values. The Company anticipates future acquisitions of real estate assets, if any, will likely qualify as an asset acquisition. Therefore, any future transaction costs associated with an asset acquisition will be capitalized and accounted for in accordance with this guidance. Effective January 1, 2018, the Company adopted guidance issued by the FASB that outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most of the previous revenue recognition guidance. The new guidance requires companies to apply a five-step model in accounting for revenue arising from contracts with customers, as well as enhance disclosures regarding revenue recognition. Additionally, the sale of real estate is required to follow the new model. The Company adopted this standard using the modified retrospective transition method. Due to the short-term nature of the Company's revenue streams, the adoption of this standard did not have an impact on the amount and timing of revenue recognition for revenues from rooms and food, beverage and other ancillary services. The adoption of this standard had no impact on the Company's revenue or net income, and, therefore, no adjustment was recorded to the Company's opening balance of accumulated surplus. The Company also considered and determined that presenting revenue disaggregated by rooms and food, beverage and other depicts the appropriate categories about the nature and timing of its revenue streams and that no additional disaggregation is needed. New Accounting Pronouncements In August 2018, the Securities and Exchange Commission adopted the final rule amending certain disclosure requirements that have become redundant, duplicative, overlapping, outdated, or superseded. In addition, the amendments expand the disclosure requirements on the analysis of stockholders' equity for interim financial statements. Under the amendments, an analysis of changes in each caption of stockholders' equity presented in the balance sheet must be provided in a note or separate statement. The rule was effective on November 5, 2018 and will be effective for the quarter that begins after the effective date. Since the Company already includes a year to date consolidated statement of stockholders’ equity in our interim financial statement filings, the adoption of this guidance will result in the inclusion of a quarter to date consolidated statement of stockholders equity in our second and third quarter interim financial statement filings and the inclusion of corresponding prior periods statement of stockholders’ equity for all periods presented. In February 2016, the FASB issued an accounting standards update which supersedes the existing lease accounting model, and modifies both lessee and lessor accounting. The new guidance will require lessees to recognize a liability to make lease payments and a right-of-use asset, initially measured at the present value of lease payments, for both operating and financing leases, with classification affecting the pattern of expense recognition in the statement of earnings. For leases with a term of 12 months or less, lessees will be permitted to make an accounting policy election by class of underlying asset to not recognize lease liabilities and lease assets. The standard offers several practical expedients for transition and certain expedients specific to lessees or lessors. Both lessees and lessors are permitted to make an election to apply a package of practical expedients available for implementation under the standard. The Company intends to apply the package of practical expedients and certain other transition expedients. For transition, the Company intends to recognize all effects of transition in the beginning of the adoption reporting period on January 1, 2019. We expect that the adoption of this standard will result in the recognition of right-of-use assets and related lease liability accounts on the consolidated balance sheet but is not expected to have a material effect on our consolidated financial position or our results of operations. The Company has reviewed and determined that other recently issued accounting pronouncements will not have a material impact on its financial position, results of operations and cash flows, or do not apply to its current operations. |
Reclassifications | Reclassifications Certain prior period amounts may have been reclassified to conform to the current year presentation. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Supplemental Cash Flow Information | The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. All cash equivalents are held in commercial paper and money market funds. Supplemental disclosure of cash flow information: Year Ended December 31, 2018 2017 Cash paid for interest $ 9,156 $ 6,645 Distributions declared $ 3,154 $ 3,211 Mortgage assumed for acquisition $ - $ 14,000 Holding loss/gain in available for sale securities $ 606 $ 1,245 Non-cash purchase of investment property $ 242 $ 5 Restricted escrow deposits and related liability initially established related to assumption of mortgage payable $ - $ 2,578 |
Schedule of Revenue Recognition | The following table represents the total revenues from hotel operations on a disaggregated basis: For the Year Ended December 31, Revenues 2018 2017 Room $ 75,520 $ 69,552 Food, beverage and other 4,621 3,705 Total revenues $ 80,141 $ 73,257 |
Summary of Estimated Fair Value of Debt | The estimated fair value of our mortgages payable is as follows: As of December 31, 2018 As of December 31, 2017 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Mortgages payable $ 153,985 $ 154,134 $ 144,509 $ 144,942 |
Schedule of Cash and Cash Equivalents | The following is a summary of the Company’s cash, cash equivalents, and restricted cash total as presented in our statements of cash flows for the periods presented: December 31, 2018 2017 Cash and cash equivalents $ 27,293 $ 44,449 Restricted cash 3,367 5,724 Total cash, cash equivalents and restricted cash $ 30,660 $ 50,173 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Business Acquisition, Pro Forma Information Acquisition Date Actual | The following table provides the total amount of rental revenue and net income included in the Company’s consolidated statements of operations from the Courtyard – Paso Robles, the Residence Inn – Needham and the Hyatt – New Orleans since their respective dates of acquisition for the periods indicated: For the Years Ended December 31, 2018 2017 Rental revenue $ 21,473 $ 1,732 Net income/(loss) $ 2,035 $ (1,295 ) |
Business Acquisition, Pro Forma Information | The following table provides unaudited pro forma results of operations for the period indicated, as if the Courtyard – Paso Robles, the Residence Inn – Needham and the Hyatt – New Orleans had been acquired at the beginning of the earliest period presented. Such pro forma results are not necessarily indicative of the results that actually would have occurred had these acquisitions been completed on the dates indicated, nor are they indicative of the future operating results of the combined company. For the Year Ended Pro forma rental revenue $ 95,242 Pro forma net income applicable to Company’s common shares $ 38,911 Pro forma net income per Company's common share, basic and diluted $ 2.13 |
Investments in Unconsolidated_2
Investments in Unconsolidated Affiliated Entities (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Schedule of Equity Method Investments [Line Items] | |
Summary of Investments in Unconsolidated Entities | A summary of the Company’s investments in the unconsolidated affiliated entities is as follows: As of Entity Date of Ownership Ownership % December 31, 2018 December 31, 2017 Brownmill Various 48.58 % $ 4,967 $ 5,140 Hilton Garden Inn Joint Venture March 27, 2018 50.00 % 12,754 - Total investments in unconsolidated affiliated real estate entities $ 17,721 $ 5,140 |
Brownmill, LLC [Member] | |
Schedule of Equity Method Investments [Line Items] | |
Unaudited Condensed Income Statements of Affiliated Entities | The following table represents the condensed income statements for Brownmill for the periods indicated: For the Year Ended December 31, 2018 For the Year Ended December 31, 2017 Revenues $ 3,462 $ 3,521 Property operating expenses 1,522 1,491 Depreciation and amortization 714 749 Operating income 1,226 1,281 Interest expense and other, net (731 ) (563 ) Net income $ 495 $ 718 Company's share of earnings $ 240 $ 349 Additional depreciation and amortization expense (1) (129 ) (137 ) Company's earnings from investment $ 111 $ 212 1. Additional depreciation and amortization expense relates to the amortization of the difference between the cost of the interest in Brownmill and the amount of the underlying equity in net assets of Brownmill. |
Unaudited Condensed Balance Sheets of Affiliated Entities | The following table represents the condensed balance sheets for Brownmill: As of As of December 31, 2018 December 31, 2017 Real estate, at cost (net) $ 14,239 $ 14,697 Cash and restricted cash 1,055 727 Other assets 1,226 1,388 Total assets $ 16,520 $ 16,812 Mortgage payable $ 14,278 $ 14,485 Other liabilities 530 523 Members' capital 1,712 1,804 Total liabilities and members' $ 16,520 $ 16,812 |
Hilton Garden Inn Joint Venture [Member] | |
Schedule of Equity Method Investments [Line Items] | |
Unaudited Condensed Income Statements of Affiliated Entities | The following table represents the condensed income statement for the Hilton Garden Inn Joint Venture for the period indicated: For the Period March 27, 2018 (date of investment) through December 31, 2018 Revenues $ 9,044 Property operating expenses 5,502 General and administrative costs 62 Depreciation and amortization 1,914 Operating income 1,566 Interest expense and other, net (1,465 ) Net income $ 101 Company's share of net income (50.00%) $ 51 |
Unaudited Condensed Balance Sheets of Affiliated Entities | The following table represents the condensed balance sheet for the Hilton Garden Inn Joint Venture: As of December 31, 2018 Investment property, net $ 58,799 Cash 554 Other assets 1,218 Total assets $ 60,571 Mortgage payable, net $ 34,766 Other liabilities 867 Members' capital 24,938 Total liabilities and members' capital $ 60,571 |
Marketable Securities and Fai_2
Marketable Securities and Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Marketable Securities, Margin Loan and Fair Value Measurements [Abstract] | |
Summary of Available for Sale Securities | The following is a summary of the Company’s available for sale securities as of the dates indicated: As of December 31, 2018 Adjusted Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Debt Securities $ 8,718 $ - $ (817 ) $ 7,901 Adjusted Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Debt Securities $ 9,989 $ - $ (211 ) $ 9,778 |
Summary of Marketable Debt Securities | The following table summarizes the estimated fair value of our investment ith stated contractual maturity dates, accounted for as available-for-sale securities and classified by the contractual maturity date of the securities: As of December 31, 2018 Due in 1 year $ - Due in 1 year through 5 years 4,725 Due in 5 year through 10 years - Due after 10 years 3,176 Total $ 7,901 |
Mortgages Payable (Tables)
Mortgages Payable (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Loans Payable [Abstract] | |
Schedule of Mortgages Payable | Mortgages payable consisted of the following: Description Interest Rate Weighted Average Interest Rate as of December 31, 2018 Maturity Date Amount Due at Maturity As of December 31, 2018 As of December 31, 2017 Revolving Loan, secured by fifteen properties LIBOR + 3.50% 5.71% May 2021 $ 140,000 $ 140,000 $ - Courtyard – Paso Robles 5.49% 5.49% November 2023 13,022 13,985 14,000 Promissory Note, secured by two properties (Repaid in full see below) - 6,653 Revolving Loan, secured by nine properties (Repaid in full see below) - 73,616 Courtyard - Parsippany (Repaid in full see below) - 7,240 Hyatt – New Orleans (Repaid in full see below) - 18,000 Residence Inn – Needham (Repaid in full see below) - 25,000 Total mortgages payable 5.69% $ 153,022 153,985 144,509 Less: Deferred financing costs (1,085 ) (728 ) Total mortgages payable, net $ 152,900 $ 143,781 |
Schedule of Estimated Contractual Principal Maturities | The following table, based on the initial terms of the mortgages, sets forth their aggregate estimated contractual principal maturities, including balloon payments due at maturity, as of December 31, 2018: 2019 2020 2021 2022 2023 Thereafter Total Principal maturities $ 179 $ 187 $ 140,200 $ 211 $ 13,208 $ - $ 153,985 Less: Deferred financing costs (1,085 ) Total principal maturities, net $ 152,900 |
Related Party and Other Trans_2
Related Party and Other Transactions (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
Schedule of Fees to Related Parties | The Company, pursuant to the related party arrangements described above, has recorded the following amounts for the years indicated: 2018 2017 Acquisition fees $ 285 $ - Acquisition fees (general and administrative costs) - 936 Asset management fees 2,979 2,226 Total $ 3,264 $ 3,162 |
Organization (Details Textual)
Organization (Details Textual) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended |
May 20, 2008USD ($)$ / sharesshares | Dec. 31, 2018USD ($)shares | |
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | ||
Date of incorporation | Apr. 28, 2008 | |
Lightstone REIT, partnership formation date | Apr. 30, 2008 | |
General partner ownership interest | 99.00% | |
Advisor's contribution to operating partnership | $ 2 | |
Partnership units issued | 200 | |
Sponsor's cash contribution | $ 12,900 | |
Brownmill, LLC [Member] | ||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | ||
Ownership interest | 48.60% | |
Value of ownership interest | $ 4,800 | |
Subordinate profit interest units | shares | 177 | |
Aggregate value of subordinate profits | $ 17,700 | |
Advisory Services [Member] | ||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | ||
Stock Issued During Period, Shares, Issued for Services | shares | 20,000 | |
Stock Issued During Period, Value, Issued for Services | $ 200 | |
Stock Issued During Period Value Per Share New Issues | $ / shares | $ 10 | |
Hilton Garden Inn Joint Venture [Member] | ||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | ||
Ownership interest | 50.00% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Cash paid for interest | $ 9,156 | $ 6,645 |
Distributions declared but not paid | 3,154 | 3,211 |
Mortgage assumed for acquisition | 0 | 14,000 |
Holding loss/gain in available for sale securities | 606 | 1,245 |
Non-cash purchase of investment property | 242 | 5 |
Restricted escrow deposits and related liability initially established related to assumption of mortgage payable | $ 0 | $ 2,578 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details 1) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Revenues [Abstract] | ||
Revenues | $ 80,141 | $ 73,257 |
Room | ||
Revenues [Abstract] | ||
Revenues | 75,520 | 69,552 |
Food, beverage and other | ||
Revenues [Abstract] | ||
Revenues | $ 4,621 | $ 3,705 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Details 2) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Mortgages payable-Carrying Amount | $ 153,985 | $ 144,509 |
Mortgages payable-Estimated Fair Value | $ 154,134 | $ 144,942 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies (Details 3) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Summary of Significant Accounting Policies [Line Items] | |||
Cash and cash equivalents | $ 27,293 | $ 44,449 | |
Restricted cash | 3,367 | 5,724 | |
Total cash, cash equivalents and restricted cash | $ 30,660 | $ 50,173 | $ 46,667 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Summary of Significant Accounting Policies [Line Items] | ||
Percentage general partnership interest in common units operating partnership | 99.00% | |
Real Estate Investment Trust Mandated Annual Distributions Percentage Taxable Income | 90.00% | |
Net Cash Provided by (Used in) Investing Activities | $ (18,248) | $ 11,439 |
Retrospective Transition Method [Member] | ||
Summary of Significant Accounting Policies [Line Items] | ||
Net Cash Provided by (Used in) Investing Activities | $ 2,200 |
Acquisitions (Details)
Acquisitions (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Business Acquisition [Line Items] | ||
Rental revenue | $ 21,473 | $ 1,732 |
Net income/(loss) | $ 2,035 | $ (1,295) |
Acquisitions (Details 1)
Acquisitions (Details 1) $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2017USD ($)$ / shares | |
Business Acquisition [Line Items] | |
Pro forma rental revenue | $ 95,242 |
Pro forma net income applicable to Company's common shares | $ 38,911 |
Pro forma net income per Company's common share, basic and diluted | $ / shares | $ 2.13 |
Acquisitions (Details Textual)
Acquisitions (Details Textual) - USD ($) $ in Millions | Dec. 14, 2017 | Dec. 05, 2017 | Nov. 06, 2017 | Dec. 31, 2018 | Dec. 07, 2017 | Dec. 04, 2017 |
New Orleans Hyatt [Member] | ||||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||||
Business Combination, Consideration Transferred | $ 32 | |||||
Business Combination, Acquisition Related Costs | $ 0.3 | |||||
Business Combination Acquisition Fee Percentage | 0.95% | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Land | $ 2 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Buildings | 27.4 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | $ 2.6 | |||||
Residence Inn - Needham [Member] | ||||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||||
Business Combination, Consideration Transferred | $ 41 | |||||
Business Combination, Acquisition Related Costs | $ 0.4 | |||||
Business Combination Acquisition Fee Percentage | 0.95% | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Land | $ 4 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Buildings | 35.3 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | $ 1.7 | |||||
Courtyard - Paso Robles [Member] | ||||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||||
Business Combination, Consideration Transferred | $ 26.4 | |||||
Business Combination, Acquisition Related Costs | $ 0.3 | |||||
Interest Rate | 5.49% | |||||
Business Combination Acquisition Fee Percentage | 0.95% | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Land | $ 3.4 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Buildings | 21.1 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 1.9 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | $ 12.4 | |||||
Nonrecourse Mortgage Loan [Member] | Courtyard - Paso Robles [Member] | ||||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||||
Interest rate, Libor plus | 5.49% | |||||
Debt Instrument, Face Amount | $ 14 | |||||
Interest Rate | 5.49% |
Disposition of Limited Servic_2
Disposition of Limited Service Hotels (Details Textual) - USD ($) $ in Thousands | Jun. 06, 2018 | Jul. 14, 2017 | May 17, 2018 | Dec. 31, 2018 | Dec. 31, 2017 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Gain (Loss) on Disposition of Real Estate, Discontinued Operations | $ 0 | $ 37,465 | |||
Repayments of Secured Debt | $ 6,600 | $ 123,800 | $ 130,524 | $ 40,398 | |
Operating Partnership [Member] | Hotel Portfolio [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Disposal Group, Including Discontinued Operation, Consideration | $ 101,000 | ||||
Proceeds from Real Estate and Real Estate Joint Ventures | 65,200 | ||||
Gain (Loss) on Disposition of Real Estate, Discontinued Operations | 38,200 | ||||
Repayments of Secured Debt | 34,600 | ||||
Increase (Decrease) of Restricted Investments | $ 57,200 |
Investments in Unconsolidated_3
Investments in Unconsolidated Affiliated Entities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Schedule of Equity Method Investments [Line Items] | ||
Equity Method Investments | $ 17,721 | $ 5,140 |
Brownmill, LLC [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Date of Ownership | Various | |
Ownership % | 48.58% | |
Equity Method Investments | $ 4,967 | 5,140 |
Hilton Garden Inn Joint Venture [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Date of Ownership | March 27, 2018 | |
Ownership % | 50.00% | |
Equity Method Investments | $ 12,754 | $ 0 |
Investments in Unconsolidated_4
Investments in Unconsolidated Affiliated Entities (Details 1) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | ||
Schedule of Equity Method Investments [Line Items] | ||||
Company's share of earnings | $ 162 | $ 212 | ||
Brownmill, LLC [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Revenues | 3,462 | 3,521 | ||
Property operating expenses | 1,522 | 1,491 | ||
Depreciation and amortization | 714 | 749 | ||
Operating income | 1,226 | 1,281 | ||
Interest expense and other, net | (731) | (563) | ||
Net income | 495 | 718 | ||
Company's share of earnings | 240 | 349 | ||
Additional depreciation and amortization expense | [1] | (129) | (137) | |
Company's earnings from investment | $ 111 | $ 212 | ||
Hilton Garden Inn Joint Venture [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Revenues | $ 9,044 | |||
Property operating expenses | 5,502 | |||
General and administrative costs | 62 | |||
Depreciation and amortization | 1,914 | |||
Operating income | 1,566 | |||
Interest expense and other, net | (1,465) | |||
Net income | 101 | |||
Company's share of earnings | $ 51 | |||
[1] | Additional depreciation and amortization expense relates to the amortization of the difference between the cost of the interest in Brownmill and the amount of the underlying equity in net assets of Brownmill. |
Investments in Unconsolidated_5
Investments in Unconsolidated Affiliated Entities (Details 2) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Brownmill, LLC [Member] | ||
Equity method investment, assets | $ 16,520 | $ 16,812 |
Members' capital | 1,712 | 1,804 |
Total liabilities and members' capital | 16,520 | 16,812 |
Brownmill, LLC [Member] | Real estate, at cost (net) [Member] | ||
Equity method investment, assets | 14,239 | 14,697 |
Brownmill, LLC [Member] | Cash and restricted cash [Member] | ||
Equity method investment, assets | 1,055 | 727 |
Brownmill, LLC [Member] | Other assets [Member] | ||
Equity method investment, assets | 1,226 | 1,388 |
Brownmill, LLC [Member] | Mortgage payable [Member] | ||
Equity method investment, liabilities | 14,278 | 14,485 |
Brownmill, LLC [Member] | Other liabilities [Member] | ||
Equity method investment, liabilities | 530 | $ 523 |
Hilton Garden Inn Joint Venture [Member] | ||
Equity method investment, assets | 60,571 | |
Members' capital | 24,938 | |
Total liabilities and members' capital | 60,571 | |
Hilton Garden Inn Joint Venture [Member] | Real estate, at cost (net) [Member] | ||
Equity method investment, assets | 58,799 | |
Hilton Garden Inn Joint Venture [Member] | Cash and restricted cash [Member] | ||
Equity method investment, assets | 554 | |
Hilton Garden Inn Joint Venture [Member] | Other assets [Member] | ||
Equity method investment, assets | 1,218 | |
Hilton Garden Inn Joint Venture [Member] | Mortgage payable [Member] | ||
Equity method investment, liabilities | 34,766 | |
Hilton Garden Inn Joint Venture [Member] | Other liabilities [Member] | ||
Equity method investment, liabilities | $ 867 |
Investments in Unconsolidated_6
Investments in Unconsolidated Affiliated Entities (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | 36 Months Ended | ||||
Mar. 27, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2012 | |
Schedule of Equity Method Investments [Line Items] | |||||||
Equity Method Investments | $ 17,721 | $ 5,140 | |||||
Accrued Acquision Expense | $ 300 | ||||||
Brownmill, LLC [Member] | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Equity investment, percentage ownership purchased | 8.60% | 5.60% | (34.40%) | 48.60% | |||
Subordinated general partner participation, per unit cost | $ 100,000 | ||||||
Subordinated General Partner Participation Units | 177 | 9 | 6 | (33) | 48 | ||
Subordinate Profit Interest Value | $ 17,700 | $ 900 | $ 600 | $ 3,300 | $ 4,800 | ||
Equity Method Investment, Ownership Percentage | 48.58% | ||||||
Equity Method Investments | $ 4,967 | 5,140 | |||||
Proceeds from Distributions Received from Real Estate Partnerships | $ 300 | 900 | |||||
Hilton Garden Inn Joint Venture [Member] | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Equity Method Investment, Ownership Percentage | 50.00% | ||||||
Business Combination, Consideration Transferred | 60,000 | ||||||
Payments to Acquire Businesses, Net of Cash Acquired | 25,000 | ||||||
Payments for (Proceeds from) Businesses and Interest in Affiliates | $ 35,000 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Purchase Price of Common Stock, Percent | 1.00% | ||||||
Equity Method Investments | $ 12,754 | $ 0 | |||||
Proceeds from Distributions Received from Real Estate Partnerships | $ 600 |
Marketable Securities and Fai_3
Marketable Securities and Fair Value Measurements (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Schedule of Available-for-sale Securities [Line Items] | ||
Adjusted Cost | $ 8,718 | $ 9,989 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | (817) | (211) |
Fair Value | $ 7,901 | $ 9,778 |
Marketable Securities and Fai_4
Marketable Securities and Fair Value Measurements (Details 1) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Schedule of Available-for-sale Securities [Line Items] | ||
Due in 1 year | $ 0 | |
Due in 1 year through 5 years | 4,725 | |
Due in 5 year through 10 years | 0 | |
Due after 10 years | 3,176 | |
Total | $ 7,901 | $ 9,778 |
Marketable Securities and Fai_5
Marketable Securities and Fair Value Measurements (Details Textual) | 12 Months Ended |
Dec. 31, 2018 | |
Debt Instrument [Line Items] | |
Loans Receivable, Description of Variable Rate Basis | Libor plus 0.85% |
Margin Loan [Member] | |
Debt Instrument [Line Items] | |
Libor | 3.35% |
Interest rate, Libor plus | 0.85% |
Mortgages Payable (Details)
Mortgages Payable (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | ||
Weighted Average Interest Rate | 5.69% | |
Amount Due at Maturity | $ 153,022 | |
Total mortgages payable | 153,985 | $ 144,509 |
Less: Deferred financing costs | (1,085) | (728) |
Total mortgages payable, net | $ 152,900 | 143,781 |
Promissory Note, secured by two properties [Member] | ||
Debt Instrument [Line Items] | ||
Variable interest rate basis | (Repaid in full see below) | |
Total mortgages payable | $ 0 | 6,653 |
Revolving Loan, secured by nine properties [Member] | ||
Debt Instrument [Line Items] | ||
Variable interest rate basis | (Repaid in full see below) | |
Total mortgages payable | $ 0 | 73,616 |
Revolving Loan, secured by fifteen properties [Member] | ||
Debt Instrument [Line Items] | ||
Variable interest rate basis | LIBOR + 3.50% | |
Weighted Average Interest Rate | 5.71% | |
Maturity Date | May 31, 2021 | |
Amount Due at Maturity | $ 140,000 | |
Total mortgages payable | $ 140,000 | 0 |
Courtyard - Paso Robles [Member] | ||
Debt Instrument [Line Items] | ||
Interest Rate | 5.49% | |
Weighted Average Interest Rate | 5.49% | |
Maturity Date | Nov. 30, 2023 | |
Amount Due at Maturity | $ 13,022 | |
Total mortgages payable | 13,985 | 14,000 |
Total mortgages payable, net | $ 14,000 | |
Courtyard - Parsippany [Member] | ||
Debt Instrument [Line Items] | ||
Variable interest rate basis | (Repaid in full see below) | |
Total mortgages payable | $ 0 | 7,240 |
Hyatt - New Orleans [Member] | ||
Debt Instrument [Line Items] | ||
Variable interest rate basis | (Repaid in full see below) | |
Total mortgages payable | $ 0 | 18,000 |
Residence Inn - Needham [Member] | ||
Debt Instrument [Line Items] | ||
Variable interest rate basis | (Repaid in full see below) | |
Total mortgages payable | $ 0 | $ 25,000 |
Mortgages Payable (Details 1)
Mortgages Payable (Details 1) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
2019 | $ 179 | |
2020 | 187 | |
2021 | 140,200 | |
2022 | 211 | |
2023 | 13,208 | |
Thereafter | 0 | |
Total | 153,985 | $ 144,509 |
Less: Deferred financing costs | (1,085) | (728) |
Total principal maturiteis, net | $ 152,900 | $ 143,781 |
Mortgages Payable (Details Text
Mortgages Payable (Details Textual) - USD ($) $ in Thousands | Jun. 06, 2018 | Sep. 30, 2018 | May 17, 2018 | Dec. 31, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | |||||
Proceeds from Lines of Credit | $ 16,200 | ||||
Repayments of Secured Debt | $ 6,600 | $ 123,800 | $ 130,524 | $ 40,398 | |
Line of Credit Facility, Covenant Terms | The Revolving Loan provides for borrowings up to 65.0% of the loan-to-value ratio of properties designated as collateral and also requires the maintenance of certain financial ratios, including a minimum debt yield ratio, which may also be achieved through principal paydowns on the outstanding balance of the Revolving Loan. | ||||
Debt Instrument, Periodic Payment, Principal | $ 1,100 | $ 1,900 | |||
Debt Instrument, Maturity Date, Description | no later than 55 days after | ||||
Secured Debt | $ 152,900 | 143,781 | |||
Credit Agreement [Member] | |||||
Debt Instrument [Line Items] | |||||
Restricted escrows | $ 3,400 | $ 5,200 | |||
Revolving Loan, secured by nine properties [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 140,000 | ||||
Debt Instrument, Description of Variable Rate Basis | (Repaid in full see below) | ||||
Repayments of Secured Debt | 73,600 | ||||
Courtyard-Parsippany [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Description of Variable Rate Basis | (Repaid in full see below) | ||||
Repayments of Secured Debt | $ 7,200 | ||||
Western Alliance [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of Credit Facility, Description | an initial term of three years, subject to two, one-year extension options at the sole discretion of Western Alliance, | ||||
Debt Instrument, Term | 3 years | ||||
Debt Instrument, Basis Spread on Variable Rate | 3.50% | ||||
Western Alliance [Member] | Revolving Loan, secured by nine properties [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Description of Variable Rate Basis | Libor plus 3.50% | ||||
Proceeds from Lines of Credit | $ 123,800 | ||||
Residence Inn - Needham [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Description of Variable Rate Basis | (Repaid in full see below) | ||||
Repayments of Secured Debt | 25,000 | ||||
Hyatt - New Orleans [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Description of Variable Rate Basis | (Repaid in full see below) | ||||
Repayments of Secured Debt | $ 18,000 | ||||
Courtyard - Paso Robles [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Maturity Date | Nov. 30, 2023 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 5.49% | ||||
Secured Debt | $ 14,000 |
Stockholder's Equity (Details T
Stockholder's Equity (Details Textual) - USD ($) | 1 Months Ended | 12 Months Ended | ||||||
Dec. 13, 2018 | Feb. 28, 2017 | Sep. 25, 2015 | Oct. 31, 2009 | Mar. 30, 2009 | Dec. 31, 2018 | Dec. 31, 2017 | Mar. 15, 2017 | |
Stockholders Equity Note [Line Items] | ||||||||
REIT annual distribution, percent of taxable income | 90.00% | |||||||
Minimum number of shares issued in offering required to trigger distribution payments | 500,000 | 500,000 | ||||||
Distribution Rate Per Day | $ 0.000136986 | $ 0.0019178 | $ 0.00178082191 | |||||
Number Of Days Used To Calculate Dividend Per Day | 365 days | 365 days | 365 days | |||||
Annualized Distribution Rate | 0.50% | 6.50% | 6.50% | |||||
Share Price | $ 10 | $ 10 | $ 10 | $ 10 | $ 10 | |||
Dividends, Cash | $ 12,608,000 | $ 14,937,000 | ||||||
Annualized Rate | 7.00% | |||||||
Dividends Payable | $ 3,154,000 | $ 3,211,000 | $ 6,300,000 | |||||
Common Stock, Redemption Price Per Share | 9.89% | 9.60% | ||||||
Percentage of Redemption, Common Stock | 100.00% | |||||||
Stock Redeemed or Called During Period, Shares | 300,000 | 700,000 | ||||||
Sale of Stock, Description of Transaction | the lesser of (i) $10.00 per share of common stock | |||||||
Percentage of Net Asset Value Per Share | 58.00% | |||||||
share repurchase program [Member] | ||||||||
Stockholders Equity Note [Line Items] | ||||||||
Treasury Stock Acquired, Repurchase Authorization | the lesser of $10.00 per share | |||||||
Common Stock [Member] | ||||||||
Stockholders Equity Note [Line Items] | ||||||||
Dividends, Cash | $ 0 | $ 0 | ||||||
Dividends Payable | 2,100,000 | |||||||
Subordinated Profits Interests [Member] | ||||||||
Stockholders Equity Note [Line Items] | ||||||||
Dividends Payable | $ 4,200,000 |
Noncontrolling Interests (Detai
Noncontrolling Interests (Details Textual) | 12 Months Ended |
Dec. 31, 2018shares | |
Limited Partners' Capital Account, Units Issued | 200 |
Lightstone SlpIiLlc [Member] | |
Sub ordinated Profits Interests Units | 177 |
Related Party and Other Trans_3
Related Party and Other Transactions (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Acquisition fees received by the advisor as percentage of acquisition price | 0.95% |
Maximum percentage of gross revenues allocated to management fees for residential, hospitality and retail properties | 5.00% |
AssetManagement Fees Percentage Of Average Invested Assets | 0.95% |
Asset Management Fees Payout Terms | payable quarterly in an amount equal to 0.2375 of 1% of average invested assets as of the last day of the immediately preceding quarter. |
Minimum Percentage Of Other Operating Expenses For Reimbursement | 2.00% |
Minimum percentage of net income required to be reimbursed | 25.00% |
Maximum percentage of gross revenues allocated to management fees for office and industrial properties | 4.50% |
Related Party and Other Trans_4
Related Party and Other Transactions (Details 1) - $ / shares | Dec. 31, 2018 | Dec. 31, 2017 | Feb. 28, 2017 | Sep. 25, 2015 | Mar. 30, 2009 |
Related Party Transaction [Line Items] | |||||
Share Price | $ 10 | $ 10 | $ 10 | $ 10 | $ 10 |
Liquidating Stage Distribution, 7% Stockholder Return Threshold [Member] | |||||
Related Party Transaction [Line Items] | |||||
Distribution due, cumulative rate of return | 7.00% | ||||
Liquidating Stage Distribution, In Excess of 7% Stockholder Return Threshold [Member] | |||||
Related Party Transaction [Line Items] | |||||
Distribution due, cumulative rate of return | 12.00% | ||||
Liquidating Stage Distribution, In Excess of 7% Stockholder Return Threshold [Member] | Stockholder [Member] | |||||
Related Party Transaction [Line Items] | |||||
Percent of additional distributions payable to related party | 70.00% | ||||
Liquidating Stage Distribution, In Excess of 7% Stockholder Return Threshold [Member] | Lightstone SLP II, LLC [Member] | |||||
Related Party Transaction [Line Items] | |||||
Percent of additional distributions payable to related party | 30.00% | ||||
Liquidating Stage Distribution, In Excess of 12% Stockholder Returns Threshold [Member] | Stockholder [Member] | |||||
Related Party Transaction [Line Items] | |||||
Percent of additional distributions payable to related party | 60.00% | ||||
Liquidating Stage Distribution, In Excess of 12% Stockholder Returns Threshold [Member] | Lightstone SLP II, LLC [Member] | |||||
Related Party Transaction [Line Items] | |||||
Percent of additional distributions payable to related party | 40.00% | ||||
Operating Stage Distribution, 7% Stockholder Return Threshold [Member] | |||||
Related Party Transaction [Line Items] | |||||
Stockholders' return threshold, percent | 7.00% | ||||
Distribution due, cumulative rate of return | 7.00% | ||||
Share Price | $ 10 | ||||
Operating Stage Distribution, In Excess of 7% Stockholder Return Threshold [Member] | Stockholder [Member] | |||||
Related Party Transaction [Line Items] | |||||
Percent of additional distributions payable to related party | 70.00% | ||||
Operating Stage Distribution, In Excess of 7% Stockholder Return Threshold [Member] | Lightstone SLP II, LLC [Member] | |||||
Related Party Transaction [Line Items] | |||||
Percent of additional distributions payable to related party | 30.00% | ||||
Operating Stage Distribution, In Excess of 12% Stockholder Returns Threshold [Member] | |||||
Related Party Transaction [Line Items] | |||||
Distribution due, cumulative rate of return | 12.00% | ||||
Operating Stage Distribution, In Excess of 12% Stockholder Returns Threshold [Member] | Stockholder [Member] | |||||
Related Party Transaction [Line Items] | |||||
Percent of additional distributions payable to related party | 40.00% | ||||
Operating Stage Distribution, In Excess of 12% Stockholder Returns Threshold [Member] | Lightstone SLP II, LLC [Member] | |||||
Related Party Transaction [Line Items] | |||||
Percent of additional distributions payable to related party | 60.00% |
Related Party and Other Trans_5
Related Party and Other Transactions (Details 2) - Related Party [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Related Party Transaction [Line Items] | ||
Acquisition fees | $ 285 | $ 0 |
Asset management fees | 2,979 | 2,226 |
Total | 3,264 | 3,162 |
General and Administrative Expense [Member] | ||
Related Party Transaction [Line Items] | ||
Acquisition fees | $ 0 | $ 936 |
Related Party and Other Trans_6
Related Party and Other Transactions (Details Textual) - USD ($) $ in Thousands | Mar. 15, 2015 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2012 |
Related Party Transaction [Line Items] | |||||||
Payments for agency fees | $ 159 | ||||||
The Lightstone Group LLC [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Limited Liability Company or Limited Partnership, Members or Limited Partners, Ownership Interest | 50.00% | ||||||
Brownmill Llc [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Subordinated General Partner Participation Units | 177 | 9 | 6 | (33) | 48 | ||
Subordinate Profit Interest Value | $ 17,700 | $ 900 | $ 600 | $ 3,300 | $ 4,800 | ||
Lightstone SLP II, LLC [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Distributions, annualized rate of return | 7.00% | ||||||
Proceeds from Limited Partnership Investments | $ 4,200 | $ 1,200 | $ 900 | ||||
Limited Partners' Cumulative Cash Distributions | $ 6,300 |
Commitments and Contingencies (
Commitments and Contingencies (Details Textual) | 12 Months Ended |
Dec. 31, 2018 | |
Franchise Fee Percentage | 5.00% |
Maximum [Member] | |
Management Agreement Term | 10 years |
Marketing Fund Charge Percent | 3.50% |
Franchise Agreement Term | 20 years |
Property Management Fee, Percent Fee | 3.50% |
Minimum [Member] | |
Management Agreement Term | 1 year |
Marketing Fund Charge Percent | 1.50% |
Franchise Agreement Term | 15 years |
Property Management Fee, Percent Fee | 3.00% |