Exhibit 99.1
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 | | PRESS RELEASE For Immediate Release Contact: Douglas W. Vicari (410) 972-4142 |
CHESAPEAKE LODGING TRUST REPORTS FOURTH QUARTER RESULTS;
INCREASES QUARTERLY COMMON SHARE DIVIDEND BY 15%
ANNAPOLIS, MD, February 20, 2014 – Chesapeake Lodging Trust (NYSE:CHSP), a lodging real estate investment trust (REIT), reported today its financial results for the quarter ended December 31, 2013.
HIGHLIGHTS
| | • | | Pro Forma RevPAR: 4.8% increase for comparable 19-hotel portfolio over the same period in 2012 (7.1% increase excluding the W Chicago – Lakeshore). |
| | • | | Pro Forma Adjusted Hotel EBITDA Margin: 110 basis point increase for comparable 19-hotel portfolio over the same period in 2012. |
| | • | | Dividends:Increased first quarter 2014 dividend by 15.4% to $0.30 per common share (4.6% annualized yield based on the closing price of the Trust’s common shares on February 19, 2014). |
“We are encouraged by the strong performance of our hotel portfolio during the fourth quarter despite the impact of the government shutdown that occurred in October,” said James L. Francis, Chesapeake Lodging Trust’s President and Chief Executive Officer. “We saw lodging demand re-accelerate towards the end of 2013 and we continue to see positive trends in hotel fundamentals as we begin 2014, giving us confidence to increase our quarterly dividend by 15%.”
Mr. Francis continued, “Our comprehensive renovation at the W Chicago – Lakeshore is progressing well and we continue to expect that it will be completed in the second quarter and within the budgeted cost. We are also very excited about the upcoming conversions of our hotel on 31st Street in midtown Manhattan to the Hyatt brand and our W New Orleans to the Le Meridien brand. We believe these projects will create tremendous value for our shareholders and provide outsized growth for our hotel portfolio starting later this year.”
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| | PRESS RELEASE For Immediate Release Contact: Douglas W. Vicari (410) 972-4142 |
CONSOLIDATED FINANCIAL RESULTS
The following is a summary of the consolidated financial results for the three months and year ended December 31, 2013 (in millions, except share and per share amounts):
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| | | Three months ended | | | Year ended | |
| | | December 31, | | | December 31, | |
| | | 2013(1) | | | 2012(2) | | | 2013(3) | | | 2012(4) | |
| | | | |
Total revenue | | $ | 111.6 | | | $ | 85.1 | | | $ | 420.2 | | | $ | 278.3 | |
| | | | |
Net income available to common shareholders | | $ | 9.1 | | | $ | 7.5 | | | $ | 35.6 | | | $ | 22.8 | |
Net income per diluted common share | | $ | 0.18 | | | $ | 0.19 | | | $ | 0.75 | | | $ | 0.66 | |
| | | | |
FFO available to common shareholders | | $ | 21.5 | | | $ | 15.9 | | | $ | 79.7 | | | $ | 51.5 | |
FFO per diluted common share | | $ | 0.44 | | | $ | 0.40 | | | $ | 1.69 | | | $ | 1.51 | |
| | | | |
AFFO available to common shareholders | | $ | 21.6 | | | $ | 16.0 | | | $ | 84.2 | | | $ | 54.8 | |
AFFO per diluted common share | | $ | 0.44 | | | $ | 0.41 | | | $ | 1.78 | | | $ | 1.61 | |
| | | | |
Corporate EBITDA | | $ | 31.1 | | | $ | 23.8 | | | $ | 117.3 | | | $ | 77.6 | |
| | | | |
Adjusted Corporate EBITDA | | $ | 31.2 | | | $ | 24.0 | | | $ | 121.8 | | | $ | 80.9 | |
| | | | |
Weighted-average number of common shares
outstanding - basic and diluted | | | 48,884,102 | | | | 39,391,677 | | | | 47,295,089 | | | | 34,048,752 | |
| (1) | Includes results of operations of 20 hotels for the full period. |
| (2) | Includes results of operations of 14 hotels for the full period and one hotel for part of the period. |
| (3) | Includes results of operations of 15 hotels for the full period and five hotels for part of the period. |
| (4) | Includes results of operations of 11 hotels for the full period and four hotels for part of the period. |
HOTEL OPERATING RESULTS
Management assesses the operating performance of its hotels irrespective of the hotel owner during the periods compared. Included in the following table are comparisons, on a pro forma basis, of occupancy, average daily rate (ADR), room revenue per available room (RevPAR), Adjusted Hotel
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| | PRESS RELEASE For Immediate Release Contact: Douglas W. Vicari (410) 972-4142 |
EBITDA, and Adjusted Hotel EBITDA Margin, the key operating metrics that management uses to assess the performance of its hotels. The key operating metrics include the hotel operating results of 19 of the Trust’s 20 hotels owned as of December 31, 2013. The key operating metrics do not include operating results for the Hyatt Place New York Midtown South, as the hotel does not have comparable prior year operating results given it was newly developed in 2013. The following is a summary of the key operating metrics for the three months and year ended December 31, 2013 (in thousands, except pro forma ADR and pro forma RevPAR):
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| | | Three months ended | | | Year ended | |
| | | December 31, | | | December 31, | |
| | | 2013 | | | 2012 | | | Change | | | 2013 | | | 2012 | | | Change | |
Pro forma occupancy | | | 76.3 | % | | | 75.0 | % | | | 130 | bps | | | 79.8 | % | | | 78.4 | % | | | 140 | bps |
Pro forma ADR | | $ | 192.47 | | | $ | 186.76 | | | | 3.1 | % | | $ | 193.28 | | | $ | 187.07 | | | | 3.3 | % |
Pro forma RevPAR | | $ | 146.78 | | | $ | 140.04 | | | | 4.8 | % | | $ | 154.15 | | | $ | 146.64 | | | | 5.1 | % |
| | | | | | |
Pro forma Adjusted Hotel EBITDA | | $ | 31,905 | | | $ | 30,023 | | | | 6.3 | % | | $ | 132,313 | | | $ | 120,190 | | | | 10.1 | % |
Pro forma Adjusted Hotel EBITDA Margin | | | 29.9 | % | | | 28.8 | % | | | 110 | bps | | | 30.5 | % | | | 29.0 | % | | | 150 | bps |
Pro forma RevPAR increase for the fourth quarter 2013 was negatively impacted by displacement from a comprehensive renovation at the 520-room W Chicago – Lakeshore. Excluding the W Chicago – Lakeshore, pro forma RevPAR increase for the fourth quarter of 2013 was 7.1%.
Funds from operations (FFO), FFO available to common shareholders, Adjusted FFO (AFFO) available to common shareholders, net income before interest, income taxes, and depreciation and amortization (Corporate EBITDA), Adjusted Corporate EBITDA, Hotel EBITDA, Adjusted Hotel EBITDA and Adjusted Hotel EBITDA Margin are non-GAAP financial measures within the meaning of the rules of the Securities and Exchange Commission. See the discussion included in this press release for information regarding these non-GAAP financial measures.
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| | PRESS RELEASE For Immediate Release Contact: Douglas W. Vicari (410) 972-4142 |
MAJOR REPOSITIONINGS
The comprehensive renovation at the 520-room W Chicago – Lakeshore, which commenced in the third quarter of 2013, is progressing in accordance with our budgeted cost of $38.0 million and scheduled completion in the second quarter of 2014.
The Trust continues to expect that the comprehensive renovation at the 410-room W New Orleans to reposition the hotel to the Le Meridien brand will cost approximately $29.0 million, commence in the second quarter of 2014, and be completed in the fourth quarter of 2014.
On February 5, 2014, the Trust announced that it had entered into a franchise agreement with a Hyatt affiliate to convert the 122-room Holiday Inn New York City Midtown – 31st Street to the Hyatt Herald Square. Conversion of the hotel is expected to occur following the completion of a comprehensive renovation, which the Trust expects will cost approximately $6.0 million. The hotel will be closed throughout the renovation, which is expected to commence and be completed in the third quarter of 2014.
CAPITAL MARKETS ACTIVITY
During the fourth quarter 2013, the Trust issued and sold 854,800 common shares at an average price of $23.64 per share under its continuous at-the-market (ATM) program, generating net proceeds of $19.9 million after deducting sales commissions and offering costs.
DIVIDENDS
On October 15, 2013, the Trust paid dividends in the amounts of $0.26 per share to its common shareholders and $0.484375 per share to its preferred shareholders, both of record as of September 30, 2013. On December 16, 2013, the Trust declared dividends in the amounts of $0.26 per share payable to its common shareholders and $0.484375 per share payable to its preferred shareholders, both of record as of December 31, 2013. Both dividends were paid on January 15, 2014.
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| | PRESS RELEASE For Immediate Release Contact: Douglas W. Vicari (410) 972-4142 |
On February 20, 2014, the Trust declared dividends in the amounts of $0.30 per share to its common shareholders and $0.484375 per share to its preferred shareholders, both of record as of March 31, 2014. The dividends will be paid on April 15, 2014.
2014 OUTLOOK
The Trust reaffirms its previously provided full year 2014 outlook and is incorporating its first quarter 2014 outlook as follows (in millions, except pro forma RevPAR and per share amounts):
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| | PRESS RELEASE For Immediate Release Contact: Douglas W. Vicari (410) 972-4142 |
| | | | | | | | | | | | | | | | |
| | | First Quarter
2014 Outlook | | | Full Year
2014 Outlook | |
| | | Low | | | High | | | Low | | | High | |
CONSOLIDATED: | | | | | | | | | | | | | | | | |
| | | | |
Net income (loss) available to common shareholders | | $ | (3.2 | ) | | $ | (2.3 | ) | | $ | 38.9 | | | $ | 43.7 | |
Net income (loss) per diluted common share | | $ | (0.07 | ) | | $ | (0.05 | ) | | $ | 0.79 | | | $ | 0.89 | |
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Adjusted Corporate EBITDA | | $ | 15.7 | | | $ | 16.8 | | | $ | 131.2 | | | $ | 136.5 | |
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AFFO available to common shareholders | | $ | 9.8 | | | $ | 10.7 | | | $ | 93.1 | | | $ | 97.9 | |
AFFO per diluted common share | | $ | 0.20 | | | $ | 0.22 | | | $ | 1.90 | | | $ | 2.00 | |
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Corporate general and administrative expense | | $ | 3.6 | | | $ | 3.7 | | | $ | 14.0 | | | $ | 14.7 | |
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Weighted-average number of diluted common shares outstanding | | | 49.0 | | | | 49.0 | | | | 49.0 | | | | 49.0 | |
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HOTEL PORTFOLIO: | | | | | | | | | | | | | | | | |
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17 -Hotel Portfolio(1) | | | | | | | | | | | | | | | | |
RevPAR | | $ | 135.00 | | | $ | 137.00 | | | $ | 167.00 | | | $ | 170.00 | |
Pro forma RevPAR increase over 2013(2) | | | 7.0 | % | | | 9.0 | % | | | 5.0 | % | | | 7.0 | % |
Adjusted Hotel EBITDA | | $ | 18.7 | | | $ | 19.6 | | | $ | 128.0 | | | $ | 133.0 | |
Adjusted Hotel EBITDA Margin | | | 23.4 | % | | | 24.2 | % | | | 32.5 | % | | | 33.2 | % |
Pro forma Adjusted Hotel EBITDA Margin increase over 2013(2) | | | 150 | bps | | | 225 | bps | | | 75 | bps | | | 150 | bps |
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20 -Hotel Portfolio | | | | | | | | | | | | | | | | |
RevPAR | | $ | 128.00 | | | $ | 131.00 | | | $ | 162.00 | | | $ | 165.00 | |
Pro forma RevPAR increase over 2013(2) | | | 3.5 | % | | | 5.5 | % | | | 3.5 | % | | | 5.5 | % |
Adjusted Hotel EBITDA | | $ | 19.3 | | | $ | 20.5 | | | $ | 145.2 | | | $ | 151.2 | |
Adjusted Hotel EBITDA Margin | | | 21.1 | % | | | 21.9 | % | | | 31.4 | % | | | 32.1 | % |
Pro forma Adjusted Hotel EBITDA Margin increase over 2013(2) | | | 25 | bps | | | 100 | bps | | | 25 | bps | | | 100 | bps |
| (1) | Excludes the W Chicago – Lakeshore, the W New Orleans, and the Holiday Inn New York City Midtown – 31st Street, as these hotels will be undergoing comprehensive renovations during 2014. |
| (2) | The comparable 2013 period includes operating results for certain hotels prior to their acquisition by the Trust in 2013. |
The Trust’s 2014 outlook assumes no additional acquisitions, dispositions, or financing transactions. See the accompanying financial tables for quarterly pro forma hotel operating results for the 17-hotel and 20-hotel portfolios for 2013.
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| | PRESS RELEASE For Immediate Release Contact: Douglas W. Vicari (410) 972-4142 |
NON-GAAP FINANCIAL MEASURES
The Trust reports the following eight non-GAAP financial measures that it believes are useful to investors as key measures of its operating performance: (1) FFO, (2) FFO available to common shareholders, (3) AFFO available to common shareholders, (4) Corporate EBITDA, (5) Adjusted Corporate EBITDA, (6) Hotel EBITDA, (7) Adjusted Hotel EBITDA and (8) Adjusted Hotel EBITDA Margin. Reconciliations of these non-GAAP financial measures to the most comparable GAAP measure are included in the accompanying financial tables.
FFO – The Trust calculates FFO in accordance with standards established by the National Association of Real Estate Investment Trusts (NAREIT), which defines FFO as net income (calculated in accordance with GAAP), excluding depreciation and amortization, impairment charges, gains (losses) from sales of real estate, the cumulative effect of changes in accounting principles, and adjustments for unconsolidated partnerships and joint ventures. Historical cost accounting for real estate assets implicitly assumes that the value of real estate assets diminishes predictably over time. Since real estate values instead have historically risen or fallen with market conditions, most industry investors consider presentations of operating results for real estate companies that use historical cost accounting to be insufficient by themselves. By excluding the effect of depreciation and amortization and gains (losses) from sales of real estate, both of which are based on historical cost accounting and which may be of lesser significance in evaluating current performance, the Trust believes that FFO provides investors a useful financial measure to evaluate the Trust’s operating performance.
FFO available to common shareholders – The Trust reduces FFO for preferred share dividends and dividends declared on and earnings allocated to unvested time-based awards (consistent with adjustments required by GAAP in reporting net income available to common shareholders and related per share amounts). FFO available to common shareholders provides investors another financial measure to evaluate the Trust’s operating performance after taking into account the interests of holders of the Trust’s preferred shares and unvested time-based awards.
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| | PRESS RELEASE For Immediate Release Contact: Douglas W. Vicari (410) 972-4142 |
AFFO available to common shareholders – The Trust further adjusts FFO available to common shareholders for certain additional recurring and non-recurring items that are not in NAREIT’s definition of FFO. Specifically, the Trust adjusts for hotel acquisition costs and non-cash amortization of intangible assets and liabilities, including air rights contracts, ground lease assets and unfavorable contract liabilities, deferred franchise costs, and deferred key money, all of which are recurring items. The Trust believes that AFFO available to common shareholders provides investors with another financial measure of its operating performance that provides for greater comparability of its core operating results between periods.
Corporate EBITDA – Corporate EBITDA is defined as net income before interest, income taxes, and depreciation and amortization. The Trust believes that Corporate EBITDA provides investors a useful financial measure to evaluate the Trust’s operating performance, excluding the impact of the Trust’s capital structure (primarily interest expense) and the Trust’s asset base (primarily depreciation and amortization).
Adjusted Corporate EBITDA – The Trust further adjusts Corporate EBITDA for certain additional recurring and non-recurring items. Specifically, the Trust adjusts for hotel acquisition costs and non-cash amortization of intangible assets and liabilities, including air rights contracts, ground lease assets and unfavorable contract liabilities, deferred franchise costs, and deferred key money, all of which are recurring items. The Trust believes that Adjusted Corporate EBITDA provides investors with another financial measure of its operating performance that provides for greater comparability of its core operating results between periods.
Hotel EBITDA – Hotel EBITDA is defined as total revenues less total hotel operating expenses. The Trust believes that Hotel EBITDA provides investors a useful financial measure to evaluate the Trust’s hotel operating performance.
Adjusted Hotel EBITDA – The Trust further adjusts Hotel EBITDA for certain additional recurring and non-recurring items. Specifically, the Trust adjusts for non-cash amortization of intangible
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| | PRESS RELEASE For Immediate Release Contact: Douglas W. Vicari (410) 972-4142 |
assets and liabilities, including ground lease assets and unfavorable contract liabilities, deferred franchise costs, and deferred key money, all of which are recurring items. The Trust believes that Adjusted Hotel EBITDA provides investors with another useful financial measure to evaluate the Trust’s hotel operating performance.
Adjusted Hotel EBITDA Margin – Adjusted Hotel EBITDA Margin is defined as Adjusted Hotel EBITDA as a percentage of total revenues. The Trust believes that Adjusted Hotel EBITDA Margin provides investors another useful financial measure to evaluate the Trust’s hotel operating performance.
CONFERENCE CALL
The Trust will host a conference call on Thursday, February 20, 2014 at 5:30 p.m. Eastern Time to discuss its financial results. Interested individuals are invited to listen to the call by dialing (877) 683-0303 (U.S./Canadian callers) or (706) 643-5037 (International callers). The conference call ID is 57822334. A simultaneous webcast of the call will be available on the Trust’s website atwww.chesapeakelodgingtrust.com. It is recommended that participants call or log on 10 minutes ahead of the scheduled start time to ensure proper connection.
A replay of the conference call will be available two hours after the live call until midnight on February 27, 2014. To access the replay, dial (855) 859-2056 (U.S./Canadian callers) or (404) 537-3406 (International callers). The conference call ID is 57822334. A webcast replay and transcript of the conference call will be archived and available on the Trust’s website for 12 months.
ABOUT CHESAPEAKE LODGING TRUST
Chesapeake Lodging Trust is a self-advised lodging real estate investment trust (REIT) focused on investments primarily in upper-upscale hotels in major business and convention markets and, on a selective basis, premium select-service hotels in urban settings or unique locations in the United
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| | PRESS RELEASE For Immediate Release Contact: Douglas W. Vicari (410) 972-4142 |
States. The Trust owns 20 hotels with an aggregate of 5,932 rooms in eight states and the District of Columbia. Additional information can be found on the Trust’s website atwww.chesapeakelodgingtrust.com.
Note: This press release contains forward-looking statements within the meaning of federal securities regulations. These forward-looking statements are identified by their use of terms and phrases such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “should,” “plan,” “predict,” “project,” “will,” “continue” and other similar terms and phrases, including references to assumptions and forecasts, such as the Trust’s expectations regarding the future Hotel EBITDA and Adjusted Hotel EBITDA of its existing hotels and the Trust’s 2014 outlook, and the Trust’s expectation of its ability and the cost and timing of completing various renovations at its existing hotels. Forward-looking statements are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors which may cause the actual results to differ materially from those anticipated at the time the forward-looking statements are made. These risks include, but are not limited to: the Trust’s ability to complete renovations timely and within expected costs; the Trust’s ability to continue to satisfy complex rules in order for it to remain a REIT for federal income tax purposes; and other risks and uncertainties associated with the Trust’s business described in its filings with the SEC. Although the Trust believes the expectations reflected in such forward-looking statements are based upon reasonable assumptions, it can give no assurance that the expectations will be attained or that any deviation will not be material. All information in this release is as of February 20, 2014, and the Trust undertakes no obligation to update any forward-looking statement to conform the statement to actual results or changes in the Trust’s expectations, except as required by law.
CHESAPEAKE LODGING TRUST
CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
| | | | | | | | |
| | | December 31, | |
| | | 2013 | | | 2012 | |
ASSETS | | | | | | | | |
Property and equipment, net | | $ | 1,422,439 | | | $ | 1,107,722 | |
Intangible assets, net | | | 38,781 | | | | 39,382 | |
Cash and cash equivalents | | | 28,713 | | | | 33,194 | |
Restricted cash | | | 34,235 | | | | 23,460 | |
Accounts receivable, net | | | 13,011 | | | | 8,384 | |
Prepaid expenses and other assets | | | 10,478 | | | | 14,056 | |
Deferred financing costs, net | | | 6,501 | | | | 6,630 | |
| | | | | | | | |
Total assets | | $ | 1,554,158 | | | $ | 1,232,828 | |
| | | | | | | | |
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LIABILITIES AND SHAREHOLDERS’ EQUITY | | | | | | | | |
Long-term debt | | $ | 531,771 | | | $ | 405,208 | |
Accounts payable and accrued expenses | | | 45,982 | | | | 34,868 | |
Other liabilities | | | 29,848 | | | | 25,944 | |
| | | | | | | | |
Total liabilities | | | 607,601 | | | | 466,020 | |
| | | | | | | | |
| | |
Commitments and contingencies | | | | | | | | |
| | |
Preferred shares, $.01 par value; 100,000,000 shares authorized;
Series A Cumulative Redeemable Preferred Shares; 5,000,000 shares
issued and outstanding ($127,422 liquidation preference) | | | 50 | | | | 50 | |
Common shares, $.01 par value; 400,000,000 shares authorized;
49,574,005 shares and 39,763,930 shares issued and outstanding, respectively | | | 496 | | | | 398 | |
Additional paid-in capital | | | 991,417 | | | | 799,278 | |
Cumulative dividends in excess of net income | | | (45,339 | ) | | | (32,089 | ) |
Accumulated other comprehensive loss | | | (67 | ) | | | (829 | ) |
| | | | | | | | |
Total shareholders’ equity | | | 946,557 | | | | 766,808 | |
| | | | | | | | |
| | |
Total liabilities and shareholders’ equity | | $ | 1,554,158 | | | $ | 1,232,828 | |
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CHESAPEAKE LODGING TRUST
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except share and per share data)
| | | | | | | | | | | | | | | | |
| | | Three Months Ended December 31, | | | Year Ended December 31, | |
| | | 2013 | | | 2012 | | | 2013 | | | 2012 | |
| | | (unaudited) | | | | | | | |
REVENUE | | | | | | | | | | | | | | | | |
Rooms | | $ | 82,397 | | | $ | 61,871 | | | $ | 316,434 | | | $ | 210,265 | |
Food and beverage | | | 24,704 | | | | 19,374 | | | | 86,884 | | | | 57,673 | |
Other | | | 4,462 | | | | 3,855 | | | | 16,859 | | | | 10,338 | |
| | | | | | | | | | | | | | | | |
Total revenue | | | 111,563 | | | | 85,100 | | | | 420,177 | | | | 278,276 | |
| | | | | | | | | | | | | | | | |
| | | | |
EXPENSES | | | | | | | | | | | | | | | | |
Hotel operating expenses: | | | | | | | | | | | | | | | | |
Rooms | | | 19,664 | | | | 14,862 | | | | 73,711 | | | | 48,159 | |
Food and beverage | | | 17,798 | | | | 13,928 | | | | 65,090 | | | | 41,678 | |
Other direct | | | 2,002 | | | | 1,944 | | | | 8,042 | | | | 5,137 | |
Indirect | | | 37,635 | | | | 27,628 | | | | 138,120 | | | | 90,868 | |
| | | | | | | | | | | | | | | | |
Total hotel operating expenses | | | 77,099 | | | | 58,362 | | | | 284,963 | | | | 185,842 | |
Depreciation and amortization | | | 12,457 | | | | 8,509 | | | | 44,469 | | | | 28,931 | |
Air rights contract amortization | | | 130 | | | | 130 | | | | 520 | | | | 520 | |
Corporate general and administrative | | | 3,204 | | | | 2,691 | | | | 13,125 | | | | 11,297 | |
Hotel acquisition costs | | | 27 | | | | 77 | | | | 4,222 | | | | 2,994 | |
| | | | | | | | | | | | | | | | |
Total operating expenses | | | 92,917 | | | | 69,769 | | | | 347,299 | | | | 229,584 | |
| | | | | | | | | | | | | | | | |
| | | | |
Operating income | | | 18,646 | | | | 15,331 | | | | 72,878 | | | | 48,692 | |
| | | | |
Interest income | | | — | | | | 103 | | | | 247 | | | | 199 | |
Interest expense | | | (6,794 | ) | | | (5,361 | ) | | | (25,780 | ) | | | (20,976 | ) |
Loss on early extinguishment of debt | | | — | | | | — | | | | (372 | ) | | | — | |
| | | | | | | | | | | | | | | | |
| | | | |
Income before income taxes | | | 11,852 | | | | 10,073 | | | | 46,973 | | | | 27,915 | |
| | | | |
Income tax expense | | | (324 | ) | | | (186 | ) | | | (1,655 | ) | | | (738 | ) |
| | | | | | | | | | | | | | | | |
| | | | |
Net income | | | 11,528 | | | | 9,887 | | | | 45,318 | | | | 27,177 | |
| | | | |
Preferred share dividends | | | (2,422 | ) | | | (2,422 | ) | | | (9,688 | ) | | | (4,413 | ) |
| | | | | | | | | | | | | | | | |
| | | | |
Net income available to common shareholders | | $ | 9,106 | | | $ | 7,465 | | | $ | 35,630 | | | $ | 22,764 | |
| | | | | | | | | | | | | | | | |
| | | | |
Net income per common share - basic and diluted | | $ | 0.18 | | | $ | 0.19 | | | $ | 0.75 | | | $ | 0.66 | |
| | | | |
Weighted-average number of common shares | | | | | | | | | | | | | | | | |
outstanding - basic and diluted | | | 48,884,102 | | | | 39,391,677 | | | | 47,295,089 | | | | 34,048,752 | |
CHESAPEAKE LODGING TRUST
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
| | | | | | | | |
| | | Year Ended December 31, | |
| | | 2013 | | | 2012 | |
Cash flows from operating activities: | | | | | | | | |
Net income | | $ | 45,318 | | | $ | 27,177 | |
Adjustments to reconcile net income to net cash provided by operating activities: | | | | | | | | |
Depreciation and amortization | | | 44,469 | | | | 28,931 | |
Air rights contract amortization | | | 520 | | | | 520 | |
Deferred financing costs amortization | | | 2,837 | | | | 2,081 | |
Loss on early extinguishment of debt | | | 372 | | | | — | |
Share-based compensation | | | 4,612 | | | | 3,165 | |
Other | | | (295 | ) | | | (523 | ) |
Changes in assets and liabilities: | | | | | | | | |
Accounts receivable, net | | | (2,543 | ) | | | (197 | ) |
Prepaid expenses and other assets | | | (3,305 | ) | | | 18 | |
Accounts payable and accrued expenses | | | 7,203 | | | | 6,552 | |
Other liabilities | | | 774 | | | | 13 | |
| | | | | | | | |
Net cash provided by operating activities | | | 99,962 | | | | 67,737 | |
| | | | | | | | |
| | |
Cash flows from investing activities: | | | | | | | | |
Acquisition of hotels, net of cash acquired | | | (331,058 | ) | | | (231,051 | ) |
Deposit on hotel acquisition | | | — | | | | (700 | ) |
Receipt of deposit on hotel acquisition | | | 700 | | | | — | |
Improvements and additions to hotels | | | (28,235 | ) | | | (23,847 | ) |
Repayment of (investment in) hotel construction loan | | | 7,810 | | | | (7,810 | ) |
Change in restricted cash | | | (10,775 | ) | | | (7,051 | ) |
| | | | | | | | |
Net cash used in investing activities | | | (361,558 | ) | | | (270,459 | ) |
| | | | | | | | |
| | |
Cash flows from financing activities: | | | | | | | | |
Proceeds from sale of common shares, net of underwriting fees | | | 189,862 | | | | 132,756 | |
Proceeds from sale of preferred shares, net of underwriting fees | | | — | | | | 121,062 | |
Payment of offering costs related to sale of common and preferred shares | | | (468 | ) | | | (647 | ) |
Borrowings under revolving credit facility | | | 105,000 | | | | 198,000 | |
Repayments under revolving credit facility | | | (155,000 | ) | | | (293,000 | ) |
Proceeds from issuance of mortgage debt | | | 312,500 | | | | 95,000 | |
Principal prepayment on mortgage debt | | | (130,000 | ) | | | — | |
Scheduled principal payments on mortgage debt | | | (5,726 | ) | | | (2,317 | ) |
Payment of deferred financing costs | | | (3,080 | ) | | | (3,445 | ) |
Payment of dividends to common shareholders | | | (44,516 | ) | | | (29,290 | ) |
Payment of dividends to preferred shareholders | | | (9,688 | ) | | | (2,368 | ) |
Repurchase of common shares | | | (1,769 | ) | | | (795 | ) |
| | | | | | | | |
Net cash provided by financing activities | | | 257,115 | | | | 214,956 | |
| | | | | | | | |
Net increase (decrease) in cash | | | (4,481 | ) | | | 12,234 | |
Cash and cash equivalents, beginning of period | | | 33,194 | | | | 20,960 | |
| | | | | | | | |
Cash and cash equivalents, end of period | | $ | 28,713 | | | $ | 33,194 | |
| | | | | | | | |
CHESAPEAKE LODGING TRUST
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(in thousands, except per share data)
(unaudited)
The following table reconciles net income to FFO, FFO available to common shareholders, and AFFO available to common shareholders for the three months and year ended December 31, 2013 and 2012:
| | | | | | | | | | | | | | | | |
| | | Three Months Ended December 31, | | | Year Ended December 31, | |
| | | 2013 | | | 2012 | | | 2013 | | | 2012 | |
Net income | | $ | 11,528 | | | $ | 9,887 | | | $ | 45,318 | | | $ | 27,177 | |
Add: Depreciation and amortization | | | 12,457 | | | | 8,509 | | | | 44,469 | | | | 28,931 | |
| | | | | | | | | | | | | | | | |
FFO | | | 23,985 | | | | 18,396 | | | | 89,787 | | | | 56,108 | |
Less: Preferred share dividends | | | (2,422 | ) | | | (2,422 | ) | | | (9,688 | ) | | | (4,413 | ) |
Dividends declared on unvested time-based awards | | | (85 | ) | | | (75 | ) | | | (361 | ) | | | (177 | ) |
Undistributed earnings allocated to unvested time-based awards | | | — | | | | — | | | | — | | | | — | |
| | | | | | | | | | | | | | | | |
FFO available to common shareholders | | | 21,478 | | | | 15,899 | | | | 79,738 | | | | 51,518 | |
Add: Hotel acquisition costs | | | 27 | | | | 77 | | | | 4,222 | | | | 2,994 | |
Non-cash amortization(1) | | | 56 | | | | 61 | | | | 223 | | | | 242 | |
| | | | | | | | | | | | | | | | |
AFFO available to common shareholders | | $ | 21,561 | | | $ | 16,037 | | | $ | 84,183 | | | $ | 54,754 | |
| | | | | | | | | | | | | | | | |
FFO per common share - basic and diluted | | $ | 0.44 | | | $ | 0.40 | | | $ | 1.69 | | | $ | 1.51 | |
AFFO per common share - basic and diluted | | $ | 0.44 | | | $ | 0.41 | | | $ | 1.78 | | | $ | 1.61 | |
| (1) | Includes non-cash amortization of ground lease asset, deferred franchise costs, deferred key money, unfavorable contract liability, and air rights contract. |
The following table reconciles net income to Corporate EBITDA and Adjusted Corporate EBITDA for the three months and year ended December 31, 2013 and 2012:
| | | | | | | | | | | | | | | | |
| | | Three Months Ended December 31, | | | Year Ended December 31, | |
| | | 2013 | | | 2012 | | | 2013 | | | 2012 | |
Net income | | $ | 11,528 | | | $ | 9,887 | | | $ | 45,318 | | | $ | 27,177 | |
Add: Depreciation and amortization | | | 12,457 | | | | 8,509 | | | | 44,469 | | | | 28,931 | |
Interest expense | | | 6,794 | | | | 5,361 | | | | 25,780 | | | | 20,976 | |
Loss on early extinguishment of debt | | | — | | | | — | | | | 372 | | | | — | |
Income tax expense | | | 324 | | | | 186 | | | | 1,655 | | | | 738 | |
Less: Interest income | | | — | | | | (103 | ) | | | (247 | ) | | | (199 | ) |
| | | | | | | | | | | | | | | | |
Corporate EBITDA | | | 31,103 | | | | 23,840 | | | | 117,347 | | | | 77,623 | |
Add: Hotel acquisition costs | | | 27 | | | | 77 | | | | 4,222 | | | | 2,994 | |
Non-cash amortization(1) | | | 56 | | | | 61 | | | | 223 | | | | 242 | |
| | | | | | | | | | | | | | | | |
Adjusted Corporate EBITDA | | $ | 31,186 | | | $ | 23,978 | | | $ | 121,792 | | | $ | 80,859 | |
| | | | | | | | | | | | | | | | |
| (1) | Includes non-cash amortization of ground lease asset, deferred franchise costs, deferred key money, unfavorable contract liability, and air rights contract. |
The following table calculates pro forma Hotel EBITDA, Adjusted Hotel EBITDA, and Adjusted Hotel EBITDA Margin for the Trust’s comparable 19-hotel portfolio for the three months and year ended December 31, 2013 and 2012:
| | | | | | | | | | | | | | | | |
| | | Three Months Ended December 31, | | | Year Ended December 31, | |
| | | 2013 | | | 2012 | | | 2013 | | | 2012 | |
Total revenue | | $ | 106,657 | | | $ | 104,175 | | | $ | 434,087 | | | $ | 414,694 | |
Less: Total hotel operating expenses | | | 74,677 | | | | 74,083 | | | | 301,477 | | | | 294,226 | |
| | | | | | | | | | | | | | | | |
Hotel EBITDA | | | 31,980 | | | | 30,092 | | | | 132,610 | | | | 120,468 | |
Less: Non-cash amortization(1) | | | (75 | ) | | | (69 | ) | | | (297 | ) | | | (278 | ) |
| | | | | | | | | | | | | | | | |
Adjusted Hotel EBITDA | | $ | 31,905 | | | $ | 30,023 | | | $ | 132,313 | | | $ | 120,190 | |
| | | | | | | | | | | | | | | | |
Adjusted Hotel EBITDA Margin | | | 29.9 | % | | | 28.8 | % | | | 30.5 | % | | | 29.0 | % |
| (1) | Includes non-cash amortization of ground lease asset, deferred franchise costs, deferred key money, and unfavorable contract liability. |
CHESAPEAKE LODGING TRUST
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(in thousands, except per share data)
(unaudited)
The following table calculates forecasted Hotel EBITDA and Adjusted Hotel EBITDA for the 17-hotel portfolio and the 20-hotel portfolio for the three months ending March 31, 2014:
| | | | | | | | | | | | | | | | |
| | | Three Months Ending March 31, 2014 | |
| | | 17-Hotel Portfolio | | | 20-Hotel Portfolio | |
| | | Low | | | High | | | Low | | | High | |
Total revenue | | $ | 79,800 | | | $ | 81,100 | | | $ | 91,300 | | | $ | 93,700 | |
Less: Total hotel operating expenses | | | 61,020 | | | | 61,420 | | | | 71,920 | | | | 73,120 | |
| | | | | | | | | | | | | | | | |
Hotel EBITDA | | | 18,780 | | | | 19,680 | | | | 19,380 | | | | 20,580 | |
Less: Non-cash amortization(1) | | | (80 | ) | | | (80 | ) | | | (80 | ) | | | (80 | ) |
| | | | | | | | | | | | | | | | |
Adjusted Hotel EBITDA | | $ | 18,700 | | | $ | 19,600 | | | $ | 19,300 | | | $ | 20,500 | |
| | | | | | | | | | | | | | | | |
| (1) | Includes non-cash amortization of ground lease asset, deferred franchise costs, deferred key money, and unfavorable contract liability. |
The following table reconciles forecasted net income (loss) to Corporate EBITDA and Adjusted Corporate EBITDA for the three months ending March 31, 2014:
| | | | | | | | | | | | |
| | | Three Months Ending March 31, 2014 | |
| | | Low | | | High | |
Net income (loss) | | $ | (640 | ) | | $ | 260 | |
Add: Depreciation and amortization | | | 12,890 | | | | 12,890 | |
Interest expense | | | 6,720 | | | | 6,720 | |
Less: Interest income | | | — | | | | — | |
Income tax benefit | | | (3,300 | ) | | | (3,100 | ) |
| | | | | | | | |
Corporate EBITDA | | | 15,670 | | | | 16,770 | |
Add: Hotel acquisition costs | | | — | | | | — | |
Non-cash amortization(1) | | | 50 | | | | 50 | |
| | | | | | | | |
Adjusted Corporate EBITDA | | $ | 15,720 | | | $ | 16,820 | |
| | | | | | | | |
| (1) | Includes non-cash amortization of ground lease asset, deferred franchise costs, deferred key money, unfavorable contract liability, and air rights contract. |
The following table reconciles forecasted net income (loss) to FFO, FFO available to common shareholders, and AFFO available to common shareholders for the three months ending March 31, 2014:
| | | | | | | | | | | | |
| | | Three Months Ending March 31, 2014 | |
| | | Low | | | High | |
Net income (loss) | | $ | (640 | ) | | $ | 260 | |
Add: Depreciation and amortization | | | 12,890 | | | | 12,890 | |
| | | | | | | | |
FFO | | | 12,250 | | | | 13,150 | |
Less: Preferred share dividends | | | (2,420 | ) | | | (2,420 | ) |
Dividends declared on unvested time-based awards | | | (130 | ) | | | (130 | ) |
Undistributed earnings allocated to unvested time-based awards | | | — | | | | — | |
| | | | | | | | |
FFO available to common shareholders | | | 9,700 | | | | 10,600 | |
Add: Hotel acquisition costs | | | — | | | | — | |
Non-cash amortization(1) | | | 50 | | | | 50 | |
| | | | | | | | |
AFFO available to common shareholders | | $ | 9,750 | | | $ | 10,650 | |
| | | | | | | | |
FFO per common share - basic and diluted | | $ | 0.20 | | | $ | 0.22 | |
AFFO per common share - basic and diluted | | $ | 0.20 | | | $ | 0.22 | |
Weighted-average number of diluted common shares outstanding | | | 48,962 | | | | 48,962 | |
| (1) | Includes non-cash amortization of ground lease asset, deferred franchise costs, deferred key money, unfavorable contract liability, and air rights contract. |
CHESAPEAKE LODGING TRUST
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(in thousands, except per share data)
(unaudited)
The following table calculates forecasted Hotel EBITDA and Adjusted Hotel EBITDA for the 17-hotel portfolio and the 20-hotel portfolio for the year ending December 31, 2014:
| | | | | | | | | | | | | | | | |
| | | Year Ending December 31, 2014 | |
| | | 17-Hotel Portfolio | | | 20-Hotel Portfolio | |
| | | Low | | | High | | | Low | | | High | |
Total revenue | | $ | 394,400 | | | $ | 400,600 | | | $ | 462,400 | | | $ | 470,300 | |
Less: Total hotel operating expenses | | | 266,100 | | | | 267,300 | | | | 316,900 | | | | 318,800 | |
| | | | | | | | | | | | | | | | |
Hotel EBITDA | | | 128,300 | | | | 133,300 | | | | 145,500 | | | | 151,500 | |
Less: Non-cash amortization(1) | | | (300 | ) | | | (300 | ) | | | (300 | ) | | | (300 | ) |
| | | | | | | | | | | | | | | | |
Adjusted Hotel EBITDA | | $ | 128,000 | | | $ | 133,000 | | | $ | 145,200 | | | $ | 151,200 | |
| | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
| (1) | Includes non-cash amortization of ground lease asset, deferred franchise costs, deferred key money, and unfavorable contract liability. |
The following table reconciles forecasted net income to Corporate EBITDA and Adjusted Corporate EBITDA for the year ending December 31, 2014:
| | | | | | | | |
| | | Year Ending December 31, 2014 | |
| | | Low | | | High | |
Net income | | $ | 49,060 | | | $ | 53,860 | |
Add: Depreciation and amortization | | | 53,970 | | | | 53,970 | |
Interest expense | | | 27,210 | | | | 27,210 | |
Income tax expense | | | 750 | | | | 1,250 | |
Less: Interest income | | | (10 | ) | | | (10 | ) |
| | | | | | | | |
Corporate EBITDA | | | 130,980 | | | | 136,280 | |
Add: Hotel acquisition costs | | | — | | | | — | |
Non-cash amortization(1) | | | 220 | | | | 220 | |
| | | | | | | | |
Adjusted Corporate EBITDA | | $ | 131,200 | | | $ | 136,500 | |
| | | | | | | | |
| (1) | Includes non-cash amortization of ground lease asset, deferred franchise costs, deferred key money, unfavorable contract liability, and air rights contract. |
The following table reconciles forecasted net income to FFO, FFO available to common shareholders, and AFFO available to common shareholders for the year ending December 31, 2014:
| | | | | | | | |
| | | Year Ending December 31, 2014 | |
| | | Low | | | High | |
Net income | | $ | 49,060 | | | $ | 53,860 | |
Add: Depreciation and amortization | | | 53,970 | | | | 53,970 | |
| | | | | | | | |
FFO | | | 103,030 | | | | 107,830 | |
Less: Preferred share dividends | | | (9,690 | ) | | | (9,690 | ) |
Dividends declared on unvested time-based awards | | | (490 | ) | | | (490 | ) |
Undistributed earnings allocated to unvested time-based awards | | | — | | | | — | |
| | | | | | | | |
FFO available to common shareholders | | | 92,850 | | | | 97,650 | |
Add: Hotel acquisition costs | | | — | | | | — | |
Non-cash amortization(1) | | | 220 | | | | 220 | |
| | | | | | | | |
AFFO available to common shareholders | | $ | 93,070 | | | $ | 97,870 | |
| | | | | | | | |
FFO per common share - basic and diluted | | $ | 1.89 | | | $ | 1.99 | |
AFFO per common share - basic and diluted | | $ | 1.90 | | | $ | 2.00 | |
Weighted-average number of diluted common shares outstanding | | | 49,002 | | | | 49,002 | |
| (1) | Includes non-cash amortization of ground lease asset, deferred franchise costs, deferred key money, unfavorable contract liability, and air rights contract. |
CHESAPEAKE LODGING TRUST
SUPPLEMENTAL PRO FORMA HOTEL OPERATING RESULTS
(in thousands, except pro forma ADR and pro forma RevPAR)
(unaudited)
The following table includes the Trust’s pro forma 2013 hotel operating results:
| | | | | | | | | | | | | | | | | | | | |
| | | Three Months Ended | | | Year Ended
December 31, 2013 | |
| | | March 31, 2013 | | | June 30, 2013 | | | September 30, 2013 | | | December 31, 2013 | | |
17-Hotel Portfolio(1) | | | | | | | | | | | | | | | | | | | | |
Pro forma occupancy | | | 74.3 | % | | | 86.5 | % | | | 87.1 | % | | | 77.9 | % | | | 81.5 | % |
Pro forma ADR | | $ | 169.36 | | | $ | 203.08 | | | $ | 208.14 | | | $ | 195.47 | | | $ | 195.18 | |
Pro forma RevPAR | | $ | 125.79 | | | $ | 175.69 | | | $ | 181.23 | | | $ | 152.24 | | | $ | 159.09 | |
| | | | | |
Pro forma total revenue | | $ | 74,295 | | | $ | 104,528 | | | $ | 103,923 | | | $ | 93,070 | | | $ | 375,816 | |
Less: Pro forma total hotel operating expenses | | | 58,001 | | | | 67,984 | | | | 66,338 | | | | 64,350 | | | | 256,673 | |
| | | | | | | | | | | | | | | | | | | | |
Pro forma Hotel EBITDA | | $ | 16,294 | | | $ | 36,544 | | | $ | 37,585 | | | $ | 28,720 | | | $ | 119,143 | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | |
20-Hotel Portfolio | | | | | | | | | | | | | | | | | | | | |
Pro forma occupancy | | | 72.7 | % | | | 85.6 | % | | | 85.2 | % | | | 76.9 | % | | | 80.1 | % |
Pro forma ADR | | $ | 170.51 | | | $ | 205.64 | | | $ | 205.73 | | | $ | 196.61 | | | $ | 195.74 | |
Pro forma RevPAR | | $ | 123.96 | | | $ | 175.93 | | | $ | 175.22 | | | $ | 151.11 | | | $ | 156.86 | |
| | | | | |
Pro forma total revenue | | $ | 88,510 | | | $ | 125,906 | | | $ | 122,443 | | | $ | 111,562 | | | $ | 448,421 | |
Less: Pro forma total hotel operating expenses | | | 70,018 | | | | 81,929 | | | | 79,606 | | | | 77,174 | | | | 308,727 | |
| | | | | | | | | | | | | | | | | | | | |
Pro forma Hotel EBITDA | | $ | 18,492 | | | $ | 43,977 | | | $ | 42,837 | | | $ | 34,388 | | | $ | 139,694 | |
| | | | | | | | | | | | | | | | | | | | |
| (1) | Excludes the W Chicago – Lakeshore, the W New Orleans, and the Holiday Inn New York City Midtown – 31st Street, as these hotels will be undergoing comprehensive renovations during 2014. |
CHESAPEAKE LODGING TRUST
CURRENT HOTEL PORTFOLIO
| | | | | | | | | | | | | | | | |
Hotel | | Location | | Rooms | | | Purchase Price
(in millions) | | | Acquisition Date | |
1 | | Hyatt Regency Boston | | Boston, MA | | | 502 | | | $ | 112.00 | | | | March 18, 2010 | |
2 | | Hilton Checkers Los Angeles | | Los Angeles, CA | | | 193 | | | | 46.00 | | | | June 1, 2010 | |
3 | | Courtyard Anaheim at Disneyland Resort | | Anaheim, CA | | | 153 | | | | 25.00 | | | | July 30, 2010 | |
4 | | Boston Marriott Newton | | Newton, MA | | | 430 | | | | 77.25 | | | | July 30, 2010 | |
5 | | Le Meridien San Francisco | | San Francisco, CA | | | 360 | | | | 143.00 | | | | December 15, 2010 | |
6 | | Homewood Suites Seattle Convention Center | | Seattle, WA | | | 195 | | | | 53.00 | | | | May 2, 2011 | |
7 | | W Chicago - City Center | | Chicago, IL | | | 403 | | | | 128.80 | | | | May 10, 2011 | |
8 | | Hotel Indigo San Diego Gaslamp Quarter | | San Diego, CA | | | 210 | | | | 55.50 | | | | June 17, 2011 | |
9 | | Courtyard Washington Capitol Hill/Navy Yard | | Washington, DC | | | 204 | | | | 68.00 | | | | June 30, 2011 | |
10 | | Hotel Adagio San Francisco, Autograph Collection | | San Francisco, CA | | | 171 | | | | 42.25 | | | | July 8, 2011 | |
11 | | Denver Marriott City Center | | Denver, CO | | | 613 | | | | 119.00 | | | | October 3, 2011 | |
12 | | Holiday Inn New York City Midtown - 31st Street | | New York, NY | | | 122 | | | | 52.20 | | | | December 22, 2011 | |
13 | | W Chicago - Lakeshore | | Chicago, IL | | | 520 | | | | 126.00 | | | | August 21, 2012 | |
14 | | Hyatt Regency Mission Bay Spa and Marina | | San Diego, CA | | | 429 | | | | 62.00 | | | | September 7, 2012 | |
15 | | The Hotel Minneapolis, Autograph Collection | | Minneapolis, MN | | | 222 | | | | 46.00 | | | | October 30, 2012 | |
16 | | Hyatt Place New York Midtown South | | New York, NY | | | 185 | | | | 76.25 | | | | March 14, 2013 | |
17 | | W New Orleans - French Quarter | | New Orleans, LA | | | 97 | | | | 25.50 | | | | March 28, 2013 | |
18 | | W New Orleans | | New Orleans, LA | | | 410 | | | | 65.00 | | | | April 25, 2013 | |
19 | | Hyatt Fisherman’s Wharf | | San Francisco, CA | | | 313 | | | | 103.50 | | | | May 31, 2013 | |
20 | | Hyatt Santa Barbara | | Santa Barbara, CA | | | 200 | | | | 61.00 | | | | June 27, 2013 | |
| | | | | | | | | | | | | | | | |
| | | | | | | 5,932 | | | $ | 1,487.25 | | | | | |
| | | | | | | | | | | | | | | | |
