Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Oct. 20, 2014 | |
Document and Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Entity Registrant Name | 'Pebblebrook Hotel Trust | ' |
Entity Central Index Key | '0001474098 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Large Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 67,745,368 |
Entity Well-known Seasoned Issuer | 'Yes | ' |
Entity Voluntary Filers | 'No | ' |
Entity Current Reporting Status | 'Yes | ' |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | ||
In Thousands, unless otherwise specified | ||||
ASSETS | ' | ' | ||
Investment in hotel properties, net | $1,879,271 | $1,717,611 | ||
Investment in joint venture | 256,274 | 260,304 | ||
Ground lease asset, net | 23,478 | 19,217 | ||
Cash and cash equivalents | 119,307 | 55,136 | ||
Restricted cash | 17,915 | 16,482 | ||
Hotel receivables (net of allowance for doubtful accounts of $215 and $270, respectively) | 30,137 | 16,850 | ||
Deferred financing costs, net | 3,726 | 4,736 | ||
Prepaid expenses and other assets | 37,999 | 26,595 | ||
Total assets | 2,368,107 | 2,116,931 | ||
LIABILITIES AND EQUITY | ' | ' | ||
Senior unsecured revolving credit facility | 0 | 0 | ||
Term loan | 100,000 | [1] | 100,000 | [1] |
Mortgage debt (including mortgage loan premium of $4,913 and $5,888, respectively) | 497,235 | 454,247 | ||
Accounts payable and accrued expenses | 88,792 | 61,428 | ||
Advance deposits | 11,287 | 8,432 | ||
Accrued interest | 2,054 | 1,945 | ||
Distribution payable | 22,159 | 15,795 | ||
Total liabilities | 721,527 | 641,847 | ||
Commitments and contingencies (Note 11) | ' | ' | ||
Shareholders' equity: | ' | ' | ||
Preferred shares of beneficial interest, $.01 par value (liquidation preference $350,000 at September 30, 2014 and $325,000 at December 31, 2013), 100,000,000 shares authorized; 14,000,000 and 13,000,000 shares issued and outstanding at September 30, 2014 and at December 31, 2013, respectively | 140 | 130 | ||
Common shares of beneficial interest, $.01 par value, 500,000,000 shares authorized; 67,614,929 issued and outstanding at September 30, 2014 and 63,709,628 issued and outstanding at December 31, 2013 | 676 | 637 | ||
Additional paid-in capital | 1,717,853 | 1,541,138 | ||
Accumulated other comprehensive income (loss) | 954 | 1,086 | ||
Distributions in excess of retained earnings | -76,910 | -69,652 | ||
Total shareholders' equity | 1,642,713 | 1,473,339 | ||
Non-controlling interests | 3,867 | 1,745 | ||
Total equity | 1,646,580 | 1,475,084 | ||
Total liabilities and equity | $2,368,107 | $2,116,931 | ||
[1] | (1) The Company entered into interest rate swaps to effectively fix the interest rate at 2.55% for the full five-year term, based on its current leverage ratio. |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | ||
In Thousands, except Share data, unless otherwise specified | ||||
Statement of Financial Position [Abstract] | ' | ' | ||
Allowance for doubtful accounts | $215 | $270 | ||
Mortgage loan premium | 4,913 | [1] | 5,888 | [1] |
Preferred shares of beneficial interest, liquidation preference value | $350,000 | $325,000 | ||
Preferred shares of beneficial interest, par value | $0.01 | $0.01 | ||
Preferred shares of beneficial interest, shares authorized | 100,000,000 | 100,000,000 | ||
Preferred shares of beneficial interest, shares issued | 14,000,000 | 13,000,000 | ||
Preferred shares of beneficial interest, shares outstanding | 14,000,000 | 13,000,000 | ||
Common shares of beneficial interest, par value | $0.01 | $0.01 | ||
Common shares of beneficial interest, shares authorized | 500,000,000 | 500,000,000 | ||
Common shares of beneficial interest, shares issued | 67,614,929 | 63,709,628 | ||
Common shares of beneficial interest, shares outstanding | 67,614,929 | 63,709,628 | ||
[1] | (3) Loan premiums on assumed mortgages recorded in purchase accounting for the Hotel Palomar San Francisco, Embassy Suites San Diego Bay - Downtown, Hotel Modera and The Nines Hotel. |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations and Comprehensive Income (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Revenues: | ' | ' | ' | ' |
Room | $120,934 | $90,093 | $306,887 | $240,632 |
Food and beverage | 38,577 | 32,900 | 106,442 | 99,291 |
Other operating | 10,165 | 8,241 | 29,513 | 22,526 |
Total revenues | 169,676 | 131,234 | 442,842 | 362,449 |
Hotel operating expenses: | ' | ' | ' | ' |
Room | 27,807 | 22,063 | 75,561 | 61,768 |
Food and beverage | 27,596 | 24,705 | 76,562 | 74,180 |
Other direct | 3,687 | 3,619 | 10,812 | 10,344 |
Other indirect | 40,192 | 32,629 | 110,951 | 92,893 |
Total hotel operating expenses | 99,282 | 83,016 | 273,886 | 239,185 |
Depreciation and amortization | 17,396 | 13,971 | 49,514 | 40,747 |
Real estate taxes, personal property taxes, property insurance, and ground rent | 9,539 | 7,991 | 26,847 | 22,900 |
General and administrative | 7,208 | 4,253 | 18,946 | 12,838 |
Hotel acquisition costs | 475 | 268 | 996 | 1,429 |
Total operating expenses | 133,900 | 109,499 | 370,189 | 317,099 |
Operating income (loss) | 35,776 | 21,735 | 72,653 | 45,350 |
Interest income | 645 | 670 | 1,880 | 1,964 |
Interest expense | -7,278 | -6,074 | -19,609 | -17,457 |
Equity in earnings (loss) of joint venture | 3,450 | 2,284 | 4,470 | 2,492 |
Income (loss) before income taxes | 32,593 | 18,615 | 59,394 | 32,349 |
Income tax (expense) benefit | -2,154 | -1,088 | -1,941 | -137 |
Net income (loss) | 30,439 | 17,527 | 57,453 | 32,212 |
Net income (loss) attributable to non-controlling interests | 274 | 112 | 537 | 211 |
Net income (loss) attributable to the Company | 30,165 | 17,415 | 56,916 | 32,001 |
Distributions to preferred shareholders | -6,428 | -6,100 | -18,591 | -16,872 |
Net income (loss) attributable to common shareholders | 23,737 | 11,315 | 38,325 | 15,129 |
Net income (loss) per share available to common shareholders, basic and diluted (in dollars per share) | $0.36 | $0.18 | $0.59 | $0.24 |
Weighted-average number of common shares, basic (in shares) | 64,859,494 | 61,179,524 | 64,133,134 | 61,086,834 |
Weighted-average number of common shares, diluted (in shares) | 65,346,188 | 61,347,863 | 64,613,449 | 61,279,252 |
Comprehensive Income: | ' | ' | ' | ' |
Net income (loss) | 30,439 | 17,527 | 57,453 | 32,212 |
Unrealized gain (loss) on derivative instruments | 446 | -589 | -132 | 1,211 |
Comprehensive income (loss) | 30,885 | 16,938 | 57,321 | 33,423 |
Comprehensive income (loss) attributable to non-controlling interests | 278 | 108 | 536 | 218 |
Comprehensive income (loss) attributable to the Company | $30,607 | $16,830 | $56,785 | $33,205 |
Consolidated_Statements_of_Equ
Consolidated Statements of Equity (USD $) | Total | Preferred Shares [Member] | Common Shares [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Distributions in Excess of Retained Earnings [Member] | Parent [Member] | Noncontrolling Interest [Member] |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Dec. 31, 2012 | $1,313,092,000 | $90,000 | $610,000 | $1,362,349,000 | ($300,000) | ($49,798,000) | $1,312,951,000 | $141,000 |
Preferred Stock, Shares Outstanding at Dec. 31, 2012 | ' | 9,000,000 | ' | ' | ' | ' | ' | ' |
Common Stock, Shares, Outstanding at Dec. 31, 2012 | ' | ' | 60,955,090 | ' | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of shares, net of offering costs, Shares | ' | 4,000,000 | 171,893 | ' | ' | ' | ' | ' |
Issuance of shares, net of offering costs, Value | 101,242,000 | 40,000 | 2,000 | 101,200,000 | ' | ' | 101,242,000 | ' |
Issuance of Common Shares for Board Of Trustees Compensation , Shares | ' | ' | 9,097 | ' | ' | ' | ' | ' |
Issuance of Common Shares for Board Of Trustees Compensation, Value | 207,000 | ' | ' | 207,000 | ' | ' | 207,000 | ' |
Repurchase of Common Stock, Shares | ' | ' | -21,644 | ' | ' | ' | ' | ' |
Repurchase of Common Shares, Value | -523,000 | ' | ' | -523,000 | ' | ' | -523,000 | ' |
Share-based Compensation, Shares | ' | ' | 65,192 | ' | ' | ' | ' | ' |
Share-based Compensation, Value | 3,857,000 | ' | ' | 2,672,000 | ' | ' | 2,672,000 | 1,185,000 |
Distributions on Common Shares and Units | -29,705,000 | ' | ' | ' | ' | -29,522,000 | -29,522,000 | -183,000 |
Distributions on Preferred Shares | -16,881,000 | ' | ' | ' | ' | -16,872,000 | -16,872,000 | -9,000 |
Unrealized gain (loss) on derivative instruments | 1,211,000 | ' | ' | ' | 1,211,000 | ' | 1,211,000 | ' |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | 32,212,000 | ' | ' | ' | ' | 32,001,000 | 32,001,000 | 211,000 |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Sep. 30, 2013 | 1,404,712,000 | 130,000 | 612,000 | 1,465,905,000 | 911,000 | -64,191,000 | 1,403,367,000 | 1,345,000 |
Preferred Stock, Shares Outstanding at Sep. 30, 2013 | ' | 13,000,000 | ' | ' | ' | ' | ' | ' |
Common Stock, Shares, Outstanding at Sep. 30, 2013 | ' | ' | 61,179,628 | ' | ' | ' | ' | ' |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Dec. 31, 2013 | 1,475,084,000 | 130,000 | 637,000 | 1,541,138,000 | 1,086,000 | -69,652,000 | 1,473,339,000 | 1,745,000 |
Preferred Stock, Shares Outstanding at Dec. 31, 2013 | 13,000,000 | 13,000,000 | ' | ' | ' | ' | ' | ' |
Common Stock, Shares, Outstanding at Dec. 31, 2013 | 63,709,628 | ' | 63,709,628 | ' | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of shares, net of offering costs, Shares | ' | 1,000,000 | 3,850,000 | ' | ' | ' | ' | ' |
Issuance of shares, net of offering costs, Value | 170,750,000 | 10,000 | 39,000 | 170,701,000 | ' | ' | 170,750,000 | ' |
Issuance of Common Shares for Board Of Trustees Compensation , Shares | ' | ' | 13,793 | ' | ' | ' | ' | ' |
Issuance of Common Shares for Board Of Trustees Compensation, Value | 421,000 | ' | ' | 421,000 | ' | ' | 421,000 | ' |
Repurchase of Common Stock, Shares | ' | ' | -20,539 | ' | ' | ' | ' | ' |
Repurchase of Common Shares, Value | -632,000 | ' | ' | -632,000 | ' | ' | -632,000 | ' |
Share-based Compensation, Shares | ' | ' | 62,047 | ' | ' | ' | ' | ' |
Stock Issued During Period, Value, Share-based Compensation | ' | ' | 0 | ' | ' | ' | ' | ' |
Share-based Compensation, Value | 8,237,000 | ' | ' | 6,225,000 | ' | ' | 6,225,000 | 2,012,000 |
Distributions on Common Shares and Units | -46,003,000 | ' | ' | ' | ' | -45,583,000 | -45,583,000 | -420,000 |
Distributions on Preferred Shares | -18,598,000 | ' | ' | ' | ' | -18,591,000 | -18,591,000 | -7,000 |
Unrealized gain (loss) on derivative instruments | -132,000 | ' | ' | ' | -132,000 | ' | -132,000 | ' |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | 57,453,000 | ' | ' | ' | ' | 56,916,000 | 56,916,000 | 537,000 |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest at Sep. 30, 2014 | $1,646,580,000 | $140,000 | $676,000 | $1,717,853,000 | $954,000 | ($76,910,000) | $1,642,713,000 | $3,867,000 |
Preferred Stock, Shares Outstanding at Sep. 30, 2014 | 14,000,000 | 14,000,000 | ' | ' | ' | ' | ' | ' |
Common Stock, Shares, Outstanding at Sep. 30, 2014 | 67,614,929 | ' | 67,614,929 | ' | ' | ' | ' | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Operating activities: | ' | ' |
Net income (loss) | $57,453 | $32,212 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ' | ' |
Depreciation and amortization | 49,514 | 40,747 |
Share-based compensation | 8,237 | 3,857 |
Amortization of deferred financing costs and mortgage loan premiums | -455 | -147 |
Non-cash ground rent | 1,645 | 2,405 |
Equity in (earnings) loss from joint venture | -2,683 | -706 |
Other | 311 | 447 |
Changes in assets and liabilities: | ' | ' |
Restricted cash, net | -743 | -2,061 |
Hotel receivables | -12,769 | -9,995 |
Prepaid expenses and other assets | -2,590 | -4,413 |
Distributions from joint venture, net | 6,713 | 735 |
Accounts payable and accrued expenses | 12,359 | 8,550 |
Advance deposits | 1,945 | 3,433 |
Net cash provided by (used in) operating activities | 118,937 | 75,064 |
Investing activities: | ' | ' |
Acquisition of hotel properties | -125,531 | -99,274 |
Improvements and additions to hotel properties | -30,989 | -27,682 |
Distribution from (investment in) joint venture, net | 0 | 26,291 |
Acquisition of note receivable | -3,020 | 0 |
Purchase of corporate office equipment, computer software, and furniture | -336 | -32 |
Restricted cash, net | -690 | -1,835 |
Property insurance proceeds | 1,113 | 0 |
Net cash provided by (used in) investing activities | -159,453 | -102,532 |
Financing activities: | ' | ' |
Gross proceeds from issuance of common shares | 146,854 | 4,829 |
Gross proceeds from issuance of preferred shares | 25,000 | 100,000 |
Payment of offering costs - common and preferred shares | -1,104 | -3,586 |
Payment of deferred financing costs | -440 | -649 |
Borrowings under senior credit facility | 130,000 | 0 |
Repayments under senior credit facility | -130,000 | 0 |
Repayments of mortgage debt | -6,761 | -5,881 |
Repurchase of common shares | -632 | -523 |
Distributions - common shares/units | -39,986 | -27,099 |
Distributions - preferred shares | -18,244 | -15,481 |
Net cash provided by (used in) financing activities | 104,687 | 51,610 |
Net change in cash and cash equivalents | 64,171 | 24,142 |
Cash and cash equivalents, beginning of year | 55,136 | 85,900 |
Cash and cash equivalents, end of year | $119,307 | $110,042 |
Organization
Organization | 9 Months Ended |
Sep. 30, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
ORGANIZATION | ' |
Organization | |
Pebblebrook Hotel Trust (the “Company”) was formed as a Maryland real estate investment trust in October 2009 to opportunistically acquire and invest in hotel properties located primarily in major United States cities, with an emphasis on major gateway coastal markets. | |
As of September 30, 2014, the Company owned interests in 31 hotels, including 25 wholly owned hotels with a total of 6,046 guest rooms, and a 49% joint venture interest in six hotels with a total of 1,775 guest rooms. The hotels are located in the following markets: Atlanta (Buckhead), Georgia; Bethesda, Maryland; Boston, Massachusetts; Hollywood, California; Los Angeles, California; Miami, Florida; Minneapolis, Minnesota; New York, New York; Philadelphia, Pennsylvania; Portland, Oregon; San Diego, California; San Francisco, California; Santa Monica, California; Seattle, Washington; Stevenson, Washington; Washington, D.C.; West Hollywood, California; and Westwood, California. | |
Substantially all of the Company’s assets are held by, and all of the operations are conducted through, Pebblebrook Hotel, L.P. (the “Operating Partnership”). The Company is the sole general partner of the Operating Partnership. At September 30, 2014, the Company owned 99.1% of the common limited partnership units issued by the Operating Partnership ("common units"). The remaining 0.9% of the common units are owned by the other limited partners of the Operating Partnership. For the Company to qualify as a real estate investment trust (“REIT”) under the Internal Revenue Code of 1986, as amended (the "Code"), it cannot operate the hotels it owns. Therefore, the Operating Partnership and its subsidiaries lease the hotel properties to subsidiaries of Pebblebrook Hotel Lessee, Inc. (collectively, “PHL”), the Company’s taxable REIT subsidiary (“TRS”), which in turn engages third-party eligible independent contractors to manage the hotels. PHL is consolidated into the Company’s financial statements. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 9 Months Ended | |
Sep. 30, 2014 | ||
Accounting Policies [Abstract] | ' | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' | |
Summary of Significant Accounting Policies | ||
Basis of Presentation | ||
The accompanying unaudited interim consolidated financial statements and related notes have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and in conformity with the rules and regulations of the Securities and Exchange Commission (“SEC”) applicable to interim financial information. As such, certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been omitted in accordance with the rules and regulations of the SEC. These unaudited consolidated financial statements include all adjustments considered necessary for a fair presentation of the consolidated balance sheets, consolidated statements of operations and comprehensive income and consolidated statements of cash flows for the periods presented. Interim results are not necessarily indicative of full-year performance, as a result of the impact of seasonal and other short-term variations and the acquisitions of hotel properties. These consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013. | ||
The Company and its subsidiaries are separate legal entities and maintain records and books of account separate and apart from each other. The consolidated financial statements include all of the accounts of the Company and its subsidiaries and are presented in accordance with U.S. GAAP. All significant intercompany balances and transactions have been eliminated in consolidation. Investments in entities in which the Company does not control, but has the ability to exercise significant influence over operating and financial policies, are accounted for under the equity method. | ||
Use of Estimates | ||
The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities, and revenues and expenses. These estimates are prepared using management’s best judgment, after considering past, current and expected events and economic conditions. Actual results could differ from these estimates. | ||
Fair Value Measurements | ||
A fair value measurement is based on the assumptions that market participants would use in pricing an asset or liability in an orderly transaction. The hierarchy for inputs used in measuring fair value are as follows: | ||
1 | Level 1 – Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. | |
2 | Level 2 – Inputs include quoted prices in active markets for similar assets and liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, and model-derived valuations whose inputs are observable. | |
3 | Level 3 – Model-derived valuations with unobservable inputs. | |
In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level within which the fair value measurement is categorized is based on the lowest level input that is significant to the fair value measurement. | ||
The Company's financial instruments include cash and cash equivalents, restricted cash, accounts payable and accrued expenses. Due to their short maturities, the carrying amounts of these assets and liabilities approximate fair value. See Note 6 for disclosures on the fair value of debt and derivative instruments. | ||
Investment in Hotel Properties | ||
Upon acquisition of hotel properties, the Company allocates the purchase price based on the fair value of the acquired land, land improvements, building, furniture, fixtures and equipment, identifiable intangible assets or liabilities, other assets and assumed liabilities. Identifiable intangible assets or liabilities typically arise from contractual arrangements in connection with the transaction, including terms that are above or below market compared to an estimated market agreement at the acquisition date. Acquisition-date fair values of assets and assumed liabilities are determined based on replacement costs, appraised values, and estimated fair values using methods similar to those used by independent appraisers and that use appropriate discount and/or capitalization rates and available market information. | ||
Acquisition costs are expensed as incurred. | ||
Hotel renovations and replacements of assets that improve or extend the life of the asset are recorded at cost and depreciated over their estimated useful lives. Furniture, fixtures and equipment under capital leases are recorded at the present value of the minimum lease payments. Repair and maintenance costs are expensed as incurred. | ||
Hotel properties are recorded at cost and depreciated using the straight-line method over an estimated useful life of 10 to 40 years for buildings, land improvements, and building improvements and 1 to 10 years for furniture, fixtures and equipment. Leasehold improvements are amortized over the shorter of the lease term or the useful lives of the related assets. Intangible assets arising from contractual arrangements are typically amortized over the life of the contract. The Company is required to make subjective assessments as to the useful lives and classification of properties for purposes of determining the amount of depreciation expense to reflect each year with respect to the assets. These assessments may impact the Company’s results of operations. | ||
The Company reviews its investments in hotel properties for impairment whenever events or changes in circumstances indicate that the carrying value of the hotel properties may not be recoverable. Events or circumstances that may cause a review include, but are not limited to, when a hotel property experiences a current or projected loss from operations, when it becomes more likely than not that a hotel property will be sold before the end of its useful life, adverse changes in the demand for lodging at the properties due to declining national or local economic conditions and/or new hotel construction in markets where the hotels are located. When such conditions exist, the Company performs an analysis to determine if the estimated undiscounted future cash flows from operations and the proceeds from the ultimate disposition of a hotel exceed its carrying value. If the estimated undiscounted future cash flows are less than the carrying value of the asset, an adjustment to reduce the carrying value to the related hotel’s estimated fair market value is recorded and an impairment loss recognized. In the evaluation of impairment of its hotel properties, the Company makes many assumptions and estimates including projected cash flows both from operations and eventual disposition, expected useful life and holding period, future required capital expenditures, and fair values, including consideration of capitalization rates, discount rates, and comparable selling prices. The Company will adjust its assumptions with respect to the remaining useful life of the hotel property when circumstances change or it is more likely than not that the hotel property will be sold prior to its previously expected useful life. | ||
The Company will classify a hotel as held for sale when a binding agreement to sell the property has been signed under which the buyer has committed a significant amount of nonrefundable cash, no significant financing contingencies exist, and the sale is expected to close within one year. If these criteria are met and if the fair value less costs to sell is lower than the carrying value of the hotel, the Company will record an impairment loss and will cease recording depreciation expense. The Company will generally classify the loss, together with the related operating results, as continuing operations on the statements of operations and classify the assets and related liabilities as held for sale on the balance sheet. See "Recent Accounting Standards" below. | ||
Revenue Recognition | ||
Revenue consists of amounts derived from hotel operations, including the sales of rooms, food and beverage, and other ancillary amenities. Revenue is recognized when rooms are occupied and services have been rendered. For retail operations, revenue is recognized on a straight-line basis over the lives of the retail leases. The Company collects sales, use, occupancy and similar taxes at its hotels which are presented on a net basis on the statement of operations. | ||
Income Taxes | ||
To qualify as a REIT for federal income tax purposes, the Company must meet a number of organizational and operational requirements, including a requirement that it currently distribute at least 90 percent of its adjusted taxable income to its shareholders. As a REIT, the Company generally is not subject to federal corporate income tax on that portion of its taxable income that is currently distributed to shareholders. The Company is subject to certain state and local taxes on its income and property, and to federal income and excise taxes on its undistributed taxable income. In addition, PHL, which leases the Company’s hotels from the Operating Partnership, is subject to federal and state income taxes. The Company accounts for income taxes using the asset and liability method under which deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Valuation allowances are provided if, based upon the weight of the available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. | ||
Share-based Compensation | ||
The Company has adopted an equity incentive plan that provides for the grant of common share options, share awards, share appreciation rights, performance units and other equity-based awards. Equity-based compensation is measured at the fair value of the award on the date of grant and recognized as an expense on a straight-line basis over the vesting period. Share-based compensation awards that contain a performance condition are reviewed at least quarterly to assess the achievement of the performance condition. Compensation expense will be adjusted when a change in the assessment of achievement of the specific performance condition level is determined to be probable. The determination of fair value of these awards is subjective and involves significant estimates and assumptions including expected volatility of the Company's shares, expected dividend yield, expected term and assumptions of whether these awards will achieve parity with other operating partnership units or achieve performance thresholds. | ||
Earnings Per Share | ||
Basic earnings per share (“EPS”) is computed by dividing the net income (loss) attributable to common shareholders by the weighted-average number of common shares outstanding for the period. Diluted EPS is computed by dividing net income (loss) attributable to common shareholders as adjusted for dilutive securities, by the weighted-average number of common shares outstanding plus dilutive securities. Any anti-dilutive securities are excluded from the diluted per-share calculation. | ||
Recent Accounting Standards | ||
On April 10, 2014, the FASB issued ASU 2014-08 Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity, which changes the criteria for determining which disposals are presented as discontinued operations and modifies related disclosure requirements. This standard is effective for fiscal years beginning after December 15, 2014 and for interim periods within those fiscal years with early adoption permitted. The Company has early adopted this standard effective January 1, 2014. Under this ASU, the Company anticipates that the majority of property sales will not be classified as discontinued operations. | ||
On May 28, 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The new standard is effective for the Company on January 1, 2017. Early application is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. The Company is evaluating the effect that ASU 2014-09 will have on its consolidated financial statements and related disclosures. The Company has not yet selected a transition method nor has it determined the effect of the standard on its financial statements. | ||
In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, which requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date the financial statements are issued and provides guidance on determining when and how to disclose going concern uncertainties in the financial statements. Certain disclosures will be required if conditions give rise to substantial doubt about an entity’s ability to continue as a going concern. This guidance is effective for the Company on January 1, 2017 and will not have an impact on the Company’s financial position, results of operations or cash flows. |
Acquisition_of_Hotel_Propertie
Acquisition of Hotel Properties | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Business Combinations [Abstract] | ' | |||||||||||||||
ACQUISITION OF HOTEL PROPERTIES | ' | |||||||||||||||
Acquisition of Hotel Properties | ||||||||||||||||
On May 22, 2014, the Company acquired the 160-room Prescott Hotel located in San Francisco, California for $49.0 million. In addition, the Company paid certain costs of the seller of $1.3 million. The transaction included a fee simple acquisition of 96 guest rooms in one building and a leasehold interest acquisition of 64 guest rooms in an adjacent attached building. In connection with the acquisition of the leasehold interest, the Company assumed a long-term hotel lease with an unaffiliated third party that expires in 2059, with a one time extension option of 30 years. The Company is required to pay annual base rent of approximately $0.5 million, beginning in October 2017. The annual base rent is subject to a fixed increase every year during the remaining lease term. This transaction was funded with available cash and borrowings under the Company's senior unsecured revolving credit facility. The hotel will continue to be managed by Kimpton Hotel & Restaurant Group, LLC, the Hotel's current manager. | ||||||||||||||||
As noted above, the Prescott Hotel is subject to a long-term hotel lease of 64 rooms located in an adjacent attached building. The building portion of the long-term hotel lease assumed was determined to be a capital lease under the criteria in ASC 840 - Leases. At acquisition, the Company recorded a capital lease obligation of $10.8 million related to this leasehold interest, based on the estimated fair value of the payments for the remaining term, and is included in accounts payable and accrued expenses. The Company recorded a capital asset of $11.0 million based on an estimated fair value for the right to use the leased property, which is included in investment in hotel properties, net, in the accompanying consolidated balance sheets. | ||||||||||||||||
On July 17, 2014, the Company acquired the 331-room The Nines Hotel located in Portland, Oregon for $127.0 million. The acquisition was funded with $76.3 million of borrowings under the Company's senior unsecured revolving credit facility and assumption of three non-recourse mortgage loans totaling $50.7 million. The hotel will continue to be managed by Sage Hospitality, the Hotel's current manager. | ||||||||||||||||
In conjunction with the acquisition of The Nines Hotel, the Company is required to indemnify certain tax credit investors for certain income tax liabilities and related expenses such investors will incur if the Company were to repay the three mortgage loans before March 5, 2015 or engage in certain businesses prohibited under the New Markets Tax Credit program. Owning and operating a hotel is not one of those prohibited businesses. The potential indemnification obligation could range from zero to $28.3 million (plus interest, penalties and related expenses) and will expire on March 5, 2015, which is the end of the New Markets Tax Credit compliance period. Due to the nature of these requirements and because compliance with them is within the Company’s control, the Company believes that the likelihood that the Company will be required to pay under this indemnity is remote. | ||||||||||||||||
The allocation of fair value to the acquired assets and liabilities is as follows (in thousands): | ||||||||||||||||
2014 Acquisitions | ||||||||||||||||
Land | $ | 31,055 | ||||||||||||||
Buildings and improvements | 136,004 | |||||||||||||||
Furniture, fixtures and equipment | 9,851 | |||||||||||||||
Below (Above) market rate contracts | 10,731 | |||||||||||||||
Assumed debt | (50,725 | ) | ||||||||||||||
Capital lease obligation | (10,758 | ) | ||||||||||||||
Net working capital | (627 | ) | ||||||||||||||
Net assets acquired | $ | 125,531 | ||||||||||||||
The following unaudited pro forma financial information presents the results of operations of the Company for the three and nine months ended September 30, 2014 and 2013 as if the hotels acquired in 2014 and 2013 were acquired on January 1, 2013 and 2012, respectively. The following hotels' pro forma results are included in the pro forma table below: Embassy Suites San Diego Bay-Downtown, Redbury Hotel, Hotel Modera, Radisson Hotel Fisherman's Wharf, Prescott Hotel and The Nines Hotel. The pro forma results below exclude acquisition costs of $0.5 million and $0.3 million for the three months ended September 30, 2014 and 2013, respectively, and $1.0 million and $1.4 million for the nine months ended September 30, 2014 and 2013, respectively. The unaudited pro forma results have been prepared for comparative purposes only and do not purport to be indicative of either the results of operations that would have actually occurred had these transactions occurred or the future results of operations (in thousands, except per-share data). | ||||||||||||||||
For the three months ended September 30, | For the nine months ended September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Total revenues | $ | 171,501 | $ | 157,016 | $ | 468,070 | $ | 435,089 | ||||||||
Operating income (loss) | 36,136 | 29,605 | 76,695 | 61,910 | ||||||||||||
Net income (loss) attributable to common shareholders | 23,438 | 18,006 | 39,526 | 28,216 | ||||||||||||
Net income (loss) per share available to common shareholders — basic | $ | 0.36 | $ | 0.28 | $ | 0.61 | $ | 0.44 | ||||||||
Net income (loss) per share available to common shareholders — diluted | $ | 0.36 | $ | 0.27 | $ | 0.61 | $ | 0.43 | ||||||||
For both the three and nine months ended September 30, 2014, the Company's consolidated statements of operations included $13.6 million and $15.1 million of revenues, respectively, and $7.9 million and $8.8 million of hotel operating expenses, respectively, related to the operations of the Prescott Hotel and The Nines Hotel acquired in 2014. |
Investment_in_Hotel_Properties
Investment in Hotel Properties | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Real Estate [Abstract] | ' | |||||||
INVESTMENT IN HOTEL PROPERTIES | ' | |||||||
Investment in Hotel Properties | ||||||||
Investment in hotel properties as of September 30, 2014 and December 31, 2013 consisted of the following (in thousands): | ||||||||
September 30, | December 31, 2013 | |||||||
2014 | ||||||||
Land | $ | 303,715 | $ | 272,661 | ||||
Buildings and improvements | 1,590,813 | 1,437,593 | ||||||
Furniture, fixtures and equipment | 158,813 | 135,547 | ||||||
Construction in progress | 6,582 | 4,138 | ||||||
Investment in hotel properties | $ | 2,059,923 | $ | 1,849,939 | ||||
Less: Accumulated depreciation | (180,652 | ) | (132,328 | ) | ||||
Investment in hotel properties, net | $ | 1,879,271 | $ | 1,717,611 | ||||
Investment_in_Joint_Venture
Investment in Joint Venture | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Equity Method Investments and Joint Ventures [Abstract] | ' | |||||||||||||||
Investment in Joint Venture | ' | |||||||||||||||
Investment in Joint Venture | ||||||||||||||||
On July 29, 2011, the Company acquired a 49% interest in a joint venture (the “Manhattan Collection joint venture”), which owns six properties in New York, New York. The transaction valued the six hotels at approximately $908.0 million (subject to working capital and similar adjustments). The Company accounts for this investment using the equity method. | ||||||||||||||||
On December 27, 2012, the Manhattan Collection joint venture refinanced its existing loans with a new, single $410.0 million loan, secured by five of the properties (excluding Affinia Dumont) owned by the joint venture. The new loan bears interest at an annual fixed rate of 3.67% and requires interest-only payments through maturity on January 5, 2018. In conjunction with the refinancing, the Company provided the joint venture a $50.0 million unsecured special loan which matures at the earlier of July 4, 2018, the closing of any refinancing of the secured loan or the closing date of a portfolio sale (as defined in the loan agreement). The unsecured special loan bears interest at an annual fixed rate of 9.75% and requires interest-only payments through maturity. The unsecured special loan is pre-payable by the joint venture at any time. The unsecured special loan to the joint venture is included in the investment in joint venture on the consolidated balance sheets. Interest income is recorded on the accrual basis and the Company's 49% pro-rata portion of the special loan and related interest income is eliminated. | ||||||||||||||||
As of September 30, 2014, the joint venture reported $472.9 million in total assets, which represents the basis of the hotels prior to the Company's investment. The joint venture's total liabilities and members' deficit include $460.0 million in existing first mortgage debt and a $50.0 million unsecured special loan. The Company is not a guarantor of any existing debt of the joint venture except for limited customary carve-outs related to fraud or misapplication of funds. | ||||||||||||||||
At the time of the Company’s investment, the estimated fair value of the hotel properties owned by the Manhattan Collection joint venture exceeded the carrying value. This basis difference between the Company’s investment in the joint venture and the Company’s proportionate 49% interest in these depreciable assets held by the joint venture is amortized over the estimated life of the underlying assets and recognized as a component of equity in earnings (loss) of joint venture (referred to as the basis adjustment in the table below). | ||||||||||||||||
The summarized results of operations of the Company’s investment in the Manhattan Collection joint venture for the three and nine months ended September 30, 2014 and 2013 are presented below (in thousands): | ||||||||||||||||
For the three months ended September 30, | For the nine months ended September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Revenues | $ | 47,726 | $ | 43,299 | $ | 131,699 | $ | 121,868 | ||||||||
Total expenses | 41,771 | 39,881 | 126,107 | 119,273 | ||||||||||||
Net income (loss) | $ | 5,955 | $ | 3,418 | $ | 5,592 | $ | 2,595 | ||||||||
Company’s 49% interest of net income (loss) | 2,918 | 1,675 | 2,740 | 1,272 | ||||||||||||
Basis adjustment | (70 | ) | 7 | (57 | ) | (567 | ) | |||||||||
Special loan interest income elimination | 602 | 602 | 1,787 | 1,787 | ||||||||||||
Equity in earnings (loss) in joint venture | $ | 3,450 | $ | 2,284 | $ | 4,470 | $ | 2,492 | ||||||||
The Company classifies the distributions from its joint venture in the statements of cash flows based upon an evaluation of the specific facts and circumstances of each distribution. For example, distributions from cash generated by property operations are classified as cash flows from operating activities. However, distributions received as a result of property sales are classified as cash flows from investing activities. |
Debt
Debt | 9 Months Ended | |||||||||||
Sep. 30, 2014 | ||||||||||||
Debt Disclosure [Abstract] | ' | |||||||||||
Debt | ' | |||||||||||
Debt | ||||||||||||
Senior Unsecured Revolving Credit Facility | ||||||||||||
The Company's $300.0 million credit facility provides for a $200.0 million unsecured revolving credit facility and a $100.0 million unsecured term loan. The revolving credit facility matures in July 2016, and the Company has a one-year extension option. The Company has the ability to increase the aggregate borrowing capacity under the credit agreement up to $600.0 million, subject to lender approval. Borrowings on the revolving credit facility bear interest at LIBOR plus 1.75% to 2.50%, depending on the Company’s leverage ratio. Additionally, the Company is required to pay an unused commitment fee at an annual rate of 0.25% or 0.35% of the unused portion of the revolving credit facility, depending on the amount of borrowings outstanding. The credit agreement contains certain financial covenants, including a maximum leverage ratio, a maximum debt service coverage ratio, a minimum fixed charge coverage ratio, and a minimum net worth. As of September 30, 2014 and December 31, 2013, the Company had no outstanding borrowings under the revolving credit facility. As of September 30, 2014, the Company was in compliance with the credit agreement debt covenants. For the three and nine months ended September 30, 2014, the Company incurred unused commitment fees of $0.1 million and $0.4 million, respectively. For the three and nine months ended September 30, 2013, the Company incurred unused commitment fees of $0.2 million and $0.5 million, respectively. | ||||||||||||
Term Loan | ||||||||||||
On August 13, 2012, the Company drew the entire $100.0 million unsecured term loan provided for under its amended senior credit agreement. The five-year term loan matures in July 2017 and bears interest at a variable rate, but was swapped to an effective fixed interest rate for the full five-year term (see “Derivative and Hedging Activities” below). | ||||||||||||
Derivative and Hedging Activities | ||||||||||||
The Company enters into interest rate swap agreements to hedge against interest rate fluctuations. Unrealized gains and losses on the effective portion of hedging instruments are reported in other comprehensive income (loss) and are subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. Ineffective portions of changes in the fair value of a cash flow hedge are recognized as interest expense. Effective August 13, 2012, the Company entered into three interest rate swap agreements with an aggregate notional amount of $100.0 million for the term loan's full five-year term, resulting in an effective fixed interest rate of 2.55% at the Company's current leverage ratio (as defined in the agreement). The Company has designated its pay-fixed, receive-floating interest rate swap derivatives as cash flow hedges. | ||||||||||||
The Company records all derivative instruments at fair value in the consolidated balance sheets. Fair values of interest rate swaps are determined using the standard market methodology of netting the discounted future fixed cash receipts/payments and the discounted expected variable cash payments/receipts. Variable interest rates used in the calculation of projected receipts and payments on the swaps are based on an expectation of future interest rates derived from observable market interest rate curves (Overnight Index Swap curves) and volatilities (level 2 inputs). Derivatives expose the Company to credit risk in the event of non-performance by the counterparties under the terms of the interest rate hedge agreements. The Company believes it minimizes the credit risk by transacting with major creditworthy financial institutions. | ||||||||||||
As of September 30, 2014, the Company's derivative instruments are in an asset position, with an aggregate fair value of $1.0 million, which is included in prepaid expenses and other assets in the accompanying consolidated balance sheets. For the three and nine months ended September 30, 2014, there was $0.4 million in unrealized gain and $0.1 million in unrealized loss, respectively, recorded in accumulated other comprehensive income. During the three and nine months ended September 30, 2014 the Company reclassified $0.1 million and $0.4 million, respectively, from accumulated other comprehensive income (loss) and to interest expense. During the three and nine months ended September 30, 2013, the Company reclassified $0.1 million and $0.4 million, respectively, from accumulated other comprehensive income to net income (loss) and to interest expense. The Company expects approximately $0.4 million will be reclassified from accumulated other comprehensive income to net income (loss) in the next 12 months. | ||||||||||||
Mortgage Debt | ||||||||||||
Each of the Company’s mortgage loans is secured by a first mortgage lien or by leasehold interests under the ground lease on the underlying property. The mortgages are non-recourse to the Company except for customary carve-outs such as fraud or misapplication of funds. | ||||||||||||
In conjunction with the acquisition of The Nines Hotel, the Company assumed three non-recourse mortgage loans totaling $50.7 million secured by the property. The three loans are scheduled to mature on March 5, 2015, bear interest at a weighted-average rate of 7.39% and require monthly interest-only payments until maturity. As the weighted-average interest rate of the loans were above market for loans with comparable terms, the Company recorded a loan premium of $0.9 million, which is amortized as a reduction of interest expense over the remaining term. | ||||||||||||
Debt Summary | ||||||||||||
Debt as of September 30, 2014 and December 31, 2013 consisted of the following (dollars in thousands): | ||||||||||||
Balance Outstanding as of | ||||||||||||
Interest Rate | Maturity Date | September 30, 2014 | December 31, 2013 | |||||||||
Senior unsecured revolving credit facility | Floating | Jul-16 | $ | — | $ | — | ||||||
Term loan | Floating(1) | Jul-17 | 100,000 | 100,000 | ||||||||
Mortgage loans | ||||||||||||
The Nines Hotel (2) | 7.39% | Mar-15 | 50,725 | — | ||||||||
InterContinental Buckhead | 4.88% | Jan-16 | 49,544 | 50,192 | ||||||||
Skamania Lodge | 5.44% | Feb-16 | 29,465 | 29,811 | ||||||||
DoubleTree by Hilton Bethesda-Washington DC | 5.28% | Feb-16 | 34,710 | 35,102 | ||||||||
Embassy Suites San Diego Bay-Downtown | 6.28% | Jun-16 | 64,788 | 65,725 | ||||||||
Hotel Modera | 5.26% | Jul-16 | 23,321 | 23,597 | ||||||||
Monaco Washington DC | 4.36% | Feb-17 | 43,965 | 44,580 | ||||||||
Argonaut Hotel | 4.25% | Mar-17 | 44,295 | 45,138 | ||||||||
Sofitel Philadelphia | 3.90% | Jun-17 | 47,286 | 48,218 | ||||||||
Hotel Palomar San Francisco | 5.94% | Sep-17 | 26,549 | 26,802 | ||||||||
The Westin San Diego Gaslamp Quarter | 3.69% | Jan-20 | 77,674 | 79,194 | ||||||||
Mortgage loans at stated value | 492,322 | 448,359 | ||||||||||
Mortgage loan premiums (3) | 4,913 | 5,888 | ||||||||||
Total mortgage loans | $ | 497,235 | $ | 454,247 | ||||||||
Total debt | $ | 597,235 | $ | 554,247 | ||||||||
________________________ | ||||||||||||
(1) The Company entered into interest rate swaps to effectively fix the interest rate at 2.55% for the full five-year term, based on its current leverage ratio. | ||||||||||||
(2) The interest rate of 7.39% represents a weighted-average interest rate of the three non-recourse mortgage loans assumed in conjunction with the acquisition of The Nines Hotel. | ||||||||||||
(3) Loan premiums on assumed mortgages recorded in purchase accounting for the Hotel Palomar San Francisco, Embassy Suites San Diego Bay - Downtown, Hotel Modera and The Nines Hotel. | ||||||||||||
The Company estimates the fair value of its fixed rate debt by discounting the future cash flows of each instrument at estimated market rates, taking into consideration general market conditions and maturity of the debt with similar credit terms and is classified within level 2 of the fair value hierarchy. The estimated fair value of the Company’s mortgage debt as of September 30, 2014 and December 31, 2013 was $505.0 million and $460.9 million, respectively. | ||||||||||||
The Company was in compliance with all debt covenants as of September 30, 2014. |
Equity
Equity | 9 Months Ended | ||||||||||
Sep. 30, 2014 | |||||||||||
Equity [Abstract] | ' | ||||||||||
EQUITY | ' | ||||||||||
Equity | |||||||||||
Common Shares | |||||||||||
The Company is authorized to issue up to 500,000,000 common shares of beneficial interest, $.01 par value per share (“common shares”). Each outstanding common share entitles the holder to one vote on each matter submitted to a vote of shareholders. Holders of the Company’s common shares are entitled to receive dividends when authorized by the Company’s board of trustees. | |||||||||||
During the nine months ended September 30, 2014, the Company issued 400,000 common shares at an average price of $38.09 per share under its $175.0 million "at the market" offering program (an "ATM program") and raised $15.0 million, net of commissions. On March 5, 2014, the Company filed a prospectus supplement with the SEC to sell up to $175.0 million in common shares under a new "at the market" offering program (an "ATM program"). At the same time, the Company terminated its prior $170.0 million ATM program. As of September 30, 2014, $159.8 million in common shares remained available for issuance under the $175.0 million ATM program. | |||||||||||
On September 9, 2014, the Company issued 3,450,000 common shares at a price of $38.15 per share in an underwritten public offering and raised $131.6 million, net of the underwriting discount. | |||||||||||
Common Dividends | |||||||||||
The Company declared the following dividends on common shares/units for the nine months ended September 30, 2014: | |||||||||||
Dividend per | For the quarter | Record Date | Payable Date | ||||||||
Share/Unit | ended | ||||||||||
$ | 0.23 | March 31, 2014 | March 31, 2014 | April 15, 2014 | |||||||
$ | 0.23 | June 30, 2014 | June 30, 2014 | July 15, 2014 | |||||||
$ | 0.23 | September 30, 2014 | September 30, 2014 | October 15, 2014 | |||||||
Preferred Shares | |||||||||||
The Company is authorized to issue up to 100,000,000 preferred shares of beneficial interest, $.01 par value per share (“preferred shares”). | |||||||||||
On September 30, 2014, the Company issued 1,000,000 of its 6.50% Series C Cumulative Redeemable Preferred Shares ("Series C Preferred Shares") at an offering price of $25.00 per share, for a total of $24.5 million of proceeds, net of the underwriting discount. | |||||||||||
As of September 30, 2014, the Company had 5,600,000 of its 7.875% Series A Cumulative Redeemable Preferred Shares ("Series A Preferred Shares"), 3,400,000 of its 8.00% Series B Cumulative Redeemable Preferred Shares ("Series B Preferred Shares") and 5,000,000 of its Series C Preferred Shares outstanding. As of December 31, 2013, the Company had 5,600,000 Series A Preferred Shares, 3,400,000 Series B Preferred Shares and 4,000,000 Series C Preferred Shares outstanding. | |||||||||||
The Series A Preferred Shares, Series B Preferred Shares and Series C Preferred Shares (collectively, the “Preferred Shares”) rank senior to the common shares of beneficial interest and on parity with each other with respect to payment of distributions. The Preferred Shares are cumulative redeemable preferred shares, do not have any maturity date and are not subject to mandatory redemption. The Company may not redeem the Series A Preferred Shares, Series B Preferred Shares or Series C Preferred Shares prior to March 11, 2016, September 21, 2016, and March 18, 2018, respectively, except in limited circumstances relating to the Company’s continuing qualification as a REIT or as discussed below. After those dates, the Company may, at its option, redeem the applicable Preferred Shares, in whole or from time to time in part, by payment of $25.00 per share, plus any accumulated, accrued and unpaid distributions through the date of redemption. Upon the occurrence of a change of control, as defined in the Company's declaration of trust, the result of which the Company’s common shares and the common securities of the acquiring or surviving entity are not listed on the New York Stock Exchange, the NYSE MKT or NASDAQ, or any successor exchanges, the Company may, at its option, redeem the Preferred Shares in whole or in part within 120 days following the change of control by paying $25.00 per share, plus any accrued and unpaid distributions through the date of redemption. If the Company does not exercise its right to redeem the Preferred Shares upon a change of control, the holders of the Preferred Shares have the right to convert some or all of their shares into a number of the Company’s common shares based on a defined formula subject to a share cap. The share cap on each Series A Preferred Share is 2.3234 common shares, each Series B Preferred Share is 3.4483 common shares, and each Series C Preferred Share is 2.0325 common shares. | |||||||||||
Preferred Dividends | |||||||||||
The Company declared the following dividends on preferred shares for the nine months ended September 30, 2014: | |||||||||||
Security Type | Dividend per | For the quarter | Record Date | Payable Date | |||||||
Share/Unit | ended | ||||||||||
7.875% Series A | $ | 0.49 | March 31, 2014 | March 31, 2014 | 15-Apr-14 | ||||||
7.875% Series A | $ | 0.49 | June 30, 2014 | June 30, 2014 | July 15, 2014 | ||||||
7.875% Series A | $ | 0.49 | September 30, 2014 | September 30, 2014 | October 15, 2014 | ||||||
8.00% Series B | $ | 0.5 | March 31, 2014 | March 31, 2014 | 15-Apr-14 | ||||||
8.00% Series B | $ | 0.5 | June 30, 2014 | June 30, 2014 | July 15, 2014 | ||||||
8.00% Series B | $ | 0.5 | September 30, 2014 | September 30, 2014 | October 15, 2014 | ||||||
6.50% Series C | $ | 0.41 | March 31, 2014 | March 31, 2014 | April 15, 2014 | ||||||
6.50% Series C | $ | 0.41 | June 30, 2014 | June 30, 2014 | 15-Jul-14 | ||||||
6.50% Series C | $ | 0.41 | September 30, 2014 | September 30, 2014 | 15-Oct-14 | ||||||
Non-controlling Interest of Common Units in Operating Partnership | |||||||||||
Holders of Operating Partnership units have certain redemption rights that enable the unit holders to cause the Operating Partnership to redeem their units in exchange for, at the Company’s option, cash per unit equal to the market price of the Company’s common shares at the time of redemption or for the Company’s common shares on a one-for-one basis. The number of shares issuable upon exercise of the redemption rights will be adjusted upon the occurrence of share splits, mergers, consolidations or similar pro-rata share transactions, which otherwise would have the effect of diluting the ownership interests of the Operating Partnership's limited partners or the Company's shareholders. | |||||||||||
As of September 30, 2014 and December 31, 2013, the Operating Partnership had 607,991 long-term incentive partnership units (“LTIP units”) outstanding. Of the 607,991 LTIP units outstanding at September 30, 2014, 195,290 units have vested. Only vested LTIP units may be converted to common units of the Operating Partnership, which in turn can be tendered for redemption as described above. |
ShareBased_Compensation_Plan
Share-Based Compensation Plan | 9 Months Ended | |||||||||||
Sep. 30, 2014 | ||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | |||||||||||
SHARE-BASED COMPENSATION PLAN | ' | |||||||||||
Share-Based Compensation Plan | ||||||||||||
The Company maintains the 2009 Equity Incentive Plan, as amended (the "Plan"), to attract and retain independent trustees, executive officers and other key employees and service providers. The Plan provides for the grant of options to purchase common shares, share awards, share appreciation rights, performance units and other equity-based awards. Share awards under the Plan vest over a period determined by the Board of Trustees, generally over three to five years, with certain awards vesting over periods of up to six years. The Company pays or accrues for dividends on share-based awards. All share awards are subject to full or partial accelerated vesting upon a change in control and upon death or disability or certain other employment termination events as set forth in the award agreements. As of September 30, 2014, there were 940,721 common shares available for issuance under the Plan. | ||||||||||||
Service Condition Share Awards | ||||||||||||
From time to time, the Company awards restricted shares under the Plan to members of the Board of Trustees, officers and employees. These shares generally vest over three to five years based on continued service or employment. | ||||||||||||
The following table provides a summary of service condition restricted share activity as of September 30, 2014: | ||||||||||||
Shares | Weighted-Average | |||||||||||
Grant Date | ||||||||||||
Fair Value | ||||||||||||
Unvested at January 1, 2014 | 147,881 | $ | 24.59 | |||||||||
Granted | 44,322 | $ | 30.11 | |||||||||
Vested | (62,047 | ) | $ | 23.12 | ||||||||
Forfeited | (168 | ) | $ | 27.57 | ||||||||
Unvested at September 30, 2014 | 129,988 | $ | 27.17 | |||||||||
The fair value of each of these service condition restricted share awards is determined based on the closing price of the Company’s common shares on the grant date and compensation expense is recognized on a straight-line basis over the vesting period. For the three and nine months ended September 30, 2014, the Company recognized approximately $0.4 million and $1.1 million, respectively, of share-based compensation expense related to these service condition restricted shares in the consolidated statements of operations. For the three and nine months ended September 30, 2013 the Company recognized approximately $0.4 million and $1.2 million, respectively, of share-based compensation expense related to these service condition restricted shares in the consolidated statements of operations. As of September 30, 2014, there was $2.5 million of total unrecognized share-based compensation expense related to unvested restricted shares. The unrecognized share-based compensation expense is expected to be recognized over the weighted-average remaining vesting period of 2.8 years. | ||||||||||||
Performance-Based Equity Awards | ||||||||||||
On February 8, 2012, the Board of Trustees approved a target award of 72,056 performance-based equity awards to officers and employees of the Company. These awards vest on January 1, 2015. The actual number of common shares that ultimately vest will range from 0% to 200% of the target award (except for 12,048 target awards to non-executive management employees which have no maximum) and will be determined in 2015 based on three performance criteria as defined in the agreements for the period of performance from January 1, 2012 through December 31, 2014. | ||||||||||||
On January 30, 2013, the Board of Trustees approved a target award of 72,118 performance-based equity awards to officers and employees of the Company. These awards vest on January 1, 2016. The actual number of common shares that ultimately vest will range from 0% to 200% of the target award (except for 11,753 target awards to non-executive management employees which have no maximum) and will be determined in 2016 based on three performance criteria as defined in the agreements for the period of performance from January 1, 2013 through December 31, 2015. | ||||||||||||
On December 13, 2013, the Board of Trustees approved a target award of 252,088 performance-based equity awards to officers and employees of the Company. The awards vest ratably on January 1, 2016, 2017, 2018, 2019 and 2020. The actual number of common shares that ultimately vest will range from 0% to 200% of the target award and will be determined on each vesting date based upon the two performance criteria as defined in the agreements for the period of performance beginning on the grant date and ending on the applicable vesting date. | ||||||||||||
On February 4, 2014, the Board of Trustees approved a target award of 66,483 performance-based equity awards to officers and employees of the Company. These awards vest on January 1, 2017. The actual number of common shares that ultimately vest will range from 0% to 200% of the target award (except for 12,261 target awards to non-executive management employees which have no maximum) and will be determined in 2017 based on three performance criteria as defined in the agreements for the period of performance from January 1, 2014 through December 31, 2016. | ||||||||||||
The grant date fair value of the performance awards were determined using a Monte Carlo simulation method with the following assumptions: | ||||||||||||
Performance Award Grant Date | Percentage of Total Award | Grant Date Fair Value by Component ($ in millions) | Volatility | Interest Rate | Dividend Yield | |||||||
8-Feb-12 | ||||||||||||
Relative Total Shareholder Return(1) | 30.00% | $0.70 | 33.00% | 0.34% | 2.20% | |||||||
Absolute Total Shareholder Return (1) | 30.00% | $0.60 | 33.00% | 0.34% | 2.20% | |||||||
EBITDA Comparison (2) | 40.00% | $0.70 | 33.00% | 0.34% | 2.20% | |||||||
30-Jan-13 | ||||||||||||
Relative Total Shareholder Return (1) | 30.00% | $0.70 | 31.00% | 0.41% | 2.20% | |||||||
Absolute Total Shareholder Return (1) | 30.00% | $0.50 | 31.00% | 0.41% | 2.20% | |||||||
EBITDA Comparison (2) | 40.00% | $0.70 | 31.00% | 0.41% | 2.20% | |||||||
13-Dec-13 | ||||||||||||
Relative Total Shareholder Return (1) | 50.00% | $4.70 | 29.00% | 0.34% - 2.25% | 2.40% | |||||||
Absolute Total Shareholder Return (1) | 50.00% | $2.90 | 29.00% | 0.34% - 2.25% | 2.40% | |||||||
4-Feb-14 | ||||||||||||
Relative Total Shareholder Return (1) | 30.00% | $0.70 | 29.00% | 0.62% | 2.40% | |||||||
Absolute Total Shareholder Return (1) | 30.00% | $0.50 | 29.00% | 0.62% | 2.40% | |||||||
EBITDA Comparison (2) | 40.00% | $0.80 | 29.00% | 0.62% | 2.40% | |||||||
(1) The Relative Total Shareholder Return and Absolute Total Shareholder Return are market conditions as defined by ASC 718. | ||||||||||||
(2) The EBITDA Comparison component is a performance condition as defined by ASC 718, and therefore, compensation expense related to this component will be reassessed at each reporting date to determine whether achievement of the target performance condition is probable, and the accrual of compensation expense will be adjusted as appropriate. | ||||||||||||
Dividends on unvested performance-based equity awards accrue over the vesting period and will be paid on the actual number of shares that vest at the end of the applicable period. The Company recognizes compensation expense on a straight-line basis through the vesting date. As of September 30, 2014, there was approximately $10.5 million of unrecognized compensation expense related to these performance-based equity awards which will be recognized over the weighted-average remaining vesting period of 2.6 years. For the three and nine months ended September 30, 2014, the Company recognized $2.4 million and $5.2 million, respectively, in expense related to these awards. For the three and nine months ended September 30, 2013, the Company recognized $0.6 million and $1.5 million, respectively, in expense related to these awards. | ||||||||||||
Long-Term Incentive Partnership Units | ||||||||||||
LTIP units, which are also referred to as profits interest units, may be issued to eligible participants for the performance of services to or for the benefit of the Operating Partnership. LTIP units are a class of partnership unit in the Operating Partnership and receive, whether vested or not, the same per-unit profit distributions as the other outstanding units in the Operating Partnership, which equal per-share distributions on common shares. LTIP units are allocated their pro-rata share of the Company's net income (loss). Vested LTIP units may be converted by the holder, at any time, into an equal number of common Operating Partnership units and thereafter will possess all of the rights and interests of a common Operating Partnership unit, including the right to redeem the common Operating Partnership unit for a common share in the Company or cash, at the option of the Operating Partnership. | ||||||||||||
As of September 30, 2014, the Operating Partnership had two classes of LTIP units, LTIP Class A and LTIP Class B units, all of which are held by officers of the Company. | ||||||||||||
LTIP Class A units were granted to executives of the Company concurrent with completion of the Company's initial public offering in December 2009. These LTIP units vest ratably on each of the first five anniversaries of their dates of grant and were valued at $8.50 per LTIP unit at the date of grant using a Monte Carlo simulation method model. | ||||||||||||
On December 13, 2013, the Board of Trustees approved a grant of 226,882 LTIP Class B units to executive officers of the Company. The LTIP units are subject to time-based vesting in five equal installments beginning January 1, 2016 and ending on January 1, 2020. The fair value of each award was determined based on the closing price of the Company’s common shares on the grant date of $29.19 per unit. The aggregate grant date fair value of the LTIP Class B units was $6.6 million. | ||||||||||||
As of September 30, 2014, the Company had 607,991 LTIP units outstanding. All LTIP units will vest upon a change in control. As of September 30, 2014, of the 607,991 units outstanding, 195,290 LTIP units have vested, all of which were LTIP Class A units. | ||||||||||||
For the three and nine months ended September 30, 2014, the Company recognized $0.7 million and $2.0 million, respectively, in expense related to these units. For the three and nine months ended September 30, 2013, the Company recognized $0.4 million and $1.2 million, respectively, in expense related to these units. As of September 30, 2014, there was $6.1 million of total unrecognized share-based compensation expense related to LTIP units. This unrecognized share-based compensation expense is expected to be recognized over the weighted-average remaining vesting period of 2.5 years. The aggregate expense related to the LTIP unit grants is presented as non-controlling interest in the Company’s consolidated balance sheets. |
Income_Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2014 | |
Income Tax Disclosure [Abstract] | ' |
INCOME TAXES | ' |
Income Taxes | |
The Company's TRS, PHL, is subject to federal and state corporate income taxes at statutory tax rates. The Company has estimated PHL's income tax expense (benefit) for the nine months ended September 30, 2014 using an estimated combined federal and state statutory tax rate of 39.0%. | |
The Company files tax returns as prescribed by the tax laws of the jurisdictions in which it operates. In the normal course of business, the Company is subject to examination by federal, state, and local jurisdictions, where applicable. As of September 30, 2014 and December 31, 2013, the statute of limitations remains open for all major jurisdictions for tax years dating back to 2011 and 2010, respectively. |
Earnings_per_Common_Share
Earnings per Common Share | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
EARNINGS PER COMMON SHARE | ' | |||||||||||||||
Earnings Per Share | ||||||||||||||||
The following is a reconciliation of basic and diluted earnings per common share (in thousands, except share and per-share data): | ||||||||||||||||
For the three months ended September 30, | For the nine months ended September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Numerator: | ||||||||||||||||
Net income (loss) attributable to common shareholders | $ | 23,737 | $ | 11,315 | $ | 38,325 | $ | 15,129 | ||||||||
Less: dividends paid on unvested share-based compensation | (125 | ) | (81 | ) | (375 | ) | (242 | ) | ||||||||
Undistributed earnings attributable to share-based compensation | (63 | ) | (11 | ) | — | — | ||||||||||
Net income (loss) available to common shareholders | $ | 23,549 | $ | 11,223 | $ | 37,950 | $ | 14,887 | ||||||||
Denominator: | ||||||||||||||||
Weighted-average number of common shares — basic | 64,859,494 | 61,179,524 | 64,133,134 | 61,086,834 | ||||||||||||
Effect of dilutive share-based compensation | 486,694 | 168,339 | 480,315 | 192,418 | ||||||||||||
Weighted-average number of common shares — diluted | 65,346,188 | 61,347,863 | 64,613,449 | 61,279,252 | ||||||||||||
Net income (loss) per share available to common shareholders — basic | $ | 0.36 | $ | 0.18 | $ | 0.59 | $ | 0.24 | ||||||||
Net income (loss) per share available to common shareholders — diluted | $ | 0.36 | $ | 0.18 | $ | 0.59 | $ | 0.24 | ||||||||
The LTIP units held by the non-controlling interest holders have been excluded from the denominator of the diluted earnings per share as there would be no effect on the amounts since the limited partners' share of income (loss) would also be added or subtracted to derive net income (loss) available to common shareholders. |
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
COMMITMENTS AND CONTINGENCIES | ' |
Management Agreements | |
The Company’s hotel properties are operated pursuant to management agreements with various management companies. The initial terms of these management agreements range from five years to 20 years, not including renewals, and five years to 52 years, including renewals. Many of the Company’s management agreements are terminable at will by the Company upon paying a termination fee and some are terminable by the Company upon sale of the property, with, in some cases, the payment of termination fees. Most of the agreements also provide the Company the ability to terminate based on failure to achieve defined operating performance thresholds. Termination fees range from zero to up to six times the annual base management and incentive management fees, depending on the agreement and the reason for termination. Certain of the Company’s management agreements are non-terminable except upon the manager’s breach of a material representation or the manager’s failure to meet performance thresholds as defined in the management agreement. | |
The management agreements require the payment of a base management fee generally between 1% and 4% of hotel revenues. Under certain management agreements, the management companies are also eligible to receive an incentive management fee if hotel operating income, cash flows or other performance measures, as defined in the agreements, exceed certain performance thresholds. The incentive management fee is generally calculated as a percentage of hotel operating income after the Company has received a priority return on its investment in the hotel. Combined base and incentive management fees were $5.3 million and $13.7 million for the three and nine months ended September 30, 2014, respectively, and $4.2 million and $11.4 million for the three and nine months ended September 30, 2013, respectively. Base and incentive management fees are included in other indirect expenses in the Company's consolidated statements of operations and comprehensive income. | |
Reserve Funds | |
Certain of the Company’s agreements with its hotel managers, franchisors and lenders have provisions for the Company to provide funds, typically 4.0% of hotel revenues, sufficient to cover the cost of (a) certain non-routine repairs and maintenance to the hotels and (b) replacements and renewals to the hotels’ furniture, fixtures and equipment. | |
Restricted Cash | |
At September 30, 2014 and December 31, 2013, the Company had $17.9 million and $16.5 million, respectively, in restricted cash, which consisted of reserves for replacement of furniture and fixtures or reserves to pay for real estate taxes or property insurance under certain hotel management agreements or loan agreements. For purposes of the statement of cash flows, changes in restricted cash caused by changes in required reserves for real estate taxes or property insurance are shown as operating activities. Changes in restricted cash caused by changes in required reserves for furniture and fixtures replacement are shown as investing activities. | |
Ground and Hotel Leases | |
The Hotel Monaco Washington DC is subject to a long-term ground lease agreement on the land underlying the hotel. The ground lease expires in 2059. The hotel is required to pay the greater of an annual base rent of $0.2 million or a percentage of gross hotel revenues and gross food and beverage revenues in excess of certain thresholds, as defined in the agreement. The lease contains certain restrictions on modifications that can be made to the hotel structure due to its status as a national historic landmark. | |
The Argonaut Hotel is subject to a long-term ground lease agreement on the land underlying the hotel. The ground lease expires in 2059. The hotel is required to pay the greater of an annual base rent of $1.3 million or a percentage of rooms revenues, food and beverage revenues and other department revenues in excess of certain thresholds, as defined in the agreement. The lease contains certain restrictions on modifications that can be made to the structure due to its status as a national historic landmark. | |
The Hotel Palomar San Francisco is subject to a long-term hotel lease for the right to use the ground floor lobby area and floors five through nine of the building and underlying land. The hotel lease expires in 2097. The hotel is required to pay annual base rent and a percentage rent, which is based on gross hotel and gross food and beverage revenues in excess of certain thresholds, as defined in the lease agreement. | |
The Radisson Hotel Fisherman's Wharf is subject to both a long-term primary ground lease and a secondary sublease. The primary ground lease requires the hotel to make annual base rental payments of $0.1 million and percentage rental payments based on 5% of hotel revenues and 7.5% of retail revenues attributed to guest rooms and retail space added to the hotel property in 1998. Beginning in 2017, the primary ground lease requires the hotel to pay percentage rent based on 6% of total hotel revenues and 7.5% of total retail and parking revenues. The primary ground lease expires in 2062. The secondary sublease requires the hotel to make rental payments based on hotel net income, as defined in the agreement, related to the rooms and retail space in existence prior to the 1998 renovation. The secondary sublease expires in April 2016 at which time the hotel will only be subject to the primary ground lease through its maturity in 2062. | |
The Prescott Hotel is subject to a long-term hotel lease for the right to use floors three through seven, the basement and the roof of an adjacent, attached building containing 64 of the 160 guest rooms at the property. The hotel lease expires in 2059, with a one time extension option of 30 years. The Company is required to pay annual base rent of approximately $0.5 million, beginning in October 2017. The annual base rent is subject to a fixed increase every year during the remaining lease term. The building portion of the long-term hotel lease assumed was determined to be a capital lease. | |
The ground leases and Hotel Palomar hotel lease are considered operating leases. The Company records expense on a straight-line basis for leases that provide for minimum rental payments that increase in pre-established amounts over the remaining terms of the leases. Ground rent expense was $2.5 million and $6.2 million for the three and nine months ended September 30, 2014, respectively, and $2.0 million and $5.7 million for the three and nine months ended September 30, 2013, respectively. Ground rent expense is included in real estate taxes, personal property taxes, property insurance and ground rent in the Company's consolidated statements of operations and comprehensive income. | |
Litigation | |
The nature of the operations of hotels exposes the Company's hotels, the Company and the Operating Partnership to the risk of claims and litigation in the normal course of their business. The Company has insurance to cover certain potential material losses. The Company is not presently subject to any material litigation nor, to the Company’s knowledge, is any material litigation threatened against the Company. |
Supplemental_Information_to_St
Supplemental Information to Statements of Cash Flows | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Supplemental Cash Flow Elements [Abstract] | ' | |||||||
SUPPLEMENTAL INFORMATION TO STATEMENTS OF CASH FLOWS | ' | |||||||
Supplemental Information to Statements of Cash Flows | ||||||||
For the nine months ended September 30, | ||||||||
2014 | 2013 | |||||||
(in thousands) | ||||||||
Interest paid, net of capitalized interest | $ | 19,792 | $ | 17,242 | ||||
Interest capitalized | $ | — | $ | 206 | ||||
Income taxes paid | $ | 2,008 | $ | 1,420 | ||||
Non-Cash Investing and Financing Activities: | ||||||||
Distributions payable on common shares/units | $ | 16,609 | $ | 10,068 | ||||
Distributions payable on preferred shares | $ | 5,550 | $ | 5,203 | ||||
Issuance of common shares for Board of Trustees compensation | $ | 421 | $ | 207 | ||||
Mortgage loans assumed in connection with acquisition | $ | 50,725 | $ | 90,448 | ||||
Below (above) market rate contracts assumed in connection with acquisition | $ | 1,826 | $ | 5,146 | ||||
Capital lease obligation assumed in connection with acquisition | $ | 10,758 | $ | — | ||||
Deposit applied to purchase price of acquisition | $ | — | $ | 4,000 | ||||
Accrued additions and improvements to hotel properties | $ | 2,086 | $ | 1,308 | ||||
Subsequent_Events_Notes
Subsequent Events (Notes) | 9 Months Ended |
Sep. 30, 2014 | |
Subsequent Events [Abstract] | ' |
Subsequent Events [Text Block] | ' |
Subsequent Events | |
On October 7, 2014, the Company entered into an agreement to acquire an upscale, full-service hotel and adjacent commercial real estate and land parcel in the Boston, Massachusetts region for $261.0 million from an unaffiliated third party. The Company expects to fund the purchase price with available cash and borrowings on its unsecured credit facility. The closing is expected to occur before the end of 2014, however, because the acquisition is subject to customary closing requirements and conditions, the Company can give no assurance that the transaction will be consummated during that time period or at all. | |
On October 16, 2014, the Company amended and restated the credit agreement governing its unsecured revolving credit facility and unsecured term loan facility. As amended, the agreement provides for a $300.0 million unsecured revolving credit facility and a $300.0 million unsecured term loan facility. The unsecured revolving credit facility matures in January 2019 with options to extend the maturity date to January 2020 and the unsecured term loan facility matures in January 2020. In connection with entering into the amended and restated credit agreement, the prior notes evidencing the Company’s outstanding term loan were canceled and new notes evidencing the term loan were entered into, in effect extending the maturity date of the Company’s $100.0 million term loan to January 2020. The amended and restated credit agreement provides for a 180-day option to borrow an additional $200.0 million under the unsecured term loan facility. Borrowings under the revolving credit facility and the term loan facility will bear interest at LIBOR plus 1.55% to 2.3% and LIBOR plus 1.50% to 2.25%, respectively, depending on the Company's leverage ratio. Additionally, the Company is required to pay an unused commitment fee at an annual rate of 0.20% to 0.30% of the unused portion of the credit facility. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 9 Months Ended | |
Sep. 30, 2014 | ||
Accounting Policies [Abstract] | ' | |
Basis of Presentation | ' | |
Basis of Presentation | ||
The accompanying unaudited interim consolidated financial statements and related notes have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and in conformity with the rules and regulations of the Securities and Exchange Commission (“SEC”) applicable to interim financial information. As such, certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been omitted in accordance with the rules and regulations of the SEC. These unaudited consolidated financial statements include all adjustments considered necessary for a fair presentation of the consolidated balance sheets, consolidated statements of operations and comprehensive income and consolidated statements of cash flows for the periods presented. Interim results are not necessarily indicative of full-year performance, as a result of the impact of seasonal and other short-term variations and the acquisitions of hotel properties. These consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013. | ||
The Company and its subsidiaries are separate legal entities and maintain records and books of account separate and apart from each other. The consolidated financial statements include all of the accounts of the Company and its subsidiaries and are presented in accordance with U.S. GAAP. All significant intercompany balances and transactions have been eliminated in consolidation. Investments in entities in which the Company does not control, but has the ability to exercise significant influence over operating and financial policies, are accounted for under the equity method. | ||
Use of Estimates | ' | |
Use of Estimates | ||
The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities, and revenues and expenses. These estimates are prepared using management’s best judgment, after considering past, current and expected events and economic conditions. Actual results could differ from these estimates. | ||
Fair Value Measurements | ' | |
Fair Value Measurements | ||
A fair value measurement is based on the assumptions that market participants would use in pricing an asset or liability in an orderly transaction. The hierarchy for inputs used in measuring fair value are as follows: | ||
1 | Level 1 – Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. | |
2 | Level 2 – Inputs include quoted prices in active markets for similar assets and liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, and model-derived valuations whose inputs are observable. | |
3 | Level 3 – Model-derived valuations with unobservable inputs. | |
In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level within which the fair value measurement is categorized is based on the lowest level input that is significant to the fair value measurement. | ||
The Company's financial instruments include cash and cash equivalents, restricted cash, accounts payable and accrued expenses. Due to their short maturities, the carrying amounts of these assets and liabilities approximate fair value. See Note 6 for disclosures on the fair value of debt and derivative instruments. | ||
Investment in Hotel Properties | ' | |
Investment in Hotel Properties | ||
Upon acquisition of hotel properties, the Company allocates the purchase price based on the fair value of the acquired land, land improvements, building, furniture, fixtures and equipment, identifiable intangible assets or liabilities, other assets and assumed liabilities. Identifiable intangible assets or liabilities typically arise from contractual arrangements in connection with the transaction, including terms that are above or below market compared to an estimated market agreement at the acquisition date. Acquisition-date fair values of assets and assumed liabilities are determined based on replacement costs, appraised values, and estimated fair values using methods similar to those used by independent appraisers and that use appropriate discount and/or capitalization rates and available market information. | ||
Acquisition costs are expensed as incurred. | ||
Hotel renovations and replacements of assets that improve or extend the life of the asset are recorded at cost and depreciated over their estimated useful lives. Furniture, fixtures and equipment under capital leases are recorded at the present value of the minimum lease payments. Repair and maintenance costs are expensed as incurred. | ||
Hotel properties are recorded at cost and depreciated using the straight-line method over an estimated useful life of 10 to 40 years for buildings, land improvements, and building improvements and 1 to 10 years for furniture, fixtures and equipment. Leasehold improvements are amortized over the shorter of the lease term or the useful lives of the related assets. Intangible assets arising from contractual arrangements are typically amortized over the life of the contract. The Company is required to make subjective assessments as to the useful lives and classification of properties for purposes of determining the amount of depreciation expense to reflect each year with respect to the assets. These assessments may impact the Company’s results of operations. | ||
The Company reviews its investments in hotel properties for impairment whenever events or changes in circumstances indicate that the carrying value of the hotel properties may not be recoverable. Events or circumstances that may cause a review include, but are not limited to, when a hotel property experiences a current or projected loss from operations, when it becomes more likely than not that a hotel property will be sold before the end of its useful life, adverse changes in the demand for lodging at the properties due to declining national or local economic conditions and/or new hotel construction in markets where the hotels are located. When such conditions exist, the Company performs an analysis to determine if the estimated undiscounted future cash flows from operations and the proceeds from the ultimate disposition of a hotel exceed its carrying value. If the estimated undiscounted future cash flows are less than the carrying value of the asset, an adjustment to reduce the carrying value to the related hotel’s estimated fair market value is recorded and an impairment loss recognized. In the evaluation of impairment of its hotel properties, the Company makes many assumptions and estimates including projected cash flows both from operations and eventual disposition, expected useful life and holding period, future required capital expenditures, and fair values, including consideration of capitalization rates, discount rates, and comparable selling prices. The Company will adjust its assumptions with respect to the remaining useful life of the hotel property when circumstances change or it is more likely than not that the hotel property will be sold prior to its previously expected useful life. | ||
The Company will classify a hotel as held for sale when a binding agreement to sell the property has been signed under which the buyer has committed a significant amount of nonrefundable cash, no significant financing contingencies exist, and the sale is expected to close within one year. If these criteria are met and if the fair value less costs to sell is lower than the carrying value of the hotel, the Company will record an impairment loss and will cease recording depreciation expense. The Company will generally classify the loss, together with the related operating results, as continuing operations on the statements of operations and classify the assets and related liabilities as held for sale on the balance sheet. See "Recent Accounting Standards" below. | ||
Revenue Recognition | ' | |
Revenue Recognition | ||
Revenue consists of amounts derived from hotel operations, including the sales of rooms, food and beverage, and other ancillary amenities. Revenue is recognized when rooms are occupied and services have been rendered. For retail operations, revenue is recognized on a straight-line basis over the lives of the retail leases. The Company collects sales, use, occupancy and similar taxes at its hotels which are presented on a net basis on the statement of operations. | ||
Income Taxes | ' | |
Income Taxes | ||
To qualify as a REIT for federal income tax purposes, the Company must meet a number of organizational and operational requirements, including a requirement that it currently distribute at least 90 percent of its adjusted taxable income to its shareholders. As a REIT, the Company generally is not subject to federal corporate income tax on that portion of its taxable income that is currently distributed to shareholders. The Company is subject to certain state and local taxes on its income and property, and to federal income and excise taxes on its undistributed taxable income. In addition, PHL, which leases the Company’s hotels from the Operating Partnership, is subject to federal and state income taxes. The Company accounts for income taxes using the asset and liability method under which deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Valuation allowances are provided if, based upon the weight of the available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. | ||
Share-based Compensation | ' | |
Share-based Compensation | ||
The Company has adopted an equity incentive plan that provides for the grant of common share options, share awards, share appreciation rights, performance units and other equity-based awards. Equity-based compensation is measured at the fair value of the award on the date of grant and recognized as an expense on a straight-line basis over the vesting period. Share-based compensation awards that contain a performance condition are reviewed at least quarterly to assess the achievement of the performance condition. Compensation expense will be adjusted when a change in the assessment of achievement of the specific performance condition level is determined to be probable. The determination of fair value of these awards is subjective and involves significant estimates and assumptions including expected volatility of the Company's shares, expected dividend yield, expected term and assumptions of whether these awards will achieve parity with other operating partnership units or achieve performance thresholds. | ||
Earnings Per Share | ' | |
Earnings Per Share | ||
Basic earnings per share (“EPS”) is computed by dividing the net income (loss) attributable to common shareholders by the weighted-average number of common shares outstanding for the period. Diluted EPS is computed by dividing net income (loss) attributable to common shareholders as adjusted for dilutive securities, by the weighted-average number of common shares outstanding plus dilutive securities. Any anti-dilutive securities are excluded from the diluted per-share calculation. | ||
Recent Accounting Standards | ' | |
Recent Accounting Standards | ||
On April 10, 2014, the FASB issued ASU 2014-08 Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity, which changes the criteria for determining which disposals are presented as discontinued operations and modifies related disclosure requirements. This standard is effective for fiscal years beginning after December 15, 2014 and for interim periods within those fiscal years with early adoption permitted. The Company has early adopted this standard effective January 1, 2014. Under this ASU, the Company anticipates that the majority of property sales will not be classified as discontinued operations. | ||
On May 28, 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The new standard is effective for the Company on January 1, 2017. Early application is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. The Company is evaluating the effect that ASU 2014-09 will have on its consolidated financial statements and related disclosures. The Company has not yet selected a transition method nor has it determined the effect of the standard on its financial statements. | ||
In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, which requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date the financial statements are issued and provides guidance on determining when and how to disclose going concern uncertainties in the financial statements. Certain disclosures will be required if conditions give rise to substantial doubt about an entity’s ability to continue as a going concern. This guidance is effective for the Company on January 1, 2017 and will not have an impact on the Company’s financial position, results of operations or cash flows. |
Acquisition_of_Hotel_Propertie1
Acquisition of Hotel Properties (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Business Combinations [Abstract] | ' | |||||||||||||||
Schedule of Purchase Price Allocation | ' | |||||||||||||||
The allocation of fair value to the acquired assets and liabilities is as follows (in thousands): | ||||||||||||||||
2014 Acquisitions | ||||||||||||||||
Land | $ | 31,055 | ||||||||||||||
Buildings and improvements | 136,004 | |||||||||||||||
Furniture, fixtures and equipment | 9,851 | |||||||||||||||
Below (Above) market rate contracts | 10,731 | |||||||||||||||
Assumed debt | (50,725 | ) | ||||||||||||||
Capital lease obligation | (10,758 | ) | ||||||||||||||
Net working capital | (627 | ) | ||||||||||||||
Net assets acquired | $ | 125,531 | ||||||||||||||
Business acquisition, unaudited proforma information | ' | |||||||||||||||
The following unaudited pro forma financial information presents the results of operations of the Company for the three and nine months ended September 30, 2014 and 2013 as if the hotels acquired in 2014 and 2013 were acquired on January 1, 2013 and 2012, respectively. The following hotels' pro forma results are included in the pro forma table below: Embassy Suites San Diego Bay-Downtown, Redbury Hotel, Hotel Modera, Radisson Hotel Fisherman's Wharf, Prescott Hotel and The Nines Hotel. The pro forma results below exclude acquisition costs of $0.5 million and $0.3 million for the three months ended September 30, 2014 and 2013, respectively, and $1.0 million and $1.4 million for the nine months ended September 30, 2014 and 2013, respectively. The unaudited pro forma results have been prepared for comparative purposes only and do not purport to be indicative of either the results of operations that would have actually occurred had these transactions occurred or the future results of operations (in thousands, except per-share data). | ||||||||||||||||
For the three months ended September 30, | For the nine months ended September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Total revenues | $ | 171,501 | $ | 157,016 | $ | 468,070 | $ | 435,089 | ||||||||
Operating income (loss) | 36,136 | 29,605 | 76,695 | 61,910 | ||||||||||||
Net income (loss) attributable to common shareholders | 23,438 | 18,006 | 39,526 | 28,216 | ||||||||||||
Net income (loss) per share available to common shareholders — basic | $ | 0.36 | $ | 0.28 | $ | 0.61 | $ | 0.44 | ||||||||
Net income (loss) per share available to common shareholders — diluted | $ | 0.36 | $ | 0.27 | $ | 0.61 | $ | 0.43 | ||||||||
Investment_in_Hotel_Properties1
Investment in Hotel Properties (Tables) | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Real Estate [Abstract] | ' | |||||||
Schedule of Investment in hotel properties | ' | |||||||
Investment in hotel properties as of September 30, 2014 and December 31, 2013 consisted of the following (in thousands): | ||||||||
September 30, | December 31, 2013 | |||||||
2014 | ||||||||
Land | $ | 303,715 | $ | 272,661 | ||||
Buildings and improvements | 1,590,813 | 1,437,593 | ||||||
Furniture, fixtures and equipment | 158,813 | 135,547 | ||||||
Construction in progress | 6,582 | 4,138 | ||||||
Investment in hotel properties | $ | 2,059,923 | $ | 1,849,939 | ||||
Less: Accumulated depreciation | (180,652 | ) | (132,328 | ) | ||||
Investment in hotel properties, net | $ | 1,879,271 | $ | 1,717,611 | ||||
Investment_in_Joint_Venture_Ta
Investment in Joint Venture (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Equity Method Investments and Joint Ventures [Abstract] | ' | |||||||||||||||
Summarized results of operations of investment in the Manhattan Collection joint venture | ' | |||||||||||||||
The summarized results of operations of the Company’s investment in the Manhattan Collection joint venture for the three and nine months ended September 30, 2014 and 2013 are presented below (in thousands): | ||||||||||||||||
For the three months ended September 30, | For the nine months ended September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Revenues | $ | 47,726 | $ | 43,299 | $ | 131,699 | $ | 121,868 | ||||||||
Total expenses | 41,771 | 39,881 | 126,107 | 119,273 | ||||||||||||
Net income (loss) | $ | 5,955 | $ | 3,418 | $ | 5,592 | $ | 2,595 | ||||||||
Company’s 49% interest of net income (loss) | 2,918 | 1,675 | 2,740 | 1,272 | ||||||||||||
Basis adjustment | (70 | ) | 7 | (57 | ) | (567 | ) | |||||||||
Special loan interest income elimination | 602 | 602 | 1,787 | 1,787 | ||||||||||||
Equity in earnings (loss) in joint venture | $ | 3,450 | $ | 2,284 | $ | 4,470 | $ | 2,492 | ||||||||
Debt_Tables
Debt (Tables) | 9 Months Ended | |||||||||||
Sep. 30, 2014 | ||||||||||||
Debt Disclosure [Abstract] | ' | |||||||||||
Summary of Debt | ' | |||||||||||
Debt as of September 30, 2014 and December 31, 2013 consisted of the following (dollars in thousands): | ||||||||||||
Balance Outstanding as of | ||||||||||||
Interest Rate | Maturity Date | September 30, 2014 | December 31, 2013 | |||||||||
Senior unsecured revolving credit facility | Floating | Jul-16 | $ | — | $ | — | ||||||
Term loan | Floating(1) | Jul-17 | 100,000 | 100,000 | ||||||||
Mortgage loans | ||||||||||||
The Nines Hotel (2) | 7.39% | Mar-15 | 50,725 | — | ||||||||
InterContinental Buckhead | 4.88% | Jan-16 | 49,544 | 50,192 | ||||||||
Skamania Lodge | 5.44% | Feb-16 | 29,465 | 29,811 | ||||||||
DoubleTree by Hilton Bethesda-Washington DC | 5.28% | Feb-16 | 34,710 | 35,102 | ||||||||
Embassy Suites San Diego Bay-Downtown | 6.28% | Jun-16 | 64,788 | 65,725 | ||||||||
Hotel Modera | 5.26% | Jul-16 | 23,321 | 23,597 | ||||||||
Monaco Washington DC | 4.36% | Feb-17 | 43,965 | 44,580 | ||||||||
Argonaut Hotel | 4.25% | Mar-17 | 44,295 | 45,138 | ||||||||
Sofitel Philadelphia | 3.90% | Jun-17 | 47,286 | 48,218 | ||||||||
Hotel Palomar San Francisco | 5.94% | Sep-17 | 26,549 | 26,802 | ||||||||
The Westin San Diego Gaslamp Quarter | 3.69% | Jan-20 | 77,674 | 79,194 | ||||||||
Mortgage loans at stated value | 492,322 | 448,359 | ||||||||||
Mortgage loan premiums (3) | 4,913 | 5,888 | ||||||||||
Total mortgage loans | $ | 497,235 | $ | 454,247 | ||||||||
Total debt | $ | 597,235 | $ | 554,247 | ||||||||
________________________ | ||||||||||||
(1) The Company entered into interest rate swaps to effectively fix the interest rate at 2.55% for the full five-year term, based on its current leverage ratio. | ||||||||||||
(2) The interest rate of 7.39% represents a weighted-average interest rate of the three non-recourse mortgage loans assumed in conjunction with the acquisition of The Nines Hotel. | ||||||||||||
(3) Loan premiums on assumed mortgages recorded in purchase accounting for the Hotel Palomar San Francisco, Embassy Suites San Diego Bay - Downtown, Hotel Modera and The Nines Hotel. |
Equity_Tables
Equity (Tables) | 9 Months Ended | ||||||||||
Sep. 30, 2014 | |||||||||||
Equity [Abstract] | ' | ||||||||||
Dividends on common shares/units | ' | ||||||||||
The Company declared the following dividends on common shares/units for the nine months ended September 30, 2014: | |||||||||||
Dividend per | For the quarter | Record Date | Payable Date | ||||||||
Share/Unit | ended | ||||||||||
$ | 0.23 | March 31, 2014 | March 31, 2014 | April 15, 2014 | |||||||
$ | 0.23 | June 30, 2014 | June 30, 2014 | July 15, 2014 | |||||||
$ | 0.23 | September 30, 2014 | September 30, 2014 | October 15, 2014 | |||||||
Dividends on preferred shares/units | ' | ||||||||||
The Company declared the following dividends on preferred shares for the nine months ended September 30, 2014: | |||||||||||
Security Type | Dividend per | For the quarter | Record Date | Payable Date | |||||||
Share/Unit | ended | ||||||||||
7.875% Series A | $ | 0.49 | March 31, 2014 | March 31, 2014 | 15-Apr-14 | ||||||
7.875% Series A | $ | 0.49 | June 30, 2014 | June 30, 2014 | July 15, 2014 | ||||||
7.875% Series A | $ | 0.49 | September 30, 2014 | September 30, 2014 | October 15, 2014 | ||||||
8.00% Series B | $ | 0.5 | March 31, 2014 | March 31, 2014 | 15-Apr-14 | ||||||
8.00% Series B | $ | 0.5 | June 30, 2014 | June 30, 2014 | July 15, 2014 | ||||||
8.00% Series B | $ | 0.5 | September 30, 2014 | September 30, 2014 | October 15, 2014 | ||||||
6.50% Series C | $ | 0.41 | March 31, 2014 | March 31, 2014 | April 15, 2014 | ||||||
6.50% Series C | $ | 0.41 | June 30, 2014 | June 30, 2014 | 15-Jul-14 | ||||||
6.50% Series C | $ | 0.41 | September 30, 2014 | September 30, 2014 | 15-Oct-14 | ||||||
ShareBased_Compensation_Plan_T
Share-Based Compensation Plan (Tables) | 9 Months Ended | |||||||||||
Sep. 30, 2014 | ||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | |||||||||||
Summary of service condition restricted share activity | ' | |||||||||||
The following table provides a summary of service condition restricted share activity as of September 30, 2014: | ||||||||||||
Shares | Weighted-Average | |||||||||||
Grant Date | ||||||||||||
Fair Value | ||||||||||||
Unvested at January 1, 2014 | 147,881 | $ | 24.59 | |||||||||
Granted | 44,322 | $ | 30.11 | |||||||||
Vested | (62,047 | ) | $ | 23.12 | ||||||||
Forfeited | (168 | ) | $ | 27.57 | ||||||||
Unvested at September 30, 2014 | 129,988 | $ | 27.17 | |||||||||
Performance-based Equity Awards Methodology and Assumptions | ' | |||||||||||
The grant date fair value of the performance awards were determined using a Monte Carlo simulation method with the following assumptions: | ||||||||||||
Performance Award Grant Date | Percentage of Total Award | Grant Date Fair Value by Component ($ in millions) | Volatility | Interest Rate | Dividend Yield | |||||||
8-Feb-12 | ||||||||||||
Relative Total Shareholder Return(1) | 30.00% | $0.70 | 33.00% | 0.34% | 2.20% | |||||||
Absolute Total Shareholder Return (1) | 30.00% | $0.60 | 33.00% | 0.34% | 2.20% | |||||||
EBITDA Comparison (2) | 40.00% | $0.70 | 33.00% | 0.34% | 2.20% | |||||||
30-Jan-13 | ||||||||||||
Relative Total Shareholder Return (1) | 30.00% | $0.70 | 31.00% | 0.41% | 2.20% | |||||||
Absolute Total Shareholder Return (1) | 30.00% | $0.50 | 31.00% | 0.41% | 2.20% | |||||||
EBITDA Comparison (2) | 40.00% | $0.70 | 31.00% | 0.41% | 2.20% | |||||||
13-Dec-13 | ||||||||||||
Relative Total Shareholder Return (1) | 50.00% | $4.70 | 29.00% | 0.34% - 2.25% | 2.40% | |||||||
Absolute Total Shareholder Return (1) | 50.00% | $2.90 | 29.00% | 0.34% - 2.25% | 2.40% | |||||||
4-Feb-14 | ||||||||||||
Relative Total Shareholder Return (1) | 30.00% | $0.70 | 29.00% | 0.62% | 2.40% | |||||||
Absolute Total Shareholder Return (1) | 30.00% | $0.50 | 29.00% | 0.62% | 2.40% | |||||||
EBITDA Comparison (2) | 40.00% | $0.80 | 29.00% | 0.62% | 2.40% | |||||||
(1) The Relative Total Shareholder Return and Absolute Total Shareholder Return are market conditions as defined by ASC 718. | ||||||||||||
(2) The EBITDA Comparison component is a performance condition as defined by ASC 718, and therefore, compensation expense related to this component will be reassessed at each reporting date to determine whether achievement of the target performance condition is probable, and the accrual of compensation expense will be adjusted as appropriate. | ||||||||||||
Earnings_per_Common_Share_Tabl
Earnings per Common Share (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Reconciliation of basic and diluted earnings per common share | ' | |||||||||||||||
The following is a reconciliation of basic and diluted earnings per common share (in thousands, except share and per-share data): | ||||||||||||||||
For the three months ended September 30, | For the nine months ended September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Numerator: | ||||||||||||||||
Net income (loss) attributable to common shareholders | $ | 23,737 | $ | 11,315 | $ | 38,325 | $ | 15,129 | ||||||||
Less: dividends paid on unvested share-based compensation | (125 | ) | (81 | ) | (375 | ) | (242 | ) | ||||||||
Undistributed earnings attributable to share-based compensation | (63 | ) | (11 | ) | — | — | ||||||||||
Net income (loss) available to common shareholders | $ | 23,549 | $ | 11,223 | $ | 37,950 | $ | 14,887 | ||||||||
Denominator: | ||||||||||||||||
Weighted-average number of common shares — basic | 64,859,494 | 61,179,524 | 64,133,134 | 61,086,834 | ||||||||||||
Effect of dilutive share-based compensation | 486,694 | 168,339 | 480,315 | 192,418 | ||||||||||||
Weighted-average number of common shares — diluted | 65,346,188 | 61,347,863 | 64,613,449 | 61,279,252 | ||||||||||||
Net income (loss) per share available to common shareholders — basic | $ | 0.36 | $ | 0.18 | $ | 0.59 | $ | 0.24 | ||||||||
Net income (loss) per share available to common shareholders — diluted | $ | 0.36 | $ | 0.18 | $ | 0.59 | $ | 0.24 | ||||||||
Supplemental_Information_to_St1
Supplemental Information to Statements of Cash Flows (Tables) | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Supplemental Cash Flow Elements [Abstract] | ' | |||||||
Summary of Supplemental Information to Statements of Cash Flows | ' | |||||||
For the nine months ended September 30, | ||||||||
2014 | 2013 | |||||||
(in thousands) | ||||||||
Interest paid, net of capitalized interest | $ | 19,792 | $ | 17,242 | ||||
Interest capitalized | $ | — | $ | 206 | ||||
Income taxes paid | $ | 2,008 | $ | 1,420 | ||||
Non-Cash Investing and Financing Activities: | ||||||||
Distributions payable on common shares/units | $ | 16,609 | $ | 10,068 | ||||
Distributions payable on preferred shares | $ | 5,550 | $ | 5,203 | ||||
Issuance of common shares for Board of Trustees compensation | $ | 421 | $ | 207 | ||||
Mortgage loans assumed in connection with acquisition | $ | 50,725 | $ | 90,448 | ||||
Below (above) market rate contracts assumed in connection with acquisition | $ | 1,826 | $ | 5,146 | ||||
Capital lease obligation assumed in connection with acquisition | $ | 10,758 | $ | — | ||||
Deposit applied to purchase price of acquisition | $ | — | $ | 4,000 | ||||
Accrued additions and improvements to hotel properties | $ | 2,086 | $ | 1,308 | ||||
Organization_Details
Organization (Details) | Sep. 30, 2014 | Jul. 29, 2011 |
GuestRooms | properties | |
properties | ||
Organization (Textual) [Abstract] | ' | ' |
Number of hotels owned by the company | 31 | ' |
Number of wholly owned real estate properties | 25 | ' |
Total number of guest rooms | 6,046 | ' |
Percentage of Operating Partnership units owned by company | 99.10% | ' |
Percentage of Operating Partnership units owned by other limited partners | 0.90% | ' |
Manhattan Collection Joint Venture [Member] | ' | ' |
Organization (Textual) [Abstract] | ' | ' |
Number of hotels owned by the company | 6 | 6 |
Equity interest issued in a joint venture | 49.00% | 49.00% |
Number of guest rooms in joint ventured real estate properties | 1,775 | ' |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Details) | 9 Months Ended |
Sep. 30, 2014 | |
Summary of Significant Accounting Policies (Textual) [Abstract] | ' |
Minimum percentage of adjusted taxable income to be distributed to shareholders as a real estate investment trust | 90.00% |
Minimum [Member] | Land, Buildings and Improvements [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful life (in years) | '10 years |
Minimum [Member] | Furniture Fixtures And Equipment [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful life (in years) | '1 year |
Maximum [Member] | Land, Buildings and Improvements [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful life (in years) | '40 years |
Maximum [Member] | Furniture Fixtures And Equipment [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful life (in years) | '10 years |
Acquisition_of_Hotel_Propertie2
Acquisition of Hotel Properties (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' |
Land | $31,055 | ' | $31,055 | ' |
Buildings and improvements | 136,004 | ' | 136,004 | ' |
Furniture, fixtures and equipment | 9,851 | ' | 9,851 | ' |
Below (Above) market rate contracts | 10,731 | ' | 10,731 | ' |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt | -50,725 | ' | -50,725 | ' |
Capital lease obligation | -10,758 | ' | -10,758 | ' |
Net working capital | -627 | ' | -627 | ' |
Net assets acquired | 125,531 | ' | 125,531 | ' |
Business acquisition, unaudited proforma information | ' | ' | ' | ' |
Total revenues | 171,501 | 157,016 | 468,070 | 435,089 |
Operating income (loss) | 36,136 | 29,605 | 76,695 | 61,910 |
Net income (loss) attributable to common shareholders | $23,438 | $18,006 | $39,526 | $28,216 |
Net income (loss) per share attributable to common shareholders - basic | $0.36 | $0.28 | $0.61 | $0.44 |
Net income (loss) per share available to common shareholders b diluted | $0.36 | $0.27 | $0.61 | $0.43 |
Acquisition_of_Hotel_Propertie3
Acquisition of Hotel Properties (Details Textual) (USD $) | 3 Months Ended | 9 Months Ended | 0 Months Ended | 0 Months Ended | |||||||||||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | 22-May-14 | Dec. 31, 2013 | Jul. 17, 2014 | Jul. 17, 2014 | Jul. 17, 2014 | Jul. 17, 2014 | 22-May-14 | 22-May-14 | ||||
GuestRooms | GuestRooms | The Nines Hotel Portland [Member] | The Nines Hotel Portland [Member] | The Nines Hotel Portland [Member] | The Nines Hotel Portland [Member] | The Prescott Hotel [Member] | The Prescott Hotel [Member] | ||||||||
GuestRooms | Minimum [Member] | Maximum [Member] | GuestRooms | ||||||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Number Of Guest Rooms | 6,046 | ' | 6,046 | ' | ' | ' | ' | 331 | ' | ' | ' | 160 | |||
Proceeds from Unsecured Lines of Credit | ' | ' | ' | ' | ' | ' | $76,300,000 | ' | ' | ' | ' | ' | |||
Business Combination, Consideration Transferred | ' | ' | ' | ' | ' | ' | 127,000,000 | ' | ' | ' | 49,000,000 | ' | |||
Business Combination, Additional Consideration Transferred | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,300,000 | ' | |||
Number of Guest Rooms - Fee Simple | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 96 | |||
Number of Guest Rooms - Leasehold Interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 64 | |||
Lease Expiry Period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'June 30, 2059 | ' | |||
Ground Lease Extension Option | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '30 years | ' | |||
Base Rent | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | |||
Capital Lease Obligation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,800,000 | |||
Capital Leased Assets, Gross | ' | ' | ' | ' | 11,000,000 | ' | ' | ' | ' | ' | ' | ' | |||
Hotel acquisition costs | 475,000 | 268,000 | 996,000 | 1,429,000 | ' | ' | ' | ' | ' | ' | ' | ' | |||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date | 13,600,000 | ' | 15,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Business Combination, Pro Forma Information, Hotel Operating Expenses of Acquiree Since Acquisition Date | 7,900,000 | ' | 8,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Loans Assumed | ' | ' | 50,725,000 | 90,448,000 | ' | ' | 50,700,000 | ' | ' | ' | ' | ' | |||
Mortgage loan premium | 4,913,000 | [1] | ' | 4,913,000 | [1] | ' | ' | 5,888,000 | [1] | ' | 900,000 | ' | ' | ' | ' |
Business Combination, Potential Indemnification Obligation | ' | ' | ' | ' | ' | ' | ' | ' | $0 | $28,300,000 | ' | ' | |||
[1] | (3) Loan premiums on assumed mortgages recorded in purchase accounting for the Hotel Palomar San Francisco, Embassy Suites San Diego Bay - Downtown, Hotel Modera and The Nines Hotel. |
Investment_in_Hotel_Properties2
Investment in Hotel Properties (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Investment in hotel properties | ' | ' |
Land | $303,715 | $272,661 |
Buildings and improvements | 1,590,813 | 1,437,593 |
Furniture, fixtures and equipment | 158,813 | 135,547 |
Construction in progress | 6,582 | 4,138 |
Investment in hotel properties | 2,059,923 | 1,849,939 |
Less: Accumulated depreciation | -180,652 | -132,328 |
Investment in hotel properties, net | $1,879,271 | $1,717,611 |
Investment_in_Joint_Venture_De
Investment in Joint Venture (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Summarized results of operations of investment in the Manhattan Collection joint venture | ' | ' | ' | ' |
Equity in earnings (loss) in joint venture | $3,450 | $2,284 | $4,470 | $2,492 |
Manhattan Collection Joint Venture [Member] | ' | ' | ' | ' |
Summarized results of operations of investment in the Manhattan Collection joint venture | ' | ' | ' | ' |
Revenues | 47,726 | 43,299 | 131,699 | 121,868 |
Total expenses | 41,771 | 39,881 | 126,107 | 119,273 |
Net income (loss) | 5,955 | 3,418 | 5,592 | 2,595 |
Company's 49% interest of net income (loss) | 2,918 | 1,675 | 2,740 | 1,272 |
Basis adjustment | -70 | 7 | -57 | -567 |
Special loan interest income elimination | 602 | 602 | 1,787 | 1,787 |
Equity in earnings (loss) in joint venture | $3,450 | $2,284 | $4,470 | $2,492 |
Investment_in_Joint_Venture_De1
Investment in Joint Venture (Details Textual) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Jul. 29, 2011 | Dec. 28, 2012 | Sep. 30, 2014 | Dec. 27, 2012 | Jul. 29, 2011 | Dec. 27, 2012 |
properties | Manhattan Collection Joint Venture [Member] | Manhattan Collection Joint Venture [Member] | Manhattan Collection Joint Venture [Member] | Manhattan Collection Joint Venture [Member] | First Mortgage [Member] | |||
properties | properties | Manhattan Collection Joint Venture [Member] | ||||||
Investment in Joint Venture (Textual) [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' |
Equity interest issued in a joint venture | ' | ' | ' | ' | 49.00% | ' | 49.00% | ' |
Number of properties owned | 31 | ' | ' | ' | 6 | ' | 6 | ' |
Transaction Values Of Investment In Joint Venture | ' | ' | $908,000,000 | ' | ' | ' | ' | ' |
Debt Instrument, Face Amount | 492,322,000 | 448,359,000 | ' | ' | ' | ' | ' | 410,000,000 |
Debt Instrument, Interest Rate, Stated Percentage | ' | ' | ' | ' | ' | ' | ' | 3.67% |
Unsecured Special Loan | ' | ' | ' | ' | ' | 50,000,000 | ' | ' |
Unsecured Special Loan, Interest Rate | ' | ' | ' | 9.75% | ' | ' | ' | ' |
Equity Method Investment, Summarized Financial Information [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' |
Total assets | ' | ' | ' | ' | 472,900,000 | ' | ' | ' |
Total liabilities and members' deficit - existing first mortgage debt | ' | ' | ' | ' | 460,000,000 | ' | ' | ' |
Total liabilities and members' deficit - unsecured special loan | ' | ' | ' | ' | $50,000,000 | ' | ' | ' |
Debt_Details
Debt (Details) (USD $) | 9 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2013 | ||
Mortgage Loans on Real Estate [Line Items] | ' | ' | ||
Line of Credit Facility, Expiration Date | 31-Jul-16 | ' | ||
Senior unsecured revolving credit facility | $0 | $0 | ||
Term loan | 100,000 | [1] | 100,000 | [1] |
Mortgage debt | ' | ' | ||
Mortgage debt | 497,235 | 454,247 | ||
Debt Instrument, Face Amount | 492,322 | 448,359 | ||
Mortgage loan premium | 4,913 | [2] | 5,888 | [2] |
Total debt | 597,235 | 554,247 | ||
The Nines Hotel Portland [Member] | First Mortgage [Member] | ' | ' | ||
Mortgage debt | ' | ' | ||
Interest Rate | 7.39% | ' | ||
Debt Instrument, Maturity Date | 1-Mar-15 | ' | ||
Mortgage debt | 50,725 | [3] | 0 | [3] |
Inter Continental Buckhead Hotel [Member] | First Mortgage [Member] | ' | ' | ||
Mortgage debt | ' | ' | ||
Interest Rate | 4.88% | ' | ||
Debt Instrument, Maturity Date | 1-Jan-16 | ' | ||
Mortgage debt | 49,544 | 50,192 | ||
Skamania Lodge [Member] | First Mortgage [Member] | ' | ' | ||
Mortgage debt | ' | ' | ||
Interest Rate | 5.44% | ' | ||
Debt Instrument, Maturity Date | 1-Feb-16 | ' | ||
Mortgage debt | 29,465 | 29,811 | ||
Double Tree By Hilton Bethesda Washington Dc [Member] | First Mortgage [Member] | ' | ' | ||
Mortgage debt | ' | ' | ||
Interest Rate | 5.28% | ' | ||
Debt Instrument, Maturity Date | 1-Feb-16 | ' | ||
Mortgage debt | 34,710 | 35,102 | ||
Embassy Suites San Diego [Member] | First Mortgage [Member] | ' | ' | ||
Mortgage debt | ' | ' | ||
Interest Rate | 6.28% | ' | ||
Debt Instrument, Maturity Date | 1-Jun-16 | ' | ||
Mortgage debt | 64,788 | 65,725 | ||
Hotel Modera [Member] | First Mortgage [Member] | ' | ' | ||
Mortgage debt | ' | ' | ||
Interest Rate | 5.26% | ' | ||
Debt Instrument, Maturity Date | 1-Jul-16 | ' | ||
Mortgage debt | 23,321 | 23,597 | ||
Monaco Washington D C [Member] | First Mortgage [Member] | ' | ' | ||
Mortgage debt | ' | ' | ||
Interest Rate | 4.36% | ' | ||
Debt Instrument, Maturity Date | 1-Feb-17 | ' | ||
Mortgage debt | 43,965 | 44,580 | ||
Argonaut Hotel [Member] | First Mortgage [Member] | ' | ' | ||
Mortgage debt | ' | ' | ||
Interest Rate | 4.25% | ' | ||
Debt Instrument, Maturity Date | 1-Mar-17 | ' | ||
Mortgage debt | 44,295 | 45,138 | ||
Sofitel Philadelphia [Member] | First Mortgage [Member] | ' | ' | ||
Mortgage debt | ' | ' | ||
Interest Rate | 3.90% | ' | ||
Debt Instrument, Maturity Date | 1-Jun-17 | ' | ||
Mortgage debt | 47,286 | 48,218 | ||
Hotel Palomar San Francisco [Member] | First Mortgage [Member] | ' | ' | ||
Mortgage debt | ' | ' | ||
Interest Rate | 5.94% | ' | ||
Debt Instrument, Maturity Date | 1-Sep-17 | ' | ||
Mortgage debt | 26,549 | 26,802 | ||
Westin Gaslamp Quarter [Member] | First Mortgage [Member] | ' | ' | ||
Mortgage debt | ' | ' | ||
Interest Rate | 3.69% | ' | ||
Debt Instrument, Maturity Date | 1-Jan-20 | ' | ||
Mortgage debt | $77,674 | $79,194 | ||
Term Loan [Member] | ' | ' | ||
Mortgage debt | ' | ' | ||
Debt Instrument, Maturity Date | 1-Jul-17 | ' | ||
[1] | (1) The Company entered into interest rate swaps to effectively fix the interest rate at 2.55% for the full five-year term, based on its current leverage ratio. | |||
[2] | (3) Loan premiums on assumed mortgages recorded in purchase accounting for the Hotel Palomar San Francisco, Embassy Suites San Diego Bay - Downtown, Hotel Modera and The Nines Hotel. | |||
[3] | (2) The interest rate of 7.39% represents a weighted-average interest rate of the three non-recourse mortgage loans assumed in conjunction with the acquisition of The Nines Hotel. |
Debt_Details_Textual
Debt (Details Textual) (USD $) | 3 Months Ended | 9 Months Ended | 9 Months Ended | 9 Months Ended | 0 Months Ended | |||||||||||||||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Aug. 13, 2012 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Jul. 17, 2014 | Jul. 17, 2014 | Sep. 30, 2014 | ||||
Minimum [Member] | Maximum [Member] | credit facility [Member] | Revolving facility [Member] | Term Loan [Member] | Term Loan [Member] | Term Loan [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | The Nines Hotel Portland [Member] | The Nines Hotel Portland [Member] | First Mortgage [Member] | |||||||||
The Nines Hotel Portland [Member] | ||||||||||||||||||||
Line of Credit Facility [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Senior unsecured revolving credit facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $100,000,000 | $100,000,000 | ' | ' | ' | ' | ' | |||
Credit facility maturity date | ' | ' | 31-Jul-16 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Credit facility maturity extension option | ' | ' | '1 year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Line of Credit Facility, Maximum Borrowing Capacity | 600,000,000 | ' | 600,000,000 | ' | ' | ' | ' | 300,000,000 | 200,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | |||
Credit facility borrowings LIBOR rate plus | ' | ' | ' | ' | ' | 1.75% | 2.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Annual rate of unused commitment fee | ' | ' | ' | ' | ' | 0.25% | 0.35% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Outstanding borrowings under the credit facility | 0 | ' | 0 | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Unused commitment fees | 100,000 | 200,000 | 400,000 | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Notional Amount of Interest Rate Cash Flow Hedge Derivatives | 100,000,000 | ' | 100,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Debt Instrument, Interest Rate, Stated Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.55% | ' | ' | ' | ' | ' | 7.39% | 7.39% | |||
Derivative Asset, Fair Value | 1,000,000 | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Unrealized gain (loss) on derivative instruments | 446,000 | -589,000 | -132,000 | 1,211,000 | ' | ' | ' | ' | ' | ' | ' | ' | -132,000 | 1,211,000 | ' | ' | ' | |||
Other Comprehensive Income (Loss), Reclassification Adjustment on Derivatives Included in Net Income, Net of Tax | 100,000 | 100,000 | 400,000 | 400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimated Net Amount to be Transferred | ' | ' | 400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Estimated fair value of debt | 505,000,000 | ' | 505,000,000 | ' | 460,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Loans Assumed | ' | ' | 50,725,000 | 90,448,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50,700,000 | ' | ' | |||
Debt Instrument, Unamortized Premium | $4,913,000 | [1] | ' | $4,913,000 | [1] | ' | $5,888,000 | [1] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $900,000 | ' |
[1] | (3) Loan premiums on assumed mortgages recorded in purchase accounting for the Hotel Palomar San Francisco, Embassy Suites San Diego Bay - Downtown, Hotel Modera and The Nines Hotel. |
Equity_Details
Equity (Details) (Common Shares [Member], USD $) | 3 Months Ended | ||
Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | |
Common Shares [Member] | ' | ' | ' |
Dividends on common shares/units | ' | ' | ' |
Dividend per Share/Unit | $0.23 | $0.23 | $0.23 |
Record Date | 30-Sep-14 | 30-Jun-14 | 31-Mar-14 |
Payable Date | 15-Oct-14 | 15-Jul-14 | 15-Apr-14 |
Equity_Details_1
Equity (Details 1) (USD $) | 3 Months Ended | ||
Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | |
7.875% Series A [Member] | ' | ' | ' |
Dividends on preferred shares/units | ' | ' | ' |
Dividend per Share/Unit | $0.49 | $0.49 | $0.49 |
Record Date | 30-Sep-14 | 30-Jun-14 | 31-Mar-14 |
Payable Date | 15-Oct-14 | 15-Jul-14 | 15-Apr-14 |
8.00% Series B [Member] | ' | ' | ' |
Dividends on preferred shares/units | ' | ' | ' |
Dividend per Share/Unit | $0.50 | $0.50 | $0.50 |
Record Date | 30-Sep-14 | 30-Jun-14 | 31-Mar-14 |
Payable Date | 15-Oct-14 | 15-Jul-14 | 15-Apr-14 |
6.50% Series C [Member] | ' | ' | ' |
Dividends on preferred shares/units | ' | ' | ' |
Dividend per Share/Unit | $0.41 | $0.41 | $0.41 |
Record Date | 30-Sep-14 | 30-Jun-14 | 31-Mar-14 |
Payable Date | 15-Oct-14 | 15-Jul-14 | 15-Apr-14 |
Equity_Details_Textual
Equity (Details Textual) (USD $) | 9 Months Ended | 9 Months Ended | 9 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | |||||
Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 09, 2014 | Sep. 30, 2014 | |
6.50% Series C [Member] | 6.50% Series C [Member] | 7.875% Series A [Member] | 7.875% Series A [Member] | 8.00% Series B [Member] | 8.00% Series B [Member] | Sept 9 common offering [Member] | ATMProgram [Member] | ||||
Common Stock Disclosures [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common shares of beneficial interest, shares authorized | 500,000,000 | ' | 500,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Common shares of beneficial interest, par value | $0.01 | ' | $0.01 | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Issued During Period, Shares, New Issues | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,450,000 | 400,000 |
Stock Issued During Period, Value, New Issues | $170,750,000 | $101,242,000 | ' | ' | ' | ' | ' | ' | ' | $38.15 | $38.09 |
Mar 2014 Shelf Registration Stmt Maximum Amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 175,000,000 |
Proceeds from Issuance of Common Stock | 146,854,000 | 4,829,000 | ' | ' | ' | ' | ' | ' | ' | 131,600,000 | 15,000,000 |
Sept 2012 Shelf Registration Stmt Maximum Amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 170,000,000 |
Amount Available under ATM Program | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 159,800,000 |
Preferred Stock Disclosures [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred shares of beneficial interest, shares authorized | 100,000,000 | ' | 100,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred shares of beneficial interest, par value | $0.01 | ' | $0.01 | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred Stock, Shares Issued | 14,000,000 | ' | 13,000,000 | 1,000,000 | ' | ' | ' | ' | ' | ' | ' |
Preferred Stock, Value, Issued | 140,000 | ' | 130,000 | 25 | ' | ' | ' | ' | ' | ' | ' |
Proceeds from Issuance of Preferred Stock and Preference Stock | $25,000,000 | $100,000,000 | ' | $24,500,000 | ' | ' | ' | ' | ' | ' | ' |
Preferred Stock, Shares Outstanding | 14,000,000 | ' | 13,000,000 | 5,000,000 | 4,000,000 | 5,600,000 | 5,600,000 | 3,400,000 | 3,400,000 | ' | ' |
Preferred Stock, Dividend Rate, Percentage | ' | ' | ' | 6.50% | ' | 7.88% | ' | 8.00% | ' | ' | ' |
Preferred shares of beneficial interest, redemption price per share | $25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share cap on each preferred shares | ' | ' | ' | 2.0325 | ' | 2.3234 | ' | 3.4483 | ' | ' | ' |
LTIP Units Disclosures [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating Partnership outstanding | 607,991 | ' | 607,991 | ' | ' | ' | ' | ' | ' | ' | ' |
LTIP units, vested | 195,290 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
ShareBased_Compensation_Plan_D
Share-Based Compensation Plan (Details) (USD $) | 9 Months Ended | 0 Months Ended | |||||||||||||||||||||||||||||
In Millions, except Share data, unless otherwise specified | Sep. 30, 2014 | Feb. 08, 2012 | Feb. 08, 2012 | Feb. 08, 2012 | Feb. 08, 2012 | Jan. 30, 2013 | Jan. 30, 2013 | Jan. 30, 2013 | Jan. 30, 2013 | Dec. 13, 2013 | Dec. 13, 2013 | Dec. 13, 2013 | Feb. 04, 2014 | Feb. 04, 2014 | Feb. 04, 2014 | Feb. 04, 2014 | Dec. 13, 2013 | Dec. 13, 2013 | Dec. 13, 2013 | Dec. 13, 2013 | |||||||||||
Restricted Stock [Member] | February 2012 [Member] | February 2012 [Member] | February 2012 [Member] | February 2012 [Member] | January 2013 [Member] | January 2013 [Member] | January 2013 [Member] | January 2013 [Member] | December 2013 [Member] | December 2013 [Member] | December 2013 [Member] | February 2014 [Member] | February 2014 [Member] | February 2014 [Member] | February 2014 [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | ||||||||||||
Performance Shares [Member] | Relative TSR [Member] | Absolute TSR [Member] | EBITDA Comparison [Member] | Performance Shares [Member] | Relative TSR [Member] | Absolute TSR [Member] | EBITDA Comparison [Member] | Performance Shares [Member] | Relative TSR [Member] | Absolute TSR [Member] | Performance Shares [Member] | Relative TSR [Member] | Absolute TSR [Member] | EBITDA Comparison [Member] | December 2013 [Member] | December 2013 [Member] | December 2013 [Member] | December 2013 [Member] | |||||||||||||
Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | Relative TSR [Member] | Absolute TSR [Member] | Relative TSR [Member] | Absolute TSR [Member] | |||||||||||||||||
Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | ||||||||||||||||||||||||||||
Summary of restricted share activity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Unvested shares, Beginning balance | 147,881 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Unvested weighted average grant date fair value, beginning balance | $24.59 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Unvested shares, Granted | 44,322 | 72,056 | ' | ' | ' | 72,118 | ' | ' | ' | 252,088 | ' | ' | 66,483 | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Granted, weighted average grant date fair value | $30.11 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Vested, shares | -62,047 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Vested, weighted average grant date fair value | $23.12 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Forfeited, shares | -168 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Forfeited, weighted average grant date fair value | $27.57 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Unvested shares, Ending balance | 129,988 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Unvested weighted average grant date fair value, ending balance | $27.17 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||||
Percentage of Total Award | ' | ' | 30.00% | [1] | 30.00% | [1] | 40.00% | [2] | ' | 30.00% | [1] | 30.00% | [1] | 40.00% | [2] | ' | 50.00% | [1] | 50.00% | [1] | ' | 30.00% | [1] | 30.00% | [1] | 40.00% | [2] | ' | ' | ' | ' |
Grant Date Fair Value by Component ($ in millions) | ' | ' | $0.70 | [1] | $0.60 | [1] | $0.70 | [2] | ' | $0.70 | [1] | $0.50 | [1] | $0.70 | [2] | ' | $4.70 | [1] | $2.90 | [1] | ' | $0.70 | [1] | $0.50 | [1] | $0.80 | [2] | ' | ' | ' | ' |
Volatility | ' | ' | 33.00% | [1] | 33.00% | [1] | 33.00% | [2] | ' | 31.00% | [1] | 31.00% | [1] | 31.00% | [2] | ' | 29.00% | [1] | 29.00% | [1] | ' | 29.00% | [1] | 29.00% | [1] | 29.00% | [2] | ' | ' | ' | ' |
Interest Rate | ' | ' | 0.34% | [1] | 0.34% | [1] | 0.34% | [2] | ' | 0.41% | [1] | 0.41% | [1] | 0.41% | [2] | ' | ' | ' | ' | 0.62% | [1] | 0.62% | [1] | 0.62% | [2] | 0.34% | 0.34% | 2.25% | 2.25% | ||
Dividend Yield | ' | ' | 2.20% | [1] | 2.20% | [1] | 2.20% | [2] | ' | 2.20% | [1] | 2.20% | [1] | 2.20% | [2] | ' | 2.40% | [1] | 2.40% | [1] | ' | 2.40% | [1] | 2.40% | [1] | 2.40% | [2] | ' | ' | ' | ' |
[1] | The Relative Total Shareholder Return and Absolute Total Shareholder Return are market conditions as defined by ASC 718. | ||||||||||||||||||||||||||||||
[2] | The EBITDA Comparison component is a performance condition as defined by ASC 718 and therefore, compensation expense related to this component will be reassessed at each reporting date to determine whether achievement of the target performance condition is probable, and the accrual of compensation expense will be adjusted as appropriate. |
ShareBased_Compensation_Plan_D1
Share-Based Compensation Plan (Details Textual) (USD $) | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | |||||||||||||||||||||
In Millions, except Share data, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Dec. 13, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Feb. 08, 2012 | Feb. 08, 2012 | Feb. 08, 2012 | Jan. 30, 2013 | Jan. 30, 2013 | Jan. 30, 2013 | Dec. 13, 2013 | Dec. 13, 2013 | Dec. 13, 2013 | Feb. 04, 2014 | Feb. 04, 2014 | Feb. 04, 2014 |
Restricted Stock [Member] | Restricted Stock [Member] | Restricted Stock [Member] | Restricted Stock [Member] | Restricted Stock [Member] | Restricted Stock [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | LongTermIncentivePartnershipUnitsClassA [Member] | LongtermincentivepartnershipunitsclassB [Member] | Long Term Incentive Partnership Units [Member] | Long Term Incentive Partnership Units [Member] | Long Term Incentive Partnership Units [Member] | Long Term Incentive Partnership Units [Member] | February 2012 [Member] | February 2012 [Member] | February 2012 [Member] | January 2013 [Member] | January 2013 [Member] | January 2013 [Member] | December 2013 [Member] | December 2013 [Member] | December 2013 [Member] | February 2014 [Member] | February 2014 [Member] | February 2014 [Member] | |||
Minimum [Member] | Maximum [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | Performance Shares [Member] | |||||||||||||||||
Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | |||||||||||||||||||||||
Share-Based Compensation Plan (Textual) [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based award vesting period | '6 years | ' | ' | ' | ' | ' | '3 years | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of common shares available for issuance under the 2009 Equity Incentive Plan | 940,721 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Allocated Share-based Compensation Expense | ' | ' | $0.40 | $0.40 | $1.10 | $1.20 | ' | ' | $2.40 | $0.60 | $5.20 | $1.50 | ' | ' | $0.70 | $0.40 | $2 | $1.20 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total unrecognized compensation cost | ' | ' | 2.5 | ' | 2.5 | ' | ' | ' | 10.5 | ' | 10.5 | ' | ' | ' | 6.1 | ' | 6.1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average remaining vesting period (in years) | ' | ' | ' | ' | '2 years 10 months | ' | ' | ' | ' | ' | '2 years 7 months | ' | ' | ' | ' | ' | '2 years 6 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based equity award grant | ' | ' | ' | ' | 44,322 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 72,056 | ' | ' | 72,118 | ' | ' | 252,088 | ' | ' | 66,483 | ' | ' |
Estimated Shares Expected to Vest Minimum and Maximum | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.00% | 200.00% | ' | 0.00% | 200.00% | ' | 0.00% | 200.00% | ' | 0.00% | 200.00% |
Shares Expected to Vest Not Subject to Maximum | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12,048 | ' | ' | 11,753 | ' | ' | ' | ' | ' | 12,261 | ' | ' |
Value of LTIP grants per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $8.50 | $29.19 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
LTIP Units Granted | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 226,882 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Grant date fair value of performance-based equity awards | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $6.60 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating Partnership outstanding | 607,991 | 607,991 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
LTIP units, vested | 195,290 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 195,290 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income_Taxes_Details_Textual
Income Taxes (Details Textual) | 9 Months Ended |
Sep. 30, 2014 | |
Income Tax Disclosure [Abstract] | ' |
Estimated combined federal and state statutory tax rate | 39.00% |
Earnings_per_Common_Share_Deta
Earnings per Common Share (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Numerator: | ' | ' | ' | ' |
Net income (loss) attributable to common shareholders | $23,737 | $11,315 | $38,325 | $15,129 |
Less: dividends paid on unvested share-based compensation | -125 | -81 | -375 | -242 |
Undistributed Earnings (Loss) Allocated to Participating Securities, Basic | -63 | -11 | 0 | 0 |
Net income (loss) available to common shareholders | $23,549 | $11,223 | $37,950 | $14,887 |
Denominator: | ' | ' | ' | ' |
Weighted-average number of common shares-basic | 64,859,494 | 61,179,524 | 64,133,134 | 61,086,834 |
Effect of dilutive share-based compensation | 486,694 | 168,339 | 480,315 | 192,418 |
Weighted-average number of common shares-diluted | 65,346,188 | 61,347,863 | 64,613,449 | 61,279,252 |
Net income (loss) per share available to common shareholders-basic | $0.36 | $0.18 | $0.59 | $0.24 |
Net income (loss) per share available to common shareholders-diluted | $0.36 | $0.18 | $0.59 | $0.24 |
Commitments_and_Contingencies_
Commitments and Contingencies (Details Textual) (USD $) | 3 Months Ended | 9 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | |||||||||||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | 22-May-14 | 22-May-14 | Sep. 30, 2014 | Sep. 30, 2014 | |
GuestRooms | GuestRooms | Minimum [Member] | Maximum [Member] | Monaco Washington D C [Member] | Argonaut Hotel [Member] | Hotel Palomar San Francisco [Member] | Radisson Hotel Fisherman's Wharf [Member] | Primary lease [Member] | The Prescott Hotel [Member] | The Prescott Hotel [Member] | Radisson Hotel Fisherman's Wharf [Member] | Radisson Hotel Fisherman's Wharf [Member] | ||||
Radisson Hotel Fisherman's Wharf [Member] | GuestRooms | Primary lease [Member] | Secondary lease [Member] | |||||||||||||
Management Agreements [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Terms of management agreements not including renewals | ' | ' | ' | ' | ' | '5 years | '20 years | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Terms of management agreements including renewals | ' | ' | ' | ' | ' | '5 years | '52 years | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Termination fees range | ' | ' | ' | ' | ' | 0 | 6 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Base management fee from hotel revenues | ' | ' | ' | ' | ' | 1.00% | 4.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Combined base and incentive management fees | $5,300,000 | $4,200,000 | $13,700,000 | $11,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Commitments and Contingencies (Textual) [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reserve funds allowed for hotel maintenance from hotel revenue | ' | ' | 4.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted cash | 17,915,000 | ' | 17,915,000 | ' | 16,482,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ground lease expiry period | ' | ' | ' | ' | ' | ' | ' | '2059 | '2059 | '2097 | ' | ' | 'June 30, 2059 | ' | '2062 | 'April 2016 |
Base rent | ' | ' | ' | ' | ' | ' | ' | 200,000 | 1,300,000 | ' | 100,000 | ' | 500,000 | ' | ' | ' |
Ground lease percentage rent on hotel revenues | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.00% | ' | ' | ' | ' |
Ground lease percentage rent on retail revenues | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7.50% | ' | ' | ' | ' |
Ground lease percentage rent on hotel revenues b | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6.00% | ' | ' | ' | ' |
Ground lease percentage rent on retail and parking revenues | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7.50% | ' | ' | ' | ' |
Number of Guest Rooms - Leasehold Interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 64 | ' | ' |
Number Of Guest Rooms | 6,046 | ' | 6,046 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 160 | ' | ' |
Ground Lease Extension Option | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '30 years | ' | ' | ' |
Operating Leases, Rent Expense | $2,500,000 | $2,000,000 | $6,200,000 | $5,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Supplemental_Information_to_St2
Supplemental Information to Statements of Cash Flows (Details) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Dividends Payable [Line Items] | ' | ' |
Interest Paid, Net of Capitalized Interest | $19,792 | $17,242 |
Interest Paid, Capitalized | 0 | 206 |
Income Taxes Paid | 2,008 | 1,420 |
Distributions payable on shares/units | 22,159 | ' |
Issuance of common shares for board of trustees compensation | 421 | 207 |
Mortgage loan assumed in connection with acquisition | 50,725 | 90,448 |
Below (above) market rate contracts assumed in connection with acquisition | 1,826 | 5,146 |
NonCash Acquisition, Capital Lease Obligation | 10,758 | 0 |
Deposit Applied To Purchase Price Of Acquisition | 0 | 4,000 |
Accrued additions and improvements to hotel properties | 2,086 | 1,308 |
Common Shares [Member] | ' | ' |
Dividends Payable [Line Items] | ' | ' |
Distributions payable on shares/units | 16,609 | 10,068 |
Preferred Shares [Member] | ' | ' |
Dividends Payable [Line Items] | ' | ' |
Distributions payable on shares/units | $5,550 | $5,203 |
Subsequent_Events_Details
Subsequent Events (Details) (USD $) | 9 Months Ended | 9 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | |||||||||||||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2014 | Aug. 13, 2012 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Oct. 16, 2014 | Oct. 16, 2014 | Oct. 16, 2014 | Oct. 16, 2014 | Oct. 16, 2014 | Oct. 16, 2014 | Oct. 16, 2014 | Oct. 16, 2014 | Oct. 16, 2014 | Oct. 16, 2014 | Oct. 16, 2014 | Oct. 07, 2014 |
Revolving facility [Member] | Term Loan [Member] | Term Loan [Member] | Minimum [Member] | Maximum [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Boston Massachusetts [Member] | ||
Revolving facility [Member] | Revolving facility [Member] | Term Loan [Member] | Term Loan [Member] | Term Loan [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | Subsequent Event [Member] | |||||||
Revolving facility [Member] | Term Loan [Member] | Revolving facility [Member] | Term Loan [Member] | |||||||||||||||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Combination, Consideration Transferred | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $261 |
Debt Instrument, Basis Spread on Variable Rate | ' | ' | ' | ' | 1.75% | 2.50% | ' | ' | ' | ' | ' | ' | 1.55% | 1.50% | ' | 2.30% | 2.25% | ' |
Line of Credit Facility, Maximum Borrowing Capacity | 600 | 200 | ' | ' | ' | ' | ' | 300 | ' | 300 | ' | ' | ' | ' | ' | ' | ' | ' |
Senior unsecured revolving credit facility | ' | ' | 100 | 100 | ' | ' | ' | ' | ' | ' | 100 | ' | ' | ' | ' | ' | ' | ' |
DaystoDrawDownAdditionalLoanProceeds | ' | ' | ' | ' | ' | ' | ' | ' | 180 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
UnsecuredDebtAdditionalBorrowings | ' | ' | ' | ' | ' | ' | ' | ' | ' | $200 | ' | ' | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Expiration Date | 31-Jul-16 | ' | ' | ' | ' | ' | 1-Jan-19 | ' | 1-Jan-20 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
LineOfCreditFacilityExpirationDateWithExtension | ' | ' | ' | ' | ' | ' | 1-Jan-20 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | ' | ' | ' | ' | 0.25% | 0.35% | ' | ' | ' | ' | ' | 0.20% | ' | ' | 0.30% | ' | ' | ' |