Debt | Debt Senior Unsecured Revolving Credit Facility On May 19, 2015, the Company exercised the accordion feature under the amended and restated credit agreement that governs the Company's senior unsecured revolving credit facility and the Company's unsecured term loan facility to increase the aggregate borrowing capacity by $150.0 million to $750.0 million . The Company's $750.0 million unsecured credit facility provides for a $450.0 million unsecured revolving credit facility and a $300.0 million unsecured term loan (the "First Term Loan"). The revolving credit facility matures in January 2019 with options to extend the maturity date to January 2020 . The First Term Loan matures in January 2020 . The Company has the ability to increase the aggregate borrowing capacity under the credit agreement to up to $1.0 billion , subject to lender approval. Borrowings on the revolving credit facility bear interest at LIBOR plus 1.55% to 2.30% , 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% or 0.30% 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 minimum fixed charge coverage ratio, and a maximum percentage of secured debt to total asset value. As of June 30, 2016 and December 31, 2015 , the Company had $30.0 million and $165.0 million , respectively, in outstanding borrowings under the revolving credit facility. As of June 30, 2016 , the Company had $420.0 million borrowing capacity remaining under its unsecured revolving credit facility. As of June 30, 2016 , the Company was in compliance with the credit agreement debt covenants. For the three and six months ended June 30, 2016 , the Company incurred unused commitment fees of $0.2 million and $0.4 million , respectively. For the three and six months ended June 30, 2015 , the Company incurred unused commitment fees of $0.2 million and $0.3 million , respectively. Unsecured Term Loan Facilities As of June 30, 2016 , the Company had $300.0 million outstanding under the First Term Loan which matures in January 2020 . This term loan facility bears interest at a variable rate of LIBOR plus 1.50% to 2.25% , depending on the Company's leverage ratio. On April 13, 2015, the Company entered into a second unsecured term loan facility (the "Second Term Loan"). The Second Term Loan has a $100.0 million capacity, which may be increased to up to $200.0 million , subject to lender approval, and matures in April 2022 . On January 5, 2016, the Company exercised its accordion option to increase the borrowing capacity under the Second Term Loan to $175.0 million . As of June 30, 2016 , the Company had $175.0 million outstanding under the Second Term Loan. The Second Term Loan bears interest at a variable rate of LIBOR plus 1.70% to 2.55% , depending on the Company's leverage ratio. On June 10, 2015, the Company entered into a third unsecured term loan facility (the "Third Term Loan"). The Third Term Loan has a $125.0 million capacity, which may be increased up to $250.0 million , subject to lender approval, and matures in January 2021 . On January 5, 2016, the Company exercised its accordion option to increase the borrowing capacity under the Third Term Loan to $200.0 million . As of June 30, 2016 , the Company had $200.0 million outstanding under the Third Term Loan. This Third Term Loan bears interest at a variable rate of LIBOR plus 1.45% to 2.20% , depending on the Company's leverage ratio. As of June 30, 2016 and December 31, 2015 , the Company had $675.0 million and $525.0 million , respectively, in outstanding borrowings under the unsecured term loan facilities. Each of the term loan facilities is subject to debt covenants substantially similar to the covenants under the amended and restated credit agreement. As of June 30, 2016 , the Company was in compliance with all debt covenants of its term loan facilities. The Company has entered into interest rate swaps to effectively fix the LIBOR rates for all of its unsecured term loan facilities, except for $75.0 million on the Second Term Loan (see “Derivative and Hedging Activities” below). Senior Unsecured Notes On November 12, 2015, the Company issued $60.0 million of senior unsecured notes (the "Series A Notes") bearing a fixed interest rate of 4.70% per annum and maturing in December 2023 . On November 12, 2015, the Company issued $40.0 million of senior unsecured notes (the "Series B Notes") bearing a fixed interest rate of 4.93% per annum and maturing in December 2025 . The Series A Notes and the Series B Notes are subject to debt covenants substantially similar to the covenants under the amended and restated credit agreement. As of June 30, 2016 , the Company was in compliance with all such debt covenants. Derivative and Hedging Activities The Company enters into interest rate swap agreements to hedge against interest rate fluctuations. All of the Company's interest rate swaps are cash flow hedges. 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 other expense in the consolidated statements of operations and comprehensive income. As of June 30, 2016 , the Company had interest rate swaps with an aggregate notional amount of $300.0 million to hedge the variable interest rate on the First Term Loan and, as a result, the First Term Loan had a weighted-average effective interest rate of 3.23% through July 13, 2017 and a weighted-average effective interest rate of 3.81% from July 13, 2017 through January 15, 2020, based on the Company’s leverage ratio at June 30, 2016 . The Company entered into interest rate swap agreements with an aggregate notional amount of $100.0 million to effectively fix the LIBOR rate for the entire duration of the Second Term Loan, and, as a result, the Second Term Loan had a weighted-average effective interest rate of 3.86% , based on the Company’s leverage ratio at June 30, 2016 . The remaining $75.0 million borrowing under the Second Term Loan remains floating at a variable rate of LIBOR plus 1.70% to 2.55% , depending on the Company's leverage ratio. The Company entered into interest rate swap agreements with an aggregate notional amount of $200.0 million to effectively fix the LIBOR rate for the entire duration of the Third Term Loan, and, as a result, the Third Term Loan had a weighted-average effective interest rate of 3.51% , based on the Company’s leverage ratio at June 30, 2016 . 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 incorporates these counterparty credit risks in its fair value measurements. The Company believes it minimizes the credit risk by transacting with major creditworthy financial institutions. As of June 30, 2016 , the Company's derivative instruments were in liability positions, with aggregate liability fair values of $22.7 million in the accompanying consolidated balance sheets. For the three and six months ended June 30, 2016 , there was $4.6 million and $16.1 million in unrealized loss, respectively, recorded in accumulated other comprehensive income. For the three and six months ended June 30, 2015 , there was $4.1 million in unrealized gain and $0.1 million in unrealized loss, respectively, recorded in accumulated other comprehensive income. For the three and six months ended June 30, 2016 , the Company recorded a loss of $0.1 million and $1.9 million , respectively, for the ineffective portion of the change in fair values of the interest rate swaps. For the three and six months ended June 30, 2016 , the Company reclassified $1.6 million and $3.2 million , respectively, from accumulated other comprehensive income (loss) to interest expense. For the three and six months ended June 30, 2015 , the Company reclassified $1.2 million and $2.0 million , respectively, from accumulated other comprehensive income (loss) to interest expense. The Company expects approximately $5.6 million will be reclassified from accumulated other comprehensive income (loss) to interest expense 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. On April 5, 2016 , the Company repaid the $62.8 million mortgage loan on the Embassy Suites San Diego Bay - Downtown , without penalty, using proceeds from the senior unsecured revolving credit facility. On May 5, 2016 , the Company repaid the $22.7 million mortgage loan on the Hotel Modera , without penalty, using proceeds from the senior unsecured revolving credit facility. Debt Summary Debt as of June 30, 2016 and December 31, 2015 consisted of the following (dollars in thousands): Balance Outstanding as of Interest Rate Maturity Date June 30, 2016 December 31, 2015 Senior unsecured revolving credit facility Floating (1) January 2019 $ 30,000 $ 165,000 Term loans First Term Loan Floating (2) January 2020 300,000 300,000 Second Term Loan Floating (2) April 2022 175,000 100,000 Third Term Loan Floating (2) January 2021 200,000 125,000 Total term loans at stated value 675,000 525,000 Deferred financing costs, net (3,623 ) (3,117 ) Total term loans $ 671,377 $ 521,883 Senior unsecured notes Series A Notes 4.70% December 2023 60,000 60,000 Series B Notes 4.93% December 2025 40,000 40,000 Total senior unsecured notes at stated value 100,000 100,000 Deferred financing costs, net (575 ) (608 ) Total senior unsecured notes $ 99,425 $ 99,392 Mortgage loans Embassy Suites San Diego Bay - Downtown 6.28% June 2016 — 63,116 Hotel Modera 5.26% July 2016 — 22,833 Hotel Monaco Washington DC 4.36% February 2017 42,451 42,895 Argonaut Hotel 4.25% March 2017 42,216 42,823 Sofitel Philadelphia 3.90% June 2017 45,001 45,668 Hotel Zelos (formerly Hotel Palomar San Francisco) 5.94% September 2017 25,911 26,098 The Westin San Diego Gaslamp Quarter 3.69% January 2020 73,956 75,040 Mortgage loans at stated value 229,535 318,473 Mortgage loan premiums and deferred financing costs (3) 161 847 Total mortgage loans $ 229,696 $ 319,320 Total debt $ 1,030,498 $ 1,105,595 ________________________ (1) Borrowings bear interest at floating rates equal to, at the Company's option, either (i) LIBOR plus an applicable margin or (ii) an Adjusted Base Rate (as defined in the senior unsecured credit agreement) plus an applicable margin. The Company has two six-month extension options. (2) Borrowings under the term loan facilities bear interest at floating rates equal to, at the Company's option, either (i) LIBOR plus an applicable margin or (ii) a Base Rate plus an applicable margin. The Company entered into interest rate swaps to effectively fix the interest rate for the First Term Loan, a portion of the Second Term Loan and the Third Term Loan. At June 30, 2016 and December 31, 2015 , the Company had interest rate swaps on the full amounts outstanding, except for $75.0 million on the Second Term Loan. See "Derivative and Hedging Activities" above. (3) As of June 30, 2016 , loan premium on assumed mortgage recorded in purchase accounting for the Hotel Zelos (formerly Hotel Palomar San Francisco) . 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 fixed rate debt as of June 30, 2016 and December 31, 2015 was $340.4 million and $465.4 million , respectively. The Company was in compliance with all debt covenants as of June 30, 2016 . |