Debt | Debt Senior Unsecured Revolving Credit Facilities 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"). On October 13, 2017, the Company amended and restated the credit agreement governing its senior unsecured revolving credit facility and the First Term Loan. The revolving credit facility matures in January 2022 with options to extend the maturity date to January 2023 pursuant to certain terms and conditions and payment of an extension fee. The First Term Loan matures in January 2023 . The Company has the ability to increase the aggregate borrowing capacity under the credit agreement to up to $1.3 billion , subject to lender approval. Borrowings on the revolving credit facility bear interest at LIBOR plus 1.45% to 2.25% , 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 that governs the revolving credit facility and the First Term Loan 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 March 31, 2018 and December 31, 2017 , the Company had $203.0 million and $45.0 million , respectively, in outstanding borrowings under the revolving credit facility. As of March 31, 2018 , the Company had $247.0 million borrowing capacity remaining under the revolving credit facility. As of March 31, 2018 , the Company was in compliance with the credit agreement debt covenants. For the three months ended March 31, 2018 and 2017 , the Company incurred unused commitment fees of $0.2 million and $0.2 million , respectively. On May 17, 2017, PHL entered into a $10.0 million unsecured revolving credit facility ("PHL Credit Facility") to be used for PHL's working capital and general corporate purposes. On October 13, 2017, PHL amended and restated the credit agreement governing the PHL Credit Facility. The PHL Credit Facility's maturity was extended to January 2022 . Borrowings on the PHL Credit Facility bear interest at LIBOR plus 1.45% to 2.25% , depending on the Company's leverage ratio. The PHL Credit Facility is subject to debt covenants substantially similar to the covenants under the Company's amended and restated credit agreement. Additionally, PHL is required to pay an unused commitment fee at an annual rate of 0.20% or 0.30% of the unused portion of the PHL Credit Facility. As of March 31, 2018 and December 31, 2017 , PHL had no borrowings under its revolving credit facility. As of March 31, 2018 , there is $10.0 million borrowing capacity remaining under the PHL Credit Facility. Unsecured Term Loan Facilities On October 13, 2017, the Company amended and restated the credit agreement governing its senior unsecured revolving credit facility and the First Term Loan. The First Term Loan's maturity was extended to January 2023 . As of March 31, 2018 , the Company had $300.0 million outstanding under the First Term Loan. This term loan facility bears interest at a variable rate of LIBOR plus 1.40% to 2.20% , depending on the Company's leverage ratio. On April 13, 2015, the Company entered into a second unsecured term loan facility. This term loan had a $100.0 million capacity which could have been increased to up to $200.0 million , subject to lender approval. On January 5, 2016, the Company exercised its option to increase the borrowing capacity to $175.0 million and borrowed the additional $75.0 million resulting from such increase. On October 13, 2017, the Company amended and restated the credit agreement governing this loan and entered into a second credit agreement, in effect separating it into two tranches, consisting of a $65.0 million unsecured term loan maturing in April 2022 (the "Second Term Loan") and a $110.0 million unsecured term loan maturing in October 2024 (the "Fourth Term Loan"). As of March 31, 2018 , the Company had $65.0 million outstanding under the Second Term Loan. The Second Term Loan bears interest at a variable rate of LIBOR plus 1.40% to 2.20% , depending on the Company's leverage ratio. The Company has the ability to increase the aggregate borrowing capacity of the Second Term Loan to up to $150.0 million subject to lender approval. 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 option to increase the borrowing capacity to $200.0 million and borrowed the additional $75.0 million resulting from such increase. On October 13, 2017, the Company amended and restated the credit agreement governing the Third Term Loan. As of March 31, 2018 , 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 1.40% to 2.20% , depending on the Company's leverage ratio. On October 13, 2017, the Company entered into a fourth unsecured term loan facility (the "Fourth Term Loan"). The Fourth Term Loan has a $110.0 million capacity and matures in October 2024 . As of March 31, 2018 , the Company had $110.0 million outstanding under the Fourth Term Loan. The Fourth Term Loan bears interest at a variable rate of LIBOR plus 1.70% to 2.60% , depending on the Company's leverage ratio. The Company has the ability to increase the aggregate borrowing capacity of the Fourth Term Loan to up to $250.0 million subject to lender approval. As of March 31, 2018 and December 31, 2017 , the Company had $675.0 million and $675.0 million , respectively, in aggregate outstanding borrowings under the four unsecured term loan facilities. Each of the term loan facilities is subject to debt covenants substantially similar to the covenants under the credit agreement that governs the revolving credit facility and First Term Loan. As of March 31, 2018 , 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 $65.0 million of the Second Term Loan and for $10.0 million of the Fourth 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 credit agreement that governs the revolving credit facility and the First Term Loan. On October 13, 2017, the agreement governing the Series A Notes and the Series B Notes was also amended to match the financial and other covenants in the senior unsecured revolving credit facility, as amended and restated. As of March 31, 2018 , 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. On January 1, 2018, the Company adopted ASU No. 2017-12, Derivatives and Hedging: Targeted Improvements to Accounting for Hedging Activities. All unrealized gains and losses on these hedging instruments are reported in accumulated other comprehensive income (loss) and are subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. As of March 31, 2018 , 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 2.83% per annum through July 13, 2017 and a weighted-average effective interest rate of 3.36% from July 13, 2017 through January 15, 2020, based on the Company’s leverage ratio at March 31, 2018 . The Company entered into interest rate swap agreements with an aggregate notional amount of $200.0 million to effectively fix the LIBOR rate of the Third Term Loan through January 2021, resulting in a weighted-average effective interest rate of 3.11% per annum, based on the Company’s leverage ratio at March 31, 2018 . The Company entered into interest rate swap agreements with an aggregate notional amount of $100.0 million to effectively fix the LIBOR rate of a portion of the Fourth Term Loan through April 2022, resulting in a weighted-average effective interest rate of 3.46% per annum, based on the Company’s leverage ratio at March 31, 2018 . The interest rate on the other $10.0 million of the Fourth Term Loan remains floating at variable rate of LIBOR plus 1.70% to 2.60% , depending on the Company's leverage ratio. 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 March 31, 2018 , the Company's derivative instruments were in both asset and liability positions, with aggregate asset and liability fair values of $9.8 million and $0.3 million , respectively, in the accompanying consolidated balance sheets. For the three months ended March 31, 2018 and 2017 , there was $5.3 million and $2.1 million in unrealized gain (loss), respectively, recorded in accumulated other comprehensive income (loss). For the three months ended March 31, 2018 and 2017 , the Company recorded a gain (loss) of zero and $0.1 million , respectively, for the ineffective portion of the change in fair values of the interest rate swaps. For the three months ended March 31, 2018 and 2017 , the Company reclassified $0.3 million and $1.1 million , respectively, from accumulated other comprehensive income (loss) to interest expense. The Company expects approximately $2.1 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. Debt Summary Debt as of March 31, 2018 and December 31, 2017 consisted of the following (dollars in thousands): Balance Outstanding as of Interest Rate Maturity Date March 31, 2018 December 31, 2017 Revolving credit facilities Senior unsecured revolving credit facility Floating (1) January 2022 $ 203,000 $ 45,000 PHL unsecured revolving credit facility Floating (2) January 2022 — — Total revolving credit facilities $ 203,000 $ 45,000 Term loans First Term Loan Floating (3) January 2023 300,000 300,000 Second Term Loan Floating (3) April 2022 65,000 65,000 Third Term Loan Floating (3) January 2021 200,000 200,000 Fourth Term Loan Floating (3) October 2024 110,000 110,000 Total term loans at stated value 675,000 675,000 Deferred financing costs, net (4,335 ) (4,594 ) Total term loans $ 670,665 $ 670,406 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 (602 ) (626 ) Total senior unsecured notes $ 99,398 $ 99,374 Mortgage loans The Westin San Diego Gaslamp Quarter 3.69% January 2020 69,981 70,573 Mortgage loans at stated value 69,981 70,573 Deferred financing costs, net (106 ) (116 ) Total mortgage loans $ 69,875 $ 70,457 Total debt $ 1,042,938 $ 885,237 ________________________ (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 applicable credit agreement) plus an applicable margin. (2) Borrowings bear interest at floating rates equal to, at the Company's option, either (i) LIBOR plus an applicable margin or (ii) an Eurocurrency Rate (as defined in the applicable credit agreement) plus an applicable margin. (3) 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. At March 31, 2018 and December 31, 2017 , the Company had interest rate swaps to effectively fix the interest rate for the First Term Loan, the Third Term Loan and a portion of the Fourth Term Loan. The Company had interest rate swaps on the full amounts outstanding, except for $65.0 million on the Second Term Loan and $10.0 million on the Fourth Term Loan. See "Derivative and Hedging Activities" above. 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 (unsecured senior notes and mortgage loans) as of March 31, 2018 and December 31, 2017 was $164.3 million and $167.1 million , respectively. The Company was in compliance with all debt covenants as of March 31, 2018 . |