Debt | Debt The Company's debt consisted of the following as of September 30, 2019 and December 31, 2018 (dollars in thousands): Balance Outstanding as of Interest Rate Maturity Date September 30, 2019 December 31, 2018 Revolving credit facilities Senior unsecured credit facility Floating (1) January 2022 $ 100,000 $ 170,000 PHL unsecured credit facility Floating (2) January 2022 — — Total revolving credit facilities $ 100,000 $ 170,000 Unsecured 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 Fourth Term Loan Floating (3) October 2024 110,000 110,000 Sixth Term Loan Tranche 2020 Floating (3) December 2020 — 250,000 Tranche 2021 Floating (3) November 2021 300,000 300,000 Tranche 2022 Floating (3) November 2022 400,000 400,000 Tranche 2023 Floating (3) November 2023 400,000 400,000 Tranche 2024 Floating (3) January 2024 400,000 400,000 Total Sixth Term Loan 1,500,000 1,750,000 Total term loans at stated value 1,975,000 2,425,000 Deferred financing costs, net (11,172 ) (15,716 ) Total term loans $ 1,963,828 $ 2,409,284 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 (460 ) (531 ) Total senior unsecured notes $ 99,540 $ 99,469 Mortgage loans The Westin San Diego Gaslamp Quarter 3.69% January 2020 66,376 68,207 Deferred financing costs, net (16 ) (62 ) Total mortgage loans $ 66,360 $ 68,145 Total debt $ 2,229,728 $ 2,746,898 ________________________ (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. Unsecured Revolving Credit Facilities The Company has a $650.0 million senior unsecured revolving credit facility maturing 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. As of September 30, 2019 , the Company had $100.0 million of outstanding borrowings and $550.0 million borrowing capacity remaining on its senior unsecured credit facility. Interest is paid on the periodic advances under the senior unsecured revolving credit facility at varying rates, based upon either LIBOR or the alternate base rate, plus an additional margin amount. The Company has the ability to further 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 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. The Company also has a $10.0 million unsecured revolving credit facility (the "PHL Credit Facility") to be used for PHL's working capital and general corporate purposes. This credit facility has substantially similar terms as the Company's senior unsecured revolving credit facility and matures in 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 credit agreement that governs the Company's senior unsecured revolving credit facility. As of September 30, 2019 , the Company had no borrowings under the PHL Credit Facility and had $10.0 million borrowing capacity remaining under the PHL Credit Facility. Under the terms of the credit agreement for the unsecured revolving credit facility, one or more standby letters of credit, up to a maximum aggregate outstanding balance of $30.0 million , may be issued on behalf of the Company by the lenders under the unsecured revolving credit facility. The Company will incur a fee that shall be agreed upon with the issuing bank. Any outstanding standby letters of credit reduce the available borrowings on the senior unsecured revolving credit facility by a corresponding amount. Standby letters of credit of $2.3 million and zero were outstanding as of September 30, 2019 and December 31, 2018 , respectively. As of September 30, 2019 , the Company was in compliance with the debt covenants of the credit agreements that govern the unsecured revolving credit facilities. Unsecured Term Loan Facilities The Company has senior unsecured term loans with different maturities. Each unsecured term loan bears interest at a variable rate of a benchmark interest rate plus an applicable margin, depending on the Company's leverage ratio. 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. During the nine months ended September 30, 2019 , the Company repaid $450.0 million of term loans, consisting of the full repayment of the $200.0 million of the Company's third term loan and $250.0 million of the tranche maturing in 2020 of the Company's sixth term loan. As of September 30, 2019 , the Company was in compliance with all debt covenants of its term loan facilities. The Company entered into interest rate swap agreements to fix the LIBOR rate on a portion of these unsecured term loan facilities, see Derivative and Hedging Activities below. Senior Unsecured Notes The Company has outstanding $60.0 million of senior unsecured notes bearing a fixed interest rate of 4.70% per annum and maturing in December 2023 (the "Series A Notes") and $40.0 million of senior unsecured notes bearing a fixed interest rate of 4.93% per annum and maturing in December 2025 (the "Series B Notes"). The debt covenants of the Series A Notes and the Series B Notes are substantially similar to those of the Company's senior unsecured revolving credit facility. As of September 30, 2019 , the Company was in compliance with all such debt covenants. Mortgage Debt The Company’s sole mortgage loan is secured by a first mortgage lien on the underlying hotel property. The mortgage is non-recourse to the Company except for customary carve-outs such as fraud or misapplication of funds. The Company intends to refinance or repay with borrowings under its senior unsecured revolving credit facility the mortgage loan on the The Westin San Diego Gaslamp Quarter at or prior to the mortgage loan's maturity date. Interest Expense The components of the Company's interest expense consisted of the following (in thousands): For the three months ended September 30, For the nine months ended September 30, 2019 2018 2019 2018 Unsecured revolving credit facilities $ 903 $ 3,722 $ 2,927 $ 7,582 Unsecured term loan facilities 19,319 6,203 62,534 17,539 Senior unsecured notes 1,198 1,198 3,594 3,488 Mortgage debt 628 650 1,880 1,947 Amortization of deferred financing fees 2,002 548 5,903 1,590 Other 2,415 326 7,674 1,128 Total interest expense $ 26,465 $ 12,647 $ 84,512 $ 33,274 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 September 30, 2019 and December 31, 2018 was $169.0 million and $164.3 million , respectively. 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. The Company's interest rate swaps at September 30, 2019 and December 31, 2018 consisted of the following (in thousands): Notional Value as of Hedge Type Interest Rate Maturity September 30, 2019 December 31, 2018 Swap - cash flow 1.57% (1) May 2019 $ — $ 100,000 Swap - cash flow 1.57% (1) May 2019 — 62,500 Swap - cash flow 1.57% (1) May 2019 — 15,000 Swap - cash flow 1.63% January 2020 50,000 50,000 Swap - cash flow 1.63% January 2020 50,000 50,000 Swap - cash flow 2.46% January 2020 50,000 50,000 Swap - cash flow 2.46% January 2020 50,000 50,000 Swap - cash flow 1.66% January 2020 50,000 50,000 Swap - cash flow 1.66% January 2020 50,000 50,000 Swap - cash flow 2.12% (4) December 2020 100,000 — Swap - cash flow 2.12% (4) December 2020 100,000 — Swap - cash flow 1.74% January 2021 75,000 75,000 Swap - cash flow 1.75% January 2021 50,000 50,000 Swap - cash flow 1.53% January 2021 37,500 37,500 Swap - cash flow 1.53% January 2021 37,500 37,500 Swap - cash flow 1.46% (1) January 2021 100,000 100,000 Swap - cash flow 1.47% (1) January 2021 47,500 47,500 Swap - cash flow 1.47% (1) January 2021 47,500 47,500 Swap - cash flow 1.47% (1) January 2021 47,500 47,500 Swap - cash flow 1.47% (1) January 2021 47,500 47,500 Swap - cash flow 2.60% (2) October 2021 55,000 55,000 Swap - cash flow 2.60% (2) October 2021 55,000 55,000 Swap - cash flow 1.78% (1) January 2022 100,000 100,000 Swap - cash flow 1.78% (1) January 2022 50,000 50,000 Swap - cash flow 1.79% (1) January 2022 30,000 30,000 Swap - cash flow 1.68% April 2022 25,000 25,000 Swap - cash flow 1.68% April 2022 25,000 25,000 Swap - cash flow 1.64% April 2022 25,000 25,000 Swap - cash flow 1.64% April 2022 25,000 25,000 Swap - cash flow 2.60% (3) January 2024 75,000 75,000 Swap - cash flow 2.60% (3) January 2024 50,000 50,000 Swap - cash flow 2.60% (3) January 2024 25,000 25,000 Swap - cash flow 2.60% (3) January 2024 75,000 75,000 Swap - cash flow 2.60% (3) January 2024 75,000 75,000 Swap - cash flow 1.99% (4) November 2023 85,000 — Swap - cash flow 1.99% (4) November 2023 85,000 — Swap - cash flow 1.99% (4) November 2023 50,000 — Swap - cash flow 1.99% (4) November 2023 30,000 — Swap - cash flow 1.43% (5) February 2026 150,000 — Swap - cash flow 1.44% (5) February 2026 50,000 — Swap - cash flow 1.44% (5) February 2026 50,000 — Swap - cash flow 1.44% (5) February 2026 40,000 — ________________________ (1) Swaps assumed in connection with the LaSalle merger on November 30, 2018. (2) Swaps became effective January 2019. (3) Swaps will become effective January 2020. (4) Swaps became effective June 2019. (5) Swaps will become effective February 2021. The Company records all derivative instruments at fair value in the accompanying 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 September 30, 2019 , the Company's derivative instruments were in both asset and liability positions, with aggregate asset and liability fair values of $0.7 million and $28.4 million , respectively, in the accompanying consolidated balance sheets. For the three and nine months ended September 30, 2019 , there was $(7.9) million and $(38.0) million in unrealized (loss) gain, respectively, recorded in accumulated other comprehensive income (loss). For the three and nine months ended September 30, 2018 , there was $0.8 million and $8.1 million in unrealized (loss) gain, respectively, recorded in accumulated other comprehensive income (loss). For the three and nine months ended September 30, 2019 , the Company reclassified $(1.6) million and $(6.4) million , respectively, from accumulated other comprehensive income (loss) to interest expense. For the three and nine months ended September 30, 2018 , the Company reclassified $(0.5) million and $(0.3) million , respectively, from accumulated other comprehensive income (loss) to interest expense. The Company expects approximately $10.4 million will be reclassified from accumulated other comprehensive income (loss) to interest expense in the next 12 months. |