Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Oct. 30, 2017 | |
Document and Entity Information | ||
Entity Registrant Name | RLJ Lodging Trust | |
Entity Central Index Key | 1,511,337 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 174,910,524 | |
Entity Current Reporting Status | Yes |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Assets | ||
Investment in hotel properties, net | $ 5,977,524 | $ 3,367,776 |
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures | 24,959 | 0 |
Cash and cash equivalents | 421,181 | 456,672 |
Restricted cash reserves | 78,343 | 67,206 |
Hotel and other receivables, net of allowance of $614 and $182, respectively | 70,818 | 26,018 |
Deferred income tax asset, net | 68,642 | 44,614 |
Intangible Assets, Net (Excluding Goodwill) | 151,098 | 898 |
Prepaid expense and other assets | 72,498 | 60,209 |
Total assets | 6,865,063 | 4,023,393 |
Liabilities and Equity | ||
Debt, net | 2,885,739 | 1,582,715 |
Accounts payable and other liabilities | 273,315 | 137,066 |
Deferred income tax liability | 11,430 | 11,430 |
Advance deposits and deferred revenue | 34,532 | 11,975 |
Accrued interest | 16,305 | 3,444 |
Distributions payable | 26,495 | 41,486 |
Total liabilities | 3,247,816 | 1,788,116 |
Commitments and Contingencies (Note 11) | ||
Shareholders’ equity: | ||
Preferred shares of beneficial interest, $0.01 par value, 50,000,000 shares authorized | 366,936 | 0 |
Common shares of beneficial interest, $0.01 par value, 450,000,000 shares authorized; 174,913,606 and 124,364,178 shares issued and outstanding at September 30, 2017 and December 31, 2016, respectively | 1,749 | 1,244 |
Additional paid-in capital | 3,206,193 | 2,187,333 |
Accumulated other comprehensive income (loss) | 677 | (4,902) |
Retained Earnings | (25,326) | 38,249 |
Total shareholders’ equity | 3,550,229 | 2,221,924 |
Noncontrolling interest: | ||
Noncontrolling interest in consolidated joint ventures | 11,125 | 5,973 |
Noncontrolling interest in the Operating Partnership | 11,463 | 7,380 |
Total noncontrolling interest | 22,588 | 13,353 |
Limited Liability Company (LLC) Preferred Unit, Issuance Value | 44,430 | 0 |
Total equity | 3,617,247 | 2,235,277 |
Total liabilities and equity | $ 6,865,063 | $ 4,023,393 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Hotel and other receivables, allowance | $ 614 | $ 182 |
Preferred shares of beneficial interest, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred shares of beneficial interest, shares authorized | 50,000,000 | 50,000,000 |
Preferred shares of beneficial interest, shares issued | 0 | 0 |
Preferred shares of beneficial interest, shares outstanding | 0 | 0 |
Preferred Stock, Liquidation Preference, Value | $ 328,266 | $ 0 |
Common shares of beneficial interest, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common shares of beneficial interest, shares authorized | 450,000,000 | 450,000,000 |
Common shares of beneficial interest, shares issued | 174,913,606 | 124,364,178 |
Common shares of beneficial interest, shares outstanding | 174,913,606 | 124,364,178 |
Limited Liability Company (LLC) Preferred Unit, Liquidation Value | $ 45,401 | $ 0 |
Series A Cumulative Preferred Stock [Member] | ||
Preferred shares of beneficial interest, par value (in dollars per share) | $ 0.01 | $ 0 |
Preferred shares of beneficial interest, shares authorized | 12,950,000 | 0 |
Preferred shares of beneficial interest, shares issued | 12,879,475 | 0 |
Preferred shares of beneficial interest, shares outstanding | 12,879,475 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Income Statement [Abstract] | ||||
Preferred Stock Dividends and Other Adjustments | $ (122) | $ 0 | $ (122) | $ 0 |
Net Income (Loss) Attributable to Parent | 3,914 | 41,174 | 67,918 | 124,918 |
Preferred Stock Dividends, Income Statement Impact | (2,093) | 0 | (2,093) | 0 |
Operating revenue | ||||
Room revenue | 292,046 | 260,659 | 770,751 | 777,211 |
Food and beverage revenue | 35,580 | 26,001 | 91,392 | 82,602 |
Other revenue | 13,629 | 9,599 | 31,628 | 28,729 |
Total revenue | 341,255 | 296,259 | 893,771 | 888,542 |
Operating expense | ||||
Room expense | 69,380 | 59,671 | 176,523 | 173,783 |
Food and beverage expense | 27,061 | 19,135 | 66,458 | 59,477 |
Management and franchise fee expense | 29,571 | 29,607 | 86,110 | 90,869 |
Other operating expense | 78,120 | 62,162 | 195,000 | 184,133 |
Total property operating expense | 204,132 | 170,575 | 524,091 | 508,262 |
Depreciation and amortization | 45,231 | 40,953 | 122,136 | 122,532 |
Property tax, insurance and other | 23,618 | 20,575 | 60,929 | 60,032 |
General and administrative | 9,506 | 7,215 | 28,757 | 23,522 |
Transaction costs | 32,607 | 98 | 36,923 | 257 |
Total operating expense | 315,094 | 239,416 | 772,836 | 714,605 |
Operating income | 26,161 | 56,843 | 120,935 | 173,937 |
Other Nonoperating Income (Expense) | 110 | 112 | 323 | 86 |
Interest income | 1,157 | 430 | 2,306 | 1,240 |
Interest expense | (19,650) | (14,552) | (48,527) | (44,233) |
Gain (Loss) on Investments | 2,670 | 0 | 2,670 | 0 |
Income before equity in income from unconsolidated joint ventures | 10,448 | 42,833 | 77,707 | 131,030 |
Income (Loss) from Equity Method Investments | 57 | 0 | 57 | 0 |
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest | 10,505 | 42,833 | 77,764 | 131,030 |
Income tax expense | (6,375) | (1,439) | (9,362) | (5,397) |
Income from operations | 4,130 | 41,394 | 68,402 | 125,633 |
Loss on sale of hotel properties | (19) | (5) | (49) | (155) |
Net income | 4,111 | 41,389 | 68,353 | 125,478 |
Net (income) loss attributable to noncontrolling interests: | ||||
Noncontrolling interest in consolidated joint ventures | (32) | (32) | 5 | (7) |
Noncontrolling interest in the Operating Partnership | (43) | (183) | (318) | (553) |
Net income attributable to common shareholders | $ 1,821 | $ 41,174 | $ 65,825 | $ 124,918 |
Basic per common share data: | ||||
Net income per share attributable to common shareholders (in dollars per share) | $ 0.01 | $ 0.33 | $ 0.50 | $ 1 |
Weighted-average number of common shares (in shares) | 140,249,961 | 123,621,323 | 129,317,120 | 123,635,010 |
Diluted per common share data: | ||||
Net income per share attributable to common shareholders (in dollars per share) | $ 0.01 | $ 0.33 | $ 0.50 | $ 1 |
Weighted-average number of common shares (in shares) | 140,307,269 | 123,836,452 | 129,399,177 | 123,859,753 |
Dividends declared per common share | $ 0.33 | $ 0.33 | $ 0.99 | $ 0.99 |
Comprehensive income: | ||||
Unrealized gain (loss) on interest rate derivatives | $ 1,746 | $ 9,470 | $ 5,579 | $ (16,144) |
Comprehensive income | 5,857 | 50,859 | 73,932 | 109,334 |
Comprehensive (income) loss attributable to the noncontrolling interest in consolidated joint ventures | (32) | (32) | 5 | (7) |
Comprehensive income attributable to the noncontrolling interest in the Operating Partnership | (43) | (183) | (318) | (553) |
Comprehensive income attributable to RLJ | $ 5,660 | $ 50,644 | $ 73,497 | $ 108,774 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in-Capital | Retained Earnings [Member] | Retained Earnings (Distributions in excess of net earnings) | Accumulated Other Comprehensive Income | Operating Partnership | Consolidated Joint Venture | Preferred Capital in Consolidated Joint Venture [Member] | Series A Cumulative Preferred Stock [Member] |
Net Income (Loss) Attributable to Parent | $ 124,918 | |||||||||
Net income attributable to RLJ | 124,918 | |||||||||
Balance (in shares) at Dec. 31, 2015 | 124,635,675 | |||||||||
Balance at Dec. 31, 2015 | 2,200,524 | $ 1,246 | $ 2,195,732 | $ 2,439 | $ (16,602) | $ 11,532 | $ 6,177 | |||
Increase (Decrease) in Owners' Equity | ||||||||||
Net income (loss) | 125,478 | 124,918 | 553 | 7 | ||||||
Unrealized gain on interest rate derivatives | (16,144) | (16,144) | ||||||||
Distribution to joint venture partner | (259) | (259) | ||||||||
Redemption of Operating Partnership units (in shares) | 335,250 | |||||||||
Redemption of Operating Partnership units | 0 | $ 3 | 4,322 | (4,325) | ||||||
Issuance of restricted stock (in shares) | 581,544 | |||||||||
Issuance of restricted stock | 0 | $ 6 | (6) | |||||||
Amortization of share-based compensation | 3,935 | 3,935 | ||||||||
Share grants to trustees (in shares) | 2,554 | |||||||||
Share grants to trustees | 57 | 57 | ||||||||
Shares acquired to satisfy minimum required federal and state tax withholding on vesting restricted stock (in shares) | (218,443) | |||||||||
Shares acquired to satisfy minimum required federal and state tax withholding on vesting restricted stock | (4,960) | $ (2) | (4,958) | |||||||
Shares acquired as part of a share repurchase program (in shares) | (610,607) | |||||||||
Shares acquired as part of a share repurchase program | (13,271) | $ (6) | (13,265) | |||||||
Forfeiture of restricted stock (in shares) | (426,310) | |||||||||
Forfeiture of restricted stock | 0 | $ (4) | 4 | |||||||
Distributions on common shares and units | (123,969) | (123,417) | (552) | |||||||
Balance (in shares) at Sep. 30, 2016 | 124,299,663 | |||||||||
Balance at Sep. 30, 2016 | 2,171,391 | $ 1,243 | 2,185,821 | 3,940 | (32,746) | 7,208 | 5,925 | |||
Increase (Decrease) in Owners' Equity | ||||||||||
Preferred Stock Dividends and Other Adjustments | 0 | |||||||||
Preferred Stock, Value, Issued | 0 | |||||||||
Net Income (Loss) Attributable to Parent | 67,918 | |||||||||
Net income attributable to RLJ | 65,825 | |||||||||
Balance (in shares) at Dec. 31, 2016 | 124,364,178 | |||||||||
Balance at Dec. 31, 2016 | 2,235,277 | $ 1,244 | 2,187,333 | 38,249 | (4,902) | 7,380 | 5,973 | $ 0 | ||
Increase (Decrease) in Owners' Equity | ||||||||||
Net income (loss) | 68,353 | 318 | (5) | 122 | ||||||
Unrealized gain on interest rate derivatives | 5,579 | 5,579 | ||||||||
Issuance of restricted stock (in shares) | 425,076 | |||||||||
Issuance of restricted stock | 0 | $ 4 | (4) | |||||||
Amortization of share-based compensation | 7,964 | 7,964 | ||||||||
Shares acquired to satisfy minimum required federal and state tax withholding on vesting restricted stock (in shares) | (105,378) | |||||||||
Shares acquired to satisfy minimum required federal and state tax withholding on vesting restricted stock | (2,216) | $ (2) | (2,214) | |||||||
Shares acquired as part of a share repurchase program (in shares) | (122,508) | |||||||||
Shares acquired as part of a share repurchase program | (2,610) | $ (1) | (2,609) | |||||||
Forfeiture of restricted stock (in shares) | (5,866) | |||||||||
Forfeiture of restricted stock | 0 | $ 0 | 0 | |||||||
Dividends | (2,093) | $ (2,093) | ||||||||
Distributions on common shares and units | (129,977) | (129,400) | (577) | |||||||
Balance (in shares) at Sep. 30, 2017 | 174,913,606 | 12,879,475 | ||||||||
Balance at Sep. 30, 2017 | 3,617,247 | $ 1,749 | $ 3,206,193 | $ (25,326) | $ 677 | $ 11,463 | $ 11,125 | 44,430 | $ 366,936 | |
Increase (Decrease) in Owners' Equity | ||||||||||
Preferred Stock Dividends and Other Adjustments | (122) | $ (122) | ||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 12,879,475 | |||||||||
Stock Issued During Period, Value, Acquisitions | 366,936 | $ 366,936 | ||||||||
Preferred Stock, Value, Issued | $ 366,936 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Cash flows from operating activities | ||
Net income | $ 68,353,000 | $ 125,478,000 |
Adjustments to reconcile net income to cash flow provided by operating activities: | ||
Loss on sale of hotel properties | 49,000 | 155,000 |
Gain (Loss) on Investments | (2,670,000) | 0 |
Depreciation and amortization | 122,136,000 | 122,532,000 |
Amortization of deferred financing costs | 2,597,000 | 3,103,000 |
Amortization of Debt Discount (Premium) | (104,000) | 563,000 |
Income (Loss) from Equity Method Investments | (57,000) | 0 |
Proceeds from Equity Method Investment, Distribution | 750,000 | 0 |
Accretion of interest income on investment in loan | (664,000) | (430,000) |
Share grants to trustees | 0 | 57,000 |
Amortization of share-based compensation | 7,964,000 | 3,935,000 |
Deferred income taxes | 7,972,000 | 4,217,000 |
Changes in assets and liabilities: | ||
Hotel and other receivables, net | (16,493,000) | (12,119,000) |
Prepaid expense and other assets | 74,000 | (3,932,000) |
Accounts payable and other liabilities | 28,411,000 | 7,856,000 |
Advance deposits and deferred revenue | (1,238,000) | 666,000 |
Accrued interest | (9,751,000) | (1,677,000) |
Net cash flow provided by operating activities | 207,329,000 | 250,404,000 |
Payments to Acquire Real Estate Held-for-investment | (41,921,000) | 0 |
Cash flows from investing activities | ||
Proceeds from the sale of hotel properties, net | (49,000) | 2,629,000 |
Improvements and additions to hotel properties | (58,853,000) | (58,881,000) |
Additions to property and equipment | (152,000) | (211,000) |
Payments for (Proceeds from) Investments | 12,792,079 | 0 |
Proceeds from Contributions from Affiliates | 0 | 0 |
Decrease (increase) in restricted cash reserves, net | 5,901,000 | (9,913,000) |
Net cash flow used in investing activities | (82,282,000) | (66,376,000) |
Cash flows from financing activities | ||
Borrowings under Revolver | 0 | 51,000,000 |
Repayments under Revolver | 0 | (51,000,000) |
Proceeds from mortgage loans | 0 | 11,000,000 |
Payments of mortgage loans principal | (3,168,000) | (2,760,000) |
Repurchase of common shares under a share repurchase program | (2,610,000) | (13,271,000) |
Repurchase of common shares to satisfy employee withholding requirements | (2,216,000) | (4,960,000) |
Distributions on common shares | (150,701,000) | (123,345,000) |
Distributions on Operating Partnership units | (667,000) | (654,000) |
Payments of deferred financing costs | (1,050,000) | (5,344,000) |
Payments of Distributions to Affiliates | (126,000) | 0 |
Distributions to joint venture partners | 0 | (259,000) |
Net cash flow used in financing activities | (160,538,000) | (139,593,000) |
Net change in cash and cash equivalents | (35,491,000) | 44,435,000 |
Cash and cash equivalents, beginning of period | 456,672,000 | 134,192,000 |
Cash and cash equivalents, end of period | $ 421,181,000 | $ 178,627,000 |
Organization
Organization | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization RLJ Lodging Trust (the "Company") was formed as a Maryland real estate investment trust ("REIT") on January 31, 2011. The Company is a self-advised and self-administered REIT that acquires primarily premium-branded, focused-service and compact full-service hotels. The Company elected to be taxed as a REIT, for U.S. federal income tax purposes, commencing with its taxable year ended December 31, 2011. Substantially all of the Company’s assets and liabilities are held by, and all of its operations are conducted through, RLJ Lodging Trust, L.P. (the "Operating Partnership"). The Company is the sole general partner of the Operating Partnership. As of September 30, 2017 , there were 175,687,508 units of limited partnership interest in the Operating Partnership ("OP units") outstanding and the Company owned, through a combination of direct and indirect interests, 99.6% of the outstanding OP units. As of September 30, 2017 , the Company owned 159 hotel properties with approximately 31,350 rooms, located in 26 states and the District of Columbia. The Company, through wholly-owned subsidiaries, owned a 100% interest in 155 of its hotel properties, a 98.3% controlling interest in the DoubleTree Metropolitan Hotel New York City, a 95% controlling interest in The Knickerbocker, and 50% interests in entities owning two hotel properties. The Company consolidates its real estate interests in the 157 hotel properties in which it holds a controlling financial interest, and the Company records the real estate interests in the two hotels in which it holds an indirect 50% interest using the equity method of accounting. The Company leases 158 of the 159 hotel properties to its taxable REIT subsidiaries ("TRS"), of which the Company owns a controlling financial interest. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies The Company's Annual Report on Form 10-K for the year ended December 31, 2016 contains a discussion of the significant accounting policies. Other than noted below, there have been no other significant changes to the Company's significant accounting policies since December 31, 2016 . Basis of Presentation and Principles of Consolidation The unaudited consolidated financial statements and related notes have been prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America ("GAAP") and in conformity with the rules and regulations of the Securities and Exchange Commission ("SEC") applicable to financial information. The unaudited financial statements include all adjustments that are necessary, in the opinion of management, to fairly state the consolidated balance sheets, statements of operations and comprehensive income, statements of changes in equity and statements of cash flows. The unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto as of and for the year ended December 31, 2016 , included in the Company's Annual Report on Form 10-K filed with the SEC on February 23, 2017. The consolidated financial statements include the accounts of the Company, the Operating Partnership and its wholly-owned subsidiaries, and joint ventures in which the Company has a majority voting interest and control. For the controlled subsidiaries that are not wholly-owned, the third-party ownership interest represents a noncontrolling interest, which is presented separately in the consolidated financial statements. The Company also records the real estate interests in two joint ventures in which it holds an indirect 50% interest using the equity method of accounting. All intercompany balances and transactions have been eliminated in consolidation. Reclassifications Certain prior year amounts in these financial statements have been reclassified to conform to the current year presentation with no impact to net income, shareholders’ equity or cash flows. Use of Estimates The preparation of the Company’s financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of certain assets and liabilities and the amounts of contingent assets and liabilities at the balance sheet date and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Investment in Unconsolidated Joint Ventures If the Company determines that it does not have a controlling financial interest in a joint venture, either through a controlling financial interest in a variable interest entity or through the Company's voting interest in a voting interest entity, but the Company exercises significant influence over the operating and financial policies of the joint venture, the Company accounts for the joint venture using the equity method of accounting. Under the equity method of accounting, the Company's investment is adjusted each reporting period to recognize the Company's share of the net earnings or losses of the joint venture. The Company periodically reviews the carrying value of its investment in unconsolidated joint ventures to determine if any circumstances may indicate that the carrying value of the investment exceeds its fair value on an other-than-temporary basis. When an impairment indicator is present, the Company will estimate the fair value of the investment, which will be determined by using internally developed discounted cash flow models, third-party appraisals, or if appropriate, the net sales proceeds from pending offers. If the estimated fair value is less than the carrying value, and management determines that the decline in value is considered to be other-than-temporary, the Company will recognize an impairment loss on its investment in the joint venture. Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers , which supersedes or replaces nearly all GAAP revenue recognition guidance. The new guidance establishes a new control-based revenue recognition model that changes the basis for deciding when revenue is recognized over time or at a point in time and expands the disclosures about revenue. The new guidance also applies to sales of real estate and the new principles-based approach is largely based on the transfer of control of the real estate to the buyer. The guidance is effective for annual reporting periods beginning after December 15, 2017, and the interim periods within those annual periods, with early adoption permitted. The Company expects to adopt this new standard on January 1, 2018 using the modified retrospective transition method. Based on the Company's assessment, the adoption of this standard will not have a material impact on the Company's consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . The new guidance will require lessees to recognize a right-of-use asset and a lease liability for most of their leases on the balance sheet, and an entity will need to classify its leases as either an operating or finance lease in order to determine the income statement presentation. Leases with a term of 12 months or less will be accounted for similar to the existing guidance today for operating leases. Lessors will classify their leases using an approach that is substantially equivalent to the existing guidance today for operating, direct financing, or sales-type leases. Lessors may only capitalize the incremental direct costs of leasing, so any indirect costs of leasing will be expensed as incurred. The new guidance requires an entity to separate the lease components from the non-lease components in a contract, with the lease components being accounted for in accordance with ASC 842 and the non-lease components being accounted for in accordance with other applicable accounting guidance. The guidance is effective for annual reporting periods beginning after December 15, 2018, and the interim periods within those annual periods, with early adoption permitted. The Company expects to adopt this new standard on January 1, 2019. The Company has not yet completed its analysis on this new standard, but it believes the application of the new standard will result in the recording of a right-of-use asset and a lease liability on the consolidated balance sheet for each of its ground leases and equipment leases, which represent the majority of the Company's current operating lease payments. The Company does not expect the adoption of this standard will materially affect its consolidated statements of operations. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments . This new guidance is intended to reduce the diversity in practice in how certain transactions are classified in the statement of cash flows. In addition, in November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230), Restricted Cash. This new guidance provides additional guidance related to transfers between cash and restricted cash and how entities present, in their statement of cash flows, the cash receipts and cash payments that directly affect the restricted cash accounts. Both of these ASUs will be effective for the annual reporting periods beginning after December 15, 2017, and the interim periods within those annual periods. Early adoption is permitted, provided that all of the amendments are adopted in the same period, and the guidance requires application using a retrospective transition method. The Company expects to adopt the new guidance on January 1, 2018. The adoption of ASU 2016-15 and ASU 2016-18 will modify the Company's current disclosures and classifications within the consolidated statement of cash flows, but such modifications are not expected to have a material impact on the Company's consolidated financial statements. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business . The new guidance clarifies the definition of a business with the objective of adding guidance to assist companies and other reporting organizations with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The changes to the definition of a business will likely result in more acquisitions being accounted for as asset acquisitions across all industries. The guidance is effective for annual reporting periods beginning after December 15, 2017, and the interim periods within those annual periods. The Company expects to adopt this new guidance on January 1, 2018. Based on the Company's assessment, the Company will evaluate each future acquisition (or disposal) to determine whether it will be considered to be an acquisition (or disposal) of assets or a business. The Company does not believe the accounting for each future acquisition (or disposal) of assets or a business will be materially different, therefore, the adoption of this guidance will not have a material impact on the Company's consolidated financial statements. In February 2017, the FASB issued ASU 2017-05, Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20): Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets . The new guidance clarifies that ASC 610-20 applies to the derecognition of nonfinancial assets, including real estate, and in substance nonfinancial assets, which are defined as assets or a group of assets for which substantially all of the fair value consists of nonfinancial assets and the group or subsidiary is not a business. As a result of the new guidance, sales and partial sales of real estate assets will be accounted for similar to all other sales of nonfinancial and in substance nonfinancial assets. The guidance is effective for annual reporting periods beginning after December 15, 2017, and the interim periods within those annual periods, with early adoption permitted. The Company expects to adopt this new guidance on January 1, 2018. Based on the Company's assessment, the adoption of this guidance will not have a material impact on the Company's consolidated financial statements. |
Investment in Hotel Properties
Investment in Hotel Properties | 9 Months Ended |
Sep. 30, 2017 | |
Property, Plant and Equipment [Abstract] | |
Investment in Hotel Properties | Investment in Hotel Properties Investment in hotel properties consisted of the following (in thousands): September 30, 2017 December 31, 2016 Land and improvements $ 1,306,524 $ 675,889 Buildings and improvements 5,004,884 3,050,043 Furniture, fixtures and equipment 736,135 595,816 7,047,543 4,321,748 Accumulated depreciation (1,070,019 ) (953,972 ) Investment in hotel properties, net $ 5,977,524 $ 3,367,776 For the three and nine months ended September 30, 2017 , the Company recognized depreciation and amortization expense related to its investment in hotel properties of approximately $44.1 million and $120.8 million , respectively. For the three and nine months ended September 30, 2016 , the Company recognized depreciation and amortization expense related to its investment in hotel properties of approximately $40.9 million and $122.3 million , respectively. Impairment The Company determined that there was no impairment of any assets for either the three and nine months ended September 30, 2017 or 2016 . |
Sale of Hotel Properties
Sale of Hotel Properties | 9 Months Ended |
Sep. 30, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal of Hotel Properties | Sale of Hotel Properties During the nine months ended September 30, 2017 , the Company did not sell any hotel properties. During the nine months ended September 30, 2016 , the Company sold one hotel property for a sale price of approximately $2.9 million . In conjunction with this transaction, the Company recorded a $0.2 million loss on sale which is included in the accompanying consolidated statement of operations. The following table discloses the hotel property that was sold during the nine months ended September 30, 2016 : Hotel Property Name Location Sale Date Rooms Holiday Inn Express Merrillville Merrillville, IN February 22, 2016 62 Total 62 Investment in Loan In November 2009, the Company purchased a mortgage loan that was collateralized by one hotel property. The loan matured on September 6, 2017. At the date of maturity, the Company's investment in loan receivable balance was $10.1 million and the Company received $12.8 million in net proceeds from the debtor. Accordingly, the Company recognized a gain on settlement of investment in loan of approximately $2.7 million . |
Debt
Debt | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Debt | Debt The Company's debt consisted of the following (in thousands): September 30, 2017 December 31, 2016 Senior Notes $ 1,066,275 $ — Revolver and Term Loans, net 1,170,540 1,169,308 Mortgage loans, net 648,924 413,407 Debt, net $ 2,885,739 $ 1,582,715 Senior Notes The Company's senior secured notes and the senior unsecured notes are collectively the "Senior Notes". The Company's Senior Notes consisted of the following (in thousands): Outstanding Borrowings at Number of Assets Encumbered Interest Rate Maturity Date September 30, 2017 December 31, 2016 Senior secured notes (1) (2) (3) 9 5.63% March 2023 $ 555,046 $ — Senior unsecured notes (1) (2) (4) — 6.00% June 2025 511,229 — Total Senior Notes $ 1,066,275 $ — (1) Requires payments of interest only through maturity. (2) Includes $30.0 million and $36.2 million at September 30, 2017 related to fair value adjustments on the senior secured notes and the senior unsecured notes, respectively, that were assumed in the Mergers. (3) The Company has the option to redeem the senior secured notes beginning March 1, 2018 at a premium of 102.8% . (4) The Company has the option to redeem the senior unsecured notes beginning June 1, 2020 at a premium of 103.0% . The Senior Notes are subject to customary financial covenants. As of September 30, 2017 , the Company was in compliance with all financial covenants. Revolver and Term Loans The Company has the following unsecured credit agreements in place: • $600.0 million revolving credit facility with a scheduled maturity date of April 22, 2020 with a one -year extension option if certain conditions are satisfied (the "Revolver"); • $400.0 million term loan with a scheduled maturity date of March 20, 2019 (the "$400 Million Term Loan Maturing 2019"); • $225.0 million term loan with a scheduled maturity date of November 20, 2019 (the "$225 Million Term Loan Maturing 2019"); • $400.0 million term loan with a scheduled maturity date of April 22, 2021 (the "$400 Million Term Loan Maturing 2021"); and • $150.0 million term loan with a scheduled maturity date of January 22, 2022 (the "$150 Million Term Loan Maturing 2022"). The $400 Million Term Loan Maturing 2019, the $225 Million Term Loan Maturing 2019, the $400 Million Term Loan Maturing 2021, and the $150 Million Term Loan Maturing 2022 are collectively the "Term Loans". The Revolver and Term Loans are subject to customary financial covenants. As of September 30, 2017 and December 31, 2016 , the Company was in compliance with all financial covenants. The Company's unsecured credit agreements consisted of the following (in thousands): Outstanding Borrowings at Interest Rate at September 30, 2017 (1) Maturity Date September 30, 2017 December 31, 2016 Revolver (2) 2.73% April 2020 $ — $ — $400 Million Term Loan Maturing 2019 2.72% March 2019 400,000 400,000 $225 Million Term Loan Maturing 2019 4.04% November 2019 225,000 225,000 $400 Million Term Loan Maturing 2021 3.00% April 2021 400,000 400,000 $150 Million Term Loan Maturing 2022 3.43% January 2022 150,000 150,000 1,175,000 1,175,000 Deferred financing costs, net (3) (4,460 ) (5,692 ) Total Revolver and Term Loans, net $ 1,170,540 $ 1,169,308 (1) Interest rate at September 30, 2017 gives effect to interest rate hedges. (2) At September 30, 2017 and December 31, 2016 , there was $600.0 million and $400.0 million , respectively, of borrowing capacity on the Revolver. On August 31, 2017, the Company amended the Revolver to increase the borrowing capacity from $400.0 million to $600.0 million . The Company has the ability to further increase the borrowing capacity to $750.0 million , subject to certain lender requirements. (3) Excludes $2.7 million and $2.3 million as of September 30, 2017 and December 31, 2016 , respectively, related to deferred financing costs on the Revolver, which are included in prepaid expense and other assets in the accompanying consolidated balance sheets. Mortgage Loans The Company's mortgage loans consisted of the following (in thousands): Principal balance at Lender Number of Assets Encumbered Interest Rate at September 30, 2017 (1) Maturity Date September 30, 2017 December 31, 2016 Wells Fargo (5) 4 4.04% March 2018 (3) $ 144,000 $ 146,250 Wells Fargo (2) 4 4.03% October 2018 (4) 150,000 150,000 PNC Bank (2) (6) 5 3.33% March 2021 (7) 85,000 85,000 Wells Fargo (9) 1 5.25% June 2022 33,078 33,666 PNC Bank/Wells Fargo (10) 4 4.95% October 2022 121,614 — Prudential (11) 1 4.94% October 2022 30,504 — Scotiabank (2) (8) (12) 1 LIBOR + 3.00% December 2017 85,514 — 20 649,710 414,916 Deferred financing costs, net (786 ) (1,509 ) Total mortgage loans, net $ 648,924 $ 413,407 (1) Interest rate at September 30, 2017 gives effect to interest rate hedges. (2) Requires payments of interest only through maturity. (3) The maturity date may be extended for four one -year terms at the Company’s option, subject to certain lender requirements. (4) In October 2017, the Company extended the maturity date for a one-year term. The maturity date may be extended for three additional one -year terms at the Company's option, subject to certain lender requirements. (5) Two of the four hotels encumbered by the Wells Fargo loan are cross-collateralized. (6) The five hotels encumbered by the PNC Bank loan are cross-collateralized. (7) The maturity date may be extended for two one -year terms at the Company’s option, subject to certain lender requirements. (8) This mortgage loan can be extended for one year, subject to certain lender requirements. (9) Includes $0.9 million and $1.0 million at September 30, 2017 and December 31, 2016 , respectively, related to a fair value adjustment on mortgage debt assumed in conjunction with an acquisition. (10) Includes $3.2 million at September 30, 2017 related to fair value adjustments on the mortgage loans that were assumed in the Mergers. (11) Includes $0.8 million at September 30, 2017 related to a fair value adjustment on the mortgage loan that was assumed in the Mergers. (12) Includes $0.5 million at September 30, 2017 related to a fair value adjustment on the mortgage loan that was assumed in the Mergers. Certain mortgage agreements are subject to customary financial covenants. The Company was in compliance with all financial covenants at September 30, 2017 and December 31, 2016 . 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, 2017 2016 2017 2016 Senior Notes $ 3,980 $ — $ 3,980 $ — Revolver and Term Loans 9,834 9,662 28,981 29,138 Mortgage loans 4,943 4,009 12,969 11,992 Amortization of deferred financing costs 893 881 2,597 3,103 Total interest expense $ 19,650 $ 14,552 $ 48,527 $ 44,233 |
Derivatives and Hedging
Derivatives and Hedging | 9 Months Ended |
Sep. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives and Hedging | Derivatives and Hedging The Company's interest rate swaps consisted of the following (in thousands): Notional value at Fair value at Hedge type Interest rate Maturity September 30, 2017 December 31, 2016 September 30, 2017 December 31, 2016 Swap-cash flow 1.12% November 2017 $ 275,000 $ 275,000 $ 75 $ (558 ) Swap-cash flow 1.56% March 2018 175,000 175,000 (223 ) (1,251 ) Swap-cash flow 1.64% March 2018 175,000 175,000 (288 ) (1,413 ) Swap-cash flow 1.83% September 2018 15,840 16,088 (65 ) (193 ) Swap-cash flow 1.75% September 2018 15,840 16,088 (53 ) (172 ) Swap-cash flow 1.83% September 2018 38,880 39,488 (160 ) (474 ) Swap-cash flow 1.75% September 2018 39,840 40,462 (134 ) (433 ) Swap-cash flow 1.83% September 2018 17,280 17,550 (71 ) (211 ) Swap-cash flow 1.75% September 2018 16,320 16,575 (55 ) (177 ) Swap-cash flow 2.02% March 2019 125,000 125,000 (945 ) (2,090 ) Swap-cash flow 1.94% March 2019 100,000 100,000 (644 ) (1,505 ) Swap-cash flow 1.27% March 2019 125,000 125,000 493 54 Swap-cash flow (1) 1.96% March 2019 100,000 100,000 (517 ) (516 ) Swap-cash flow (1) 1.85% March 2019 50,000 50,000 (184 ) (184 ) Swap-cash flow (1) 1.81% March 2019 50,000 50,000 (159 ) (159 ) Swap-cash flow (1) 1.74% March 2019 25,000 25,000 (57 ) (57 ) Swap-cash flow (2) 1.80% September 2020 33,000 33,000 28 111 Swap-cash flow (2) 1.80% September 2020 82,000 82,000 70 277 Swap-cash flow (2) 1.80% September 2020 35,000 35,000 30 118 Swap-cash flow 1.81% October 2020 143,000 143,000 (425 ) (1,113 ) Swap-cash flow (3) 1.15% April 2021 100,000 100,000 2,097 2,513 Swap-cash flow (3) 1.20% April 2021 100,000 100,000 1,943 2,360 Swap-cash flow (3) 2.15% April 2021 75,000 75,000 (735 ) (410 ) Swap-cash flow (3) 1.91% April 2021 75,000 — (176 ) — Swap-cash flow 1.61% June 2021 50,000 50,000 303 224 Swap-cash flow 1.56% June 2021 50,000 50,000 410 352 Swap-cash flow 1.71% June 2021 50,000 50,000 119 5 $ 2,137,000 $ 2,064,251 $ 677 $ (4,902 ) (1) Effective between the maturity of the existing swap in November 2017 and the maturity of the debt in March 2019. (2) Effective between the maturity of the existing swaps in September 2018 and September 2020. (3) Effective between the maturity of the existing swaps in March 2018 and the maturity of the debt in April 2021. As of September 30, 2017 and December 31, 2016 , the aggregate fair value of the interest rate swap assets of $5.6 million and $6.0 million , respectively, was included in prepaid expense and other assets in the accompanying consolidated balance sheets. As of September 30, 2017 and December 31, 2016 , the aggregate fair value of the interest rate swap liabilities of $4.9 million and $10.9 million , respectively, was included in accounts payable and other liabilities in the accompanying consolidated balance sheets. As of September 30, 2017 , there was approximately $0.7 million of unrealized gains included in accumulated other comprehensive income related to interest rate hedges that are effective in offsetting the variable cash flows. As of December 31, 2016 , there was approximately $4.9 million of unrealized losses included in accumulated other comprehensive loss related to interest rate hedges that are effective in offsetting the variable cash flows. There was no ineffectiveness recorded on the designated hedges during the three and nine month periods ended September 30, 2017 and 2016 . For the three and nine months ended September 30, 2017 , approximately $1.3 million and $6.2 million , respectively, of amounts included in accumulated other comprehensive loss were reclassified into interest expense. For the three and nine months ended September 30, 2016 , approximately $4.0 million and $12.3 million , respectively, of amounts included in accumulated other comprehensive loss were reclassified into interest expense. Approximately $3.6 million of the unrealized losses included in accumulated other comprehensive income (loss) at September 30, 2017 is expected to be reclassified into interest expense within the next 12 months. |
Fair Value
Fair Value | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value | Fair Value Fair Value Measurement Fair value is defined as the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date in the principal or most advantageous market. The fair value hierarchy has three levels of inputs, both observable and unobservable: • Level 1 — Inputs include quoted market prices in an active market for identical assets or liabilities. • Level 2 — Inputs are market data, other than Level 1, that are observable either directly or indirectly. Level 2 inputs include quoted market prices for similar assets or liabilities, quoted market prices in an inactive market, and other observable information that can be corroborated by market data. • Level 3 — Inputs are unobservable and corroborated by little or no market data. Fair Value of Financial Instruments The Company used the following market assumptions and/or estimation methods: • Cash and cash equivalents, restricted cash reserves, hotel and other receivables, accounts payable and other liabilities — The carrying amounts reported in the consolidated balance sheets for these financial instruments approximate fair value because of their short term maturities. • Debt — The Company estimated the fair value of the Senior Notes by using publicly available trading prices, market interest rates, and spreads for the Senior Notes, which are Level 2 and Level 3 inputs in the fair value hierarchy. The Company estimated the fair value of the Revolver and Term Loans by using a discounted cash flow model and incorporating various inputs and assumptions for the effective borrowing rates for debt with similar terms, which are Level 3 inputs in the fair value hierarchy. The Company estimated the fair value of the mortgage loans using a discounted cash flow model and incorporating various inputs and assumptions for the effective borrowing rates for debt with similar terms and the loan to estimated fair value of the collateral, which are Level 3 inputs in the fair value hierarchy. The fair value of the Company's debt was as follows (in thousands): September 30, 2017 December 31, 2016 Carrying Value Fair Value Carrying Value Fair Value Senior Notes $ 1,066,275 $ 1,053,797 $ — $ — Revolver and Term Loans, net 1,170,540 1,175,739 1,169,308 1,176,798 Mortgage loans, net 648,924 641,707 413,407 402,134 Debt, net $ 2,885,739 $ 2,871,243 $ 1,582,715 $ 1,578,932 Recurring Fair Value Measurements The following table presents the Company’s fair value hierarchy for those financial assets and liabilities measured at fair value on a recurring basis as of September 30, 2017 (in thousands): Fair Value at September 30, 2017 Level 1 Level 2 Level 3 Total Interest rate swap asset $ — $ 5,569 $ — $ 5,569 Interest rate swap liability — (4,892 ) — (4,892 ) Total $ — $ 677 $ — $ 677 The following table presents the Company’s fair value hierarchy for those financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2016 (in thousands): Fair Value at December 31, 2016 Level 1 Level 2 Level 3 Total Interest rate swap asset $ — $ 6,014 $ — $ 6,014 Interest rate swap liability — (10,916 ) — (10,916 ) Total $ — $ (4,902 ) $ — $ (4,902 ) The fair values of the derivative financial instruments are determined using widely accepted valuation techniques including a discounted cash flow analysis on the expected cash flows for each derivative. The Company determined that the significant inputs, such as interest yield curves and discount rates, used to value its derivatives fall within Level 2 of the fair value hierarchy and that the credit valuation adjustments associated with the Company’s counterparties and its own credit risk utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by itself and its counterparties. As of September 30, 2017 , the Company assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and determined that the credit valuation adjustments were not significant to the overall valuation of its derivatives. As a result, the Company determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company has elected to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended (the "Code"), commencing with its taxable year ended December 31, 2011. To qualify as a REIT, the Company must meet a number of organizational and operational requirements, including a requirement that it distribute at least 90% of its REIT taxable income, subject to certain adjustments and excluding any net capital gain, to shareholders. The Company’s intention is to adhere to the REIT qualification requirements and to maintain its qualification for taxation as a REIT. As a REIT, the Company is generally not subject to federal corporate income tax on the portion of taxable income that is distributed to shareholders. If the Company fails to qualify for taxation as a REIT in any taxable year, the Company will be subject to U.S. federal income taxes at regular corporate rates (including any applicable alternative minimum tax) and it may not be able to qualify as a REIT for four subsequent taxable years. As a REIT, the Company may be subject to certain state and local taxes on its income and property, and to federal income and excise taxes on undistributed taxable income. The Company’s taxable REIT subsidiaries ("TRS") will generally be subject to U.S. federal, state, and local income taxes at the applicable rates. The Company accounts for income taxes using the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to the differences between the financial statement carrying amounts of existing assets and liabilities and their respective income tax bases, and for net operating loss, capital loss and tax credit carryforwards. The deferred tax assets and liabilities are measured using the enacted income tax rates in effect for the year in which those temporary differences are expected to be realized or settled. The effect on the deferred tax assets and liabilities from a change in tax rates is recognized in earnings in the period when the new rate is enacted. However, deferred tax assets are recognized only to the extent that it is more likely than not that they will be realized based on consideration of all available evidence, including the future reversals of existing taxable temporary differences, future projected taxable income and tax planning strategies. 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. The Company had no accruals for tax uncertainties as of September 30, 2017 and December 31, 2016 . |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Restricted Cash Reserves The Company is obligated to maintain cash reserve funds for future capital expenditures at the hotels (including the periodic replacement or refurbishment of furniture, fixtures and equipment ("FF&E")) as determined pursuant to the management agreements, franchise agreements and/or mortgage loan documents. The management agreements, franchise agreements and/or mortgage loan documents require the Company to reserve cash ranging typically from 3.0% to 5.0% of the individual hotel’s revenues and maintain the reserves in restricted cash reserve escrows. Any unexpended amounts will remain the property of the Company upon termination of the management agreements, franchise agreements or mortgage loan documents. As of September 30, 2017 and December 31, 2016 , approximately $78.3 million and $67.2 million , respectively, was available in the restricted cash reserves for future capital expenditures, real estate taxes and insurance. Litigation Other than the legal proceedings mentioned below, neither the Company nor any of its subsidiaries is currently involved in any regulatory or legal proceedings that management believes will have a material and adverse effect on the Company's financial position, results of operations or cash flows. Shareholder Litigation The Company and several affiliated entities were named as defendants in four putative shareholder class action lawsuits filed in connection with RLJ's merger with FelCor. The first case, Assad v. FelCor Lodging Trust, Inc. et al. , Case No. 1:17-cv-01744 (D. Md.) (the “Assad Lawsuit”), named as defendants the Company and certain affiliated entities, as well as FelCor, its former directors, and FelCor LP. The Assad Lawsuit was filed on June 26, 2017 in the United States District Court for the District of Maryland (the "Maryland Court"). The second case, Bagheri v. FelCor Lodging Trust, Inc., et al. , Case No. 3:17-cv-01892 (the “Bagheri Lawsuit”), named as defendants the Company and certain affiliated entities, as well as FelCor, its former directors, and FelCor LP. The Bagheri Lawsuit was filed on July 17, 2017 in the United States District Court for the Northern District of Texas but was subsequently transferred to the Maryland Court. The third case, Johnson v. FelCor Lodging Trust Inc., et al., Case No. 1:17-cv-01786 (D. Md.) (the "Johnson Lawsuit"), named as defendants FelCor and its former directors. The Johnson Lawsuit was filed on June 28, 2017 in the Maryland Court. The fourth case, Sachs Investment Group v. FelCor Lodging Trust Inc., et al., Case No. 1:17-cv-01933 (D. Md.) (the "Sachs Lawsuit"), named as defendants FelCor and its former directors. The Sachs Lawsuit was filed on July 11, 2017 in the Maryland Court. Each of the lawsuits allege violations of the Securities and Exchange Act of 1934 (the “Exchange Act”) arising in connection with the filing of the Company's Registration Statement on Form S-4 (the "Registration Statement") that was filed in connection with the Company's merger with FelCor. The plaintiffs in the lawsuits sought, among other things, damages, rescission of the Mergers, changes to the Registration Statement, an award of attorney's fees, and declaratory relief stating that the defendants violated the Exchange Act. On July 21, 2017, the plaintiff in the Johnson Lawsuit filed a motion for preliminary injunction seeking to enjoin the Mergers. On August 8, 2017, however, the plaintiff withdrew that motion and represented that certain supplemental disclosures made by FelCor had addressed the basis for its preliminary injunction request. On August 10, 2017, an order was entered consolidating the three original Maryland cases under the caption In Re FelCor Lodging Securities Litig ., Case No. 1:17-cv-1786 (the "Consolidated Action"). The Assad Lawsuit was designated as the lead case for the Consolidated Action. On September 28, 2017, the Bagheri Lawsuit was also consolidated into the Consolidated Action. On August 11, 2017, the Maryland Court entered an order regarding the selection of a Lead Plaintiff for the Consolidated Action. No stockholder moved for appointment and no Lead Plaintiff was appointed by the Court. On October 26, 2017, the plaintiff and defendants in the Bagheri Lawsuit filed a stipulation of voluntary dismissal without prejudice. The Maryland Court entered an order dismissing the lawsuit that same day, and ordered the clerk to close the case. On November 2, 2017, the plaintiffs in the Assad, Johnson, and Sachs lawsuits filed a notice of voluntary dismissal without prejudice. The Maryland Court entered an order dismissing the lawsuit that same day. Pension Trust Litigation Prior to the Mergers, on March 24, 2016, an affiliate of InterContinental Hotels Group PLC ("IHG"), which was previously the hotel management company for three of FelCor's hotels (two of which were sold in 2006, and one of which was converted by FelCor into a Wyndham brand and operation in 2013), notified FelCor that the National Retirement Fund in which the employees at those hotels had participated had assessed a withdrawal liability of $8.3 million , with required quarterly payments including interest, in connection with the termination of IHG’s operation of those hotels. FelCor's hotel management agreements with IHG stated that it may be obligated to indemnify and hold IHG harmless for some or all of any amount ultimately contributed to the pension trust fund with respect to those hotels. Based on the current assessment of the claim, the resolution of this matter may not occur until 2022. As of September 30, 2017, the Company had accrued approximately $5.7 million for the future quarterly payments to the pension trust fund. The Company plans to vigorously defend the underlying claims and, if appropriate, IHG’s demand for indemnification. Management Agreements As of September 30, 2017 , 158 of the Company's hotel properties were operated pursuant to long-term management agreements with initial terms ranging from 3 to 25 years. This number includes certain hotel properties that receive the benefits of a franchise agreement pursuant to management agreements with Hilton (nineteen hotels), Hyatt (ten hotels), Marriott (eight hotels), Wyndham (eight hotels), and other hotel brands (two hotels). Each management company receives a base management fee generally between 3.0% and 3.5% of hotel revenues. Management agreements that include the benefits of a franchise agreement incur a base management fee generally between 2.0% and 7.0% of hotel revenues. The management companies are also eligible to receive an incentive management fee if hotel operating income, as defined in the management agreements, exceeds certain 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. Management fees are included in management and franchise fee expense in the accompanying consolidated statements of operations. For the three and nine months ended September 30, 2017 , the Company incurred management fee expense, including amortization of deferred management fees, of approximately $10.9 million and $32.5 million , respectively. For the three and nine months ended September 30, 2016 , the Company incurred management fee expense, including amortization of deferred management fees, of approximately $10.6 million and $34.2 million , respectively. The Wyndham management agreements guarantee minimum levels of annual net operating income at each of the Wyndham-managed hotels for each year of the initial 10-year term to 2023, subject to an aggregate $100 million limit over the term and an annual $21.5 million limit. During the one month ended September 30, 2017, the Company recorded $1.2 million for the pro-rata portion of the projected aggregate full-year guaranties. The Company recognized this amount as a reduction of Wyndham's contractual management and other fees. Franchise Agreements As of September 30, 2017 , 110 of the Company’s hotel properties were operated under franchise agreements with initial terms ranging from 10 to 30 years. This number excludes certain hotel properties that receive the benefits of a franchise agreement pursuant to management agreements with Hilton (nineteen hotels), Hyatt (ten hotels), Marriott (eight hotels), Wyndham (eight hotels), and other hotel brands (two hotels), respectively. In addition, The Knickerbocker is not operated with a hotel brand so the hotel does not have a franchise agreement. Franchise agreements allow the hotel properties to operate under the respective brands. Pursuant to the franchise agreements, the Company pays a royalty fee, generally between 4.0% and 6.0% of room revenue, plus additional fees for marketing, central reservation systems and other franchisor costs generally between 1.0% and 4.3% of room revenue. Certain hotels are also charged a royalty fee of generally 3.0% of food and beverage revenues. Franchise fees are included in management and franchise fee expense in the accompanying consolidated statements of operations. For the three and nine months ended September 30, 2017 , the Company incurred franchise fee expense of approximately $18.6 million and $53.6 million , respectively. For the three and nine months ended September 30, 2016 , the Company incurred franchise fee expense of approximately $19.0 million and $56.6 million , respectively. |
Equity
Equity | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Equity | Equity Common Shares of Beneficial Interest In 2015, the Company's board of trustees authorized a share repurchase program to acquire up to $400.0 million of the Common Shares through December 31, 2016. On February 17, 2017, the Company's board of trustees extended the duration of the share repurchase program to February 28, 2018 and increased the authorized amount that may be repurchased by $40.0 million to a total of $440.0 million . During the nine months ended September 30, 2017 , the Company repurchased and retired 122,508 Common Shares for approximately $2.6 million . As of September 30, 2017 , the share repurchase program had a remaining capacity of $198.9 million . During the nine months ended September 30, 2016 , the Company repurchased and retired 610,607 Common Shares for approximately $13.3 million . As a result of the REIT Merger, the Company issued 50.4 million Common Shares at a price of $20.18 per share to former FelCor common stockholders as consideration in the REIT Merger. Series A Preferred Shares On August 31, 2017, the Company designated and authorized the issuance of up to 12,950,000 $1.95 Series A Preferred Shares. The Company issued 12,879,475 Series A Preferred Shares, at a price of $28.49 per share, to former FelCor preferred stockholders as consideration in the REIT Merger. The holders of the Series A Preferred Shares are entitled to receive dividends that are payable in cash in an amount equal to the greater of (i) $1.95 per annum or (ii) the cash distributions declared or paid for the corresponding period on the number of Common Shares into which a Series A Preferred Share is then convertible. Noncontrolling Interest The Company consolidates the Operating Partnership, which is a majority-owned limited partnership that has a noncontrolling interest. The outstanding OP Units held by the limited partners are redeemable for cash, or at the option of the Company, for a like number of Common Shares. As a result of the Partnership Merger, the Operating Partnership issued 215,152 OP units at a price of $20.18 per unit, to former FelCor LP limited partners as consideration in the Partnership Merger. As of September 30, 2017, 773,902 outstanding OP Units are held by the limited partners. During the nine months ended September 30, 2016 , the Company issued 335,250 Common Shares in exchange for redeemed OP Units. The noncontrolling interest is included in the noncontrolling interest in the Operating Partnership on the consolidated balance sheets. Consolidated Joint Venture Preferred Equity The Company's joint venture that redeveloped The Knickerbocker raised $45.0 million ( $44.4 million net of issuance costs) through the sale of redeemable preferred equity under the EB-5 Immigrant Investor Program. The purchasers receive a 3.25% current annual return (which increases to 8% if the Company does not redeem the equity interest before the fifth anniversary of the respective equity issuance), plus a 0.25% non-compounding annual return payable at redemption. The preferred equity raised by the joint venture is included in preferred equity in a consolidated joint venture on the consolidated balance sheets. |
Equity Incentive Plan
Equity Incentive Plan | 9 Months Ended |
Sep. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Equity Incentive Plan | Equity Incentive Plan The Company may issue share-based awards to officers, employees, non-employee trustees and other eligible persons under the RLJ Lodging Trust 2015 Equity Incentive Plan (the "2015 Plan"). The 2015 Plan provides for a maximum of 7,500,000 Common Shares to be issued in the form of share options, share appreciation rights, restricted share awards, unrestricted share awards, share units, dividend equivalent rights, long-term incentive units, other equity-based awards and cash bonus awards. Share Awards From time to time, the Company may award unvested restricted shares under the 2015 Plan as compensation to officers, employees and non-employee trustees. The issued shares vest over a period of time as determined by the board of trustees at the date of grant. The Company recognizes compensation expense for time-based unvested restricted shares on a straight-line basis over the vesting period based upon the fair market value of the shares on the date of issuance, adjusted for forfeitures. Non-employee trustees may also elect to receive unrestricted shares under the 2015 Plan as compensation that would otherwise be paid in cash for their services. The shares issued to non-employee trustees in lieu of cash compensation are unrestricted and include no vesting conditions. The Company recognizes compensation expense for the unrestricted shares issued in lieu of cash compensation on the date of issuance based upon the fair market value of the shares on that date. A summary of the unvested restricted shares as of September 30, 2017 is as follows: 2017 Number of Weighted-Average Unvested at January 1, 649,447 $ 23.00 Granted 425,076 23.15 Vested (271,551 ) 23.67 Forfeited (5,866 ) 23.27 Unvested at September 30, 797,106 $ 22.86 For the three and nine months ended September 30, 2017 , the Company recognized approximately $2.0 million and $6.7 million , respectively, of share-based compensation expense related to restricted share awards. For the three and nine months ended September 30, 2016 , the Company recognized approximately $1.6 million and $5.0 million , respectively, of share-based compensation expense related to restricted share awards, which includes a benefit of $0.5 million as a result of the forfeiture of unvested restricted shares upon the resignation of the Company's President and Chief Executive Officer in May 2016. As of September 30, 2017 , there was $16.6 million of total unrecognized compensation costs related to unvested restricted share awards and these costs are expected to be recognized over a weighted-average period of 2.5 years. The total fair value of the shares vested (calculated as the number of shares multiplied by the vesting date share price) during the nine months ended September 30, 2017 and 2016 was approximately $5.7 million and $4.5 million , respectively. Performance Units In July 2012, the Company awarded performance units to certain employees. The performance units vested over a four -year period, including three years of performance-based vesting (the "2012 performance units measurement period") plus an additional one year of time-based vesting. In July 2015, following the end of the 2012 performance units measurement period, the Company issued 838,934 restricted shares upon conversion of the performance units. Half of the restricted shares vested immediately and the remaining half vested in July 2016. In May 2016, 133,467 unvested restricted shares related to the conversion of the performance units were forfeited upon the resignation of the Company's President and Chief Executive Officer. In May 2016, the Company awarded 280,000 performance units with a grant date fair value of $10.31 per unit to certain employees. The performance units vest over a four -year period, including three years of performance-based vesting plus an additional one year of time-based vesting. In February 2017, the Company awarded 259,000 performance units with a grant date fair value of $14.93 per unit to certain employees. The performance units vest over a four -year period, including three years of performance-based vesting (the “2017 performance units measurement period”) plus an additional one year of time-based vesting. These performance units may convert into restricted shares at a range of 25% to 150% of the number of performance units granted contingent upon the Company achieving an absolute total shareholder return and a relative total shareholder return over the measurement period at specified percentiles of the peer group, as defined by the award. If at the end of the 2017 performance units measurement period the target criterion is met, then 50% of the restricted shares will vest immediately. The remaining 50% will vest one year later. The award recipients will not be entitled to receive any dividends prior to the date of conversion. For any restricted shares issued upon conversion, the award recipient will be entitled to receive payment of an amount equal to all dividends that would have been paid if such restricted shares had been issued at the beginning of the 2017 performance units measurement period. The fair value of the performance units is determined using a Monte Carlo simulation with the following assumptions: a risk-free interest rate of 1.57% , volatility of 25.73% , and an expected term equal to the requisite service period for the awards. The Company estimated the compensation expense for the performance units on a straight line basis using a calculation that recognizes 50% of the grant date fair value over three years and 50% of the grant date fair value over four years . For the three and nine months ended September 30, 2017 , the Company recognized approximately $0.5 million and $1.3 million , respectively, of share-based compensation expense related to the performance unit awards. For the three and nine months ended September 30, 2016 , the Company recognized share-based compensation expense of $0.3 million and a share-based compensation benefit of $1.1 million , respectively, related to the performance unit awards, which includes a benefit of $2.3 million for the nine months ended September 30, 2016 as a result of the forfeiture of unvested restricted shares related to the conversion of the performance units upon the resignation of the Company's President and Chief Executive Officer in May 2016. As of September 30, 2017 , there was $4.8 million of total unrecognized compensation cost related to the performance unit awards and these costs are expected to be recognized over a weighted-average period of 2.7 years. As of September 30, 2017 , there were 3,455,332 Common Shares available for future grant under the 2015 Plan. |
Earnings per Common Share
Earnings per Common Share | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Earnings per Common Share | Earnings per Common Share Basic earnings per Common Share is calculated by dividing net income attributable to common shareholders by the weighted-average number of Common Shares outstanding during the period excluding the weighted-average number of unvested restricted shares outstanding during the period. Diluted earnings per Common Share is calculated by dividing net income attributable to common shareholders by the weighted-average number of Common Shares outstanding during the period, plus any shares that could potentially be outstanding during the period. The potential shares consist of the unvested restricted share grants and unvested performance units, calculated using the treasury stock method. Any anti-dilutive shares have been excluded from the diluted earnings per share calculation. Unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are participating shares and are considered in the computation of earnings per share pursuant to the two-class method. If there were any undistributed earnings allocable to the participating shares, they would be deducted from net income attributable to common shareholders used in the basic and diluted earnings per share calculations. The limited partners’ outstanding OP Units (which may be redeemed for Common Shares under certain circumstances) have been excluded from the diluted earnings per share calculation as there was no effect on the amounts for the three and nine months ended September 30, 2017 and 2016 , since the limited partners’ share of income would also be added back to net income attributable to common shareholders. The computation of basic and diluted earnings per Common Share is as follows (in thousands, except share and per share data): For the three months ended September 30, For the nine months ended September 30, 2017 2016 2017 2016 Numerator: Net income attributable to RLJ $ 3,914 $ 41,174 $ 67,918 $ 124,918 Less: Preferred dividends (2,093 ) — (2,093 ) — Less: Dividends paid on unvested restricted shares (243 ) (204 ) (798 ) (891 ) Less: Undistributed earnings attributable to unvested restricted shares — (1 ) — (8 ) Net income attributable to common shareholders excluding amounts attributable to unvested restricted shares $ 1,578 $ 40,969 $ 65,027 $ 124,019 Denominator: Weighted-average number of Common Shares - basic 140,249,961 123,621,323 129,317,120 123,635,010 Unvested restricted shares 57,308 194,210 82,057 224,743 Unvested performance units — 20,919 — — Weighted-average number of Common Shares - diluted 140,307,269 123,836,452 129,399,177 123,859,753 Net income per share attributable to common shareholders - basic $ 0.01 $ 0.33 $ 0.50 $ 1.00 Net income per share attributable to common shareholders - diluted $ 0.01 $ 0.33 $ 0.50 $ 1.00 |
Supplemental Information to Sta
Supplemental Information to Statements of Cash Flows | 9 Months Ended |
Sep. 30, 2017 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Information to Statements of Cash Flows | Supplemental Information to Statements of Cash Flows (in thousands) For the nine months ended September 30, 2017 2016 Interest paid $ 34,170 $ 42,807 Income taxes paid $ 1,107 $ 1,560 Supplemental investing and financing transactions In conjunction with the sale of hotel properties, the Company recorded the following: Sale of hotel properties $ — $ 2,850 Transaction costs (49 ) (122 ) Operating prorations — (99 ) Proceeds from the sale of hotel properties, net $ (49 ) $ 2,629 Supplemental non-cash transactions (1) Accrued capital expenditures $ 5,465 $ 2,500 Redemption of OP Units $ — $ 4,325 (1) Refer to Note 2, Merger with FelCor Lodging Trust, for information related to the non-cash investing and financing activities associated with the acquisition of FelCor. |
Merger with FelCor Lodging Trus
Merger with FelCor Lodging Trust Incorporated (Notes) | 9 Months Ended |
Sep. 30, 2017 | |
Business Combinations [Abstract] | |
Business Combination Disclosure [Text Block] | Merger with FelCor Lodging Trust Incorporated On August 31, 2017 (the "Acquisition Date"), the Company, the Operating Partnership, Rangers Sub I, LLC, a wholly owned subsidiary of the Operating Partnership ("Rangers"), and Rangers Sub II, LP, a wholly owned subsidiary of the Operating Partnership ("Partnership Merger Sub"), consummated the transactions contemplated by the definitive Agreement and Plan of Merger (the "Merger Agreement"), dated as of April 23, 2017, with FelCor Lodging Trust Incorporated ("FelCor") and FelCor Lodging Limited Partnership ("FelCor LP") pursuant to which Partnership Merger Sub merged with and into FelCor LP, with FelCor LP surviving as a wholly owned subsidiary of the Operating Partnership (the "Partnership Merger"), and, immediately thereafter, FelCor merged with and into Rangers, with Rangers surviving as a wholly owned subsidiary of the Operating Partnership (the "REIT Merger" and, together with the Partnership Merger, the "Mergers"). Upon completion of the REIT Merger and under the terms of the Merger Agreement, each issued and outstanding share of common stock, par value $0.01 per share, of FelCor (other than shares held by any wholly owned subsidiary of FelCor or by the Company or any of its subsidiaries) was converted into the right to receive 0.362 (the "Common Exchange Ratio") common shares of beneficial interest, par value $0.01 per share, of the Company (the "Common Shares"), and each issued and outstanding share of $1.95 Series A cumulative convertible preferred stock, par value $0.01 per share, of FelCor was converted into the right to receive one $1.95 Series A Cumulative Convertible Preferred Share, par value $0.01 per share, of the Company (a "Series A Preferred Share"). Upon completion of the Partnership Merger and under the terms of the Merger Agreement, each limited partner of FelCor LP was entitled to elect to exchange its outstanding common limited partnership units in FelCor LP (the "FelCor LP Common Units") for a number of newly issued Common Shares based on the Common Exchange Ratio. Upon completion of the Partnership Merger, each outstanding FelCor LP Common Unit of any holder who did not make the foregoing election was converted into the right to receive a number of common limited partnership units in the Operating Partnership (the "OP Units") based on the Common Exchange Ratio. No fractional shares of units of Common Shares or OP Units were issued in the Mergers, and the value of any fractional interests was paid in cash. The Company accounted for the Mergers under the acquisition method of accounting in ASC 805, Business Combinations. As a result of the Mergers, the Company acquired an ownership interest in the following 37 hotel properties: Hotel Property Name Location Ownership Interest Management Rooms DoubleTree Suites by Hilton Austin Austin, TX 100% Hilton 188 DoubleTree Suites by Hilton Orlando - Lake Buena Vista Orlando, FL 100% Hilton 229 Embassy Suites Atlanta - Buckhead Atlanta, GA 100% Hilton 316 Embassy Suites Birmingham Birmingham, AL 100% Hilton 242 Embassy Suites Boston Marlborough Marlborough, MA 100% Hilton 229 Embassy Suites Dallas - Love Field Dallas, TX 100% Aimbridge Hospitality 248 Embassy Suites Deerfield Beach - Resort & Spa Deerfield Beach, FL 100% Hilton 244 Embassy Suites Fort Lauderdale 17th Street Fort Lauderdale, FL 100% Hilton 361 Embassy Suites Los Angeles - International Airport South El Segundo, CA 100% Hilton 349 Embassy Suites Mandalay Beach - Hotel & Resort Oxnard, CA 100% Hilton 250 Embassy Suites Miami - International Airport Miami, FL 100% Hilton 318 Embassy Suites Milpitas Silicon Valley Milpitas, CA 100% Hilton 266 Embassy Suites Minneapolis - Airport Bloomington, MN 100% Hilton 310 Embassy Suites Myrtle Beach - Oceanfront Resort Myrtle Beach, SC 100% Hilton 255 Embassy Suites Napa Valley Napa, CA 100% Hilton 205 Embassy Suites Orlando - International Drive South/Convention Center Orlando, FL 100% Hilton 244 Embassy Suites Phoenix - Biltmore Phoenix, AZ 100% Hilton 232 Embassy Suites San Francisco Airport - South San Francisco San Francisco, CA 100% Hilton 312 Embassy Suites San Francisco Airport - Waterfront Burlingame, CA 100% Hilton 340 Embassy Suites Secaucus - Meadowlands (1) Secaucus, NJ 50% Hilton 261 Hilton Myrtle Beach Resort Myrtle Beach, SC 100% Hilton 385 Holiday Inn San Francisco - Fisherman's Wharf San Francisco, CA 100% InterContinental Hotels 585 San Francisco Marriott Union Square San Francisco, CA 100% Marriott Hotel Services 400 Sheraton Burlington Hotel & Conference Center Burlington, VT 100% Marriott Hotel Services 309 Sheraton Philadelphia Society Hill Hotel Philadelphia, PA 100% Marriott Hotel Services 364 The Fairmont Copley Plaza Boston, MA 100% FRHI Hotels & Resorts 383 The Knickerbocker New York New York, NY 95% Highgate Hotels 330 The Mills House Wyndham Grand Hotel Charleston, SC 100% Wyndham 216 The Vinoy Renaissance St. Petersburg Resort & Golf Club St. Petersburg, FL 100% Marriott Hotel Services 361 Wyndham Boston Beacon Hill Boston, MA 100% Wyndham 304 Wyndham Houston - Medical Center Hotel & Suites Houston, TX 100% Wyndham 287 Wyndham New Orleans - French Quarter New Orleans, LA 100% Wyndham 374 Wyndham Philadelphia Historic District Philadelphia, PA 100% Wyndham 364 Wyndham Pittsburgh University Center Pittsburgh, PA 100% Wyndham 251 Wyndham San Diego Bayside San Diego, CA 100% Wyndham 600 Wyndham Santa Monica At The Pier Santa Monica, CA 100% Wyndham 132 Chateau LeMoyne - French Quarter, New Orleans (2) New Orleans, LA 50% InterContinental Hotels 171 11,215 (1) The Company owns an indirect 50% ownership interest in the real estate at this hotel property and records the real estate interests using the equity method of accounting. The Company leases the hotel property to its TRS, of which the Company owns a controlling financial interest in the operating lessee, so the Company consolidates its ownership interest in the leased hotel. (2) The Company owns an indirect 50% ownership interest in this hotel property and accounts for its ownership interest using the equity method of accounting. This hotel property is operated without a lease. The total consideration for the Mergers was approximately $1.4 billion , which included the Company issuing approximately 50.4 million common shares at $20.18 per share, to FelCor common stockholders, approximately 12.9 million Series A Preferred Shares at $28.49 per share, to former FelCor preferred stockholders, approximately 0.2 million OP Units at $20.18 per unit, to former FelCor LP limited partners, and cash. The total consideration consisted of the following (in thousands): Total Consideration Common Shares $ 1,016,227 Series A Preferred Shares 366,936 OP Units 4,342 Cash, net of cash acquired 41,921 Total consideration $ 1,429,426 The Company allocated the purchase price consideration as follows (in thousands): August 31, 2017 Investment in hotel properties $ 2,673,629 Investment in unconsolidated joint ventures 25,651 Restricted cash reserves 17,038 Hotel and other receivables 28,308 Deferred income tax asset 32,000 Intangible assets 151,706 Prepaid expenses and other assets 22,525 Debt (1,305,337 ) Accounts payable and other liabilities (115,788 ) Advance deposits and deferred revenue (23,795 ) Accrued interest (22,612 ) Distributions payable (4,312 ) Noncontrolling interest in consolidated joint ventures (5,157 ) Preferred equity in a consolidated joint venture (44,430 ) Total consideration $ 1,429,426 The estimated fair values for the assets acquired and the liabilities assumed are preliminary and are subject to change during the measurement period as additional information related to the inputs and assumptions used in determining the fair value of the assets and liabilities becomes available. Subsequent adjustments to the preliminary purchase price allocation are not expected to have a material impact to the Company's consolidated financial statements. The Company used the following valuation methodologies, inputs, and assumptions to estimate the fair value of the assets acquired, the liabilities assumed, and the equity interests acquired: • Investment in hotel properties — The Company estimated the fair values of the land and improvements, buildings and improvements, and furniture, fixtures, and equipment at the hotel properties by using a combination of the market, cost, and income approaches. These valuation methodologies are based on significant Level 2 and Level 3 inputs in the fair value hierarchy, such as estimates of future income growth, capitalization rates, discount rates, capital expenditures, and cash flow projections at the respective hotel properties. • Investment in unconsolidated joint ventures — The Company estimated the fair value of its real estate interests in the unconsolidated joint ventures by using the same valuation methodologies for the investment in hotel properties noted above. The Company recognized the net assets acquired based on its respective ownership interest in the joint venture according to the joint venture agreement. • Deferred income tax asset — The Company estimated the fair value of the deferred income tax asset by estimating the amount of the net operating loss that will be utilized in future periods by the acquired taxable REIT subsidiaries. The Company then applied its applicable effective tax rate against the net operating losses to determine the appropriate deferred tax asset to recognize. This valuation methodology is based on Level 2 and Level 3 inputs in the fair value hierarchy. • Intangible assets — The Company estimated the fair value of its below market lease intangible assets by calculating the present value of the difference between the contractual rental amounts paid according to the in-place lease agreements and the market rental rates for similar leased space, measured over a period equal to the remaining non-cancelable term of the lease. This valuation methodology is based on Level 2 and Level 3 inputs in the fair value hierarchy. The below market lease intangible assets are amortized as adjustments to rental expense over the remaining terms of the respective leases. The Company estimated the fair value of the advanced bookings intangible asset by using the income approach to determine the projected cash flows that a hotel property will receive as a result of future hotel room and guests events that have already been reserved and pre-booked at the hotel property as of the Acquisition Date. This valuation methodology is based on Level 3 inputs in the fair value hierarchy. The advanced bookings intangible asset is amortized to depreciation and amortization over the duration of the hotel room and guest event reservations period at the hotel property. The Company recognized the following intangible assets in the Mergers (dollars in thousands): Weighted Average Amortization Period (in Years) Below market ground leases $ 128,181 53 Advanced bookings 15,146 1 Other intangible assets 8,379 6 Total intangible assets $ 151,706 45 • Above market lease liabilities — The Company estimated the fair value of its above market lease liabilities by calculating the present value of the difference between the contractual rental amounts paid according to the in-place lease agreements and the market rental rates for similar leased space, measured over a period equal to the remaining non-cancelable term of the lease. This valuation methodology is based on Level 2 and Level 3 inputs in the fair value hierarchy. The Company recognized approximately $14.6 million of above market lease liabilities in the Mergers, which are included in accounts payable and other liabilities in the accompanying consolidated balance sheet. The above market lease liabilities are amortized as adjustments to rental expense over the remaining terms of the respective leases. • Debt — The Company estimated the fair value of the Senior Notes by using publicly available trading prices, market interest rates, and spreads for the Senior Notes, which are Level 2 and Level 3 inputs in the fair value hierarchy. The Company estimated the fair value of the mortgage loans using a discounted cash flow model and incorporated various inputs and assumptions for the effective borrowing rates for debt with similar terms and the loan to estimated fair value of the collateral, which are Level 3 inputs in the fair value hierarchy. • Noncontrolling interest in consolidated joint ventures — The Company estimated the fair value of the consolidated joint ventures by using the same valuation methodologies for the investment in hotel properties noted above. The Company then recognized the fair value of the noncontrolling interest in the consolidated joint ventures based on the joint venture partner's ownership interest in the consolidated joint venture. This valuation methodology is based on Level 2 and Level 3 inputs and assumptions in the fair value hierarchy. • Preferred equity in a consolidated joint venture — The Company estimated the fair value of the preferred equity in a consolidated joint venture by comparing the contractual terms of the preferred equity agreement to market-based terms of a similar preferred equity agreement, which is based on Level 3 inputs in the fair value hierarchy. • Restricted cash reserves, hotel and other receivables, prepaid expenses and other assets, accounts payable and other liabilities, advance deposits and deferred revenue, accrued interest, and distributions payable — The carrying amounts of the assets acquired, the liabilities assumed, and the equity interests acquired approximate fair value because of their short term maturities. For the hotel properties acquired during the nine months ended September 30, 2017, the total revenues and net income from the date of acquisition through September 30, 2017 are included in the accompanying consolidated statements of operations as follows (in thousands): For the one month ended September 30, 2017 Revenue $ 66,457 Net income $ 6,768 Other than the acquisition of FelCor, there were no other acquisitions of hotel properties during the nine months ended September 30, 2017. The following table presents the costs that were incurred in connection with the Mergers (in thousands): For the three months ended September 30, 2017 For the nine month ended September 30, 2017 Transaction costs $ 30,270 $ 34,517 Integration costs 2,193 2,193 $ 32,463 $ 36,710 The transaction costs primarily related to transfer taxes and financial advisory, legal, and other professional service fees in connection with the Mergers. The integration costs primarily related to professional fees and employee-related costs, including compensation for transition employees. The merger-related costs noted above were expensed to transaction costs in the consolidated statements of operations. The following unaudited condensed pro forma financial information presents the results of operations as if the Mergers had taken place on January 1, 2016. The unaudited condensed pro forma financial information is not necessarily indicative of what the actual results of operations of the Company would have been assuming the Mergers had taken place on January 1, 2016, nor is it indicative of the results of operations for future periods. The unaudited condensed pro forma financial information is as follows (in thousands): For the three months ended September 30, For the nine months ended September 30, 2017 2016 2017 2016 (unaudited) Revenue $ 482,839 $ 511,860 $ 1,431,409 $ 1,538,257 Net income attributable to common shareholders $ 37,820 $ 57,379 $ 114,710 $ 154,282 Net income per share attributable to common shareholders - basic $ 0.22 $ 0.33 $ 0.66 $ 0.89 Net income per share attributable to common shareholders - diluted $ 0.22 $ 0.33 $ 0.66 $ 0.89 Weighted-average number of shares outstanding - basic 174,186,944 173,979,427 174,141,367 173,993,114 Weighted-average number of shares outstanding - diluted 174,244,252 174,194,556 174,223,424 174,217,857 |
Investment in Unconsolidated Jo
Investment in Unconsolidated Joint Ventures (Notes) | 9 Months Ended |
Sep. 30, 2017 | |
Investment in Unconsolidated Joint Ventures [Abstract] | |
Equity Method Investments and Joint Ventures Disclosure [Text Block] | Investment in Unconsolidated Joint Ventures As of September 30, 2017, the Company owned 50% interests in joint ventures that owned two hotel properties. The Company also owned 50% interests in joint ventures that owned real estate and a condominium management business that are associated with two of our resort hotel properties. The Company accounts for the investments in these unconsolidated joint ventures under the equity method of accounting. The Company makes adjustments to the equity in income from unconsolidated joint ventures related to the difference between the Company's basis in the investment in the unconsolidated joint ventures as compared to the historical basis of the assets and liabilities of the joint ventures. As of September 30, 2017, the unconsolidated joint ventures' debt consisted entirely of non-recourse mortgage debt. The following table summarizes the components of the Company's investments in unconsolidated joint ventures (in thousands): September 30, 2017 Equity basis of the joint venture investments $ 930 Cost of the joint venture investments in excess of the joint venture book value 24,029 Investment in unconsolidated joint ventures $ 24,959 The following table summarizes the components of the Company's equity in income from unconsolidated joint ventures (in thousands): For the one month ended September 30, 2017 Unconsolidated joint venture net income attributable to the Company $ 150 Depreciation of cost in excess of book value (93 ) Equity in income from unconsolidated joint ventures $ 57 |
Summary of Significant Accoun22
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The unaudited consolidated financial statements and related notes have been prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America ("GAAP") and in conformity with the rules and regulations of the Securities and Exchange Commission ("SEC") applicable to financial information. The unaudited financial statements include all adjustments that are necessary, in the opinion of management, to fairly state the consolidated balance sheets, statements of operations and comprehensive income, statements of changes in equity and statements of cash flows. The unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto as of and for the year ended December 31, 2016 , included in the Company's Annual Report on Form 10-K filed with the SEC on February 23, 2017. The consolidated financial statements include the accounts of the Company, the Operating Partnership and its wholly-owned subsidiaries, and joint ventures in which the Company has a majority voting interest and control. For the controlled subsidiaries that are not wholly-owned, the third-party ownership interest represents a noncontrolling interest, which is presented separately in the consolidated financial statements. The Company also records the real estate interests in two joint ventures in which it holds an indirect 50% interest using the equity method of accounting. All intercompany balances and transactions have been eliminated in consolidation. |
Reclassifications | Reclassifications Certain prior year amounts in these financial statements have been reclassified to conform to the current year presentation with no impact to net income, shareholders’ equity or cash flows. |
Use of Estimates | Use of Estimates The preparation of the Company’s financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of certain assets and liabilities and the amounts of contingent assets and liabilities at the balance sheet date and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Equity Method Investments [Policy Text Block] | Investment in Unconsolidated Joint Ventures If the Company determines that it does not have a controlling financial interest in a joint venture, either through a controlling financial interest in a variable interest entity or through the Company's voting interest in a voting interest entity, but the Company exercises significant influence over the operating and financial policies of the joint venture, the Company accounts for the joint venture using the equity method of accounting. Under the equity method of accounting, the Company's investment is adjusted each reporting period to recognize the Company's share of the net earnings or losses of the joint venture. The Company periodically reviews the carrying value of its investment in unconsolidated joint ventures to determine if any circumstances may indicate that the carrying value of the investment exceeds its fair value on an other-than-temporary basis. When an impairment indicator is present, the Company will estimate the fair value of the investment, which will be determined by using internally developed discounted cash flow models, third-party appraisals, or if appropriate, the net sales proceeds from pending offers. If the estimated fair value is less than the carrying value, and management determines that the decline in value is considered to be other-than-temporary, the Company will recognize an impairment loss on its investment in the joint venture. |
Share-Based Compensation | Share Awards From time to time, the Company may award unvested restricted shares under the 2015 Plan as compensation to officers, employees and non-employee trustees. The issued shares vest over a period of time as determined by the board of trustees at the date of grant. The Company recognizes compensation expense for time-based unvested restricted shares on a straight-line basis over the vesting period based upon the fair market value of the shares on the date of issuance, adjusted for forfeitures. Non-employee trustees may also elect to receive unrestricted shares under the 2015 Plan as compensation that would otherwise be paid in cash for their services. The shares issued to non-employee trustees in lieu of cash compensation are unrestricted and include no vesting conditions. The Company recognizes compensation expense for the unrestricted shares issued in lieu of cash compensation on the date of issuance based upon the fair market value of the shares on that date. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers , which supersedes or replaces nearly all GAAP revenue recognition guidance. The new guidance establishes a new control-based revenue recognition model that changes the basis for deciding when revenue is recognized over time or at a point in time and expands the disclosures about revenue. The new guidance also applies to sales of real estate and the new principles-based approach is largely based on the transfer of control of the real estate to the buyer. The guidance is effective for annual reporting periods beginning after December 15, 2017, and the interim periods within those annual periods, with early adoption permitted. The Company expects to adopt this new standard on January 1, 2018 using the modified retrospective transition method. Based on the Company's assessment, the adoption of this standard will not have a material impact on the Company's consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . The new guidance will require lessees to recognize a right-of-use asset and a lease liability for most of their leases on the balance sheet, and an entity will need to classify its leases as either an operating or finance lease in order to determine the income statement presentation. Leases with a term of 12 months or less will be accounted for similar to the existing guidance today for operating leases. Lessors will classify their leases using an approach that is substantially equivalent to the existing guidance today for operating, direct financing, or sales-type leases. Lessors may only capitalize the incremental direct costs of leasing, so any indirect costs of leasing will be expensed as incurred. The new guidance requires an entity to separate the lease components from the non-lease components in a contract, with the lease components being accounted for in accordance with ASC 842 and the non-lease components being accounted for in accordance with other applicable accounting guidance. The guidance is effective for annual reporting periods beginning after December 15, 2018, and the interim periods within those annual periods, with early adoption permitted. The Company expects to adopt this new standard on January 1, 2019. The Company has not yet completed its analysis on this new standard, but it believes the application of the new standard will result in the recording of a right-of-use asset and a lease liability on the consolidated balance sheet for each of its ground leases and equipment leases, which represent the majority of the Company's current operating lease payments. The Company does not expect the adoption of this standard will materially affect its consolidated statements of operations. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments . This new guidance is intended to reduce the diversity in practice in how certain transactions are classified in the statement of cash flows. In addition, in November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230), Restricted Cash. This new guidance provides additional guidance related to transfers between cash and restricted cash and how entities present, in their statement of cash flows, the cash receipts and cash payments that directly affect the restricted cash accounts. Both of these ASUs will be effective for the annual reporting periods beginning after December 15, 2017, and the interim periods within those annual periods. Early adoption is permitted, provided that all of the amendments are adopted in the same period, and the guidance requires application using a retrospective transition method. The Company expects to adopt the new guidance on January 1, 2018. The adoption of ASU 2016-15 and ASU 2016-18 will modify the Company's current disclosures and classifications within the consolidated statement of cash flows, but such modifications are not expected to have a material impact on the Company's consolidated financial statements. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business . The new guidance clarifies the definition of a business with the objective of adding guidance to assist companies and other reporting organizations with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The changes to the definition of a business will likely result in more acquisitions being accounted for as asset acquisitions across all industries. The guidance is effective for annual reporting periods beginning after December 15, 2017, and the interim periods within those annual periods. The Company expects to adopt this new guidance on January 1, 2018. Based on the Company's assessment, the Company will evaluate each future acquisition (or disposal) to determine whether it will be considered to be an acquisition (or disposal) of assets or a business. The Company does not believe the accounting for each future acquisition (or disposal) of assets or a business will be materially different, therefore, the adoption of this guidance will not have a material impact on the Company's consolidated financial statements. In February 2017, the FASB issued ASU 2017-05, Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20): Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets . The new guidance clarifies that ASC 610-20 applies to the derecognition of nonfinancial assets, including real estate, and in substance nonfinancial assets, which are defined as assets or a group of assets for which substantially all of the fair value consists of nonfinancial assets and the group or subsidiary is not a business. As a result of the new guidance, sales and partial sales of real estate assets will be accounted for similar to all other sales of nonfinancial and in substance nonfinancial assets. The guidance is effective for annual reporting periods beginning after December 15, 2017, and the interim periods within those annual periods, with early adoption permitted. The Company expects to adopt this new guidance on January 1, 2018. Based on the Company's assessment, the adoption of this guidance will not have a material impact on the Company's consolidated financial statements. |
Management Agreements | Management Agreements As of September 30, 2017 , 158 of the Company's hotel properties were operated pursuant to long-term management agreements with initial terms ranging from 3 to 25 years. This number includes certain hotel properties that receive the benefits of a franchise agreement pursuant to management agreements with Hilton (nineteen hotels), Hyatt (ten hotels), Marriott (eight hotels), Wyndham (eight hotels), and other hotel brands (two hotels). Each management company receives a base management fee generally between 3.0% and 3.5% of hotel revenues. Management agreements that include the benefits of a franchise agreement incur a base management fee generally between 2.0% and 7.0% of hotel revenues. The management companies are also eligible to receive an incentive management fee if hotel operating income, as defined in the management agreements, exceeds certain 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. Management fees are included in management and franchise fee expense in the accompanying consolidated statements of operations. |
Franchise Agreements | Franchise Agreements As of September 30, 2017 , 110 of the Company’s hotel properties were operated under franchise agreements with initial terms ranging from 10 to 30 years. This number excludes certain hotel properties that receive the benefits of a franchise agreement pursuant to management agreements with Hilton (nineteen hotels), Hyatt (ten hotels), Marriott (eight hotels), Wyndham (eight hotels), and other hotel brands (two hotels), respectively. In addition, The Knickerbocker is not operated with a hotel brand so the hotel does not have a franchise agreement. Franchise agreements allow the hotel properties to operate under the respective brands. Pursuant to the franchise agreements, the Company pays a royalty fee, generally between 4.0% and 6.0% of room revenue, plus additional fees for marketing, central reservation systems and other franchisor costs generally between 1.0% and 4.3% of room revenue. Certain hotels are also charged a royalty fee of generally 3.0% of food and beverage revenues. Franchise fees are included in management and franchise fee expense in the accompanying consolidated statements of operations. |
Earnings Per Share | Basic earnings per Common Share is calculated by dividing net income attributable to common shareholders by the weighted-average number of Common Shares outstanding during the period excluding the weighted-average number of unvested restricted shares outstanding during the period. Diluted earnings per Common Share is calculated by dividing net income attributable to common shareholders by the weighted-average number of Common Shares outstanding during the period, plus any shares that could potentially be outstanding during the period. The potential shares consist of the unvested restricted share grants and unvested performance units, calculated using the treasury stock method. Any anti-dilutive shares have been excluded from the diluted earnings per share calculation. Unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are participating shares and are considered in the computation of earnings per share pursuant to the two-class method. If there were any undistributed earnings allocable to the participating shares, they would be deducted from net income attributable to common shareholders used in the basic and diluted earnings per share calculations. The limited partners’ outstanding OP Units (which may be redeemed for Common Shares under certain circumstances) have been excluded from the diluted earnings per share calculation as there was no effect on the amounts for the three and nine months ended September 30, 2017 and 2016 , since the limited partners’ share of income would also be added back to net income attributable to common shareholders. |
Investment in Hotel Properties
Investment in Hotel Properties (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Property, Plant and Equipment [Abstract] | |
Schedule of investment in hotel properties | Investment in hotel properties consisted of the following (in thousands): September 30, 2017 December 31, 2016 Land and improvements $ 1,306,524 $ 675,889 Buildings and improvements 5,004,884 3,050,043 Furniture, fixtures and equipment 736,135 595,816 7,047,543 4,321,748 Accumulated depreciation (1,070,019 ) (953,972 ) Investment in hotel properties, net $ 5,977,524 $ 3,367,776 |
Sale of Hotel Properties (Table
Sale of Hotel Properties (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of property disposed during period | The following table discloses the hotel property that was sold during the nine months ended September 30, 2016 : Hotel Property Name Location Sale Date Rooms Holiday Inn Express Merrillville Merrillville, IN February 22, 2016 62 Total 62 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The Company's debt consisted of the following (in thousands): September 30, 2017 December 31, 2016 Senior Notes $ 1,066,275 $ — Revolver and Term Loans, net 1,170,540 1,169,308 Mortgage loans, net 648,924 413,407 Debt, net $ 2,885,739 $ 1,582,715 |
Schedule of Revolver and Term Loans | The Company's unsecured credit agreements consisted of the following (in thousands): Outstanding Borrowings at Interest Rate at September 30, 2017 (1) Maturity Date September 30, 2017 December 31, 2016 Revolver (2) 2.73% April 2020 $ — $ — $400 Million Term Loan Maturing 2019 2.72% March 2019 400,000 400,000 $225 Million Term Loan Maturing 2019 4.04% November 2019 225,000 225,000 $400 Million Term Loan Maturing 2021 3.00% April 2021 400,000 400,000 $150 Million Term Loan Maturing 2022 3.43% January 2022 150,000 150,000 1,175,000 1,175,000 Deferred financing costs, net (3) (4,460 ) (5,692 ) Total Revolver and Term Loans, net $ 1,170,540 $ 1,169,308 (1) Interest rate at September 30, 2017 gives effect to interest rate hedges. (2) At September 30, 2017 and December 31, 2016 , there was $600.0 million and $400.0 million , respectively, of borrowing capacity on the Revolver. On August 31, 2017, the Company amended the Revolver to increase the borrowing capacity from $400.0 million to $600.0 million . The Company has the ability to further increase the borrowing capacity to $750.0 million , subject to certain lender requirements. (3) Excludes $2.7 million and $2.3 million as of September 30, 2017 and December 31, 2016 , respectively, related to deferred financing costs on the Revolver, which are included in prepaid expense and other assets in the accompanying consolidated balance sheets. |
Schedule of mortgage loans | The Company's mortgage loans consisted of the following (in thousands): Principal balance at Lender Number of Assets Encumbered Interest Rate at September 30, 2017 (1) Maturity Date September 30, 2017 December 31, 2016 Wells Fargo (5) 4 4.04% March 2018 (3) $ 144,000 $ 146,250 Wells Fargo (2) 4 4.03% October 2018 (4) 150,000 150,000 PNC Bank (2) (6) 5 3.33% March 2021 (7) 85,000 85,000 Wells Fargo (9) 1 5.25% June 2022 33,078 33,666 PNC Bank/Wells Fargo (10) 4 4.95% October 2022 121,614 — Prudential (11) 1 4.94% October 2022 30,504 — Scotiabank (2) (8) (12) 1 LIBOR + 3.00% December 2017 85,514 — 20 649,710 414,916 Deferred financing costs, net (786 ) (1,509 ) Total mortgage loans, net $ 648,924 $ 413,407 (1) Interest rate at September 30, 2017 gives effect to interest rate hedges. (2) Requires payments of interest only through maturity. (3) The maturity date may be extended for four one -year terms at the Company’s option, subject to certain lender requirements. (4) In October 2017, the Company extended the maturity date for a one-year term. The maturity date may be extended for three additional one -year terms at the Company's option, subject to certain lender requirements. (5) Two of the four hotels encumbered by the Wells Fargo loan are cross-collateralized. (6) The five hotels encumbered by the PNC Bank loan are cross-collateralized. (7) The maturity date may be extended for two one -year terms at the Company’s option, subject to certain lender requirements. (8) This mortgage loan can be extended for one year, subject to certain lender requirements. (9) Includes $0.9 million and $1.0 million at September 30, 2017 and December 31, 2016 , respectively, related to a fair value adjustment on mortgage debt assumed in conjunction with an acquisition. (10) Includes $3.2 million at September 30, 2017 related to fair value adjustments on the mortgage loans that were assumed in the Mergers. (11) Includes $0.8 million at September 30, 2017 related to a fair value adjustment on the mortgage loan that was assumed in the Mergers. (12) Includes $0.5 million at September 30, 2017 related to a fair value adjustment on the mortgage loan that was assumed in the Mergers. |
Interest Expense Components | 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, 2017 2016 2017 2016 Senior Notes $ 3,980 $ — $ 3,980 $ — Revolver and Term Loans 9,834 9,662 28,981 29,138 Mortgage loans 4,943 4,009 12,969 11,992 Amortization of deferred financing costs 893 881 2,597 3,103 Total interest expense $ 19,650 $ 14,552 $ 48,527 $ 44,233 |
Schedule of Senior Notes [Table Text Block] | The Company's senior secured notes and the senior unsecured notes are collectively the "Senior Notes". The Company's Senior Notes consisted of the following (in thousands): Outstanding Borrowings at Number of Assets Encumbered Interest Rate Maturity Date September 30, 2017 December 31, 2016 Senior secured notes (1) (2) (3) 9 5.63% March 2023 $ 555,046 $ — Senior unsecured notes (1) (2) (4) — 6.00% June 2025 511,229 — Total Senior Notes $ 1,066,275 $ — (1) Requires payments of interest only through maturity. (2) Includes $30.0 million and $36.2 million at September 30, 2017 related to fair value adjustments on the senior secured notes and the senior unsecured notes, respectively, that were assumed in the Mergers. (3) The Company has the option to redeem the senior secured notes beginning March 1, 2018 at a premium of 102.8% . (4) The Company has the option to redeem the senior unsecured notes beginning June 1, 2020 at a premium of 103.0% . |
Derivatives and Hedging (Tables
Derivatives and Hedging (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of interest rate swaps | he Company's interest rate swaps consisted of the following (in thousands): Notional value at Fair value at Hedge type Interest rate Maturity September 30, 2017 December 31, 2016 September 30, 2017 December 31, 2016 Swap-cash flow 1.12% November 2017 $ 275,000 $ 275,000 $ 75 $ (558 ) Swap-cash flow 1.56% March 2018 175,000 175,000 (223 ) (1,251 ) Swap-cash flow 1.64% March 2018 175,000 175,000 (288 ) (1,413 ) Swap-cash flow 1.83% September 2018 15,840 16,088 (65 ) (193 ) Swap-cash flow 1.75% September 2018 15,840 16,088 (53 ) (172 ) Swap-cash flow 1.83% September 2018 38,880 39,488 (160 ) (474 ) Swap-cash flow 1.75% September 2018 39,840 40,462 (134 ) (433 ) Swap-cash flow 1.83% September 2018 17,280 17,550 (71 ) (211 ) Swap-cash flow 1.75% September 2018 16,320 16,575 (55 ) (177 ) Swap-cash flow 2.02% March 2019 125,000 125,000 (945 ) (2,090 ) Swap-cash flow 1.94% March 2019 100,000 100,000 (644 ) (1,505 ) Swap-cash flow 1.27% March 2019 125,000 125,000 493 54 Swap-cash flow (1) 1.96% March 2019 100,000 100,000 (517 ) (516 ) Swap-cash flow (1) 1.85% March 2019 50,000 50,000 (184 ) (184 ) Swap-cash flow (1) 1.81% March 2019 50,000 50,000 (159 ) (159 ) Swap-cash flow (1) 1.74% March 2019 25,000 25,000 (57 ) (57 ) Swap-cash flow (2) 1.80% September 2020 33,000 33,000 28 111 Swap-cash flow (2) 1.80% September 2020 82,000 82,000 70 277 Swap-cash flow (2) 1.80% September 2020 35,000 35,000 30 118 Swap-cash flow 1.81% October 2020 143,000 143,000 (425 ) (1,113 ) Swap-cash flow (3) 1.15% April 2021 100,000 100,000 2,097 2,513 Swap-cash flow (3) 1.20% April 2021 100,000 100,000 1,943 2,360 Swap-cash flow (3) 2.15% April 2021 75,000 75,000 (735 ) (410 ) Swap-cash flow (3) 1.91% April 2021 75,000 — (176 ) — Swap-cash flow 1.61% June 2021 50,000 50,000 303 224 Swap-cash flow 1.56% June 2021 50,000 50,000 410 352 Swap-cash flow 1.71% June 2021 50,000 50,000 119 5 $ 2,137,000 $ 2,064,251 $ 677 $ (4,902 ) (1) Effective between the maturity of the existing swap in November 2017 and the maturity of the debt in March 2019. (2) Effective between the maturity of the existing swaps in September 2018 and September 2020. (3) Effective between the maturity of the existing swaps in March 2018 and the maturity of the debt in April 2021. |
Fair Value (Tables)
Fair Value (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments [Table Text Block] | The fair value of the Company's debt was as follows (in thousands): September 30, 2017 December 31, 2016 Carrying Value Fair Value Carrying Value Fair Value Senior Notes $ 1,066,275 $ 1,053,797 $ — $ — Revolver and Term Loans, net 1,170,540 1,175,739 1,169,308 1,176,798 Mortgage loans, net 648,924 641,707 413,407 402,134 Debt, net $ 2,885,739 $ 2,871,243 $ 1,582,715 $ 1,578,932 |
Schedule of fair value hierarchy for financial assets and liabilities measured at fair value on a recurring basis | The following table presents the Company’s fair value hierarchy for those financial assets and liabilities measured at fair value on a recurring basis as of September 30, 2017 (in thousands): Fair Value at September 30, 2017 Level 1 Level 2 Level 3 Total Interest rate swap asset $ — $ 5,569 $ — $ 5,569 Interest rate swap liability — (4,892 ) — (4,892 ) Total $ — $ 677 $ — $ 677 The following table presents the Company’s fair value hierarchy for those financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2016 (in thousands): Fair Value at December 31, 2016 Level 1 Level 2 Level 3 Total Interest rate swap asset $ — $ 6,014 $ — $ 6,014 Interest rate swap liability — (10,916 ) — (10,916 ) Total $ — $ (4,902 ) $ — $ (4,902 ) |
Equity Incentive Plan (Tables)
Equity Incentive Plan (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Restricted share awards | |
Equity Incentive Plan | |
Summary of the unvested restricted shares | A summary of the unvested restricted shares as of September 30, 2017 is as follows: 2017 Number of Weighted-Average Unvested at January 1, 649,447 $ 23.00 Granted 425,076 23.15 Vested (271,551 ) 23.67 Forfeited (5,866 ) 23.27 Unvested at September 30, 797,106 $ 22.86 |
Earnings per Common Share (Tabl
Earnings per Common Share (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of computation of basic and diluted earnings per common share | The computation of basic and diluted earnings per Common Share is as follows (in thousands, except share and per share data): For the three months ended September 30, For the nine months ended September 30, 2017 2016 2017 2016 Numerator: Net income attributable to RLJ $ 3,914 $ 41,174 $ 67,918 $ 124,918 Less: Preferred dividends (2,093 ) — (2,093 ) — Less: Dividends paid on unvested restricted shares (243 ) (204 ) (798 ) (891 ) Less: Undistributed earnings attributable to unvested restricted shares — (1 ) — (8 ) Net income attributable to common shareholders excluding amounts attributable to unvested restricted shares $ 1,578 $ 40,969 $ 65,027 $ 124,019 Denominator: Weighted-average number of Common Shares - basic 140,249,961 123,621,323 129,317,120 123,635,010 Unvested restricted shares 57,308 194,210 82,057 224,743 Unvested performance units — 20,919 — — Weighted-average number of Common Shares - diluted 140,307,269 123,836,452 129,399,177 123,859,753 Net income per share attributable to common shareholders - basic $ 0.01 $ 0.33 $ 0.50 $ 1.00 Net income per share attributable to common shareholders - diluted $ 0.01 $ 0.33 $ 0.50 $ 1.00 |
Supplemental Information to S30
Supplemental Information to Statements of Cash Flows (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of supplemental information to statements of cash flows | For the nine months ended September 30, 2017 2016 Interest paid $ 34,170 $ 42,807 Income taxes paid $ 1,107 $ 1,560 Supplemental investing and financing transactions In conjunction with the sale of hotel properties, the Company recorded the following: Sale of hotel properties $ — $ 2,850 Transaction costs (49 ) (122 ) Operating prorations — (99 ) Proceeds from the sale of hotel properties, net $ (49 ) $ 2,629 Supplemental non-cash transactions (1) Accrued capital expenditures $ 5,465 $ 2,500 Redemption of OP Units $ — $ 4,325 (1) Refer to Note 2, Merger with FelCor Lodging Trust, for information related to the non-cash investing and financing activities associated with the acquisition of FelCor. |
Merger with FelCor Lodging Tr31
Merger with FelCor Lodging Trust Incorporated (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions by Acquisition, Equity Interest Issued or Issuable [Table Text Block] | The total consideration consisted of the following (in thousands): Total Consideration Common Shares $ 1,016,227 Series A Preferred Shares 366,936 OP Units 4,342 Cash, net of cash acquired 41,921 Total consideration $ 1,429,426 |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | The total consideration consisted of the following (in thousands): Total Consideration Common Shares $ 1,016,227 Series A Preferred Shares 366,936 OP Units 4,342 Cash, net of cash acquired 41,921 Total consideration $ 1,429,426 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | The Company allocated the purchase price consideration as follows (in thousands): August 31, 2017 Investment in hotel properties $ 2,673,629 Investment in unconsolidated joint ventures 25,651 Restricted cash reserves 17,038 Hotel and other receivables 28,308 Deferred income tax asset 32,000 Intangible assets 151,706 Prepaid expenses and other assets 22,525 Debt (1,305,337 ) Accounts payable and other liabilities (115,788 ) Advance deposits and deferred revenue (23,795 ) Accrued interest (22,612 ) Distributions payable (4,312 ) Noncontrolling interest in consolidated joint ventures (5,157 ) Preferred equity in a consolidated joint venture (44,430 ) Total consideration $ 1,429,426 |
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination [Table Text Block] | The Company recognized the following intangible assets in the Mergers (dollars in thousands): Weighted Average Amortization Period (in Years) Below market ground leases $ 128,181 53 Advanced bookings 15,146 1 Other intangible assets 8,379 6 Total intangible assets $ 151,706 45 |
Schedule revenue and net income on acquisition [Table Text Block] | For the hotel properties acquired during the nine months ended September 30, 2017, the total revenues and net income from the date of acquisition through September 30, 2017 are included in the accompanying consolidated statements of operations as follows (in thousands): For the one month ended September 30, 2017 Revenue $ 66,457 Net income $ 6,768 |
Business Acquisition, Transaction costs [Table Text Block] | The following table presents the costs that were incurred in connection with the Mergers (in thousands): For the three months ended September 30, 2017 For the nine month ended September 30, 2017 Transaction costs $ 30,270 $ 34,517 Integration costs 2,193 2,193 $ 32,463 $ 36,710 |
Business Acquisition, Pro Forma Information [Table Text Block] | The unaudited condensed pro forma financial information is as follows (in thousands): For the three months ended September 30, For the nine months ended September 30, 2017 2016 2017 2016 (unaudited) Revenue $ 482,839 $ 511,860 $ 1,431,409 $ 1,538,257 Net income attributable to common shareholders $ 37,820 $ 57,379 $ 114,710 $ 154,282 Net income per share attributable to common shareholders - basic $ 0.22 $ 0.33 $ 0.66 $ 0.89 Net income per share attributable to common shareholders - diluted $ 0.22 $ 0.33 $ 0.66 $ 0.89 Weighted-average number of shares outstanding - basic 174,186,944 173,979,427 174,141,367 173,993,114 Weighted-average number of shares outstanding - diluted 174,244,252 174,194,556 174,223,424 174,217,857 |
Investment in Unconsolidated 32
Investment in Unconsolidated Joint Ventures (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Schedule of components of investments in unconsolidated joint ventures [Abstract] | |
Schedule of Components of Investment In Unconsolidated Entities [Table Text Block] | The following table summarizes the components of the Company's investments in unconsolidated joint ventures (in thousands): September 30, 2017 Equity basis of the joint venture investments $ 930 Cost of the joint venture investments in excess of the joint venture book value 24,029 Investment in unconsolidated joint ventures $ 24,959 |
Schedule of Components of Equity In Income (Loss) from Unconsolidated Entities [Table Text Block] | The following table summarizes the components of the Company's equity in income from unconsolidated joint ventures (in thousands): For the one month ended September 30, 2017 Unconsolidated joint venture net income attributable to the Company $ 150 Depreciation of cost in excess of book value (93 ) Equity in income from unconsolidated joint ventures $ 57 |
Organization (Details)
Organization (Details) | 9 Months Ended | |
Sep. 30, 2017propertystateroomshares | Aug. 31, 2017Rooms | |
Sale of Stock | ||
OP units outstanding (in units) | shares | 175,687,508 | |
Company's Ownership interest in OP units through a combination of direct and indirect interests (as a percent) | 99.60% | |
Number of properties owned | 159 | |
Number of hotel rooms owned | room | 31,350 | |
Number of states in which hotels owned by the entity are located | state | 26 | |
Hotel property ownership interest (as a percent) | 100.00% | |
Doubletree Metropolitan Hotel New York City (Joint Venture) | ||
Sale of Stock | ||
Hotel property ownership interest (as a percent) | 98.30% | |
FelCor Lodging Trust [Member] | ||
Sale of Stock | ||
Number of hotel rooms owned | Rooms | 11,215 | |
Consolidated Properties [Member] | ||
Sale of Stock | ||
Number of properties owned | 157 | |
Unconsolidated Properties [Member] | ||
Sale of Stock | ||
Number of properties owned | 2 | |
Hotel property ownership interest (as a percent) | 50.00% | |
Leased Hotel Properties [Member] | ||
Sale of Stock | ||
Number of properties owned | 158 | |
Ninety Five Percent Owned [Member] | Partially Owned Properties [Member] | ||
Sale of Stock | ||
Hotel property ownership interest (as a percent) | 95.00% | |
Fifty Percent Owned [Member] | Partially Owned Properties [Member] | ||
Sale of Stock | ||
Hotel property ownership interest (as a percent) | 50.00% |
Summary of Significant Accoun34
Summary of Significant Accounting Policies (Details) $ in Millions | Sep. 30, 2017USD ($)joint_venture | Dec. 31, 2016USD ($) |
Summary of Significant Accounting Policies | ||
Real Estate Interests, Number of Joint Ventures | joint_venture | 2 | |
Noncontrolling Interest | ||
Equity Method Investment, Ownership Percentage | 50.00% | |
Accounting Standards Update 2015-03 | Prepaid expenses and other assets | ||
Summary of Significant Accounting Policies | ||
Deferred financing costs | $ | $ 2.7 | $ 2.3 |
Investment in Hotel Propertie35
Investment in Hotel Properties (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |||||
Land and improvements | $ 1,306,524,000 | $ 1,306,524,000 | $ 675,889,000 | ||
Buildings and improvements | 5,004,884,000 | 5,004,884,000 | 3,050,043,000 | ||
Furniture, fixtures and equipment | 736,135,000 | 736,135,000 | 595,816,000 | ||
Total | 7,047,543,000 | 7,047,543,000 | 4,321,748,000 | ||
Accumulated depreciation | (1,070,019,000) | (1,070,019,000) | (953,972,000) | ||
Investment in hotel and other properties, net | 5,977,524,000 | 5,977,524,000 | $ 3,367,776,000 | ||
Depreciation and amortization expense related to investment in hotel and other properties, excluding discontinued operations | (44,100,000) | $ (40,900,000) | (120,800,000) | $ (122,300,000) | |
Impairment loss | $ 0 | $ 0 | $ 0 | $ 0 |
Sale of Hotel Properties (Narra
Sale of Hotel Properties (Narrative) (Details) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($)property | |
Discontinued Operations and Disposal Groups [Abstract] | |||||
Investment Owned, Balance, Principal Amount | $ 10,100,000 | $ 10,100,000 | $ 10,100,000 | ||
Hotel properties sold, Number | property | 1 | ||||
Disposal of hotel properties | 0 | $ 2,850,000 | |||
Loss on sale of hotel properties | (19,000) | $ (5,000) | (49,000) | (155,000) | |
Payments for (Proceeds from) Investments | $ 12,800,000 | (12,792,079) | 0 | ||
Gain (Loss) on Investments | $ 2,670,000 | $ 0 | $ 2,670,000 | $ 0 |
Sale of Hotel Properties (Sched
Sale of Hotel Properties (Schedule of Properties Disposed) (Details) - room | Sep. 30, 2016 | Feb. 22, 2016 |
2016 Disposals | ||
Discontinued operations | ||
Property disposed, number of rooms | 62 | |
Holiday Inn Express Merrillville | ||
Discontinued operations | ||
Property disposed, number of rooms | 62 |
Debt (Credit Facilities) (Detai
Debt (Credit Facilities) (Details) - USD ($) | 1 Months Ended | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2017 | Dec. 31, 2016 | |
Debt | |||
Long-term Debt, Gross | $ 1,066,275,000 | $ 1,066,275,000 | $ 0 |
Debt, net | 2,885,739,000 | 2,885,739,000 | 1,582,715,000 |
Unsecured Debt | 1,170,540,000 | 1,170,540,000 | 1,169,308,000 |
Unsecured Debt, Gross | 1,175,000,000 | 1,175,000,000 | 1,175,000,000 |
Unamortized debt issuance costs on term loans | (4,460,000) | (4,460,000) | (5,692,000) |
Line of credit, old borrowing capacity | 400,000,000 | ||
Line of Credit Facility, Current Borrowing Capacity | $ 600,000,000 | 600,000,000 | |
Line of credit, future borrowing capacity if extended | $ 750,000,000 | ||
Five Point Six Three Percent Due March 2023 [Member] | Secured Debt [Member] | |||
Debt | |||
Debt Instrument, Interest Rate, Stated Percentage | 5.625% | 5.625% | |
Long-term Debt, Gross | $ 555,046,000 | $ 555,046,000 | 0 |
Six Point Zero Zero Percent Due June 2025 [Member] | Unsecured Debt [Member] | |||
Debt | |||
Debt Instrument, Interest Rate, Stated Percentage | 6.00% | 6.00% | |
Long-term Debt, Gross | $ 511,229,000 | $ 511,229,000 | 0 |
Senior Unsecured Notes [Member] | |||
Debt | |||
Debt Instrument, Redemption Price, Percentage | 103.00% | ||
Senior Secured Notes [Member] | |||
Debt | |||
Debt Instrument, Redemption Price, Percentage | 102.80% | ||
The Revolver | Line of Credit | |||
Debt | |||
Maximum borrowing capacity | $ 600,000,000 | $ 600,000,000 | |
Additional maturity term | 1 year | ||
Unsecured Debt | $ 0 | $ 0 | 0 |
Interest Rate | 2.73% | 2.73% | |
Remaining borrowing capacity | $ 600,000,000 | $ 600,000,000 | 400,000,000 |
$400 Million Term Loan Maturing 2019 | Unsecured Debt [Member] | |||
Debt | |||
Maximum borrowing capacity | 400,000,000 | 400,000,000 | |
Unsecured Debt | $ 400,000,000 | $ 400,000,000 | 400,000,000 |
Interest Rate | 2.72% | 2.72% | |
$225 Million Term Loan Maturing 2019 | Unsecured Debt [Member] | |||
Debt | |||
Maximum borrowing capacity | $ 225,000,000 | $ 225,000,000 | |
Unsecured Debt | $ 225,000,000 | $ 225,000,000 | 225,000,000 |
Interest Rate | 4.04% | 4.04% | |
$400 Million Term Loan Maturing 2021 | Unsecured Debt [Member] | |||
Debt | |||
Maximum borrowing capacity | $ 400,000,000 | $ 400,000,000 | |
Unsecured Debt | $ 400,000,000 | $ 400,000,000 | 400,000,000 |
Interest Rate | 3.00% | 3.00% | |
$150 Million Term Loan Maturing 2022 | Unsecured Debt [Member] | |||
Debt | |||
Maximum borrowing capacity | $ 150,000,000 | $ 150,000,000 | |
Unsecured Debt | $ 150,000,000 | $ 150,000,000 | $ 150,000,000 |
Interest Rate | 3.43% | 3.43% | |
Senior Secured Notes [Member] | Secured Debt [Member] | |||
Debt | |||
Debt Instrument, Fair Value Adjustment, Net | $ 30,000,000 | $ 30,000,000 | |
Senior Unsecured Notes [Member] | Unsecured Debt [Member] | |||
Debt | |||
Debt Instrument, Fair Value Adjustment, Net | $ 36,200,000 | $ 36,200,000 |
Debt (Mortgage Loans) (Details)
Debt (Mortgage Loans) (Details) $ in Thousands | 9 Months Ended | |||
Sep. 30, 2017USD ($)assethotel | Sep. 30, 2017USD ($)termassethotel | Sep. 30, 2017USD ($)assethotelextension | Dec. 31, 2016USD ($) | |
Debt | ||||
Long-term Debt, Gross | $ 1,066,275 | $ 1,066,275 | $ 1,066,275 | $ 0 |
Mortgage loans, gross | 649,710 | 649,710 | 649,710 | 414,916 |
Unamortized debt issuance costs on mortgage loans | $ (786) | $ (786) | $ (786) | (1,509) |
Secured Debt [Member] | ||||
Debt | ||||
Number of Assets Encumbered | asset | 20 | 20 | 20 | |
Mortgage loans, net | $ 648,924 | $ 648,924 | $ 648,924 | 413,407 |
Secured Debt [Member] | LIBOR Plus Three Point Zero Zero Percent Due November 2017 [Member] | ||||
Debt | ||||
Debt Instrument, Fair Value Adjustment, Net | 500 | 500 | 500 | |
Secured Debt [Member] | Four Point Nine Four Percent Due October 2022 [Member] | ||||
Debt | ||||
Debt Instrument, Fair Value Adjustment, Net | $ 800 | $ 800 | $ 800 | |
Secured Debt [Member] | Wells Fargo 2 | ||||
Debt | ||||
Number of Assets Encumbered | asset | 4 | 4 | 4 | |
Interest Rate | 4.03% | 4.03% | 4.03% | |
Mortgage loans, net | $ 150,000 | $ 150,000 | $ 150,000 | 150,000 |
Additional maturity term | 1 year | |||
Number of additional maturity terms | 3 | 4 | ||
Secured Debt [Member] | Wells Fargo 1 | ||||
Debt | ||||
Number of Assets Encumbered | asset | 4 | 4 | 4 | |
Interest Rate | 4.04% | 4.04% | 4.04% | |
Mortgage loans, net | $ 144,000 | $ 144,000 | $ 144,000 | 146,250 |
Number of hotels encumbered by loans that are cross-collateralized | hotel | 2 | 2 | 2 | |
Additional maturity term | 1 year | |||
Number of additional maturity terms | term | 4 | |||
Secured Debt [Member] | PNC Bank | ||||
Debt | ||||
Number of Assets Encumbered | asset | 5 | 5 | 5 | |
Interest Rate | 3.33% | 3.33% | 3.33% | |
Mortgage loans, net | $ 85,000 | $ 85,000 | $ 85,000 | 85,000 |
Number of hotels encumbered by loans that are cross-collateralized | hotel | 5 | 5 | 5 | |
Additional maturity term | 1 year | |||
Number of additional maturity terms | term | 2 | |||
Secured Debt [Member] | Wells Fargo 3 | ||||
Debt | ||||
Number of Assets Encumbered | asset | 1 | 1 | 1 | |
Interest Rate | 5.25% | 5.25% | 5.25% | |
Mortgage loans, net | $ 33,078 | $ 33,078 | $ 33,078 | 33,666 |
Debt Instrument, Fair Value Adjustment, Net | 900 | 900 | 900 | 1,000 |
Secured Debt [Member] | Four Point Nine Five Percent Due October 2022 [Member] | ||||
Debt | ||||
Debt Instrument, Fair Value Adjustment, Net | $ 3,200 | $ 3,200 | $ 3,200 | |
Four Point Nine Five Percent Due October 2022 [Member] | Secured Debt [Member] | ||||
Debt | ||||
Number of Assets Encumbered | asset | 4 | 4 | 4 | |
Mortgage loans, net | $ 121,614 | $ 121,614 | $ 121,614 | 0 |
Debt Instrument, Interest Rate, Stated Percentage | 4.95% | 4.95% | 4.95% | |
The Revolver | Line of Credit | ||||
Debt | ||||
Interest Rate | 2.73% | 2.73% | 2.73% | |
Additional maturity term | 1 year | |||
Remaining borrowing capacity | $ 600,000 | $ 600,000 | $ 600,000 | 400,000 |
Four Point Nine Four Percent Due October 2022 [Member] | Secured Debt [Member] | ||||
Debt | ||||
Number of Assets Encumbered | asset | 1 | 1 | 1 | |
Mortgage loans, net | $ 30,504 | $ 30,504 | $ 30,504 | 0 |
Debt Instrument, Interest Rate, Stated Percentage | 4.94% | 4.94% | 4.94% | |
LIBOR Plus Three Point Zero Zero Percent Due November 2017 [Member] | Secured Debt [Member] | ||||
Debt | ||||
Number of Assets Encumbered | asset | 1 | 1 | 1 | |
Mortgage loans, net | $ 85,514 | $ 85,514 | $ 85,514 | $ 0 |
Debt (Components of Interest Ex
Debt (Components of Interest Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Debt | ||||
Amortization of deferred financing costs | $ 893 | $ 881 | $ 2,597 | $ 3,103 |
Total Interest Expense | 19,650 | 14,552 | 48,527 | 44,233 |
Senior Notes [Member] | ||||
Debt | ||||
Interest expense | 3,980 | 0 | 3,980 | 0 |
Secured Debt [Member] | ||||
Debt | ||||
Interest expense | 4,943 | 4,009 | 12,969 | 11,992 |
Revolver and Term Loans | ||||
Debt | ||||
Interest expense | $ 9,834 | $ 9,662 | $ 28,981 | $ 29,138 |
Derivatives and Hedging (Detail
Derivatives and Hedging (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Interest Rate Derivatives | |||||
Notional value | $ 2,137,000,000 | $ 2,137,000,000 | $ 2,064,251,000 | ||
Unrealized gains (losses) included in accumulated other comprehensive loss | 700,000 | 700,000 | (4,900,000) | ||
Amount of ineffectiveness on hedges | 0 | $ 0 | 0 | $ 0 | |
Net unrealized losses in accumulated other comprehensive loss expected to be reclassified into interest expense within the next 12 months | 3,600,000 | 3,600,000 | |||
Interest Rate Cash Flow Hedge Derivative at Fair Value, Net | 677,000 | 677,000 | (4,902,000) | ||
Designated as Hedging Instrument | Swap-cash flow, hedge type one | |||||
Derivatives and Hedging | |||||
Interest rate swap asset | 75,000 | 75,000 | |||
Interest rate swap liability | (558,000) | ||||
Interest Rate Derivatives | |||||
Notional value | $ 275,000,000 | $ 275,000,000 | 275,000,000 | ||
Interest rate | 1.1175% | 1.1175% | |||
Designated as Hedging Instrument | Swap-cash flow, hedge type two | |||||
Derivatives and Hedging | |||||
Interest rate swap liability | $ (223,000) | $ (223,000) | (1,251,000) | ||
Interest Rate Derivatives | |||||
Notional value | $ 175,000,000 | $ 175,000,000 | 175,000,000 | ||
Interest rate | 1.5625% | 1.5625% | |||
Designated as Hedging Instrument | Swap-cash flow, hedge type three | |||||
Derivatives and Hedging | |||||
Interest rate swap liability | $ (288,000) | $ (288,000) | (1,413,000) | ||
Interest Rate Derivatives | |||||
Notional value | $ 175,000,000 | $ 175,000,000 | 175,000,000 | ||
Interest rate | 1.635% | 1.635% | |||
Designated as Hedging Instrument | Swap-cash flow, hedge type four | |||||
Derivatives and Hedging | |||||
Interest rate swap liability | $ (65,000) | $ (65,000) | (193,000) | ||
Interest Rate Derivatives | |||||
Notional value | $ 15,840,000 | $ 15,840,000 | 16,088,000 | ||
Interest rate | 1.825% | 1.825% | |||
Designated as Hedging Instrument | Swap-cash flow, hedge type five | |||||
Derivatives and Hedging | |||||
Interest rate swap liability | $ (53,000) | $ (53,000) | (172,000) | ||
Interest Rate Derivatives | |||||
Notional value | $ 15,840,000 | $ 15,840,000 | 16,088,000 | ||
Interest rate | 1.751% | 1.751% | |||
Designated as Hedging Instrument | Swap-cash flow, hedge type six | |||||
Derivatives and Hedging | |||||
Interest rate swap liability | $ (160,000) | $ (160,000) | (474,000) | ||
Interest Rate Derivatives | |||||
Notional value | $ 38,880,000 | $ 38,880,000 | 39,488,000 | ||
Interest rate | 1.825% | 1.825% | |||
Designated as Hedging Instrument | Swap-cash flow, hedge type seven | |||||
Derivatives and Hedging | |||||
Interest rate swap liability | $ (134,000) | $ (134,000) | (433,000) | ||
Interest Rate Derivatives | |||||
Notional value | $ 39,840,000 | $ 39,840,000 | 40,462,000 | ||
Interest rate | 1.751% | 1.751% | |||
Designated as Hedging Instrument | Swap-cash flow, hedge type eight | |||||
Derivatives and Hedging | |||||
Interest rate swap liability | $ (71,000) | $ (71,000) | (211,000) | ||
Interest Rate Derivatives | |||||
Notional value | $ 17,280,000 | $ 17,280,000 | 17,550,000 | ||
Interest rate | 1.825% | 1.825% | |||
Designated as Hedging Instrument | Swap-cash flow, hedge type nine | |||||
Derivatives and Hedging | |||||
Interest rate swap liability | $ (55,000) | $ (55,000) | (177,000) | ||
Interest Rate Derivatives | |||||
Notional value | $ 16,320,000 | $ 16,320,000 | 16,575,000 | ||
Interest rate | 1.751% | 1.751% | |||
Designated as Hedging Instrument | Swap-cash flow, hedge type ten | |||||
Derivatives and Hedging | |||||
Interest rate swap liability | $ (945,000) | $ (945,000) | (2,090,000) | ||
Interest Rate Derivatives | |||||
Notional value | $ 125,000,000 | $ 125,000,000 | 125,000,000 | ||
Interest rate | 2.018% | 2.018% | |||
Designated as Hedging Instrument | Swap-cash flow, hedge type eleven | |||||
Derivatives and Hedging | |||||
Interest rate swap liability | $ (644,000) | $ (644,000) | (1,505,000) | ||
Interest Rate Derivatives | |||||
Notional value | $ 100,000,000 | $ 100,000,000 | 100,000,000 | ||
Interest rate | 1.944% | 1.944% | |||
Designated as Hedging Instrument | Swap-cash flow, hedge type twelve | |||||
Derivatives and Hedging | |||||
Interest rate swap asset | $ 493,000 | $ 493,000 | 54,000 | ||
Interest Rate Derivatives | |||||
Notional value | $ 125,000,000 | $ 125,000,000 | 125,000,000 | ||
Interest rate | 1.2715% | 1.2715% | |||
Designated as Hedging Instrument | Swap-cash flow, hedge type thirteen | |||||
Derivatives and Hedging | |||||
Interest rate swap liability | $ (517,000) | $ (517,000) | (516,000) | ||
Interest Rate Derivatives | |||||
Notional value | $ 100,000,000 | $ 100,000,000 | 100,000,000 | ||
Interest rate | 1.9615% | 1.9615% | |||
Designated as Hedging Instrument | Swap-cash flow, hedge type fourteen | |||||
Derivatives and Hedging | |||||
Interest rate swap liability | $ (184,000) | $ (184,000) | (184,000) | ||
Interest Rate Derivatives | |||||
Notional value | $ 50,000,000 | $ 50,000,000 | 50,000,000 | ||
Interest rate | 1.85% | 1.85% | |||
Designated as Hedging Instrument | Swap-cash flow, hedge type fifteen | |||||
Derivatives and Hedging | |||||
Interest rate swap liability | $ (159,000) | $ (159,000) | (159,000) | ||
Interest Rate Derivatives | |||||
Notional value | $ 50,000,000 | $ 50,000,000 | 50,000,000 | ||
Interest rate | 1.8115% | 1.8115% | |||
Designated as Hedging Instrument | Swap-cash flow, hedge type sixteen | |||||
Derivatives and Hedging | |||||
Interest rate swap liability | $ (57,000) | $ (57,000) | (57,000) | ||
Interest Rate Derivatives | |||||
Notional value | $ 25,000,000 | $ 25,000,000 | 25,000,000 | ||
Interest rate | 1.7445% | 1.7445% | |||
Designated as Hedging Instrument | Swap-cash flow, hedge type seventeen | |||||
Derivatives and Hedging | |||||
Interest rate swap asset | $ 28,000 | $ 28,000 | 111,000 | ||
Interest Rate Derivatives | |||||
Notional value | $ 33,000,000 | $ 33,000,000 | 33,000,000 | ||
Interest rate | 1.80% | 1.80% | |||
Designated as Hedging Instrument | Swap-cash flow, hedge type eighteen | |||||
Derivatives and Hedging | |||||
Interest rate swap asset | $ 70,000 | $ 70,000 | 277,000 | ||
Interest Rate Derivatives | |||||
Notional value | $ 82,000,000 | $ 82,000,000 | 82,000,000 | ||
Interest rate | 1.80% | 1.80% | |||
Designated as Hedging Instrument | Swap-cash flow, hedge type nineteen | |||||
Derivatives and Hedging | |||||
Interest rate swap asset | $ 30,000 | $ 30,000 | 118,000 | ||
Interest Rate Derivatives | |||||
Notional value | $ 35,000,000 | $ 35,000,000 | 35,000,000 | ||
Interest rate | 1.80% | 1.80% | |||
Designated as Hedging Instrument | Swap-cash flow, hedge type twenty | |||||
Derivatives and Hedging | |||||
Interest rate swap liability | $ (425,000) | $ (425,000) | (1,113,000) | ||
Interest Rate Derivatives | |||||
Notional value | $ 143,000,000 | $ 143,000,000 | 143,000,000 | ||
Interest rate | 1.80816% | 1.80816% | |||
Designated as Hedging Instrument | Swap-cash flow, hedge type twenty one | |||||
Derivatives and Hedging | |||||
Interest rate swap asset | $ 303,000 | $ 303,000 | 224,000 | ||
Interest Rate Derivatives | |||||
Notional value | $ 50,000,000 | $ 50,000,000 | 50,000,000 | ||
Interest rate | 1.6125% | 1.6125% | |||
Designated as Hedging Instrument | Swap-cash flow, hedge type twenty two | |||||
Derivatives and Hedging | |||||
Interest rate swap asset | $ 410,000 | $ 410,000 | 352,000 | ||
Interest Rate Derivatives | |||||
Notional value | $ 50,000,000 | $ 50,000,000 | 50,000,000 | ||
Interest rate | 1.5555% | 1.5555% | |||
Designated as Hedging Instrument | Swap-cash flow, hedge type twenty three | |||||
Derivatives and Hedging | |||||
Interest rate swap asset | $ 119,000 | $ 119,000 | 5,000 | ||
Interest Rate Derivatives | |||||
Notional value | $ 50,000,000 | $ 50,000,000 | 50,000,000 | ||
Interest rate | 1.7095% | 1.7095% | |||
Designated as Hedging Instrument | Swap-cash flow, hedge type twenty four | |||||
Derivatives and Hedging | |||||
Interest rate swap asset | $ 2,097,000 | $ 2,097,000 | 2,513,000 | ||
Interest Rate Derivatives | |||||
Notional value | $ 100,000,000 | $ 100,000,000 | 100,000,000 | ||
Interest rate | 1.15% | 1.15% | |||
Designated as Hedging Instrument | Swap-cash flow, hedge type twenty five | |||||
Derivatives and Hedging | |||||
Interest rate swap asset | $ 1,943,000 | $ 1,943,000 | 2,360,000 | ||
Interest Rate Derivatives | |||||
Notional value | $ 100,000,000 | $ 100,000,000 | 100,000,000 | ||
Interest rate | 1.20% | 1.20% | |||
Designated as Hedging Instrument | Swap-cash flow, hedge type twenty six | |||||
Derivatives and Hedging | |||||
Interest rate swap liability | $ (735,000) | $ (735,000) | (410,000) | ||
Interest Rate Derivatives | |||||
Notional value | $ 75,000,000 | $ 75,000,000 | 75,000,000 | ||
Interest rate | 2.15% | 2.15% | |||
Designated as Hedging Instrument | Swap-cash flow, hedge type twenty seven | |||||
Derivatives and Hedging | |||||
Interest rate swap asset | 0 | ||||
Interest rate swap liability | $ (176,000) | $ (176,000) | |||
Interest Rate Derivatives | |||||
Notional value | $ 75,000,000 | $ 75,000,000 | 0 | ||
Interest rate | 1.91% | 1.91% | |||
Interest Expense | |||||
Interest Rate Derivatives | |||||
Amount reclassified from accumulated other comprehensive income into interest expense | $ 1,300,000 | $ 4,000,000 | $ 6,200,000 | $ 12,300,000 | |
Accounts payable and other liabilities | Interest rate swap | |||||
Derivatives and Hedging | |||||
Interest rate swap liability | (4,900,000) | (4,900,000) | (10,900,000) | ||
Prepaid expenses and other assets | Interest rate swap | |||||
Derivatives and Hedging | |||||
Interest rate swap asset | $ 5,600,000 | $ 5,600,000 | $ 6,000,000 |
Fair Value (Details)
Fair Value (Details) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Long-term Debt, Gross | $ 1,066,275,000 | $ 0 |
Interest Rate Cash Flow Hedge Derivative at Fair Value, Net | 677,000 | (4,902,000) |
Unsecured Debt | 1,170,540,000 | 1,169,308,000 |
Debt, net | 2,885,739,000 | 1,582,715,000 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Long-term Debt, Fair Value | 2,871,243,000 | 1,578,932,000 |
Recurring | Interest rate swap | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Interest rate swap asset | 5,569,000 | 6,014,000 |
Interest rate swap liability | (4,892,000) | (10,916,000) |
Interest Rate Cash Flow Hedge Derivative at Fair Value, Net | 677,000 | (4,902,000) |
Recurring | Level 1 | Interest rate swap | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Interest rate swap asset | 0 | 0 |
Interest rate swap liability | 0 | 0 |
Interest Rate Cash Flow Hedge Derivative at Fair Value, Net | 0 | 0 |
Recurring | Level 2 | Interest rate swap | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Interest rate swap asset | 5,569,000 | 6,014,000 |
Interest rate swap liability | (4,892,000) | (10,916,000) |
Interest Rate Cash Flow Hedge Derivative at Fair Value, Net | 677,000 | (4,902,000) |
Recurring | Level 3 | Interest rate swap | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Interest rate swap asset | 0 | 0 |
Interest rate swap liability | 0 | 0 |
Interest Rate Cash Flow Hedge Derivative at Fair Value, Net | 0 | 0 |
Mortgages [Member] | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Long-term Debt, Fair Value | 641,707,000 | 402,134,000 |
Senior Notes [Member] | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Long-term Debt, Fair Value | 1,053,797,000 | 0 |
Revolver and Term Loans | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Long-term Debt, Fair Value | $ 1,175,739,000 | $ 1,176,798,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | ||
Minimum percentage of adjusted taxable income to be distributed to shareholders in order to qualify as a REIT | 90.00% | |
Accruals for tax uncertainties | $ 0 | $ 0 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Mar. 31, 2016 | Sep. 30, 2017 | Dec. 31, 2016 | |
Loss Contingencies [Line Items] | |||
NOI Guarantee over life of agreement | $ 100,000 | ||
Loss Contingency, Damages Sought, Value | $ 8,300 | ||
Loss Contingency Accrual | 5,700 | ||
NOI Guarantee annual limit | 21,500 | ||
NOI Guarantee earned by the Company | $ 1,200 | ||
Minimum restricted cash reserve escrows to be maintained as a percentage of the hotel's revenue | 3.00% | ||
Maximum restricted cash reserve escrows to be maintained as percentage of hotel's revenue | 5.00% | ||
Restricted cash reserves for future capital expenditures, real estate taxes and insurance | $ 78,343 | $ 67,206 |
Commitments and Contingencies45
Commitments and Contingencies (Management Agreements) (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017USD ($)hotel | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)hotel | Sep. 30, 2016USD ($) | |
Other Commitments | ||||
Number of Hotel Properties Operated under Management Agreements | hotel | 158 | 158 | ||
Management Agreements which include Franchise Agreement, Base Management Fee as Percentage of Hotel Revenues | 7.00% | |||
Management fee expense | $ | $ 10.9 | $ 10.6 | $ 32.5 | $ 34.2 |
Minimum | ||||
Other Commitments | ||||
Management Agreement Term | 3 years | |||
Base Management Fee as Percentage of Hotel Revenues | 3.00% | |||
Maximum | ||||
Other Commitments | ||||
Management Agreement Term | 25 years | |||
Base Management Fee as Percentage of Hotel Revenues | 3.50% |
Commitments and Contingencies46
Commitments and Contingencies (Franchise Agreements) (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017USD ($)hotel | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)hotel | Sep. 30, 2016USD ($) | |
Other Commitments | ||||
Number of Hotel Properties Operated under Franchise Agreements | hotel | 110 | 110 | ||
Franchise fee expense | $ | $ 18.6 | $ 19 | $ 53.6 | $ 56.6 |
Minimum | ||||
Other Commitments | ||||
Franchise Agreements Term | 10 years | |||
Franchise Agreements, Royalty Fee as Percentage of Room Revenue | 4.00% | |||
Franchise Agreements, Additional Fees for Marketing Central Reservation Systems and Other Franchisor Costs as Percentage of Room Revenue | 1.00% | |||
Maximum | ||||
Other Commitments | ||||
Franchise Agreements Term | 30 years | |||
Franchise Agreements, Royalty Fee as Percentage of Room Revenue | 6.00% | |||
Franchise Agreements, Additional Fees for Marketing Central Reservation Systems and Other Franchisor Costs as Percentage of Room Revenue | 4.30% | |||
Franchise Agreements, Royalty Fee as Percentage of Food and Beverage Revenue | 3.00% |
Equity (Details)
Equity (Details) - USD ($) | Aug. 31, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Feb. 17, 2017 | Dec. 31, 2016 |
Equity, Class of Treasury Stock | |||||
Proceeds net of issuance costs on the issuance of preferred equity in a consolidated joint venture | $ 44,400,000 | ||||
Share repurchase program, authorized amount | $ 440,000,000 | $ 400,000,000 | |||
Share repurchase program, additional authorized amount | $ 40,000,000 | ||||
Stock repurchased during the period, Value | $ 2,610,000 | $ 13,271,000 | |||
Preferred Stock, Shares Authorized | 50,000,000 | 50,000,000 | |||
Common shares of beneficial interest, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | ||
Share repurchase program, remaining authorized amount | $ 198,932,517 | ||||
Proceeds from Issuance of Redeemable Convertible Preferred Stock | $ 45,000,000 | ||||
Common Stock [Member] | |||||
Equity, Class of Treasury Stock | |||||
Common shares repurchased and retired (in shares) | 122,508 | 610,607 | |||
Stock repurchased during the period, Value | $ 1,000 | $ 6,000 | |||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 50,358,104 | ||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable, Share Price | $ 20.18 | ||||
Redemption of Operating Partnership units (in shares) | 335,250 | ||||
Limited Partners | |||||
Equity, Class of Treasury Stock | |||||
Remaining limited partner ownership interest in Operating Partnership units (in shares) | 773,902 | ||||
Series A Cumulative Preferred Stock [Member] | |||||
Equity, Class of Treasury Stock | |||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 12,879,475 | ||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable, Share Price | $ 28.49 | ||||
Preferred Stock, Shares Authorized | 12,950,000 | 12,950,000 | 0 | ||
Preferred Stock, Dividend Rate, Per-Dollar-Amount | $ 1.95 | ||||
Partnership Interest [Member] | |||||
Equity, Class of Treasury Stock | |||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable, Share Price | $ 20.18 | ||||
Business Acquisition, Common Units Issued or Issuable, Number of Units | 215,152 | ||||
Common Stock [Member] | |||||
Equity, Class of Treasury Stock | |||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 50,400,000 | ||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable, Share Price | $ 20.18 | ||||
RLJ Lodging Trust [Member] | Series A Cumulative Preferred Stock [Member] | |||||
Equity, Class of Treasury Stock | |||||
Preferred Stock, Dividend Rate, Per-Dollar-Amount | $ 1.95 | ||||
Corporate Joint Venture [Member] | |||||
Equity, Class of Treasury Stock | |||||
Preferred Stock, Dividend Rate, Percentage | 3.25% | ||||
Preferred Stock, Dividend Rate if not Redeemed, Percentage | 8.00% | ||||
Preferred Stock, Dividend Rate, Non-Compounding Rate Payable at Redemption, Percentage | 0.25% |
Equity Incentive Plan (Details)
Equity Incentive Plan (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||
Feb. 28, 2017 | May 31, 2016 | Jul. 31, 2015 | Jul. 31, 2012 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Equity Incentive Plan | ||||||||
Maximum number of common shares available for issuance (in shares) | 7,500,000 | 7,500,000 | ||||||
Other Disclosures | ||||||||
Share-based compensation expense | $ 0 | $ (57) | ||||||
Common shares available for future grant (in shares) | 3,455,332 | 3,455,332 | ||||||
Restricted share awards | ||||||||
Summary of non-vested shares/units | ||||||||
Unvested at the beginning of the period (in shares) | 649,447 | |||||||
Granted (in shares) | 425,076 | |||||||
Vested (in shares) | (271,551) | |||||||
Forfeited (in shares) | (5,866) | |||||||
Unvested at the end of the period (in shares) | 797,106 | 797,106 | ||||||
Weighted Average Grant Date Fair Value | ||||||||
Unvested at the beginning of the period (in dollars per share) | $ 23 | |||||||
Granted (in dollars per share) | 23.15 | |||||||
Vested (in dollars per share) | 23.67 | |||||||
Forfeited (in dollars per share) | 23.27 | |||||||
Unvested at the end of the period (in dollars per share) | $ 22.86 | $ 22.86 | ||||||
Other Disclosures | ||||||||
Share-based compensation expense | $ 2,000 | $ 1,600 | $ 6,700 | 5,000 | ||||
Total unrecognized compensation costs | 16,600 | $ 16,600 | ||||||
Weighted-average period of recognition of unrecognized share-based compensation expense | 2 years 6 months | |||||||
Total fair value of shares vested | $ 5,700 | 4,500 | ||||||
2012 Performance Shares | ||||||||
Other Disclosures | ||||||||
Vesting period | 4 years | |||||||
Performance-based vesting period | 3 years | |||||||
Time-based vesting period | 1 year | |||||||
Restricted shares issued upon conversion of performance units (in shares) | 838,934 | |||||||
2016 Performance Shares | ||||||||
Summary of non-vested shares/units | ||||||||
Granted (in shares) | 280,000 | |||||||
Weighted Average Grant Date Fair Value | ||||||||
Granted (in dollars per share) | $ 10.31 | |||||||
Other Disclosures | ||||||||
Vesting period | 4 years | |||||||
Performance-based vesting period | 3 years | |||||||
Time-based vesting period | 1 year | |||||||
2017 Performance Shares | ||||||||
Summary of non-vested shares/units | ||||||||
Granted (in shares) | 259,000 | |||||||
Weighted Average Grant Date Fair Value | ||||||||
Granted (in dollars per share) | $ 14.93 | |||||||
Other Disclosures | ||||||||
Vesting period | 4 years | |||||||
Performance-based vesting period | 3 years | |||||||
Time-based vesting period | 1 year | |||||||
Vesting percentage upon satisfaction of performance-based vesting period | 50.00% | |||||||
Vesting percentage upon satisfaction of time-based vesting period | 50.00% | |||||||
Fair value assumptions, risk free interest rate | 1.57% | |||||||
Fair value assumptions, expected volatility rate | 25.73% | |||||||
Percentage of grant date fair value to be recognized over three years | 50.00% | |||||||
Employee service share based compensation cost period of recognition | 3 years | |||||||
Percentage of grant date fair value to be recognized over four years | 50.00% | |||||||
Employee service share based compensation cost period of recognition | 4 years | |||||||
Performance Units | ||||||||
Other Disclosures | ||||||||
Share-based compensation expense | 500 | $ 300 | 1,300 | $ (1,100) | ||||
Total unrecognized compensation costs | $ 4,800 | $ 4,800 | ||||||
Weighted-average period of recognition of unrecognized share-based compensation expense | 2 years 8 months | |||||||
President and Chief Executive Officer [Member] | Restricted share awards | ||||||||
Other Disclosures | ||||||||
Share-based compensation expense | $ 500 | |||||||
President and Chief Executive Officer [Member] | 2012 Performance Shares | ||||||||
Summary of non-vested shares/units | ||||||||
Forfeited (in shares) | (133,467) | |||||||
President and Chief Executive Officer [Member] | Performance Units | ||||||||
Other Disclosures | ||||||||
Share-based compensation expense | $ 2,300 | |||||||
Minimum | 2017 Performance Shares | ||||||||
Other Disclosures | ||||||||
Percentage of performance units that will convert into restricted shares | 25.00% | |||||||
Maximum | 2017 Performance Shares | ||||||||
Other Disclosures | ||||||||
Percentage of performance units that will convert into restricted shares | 150.00% |
Earnings per Common Share (Deta
Earnings per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Earnings Per Share [Abstract] | ||||
Net Income (Loss) Attributable to Parent | $ 3,914 | $ 41,174 | $ 67,918 | $ 124,918 |
Numerator: | ||||
Preferred Stock Dividends, Income Statement Impact | 2,093 | 0 | 2,093 | 0 |
Less: Dividends paid on unvested restricted shares | (243) | (204) | (798) | (891) |
Less: Undistributed Earnings allocated to unvested restricted shares | 0 | 1 | 0 | 8 |
Net income attributable to common shareholders excluding amounts attributable to unvested restricted shares | $ 1,578 | $ 40,969 | $ 65,027 | $ 124,019 |
Denominator: | ||||
Weighted-average number of common shares - basic (in shares) | 140,249,961 | 123,621,323 | 129,317,120 | 123,635,010 |
Unvested restricted shares (in shares) | 57,308 | 194,210 | 82,057 | 224,743 |
Incremental Common Shares Attributable to Performance Units | 0 | 20,919 | 0 | 0 |
Weighted-average number of common shares - diluted (in shares) | 140,307,269 | 123,836,452 | 129,399,177 | 123,859,753 |
Net income per share attributable to common shareholders - basic (in dollars per share) | $ 0.01 | $ 0.33 | $ 0.50 | $ 1 |
Net income per share attributable to common shareholders - diluted (in dollars per share) | $ 0.01 | $ 0.33 | $ 0.50 | $ 1 |
Supplemental Information to S50
Supplemental Information to Statements of Cash Flows (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Supplemental Cash Flow Elements [Abstract] | ||
Interest paid | $ 34,170 | $ 42,807 |
Income taxes paid | 1,107 | 1,560 |
In conjunction with the sale of hotel properties, the Company recorded the following: | ||
Sale of hotel properties | 0 | 2,850 |
Transaction costs | (49) | (122) |
Operating prorations | 0 | (99) |
Proceeds from the sale of hotel properties, net | (49) | 2,629 |
Supplemental non-cash transactions (1) | ||
Accrued capital expenditures | 5,465 | 2,500 |
Redemption of Operating Partnership units | $ 0 | $ 4,325 |
Merger with FelCor Lodging Tr51
Merger with FelCor Lodging Trust Incorporated (Details) | Aug. 31, 2017USD ($)Rooms$ / sharesshares | Sep. 30, 2017USD ($)room$ / shares | Sep. 30, 2017USD ($)room$ / sharesshares | Sep. 30, 2016USD ($)$ / sharesshares | Sep. 30, 2017USD ($)room$ / sharesshares | Sep. 30, 2016USD ($)$ / sharesshares | Dec. 31, 2016$ / shares |
Business Acquisition [Line Items] | |||||||
Business Acquisition, Pro Forma Revenue | $ | $ 482,839,000 | $ 511,860,000 | $ 1,431,409,000 | $ 1,538,257,000 | |||
Transaction costs in a business combination | $ | $ 30,270,000 | $ 34,517,000 | |||||
Business Combination, Revenue recognized during the period | $ | $ 66,457,000 | ||||||
Off-market Lease, Unfavorable | $ | $ 14,577,974 | ||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | room | 31,350 | 31,350 | 31,350 | ||||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | ||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | $ | $ 4,342,000 | ||||||
Payments to Acquire Businesses, Net of Cash Acquired | $ | $ 41,921,000 | ||||||
Preferred Stock, Par or Stated Value Per Share | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | 0.01 | |||
Number of Businesses Acquired | 37 | ||||||
Business Combination, Consideration Transferred | $ | $ 1,429,426,000 | ||||||
Below Market Lease, Gross | $ | 128,181,000 | ||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 45 years | ||||||
Advanced Bookings | $ | 15,146,000 | ||||||
Other Intangible Assets, Gross | $ | 8,379,000 | ||||||
Total intangible assets | $ | 151,706,000 | ||||||
Business Combination, Net Income recognized during the period | $ | $ 6,768,000 | ||||||
Integration costs in a business combination | $ | $ 2,193,000 | $ 2,193,000 | |||||
Total merger-related costs of a business combination | $ | 32,463,000 | 36,710,000 | |||||
Business Acquisition, Pro Forma Net Income (Loss) | $ | $ 37,820,000 | $ 57,379,000 | $ 114,710,000 | $ 154,282,000 | |||
Business Acquisition, Pro Forma Earnings Per Share, Basic | $ / shares | $ 0.22 | $ 0.33 | $ 0.66 | $ 0.89 | |||
Business Acquisition, Pro Forma Earnings Per Share, Diluted | $ / shares | $ 0.22 | $ 0.33 | $ 0.66 | $ 0.89 | |||
Weighted Average Basic Shares Outstanding, Pro Forma | shares | 174,186,944 | 173,979,427 | 174,141,367 | 173,993,114 | |||
Pro Forma Weighted Average Shares Outstanding, Diluted | shares | 174,244,252 | 174,194,556 | 174,223,424 | 174,217,857 | |||
Common Stock [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | $ | $ 1,016,227,000 | ||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares | 50,400,000 | ||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable, Share Price | $ / shares | $ 20.18 | ||||||
Series A Cumulative Preferred Stock [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | $ | $ 366,936,000 | ||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares | 12,879,475 | ||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable, Share Price | $ / shares | $ 28.49 | ||||||
Preferred Stock, Dividend Rate, Per-Dollar-Amount | $ / shares | $ 1.95 | ||||||
Preferred Stock, Par or Stated Value Per Share | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0 | |||
Partnership Interest [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | $ | $ 4,342,000 | ||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable, Share Price | $ / shares | $ 20.18 | ||||||
Business Acquisition, Common Units Issued or Issuable, Number of Units | shares | 215,152 | ||||||
DoubleTree Suites by Hilton Austin [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 188 | ||||||
DoubleTree Suites by Hilton Orlando - Lake Buena Vista [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 229 | ||||||
Embassy Suites Atlanta Buckhead [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 316 | ||||||
Embassy Suites Birmingham [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 242 | ||||||
Embassy Suites Boston Marlborough [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 229 | ||||||
Embassy Suites Dallas Love Field [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 248 | ||||||
Embassy Suites Deerfield Beach [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 244 | ||||||
Embassy Suites Fort Lauderdale 17th Street [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 361 | ||||||
Embassy Suites Los Angeles International Airport South [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 349 | ||||||
Embassy Suites Mandalay Beach [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 250 | ||||||
Embassy Suites Miami International Airport [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 318 | ||||||
Embassy Suites Milpitas Silicon Valley [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 266 | ||||||
Embassy Suites Minneapolis Airport [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 310 | ||||||
Embassy Suites Myrtle Beach [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 255 | ||||||
Embassy Suites Napa Valley [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 205 | ||||||
Embassy Suites Orlando International Drive [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 244 | ||||||
Embassy Suites Phoenix Biltmore [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 232 | ||||||
Embassy Suites San Francisco Airport South San Francisco [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 312 | ||||||
Embassy Suites San Francisco Airport Waterfront [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 340 | ||||||
Embassy Suites Secaucus [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 50.00% | ||||||
Number of Units in Real Estate Property | 261 | ||||||
Hilton Myrtle Beach Resort [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 385 | ||||||
Holiday Inn San Francisco Fisherman's Wharf [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 585 | ||||||
San Francisco Marriott Union Square [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 400 | ||||||
Sheraton Burlington Hotel & Conference Center [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 309 | ||||||
Sheraton Philadelphia Society Hill Hotel [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 364 | ||||||
Fairmont Copley Plaza [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 383 | ||||||
The Knickerbocker New York [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 95.00% | ||||||
Number of Units in Real Estate Property | 330 | ||||||
Mills House Wyndham Grand Hotel [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 216 | ||||||
Vinoy Renaissance St. Petersburg Resort & Golf Club [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 361 | ||||||
Wyndham Boston Beacon Hill [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 304 | ||||||
Wyndham Houston Medical Center [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 287 | ||||||
Wyndham New Orleans French Quarter [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 374 | ||||||
Wyndham Philadelphia Historic District [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 364 | ||||||
Wyndham Pittsburgh University Center [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 251 | ||||||
Wyndham San Diego Bayside [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 600 | ||||||
Wyndham Santa Monica At The Pier [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 100.00% | ||||||
Number of Units in Real Estate Property | 132 | ||||||
FelCor Lodging LP [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Real Estate Investment, Net | $ | $ 2,673,629,000 | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Equity Investments | $ | 25,651,000 | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Restricted Cash | $ | 17,038,000 | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables | $ | 28,308,000 | ||||||
Business Combination Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Assets | $ | 32,000,000 | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | $ | 151,706,000 | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Prepaid Expense and Other Assets | $ | 22,525,000 | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Long-term Debt | $ | (1,305,337,000) | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable | $ | (115,788,000) | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Deferred Revenue | $ | (23,795,000) | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Interest Payable | $ | (22,612,000) | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Dividends Payable | $ | (4,312,000) | ||||||
Business Combination, Acquisition of Less than 100 Percent, Noncontrolling Interest, Fair Value | $ | 5,157,000 | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Preferred equity in a consolidated joint venture | $ | $ 44,430,000 | ||||||
FelCor Lodging Trust [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Number of Units in Real Estate Property | 11,215 | ||||||
Chateau LeMoyne French Quarter, New Orleans [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Real Estate Properties, Ownership Interest, Percentage | 50.00% | ||||||
Number of Units in Real Estate Property | 171 | ||||||
FelCor Lodging Trust [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.01 | ||||||
Common Stock, Conversion Basis | 0.362 | ||||||
Preferred Stock, Dividend Rate, Per-Dollar-Amount | $ / shares | $ 1.95 | ||||||
Preferred Stock, Par or Stated Value Per Share | $ / shares | $ 0.01 | ||||||
RLJ Lodging Trust [Member] | Series A Cumulative Preferred Stock [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Preferred Stock, Dividend Rate, Per-Dollar-Amount | $ / shares | 1.95 | ||||||
Preferred Stock, Par or Stated Value Per Share | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||||
Below market ground leases [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 53 years | ||||||
Other finite-lived intangible assets [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 6 years | ||||||
Advanced Bookings [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 1 year |
Investment in Unconsolidated 52
Investment in Unconsolidated Joint Ventures (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017USD ($)property | Sep. 30, 2017USD ($)property | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)property | Sep. 30, 2016USD ($) | |
Schedule of Equity Method Investments [Line Items] | |||||
Income (Loss) from Equity Method Investments | $ 57 | $ 57 | $ 0 | $ 57 | $ 0 |
Equity Method Investments | $ 24,959 | $ 24,959 | $ 24,959 | ||
Equity Method Investment, Ownership Percentage | 50.00% | 50.00% | 50.00% | ||
Number of Real Estate Properties | property | 159 | 159 | 159 | ||
Unconsolidated Properties [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity Method Investment, Ownership Percentage | 50.00% | 50.00% | 50.00% | ||
Number of Real Estate Properties | property | 2 | 2 | 2 | ||
Equity Method Investments [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity Method Investments | $ 930 | $ 930 | $ 930 | ||
Cost in Excess of Book Value of Hotel Investments [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Income (Loss) from Equity Method Investments | (93) | ||||
Equity Method Investments | 24,029 | $ 24,029 | $ 24,029 | ||
Hotel-related Investments [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Income (Loss) from Equity Method Investments | $ 150 |
Senior Notes (Details)
Senior Notes (Details) $ in Thousands | Sep. 30, 2017USD ($)asset | Dec. 31, 2016USD ($) |
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | $ | $ 1,066,275 | $ 0 |
Unsecured Debt [Member] | Six Point Zero Zero Percent Due June 2025 [Member] | ||
Debt Instrument [Line Items] | ||
Number of Assets Encumbered | asset | 0 | |
Debt Instrument, Interest Rate, Stated Percentage | 6.00% | |
Long-term Debt, Gross | $ | $ 511,229 | 0 |
Secured Debt [Member] | ||
Debt Instrument [Line Items] | ||
Number of Assets Encumbered | asset | 20 | |
Secured Debt [Member] | Five Point Six Three Percent Due March 2023 [Member] | ||
Debt Instrument [Line Items] | ||
Number of Assets Encumbered | asset | 9 | |
Debt Instrument, Interest Rate, Stated Percentage | 5.625% | |
Long-term Debt, Gross | $ | $ 555,046 | $ 0 |
Uncategorized Items - rlj-20170
Label | Element | Value |
Noncontrolling Interest, Increase from Business Combination | us-gaap_NoncontrollingInterestIncreaseFromBusinessCombination | $ 5,157,000 |
Stock Issued During Period, Value, Acquisitions | us-gaap_StockIssuedDuringPeriodValueAcquisitions | 1,016,227,000 |
Capital Units [Member] | ||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | us-gaap_BusinessCombinationConsiderationTransferredEquityInterestsIssuedAndIssuable | 4,342,000 |
Additional Paid-in Capital [Member] | ||
Stock Issued During Period, Value, New Issues | us-gaap_StockIssuedDuringPeriodValueNewIssues | 1,015,723,000 |
Common Stock [Member] | ||
Stock Issued During Period, Value, Acquisitions | us-gaap_StockIssuedDuringPeriodValueAcquisitions | 504,000 |
Preferred Capital in Consolidated Joint Venture [Member] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest | $ 44,430,000 |