Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | May 15, 2018 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | ck0001566445 | |
Entity Registrant Name | BRE Select Hotels Corp | |
Entity Central Index Key | 1,566,445 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 100 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
ASSETS | ||
Investment in real estate, net of accumulated depreciation of $123,123 and $116,180, respectively | $ 757,245 | $ 758,259 |
Hotels held for sale | 65,534 | |
Cash and cash equivalents | 15,474 | 22,491 |
Restricted cash | 12,821 | 9,111 |
Due from third-party managers, net | 4,900 | 4,284 |
Prepaid expenses and other assets | 4,370 | 3,383 |
Goodwill | 98,682 | 108,466 |
Deferred tax assets | 2,815 | 2,984 |
TOTAL ASSETS | 896,307 | 974,512 |
LIABILITIES | ||
Accounts payable and accrued expenses | 10,112 | 9,233 |
Due to third-party managers, net, and other liabilities | 1,331 | 638 |
Mortgages payable | 733,389 | 738,148 |
Mortgages payable related to assets of hotels held for sale | 69,905 | |
TOTAL LIABILITIES | 744,832 | 817,924 |
Commitments and contingencies (Note 8) | ||
7% Series A Cumulative Redeemable Preferred Stock, $1.90 initial liquidation preference, 120,000,000 shares authorized; 43,821,901 shares issued and outstanding at March 31, 2018 and December 31, 2017 | 83,040 | 83,040 |
STOCKHOLDER'S EQUITY | ||
Preferred stock, $0.0001 par value, 30,000,000 shares authorized; none issued and outstanding at March 31, 2018 and December 31, 2017 | ||
Common stock, $0.01 par value, 100,000 shares authorized; 100 shares issued and outstanding at March 31, 2018 and December 31, 2017 | 0 | 0 |
Additional paid-in capital | 68,435 | 73,548 |
TOTAL STOCKHOLDER'S EQUITY | 68,435 | 73,548 |
TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY | $ 896,307 | $ 974,512 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Accumulated depreciation of Investment in real estate | $ 123,123 | $ 116,180 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 30,000,000 | 30,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 100,000 | 100,000 |
Common stock, shares issued | 100 | 100 |
Common stock, shares outstanding | 100 | 100 |
7% Series A Cumulative Redeemable Preferred Stock [Member] | ||
Preferred Shares Dividend Percentage | 7.00% | 7.00% |
Preferred stock initial liquidation preference per share | $ 1.90 | $ 1.90 |
Preferred stock, shares authorized | 120,000,000 | 120,000,000 |
Preferred stock, shares issued | 43,821,901 | 43,821,901 |
Preferred stock, shares outstanding | 43,821,901 | 43,821,901 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
REVENUE | ||
Room revenue | $ 52,540,000 | $ 56,418,000 |
Other revenue | 3,237,000 | 4,902,000 |
Total revenue | 55,777,000 | 61,320,000 |
EXPENSES | ||
Operating expense | 13,639,000 | 14,501,000 |
Hotel administrative expense | 5,322,000 | 5,730,000 |
Sales and marketing | 4,796,000 | 4,986,000 |
Utilities | 1,869,000 | 2,090,000 |
Repair and maintenance | 2,702,000 | 2,390,000 |
Franchise fees | 2,588,000 | 2,763,000 |
Management fees | 1,696,000 | 1,851,000 |
Taxes, insurance and other | 4,006,000 | 3,792,000 |
General and administrative | 1,398,000 | 1,827,000 |
Depreciation expense | 8,749,000 | 8,923,000 |
Total expenses | 46,765,000 | 48,853,000 |
Gain on sale of hotel properties | 3,628,000 | |
Interest expense, net | (9,424,000) | (6,923,000) |
Gain on derivatives | 60,000 | |
(Loss) income before income tax benefit | (352,000) | 9,172,000 |
Income tax benefit | 698,000 | 38,000 |
Net income | 346,000 | 9,210,000 |
Series A Preferred Stock dividends declared | (1,459,000) | (2,410,000) |
Net (loss) income available for common stockholder | $ (1,113,000) | $ 6,800,000 |
Basic and diluted net (loss) income per common share | ||
Total basic and diluted net (loss) income per common share available to common stockholder | $ (11,130) | $ 68,000 |
Dividends declared per common share | $ 40,000 | $ 100,000 |
Weighted average common shares outstanding - basic and diluted | 100 | 100 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Cash flows from operating activities: | ||
Net income | $ 346 | $ 9,210 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation | 8,749 | 8,923 |
Gain on sale of hotel properties | (3,628) | |
Fair value adjustment of interest rate cap | (60) | |
Amortization of deferred financing costs | 1,959 | |
Deferred income taxes | 169 | 1,415 |
Changes in operating assets and liabilities: | ||
Decrease in due to/from third-party managers, net, and other liabilities | 77 | 76 |
Increase in prepaid expenses and other assets | (927) | (1,332) |
Decrease in accounts payable and accrued expenses | (422) | (1,377) |
Net cash provided by operating activities | 9,891 | 13,287 |
Cash flows from investing activities: | ||
Capital improvements | (6,521) | (9,714) |
Proceeds from sale of hotel properties | 75,340 | 52,853 |
Property insurance proceeds | 65 | 91 |
Net cash provided by investing activities | 68,884 | 43,230 |
Cash flows from financing activities: | ||
Payments of mortgage debt | (76,623) | (38,609) |
Dividends paid to Series A Preferred stockholders | (1,459) | (2,410) |
Dividends paid to common stockholder | (4,000) | (10,000) |
Net cash used in financing activities | (82,082) | (51,019) |
Net (decrease) increase in cash, cash equivalents and restricted cash | (3,307) | 5,498 |
Cash, cash equivalents and restricted cash, beginning of period | 31,602 | 31,166 |
Cash, cash equivalents and restricted cash, end of period | 28,295 | 36,664 |
Supplemental Cash Flow Information, including Non-Cash Activities: | ||
Interest paid | 7,549 | 7,028 |
Taxes paid | 23 | |
Accrued capital improvements | 4,285 | 2,424 |
7% Series A Cumulative Redeemable Preferred Stock [Member] | ||
Supplemental Cash Flow Information, including Non-Cash Activities: | ||
Accrued 7% Series A Preferred Stock dividends | $ 1,459 | $ 2,410 |
Organization
Organization | 3 Months Ended |
Mar. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | 1. Organization BRE Select Hotels Corp, together with its wholly-owned subsidiaries (the “Company”), is a Delaware corporation that made an election, through the filing of Form 1120-REIT for 2012, to qualify as a real estate investment trust, or REIT, for federal income tax purposes. The Company was formed on November 28, 2012 to invest in income-producing real estate in the United States through the acquisition of Apple REIT Six, Inc. (“Apple Six”) on behalf of BRE Select Hotels Holdings LP (“BRE Holdings”), a Delaware limited partnership and an affiliate of the Company. All of the common stock of the Company is owned by BRE Holdings, which is an affiliate of Blackstone Real Estate Partners VII L.P. (the “Sponsor”). The acquisition of Apple Six (the “Merger”) was completed on May 14, 2013 (the “Acquisition Date”). As of March 31, 2018, the Company owned 50 hotels located in 17 states with an aggregate of 5,963 rooms. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Principles of Consolidation – Basis of Presentation – 10-K Use of Estimates – Cash and Cash Equivalents – Restricted Cash – The following table provides detail regarding cash and cash equivalents and restricted cash that sums to the total of such amounts presented in the accompanying condensed consolidated statements of cash flows. March 31, December 31, March 31, December 31, 2018 2017 2017 2016 Cash and cash equivalents $ 15,474 $ 22,491 $ 29,312 $ 25,170 Restricted cash 12,821 9,111 7,352 5,996 Total cash, cash equivalents and restricted cash $ 28,295 $ 31,602 $ 36,664 $ 31,166 Due from Third-Party Managers, net – Due to Third-Party Managers, net – Investment in Real Estate and Related Depreciation – Impairment of Investment in Real Estate – If events or circumstances change, such as the operating performance of a property declines substantially for an extended period of time, the Company’s carrying value for a particular property may not be recoverable and in such instances an impairment loss may be recorded. Recoverability of assets to be held and used is determined by a comparison of the carrying amount of the assets to the future undiscounted net cash flows expected to be generated by the asset. If the carrying value of such assets exceeds such cash flows, the assets are considered impaired. Impairment losses are measured as the difference between the asset’s fair value and its carrying value. Fair value is determined by using management’s best estimate of the discounted net cash flows over the remaining useful life of the asset, or other indicators of fair value. Goodwill – two-step The following table details the carrying amount of the Company’s goodwill at March 31, 2018 and December 31, 2017. The goodwill allocated to the sale of hotel properties represents the goodwill amounts allocated at the Acquisition Date to the Residence Inn – Huntsville, Alabama and Marriott – Redmond, Washington hotel properties which were sold during the three months ended March 31, 2018, and is included within the determination of gain on sale of hotel properties presented in the accompanying condensed consolidated statement of operations and condensed consolidated statement of cash flows. Balance as of December 31, 2017 Goodwill $ 108,466 Accumulated impairment losses — 108,466 Allocated to sale of hotel properties (9,784 ) Balance as of March 31, 2018 Goodwill 98,682 Accumulated impairment losses — $ 98,682 Revenue Recognition – No. 2014-09, Revenue from Contracts with Customers No. 2014-09 Room revenue is generated through contracts with customers whereby the customers agree to pay a daily rate for right to use a hotel room. The Company’s contract performance obligations are fulfilled at the end of the day that the customer is provided the room and revenue is recognized daily at the contract rate. Payment from the customer is secured at the end of the contract upon check-out Food and beverage revenue is generated through contracts with customers whereby the customer agrees to pay a contract rate for restaurant dining services or banquet services. The Company’s contract performance obligations are fulfilled at the time that the meal is provided to the customer or when the banquet facilities and related dining amenities are provided to the customer. The Company believes there are no significant judgments regarding the recognition of food and beverage revenue. The Company recognized $2.1 million and $2.6 million of food and beverage revenue during the three months ended March 31, 2018 and 2017, respectively, which is included in other revenue in the Company’s condensed consolidated statements of operations. Sales and Marketing Costs – Income Taxes – Valuation of Deferred Tax Assets – (Loss) Income per Common Share Segment Information – New Accounting Pronouncements – 2016-02, Leases. 2016-02 In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments 2016-15 Statement of Cash Flows In October 2016, the FASB issued ASU 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory 2016-16 In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. 2017-04 2017-04 In February 2017, the FASB issued ASU No. 2017-05, Other Income – Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20), 610-20 No. 2014-09, |
Investment in Real Estate, net
Investment in Real Estate, net | 3 Months Ended |
Mar. 31, 2018 | |
Real Estate [Abstract] | |
Investment in Real Estate, net | 3. Investment in Real Estate, net Investment in real estate, net, as of March 31, 2018 and December 31, 2017 consisted of the following: March 31, December 31, Land and Improvements $ 117,439 $ 117,418 Building and Improvements 698,764 693,132 Furniture, Fixtures and Equipment 60,582 57,422 Construction in Progress 3,583 6,467 880,368 874,439 Less: Accumulated Depreciation (123,123 ) (116,180 ) Investment in Real Estate, net $ 757,245 $ 758,259 |
Sale of Hotel Properties
Sale of Hotel Properties | 3 Months Ended |
Mar. 31, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Sale of Hotel Properties | 4. Sale of Hotel Properties During the three months ended March 31, 2018, the Company sold two hotels as summarized below. Goodwill allocated to the hotels sold is included in the determination of gain on sale of hotel properties. Hotel Date of Sale Proceeds Gain Mortgage Residence Inn—Huntsville, Alabama January 2018 $ 7,587 $ — $ 7,587 Marriott—Redmond, Washington February 2018 67,753 — 68,917 Total $ 75,340 $ — $ 76,504 The Company received proceeds of $75.3 million from the sales of these hotels, which are net of $2.5 million in selling costs. Due to the sale of these hotels, the Company made an additional principal payment of $6.6 million in order to comply with the debt yield as required under the terms of the Company’s mortgage loan agreement. During the year ended December 31, 2017, the Company recorded a $10.9 million impairment of investment in real estate related to these two properties, therefore, no gain or loss was recorded during the three months ended March 31, 2018. During the three months ended March 31, 2017, the Company sold six hotels as summarized below. Goodwill allocated to the hotels sold is included in the determination of gain on sale of hotel properties. Hotel Date of Sale Proceeds Gain Mortgage Payable Fairfield Inn—Huntsville, Alabama January 2017 $ 4,575 $ — $ 4,444 TownePlace Suites—Arlington, Texas January 2017 8,001 — 3,606 Springhill Suites—Clearwater, Florida January 2017 5,767 — 4,971 TownePlace Suites—Las Colinas, Texas January 2017 16,867 3,072 8,248 Courtyard—Albany, Georgia February 2017 8,628 — 6,242 Springhill Suites—Arlington, Texas March 2017 9,015 556 8,360 Total $ 52,853 $ 3,628 $ 35,871 The Company received proceeds of $52.9 million from the sales of these hotels, which are net of selling costs of $1.7 million. Due to the sale of the hotels, the Company made an additional principal payment of $2.6 million in order to comply with the debt yield as required under the terms of the Company’s previous mortgage loan agreement. |
Hotels Held for Sale
Hotels Held for Sale | 3 Months Ended |
Mar. 31, 2018 | |
Text Block [Abstract] | |
Hotels Held for Sale | 5. Hotels Held for Sale During the fourth quarter of 2017, the Company committed to a plan to sell two hotels and accordingly the hotels were classified as hotels held for sale as of December 31, 2017. Hotels held for sale presented in the December 31, 2017 condensed consolidated balance sheet consisted of the investment in real estate of each hotel, which was measured at December 31, 2017 at the lower of carrying value or fair value, less costs to sell. Mortgages payable related to assets of hotels held for sale presented in the December 31, 2017 condensed consolidated balance sheet represents the principal of the mortgage payable that the Company was contractually required to repay in connection with the sale of the hotels. There were no other major captions of assets or liabilities related to the hotels held for sale. The following is a summary of hotels held for sale as of December 31, 2017. Hotel Assets of Hotels Residence Inn—Huntsville, Alabama $ 6,341 Marriott—Redmond, Washington 59,193 Total $ 65,534 The Company sold both hotels in the first quarter of 2018 as described in Note 4. |
Mortgages Payable
Mortgages Payable | 3 Months Ended |
Mar. 31, 2018 | |
Mortgage Loans on Real Estate [Abstract] | |
Mortgages Payable | 6. Mortgages Payable Mortgages payable as of March 31, 2018 and December 31, 2017 consisted of the following: March 31, December 31, 2018 2017 Mortgages payable before unamortized deferred financing costs $ 739,504 $ 746,223 Unamortized deferred financing costs (6,115 ) (8,075 ) Mortgages payable related to assets held and used $ 733,389 $ 738,148 Mortgages payable related to assets of hotels held for sale — 69,905 Total mortgages payable $ 733,389 $ 808,053 On July 7, 2017, certain indirect wholly-owned subsidiaries (the “Borrowers”) of the Company entered into a loan agreement (the “Loan Agreement”) with Morgan Stanley Bank, N.A., Bank of America, N.A., Citigroup Global Markets Realty Corp., and JPMorgan Chase Bank, National Association (collectively, the “Lenders”), pursuant to which the Borrowers obtained an $800 million mortgage loan from the Lenders (the “Loan”). The Loan is secured by first-priority, cross-collateralized mortgage liens on 49 of the 50 properties owned or ground-leased by certain subsidiaries of the Company, all related personal property, reserves, a pledge of all income received by the Borrowers with respect to the properties, a pledge of the ownership interests in the operating lessee, BRE Select Hotels Operating LLC, a subsidiary of the Company (the “Operating Lessee”), and a security interest in deposit accounts. A portion of the proceeds from the Loan was used to repay the mortgage loan obtained on December 3, 2014 by the Borrowers, in the aggregate original principal amount of $830 million (the “2014 Loan”) and with an aggregate outstanding principal amount of $732.6 million as of the date of repayment. Accordingly, on July 7, 2017, the Borrowers repaid in full, cancelled and terminated their respective mortgage loan agreements outstanding under the 2014 Loan at that date without any penalties incurred. The initial interest rate of the Loan is equal to the one-month one-year Defaults under the Loan include, among other things, the failure to pay interest or principal when due, material misrepresentations, transfers of the underlying security for the Loan without any required consent from the Lender, defaults related to the franchise and management agreements, bankruptcy of a Borrower or any guarantor of the Loan, failure to maintain required insurance and a failure to observe other covenants under the Loan, in each case subject to any applicable cure rights. The Borrowers may prepay the Loan, in whole or in part, at any time, except that, if a prepayment is made at any time on or before June 9, 2018, and such prepayment, when aggregated with all other prepayments made by the Borrowers, exceeds 15% of the amount of the Loan funded to the Borrowers, then the Borrowers will be required to pay to the Lender an amount equal to the then effective margin rate on the principal being prepaid for the period from the date of the prepayment through June 14, 2018. Any prepayment made after June 9, 2018 may be made without any prepayment penalty or fee. Notwithstanding the foregoing, any prepayment of the Loan (i) with casualty or condemnation proceeds or (ii) as a result of the release of a property as collateral security for the Loan in connection with (A) a ground lease default other than due to a default by a Borrower or Operating Lessee, (B) a franchise agreement default, (C) a brand management agreement default, (D) a termination of a purchase agreement other than due to a default by a Borrower or Operating Lessee or (E) as a result of an event of default under the Loan related to such property other than due to a default by Borrower or Operating Lessee done in bad faith to circumvent the release provisions of the Loan ((i) and (ii), collectively, a “Special Prepayment”) will not be subject to any limitation on prepayment or any prepayment fee or penalty or debt yield release requirements, but will be subject to limited conditions to prepayment. In addition, the applicable Borrowers for each Loan and BSHH LLC, a Delaware limited liability company (the “Guarantor”) and an affiliate of BRE Holdings pursuant to a Guaranty Agreement, dated as of July 7, 2017 (the “Guaranty”), will have recourse liability under the Loans for certain matters typical of a transaction of this type, including, without limitation, relating to losses arising out of actions by the Borrower, Guarantor, Sponsor or their respective affiliates controlled by the Sponsor which constitute fraud or material and willful misrepresentation in connection with the Loan, willful misconduct that results in physical damage or waste to any property, the removal or disposal of any portion of any property during the continuance of an event of default under the Loan, misappropriation or conversion of any insurance proceeds paid by reason of a casualty, any awards received in connection with a condemnation of all or a portion of any individual property, any rents during the continuance of an event of default under the Loan or any rents paid more than one month in advance, any liability or obligation pursuant to any purchase and sale agreement entered into for a previously-owned property (but with respect to the Guarantor, specifically excluding any loss, damage, cost, expense, liability, claim or other obligation arising out of or incurred in connection with any environmental matters or conditions or claims or other obligations arising therefrom), a material breach of the special purpose entity covenants relating to the incurrence of additional indebtedness or assuming or guaranteeing the debts of any other person or entity, failure to obtain prior written consent to any financing or other voluntary lien encumbering any individual property, if such consent is required in accordance with the applicable provisions of the Loan, any voluntary termination, or any voluntary, material modification of a ground lease without Lender’s prior written consent other than as expressly permitted under the Loan (not exceed the amortized release amount of the ground leased property) or failure to obtain Lender’s prior written consent to certain transfers to the extent required by the Loan. The Borrowers will also have recourse liability for the Loan in the event any security instrument or loan agreement is deemed a fraudulent conveyance or a preference, and the Borrowers and the Guarantor will have recourse liability for the Loan in the event of a voluntary or collusive involuntary bankruptcy of any Borrower or any operating lessee of the properties or in the event Borrower, Guarantor, Sponsor or their respective affiliates controlled by the Sponsor consents to or joins in the application for the appointment of a custodian, receiver, trustee or examiner of any Borrower or the operating lessee of any of the properties or any property, provided, however, the liability of the Guarantor described in this sentence shall not exceed 10% of the principal amount of the Loan outstanding at the time the event occurred. In connection with entering into the Loan Agreement, on July 7, 2017, each Borrower and Operating Lessee also entered into a mortgage or deed of trust securing each Borrower’s fee or leasehold interest in the properties and Operating Lessee’s leasehold interest in the properties. Concurrent with the execution of the documents reflecting the Loan, the Company executed an Indemnity Agreement in favor of the Guarantor pursuant to which the Company agrees to indemnify and hold the Guarantor harmless from any losses incurred by the Guarantor pursuant to the terms of the guaranty executed by Guarantor in favor of the Lender in connection with the Loan. In connection with the Loan, the Company capitalized deferred financing costs of $10.8 million, which consists of amounts paid for direct and indirect costs associated with the origination of the Loan. The Company additionally incurred $1.8 million of professional fees and other costs associated with the Loan that did not meet the criteria for capitalization as deferred financing costs, and were included in general and administrative expense in the condensed consolidated statements of operations during the year ended December 31, 2017. Deferred financing costs were $6.1 million and $8.1 million as of March 31, 2018 and December 31, 2017, respectively, and are presented as a direct deduction of mortgages payable on the condensed consolidated balance sheets. Such costs are amortized on a straight-line basis (which approximates the effective interest method) over the term of the related debt. As part of the Merger, the Company assumed an existing loan with a commercial lender secured by the Company’s Fort Worth, Texas Residence Inn property. The loan matures on October 6, 2022 and carries a fixed interest rate of 4.73%. The outstanding principal balance was $16.0 million and $16.1 million as of March 31, 2018 and December 31, 2017, respectively, and is included in mortgages payable in the condensed consolidated balance sheets. Components of interest expense for the three months ended March 31, 2018 and 2017 were as follows: For the three months ended March 31, 2018 2017 Mortgage debt $ 7,502 $ 7,032 Amortization of deferred financing costs 1,959 — Capitalized interest (37 ) (109 ) Total interest expense, net $ 9,424 $ 6,923 Future scheduled principal payments of debt obligations as of March 31, 2018 are as follows: 2018 (remaining months) $ 364 2019 724,009 2020 533 2021 562 2022 14,036 Thereafter — Total $ 739,504 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 7. Fair Value of Financial Instruments In accordance with the authoritative guidance on fair value measurements and disclosures, the Company measures nonfinancial assets and liabilities subject to nonrecurring measurement and financial assets and liabilities subject to recurring measurement based on a hierarchy that prioritizes inputs to valuation techniques used to measure the fair value. Inputs used in determining fair value should be from the highest level available in the following hierarchy: Level 1 Level 2 Level 3 Determining estimated fair values of the Company’s financial instruments such as mortgages payable requires considerable judgment to interpret market data. The market assumptions and/or estimation methodologies used may have a material effect on estimated fair value amounts. Accordingly, the estimates presented are not necessarily indicative of the amounts by which these instruments could be purchased, sold, or settled. The table excludes cash, restricted cash, due from third-party managers, net, prepaid expenses and other assets, accounts payable and accrued expenses, due to third-party managers, net, and other liabilities, all of which had fair values approximating their carrying amounts due to the short maturities and liquidity of these instruments. Carrying amounts and estimated fair values of financial instruments, for periods indicated, were as follows: March 31, 2018 December 31, 2017 Carrying Estimated Carrying Estimated Value Fair Value Value Fair Value Financial assets measured at fair value on a recurring basis: Interest rate caps $ 60 $ 60 $ — $ — Financial liabilities not measured at fair value: Mortgages payable and mortgages payable related to assets of hotels held for sale $ 739,504 $ 738,911 $ 816,128 $ 815,677 Interest rate caps – one-year Mortgages payable and mortgages payable related to assets of hotels held for sale – Impairment of investment in real estate – |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 8. Commitments and Contingencies Insurance – Litigation – In February 2017, the Company received $1.4 million in proceeds from the Deepwater Horizon Economic and Property Damages Settlement Program arising out of damages suffered by four properties prior to the Merger. The proceeds are included in other revenue in the condensed consolidated statement of operations for the three months ended March 31, 2017. Franchise Agreements Management Agreements – month-to-month TRS Lease Agreements – Ground Leases 2018 (remaining months) $ 80 2019 107 2020 45 2021 — 2022 — Thereafter — Total $ 232 |
7% Series A Cumulative Redeemab
7% Series A Cumulative Redeemable Preferred Stock | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
7% Series A Cumulative Redeemable Preferred Stock | 9. 7% Series A Cumulative Redeemable Preferred Stock In connection with the Merger, the Company issued 97,032,848 shares of Series A Preferred Stock. The terms of these shares provide the Company with the right to redeem such shares at any time for an amount equal to the liquidation preference, plus any accumulated and unpaid dividends. In addition, the terms of these shares include an option for a holder of such shares to require the Company to redeem all or a portion of such holder’s shares on or after November 14, 2020 for an amount equal to the liquidation preference, plus any accumulated and unpaid dividends. The initial dividend rate on these shares is 7% per annum. The dividend rate will increase to 9% per annum if dividends are not paid in cash for more than six quarters, and to 11% per annum if they are not redeemed after the earlier of certain change of control events and May 14, 2018. Due to the put option provided to the holders of these shares, such shares have been classified outside permanent stockholder’s equity. The initial liquidation preference of $1.90 per share will be subject to downward adjustment should net costs and payments relating to litigation and regulatory matters for alleged legacy acts exceed $3.5 million from the date of the Merger described in Note 1. The Company recognizes changes in the redemption value immediately as they occur and adjusts the carrying amount of the Series A Preferred Stock to equal the redemption value at the end of each reporting period. As of March 31, 2018, the initial liquidation preference has not been adjusted. On August 6, 2017 (the “redemption date”), the Company used proceeds from the Loan (see Note 6) in the amount of approximately $54.5 million to redeem 28,560,947 shares of Series A Preferred Stock, representing approximately 39.458% of the total shares of Series A Preferred Stock outstanding on the redemption date. The shares of Series A Preferred Stock were redeemed on a pro rata basis from each stockholder at a redemption price of $1.9082 per share, which was comprised of the $1.90 liquidation preference per share and $0.082 in accumulated and unpaid dividends per share earned through the redemption date. As of March 31, 2018 and December 31, 2017, BRE Holdings owned approximately 0.9 million shares of the Series A Preferred Stock. On March 26, 2018, the Board of Directors of the Company declared a dividend on the Series A Preferred Stock of $0.0333 per share, which was paid on April 16, 2018 to stockholders of record on April 1, 2018. As of March 31, 2018, the Company accrued $1.5 million for this dividend, which is included in accounts payable and accrued expenses in the condensed consolidated balance sheet. |
Stockholder's Equity
Stockholder's Equity | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
Stockholder's Equity | 10. Stockholder’s Equity The Company is authorized to issue 150,100,000 shares of capital stock pursuant to its Amended and Restated Certificate of Incorporation, consisting of (i) 100,000 shares of common stock, par value $0.01 per share, and (ii) 150,000,000 shares of preferred stock, par value $0.0001 per share. Holders of the Company’s common stock are entitled to one vote for each share of common stock held. At March 31, 2018 and December 31, 2017, there were 100 shares of common stock issued and outstanding. On February 8, 2018, the Board of Directors of the Company declared a dividend on its common stock of $40,000 per share, which was paid on February 9, 2018. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11. Income Taxes The Company accounts for TRS income taxes using the asset and liability 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 tax bases. The analysis utilized by the Company in determining the deferred tax valuation allowance involves considerable management judgment and assumptions. The deferred tax valuation allowance was $4.2 million and $4.3 million as of March 31, 2018 and December 31, 2017, respectively. For the three months ended March 31, 2018 and 2017, the Company recorded $0.7 million and $0 of income tax benefit, respectively. The income tax expense for the three months ended March 31, 2018 and 2017 is comprised of federal and state income taxes. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 12. Related Party Transactions The Sponsor and its affiliates are in the business of making investments in companies and real estate assets and currently own, and may, from time to time acquire and hold, in each case, interests in businesses or assets that compete directly or indirectly with the Company. In addition, certain affiliates of the Sponsor have significant influence over Hilton, which indirectly owns the entities that serve as franchisors and receive franchise fees for 26 of the hotels owned by the Company. In accordance with the Company’s certificate of incorporation, the Sponsor has no obligation to present any corporate opportunities to the Company or to conduct its other business and investment affairs in the best interests of the Company, common stockholder, or holders of Series A Preferred Shares. In connection with the Sponsor’s and its affiliates’ business activities, the Sponsor, BRE Holdings or any of their affiliates, including, without limitation, Hilton or its subsidiaries, may from time to time enter into arrangements with the Company or its subsidiaries. These arrangements may be subject to restrictions on affiliate transactions contained in agreements entered into in connection with the Loan. The Company incurred $3.8 million and $3.7 million of franchise fees, marketing fees and other expenses during the three months ended March 31, 2018 and 2017, respectively, under agreements with Hilton or its subsidiaries. No amounts were payable to Hilton as of March 31, 2018 or December 31, 2017. A management company provides services to the Company including financial, accounting, administrative and other services that may be requested from time to time pursuant to a corporate services agreement. Affiliates of the Sponsor hold a management interest in this management company. The Company paid $1.2 million and $0.6 million to this management company during the three months ended March 31, 2018 and 2017, respectively. No amounts were outstanding to this management company as of March 31, 2018 or December 31, 2017. Prepayments of $0.4 million related to the corporate services agreement are included in prepaid expenses and other assets on the condensed consolidated balance sheet as of March 31, 2018. |
Summary of Significant Accoun18
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation – |
Basis of Presentation | Basis of Presentation – 10-K |
Use of Estimates | Use of Estimates – |
Cash and Cash Equivalents | Cash and Cash Equivalents – |
Restricted Cash | Restricted Cash – The following table provides detail regarding cash and cash equivalents and restricted cash that sums to the total of such amounts presented in the accompanying condensed consolidated statements of cash flows. March 31, December 31, March 31, December 31, 2018 2017 2017 2016 Cash and cash equivalents $ 15,474 $ 22,491 $ 29,312 $ 25,170 Restricted cash 12,821 9,111 7,352 5,996 Total cash, cash equivalents and restricted cash $ 28,295 $ 31,602 $ 36,664 $ 31,166 |
Due from Third-Party Managers, net | Due from Third-Party Managers, net – |
Due to Third-Party Managers, net | Due to Third-Party Managers, net – |
Investment in Real Estate and Related Depreciation | Investment in Real Estate and Related Depreciation – |
Impairment of Investment in Real Estate | Impairment of Investment in Real Estate – If events or circumstances change, such as the operating performance of a property declines substantially for an extended period of time, the Company’s carrying value for a particular property may not be recoverable and in such instances an impairment loss may be recorded. Recoverability of assets to be held and used is determined by a comparison of the carrying amount of the assets to the future undiscounted net cash flows expected to be generated by the asset. If the carrying value of such assets exceeds such cash flows, the assets are considered impaired. Impairment losses are measured as the difference between the asset’s fair value and its carrying value. Fair value is determined by using management’s best estimate of the discounted net cash flows over the remaining useful life of the asset, or other indicators of fair value. |
Goodwill | Goodwill – two-step The following table details the carrying amount of the Company’s goodwill at March 31, 2018 and December 31, 2017. The goodwill allocated to the sale of hotel properties represents the goodwill amounts allocated at the Acquisition Date to the Residence Inn – Huntsville, Alabama and Marriott – Redmond, Washington hotel properties which were sold during the three months ended March 31, 2018, and is included within the determination of gain on sale of hotel properties presented in the accompanying condensed consolidated statement of operations and condensed consolidated statement of cash flows. Balance as of December 31, 2017 Goodwill $ 108,466 Accumulated impairment losses — 108,466 Allocated to sale of hotel properties (9,784 ) Balance as of March 31, 2018 Goodwill 98,682 Accumulated impairment losses — $ 98,682 |
Revenue Recognition | Revenue Recognition – No. 2014-09, Revenue from Contracts with Customers No. 2014-09 Room revenue is generated through contracts with customers whereby the customers agree to pay a daily rate for right to use a hotel room. The Company’s contract performance obligations are fulfilled at the end of the day that the customer is provided the room and revenue is recognized daily at the contract rate. Payment from the customer is secured at the end of the contract upon check-out Food and beverage revenue is generated through contracts with customers whereby the customer agrees to pay a contract rate for restaurant dining services or banquet services. The Company’s contract performance obligations are fulfilled at the time that the meal is provided to the customer or when the banquet facilities and related dining amenities are provided to the customer. The Company believes there are no significant judgments regarding the recognition of food and beverage revenue. The Company recognized $2.1 million and $2.6 million of food and beverage revenue during the three months ended March 31, 2018 and 2017, respectively, which is included in other revenue in the Company’s condensed consolidated statements of operations. |
Sales and Marketing Costs | Sales and Marketing Costs – |
Income Taxes | Income Taxes – |
Valuation of Deferred Tax Assets | Valuation of Deferred Tax Assets – |
(Loss) Income per Common Share | (Loss) Income per Common Share |
Segment Information | Segment Information – |
New Accounting Pronouncements | New Accounting Pronouncements – 2016-02, Leases. 2016-02 In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments 2016-15 Statement of Cash Flows In October 2016, the FASB issued ASU 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory 2016-16 In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. 2017-04 2017-04 In February 2017, the FASB issued ASU No. 2017-05, Other Income – Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20), 610-20 No. 2014-09, |
Summary of Significant Accoun19
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Cash and Cash Equivalents and Restricted Cash | The following table provides detail regarding cash and cash equivalents and restricted cash that sums to the total of such amounts presented in the accompanying condensed consolidated statements of cash flows. March 31, December 31, March 31, December 31, 2018 2017 2017 2016 Cash and cash equivalents $ 15,474 $ 22,491 $ 29,312 $ 25,170 Restricted cash 12,821 9,111 7,352 5,996 Total cash, cash equivalents and restricted cash $ 28,295 $ 31,602 $ 36,664 $ 31,166 |
Summary of Carrying Amount of Goodwill | The following table details the carrying amount of the Company’s goodwill at March 31, 2018 and December 31, 2017. The goodwill allocated to the sale of hotel properties represents the goodwill amounts allocated at the Acquisition Date to the Residence Inn – Huntsville, Alabama and Marriott – Redmond, Washington hotel properties which were sold during the three months ended March 31, 2018, and is included within the determination of gain on sale of hotel properties presented in the accompanying condensed consolidated statement of operations and condensed consolidated statement of cash flows. Balance as of December 31, 2017 Goodwill $ 108,466 Accumulated impairment losses — 108,466 Allocated to sale of hotel properties (9,784 ) Balance as of March 31, 2018 Goodwill 98,682 Accumulated impairment losses — $ 98,682 |
Investment in Real Estate, net
Investment in Real Estate, net (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Real Estate [Abstract] | |
Investment in Real Estate | Investment in real estate, net, as of March 31, 2018 and December 31, 2017 consisted of the following: March 31, December 31, Land and Improvements $ 117,439 $ 117,418 Building and Improvements 698,764 693,132 Furniture, Fixtures and Equipment 60,582 57,422 Construction in Progress 3,583 6,467 880,368 874,439 Less: Accumulated Depreciation (123,123 ) (116,180 ) Investment in Real Estate, net $ 757,245 $ 758,259 |
Sale of Hotel Properties (Table
Sale of Hotel Properties (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Sale of Hotel Properties | During the three months ended March 31, 2018, the Company sold two hotels as summarized below. Goodwill allocated to the hotels sold is included in the determination of gain on sale of hotel properties. Hotel Date of Sale Proceeds Gain Mortgage Residence Inn—Huntsville, Alabama January 2018 $ 7,587 $ — $ 7,587 Marriott—Redmond, Washington February 2018 67,753 — 68,917 Total $ 75,340 $ — $ 76,504 During the three months ended March 31, 2017, the Company sold six hotels as summarized below. Goodwill allocated to the hotels sold is included in the determination of gain on sale of hotel properties. Hotel Date of Sale Proceeds Gain Mortgage Payable Fairfield Inn—Huntsville, Alabama January 2017 $ 4,575 $ — $ 4,444 TownePlace Suites—Arlington, Texas January 2017 8,001 — 3,606 Springhill Suites—Clearwater, Florida January 2017 5,767 — 4,971 TownePlace Suites—Las Colinas, Texas January 2017 16,867 3,072 8,248 Courtyard—Albany, Georgia February 2017 8,628 — 6,242 Springhill Suites—Arlington, Texas March 2017 9,015 556 8,360 Total $ 52,853 $ 3,628 $ 35,871 |
Hotels Held for Sale (Tables)
Hotels Held for Sale (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Text Block [Abstract] | |
Summary of Proceeds from Sale of Hotels Held for Sale | The following is a summary of hotels held for sale as of December 31, 2017. Hotel Assets of Hotels Residence Inn—Huntsville, Alabama $ 6,341 Marriott—Redmond, Washington 59,193 Total $ 65,534 |
Mortgages Payable (Tables)
Mortgages Payable (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Mortgage Loans on Real Estate [Abstract] | |
Schedule of Mortgages Payable | Mortgages payable as of March 31, 2018 and December 31, 2017 consisted of the following: March 31, December 31, 2018 2017 Mortgages payable before unamortized deferred financing costs $ 739,504 $ 746,223 Unamortized deferred financing costs (6,115 ) (8,075 ) Mortgages payable related to assets held and used $ 733,389 $ 738,148 Mortgages payable related to assets of hotels held for sale — 69,905 Total mortgages payable $ 733,389 $ 808,053 |
Schedule of Interest Expense | Components of interest expense for the three months ended March 31, 2018 and 2017 were as follows: For the three months ended March 31, 2018 2017 Mortgage debt $ 7,502 $ 7,032 Amortization of deferred financing costs 1,959 — Capitalized interest (37 ) (109 ) Total interest expense, net $ 9,424 $ 6,923 |
Schedule of Future Principal Payments of Debt Obligations | Future scheduled principal payments of debt obligations as of March 31, 2018 are as follows: 2018 (remaining months) $ 364 2019 724,009 2020 533 2021 562 2022 14,036 Thereafter — Total $ 739,504 |
Fair Value of Financial Instr24
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Carrying Amounts and Estimated Fair Values of Financial Instruments | Carrying amounts and estimated fair values of financial instruments, for periods indicated, were as follows: March 31, 2018 December 31, 2017 Carrying Estimated Carrying Estimated Value Fair Value Value Fair Value Financial assets measured at fair value on a recurring basis: Interest rate caps $ 60 $ 60 $ — $ — Financial liabilities not measured at fair value: Mortgages payable and mortgages payable related to assets of hotels held for sale $ 739,504 $ 738,911 $ 816,128 $ 815,677 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Aggregate Amounts of Minimum Lease Payments under Lease Agreements | The aggregate amounts of minimum lease payments under these lease agreements for the five years subsequent to March 31, 2018 and thereafter are as follows: 2018 (remaining months) $ 80 2019 107 2020 45 2021 — 2022 — Thereafter — Total $ 232 |
Organization - Additional Infor
Organization - Additional Information (Detail) | 12 Months Ended | |
Mar. 31, 2018HotelStateRoom | Jul. 07, 2017Hotel | |
Hotel [Member] | ||
Organization [Line Items] | ||
Number of hotels owned | Hotel | 50 | 50 |
Number of states the hotels located | State | 17 | |
Aggregate number of rooms | Room | 5,963 | |
Apple REIT Six, Inc. [Member] | ||
Organization [Line Items] | ||
Acquisition date | May 14, 2013 |
Summary of Significant Accoun27
Summary of Significant Accounting Policies - Additional Information (Detail) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2018USD ($)Segment | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Property, Plant and Equipment [Line Items] | ||||
Deposits within financial institutions | $ 250,000 | |||
Goodwill impairment | 0 | $ 0 | $ 0 | |
Food and beverage revenue | $ 2,100,000 | $ 2,600,000 | ||
Number of operating segment | Segment | 1 | |||
Buildings [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Estimated useful lives of assets | 39 years | |||
Minimum [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Percentage of adjusted taxable income to be distributed to stockholder | 90.00% | |||
Minimum [Member] | Land and Building Improvements [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Estimated useful lives of assets | 10 years | |||
Minimum [Member] | Furniture, Fixtures and Equipment [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Estimated useful lives of assets | 3 years | |||
Maximum [Member] | Land and Building Improvements [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Estimated useful lives of assets | 15 years | |||
Maximum [Member] | Furniture, Fixtures and Equipment [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Estimated useful lives of assets | 7 years |
Summary of Significant Accoun28
Summary of Significant Accounting Policies - Summary of Cash and Cash Equivalents and Restricted Cash (Detail) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2017 | Dec. 31, 2016 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 15,474 | $ 22,491 | $ 29,312 | $ 25,170 |
Restricted cash | 12,821 | 9,111 | 7,352 | 5,996 |
Total cash, cash equivalents and restricted cash | $ 28,295 | $ 31,602 | $ 36,664 | $ 31,166 |
Summary of Significant Accoun29
Summary of Significant Accounting Policies - Summary of Carrying Amount of Goodwill (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2017 | |
Goodwill [Roll Forward] | ||
Allocated to sale of hotel properties | $ (9,784) | |
Goodwill, gross | 98,682 | $ 108,466 |
Accumulated impairment losses | 0 | 0 |
Goodwill, net | $ 98,682 | $ 108,466 |
Investment in Real Estate, ne30
Investment in Real Estate, net - Investment in Real Estate (Detail) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Real Estate Properties [Line Items] | ||
Investment in Real Estate, gross | $ 880,368 | $ 874,439 |
Less: Accumulated Depreciation | (123,123) | (116,180) |
Investment in Real Estate, net | 757,245 | 758,259 |
Land and Improvements [Member] | ||
Real Estate Properties [Line Items] | ||
Investment in Real Estate, gross | 117,439 | 117,418 |
Building and Improvements [Member] | ||
Real Estate Properties [Line Items] | ||
Investment in Real Estate, gross | 698,764 | 693,132 |
Furniture, Fixtures and Equipment [Member] | ||
Real Estate Properties [Line Items] | ||
Investment in Real Estate, gross | 60,582 | 57,422 |
Construction in Progress [Member] | ||
Real Estate Properties [Line Items] | ||
Investment in Real Estate, gross | $ 3,583 | $ 6,467 |
Sale of Hotel Properties - Addi
Sale of Hotel Properties - Additional Information (Detail) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018USD ($)Hotel | Mar. 31, 2017USD ($)Hotel | Dec. 31, 2017USD ($) | |
Discontinued Operations and Disposal Groups [Abstract] | |||
Number of hotels sold | Hotel | 2 | 6 | |
Net proceeds from sale of hotels | $ 75,300,000 | $ 52,900,000 | |
Selling cost of sale of hotels | 2,500,000 | 1,700,000 | |
Additional principal payment | $ 6,600,000 | 2,600,000 | |
Impairment of investment in real estate | $ 10,900,000 | ||
Gain (loss) on sale of hotel properties | $ 3,628,000 | $ 0 |
Sale of Hotel Properties - Summ
Sale of Hotel Properties - Summary of Hotels Sold (Gain) (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Net proceeds from sale of hotels | $ 75,340 | $ 52,853 |
Gain from sale of hotels | 3,628 | |
Mortgage Payable Repaid | $ 76,504 | $ 35,871 |
Residence Inn Huntsville Alabama Hotel [Member] | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Date of Sale | 2018-01 | |
Net proceeds from sale of hotels | $ 7,587 | |
Mortgage Payable Repaid | $ 7,587 | |
Marriott Redmond Washington Hotel [Member] | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Date of Sale | 2018-02 | |
Net proceeds from sale of hotels | $ 67,753 | |
Mortgage Payable Repaid | $ 68,917 | |
Fairfield Inn - Huntsville, Alabama [Member] | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Date of Sale | 2017-01 | |
Net proceeds from sale of hotels | $ 4,575 | |
Mortgage Payable Repaid | $ 4,444 | |
TownePlace Suites - Arlington, Texas [Member] | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Date of Sale | 2017-01 | |
Net proceeds from sale of hotels | $ 8,001 | |
Mortgage Payable Repaid | $ 3,606 | |
Springhill Suites - Clearwater, Florida [Member] | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Date of Sale | 2017-01 | |
Net proceeds from sale of hotels | $ 5,767 | |
Mortgage Payable Repaid | $ 4,971 | |
TownePlace Suites - Las Colinas, Texas [Member] | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Date of Sale | 2017-01 | |
Net proceeds from sale of hotels | $ 16,867 | |
Gain from sale of hotels | 3,072 | |
Mortgage Payable Repaid | $ 8,248 | |
Courtyard - Albany, Georgia [Member] | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Date of Sale | 2017-02 | |
Net proceeds from sale of hotels | $ 8,628 | |
Mortgage Payable Repaid | $ 6,242 | |
Springhill Suites - Arlington, Texas [Member] | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Date of Sale | 2017-03 | |
Net proceeds from sale of hotels | $ 9,015 | |
Gain from sale of hotels | 556 | |
Mortgage Payable Repaid | $ 8,360 |
Hotels Held for Sale - Addition
Hotels Held for Sale - Additional Information (Detail) | 3 Months Ended |
Dec. 31, 2017Hotel | |
Property, Plant and Equipment Assets Held-for-sale Disclosure [Abstract] | |
Number of hotels held for sale | 2 |
Hotels Held for Sale - Summary
Hotels Held for Sale - Summary of Hotels Held for Sale (Detail) $ in Thousands | Dec. 31, 2017USD ($) |
Long Lived Assets Held-for-sale [Line Items] | |
Hotels held for sale | $ 65,534 |
Discontinued Operations, Held-for-sale [Member] | |
Long Lived Assets Held-for-sale [Line Items] | |
Hotels held for sale | 65,534 |
Residence Inn Huntsville Alabama Hotel [Member] | Discontinued Operations, Held-for-sale [Member] | |
Long Lived Assets Held-for-sale [Line Items] | |
Hotels held for sale | 6,341 |
Marriott Redmond Washington Hotel [Member] | Discontinued Operations, Held-for-sale [Member] | |
Long Lived Assets Held-for-sale [Line Items] | |
Hotels held for sale | $ 59,193 |
Mortgages Payable - Schedule of
Mortgages Payable - Schedule of Mortgages Payable (Detail) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Mortgage Loans on Real Estate [Abstract] | ||
Mortgages payable before unamortized deferred financing costs | $ 739,504 | $ 746,223 |
Unamortized deferred financing costs | (6,115) | (8,075) |
Mortgages payable related to assets held and used | 733,389 | 738,148 |
Mortgages payable related to assets of hotels held for sale | 69,905 | |
Total mortgages payable | $ 733,389 | $ 808,053 |
Mortgages Payable - Additional
Mortgages Payable - Additional Information (Detail) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2018USD ($)Hotel | Dec. 31, 2017USD ($) | Jul. 07, 2017USD ($)Hotel | Dec. 03, 2014USD ($) | |
Mortgage Loans on Real Estate [Line Items] | ||||
Loan outstanding principal amount | $ 739,504,000 | |||
Deferred financing costs associated with Loan | $ 6,115,000 | $ 8,075,000 | ||
Mortgage and Mezzanine Loans [Member] | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Borrowings on mortgage loan | $ 800,000,000 | |||
Loans maturity, description | The Loan is scheduled to mature on July 9, 2019, with an option for the Borrowers to extend the initial term for five one-year extension terms, subject to certain conditions. | |||
Loan Agreement [Member] | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Deferred financing costs associated with Loan | 10,800,000 | |||
Professional fees and other costs associated with loan | 1,800,000 | |||
2014 Loan [Member] | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Borrowings on mortgage loan | $ 830,000,000 | |||
Loan outstanding principal amount | $ 732,600,000 | |||
Maximum [Member] | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Percentage of guarantor liability on principal of loan outstanding | 10.00% | |||
Minimum [Member] | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Percentage of prepayment penalty on loan funded to borrowers | 15.00% | |||
Interest Rate Cap [Member] | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Derivative, maturity date | Jul. 9, 2019 | |||
Net proceeds from borrowings on mortgage payable and mezzanine loans | $ 800,000,000 | |||
Hotel [Member] | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Number of hotels owned | Hotel | 50 | 50 | ||
Fort Worth, Texas Residence Inn [Member] | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Loan, maturity date | Oct. 6, 2022 | |||
Loan, interest rate | 4.73% | |||
Fort Worth, Texas Residence Inn [Member] | Mortgages Payable [Member] | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Loan, Outstanding principal balance | $ 16,000,000 | $ 16,100,000 | ||
LIBOR [Member] | Mortgage and Mezzanine Loans [Member] | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Margin rate | 2.15% | |||
One-Month LIBOR [Member] | Interest Rate Cap [Member] | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Margin rate | 4.25% | |||
Collateral Pledged [Member] | Hotel [Member] | Loan Agreement [Member] | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Number of hotels owned | Hotel | 49 |
Mortgages Payable - Schedule 37
Mortgages Payable - Schedule of Interest Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Interest Expense [Abstract] | ||
Mortgage debt | $ 7,502 | $ 7,032 |
Amortization of deferred financing costs | 1,959 | |
Capitalized interest | (37) | (109) |
Total interest expense, net | $ 9,424 | $ 6,923 |
Mortgages Payable - Schedule 38
Mortgages Payable - Schedule of Future Principal Payments of Debt Obligations (Detail) $ in Thousands | Mar. 31, 2018USD ($) |
Debt Disclosure [Abstract] | |
2018 (remaining months) | $ 364 |
2,019 | 724,009 |
2,020 | 533 |
2,021 | 562 |
2,022 | 14,036 |
Thereafter | 0 |
Total | $ 739,504 |
Fair Value of Financial Instr39
Fair Value of Financial Instruments - Carrying Amounts and Estimated Fair Values of Financial Instruments (Detail) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Mortgages payable and mortgages payable related to assets of hotels held for sale, Carrying Value | $ 733,389 | $ 808,053 |
Mortgages [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Mortgages payable and mortgages payable related to assets of hotels held for sale, Carrying Value | 739,504 | 816,128 |
Mortgages payable and mortgages payable related to assets of hotels held for sale, Estimated Fair Value | 738,911 | $ 815,677 |
Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Interest rate caps, Carrying Value | 60 | |
Interest rate caps, Estimated Fair Value | $ 60 |
Fair Value of Financial Instr40
Fair Value of Financial Instruments - Additional Information (Detail) $ in Millions | 1 Months Ended |
Jul. 31, 2017USD ($)Agreement | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Number of interest rate cap agreement acquired | Agreement | 1 |
Interest Rate Cap [Member] | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Interest rate derivative instrument cost | $ 0.2 |
Interest Rate Cap [Member] | Upon Exercise of First One-Year Extension of Loan [Member] | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Interest rate derivative instrument cost | $ 0.1 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
Feb. 28, 2017USD ($)Property | Mar. 31, 2018USD ($)Hotel | Dec. 31, 2017USD ($) | Mar. 31, 2017USD ($) | Jul. 07, 2017Hotel | |
Long-term Purchase Commitment [Line Items] | |||||
Insurance receivable collected | $ 0 | $ 100 | |||
Allowance on insurance receivable | $ 5,000 | ||||
Loss on disposals of investment in real estate | 5,000 | ||||
Number of subset of hotels with ground leases | Hotel | 3 | ||||
Ground lease expenses | $ 0 | ||||
Hotel [Member] | |||||
Long-term Purchase Commitment [Line Items] | |||||
Number of hotels owned | Hotel | 50 | 50 | |||
Minimum [Member] | |||||
Long-term Purchase Commitment [Line Items] | |||||
Insurance receivable | $ 5,000 | ||||
Ground lease expenses | $ 0 | ||||
Maximum [Member] | |||||
Long-term Purchase Commitment [Line Items] | |||||
Ground lease expenses | $ 0 | ||||
Ground Leases [Member] | Minimum [Member] | |||||
Long-term Purchase Commitment [Line Items] | |||||
Lease obligation remaining period | 2 years | ||||
Ground Leases [Member] | Maximum [Member] | |||||
Long-term Purchase Commitment [Line Items] | |||||
Lease obligation remaining period | 28 years | ||||
Ground Leases [Member] | PA Residence Inn [Member] | |||||
Long-term Purchase Commitment [Line Items] | |||||
Lease obligation remaining period | 28 years | ||||
Franchise Agreements [Member] | Minimum [Member] | |||||
Long-term Purchase Commitment [Line Items] | |||||
Royalty fee | 4.50% | ||||
Franchise Agreements [Member] | Maximum [Member] | |||||
Long-term Purchase Commitment [Line Items] | |||||
Royalty fee | 6.00% | ||||
Deepwater Horizon Economic and Property Damages Settlement Program [Member] | |||||
Long-term Purchase Commitment [Line Items] | |||||
Proceeds from litigation settlement | $ 1,400 | ||||
Number of damaged properties prior to Merger | Property | 4 | ||||
Affiliated Entity [Member] | |||||
Long-term Purchase Commitment [Line Items] | |||||
Management agreement terms, description | The agreements with less than one year remaining in their term generally automatically renew on annual or month-to-month terms unless either party to the agreement gives prior notice of the termination thereof. | ||||
Affiliated Entity [Member] | Minimum [Member] | |||||
Long-term Purchase Commitment [Line Items] | |||||
Payment of management fee as percentage of revenues | 2.00% | ||||
Management agreement remaining terms, period | 1 year | ||||
Affiliated Entity [Member] | Maximum [Member] | |||||
Long-term Purchase Commitment [Line Items] | |||||
Payment of management fee as percentage of revenues | 7.00% | ||||
Management agreement remaining terms, period | 16 years | ||||
Affiliated Entity [Member] | Management Agreements [Member] | Hotel [Member] | |||||
Long-term Purchase Commitment [Line Items] | |||||
Number of hotels owned | Hotel | 50 |
Commitments and Contingencies42
Commitments and Contingencies - Aggregate Amounts of Minimum Lease Payments under Lease Agreements (Detail) $ in Thousands | Mar. 31, 2018USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2018 (remaining months) | $ 80 |
2,019 | 107 |
2,020 | 45 |
2,021 | 0 |
2,022 | 0 |
Thereafter | 0 |
Total | $ 232 |
7% Series A Cumulative Redeem43
7% Series A Cumulative Redeemable Preferred Stock - Additional Information (Detail) - USD ($) | Mar. 26, 2018 | Aug. 06, 2017 | Mar. 31, 2018 | Dec. 31, 2017 | Nov. 29, 2012 |
Class of Stock [Line Items] | |||||
Number of preferred stock owned by company | $ 0.0333 | ||||
Dividend paid, date | Apr. 16, 2018 | ||||
Preferred Stock, dividend record date | Apr. 1, 2018 | ||||
Accrued dividend | $ 1,500,000 | ||||
7% Series A Cumulative Redeemable Preferred Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Preferred stock, shares issued | 43,821,901 | 43,821,901 | 97,032,848 | ||
Initial date for redemption of shares | Nov. 14, 2020 | ||||
Preferred Stock, dividend rate | 7.00% | ||||
Increase in dividend rate of preferred stock per annum, if not paid in cash for more than six quarters | 9.00% | ||||
Increase in dividend rate of preferred stock if not redeemed after control events and May 14, 2018 | 11.00% | ||||
Increase in dividend rate, trigger date | May 14, 2018 | ||||
Preferred stock initial liquidation preference per share | $ 1.90 | $ 1.90 | $ 1.90 | ||
Redemption price per share | $ 1.9082 | ||||
Percentage of outstanding preferred shares redeemed | 39.458% | ||||
Aggregate redemption price | $ 54,500,000 | ||||
Accumulated and unpaid dividends earned per share | $ 0.082 | ||||
Number of preferred stock redeemed | 28,560,947 | ||||
Number of preferred stock owned by company | 43,821,901 | 43,821,901 | |||
7% Series A Cumulative Redeemable Preferred Stock [Member] | Minimum [Member] | |||||
Class of Stock [Line Items] | |||||
Legacy litigation and regulatory matters, expense | $ 3,500,000 | ||||
7% Series A Cumulative Redeemable Preferred Stock [Member] | BRE Holdings [Member] | |||||
Class of Stock [Line Items] | |||||
Number of preferred stock owned by company | 900,000 | 900,000 |
Stockholder's Equity - Addition
Stockholder's Equity - Additional Information (Detail) - $ / shares | Feb. 08, 2018 | Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 |
Class of Stock [Line Items] | ||||
Common stock, shares authorized | 100,000 | 100,000 | ||
Common stock, par value | $ 0.01 | $ 0.01 | ||
Preferred stock, shares authorized | 30,000,000 | 30,000,000 | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 | ||
Common stock voting rights | Company's common stock are entitled to one vote for each share of common stock | |||
Common stock, shares issued | 100 | 100 | ||
Common stock, shares outstanding | 100 | 100 | ||
Dividend payable, date to be paid | Apr. 16, 2018 | |||
Common Stock, dividend declared per share | $ 40,000 | $ 100,000 | ||
Common Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Dividend payable, date declared | Feb. 8, 2018 | |||
Dividend payable, date to be paid | Feb. 9, 2018 | |||
Common Stock, dividend declared per share | $ 40,000 | |||
Amended And Restated Certificate Of Incorporation [Member] | ||||
Class of Stock [Line Items] | ||||
Capital stock, shares authorized | 150,100,000 | |||
Common stock, shares authorized | 100,000 | |||
Common stock, par value | $ 0.01 | |||
Preferred stock, shares authorized | 150,000,000 | |||
Preferred stock, par value | $ 0.0001 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Income tax benefit | $ 698 | $ 38 | |
Deferred tax valuation allowance | $ 4,200 | $ 4,300 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2018USD ($)Hotel | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($) | Jul. 07, 2017Hotel | |
Prepaid Expenses and Other Current Assets [Member] | ||||
Related Party Transaction [Line Items] | ||||
Prepayments related to corporate services agreement | $ 400,000 | |||
Hotel [Member] | ||||
Related Party Transaction [Line Items] | ||||
Number of hotels owned | Hotel | 50 | 50 | ||
Hilton Worldwide Inc [Member] | ||||
Related Party Transaction [Line Items] | ||||
Franchise fees, marketing fees, and other expenses | $ 3,800,000 | $ 3,700,000 | ||
Amount paid for capital improvements | 0 | $ 0 | ||
Affiliated Entity [Member] | ||||
Related Party Transaction [Line Items] | ||||
Professional fees paid to management company | 1,200,000 | $ 600,000 | ||
Management Company [Member] | ||||
Related Party Transaction [Line Items] | ||||
Capital improvements payable | $ 0 | $ 0 | ||
Hilton Worldwide Holdings Inc. Franchisor [Member] | Hilton Worldwide Inc [Member] | Hotel [Member] | ||||
Related Party Transaction [Line Items] | ||||
Number of hotels owned | Hotel | 26 |